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ADCOCK INGRAM HOLDINGS LIMITED - Preliminary audited group results and cash dividend declaration for the year ended 30 June 2015

Release Date: 26/08/2015 07:10
Code(s): AIP     PDF:  
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Preliminary audited group results and cash dividend declaration for the year ended 30 June 2015

ADCOCK INGRAM HOLDINGS LIMITED  
Incorporated in the Republic of South Africa
Registration number 2007/016236/06
Income tax number 9528/919/15/3
Share code: AIP   ISIN: ZAE000123436
("Adcock Ingram" or "the Company" or "the Group")
 
PRELIMINARY AUDITED GROUP RESULTS AND CASH DIVIDEND DECLARATION
for the year ended 30 June 2015

INTRODUCTION

The Board of Directors (Board) has pleasure in presenting the Group's audited results for the year ended 30 June 2015.
The Board is particularly mindful of the relevance of these results, being the first consecutive twelve-month trading
period to be reported on, since the general business restructure was commenced in 2014. 

Apart from the financial implications arising from the review process, the Group's comparative 2014 performance
unfortunately includes the adverse consequences of certain internal issues and judgements during that period, the
consequences of an unforgiving market and generally, a volatile and challenging South African economy. 

It was therefore, not unexpected that the outcome of the aforesaid review process, would have resulted in material
write-offs and impairments, both to certain of the Group's tangible and intangible assets in all of the geographies, and
broadly across all business sectors. 

The aforesaid summary accordingly seeks to provide some context to the relatively positive turnaround trading
performance for the year under review, substantially triggered through more focused leadership, a regenerated culture of
productivity and divisional responsibility, all contributing towards better customer relations, more effective cost
control, improved manufacture and a focus on  service delivery of the Group's leading, time honoured product range, from
whence Adcock Ingram gained its long standing reputation and for which the Group is well known. 

For a better appreciation of the Group's relative performance against a more meaningful comparable period, in addition
to the statutory disclosure of the last reported period of nine months to 30 June 2014, a reviewed set of comparative
figures has been provided for the twelve months ended 30 June 2014. 

FINANCIAL PERFORMANCE 

TURNOVER AND PROFITS

While turnover at R5 528 million is only 6.5% higher than the comparative twelve-month period, given the discontinuation
of certain uneconomic product lines during the year, the percentage increase in turnover of comparable products year on
year is substantially better. These sale values were supported by Single Exit Price (SEP) increases during the relevant
period.  The impact of increased throughput, improved factory efficiencies, cost engineering applications and savings on
raw material cost, resulted in an  increase in the gross profit percentage  for the year under review from 33% in 2014
to 38% in this year.  The effect of this, revealed itself in a significant improvement in trading profit of 119% from
R206.2 million in 2014 to R451.0 million in the current year.

NON-TRADING EXPENSES

Notwithstanding management's best efforts to identify assets and investments for impairment, during the 2014 review and
the extent of such impairment, given the continuing disappointing performance of the Cosme business in India,  it was
deemed prudent to impair the investment value by a further R74.4 million in this year. A total amount of R106.3 million
is recorded as non-trading expenses (2014: R1 004 million) and this includes corporate activity costs of R13.7 million
and share based payments of R15.1 million.

TAX AND HEADLINE EARNINGS 

The high effective tax rate is a consequence of the non-recognition of deferred tax assets on the foreign loss-making
entities, and the non-deductibility for tax purposes of certain impairments and other expenditure. 

Headline earnings for the year amounted to R270.4 million (2014: loss of R170.0 million). This translates into headline
earnings per share of 160.1 cents (2014: loss of 100.8 cents).  

CASH FLOWS

Cash generated from operations was R598.1 million (2014: R398.1 million) despite working capital increasing by R126.4
million (2014: R81.0 million). This cash flow improvement has enabled the Group to reduce net debt by just short of R400
million during the year.

DISTRUBUTION

Given the unknown outcome of the initial Group review in 2014, the restructure and reorganisation, the Board resolved to
suspend all distributions until the state of the Company's affairs became clearer. We are pleased to report, the Board
has declared a final dividend of 81 cents per share for the year ended 30 June 2015 out of income reserves.

BUSINESS OVERVIEW

SOUTHERN AFRICA

This segment encompasses all of the business units in the Southern African region, namely, OTC, Prescription, Consumer
and Hospital. 

OTC turnover of R1 454 million (2014: R1 248 million) is 16.6% ahead of the comparable period, supported by renewed
focus and more aggressive marketing. This business unit, which focuses on pharmacy in the pain, colds and flu, and
anti-histamine therapeutic areas, posted an improvement in market share, with double-digit growth in the majority of its
top ten brands. Gross margin as a percentage of sales improved with better volumes in the Clayville factory, cost
engineering projects, efficiencies from raw material procurement and the sales mix of products, which supported the
increase of almost 60%  in trading profit to R260.7 million (2014: R164.3 million).

Prescription turnover of R1 813 million (2014: R1 860 million) is 2.6% behind the comparable period, this the result of
a reduction in the low margin ARV and tender portfolios, and repatriation of certain products to multinational partners.
Gross margin improvements arose from better than expected production recoveries and a stringent control over foreign raw
material and finished goods procurement. This resulted in a trading profit of R148.1 million well ahead of the
comparative figure of R95.0 million.

Consumer turnover of R629 million (2014: R584 million) is 7.8% ahead of the comparable period with Panado, Bioplus and
Compral all posting healthy growth. However the performance of the complementary and personal care portfolios within
this business unit was disappointing.  Trading profit nevertheless improved by 25% to R79.3 million (2014: R63.5
million). 

Hospital turnover increased by 9.7% to R1 127 million (2014: R1 028 million) in an increasingly competitive environment.
Medicine delivery sales, mainly large-volume parenterals have been the biggest contributor to this improvement. The
business unit's profitability was restored during the period under review with a trading profit of R32.8 million having
been achieved. Notwithstanding the change-of-control clause in the Baxter agreements, the association between the
parties remains sound, with the long-standing commercial relationship having been strengthened and Baxter providing
additional support to the business. 

REST OF AFRICA 

While the Group's presence in Zimbabwe, Kenya and Ghana individually and collectively constitutes a small percentage of
the Group's assets, business in each of these destinations remains a challenge and preoccupation of management, far
greater in time than their relative size should dictate. During the year under review, although the results suggest a
positive turn of direction, these businesses still incurred losses of R13.2 million (2014: R29.0 million).

INDIA

The Group's Cosme Pharma business in India was acquired in early 2013 for R822 million. This related industry purchase
was justified at the time by the perceived potential growth prospects of a pharma sales and distribution business, with
quality, good margin products in a vast marketplace.

As time has evolved, management has recognised the difficulties of operating an enterprise in such a competitive
pharmaceutical market, which, in relative terms is sub scale, requiring inter alia, significant further investment.
While management have a good understanding of the operational demands of the business and have introduced strategies for
improvement and remedial direction, the overhead to sales ratios remain the principal challenge. 

In the 2014 financial year, given the losses incurred, after the obligatory internal intangible asset amortisation, the
Cosme Pharma investment was impaired by an amount of R278 million. The trading loss of R56.8 million, incurred in the
current financial year, similarly after the aforesaid asset amortisation, dictated that a further impairment of R74.4
million would be appropriate.  

The Board, after much deliberation, has resolved to dispose of Cosme Pharma and a formal sale process will soon be
commenced for this purpose. While there is no certainty on the short term sale prospects, nor the extent of any sale
proceeds likely to be received, management will continue to manage the business as before and seek to protect the
consensus fair value at 30 June 2015, reviewed and determined by management and confirmed by the external auditors. 

PROSPECTS

There is no useful purpose in the Board reflecting on the various past corporate actions and events that have
unfavourably impacted on the Company's more recent annual commercialism and market rating, save to submit, that as a
result of these past circumstances, a refocused senior management team, together with the recently structured divisional
management, fully understand what needs to be done to restore the Group to its former status in the industry. They have
already diligently demonstrated their commitment to that objective and have practically put the Group on a profit path
which will hopefully continue as efficiencies and markets improve. 

Considering the economic conditions and uncertainties in South Africa at this time and elsewhere, the currency erosion,
an erratic electricity supply and an unpredictable market, the Board are satisfied with the direction and progress
achieved during the past year. The Board remains optimistic on the Group's medium term prospects, which view is tempered
by the recent material devaluation of the Rand.

DIVIDEND

The Board has declared a final gross dividend out of income reserves of 81 cents per share in respect of the year ended
30 June 2015.  The South African dividend tax ("DT") rate is 15% and the net dividend payable to shareholders who are
not exempt from DT is 68.85 cents per share.  Adcock Ingram currently has 175 741 348 ordinary shares in issue and its
income tax reference number is 9528/919/15/3.

The salient dates for the distribution are detailed below:
Last date to trade cum distribution                          Friday, 11 September 2015
Shares trade ex distribution                                 Monday, 14 September 2015
Record date                                                  Friday, 18 September 2015
Payment date                                                 Monday, 21 September 2015

Share certificates may not be dematerialised or rematerialised between Monday, 14 September 2015 and Friday, 
18 September 2015, both dates inclusive.

By order of the Board

B Joffe          KB Wakeford                AG Hall
Chairman         Chief Executive Officer    Deputy Chief Executive and Financial Director

25 August 2015

Consolidated statements of comprehensive income
                                                                                     Audited              Reviewed           Audited
                                                                                        year   twelve-month period nine-month period
                                                                                       ended                 ended             ended
                                                                                     30 June               30 June           30 June
                                                                                        2015                  2014              2014
                                                                           Note        R'000                 R'000             R'000
REVENUE                                                                      2     5 558 926             5 234 739         3 640 780
TURNOVER                                                                     2     5 528 369             5 193 070         3 615 287
Cost of sales                                                                    (3 446 714)           (3 453 594)       (2 475 723)
Gross profit                                                                       2 081 655             1 739 476         1 139 564
Selling, distribution and marketing expenses                                     (1 115 231)             (998 169)         (727 671)
Drug management and regulatory expenses                                           ( 119 288)             (110 719)          (81 096)
Fixed and administrative expenses                                                  (396 153)             (424 376)         (337 887)
Trading profit/(loss)                                                                450 983               206 212           (7 090)
Non-trading expenses                                                        3      (106 325)           (1 004 426)         (967 645)
Operating profit/(loss)                                                              344 658             (798 214)         (974 735)
Finance income                                                              2         19 887                30 344            18 987
Finance costs                                                                      (100 983)             (131 461)          (98 620)
Dividend income                                                             2         10 670                11 325             6 506
Equity-accounted earnings                                                             65 608                52 061            31 895
Profit/(Loss) before taxation                                                        339 840             (835 945)       (1 015 967)
Taxation                                                                           (141 031)                 7 176            53 811
Profit/(Loss) for the year/period                                                    198 809             (828 769)         (962 156)
Other comprehensive income which will subsequently be recycled to profit or loss      61 722              (46 806)            51 792
Exchange differences on translation of foreign operations                             61 242              (34 372)            52 967
Fair value gain on available-for-sale asset, net of tax                                  403                   677               350
Movement in cash flow hedge accounting reserve, net of tax                                77              (13 111)           (1 525)
Other comprehensive income which will not be recycled to profit or loss
Actuarial loss on post-retirement medical liability                                    (442)               (6 880)           (6 880)
Total comprehensive income for the year/period, net of tax                           260 089             (882 455)         (917 244)
Profit/(Loss) attributable to:
Owners of the parent                                                                 197 932             (832 533)         (965 343)
Non-controlling interests                                                                877                 3 764             3 187
                                                                                     198 809             (828 769)         (962 156)
Total comprehensive income attributable to:
Owners of the parent                                                                 260 419             (878 707)         (914 826)
Non-controlling interests                                                              (330)               (3 748)           (2 418)
                                                                                     260 089             (882 455)         (917 244)
Basic earnings/(loss) per ordinary share (cents)                                       117.2               (493.7)           (572.3)
Diluted basic earnings/(loss) per ordinary share (cents)                               117.2               (493.4)           (571.9)
Headline earnings/(loss) per ordinary share (cents)                                    160.1               (100.8)           (179.5)
Diluted headline earnings/(loss) per ordinary share (cents)                            160.1               (100.8)           (179.3)

Consolidated statement of changes in equity
                                                                                              Attributable to holders of the parent
                                                                                                                                    Total
                                                                                Issued                     Non-              attributable        Non-
                                                                                 share     Share  distributable    Retained   to ordinary controlling
                                                                               capital   premium       reserves      income  shareholders   interests      Total
                                                                                 R'000     R'000          R'000       R'000         R'000       R'000      R'000
As at 1 July 2013                                                               16 861   524 788        467 433   2 762 300     3 771 382     129 801  3 901 183
Share issue                                                                         49     7 263                                    7 312                  7 312
Movement in treasury shares                                                       (32)  (21 131)                                 (21 163)               (21 163)
Movement in share-based payment reserve                                                                   8 825                     8 825                  8 825
Acquisition of non-controlling interests in Ayrton Drug Manufacturing Limited                                          (69)          (69)       (174)      (243)
Total comprehensive income                                                                             (46 174)   (832 533)     (878 707)     (3 748)  (882 455)
Loss for the year                                                                                                 (832 533)     (832 533)       3 764  (828 769)
Other comprehensive income                                                                             (46 174)                  (46 174)     (7 512)   (53 686)
Dividends                                                                                                         (145 010)     (145 010)     (7 301)  (152 311)
Share issue expenses incurred by subsidiary                                                             (3 669)                   (3 669)                (3 669)
Balance at 30 June 2014 (audited)                                               16 878   510 920        426 415   1 784 688     2 738 901     118 578  2 857 479
Share issue                                                                         10     2 018                                    2 028                  2 028
Movement in share-based payment reserve                                                                  16 098                    16 098                 16 098
Acquisition of non-controlling interests in Ayrton Drug Manufacturing Limited                                          (31)          (31)       (101)      (132)
Total comprehensive income                                                                               62 487     197 932       260 419       (330)    260 089
Profit for the year                                                                                                 197 932       197 932         877    198 809
Other comprehensive income                                                                               62 487                    62 487     (1 207)     61 280
Disposal of non-controlling interest in Bioswiss (Pty) Limited                                                                               (14 101)   (14 101)
Dividends                                                                                                                                     (4 537)    (4 537)
Balance at 30 June 2015 (audited)                                               16 888   512 938        505 000   1 982 589     3 017 415      99 509  3 116 924

Consolidated statements of financial position

                                              Audited     Audited
                                              30 June     30 June
                                                 2015        2014
                                                R'000       R'000
ASSETS        
Property, plant and equipment               1 490 828   1 554 420
Intangible assets                             743 156     836 178
Deferred tax                                   12 091       7 959
Other financial assets                         91 106     138 955
Investment in joint ventures                  279 135     202 237
Non-current assets                          2 616 316   2 739 749
Inventories                                 1 207 581   1 106 261
Trade and other receivables                 1 408 728   1 235 674
Cash and cash equivalents                     147 379     247 852
Taxation receivable                            77 948      76 306
Current assets                              2 841 636   2 666 093
Total assets                                5 457 952   5 405 842
EQUITY AND LIABILITIES        
Capital and reserves        
Issued share capital                           16 888      16 878
Share premium                                 512 938     510 920
Non-distributable reserves                    505 000     426 415
Retained income                             1 982 589   1 784 688
Total shareholders' funds                   3 017 415   2 738 901
Non-controlling interests                      99 509     118 578
Total equity                                3 116 924   2 857 479
Long-term borrowings                          513 753   1 004 861
Post-retirement medical liability              22 796      22 034
Deferred tax                                   81 854      21 047
Non-current liabilities                       618 403   1 047 942
Trade and other payables                    1 328 431   1 115 563
Bank overdraft                                304 210     319 613
Short-term borrowings                          13 273       5 132
Cash-settled options                            6 519      14 782
Provisions                                     70 192      45 331
Current liabilities                         1 722 625   1 500 421
Total equity and liabilities                5 457 952   5 405 842

Consolidated statements of cash flows
                                                                                   Audited                   Reviewed                 Audited
                                                                                year ended  twelve-month period ended nine-month period ended
                                                                                   30 June                    30 June                 30 June
                                                                                      2015                       2014                    2014
                                                                                     R'000                      R'000                   R'000
Cash flows from operating activities
Operating profit/(loss)                                                            344 658                  (798 214)               (974 735)
Non-cash items                                                                     379 892                  1 277 267               1 165 275
Operating profit before working capital changes                                    724 550                    479 053                 190 540
Working capital changes                                                          (126 423)                   (80 960)                 227 561
Cash generated from operations                                                     598 127                    398 093                 418 101
Finance income, excluding receivable                                                14 409                     23 440                  17 287
Finance costs, excluding accrual                                                 (103 871)                  (136 240)               (101 480)
Dividend income                                                                     10 670                     33 992                  20 504
Dividends paid                                                                     (4 537)                  (152 311)                 (6 746)
Taxation paid                                                                     (87 312)                  (137 662)                (36 869)
Net cash inflow from operating activities                                          427 486                     29 312                 310 797
Cash flows from investing activities
Decrease in other financial assets                                                  37 962                        118                       –
Disposal of business                                                               (2 663)                          –                       –
Purchase of property, plant and equipment                        – Expansion      (23 560)                   (35 727)                (12 278)
                                                                 – Replacement    (56 304)                  (128 122)                (83 187)
Proceeds on disposal of property, plant and equipment                                2 243                        407                      54
Increase in loans receivable                                                             –                    (1 183)                       –
Net cash outflow from investing activities                                        (42 322)                  (164 507)                (95 411)
Cash flows from financing activities
Acquisition of non-controlling interests in Ayrton Drug Manufacturing Limited        (132)                      (243)                   (241)
Proceeds from issue of share capital                                                 2 028                      7 311                   6 902
Increase in borrowings                                                              23 915                  1 002 371               1 004 635
Repayment of borrowings                                                          (506 031)                  (202 980)               (100 000)
Purchase of treasury shares                                                              –                   (21 162)                       –
Share issue expenses incurred by subsidiary                                              –                    (3 669)                       –
Net cash (outflow)/inflow from financing activities                              (480 220)                    781 628                 911 296
Net (decrease)/increase in cash and cash equivalents                              (95 056)                    646 433               1 126 682
Net foreign exchange difference on cash and cash equivalents                         9 986                      3 023                  11 958
Cash and cash equivalents at beginning of year/period                             (71 761)                  (721 217)             (1 210 401)
Cash and cash equivalents at end of year/period                                  (156 831)                   (71 761)                (71 761)

Notes to the consolidated financial statements

1   BASIS OF PREPARATION
1.1 Introduction
    The summarised audited preliminary consolidated annual financial statements for the year ended 30 June 2015 have been prepared in compliance with the Listings
    Requirements of the JSE Limited, International Financial Reporting Standards (IFRS), the requirements of the International Accounting Standards (IAS) 34:
    Interim financial reporting, SAICA Financial Reporting Guidelines as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the
    Financial Reporting Standards Council and the Companies Act, No. 71 of 2008.

    These summarised preliminary results for the year ended 30 June 2015 for which the directors take full responsibility, have been extracted from the audited 
    consolidated financial statements. Both these summarised  preliminary results and the consolidated financial statements for the year ended 30 June 2015 were 
    audited by the independent external auditors, Ernst & Young Inc. and  copies of their unqualified audit opinions are available for inspection at the Company's 
    registered office.  The results for the twelve months ended 30 June 2014 have been reviewed by Ernst & Young Inc. and a copy of their unqualified review opinion 
    is available for inspection at the Company's registered office.

    Mr Andy Hall, Deputy Chief Executive and Financial Director, is responsible for this set of financial results and has supervised the preparation thereof in
    conjunction with the Financial Executive, Ms Dorette Neethling.

1.2 Changes in accounting policies
    The accounting policies adopted are consistent with those of the previous financial period except for the adoption of the following amended IFRS standards and
    IFRIC interpretations during the year which did not have any effect on the financial performance or position of the Group:

* IAS 32: Financial Instruments: Presentation: Offsetting of financial assets and financial liabilities;
* IAS 19: Defined benefit plans: Employee contributions; and
* IAS 39: Novation of derivatives and continuation of hedge accounting.
                                                                                      Audited            Reviewed            Audited
                                                                                         year twelve-month period  nine-month period
                                                                                        ended               ended              ended
                                                                                      30 June             30 June            30 June
                                                                                         2015                2014               2014
                                                                                        R'000               R'000              R'000
2   REVENUE                             
    Turnover                                                                        5 528 369           5 193 070          3 615 287
    Finance income                                                                     19 887              30 344             18 987
    Dividend income                                                                    10 670              11 325              6 506
                                                                                    5 558 926           5 234 739          3 640 780

3   Non-trading expenses/(income)
    Impairments                                                                        79 783             843 364            843 364
    – Intangible assets                                                                74 432             601 789            601 789
    – Inventories                                                                     (8 375)             130 966            130 966
    – Property, plant and equipment                                                     7 390              69 243             69 243
    – Long-term receivable and non-financial asset                                      6 336              41 366             41 366
    Transaction costs                                                                  13 678             118 157             91 000
    Retrenchment costs and separation package                                             770              16 505             16 505
    Share-based payment expenses                                                       15 081              19 640             10 016
    Scrapping of property, plant and equipment                                          2 241               5 561              5 561
    Lease cancellation expenses                                                         3 032               1 199              1 199
    Profit on disposal of business                                                    (8 260)                   –                  –

                                                                                      106 325           1 004 426            967 645
4   SEGMENT REPORTING

CHANGE IN THE STRUCTURE AND COMPOSITION OF THE REPORTABLE SEGMENTS
In May 2014, Adcock Ingram announced substantive changes to the Group's internal 
processes and structures. The reorganisation of the business was necessary to
create autonomous operating divisions with separate focused strategies to best
manage the challenges and opportunities in each of the businesses, while at the
same time, facilitating full accountability in each case and allow for better 
measurement of returns. The new structure came into operation on 1 July 2014
creating a more defined and decentralised structure with focused and specialised 
commercial divisions in Southern Africa. The structure is ultimately designed to
be customer-centric and assist in the recovery of the business.

The Group's reportable segments in Southern Africa are now as follows:

- Over the Counter (OTC) – focuses primarily on brands sold predominantly in the 
  pharmacy market, where the pharmacist plays a role in the product choice;
- Consumer – competes in the Fast Moving Consumer Goods (FMCG) space;
- Prescription – markets products prescribed by medical practitioners; and
- Hospital – supplier of hospital and critical care products, including intravenous 
solutions, blood collection products and renal dialysis systems.

Turnover                              
Southern Africa                                                                     5 022 770           4 719 144          3 268 441
OTC                                                                                 1 454 224           1 247 689            835 605
Consumer                                                                              628 991             583 502            327 464
Prescription                                                                        1 812 735           1 860 382          1 348 422
Hospital                                                                            1 126 820           1 027 571            756 950
Rest of Africa                                                                        259 196             250 124            183 130
India                                                                                 269 237             241 878            177 708
                                                                                    5 551 203           5 211 146          3 629 279
Less: Intercompany sales                                                             (22 834)            (18 076)           (13 992)
                                                                                    5 528 369           5 193 070          3 615 287
Trading and operating profit/(loss)                              
Southern Africa                                                                       520 894             289 889             62 820
OTC                                                                                   260 717             164 255             77 095
Consumer                                                                               79 301              63 467           (25 280)
Prescription                                                                          148 099              94 974             45 170
Hospital                                                                               32 777            (32 808)           (34 165)
Rest of Africa                                                                       (13 161)            (29 019)           (23 171)
India                                                                                (56 750)            (54 659)           (46 739)
Trading profit/(loss)                                                                 450 983             206 211            (7 090)
Less: Non-trading expenses                                                          (106 325)         (1 004 425)          (967 645)
Operating profit/(loss)                                                               344 658           (798 214)          (974 735)

As at June 2014 the assets and liabilities of the OTC, Consumer and Prescription 
products were integrated and managed as the Pharmaceutical division in
Southern Africa. The Group regarded this as a single primary business segment for 
statement of financial position purposes. The prior year figures have not
been restated as the information is not available.

Total assets
Southern Africa                                                                     6 222 533                              7 856 661
Pharmaceuticals                                                                                                            6 161 715
OTC                                                                                 2 365 968
Consumer                                                                              416 427
Prescription                                                                        1 879 594
Hospital                                                                            1 560 544                              1 694 946
Other – shared services                                                             1 194 383
Rest of Africa                                                                        193 171                                195 883
India                                                                                 852 153                                948 507
                                                                                    8 462 240                              9 001 051
Intercompany eliminations                                                         (3 004 288)                            (3 595 209)
                                                                                    5 457 952                              5 405 842
5   INVENTORY
    Inventories written down/(reversed) and recognised as an 
    expense/(income) in profit or loss:

    Cost of sales                                                                      97 800             109 328             93 170
    Non-trading expenses                                                              (8 375)             130 966            130 966
                                                                                       89 425             240 294            224 136
6   CAPITAL COMMITMENTS

    – contracted                                                                        7 000                                 57 278
    – approved, but not contracted                                                     33 026                                 23 880
                                                                                       40 026                                 81 158
7   HEADLINE EARNINGS/(LOSS)

    Headline earnings/(loss) is determined as follows:
    Earnings/(Loss) attributable to owners of Adcock Ingram                           197 932           (832 533)          (965 343)
    Adjusted for:
    Impairment of property, plant and equipment                                         7 390              69 243             69 243
    Share of non-controlling interest in the impairment of property, 
    plant and equiptment                                                              (1 819)                   –                  –
    Impairment of intangible assets                                                    74 432             601 789            601 789
    Tax effect on impairment of intangible assets                                           –            (15 823)           (15 823)
    Loss on disposal/scrapping of property, plant and equipment                           491               7 589              7 008
    Tax effect on (profit)/loss on disposal of property, plant and equipment            (227)               (280)                405
    Profit on disposal of business                                                    (8 260)                   –                  –
    Adjustments relating to equity-accounted joint ventures                               412                   –                  –
    Headline earnings/(loss)                                                          270 351           (170 015)          (302 721)


8   SHARE CAPITAL
    Number of shares in issue                                                         201 685                                201 589
    Number of A and B shares held by the BEE participants                            (25 944)                               (25 944)
    Number of ordinary shares held by the BEE participants                            (2 571)                                (2 571)
    Number of ordinary shares held by Group company                                   (4 285)                                (4 285)
    Net shares in issue                                                               168 885                                168 789
    Headline earnings and basic earnings per share are based on:
    Weighted average number of shares                                                 168 834             168 628            168 679
    Diluted weighted average number of shares                                         168 841             168 737            168 788

9   SUBSEQUENT EVENTS

On 10 July 2015, shareholders approved the following resolution at a general meeting:
- the release of the dividend acquired ordinary shares held by Blue Falcon Trading 69 (Pty) Limited and the Mpho ea Bophelo Trust;
- the repurchase at a nominal value, and the cancellation, of each of the A ordinary and B ordinary shares in their entirety; and
- the cancellation of the existing BEE scheme.

At a scheme meeting on 10 July 2015, shareholders approved the following resolution:
- the implementation of a new BEE scheme.

Following the release of the restrictions contained in the existing BEE transaction over the divided acquired ordinary shares, The Bidvest Group Limited agreed to
acquire in aggregate 2 571 000 Adcock Ingram dividend acquired ordinary shares at R52.00 per share, from Blue Falcon Trading 69 (Pty) Limited and Mpho ea Bophelo
Trust.

Corporate information

Directors
Mr B Joffe (Non-executive Chairman)
Mr K Wakeford (Chief Executive Officer)
Mr A Hall (Deputy Chief Executive and Financial Director)
Prof M Haus (Independent Non-executive Director)
Dr T Lesoli (Independent Non-executive Director)
Mr M Makwana (Independent Non-executive Director)
Dr A Mokgokong (Non-executive Director)
Mr R Morar (Non-executive Director)
Mr L Ralphs (Non-executive Director)
Mr C Raphiri (Lead Independent Non-executive Director)
Mr M Sacks (Independent Non-executive Director)
Dr R Stewart (Independent Non-executive Director)

Company secretary
NE Simelane

Registered office
1 New Road, Midrand, 1682

Postal address
Private Bag X69, Bryanston, 2021

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

Auditors
Ernst & Young Inc.
102 Rivonia Road, Sandton, 2146

Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)
1 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton, 2196

Bankers
Nedbank Limited, 135 Rivonia Road, Sandown, Sandton, 2146
Rand Merchant Bank, 1 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton, 2196

Forward-looking statements 
Adcock Ingram may, in this document, make certain statements that are not historical facts and relate to analyses and
other information which are based on forecasts of future results and estimates of amounts not yet determinable. These
statements may also relate to our future prospects, developments and business strategies. Examples of such
forward-looking statements include, but are not limited to, statements regarding exchange rate fluctuations, volume
growth, increases in market share, total shareholder return and cost reductions. Words such as "believe", "anticipate",
"expect", "intend", "seek", "will", "plan", "could", "may", "endeavour" and "project" and similar expressions are
intended to identify such forward-looking statements, but are not the exclusive means of identifying such statements. By
their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and
there are risks that the predictions, forecasts, projections and other forward-looking statements will not be achieved.
If one or more of these risks materialise, or should underlying assumptions prove incorrect, our actual results may
differ materially from those anticipated. Forward-looking statements apply only as of the date on which they are made,
and we do not undertake any obligation to update or revise any of them, whether as a result of new information, future
events or otherwise.  

www.adcock.com

SENS release date: 26 August 2015

Date: 26/08/2015 07:10:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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