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NOVUS HOLDINGS LIMITED - Reviewed interim results for the six months ended 30 September 2015

Release Date: 05/11/2015 14:05
Code(s): NVS     PDF:  
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Reviewed interim results for the six months ended 30 September 2015

Novus Holdings Limited 
(Incorporated in the Republic of South Africa)
JSE share code: NVS
ISIN code: ZAE000202149
Registration number: 2008/011165/06
("Novus Holdings" or "the company" or "the Group")




Reviewed interim results for the six months ended 30 September 2015


Salient features

- Revenue remains unchanged at R2,08 billion (2014: R2,07 billion)
- Improved gross profit margin of 31,4% (2014: 27,5%)
- Operating profit increased by 12,3% to R352,2 million (2014: R313,6 million)
- Headline earnings per share increased by 16,2% to 75,7 cents per share (2014: 65,1 cents per share)


Performance overview

Novus Holdings has delivered a solid set of interim results since listing on the JSE in March 2015. At the beginning of the financial year, the business landscape was still characterised by a
relatively stable exchange rate and macroeconomic factors, allowing for appropriate pricing positions and the accumulation of efficiency benefits which positively impacted the gross margin.
However, since then trading conditions have entered a vastly different cycle of lower economic growth forecasts with exchange and interest rate fluctuations.

Revenue remained flat for the period at R2,08 billion compared to the first half of the previous year. Revenue is generated through a diversified offering to a loyal and long-standing customer
base that relies on Novus's reliable and high-quality printing, manufacturing and distribution capabilities. These customer relationships include contractual commitments for the provision of
printing services to major book, magazine and newspaper publishers, retailers and Government.

Gross profit margin improved due to concerted, worldwide raw material procurement programmes, a beneficial productivity and efficiency programme and a structured forward exchange programme.

Operating profit increased to R352,2 million in line with the improvement in gross profit margin. Operating expenses increased beyond inflationary amounts due to the inclusion of the tissue
business for a full six-month period, as well as the equity-settled share-based compensation charge from the new share incentive scheme.

Headline earnings per share increased by 16,2% compared to the previous period.

The working capital investment for the interim period was R112,1 million (2014: R143,6 million). 

Novus Holdings generated free cash flow of R184,5 million (2014: R111,3 million). The Group remains in a strong cash position.


Operational progress

As the most comprehensive commercial printing and manufacturing-related operation in South Africa, Novus Holdings runs a capital investment programme to ensure that it continues to offer advanced
technology and highly efficient, fully automated production processes. The approved capital investment is on track. The anticipated completion dates of these capital projects are expected to 
be achieved in the latter part of the financial year.

Net capital expenditure of R27,2 million (2014: R45,5 million) was incurred by the Print segment and R63,6 million (2014: R14,2 million) by the Other segment. Capital expenditure was largely 
expansionary in nature, with these projects totaling R82,9 million (2014: R30,2 million) of the R90,8 million (2014: R59,7 million) invested.

The new packaging gravure equipment for the production of wet glue labels has been installed successfully. The focus is now on bedding down new clients and achieving the capacity benefits of the
new equipment in the next financial year.

The delivery and installation of the additional tissue mill and equipment is currently underway. The increased productive capacity is expected to yield full economic benefits from early in 
the next financial year.

The investment in digital printing capacity successfully supported diversification initiatives. The acquisition of Cape Town-based specialist digital printing house, Digital Print Solutions 
in May 2015, was the first step and will be followed by the acquisition of additional equipment. The installation of the latter has been delayed due to rezoning challenges in the building
process. When completed, this offering will position the Group to take advantage of the global digital printing trend and strengthen the print services offering.

Efforts to increase the Group's earnings from other African territories continue. Recent new senior sales appointments will further entrench Novus Holdings in the traditional print, label and 
tissue sectors - where it continues to gain market share - and will assist in expanding the diversified footprint of the business. The diversified products have gained market share through 
retail client uptake as they start engaging with Novus Holdings as an attractive alternative supplier, especially in label and tissue products.


Segment performance

                                       Printing           Other
                                          R'000           R'000
   
Revenue                               1 955 671         127 086
- Gross revenue                       1 966 647         127 086
- Inter-segmental eliminations          (10 976)              -

Gross profit                            626 081          28 319  
Operating profit                        350 788           1 390


The Print segment - encompassing heatset, coldset and digital printing - experienced a marginal decline in revenue to R1,97 billion (2014: R2,0 billion), while the Other segment - 
encompassing Paarl Labels and Correll Tissue - showed strong growth: revenue increased by 63,9% to R127,1 million (2014: R77,5 million). This can be ascribed to the inclusion of the 
Correll Tissue revenue (revenue was included for six months to September 2015, but only four months to September 2014) and the effect of successfully attracting and landing new label 
clients.

Performance for retail products has remained consistent, while magazine volumes are lower due to pressure on circulation and pagination. Daily, paid for newspaper volumes remain 
under pressure.


Acquisitions

On 1 May 2015, the Group acquired 100% of the share capital of Victory Ticket 376 Proprietary Limited trading as Digital Print Solutions for a consideration of R7,5 million. On 
30 September 2015, Paarl Media Holdings Proprietary Limited acquired the remaining 16% interest of the issued share capital of Paarl Media Paarl Proprietary Limited for a purchase 
consideration of R19 million.

Outlook

Due to the seasonal nature of the Printing and Other Segments revenue, operating profits in the second half of the year will not necessarily be in line with the first six months. It is
anticipated that the second half of the year will be subject to significantly more challenging market conditions and it is likely that the gains achieved in the first six months may be 
partially relinquished in the latter part of the year.

Ongoing priorities include the attraction of higher skill levels in the core and diversified business units to ensure the value-oriented implementation of the strategy. The completion 
of the investment projects will continue receiving dedicated attention, with demand activation for labels as a priority. The business will continue exploring acquisitive or joint venture
opportunities in diversified and related businesses.


Condensed consolidated statement of financial position
                                                                            30 September 30 September     31 March
                                                                                    2015         2014         2015
                                                                                Reviewed     Reviewed      Audited
                                                                       Note        R'000        R'000        R'000
ASSETS

Non-current assets                                                             2 335 927    2 357 842    2 298 867
Property, plant and equipment                                                  2 160 711    2 205 810    2 134 523
Goodwill                                                                  6      138 711      132 052      132 052
Other intangible assets                                                           29 036       17 508       27 254
Loans and receivables                                                              1 587        2 179        1 920
Derivative financial instruments                                                      53          293           75
Deferred taxation assets                                                           5 829            -        3 043
Current assets                                                                 1 393 535    1 178 141    1 222 840
Inventory                                                                        452 069      483 575      325 714
Trade and other receivables                                                      635 935      569 715      503 736
Derivative financial instruments                                                  46 569        2 941        1 486
Current income tax receivable                                                          -            -        2 860
Cash and cash equivalents                                                        258 962      121 910      389 044

TOTAL ASSETS                                                                   3 729 462    3 535 983    3 521 707

EQUITY AND LIABILITIES

Capital and reserves attributable to the Group's equity holders                2 640 787    2 283 249    2 536 235
Share capital                                                                    606 040            1      606 040
Treasury shares                                                                 (368 172)           -     (368 172)
Other reserves                                                                  (805 242)    (748 577)    (872 575)
Retained earnings                                                              3 208 161    3 031 825    3 170 942
Non-controlling interest                                                  7            -      137 274       30 480

TOTAL EQUITY                                                                   2 640 787    2 420 523    2 566 715

LIABILITIES
Non-current liabilities                                                          394 596      465 451      408 975
Post-employment benefit obligations and provisions                                17 589       15 287       17 523
Long-term liabilities                                                             55 466      116 716       80 636
Cash-settled share-based payment liability                                        13 120       12 724       12 061
Deferred taxation liabilities                                                    276 600      291 742      267 015
Deferred income                                                                   31 821       28 982       31 740
Current liabilities                                                              694 079      650 009      546 017
Current portion of long-term liabilities                                          60 753      117 267       71 149
Trade and other payables                                                         523 800      467 951      346 949
Current income tax payable                                                        18 623          612            -
Derivative financial instruments                                                      43       10 476       18 877
Bank overdrafts                                                                   88 992       52 228      107 203
Deferred income                                                                    1 868        1 475        1 839

TOTAL EQUITY AND LIABILITIES                                                   3 729 462    3 535 983    3 521 707


Condensed consolidated statement of comprehensive income

                                                                                   Six months ended     Year ended
                                                                                     30 September         31 March
                                                                                    2015         2014         2015
                                                                                Reviewed     Reviewed      Audited
                                                                       Note        R'000        R'000        R'000

Revenue                                                                        2 082 757    2 075 282    4 261 484
Cost of sales                                                                 (1 428 357)  (1 505 465)  (3 092 247)
Gross profit                                                                     654 400      569 817    1 169 237

Operating expenses                                                              (302 085)    (256 885)    (534 255)
Other (expenses)/income                                                             (137)         714      (73 484)
Operating profit                                                                 352 178      313 646      561 498

Finance income                                                                    11 748        5 396       12 572
Finance costs                                                                    (25 085)     (25 672)     (67 735)
Profit before taxation                                                           338 841      293 370      506 335

Taxation                                                                         (94 609)     (81 806)    (141 531)
Net profit for the period                                                        244 232      211 564      364 804

Other comprehensive income, net of taxation                                       35 858        1 812       (5 847)
Items that may be subsequently reclassified to profit or loss
- Effect of cash flow hedges                                                      49 803        2 027       (6 176)
- Tax effect                                                                     (13 945)        (215)       1 788
Items that will not be reclassified to profit or loss
- Actuarial losses on post-employment benefit obligations 
  and provisions                                                                       -            -       (2 026)
- Tax effect                                                                           -            -          567

Total comprehensive income                                                       280 090      213 376      358 957

Net profit for the period attributable to:
Equity holders of the Group                                                      241 728      195 787      334 904
Non-controlling interest                                                           2 504       15 777       29 900
                                                                                 244 232      211 564      364 804

Total comprehensive income attributable to:
Equity holders of the Group                                                      277 429      197 671      329 655
Non-controlling interest                                                           2 661       15 705       29 302
                                                                                 280 090      213 376      358 957
Earnings per share (cents)
Basic                                                                     8        75,65        65,26       110,92
Diluted                                                                   8        75,65        65,26       110,92


Condensed consolidated statement of changes in equity

                                                                                  Six months ended     Year ended
                                                                                     30 September        31 March
                                                                                     2015       2014         2015
                                                                                 Reviewed   Reviewed      Audited
                                                                        Note        R'000      R'000        R'000

Balance at beginning of the period                                              2 566 715  2 206 605    2 206 605
Changes in share capital, premium and treasury shares
- Share capital issued net of share issue expenses                                      -          -    1 413 067
- Cancellation of repurchased shares                                                    -          -   (1 044 895)
- Transactions with non-controlling interests                                           -          -      237 867
- Shares issued to entities controlled by the Group                                     -          -     (368 172)
Changes in reserves
- Total comprehensive income for the period                                       277 429    197 671      329 677
- Share-based compensation movement                                                18 228        509        1 131
- Transactions with non-controlling interests                                      13 404          -     (117 509)
- Dividends paid                                                          13     (204 509)         -            -
Changes in non-controlling interest
- Total comprehensive income for the period                                         2 661     15 705       29 280
- Share-based compensation movement                                                   111         33           22
- Transactions with non-controlling interests                                     (32 404)         -     (120 358)
- Dividends paid                                                          13         (848)         -            -
Balance at end of the period                                                    2 640 787  2 420 523    2 566 715
Comprising:
Share capital and premium                                                         606 040          1      606 040
Treasury shares                                                                  (368 172)         -     (368 172)
Existing control business combination reserve                                    (857 897)  (753 792)    (871 301)
Share-based compensation reserve                                                   23 528      4 678        5 300
Hedging reserve                                                                    30 586        537       (5 115)
Actuarial reserve                                                                  (1 459)         -       (1 459)
Retained earnings                                                               3 208 161  3 031 825    3 170 942
Non-controlling interest                                                                -    137 274       30 480
                                                                                2 640 787  2 420 523    2 566 715

Condensed consolidated statement of cash flows

                                                                                    Six months ended     Year ended
                                                                                       30 September        31 March
                                                                                     2015         2014         2015
                                                                                 Reviewed     Reviewed      Audited
                                                                        Note        R'000        R'000        R'000
Cash flows from operating activities
Cash generated from operations                                                    358 372      261 259      802 486
Finance income                                                                     11 748        5 396       12 572
Finance costs                                                                     (10 618)     (13 396)     (26 223)
Taxation paid                                                                     (79 467)     (85 128)    (173 239)
Net cash generated from operating activities                                      280 035      168 131      615 596

Cash flows from investing activities
Acquisition and disposal of property, plant and equipment                         (90 831)     (59 734)    (165 313)
Proceeds from Government grants                                                         -            -        4 286
Other loans and receivables                                                         1 165         (433)          31
Purchase of intangible assets                                                      (3 588)      (5 139)     (17 340)
Acquisition of subsidiaries                                                9      (38 314)     (63 932)    (103 844)
Net cash utilised in investing activities                                        (131 568)    (129 238)    (282 180)

Cash flows from financing activities
Proceeds from share issue                                                               -            -    1 044 895
Repayment of long-term loans                                                      (33 333)    (105 904)    (190 377)
Proceeds from long-term loans                                                           -      100 000      100 000
Repurchase of shares                                                                    -            -   (1 044 895)
Repayment of capitalised finance leases                                            (2 648)      (2 109)           -
Acquisition of non-controlling interest                                    7      (19 000)           -            -
Dividends paid                                                            13     (205 357)           -
Cash utilised in financing activities                                            (260 338)      (8 013)     (90 377)

Net (decrease)/increase in cash and cash equivalents                             (111 871)      30 880      243 039
Cash and cash equivalents at the beginning of the period                          281 841       38 802       38 802
Cash and cash equivalents at the end of the period                                169 970       69 682      281 841


Notes to the condensed consolidated interim financial statements
for the six months ended 30 September 2015

1  BASIS OF PREPARATION

The condensed consolidated interim financial statements for the six months ended 30 September 2015 have been prepared in accordance with International Financial Reporting Standard (IFRS),
(IAS) 34 Interim Financial Reporting and the IFRS Interpretations Committee (IFRIC), the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee, Financial 
Pronouncements as issued by the Financial Reporting Standards Council, the Companies Act of South Africa and the JSE Limited (JSE) Listings Requirements.

The accounting policies used in preparing the condensed consolidated interim financial statements are in terms of IFRS and are consistent with those applied in the previous annual 
financial statements.

The Group has adopted all new and amended accounting pronouncements issued by the International Accounting Standards Board (IASB) that are effective for financial years commencing 
1 April 2015. None of the new or amended accounting pronouncements that are effective for the financial year commencing 1 April 2015 are expected to have a material impact on the Group.


2  ESTIMATES

The preparation of interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported 
amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of
estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended 31 March 2015.


3  SEASONALITY OF OPERATIONS

Due to the seasonal nature of the Printing and Other segments revenues and operating profits in the second half of the year will not necessarily be in line with the first six months.


4  PREPARATION OF THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

The preparation of the condensed consolidated interim financial statements was supervised by the Group chief financial officer, Edward van Niekerk CA(SA).


5  REVIEW BY THE INDEPENDENT AUDITOR

The condensed consolidated interim financial statements have been reviewed by the Group's auditor, PricewaterhouseCoopers Inc., whose unqualified review opinion appears at the end of this
interim report. The review opinion does not necessarily cover all the information contained in this interim report.


6  GOODWILL 

Goodwill arises on the acquisition of interests in subsidiaries and is subject to an annual impairment assessment. Movements in the Group's goodwill for the period are detailed below:

                                                30 September 30 September    31 March
                                                        2015         2014        2015
                                                    Reviewed     Reviewed     Audited
                                           Note        R'000        R'000       R'000

Goodwill
Cost                                                 132 052       86 701      86 701
Accumulated impairment                                     -            -           -
Opening balance                                      132 052       86 701      86 701
Acquisitions                                  9        6 659       45 351      45 351
Closing balance                                      138 711      132 052     132 052



7  TRANSACTIONS WITH NON-CONTROLLING INTERESTS 

On 30 September 2015 the Group acquired an additional 16% of its subsidiary Paarl Media Paarl Proprietary Limited from Kurisani Investments Proprietary Limited for a consideration of 
R19 million. Paarl Media Paarl Proprietary Limited is now wholly owned by the Group. 

The effect of the above transaction can be summarised as follows:    

                                                                            2015
                                                                        Reviewed
                                                                           R'000

Carrying amount of non-controlling interest at 30 September 2015          32 404
Purchase consideration paid                                              (19 000)
Amount credited to equity                                                 13 404



8  EARNINGS PER SHARE

Basic earnings per share

Earnings per share is calculated using the weighted average number of ordinary shares in issue during the period and is based on the net profit attributable to ordinary shareholders. For
the purpose of calculating earnings per share, treasury shares are deducted from the number of ordinary shares in issue. Earnings per share for 2014 has been restated to take into account
the 299 999 900 capitalisation shares issued. Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all 
dilutive potential ordinary shares and is based on the net profit attributable to ordinary shareholders, adjusted for the after-tax dilutive effect. Currently, the share options granted 
to employees and directors are anti-dilutive.

Headline earnings per share

Headline earnings per share is calculated using the weighted average number of ordinary shares in issue during the period and is based on the earnings attributable to ordinary 
shareholders, after excluding those items as required by Circular 2/2013 issued by the South African Institute of Chartered Accountants (SAICA).

                                                                     Six months ended     Year ended
                                                                        30 September        31 March
                                                                      2015         2014         2015
                                                                  Reviewed     Reviewed      Audited
                                                                     R'000        R'000        R'000


Calculation of headline earnings
Net profit attributable to shareholders                            241 728      195 787      334 904
Adjusted for:
- Loss/(profit) on sale of property, plant and equipment               930         (714)        (338)
- Insurance proceeds                                                  (793)           -            -
- Impairment in value of property, plant and equipment                   -            -       73 537
                                                                   241 865      195 073      408 103
Total tax effect of adjustments                                        (38)         200      (20 495)
Total adjustment for non-controlling interest                          (17)          42       (2 427)
Headline earnings                                                  241 810      195 315      385 181

Number of ordinary shares in issue                             347 332 454  300 000 000  347 332 454
Weighted average number of shares                              319 545 857  300 000 000  301 927 811

Earnings per ordinary share (cents)
Basic                                                                75,65        65,26       110,92
Diluted                                                              75,65        65,26       110,92

Headline earnings per ordinary share (cents)
Basic                                                                75,67        65,11       127,57
Diluted                                                              75,67        65,11       127,57


9  BUSINESS COMBINATIONS

With effect from 1 May 2015, the Group acquired 100% of the share capital of Victory Ticket 376 Proprietary Limited trading as Digital Print Solutions for a consideration of R7,5 million.

The acquisition will enable the Group to offer clients more comprehensive range of printing services.

Goodwill of R6,7 million relates to expected synergies resulting from the Group's ability to offer a more complete printing offering to existing clients.

The amount paid to Correll Tissue relates to the transaction concluded during 2015 and was payable in terms of the sale of business agreement.

                                                                              2015
                                                                          Reviewed
                                                                   Note      R'000


Property, plant and equipment                                                  115
Inventory                                                                       51
Trade and other receivables                                                  2 144
Tax receivable                                                                   2
Cash and cash equivalents                                                    1 204
Finance lease liabilities                                                     (803)
Shareholders' loans                                                           (521)
Trade and other payables                                                    (1 395)
Identifiable assets and liabilities at acquisition date                        797
Goodwill                                                              6      6 659
Total purchase consideration                                                 7 456

Consideration as at acquisition date
Cash                                                                         4 833
Cash consideration payable                                                   2 623
                                                                             7 456
Cash flow
Cash consideration paid in respect of Digital Print Solutions               (4 833)
Cash in entity acquired - Digital Print Solutions                            1 204
Payment in respect of the prior year acquisition of Correll Tissue         (34 685)
Cash flow on acquisitions                                                  (38 314)


10  SEGMENTAL ANALYSIS

The Group has identified its operating segments based on business by service or product and aggregated it into the reportable segments based on the nature of the operating segment and it 
meeting the aggregation criteria in terms of IFRS 8 para 12. These reportable segments are "Printing", which comprises printing of books, magazines, newspapers and related products, and
"Other", which comprises manufacturing of tissue paper and printing on packaging.

                                          Six months ended Year ended
                                            30 September     31 March
                                          2015        2014       2015
                                      Reviewed    Reviewed    Audited
                                         R'000       R'000      R'000

Revenue                              2 082 757   2 075 282  4 261 484
Printing                             1 966 647   1 998 257  4 059 230
Other                                  127 086      77 520    218 019
Inter-segmental eliminations           (10 976)       (495)   (15 765)

EBITDA                                 442 598     414 229    767 489
Printing                               436 392     408 405    751 037
Other                                    6 206       5 824     16 452

Operating profit                       352 178     313 646    561 498
Printing                               350 788     310 767    552 499
Other                                    1 390       2 879      8 999

Total assets                         3 729 462   3 535 983  3 521 707
Printing                             3 658 191   3 452 986  3 445 753
Other                                  365 972     188 154    299 883
Inter-segmental eliminations          (294 701)   (105 157)  (223 929)

Total liabilities                    1 088 675   1 115 460    954 992
Printing                             1 018 013   1 043 542    884 969
Other                                  365 363     177 075    293 952
Inter-segmental eliminations          (294 701)   (105 157)  (223 929)


11  COMMITMENTS

Commitments relate to amounts for which the Group has contracted, but that have not yet been recognised as obligations in the statement of  financial position.

                                 30 September 30 September   31 March
                                         2015         2014       2015
                                     Reviewed     Reviewed    Audited
                                        R'000        R'000      R'000
Commitments
Capital expenditure                   101 850       22 900     57 479
Operating lease commitments            18 787        6 801        475
                                      120 637       29 701     57 954


12  RELATED-PARTY TRANSACTIONS

During the six months to September 2015, sales to Novus Holdings Limited's holding company, Media24 Proprietary Limited, amounted to R534 million (six months to September 2014: 
R603 million, 12 months to March 2015: R1,156 million).


13  DIVIDENDS

A dividend of R205 million (2014: nil) that relates to the period to 31 March 2015 was paid in September 2015.


14  FINANCIAL RISK MANAGEMENT AND FINANCIAL INSTRUMENTS

14.1  Financial risk factors

The Group's activities expose it to a variety of financial risks: market risk (including currency risk, fair value interest rate risk, cash flow interest rate risk and price risk), credit
risk and liquidity risk.

The condensed consolidated interim Group financial statements do not include all financial risk management information and disclosures required in the annual financial statements; they 
should be read in conjunction with the Group's annual financial statements as at 31 March 2015. There have been no material changes in the Group's credit, liquidity and market risk or 
key inputs in measuring fair value since 31 March 2015. There has however been a significant increase in the foreign exchange contracts asset resulting from the weakening of the rand
against the euro and USD denominated contracts.

14.2  Fair value estimation

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined.

                                     Level 1           Level 2       Level 3     Total
                            Quoted prices in       Significant   Significant
                              active markets  other observable  unobservable
                               for identical            inputs        inputs
                                   assets or
                                 liabilities
                                       R'000             R'000         R'000     R'000

30 September 2015
Assets
Interest rate swap                         -               110             -       110
Foreign exchange contracts                 -            46 512             -    46 512
                                           -            46 622             -    46 622
Liabilities
Foreign exchange contracts                 -                43             -        43
                                           -                43             -        43

30 September 2014
Assets
Interest rate swap                         -               401             -       401
Foreign exchange contracts                 -             2 833             -     2 833
                                           -             3 234             -     3 234

Liabilities
Foreign exchange contracts                 -            10 476             -    10 476
                                           -            10 476             -    10 476
31 March 2015
Assets
Interest rate swap                         -               116             -       116
Foreign exchange contracts                 -             1 445             -     1 445
                                           -             1 561             -     1 561

Liabilities
Foreign exchange contracts                 -            18 877             -    18 877
                                           -            18 877             -    18 877

14.3  Valuation techniques used to derive Level 2 fair values

Interest rate swaps
The fair value of the Group's interest rate swaps is determined through the use of discounted cash flow techniques using only market observable information. Key inputs used in measuring 
the fair value of interest rate swaps include spot market interest rates, contractually fixed interest rates, counterparty credit spreads, notional amounts on which interest rate swaps 
are based, payment intervals, risk-free interest rates, as well as the duration of the relevant interest rate swap arrangement.

Foreign exchange contracts
In measuring the fair value of foreign exchange contracts, the Group makes use of market observable quotes of forward foreign exchange rates on instruments that have a maturity similar 
to the maturity profile of the Group's foreign exchange contracts. Key inputs used in measuring the fair value of foreign exchange contracts include current spot exchange rates, market 
forward exchange rates, and the term of the Group's foreign exchange contracts.

The carrying amounts of the other financial assets and liabilities is a reasonable approximation of their fair values.


Directorate

Independent non-executive directors

Uys Meyer (Lead independent director)
Sandile Zungu
Bernard Olivier
Fred Robertson
Jan Potgieter
Gugulethu Dingaan

Non-executive directors

Lambert Retief (Chairman of the board)
Esmare Weideman
Manie Mayman

Executive directors

Stephen van der Walt (CEO)
Edward van Niekerk (CFO)
Keith Vroon (COO)*

* Alternate executive director

Company secretary

Bradley Meyers


Company information

Novus Holdings registered office: 
10 Freedom Way, Milnerton, Cape Town, 7441

Listing: 
Johannesburg Stock Exchange (JSE)

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

Sponsor: 
Investec Bank Limited

Auditor: 
PricewaterhouseCoopers Inc. Paarl


Administrative information

Novus Holdings Limited
(Incorporated in the Republic of South Africa)
("Novus Holdings" or "the company" or "the Group")

Registration number: 2008/011165/06

JSE share code: NVS

ISIN code: ZAE000202149

www.novus.holdings



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