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AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2015
SOUTHERN VIEW FINANCE LTD
(Incorporated in Bermuda with registration number 47305)
Class A share codes: BSX: SVF.BH JSE: SVF ISIN: BMG829251013
(“SVF” or the “Company” or the “Group”)
AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2015
The Company is incorporated in Bermuda and its main purpose is the holding
of investments. The Company maintains a primary listing on the Bermuda
Stock Exchange (“BSX”) and a secondary listing on the Alternative Exchange
(“AltX”) of JSE Limited (“JSE”). The listing of the Company’s Class A
shares on the AltX, in so far as it relates to their trading, has been
suspended with effect from Monday, 9 November 2015.
BUSINESS REVIEW
The Group recorded a net profit after tax for the financial year ended
30 June 2015 (“2015 Financial Year”) of R368,480,171 (2014: R51,799,445).
EVENTS AFTER THE 2015 FINANCIAL YEAR: DISPOSAL OF SUBSIDIARIES, AND
CAPITALISATION
Subsequent to the 2015 Financial Year, the board of directors of the
Company (the “Board”) accepted an offer for the disposal of all of the
shares in and loan claims against the Company's subsidiaries held by the
Company (the “Transaction”). The purchaser was Fulcrum Financial Services
SA (“Fulcrum”), a company incorporated and registered in Switzerland.
All conditions precedent to which the Transaction agreements were subject
were fulfilled or waived timeously, and the Transaction was implemented
in accordance with the terms of the Transaction agreements. For further
information please refer to the announcements released on 18 August 2015,
2 October 2015 and 7 October 2015, respectively.
In addition, a further capitalisation of a subsidiary of the Company,
Southern View Finance UK Limited, was made to the amount of R72,635,938
on 17 September 2015.
DIVIDENDS
A final dividend payable to Class B shareholders amounting to R5,323,960
relating to the 2014 Financial Year was declared by the Board on
21 January 2015, and paid on 28 January 2015. An interim dividend payable
to Class B shareholders amounting to R15,641,051 relating to the
2015 Financial Year was declared on 3 February 2015, and paid on
9 February 2015.
On 16 September 2015 and subsequent to the end of the 2015 Financial Year,
the Board declared a dividend of R65,000,000 to its Class A shareholders,
and a dividend of R35,875,000 to its Class B shareholders. The dividends
were paid on 9 October 2015.
SHARE CAPITAL
On 21 November 2014, the Company raised R649,999,975 through the issue of
58,665,704 Class A shares to certain Class A shareholders of the Company.
On 1 October 2015, the Company announced that Fulcrum had elected to settle
the purchase consideration due to SVF in relation to the Transaction by
the creation of a loan claim in favour of the Company in an amount equal
to the purchase price due in terms of the Transaction agreement (“Loan
Claim”). Consequently and in terms of the Transaction agreement, SVF
declared, and on 19 October 2015, distributed as a distribution in specie
an amount of R25.58578 (US$1.86183 at the then prevailing exchange rate)
per Class A share to Class A shareholders and an amount of R33.90573
(US$2.46726 at the then prevailing exchange rate) per Class B share to
Class B shareholders (“Distribution”).
In addition, on 21 October 2015 the Company repurchased all of the shares
held by its Class A shareholders, save and except for 0.0001% of the Class
A shares held by each Class A shareholder rounded up to the nearest whole
share, as well as all of the shares held by the Class B shareholders
(“Repurchase”). The Class B shares of the Company were subsequently
terminated on the AltX with effect from 16 November 2015.
For further information in respect of the Distribution and Repurchase,
please refer to the announcements released on 2 October 2015, 7 October
2015 and 6 November 2015 respectively.
On 12 November 2015, the Company announced that it had entered into a
subscription agreement with Osiris Property Services Ltd (“Osiris”) in
terms of which agreement Osiris agreed to subscribe for 625,000 Class A
shares with a par value of US$0.0001 each at a subscription price of
US$0.80 per share, amounting to a total value of US$500,000.00. For further
information please refer to the announcement released on 12 November 2015.
The Company currently has 625,120 Class A shares in issue.
BASIS OF PREPARATION
The consolidated annual financial statements for the 2015 Financial Year
(“AFS”) have been prepared in accordance with International Financial
Reporting Standards, the Bermuda Companies Act, 1981 (the “Act”), the BSX
Listing Regulations and the JSE Listings Requirements.
ACCOUNTING POLICIES
The financial results set out below have been audited by the Company’s
external auditors. The accounting policies adopted are consistent with
those published in the Consolidated Financial Statements for the 2014
Financial Year.
By order of the Board
30 December 2015
Summary information of the financial results of the Group for the 2015
Financial Year, are as set out below:
AUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2015
Group: Audited 2015 2014
R R
ASSETS
Non-Current Assets
Property, plant and equipment - 119,875,763
Goodwill - 17,827,548
Intangible assets - 24,671,977
Other financial assets - 17,328,965
Deferred tax - 4,260,969
- 183,965,222
Current Assets
Other financial assets - 463,319
Trade and other receivables - 137,359,611
Loans and advances - 1,298,506,352
Cash and cash equivalents - 563,268,941
- 1,999,598,223
Assets of disposal group classified as held for
sale 2,454,587,366 -
2,454,587,366 1,999,598,223
Total assets 2,454,587,366 2,183,563,445
EQUITY
Share capital 1,328,664,945 678,664,970
Accumulated profit 387,482,373 41,466,947
Foreign currency translation reserve (523,688) (747,630)
Total equity attributable to equity shareholders 1,715,623,630 719,384,287
Non-controlling interest 1,537,598 -
Total equity 1,717,161,228 719,384,287
LIABILITIES
Non-current liabilities
Other financial liabilities - 318,630,151
Current liabilities
Other financial liabilities - 1,006,532,670
Current tax payable - 5,620,871
Trade and other payables - 133,395,466
- 1,145,549,007
Liabilities of disposal group classified as held
for sale 737,426,138 -
Total liabilities 737,426,138 1,464,179,158
TOTAL EQUITY AND LIABILITIES 2,454,587,366 2,183,563,445
AUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED
30 JUNE 2015
Discontinued operations
Group: Audited 2015 2014
R R
Interest income (trading) 1,011,079,697 436,690,692
Loan and transaction fees 748,158,609 353,860,292
Direct distribution expenses (296,327,515) (128,857,945)
Net portfolio income 1,462,910,791 661,693,039
Other income 44,937,999 40,567,262
Operating expenses (352,361,419) (216,239,837)
Loans and advances written off (628,804,308) (118,051,921)
Provision for Impairment of loans and advances (25,003,809) (257,332,037)
Finance costs (85,183,010) (45,887,838)
Other expenses (1,056,414,547) (596,935,371)
Operating profit before taxation 406,496,244 64,757,668
Taxation (38,016,073) (12,958,223)
Profit for the year 368,480,171 51,799,445
Profit attributable to:
Shareholders 367,967,689 51,799,445
Non-controlling interest 512,482 -
Profit for the year 368,480,171 51,799,445
Other comprehensive income
Items that are or may be reclassified to profit or
loss
Foreign currency translation on foreign operations
– subsidiaries 249,009 -
Total comprehensive income for the year 368,729,180 51,799,445
Total comprehensive income attributable to:
Shareholders 368,191,631 51,799,445
Non-controlling interest 537,549 -
Total comprehensive income for the year 368,729,180 51,799,445
Earnings per share (cents)
Basic 353 122
Diluted 353 122
AUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2015
Total share Accumulated
Group: Audited Share capital Share premium capital profit (loss)
R R R R
Balance at 1 July 2013 3,010 30,092,865 30,095,875 (10,332,498)
Profit for the year ended 30 June
2014 - - - 51,799,445
Total comprehensive income for
the year - - - 51,799,445
Issue of shares 66,840 648,502,255 648,569,095 -
Total contributions by and
distributions to owners of
company recognised directly in
equity 66,840 648,502,255 648,569,095 -
Balance at 30 June 2014 69,850 678,595,120 678,664,970 41,466,947
Balance at 1 July 2014 69,850 678,595,120 678,664,970 41,466,947
Profit for the year - - - 367,967,689
Other comprehensive income - - - -
Total comprehensive income for
the year - - - 367,967,689
Issue of shares 62,912 649,937,063 649,999,975 -
Increase in non-controlling
interest – Spotco Holdings Pty
Ltd - - - (987,252)
Dividends paid to shareholders - - - (20,965,011)
Total contributions by and
distributions to owners of
company recognised directly in
equity 62,912 649,937,063 649,999,975 (21,952,263)
Balance at 30 June 2015 132,762 1,328,532,183 1,328,664,945 387,482,373
(Continued)
Foreign Total
currency attributable Non-
translation to equity controlling
Group: Audited reserve shareholders interest Total equity
R R R R
Balance at 1 July 2013 (747,630) 19,015,747 - 19,015,747
Profit for the year ended 30 June
2014 - 51,799,445 - 51,799,445
Total comprehensive income for
the year - 51,799,445 - 51,799,445
Issue of shares - 648,569,095 - 648,569,095
Total contributions by and
distributions to owners of
company recognised directly in
equity - 648,569,095 - 648,569,095
Balance at 30 June 2014 (747,630) 719,384,287 - 719,384,287
Balance at 1 July 2014 (747,630) 719,384,287 - 719,384,287
Profit for the year - 367,967,689 512,482 368,480,171
Other comprehensive income 223,942 223,942 25,067 249,009
Total comprehensive income for
the year 223,942 368,191,631 537,549 368,729,180
Issue of shares - 649,999,975 - 649,999,975
Increase in non-controlling
interest – Spotco Holdings Pty
Ltd - (987,252) 1,000,049 12,797
Dividends paid to shareholders - (20,965,011) - (20,965,011)
Total contributions by and
distributions to owners of
company recognised directly in
equity - 628,047,712 1,000,049 629,047,761
Balance at 30 June 2015 (523,688) 1,715,623,630 1,537,598 1,717,161,228
AUDITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2015
Discontinued operations
Group: Audited 2015 2014
R R
Cash flow from operating activities
Cash generated from/ (used in) operations 684,698,936 (1,187,556,905)
Interest income 20,286,242 6,251,339
Finance costs (67,486,113) (46,351,157)
Taxation paid (32,412,284) (11,598,321)
Net cash generated from/ (used in) operating
activities 605,086,781 (1,239,255,044)
Cash flows generated from investing activities
Purchase of property, plant and equipment (29,960,038) (118,729,366)
Disposal of property, plant and equipment 215,561 -
Purchase of other intangible assets (15,212,583) (20,833,229)
Business combinations (19,813,348) (37,000,000)
Movement in loans from group companies 4,452,565 -
(Increase) / decrease in financial assets 1,450,005 (17,328,965)
Net cash used in investing activities (58,867,838) (193,891,560)
Cash flows from financing activities
Proceeds on share issue 649,999,975 648,569,095
Dividends paid to shareholders (20,965,011) -
Proceeds from other financial activities - 1,325,162,821
Repayment of other financial liabilities (830,042,917) -
Net cash (used in) / generated from financing
activities (201,007,953) 1,973,731,916
Total cash movement for the year 345,210,990 540,585,312
Effect of exchange rate fluctuations on cash
held (12,422,672) 1,967,843
Cash at the beginning of the year 563,268,941 20,715,786
Net cash at the end of the year 896,057,259 563,268,941
ANNUAL GENERAL MEETING
Under an exemption granted by the BSX, and subsequent to an agreement
obtained from the sole shareholder of the Company, Osiris, and the Board,
to waive the requirement to lay the Annual Financial Statements for the
2015 Financial Year before a general meeting of the Company (as is allowed
for under section 88 of the Act), the Company will not be convening an
Annual General Meeting.
CHANGE OF NAME
Shareholders are reminded that the Company on 15 December 2015, announced
the implementation of a change of the name of the Company from Southern
View Finance Ltd to VestIN Holdings Ltd (“Change of Name”).
The Company will trade on the BSX under the ticker “VIN.BH” and the short
name “VestIN”, on the AltX under the ticker “VIN” and the short name
“VestIN”, and the International Securities Identification Number of the
Company will change from “BMG829251013” to “BMG934031060” once the Change
of Name becomes effective on 4 January 2016, on each of the BSX and AltX.
30 December 2015
Hamilton/Johannesburg
BSX sponsor: Global Custody and Clearing Limited
JSE sponsor: Bravura Capital Proprietary Limited
Date: 30/12/2015 04:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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