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MURRAY & ROBERTS HOLDINGS LIMITED - Audited Provisional Results for the year ended 30 June 2015

Release Date: 26/08/2015 16:06
Code(s): MUR     PDF:  
Wrap Text
Audited Provisional Results for the year ended 30 June 2015

Murray & Roberts Holdings Limited 
(Incorporated in the Republic of South Africa) 
Registration number: 1948/029826/06 
JSE Share Code: MUR 
ADR Code: MURZY 
ISIN: ZAE000073441 
(“Murray & Roberts” or “Group” or “Company”) 

AUDITED PROVISIONAL RESULTS ANNOUNCEMENT FOR THE YEAR ENDED 30 JUNE 2015

FINANCIAL HIGHLIGHTS

REVENUE1 
R30,6 billion 
FY14: R36 billion 

HEPS (Diluted continuing) 
201 cents 
FY14: 205 cents

ATTRIBUTABLE EARNINGS2 
R881 million 
FY14: R1 261 million 

NET CASH3 
R1,4 billion 
FY14: R1,8 billion 

NAV 
R15 per share 
FY14: R13 per share 

ORDER BOOK4 
R38,3 billion 
FY14: R40,9 billion

DIVIDEND 
50 cents 
FY14: 50 cents

HEALTH & SAFETY 
LTIFR - 0.79 
FY14: LTIFR 0.80 

1 The reduction is mainly due to subdued markets, primarily in the Oil & Gas sector.
2 The decrease is primarily due to a profit (trading and disposal) of R422 million on discontinued operations 
  included in FY2014 and not repeated in FY2015.
3 The reduction is mainly due to the repayment of advance payments and acquisition funding.
4 The decrease is mainly due to a decrease in the Oil & Gas platform order book, partly offset by new awards in 
  Underground Mining.

SALIENT FEATURES

-  Lost time injury frequency rate improved to 0.79 (June 2014: 0.80).  Regrettably four fatal incidents 
   (June 2014: 4) were reported.
-  Revenue from continuing operations of R30,6 billion (June 2014: R36 billion). The reduction is mainly due 
   to subdued markets, primarily in the Oil & Gas sector.
-  Diluted continuing HEPS of 201 cents (June 2014: 205 cents). 
-  Attributable earnings of R881 million (June 2014: R1 261 million). The decrease is primarily due to a profit 
   (trading and disposal) of R422 million on discontinued operations included in the FY2014 results and not repeated 
   in FY2015 results.
-  Net cash of R1,4 billion (June 2014: R1,8 billion). The reduction is mainly due to the repayment of advance 
   payments and acquisition funding.
-  Dividend of 50 cents per ordinary share (June 2014: 50 cents per ordinary share).
-  NAV R15 per share (June 2014: R13 per share).
-  Order book of R38,3 billion (June 2014: R40,9 billion). The decrease is mainly due to a decrease in the 
   Oil & Gas platform order book. The Group is constantly adjusting its cost structures according to market 
   requirements.
-  The two internationally focussed platforms, Oil & Gas and Underground Mining, contributed 94% of earnings before 
   interest and tax.
-  Continued growth in the Underground Mining platform order book, which includes the award of R4,8 billion 
   Kalagadi Manganese and R3 billion Booysendal contracts.

A NEW STRATEGIC FUTURE – ACHIEVING OUR 2020 VISION

The Group’s strategic objectives are:
-  Grow profitability and cash flows;
-  Focus on international natural resource market sectors;
-  Diversify business model into higher margin segments;
-  Deliver project and commercial management excellence;
-  Enhance the safety, performance and diversity of our people; and
-  Enhance shareholder value.

The Group’s four business platforms, Oil & Gas, Underground Mining, Power & Water and Infrastructure 
& Building, deliver services across the project value chain to their respective clients, giving them 
regional, as well as international exposure in the opportunities they pursue. 

The Group’s strategy is to change its business model by enhancing its specialist engineering, commissioning 
and asset support capabilities to complement its construction activities. These services yield higher margins 
and carry lower risk than services provided in the construction segment of the project value chain. 

The Group will continue to pursue opportunities in the global natural resources market sectors. Currently, 
internationally focussed platforms (Oil & Gas and Underground Mining) contribute 63% of revenue and 94% of earnings 
before interest and tax (before corporate costs). 

FINANCIAL REPORT
FOR THE YEAR ENDED 30 JUNE 2015

A subdued global economy, weak demand and a slump in commodity prices, especially oil, weighed on the Group’s 
financial result. Against this background, the Group did well to maintain earnings broadly in line with the previous 
financial year and is constantly adjusting its cost structures according to market requirements. 

Revenue from continuing operations decreased to R30,6 billion (June 2014: R36 billion) and attributable profit of 
R881 million was recorded (June 2014: R1 261 million, which included R422 million from discontinued operations). 
Diluted headline earnings per share from continuing operations was 201 cents (June 2014: 205 cents). 

The Group ended the financial year with a net cash balance (net of interest bearing debt) of R1,4 billion (June 
2014: R1,8 billion). The reduction is mainly due to advance payments not being replaced and acquisition funding. 

The Group’s order book at year end was R38,3 billion (June 2014: R40,9 billion). The reduction was mainly due to a 
decrease in the Oil & Gas platform order book, which was partly offset by an increase in the Underground Mining 
platform order book, primarily due to the awards of the R4,8 billion Kalagadi Manganese and R3 billion Booysendal 
projects. 

Capital expenditure for the financial year was R425 million (June 2014: R961 million) of which R290 million (June 
2014: R671 million) was for expansion and R135 million (June 2014: R290 million) for replacement. Underground Mining 
incurred the bulk of the expansion capital expenditure, all of which is project related. 

The effective taxation rate decreased to 18.4% (June 2014: 33.8%) due to the utilisation of tax losses. Deferred 
taxation assets were not raised on all taxation losses within the Group. 

ORDER BOOK AND PROJECT PIPELINE 

The Group’s project pipeline is defined below. The timing of these opportunities remains uncertain.

R billions                                                                             Pipeline 
June                                             Order Book     Near Orders     Category 1   Category 2   Category 3 
Infrastructure & Building                               7,1             2,0           12,0         61,6         40,0 
Power & Water                                           6,0               -           14,0         12,7         21,2 
Underground Mining                                     16,8             5,2           29,2         11,8         22,5 
Oil & Gas                                               8,4             0,7           20,1          7,6        163,9 
                                                       38,3             7,9           75,3         93,7        247,6 

Near Orders - Tenders where the Group is the preferred bidder and final award is subject to financial/commercial   
              close. 
Category 1  - Tenders the Group is currently working on (excluding Near Orders). 
Category 2  - Budgets, feasibilities and prequalifications the Group is currently working on. 
Category 3  - Opportunities which are being tracked and are expected to come to the market in the next 36 months.


GROUP OPERATING PERFORMANCE# 

OIL & GAS 

                                                                                  Com-     Corporate 
                                           Construction          Global   missioning &     overheads 
R millions                Engineering     & Fabrication         Marine5    Brownfields     and Other            Total 
June                      2015   2014    2015      2014    2015    2014   2015    2014   2015   2014     2015    2014 
Revenue                  4 679  4 794     705     7 096   2 085   2 466  3 384   2 013    953  1 111   11 806  17 480 
Operating profit/(loss)    666    698     103       428      51     117    389     215   (371)  (432)     838   1 026 
Margin (%)                 14%    15%     15%        6%      2%      5%    11%     11%      -      -       7%      6% 
Segment assets                                                                                          3 675   3 710 
Segment liabilities                                                                                     2 808   3 649 
People                                                                                                  2 495   4 918 
LTIFR (Fatalities)                                                                                     0.24(0) 0,35(1)
Order Book               4 405  7 971       -     1 014     832   2 437  3 209   5 292      -      -    8 446  16 714

5 With effect 1 July 2014, Marine is reported under the Oil & Gas platform under Global Marine. 

FINANCIAL PERFORMANCE: The significant fall in the oil price had an immediate impact on the platform’s business. 
Clients moved to reduce project scope, renegotiate contract prices and defer longer-term investment decisions, both 
in Australia and internationally. The financial result should be considered against this background. 

Revenue and operating profit reduced to R11,8 billion (June 2014: R17,5 billion) and R838 million (June 2014: 
R1 026 million) respectively and the platform’s operating margin improved to 7% (June 2014: 6%), the top-end of the 
Group’s aspirational margin range, whilst the order book decreased to R8,4 billion (June 2014: R16,7 billion). 

OPERATIONAL PERFORMANCE: Major works were successfully completed on various projects in Australasia. In Australia, 
as the Liquefied Natural Gas (“LNG”) construction boom draws to an end, the future work stream has returned to a 
more conventional profile, representing projects of shorter duration and reduced value. This order book impact is 
buffered by the platform’s market-leading share of the growing commissioning market in Australia. 

The commissioning business, e2o, continued its strong growth trajectory, performing work for the Gorgon, Wheatstone, 
Ichthys, APLNG and Gladstone LNG projects, with revenues growing by 92% in the year under review. 

Two small engineering services companies were acquired during the financial year. The US-based CH-IV International 
grew in line with expectation, securing significantly larger contracts than prior to the acquisition, including two 
owners’ engineering contracts for US LNG projects, Magnolia and Freeport. Scotland-based Booth Welsh, also continued 
to grow, primarily due to increased work for existing customers. 

During the year, the BAM Clough joint venture, providing marine design and construction services to the Australian 
and Papua New Guinea markets, completed three major jetty projects. The Clough AMEC joint venture, providing 
brownfields services, successfully completed scheduled shutdowns during the financial year. 

OUTLOOK: The platform will continue to focus on expanding its Engineering, Procurement and Construction (“EPC”) 
services to new growth regions, particularly North America and Africa. The Commissioning and Brownfields division 
will target the developing Australian brownfields market, which is expected to grow to a US$5 billion per annum 
market as the new LNG facilities become operational. 

The Marine design and construction business, as part of the Infrastructure & Marine division, will pursue jetty 
projects in Australia and internationally, with significant opportunity to leverage Murray & Roberts’ presence and 
reputation in Africa. Expansion into the government infrastructure sector in Australia is also a key focus for this 
division, with a number of near-term opportunities being pursued. 


UNDERGROUND MINING 

R millions                               Africa           Australasia              Americas                Total 
June                           2015        2014       2015       2014       2015       2014       2015      2014 
Revenue                       3 770       3 111        830        699      2 965      2 818      7 565     6 628 
Operating profit                117          57         61         49        233        152        411       258 
Margin (%)                       3%          2%         7%         7%         8%         5%         5%        4% 
Segment assets                1 170       1 060        620        636      1 613      1 415      3 403     3 111 
Segment liabilities           1 064         987        119        127        596        637      1 779     1 751 
People                        5 745       6 157        659        492      1 168      1 037      7 572     7 686 
LTIFR (Fatalities)           2.25(2)     2.18(1)     0.0(0)    0.97(0)    1.67(1)    0.78(0)    2.00(3)   1.90(1)
Order Book                   11 877       6 157      1 812        556      3 158      3 225     16 847     9 938

FINANCIAL PERFORMANCE: The impact of weak commodity prices contributed to the platform’s weaker performance from 
2012 through to 2014. Despite challenging market conditions, mining companies’ ongoing infrastructure replacement 
spend to sustain their operations, contributed to the platform’s robust performance in the year under review. 

Revenues increased to R7,6 billion (2014: R6,6 billion), and operating profit increased by 59% to R411 million 
(June 2014: R258 million). The platform’s overall margin is now within the Group’s target margin range of 5% to 7%. 
The order book also showed strong growth to R16,8 billion (2014: R9,9 billion). 

OPERATIONAL PERFORMANCE: Murray & Roberts Cementation progressed its Africa-strategy through its Kitwe office in 
Zambia, strengthening its presence in the region and providing a springboard into sub-Saharan Africa. In South 
Africa, the challenging Impumulelo Project for Sasol is nearing completion, and the large Venetia Project for De 
Beers is performing to expectation. 

The award of the Booysendal and Kalagadi Manganese contract mining projects substantially improved Murray & Roberts 
Cementation’s order book. Work on the Kalagadi Manganese contract is expected to commence in the second half of 
FY2016. 

Market conditions in Australia remained tough, particularly for large-diameter raise boring work. Positive 
developments included a significant increase in the scope of work at the Freeport project in Indonesia, and the 
awards of the Saracen Minerals Karari mine development and Xstrata’s Lady Loretta shaft sinking projects. 

Cementation USA, reporting a full order book, continued to perform well at Lundin’s Eagle mine and Rio Tinto’s 
Kennecott mine. Despite a soft market, Cementation Canada demonstrated the value of its engineering capability and 
project delivery track record by securing the R1,2 billion Compass Minerals Goderich shaft rehabilitation project. 

OUTLOOK: Continuing demand for infrastructure replacement work on operating mines, which historically represented 
more than 80% of this platform’s work, is being experienced across all regions. There is a large pipeline of 
underground mining projects, including new mine developments, and the platform is well positioned with its global 
footprint and through its established relationships with top-tier mining clients active in all key commodities, to 
benefit from these opportunities as and when the commodity cycle turns. 


POWER & WATER 

R millions                              Power Programme6              Engineering 7               Total 
June                               2015             2014          2015         2014      2015      2014 
Revenue                           3 154            3 685         1 084        1 070     4 238     4 755 
Operating profit/(loss)             189              238          (323)         (94)     (134)      144 
Margin (%)                           6%               6%          (30%)         (9%)      (3%)       3% 
Segment assets                      845            1 130         1 019          571     1 864     1 701 
Segment liabilities                 719            1 111           469          327     1 188     1 438 
People                            4 995            6 097         1 279        1 628     6 274     7 725 
LTIFR (Fatalities)               0.36(0)          0.89(0)       0.40(0)      0.44(0)   0.37(0)    0.8(0)
Order Book                        5 194            5 503           804          657     5 998     6 160

6 Power programme contracts and Genrec power programme contracts. 
7 Includes Electrical & Control Systems, Resources & Industrial, Water and Power & Energy non-power programme 
  projects and Genrec non-power programme contracts. 

FINANCIAL PERFORMANCE: Market conditions and operational requirements resulted in a major restructuring of this 
platform, previously called Energy & Industrial, and was renamed Power & Water. Two businesses, Murray & Roberts 
Resources & Industrial and Murray & Roberts Electrical & Control Systems were merged with Murray & Roberts Power & 
Energy, following poor operational performance and their inability to secure meaningful projects in a subdued 
market. The platform’s market sector focus has been narrowed to predominantly the power and water sectors. 

Revenues decreased to R4,2 billion (June 2014: R4,8 billion), whilst an operating loss of R134 million (June 2014: 
R144 million operating profit) was recorded. Profit from the power and water businesses was eroded by business 
development costs and project losses in the two now restructured businesses, as well as related restructuring costs.
The order book decreased marginally to R6 billion (June 2014: R6,2 billion), of which 87% relates to the power 
programme. 

OPERATIONAL PERFORMANCE: The platform remains dependent on its primary power projects, Medupi and Kusile, where it 
is undertaking boiler erection work for Mitsubishi Hitachi Power South Africa. Work was completed on the re-heater 
and super heater at Kusile boiler 1 and Medupi boiler 5. Medupi boiler 6 successfully synchronised with the national 
grid and is delivering its designed output of 800MW. 

In line with its focus on providing repair, operations and maintenance services to the power market, the platform 
(through its joint venture with WorleyParsons), undertook planned shutdowns and repairs of industrial boilers in 
South Africa, Mozambique, Malawi and Swaziland. The platform successfully completed maintenance shutdowns for 
private power station clients in Southern Africa, and will continue to pursue opportunities directly with Eskom. 

During the year, Murray & Roberts Water successfully completed the front-end engineering and design work for a mine 
water treatment project in Ghana, and provided containerised water filtration units in Kenya. The platform also 
acquired a specialist water treatment company, Aquamarine, to further realise water opportunities on the continent, 
specifically through Aquamarine’s extensive sales network in Africa. 

After having completed the steel fabrication for Medupi and Kusile, Genrec is operating in a market with weak demand 
for heavy structural steel. It is extending its product line to the mining sector and successfully completed repairs 
on truck load bodies and dragline buckets. During the financial year it also secured several small refurbishment 
contracts for the Matimba power station in Limpopo province, which are progressing well. 

OUTLOOK: The Department of Energy’s Baseload Coal IPP Programme was announced in 2015 and presents significant 
opportunity, which will be pursued in partnership with key technology vendors. The platform is also well positioned 
for opportunities in the renewable power sector, such as the Ilanga solar project. Operations and maintenance work 
in the power sector is another focus area holding strong potential. 

Aquamarine’s containerised water treatment systems, which are capacity scalable and highly transportable, are ideal 
for industrial water treatment and will be promoted into African markets. 


INFRASTRUCTURE & BUILDING 

R millions                  Construction Africa               Marine5               Middle East                  Total 
June                          2015         2014      2015        2014         2015         2014         2015      2014 
Revenue                      6 019        5 740         -         496          940          940        6 959     7 176 
Operating profit/(loss)        177         (189)        -         302           28           83          205       196 
Margin (%)                      3%          (3%)        -         61%           3%           9%           3%        3% 
Segment assets               2 866        3 172         -         432        2 669        2 001        5 535     5 605 
Segment liabilities          2 458        2 542         -         198        2 411        1 988        4 869     4 728 
People                       6 547        8 357         -         152        6 552        5 711       13 099    14 220 
LTIFR (Fatalities)          1.18(1)      0.87(2)        -         0(0)      0.06(0)         0(0)      0.58(1)    0.5(2)
Order Book                   4 874        5 881         -         125        2 216        2 073        7 090     8 079

5 With effect 1 July 2014, Marine is reported under the Oil & Gas platform under Global Marine.

FINANCIAL PERFORMANCE: The platform reported a profit for the second consecutive year under continuing difficult 
market conditions. 

Revenues decreased marginally to R7 billion (June 2014: R7,2 billion), while operating profit increased to 
R205 million (June 2014: R196 million). The core construction business, excluding the Bombela Concession Company 
(“BCC”) fair value adjustment, remained profitable. The order book decreased to R7,1 billion (June 2014: 
R8,1 billion), but is of a better quality than in previous years due to an improved margin to risk balance. 

OPERATIONAL PERFORMANCE: In FY2015, Murray & Roberts Buildings completed seven shopping centres throughout 
South Africa and Namibia. Although its financial performance varied across these projects, it has 
established itself in the delivery of shopping centres. 

Murray & Roberts Infrastructure delivered a reasonable performance. The local market is presenting several 
opportunities for roads projects, although there is limited demand for major civil works, given the low 
volume of both public and private sector investment in civil construction. The business is participating 
in renewable energy projects and has been awarded the civil subcontract work on three new wind farms, 
which have recently achieved financial close. 

Concor Opencast Mining has delivered an acceptable operational performance, but is faced with a 
constrained market environment with a scarcity of new prospects. 

Murray & Roberts Middle East’s Tech 4 Building project in Qatar, involving the design and construction of 
Phase 2 of the technology and workshop facility campus, is progressing well and a new hotel project was 
secured in Oman. The Mafraq hospital project in Abu Dhabi, has been particularly challenging. 

During the year, the platform cautiously re-entered the residential property market with two developments 
in progress. 

OUTLOOK: The platform is largely dependent on opportunities in South Africa, and meaningful growth is 
subject to increased government and private sector investment. 

To mitigate against the risk of low margins and a soft construction market, the platform will pursue 
select opportunities in the upstream and downstream segments of the project value chain. This will be 
achieved through participation in select property development opportunities and projects outside South 
Africa. 


DISPOSAL OF NON-CORE ASSETS 

                                                Steel   Clough Marine
                                          Reinforcing      Services &      Properties     Construction 
R millions                      Tolcon       Products      Properties              SA        Products8            Total 
June                      2015    2014     2015  2014     2015   2014     2015   2014     2015    2014      2015   2014 
Revenue                     89     414        2   113        3     12        -      2       (6)  1 484        88  2 025 
Operating profit/(loss)     18      50       14    47       (4)   (45)       -      6       (9)    522        19    580 

8 Includes Hall Longmore and UCW.


HEALTH AND SAFETY

The safety of its employees is of specific importance to the Group. Good safety performance is not only a moral 
obligation, but it positions the Group as a contractor of choice. 

The board of Murray & Roberts (“Board”) deeply regrets the death of four (June 2014: 4) employees (three employees 
and one subcontractor) who sustained fatal injuries whilst on duty. The Group’s lost time injury frequency rate 
(“LTIFR”) was maintained at an industry-leading level of 0.79 (June 2014: 0.80). 

During the new financial year, the Group will be implementing a Major Accident Prevention programme in order to 
mitigate fatal risks in its operations.


UPDATE ON THE GROUP’S MAJOR CLAIMS PROCESSES

IN FAVOUR OF THE GROUP:

Gorgon Pioneer Materials Offloading Facility (“GPMOF”) – The claim process has been closed out and the final payment 
was received in October 2014. The certificate for final completion is being issued and the guarantees have been 
returned. 

Gautrain Sandton Cavern Claim – This claim, on its merits, was ruled in favour of the Bombela Civil Joint Venture 
(“BCJV”) in October 2013. The quantum award is expected during September 2015. 

AGAINST THE GROUP:

Gautrain Water Ingress Dispute – In November 2013, in the dispute between Gauteng Province and BCC, the arbitration 
panel ruled in favour of Gauteng Province. The Company raised a provision of about R300 million in the prior 
financial year for its share of potential construction costs to be incurred by the BCJV (Murray & Roberts 
shareholding of 45%). The extent of any other potential financial impact, if any, related to the matter is yet to be 
determined. Various matters between the parties, relating to the arbitration award, remain unresolved and will be 
heard in court. Consequently, the timing of any future work is uncertain. 

IN ARBITRATION:

Gautrain Delay & Disruption Claim – The legal process in this multi-billion rand claim is progressing. Due to the 
complexity of this arbitration, the initial arbitration hearings were focussed on addressing the legal 
interpretation of various clauses in the Gautrain concession agreement. 

The Group reported on 8 July 2015 that the first two arbitration rulings (the right to proceed with a claim for 
additional costs incurred on two cantilever bridges and to an extension of time and compensation due to late handover 
of land) were largely in favour of the BCC. The legal bases of these claims have now firmly been established. It is 
important to note that the merit and quantum hearings will only be heard as from the first quarter of calendar year 2016 
with financial conclusion only likely the following year. Any award will attract interest dating from 2009 to the 
date of award.

Dubai International Airport – The arbitration process for the Dubai International Airport claim is ongoing. A 
process of amicable engagement with the Dubai government is running in parallel with the legal proceedings. The 
claim is expected to be resolved during the 2016 calendar year.  


DIVIDEND DECLARATION 

The Board has considered and approved a new dividend policy. The dividend payment is subject to an annual review as 
distributions may be influenced by global market conditions, possible merger and acquisition activity and/or 
relative balance sheet strength. In terms of this policy the Board will consider paying an annual dividend, of 
between three and four times earnings cover. 

The Board has declared a gross annual dividend of 50 cents per ordinary share in respect of the year ended 
30 June 2015 and will be subject to the dividend tax rate of 15%, which will result in a net dividend of 42,5 cents 
per share to those shareholders who are not exempt from paying dividend tax. 

The dividend has been declared from income reserves. 

In terms of the Dividends Tax effective 1 April 2012, the following additional information is disclosed: 

-  The number of shares in issue at the date of this declaration is 444 736 118 and the Company’s tax reference 
   number is 9000203712. 

EVENT                                                DATE 
Last day to trade (cum-dividend)                     Friday, 2 October 2015 
Shares to commence trading (ex-dividend)             Monday, 5 October 2015 
Record date (date shareholders recorded in books)    Friday, 9 October 2015 
Payment date                                         Monday, 12 October 2015 

No share certificates may be dematerialised between Monday, 5 October 2015 and Friday, 9 October 2015, both dates 
inclusive. 

On Monday, 12 October 2015, the dividend will be electronically transferred to the bank accounts of all certificated 
shareholders where this facility is available. No dividend cheques will be paid to shareholders who have not 
provided their banking details to the transfer secretaries: Link Market Services. Accordingly, the cash dividend 
will remain unpaid until such time as the shareholder has provided their relevant banking details to the transfer 
secretary, to receive the cash dividend by electronic funds transfer. No interest will be paid for unpaid dividends. 


CHANGES TO THE BOARD 

The Group has been fortunate to attract some exceptional independent non-executive directors to our Board. 
Ralph Havenstein was appointed to the Board on 1 August 2014, as chairman of the health, safety & environment 
committee and is a member of the social & ethics committee. Suresh Kana, was appointed to the Board on 1 July 2015 
and is a member of the audit & sustainability, remuneration & human resources and risk management committees. 
Xolani Mkhwanazi, joined the Board on 1 August 2015 and is a member of the risk management and health, safety & 
environment committees.

Michael McMahon stepped down from the health, safety & environment and the remuneration & human resources committees 
during the year, but continues to serve as chairman of the risk management committee and is a member of the nomination
 and audit & sustainability committees.

Bill Nairn retired from the Board with effect from 1 January 2015. The Board thanks Mr. Nairn for his 
contribution to the Company over the last five years and wishes him well.  


PROSPECTS STATEMENT

The Group expects a more challenging FY2016 and the declining order book over the past two years reflects the 
reality of a subdued global economy and weak demand for commodities, coupled with low investment in fixed capital 
formation in South Africa. Consequently, earnings for FY2016 will come under pressure. 

The natural resources market sectors are cyclical and despite more difficult trading conditions expected in the 
financial year ahead, the Group is well placed to realise its vision for 2020. 

Our balance sheet strength will enable us to extend the success of our bolt-on acquisition strategy, as we grow our 
capability to provide services in all segments of the project value chain. 

The information on which this prospects statement is based has not been reviewed and reported on by the Group’s 
external auditors. 


Mahlape Sello                   Henry Laas                     Cobus Bester
Chairman of the Board           Group Chief Executive          Group Financial Director


BEDFORDVIEW
26 AUGUST 2015

# The operating performance information disclosed has been extracted from the Group’s operational reporting systems. 
  The Corporate & Properties segment is excluded from the operational analysis. Unless otherwise noted, all 
  comparisons are to the Group’s performance as at and for the year ended 30 June 2014. 


SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL PERFORMANCE 
FOR THE YEAR ENDED 30 JUNE 2015 

                                                                          Audited          Audited 
                                                                           Annual           Annual 
                                                                          30 June          30 June 
R millions                                                                   2015             2014 
Continuing operations                                                                              
Revenue                                                                    30 568           36 039 
Profit before interest, depreciation and amortisation                       1 742            2 241 
Depreciation                                                                 (575)            (685)
Amortisation of intangible assets                                             (42)             (23)
Profit before interest and taxation (note 2)                                1 125            1 533 
Net interest expense                                                          (72)             (58)
Profit before taxation                                                      1 053            1 475 
Taxation                                                                     (194)            (499)
Profit after taxation                                                         859              976 
Income from equity accounted investments                                        3                1 
Profit from continuing operations                                             862              977 
Profit from discontinued operations (note 3)                                   32              423 
Profit for the year                                                           894            1 400 
Attributable to: 
- Owners of Murray & Roberts Holdings Limited                                 881            1 261 
- Non-controlling interests                                                    13              139 
                                                                              894            1 400 
Earnings per share from continuing and discontinued 
operations (cents)
- Diluted                                                                     213              305 
- Basic                                                                       218              310 
Earnings per share from continuing operations (cents)
- Diluted                                                                     208              203 
- Basic                                                                       213              206 
Net asset value per share (Rands)                                              15               13 
Dividends per share (cents)                                                    50               50 
Supplementary statement of financial performance information
Number of ordinary shares in issue ('000)                                 444 736          444 736 
Reconciliation of weighted average number of shares in issue ('000)
Weighted average number of ordinary shares in issue                       444 736          444 736 
Less: Weighted average number of shares held by 
      The Murray & Roberts Trust                                              (30)            (331)
Less: Weighted average number of shares held by 
      the Letsema BBBEE trusts                                            (31 731)         (31 770)
Less: Weighted average number of shares held by 
      the subsidiary companies                                             (9 594)          (6 167)
Weighted average number of shares used for basic per share 
calculation                                                               403 381          406 468 
Add: Dilutive adjustment                                                   10 022            7 592 
Weighted average number of shares used for diluted per 
share calculation                                                         413 403          414 060 
Headline earnings per share from continuing and 
discontinued operations (cents) (note 4)
- Diluted                                                                     207              217 
- Basic                                                                       212              221 
Headline earnings per share from continuing operations 
(cents) (note 4)  
- Diluted                                                                     201              205 
- Basic                                                                       206              208 


SUMMARISED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 
FOR THE YEAR ENDED 30 JUNE 2015 

                                                                          Audited          Audited 
                                                                           Annual           Annual 
                                                                          30 June          30 June 
R millions                                                                   2015             2014 
Profit for the year                                                           894            1 400 
Items that will not be reclassified subsequently to profit 
or loss:
Effects of remeasurements on retirement benefit obligations                   (10)              (4)
Other movements                                                                 -                3 
Items that may be reclassified subsequently to profit or loss: 
Effects of cash flow hedges                                                    (1)              (1)
Taxation related to effects of cash flow hedges                                 1                - 
Reclassification adjustment relating to cash flow hedges 
transferred to profit or loss                                                   3                - 
Exchange differences on translating foreign operations                          3              165 
Reclassification adjustment relating to available-for-sale 
financial assets disposed of during the year                                    2                - 
Total comprehensive income for the year                                       892            1 563 
Attributable to:
- Owners of Murray & Roberts Holdings Limited                                 879            1 357 
- Non-controlling interests                                                    13              206 
                                                                              892            1 563 


SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION 
AT 30 JUNE 2015 

                                                                          Audited          Audited 
                                                                           Annual           Annual 
                                                                          30 June          30 June 
R millions                                                                   2015             2014 
ASSETS 
Non-current assets                                                          7 643            7 323 
Property, plant and equipment                                               3 021            3 248 
Investment properties                                                          18                - 
Goodwill                                                                      636              486 
Deferred taxation assets                                                      596              427 
Investments in associate companies                                             28               24 
Investment in joint venture                                                    46                - 
Amounts due from contract customers (note 5)                                2 259            2 088 
Other non-current assets                                                    1 039            1 050 
Current assets                                                             11 076           12 082 
Inventories                                                                   261              326 
Trade and other receivables                                                 1 657            1 766 
Amounts due from contract customers (note 5)                                6 204            5 684 
Current taxation assets                                                        63                5 
Cash and cash equivalents                                                   2 891            4 301 
Assets classified as held-for-sale                                             84              406 
TOTAL ASSETS                                                               18 803           19 811 
EQUITY AND LIABILITIES 
Total equity                                                                6 523            5 932 
Attributable to owners of Murray & Roberts Holdings Limited                 6 498            5 905 
Non-controlling interests                                                      25               27 
Non-current liabilities                                                     2 526            1 908 
Long term liabilities9                                                      1 141              455 
Long term provisions                                                          264              324 
Deferred taxation liabilities                                                 133              142 
Other non-current liabilities                                                 988              987 
Current liabilities                                                         9 750           11 872 
Amounts due to contract customers (note 5)                                  2 121            2 326 
Accounts and other payables                                                 7 189            7 392 
Current taxation liabilities                                                  103               90 
Bank overdrafts9                                                               44               24 
Short term loans9                                                             293            2 040 
Liabilities directly associated with assets classified as 
held-for-sale                                                                   4               99 
TOTAL EQUITY AND LIABILITIES                                               18 803           19 811 

9 Interest bearing borrowings.  


SUMMARISED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 
FOR THE YEAR ENDED 30 JUNE 2015 

                                                                                          Attributable 
                                                                                          to owners of
                                                                                      Murray & Roberts         Non-
                                                     Stated       Other     Retained          Holdings  controlling
R millions                                          capital    reserves     earnings           Limited    interests      Total 
Balance at 30 June 2013 (Audited)                     2 714         764        3 563             7 041        1 657      8 698 
Total comprehensive income for the year                  -           96        1 261             1 357          206      1 563 
Treasury shares acquired (net)                         (21)           -            -               (21)           -        (21)
Issue of shares to non-controlling interests             -            -            -                 -            6          6 
Recognition of share-based payment                       -          101            -               101            -        101 
Disposal of businesses                                   -           (1)           -                (1)         (24)       (25)
Transfer to retained earnings                            -          (56)          56                 -            -          - 
Transfer to non-controlling interests                    -           (3)           -                (3)           3          - 
Dividend paid as part of non-controlling 
interests acquisition10                                  -            -            -                 -         (394)      (394)
Acquisition of existing non-controlling 
interests11                                              -          508       (3 065)           (2 557)      (1 424)    (3 981)
Dividends declared and paid12                            -            -          (12)              (12)          (3)       (15)
Balance at 30 June 2014 (Audited)                    2 693        1 409        1 803             5 905           27      5 932 
Total comprehensive income for the year                  -           (2)         881               879           13        892 
Treasury shares acquired (net)                        (107)          -             -              (107)           -       (107)
Recognition of share-based payment                       -           48            -                48            -         48 
Transfer to retained earnings                            -         (110)         110                 -            -          - 
Utilisation of share-based payment reserve               -           (2)           -                (2)           -         (2)
Dividends declared and paid12                            -            -          (18)              (18)         (15)       (33)
Dividends declared and paid to owners of 
Murray & Roberts Holdings Limited                        -            -         (207)             (207)           -       (207)
Balance at 30 June 2015 (Audited)                    2 586        1 343        2 569             6 498           25      6 523 

10 The dividends paid to non-controlling interests represent the special dividend paid by Clough as part of the 
   agreement for the acquisition of the Clough non-controlling interests. 
11 Relates to the acquisition of the non-controlling interests in Clough, effective on 11 December 2013. 
12 Dividends relate to distributions made by entities that hold treasury shares. 


SUMMARISED CONSOLIDATED STATEMENT OF CASH FLOWS 
FOR THE YEAR ENDED 30 JUNE 2015 

                                                                  Audited       Audited 
                                                                   Annual        Annual 
                                                                  30 June       30 June 
R millions                                                           2015          2014 
Cash generated from operations                                      1 065         1 776 
Interest received                                                      85           169 
Interest paid                                                        (157)         (220)
Taxation paid                                                        (408)         (794)
Operating cash flow                                                   585           931 
Dividends paid to owners of Murray & Roberts Holdings 
Limited                                                              (225)          (12)
Dividends paid to non-controlling interests                           (15)           (3)
Cash flow from operating activities                                   345           916 
Acquisition of businesses                                            (162)            - 
Dividends received from joint ventures classified as 
held-for-sale                                                          35             - 
Dividends received from associate companies                             -            11 
Investment in joint venture                                           (46)            - 
Purchase of intangible assets other than goodwill                    (125)          (82)
Purchase of property, plant and equipment by discontinued 
operations                                                              -           (24)
Purchase of property, plant and equipment                            (425)         (961)
- Replacements                                                       (135)         (290)
- Additions                                                          (290)         (671)
Proceeds on disposal of property, plant and equipment                  76           152 
Proceeds on disposal of businesses (note 8)                           122         1 345 
Proceeds on disposal of assets held-for-sale                           64            58 
Cash related to acquisition/(disposal) of businesses                   18           (16)
Cash related to assets held-for-sale                                   (3)           28 
Proceeds from realisation of investment                               132           146 
Other (net)                                                            (2)           (3)
Cash flow from investing activities                                  (316)          654 
Net (decrease)/increase in borrowings                              (1 197)        1 284 
Treasury shares acquired (net)                                       (107)          (21)
Proceeds on share issue to non-controlling interests                    -             6 
Acquisition of Clough non-controlling interests                         -        (4 395)
Cash flow from financing activities                                (1 304)       (3 126)
Net decrease in cash and cash equivalents                          (1 275)       (1 556)
Net cash and cash equivalents at beginning of year                  4 277         5 386 
Effect of foreign exchange rates                                     (155)          447 
Net cash and cash equivalents at end of year                        2 847         4 277 
Net cash and cash equivalents comprises of:                                             
Cash and cash equivalents                                           2 891         4 301 
Bank overdrafts                                                       (44)          (24)
Net cash and cash equivalents at end of year                        2 847         4 277 


SUMMARISED CONSOLIDATED SEGMENTAL ANALYSIS 
FOR THE YEAR ENDED 30 JUNE 2015 

                                                                  Audited       Audited 
                                                                   Annual        Annual 
                                                                  30 June       30 June 
R millions                                                           2015          2014 
Revenue13  
Infrastructure & Building14                                         6 959         7 176 
Power & Water                                                       4 238         4 755 
Underground Mining                                                  7 565         6 628 
Oil & Gas14                                                        11 806        17 480 
Continuing operations                                              30 568        36 039 
Discontinued operations                                                88         2 025 
                                                                   30 656        38 064 
Continuing operations  
Profit before interest and taxation15  
Infrastructure & Building14                                           205           196 
Power & Water                                                        (134)          144 
Underground Mining                                                    411           258 
Oil & Gas14                                                           838         1 026 
Corporate & Properties                                               (195)          (91)
Profit before interest and taxation                                 1 125         1 533 
Net interest expense                                                  (72)          (58)
Profit before taxation                                              1 053         1 475 
Discontinued operations 
Profit before interest and taxation15                                  19           580 
Net interest income                                                     -             7 
Profit before taxation                                                 19           587 

13 Revenue is disclosed net of inter-segmental revenue. Inter-segmental revenue for the Group is R168 million 
  (2014: R69 million). 
14 With effect 1 July 2014, Marine is reported under the Oil & Gas platform under Global Marine. In prior periods 
   Marine's revenue, EBIT, segmental assets and liabilities were included in the Infrastructure & Building platform. 
15 The chief operating decision maker utilises profit/(loss) before interest and taxation in the assessment of a 
   segment's performance. 


SEGMENTAL ASSETS 
AT 30 JUNE 2015 

                                                                  Audited       Audited 
                                                                   Annual        Annual 
                                                                  30 June       30 June 
R millions                                                           2015          2014 
Infrastructure & Building14                                         5 535         5 605 
Power & Water                                                       1 864         1 701 
Construction Products Africa                                           60           249 
Underground Mining                                                  3 403         3 111 
Oil & Gas14                                                         3 675         3 710 
Corporate & Properties                                                716           702 
                                                                   15 253        15 078 
Reconciliation of segmental assets
Total assets                                                       18 803        19 811 
Deferred taxation assets                                             (596)         (427)
Current taxation assets                                               (63)           (5)
Cash and cash equivalents                                          (2 891)       (4 301)
                                                                   15 253        15 078 


SEGMENTAL LIABILITIES 
AT 30 JUNE 2015
                                                                  Audited       Audited 
                                                                   Annual        Annual 
                                                                  30 June       30 June 
R millions                                                           2015          2014 
Infrastructure & Building14                                         4 869         4 728 
Power & Water                                                       1 188         1 438 
Construction Products Africa                                           26            82 
Underground Mining                                                  1 779         1 751 
Oil & Gas14                                                         2 808         3 649 
Corporate & Properties                                              1 330         1 975 
                                                                   12 000        13 623 
Reconciliation of segmental liabilities 
Total liabilities                                                  12 280        13 879 
Deferred taxation liabilities                                        (133)         (142)
Current taxation liabilities                                         (103)          (90)
Bank overdrafts                                                       (44)          (24)
                                                                   12 000        13 623 

14 With effect 1 July 2014, Marine is reported under the Oil & Gas platform under Global Marine. In prior periods 
   Marine's revenue, EBIT, segmental assets and liabilities were included in the Infrastructure & Building platform. 


NOTES

1. Basis of preparation

The Group operates in the mining, engineering and construction environment and as a result the revenue
is not seasonal in nature but is influenced by the nature of the contracts that are currently in progress.
Refer to commentary for a more detailed report on the performance of the different operating platforms
within the Group.

The provisional summarised consolidated financial statements for the year ended 30 June 2015 have been
prepared in compliance with the Listings Requirements of the JSE Limited, the framework concepts and
the measurement and recognition requirements of International Financial Reporting Standards (“IFRS”), the
minimum requirements of the International Accounting Standards (“IAS”) 34, Interim Financial Reporting,
SAICA Financial Reporting Guidelines as issued by the Accounting Practices Committee and the Financial
Pronouncements as issued by the Financial Reporting Standards Council and the Companies Act, No.
71 of 2008 (“Act”). These summarised consolidated financial statements were compiled under the supervision of
Mr AJ Bester (CA)SA, Group financial director and have been audited in terms of Section 29(1) of the
Act.

The accounting policies used in the preparation of these results are in accordance with IFRS and are
consistent in all material respects with those used in the audited consolidated financial statements
for the year ended 30 June 2014. There have been no new or revised Standards and Interpretations
applied in the current financial year.

The external auditors, Deloitte & Touche, have issued their opinion on the Group’s consolidated
financial statements for the year ended 30 June 2015. The audit was conducted in accordance with
International Standards on Auditing. The auditor responsible for the audit is AJ Zoghby. They have
issued an unmodified audit opinion on the consolidated financial statements and provisional summarised
consolidated financial statements. These provisional summarised consolidated financial statements
have been derived and are consistent in all material respects with the Group’s consolidated financial
statements. A copy of their audit reports on the consolidated financial statements and the summarised
consolidated financial statements are available for inspection at the Company’s registered office. Any
reference to future financial performance included in this announcement has not been audited and
reported on by the Group’s external auditors. The auditor’s report does not necessarily report on all of the
information contained in this announcement. 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 that report
together with the accompanying financial information from the issuer’s registered office.

2. Profit before interest and taxation 

                                                                   30 June                         30 June 
R millions                                                            2015                            2014 
Items by nature                                                                                            
Cost of sales                                                      (27 559)                        (32 383)
Distribution and marketing expenses                                    (11)                            (16)
Administration expenses                                             (2 578)                         (2 678)
Other operating income                                                 705                             571 
                                                                   (29 443)                        (34 506)

3. Profit from discontinued operations

The Group disposed of the majority of it’s Tolcon businesses’ assets and liabilities, effective 31 August
2014 for a gross consideration of R186 million (R132 million net of working capital adjustment, transaction
costs and other adjustments). Of the total consideration, R112 million was received on the effective date
and R20 million was deferred; and is receivable within 24 months from closing date. Earlier payment of the
deferred consideration is subject to certain contractual conditions. To date R10 million of the deferred
consideration has been received in payments of R5 million each during November 2014 and January
2015 respectively. R10 million of the deferred consideration is still payable within 24 months from closing
date; the timing of which is dependent on the meeting of certain contractual obligations.

The disposal excludes the Group’s investment in Bombela Concession Company Proprietary Limited
and 23,9% investment in Bombela Operating Company Proprietary Limited.

The agreements for the disposal of the remaining Tolcon businesses, comprising of Cape Point
Partnership, Entilini Operations Proprietary Limited and the investment in Entilini Concession Proprietary
Limited, are only subject to final conditions precedent.

3.1 Profit from discontinued operations

                                                                   30 June                         30 June 
R millions                                                            2015                            2014 
Revenue                                                                 88                           2 025 
Profit before interest, depreciation and amortisation                   19                             588 
Depreciation and amortisation                                            -                              (8)
Profit before interest and taxation (note 3.2)                          19                             580 
Net interest income                                                      -                               7 
Profit before taxation                                                  19                             587 
Taxation credit/(expense)                                               12                            (165)
Profit after taxation                                                   31                             422 
Income from equity accounted investments                                 1                               1 
Profit from discontinued operations                                     32                             423 
Attributable to:
- Owners of Murray & Roberts Holdings Limited                           22                             422 
- Non-controlling interests                                             10                               1 
                                                                        32                             423 

3.2 Profit before interest and taxation 

Profit before interest and taxation includes the following 
significant items: 
Profit on disposal of businesses (net of transaction and 
other costs)                                                            11                             539 
Other impairments                                                        -                             (34)
                                                                        11                             505 

3.3 Cash flows from discontinued operations include the following:

Cash flow from operating activities                                     87                            (201)
Cash flow from investing activities                                    225                           1 348 
Cash flow from financing activities                                     66                              21 
Net increase in cash and cash equivalents                              378                           1 168 

4. Reconciliation of headline earnings 

                                                                   30 June                         30 June 
R millions                                                            2015                            2014 
Profit attributable to owners of 
Murray & Roberts Holdings Limited                                      881                           1 261 
Profit on disposal of businesses (net)                                 (11)                           (539)
Profit on disposal of property, plant and equipment (net)              (36)                            (10)
Loss on sale of intangible assets                                        -                               3 
Impairment of assets (net)                                              11                              20 
Fair value adjustments and net profit on disposal of assets 
held-for-sale                                                            7                              73 
Realisation of foreign currency translation reserve                      -                             (41)
Loss on sale of other investments                                        2                               - 
Fair value adjustment on investment properties                         (17)                              - 
Other (net)                                                              1                               1 
Non-controlling interests effects on adjustments                         7                              (3)
Taxation effects on adjustments                                         11                             135 
Headline earnings                                                      856                             900 
Adjustments for discontinued operations:
Profit from discontinued operations                                    (32)                           (423)
Non-controlling interests                                               10                               1 
Profit on disposal of businesses (net)                                  11                             539 
Fair value adjustments and net loss on disposal of assets 
held-for-sale                                                           (7)                            (73)
Realisation of foreign currency translation reserve                      -                              41 
Non-controlling interests effects on adjustments                        (7)                              1 
Taxation effects on adjustments                                         (1)                           (139)
Headline earnings from continuing operations                           830                             847 

5. Contracts-in-progress and contract receivables

                                                                   30 June                         30 June 
R millions                                                            2015                            2014 
Contracts-in-progress (cost incurred plus recognised 
profits, less recognised losses)                                     2 793                           2 691 
Uncertified claims and variations (recognised in terms of 
IAS 11: Construction Contracts)                                      2 158                           1 550 
Amounts receivable on contracts (net of impairment 
provisions)                                                          3 224                           3 286 
Retentions receivable (net of impairment provisions)                   288                             245 
                                                                     8 463                           7 772 
Amounts received in excess of work completed                        (2 121)                         (2 326)
                                                                     6 342                           5 446 
Disclosed as:
Amounts due from contract customers - non-current16                  2 259                           2 088 
Amounts due from contract customers - current                        6 204                           5 684 
Amounts due to contract customers - current                         (2 121)                         (2 326)
                                                                     6 342                           5 446 

16 The non-current amounts are considered by management to be recoverable. 

6. Financial instruments

The Group's financial instruments consist mainly of deposits with banks, local money market instruments, short term 
investments, derivatives, accounts receivable and payable and interest bearing borrowings.

                                                                               30 June                   30 June 
R millions                                                                        2015                      2014 
Categories of financial instruments 
Financial assets
Financial assets designated as fair value through profit or loss (level 3)         709                       669 
Loans and receivables                                                            7 880                     9 607 
Available-for-sale financial assets carried at fair value (level 1)                  -                         1 
Financial liabilities  
Loans and payables                                                               9 179                    10 413 
Derivative financial instruments (level 2)17                                         3                         4 

17 The derivative financial instruments’ value has been determined by using forward looking market rates until 
   the realisation date of the relevant instruments obtained from the relevant financial institutions.

6.1 Financial assets designated as fair value through profit or loss 

Investment in infrastructure service concession (level 3)18   
At the beginning of the year                                                       669                       581 
Realisation of investment                                                         (132)                     (146)
Fair value adjustment recognised in the statement of financial performance         172                       234 
                                                                                   709                       669 

18 The fair value of the Bombela Concession Company Proprietary Limited is calculated using discounted cash flow
   models and a market discount rate of 18,5% (2014: 19,5%). The discounted cash flow models are based on forecast
   patronage, operating costs, inflation and other economical fundamentals, taking into consideration the operating conditions
   experienced in the current financial year. The future profits from the concession is governed by a contractual agreement
   and is principally based on inflationary increases in the patronage revenue and operating costs of the current financial year.
   Revenue based on patronage is underpinned by the Gauteng Province. The Patronage Guarantee is the difference between
   the Minimum Required Total Revenue (“MRTR”) and the Actual Total Revenue (“ATR”) in each month. A decrease of 1%
   in the discount rate would result in an increase in the value of the concession investment of approximately R33,8 million
   (2014: R35 million).

7. Contingent liabilities

Contingent liabilities relate to disputes, claims and legal proceedings in the ordinary course of business.
The Group does not account for any potential contingent liabilities where a back-to-back arrangement
exists with clients or subcontractors, and there is a legal right to offset.

                                                                               30 June                   30 June 
R millions                                                                        2015                      2014 
Operating lease commitments                                                      1 640                     1 799 
Contingent liabilities                                                           1 650                     1 508 
Financial institution guarantees                                                 8 018                     9 805 

Gautrain Water Ingress Dispute

During November 2013, in the dispute between Gauteng Province and Bombela Concession Company
(“BCC”), the arbitration panel ruled in favour of Gauteng Province. The Company raised a provision of about
R300 million in the prior financial year for its share of potential construction costs to be
incurred by the Bombela Civils Joint Venture (“BCJV”) (Murray & Roberts shareholding of 45%). The
extent of any other potential financial impact, if any, related to the matter cannot be determined. Various
matters between the parties, relating to the arbitration award, remain unresolved and will be heard in court. 
The timing of any future work is uncertain.

8. Business disposals/acquisitions

The Group disposed of the majority of it’s Tolcon businesses’ assets and liabilities effective on
31 August 2014 for a gross consideration of R186 million (R132 million net of working capital adjustments,
transaction costs and other adjustments). Refer to note 3 for additional information.

Murray & Roberts completed the acquisition of 100% of the shares of CH-IV International LLC (“CH-IV”) on
6 August 2014, a boutique engineering company based in the United States of America for a
consideration of R57 million. The fair value of the net assets acquired at the date of acquisition was
R34 million. The goodwill of R23 million is attributable mainly to the expertise of the CH-IV workforce
and accessibility to the contracts in the United States of America engineering market. The goodwill is
expected to be deductible for tax purposes.

Murray & Roberts completed the acquisition of 100% of the shares of BWA (Holdings) Limited (“Booth
Welsh”) on 4 September 2014, a privately owned engineering services company based in Ayrshire,
Scotland for a consideration of R79 million. The fair value of the net liabilities acquired at the date of
acquisition was R17 million. The goodwill of R96 million is attributable mainly to the expertise of the
Booth Welsh workforce and accessibility to the contracts in the European engineering market. None of
the goodwill is expected to be deductible for tax purposes.

Murray & Roberts completed the acquisition of the assets, liabilities and business of Aquamarine Water
Treatment (“Aquamarine”) on 1 October 2014, a company that designs, manufactures and installs water
treatment solutions, and offers a complete customised solution, including support for and maintenance
of its installations for a consideration of R28 million. Of the total consideration, R26 million was paid on
the effective date and payment of the remaining R2 million is contingent on certain contractual obligations
being satisfied. Should the contractual obligations be satisfied, R1 million is payable during October
2016 and the remaining R1 million is payable during October 2017. The fair value of the net liabilities
acquired at the date of acquisition was R1 million. The goodwill of R29 million is attributable mainly to
the expertise of Aquamarine’s key management personnel and the synergies expected to be achieved
from integrating the company into the Group’s water business. None of the goodwill is expected to be
deductible for tax purposes.

                                                                     CH-IV               Booth Welsh                Aquamarine 
The carrying value and fair value of net assets/(liabilities)
acquired at the date of acquisition:                                                                                           
Property, plant and equipment                                            1                         4                         - 
Other intangible assets                                                  4                        11                         - 
Deferred taxation asset                                                 12                         2                         - 
Amounts due from contract customers                                     10                        71                         3 
Trade and other receivables                                              1                        26                         1 
Cash and cash equivalents                                               14                         4                         - 
Trade and other payables                                                (5)                      (33)                       (5)
Short term loans                                                         -                       (94)                        - 
Current taxation liability                                               -                        (4)                        - 
Subcontractor liabilities                                               (3)                       (4)                        - 
Fair value of net assets/(liabilities) acquired                         34                       (17)                       (1)
Goodwill                                                                23                        96                        29 
Consideration paid                                                      57                        79                        28 
Consideration paid in cash and cash equivalents                         57                        79                        26 
Contingent consideration                                                 -                         -                         2 
Less: Cash and cash equivalent balances acquired                       (14)                       (4)                        - 
                                                                        43                        75                        28 

Impact of acquisitions on the results of the Group

The profit for the year includes an amount of R23 million (CH-IV: R9 million, Booth Welsh: R12 million and
Aquamarine: R2 million) that relates to the businesses acquired during the year. The revenue includes
R390 million (CH-IV: R93 million, Booth Welsh: R272 million and Aquamarine: R25 million) in respect of
the businesses acquired during the year.

The effect on revenue of the Group from continuing operations would have been R470 million (CH-IV:
R98 million, Booth Welsh: R342 million and Aquamarine: R30 million) if the businesses had been acquired on
1 July 2014, and the profit for the year from continuing operations would have been R27 million (CH-IV:
R10 million, Booth Welsh: R15 million and Aquamarine: R2 million).

9. Goodwill   

                                                                               30 June                   30 June 
R millions                                                                        2015                      2014 
At the beginning of the year                                                       486                       488 
Additions through business combinations                                            148                         - 
Transfers to assets classified as held-for-sale                                      -                        (7)
Foreign exchange movements                                                           4                         5 
Impairment                                                                          (2)                        - 
                                                                                   636                       486 

10. Dividend

In terms of the dividend policy the Board declared a gross dividend of 50 cents per share on
26 August 2015 for the year ended 30 June 2015. The dividends will be declared out of income
reserves. The dividend will be subject to dividend tax. The local dividends tax rate is 15% for South
African shareholders, except where shareholders are exempt for tax purposes. The gross dividend will be
50 cents and dividend net of dividend tax will be 42,5 cents. The Group’s income tax reference number
is 9000203712.

11. Related party transactions

There have been no significant changes to the nature of related party transactions since 30 June 2014.

12. Events after reporting date

The directors are not aware of any matter or circumstance arising after the period ended 30 June 2015,
not otherwise dealt with in the Group’s annual consolidated financial statements, which significantly
affects the financial position at 30 June 2015 or the results of its operations or cash flows for the period
then ended.

REGISTERED OFFICE:
Douglas Roberts Centre
22 Skeen Boulevard
Bedfordview 2007

PO Box 1000
Bedfordview
2008

REGISTRAR:
Link Market Services South Africa Proprietary Limited
13th Floor Rennie House
19 Ameshoff Street
Braamfontein 2001

PO Box 4844
Johannesburg
2000

SPONSOR:
Deutsche Securities (SA) Proprietary Limited

DIRECTORS:
M Sello* (Chairman)
HJ Laas (Managing & Chief Executive)
DD Barber*
AJ Bester
R Havenstein*
S Kana*
NB Langa-Royds*
JM McMahon1*
X Mkhwanazi*
RT Vice*
¹British *Independent non-executive

Secretary: L Kok


WEBSITE: WWW.MURROB.COM
MOBISITE: HTTP://MURROB.MOBI
E-MAIL: CLIENTSERVICE@MURROB.COM

Disclaimer: This announcement includes certain various “forward-looking statements” within the meaning of Section 27A of the 
US Securities Act 10 1933 and Section 21 E of the Securities Exchange Act of 1934 that reflect the current views or expectations 
of the Board with respect to future events and financial and operational performance. All statements other than statements of 
historical fact are, or may be deemed to be, forward-looking statements, including, without limitation, those concerning: the 
Group’s strategy; the economic outlook for the industry; and the Group’s liquidity and capital resources and expenditure. These 
forward-looking statements speak only as of the date of this announcement and are not based on historical facts, but rather 
reflect the Group’s current expectations concerning future results and events and generally may be identified by the use of 
forward-looking words or phrases such as “believe”, “expect”, “anticipate”, “intend”, “should”, “planned”, “may”, “potential” or 
similar words and phrases. The Group undertakes no obligation to update publicly or release any revisions to these forward looking 
statements to reflect events or circumstances after the date of this announcement or to reflect the occurrence of any unexpected 
events. Neither the content of the Group’s website, nor any website accessible by hyperlinks on the Group’s website is 
incorporated in, or forms part of, this announcement.


26 August 2015



Date: 26/08/2015 04:06:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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