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ONELOGIX GROUP LIMITED - Summary of the audited consolidated financial results for the year ended 31 May 2015

Release Date: 20/08/2015 07:05
Code(s): OLG     PDF:  
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Summary of the audited consolidated financial results for the year ended 31 May 2015

OneLogix Group Limited
Incorporated in the Republic of South Africa
(Registration number 1998/004519/06)
JSE share code: OLG   ISIN: ZAE000026399
('OneLogix' or 'the company' or 'the group')

PROVISIONAL REPORT
Summary of the audited consolidated financial results 
for the year ended 31 May 2015

Our people, our strength

Highlights
Revenue up 8%
Trading profit up 15%
EPS and diluted EPS up 78%
Core HEPS from continuing operations up 16%
Cash generated from operations by continuing operations up 9%
Final dividend of 6 cents per share (total dividend 14 cents per share)
R135 million Phase 1 of OneLogix Logistics Hub (KZN) complete
PostNet disposal completed
B-BBEE transaction successfully concluded

Commentary
In one of the most eventful periods in the history of the group, we maintained a credible 
trading performance for the year to 31 May 2015 ('the year') amidst still tough conditions 
while successfully concluding a number of corporate initiatives to further strengthen the 
group's value proposition. Our performance is reflected in ongoing growth in all key 
financial indicators. A key competitive differentiator for OneLogix remains our strong 
decentralised and entrepreneurial management teams who effectively combine business 
acumen and experience with market insight and innovation.

Group profile
Subsequent to the disposal of the group's 100% shareholding in PostNet Holdings (Pty) Ltd 
('PostNet') in early December 2014, we reviewed the segmentation of the group's businesses 
and now categorise them as follows (the prior year segmental amounts have been restated 
accordingly):

1. Abnormal Logistics
- OneLogix Vehicle Delivery Services ('VDS') is the entrenched market leader in local 
  and cross-border auto logistics
- OneLogix Commercial Vehicle Delivery Services ('CVDS') specialises in auto logistics 
  for commercial vehicles
- OneLogix Projex ('Projex') has become a key player in the Durban harbour freight 
  logistics market, project managing the movement of large shipments of abnormal/general 
  freight within tight deadlines
- Madison specialises in the movement of heavy and abnormal equipment, especially heavy 
  duty crane loads

2. Primary Products Logistics
- OneLogix United Bulk ('United Bulk') has a strong customer base in the local and 
  regional liquid bulk delivery market
- OneLogix Linehaul, the third successful group start-up, specialises in the cross-border 
  movement of general freight and commodities
- Jackson and Buffelshoek* are leading logistics operators in the refrigerated fresh 
  produce, industrial food and related markets locally and in the greater southern African 
  region
* Acquired during the year

3. Other Logistics Services
The remaining businesses do not meet the recognition criteria of a separately reportable 
segment and include:
- Atlas360, expanding beyond commercial panelbeating
- OneLogix Cargo Solutions, active in warehouse handling and storage with facilities in 
  the Durban harbour and Cape Town areas
- DriveRisk (a 49% owned associate) is the undisputed leader in the driver behaviour 
  management market

Review of operations
OneLogix's existing businesses performed satisfactorily. Recent acquisitions have been 
successfully integrated. In addition significant preparatory work has been completed in 
readiness for future growth opportunities, for instance the OneLogix Logistics Hub (see 
VDS below) and the VDS vanguard expansion into East Africa.

Abnormal Logistics
VDS traded as expected in a contracting and increasingly competitive market. Despite VDS 
being a mature business operating in a mature market, it successfully retained its market 
leadership due mainly to the motivated team that has mastered the complex business model. 
It continues to focus on customer service, business opportunities and improving operational 
efficiencies. Importantly, VDS completed the first phase of a storage and general utility 
facility in KwaZulu-Natal, known as the OneLogix Logistics Hub, at a cost of R135 million. 
This hub is intended to be utilised by all group companies, but particularly by VDS, and 
will continue to enhance VDS' competitive advantage. The second phase of development will 
be completed by mid-2016 financial year at a cost of R85 million.

CVDS traded ahead of expectations in a relatively quiet market. The group's new logistics 
hub (see VDS above) will also strengthen the service offering of CVDS. A well-conceived 
and executed business model guided by a good management team has maintained the extraordinary 
eight-year record of near 100% on-time deliveries.

Projex faced challenging market conditions, recovering slightly in the second half of the 
year albeit behind budget overall. Madison recovered well from earlier strikes in the 
platinum belt to deliver a satisfactory performance.

Primary Products and Raw Materials
United Bulk too performed well for the year notwithstanding the impact of the platinum belt 
strikes. Subsequent to year-end the business successfully expanded into the regional 
cryogenics market and the competitive solvent and acids market by way of acquisitions 
(see post year-end events). OneLogix Linehaul outstripped expectations for the year and 
is strongly positioned in a competitive market.

See Acquisition below for the new businesses Jackson and Buffelshoek in this segment.

Other - Logistics Services
Atlas360 successfully extended its services beyond traditional panelbeating into adjacent 
heavy vehicle accessory markets. It performed well and will be relocating to expanded premises 
in the near future. OneLogix Cargo Solutions, acquired end May 2014, maintained its strategic 
contribution to the group with facilities support. DriveRisk (results have been equity- accounted)
 maintained its leading position in the driver behaviour management market despite the impact 
 of a weakening rand, by leveraging its robust blue chip customer base.

Financial results
Revenue from continuing operations increased by 8% to R1,37 billion on the back of the maiden 
contribution of OneLogix Linehaul for a full financial year and newly acquired Jackson and 
Buffelshoek's contribution to results for the last two months of the year. Organic growth 
was restrained due to tough trading conditions in the group's well-established markets.

Trading margins from continuing operations improved to 9,1% (May 2014: 8,6%). This resulted 
in growth in trading profit of 15% to R125,1 million compared to the 8% growth in revenue, 
which reflects the group's effective initiatives to mitigate cost creep. The prior year 
extension of the estimated useful lives of a portion of the fleet resulted in an once-off 
reduction in the depreciation charge in the year of approximately R4 million.

Operating profit was adversely impacted by two once-off items, firstly the non-cash flow, 
IFRS 2 share-based payment charge of R72 million relating to the implementation of the 
Kagiso Capital (Pty) Ltd specific issue of shares for cash (see Transformation for 
further detail) ('the Kagiso share-based payment charge'); and secondly the R9,2 million 
profit realised on disposal in May 2014 of two properties in the greater Durban area. 
Operating profit decreased from R118,6 million to R48,7 million year-on-year.

Net finance costs increased by 18% to R23,6 million as a result of the group's increased 
investment in infrastructure and fleet. This was partially offset by the dual cash 
injections arising from the PostNet disposal and Kagiso Capital share subscription 
transaction in the second half of the year (see Disposal and Transformation below 
for further detail). Interest cover on trading profit of 5,3 times (2014: 5,4 times) 
allows the group scope to access further borrowings should opportunities arise.

Earnings include R144,2 million of net disposal gains pursuant to the disposal of 
PostNet, which has been excluded from the headline earnings and core headline earnings 
calculations, and offset by the Kagiso share-based payment charge. Earnings per share 
('EPS') grew 78% from 35 cents to 62,4 cents. Headline earnings per share ('HEPS') 
and diluted HEPS decreased from 31,2 cents to (1,7) cents on the inclusion of the 
Kagiso share-based payment charge and the exclusion of the realised profit on the 
disposal of PostNet.

We aim to present stakeholders with the same information that management utilises to 
evaluate the performance of the group's operations. Accordingly, we present core 
headline earnings ('Core HEPS'), which are headline earnings (as calculated based 
on SAICA Circular 2/2013) adjusted for the amortisation charge of intangibles 
recognised on business combinations and charges relating to share-based payments. 
Core HEPS increased by 2% to 33,9 cents and diluted core HEPS decreased by 2% to 
32,5 cents. A reconciliation of headline earnings to core headline earnings is 
provided in the financial results.

Cash flows from operations by continuing operations increased 9% to R129,8 million 
given the proven ability of the group to convert trading profits into cash and ongoing 
focus on working capital management. Dividend number 4, totalling R19,4 million, was 
paid in the second half of the year.

The group invested R299,5 million in operational infrastructure as follows: R141,6 million 
in fleet (of which R126,4 million relates to expansion), R145,8 million in property 
(of which R135,2 million relates to the first phase of the OneLogix Logistics Hub), 
R6,3 million for other assets (mainly at Atlas360) and R5,8 million in IT-related 
assets. Net proceeds of R9,9 million were received on the disposal of fixed assets.

Additional investments of R23,3 million in subsidiaries and DriveRisk were settled 
in cash during the year (see Corporate transactions for further detail).

New interest-bearing borrowings of R256,6 million were raised to fund asset-based 
financing, offset by the repayment of interest-bearing borrowings of R122,9 million. 
Net cash resources at the reporting date were R159,4 million.

Corporate transactions
During the year OneLogix concluded five related-party transactions which saw the group 
increase its stake in a number of group companies. OneLogix acquired a further:
- 10% shareholding in Projex for a purchase consideration of R7,9 million. The purchase 
  price was settled by way of R3,8 million cash and the issue of 1 071 428 fully paid up 
  OneLogix shares. OneLogix now owns 90% of Projex with Projex management holding the 
  balance;
- 25% shareholding in CVDS for a purchase consideration of R15,41 million, settled by 
  way of R5,25 million cash and the issue of 2 571 428 fully paid up OneLogix shares. 
  OneLogix now owns 100% of CVDS;
- 14% shareholding in United Bulk for a purchase consideration of R14,7 million, settled 
  by the issue of 3 714 285 fully paid up OneLogix shares. OneLogix now owns 74% of 
  United Bulk;
- 30% shareholding in Quasar Software Developments (Pty) Ltd ('QSA') for a purchase 
  consideration of R2,5 million paid in cash. OneLogix now owns 85% of QSA; and
- 2,7% in Atlas360 for a purchase consideration of R0,8 million paid in cash. 
  OneLogix now owns 71,3% of Atlas360.

In all instances synergies between OneLogix and the companies concerned will be maximised 
and management interests will be more closely aligned with those of shareholders. The excess 
consideration paid over and above the carrying value of the non-controlling interest acquired 
is recognised in equity.

On 4 September 2014, the group fulfilled a contingent payment condition of the original 
purchase agreement with DriveRisk (then Drive Report) and acquired an additional 9% equity 
to own 49% of the business, for the aggregate consideration of R11 million. R4,5 million 
of the consideration relates to the additional shareholding and the balance to the contingent 
consideration.

Transformation
As announced on 28 November 2014, OneLogix shareholders approved the implementation of two 
share participation schemes. The Employee Share Participation transaction will see eligible 
employees of OneLogix (other than directors and prescribed officers of the group) obtain a 
10% indirect shareholding interest in OneLogix, while the Management Share Participation 
transaction will result in management and executive directors of OneLogix obtaining a 5% 
indirect shareholding in OneLogix. These participation schemes were implemented during 
January and February 2015, with rights vesting in 2020.

As announced on 2 December 2014 and ratified by shareholders on 20 January 2015, OneLogix 
issued to Kagiso Capital, a wholly owned subsidiary of the well-respected Kagiso Charitable 
Trust, 28 086 585 OneLogix ordinary shares at R3,60 per share for an aggregate amount of 
R101,1 million. This transaction will significantly improve the ownership element of the 
OneLogix BEE scorecard given former B-BEEE partner - Izingwe's - divestment in late 2013.

Acquisition
As announced on 9 February 2015, the group acquired a 74% interest in four specialised 
logistics companies (known as 'Jackson and Buffelshoek') for a purchase consideration of 
R106 million, to be settled through the issue of 3 257 328 OneLogix shares at R4,92 per 
share, amounting to R16 million, and a cash payment of R90 million funded from internal 
cash resources. The fair value of the purchase consideration - R106,3 million - relates 
to acquired shareholder loans of R41,6 million and the investment of R64,5 million in 
the companies.

The final purchase price allocation has resulted in the following assets and liabilities 
being recognised: property, plant and equipment R134,4 million; intangible assets 
R32,4 million; trade and other receivables R46,7 million; inventories R8,4 million; 
cash and cash equivalents R10,5 million; taxation R5,2 million; borrowings R72 million; 
trade and other payables of R30,6 million; deferred tax liability of R30,3 million; and 
the balance to goodwill. A non-controlling interest of R13,6 million was recognised at 
the acquisition date, measured using the proportionate share of the identifiable net assets.

Jackson and Buffelshoek complement the group's operations and the transactions represent 
the continued and systematic progression of the group's acquisition strategy aimed at 
further reducing dependence on the auto-logistics component of the business. Jacques du Randt, 
a respected entrepreneur involved in the businesses, will remain invested with interests 
of 26% in Jackson and 16% in Buffelshoek, respectively.

The primary factor contributing to the goodwill recognised in these acquisitions is their 
specialised service offerings in their respective markets. This goodwill is not expected 
to be deductible for income tax purposes.

Had the businesses been acquired effective 1 June 2014, the effect on the statement of 
comprehensive income would have been an increase in revenue of R302,1 million and an 
increase in profits attributable to the group of R13,5 million. The businesses contributed 
R41 million in revenue and R2,7 million in profits attributable to the group for the year.

Disposal
In the year we disposed of our full shareholding in PostNet to Aramex (UK) Ltd for a 
consideration of R190,6 million. Proceeds net of cash balances disposed of and capital 
gains tax amounted to R148,6 million. Profit after tax on the disposal amounted to 
R144,2 million.

The sale was deemed to be in the best interests of both the group and PostNet in light 
of the skills required to further optimise the franchise organisation, which fall outside 
of our now more evolved core competencies.

Financial information relating to the discontinued operation for the year to the date of 
disposal (with comparatives) is set out below.

                                                            Year       Year
                                                           ended      ended
                                                          31 May     31 May
                                                            2015       2014
                                                           R'000      R'000
Revenue                                                   19 743     31 869
Operating and administration costs                       (16 893)   (17 036)
Depreciation and amortisation                               (303)      (553)
Profit/(loss) on sale of assets                                -          8
Operating profit                                           2 547     14 288
Finance income                                               170        305
Finance costs                                               (193)      (398)
Profit before taxation                                     2 524     14 195
Taxation                                                    (707)    (3 977)
Profit from discontinuing operations                       1 817     10 218
Profit from disposal of discontinued operations          144 178          -
Profit for the period                                    145 995     10 218

Changes to the board
The following changes were effected:
- Effective 21 January 2015, Anuradha Sing was appointed as a non-executive director as 
  previously announced on SENS. Further, effective 18 August 2015, Anuradha Singh resigned 
  as a non-executive director and Kgotso Schoeman, the present CEO of Kagiso Capital (Pty) 
  Ltd, was appointed in her stead.
- Post year-end effective 18 August 2015, Debrah Hirschowitz resigned as an independent 
  non-executive director and member of the audit and risk committee. Bridgitte Mathews, 
  BCom (Hons), CA(SA), H Dip Tax has been appointed in her stead. Bridgitte has extensive 
  board level experience.

The board of directors thanks Debrah and Anu for their beneficial input into the company 
and welcomes Bridgitte and Kgotso to the board.

Post year-end events
Effective 21 June 2015, United Bulk acquired 74,2% of Cryogas Express (Pty) Ltd for 
R5,5 million in a move to expedite the company's entry into the highly specialised cryogenics 
market. Certain conditions precedent remain outstanding at the date of this report.

On 22 July 2015 OneLogix announced a further purchase by United Bulk of Vision Transport 
(Pty) Ltd ('Vision') for an amount of R110 million, subject to approval by the Competition 
Authorities. Vision, a well-respected Gauteng-based logistics company, is a significant 
player in the competitive solvent and acid markets of South Africa and neighbouring countries. 
Simultaneous with this transaction OneLogix acquired the remaining 26% minority shareholding 
in United Bulk by way of the issue of 5,8 million OneLogix shares at a price of R5 per share. 
OneLogix now owns 100% of United Bulk.

Dividend
Shareholders are advised that a final dividend in respect of the year ended 31 May 2015, 
dividend No 5 of 6 cents per share, was declared on Tuesday, 18 August 2015. This takes the 
total dividend for the year ended 31 May 2015 to 14 cents per share.

This is a dividend as defined in the Income Tax Act, 1962, and is payable from income reserves. 
The South African dividends tax ('DT') rate is 15%. The net dividend payable to shareholders 
who are subject to DT is 5,1 cents per share, while it is 6,0 cents per share for those shareholders 
who are exempt from dividends tax. The income tax reference number of the company is 9361229710.

At the declaration date, the issued share capital, excluding treasury shares held in relation 
to the Employee and Management Share Participation schemes, was 246,146,289 ordinary shares 
of no par value.

The salient dates in respect of the interim dividend are as follows:
Last day to trade cum dividend - Friday, 25 September 2015
Shares will trade ex dividend - Monday, 28 September 2015
Record date - Friday, 2 October 2015
Payment of dividend - Monday, 5 October 2015

Shareholders may not dematerialise or rematerialise their shares between Monday, 28 September 
2015 and Friday, 2 October 2015, both dates inclusive.

The final dividend, amounting to R14,8 million, has not been recognised as a liability in the 
consolidated financial statements. It will be recognised in shareholders' equity for the year 
ending 31 May 2016.

OneLogix will continue to assess the payment of interim and final dividends in light of the 
board's ongoing review of earnings, after providing for long-term growth and cash/debt resources, 
the amount of reserves available using a going concern assessment and the covenants of facility 
providers.

People
We continue expending much effort in building high-quality teams within an enabling culture 
that will help drive OneLogix towards our strategic objectives. Our commitment and success 
in this regard was affirmed by the award of the international honour 'Top Employer' on our 
first attempt. We remain highly appreciative of our management team and staff, who continue 
to perform at the highest levels of excellence.

We further thank all our business partners, customers, suppliers, business advisors and 
shareholders for their ongoing invaluable support.

Prospects
The group's proven strategy will continue unchanged. We will continue to grow existing businesses, 
establish in-house start-ups where appropriate and seek out suitable acquisitions. Acquisitions 
will continue to follow the successful model of targeting smaller entrepreneurial businesses to 
which the group can offer a strong and experienced management platform that allows them to expand 
and realise their potential.

The established businesses within the group are well positioned within their respective niche 
markets and will expand as their management envisages, leveraging their reputations and with a 
prudent allocation of capital.

The proceeds of both the Kagiso Capital and PostNet transactions (see Transformation and 
Disposal above) will be used to pay down short-term debt and the balance to fund the group's 
acquisitive and organic growth, as well as further investment in revenue-generating property 
investments.

Basis of presentation
The summary consolidated financial statements for the year ended 31 May 2015 have been 
prepared in accordance with the requirements of the JSE Limited Listings Requirements 
for provisional reports, and the requirements of the Companies Act applicable to summary 
financial statements. The JSE Listings Requirements require provisional 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 summary 
consolidated financial statements were derived are in terms of International Financial 
Reporting Standards and are consistent with those accounting policies applied in the 
preparation of the previous consolidated financial statements. These results have been 
compiled under the supervision of the Financial Director, GM Glass CA(SA).

We aim to present stakeholders with the same information that management utilises to 
evaluate the performance of the group's operations. Accordingly we present core headline 
earnings, which are headline earnings (as calculated based on SAICA Circular 2/2013) 
adjusted for the amortisation charge of intangibles recognised on business combinations 
and charges relating to share-based payments. Please note that core headline earnings 
is not an IFRS defined measure.

The group adopted all new and amended accounting pronouncements that were effective for 
the group during the current year. None of these had a material impact on the group.

These summary consolidated financial statements for the year ended 31 May 2015 have been 
audited by PricewaterhouseCoopers Inc., who expressed an unmodified opinion thereon. 
The auditor also expressed an unmodified opinion on the consolidated financial statements 
from which these summary consolidated financial statements were derived. A copy of the 
auditor's report on the summary consolidated financial statements and the auditor's report 
on the consolidated financial statements are available for inspection at the company's 
registered office, together with the financial statements identified in the respective 
auditor's reports.

The auditor's report does not necessarily report on all of the information contained 
in this provisional report. 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 office. 

These summary consolidated financial statements were approved by the board of 
directors on 20 August 2015. The audited summary consolidated financial statements 
are available on the company's website www.onelogix.com.

By order of the board

20 August 2015


Summarised consolidated statement of comprehensive income
                                                                  Audited       Audited
                                                               year ended    year ended
                                                                   31 May        31 May
                                                                     2015          2014
                                                            %       R'000         R'000
Continuing operations
Revenue                                                     8   1 367 980     1 272 071
Operating and administration costs                          6  (1 168 074)   (1 101 240)
Depreciation and amortisation                              28     (79 265)      (61 792)
Share-based payment - specific share issue for cash               (71 621)            -
(Loss)/profit on sale of assets                                      (366)        9 572
Operating profit                                          (59)     48 654       118 611
Share of profits from associate                            (9)      3 811         4 190
Finance income                                           >100       6 023         1 330
Finance costs                                              38     (29 661)      (21 442)
Profit before taxation                                    (72)     28 827       102 689
Taxation                                                          (26 772)      (26 451)
Profit from continuing operations                         (97)      2 055        76 238
Profit from discontinued operations                                 1 817        10 218
Profit from disposal of discontinued operations                   144 178             -
Profit for the year                                        71     148 050        86 456
Other comprehensive income
Movement in foreign currency translation reserve*                     179            41
Revaluation of owner occupied properties                                -        16 270
Total comprehensive income for the year                    44     148 229       102 767
Profit attributable to:
- Non-controlling interest                                          7 934        10 367
- Owners of the parent                                            140 116        76 089
                                                           71     148 050        86 456
Other comprehensive income attributable to:
- Non-controlling interest                                              -             -
- Owners of the parent                                                179        16 311
                                                                      179        16 311
Total comprehensive income attributable to:
- Non-controlling interest                                          7 934        10 367
- Owners of the parent                                            140 295        92 400
                                                           44     148 229       102 767
Total comprehensive income attributable to owners
of the parent arises from:
- Continuing operations                                            (5 700)       82 182
- Discontinued operations                                         145 995        10 218
                                                           52     140 295        92 400
Number of shares in issue ('000):
- Total issued less treasury shares                               246 146       207 402
- Weighted                                                        224 540       217 411
- Diluted                                                         224 540       217 411
- Diluted measure for core earnings purposes                      233 825       217 411
Basic and headline earnings per share (cents)
Basic earnings per share (cents)                           78        62,4          35,0
Continuing operations                                                (2,6)         30,3
Discontinued operations                                              65,0           4,7
Diluted basic earnings per share (cents)                   78        62,4          35,0
Continuing operations                                                (2,6)         30,3
Discontinued operations                                              65,0           4,7
Headline earnings per share (cents)                      (105)       (1,7)         31,2
Continuing operations                                                (2,5)         26,5
Discontinued operations                                               0,8           4,7
Diluted headline earnings per share (cents)              (105)       (1,7)         31,2
Continuing operations                                                (2,5)         26,5
Discontinued operations                                               0,8           4,7
Core headline earnings per share (cents)                    2        33,9          33,3
Continuing operations                                      16        33,1          28,6
Discontinued operations                                               0,8           4,7
Diluted core headline earnings per share (cents)           (2)       32,5          33,3
Continuing operations                                      11        31,7          28,6
Discontinued operations                                               0,8           4,7
Calculation of headline earnings and core
headline earnings
Profit attributable to owners of the parent                84     140 116        76 089
Loss/(profit) on disposal of property, plant and
equipment less taxation and non-controlling interests                 188        (8 163)
Profit on disposal of discontinued operation
less taxation                                                    (144 178)            -
Headline earnings                                        (106)     (3 874)       67 926
Share-based payments                                               76 095             -
Amortisation of intangible assets acquired as part 
of a business combination less taxation and 
non-controlling interests                                           3 852         4 443
Core headline earnings                                      5      76 073        72 369
Segmental split of amortisation of intangible 
assets acquired in a business combination 
less taxation and non-controlling
interests
Abnormal logistics                                                    131           798
Primary products logistics                                          1 536         1 012
Other                                                                 537           161
Share in associate                                                  1 648         2 472
                                                          (13)      3 852         4 443
* The component of other comprehensive income may subsequently be reclassified to 
  profit and loss during future reporting periods.

The summarised consolidated statement of comprehensive income distinguishes 
discontinued operations from continuing operations.

Comparative figures have been restated.



Summarised consolidated statement of financial position
                                                                  Audited       Audited
                                                                at 31 May     at 31 May
                                                                     2015          2014
                                                            %       R'000         R'000
ASSETS                                                    
Non-current assets                                         56   1 035 775       665 288
Property, plant and equipment                                     849 947       532 672
Intangible assets                                                 132 184        77 257
Investment in associate                                            43 964        38 125
Loans and receivables                                               8 148        15 033
Deferred taxation                                                   1 532         2 201
Current assets                                             51     393 061       260 935
Inventories                                                        22 222        10 376
Trade and other receivables                                       210 422       179 455
Taxation                                                                -           781
Cash resources                                                    160 417        70 323
Non-current assets held-for-sale                                   20 082             -
Total assets                                               56   1 448 918       926 223
EQUITY AND LIABILITIES                                    
Equity                                                     85     688 418       371 577
Ordinary shareholders' funds                                      643 988       334 978
Non-controlling interests                                          44 430        36 599
Liabilities                                               
Non-current liabilities                                    79     419 476       234 812
Interest-bearing borrowings                                       313 592       168 165
Deferred tax                                                      105 884        66 647
Current liabilities                                         7     341 024       319 834
Trade and other payables                                          187 116       182 939
Interest-bearing borrowings                                       146 369        90 134
Vendor liability                                                        -         9 000
Taxation                                                            6 592         1 371
Bank overdraft                                                        947        36 390
Total equity and liabilities                               56   1 448 918       926 223
Net asset value per share (cents)                          62       261,6         161,5
Net tangible asset value per share (cents)                 67       207,9         124,3



Summarised consolidated statement of cash flows
                                                                  Audited       Audited
                                                               year ended    year ended
                                                                   31 May        31 May
                                                                     2015          2014
                                                            %       R'000         R'000
Net cash generated from operations                                104 933       133 434
Continuing operations                                       9     129 839       119 072
Discontinued operations                                           (24 906)       14 362
Net cash flows from investing activities                            8 254         1 265
Continuing operations                                            (172 982)        1 252
Discontinued operations                                           181 236            13
Net cash flows from financing activities                           12 200      (148 680)
Continuing operations                                              12 424      (148 304)
Discontinued operations                                              (224)         (376)
Net movement in cash resources                                    125 387       (13 981)
Cash resources at beginning of the year                            33 933        47 899
Exchange gain on cash resources                                       150            15
Cash resources at end of the year                                 159 470        33 933

The summarised consolidated statement of cash flows distinguish discontinued operations 
from continuing operations.

Comparative figures have been restated.



Summarised consolidated statement of changes in equity
                                               Stated   Treasury  Retained  Revaluation
                                              capital     shares    income      reserve
                                                R'000      R'000     R'000        R'000
At 1 June 2013 - audited                       37 691     (8 431)  271 779       13 258
Dividends declared to non-controlling         
interests                                           -          -         -            -
Dividend paid to OneLogix shareholders              -          -   (11 580)           -
Non-controlling interest acquired as a        
result of a business combination                    -          -         -            -
Share-based payment reserve movement                -          -         -            -
Transactions with non-controlling interests         -          -         -            -
Treasury shares becoming unrestricted on      
vesting to BEE share scheme participants            -      7 802         -            -
Share-based payment scheme completed                -          -     8 075            -
Specific share repurchase                           -          -   (60 168)           -
Transfer to retained income on disposal             -          -     1 488       (1 488)
Profit for the year                                 -          -    76 089            -
Other comprehensive income                          -          -         -       16 270
At 31 May 2014 - audited                       37 691       (629)  285 683       28 040
Dividends declared to non-controlling         
interests                                           -          -         -            -
Dividend paid to OneLogix shareholders              -          -   (19 431)           -
Transactions with non-controlling interests    29 018          -         -            -
Share-based payment reserve movement                -          -         -            -
Specific share issues                         315 534   (142 801)        -            -
Share issue expenses                           (2 844)         -         -            -
Non-controlling interest acquired as a        
result of a business combination               16 026          -         -            -
Profit for the year                                 -          -   140 116            -
Other comprehensive income                          -          -         -            -
At 31 May 2015 - audited                      395 425   (143 430)  406 368       28 040



Summarised consolidated statement of changes in equity
                                                                    Share-      Foreign
                                                                     based     currency
                                                           Other   payment  translation
                                                        reserves   reserve      reserve
                                                           R'000     R'000        R'000
At 1 June 2013 - audited                                     153     7 286          288
Dividends declared to non-controlling interests                -         -            -
Dividend paid to OneLogix shareholders                         -         -            -
Non-controlling interest acquired as a result
of a business combination                                      -         -            -
Share-based payment reserve movement                           -       789            -
Transactions with non-controlling interests                    -         -            -
Treasury shares becoming unrestricted on
vesting to BEE share scheme participants                       -         -            -
Share-based payment scheme completed                           -    (8 075)           -
Specific share repurchase                                      -         -            -
Transfer to retained income on disposal                        -         -            -
Profit for the year                                            -         -            -
Other comprehensive income                                     -         -           41
At 31 May 2014 - audited                                     153         -          329
Dividends declared to non-controlling interests                -         -            -
Dividend paid to OneLogix shareholders                         -         -            -
Transactions with non-controlling interests                    -         -            -
Share-based payment reserve movement                           -     4 474            -
Specific share issues                                          -         -            -
Share issue expenses                                           -         -            -
Non-controlling interest acquired as a result                 
of a business combination                                      -         -            -
Profit for the year                                            -         -            -
Other comprehensive income                                     -         -          179
At 31 May 2015 - audited                                     153     4 474          508


Summarised consolidated statement of changes in equity
                                                   Transactions
                                                      with non-          Non-
                                                    controlling   controlling
                                                      interests     interests     Total
                                                          R'000         R'000     R'000
At 1 June 2013 - audited                                (29 752)       17 184   309 456
Dividends declared to non-controlling interests               -        (1 941)   (1 941)
Dividend paid to OneLogix shareholders                        -             -   (11 580)
Non-controlling interest acquired as a result       
of a business combination                                     -         8 359     8 359
Share-based payment reserve movement                          -             -       789
Transactions with non-controlling interests              21 265         2 630    23 895
Treasury shares becoming unrestricted on            
vesting to BEE share scheme participants                 (7 802)            -         -
Share-based payment scheme completed                          -             -         -
Specific share repurchase                                     -             -   (60 168)
Transfer to retained income on disposal                       -             -         -
Profit for the year                                           -        10 367    86 456
Other comprehensive income                                    -             -    16 311
At 31 May 2014 - audited                                (16 289)       36 599   371 577
Dividends declared to non-controlling interests               -        (3 659)   (3 659)
Dividend paid to OneLogix shareholders                        -             -   (19 431)
Transactions with non-controlling interests             (31 261)      (10 067)  (12 310)
Share-based payment reserve movement                          -             -     4 474
Specific share issues                                         -             -   172 733
Share issue expenses                                          -             -    (2 844)
Non-controlling interest acquired as a result                 
of a business combination                                     -        13 623    29 649
Profit for the year                                           -         7 934   148 050
Other comprehensive income                                    -             -       179
At 31 May 2015 - audited                                (47 550)       44 430   688 418


Segmental analysis
                                                                    Audited     Audited
                                                                  at 31 May   at 31 May
                                                                       2015        2014
                                                              %       R'000       R'000
Revenue                                                                       
Abnormal logistics                                           (4)    904 022     937 795
Primary products logistics                                   44     352 162     245 358
Reportable segments                                           6   1 256 184   1 183 153
Other                                                        26     111 796      88 918
                                                              8   1 367 980   1 272 071
Segment results                                                               
Abnormal logistics                                            2     110 097     108 101
Primary products logistics                                   66      40 083      24 110
Reportable segments                                          14     150 180     132 211
Other                                                        (9)      6 657       7 277
Corporate items                                               4     (31 722)    (30 449)
Trading profit                                               15     125 115     109 039
Unallocated:                                                                  
Share-based payments - employees                           >100      (4 474)          -
Share-based payments - Kagiso transaction                  >100     (71 621)          -
(Loss)/profit on sale of assets                            >100        (366)      9 572
Operating profit                                                     48 654     118 611
Share of profits from associate                              (9)      3 811       4 190
Finance income                                             >100       6 023       1 330
Finance costs                                                38     (29 661)    (21 442)
Profit before tax                                           (72)     28 827     102 689
Total assets                                                                  
Abnormal logistics                                           16     678 064     583 888
Primary products logistics                                  168     565 890     210 795
Discontinued operations - retail                           (100)          -      25 291
Reportable segments                                          52   1 243 954     819 974
Other                                                        20      43 736      36 501
Corporate items                                             304     115 732      28 641
Investment in associate                                      15      43 964      38 125
Unallocated: taxation and deferred taxation                 (49)      1 532       2 982
                                                             56   1 448 918     926 223
Total liabilities                                                             
Abnormal logistics                                           24     324 300     261 085
Primary products logistics                                  109     268 296     128 497
Discontinued operations - retail                           (100)          -      18 888
Reportable segments                                          45     592 596     408 470
Other                                                        57      23 913      15 195
Corporate items                                             (50)     31 515      62 963
Unallocated: taxation and deferred taxation                  65     112 476      68 018
                                                             37     760 500     554 646
The group has authorised capital expenditure over the next                    
12 months of R334,3 million.                                                  
Commitments                                                                   
Operating lease commitments (not exceeding five years)               63 187      71 964

Comparative figures have been restated.

Corporate information
Directors
SM Pityana (Chairman)*#
NJ Bester
GM Glass (FD)
AJ Grant*#
IK Lourens (CEO)
B Mathews*#
CV McCulloch (COO)
K Schoeman*
LJ Sennelo*#
* Non-executive
# Independent

Registered office
46 Tulbagh Road
Pomona
Kempton Park

PostNet Suite 10
Private Bag X27
Kempton Park
1620

Company secretary
CIS Company Secretaries (Pty) Ltd
70 Marshall Street
Johannesburg
2001

PO Box 61673
Marshalltown
2107

Transfer secretaries
Computershare Investor Services (Pty) Ltd
Ground Floor
70 Marshall Street
Johannesburg
2001

PO Box 61051
Marshalltown
2107

Sponsor
Java Capital





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