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TIMES MEDIA GROUP LIMITED - Provisional audited summarised consolidated group financial results for the year ended 30 June 2014

Release Date: 23/09/2014 12:30
Code(s): TMG     PDF:  
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Provisional audited summarised consolidated group financial results for the year ended 30 June 2014

TIMES MEDIA GROUP LIMITED
Incorporated in the Republic of South Africa
Registration number: 2008/009392/06
Share code: TMG ISIN: ZAE000169272
("Times Media Group" or "TMG" or "the Company" or "the Group")

PROVISIONAL AUDITED
SUMMARISED CONSOLIDATED
GROUP FINANCIAL RESULTS
for the year ended 30 June 2014

SALIENT FEATURES

Profit from continuing
operations before
exceptional items
21% up on prior year

Operating costs from
continuing operations
down 16%

22% increase
in net cash flows from
operations before
working capital changes

Further R406 million
of acquisition finance
repaid – term debt
reduced to R292 million

TMG now the largest
English-language daily
newspaper publisher
in South Africa

Commentary

INTRODUCTION

The 12 months to 30 June 2014 has been a difficult period operationally, given the tough trading
environment. During the year, we continued to reposition and restructure the business, making several
acquisitions and selling non-core assets. We continued to bring TMG's infrastructure and cost base in
line with a company its size. Core operations performed satisfactorily in a difficult environment as we
focused on costs, efficiencies, growth and market share.

While results are difficult to compare given discontinued operations and exceptional items, the
continuing operations of TMG performed as follows (before head office):

                           EBITDA    EBITDA
                             2014      2013          %
                               Rm        Rm   Increase
Media                         182       169          8
Broadcasting and Content       42         7        500
Retail Solutions              191       172         11

These numbers include retrenchment costs.

We have completely turned around the Home Entertainment, Gallo Music and CD manufacturing
businesses with all showing profits after many years of losses. Entertainment Logistics Services and
Associated Music Distributors were closed down in September 2014, with working capital consequently
released.

Our philosophy is based on a focus on return on capital employed, rational allocation of capital and a
tightly controlled costs base. We are entrepreneurial and rapidly responsive in nature. We work hard
on instilling this philosophy into our subsidiaries and investments and strive to work with like-minded
management.

MEDIA
Comprises our newspapers, magazines and digital news sites
Our media division achieved solid growth in its profit contribution in difficult trading conditions.
The results include R20 million of retrenchment costs. Media's EBITDA margin improved from 9%
last year to 10% this year. Newspapers grew both advertising and circulation market share after
introducing innovative formats and investing in new routes to market. As a result, TMG is now the
largest publisher of English-language daily newspapers in South Africa in addition to being the market
leader on Sundays. Magazines delivered record profit contributions as a result of a strong performance
from SA Home Owner and the introduction of new and profitable subscriber-only titles. Our digital
news sites enjoyed robust growth in traffic and profits. TMG will launch several new digital sites in the
coming months, including Sunday Times online and Rand Daily Mail online.

BROADCASTING AND CONTENT
Comprises our radio stations, television broadcasting and production, films, music and Vidi
The past year has seen a significant expansion of Times Media's broadcasting interests across the
African continent. The acquisition of a 32,3% stake in Ghana's Multimedia Ltd in September 2013 was
followed this year by the purchase of a 49% stake in Kenya's Radio Africa Group (RAG) on 30 June 2014.
The acquisitions have created a pan-African presence for Times Media, with a strong presence in East,
West and Southern Africa.

Multimedia Ghana has six highly successful radio stations and a direct-to-home television platform
with wide West African reach. The Ghanaian economy has been under significant strain over the
past six months, and this has affected advertising revenue streams, but the radio business continues
to perform ahead of expectations. The TV business has been underperforming and TMG is actively
involved in helping to turn it around.

RAG in Kenya boasts five market-leading radio stations and is well positioned for Kenyan and
East African expansion opportunities. It plans to launch a digital terrestrial television (DTT) service
in the near future to capitalise on growing TV advertising revenues in the region. TMG continues to
follow opportunities in these regions and is due to complete the purchase of a 49% stake in Beat FM
and Capital Radio in Uganda shortly.

In South Africa, TMG has acquired controlling interests in two radio stations – Rise FM in Mpumalanga
and Vuma 103 FM in KwaZulu-Natal (KZN). Both are at early stages of development but are well placed
to grow in their respective markets and provide a solid radio base for TMG in the country. Vuma has
shown strong growth in listenership, doubling its weekly audience in a year and was also the only
station in KZN to show growth in the latest listenership data. The centralised national radio sales team
that services the two stations has also won the contract for selling advertising for North West FM,
providing economies of scale and increased market penetration. In addition, 99FM Radio in Namibia,
in which TMG has purchased a 56% stake subject to regulatory approval, has contracted with TMG to
sell its advertising.

Our local television business, ABC, launched its third 24/7 channel on the DStv platform. Motoring
channel, Ignition, moved from a weekends-only channel to add to our Home Channel and Business
Day TV. Early results have been positive and the TV channels business is performing well, along
with our production business, Ochre Moving Pictures. The television advertising sales business won
the contract to sell for Soweto TV – a powerful free-to-air community channel which also appears on
the DStv bouquet. In addition, we are providing content to Soweto TV via programming where we own
the rights.

Part of the rationale for the expansion into other sectors and the creation of cross-platform sales teams
is to provide a broader reach to our advertising clients. Our ability to offer packages spanning print,
television, radio and digital locally and in other African markets provides an opportunity to add value
to clients and develop innovative marketing and content solutions.

TMG has also developed a video-on-demand (VOD) business called Vidi, which launched in
September 2014, to take advantage of changing television consumption habits and the success of
similar services worldwide. Vidi helps position TMG at the forefront of changing television and media
trends. TMG has a 50% interest in this new business initiative.

Our films and music content businesses have shown good growth, and the restructuring process over
the past 18 months has had a positive impact on both businesses. Films, in particular, has been a strong
performer, affirming the decision to invest in long-term distribution rights for theatre, TV and other
platforms. TMG will continue to support the business as the premier all-rights independent distributor
on the continent. TMG has also expanded the Gallo Music catalogue by acquiring the Bula
music catalogue. A further two music catalogue acquisitions are imminent. 
This is expected to show further growth as digital revenues become a sustainable
replacement for declining physical music sales.

RETAIL SOLUTIONS
Comprises Uniprint, Hirt & Carter and Times Media Entertainment
Uniprint
Uniprint's divisions performed extremely well during the year under review and achieved a turnover of
R403 million (excluding the web printing division) compared with last year's turnover of R350 million,
representing an increase of 15% over the previous year.

Uniprint closed its web printing division and disposed of those assets in August 2013. This decision was
taken primarily after losing the contract to print the white and yellow pages telephone directories for
Trudon, as well as management's assessment of excess capacity in the web printing market leading to
a reduction in margins.

Uniprint's turnover was boosted by successful initiatives in the export market, including election
work in Guinea, Mozambique and Bangladesh. In addition, Uniprint successfully executed a project for
Coca-Cola for the printing of personalised labels for the 500ml Coke bottle.

Margins during the period remained under pressure as a result of the depreciation of the rand, the
depressed state of the economy and difficulty in passing on cost increases to customers. Excluding web
printing, Uniprint achieved an EBITDA for the year of R55 million (2013: R38 million).

Uniprint acquired 100% of the labels business of Ferroprint effective 1 June 2014 for a purchase price of
R25 million. TMG's asset-based finance facility was used to acquire the Ferroprint plant and equipment
that comprised the bulk of the assets acquired. We anticipate once-off costs of approximately
R15 million to integrate this business. The acquisition will be earnings enhancing.

The strategy is to increase the size of Uniprint through acquisitions and organic growth and we believe
this will have a positive impact in the next financial year.

Hirt & Carter (H&C)
The trading environment for the 12 months to June 2014 has been mixed for the H&C business units.
As in the first half, margin squeeze and pricing pressure continued to affect the business for the six
months to June, on the back of consumer pressure in the retail environment. Despite this, H&C landed
several new clients for the business.

H&C grew turnover by 18% for the year, including contributions from T&R and Bates. EBITDA grew
7% to R125 million. Various once-off costs have been accounted for as exceptional items during the
year, as certain areas of the business were restructured to provide a lower cost base and streamlined
operational structure for current market conditions. H&C's return on capital employed is still
unacceptably low, and is being addressed by management.

The H&C software division continues to launch new products into the market, and has successfully
grown its customer base during the year. Over the period we enhanced our software offering to
provide customers with bespoke solutions to control their marketing spend, and effectively drive their
communications strategy to their consumers.

We acquired 100% of Bates Printing in Cape Town for R70 million in November 2013, which will
provide our national customers with regional printing capabilities and reduce logistic costs. This
acquisition has given our Western Cape operation appropriate regional scale. Bates has proved to be
a good acquisition with a strong management team, and is already generating a return on investment.

In addition to the Bates acquisition, we purchased a 30% share of Capacity Holdings, effective
1 July 2014. Capacity Holdings is a software business that manages and maintains a database of retail
supplier product photographs and metadata.

POST-RETIREMENT MEDICAL AID
Proceedings have been instituted by a number of former executive employees in relation to claims
for increases to post-retirement medical aid subsidies. These proceedings are being defended and
TMG's position will be set out in detail in the legal proceedings. TMG does not consider it appropriate
to comment further while the proceedings are pending, save to state that it is confident that its position
will be vindicated in due course.

OUTLOOK
Whilst the operating environment is difficult for all our divisions, we have worked hard at repositioning
and restructuring TMG over the past 18 months. We believe the results of this extensive work are starting
to come through and will start benefiting the Group over the next two years. We are working hard on
making our investments in Africa meet our expectations. Several new initiatives have been launched
which we believe will benefit TMG in terms of long-term growth and sustainability. In addition, the
hard work done on changing the philosophy and culture of TMG to be more entrepreneurial has had a
positive overall effect on the Group.

EVENTS AFTER THE REPORTING DATE
- New Holland Publishing's Australian and New Zealand operations were disposed of on 1 July 2014
  for 2 million Australian dollars (approximately R20 million).
- On 1 July 2014, 100% of Future Publishing, a small publishing and eventing company, was acquired.
- A 30% interest in Capacity Holdings, a software business that manages and maintains a database
  of retail supplier product photographs and metadata, was purchased for R5 million effective
  1 July 2014.
- The Bedfordview property was sold on 13 August 2014 for R60 million.
- The 30,71% minority stake in Learning Channel was bought out on 1 September 2014.
- TMG's video-on-demand business, Vidi, was launched on 10 September 2014.
- Entertainment Logistics Services and Associated Music Distributors were closed down in
  September 2014.

DIVIDEND
Notice is hereby given that a final gross dividend of 35 cents per ordinary share has been declared by
the directors for the year ended 30 June 2014, and is payable to shareholders recorded in the register
of shareholders of the Company at the close of business on Friday, 24 October 2014.

In compliance with the requirements of Strate, the electronic settlement and custody system used
by the JSE Limited, the following salient dates are applicable for the payment of the dividend:

Last day to trade cum dividend                                                 Friday, 17 October 2014
Shares commence trading ex dividend                                            Monday, 20 October 2014
Record date                                                                    Friday, 24 October 2014
Payment date                                                                   Monday, 27 October 2014

Share certificates may not be dematerialised or rematerialised between Monday, 20 October 2014 and
Friday, 24 October 2014, both days inclusive.

The gross dividend of 35 cents per ordinary share has been declared from income reserves. The
dividend withholding tax rate is 15%. No secondary tax on companies credits have been used. The net
dividend amount payable to shareholders not exempt from dividend withholding tax is 29,75 cents per
ordinary share. TMG currently has 127 077 145 ordinary shares in issue. TMG's income tax reference
number is 9010/105/19/6. Deloitte & Touche is the Company's independent external auditor and Mr
JAR Welch is the designated audit partner.

For and on behalf of the board

KD Dlamini                        AD Bonamour
Chairman                          Chief Executive Officer

Rosebank
23 September 2014

Summarised consolidated statement of profit or loss
and other comprehensive income

                                                             Year ended    Year ended
                                                                30 June       30 June
                                                                   2014          2013
                                                                     Rm            Rm
CONTINUING OPERATIONS
Revenue                                                           3 995         3 831
Cost of sales                                                   (2 951)       (2 728)
Gross profit                                                      1 044         1 103
Operating expenses                                                (772)         (878)
Operating costs                                                   (644)         (766)
Depreciation                                                       (74)          (80)
Amortisation                                                       (33)          (32)
Share-based payments                                               (21)             –

Profit from operations before exceptional items                     272           225
Exceptional items                                                    87         (198)
Profit from operations                                              359            27
Net finance costs                                                  (36)          (71)
Finance income                                                       18            19
Finance costs including interest paid on cash flow hedges          (54)          (90)
Share of profits (losses) of associates and joint ventures
 (net of income tax)                                                  9          (26)
Profit (loss) before taxation                                       332          (70)
Taxation (expense) credit                                         (107)            18
Profit (loss) from continuing operations                            225          (52)
DISCONTINUED OPERATIONS
Profit from discontinued operations                                 172            62
(Loss) profit after taxation before profit on disposals            (32)            15
Profit on disposals (net of capital gains tax)                      204            47

Profit for the year                                                 397            10
Other comprehensive (loss) income
Items that may be reclassified subsequently to profit or loss
Change in fair value of cash flow hedges (net of income tax)        (7)             7
Exchange differences on translation of foreign operations           (4)             –
Other comprehensive (loss) income for the year
 (net of income tax)                                               (11)             7
Total comprehensive income for the year                             386            17
Profit (loss) attributable to:
Owners of the Company                                               400             3
Profit (loss) from continuing operations                            228          (54)
Profit from discontinued operations                                 172            57
Non-controlling interest                                            (3)             7
(Loss) profit from continuing operations                            (3)             2
(Loss) profit from discontinued operations                            –             5

Profit for the year                                                 397            10
Total comprehensive income (loss) attributable to:
Owners of the Company                                               389            10
Profit (loss) from continuing operations                            223          (45)
Profit from discontinued operations                                 166            55
Non-controlling interest                                            (3)             7
(Loss) profit from continuing operations                            (3)             2
Profit from discontinued operations                                   –             5

Total comprehensive income for the year                             386            17
Earnings (loss) per ordinary share from continuing operations
 Basic                                                   (cents)    180          (52)
 Diluted                                                 (cents)    178          (52)
Earnings per ordinary share from discontinued operations
 Basic                                                   (cents)    135            41
 Diluted                                                 (cents)    134            41
Earnings (loss) per ordinary share from continuing
and discontinued operations
 Basic                                                   (cents)    315          (11)
 Diluted                                                 (cents)    312          (11)

Summarised consolidated statement of changes in equity
                                                                    Stated      Other    Accumulated    Owners'  Non-controlling      Total
                                                                   capital   reserves        profits   interest         interest     equity
                                                                        Rm         Rm             Rm         Rm               Rm         Rm
Balance at 30 June 2012                                                704        856            568      2 128               79      2 207
Profit attributable to owners of the Company                             –          –              3          3                7         10
Change in fair value of cash flow hedges (net of income tax)             –          7              –          7                –          7
Shares issued                                                        1 020          –              –      1 020                –      1 020
Effect of reverse acquisition accounting                                 –    (1 978)              –    (1 978)                –    (1 978)
Effect of acquisitions and disposals of non-controlling interests        –        (2)              –        (2)             (22)       (24)
Equity-settled share incentive plans                                     –       (16)              –       (16)                –       (16)
Dividends paid by subsidiaries to non-controlling interests              –          –              –          –             (18)       (18)
Balance at 30 June 2013                                              1 724    (1 133)            571      1 162               46      1 208
Profit attributable to owners of the Company                             –          –            400        400              (3)        397
Change in fair value of cash flow hedges (net of income tax)             –        (7)              –        (7)                –        (7)
Exchange differences on translation of foreign operations                –        (4)              –        (4)                –        (4)
Effect of acquisitions and disposals of non-controlling interests        –          –              –          –             (35)       (35)
Equity-settled share incentive plans                                     –         21              –         21                –         21
Treasury shares                                                          –       (12)              –       (12)                –       (12)
Dividends paid                                                           –          –           (32)       (32)                –       (32)
Dividends paid by subsidiaries to non-controlling interests              –          –              –          –              (8)        (8)
Balance at 30 June 2014                                              1 724    (1 135)            939      1 528                –      1 528

Summarised consolidated statement of financial position
                                                                                    As at               As at
                                                                                  30 June             30 June
                                                                                     2014                2013
                                                                                       Rm                  Rm
ASSETS
Non-current assets                                                                  1 669               1 431
Property, plant and equipment                                                         380                 392
Intangible assets                                                                     821                 831
Interests in associates and joint ventures                                            376                  22
Investments                                                                             2                  13
Long-term receivable                                                                    8                   –
Cash flow hedges                                                                        –                  10
Deferred taxation assets                                                               82                 163
Current assets                                                                      1 249               1 292

Inventories, receivables and other current assets                                   1 202               1 189
Bank balances, deposits and cash                                                       47                 103
Non-current assets classified as held for sale                                        203                 893
Total assets                                                                        3 121               3 616
EQUITY AND LIABILITIES
Total equity                                                                        1 528               1 208
Equity attributable to owners of the Company                                        1 528               1 162
Non-controlling interest                                                                –                  46
Non-current liabilities                                                               514               1 019
Long-term borrowings                                                                  366                 690
Post-retirement benefits liabilities                                                   85                 264
Operating leases equalisation liabilities                                              24                  18
Deferred taxation liabilities                                                          39                  47
Current liabilities                                                                 1 047                 972
Payables and other current liabilities                                                947                 819
Short-term borrowings                                                                  48                  56
Post-retirement benefits liabilities                                                    9                  10
Bank overdrafts                                                                        43                  87
Liabilities directly associated with non-current assets   
  classified as held for sale                                                          32                 417
Total equity and liabilities                                                        3 121               3 616

Summarised consolidated statement of cash flows
                                                                               Year ended          Year ended
                                                                                  30 June             30 June
                                                                                     2014                2013
                                                                                       Rm                  Rm
Net cash flows from operations before working capital changes                         416                 340
Working capital changes                                                                57                 174
Net cash flows from operations                                                        473                 514
Net finance costs including interest paid on cash flow hedges                        (33)                (69)
Taxation paid                                                                       (113)                (69)
Net cash flows from operating activities                                              327                 376
Net cash flows from investing activities                                              (1)               (116)
Net cash flows from financing activities                                            (342)               (552)
Net decrease in cash and cash equivalents                                            (16)               (292)
Cash and cash equivalents at the beginning of the year                                 59                 354
Foreign operations translation adjustment                                             (3)                 (3)
Cash and cash equivalents at the end of the year                                       40                  59

Summarised consolidated segmental statement
                                                                               Year ended          Year ended
                                                                                  30 June             30 June
                                                                                     2014                2013
                                                                                       Rm                  Rm
CONTINUING OPERATIONS
Segmental revenue from external customers
Media                                                                               1 917               1 835
Broadcasting and Content                                                              421                 325
Retail Solutions                                                                    1 657               1 671
                                                                                    3 995               3 831
Segmental profit (loss) from operations before exceptional items
Media                                                                                 162                 156
Broadcasting and Content                                                               27                   1
Retail Solutions                                                                      133                 108
                                                                                      322                 265
Corporate                                                                            (29)                (40)
                                                                                      293                 225
Share-based payments                                                                 (21)                   –
                                                                                      272                 225
Operational changes during the year, including management changes and acquisitions and disposals, have resulted in
changes in reportable segments. The relevant comparative financial information has been re-presented.

Notes
1.   Basis of preparation
     The summarised consolidated financial results for the year ended 30 June 2014 have been prepared and presented
     in accordance with the framework concepts and the measurement and recognition requirements of International
     Financial Reporting Standards (IFRS), the SAICA Financial Reporting Guides as issued by the Accounting Practices
     Committee and Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, the
     Listings Requirements of the JSE Limited, the information as required by IAS 34: Interim Financial Reporting and
     the requirements of the South African Companies Act 71 of 2008 as amended. The results have been prepared
     using accounting policies that comply with IFRS and that are consistent with those applied in the financial
     statements for the year ended 30 June 2013 apart from the adoption, from 1 July 2013 up to the reporting date,
     of those new and amended IFRS standards and interpretations with effective dates for the Company of 1 July 2013
     up to the reporting date, and those amendments included in the International Accounting Standards Board's
     annual improvements project where such amendments were effective for the Company from 1 July 2013 up to
     the reporting date. The adoption of the new and amended IFRS standards and interpretations, and improvements
     project amendments, has not had a material effect on the Company's financial results.

     On 25 September 2012, TMG acquired the entire issued ordinary share capital of Avusa via a scheme of
     arrangement. The application of IFRS, in particular IFRS 3: Business Combinations, results in Avusa (the legal
     acquiree) being recognised as the acquirer for accounting purposes, and in the transaction being accounted
     for as a reverse acquisition. Accordingly, the summarised consolidated Group financial statements are
     prepared as a continuation of the financial statements of Avusa (the legal subsidiary and accounting acquirer),
     with one adjustment, which is the retroactive adjustment of Avusa's legal capital to reflect TMG's legal capital.
     The calculation of earnings per share for the year ended 30 June 2013 is described in note 4 hereunder.

     The preparation of these summarised consolidated Group financial statements was supervised by TMG's
     financial director, Mr W Marshall-Smith CA(SA).

     In compliance with IFRS 5: Non-current Assets Held for Sale and Discontinued Operations, the relevant
     comparative financial information has been re-presented.

                                                                                   Year ended    Year ended
                                                                                      30 June       30 June
                                                                                         2014          2013
                                                                                           Rm            Rm
2.   Exceptional items
     CONTINUING OPERATIONS
     Media                                                                               (21)           (9)
     – Impairment of community newspaper title                                            (1)             –
     – Revaluation of investment                                                            –             2
     – Post-retirement medical aid provisioning                                             –          (14)
     – Gain on acquisition of BDFM Group                                                    –            24
     – Retrenchment costs                                                                (20)          (21)
     Broadcasting and Content                                                             (4)          (19)
     – Gain on acquisition of Rise FM                                                       3             –
     – Gain on disposal of Ponte advertising site                                          10             –
     – Impairment of goodwill                                                            (16)          (13)
     – Retrenchment costs                                                                 (1)           (6)
     Retail Solutions                                                                    (33)          (54)
     – Profit on sale of Universal Web assets                                               8             –
     – Costs related to closure of Universal Web                                          (6)             –
     – Gain on acquisition of Ferroprint                                                    4             –
     – Impairment of intangible assets                                                      –          (27)
     – Impairment of Uniprint plant                                                         –          (10)
     – Legacy balances and legal matters                                                 (15)             –
     – Retrenchment costs                                                                (24)          (17)
     Entertainment                                                                          –          (77)
     – Legacy balances and legal matters                                                    –           (7)
     – Profit on disposal of property                                                       –             2
     – Impairment of customised SAP system                                                  –          (16)
     – Impairment of gaming stock                                                           –          (14)
     – Losses on non-renewal of licence                                                     –          (21)
     – Increased stock provisioning                                                         –          (12)
     – Write-off of development costs of new business channels                              –           (9)
     Corporate                                                                            145          (39)
     – Revaluation of listed investments                                                    1             –
     – Post–retirement medical aid                                                        149             –
     – Costs related to acquisitions                                                      (4)             –
     – Retirement fund surplus                                                              –             9
     – Scheme of arrangement transaction costs                                              –          (62)
     – Credit arising on cancellation of Avusa share incentive plans                        –            14
     – Retrenchment costs                                                                 (1)             –

                                                                                           87         (198)
3.   Reconciliation between earnings and headline earnings
     CONTINUING OPERATIONS
     Earnings (loss)                                                                      228          (54)
     (Profit) loss on disposal of property, plant and equipment                           (6)             3
     (Profit) loss on disposal of intangible assets                                      (10)             2
     Impairment of plant and equipment                                                      –            10
     Impairment of intangible assets                                                        1            42
     Impairment of goodwill                                                                16            13
     Impairment of loan                                                                     –            25
     Revaluation of investments                                                           (1)           (3)
     Gain on acquisition of Rise FM and Ferroprint (2013: BDFM Group)                     (7)          (24)
     Tax effect                                                                            18          (16)
     Attributable to non-controlling interest                                               –             –
     Headline earnings (loss)                                                             239           (2)
     Headline earnings (loss) per ordinary share from continuing operations
      Basic                                                               (cents)         188          (15)
      Diluted                                                             (cents)         187          (15)
     
     DISCONTINUED OPERATIONS
     Earnings                                                                             172            57
     Profit on disposal of interests in I-Net Bridge, Boo Media, Map Studio,
      Van Schaik Bookstore, Exclusive Books, Random House Struik, Struik
      Christian Media, Mega Digital, Nu Metro Cinemas and Popcorn Cinema
      Advertising Sales, Warner Music Gallo Africa and MapIT (2013: Monte
      Cinemas and Suncoast Cinema)                                                      (232)          (52)
     Loss on disposal of property, plant and equipment                                      2             1
     Profit on disposal of properties                                                     (8)             –
     Impairment of carrying value of business                                               3             –
     Impairment of plant and equipment                                                      –             6
     Impairment of intangible assets                                                        –            15
     Impairment of goodwill                                                                 –            20
     Tax effect                                                                            34           (2)
     Attributable to non-controlling interest                                               –             –
     Headline (loss) earnings                                                            (29)            45
     Headline (loss) earnings per ordinary share from discontinued operations
      Basic                                                               (cents)        (23)            32
      Diluted                                                             (cents)        (23)            32
     Total headline earnings from continuing and discontinued operations                  210            43
     Headline earnings per ordinary share from continuing and
      discontinued operations
      Basic                                                               (cents)         165            17
      Diluted                                                             (cents)         164            17

4.   Earnings per ordinary share
     The calculation of basic earnings and headline earnings per ordinary share for the year ended 30 June 2014 is
     based on earnings of R400 million and headline earnings of R210 million, respectively, and on a weighted average
     of 126 981 955 ordinary shares in issue.

     The calculation of diluted earnings and diluted headline earnings per ordinary share for the year ended 30 June
     2014 is based on earnings of R400 million and headline earnings of R210 million, respectively, and on a weighted
     average of 128 126 827 diluted ordinary shares in issue. The additional diluted ordinary shares arise as a result
     of equity-settled share incentives in issue.

     The earnings and headline earnings for the year ended 30 June 2013 include a comparative interest charge of
     R19 million from the beginning of that year to the reverse acquisition date of 25 September 2012 in respect of the
     R1,15 billion term loans raised. The weighted average number of ordinary shares in issue during the year ended
     30 June 2013 is calculated on the basis of the number of ordinary shares in issue from the beginning of the year
     to the acquisition date, being the weighted average number of ordinary shares of Avusa (the accounting acquirer)
     in issue during that period, multiplied by the share exchange ratio in terms of the acquisition, and the weighted
     average number of ordinary shares in issue from the acquisition date to the end of the year, being the weighted
     average number of ordinary shares of TMG (the legal acquirer) in issue during that year.

     The calculation of basic and diluted earnings and headline earnings per ordinary share for the year ended
     30 June 2013 is based on a loss of R16 million and headline earnings of R24 million, respectively, and on a
     weighted average of 141 230 227 ordinary shares in issue.

5.   Discontinued operations
     The following assets comprise TMG's discontinued operations:
     Media
     - Industria property
     - Port Elizabeth property
     - I-Net Bridge (disposed of on 15 November 2013)
     - East London properties (disposed of on 10 October 2013)
     Broadcasting and Content
     - Boo Media (disposed of on 1 May 2014)
     - Interactive Junction Holdings
     Retail Solutions
     - Bedfordview property
     Books
     - Map Studio (disposed of on 30 June 2014)
     - Van Schaik Bookstore (disposed of on 2 December 2013)
     - Exclusive Books (disposed of on 1 December 2013)
     - New Holland Publishing (Random House Struik disposed of on 25 November 2013, Mega Digital disposed of
       on 1 November 2013 and Struik Christian Media disposed of on 29 July 2013)
     - MapIT (disposed of on 31 May 2013)
     Entertainment
     - Nu Metro Cinemas including Popcorn Cinema Advertising Sales (disposed of on 28 November 2013)
     - 40% interest in Warner Music Gallo Africa (disposed of on 31 July 2013)
     - Monte Cinemas (disposed of on 28 June 2013)
     - 50% stake in Three Groups Cinemas (Suncoast Cinema) (disposed of on 31 May 2013)

                                                                                         Year ended       Year ended
                                                                                            30 June          30 June
                                                                                               2014             2013
                                                                                                 Rm               Rm
     Revenue                                                                                    920            2 182
     Cost of sales                                                                            (479)          (1 185)
     Gross profit                                                                               441              997
     Operating expenses                                                                       (430)            (901)
     Operating costs                                                                          (402)            (838)
     Depreciation                                                                              (20)             (51)
     Amortisation                                                                               (8)             (12)

     Profit from operations before exceptional items                                             11               96
     Exceptional items                                                                         (11)             (66)
     Profit from operations                                                                       –               30
     Net finance income                                                                           1                1
     Finance income                                                                               2                5
     Finance costs                                                                              (1)              (4)
     Share of (losses) profits of associates (net of income tax)                               (12)                2
     (Loss) profit before taxation                                                             (11)               33
     Taxation                                                                                  (21)             (18)
     (Loss) profit after taxation before profit on disposals                                   (32)               15
     Profit on disposals (net of capital gains tax)                                             204               47
     Profit on disposal of properties                                                             8                –
     Profit on disposal of I-Net Bridge                                                          85                –
     Loss on disposal of Boo Media                                                              (3)                –
     Loss on disposal of Map Studio                                                             (1)                –
     Profit on disposal of Van Schaik Bookstore                                                 116                –
     Profit on disposal of Exclusive Books                                                       63                –
     Loss on disposal of Random House Struik                                                    (7)                –
     Loss on disposal of Struik Christian Media                                                 (1)                –
     Loss on disposal of Nu Metro Cinemas and Popcorn Cinema Advertising Sales                 (18)                –
     Loss on disposal of Warner Music Gallo Africa                                              (1)                –
     (Loss) profit on disposal of MapIT                                                         (1)               32
     Profit on disposal of Monte Cinemas                                                          –               11
     Profit on disposal of Three Groups Cinemas (Suncoast Cinema)                                 –                9
     Capital gains tax                                                                         (36)              (5)

     Profit from discontinued operations                                                        172               62
     Segmental revenue from external customers
     Media                                                                                       54              116
     Broadcasting and Content                                                                    75               68
     Books                                                                                      654            1 584
     Entertainment                                                                              137              414
                                                                                                920            2 182
     Segmental profit (loss) from operations before exceptional items
     Media                                                                                      (1)                6
     Broadcasting and Content                                                                   (1)                3
     Books                                                                                       12               90
     Entertainment                                                                                1              (3)
                                                                                                 11               96
     Segmental exceptional items
     Broadcasting and Content
     – Goodwill impairment                                                                        –             (20)
     Books                                                                                     (12)             (31)
     – Impairment of Exclusives.co.za                                                           (1)             (15)
     – Increased provisioning of stock and debtors                                              (1)             (13)
     – Retrenchment costs                                                                       (3)              (3)
     – Early termination of lease                                                               (4)                –
     – Impairment of carrying value of business                                                 (3)                –
     Entertainment                                                                                1             (15)
     – Final dividend from Monte Cinemas                                                          1                –
     – Impairment of property, plant and equipment                                                –              (6)
     – Onerous leases                                                                             –              (7)
     – Retrenchment costs                                                                         –              (2)

                                                                                               (11)             (66)
     Assets and liabilities of discontinued operations classified as held for sale
     Non-current assets                                                                          92              259
     Current assets                                                                             111              634
     Non-current liabilities                                                                      6               32
     Current liabilities                                                                         26              385
     Cash flow information
     Net cash flows from operations                                                              11              156
     Taxation paid                                                                                1              (5)
     Net cash flows from operating activities                                                    12              151
     Net cash flows from investing activities                                                  (62)                7
     Net cash flows from financing activities                                                    44             (13)
     Foreign operations translation adjustment                                                  (3)              (3)
     Cash flows from discontinued operations                                                    (9)              142

6.   Report of the independent external auditor
     The consolidated financial statements for the year have been audited by Deloitte & Touche, and their accompanying
     unmodified audit report as well as their unmodified audit report on this set of summarised financial information
     is available for inspection at the Company's registered office. The auditor's report does not necessarily report on
     all of the information contained in this announcement. Any reference to future financial performance included in
     this announcement has not been reviewed or reported on by the Company's auditors. Shareholders are therefore
     advised that in order to obtain a full understanding of the nature of the auditor's engagement they should obtain
     a copy of their report with the accompanying financial information from the Company's registered office.

Directors: KD Dlamini (Chairman), AD Bonamour* (Chief Executive Officer), W Marshall-Smith*
(Financial Director), JHW Hawinkels, HK Mehta, R Naidoo, MM Nhlanhla, MSM Xayiya *Executive
Company secretary: JR Matisonn Email: matisonnj@timesmedia.co.za
Address: 4 Biermann Avenue, Rosebank, 2196, Johannesburg; PO Box 1746, Saxonwold, 2132
Sponsor: PSG Capital

These results may be viewed on the internet at www.timesmedia.co.za
Date: 23/09/2014 12:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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