Wrap Text
Abridged Consolidated Results for the Year Ended 28 February 2015 and Notice of Annual General Meeting
Esor Limited
(Registration number 1994/000732/06)
Incorporated in the Republic of South Africa
JSE Code: ESR
ISIN: ZAE000184669
('Esor' or 'the company' or 'the group')
Abridged consolidated results for the year ended 28 February 2015 and notice of annual general meeting
Highlights
Headline earnings per share from continuing operations up 23%
Loss-making N4 road contract resolved
Restructured Civils operations and Support Services
Established joint venture with Calgro M3 for Diepsloot development
LTIFR improved to 0,37
Two-year order book stable at R1,9 billion
Level 3 B-BBEE rating maintained
Gearing down to 23,6%
Commentary
Introduction
The abridged consolidated financial results for the year to 28 February 2015 ('the year')
reflect the results of a challenging period with the impact of legacy loss-making contracts
still reflected in the results. However, all legacy problem contracts have since been
completed, handed over and resolved.
In accordance with our 'back to basics' approach, the group has been restructured into
one construction unit with six product areas offering positive prospects, while capitalising
on Esor's strong brand. The business has been consolidated, including rationalising the
Civils operations.
Financial results
These results were impacted by the impairment of goodwill of R29,7 million and the fair
value write down of the contingent consideration from the disposal of the Geotechnical
business of R35,4 million and the operating loss of R48,3 million reported in the Civils
division.
Revenue was impacted by the group consolidation initiatives as well as the last effects
of loss-making contracts, and reduced by 9,1% to R1,45 billion. Earnings improved by 39,9%
to a loss of R99,9 million and improved by 53,8% against continuing operations from the
preceding period. This translated to a headline loss per share of 18,8 cents compared to
a headline loss of 11,3 cents and a headline loss from continuing operations of 24,4 cents
at February 2014. Gearing was lowered to 23,6% which was better than our target.
Safety
It is regrettable to report a fatality at the Northern Aqueduct project post year-end on
2 April 2015. Esor extends its condolences to the family. Any loss of life impacts the
wider Esor family too and steps have been put in place to prevent further such incidents.
During the year Esor improved its Lost Time Injury Frequency Ratio ('LTIFR') to 0,37
(2014: 0,59). The group continues to focus on leading indicators to ensure accidents
are prevented and on maintaining its ISO 9001, ISO 14001 and OHSAS 18001 accreditations.
Review of operations
The group continued to operate through three core divisions in the year: Esor Civils,
Esor Pipelines and Esor Developments, and reports accordingly. The restructuring into
a focused construction and developments group happened post year-end, effective
1 March 2015.
Esor Civils remained negatively impacted by macroeconomic conditions. Margins were tight,
with contracts which were tendered for in a tough environment now being executed in an
even more challenging landscape.
The Kusile contracts account for 60% of Esor Civils' revenue and approximately one-third
of group revenue. The division therefore focused on entrenching its strong relationship
with Eskom, who have proven a reliable debtor. The Kusile terrace underground facilities
works and the general services piping contracts are currently under way. The crushing
and bulk earthworks contracts are completed and claims have been finalised. Historical
claims on the terrace underground facilities contract, related to delays and disruptions,
were finalised in October 2014 and the settlement received in November 2014.
In the second half of the year Esor Civils successfully completed the Bakwena N4 road
contract, its most challenging loss-making contract. Now handed over, the N4 contract
incurred a further R56 million loss resulting from late completion, partly due to late
changes to the scope of works and the impact of the labour unrest at Marikana mine. This
loss was reported in the interim results.
The division successfully targeted refurbishment projects in the year, securing a contract
for the conversion of a Johannesburg inner city office block into residences. Other refurb
contracts currently under way include the upgrade of OR Tambo Duty Free for ACSA, and the
upgrade of Walter Sisulu square for the Johannesburg Development Agency. In addition, Esor
grew its footprint in the KwaZulu-Natal RDP housing market with two projects totalling
1 500 units. The group continues to pursue work in the sizable low-cost housing market.
Esor Pipelines has a solid, substantially full order book notwithstanding some project
cancellations and delays in the year, and continued to deliver a good performance in an
increasingly competitive market. The group successfully completed a number of key pipeline
projects. The division has successfully targeted work for eThekwini at the Western and
Northern aqueducts, which contracts are progressing well.
On the pipejacking front, Esor was awarded substantial work in the year and remains the
recognised leader in South Africa. The work, although mostly of a smaller nature, geographically
covers most of South Africa from Northern, North West, Mpumalanga, KwaZulu-Natal and Gauteng
provinces.
The pipelines order book comprises various long-term projects such as the Western and Northern
Aqueducts and new awards such as the Malkerns Canal project in Swaziland, the Lion Park and
Tshelimnyama pipelines contracts, also in KwaZulu-Natal. Esor continues to drive cross-border
expansion and has achieved success in Swaziland. However, procuring work in other SADC
countries is proving tougher, impacting time and costs.
The Esor Developments business is progressing well, with five developments in various phases
of planning and execution. In the year Esor concluded a joint venture agreement with Calgro M3
on the Diepsloot East integrated residential development project with our share being up to
R2 billion. Calgro M3 will be responsible for project development and management, an area we
need to outsource, with Esor retaining the 'right of first refusal' for the installation of
all engineering services and construction of 50% of the top structures. Esor's new prospective
development project in Khayelitsha township in the Western Cape means that the order book value
remained steady despite a drop in revenue in terms of the Calgro M3 joint venture.
Looking ahead, delays in spending the allocated budget on the Diepsloot project will impact
revenue in FY16.
CAPEX
Capital expenditure of R20,5 million (2014: R38 million from continuing operations) was incurred
during the year primarily to expand the capacity of the Pipelines division, which has resulted
in a relatively new and well-maintained fleet and well-equipped workshops. The plant capacity
has been rationalised and aligned with our future growth strategy.
Transformation
Esor maintained its Level 3 B-BBEE accreditation in terms the Department of Trade & Industry's
B-BBEE Codes of Good Practice, and is targeting Level 2 by 2016 (based on the 2009 Construction
Sector Charter).
The Esor Broad Based Share Ownership Scheme ('EBBSOS') increased its shareholding during the
year and now holds a 5,32% stake in the company.
The group continues to invest heavily in enterprise development with eight SMMEs currently
receiving Esor's support.
Prospects
The board anticipates Esor's recovery to continue into the year ahead. Esor has been refocused
on what the group does well and profitably. The directors are confident that the streamlined
group is agile and nimble to go to where the work is and structured for profitability with clear
focus areas and improved synergies between disciplines.
Sanitation has been earmarked as an area of future opportunity following the Minister of Water
and Sanitation's stated commitment to improved access and better infrastructure, particularly
in rural areas. Esor, having substantially completed a large sanitation project for the eThekwini
Municipality, is able to leverage existing capacity and skills to accommodate this growth area.
The group will continue to focus on reducing debt and improving cash flow.
Directorate
As announced at interim results, a long-planned restructuring of the board was effected during
the year. The restructured board is operating well under the helm of Chairman Bernie Krone and
CEO Wessel van Zyl, supported by CFO Bruce Atkinson.
Oswald Franks was appointed as Lead Independent Director and three new independent non-executive
directors were added. Dave Thompson and Franklin Sonn retired as independent non-executive
Chairman and independent non-executive director, respectively, effective 21 August 2014.
Effective 21 August 2014 Heather Sonn and Eugene Erasmus were appointed as independent non-executive
directors, while Keneilwe Moloko was appointed as independent non-executive director effective
6 October 2014.
The new board continues to ensure compliance with governance and transformation requirements,
with a valuable mix of business, financial and engineering expertise.
Dividend declaration
In line with group policy, no dividend has been declared (2014: 38 cents interim dividend following
the disposal of the geotechnical business). It remains the policy of the group to review the dividend
policy annually in light of cash flow, gearing, capital requirements and bank covenants.
Events after the reporting date
As of 1 March 2015, Esor restructured the group into six product areas, namely:
Building/Housing
Developments
Infrastructure
Pipe services
Pipelines
Sanitation
On 2 March 2015, the company received notification from the Construction Industry Development
Board ('CIDB') that they were investigating those companies implicated in the Competition Commission
enquiry. We are currently in discussions with the CIDB to resolve the matter. The board of the CIDB,
on 12 May 2015, resolved to suspend the formal enquiry pending resolution of the legal challenges
to its regulations.
There were no other significant events after the reporting date.
Basis of preparation
The summarised consolidated financial statements are prepared in accordance with the requirements
of the JSE Limited Listings Requirements for abridged reports, and the requirements of the Companies
Act applicable to summarised financial statements. The Listings Requirements require abridged reports
to be prepared in accordance with the framework concepts and the measurement and recognition requirements
of International Financial Reporting Standards ('IFRS') and the SAICA Financial Reporting Guides as
issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial
Reporting Standards Council and to also, as a minimum, contain the information required by IAS 34
Interim Financial Reporting. The accounting policies applied in the preparation of the consolidated
financial statements, from which the summarised consolidated financial statements were derived, are
in terms of International Financial Reporting Standards and are consistent with the accounting policies
applied in the preparation of the previous consolidated financial statements. The financial statements
that are summarised in this report were prepared by the CFO, Bruce Atkinson.
Audit opinion
This summarised report is extracted from audited information, but is not itself audited. The financial
statements were audited by KPMG Inc., who expressed an unmodified opinion thereon.
The audited financial statements and the auditor's report thereon are available for inspection at the
company's registered office. The directors take full responsibility for the preparation of the summarised
report and the financial information has been correctly extracted from the underlying annual financial
statements.
The group audited financial statements, which were prepared under the supervision of the CFO,
Bruce Atkinson CA(SA), are available for inspection at the company's registered office and will
be included in the Integrated Annual Report 2015 to be posted to stakeholders on or about 28 May 2015.
Annual general meeting
The annual general meeting of the company will be held at the company's offices, 30 Activia Road,
Activia Park, Germiston on Friday, 26 June 2015 at 10:00. The notice of annual general meeting
forms part of the Integrated Annual Report 2015, to be posted to stakeholders on or about 28 May 2015.
The board of directors of the company determined that, in terms of section 62(3)(a), as read with
section 59 of the Companies Act, 2008 (Act 71 of 2008), as amended, the record date for the purposes
of determining which shareholders of the company are entitled to participate in and vote at the
annual general meeting is Friday, 19 June 2015. Accordingly, the last day to trade Esor shares in
order to be recorded in the Register to be entitled to vote will be Thursday, 11 June 2015.
Appreciation
We thank our directors, both existing and new, for their input and commend management and our
employees for their ongoing commitment. We also thank our business partners, suppliers, advisors
and our valued clients and shareholders for their continued confidence in the group.
On behalf of the board
Bernie Krone
Chairman
Wessel van Zyl
CEO
28 May 2015
Statements of financial position at 28 February 2015
Group
2015 2014
R'000 R'000
Assets
Non-current assets 475 950 613 660
Property, plant and equipment 230 932 320 135
Goodwill 155 323 185 062
Financial asset at fair value through profit or loss 29 488 64 923
Deferred tax asset 10 566 11 457
Investment and loan to joint venture 48 880 -
Loans and long-term receivables 761 32 083
Current assets 753 117 935 151
Loans and receivables 35 014 -
Inventories 149 374 221 345
Non-current assets held-for-sale 20 046 -
Taxation 8 014 13 455
Trade and other receivables 504 330 659 928
Cash and cash equivalents 36 339 40 423
Total assets 1 229 067 1 548 811
Equity and liabilities
Share capital and reserves 667 340 777 219
Share capital and premium 583 730 586 145
Equity compensation reserve - 19 213
Foreign currency translation reserve 27 033 23 665
Retained earnings 56 577 148 196
Non-current liabilities 121 586 207 802
Secured borrowings 101 837 163 043
Preference shares - 23 424
Deferred tax liability 19 749 21 335
Current liabilities 440 141 563 790
Current portion of secured borrowings 82 920 74 350
Current portion of preference shares 21 000 -
Bank overdraft - 19 583
Taxation 2 644 19 131
Provisions 11 458 13 713
Trade and other payables 322 119 437 013
Total equity and liabilities 1 229 067 1 548 811
Statement of profit or loss and other comprehensive income
for the year ended 28 February 2015
Group
2015 2014
CONTINUING OPERATIONS R'000 R'000
Revenue 1 448 363 1 592 835
Cost of sales (1 385 681) (1 611 624)
Gross profit 62 682 (18 789)
Other income 10 170 10 564
Operating expenses (95 963) (127 117)
Loss before interest, tax, amortisation,
impairments and depreciation (23 111) (135 342)
Amortisation, impairments and depreciation (78 650) (146 419)
Results from operating activities (101 761) (281 761)
Finance income 19 538 4 980
Finance costs (22 983) (42 420)
Loss before income tax (105 206) (319 201)
Taxation income 5 314 102 862
Loss from continuing operations (99 892) (216 339)
Discontinued operations
Profit from discontinued operations, net of
income tax - 50 178
Loss (99 892) (166 161)
Other comprehensive income:
Items that are or may be reclassified to profit or loss
Foreign currency translation differences for foreign
operations (9 770) 25 568
Related taxes 2 198 (5 753)
Other comprehensive income, net of tax (7 572) 19 815
Loss attributable to:
Owners of the company (99 892) (166 161)
Total comprehensive income attributable to:
Owners of the company (107 464) (146 346)
Reconciliation of headline loss:
Loss after tax (99 892) (166 161)
Net (profit)/loss on disposal of property, plant and
equipment (893) 294
Impairment of property, plant and equipment and goodwill 29 739 84 638
Loss on disposal of discontinued operations - 38 190
Headline loss (71 046) (43 039)
Group
2015 2014
CONTINUING OPERATIONS R'000 R'000
Reconciliation of headline loss from
continuing operations
Loss after tax (99 892) (216 339)
Net (profit)/loss on disposal of property, plant
and equipment (893) 294
Impairment of property, plant and equipment
and goodwill 29 739 84 638
Loss on disposal of discontinued operations - 38 190
Headline loss (71 046) (93 217)
Earnings per share
Basic loss per share (cents) (26,4) (43,5)
Diluted loss per share (cents) (26,4) (43,5)
Headline loss per share (cents) (18,8) (11,3)
Diluted headline loss per share (cents) (18,8) (11,3)
Net asset value per share (cents) 178,3 203,5
Net tangible asset value per share (cents) 148,4 168,6
Earnings per share from continuing operations
Basic loss per share (cents) (26,4) (56,6)
Diluted loss per share (cents) (26,4) (56,6)
Headline loss per share (cents) (18,8) (24,4)
Diluted headline loss per share (cents) (18,8) (24,4)
Earnings per share from discontinued operations
Basic earnings per share (cents) - 13,1
Diluted earnings per share (cents) - 13,1
Headline earnings per share (cents) - 13,1
Diluted headline earnings per share (cents) - 13,1
Statements of changes in equity for the year ended 28 February 2015
Equity
compen-
Share Share sation
capital premium reserve
Group R'000 R'000 R'000
Balance at 28 February 2013 376 570 924 18 606
Loss for the year - - -
Other comprehensive income - - -
Total comprehensive income for the year - - -
Transactions with owners, recorded
directly in equity
Contributions by and distributions
to owners
Dividends to equity holders - - -
Share-based payment transactions - - 607
Treasury shares - disposed 6 14 839 -
Total transactions with owners 6 14 839 607
Balance at 28 February 2014 382 585 763 19 213
Loss for the year - - -
Other comprehensive income - - -
Total comprehensive income for the year - - -
Transactions with owners, recorded
directly in equity
Contributions by and distributions
to owners
Transfer to retained earnings - - (19 213)
Shares acquired (8) (2 407) -
Total transactions with owners (8) (2 407) (19 213)
Balance at 28 February 2015 374 583 356 -
Foreign
currency
translation Retained Total
reserve earnings equity
Group R'000 R'000 R'000
Balance at 28 February 2013 3 850 459 506 1 053 262
Loss for the year - (166 161) (166 161)
Other comprehensive income 19 815 - 19 815
Total comprehensive income for the year 19 815 (166 161) (146 346)
Transactions with owners, recorded
directly in equity
Contributions by and distributions
to owners
Dividends to equity holders - (145 149) (145 149)
Share-based payment transactions - - 607
Treasury shares - disposed - - 14 845
Total transactions with owners - (145 149) (129 697)
Balance at 28 February 2014 23 665 148 196 777 219
Loss for the year - (99 892) (99 892)
Other comprehensive income (7 572) - (7 572)
Total comprehensive income for the year (7 572) (99 892) (107 464)
Transactions with owners, recorded
directly in equity
Contributions by and distributions
to owners
Transfer to retained earnings 10 940 8 273 -
Shares acquired - - (2 415)
Total transactions with owners 10 940 8 273 (2 415)
Balance at 28 February 2015 27 033 56 577 667 340
Statements of cash flow for the year ended 28 February 2015
Group
2015 2014
R'000 R'000
Cash flows from operating activities 97 943 (279 069)
Cash receipts from customers 1 643 961 1 487 579
Cash paid to suppliers and employees (1 532 274) (1 575 788)
Cash generated by/(utilised in) operations 111 687 (88 209)
Finance income 19 538 25 957
Finance costs (22 983) (71 213)
Dividends paid - (145 149)
Taxation paid (10 299) (455)
Cash flows from investing activities (27 393) 422 816
Additions to property, plant and equipment (20 468) (52 564)
Proceeds on disposal of property, plant and equipment 41 954 79 312
Acquisition of business, net of cash * (40 558)
Loan advanced to joint venture (48 880) -
Disposal of discontinued operations, net of cash 1 437 387
Investments acquired - (761)
Cash flows from financing activities (55 051) (156 495)
Decrease in secured borrowings (52 636) (171 340)
Shares acquired (2 415) -
Proceeds from share issue, net of issue expenses - 14 845
Net increase/(decrease) in cash and cash equivalents 15 499 (12 748)
Net cash and cash equivalents at beginning of year 20 840 33 588
Cash and cash equivalents at end of year 36 339 20 840
* Less than R1 000
Segmental analysis
Operating segments
The group has three reportable segments, which are the group's strategic business units.
Develop-
Civils Pipelines ment
R'000 R'000 R'000
Group
2015
External revenue 787 983 584 507 75 873
Inter-segment revenue - 50 824 -
Segment revenue 787 983 635 331 75 873
Segment result
(Loss)/profit before interest and taxation (48 256) 35 470 4 297
Net finance (cost)/income (8 063) 2 012 (4 000)
Taxation 20 948 8 948 (1 668)
Segment (loss)/profit (35 371) 46 430 (1 371)
Segment assets 415 710 359 878 196 644
Segment liabilities 554 770 263 774 179 773
Capital and non-cash items
Additions to property, plant and equipment 4 243 11 496 -
Depreciation 2 920 14 024 -
Impairment loss - - -
Number of employees 1 287 1 094 3
Corporate
and Consoli-
eliminations dated
R'000 R'000
Group
2015
External revenue - 1 448 363
Inter-segment revenue (50 824) -
Segment revenue (50 824) 1 448 363
Segment result
(Loss)/profit before interest and taxation (93 272) (101 761)
Net finance (cost)/income 6 606 (3 445)
Taxation (22 914) 5 314
Segment (loss)/profit (109 580) (99 892)
Segment assets 216 835 1 189 067
Segment liabilities (476 590) 521 727
Capital and non-cash items
Additions to property, plant and equipment 4 729 20 468
Depreciation 31 967 48 911
Impairment loss 29 739 29 739
Number of employees 154 2 538
Develop-
Civils Pipelines ment
R'000 R'000 R'000
Group
2014
External revenue 961 599 579 285 63 356
Inter-segment revenue 42 690 - -
Segment revenue 1 004 289 579 285 63 356
Segment result
(Loss)/profit before interest and taxation (183 881) 39 892 1 404
Net finance (cost)/income (15 179) 1 318 (342)
Taxation 56 514 (11 891) (100)
Segment (loss)/profit (142 546) 29 319 962
Corporate
Geo- and Consoli-
technical eliminations dated
R'000 R'000 R'000
Group
2014
External revenue 712 646 - 2 316 887
Inter-segment revenue 11 406 (54 096) -
Segment revenue 724 052 (54 096) 2 316 887
Segment result
(Loss)/profit before interest and taxation 71 037 (139 176) (210 724)
Net finance (cost)/income (6 644) (23 237) (44 084)
Taxation (14 215) 58 339 88 647
Segment (loss)/profit 50 178 (104 074) (166 161)
Develop-
Civils Pipelines ment
R'000 R'000 R'000
Segment assets 788 590 254 857 264 454
Segment liabilities 875 797 204 802 245 312
Capital and non-cash items
Additions to property, plant and
equipment 26 313 9 596 -
Depreciation 50 257 6 176 -
Impairment loss - - -
Number of employees 1 969 1 163 3
Corporate
Geo- and Consoli-
technical eliminations dated
R'000 R'000 R'000
Segment assets - 313 449 1 621 350
Segment liabilities - (481 780) 844 131
Capital and non-cash items
Additions to property, plant and
equipment 14 538 2 117 52 564
Depreciation 23 435 5 347 85 215
Impairment loss - 84 446 84 446
Number of employees - 35 3 170
Revenue generated from significant customers includes:
Business 2015 2014
Customer unit R'000 R'000
Eskom Holdings SOC Limited Civils 566 120 596 492
Department of Human Settlements Civils 49 792 -
Airports Company South Africa Civils 30 224 -
Umgeni Water Pipelines 77 744 146 064
Ethekwini Municipality Pipelines 335 845 98 824
uThukela Municipality Pipelines 33 766 -
Bakwena Platinum Corridor Concessionaire
(Pty) Limited Civils - 69 213
Anglo American Inyosi Coal Civils - 47 672
Rand Water Pipelines 29 035 23 484
Katu Developers (Pty) Ltd Civils - 59 990
South Africa
2015 2014
Geographical information R'000 R'000
Total revenue from external customers 1 447 464 2 015 474
Property, plant and equipment 249 857 319 014
Other regions
2015 2014
Geographical information R'000 R'000
Total revenue from external customers 899 301 413
Property, plant and equipment 1 121 1 121
Consolidated
2015 2014
Geographical information R'000 R'000
Total revenue from external customers 1 448 363 2 316 887
Property, plant and equipment 250 978 320 135
Financial asset at fair value through profit or loss
The contingent consideration receivable, a Level 3 financial asset, arose from the
disposal of the discontinued operation in the comparative period, which includes a
clause that entitles the seller to an amount of R150 million if the discontinued
operation's cumulative EBITDA over the next three years exceeds a threshold. The
fair value is determined considering the estimated receivable, discounted to present
value. The fair value is based on key unobservable inputs of EBITDA growth of the
business of 3% and 12% in the years ending December 2015 and 2016 respectively, and
a discount factor of 9%. Prior year growth was calculated at 8%. The fair value was
determined by the group finance department. Scenarios on EBITDA growth were developed
by management together with management of the discontinued operation considering the
economy generally and their knowledge of the geotechnical business. The estimated fair
value increases the higher the annual EBITDA growth rate, the higher the EBITDA margin
and the lower the discount rate. Management considers that changing the above mentioned
unobservable inputs to reflect other reasonably possible alternative assumptions would
not result in a significant change in the estimated fair value.
Directors
B Krone (Chairman)**
WC van Zyl (CEO)
BW Atkinson (CFO)
EG Dube*
E Erasmus*
Dr OW Franks* (Lead Independent)
KR Moloko*
HJ Sonn*
* Independent non-executive
** Non-executive
Company secretary
iThemba Governance and Statutory Solutions (Pty) Limited
Monument Office Park
Suite 5 - 102
79 Steenbok Avenue
Monumentpark
0181
PO Box 25160
Monumentpark
0181
Registered office
30 Activia Road
Activia Park
Germiston
1401
PO Box 6478
Dunswart
1508
Telephone: +27 11 776 8700
Fax: +27 11 822 1158
Sponsor
Vunani Corporate Finance
Vunani House
Vunani Office Park
151 Katherine Street
Sandton
2196
PO Box 652419
Benmore
2010
Transfer secretaries
Computershare Investor Services (Pty) Limited
70 Marshall Street
Johannesburg
2001
PO Box 61051
Marshalltown
2107
Investor relations
Envisage Investor & Corporate Relations
4th Floor South Wing
Hyde Park Corner
Jan Smuts Avenue
Hyde Park
2196
Germiston
28 May 2015
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