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Finalisation of Annual Report, restatement of segmental information and notice of AGM
VISUAL INTERNATIONAL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2006/030975/06)
(“the Company” or “Visual”)
ISIN Code: ZAE000187407 Share code: VIS
FINALISATION OF ANNUAL REPORT, RESTATEMENT OF SEGMENTAL INFORMATION AND NOTICE OF ANNUAL GENERAL MEETING
Finalisation of Annual Report and restatement of previously published segmental information
Shareholders are advised that the Company’s integrated annual report incorporating the
annual financial statements for the year ended 28 February 2015 has been finalised and is
available on the Company’s website, www.visualinternational.co.za. The annual report is
being printed and will be posted to shareholders shortly.
The audited annual financial statements contain no changes to the reviewed provisional
results released on SENS on 29 May 2015, other than a restatement of the segmental
information which restated segmental information is presented below:
Property Property Property
Primary segment report – 2015 Services Investment Development Total
SEGMENT RESULTS
Total revenue 1,025,734 1,745,565 - 2,771,299
Inter segmental results - - - -
Total external revenue 1,025,734 1,745,565 - 2,771,299
Other income 43,131 73,398 - 116,529
Income from equity accounted
investments - 641,198 - 641,198
Fair value adjustments - 720,252 - 720,252
Finance income - 62,705 - 62,705
Cost of sales (428,575) - - (428,575)
Finance costs - (2,544,712) (362,852) (2,907,564)
Employee costs (921,503) (1,266,427) (1,773,352) (3,961,282)
Depreciation (16,431) (234,909) - (251,340)
Other operating expenses (2,208,720) (4,528,349) (369,745) (7,106,814)
Segment results before taxation (2,506,364) (5,331,279) (2,505,949) (10,343,592)
Interest income on shareholder
loans 2,910,345
Finance costs accrued on
shareholder loans (1,689,665)
Other income 209,051
Taxation 1,208,241
Interest income on cash and cash
equivalents 1,876
Finance costs on bank overdraft (45,059)
Net loss per statement of
comprehensive income (7,748,803)
Property Property Property
Primary segment report – 2015 Services Investment Development Total
SEGMENT ASSETS AND LIABILITIES
Investment in joint venture - 1,352,449 - 1,352,449
Other reportable segment assets 77,814 44,113,836 40,246,180 84,437,830
Total reportable segment assets 77,814 45,466,285 40,246,180 85,790,279
Loans to shareholders 42,532,616
Other financial assets 425,782
Current tax 256,331
Cash and cash equivalents 877,920
Total assets per statement of
financial position 129,882,928
Total reportable segment liabilities 26,664 26,627,893 6,561,806 33,216,363
Current tax 1,157,367
Deferred tax 8,517,304
Loans from shareholders 12,737,335
Bank overdraft 985,830
Total liabilities per statement of
financial position 56,614,199
Property Property Property
Primary segment report – 2014 Services Investment Development Total
SEGMENT RESULTS
Total revenue 1,035,496 1,732,844 - 2,768,340
Inter segmental revenue - - - -
Total external revenue 1,035,496 1,732,844 - 2,768,340
Other income 5,149,706 27,347,299 - 32,497,005
Income from equity accounted
investments - (545,859) - (545,859)
Fair value adjustments - 335,000 - 335,000
Finance income - 66,914 - 66,914
Cost of sales (351,756) - - (351,756)
Finance costs - (1,603,531 - (1,603,531)
Employee costs (761,729) (1,154,501 (1,362,112) (3,278,342)
Depreciation (63,021) (105,462) - (168,483)
Other operating expenses (2,088,404) (4,102,188) - (6,190,592)
Segment results before taxation 2,920,292 21,970,516 (1,362,112) 23,528,696
Segment results – previously reported (166,422) 13,630,454 - 13,464,032
Decrease in interest income (609,463) (952,989) - (1,562,452)
Increase/(decrease) in other
income (245,294) 245,294 - -
Decrease in finance costs - 1,391,318 - 1,391,318
(Increase)/decrease in employee
costs 464,533 897,579 (1,362,112) -
Decrease in taxation 3,732,561 6,246,230 - 9,978,791
Decrease in provision for penalties 96,133 160,874 - 257,007
Segment results before taxation -
restated 3,272,048 21,618,760 (1,362,112) 23,528,696
Property Property Property
Primary segment report – 2014 Services Investment Development Total
Interest received from shareholder 1,562,337
Finance costs accrued to
shareholder (1,391,319)
Provision for penalties and interest (257,007)
Taxation (9,978,791)
Interest income on cash and cash
equivalents 115
Net profit per statement of
comprehensive income 13,464,031
SEGMENT ASSETS AND LIABILITIES
Investment in joint venture - 711,251 - 711,251
Other reportable segment assets 670,985 43,484,564 40,246,180 84,401,729
Total reportable segment assets -
restated 670,985 44,195,815 40,246,180 85,112,980
Loans to shareholders 45,596,991
Cash and cash equivalents 257,864
Total assets per statement of
financial position 130,967,835
Total reportable segment liabilities - 23,031,380 - 23,031,380
Total reportable segment liabilities –
previously reported 9,490,214 36,532,103 - 46,022,317
Increase/(decrease) in trade and
other payables (890,410) 890,410 - -
Decrease in loans from
shareholders (8,599,804) (14,391,285) - (22,991,089)
Increase in operating lease liability
- 152 - 152
Total reportable segment liabilities
- restated - 23,031,380 - 23,031,380
Current tax 4,029,335
Deferred tax 10,562,142
Provisions 977,731
Loans from shareholders 22,991,088
Bank overdraft 459,143
Total liabilities per statement of
financial position 62,050,819
The auditor’s report contains an emphasis of matter an extract of which is set out below:
“Emphasis of Matter
Without qualifying our opinion, we draw attention to note 44 of the group annual
financial statements, which indicates that the group incurred a net loss of R7,748,803
for the year ended 28 February 2015, but that the group’s total assets exceeded its
total liabilities by R73,268,729 as at 28 February 2015. Note 44 also indicates that this
net loss, along with other matters, indicate the existence of material uncertainties
which may cast significant doubt on the group’s ability to continue as a going
concern.”
The signed audit opinion is available for inspection at the Company’s registered office.
Notice of Annual General Meeting
Notice is hereby given that the annual general meeting of ordinary shareholders will be held
at 10:00 on Tuesday, 6 October 2015, at Evertsdal Guest House, 1 Gillian Street, Evertsdal,
Durbanville, Cape Town to transact the business as stated in the notice of annual general
meeting forming part of the integrated annual report.
Record Dates
The record date for the posting of the integrated annual report is Friday, 21 August 2015. The
record date on which shareholders of the company must be registered as such in the
company’s securities register in order to attend and vote at the meeting is Friday, 2 October
2015. The last day to trade in order to be eligible to vote at the annual general meeting will
be Friday, 25 September 2015.
By order of the board
Johannesburg
1 September 2015
Designated Advisor
Arbor Capital Sponsors Proprietary Limited
Date: 01/09/2015 09:09:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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