Wrap Text
Condensed consolidated financial statements for the
year ended 30 June 2014
Texton Property Fund Limited
(formerly Vunani Property Investment Fund Limited)
(Incorporated in the Republic of South Africa)
(Registration number: 2005/019302/06)
A Real Estate Investment Trust, listed on the JSE Limited
JSE share code: TEX
ISIN: ZAE000190542 (formerly ISIN: ZAE000185872)
Condensed consolidated financial statements for the
year ended 30 June 2014
Highlights
– Distribution per share 85,47 cents from 77,25 cents up by 10,6%
– Investment property income R271,8 million from R216,9 million up
by 25,3%
– As the costs of improving buildings’ environmental performance
falls in line with the lower costs of technological innovations
such as solar panels and efficient heating systems, so occupiers will
demand these enhancements and be willing to pay a premium for them.
– Net asset value 993,89 cents per share from 861,9 cents up
by 15,4%
– Share price 965 cents
– Portfolio value R2,21 billion up by 40,4%
– Net property income R184 million up by 18,8%
– Tenant retention (based on GLA) 82,5%
– Vacancy 5,3% (2013: 5,6%)
– Blue chip tenants 79,6%
Commentary
Introduction
This has been a busy and very positive year for the Fund. A number of
fundamental changes have provided us with a solid platform from which
to grow our asset base and deliver sustainable, superior earnings for
our shareholders. The benefit to shareholders has already been
evident during this financial year, with a marked increase in
acquisition activity (40,4% growth compared with 9,9% to 30 June
2013). Despite strong growth, the Fund has retained its tight control
of the assets and all acquisitions have enhanced the portfolio
quality and the sustainability of its income.
The purchase of the management company by a consortium comprising
executive management, Angelique de Rauville, Chick Legh, Thys van
Heerden and Gerard de Rauville and Investec has invigorated the Fund
with the injection of considerable property skills and deal making
ability. The underlying portfolio has proven to be an exceptionally
stable platform and performed well. Going forward both the existing
portfolio and our growth path will benefit from the expertise within
the Texton Group. The executive team has grown considerably and we
will continue to appoint highly experienced executives with property
expertise to ensure we continue the Fund’s focus on tight, hands-on
management.
On 7 August 2014 Texton successfully changed its name from Vunani
Property Investment Fund Limited following the cession and
assignment of the asset management agreement to Texton Property
Investments Proprietary Limited with a corresponding change in the
ISIN code from ZAE000185872 to ZAE000190542. The share code has
changed from VPF to TEX effective 25 August 2014. The Johannesburg
and Cape Town offices have been relocated to 54 Bompas Road,
Dunkeld West, and 6th Floor, 33 Church Street, Cape Town,
respectively.
Key performance indicators
A core discipline for the Fund is the tight management of our assets
and monthly tracking of eleven primary indicators that flag the
performance of our underlying assets. The last 12 months has been
tough in the market, and nowhere more so than in the office sector.
Despite a sluggish economy, we are pleased to report to shareholders
that all our KPIs have improved.
While the sector average vacancy is 11,3%, ours has improved to
5,3% on a total GLA of 190 116m2, from 5,6% in June 2013. The Fund
started the year with only two material leases expiring, amounting
to 7,0% of our lettable area. We extended the Compensation Fund’s
lease to three years and SITA has also renewed their lease. The
vacancy at Investment Place has continued to be an irritant; we
are in negotiations with a number of tenants. We have filled other
pockets of vacancies which have offset those at Investment Place,
thereby reducing our overall vacancy rate.
The average lease expiry is 3,96 years (2013: 4,75 years) with the
average lease escalations at 8,6% (2013: 7,7%). Financial year
2015 will be a relatively quiet year for leasing activity, with
12,2% of leases due to expire. Negotiations are far advanced on
5,0% of the expiries and we are confident we will retain our tenants
without rent reversions.
Rent collection has improved to 98,0% excluding those referred to
legal intervention. This is a remarkable statistic in what has
been a prolonged tough environment. Of note is the fact that we have
very little new arrear rentals and our arrears book is largely
confined to managing the few long-term defaulters.
The Fund’s geographic profile, based on GLA and rental income, is
still heavily weighted to Gauteng where 68,3% (2013: 58,7%) of our
properties are located and 21,7% (2013: 28,4%) in the Western Cape.
It is our intention to continue to acquire properties in
economically strong nodes and over time, our geographical profile
should mirror economic activity. ‘Blue chip’ clients (listed,
national and government tenants) contribute 79,8% (2013: 79,7%) of
our revenue per month. Of our tenant base, on total revenue, national
companies comprises 12,9% (2013: 18,3%) and government 38,9%
(2013: 45,5%); listed and large entities rent 28,0% (2013:15,9%).
We have a 63%/37% split between single and multi-tenanted buildings
based on rental income per month. The vast majority of our tenants
are in the commercial sector, at 92,9% (2013: 90,8%) by GLA and
95,0% (2013: 93,5%) by rental income.
Greening the portfolio
An aspect of our tenant retention strategy has involved the Fund
in evolving into a specialist in refurbishments and green projects.
Experience has proved that renovations result in higher property
valuations and a more stable tenant profile as well as increasing
distributions. Experience has also taught us that much of the
savings punted at feasibility stage do not materialise. Management
has taken time to understand this industry and this will ensure that
capital expenditure will deliver enhanced returns to shareholders.
The project to ‘green’ the Foretrust building, located in the
fast-developing node of the Cape Town foreshore, has been modelled
on the successful 14 Loop Street environmental refurbishment we
completed in late 2009. The feasibility stage is complete, with costs
and savings now well defined. The project will be a joint effort
between the Fund, Department of Public Works, Eskom and City of
Cape Town. Capital expenditure is estimated to be around R23 million,
and will be yield accretionary. We anticipate that we will reduce
power and water consumption by over 50,0%.
Our other ‘green’ project is ACS House where we have had positive
support from the tenants for the harvesting of spring and rain water.
The payback on the capital expenditure will be four years and has
resulted in savings of 70,0% in water consumption.
The significant savings achieved indicate that the application of
green principles in all refurbishments will sustain the growth of
the Fund over the long term. We continue to assess all the buildings
in our portfolio and will schedule green refurbishments provided
they deliver enhanced returns to our shareholders and tenants.
Acquisitions
When we listed the Fund in 2011 our main aim was to provide a
platform for acquisitive growth so that we can grow our asset base
by investing in well priced income and quality enhancing investment
properties specifically in the commercial sector, to optimise
returns for our shareholders. During the past financial year, we
observed a closing of the gap between seller’s asking prices and
our understanding of value. Consequently, we acquired four excellent
properties valued at R598,5 million in total (acquired for
R544,4 million – refer to note relating to acquisitions/business
combinations for details of the acquisitions). We have another
R379,6 million of assets in the process of being transferred into
the Fund.
BEE transaction
The management and board of the Fund continue to be committed to the
transformation and empowerment objectives of South Africa and have
expended considerable effort in addressing our objective of having a
meaningful, sustainable and commercially driven black economic
empowerment shareholding at the listed level. Notably, the Fund
scores very highly in all aspects of its operations except that of
equity ownership. A sub-committee was appointed by the board to
consider and propose both a suitable BBBEE structure and
participants. The imminent transfer of the PD Naidoo portfolio will
result in 6,2% of Texton shares being owned by black empowered
individuals/entities and will ensure that the Fund achieves at least
a Level 3 rating. Approximately 11,1 million shares will be issued
for the settlement of the Scott Street property (refer events after
the reporting date).
An additional, circa 20% BBBEE Shareholder deal is at an advanced
stage and we anticipate the deal being concluded by the end of the
calendar year.
Equity raised
On 23 August 2013, Texton successfully concluded its rights offer and
issued 48 503 939 new shares (40,2%), raising R455 million. The
proceeds were used to settle the acquisition price of the Greenstone
Hill Office Park properties and to settle existing variable debt of
R180 million. The shares were issued at a 4% discount to the closing
clean price of Texton’s shares on the JSE on 4 July 2013.
Summary of financial performance
Reviewed Audited
year to year to
30 June 30 June
2014 2013
Net asset value per share (cents)# 993,89 375,17
Net asset value per linked unit (cents) – 861,86
Net tangible asset value less deferred
tax per share (cents)^ 991,55 371,37
Net tangible asset value less deferred
tax per linked unit (cents) – 858,05
Distribution per share/linked unit (cents) 85,47 77,25
Interim distribution 40,00 38,00
Final distribution – 39,25
Final dividend* 45,47 –
Share price (cents) 965,00 1 005,00
Loan to value (%) 31,6 31,3
# The calculation of net asset value per share was based on
shareholders’ interest of R1 592,316 million
(2013: R452 524 million), and shares in issue (excluding treasury
shares) of 160 210 102 (2013: 120 618 080).
^ The calculation of tangible net asset value per share was based
on shareholders’ interest less deferred tax of R1 588,561 million
(2013: R447 937 million), and shares in issue (excluding treasury
shares) of 160 210 102 (2013: 120 618 080).
• Declared subsequent to year end.
Geographical profile
GLA Revenue Revenue
per- per per-
GLA centage month centage
m2 % R'000 %
30 June 2014
Eastern Cape Province 8 102 4,3 825 4,1
Gauteng Province 129 803 68,3 13 799 67,9
KwaZulu-Natal Province 4 333 2,3 334 1,6
North West Province 5 362 2,8 628 3,1
Northern Cape Province 1 181 0,6 98 0,5
Western Cape Province 41 336 21,7 4 651 22,9
190 116 100,0 20 335 100,0
30 June 2013
Eastern Cape Province 7 881 5,4 904 6,5
Gauteng Province 85 417 58,7 7 938 56,9
KwaZulu-Natal Province 4 333 3,0 301 2,2
North West Province 5 362 3,7 580 4,2
Northern Cape Province 1 181 0,8 91 0,6
Western Cape Province 41 420 28,4 4 135 29,6
145 594 100,0 13 949 100,0
Sectoral profile
GLA Revenue Revenue
per- per per-
GLA centage month centage
m2 % R'000 %
30 June 2014
Commercial 176 548 92,9 19 328 95,0
Retail 8 317 4,3 773 3,8
Industrial 5 251 2,8 234 1,2
190 116 100,0 20 335 100,0
30 June 2013
Commercial 132 247 90,8 13 046 93,5
Retail 8 096 5,6 727 5,2
Industrial 5 251 3,6 178 1,3
145 594 100,0 13 951 100,0
Tenant spread
Rent- Rent- Revenue Revenue
able able per per-
area area month centage
m2 % R'000 %
30 June 2014
(A) National 23 572 13,1 2 627 12,9
(A) Government 65 790 36,5 7 878 38,9
(B) Listed/Large entities 47 152 26,2 5 690 28,0
(C) Other 43 591 24,2 4 140 20,1
180 105 100,0 20 335 100,0
30 June 2013
(A) National 24 658 17,9 2 559 18,3
(A) Government 54 592 39,8 6 332 45,5
(B) Listed/Large entities 22 324 16,2 2 224 15,9
(C) Other 35 873 26,1 2 834 20,3
137 447 100,0 13 949 100,0
Tenants are classified as follows:
(A) Large national tenants, large listed tenants, government and
major franchises;
(B) National tenants, listed tenants, franchises and medium to large
professional firms; and
(C) Other.
Vacancy profile
30 June 2014 30 June 2013
Rent- Rent- Rent- Rent-
able able able able-
area area area area
m2 % R'000 %
Commercial 9 780 97,7 7 797 95,7
Retail 230 2,3 350 4,3
Industrial – – – –
10 010 100,0 8 147 100,0
Lease expiry profile per annum
Vacant 2015 2016 2017 >2017
30 June 2014
Rentable area % 5,3 12,2 31,9 18,5 32,1
Revenue % – 12,4 31,9 18,4 37,3
Vacant 2014 2015 2016 >2016
30 June 2013
Rentable area % 5,6 17,0 29,5 10,5 37,4
Revenue % – 19,5 29,8 11,4 39,3
At 30 June 2014 the property portfolio reported a vacancy level of
5,3% (2013: 5,6%).
Vacant Vacant
Total 30 June Total 30 June
GLA 2014 GLA 2013
m2 % m2 %
Commercial 176 548 5,1 132 247 5,4
Retail 8 317 0,2 8 096 0,2
Industrial 5 251 – 5 251 –
Total 190 116 5,3 145 594 5,6
The abovementioned vacancy includes a vacancy that was acquired at
Foretrust, which was not paid for. The weighted average lease
escalation is 8,6% (2013: 7,7%) for the portfolio.
Reconciliation of change in GLA of the Fund
Total Total
GLA at Net GLA at
30 June increase 30 June
2013 in GLA 2014
m2 m2 m2
Commercial 132 247 44 301 176 548
Retail 8 096 221 8 317
Industrial 5 251 – 5 251
Total 145 594 44 522 190 116
Equity raised
On 26 August 2013, following the successful rights offer,
48 503 939 new linked units (before the conversion to stated
capital) were issued with a face value of 250 cents each at a
subscription price of 987,33 cents per share, in the ratio of
40,21283 rights offer units for every 100 units held. The
subscription price of 987,33 cents per rights offer unit comprised
a clean price of 938,07 cents determined as at 4 July 2013 being
the day before the declaration announcement and total pre-paid
distributions of 49,26 cents. The clean price of 938,07 cents per
rights offer unit represented a 7% discount to the 30-day volume
weighted average clean price of shares listed on the JSE at the
close of business on Thursday, 4 July 2013 being the last business
day prior to the release of the declaration data announcement; and
4% discount to the closing clean price of shares on the JSE on
Thursday, 4 July 2013. The proceeds were used to acquire 10
buildings in Greenstone Hill Office Park and settle floating debt
to the extent of R180 million.
Successful conversion to a Real Estate Investment Trust (REIT)
On 1 July 2013, Texton converted from a Property Loan Stock
company to a Real Estate Investment Trust (REIT), which status was
granted by the JSE in accordance with the REIT provisions
contained in section 13 of the JSE Listings Requirements, as
amended. The company’s ISIN code, with effect from 1 July 2013, was:
ZAE000185872 (formerly ISIN: ZAE000157459). Texton’s listing on the
JSE has been moved to “Financial Services – Real Estate Investment
Trusts”. As part of the REIT conversion, the company converted its
share capital structure to an all-equity capital structure, aligned
with international REIT capital structures. Investment property
comprises land and buildings held to generate rental income over the
long term. Capital profit on the sale of investment property will no
longer be subject to capital gains taxation under the new REIT
legislation.
At a general meeting held on 16 January 2014, Texton’s
shareholders approved the delinking of Texton’s debentures from its
ordinary shares, the conversion of the ordinary shares of 250 cents
each to shares of no par value. As at 30 June 2014, Texton’s issued
share capital comprised 169 122 019 ordinary shares of no par value.
As a result of the change in capital structure, the non-
distributable reserves were transferred to retained earning.
Basis of preparation
These condensed consolidated financial statements are prepared in
accordance with the requirements of the JSE Limited Listings
Requirements for preliminary reports and the requirements of the
Companies Act of South Africa. The Listings Requirements require
preliminary reports to be prepared in accordance with the framework
concepts and the measurement and recognition requirements of
International Financial Reporting Standards (IFRS)and the SAICA
Financial Reporting Guides as issued by the Accounting Practices
Committee and Financial Pronouncements as issued by the Financial
Reporting Standards Council and to also, as a minimum, contain the
information required by IAS 34 Interim Financial Reporting. The
accounting policies applied in the preparation of the condensed
consolidated financial statements are in terms of IFRS and are
consistent with those applied in the previous consolidated annual
financial statements except for the adoption of new standards which
became effective on 1 July 2013. The adoption of new standards and
interpretations has had no material effect on the results for the
period nor has it required the restatement of any prior year figures.
The condensed consolidated financial statements information has been
presented on the historical cost basis, except for financial
instruments and investment properties carried at fair value, and are
presented in Rand thousands which is Texton’s functional and
presentation currency.
Ms M de Lange (CA (SA)), Texton’s Financial Director, was
responsible for the preparation of these condensed consolidated
financial statements. The annual financial statements will not be
issued at the same time as this announcement.
Audit review
The group’s auditors KPMG Inc. have reviewed these condensed
consolidated financial statements for the year ended 30 June 2014.
The review was conducted in accordance with ISRE 2410: Review of
interim financial information performed by the independent auditor of
the entity. A copy of their unmodified review report dated
22 August 2014 is available for inspection at the company’s
registered office.
Net property income
The increase in investment property income (25,3%) from the prior
year was largely due to the effects of contractual rental
escalations and the property acquisitions made.
Investment property income consists of rental income of
R215,1 million (2013: R171,2 million) and recoveries of utilities
from tenants of R56,7 million (2013: R45,7 million).
The ratio of net property expenses (property expenses less
recoveries) to rental income for the group has improved from
17,1% to 15,3% in the current year as a result of tight cost
management.
The ratio of gross property expenses to investment property income
(rental income including recoveries from tenants) has also improved
from 34,6% to 33,0%.
Asset management fees
The asset management function is performed by Texton Property
Investments Proprietary Limited after successful cession and
assignment of the asset management agreement from Vunani Property
Asset Management Proprietary Limited and the day-to-day property
management function is performed by JHI Properties Proprietary
Limited. The increase is attributable to the increased enterprise
value on which the fee is calculated as a result of the property
acquisitions.
Fair value adjustments
The revaluation of properties resulted in a positive upward
revaluation of R110,7 million for investment property (including
investment properties reclassified as held for sale). This was due
to a decrease in the discount rate applied to the valuation as a
result of a decrease in the risk free rate, based on the 10-year
long bond rate, a revision of market cap rates, as well as
increased future contractual rentals.
Swap agreements were fair valued using the yield curve at
30 June 2014, resulting in a decrease in the overall swap
liability of R4,3 million (74,2%).
Arrears
Tight management of receivables resulted in total arrears
decreasing significantly to R1,59 million
(30 June 2013: R3,9 million). Arrears are being managed
carefully.
Capital items
Capital items represents the costs incurred on unsuccessful
acquisitions.
Acquisition/business combinations
During the period the Fund made the following acquisitions:
Weighted
Acquisi- Acquisi- average
Transfer tion GLA tion annual
date cost m2 yield escalation
R’000 %
Greenstone Hill
Office Park 1 Aug
2013
and
30 Oct
2013 149 725 17 666 8,8 7,0
Wellington
Road – Parktown 17 Mar
2014 102 500 10 019 10,5 8,0
Bryanston Gate
– Bryanston 1 Apr
2014 174 000 16 659 10,8 7,6
426 225 44 344
It is the Fund’s stated intention to grow with yield-enhancing
quality assets. As a result, Greenstone Hill Office Park
Proprietary Limited, Wellington Road and Bryanston Gate was
acquired. Greenstone Hill Office Park consists of 15 buildings,
of which the Fund acquired 10, in the sectional title schemes
known as Greenstone Hill Office Park, situated at Erf 1841
Greenstone Hill Extension 22 Township, Gauteng and occupied 83%
by national and listed tenants with an average lease expiry of
4,2 years.
Wellington Road is occupied by Transnet and the major tenants
occupying Bryanston Gate are Primary Asset Management (3 518m2)
to 31 August 2016, Nampak Products Limited (2 202m²) to
29 February 2016 and City Lodge Hotels (1 397m²) to
31 December 2016.
Net assets acquired
R’000 Total
Investment property 544 425
Trade and other receivables 365
Income tax receivable 105
Cash and cash equivalents 323
Other financial liabilities (117 383)
Trade and other payables (1 610)
Net assets acquired 426 225
Cost of investment 426 225
Settlement of cost of investment
Less: Cash acquired (323)
Cash paid 425 902
After tax profits since acquisition 13 149
Full year after tax profits 48 819
Investment property reclassified as held for sale
On 30 June 2014, the Brickfield property, valued at R24 million,
was classified as held for sale. The transfer is expected to take
place on 30 September 2014. The Fund entered into a sale agreement
for Brickfield in order to realise a risk free profit equivalent to
the anticipated profit from the proposed redevelopment.
Borrowings
At 30 June 2014 the Fund had a loan to value of 31,6% (2013:
31,3%). The calculation of loan to value was based on other
financial liabilities (excluding the fair value of the interest
rate swaps) of R695,9 million (2013: R489,9 million) and the
value of investment property of R2 202,5 million
(2013: R1 567,7 million). The Fund remains capitalised to take
advantage of yield- enhancing acquisitions. The fund has an average
cost of debt of 8,27% (2013: 7,65%) with 49,2% (2013: 66,6%) of
the outstanding debt hedged through the use of interest rate swaps.
On 17 July 2014 the Fund hedged (via a swap) an additional R200
million at 7,12% (base rate) for three years (17 July 2017).
Reviewed Audited
30 June 30 June
2014 2013
R’000
Measured at amortised cost
Standard Bank Limited loan 720 792 533 305
Finance costs capitalised to loan 530 –
Amortisation of finance costs (221) –
721 101 533 305
Measured at fair value through profit or loss
Standard Bank Limited
Interest rate swap 1 1 018 3 013
Interest rate swap 2 225 1 398
Interest rate swap 3 222 1 385
722 566 539 101
Less: Amounts to be settled within 12 months
and included in current liabilities# 362 500) (319 196)
360 066 219 905
Amounts to be settled within 12 months
and included in current liabilities 362 500 319 196
Less: Redraw portion of facility* (25 223) (43 400)
337 277 275 796
# On 1 August 2014, the current portion of the facilities was
extended for a further three years.
* Excess cash is paid into the facilities on a monthly basis and
when required for the payment of the distribution or dividend,
the cash can be accessed, without penalty, from the facility.
Share and debenture capital
At 30 June 2013, the authorised share capital was two billion
ordinary shares of R0,0025 each. Each ordinary share was linked to
one unsecured variable rate debenture of R2,4975. The ordinary
shares and debentures traded as linked units on the JSE. In terms
of the debenture trust deed, the interest payable on the debenture
was calculated in accordance with the distributable income formula
which was distributed 100% annually. During the period 48 503 939
new linked units were issued in terms of a rights offer.
On 16 January 2014 unitholders of the company approved the delinking
of the linked units, the termination of the debenture tust deed,
the termination of the debentures and the capitalisation of the value
of the debentures in the accounts of the Fund to form part of Texton’s
stated capital as well as the conversion of the company’s ordinary
par value shares into ordinary shares with no par value, which took
effect on Monday, 17 February 2014. The company further adopted a new
Memorandum of Incorporation (MOI) which entrenches the relevant REIT
provisions.
Change in directors and board sub-committees
Messrs EG Dube, RR Emslie, CE Chimombe-Munyoro and PW Mackenzie
resigned from the board of directors on 28 February 2014. As a result
of the resignations and the cession and assignment of the asset
management agreement, Messrs AN Du Hecquet de Rauville, JA Legh
and MJ van Heerden were appointed on 1 March 2014 and NV Balfour and
TS Sishuba on 30 June 2014.
The following changes were made to the board committees resulting
from the resignations and appointments:
Mr JR Macey resigned as the chairperson, however remained as a member
of the investment committee and was appointed as the chairperson to
the audit and risk committee. Ms NV Balfour was appointed to the
social and ethics committee. Ms AN Du Hecquet de Rauville was
appointed as member of the investment and remuneration and nomination
committees. Mr JA Legh was appointed to the investment committee.
Mr MJ van Heerden was appointed as chairperson to the investment
committee. Ms PM Tau-Sekati has resigned from the investment
committee, was appointed on a temporary basis to the audit and risk
committee and resigned upon the appointment of Mr TS Sishuba as
member to the audit and risk committee and appointed as chairperson
to the social and ethics committee.
Events after the reporting date
On 3 July 2014, the shareholders of the Fund voted in favour of the
acquisition of the PD Naidoo properties. The acquisition comprises
a building in Scott Street, Waverley and sectional title sections
in St George’s Mall, Cape Town and on 24 July 2014, the Selby
Property was successfully transferred to the Fund.
The Fund further entered into sale of rental enterprise agreements
for the acquisition of the Edcon building in Johannesburg and the
Quintiles building in Bloemfontein. Transfer is expected to take
place on 31 October 2014 and 30 September 2014 respectively.
The details of the acquisitions are as follows:
Edcon, Johannesburg
Description of property
Erven 28, 29, 30, 31, 32 and 33 New Centre. Measuring 932m², 932m²,
915m², 915m², 915m² and 915m² respectively,
situated at 12 Laub Street, New Centre, Johannesburg
Purchase price - R150 470 000
Payment method - Shares
Region - Gauteng
Sector - Commercial
Vacancy - Nil
Tenant - Edcon; 8,8 year triple net lease
Gross lettable area (GLA) - 28 580m²
Annualised property yield - 9,9%
Quintiles, Bloemfontein
Description of property
Portion 121 Erf 13021, Bloemfontein extension 77
Purchase price - R47 500 000
Payment method - Cash
Region - Bloemfontein
Sector - Commercial
Vacancy - Nil
Tenant - Quintiles Clindepharm; 5 year triple net lease
Gross lettable area (GLA) - 3 404m²
Annualised property yield - 9,6%
Scott Street, Waverley
Description of property Portion 22 of Erf 13 Waverley
Purchase price - R107 804 895
Payment method - Transfer of the 8 911 917 Treasury Shares at R9,65
(R86 million) and the allotment and issue of shares to the value of
R21 804 895 for the balance of the purchase price
Region - Gauteng
Sector - Commercial
Vacancy - Nil
Tenant - Mott MacDonald PDNA; 3,5 year triple net lease
Gross lettable area (GLA) - 4 329m2
Annualised property yield - 9,5%
Selby Property
Description of property
Erf 544 Selby Extension 22, Erf 545 Selby Extension 22, Portion 1 of
Erf 19 Crown City Extension 6 and Erf 20
Crown City Extension 6
Purchase price - R52 737 000
Payment method - Cash
Region - Gauteng
Sector - Industrial and commercial
Vacancy - Nil
Tenant - Toolquip and Allied; 7 year triple net lease
Gross lettable area (GLA) - 10 419m2
Annualised property yield - 9,0%
St George’s Mall, Cape Town
Description of property
Sections 13, 50. Exclusive use areas 322, 323, 324, 325, 326, 327,
567, 568, 569, 576, 577 and 578 and an undivided share in the common
property apportioned to the above sections and six single undercover
parking bays and three tandem undercover parking bays in sectional
title scheme numbered SS2134/2006 and SS267/2008 known as
5 St George’s Mall, Cape Town
Purchase price - R21 130 434
Payment method - Cash
Region - Western Cape
Sector - Commercial
Vacancy - Nil
Tenant - Mott MacDonald PDNA; 3,5 year triple net lease
Gross lettable area (GLA) - 1 242m2
Annualised property yield - 10,5%
Prospects
The Fund has performed well since inception in 2006. The portfolio
size, quality and income has grown consistently. The Fund listed
three years ago and its distributions to shareholders has always
been in the upper quartile. Despite the difficult economic climate,
the portfolio has again performed well over the past year and the
board anticipates the Fund remaining in the upper quartile for the
next financial year. We will continue to focus on our strategy of
growing the Fund with yield enhancing assets without compromising on
quality. Importantly, the new management structure has enabled the
executive team to grow materially. The effect of this can be seen in
the solid performance of the portfolio and the significant increase
in acquisitions. In addition, the management team now has greatly
increased property skills, and deal making ability. The pipeline is
stronger than it has been since inception.
It is common knowledge that the office sector is struggling so some
diversification of risk is prudent. We are seeing selected
opportunities in the industrial and retail sectors that will enhance
our offering to shareholders. The board is also applying itself to
opportunities outside of South Africa. As with any acquisition, a
clear, well defined and thought out strategy is mandatory. The board
will not move offshore unless it is fully confident that we have the
necessary skills and deep market knowledge. Fortunately, management
has significant experience in markets outside of South Africa and
this knowledge will deliver improved dividends and risk
diversification.
2014 has been a cornerstone year for the Fund in terms of creating a
solid platform and skill base with which to grow. Management is
confident that this next reporting period will be an exciting phase
for the Fund and our shareholders will enjoy above market earnings
growth coupled with solid capital appreciation.
This prospects statement has not been reviewed or reported on by the
Fund’s independent external auditors.
Cash distribution
The board has approved and notice is hereby given of a final
distribution (distribution number 6) of 45,47 cents per share for the
year ended 30 June 2014.
The source of the distribution comprises net income from property
rentals and interest earned on cash on deposit. Please refer to the
consolidated statement of comprehensive income for further details.
In accordance with Texton’s status as a REIT, shareholders are
advised that the distribution meets the requirements of a “qualifying
distribution” for the purposes of section 25BB of the Income Tax Act,
No 58 of 1962 (Income Tax Act). Accordingly, qualifying distributions
received by local tax residents must be included in the gross income
of such shareholders (as a non-exempt dividend in terms of section
10(1)(k)(aa) of the Income Tax Act), with the effect that the
qualifying distribution is taxable as income in the hands of the
shareholder. These qualifying distributions are, however, exempt from
dividend withholding tax in the hands of South African tax resident
shareholders, subject to provision of the required declarations to
the shareholders’ Central Securities Depository Participant (CSDP) or
broker, as the case may be, in respect of uncertificated shares, or
the company, in respect of certificated shares.
Qualifying distributions received by non-resident shareholders will
not be taxable as income and instead will be treated as ordinary
dividends but which are exempt in terms of the usual dividend
exemptions per section 10(1)(k) of the Income Tax Act. It should be
noted that until 30 June 2014 qualifying distributions received by
non-residents were not subject to dividend withholding tax. From
1 January 2014, any qualifying distribution received by a non-resident
from a REIT will be subject to dividend withholding tax at 15,0%,
unless the rate is reduced in terms of any applicable agreement for
the avoidance of double taxation between South Africa and the country
of residence of the shareholder.
Assuming dividend withholding tax will be withheld at a rate of
15,0%, the net amount due to non-resident shareholders will be
38,64950 cents per share.
Local tax resident shareholders as well as non-resident shareholders
are encouraged to consult their professional advisors should they be
in any doubt as to the appropriate action to take. Texton’s shares in
issue at the date of these results are 169 122 019 and tax reference
number is 9353 785158.
Summary of the salient dates relating to the cash distribution are as
follows:
Declaration date Monday, 25 August 2014
Last date to trade in order to participate
in the cash distribution Friday, 12 September 2014
Shares to trade ex-distribution Monday, 15 September 2014
Record date Friday, 19 September 2014
Payment date Monday, 22 September 2014
Shares may not be dematerialised or rematerialised between Monday,
15 September 2014 and Friday, 19 September 2014, both dates
inclusive.
On behalf of the board
PD Naidoo RF Kane
Chairman Chief executive officer
22 August 2014
Consolidated statement of financial position
as at 30 June
Reviewed Audited
2014 2013
R’000
Assets
Non-current assets 2 219 986 1 586 016
Investment property 2 202 525 1 567 667
Property, plant and equipment 7 925 6 734
Other non-current assets 5 781 7 028
Deferred tax 3 755 4 587
Current assets 113 501 34 882
Trade and other receivables 23 824 11 261
Investment property reclassified as
held for sale 24 000 –
Income tax receivable 1 228 66
Cash and cash equivalents 64 449 23 555
Total assets 2 333 487 1 620 898
Equity and liabilities
Equity 1 592 316 452 524
Ordinary share capital – 301
Stated capital 945 436 –
Retained earnings/(accumulated
loss) 646 880 (46 061)
Non-distributable reserves – 498 284
Debentures – 587 029
Shareholders’ interest 1 592 316 1 039 553
Other liabilities
Other non-current liabilities
Other financial liabilities 360 066 219 905
Current liabilities 381 105 361 440
Current portion of other financial
liabilities 337 277 275 796
Trade and other payables 43 828 85 644
Total liabilities 741 171 581 345
Total equity and liabilities 2 333 487 1 620 898
Shares/linked units in issue (’000) 160 210 120 618
Net asset value per share (cents) 993,89 375,17
Net asset value per linked unit
(cents) – 861,86
Net tangible asset value less
deferred tax per share (cents) 991,55 371,37
Net tangible asset value less deferred
tax per linked unit (cents) – 858,05
Consolidated statement of comprehensive income for the year
ended 30 June
Reviewed Audited
2014 2013
R’000
Investment property income 271 759 216 883
Straight-line rental adjustment 1 839 12 957
Revenue 273 598 229 840
Property expenses (89 571) (74 948)
Net property income 184 027 154 892
Other income 5 444 1 967
Other operating expenses (4 689) (3 169)
Asset management fees (9 588) (8 120)
Operating profit 175 194 145 570
Finance income 8 299 1 616
Finance costs (41 421) (40 821)
Fair value adjustments 114 827 45 405
Capital items (9) –
Profit before debenture interest and
income tax 256 890 151 770
Debenture interest (64 022) (93 174)
Profit before amortisation of debenture
premium 192 868 58 596
Amortisation of debenture premium 2 159 1 889
Profit before income tax 195 027 60 485
Income tax (370) 84 849
Profit for the period 194 657 145 334
Total comprehensive income for the year 194 657 145 334
Basic and diluted earnings per share (cents) 123,60 120,49
Comparable basic and diluted earnings per
share/linked unit (cents) 162,88 196,17
Distribution per share/linked unit
(cents) 85,47 77,25
Interim distribution 40,00 38,00
Final distribution – 39,25
Final dividend* 45,47 –
* Declared subsequent to year end.
Consolidated statement of changes in equity for the year
ended 30 June
(Accu-
mulated
Non- loss/
Ordinary Stated distri- retained
share capital butable earnings Total
R’000 capital Reserve
Balance at
30 June 2012 301 – 363 389 (56 500) 307 190
Transactions with
owners of the company
recognised directly
in equity
Transfer to non-
distributable
reserve – – 134 895 (134 895) –
Total comprehensive
income for the year
Profit for the
year – – – 145 334 145 334
Balance at
30 June 2013 301 – 498 284 (46 061) 452 524
Transactions with
owners of the company
recognised directly
in equity
Issue of shares 121 – – – 121
Treasury shares
acquired – (86 060) – – (86 060)
Transfer from non-
distributable
reserve – – (498 284) 498 284 –
Conversion of
debentures to
shares (422) 1 031 496 - - 1 031 074
Total comprehensive
income for the year
Profit for the year – – – 194 657 194 657
Balance at
30 June 2014 – 945 436 – 646 880 1 592 316
Consolidated statement of cash flows for the year
ended 30 June
Reviewed Audited
R’000 2014 2013
Cash flows from operating activities
Cash generated/(utilised) by operations 122 652 147 770
Finance income received 8 299 1 616
Finance costs paid (41 200) (40 821)
Debenture interest paid (111 520) (86 810)
Income tax paid (336) (262)
Net cash (outflow)/inflow from
operating activities (22 105) 21 493
Net cash outflow from investing activities (504 412) (93 361)
Net cash inflow from financing activities 567 411 75 381
Net increase in cash and cash equivalents 40 894 3 513
Cash and cash equivalents at the beginning
of the year 23 555 20 042
Cash and cash equivalents at the end of
the year 64 449 23 555
Segmental analysis
The group has six reportable segments based on the geographic split
of the country. Each segment is further split into its various
sectors. This has changed from the prior year to enable a more
comprehensive analysis of the strategic business components.
Gauteng
R’000 Commercial Retail Industrial Total
Extracts from the
statement of compre-
hensive income
30 June 2014
Investment property
income (excluding
straight-line rental
adjustment) 178 389 4 285 – 182 674
Property expenses (62 118) (2 374) – (64 492)
Segment results 116 271 1 911 – 118 182
Extracts from the state-
ment of financial posi-
tion as at 30 June 2014
Investment property
Opening balance 954 374 19 517 – 973 891
Additions through
business combinations 544 425 – – 544 425
Other additions 1 624 30 – 1 654
Straight-line rental
adjustment 1 982 152 – 2 134
Cumulative fair value
adjustments 76 710 556 – 77 266
Investment property
reclassified as held
for sale – – – –
Closing balance 1 578 724 20 643 – 1 599 367
Western Cape
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2014
Investment property
income (excluding
straight-line rental
adjustment) 59 751 1 022 3 118 63 891
Property expenses (18 159) (630) (915) (19 704)
Segment results 41 592 392 2 203 44 187
Extracts from the
statement of financial
position as at
30 June 2014
Investment property
Opening balance 373 746 5 429 23 400 402 575
Additions through business
combinations – – – –
Other additions 24 – 6 30
Straight-line rental
adjustment 3 378 (4) 62 3 436
Cumulative fair value
adjustments 22 595 299 532 22 828
Investment property
reclassified as held
for sale – – (24 000) (24 000)
Closing balance 399 741 5 126 – 404 869
North West
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2014
Investment property
income (excluding
straight-line rental
adjustment) 8 034 – – 8 034
Property expenses (1 534) – – (1 534)
Segment results 6 500 – – 6 500
Extracts from the state-
ment of financial posi-
tion as at 30 June 2014
Investment property
Opening balance 59 719 – – 59 719
Other additions – – – –
Straight-line rental
adjustment 88 – – 88
Cumulative fair value
adjustments 2 602 – – 2 602
Closing balance 62 409 – – 62 409
Eastern Cape
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2014
Investment property
income (excluding
straight-line rental
adjustment) 7 670 4 460 – 12 130
Property expenses (1 918) (985) – (2 903)
Segment results 5 752 3 475 – 9 227
Extracts from the state-
ment of financial posi-
tion as at 30 June 2014
Investment property
Opening balance 55 000 37 499 – 92 499
Other additions – 6 – 6
Straight-line rental
adjustment (133) 485 – 352
Cumulative fair value
adjustments 88 3 321 – 3 409
Closing balance 54 955 41 311 – 96 266
Kwazulu-Natal
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2014
Investment property
income (excluding
straight-line rental
adjustment) 3 553 305 – 3 858
Property expenses (661) (76) – (737)
Segment results 2 892 229 – 3 121
Extracts from the state-
ment of financial posi-
tion as at 30 June 2014
Investment property
Opening balance 26 973 2 264 – 29 237
Other additions 49 – – 49
Straight-line rental
adjustment (93) (14) – (107)
Cumulative fair value
adjustments 366 81 – 447
Closing balance 27 295 2 331 – 29 626
Northern Cape
R’000 Commercial Retail Industrial Total
Extracts from the stat-
ement of comprehensive
income 30 June 2014
Investment property
income (excluding
straight-line rental
adjustment) 1 172 – – 1 172
Property expenses (201) – – (201)
Segment results 971 – – 971
Extracts from the state-
ment of financial posi-
tion as at 30 June 2014
Investment property
Opening balance 9 746 – – 9 746
Other additions – – – –
Straight-line rental
adjustment 8 – – 8
Cumulative fair value
adjustments 244 – – 244
Closing balance 9 998 – – 9 998
Total Portfolio
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2014
Investment property
income (excluding
straight-line rental
adjustment) 258 569 10 072 3 118 271 759
Property expenses (84 591) (4 065) (915) (89 571)
Segment results 173 978 6 007 2 203 182 188
Extracts from the state-
ment of financial posi-
tion as at 30 June 2014
Investment property
Opening balance 1 479 556 64 709 23 402 1 567 667
Additions through busi-
ness combinations 544 425 – – 544 425
Other additions 1 809 36 6 1 851
Straight-line rental
adjustment 1 158 619 62 1 839
Cumulative fair value
adjustments 106 552 3 659 532 110 743
Investment property
reclassified as held
for sale – – (24 000) (24 000)
Closing balance 2 133 500 69 023 – 2 202 525
Total
R’000 2014
Reconciliation from segment results to profit
for the period
Segment results 182 188
Straight-line rental adjustment 1 839
Other income 5 444
Other operating expenses (4 689)
Asset management fees (9 588)
Finance income 8 299
Finance costs (41 421)
Fair value adjustments 114 827
Capital items (9)
Debenture interest (64 022)
Amortisation of debenture premium 2 159
Income tax (370)
Profit for the period 194 657
Gauteng
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2013
Investment property
income (excluding
straight-line rental
adjustment) 131 370 4 227 – 135 597
Property expenses (49 054) (2 726) – (51 780)
Segment results 82 316 1 501 – 83 817
Extracts from the state-
ment of financial posi-
tion as at 30 June 2013
Investment property
Opening balance 846 669 17 769 – 864 438
Additions through
business combinations 64 579 – – 64 579
Other additions 4 767 – – 4 767
Straight-line rental
adjustment 3 057 205 – 3 262
Cumulative fair value
adjustments 35 302 1 543 – 36 845
Closing balance 954 374 19 517 – 973 891
Western Cape
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2013
Investment property
income (excluding 53 063 892 3 077 57 032
straight-line rental
adjustment)
Property expenses (15 772) (521) (1 326) (17 619)
Segment results 37 291 371 1 751 39 291
Extracts from the state-
ment of financial posi-
tion as at 30 June 2013
Investment property
Opening balance 370 855 5 454 – 376 855
Additions through
business combinations – – 20 004 20 004
Other additions 2 226 99 77 2 402
Straight-line rental
adjustment 8 162 104 – 8 266
Cumulative fair value
adjustments (7 499) (228) 3 321 (4 406)
Closing balance 373 746 5 429 23 400 402 575
North West
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2013
Investment property
income (excluding
straight-line rental
adjustment) 7 667 – – 7 667
Property expenses (1 496) – – (1 496)
Segment results 6 171 – – 6 171
Extracts from the state-
ment of financial position
as at 30 June 2013
Investment property
Opening balance 57 000 – – 57 000
Other additions – – – –
Straight-line rental
adjustment 622 – – 622
Cumulative fair value 2 097 – – 2 097
adjustments
Closing balance 59 719 – – 59 719
Eastern Cape
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2013
Investment property
income (excluding
straight-line rental
adjustment) 8 182 3 756 – 11 938
Property expenses (1 707) (1 093) – (2 800)
Segment results 6 475 2 663 – 9 138
Extracts from the state-
ment of financial posi-
tion as at 30 June 2013
Investment property
Opening balance 54 600 35 000 – 89 600
Other additions – 244 – 244
Straight-line rental
adjustment (7) 719 – 712
Cumulative fair value
adjustments 407 1 536 – 1 943
Closing balance 55 000 37 499 – 92 499
KwaZula-Natal
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2013
Investment property
income (excluding
straight-line rental
adjustment) 3 267 289 – 3 556
Property expenses (965) (79) – (1 044)
Segment results 2 302 210 – 2 512
Extracts from the state-
ment of financial posi-
tion as at 30 June 2013
Investment property
Opening balance 27 289 2 263 – 29 552
Other additions – – – –
Straight-line rental
adjustment 30 1 – 31
Cumulative fair value
adjustments (346) – – (346)
Closing balance 26 973 2 264 – 29 237
Northern Cape
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2013
Investment property
income (excluding
straight-line rental
adjustment) 1 093 – – 1 093
Property expenses (209) – – (209)
Segment results 884 – – 884
Extracts from the state-
ment of financial posi-
tion as at 30 June 2013
Investment property
Opening balance 9 495 – – 9 495
Other additions – – – –
Straight-line rental
adjustment 64 – – 64
Cumulative fair value
adjustments 187 – – 187
Closing balance 9 746 – – 9 746
Total Portfolio
R’000 Commercial Retail Industrial Total
Extracts from the state-
ment of comprehensive
income 30 June 2013
Investment property
income (excluding
straight-line rental
adjustment) 204 642 9 164 3 077 216 883
Property expenses (69 203) (4 419) (1 326) (74 948)
Segment results 135 439 4 745 1 751 141 935
Extracts from the state-
ment of financial posi-
tion as at 30 June 2013
Investment property
Opening balance 1 365 908 60 486 – 1 426 394
Additions through
business combinations 64 579 – 20 004 84 583
Other additions 6 993 343 77 7 413
Straight-line rental
adjustment 11 928 1 029 – 12 957
Cumulative fair value
adjustments 30 148 2 851 3 321 36 320
Closing balance 1 479 556 64 709 23 402 1 567 667
Total
R’000 2013
Reconciliation from segment results to profit
for the period
Segment results 141 935
Straight-line rental adjustment 12 957
Other income 1 967
Other operating expenses (3 169)
Asset management fees (8 120)
Finance income 1 616
Finance costs (40 821)
Fair value adjustments 45 405
Debenture interest (93 174)
Amortisation of debenture premium 1 889
Income tax 84 849
Profit for the period 145 334
Basic, diluted, headline, comparable basic and comparable headline
earnings and distribution per share for the year ended 30 June
Reviewed Audited
30 June 30 June
Cents 2014 2013
Audited
Basic earnings per share 123,60 120,49
Comparable basic earnings per share/linked
unit* 162,88 196,17
Headline earnings per share 53,28 21,76
Comparable headline earnings per
share/linked unit* 92,56 97,44
Distribution per share 85,47 77,25
* Comparable basic earnings per share/linked unit and comparable
headline earnings per share/linked unit have been included to
enable shareholders to compare the current year figures to those
previously reported which related to linked units.
Basic earnings per share
The calculation of basic earnings per share was based on the
comparable earnings attributable to shareholders of
R194,657 million (2013: R145,334 million), and a weighted average
number of shares outstanding of 157 494 340 (2013: 120 618 080).
Comparable basic earnings per share/linked unit
The calculation of comparable basic earnings per share/linked unit
was based on the comparable earnings attributable to shareholders/
linked unitholders of R256,520 million (2013: R236,619 million),
and a weighted average number of shares outstanding of
157 494 340 (2013: 120 618 080).
Headline earnings per share
The calculation of headline earnings per share was based on headline
earnings attributable to shareholders of R83,914 million
(2013: R26,247 million), and a weighted average number of shares
outstanding of 157 494 340 (2013: 120 618 080).
Comparable headline earnings per share/linked unit
The calculation of comparable headline earnings per share/linked
unit was based on comparable headline earnings attributable to
shareholders/linked unitholders of R145,777 million
(2013: R117,532 million), and a weighted average number of shares
outstanding of 157 494 340 (2013: 120 618 080).
Diluted basic earnings and diluted headline earnings per share
There were no dilutive instruments in issue at year end.
Distribution per share
The calculation of distribution per share was based on the
distributable earnings attributable to shareholders of
R144,541 million (2013: R93,174 million), and an issued number
of shares outstanding of 160 212 102 (2013: 120 618 080). At year
end the shares reflecting as treasury shares are not cancelled as
they were repurchased by the controlled trust, Vunani Property
Investment Trust. The distribution per share/linked unit is
calculated with reference to the actual shares in issue at year
end being 169 122 019.
Weighted average number of shares
Reviewed Audited
30 June 30 June
’000 2014 2013
Issued at the beginning of the year 120 618 120 618
Issued during the year 48 504 –
Treasury shares (8 912) –
Shares in issue at the end of the year 160 210 120 618
Weighted average number of shares in issue
for the year 157 494 120 618
* On 15 January 2014, Vunani Property Investment Trust (a controlled
trust) purchase 8 911 917 shares in the Fund at R9,65 per share as
part of a repurchase plan.
Earnings
Reviewed Audited
30 June 30 June
R’000 2014 2013
Earnings attributable to shareholders: 194 657 145 334
Adjust for:
Debenture interest 64 022 93 174
Amortisation of debenture interest (2 159) (1 889)
Comparable earnings attributable to
shareholders/linked unitholders 256 520 236 619
Headline earnings
Reviewed Audited
30 June 30 June
R’000 2014 2013
Profit attributable to shareholders 194 657 145 334
Adjust for:
Profit on sale of subsidiaries – (1 927)
Gross revaluation of investment property (110 743) (36 320)
Deferred taxation on revaluation of
investment property – (80 840)
Headline earnings attributable to
shareholders 83 914 26 247
Adjust for:
Debenture interest 64 022 93 174
Amortisation of debenture interest (2 159) (1 889)
Comparable headline earnings attributable to
shareholders/linked unitholders 145 777 117 532
Distributable earnings
Reviewed Audited
30 June 30 June
R’000 2014 2013
Revenue 271 759 216 883
Property expenses (89 571) (74 948)
Other income 5 444 1 967
Other operating expenses (4 689) (3 169)
Asset management fees (9 588) (8 120)
Net finance cost (32 901) (39 205)
Finance income 8 299 1 616
Finance cost (41 421) (40 821)
Finance cost amortisation 221 -
Deconsolidation of treasury shares 3 626 –
Taxation 461 (234)
Distributable earnings 144 541 93 174
Reconciliation of comparable earnings to
distributable earnings
Comparable earnings attributable to
shareholders/linked unitholders 256 520 236 619
Straight-line rental adjustment (1 839) (12 957)
Finance cost amortisation 221 –
Fair value adjustments (114 827) (45 405)
Deconsolidation of treasury shares 3 626 –
Capital items 9 –
Deferred tax 831 (85 083)
144 541 93 174
Basic, diluted, headline earnings and distribution per share
Reviewed Audited
30 June 30 June
’000 2014 2013
Distributable earnings (R’000) 144 541 93 174
Shares in issue (‘000) 169 122 120 618
Distribution per share/linked unit (cents) 85,47 77,25
Distributable earnings (R’000) 144 541 93 174
Less: Distributions to shareholders
(payment 1) (R’000) (67 648) (45 835)
Available for distribution
(payment 2)(R’000) 76 893 47 339
Units in issue (‘000) 169 122 120 618
Distribution per share (cents)
Dividend per share subsequent to year end 45,47 –
Distribution per linked unit – 39,25
Board of directors
PD Naidoo (Chairman)
RF Kane (Chief Executive Officer) M de Lange (Financial Director)
NV Balfour
AN Du Hecquet de Rauville
JA Legh
JR Macey
TS Sishuba
PM Tau-Sekati
MJ van Heerden
KN Vundla
The composition of the board of directors and board committees is as
follows:
Remune-
ration
Audit and Social
Date and Invest- nomina- and
of risk ment tions ethics
Board Appoint- commit- commit- commit- commit-
composition ment tee tee tee tee
Independent
non-executive
directors
PD Naidoo
(Chairperson) 11 Aug '11 Member Member
NV Balfour 30 Jun '14 Member
JR Macey 11 Aug '11 Chair Member
PM Tau-Sekati 11 Aug '11 Chair Chair
TS Sishuba 30 Jun '14 Member
KN Vundla 11 Mar '13 Member
Non-executive directors
AN Du Hecquet de Rauville
1 Mar '14 Member Member
JA Legh 1 Mar '14 Member
MJ van Heerden 1 Mar '14 Chair
Executive directors
RF Kane 7 Aug '08 Invitee Member Invitee Invitee
M de Lange 11 Aug '11 Invitee Invitee Invitee Member
Corporate information
Company secretary - CIS Company Secretaries Proprietary
Limited (N Toerien)
Sponsor - Investec Bank Limited
Transfer secretary - Computershare Investor Services
Proprietary Limited, 70 Marshall Street, Johannesburg, 2001
Physical/Registered and postal address
54 Bompas Road, Dunkeld West, 2196
PO Box 41394, Craighall Park, 2024
www.texton.co.za
Date: 25/08/2014 07:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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