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HOSKEN CONSOLIDATED INVESTMENTS LTD - Reviewed Condensed Consolidated Results for the Year Ended 31 March 2015

Release Date: 22/05/2015 07:15
Code(s): HCI     PDF:  
Wrap Text
Reviewed Condensed Consolidated Results for the Year Ended 31 March 2015

Hosken Consolidated investments limited 
Incorporated in the Republic of South Africa
Registration number: 1973/007111/06
Share code: HCI
ISIN: ZAE000003257
("HCI" or "the company" or "the group")


REVIEWED CONDENSED CONSOLIDATED RESULTS FOR THE YEAR ENDED 31 MARCH 2015


REVIEWED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
                                                               Reviewed       Audited
                                                               31 March      31 March
                                                                   2015          2014
                                                                  R'000         R'000
ASSETS            
Non-current assets                                           39 415 175    16 851 858 
Property, plant and equipment                                17 480 890     3 735 578 
Investment properties                                         2 506 275     1 695 532 
Goodwill                                                     12 048 425       279 011 
Interest in associates and joint ventures                     1 336 564     9 974 196 
Other financial assets                                           49 231         9 163 
Intangibles                                                   5 260 885       806 887 
Deferred taxation                                               440 056       127 941 
Operating lease equalisation asset                               46 476        27 185 
Long-term receivables                                           246 373       196 365 
Current assets                                                8 964 849     4 935 432 
Other                                                         5 171 507     3 746 752 
Bank balances and deposits                                    3 793 342     1 188 680 
Non-current assets held for sale                                307 338     1 006 446 
Total assets                                                 48 687 362    22 793 736 
            
EQUITY AND LIABILITIES            
Equity                                                       22 837 064    14 930 161 
Equity attributable to equity holders of the parent          14 971 847    12 094 478 
Non-controlling interest                                      7 865 217     2 835 683 
Non-current liabilities                                      15 872 887     3 407 985 
Deferred taxation                                             2 224 359       277 439 
Long-term borrowings                                         12 356 611     2 917 689 
Operating lease equalisation liability                          280 753         3 596 
Other                                                         1 011 164       209 261 
Current liabilities                                           9 952 444     4 336 792 
Non-current liabilities held for sale                            24 967       118 798 
Total equity and liabilities                                 48 687 362    22 793 736 
            
Net asset carrying value per share (cents)                       14 390        11 391


REVIEWED CONSOLIDATED INCOME STATEMENT
                                                               Reviewed       Audited*
                                                               31 March      31 March
                                                        %          2015          2014
                                                   change         R'000         R'000
Revenue                                                      12 161 963     8 265 913 
Net gaming win                                                5 101 290       818 421 
Income                                              90.0%    17 263 253     9 084 334 
Expenses                                                    (13 156 203)   (7 432 588)
EBITDA                                             148.6%     4 107 050     1 651 746 
Depreciation and amortisation                                  (947 421)     (404 545)
Operating profit                                              3 159 629     1 247 201 
Investment income                                                82 478        45 810 
Finance costs                                                  (843 602)     (243 721)
Share of profits of associates and joint ventures               270 262       756 478 
Investment surplus                                                5 312             - 
Fair value adjustment on deemed disposal of associate         2 757 227             - 
Fair value adjustments of investment properties                 155 753        23 284 
Impairment reversals                                             12 771           509 
Asset impairments                                               (38 318)      (12 489)
Fair value adjustments of financial instruments                   7 868        19 238 
Impairment of goodwill and investments                           (9 358)         (329)
Profit before taxation                             202.8%     5 560 022     1 835 981 
Taxation                                                       (683 190)     (306 077)
Profit for the year from continuing operations                4 876 832     1 529 904 
Discontinued operations                                        (377 807)     (264 207)
Profit for the year                                            4 499 025     1 265 697 
                  
Attributable to:                  
Equity holders of the parent                                  3 574 824     1 060 455 
Non-controlling interest                                        924 201       205 242 
                                                              4 499 025     1 265 697 
*  Restated                  


REVIEWED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME
                                                               Reviewed       Audited*
                                                               31 March      31 March
                                                                   2015          2014
                                                                  R'000         R'000
Profit for the year                                           4 499 025     1 265 697 
Other comprehensive income:            
Items that may be reclassified subsequently to profit or loss             
Foreign currency translation differences                        125 457       200 412 
Cash flow hedge reserve                                         (79 099)       38 201 
Items that may not be reclassified subsequently to profit or loss             
Actuarial gains on post-employment benefit liability            (15 235)        5 773 
Total comprehensive income                                    4 530 148     1 510 083 
            
Attributable to:            
Equity holders of the parent                                  3 592 489     1 300 005 
Non-controlling interest                                        937 659       210 078 
                                                              4 530 148     1 510 083 
            
*  Restated


REVIEWED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
                                                               Reviewed       Audited
                                                               31 March      31 March
                                                                   2015          2014
                                                                  R'000         R'000
Balance at the beginning of the year                         14 930 161    15 432 755 
Share capital and premium            
Treasury shares released                                         62 301        45 779 
Shares repurchased                                             (419 557)     (457 443)
Current operations            
Total comprehensive income                                    4 530 148     1 510 083 
Equity-settled share-based payments                              11 495        16 170 
Non-controlling interest on acquisition of subsidiaries       4 243 958         3 359 
Effects of changes in holding                                   513 147    (1 347 440)
Dividends                                                    (1 034 589)     (273 102)
Balance at the end of the year                               22 837 064    14 930 161


RECONCILIATION OF HEADLINE EARNINGS
                                                               Reviewed      Reviewed       Audited       Audited*
                                                                  Gross           Net         Gross           Net
                                                               31 March      31 March      31 March      31 March
                                                        %          2015          2015          2014          2014
                                                   change         R'000         R'000         R'000         R'000
Earnings attributable to equity holders 
   of the parent                                   237.1%                   3 574 824                   1 060 455 
IAS 16 losses on disposal of plant and equipment                    269            10        23 556        17 695 
IAS 16 impairment of plant and equipment                         40 962        16 573         6 563         2 265 
IAS 38 impairment of intangible assets                                -             -         4 617         3 396 
IFRS 3 fair value adjustment on deemed disposal of associate (2 757 227)   (2 738 733)            -             - 
IFRS 3 impairment of goodwill                                    49 603        20 665           329           172 
IAS 28 gain on disposal of associates                           (17 519)       (7 298)            -             - 
IAS 28 impairment of associates and joint ventures               34 059        21 650         5 925         4 823 
IAS 36 reversal of impairments                                  (12 771)       (5 900)         (509)         (203)
IAS 38 losses on disposal of intangible assets                        -             -           107            43 
IAS 27 loss from disposal/part disposal of subsidiary           181 207       181 207             -             - 
IAS 40 losses on disposal of investment property                    386           312             -             - 
IAS 40 fair value adjustment to investment property            (155 753)      (74 036)      (23 284)      (17 418)
IAS 39 impairment of investments reclassified 
   to profit and loss                                            14 608        14 608             -             - 
Remeasurements included in equity-accounted earnings 
   of associates and joint ventures                              17 166        17 166        31 101        14 926 
Headline profit                                     (6.0%)                 1 021 048                   1 086 154 
                              
Basic earnings per share (cents)                              
Earnings                                           266.0%                    3 381.28                      923.84 
Continuing operations                                                        3 682.38                    1 088.25 
Discontinued operations                                                       (301.10)                    (164.41)
                              
Headline earnings                                    2.1%                      965.77                      946.23 
Continuing operations                                                        1 055.19                    1 087.62
Discontinued operations                                                        (89.42)                    (141.39)
                              
Weighted average number of shares in issue ('000)                             105 724                     114 788 
Actual number of shares in issue at the end 
   of the year (net of treasury shares) ('000)                                104 041                     106 177 
                              
Diluted earnings per share (cents)                              
Earnings                                           266.4%                    3 329.63                      908.62 
Continuing operations                                                        3 626.13                    1 070.32
Discontinued operations                                                       (296.50)                    (161.70)
                              
Headline earnings                                    2.2%                      951.02                      930.64 
Continuing operations                                                        1 039.08                    1 069.72
Discontinued operations                                                        (88.06)                    (139.06)
                              
Weighted average number of shares in issue ('000)                             107 364                     116 710 
                              
*  Restated


REVIEWED CONSOLIDATED STATEMENT OF CASH FLOWS
                                                               Reviewed       Audited
                                                               31 March      31 March
                                                                   2015          2014
                                                                  R'000         R'000
Cash flows from operating activities                          1 153 239     1 045 692 
Cash flows from investing activities                         (2 575 096)   (1 240 277)
Cash flows from financing activities                          1 579 332       430 598 
Increase in cash and cash equivalents                           157 475       236 013 
Cash and cash equivalents             
At the beginning of the year                                    574 386       311 762 
Foreign exchange differences                                    (22 630)       26 611 
At the end of the year                                          709 231       574 386 
            
Bank balances and deposits                                    3 793 342     1 188 680 
Bank overdrafts                                              (3 102 514)     (706 908)
Cash in disposal groups held for sale                            18 403        92 614 
Cash and cash equivalents                                       709 231       574 386



SEGMENTAL ANALYSIS
R'000                                          Net gaming                  Net gaming
                                    Revenue           win       Revenue           win
                                   31 March      31 March      31 March      31 March
                                       2015          2015          2014*         2014
                                      R'000         R'000         R'000         R'000
Media and broadcasting            2 489 466             -     2 445 043             - 
Non-casino gaming                    82 566       999 695        44 770       818 421 
Casino gaming and hotels          2 720 404     4 101 595             -             - 
Information technology              312 625             -       294 054             - 
Transport                         1 417 136             -     1 194 948             - 
Vehicle component manufacture       328 227             -       300 620             - 
Beverages                         1 155 385             -     1 110 212             - 
Properties                          161 979             -        80 944             - 
Mining                              830 813             -       652 873             - 
Branded products and 
   manufacturing**                2 661 837             -     2 140 324             - 
Other                                 1 525             -         2 125             - 
Total                            12 161 963     5 101 290     8 265 913       818 421

                                                                        EBITDA
                                                               31 March      31 March
                                                                   2015          2014*
                                                                  R'000         R'000
Media and broadcasting                                          609 628       811 628 
Non-casino gaming                                               276 872       215 835 
Casino gaming and hotels                                      2 427 837             -
Information technology                                           62 054        61 964 
Transport                                                       324 719       224 620 
Vehicle component manufacture                                    24 946        15 829 
Beverages                                                        92 152        26 075 
Properties                                                      116 609        54 905 
Mining                                                          138 390       104 736 
Branded products and manufacturing**                            164 735       239 162 
Other                                                          (130 892)     (103 008)
Total                                                         4 107 050     1 651 746 
            
*  Restated
** Segment previously identifed as "Clothing, textiles and toys"

                                                                    Profit before tax
                                                               31 March      31 March
                                                                   2015          2014*
                                                                  R'000         R'000
Media and broadcasting                                          474 468       665 730 
Non-casino gaming                                               137 869       113 747 
Casino gaming and hotels                                      4 517 687       779 791 
Information technology                                           44 019        43 675 
Transport                                                       233 618       126 638 
Vehicle component manufacture                                    10 406         1 520 
Beverages                                                        61 678          (448)
Properties                                                      143 519        70 226 
Mining                                                           15 031        65 008 
Branded products and manufacturing**                            152 702       173 600 
Other                                                          (230 975)     (203 506)
Total                                                         5 560 022     1 835 981 
            
                                                                    Headline earnings
                                                               31 March      31 March
                                                                   2015          2014
                                                                  R'000         R'000
Media and broadcasting                                          121 865       258 816 
Non-casino gaming                                                62 479        48 967 
Casino gaming and hotels                                        768 604       785 062 
Information technology                                           15 189        15 290 
Transport                                                       161 123        90 589 
Vehicle component manufacture                                    10 822            17 
Beverages                                                        14 021           549 
Properties                                                       36 958        31 114 
Mining                                                           14 530        47 482 
Natural gas                                                     (59 796)      (54 055)
Branded products and manufacturing**                             94 540        10 922 
Other                                                          (219 287)     (148 599)
Total                                                         1 021 048     1 086 154 
            
*  Restated
** Segment previously identifed as "Clothing, textiles and toys"


BASIS OF PREPARATION AND ACCOUNTING POLICIES
The results for the year ended 31 March 2015 have been prepared in accordance with 
International Financial Reporting Standards (IFRS), the disclosure requirements of 
IAS 34, the SAICA Financial Reporting Guides as issued by the Accounting Practices 
Committee, the requirements of the JSE Limited. The accounting policies applied by the 
group in the preparation of these reviewed condensed consolidated financial statements 
are consistent with those applied by the group in its consolidated financial statements 
as at and for the year ended 31 March 2014. As required by the JSE Limited Listings 
Requirements, the group reports headline earnings in accordance with Circular 2/2013: 
Headline Earnings as issued by the South African Institute of Chartered Accountants.

These financial statements were prepared under the supervision of the financial director, 
Mr TG Govender, B.Compt (Hons).

BUSINESS COMBINATIONS
ACQUISITIONS
Other 
Oceania Capital Partners Limited, through its 97%-owned subsidiary, Crimsafe Holdings 
Proprietary Limited, acquired all of the shares in the Crimsafe group of companies 
(Crimsafe), effective 20 March 2015. Crimsafe manufactures home safety installations.

The details of the net assets acquired on the above business combination, for which 
the purchase price has been allocated to the respective assets and liabilities on a 
provisional basis, is as follows:

                                                    R'000
Non-current assets                                 91 578
Current assets                                    113 577
Non-current liabilities                           (13 213)
Current liabilities                               (25 228)
Net assets acquired                               166 714
Goodwill                                          108 357
Cash balances acquired                             (7 651)
Net cash paid                                     267 420

The acquired business contributed revenues of Rnil and profit after tax of Rnil to the 
group for the year ended 31 March 2015. Had the acquisition been effective on 
1 April 2014 the contribution to revenue would have been R363.1 million and profit 
after tax R24 million.

Media and broadcasting
During the year the group's media and broadcasting operations acquired 50.1% of the 
issued share capital of Coleske Artists Proprietary Limited and Afrikaans is 
Groot Proprietary Limited, effective 1 March 2015. It also acquired 70% of the issued 
share capital of TVPC Media Proprietary Limited, effective 1 July 2014. The details 
of the aggregate net assets acquired on these business combinations, for which the 
purchase price has been allocated to the respective assets and liabilities on a 
provisional basis, is as follows:

                                                    R'000
Non-current assets                                  3 110
Current assets                                     21 703
Non-current liabilities                            (5 587)
Current liabilities                               (10 116)
Net assets acquired                                 9 110
Non-controlling interest                           (4 832)
Goodwill                                           45 619
Cash balances acquired                            (16 260)
Net cash paid                                      33 637

The acquired businesses contributed revenues of R2.2 million and losses after tax of 
R2.6 million to the group for the year ended 31 March 2015. Had the acquisitions been 
effective on 1 April 2014 the contribution to revenue would have been R85.8 million 
and profit after tax R1.4 million.

DISPOSALS
Natural gas
The group disposed of its interest in Montauk Energy Holdings LLC through the 
distribution of its shareholding in the company's South African holding company to 
shareholders in December 2014. The details of assets and liabilities disposed of 
through this distribution are as follows:

                                                    R'000
Non-current assets                                870 624
Current assets                                    253 836
Non-current liabilities                          (196 820)
Current liabilities                               (68 127)
Net assets disposed of                            859 513
Non-controlling interest                           (2 025)
Recognised as distribution                       (676 281)
Loss on disposal                                 (181 207)
Cash balances disposed of                        (189 469)

DISCONTINUED OPERATIONS AND DISPOSAL GROUPS HELD FOR SALE 
The group unbundled its shareholding in its natural gas interests in December 2014. 
Consequently, these results are contained in discontinued operations in the income 
statement and its assets and liabilities contained in disposal groups held for sale 
in the statement of financial position in the prior year.

The Board of Deneb Investments has resolved to discontinue the operations of its 
discount retail operations and the results of these operations, as contained in the 
branded products and manufacturing segment, have been reclassified to discontinued 
operations in the prior year and its assets and liabilities are contained in disposal 
groups held for sale in the statement of financial position in the current year. 

In addition to the above, the board of Sabido Investments has resolved to exit certain 
of its offshore operations. The results of these operations are included in the media 
and broadcasting segment and have been reclassified to discontinued operations in the 
prior year and its assets and liabilities are contained in disposal groups held for 
sale in the statement of financial position in the current year. 

Disposal groups held for sale as disclosed in the statement of financial position 
include the following:

                                                     Branded products       Media and
                                                    and manufacturing    broadcasting
                                                               (R'000)         (R'000)
Disposal group assets held for sale                            57 933         249 405
Disposal group liabilities held for sale                            -          24 879

RESULTS
GROUP INCOME STATEMENT
The group income statement contains five months of equity-accounted earnings from 
Tsogo Sun and seven months consolidated earnings due to the "acquisition" of this 
entity effective end of August 2014. 

Revenue, including net gaming win, increased by 90%. Although this is skewed by the 
consolidation of Tsogo Sun's revenue for the seven months from September 2014, other 
contributors to this increase were non-casino gaming (up 25%), transport (up 19%), 
branded products and manufacturing (up 24%) and mining (up 27%). The steady growth 
in machine and site roll-out in the limited payout business and bingo operations 
increased non-casino net gaming win significantly. Transport recorded higher passenger 
revenue from both single and multi ride when compared to the prior year and have 
experienced strong demand during peak periods. The Mbali colliery became operational 
in the second half of the previous financial year and now contributed to mining revenue 
for a full year. Properties' revenue increased significantly due to additional revenue 
from new properties in Upington, Pretoria and Cape Town. Revenue in respect of media 
nd broadcasting increased marginally by 2%, mainly due to increases in subscription 
revenue and content sales in Sabido Investments whilst advertising revenue in respect 
of e.tv remained under pressure due to the difficult trading environment. Management 
has implemented new scheduling and programming strategies, which may only be evidenced 
in advertising revenue during the second half of the calendar year if successful.

EBITDA for the group increased by 149%. EBITDA from media and broadcasting decreased 
by 25% mainly due to the cost of the e.tv Multi-Channel business as well as Platco. 
These businesses launched during October 2013. Consequently the current year is the 
first to include their results for 12 months. EBITDA from non-casino gaming increased 
28% with gains in its limited payout operations funding the expansionary spend in its 
bingo operations. Casino gaming and hotels is not comparable due to its inclusion for 
seven months in the current year. The continued improvement in efficiencies from a lower 
fuel price, controlled employment and overhead expenditure in GABS contributed to a 45% 
increase in EBITDA from the prior year, which was initially affected by a transport 
strike. Beverages' EBITDA increased substantially as a result of the continuing 
turnaround at KWV and a reduction in foreign exchange hedging losses in the current 
year. Mining EBITDA, although increasing by 32% as a result of the Mbali colliery 
trading for the whole year, was negatively impacted by reduced margins on delivered 
product. Branded products and manufacturing's EBITDA from continuing operations 
decreased due to difficult trading conditions in the manufacturing businesses and was 
affected by litigation proceeds of R39 million relating to the Searll family settlement 
in the prior year not recurring.

Profit before tax increased significantly due to the large fair value gain on associates 
arising from the accounting treatment of the group's increased interest in Tsogo Sun 
following the SABMiller share repurchase. IFRS requires that a deemed disposal of the 
Group's investment in associate be recognised prior to the acquisition/consolidation 
of Tsogo Sun. This resulted in a fair value gain of R2 757 million. Profit before tax 
from casino gaming and hotels before this adjustment amounted to R1 761 million, which 
is not comparable to the prior year as this includes seven months' consolidated 
results. Transport profit's increase was aided by marginally reduced depreciation. 
Properties' increase of 104% relates mainly to the revaluation of the property in 
Upington, with increases in EBITDA being off-set by increased finance costs. Profits 
relating to mining decreased by R50 million, substantially due to previously 
capitalised box cut expenditure in the amount of R66 million at the Mbali colliery 
being depreciated, with R13 million being expensed in the prior year. Other profit 
before tax increased mainly due to R57 million in losses accruing from Baycorp Holdings 
in the prior year reversing to an R11 million profit. Media and broadcasting profit 
before tax includes R22 million in profits in respect of Sunshine Coast Radio 
in Australia.

Discontinued operations' losses increased by R114 million compared to those as restated 
for the prior year. Operational losses of R60 million from Natural gas were increased by 
a loss on disposal of R181 million upon the unbundling of the business by the group. 
Natural gas' results were included for nine months to its unbundling in December 2014. 
Losses of R118 million were recorded for the offshore media and broadcasting interests. 
This includes a R27 million impairment of the investment in The Africa Channel and 
R47 million impairment of goodwill relating substantially to Power Entertainment. 
R17 million of losses relate to the discount retail operations of Deneb Investments.

Headline earnings decreased by 6%. Media and broadcasting reported a decrease of 53% 
in headline earnings. This can be attributed significantly to the group's reduced 
effective interest in Sabido Investments and also in part to losses after tax in respect 
of its multi-channel business increasing by R125 million. Casino gaming and hotels 
showed a decrease of 2% in its headline earnings contribution. Included in Tsogo Sun's 
contribution to the group's headline earnings is an effective R49 million portion 
relating to the share-based payment expense in respect of the facility granted to 
senior management to acquire shares in that company. The results of Tsogo Sun were 
equity accounted at 41.5% for the five months ending August 2014 and consolidated at an 
effective 48% for the remaining seven months of the year. Other includes R118 million 
HCI head office finance costs and R88 million in HCI and Niveus head office costs.

Notable items on the income statement include:

Finance costs increased in Properties by R50 million, head office by R34 million and a 
further R501 million arose on the consolidation of Tsogo Sun. Profit from associates 
and joint ventures is not comparable to the prior year due to Tsogo Sun being 
consolidated from September 2014. The amount includes R236 million from  Tsogo Sun. 
Fair value adjustments of investment properties consist substantially of revaluations 
done on Properties' shopping centre in Upington and industrial properties owned by the 
group's branded products and manufacturing interests.

Headline earnings per share increased by 2% with headline earnings decreasing by 6%. 
This can be attributed to the weighted average number of shares in issue in the prior 
year of 114 788 000 being reduced to 105 724 000 in the current year as a result of 
17.7 million and 2.7 million shares being repurchased during the 2014 and 
2015 financial years, respectively.

GROUP STATEMENT OF FINANCIAL POSITION AND CASH FLOW
The group's overall financial position remains strong with the major businesses still 
generating strong cash flows. 

The statement of financial position changed significantly with the consolidation of 
Tsogo Sun in its results from end of August 2014. 

Group long-term borrowings at 31 March 2015 comprise central borrowings of 
R1 692 million, investment property-related borrowings of R893 million, borrowings in 
Tsogo Sun of R8 557 million and the remainder in various operating subsidiaries. 
Included in current liabilities is R1 132 million owing to SACTWU, being part of their 
proportionate non-controlling share in Seardel and Deneb Investments and following 
their indirect participation in Seardel's rights issue in April 2014.

2.7 million shares in the company, to the value of R420 million, were repurchased 
during the current period.

The group invested R1 904 million in property, plant and equipment and R502 million in 
investment properties. Included in cash flow from investing activities are dividends 
totalling R404 million received from Tsogo Sun. Borrowings of R254 million was raised 
in respect of investment property developments in Properties and R2 167 million by 
casino gaming and hotel operations.

Shareholders are referred to the individually published results of Seardel Investment 
Corporation Limited, Deneb Investments, Tsogo Sun Holdings Limited and Niveus 
Investments Limited for further commentary on the media and broadcasting; branded 
products and manufacturing; casino gaming and hotels; non-casino gaming; and 
beverages operations.

COMMENTARY
The year has seen the group produce a relatively flat set of results. Our main asset, 
the interest in Tsogo Sun, has continued to invest heavily in refurbishing and expanding 
its facilities which we believe is the right way to run the business in the long term. 
The truth is, however, that the short term has seen little growth in gaming spend and 
even the slow recovery of hotel spend has in the short term been off-set by difficulties, 
such as the effects of Ebola on travel in Africa.

Our media business has likewise been put to the test in the distribution of its digital 
channels. The roll-out of OVHD is starting to pick up in pace and currently has 
130 000 connected homes. Over the next twelve months we believe this will achieve a 
footprint that enables it to start to generate revenues. 

The group has been facing significant regulatory challenges in several businesses. 
Such difficulties are probably a regular feature of the work we do, but currently these 
matters are holding up the realisation of significant development of several of 
our businesses.

The proposed acquisition of a substantial minority stake in Grand West remains tied 
up in regulatory issues before the competition authorities as well as the 
Western Cape Gambling Board but we do believe it will ultimately be successfully closed. 

The KwaZulu-Natal MEC for finance has purported to require we cease trading in certain 
of our licensed bingo sites as well as taking exceptional measures to prevent the 
roll-out of electronic bingo terminals. Likewise, legal challenges by parties who lost 
bids in the Eastern Cape have effectively prevented the smooth roll-out of newly 
granted licences there. All these matters are now the subject of litigation before 
various courts around the country. This also applies to the decision of the Minister 
of Communication to unilaterally abandon encryption in the set top boxes for DTT.

Tedious as it is to be driven to protect one's rights at law, we believe there is 
sufficient value at stake to justify each of the cases we have brought and are confident 
our applications will ultimately prove beneficial to the group.

Outside of these areas the group has grown value at an encouraging pace:

-   Niveus has grown significantly year on year despite the above difficulties, as have 
    GABS and Deneb Investments.

-   Property developments continue to unfold at a rapid pace. These include shopping 
    centres, hotels, casinos, inner-city housing, factories and offices as well as 
    studio space. Tsogo Sun has committed itself to considering housing its properties 
    in a listed REIT and it is possible that other properties of the group could be 
    housed therein if it does in fact proceed.

-   Montauk has been unbundled and is trading successfully. Likewise, Deneb Investments 
    was unbundled from Seardel and is trading separately. Seardel will in due course 
    change its name to eMedia Holdings.

-   Since the publishing of interim results we have concluded an agreement to fund the 
    National Lottery by way of a high-yielding five-year preference share and loan. 
    The new operator will be commencing its operation of the lottery in June, but its 
    licence to do so is subject to legal challenge by the outgoing operator which 
    rendered it difficult for the new incumbent to raise funding. While all litigation 
    carries risks we see little merit in the challenge and have decided to provide same.

-   We have also concluded an agreement to invest a modest amount of funding to secure 
    an option to participate in the development of the Mmamabula project in Botswana 
    if it is possible to provide power from there. This remains a purely speculative 
    opportunity presently but we do believe the current crisis of electricity in 
    South Africa provides opportunities for the development of privately owned power 
    stations and that this project is one that is very viable.

-   We are pleased to report that the concentrated solar project at Upington reached 
    financial close and is currently commencing its development phase as a fixed-price 
    turnkey project. It is anticipated that the project will provide 100 Megawatts of 
    electricity to Eskom from 2019.

Lastly, we record our sadness at the passing of one of our board members, Virginia Engel, 
after a long battle with illness. Virginia was the founder of the Western Cape branch 
of the National Union of Textile Workers, currently incorporated in our main shareholder, 
SACTWU. She served as personal assistant to President Nelson Mandela during his term of 
office and for many years thereafter was the CEO of the HCI Foundation. She made an 
enormous contribution to setting HCI on a path of combining business initiatives with 
a strong social mission and she will be sorely missed going forward. 

AUDITOR'S REVIEW
These results have been reviewed by the company's auditors, Grant Thornton Johannesburg 
Partnership. Their unqualified review opinion is available for inspection at the 
registered office of the company.

These condensed consolidated financial statements for the year ended 31 March 2015 have
been reviewed by Grant Thornton Johannesburg, who expressed an unmodified review conclusion. 
A copy of the auditor's review report is available for inspection at the company's 
registered office together with the financial statements identified in the auditor's report.

The auditor's report does not necessarily report on all the information contained in this 
announcement/financial results. 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 the auditor's report together with the accompanying financial information from the issuer's
registered offices.

CHANGES IN DIRECTORATE
As noted in the commentary hereto, non-executive director Mrs VM Engel sadly passed away 
on 18 May 2015. With effect from 30 October 2014 Mr MJA Golding resigned as chairman and 
executive director of the board of HCI and with effect from 27 October 2014 Ms BA Hogan 
resigned as independent non-executive director of the board of HCI.

DIVIDEND TO SHAREHOLDERS
The directors of HCI have resolved to declare a final ordinary dividend number 51 of 
130 cents (gross) per HCI share for the year ended 31 March 2015 from income reserves. 
The salient dates 
for the payment of the dividend are as follows:

Last day to trade cum dividend                     Friday,  5 June 2015
Commence trading ex dividend                       Monday,  8 June 2015
Record date                                        Friday, 12 June 2015
Payment date                                       Monday, 15 June 2015

No share certificates may be dematerialised or rematerialised between Monday, 
8 June 2015 and Friday, 12 June 2015, both dates inclusive.

In terms of legislation applicable to Dividends Tax (DT) the following additional 
information is disclosed:

-  The local DT rate is 15%.
-  The number of ordinary shares in issue at the date of this declaration 
   is 105 198 669.
-  The dividend to utilise for determining the DT due is 130 cents per share.
-  The DT amounts to 19.5 cents per share.
-  The net local dividend amount is 110.5 cents per share for all shareholders who are 
   not exempt from the DT.
-  Hosken Consolidated Investments Limited's income tax reference number 
   is 9050/177/71/7.

In terms of the DT legislation, any DT amount due will be withheld and paid over to the 
South African Revenue Service by a nominee company, stockbroker or Central Securities 
Depository Participant (collectively "regulated intermediary") on behalf of shareholders. 
All shareholders should declare their status to their regulated intermediary as they 
may qualify for a reduced DT rate or exemption in future.

For and on behalf of the board of directors 

JA Copelyn                                 TG Govender
Chief Executive Officer                    Financial Director

Cape Town 
21 May 2015


CORPORATE ADMINISTRATION
DIRECTORS
Executive Directors
John Anthony Copelyn (Chief Executive Officer)
Theventheran Govindsamy Govender (Kevin) (Financial Director)
Yunis Shaik

Non-executive Directors
Leslie Warren Maasdorp*
Mimi Freddie Magugu*
Dr Lynette Moretlo Molefi*
Velaphi Elias Mphande*+
Jabulani Geffrey Ngcobo*
Rachel Doreen Watson*

* Independent
+ Lead Independent Non-executive

WEBSITE ADDRESS
www.hci.co.za

COMPANY REGISTRATION NUMBER
1973/007111/06

SHARE CODE: HCI 

ISIN: ZAE000003257

COMPANY SECRETARY AND REGISTERED OFFICE
HCI Managerial Services Proprietary Limited
Suite 801, 76 Regent Road, Sea Point, 8005
PO Box 5251, Cape Town, 8000
Telephone: 021 481 7560
Telefax: 021 434 1539
PO Box 5251, Cape Town, 8000

AUDITORS
Grant Thornton Johannesburg 
Registration number 1994/001166/21
42 Wierda Road West, Wierda Valley, Johannesburg, 2196
Private Bag X10046, Sandton, 2146

BANKERS
First National Bank of Southern Africa Limited

SPONSOR
Investec Bank Limited
100 Grayston Drive, Sandton, Sandown, 2196

TRANSFER SECRETARIES
Computershare Investor Services Proprietary Limited
70 Marshall Street, Johannesburg, 2001
PO Box 61051, Marshalltown, 2107

Date: 22/05/2015 07:15:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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