Wrap Text
Unaudited interim results for the six months ended 30 June 2014
Brimstone Investment Corporation Limited
ISIN Number: ZAE000015277
Share Code: BRT
ISIN Number: ZAE000015285
Share Code: BRN
Company Registration Number: 1995/010442/06 (Incorporated in the Republic of
South Africa) ("Brimstone" or "the Company")
Unaudited Interim Results for the Six Months ended 30 June 2014
Highlights
Headline earnings increased by 96%
Total assets exceed R7 billion
INAV increased to R18.59 per share
Commentary
Profit for the period under review improved significantly to R309 million
from R165 million in the comparative period mainly as a result of positive
fair value adjustments in underlying investments. Gross assets increased to
R7.2 billion, up from R6.8 billion at 31 December 2013. Intrinsic Net Asset
Value also increased steadily from the previous period. The smaller increase
in Net Asset Value was primarily due to distributions made by an associate
and a subsidiary totalling R97.2 million in which the Company did not
participate. Headline earnings per share increased by 96% from 61.7 cents
per share to 120.9 cents per share.
Activity during the period under review was driven by further acquisitions
and efficient restructuring of financial arrangements which contributed
positively to these financial results. The Company also concluded a specific
repurchase of its shares from a wholly-owned subsidiary.
Brimstone Portfolio
SUBSIDIARIES
Sea Harvest
Catches in the first six months of 2014 were well ahead of prior year,
driven by better vessel utilisation and increased catch rates. Both the wet
fish and freezer fleets performed well. The higher volumes positively
impacted the land-based operations.
Sales were strong both locally and internationally with firm demand for hake.
This resulted in good price increases being achieved in both the local and
export markets in real terms. The favourable exchange rate further supported
pricing. Revenue was 14% higher than the prior comparative period. Sea
Harvest maintained its position as a market leader in the South African
frozen fish retail segment.
Operating profit before interest and exceptional items increased by 30% to
R66.15 million.
Lion of Africa
Gross written premiums increased by 5.8% to R378.5 million for the reporting
period. The challenging underwriting conditions continued during the
period under review, resulting in Lion of Africa reporting an after tax loss
of R31.8m for the period. Brimstone further capitalised Lion of Africa with
an investment of R25 million during the period.
House of Monatic
Turnover decreased by 7% to R82.7 million mainly as a result of retail
clothing chain stores delaying the take up of orders. Net profit decreased
to R0.8 million for the period while employment levels remained static at
around 800 staff. House of Monatic (HOM) continues to increase its share of
the corporate wear market as well as exports into sub-Saharan Africa. HOM
expanded its retail presence by the roll out of three C2 branded concept
stores with more stores envisaged.
ASSOCIATES
Oceana
Oceana's share price closed at R87.00 per share, up from R82.00 per share at
31 December 2013. Brimstone received dividends of R21.3 million from Oceana
during the period under review and recorded R29.4 million in equity
accounted earnings based on its reported six month earnings to 31 March 2014.
Aon Re Africa
Aon Re Africa is the leading reinsurance broker licensed and operating in
South Africa and the rest of Africa. Aon Re continued to successfully secure
new business across all divisions which resulted in solid organic growth,
especially outside of South Africa. Brimstone received a dividend of
R7.5 million from Aon Re Africa and recorded R0.9 million in equity
accounted earnings during the review period.
The Scientific Group
The Scientific Group provides instrumentation and consumables to pathology
laboratories as well as medical devices to both public and private
hospitals and maintained strong results for the six month period to
30 June 2014. Turnover and profitability increased through a strong
performance in the pathology and bioscience divisions and as a result
of distribution rights secured for a cardiology product portfolio for
the medical division in the prior financial year. Management remains
mindful of margin pressure, given current market conditions and a
deterioration of the Rand against major currencies during the reporting
period. Brimstone recorded R0.63 million in equity accounted earnings
from The Scientific Group.
Afena Capital
Afena Capital is an investment management firm that offers specialist
equity and balanced portfolios serving the South African institutional
market. Brimstone received a dividend of R2.6 million and recorded
R2.0 million in equity accounted losses from Afena Capital during the
period under review.
INVESTMENTS
Life Healthcare
Life Healthcare's share price closed at R41.49 per share, down from
R41.86 per share at 31 December 2013. The investment was revalued
downwards by R19.4 million. Brimstone received a special dividend of
100 cents per share and a dividend of 63 cents per share resulting in
total dividend receipts from Life Healthcare of R85.6 million.
MTN Zakhele
Brimstone's MTN Zakhele shares, previously accounted for as options, are now
valued at market value. Brimstone acquired a further 1 125 647 shares during
the period under review at an average cost of R98.34 per share. The share
price closed at R122.60 per share. Following the further acquisition, the
net result was an upward revaluation of R18.9 million.
Nedbank
Brimstone's rights to Nedbank shares, accounted for as options, have been
revalued at period end. This independently calculated option valuation was
based on a closing price of R229.17 per share, up from R210.00 per share at
31 December 2013. The investment was revalued upwards by R85.4 million. This
investment is included in current assets as the rights mature on 1 January
2015.
Old Mutual
Brimstone's rights to Old Mutual plc shares, accounted for as options, have
been revalued at period end, based on a closing price of R35.98 per share,
up from R33.79 per share at 31 December 2013. The investment was revalued
upwards by R48.3 million. This investment is included in current assets as
the rights mature on 1 May 2015.
Phuthuma Nathi
Brimstone acquired a further 534 234 Phuthuma Nathi shares at a cost of
R62 million during the period under review. The Phuthuma Nathi 1 shares and
Phuthuma Nathi 2 shares closed at R148.01 and R150.10 respectively. The
investment was revalued upwards by R117.2 million.
Rex Trueform and African & Overseas Enterprises (Queenspark)
During the review period Brimstone transferred various classes of Rex
Trueform and African & Overseas Enterprises' shares to the value of
R25 million (net of deferred tax) to its wholly-owned subsidiary Lion of
Africa.
The market price of all classes of Rex Trueform and African & Overseas
Enterprises shares remained flat during the period under review, with the
exception of the Rex Trueform "N" ordinary shares which were revalued
upwards by R4.0 million.
Taste Holdings
Taste Holdings' share price closed at R3.78 per share, up from R3.75 per
share at 31 December 2013. The investment was revalued upwards by
R0.7 million.
Tiger Brands
Brimstone's rights to Tiger Brands shares, accounted for as options, have
been revalued at period end. The independently calculated option valuation
was based on a closing share price of R306.64 per share, up from R266.93
per share at 31 December 2013. The investment was revalued upwards by
R70.1 million.
Basis of preparation
The condensed consolidated interim financial statements are prepared in
accordance with International Financial Reporting Standard, IAS 34: Interim
Financial Reporting, the SAICA Financial Reporting Guides as issued by the
Accounting Practices Committee and Financial Reporting Pronouncements as
issued by the Financial Reporting Standards Council, and the requirements of
the Companies Act of South Africa. The report has been prepared using
accounting policies that comply with International Financial Reporting
Standards which are consistent with those applied in the financial
statements for the year ended 31 December 2013.
The condensed financial information was prepared under the supervision of
the group financial director, Lawrie Zev Brozin, B.Com B.Acc CA(SA).
Share repurchase
During the review period Brimstone repurchased 3 629 700 Brimstone ordinary
shares at R13.53 per share for a total consideration of R49 109 841 and
21 898 143 Brimstone "N" ordinary shares at R13.30 per share for a total
consideration of R291 245 302. This specific repurchase of shares was from
Septen Investments Proprietary Limited, a wholly-owned subsidiary of
Brimstone and as such was done intra-group with no cash flow implications,
except for related expenses. The repurchased shares were listed as treasury
shares in Brimstone's last annual financial statements and the Company
applied to theJSE for the cancellation of these shares, which were duly
cancelled anddelisted on 30 May 2014.
Subsequent event
On 28 July 2014 a consortium special purpose vehicle (the "Consortium SPV"),
comprising, inter alia, Brimstone, Calulo Investments Proprietary Limited
and Solethu Investments Proprietary Limited as indirect and direct ordinary
shareholders, subscribed for 64 million Grindrod ordinary shares at a price
of R25.00 per share for an aggregate R1.6 billion equity investment,
resulting in the Consortium SPV having a shareholding in Grindrod of
approximately 8.4%. Brimstone, via a subsidiary, has a 59.2% shareholding in
the Consortium SPV.
Issue of shares
The following shares were issued during the period under review:
"N" Ordinary
Share option scheme
1 April 2014 435 540
Dividend
No dividend is declared for the half year (2013: Nil).
Prospects
Brimstone is well positioned to pursue value enhancing transactions. The
company has a strong balance sheet and management will continue to seek
opportunities that will create long-term value for its shareholders.
On behalf of the board
F Robertson MA Brey
Executive Chairman Chief Executive Officer
26 August 2014
Directorate and administration
Registered office: Boundary Terraces, 1 Mariendahl Lane,
Newlands 7700, Cape Town
Transfer Secretaries: Computershare Investor Services (Pty) Ltd,
70 Marshall Street, Johannesburg 2001
Sponsor: Nedbank Capital, 135 Rivonia Road, Sandton 2196
Directorate: F Robertson (Executive Chairman)*,
MA Brey (Chief Executive Officer)*, LZ Brozin (Financial)*,
PL Campher (Lead Independent), M Hewu, N Khan, KR Moloko, MK Ndebele,
LA Parker, FD Roman
*Executive
Website: www.brimstone.co.za
E-mail: info@brimstone.co.za
Condensed Consolidated Statement of Comprehensive Income
for the 6 months ended 30 June 2014
Unaudited Unaudited Audited
6 Months 6 Months Year
ended ended ended
30 June 30 June 31 Dec
R'000 2014 2013 2013
Revenue 1 092 346 1 048 942 2 086 376
Sales and fee income 968 172 990 709 1 930 997
Dividends received 124 174 58 233 155 379
Operating expenses (988 342) (1 005 285) (2 021 990)
Operating profit 104 004 43 657 64 386
Fair value gains 334 137 162 820 557 402
Exceptional items - 7 989 7 828
Share of profits of associates
and joint venture 31 204 28 533 13 204
Profit before net finance costs 469 345 242 999 642 820
Income from investments 9 429 14 496 23 037
Finance costs (86 544) (45 859) (110 553)
Outside unit holders' interest (970) (1 466) (507)
Net profit before taxation 391 260 210 170 554 797
Taxation (81 575) (45 145) (81 405)
Profit for the period 309 685 165 025 473 392
Other comprehensive income, net of tax 14 450 (1 609) 7 592
Items that may be reclassified
subsequently to profit or loss
Cash flow hedges
Profit/(loss) arising during the period 14 450 (1 609) (7 711)
Net value gain on available-for-sale
financial asset - - 15 303
Total comprehensive income
for the period 324 135 163 416 480 984
Profit attributable to:
Equity holders of the parent 295 818 153 919 464 111
Non-controlling interests 13 867 11 106 9 281
309 685 165 025 473 392
Total comprehensive income
attributable to:
Equity holders of the parent 305 619 152 984 468 523
Non-controlling interests 18 516 10 432 12 461
324 135 163 416 480 984
Earnings per share (cents)
Basic 120.9 63.0 189.9
Diluted 103.1 53.8 162.2
Condensed Consolidated Statement of Financial Position
as at 30 June 2014
Unaudited Unaudited Audited
30 June 30 June 31 Dec
R'000 2014 2013 2013
ASSETS
Non-current assets 4 800 506 4 548 342 5 051 016
Property, plant, equipment
and vehicles 288 933 262 306 278 348
Goodwill and other intangible assets 136 730 158 105 147 739
Investments in associate companies
and joint venture 772 775 816 763 799 029
Investments 3 303 845 3 252 477 3 633 291
Deferred taxation 33 568 5 504 21 654
Insurance assets 258 520 40 092 161 774
Other financial assets 6 135 13 095 9 181
Current assets 2 430 958 1 372 602 1 748 577
Inventories 284 719 262 538 250 648
Trade and other receivables 516 112 491 644 617 731
Insurance assets 552 547 433 774 505 785
Taxation 11 6 638 9 949
Investments 924 343 - 103 251
Cash and cash equivalents 153 226 178 008 261 213
TOTAL ASSETS 7 231 464 5 920 944 6 799 593
EQUITY AND LIABILITIES
Capital and reserves 3 459 883 3 050 099 3 372 120
Share capital 45 45 45
Capital reserves 333 752 325 516 325 434
Revaluation reserves 24 424 14 331 23 223
Cash flow hedging reserve 3 753 (1 302) (4 847)
Changes in ownership (11 839) (11 839) (11 839)
Retained earnings 3 006 320 2 595 438 2 905 630
Attributable to equity holders
of the parent 3 356 455 2 922 189 3 237 646
Non-controlling interests 103 428 127 910 134 474
Non-current liabilities 2 214 639 1 643 610 1 764 025
Long-term interest bearing borrowings 1 231 183 1 034 665 936 765
Long-term provisions 22 211 20 882 22 211
Insurance liabilities 242 314 - 168 749
Deferred taxation 718 931 588 063 636 300
Current liabilities 1 556 942 1 227 235 1 663 448
Short-term interest bearing borrowings 171 681 116 401 260 770
Bank overdrafts 26 974 28 150 49 604
Trade payables 571 458 285 058 575 358
Other payables 61 832 90 904 92 731
Insurance liabilities 677 616 655 522 634 817
Outside unit holders' interest 21 390 16 502 18 848
Other financial liabilities 645 2 292 14 123
Short-term provisions 20 384 14 452 16 992
Taxation 4 962 17 954 205
TOTAL EQUITY AND LIABILITIES 7 231 464 5 920 944 6 799 593
NAV per share (cents) 1 370.2 1 195.0 1 324.0
Shares in issue at end of
period (000's) 244 967 244 531 244 531
Condensed Consolidated Statement of Changes in Equity
for the six months ended 30 June 2014
R'000 Share Capital Revaluation
capital reserves reserves
Balance at 1 January 2013 - Audited 45 310 132 14 331
Attributable profit for the year
ended 31 December 2013 - - -
Other comprehensive income - - 8 892
Total comprehensive income - - 8 892
Recognition of share-based payments - 10 076 -
Dividend paid - - -
Subsidiary's accrual for preference dividends - - -
Issue of share capital - 2 812 -
Repurchase of trust units - (187) -
Disposal of treasury shares - 49 -
Share of non-distributable reserves of
associates transferred directly to equity - 2 552 -
Balance at 31 December 2013 - Audited 45 325 434 23 223
Attributable profit for the six months
ended 30 June 2014 - - -
Other comprehensive income - - 1 201
Total comprehensive income - - 1 201
Recognition of share-based payments - 5 205 -
Dividend paid - - -
Subsidiary's accrual for preference dividends - - -
Redemption of preference shares by subsidiary - - -
Share of distribution made by associate - - -
Distribution made by subsidiary for
change in shareholding - - -
Issue of share capital - 3 519 -
Repurchase of trust units - (185) -
Change in shareholding in subsidiary - - -
Share of non-distributable reserves of
associates transferred directly from equity - (221) -
Balance at 30 June 2014 - Unaudited 45 333 752 24 424
Balance at 1 January 2013 - Audited 45 310 132 14 331
Attributable profit for the six months
ended 30 June 2013 - - -
Other comprehensive income - - -
Total comprehensive income - - -
Recognition of share-based payments - 4 826 -
Dividend paid - - -
Subsidiary's accrual for preference
dividends - - -
Issue of share capital - 2 812 -
Disposal of treasury shares - 48 -
Share of non-distributable reserves
of associates transferred directly
to equity - 7 698 -
Balance at 30 June 2013 - Unaudited 45 325 516 14 331
Condensed Consolidated Statement of Changes in Equity
for the six months ended 30 June 2014
R'000 Cash flow
hedging Changes in Retained
reserve ownership earnings
Balance at 1 January 2013 - Audited (367) (11 839) 2 502 581
Attributable profit for the year
ended 31 December 2013 - - 464 111
Other comprehensive income (4 480) - -
Total comprehensive income (4 480) - 464 111
Recognition of share-based payments - - -
Dividend paid - - (61 062)
Subsidiary's accrual for preference dividends - - -
Issue of share capital - - -
Repurchase of trust units - - -
Disposal of treasury shares - - -
Share of non-distributable reserves of
associates transferred directly to equity - - -
Balance at 31 December 2013 - Audited (4 847) (11 839) 2 905 630
Attributable profit for the six months
ended 30 June 2014 - - 295 818
Other comprehensive income 8 600 - -
Total comprehensive income 8 600 - 295 818
Recognition of share-based payments - - -
Dividend paid - - (97 939)
Subsidiary's accrual for preference
dividends - - -
Redemption of preference shares
by subsidiary - - -
Share of distribution made by associate - - (58 995)
Distribution made by subsidiary for
change in shareholding - - (38 194)
Issue of share capital - - -
Repurchase of trust units - - -
Change in shareholding in subsidiary - - -
Share of non-distributable reserves of
associates transferred directly
from equity - - -
Balance at 30 June 2014 - Unaudited 3 753 (11 839) 3 006 320
Balance at 1 January 2013 - Audited (367) (11 839) 2 502 581
Attributable profit for the six months
ended 30 June 2013 - - 153 919
Other comprehensive income (935) - -
Total comprehensive income (935) - 153 919
Recognition of share-based payments - - -
Dividend paid - - (61 062)
Subsidiary's accrual for preference
dividends - - -
Issue of share capital - - -
Disposal of treasury shares - - -
Share of non-distributable reserves of
associates transferred directly
to equity - - -
Balance at 30 June 2013 - Unaudited (1 302) (11 839) 2 595 438
Condensed Consolidated Statement of Changes in Equity
for the six months ended 30 June 2014
R'000 Attribu-
table to
equity
holders Non-
of the controlling
parent interests Total
Balance at 1 January 2013 - Audited 2 814 883 115 103 2 929 986
Attributable profit for the year
ended 31 December 2013 464 111 9 281 473 392
Other comprehensive income 4 412 3 180 7 592
Total comprehensive income 468 523 12 461 480 984
Recognition of share-based payments 10 076 - 10 076
Dividend paid (61 062) (1 480) (62 542)
Subsidiary's accrual for preference
dividends - 8 004 8 004
Issue of share capital 2 812 330 3 142
Repurchase of trust units (187) (84) (271)
Disposal of treasury shares 49 - 49
Share of non-distributable reserves of
associates transferred directly
to equity 2 552 140 2 692
Balance at 31 December 2013 - Audited 3 237 646 134 474 3 372 120
Attributable profit for the six months
ended 30 June 2014 295 818 13 867 309 685
Other comprehensive income 9 801 4 649 14 450
Total comprehensive income 305 619 18 516 324 135
Recognition of share-based payments 5 205 - 5 205
Dividend paid (97 939) (3 000) (100 939)
Subsidiary's accrual for preference
dividends - 3 936 3 936
Redemption of preference shares by
subsidiary - (26 804) (26 804)
Share of distribution made by associate (58 995) - (58 995)
Distribution made by subsidiary for
change in shareholding (38 194) (23 967) (62 161)
Issue of share capital 3 519 - 3 519
Repurchase of trust units (185) (77) (262)
Change in shareholding in subsidiary - (53) (53)
Share of non-distributable reserves of
associates transferred directly
from equity (221) 403 182
Balance at 30 June 2014 - Unaudited 3 356 455 103 428 3 459 883
Balance at 1 January 2013 - Audited 2 814 883 115 103 2 929 986
Attributable profit for the six months
ended 30 June 2013 153 919 11 106 165 025
Other comprehensive income (935) (674) (1 609)
Total comprehensive income 152 984 10 432 163 416
Recognition of share-based payments 4 826 - 4 826
Dividend paid (61 062) (1 480) (62 542)
Subsidiary's accrual for preference
dividends - 3 774 3 774
Issue of share capital 2 812 - 2 812
Disposal of treasury shares 48 - 48
Share of non-distributable reserves of
associates transferred directly
to equity 7 698 81 7 779
Balance at 30 June 2013 - Unaudited 2 922 189 127 910 3 050 099
Condensed Consolidated Statement of Cash Flows
for the six months ended 30 June 2014
Unaudited Unaudited Audited
6 months 6 months Year ended
30 June 30 June 31 Dec
R'000 2014 2013 2013
Operating activities
Net attributable profit 309 685 165 025 473 392
Adjustments for non-cash items (276 248) (137 177) (459 908)
Operating cash flows before movements
in working capital 33 437 27 848 13 484
Increase in inventories (34 071) (31 731) (20 422)
Decrease/(increase) in trade and
other receivables 121 688 (86 694) (221 152)
Outside unit holders' interest 2 542 2 007 4 353
(Decrease)/increase in trade and
other payables (34 799) 11 745 303 872
Net increase in insurance assets (143 508) (4 910) (198 603)
Net increase in insurance liabilities 116 364 38 662 186 706
Cash generated from/(used in) operations 61 653 (43 073) 68 238
Interest received 9 429 14 496 23 037
Dividends received from associates
and joint venture 34 420 26 507 73 715
Dividends received from other
equity investments 89 754 31 726 81 664
Income taxes paid (1 782) (5 708) (32 188)
Finance costs (52 231) (35 897) (68 365)
Net cash from/(used in) operating
activities 141 243 (11 949) 146 101
Investing activities
Loan repayments and recoveries from
associates and investments 2 236 - 6 163
Proceeds on disposal of investments 21 155 - 44 602
Proceeds on disposal of property, plant,
equipment and vehicles 105 10 009 2 021
Acquisition of property, plant,
equipment and vehicles (45 305) (27 582) (76 046)
Acquisition of intangible assets (356) (4 636) (5 798)
Acquisition of investments (182 255) (8 272) (132 000)
Net cash used in investing activities (204 420) (30 481) (161 058)
Financing activities
Dividends paid by company and
subsidiaries (163 100) (62 542) (62 542)
Repayments of borrowings (88 274) (57 246) (84 071)
Loans raised 225 990 8 629 69 672
Shares sold - 48 49
Proceeds on issue of trust units/shares 3 519 2 812 3 142
Units/shares repurchased by subsidiaries (315) - (271)
(Decrease)/increase in bank overdrafts (22 630) 12 716 34 170
Net cash used in financing activities (44 810) (95 583) (39 851)
Net decrease in cash and cash
equivalents (107 987) (138 013) (54 808)
Cash and cash equivalents at
beginning of period 261 213 316 021 316 021
Cash and cash equivalents at end
of period
Bank balances and cash 153 226 178 008 261 213
Segmental information
for the six months ended 30 June 2014
Profit from Headline
R'000 Revenue Operations Profit Assets Liabilities
Fishing 677 504 66 151 29 601 871 366 581 863
Insurance 203 116 (59 543) (31 822) 1 467 531 1 327 591
Clothing 82 689 2 601 796 169 494 63 108
Investments 129 037 94 795 297 320 4 723 073 1 799 019
Total -
Unaudited 1 092 346 104 004 295 895 7 231 464 3 771 581
HEADLINE EARNINGS PER SHARE
Unaudited Unaudited Audited
6 Months 6 Months Year
ended ended ended
30 June 30 June 31 Dec
2014 2013 2013
Headline earnings per share (cents)
Basic 120.9 61.7 188.4
Diluted 103.1 52.7 160.9
Headline earnings calculation (R'000)
Net profit attributable to equity
holders of the parent 295 818 153 919 464 111
Loss/(profit) on disposal of property,
plant, equipment and vehicles 177 (4 739) (3 492)
Impairment of investment in associate - 158 -
Impairment of intangible asset of associate - - 290
Adjustments relating to results
of associates (63) (15) (328)
Total tax effects of adjustments (37) 1 331 -
Headline earnings 295 895 150 654 460 581
Weighted average number of shares on
which earnings and headline earnings
per share is based (000's) 244 750 244 326 244 414
Weighted average number of shares
on which diluted earnings and diluted
headline earnings per share is
based (000's) 286 953 286 101 286 172
Intrinsic Net Asset Value (INAV)
Unaudited Unaudited Change since
30 June 31 Dec 31 Dec
2014 2013 2013
INAV of Brimstone (Rm) 4 563 4 187 9.0%
INAV per share (cents) 1 859 1 709 8.8%
Fully diluted INAV per share (cents) 1 753 1 616 8.5%
Market price per share (cents)
Ordinary shares 1 500 1 400 7.1%
"N" Ordinary shares 1 525 1 400 8.9%
Discount to INAV
Ordinary shares 19.3% 18.1%
"N" Ordinary shares 18.0% 18.1%
The breakdown of INAV is available on the company's website at
www.brimstone.co.za.
Date: 26/08/2014 07:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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