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DIGICORE HOLDINGS LIMITED - Group Interim Results for the 6 months ended 31 December 2014

Release Date: 26/02/2015 07:30
Code(s): DGC     PDF:  
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Group Interim Results for the 6 months ended 31 December 2014

Digicore Holdings Ltd
Co. Reg. No: 1998/012601/06, JSE code: DGC ISIN: ZAE000016945
(DigiCore or “the company” or “the group”)

Group interim results for the six months ended 31 December 2014

Always Visible

Revenue up 5%
EPS up 35%
profit before tax up 34%

Condensed consolidated statement of financial position 
at 31 December 2014
                                                     Notes    31 Dec 2014     31 Dec 2013    30 Jun 2014   
                                                                    R’000           R’000          R’000   
                                                               (Unaudited)     (Unaudited)      (Audited)                                                                                                                                                                                                                      
  ASSETS                                                                                                  
  Non-current assets                                              481 589         449 069        473 974   
  Property, plant and equipment                          2        139 078         143 329        137 619   
  Goodwill                                               3        176 851         164 133        178 332   
  Intangible assets                                               105 399          95 722        101 671   
  Investments in associates                              4         11 647           9 145         11 002   
  Deferred tax                                                     48 614          36 740         45 350   
  Current assets                                                  293 609         455 710        286 386   
  Inventories                                                      69 427         115 349         77 716   
  Current tax receivable                                            6 883           2 426          6 883   
  Trade and other receivables                                     189 772         300 684        182 520   
  Cash and cash equivalents                                        27 527          37 251         19 267   
                                                                                                           
  Total assets                                                    775 198         904 779        760 360   
  EQUITY AND LIABILITIES                                                                                   
  Equity attributable to equity holders of parent                 578 049         609 162        565 978   
  Share capital and premium                                       166 324         166 324        166 324   
  Foreign currency translation reserve                               (759)         46 324         14 755   
  Share-based payment reserve                                      13 661          10 935         12 661   
  Retained income                                                 398 823         385 579        372 238   
  Non-controlling interest                                         (2 966)         17 399         (2 505)   
  Non-current liabilities                                          28 934          60 517         26 466   
  Other financial liabilities                            5         12 767          45 415         14 135   
  Finance lease obligation                                          9 329          12 867          7 990   
  Deferred tax                                                      6 838           2 235          4 341   
  Current liabilities                                             171 181         217 701        170 421   
  Other financial liabilities                            5          3 265          35 957         18 235   
  Current tax payable                                              10 054           3 626          5 920   
  Finance lease obligation                                          5 023           6 929          9 837   
  Trade and other payables                                         94 245         111 036         83 332   
  Deferred income                                                       -           5 221            355   
  Provisions                                                        1 642           6 614          3 019   
  Bank overdraft                                                   56 952          48 318         49 723   
                                                                                                           
  Total equity and liabilities                                    775 198         904 779        760 360   

Condensed consolidated statement of comprehensive income
for the six months ended 31 December 2014
                                                     Notes      Six months      Six months     Year ended    
                                                                     ended           ended    30 Jun 2014   
                                                               31 Dec 2014     31 Dec 2013          R’000   
                                                                     R’000           R’000       (Audited)  
                                                                (Unaudited)     (Unaudited)                 
                                                                                                                                                                                                                                                                     
  Revenue                                                          450 747         428 193        891 943   
  Cost of sales                                                   (153 249)       (119 819)      (325 189)   
  Gross profit                                                     297 498         308 374        566 754   
  Other income                                                       8 847           6 602         41 786   
  Operating expenses                                              (241 879)       (247 722)      (510 050)   
  Earnings before interest, impairments, taxation, 
  depreciation, amortisation and capital items                      64 466          67 254         98 490   
  Depreciation and amortisation                                    (36 989)        (39 854)       (77 878)   
  Capital items                                          6           5 734             (64)        (4 315)   
  Operating profit                                                  33 211          27 336         16 297   
  Investment revenue                                                     -               1          3 643   
  Income from equity-accounted investments                           2 018           1 300          3 064   
  Finance costs                                                     (5 517)         (6 503)       (14 345)   
  Profit before taxation                                            29 712          22 134          8 659   
  Taxation                                                          (3 588)         (1 057)          (864)   
  Profit after tax                                                  26 124          21 077          7 795   
  Other comprehensive income:                                                                               
  Exchange differences on translating foreign 
  operations - reclassifiable                                      (15 515)          3 142        (28 427)   
  Total comprehensive income for the period                         10 609          24 219        (20 632)   
  Profit attributable to:                                                                                   
  Owners of the parent                                              26 585          19 681          7 036   
  Non-controlling interest                                            (461)          1 396            759   
                                                                    26 124          21 077          7 795   
  Total comprehensive income for the period                                                                 
  attributable to:                                                                                          
  Owners of the parent                                              11 070          22 823        (21 391)   
  Non-controlling interest                                            (461)          1 396            759   
                                                                    10 609          24 219        (20 632)   
  Earnings per share                                     7                                                  
  Earnings per share (cents)                                         11,10            8,21           2,94   
  Diluted earnings per share (cents)                                 10,69            8,21           2,83   

Condensed consolidated statement of changes in equity 
for the six months ended 31 December 2014
                                                                         Six months ended      Six months    
                                                                              31 Dec 2014           ended    
                                                                                    R’000     31 Dec 2013   
                                                                               (Unaudited)          R’000   
                                                                                               (Unaudited)                                                                                                                                                                                                             
  Share capital and premium                                                                                 
  Share capital and premium at the beginning of the period                        166 324         166 324   
  Share capital and premium at the end of the period                              166 324         166 324   
  Reserves                                                                                                  
  Foreign currency translation reserve                                                                      
  Balance at the beginning of the period                                           14 755          43 182   
  Translation differences for the period                                          (15 515)          3 142   
  Balance at the end of the period                                                   (760)         46 324   
  Share-based payment reserve                                                                               
  Balance at the beginning of the period                                           12 661          10 935   
  Share-based payment cost for the period                                           1 000               -   
  Balance at the end of the period                                                 13 661          10 935   
  Reserves at the end of the period                                                12 901          57 259   
  Retained income                                                                                           
  Retained income at the beginning of the period                                  372 238         365 898   
  Profit for the period                                                            26 585          19 681   
  Dividends paid                                                                        -               -   
  Retained income at the end of the period                                        398 823         385 579   
  Non-controlling interest                                                                                  
  Balance at the beginning of the year                                             (2 505)         16 003   
  Profit for the year                                                                (461)          1 396   
  Balance at the end of the period                                                 (2 966)         17 399   

Condensed consolidated statement of cash flows
for the six months ended 31 December 2014 
                                                                      Notes     Six months     Six months    
                                                                                     ended          ended    
                                                                               31 Dec 2014    31 Dec 2013   
                                                                                     R’000          R’000    
                                                                                (Unaudited)    (Unaudited)                                                                                                                                                                                                                  
   Cash flows from operating activities                                                                     
   Cash generated from operations                                                   56 824         60 809   
   Interest income                                                                       -              1   
   Finance costs                                                                    (5 517)        (6 503)   
   Tax received/(paid)                                                              (1 590)         3 741   
   Net cash from operating activities                                               49 717         58 047   
   Cash flows from investing activities                                                                     
   Purchase of property, plant and equipment                                       (23 075)       (18 790)   
   Proceeds on sale of property, plant and equipment                                 2 258         24 274   
   Movement in intangible assets                                                   (15 000)       (23 758)   
   Proceeds on sale of shares in TPL Trakker Ltd                          4          5 987              -   
   Net cash from investing activities                                              (29 830)       (18 274)   
   Cash flows from financing activities                                                                     
   Repayment of financial liabilities                                     5        (16 697)       (34 204)   
   Proceeds from Grindrod facility                                                  17 441              -   
   Finance lease payments                                                          (11 906)        (7 125)   
   Net cash from financing activities                                              (18 856)       (41 329)   
   Total cash movement for the period                                                1 031         (1 556)   
   Cash and cash equivalents at the beginning of the period                        (30 456)        (9 511)   
   Total cash and cash equivalents at the end of the period                        (29 425)       (11 067)   

Condensed segmental analysis 
for the six months ended 31 December 2014
                                                                               Six months      Six months    
                                                                                    ended           ended    
                                                                              31 Dec 2014     31 Dec 2013   
                                                                                    R’000           R’000   
                                                                               (Unaudited)     (Unaudited)                                                                                                                                                                                                
  Revenue                                                                                                   
  South African distribution                                                      275 888         264 885   
    External revenue                                                              270 474         257 971   
    Internal segment revenue                                                        5 414           6 914   
  Foreign distribution                                                            150 691         150 950  
    External revenue                                                              150 691         150 950   
  Product development and manufacturing                                            93 001         106 557   
    External revenue                                                               22 712          28 533   
    Internal segment revenue                                                       70 289          78 024   
  Group services                                                                   10 034           5 620   
    External revenue                                                                6 870           3 160   
    Internal segment revenue                                                        3 164           2 460   
                                                                                  529 614         528 012   
  Inter-segmental revenue                                                         (78 867)        (99 819)  
                                                                                  450 747         428 193   
  Operating profit/(loss)                                                                                   
  South African distribution                                                       23 291           9 231   
  Foreign distribution                                                              7 539          (3 100)  
  Product development and manufacturing                                              (660)         15 093   
  Group services                                                                    3 041           6 112   
                                                                                   33 211          27 336   
  Investment revenue                                                                    -               1   
  (Loss)/income from equity-accounted investments                                   2 018           1 300   
  Finance costs                                                                    (5 517)         (6 503)  
  Profit before taxation                                                           29 712          22 134   
  Segment assets                                                                                            
  South African distribution                                                      286 507         378 811   
  Foreign distribution                                                            158 135         183 288   
  Product development and manufacturing                                           172 800         220 775   
  Group services                                                                  229 041         243 887   
                                                                                  846 483       1 026 761   
  Eliminations                                                                    (71 285)       (121 982)  
  Total assets                                                                    775 198         904 779   
  Segment liabilities                                                                                       
  South African distribution                                                      (71 205)        (57 938)  
  Foreign distribution                                                            (95 485)       (114 101)  
  Product development and manufacturing                                           (25 330)        (25 937)  
  Group services                                                                  (79 380)       (202 224)  
                                                                                 (271 400)       (400 200)  
  Eliminations                                                                     71 285         121 982   
  Total liabilities                                                              (200 115)       (278 218)  

Notes to the condensed consolidated financial statements

1. Basis of preparation and presentation of financial statements
   The condensed consolidated financial statements are prepared in accordance with International Financial Reporting
   Standards (IFRS) and contain the information required by IAS 34 Interim Financial Reporting as well as the SAICA Financial
   Reporting Guides as issued by the Accounting Practices Committee, the Financial Reporting Pronouncements as issued by the 
   Financial Reporting Standard Council, the JSE Limited Listings Requirements, and the requirements of the Companies Act 71 
   of 2008, as amended.
   The accounting policies are in terms of IFRS and these together with the methods of computation, are consistent with those 
   of the consolidated annual financial statements at 30 June 2014 as issued on 29 September 2014. The accounting policies 
   are supported by reasonable and prudent judgments and estimates.
   The board has approved the financial statements which have been condensed for purposes of this report. The financial statements 
   were internally compiled by PJ Grové CA(SA), the group chief financial officer and V Venkatkumar CA(SA), the group 
   financial manager.
   Any reference to future financial performance included in this announcement has not been audited by our auditors.
   The group’s auditors, Mazars (Gauteng) Inc, have not reviewed or audited the condensed consolidated financial statements. 

2. Property, plant and equipment
   The group has invested R17,1 million into rental assets over the six-month period to 31 December 2014 
   (2013: R18,7 million). Depreciation for the six-month period on rental units amounts to R17,1 million 
   (2013: R22,6 million).

3. Goodwill
   The goodwill amount per the statement of financial position is reconciled as follows:
    
                                                  R’000       
   Cost                                         235 832   
   Accumulated impairments                      (57 500)  
   Carrying value at 30 June 2014               178 332   
   Foreign exchange movements                    (1 481)   
   Carrying value at 31 December 2014           176 851   
   Cost at 30 June 2014                         234 351   
   Accumulated impairments at 30 June 2014      (57 500)  

4. Investments in associates
   On 31 December 2014 the group sold 6 273 500 shares or 11,5% of its shareholding in TPL Trakker Ltd, the group’s associate 
   incorporated in Pakistan, for an amount equivalent to R5 986 527. The group previously held 25,86% of the issued share 
   capital of TPL Trakker Limited and subsequent to this transaction, the group’s shareholding in TPL Trakker Limited is 22,97%. 
   A profit on the sale of the shares of R4 532 505 was recognised and is included in capital items in the statement of 
   comprehensive income.

5. Other financial liabilities
   A group facility of R15 million was replaced during the six months ended 31 December 2014. The group also repaid R7,69 million 
   over the six months for facilities granted. 

6. Capital items
   Capital items consist of the following:  
                                                                              31 Dec 2014    31 Dec 2013   
                                                                                    R’000          R’000   
                                                                                                                                                                                        
   Profit/(loss) on sale of assets                                                  1 702            698   
   Impairment of rental assets                                                       (501)          (762)  
   Profit on sale of shares in TPL Trakker Ltd                                      4 533              -   
   Total                                                                            5 734            (64)  

7. Earnings per share
                                                                                Six months     Six months    
                                                                                     ended          ended    
                                                                               31 Dec 2014    31 Dec 2013   
                                                                                                                                                                                                                                            
   Earnings per share (cents)                                                        11,10           8,21   
   Diluted earnings per share (cents)                                                10,69           8,21   
   Headline earnings per share (cents)                                                9,37           8,23   
   Diluted headline earnings per share (cents)                                        9,03           8,23   
   Interim dividend per share (cents)                                                    -              -   
   Earnings per share calculations                                                                          
   Number of ordinary shares in issue (‘000)                                       247 669        247 669   
   Weighted average number of ordinary shares in issue (‘000)                      239 607        239 607   
   Adjusted for: potentially dilutive impact of share options                        9 070                  
   Weighted number of shares in issue to be used in the                        
   calculation of diluted earnings per share                                       248 677        239 607   
   Reconciliation of headline earnings                                                                      
   Basic and diluted earnings                                                       26 585         19 681   
   Adjusted for:                                                                                            
   (Profit) on sale of shares in TPL Trakker Ltd                                    (4 533)             -   
   (Profit)/loss on sale of fixed assets                                            (1 702)          (698)  
   Impairment of fixed assets                                                          501            762   
                                                                                    20 851         19 745   
   Tax effect on adjustments                                                         1 605            (18)  
   Non-controlling interest in adjustments                                               -              -   
   Basic and diluted headline earnings                                              22 456         19 727   

8. Dividend declaration
   No interim dividend will be declared and paid to the shareholders. The board agreed to retain cash for future growth
   (2013:R nil).
   
9. Related parties
   During the six months ended 31 December 2014, certain subsidiaries in the ordinary course of business entered into loans 
   and transactions with related parties under terms that are no less favourable than those arranged with third parties.
   

CORPORATE PROFILE
DigiCore is a JSE-listed group that specialises in vehicle tracking, fleet management solutions and insurance
telematics for an international client base. With almost 30 years of innovation, technical and implementation experience,
DigiCore provides advanced machine-to-machine communication and telematics solutions that add value to its base of 
customers with mobile assets.
DigiCore’s end-to-end research, design, development, manufacture, sales and support of tailored solutions for
customers is serviced by a network of staff and team members in over 50 countries. Our technology and electronic 
division designs and develops a range of asset management and monitoring systems using GPS satellite positioning, GSM cellular
communication systems and other advanced communication and sensory technologies. The result is products and solutions
ranging from basic track-and-trace with stolen vehicle response services for the consumer market, to complete, integrated, 
enterprise-level solutions for large fleet owners such as Network Rail (UK), Thames Water  (UK), the South African Police 
Service, eThekwini Metro, BHP Billiton (global) and many others under the Ctrack brand.
Operations span six continents with over 1 000 employees.

CORPORATE GOVERNANCE
The board of directors aspires to conduct all facets of the group’s business with responsibility, accountability,
fairness and transparency and strives to be a good corporate citizen.
The directors agree with the spirit and principles of corporate governance set out in the King Report on Governance in
South Africa (2009) (King III). The board is committed to applying appropriate corporate governance policies and
practices in each company in the group.

CHANGES TO THE BOARD / BOARD COMMITTEE
With effect from 26 January 2015, Adv Jacob D Wiese tendered his resignation as a non-executive director of the board as 
well as chairman of the social, ethics and transformation committee. 
As from 27 January 2015, Stephen P Naudé, who was previously elected as an alternate non-executive director for
Adv Jacob D Wiese, has been appointed as a permanent non-executive director to the board.
As from 27 January 2015, Johan PduP le Roux has been appointed as a non-executive director to the board and chairman of the 
social, ethics and transformation committee. The board has subsequently elected Stephen P Naudé as chairman of the social, 
ethics and transformation committee and Johan PduP le Roux to remain a committee member.

COMMENTARY
Performance for the first half of the financial year to 31 December 2014 has been very encouraging with all
operations, local and international, reporting profits and solid progress against our strategic objectives 
and plans.  
The investment and effort devoted to further enhancing our systems and processes in prior years are now paying off. 
We are more responsive to our customers’ needs and our customers, in turn, benefit from competitive products and
pricing with solutions that are economically scalable across the markets and channels in which we operate. 
Underscoring our continued investment in technology, DigiCore’s Ctrack received the 2014 Technology Top 100 award for
management of technology (large enterprise category), endorsed by the Department of Science and Technology, and is a
master innovator finalist in the Accenture Innovation Index. 
Equally, investing in our sales structure and selling skills has enabled us to develop a healthy sales pipeline and
leverage a variety of solutions, including insurance telematics, jamming detection and fleet analytics. 
A new camera and navigation solution, with workforce management, is progressing for release in the second half of the
financial year.  
Partnering with the Future Group, we launched TruckX in August 2014, the first one-day conference of its kind for the
trucking and logistics fraternity, providing a forum for industry issues to be discussed with new and existing
stakeholders and customers. 
The group is acquiring the remaining 49% of its subsidiary, FleetConnect, which provides asset lifecycle 
software, and already supplies the software for fuel and maintenance management to three South African banks.  
An agreement for distributing Ctrack products in the USA was signed in December 2014, opening new opportunities for the 
group. Cash-flow improvement remains a priority as we continue to reduce stock levels and increase recoveries of old debt.

FINANCIAL OVERVIEW
Highlights of the first six months of the financial period were the long-anticipated turnaround of our international
operations, increase in revenue generated from the insurance industry, growth in the stolen vehicle 
response (SVR) market and further success in cost-saving initiatives.
R7,5 million of the profit before tax of R29,7 million was generated by our international business, a welcome reversal
from the loss of R3,5 million reported in the comparative period.
Revenue increased by 5,3% (R22,5 million), mainly attributed to growth in the SVR and insurance markets.
Overhead expenditure decreased by R5,8 million mainly due to a lower provision for bad debts after the clean-up in the
previous financial period. After considering the impact of the bad-debt provision, overhead expenditure was in line
with the prior year, reflecting the effectiveness of cost-saving initiatives despite inflationary salary increases of 7%
for our employees.
The business continued to generate positive cash flows, allowing the group to settle a further R18,8 million on financing 
facilities.
The group sold 6 273 500  shares (11,5% of our holding) in TPL Trakker Limited for R5,9 million which further enhanced 
its cash position. The results include R2 million of TPL Trakker Limited’s profit which has been equity accounted by 
DigiCore.
With costs now under control and internal processes being enhanced daily, management is left with the single task of
increasing the revenue of the group.  

INDUSTRY COMMENTS
DigiCore has progressed well with the requirement from medium to large fleet operators for a more information-based
services-and-subscription model, allowing third-party information, such as routing and scheduling, and fuel-card
transactions to be incorporated in our reporting software. The integration with other systems gives operators the full 
status of their operation in one report.
The scalability of our product has enabled us to develop and supply quality products at very attractive prices to improve
our market share in the competitive consumer market, while meeting insurance and safety-driven needs.
In addition, as we support customers with ‘big data’ analysis services, we will strengthen our competitiveness in
corporate and insurance channels.
We have developed a driver-behaviour and risk-rating programme with the support of the University of Pretoria. This
furthers our  reputation in insurance telematics technology and enhances our product offering for insurerance houses 
internationally. 

OUTLOOK
After optimising our business in the 2014 financial year and stepping up sales resources and skills 
over the past six months, we are on track to enter a growth phase.
Systems, controls and strategies to manage stock, debtors and cash flow more effectively are in place, allowing the
management team to focus externally on relationships, sales and marketing and to identify new opportunities for growth.
We remain cautiously optimistic that financial results will continue to improve. 

For and on behalf of the board
NH Vlok                            PJ Grove
Chief executive officer            Chief financial officer

26 February 2015 
Centurion

Registered office
DigiCore Building, Regency Office Park, 9 Regency Drive, Route 21 Corporate Park, Irene Ext 30, Centurion, South Africa
PO Box 68270, Highveld Park, 0169 Tel: +27 (0)12 450 2222 Fax: +27 (0)12 450 2497

Transfer secretaries
Computershare Investor Services (Pty) Limited, 70 Marshall Street, Johannesburg, 2001, PO Box 61051, Marshalltown, 2107

Sponsor
PSG Capital (Pty) Limited

Auditors
Mazars (Gauteng) Incorporated

Executives
NH Vlok (Chief executive officer), PJ Grové (Chief financial officer)

Non-executive
G Pretorius* (Chairman), B Marx*, SP Naudé*, SS Ntsaluba*, JPduP le Roux                                   
*independent non-executive director

Company secretary
N Bofilatos

www.digicore.com          
www.ctrack.co.za








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