Wrap Text
Abridged audited results and dividend declaration
TRUSTCO GROUP HOLDINGS LIMITED
Incorporated in the Republic of Namibia
(Registration number 2003/058)
NSX Share code: TUC
JSE share code: TTO
ISIN Number: NA 000A0RF067
("the Group")
ABRIDGED AUDITED GROUP RESULTS FOR THE YEAR ENDED 31 MARCH 2015, NOTICE OF AGM AND FINAL DIVIDEND
DECLARATION
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 31 March 2015
12 Months 12 Months
12 Months 31 Mar 31 Mar
31 Mar 2014 2013
2015 Audited Audited
% Audited Reclassified Reclassified
Notes change NAD'000 NAD'000 NAD'000
ASSETS
Cash and cash equivalents (10%) 118 700 131 606 46 924
Advances 4 15% 806 965 699 932 360 713
Trade and other receivables 5 149% 574 390 230 774 271 182
Current income tax assets 175% 12 982 4 716 860
Amounts due by related parties - - - 8 482
Inventories 6 (6%) 323 917 343 850 10 420
Property, plant and equipment 7 33% 269 329 203 111 179 266
Investment property 8 32% 708 835 537 330 344 247
Intangible assets 9 (7%) 197 623 212 391 232 650
Deferred income tax assets 32% 146 359 110 774 78 183
Total assets 28% 3 159 100 2 474 484 1 532 927
EQUITY AND LIABILITIES
Capital and reserves
Share capital - 177 595 177 595 169 545
Share premium - 46 300 46 300 24 600
Put options - - - (52 832)
Deemed treasury shares 10 17% (57 043) (69 026) -
Shares for vendors - 14 976 14 976 14 976
Contingency reserve (25%) 2 250 2 983 4 610
Revaluation reserves 70% 52 083 30 641 21 797
Foreign currency translation reserve (186%) (5 936) (2 075) 1 869
Distributable reserves 29% 1 319 941 1 022 961 783 565
Attributable to equity holders of the parent 27% 1 550 166 1 224 355 968 130
Liabilities
Overdraft 100% 15 020 - 564
Borrowings 43% 1 045 641 730 369 329 481
Trade and other payables 146% 78 891 32 131 129 154
Current income tax liabilities 43% 7 945 5 561 29 116
Amounts due to related parties 99% 527 265 -
Other liabilities (56%) 92 750 212 449 6 106
Deferred income tax liabilities 44% 304 441 210 721 33 231
Technical provisions (6%) 18 880 20 113 20 558
Policyholders' liability under insurance contracts 16% 44 839 38 520 16 587
Total liabilities 29% 1 608 934 1 250 129 564 797
Total equity and liabilities 28% 3 159 100 2 474 484 1 532 927
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the period ended 31 March 2015
12 Months 12 Months
31 Mar 31 Mar
2015 2014
% Audited Audited
Notes change NAD'000 NAD'000
Total Revenue 21% 1 017 073 843 554
Interest expense (141%) (105 496) (57 095)
Investment income (2%) 136 127 139 103
Net Insurance benefits and claims 23% (42 616) (54 996)
Income from operations (12%) 1 005 088 870 566
Operating expenses (2%) (608 693) (570 328)
Profit before taxation 14 100% 396 395 300 238
Taxation (96%) (93 157) (47 566)
Profit for the period 101% 303 238 252 672
Other comprehensive income, net of tax 243% 18 540 5 409
Items that will not be subsequently reclassified to profit or loss
- Revaluation of property, plant and equipment 140% 22 401 9 353
Items that may be subsequently reclassified to profit or loss
- Foreign currency translation adjustment 2% (3 861) (3 944)
Total comprehensive income for the period 106% 321 778 258 081
CONSOLIDATED STATEMENT OF CASH FLOWS
for the period ended 31 March 2015
12 Months
12 Months 31 Mar
31 Mar 2014
2015 Audited
% Audited NAD'000
change NAD'000 Restated
Cash flow from operating activities
Cash generated by operations (7%) 171 134 183 508
Interest received 107% 6 421 3 095
Finance costs (85%) (105 496) (57 095)
Net loans advanced 65% (98 215) (278 454)
Proceeds from funding liabilities for student advances (8%) 220 000 240 000
Taxation paid (55%) (25 014) (16 146)
Net cash flow from operating activities 125% 168 830 74 908
Net cash flow from Investing activities 63% (7 988) (21 348)
Net cash flow from financing activities (288%) (188 768) 100 712
Net change in cash and cash equivalents (133%) (27 926) 85 246
Cash and cash equivalents at beginning of period 184% 131 606 46 360
Cash and cash equivalents at end of period (21%) 103 680 131 606
CONSOLIDATED STATEMENT OF MOVEMENTS IN EQUITY
for the period ended 31 March 2015
12 Months 12 Months
31 Mar 31 Mar
2015 2014
% Audited Audited
change NAD'000 NAD'000
Balance at the beginning of the period 26% 1 224 355 968 130
Issue of shares (100%) - 29 750
Sale of deemed treasury shares - 46 711 (16 194)
Deemed treasury shares purchased (85%) (1 861) -
Dividends for the period - (40 817) (15 412)
Total comprehensive income for the period 371% 321 778 258 081
Balance at the end of the period 46% 1 550 166 1 224 355
CONDENSED SEGMENT ANALYSIS
as at 31 March 2015
Insurance
Banking & Insurance Insurance (Emerging
Total Finance (Namibia) (Investments) Markets)
NAD'000 NAD'000 NAD'000 NAD'000 NAD'000
31 March 2015
Revenue 1 017 073 173 114 167 912 660 884 15 163
Income from operations - external 1 156 645 186 910 169 056 697 395 103 284
Income from operations - internal (137 785) (12 008) (1 144) (104 749) (19 884)
Net profit after tax 303 238 52 528 87 959 266 162 (103 411)
Total assets 3 159 100 1 521 863 131 994 1 214 626 290 617
Total liabilities 1 608 935 465 309 66 926 1 034 119 42 581
31 March 2014
Revenue 843 554 108 640 223 659 467 468 43 787
Income from operations - external 355 280 47 676 114 150 168 225 25 229
Income from operations - internal 408 752 - 109 509 299 243 -
Net profit after tax 252 672 47 009 103 120 237 454 (134 911)
Total assets 2 474 484 740 289 122 523 1 365 981 245 691
Total liabilities 1 250 129 282 912 59 787 811 341 96 089
NOTES TO THE AUDITED ABRIDGED ANNUAL FINANCIAL STATEMENTS
as at 31 March 2015
1. Basis of preparation
The abridged annual group financial statements, which comprise the abridged group statement of financial position as at 31
March 2015, and the abridged group statement of comprehensive income, changes in equity, cashflow statement for the year
ended 31 March 2015, and related notes are derived from the audited financial statements of Trustco Group Holdings Ltd for
the year ended 31 March 2015 which have been audited by the group's independent auditors, BDO. This abridged
report is therefore extracted from the audited information, but is itself not audited. The directors take full
responsibility for this abridged report and the financial information has been correctly extracted from the underlying
annual financial statements.
The auditor's unmodified report is available for inspection at Trustco's registered offices.
The group's audited financial statements are available for inspection at the company's registered office.
Electronic copies of the integrated report and the financial statements will be available on the company's website
(www.tgh.na), on 29 June 2015.
The abridged group financial statements have been prepared in accordance with the framework concepts and measurement
and recognition criteria of International Financial Reporting Standards (IFRS) and comply with IAS 34 Interim Financial
Reporting and are in accordance with the SAICA Financial Reporting Guides as issued by the Accounting Practice and
Financial Pronouncements as issued by Financial Reporting Standards Council, and the Namibian Companies' Act. no.28 of
2004 (as amended) and JSE Listings Requirements.The accounting policies are consistent with the group's accounting policies and
are consistent with the previous annual financial statements.
The abridged consolidated financial information was compiled under the supervision of the Group Financial Director, Ryan
McDougall, CA(SA), CA(Namibia).
12 Months 12 Months
31 Mar 31 Mar
2015 2014
Audited Audited
2. Headline earnings per share
Profit attributable to ordinary shareholders 20% 303 238 252 672
Adjustments: 75% (27 494) (111 150)
Loss on disposal of property, plant & equipment 248% 2 098 603
Loss on disposal of intangible assets (100%) - 1 336
Fair value adjustments on investment properties 100% 400 (120 423)
Gain on bargain purchase (878%) (29 244) (3 000)
Impairment of intangible assets (100%) - 15 241
Tax effect 85% (748) (4 907)
Headline earnings 95% 275 744 141 522
3. Earnings per share
Basic earnings per share (cents) 30% 43.59 33.57
Diluted earnings per share (cents) 30% 43.29 33.35
Headline earnings per share (cents) 111% 39.64 18.80
Diluted headline earnings per share (cents) 111% 39.36 18.68
Dividends per share (cents) 39% 5.75 4.15
Shares
Total number of ordinary shares in issue - 772 142 772 142
Weighted number of ordinary shares in issue (8%) 695 582 752 771
Contingently issuable shares as a result of business acquisition - 4 922 4 922
Weighted number of ordinary shares for diluted earnings per share (8%) 700 504 757 693
4.1 Advances
Total advances 15% 806 965 699 932
806 965 699 932
4.2 Total loans advanced 11% 832 516 752 853
Provision for bad debts 561% (25 551) (52 921)
15% 806 965 699 932
Less: Short-term portion (9%) (199 062) (182 499)
17% 607 903 517 433
5. Trade and other receivables
Trade receivables 66% 56 290 33 902
Property sales receivables 232% 501 489 150 900
Other receivables (1%) 45 402 45 972
149% 574 390 230 774
6. Inventories
During the year the group's aquired inventories relating to real estate were carried at a cost of NAD 316.1 m (2014: 336.1 m)
and inventories relating to finished goods at a cost of NAD 7.8 m (2014: 7.7 m)
No inventories are required to be written down to net realisable value.
7. Property, plant and equipment
During the year the group aquired property, plant & equipment at a cost of NAD 8.6 m (2014: 10.4 m) and recognised a
revaluation gain of NAD 23.5 m (2014: 13.5 m). The carrying value of property, plant & equipment as at 31 March 2015 was NAD
269.3 m (2014: 203.1 m). Disposals at carrying value of NAD 12.2 m (2014: 1.5 m) were made.
8. Investment property
During the year the group acquired investment property at a cost of NAD 13.3 m (2014: 0.0 m) and recognised a revaluation gain
of NAD 103.2 m (2014: 120.4 m). The fair value of investment property as at 31 March 2015 was NAD 708.8 m (2014:537.3 m).
Disposals at carrying value of NAD 2.2 m (2014: 0.0 m) were made.
9. Intangible assets
During the year the group acquired intangible assets at a cost of NAD 11.7 m (2014: 8.2 m). The carrying value of intangible assets
as at 31 March 2015 was NAD 197.6 m (2014: 212.4 m). Disposals at carrying value of NAD 0.02 (2014: 3.0 m) were made.
10. Deemed treasury shares
The carrying value of treasury shares as at 31 March 2015 is NAD 57.0 m (2014: 69.0 m). The group purchased 1.1 m (2014: 1.6m)
shares during the year. Disposals of NAD 15.2 m (2014: 0.0 m) were made.
11. Reclassifications and restatements of 2014 and 2013 comparatives
Reclassification of 2014 cash flow statement
On 6 November 2014 the JSE notified Trustco that as a result of the JSE's pro-active monitoring of annual financial statements
it had identified two misclassifications in the statement of cash flows as reported in the group's 2014 annual financial
statements. These misclassifications, although considered immaterial by Trustco due to the detailed nature of the disclosure in
the 2014 annual financial statements, were deemed by the JSE to be individually and collectively misleading to users of the
financial statements, hence the JSE requested that Trustco reclassify the items in this set of results.
Where appropriate, financial institutions can present net cash flows from advances and loans made to customers and the
repayment of those advances and loans. This has been adopted in the 2015 financial year due to the acquisition of the banking
subsidiary.
Extract of the condensed consolidated statement of cash flows:
12 Months 12 Months
31 Mar 31 Mar
2014 2014
Audited Audited
Reclassified
Cash from operating activities 74 908 52 975
Cash generated by operations 183 508 161 575
Included in the restatement of cash generated by operations is the effect of
the increase in policyholders' liabilities under insurance contracts 21 933 -
Cash flow from investing activities (21 348) (90 374)
Purchase of deemed treasury shares - (69 026)
Cash flow from financing activities 31 686 122 645
Purchase of deemed treasury shares (69 026) -
Increase in policyholders' under insurance contracts - 21 933
Net change in cash and cash equivalents 85 246 85 246
The change had no impact on the cash and cash equivalents, Statement of Financial Position, Statement of Comprehensive
Income, Statement of Changes in Equity, Earnings per share, Headline earnings per share or diluted earnings per share.
Reclassification of the statement of financial position and statement of comprehensive income
The group has elected to present its statement of financial position on the 'order of liquidity' basis as opposed
to the current versus no-current classification previously used. Furthermore certain items presented on the face of
the statement of comprehensive income are now aggregated. These changes were made due to the group's operations which
closely mirror other financial institutions and hence allow better comparability in the industry.
NAD 62.8 million was reclassified in the 2014 results to trade and other receivables from trade and other payables
in order to adopt group accounting policies previously not corrected in the consolidation of acquired entities.
12. Fair Value hierarchy
Level 1
Financial assets - - -
Level 2
Investment property 32% 708 835 537 330
Property, Plant and Equipment 33% 269 329 203 111
Level 3
Advances 15% 806 965 699 932
Trade and other receivables 161% 603 131 230 774
Cash and cash equivalents (10%) 118 700 131 606
Bank overdrafts 100% (15 020) -
Trade and other payables 235% (107 632) (32 131)
Other liabilities (56%) (92 750) (212 449)
Borrowings 43% (1 045 642) (730 369)
Technical provisions (6%) (18 880) (20 113)
Policyholders' liability under insurance contracts (16%) (44 838) (38 520)
13. Transactions with related parties
Next Investments (Pty) Ltd
Management fees (491%) (38 141) (26 110)
Interest paid - - (2 854)
Charter income 742% 202 24
Other transactions (481%) (11 130) (238)
Northern Namibia Development Company (Pty) Ltd
Charter income 477% 1 278 367
14. Profit before taxation
This is arrived at after taking into account the following:
Profit on foreign exchange differences 8 640 5 544
Gain on bargain purchase 29 244 3 000
Fair value gains on investment property 103 200 120 423
Audit fees (2 283) (2 930)
Impairment of loans and receivables and bad debts written off (25 828) (52 972)
Increase in provision for doubtful debts relating to advances (9 274) (4 743)
15.1 Business Combination
On 30 June 2014, the group acquired control by way of the purchase of all the ordinary shares of Farm Herboths (Proprietary)
Limited. The current operations of the acquiree include renting of farmland, sale of zoned residential estates, operation and
management of water supply to third parties and the management of neighbouring residential estates. The assets and
resources acquired include staff and office buildings related to the operations. The group has taken over the management of
the operations of the entity, but also intends to expand the existing residential estate to more significant levels.
This expansion will augment the existing investment and property development operations of the group and extend the
foreseeable development timetable.
Gain on bargain purchase of NAD 18 million was raised on purchase and included in the profit for the period. This gain arose
as a result of the revalued identifiable fair value of assets acquired exceeding the purchase price. The large tracts of
undeveloped land on the estate were not previously valued independently by the sellers.
The following table summarises the consideration paid at fair value of assets acquired and liabilities
assumed at the acquisition date:
Fair value
Book value adjustment Fair value
NAD '000 NAD '000 NAD '000
Investment property 52 224 7 776 60 000
Bank and cash 7 - 7
Other liabilities (106) - (106)
Net assets 52 125 7 776 59 901
Purchase consideration (41 860)
Gain on bargain purchase 18 041
Cash flow on acquisition
Cash and cash equivalents 7
Bank overdraft -
Net cash acquired 7
Consideration paid* (5 000)
Cash outflow on acquisition, net of cash acquired (4 993)
A portion of the consideration for the purchase of Farm Herboths (Pty) Ltd was deferred. The purchase consideration is
payable by the group in 18 monthly instalments of NAD 2 222 222 beginning July 2014 and an initial lumpsum payment.
The deferred purchase consideration bears no interest.
Acquisition-related costs of NAD 525 641 have been charged to administrative expenses in the consolidated income statement
for the period ended 31 September 2014.
The revenue from this acquisition included in the consolidated statement of comprehensive income since acquisition is
NAD 0.52 million and a net loss of NAD 2.42 million was incurred during the same period.
Had the business been consolidated from 1 April 2014, the consolidated statement of income would show pro forma revenue of
NAD6.83 million and pro forma loss of NAD6.19 million.
15.2 Business Combination
On 1 September the group acquired control of Fides Bank Namibia Limited by way of the purchase of all the ordinary shares in
the entity. Fides Bank Namibia Ltd is one of only seven commercial licensed banks in Namibia. The acquisition of the bank,
now re-named to Trustco Bank Namibia Limited, represents a natural progression of the group's Bank & Finance segment
strategy. The acquisition offers a best fit strategic opportunity to complement the current student lending, mortgage lending,
property development and insurance businesses of the group.
Gain on bargain purchase of NAD 21,5 million was raised on purchase and included in the profit for the period. The total fair
value of the entity exceeded the purchase price, predominantly due to the group's identification that the assessed loss residing
in the bank could now be recognised as a result of the purchase. This resulted in a gain on bargain purchase as fairly valued
and recognised assets exceeded the purchase consideration.
The following table summarises the consideration paid at fair value of assets acquired and liabilities assumed at the acquisition
Fair value
Book value adjustment Fair value
NAD '000 NAD '000 NAD '000
Bank and cash 25 312 - 25 312
Other assets 2 330 - 2 330
Loan portfolio 10 212 - 10 212
Property plant and equipment 2 155 - 2 155
Funding Liabilities (34 436) - (34 436)
Deferred tax asset - 16 670 16 670
Other liabilities (4 040) - (4 040)
Net assets 1 533 16 670 18 203
Purchase consideration (7 000)
Gain on bargain purchase 11 203
Cash flow on acquisition
Cash and cash equivalents 25 312
Bank overdraft -
Net cash acquired 25 312
Consideration paid (7 000)
Cash outflow on acquisition, net of cash acquired 18 312
On 1 September 2013, the gross loan portfolio was N$12.151 million with a provision for doubtful debts of NAD 1.232 million
raised for both specific customer advances which were fully impaired and a portfolio impairments against loans which are
doubtful but recovery is still not considered remote.
Acquisition-related costs of NAD 250 000 have been charged to administrative expenses in the consolidated income statement
for the period ended 31 March 2015.
The revenue from these acquisitions included in the consolidated statement of comprehensive income since acquisition was
NAD 7 million and a net loss of NAD 1.639 million was incurred during the same period.
Had the business been consolidated from 1 April 2014, the consolidated statement of income would show pro forma revenue of
NAD 6.83 million and pro forma loss of NAD 6.19 million.
16. Subsequent events
Option agreement
On 22 June 2015, the group announced that it had entered into an option agreement with Huso Investments (Pty) Ltd ('Huso')
to secure the rights to acquire Huso and its two subsidiaries, namely Northern Namibia Development Corporation (Pty) Ltd and
Morse Investments (Pty) Ltd. The operations of Huso include a diamond mining operation and a diamond polishing factory -
both located in Namibia. The option will be exercisable by the group should the shareholders of Huso be able to demonstrate
various contingent actions as detailed in the SENS announcement issued to the market on 22 June 2015.
At the time of publication of the Annual financial statements, the group was unable to determine whether the transaction
would have any financial effects.
17. Directorate
Mrs Veronica de Klerk resigned as a director on 1 September 2014.
DIVIDEND DECLARATION
During the year under review dividends of 5.75 cents per share (2014: 2 cents) amounting to a total of NAD 44.39 million
(2014: NAD 15.4 million) were declared and paid by the group. The directors of Trustco (the Board) are pleased to announce
that the Board passed a resolution on 26 June 2015 to pay a dividend of 4 cents per share for the financial year ended 31
March 2015.
The following information is provided to shareholders in respect of dividend tax:
- The dividend has been declared from income reserves;
- Shareholders are advised that Namibian non-resident shareholders' tax ('NRST') of 20% on the declared dividend will be
applicable to all shareholders with addresses outside Namibia (unless any specific rules relating ot double tax treaties apply);
- The Namibian NRST rate for South African residents is 15% resulting in a net dividend of 3,4 cents per share (South African
dividend witholding tax is not applicable to Namibian dividends); and
- Trustco Group Holdings Limited's Namibian Income Tax Reference Number is 3356338011
- The number of shares in issue at the date of declaration is 772 142 090
The salient dates for the payment of this dividend are set out below:
Last day to trade cum-dividend Friday, 24 July 2015
Trading ex dividend commences Monday, 27 July 2015
Record Date Friday, 31 July 2015
Payment Date Friday, 21 August 2015
Share certificates may not be dematerialised or rematerialised between Monday, 27 July 2015 and Friday, 31 July 2015 both
days included. The dividend is declared in Namibia Dollars and payable in currencies of the Republics of South Africa and
Namibia which are pegged 1:1.
NOTICE of AGM
The full integrated report including a notice of annual general meeting will be uploaded on the company's website and posted
to shareholders of the company who were recorded as such in the company's securities register on Friday, 19 June 2015.
Notice is hereby given to shareholders that the annual general meeting of the shareholders of the company will be held in the
boardroom, 3rd floor, Trustco House, 2 Keller street, Windhoek on Thursday 24 September 2015 at 10:00 to deal with such
business as may lawfully be dealt with at the meeting in the manner required by the Companies Act, 28 of 2004 (as amended),
as read with the Listings Requirements of JSE Limited ('JSE Listings Requirements'), which meeting is to be participated in and
voted at by shareholders recorded in the company's securities register on the record date of Friday, 11 September 2015.
Shareholders are advised of the following applicable dates: last date for lodging forms of proxy for South African shareholders
is Friday, 18 September 2015 at 17H00 and Monday, 21 September 2015 at 12H00 for all other shareholders. The last date to
trade to be eligible to vote is Friday, 4 September 2015.
By order of the board
S Miller
Company Secretary
29 June 2015
JSE Sponsor
Sasfin Capital
(a division of Sasfin Bank Limited)
NSX Sponsor
IJG (Pty) Limited
Date: 29/06/2015 03:51:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
Sharenet Sites 
