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REMGRO LIMITED - Audited summary consolidated results for the year ended 30 June 2015 and cash dividend declaration

Release Date: 17/09/2015 17:01
Code(s): REM     PDF:  
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Audited summary consolidated results for the year ended 30 June 2015 and cash dividend declaration

REMGRO LIMITED
Registration number 1968/006415/06
ISIN ZAE000026480 Share code REM

AUDITED SUMMARY CONSOLIDATED
RESULTS
FOR THE YEAR ENDED
30 JUNE 2015
AND
CASH DIVIDEND DECLARATION

                           SALIENT FEATURES
- Headline earnings per share                 +20.3%

- Ordinary dividend per share                 +10.0%

- Intrinsic net asset value per share         +17.5%

SUMMARY CONSOLIDATED STATEMENT OF FINANCIAL POSITION
                        
                                                                                        30 June   
R million                                                                            2015       2014   
ASSETS                                                                                                 
Non-current assets                                                                                     
Property, plant and equipment                                                       5 716      5 616   
Biological agricultural assets                                                        550        499   
Investment properties                                                                  51         42   
Intangible assets                                                                   5 710      5 811   
Investments - Equity accounted                                                     57 831     52 169   
            - Other                                                                 2 493      2 642   
Retirement benefits                                                                   220        210   
Loans                                                                                 977        629   
Deferred taxation                                                                      18         14   
                                                                                   73 566     67 632   
Current assets                                                                     21 126     11 876   
Inventories                                                                         3 118      2 408   
Biological agricultural assets                                                        549        539   
Debtors and short-term loans                                                        3 837      3 330   
Investment in money market funds                                                      986      1 171   
Cash and cash equivalents                                                           4 050      3 657   
Other current assets                                                                   52         17   
                                                                                   12 592     11 122   
Assets held for sale*                                                               8 534        754   
Total assets                                                                       94 692     79 508   
                          
EQUITY AND LIABILITIES                                                                                 
Stated capital                                                                      3 605      3 605   
Reserves                                                                           69 781     62 802   
Treasury shares                                                                     (272)      (372)   
Shareholders' equity                                                               73 114     66 035   
Non-controlling interest                                                            2 803      2 599   
Total equity                                                                       75 917     68 634   
Non-current liabilities                                                             5 404      2 199   
Retirement benefits                                                                   227        258   
Long-term loans                                                                     3 547        436   
Deferred taxation                                                                   1 630      1 505   
Current liabilities                                                                13 371      8 675   
Trade and other payables                                                            4 469      3 791   
Short-term loans                                                                      366      4 661   
Other current liabilities                                                              69         37   
                                                                                    4 904      8 489   
Liabilities held for sale*                                                          8 467        186   
Total equity and liabilities                                                       94 692     79 508   
– At book value                                                                   R142.12    R128.56   
– At intrinsic value (unaudited)                                                  R288.89    R245.96   

*Refer to "additional information" for further detail.                       


SUMMARY CONSOLIDATED INCOME STATEMENT

                                                                                       Year ended   
                                                                                         30 June   
R million                                                                            2015       2014   
Sales                                                                              25 590     24 621   
Inventory expenses                                                               (15 267)   (15 374)   
Staff costs                                                                       (4 276)    (3 747)   
Depreciation                                                                        (607)      (592)   
Other net operating expenses                                                      (3 878)    (4 238)   
Trading profit                                                                      1 562        670   
Dividend income                                                                       213         43   
Interest received                                                                     276        326   
Finance costs                                                                       (371)    (1 057)   
Net impairment of investments, loans, assets and goodwill                           (288)         22   
Profit on sale of investments                                                         696         51   
Consolidated profit before tax                                                      2 088         55   
Taxation                                                                            (395)       (57)   
Consolidated profit/(loss) after tax                                                1 693        (2)   
Share of after-tax profit of equity accounted investments                           7 228      6 853   
Net profit for the year                                                             8 921      6 851   
Attributable to:                                                                                       
Equity holders                                                                      8 715      6 917   
Non-controlling interest                                                              206       (66)   
                                                                                    8 921      6 851   
EQUITY ACCOUNTED INVESTMENTS                                                                           
Share of after-tax profit of equity accounted investments                                              
Profit before taking into account impairments, non-recurring and capital items      8 332      8 584   
Net impairment of investments, assets and goodwill                                  (213)      (262)   
Profit on the sale of investments                                                     271        174   
Other non-recurring and capital items                                                  62        201   
Profit before tax and non-controlling interest                                      8 452      8 697   
Taxation                                                                          (1 129)    (1 558)   
Non-controlling interest                                                             (95)      (286)   
                                                                                    7 228      6 853   


HEADLINE EARNINGS RECONCILIATION                                                                         
                                                                                       Year ended   
                                                                                         30 June   
R million                                                                            2015       2014   
Net profit for the year attributable to equity holders                              8 715      6 917   
Plus/(minus):                                                                                          
- Net impairment of equity accounted investments                                       99       (92)   
- Impairment of other investments                                                      79         80   
- Net impairment of property, plant and equipment                                      94        (5)   
- Impairment of assets held for sale                                                   16          -   
- Recycling of foreign currency translation reserves                                    -       (32)   
- (Profit)/loss on sale of equity accounted investments                             (984)         83   
- (Profit)/loss on sale of other investments                                          288       (98)   
- Net surplus on disposal of property, plant and equipment                            (5)       (12)   
- Non-headline earnings items included in equity accounted earnings of                                 
equity accounted investments                                                        (231)      (244)   
- Net surplus on disposal of property, plant and equipment                          (111)      (131)   
- Profit on the sale of investments                                                 (271)      (174)   
- Net impairment of investments, assets and goodwill                                  213        262   
- Other non-recurring and capital items                                              (62)      (201)   
- Taxation effect of adjustments                                                     (50)         33   
- Non-controlling interest                                                           (25)          5   
Headline earnings                                                                   7 996      6 635   
EARNINGS AND DIVIDENDS                                                                                   
                                                                                       Year ended   
                                                                                         30 June   
Cents                                                                                2015       2014   
Headline earnings per share   
– Basic                                                                           1 555.0    1 292.4   
– Diluted                                                                         1 541.8    1 270.3   
Earnings per share   
– Basic                                                                           1 694.9    1 347.3   
– Diluted                                                                         1 680.9    1 325.7   
Dividends per share                                                                                    
Ordinary                                                                           428.00     389.00   
– Interim                                                                          169.00     156.00
– Final                                                                            259.00     233.00   

SUMMARY CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

                                                                                        Year ended   
                                                                                          30 June   
R million                                                                            2015       2014   
Net profit for the year                                                             8 921      6 851   
Other comprehensive income, net of tax                                                335      2 444   
Items that may be reclassified subsequently to the income statement:                                   
Exchange rate adjustments                                                             267        298   
Fair value adjustments for the year                                                 (156)        346   
Deferred taxation on fair value adjustments                                          (34)       (43)   
Reclassification of other comprehensive income to the income statement                 45      (176)   
Other comprehensive income of equity accounted investments                            929      2 015   
Items that will not be reclassified to the income statement:                                           
Remeasurement of post-employment benefit obligations                                    5         23   
Deferred taxation on remeasurement of post-employment benefit obligations             (2)        (6)   
Change in reserves of equity accounted investments                                  (699)       (13)   
Total comprehensive income for the year                                             9 276      9 295   
Total comprehensive income attributable to:                                                            
Equity holders                                                                      9 066      9 357   
Non-controlling interest                                                              210       (62)   
                                                                                    9 276      9 295   

SUMMARY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

                                                                                       Year ended   
                                                                                         30 June   
R million                                                                            2015       2014   
Balance at the beginning of the year                                               68 634     60 645   
Total comprehensive income for the year                                             9 276      9 295   
Dividends paid                                                                    (2 136)    (1 834)   
Investment in subsidiaries                                                              -      (529)   
Capital invested by minorities                                                         37        876   
Other movements                                                                        25        114   
Long-term share incentive scheme reserve                                               81         67   
Balance at the end of the year                                                     75 917     68 634   

SUMMARY CONSOLIDATED STATEMENT OF CASH FLOWS
                
                                                                                        Year ended   
                                                                                       30       June   
R million                                                                            2015       2014   
Cash generated from operations                                                      1 895        898   
Taxation paid                                                                       (397)      (135)   
Dividends received                                                                  3 215      3 372   
Cash available from operating activities                                            4 713      4 135   
Dividends paid                                                                    (2 136)    (1 834)   
Net cash inflow from operating activities                                           2 577      2 301   
Investing activities                                                              (1 151)    (2 121)   
Financing activities                                                              (1 349)      (818)   
Net increase/(decrease) in cash and cash equivalents                                   77      (638)   
Exchange rate profit on foreign cash                                                  116        110   
Cash and cash equivalents at the beginning of the year                              3 636      4 164   
Cash and cash equivalents at the end of the year                                    3 829      3 636   
Cash and cash equivalents – per statement of financial position                     4 050      3 657   
Bank overdraft                                                                      (221)       (21)   

ADDITIONAL INFORMATION                                                           
                                                                  30 June   
                                                            2015          2014   
Number of shares in issue                                                        
- Ordinary shares of no par value                    481 106 370   481 106 370   
- Unlisted B ordinary shares of no par value          35 506 352    35 506 352   
Total number of shares in issue                      516 612 722   516 612 722   
Number of shares held in treasury                                                
- Ordinary shares repurchased and held in treasury   (2 169 558)   (2 960 766)   
                                                     514 443 164   513 651 956   
Weighted number of shares                            514 200 979   513 404 676   

In determining earnings per share and headline earnings per share the weighted number of shares was taken into account.

                                                                   30 June
R million                                                   2015          2014
Listed investments                     
Associated                     
– Book value                                              41 533        36 601
– Market value                                            97 926        79 734
Other                     
– Book value                                                 902           880
– Market value                                               902           880
                     
Unlisted investments                     
Associated                     
– Book value                                              11 336        11 090
– Directors' valuation (unaudited)                        22 516        22 497
Joint ventures                     
– Book value                                               4 962         4 478
– Directors' valuation (unaudited)                        13 295        11 063
Other                     
– Book value                                               1 591         1 762
– Directors' valuation                                     1 591         1 762

Assets and liabilities held for sale
During June 2015, Remgro entered into an agreement with funds managed by Cinven
to acquire 119 923 335 Spire shares (equivalent to a 29.9% shareholding in Spire). In
conjunction with the transaction, Remgro and Mediclinic concluded an agreement
whereby Mediclinic would acquire Remgro's interest in Spire, subject to a successful
Mediclinic rights issue. Total assests and liabilities are                              (175)       -   
Investment                                                                              8 275       -   
Trade and other creditors                                                             (8 276)       -   
Derivative instruments                                                                  (174)       -   
Various other assets and liabilities classified as held for sale                          242     568   
Assets                                                                                    259     754   
Liabilities                                                                              (17)   (186)   
                                                                                           67     568   
Additions to and replacement of property, plant and equipment                             853     852   
Capital and investment commitments                                                      5 847   1 105   
(Including amounts authorised but not yet contracted for, including R4.1 billion in                     
respect of the Mediclinic rights issue)                                                                 
Guarantees and contingent liabilities                                                     316     306   
Dividends received from equity accounted investments set off                                            
against investments                                                                     3 077   3 568   


Fair value remeasurements

The following methods and assumptions are used to determine the fair value of each class of financial instruments:
- Financial instruments available-for-sale and investment in money market funds: Fair value is based on quoted market
    prices or, in the case of unlisted instruments, appropriate valuation methodologies, being discounted cash flow, liquidation
    valuation or actual net asset value of the investment.
- Derivative instruments: The fair value of derivative instruments is determined by using mark-to-market valuations.

Financial instruments measured at fair value, are disclosed by level of the following fair value hierarchy:
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 – Inputs (other than quoted prices included within level 1) that are observable for the asset or liability, either directly
           (as prices) or indirectly (derived from prices); and
Level 3 – Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The following tables illustrate the fair values of financial assets and liabilities that are measured at fair value, by hierarchy
level:

R million                          Level 1   Level 2   Level 3   Total   
30 June 2015                                                             
Assets                                                                   
Available-for-sale                     902         -     1 591   2 493   
Derivative instruments                   -        10         -      10   
Investment in money market funds       986         -         -     986   
                                     1 888        10     1 591   3 489   
Liabilities                                                              
Derivative instruments                   -       190         -     190   
30 June 2014                                                             
Assets                                                                   
Available-for-sale                     880         -     1 762   2 642   
Derivative instruments                   -         3         -       3   
Investment in money market funds     1 171         -         -   1 171   
                                     2 051         3     1 762   3 816   
Liabilities                                                              
Derivative instruments                   -        10         -      10   

The following tables illustrate the reconciliation of the carrying value of level 3 assets from the beginning to the end of the
year:

                                                                    Assets at                         
                                                                   fair value                         
                                                                      through                         
                                                      Available-   profit and    Derivative           
R million                                               for-sale         loss   instruments   Total   
30 June 2015                                                                                          
Balances at the beginning of the year                      1 762            -             -   1 762   
Additions                                                    375            -             -     375   
Disposals                                                  (484)            -             -   (484)   
Exchange rate adjustments                                    148            -             -     148   
Fair value adjustments through comprehensive income        (210)            -             -   (210)   
Balances at the end of the year                            1 591            -             -   1 591   
30 June 2014                                                                                          
Balances at the beginning of the year                      1 285           60            73   1 418   
Additions                                                    277           23             -     300   
Disposals                                                    (3)            -         (111)   (114)   
Exchange rate adjustments                                     64            -             -      64   
Transfer to equity accounted investments                       -         (83)             -    (83)   
Fair value adjustments through profit and loss                 -            -            38      38   
Fair value adjustments through comprehensive income          139            -             -     139   
Balances at the end of the year                            1 762            -             -   1 762   

There were no transfers between the different levels.  
                                                                         
Level 3 investments consist mainly of investments in the Milestone China entities (Milestone), the Kagiso Infrastructure        
Empowerment Fund (KIEF) and the Pembani Remgro Infrastructure Fund (PRIF) amounting to R1 058 million,                          
R322 million and R150 million respectively. These investments are all valued based on the fair value of each investment's       
underlying assets, which are valued using a variety of valuation methodologies. Listed entities are valued at the last quoted   
share price on the reporting date, whereas unlisted entities' methods include discounted cash flow valuations, appropriate      
earnings and revenue multiples.         
                                                                                        
Milestone's fair value consists of listed investments (42%), cash and cash equivalents (4%) and unlisted investments (54%).     
Two-thirds of the unlisted investments were acquired during the current financial year and were valued at cost as Milestone's   
management considers the transaction price to be the fair value of the investments, while the remaining one-third was valued    
at approximately R190 million. KIEF's investments were valued using the discounted cash flow method. PRIF's main asset is       
the investment in ETG Group and it was valued using appropriate revenue and earnings multiples based on peer group              
companies to determine a price-to-book valuation. 
                                                                              
Changes in the valuation assumptions of the above unlisted investments will not have a significant impact on Remgro's           
financial statements.                                                                                                           

COMMENTS

1.   ACCOUNTING POLICIES

     The summary consolidated financial statements are prepared in accordance with the requirements of the JSE
     Limited (JSE) for summary financial statements, and the requirements of the Companies Act applicable to summary
     financial statements. The JSE requires summary financial statements to be prepared in accordance with the
     framework concepts and the measurement and recognition requirements of International Financial Reporting
     Standards (IFRS) and the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and
     Financial Pronouncements as issued by the Financial Reporting Standards Council and to also, as a minimum,
     contain the information required by IAS 34: Interim Financial Reporting.

     The accounting policies applied in the preparation of the consolidated financial statements from which the summary
     consolidated financial statements were derived are in terms of IFRS and are consistent with those accounting
     policies applied in the preparation of the previous consolidated annual financial statements, with the exception of
     the implementation of IFRIC 21: Levies and the amendments to IAS 19: Employee Benefits, IAS 32: Financial
     Instruments – Presentation, IAS 36: Impairment of Assets and IAS 39: Financial Instruments – Novation of
     derivatives and continuation of hedge accounting. The adoption of these interpretations and amendments had no
     impact on the results of either the current or prior year. The financial statements have been prepared under the
     supervision of the Chief Financial Officer, Leon Crouse CA(SA).

2.   RESULTS

     Headline earnings
     Headline earnings for the year to 30 June 2015 amounted to R7 996 million compared to R6 635 million for the
     year to 30 June 2014, representing an increase of 20.5%, whereas headline earnings per share increased by 20.3%
     from 1 292.4 cents to 1 555.0 cents.

     Contribution to headline earnings by reporting platform

                                                             Year ended             Year ended   
                                                                30 June                30 June   
     R million                                                     2015    Change         2014   
     Food, liquor and home care                                   1 531      92.6          795   
     Banking                                                      2 845      11.9        2 542   
     Healthcare                                                   1 734      16.5        1 489   
     Insurance                                                      986      13.2          871   
     Industrial                                                     381    (45.6)          700   
     Infrastructure                                                 392     136.1          166   
     Media and sport                                               (16)   (125.0)           64   
     Other investments                                               84      42.4           59   
     Central treasury                                               111      33.7           83   
     Other net corporate costs                                     (52)      61.2        (134)   
     Headline earnings                                            7 996      20.5        6 635   
     
     Refer to Annexures A and B for segmental information.                                       
     
     Commentary on reporting platforms' performance (unaudited)
     
     Food, liquor and home care
     The contribution from food, liquor and homecare to Remgro's headline earnings amounted to R1 531 million (2014:
     R795 million), representing an increase of 92.6%. This increase is mainly the result of a higher contribution from
     RCL Foods, which contributed R755 million to headline earnings (2014: R239 million headline loss). It should
     however be noted that the results of RCL Foods for the year under review now includes the results of TSB, while
     TSB was still reported separately for the first six months in the comparative year. TSB's headline earnings for the
     year under review amounted to R281 million (2014: R218 million). During the year under review RCL Foods'
     results were positively affected by Rainbow's new business model whereby reliance on pure commodity lines was
     reduced, as well as the restructuring of its debt during the previous financial year whereby the Euro bonds were
     replaced by a rand based debt package which eliminated the unfavourable foreign exchange adjustments. Unilever's
     contribution to Remgro's headline earnings decreased by 4.6% to R331 million (2014: R347 million). This decrease
     is mainly the result of increased brand and marketing investments. Distell's contribution to headline earnings, which
     includes the investment in Capevin Holdings, amounted to R445 million (2014: R495 million). This decrease is
     mainly the result of a favourable remeasurement of R159 million to the contingent consideration payable on the
     acquisition of Burn Stewart Distillers Limited accounted for in the comparative year. Excluding this remeasurement,
     Distell's contribution to Remgro's headline earnings would have increased by 0.7% from R442 million. It should be
     noted that Remgro's effective interest in Distell decreased from 33.4% to 31.0% due to Distell issuing 15.0 million
     ordinary shares to BEE shareholders during January 2014.

     Banking
     The headline earnings contribution from the banking division amounted to R2 845 million (2014: R2 542 million),
     representing an increase of 11.9%. Both FirstRand and RMBH reported good headline earnings growth of 13.2%
     and 11.8% respectively, mainly due to good growth in both net interest income and non-interest revenue from FNB,
     RMB and WesBank, partly offset by a slight increase in year-on-year credit impairment charges.
     
     Healthcare
     Mediclinic's contribution to Remgro's headline earnings amounted to R1 734 million (2014: R1 489 million). It
     should be noted that Mediclinic's results for the year under review include positive Swiss prior year tax adjustments
     amounting to R712 million, while the comparative period also included a once-off past service cost credit and Swiss
     tax adjustments totalling R303 million. Excluding these once-off items Mediclinic's contribution to Remgro's
     headline earnings would have increased by 5.9% from R1 354 million. This increase is mainly due to solid
     performances by all three operating platforms, partly offset by the dilution of Remgro's effective interest in
     Mediclinic from 44.3% to 42.1% due to the bookbuild exercise undertaken by Mediclinic in June 2014.
     
     Insurance
     RMI Holdings' contribution to headline earnings increased by 13.2% to R986 million. RMI Holdings reported an
     increase of 4.6% in normalised earnings, with Discovery and MMI Holdings achieving good earnings growth of
     16.9% and 6.3% respectively, partly offset by a weaker performance by OUTsurance mainly due to an increase in
     claims resulting from severe storms in Australia.
     
     Industrial
     Total South Africa's contribution to Remgro's headline earnings amounted to R133 million (2014: R233 million).
     This decrease is mainly the result of substantial unfavourable stock revaluations in the year under review compared
     to favourable stock revaluations in the comparative year. These revaluations are the result of the volatility in the
     Brent Crude price and the rand exchange rate. Remgro's share of the results of KTH amounted to a loss of
     R108 million (2014: profit of R71 million). During the year under review KTH's results were negatively impacted
     by unfavourable fair value adjustments relating to its investment in Exxaro Resources Limited. Air Products' and
     Wispeco's contribution to headline earnings amounted to R222 million and R104 million respectively (2014:
     R217 million and R107 million), while PGSI contributed R30 million to Remgro's headline earnings (2014:
     R72 million).
     
     Infrastructure
     Grindrod's contribution to Remgro's headline earnings amounted to R135 million (2014: R108 million). This
     increase is mainly the result of the closure of Grindrod's commodity trading division which produced poor results in
     the comparative year. It should also be noted that Remgro's effective interest in Grindrod diluted from 25.0% on
     31 December 2013 to 22.6% due to the issue by Grindrod of 64 million shares to a consortium of strategic black
     investors during June 2014. For the year under review the CIV group contributed R51 million to headline earnings
     (2014: R58 million). SEACOM reported a headline earnings of R96 million for the year under review (2014:
     headline loss of R26 million), with Remgro's share of this earnings amounting to R24 million (2014: loss of
     R6 million). During May 2015 the Pembani Remgro Infrastructure Fund (PRIF) had its first close, which resulted in

     Remgro receiving an income distribution of R170 million from PRIF (mainly resulting from foreign exchange gains
     realised in the PRIF structure), which together with interest income and related tax charges, contributed
     R177 million to Remgro's headline earnings.

     Media and sport
     Media and sport interests primarily consist of the interests in Sabido and various sport interests, including interests
     in the rugby franchises of Premier Team Holdings (Saracens), the Blue Bulls and Western Province Rugby, as well
     as the Stellenbosch Academy of Sport. Sabido's contribution to Remgro's headline earnings amounted to
     R69 million (2014: R131 million). This decrease is mainly due to significant new business development costs
     incurred over the last two years (R245 million compared to R125 million in the comparative year). The sport
     interests' contribution to headline earnings amounted to a loss of R65 million (2014: R71 million loss).

     Other investments
     The contribution from other investments to headline earnings amounted to R84 million (2014: R59 million), of
     which Business Partners' contribution was R47 million (2014: R33 million).

     Central treasury and other net corporate costs
     The contribution from the central treasury division amounted to R111 million (2014: R83 million). This increase is
     mainly the result of higher average cash balances, as well as higher interest rates than in the comparative year. Other
     net corporate costs amounted to R52 million (2014: R134 million). This decrease is mainly the result of a net after-
     tax facilitation and underwriting fee of R99 million received from Mediclinic on the Spire transaction and resultant
     rights issue, partly offset by transaction and funding costs of R38 million also relating to the Spire transaction,
     which will be recovered from Mediclinic in the next financial year.

     Total earnings
     Total earnings increased by 26.0% to R8 715 million (2014: R6 917 million). This increase is mainly the result of
     the headline earnings growth and a profit of R955 million realised on the dilution of Remgro's interest in Mediclinic
     during the bookbuild in June 2014, partly offset by the loss of R223 million realised on the sale of the investment in
     Lashou.

5.   INTRINSIC NET ASSET VALUE

     Remgro's intrinsic net asset value per share increased by 17.5% from R245.96 at 30 June 2014 to R288.89 at
     30 June 2015. Refer to Annexure B for full details.

6.   INVESTMENT ACTIVITIES

     The most important investment activities during the year under review were as follows:

     Mediclinic International Limited (Mediclinic) and Spire Healthcare Group Plc (Spire)
     During June 2015 Remgro entered into an agreement with funds managed by Cinven to acquire 119 923 335 Spire
     shares (equivalent to a 29.9% shareholding in Spire) at a price of GBP3.60 per share for a total purchase
     consideration of GBP431.7 million (excluding transaction costs). The transaction was concluded early in July 2015
     and Remgro financed the transaction through a combination of its own cash, as well as external funding.

     In conjunction with the above transaction, Remgro and Mediclinic concluded an agreement whereby Mediclinic
     would acquire Remgro's interest in Spire, subject to Mediclinic raising the appropriate funds in order to conclude
     such a transaction. During August 2015 Mediclinic raised R10.0 billion through a rights issue in terms of which
     111 111 111 new Mediclinic shares were issued at a price of R90.00 per share. Remgro, by following its rights and
     by underwriting the balance of the rights issue, invested an additional R4.6 billion into Mediclinic. Following the
     successful conclusion of the rights issue, Mediclinic acquired Remgro's shareholding in Spire during August 2015
     for an amount of R8.6 billion, equal to the purchase price, transaction and funding costs. Remgro thus effectively
     only facilitated the acquisition of Spire by Mediclinic.

     On 30 June 2015 Remgro's effective interest in Mediclinic was 42.0% (2014: 42.1%). The additional Mediclinic
     shares acquired by Remgro in terms of it underwriting the Mediclinic rights issue referred to above, marginally
     increased its interest in Mediclinic to 42.5%.

     RMB Holdings Limited (RMBH)
     During April 2015 Remgro acquired a further 2 990 000 RMBH shares for a total amount of R215.5 million. This
     transaction increased Remgro's effective interest in RMBH to 28.2% (2014: 27.9%).

     Community Investments Ventures Holdings Proprietary Limited (CIVH)
     Remgro's interest in Dark Fibre Africa Proprietary Limited (Dark Fibre Africa) is held through its investment in
     CIVH. Dark Fibre Africa is a wholly owned subsidiary of CIVH. During August 2014 Remgro invested a further
     R56.6 million in CIVH, thereby increasing its interest marginally from 50.7% on 30 June 2014 to 50.9% on
     30 June 2015.

     Grindrod Limited (Grindrod)
     During the year under review Remgro acquired a further 3 380 435 Grindrod shares in the open market for a total
     amount of R58.0 million, thereby increasing its effective interest in Grindrod to 23.0% (2014: 22.6%).

     Kagiso Tiso Holdings Limited (KTH)
     During July 2014 Remgro acquired an additional 3 000 ordinary shares in KTH for a total amount of R22.5 million.
     This transaction increased Remgro's effective interest in KTH to 34.9% (2014: 34.7%).

     Lashou Group Inc (Lashou)
     During the year under review Remgro disposed of its investment in Lashou. A loss of $19.9 million was realised on
     this transaction. This loss is excluded from headline earnings.

     Milestone China Opportunities Fund III (Milestone III)
     During the year under review Remgro invested a further $33.1 million in Milestone III, thereby increasing its
     cumulative investment to $86.5 million. As at 30 June 2015 the remaining commitment to Milestone III amounted to
     $13.5 million.

     Other
     Other smaller investments amounted to R85.2 million.

     Events after year-end
     Other than the above-mentioned Spire transaction, there were no significant transactions subsequent to
     30 June 2015.

7.   TREASURY SHARES

     At 30 June 2014, 2 960 766 Remgro ordinary shares (0.6%) were held as treasury shares by a wholly owned
     subsidiary company of Remgro. As previously reported, these shares were acquired for the purpose of hedging
     Remgro's share incentive scheme.

     During the year under review no Remgro ordinary shares were repurchased, while 791 208 Remgro ordinary shares
     were utilised to settle Remgro's obligation towards scheme participants who exercised the rights granted to them.

     At 30 June 2015, 2 169 558 Remgro ordinary shares (0.5%) were held as treasury shares.

8.   CASH RESOURCES AT THE CENTRE

     The Company's cash resources at 30 June 2015 were as follows:

                                                                30 June 2015             30 June 2014   
     R million                                          Local       Offshore     Total                  
     Per consolidated statement of financial position   3 055            995     4 050          3 657   
     Investment in money market funds                     500            486       986          1 171   
     Less: Cash of operating subsidiaries               (965)           (52)   (1 017)        (1 564)   
     Cash at the centre                                 2 590          1 429     4 019          3 264   
       
     On 30 June 2015, approximately 25% (R986 million) of the available cash at the centre was invested in money
     market funds which are not classified as cash and cash equivalents on the statement of financial position.

DIRECTORATE
On 25 November 2014 the Remgro Board of directors appointed Mr J Malherbe, a current Remgro non-executive director, as
co-deputy chairman with Dr E de la H Hertzog, who is the current deputy chairman.

The Board wishes to congratulate Mr Malherbe on his appointment.

Ms S E N de Bruyn Sebotsa has been appointed as an independent non-executive director of Remgro with effect from
16 March 2015. She has considerable experience in the areas of finance, business and the empowerment of women in South
Africa.

The Board wishes to welcome Ms De Bruyn Sebotsa as a director to the Company.

REPORTS OF THE INDEPENDENT AUDITOR

The Company's directors are responsible for the preparation of a summary of the audited consolidated financial statements.

These summary consolidated financial statements for the year ended 30 June 2015 have been audited by
PricewaterhouseCoopers Inc., who expressed an unmodified opinion thereon. The auditor also expressed an unmodified
opinion on the annual financial statements from which these summary consolidated financial statements were derived.

A copy of the auditor's report on the summary consolidated financial statements and of the auditor's report on the annual
consolidated financial statements are available for inspection at the Company's registered office, together with the financial
statements identified in the respective auditor's reports.

The auditor's report does not necessarily report on all of the information contained in this announcement/financial results.
Shareholders are therefore advised that in order to obtain a full understanding of the nature of the auditor's engagement they
should obtain a copy of the auditor's report together with the accompanying financial information from the issuer's registered
office.

DECLARATION OF CASH DIVIDEND

Declaration of Dividend No. 30
Notice is hereby given that a final gross dividend of 259 cents (2014: 233 cents) per share has been declared out of income
reserves in respect of both the ordinary shares of no par value and the unlisted B ordinary shares of no par value, for the year
ended 30 June 2015.

A dividend withholding tax of 15% or 38.85 cents per share will be applicable, resulting in a net dividend of 220.15 cents per
share, unless the shareholder concerned is exempt from paying dividend withholding tax or is entitled to a reduced rate in
terms of an applicable double-tax agreement.

The total gross dividend per share for the year ended 30 June 2015 therefore amounts to 428 cents, compared to 389 cents
for the year ended 30 June 2014.

The issued share capital at the declaration date is 481 106 370 ordinary shares and 35 506 352 B ordinary shares. The
income tax number of the Company is 9500-124-71-5.

Dates of importance:

Last day to trade in order to participate in the dividend    Friday, 6 November 2015   
Shares trade ex dividend                                     Monday, 9 November 2015   
Record date                                                 Friday, 13 November 2015   
Payment date                                                Monday, 16 November 2015   


Share certificates may not be dematerialised or rematerialised between Monday, 9 November 2015, and Friday,
13 November 2015, both days inclusive.

In terms of the Company's Memorandum of Incorporation, dividends will only be transferred electronically to the bank
accounts of shareholders, while dividend cheques are no longer issued. In the instance where shareholders do not provide the
Transfer Secretaries with their banking details, the dividend will not be forfeited but will be marked as "unclaimed" in the
share register until the shareholder provides the Transfer Secretaries with the relevant banking details for payout.

The Integrated Annual Report will be posted to members and will be available on Remgro's website at www.remgro.com
during October 2015.

Signed on behalf of the Board of Directors.

Johann Rupert                                                   Jannie Durand
Chairman                                                        Chief Executive Officer

Stellenbosch
17 September 2015

Non-executive directors
Johann Rupert (Chairman), E de la H Hertzog (Deputy Chairman),
J Malherbe (Deputy Chairman), S E N de Bruyn Sebotsa*, G T Ferreira*,
P K Harris*, N P Mageza*, P J Moleketi*, M Morobe*,
F Robertson*, H Wessels*
(*Independent)

Executive directors
J J Durand (Chief Executive Officer),
W E Bührmann, L Crouse

CORPORATE INFORMATION

Secretary
M Lubbe

Listing
JSE Limited
Sector: Industrials – Diversified Industrials

Business address and registered office
Millennia Park, 16 Stellentia Avenue, Stellenbosch 7600
(PO Box 456, Stellenbosch 7599)

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

Auditors
PricewaterhouseCoopers Inc.
Stellenbosch

Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)

Website
www.remgro.com

ANNEXURE A

COMPOSITION OF HEADLINE EARNINGS

                                                  30 June   
R million                                    2015         2014   
Food, liquor and home care                                       
Unilever South Africa                         331          347   
Distell(1)                                    445          495   
RCL Foods(2)                                  755        (239)   
TSB(2)                                          -          192   
Banking                                                          
RMBH                                        2 005        1 793   
FirstRand                                     840          749   
Healthcare                                                       
Mediclinic                                  1 734        1 489   
Insurance                                                        
RMI Holdings                                  986          871   
Industrial                                                       
Air Products South Africa                     222          217   
KTH                                         (108)           71   
Total South Africa                            133          233   
PGSI                                           30           72   
Wispeco                                       104          107   
Infrastructure                                                   
Grindrod                                      135          108   
CIV group                                      51           58   
SEACOM                                         24          (6)   
Other infrastructure interests                182            6   
Media and sport                                                  
Sabido                                         69          131   
Other media and sport interests              (85)         (67)   
Other investments                              84           59   
Central treasury                              111           83   
Other net corporate costs                    (52)        (134)   
Headline earnings                           7 996        6 635   
Weighted number of shares (million)         514.2        513.4   
Headline earnings per share (cents)       1 555.0      1 292.4   

(1)   Includes the investment in Capevin Holdings Limited.
(2)   Remgro disposed of its 100% interest in TSB to RCL Foods during January 2014. Since 1 January 2014 TSB's results were
      accounted for by RCL Foods.

ANNEXURE B

COMPOSITION OF INTRINSIC NET ASSET VALUE

                                                    30 June               2015      30 June               2014   
R million                                        Book value    Intrinsic value   Book value    Intrinsic value   
Food, liquor and home care                                                                                       
Unilever South Africa                                 3 384              8 688        3 086              9 037   
Distell(1)                                            3 157             11 098        2 864              9 336   
RCL Foods                                             7 346             11 514        6 862             10 547   
Banking                                                                                                          
RMBH                                                 12 267             26 409       11 225             20 743   
FirstRand                                             4 300             11 720        3 969              8 957   
Healthcare                                                                                                       
Mediclinic                                           13 227             36 727       10 597             29 316   
Insurance                                                                                                        
RMI Holdings                                          6 717             19 096        6 224             14 739   
Industrial                                                                                                       
Air Products South Africa                               882              4 164          839              3 610   
KTH                                                   1 876              2 696        2 061              2 481   
Total South Africa                                    1 428              1 785        1 329              1 596   
PGSI                                                    672                672          760                760   
Wispeco                                                 603                920          540                778   
Infrastructure                                                                                                   
Grindrod                                              4 016              2 329        3 667              4 513   
CIV group                                             1 795              2 797        1 657              2 282   
SEACOM                                                  566              1 001          569                991   
Other infrastructure interests                          480                480          829                829   
Media and sport                                                                                                  
Sabido                                                1 126              2 094          974              2 528   
Other media and sport interests                         374                382          534                533   
Other investments                                     3 047              3 266        2 699              2 767   
Central treasury – cash at the centre(2)              4 019              4 019        3 264              3 264   
Other net corporate assets                            1 832              2 224        1 486              1 860   
Net asset value (NAV)                                73 114            154 081       66 035            131 467
Potential CGT liability(3)                                             (5 466)                         (5 130)       
NAV after tax                                        73 114            148 615       66 035            126 337   
Issued shares after deduction of shares                                                                          
repurchased (million)                                 514.4              514.4        513.7              513.7   
NAV after tax per share (Rand)                       142.12             288.89       128.56             245.96   

(1)  Includes the investment in Capevin Holdings Limited.
(2)  Cash at the centre excludes cash held by subsidiaries that are separately valued above (mainly RCL Foods and Wispeco).
(3)  The potential capital gains tax (CGT) liability is calculated on the specific identification method using the most favourable calculation for
     investments acquired before 1 October 2001 and also taking into account the corporate relief provisions. Deferred CGT on investments "available-
     for-sale" is included in "other net corporate assets" above.
(4)  For purposes of determining the intrinsic value, the unlisted investments are shown at directors' valuation and the listed investments are shown at
     stock exchange prices.
(5)  Intrinsic net asset values have not been audited.
Date: 17/09/2015 05:01:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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