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African Oxygen Limited
(Incorporated in the Republic of South Africa)
Registration number: 1927/000089/06
ISIN: ZAE000067120 JSE code: AFX
NSX code: AOX
ABRIDGED SUMMARISED AUDITED CONSOLIDATED FINANCIAL STATEMENTS
for the year ended 31 December 2015
Revenue: R5.5 billion DOWN (6%)
EBITDA: R1 004 million UP (22.7%)
HEPS: 139.2 cents UP (284%)
Performance highlights
For the year ended 31 December 2015, the positive effects of the turnaround are evidenced with Afrox growing earnings before interest, taxes, depreciation and amortisation
(EBITDA) by 22.7% or R186 million to R1.004 billion (2014: R818 million). This growth was achieved against a background of significant headwinds from the South African economy
which impacted volumes. The EBITDA margin before restructuring costs increased to 18.3% (2014: 14.0%). An additional restructuring charge of R79 million was provided in the
current year. Despite this provision, underlying business performance improvements saw headline earnings per share up 284% to 139.2 cents (2014: 36.2 cents) and basic earnings
per share up 400% to 134.2 cents (2014: 26.8 cents). Revenue declined by 6% to R5.473 billion (2014: R5.834 billion) mainly due to the impact of lower Liquefied Petroleum Gas
(LPG) prices. Gross profit after distribution expenses (GPADE) before restructuring costs was R1 585 million (2014: R1 578 million).
Capital expenditure of R377 million (2014: R527 million) has reduced, thus aligning capital requirements with the prevailing economic environment. The decision to invest in a
production campus in Durban was re-evaluated resulting in a decision to secure suitable rented premises and dispose of the property instead. This will result in a capital
expenditure saving of R205 million.
Lower levels of capital expenditure, focused trading working capital management, optimisation of fixed assets and underlying EBITDA growth resulted in Afrox remaining strongly
cash generative. Net debt reduced by R355 million to R148 million (2014: R646 million). Return On Capital Employed (ROCE) improved to 16.7% (2014: 11.1%) reflecting the focus
that the restructure has on both costs and asset utilisation.
Business review
The LPG business performed well with volumes up by 4% (South Africa only). This was mainly due to the increased cost of electricity together with the unreliability of
electricity supply leading to increased LPG usage for energy requirements. Lower LPG cost prices resulted in a 14.1% reduction in revenue, with the underlying margin
improvement, GPADE increased by 11.5%.
Revenue from the Atmospheric Gases business increased by 2.9% mainly as a result of the performance in Afrox's market leading CO2 business, the healthcare business and
speciality products. Output reduction in key markets across mining, steel and manufacturing sectors led to reductions in pipeline and compressed gases. As a result, gaseous
pipeline and compressed gases sales were impacted, bulk liquid gases volumes performed relatively well as new gas applications were sold to customers. GPADE decreased by 8.7%.
Hard Goods revenue reduced by 9.1% driven by lower volumes from the adverse business environment. GPADE increased by 11.5% due to one-time inventory provisions incurred in
2014. Underlying the GPADE margin improvement was the rationalisation of the product range and manufacturing facilities, closing the gas equipment factory in Germiston as part
of our initiative to outsource non-core operations and supply chain review, and focusing on driving sales of high-yield products.
The Emerging Africa (formerly Rest of Africa) revenue decreased by 5.5% due to the exit from Angola, reduction in LPG market pricing, linked to lower costs and devaluation of
the Zambian currency. Despite the exit from Angola and the devaluation of the Zambian currency, sales and volumes performed relatively well, with growth in most market sectors
and countries, resulting in a 3.7% increase in GPADE.
Turnaround
In line with the turnaround launched in 2014, there has been a significant cost-base and FTE reduction, personnel costs reduced by more than 14%, and a new operating model was
implemented and aligned to a revised strategy reflective of the current economic reality.
Cost reduction initiatives delivered ahead of targets and the full impact thereof is expected in 2016.
Dividend
The Company retains its policy whereby headline earnings cover the dividend twice. In compliance with this policy and due to the level of restructuring costs incurred in the
second half of the year, a final dividend for 2015 of 51 cents per share was declared, bringing the total dividend for 2015 to 69 cents per share (2014: 24.0 cents per share).
Board of directors
No changes in the Directorate have taken place since the publication of the interim report in August 2015.
Outlook
Afrox will continue to be a profitable, robust and strongly cash-generative business. However, the difficult economic conditions are expected to continue in South Africa. Our
focus in the medium term will be on delivering the turnaround benefits in South Africa and realising any growth opportunities in parts of our portfolio.
Notice of final dividend declaration number 178 and salient features
Notice is hereby given that a gross final cash dividend of 51 cents per ordinary share, being the final dividend for the year ended 31 December 2015, has been declared payable
to all shareholders of African Oxygen Limited recorded in the register on Friday, 15 April 2016.
The salient dates for the declaration and payment of the final dividend are as follows:
Last day to trade ordinary shares "cum" dividend Friday, 8 April 2016
Ordinary shares trade "ex" the dividend Monday, 11 April 2016
Record date Friday, 15 April 2016
Payment date Monday, 18 April 2016
Share certificates may not be dematerialised or rematerialised between Monday, 11 April 2016 and Friday, 15 April 2016, both days inclusive.
The local net dividend amount is 43.35 cents (2014: nil cents) per share for shareholders liable to pay Dividends Tax and 51.0 cents (2014: nil cents)
per share for the shareholders exempt from Dividends Tax.
In terms of the Dividends Tax, the following additional information is disclosed:
- the dividend has been declared out of income reserves;
- the local Dividends Tax rate is 15%, subject to double tax agreement;
- Afrox currently has 308 567 602 ordinary shares in issue; and
- Afrox's income tax reference number is 9350042710.
By order of the Board
Cheryl Singh 26 February 2016
Company Secretary Johannesburg
Forward-looking statements disclaimer: This results review contains statements related to our future business and financial performance and future events or developments
involving Afrox that may constitute forward-looking statements. Such statements are based on current expectations, and certain assumptions of Afrox's management are therefore
subject to certain risks and uncertainties. A variety of factors, many of which are beyond Afrox's control, affect our operations, performance, business strategy and results
and could cause the actual results, performance or achievements of Afrox to be materially different from any future results, performance or achievements that may be expressed
or implied by such forward-looking statements or anticipated on the basis of historical trends.
Abridged summarised audited consolidated income statement
R'million 31 December 31 December
2015 2014
Audited Audited
Revenue 5 473 5 834
Operating expenses (excluding restructuring costs) (4 469) (5 016)
Earnings before interest, taxation, depreciation,
amortisation and impairments (EBITDA) 1 004 818
Depreciation and amortisation (390) (381)
Impairment of tangible assets (27) (35)
Impairment of intangible assets - (17)
Earnings before interest and taxation (EBIT)
before restructuring costs 587 385
Restructuring costs* (79) (185)
Earnings before interest and taxation (EBIT) 508 200
Net finance expense (9) (12)
Income from associate 1 1
Profit before taxation 500 189
Taxation (75) (93)
Profit for the year 425 96
Attributable to:
Owners of the Company 414 83
Non-controlling interests 11 13
Profit for the year 425 96
Earnings per share - cents
Basic and diluted earnings per ordinary share - cents 134.2 26.8
* Net of R126 million redundancy and consultancy costs raised during the year and R47 million redundancy costs released during the year.
Abridged summarised audited consolidated statement of comprehensive income
R'million 31 December 31 December
2015 2014
Audited Audited
Profit for the year 425 96
Other comprehensive income after taxation 49 (119)
Items that are or may be reclassified to profit or loss 21 (41)
Translation differences on foreign operations 13 (27)
Translation differences relating to non-controlling interests 3 (10)
Changes in fair value of cash flow hedges (net of taxation) 5 (4)
Items that will never be reclassified to profit or loss 28 (78)
Actuarial (losses)/gains on defined-benefit funds 39 (109)
Deferred taxation relating to actuarial losses/(gains) (11) 31
Total comprehensive income for the period 474 (23)
Total comprehensive income attributable to:
Owners of the Company 460 (26)
Non-controlling interests 14 3
474 (23)
Segmental report
R'million 31 December 31 December
2015 2014
Audited Audited
Revenue* 5 473 5 834
Atmospheric Gases 2 110 2 050
LPG 1 820 2 118
Hard Goods 788 867
Emerging Africa 755 799
Gross profit after distribution expenses (GPADE) before
restructuring costs 1 585 1 578
Atmospheric Gases 681 746
LPG 321 288
Hard Goods 272 244
Emerging Africa 311 300
Reconciliation of GPADE to EBIT
GPADE for business segments before restructuring costs 1 585 1 578
Other operating expenses (971) (1 141)
Impairments (27) (52)
Restructuring costs (79) (185)
Earnings before interest and taxation (EBIT) 508 200
* Revenue from external customers.
Statistics and ratios
31 December 31 December
2015 2014
Audited Audited
Average number of shares in issue during the period ('000) 308 568 308 568
Shares in issue ('000) 308 568 308 568
Dividends per share (cents) 69 24.0
Final 51.0 -
Interim 18.0 24.0
Ratios
EBITDA margin (%) 18.3 14.0
Interest cover on EBIT before restructuring costs (times) 66.6 33.6
Effective taxation rate (%) 15.0 49.1
Gearing (%) 3.6 12.3
Dividend cover on headline earnings (times) 2.0 1.5
Abridged summarised audited consolidated statement of financial position
R'million Note 31 December 31 December
2015 2014
Audited Audited
ASSETS
Property, plant and equipment 4 2 988 3 166
Retirement benefits assets 538 475
Deferred taxation asset 19 15
Lease receivables 88 104
Other non-current assets 53 59
Non-current assets 3 686 3 819
Inventories 604 634
Trade and other receivables 864 849
Lease receivables 19 19
Derivative financial instruments 15 -
Receivables from fellow subsidiaries of holding company 54 30
Taxation receivable 53 32
Cash and cash equivalents 880 526
Assets held for sale 7 120 -
Current assets 2 609 2 090
Total assets 6 295 5 909
EQUITY AND LIABILITIES
Equity holders of the parent company 3 431 3 019
Non-controlling interests 37 28
Total equity 3 468 3 047
Long-term borrowings 1 000 1 000
Deferred taxation liability 518 512
Non-current liabilities 1 518 1 512
Provisions 61 197
Trade, other payables and financial liabilities 1 198 1 080
Taxation payable 22 43
Derivative financial instruments - 1
Bank overdrafts 28 29
Current liabilities 1 309 1 350
Total equity and liabilities 6 295 5 909
Abridged summarised audited consolidated statement of cash flows
R'million 31 December 31 December
2015 2014
Audited Audited
Earnings before interest and taxation (EBIT) 508 200
Adjustments for:
Depreciation, amortisation and impairments 417 433
Other non-cash movements 88 217
Operating cash flows before working capital adjustments 1 013 850
Working capital adjustments 82 136
Cash generated from operations before restructuring costs 1 095 986
Restructuring costs paid (169) -
Cash generated from operations 926 986
Vested shares purchased on behalf of employees - (2)
Net finance expenses (74) (101)
Taxation paid (116) (113)
Dividends received 1 1
Cash available from operating activities 737 771
Dividends paid to owners of the parent (56) (136)
Dividends to non-controlling interests (5) (12)
Net cash inflow from operating activities 676 623
Additions to property, plant and equipment and intangibles (362) (514)
Intangible assets acquired (15) (13)
Other investing activities 67 66
Net cash outflow from investing activities (310) (461)
Borrowings raised - -
Borrowings repaid - (3)
Forfeited shares sold - 1
Incentive share scheme shares purchased on behalf of employees (11) (17)
Net cash (outflow) from financing activities (11) (19)
Net increase in cash and cash equivalents 355 143
Cash and cash equivalents at the beginning of the period 497 354
Cash and cash equivalents at the end of the period 852 497
Abridged summarised audited consolidated statement of changes in equity
R'million Share Incentive FCTR and Actuarial Retained Non- Total
capital and scheme hedging gains/ earnings controlling equity
share share and reserves (losses) interests
premium share-based
payment
reserves
Balance at 1 January 2014 552 13 (37) 367 2 307 37 3 239
Total comprehensive income - - (31) (78) 83 3 (23)
Profit for the year - - - - 83 13 96
Other comprehensive income, net of taxation - - (31) (78) - (10) (119)
Shares purchased on behalf of employees - (17) - - - - (17)
Share-based payments,net of taxation - (4) - - - - (4)
Dividends paid - - - - (136) (12) (148)
Balance at 31 December 2014 552 (8) (68) 289 2 254 28 3 047
Balance at 1 January 2015 552 (8) (68) 289 2 254 28 3 047
Total comprehensive income - - 18 28 414 14 474
Profit for the year - - - - 414 11 425
Other comprehensive income, net of taxation - - 18 28 - 3 49
Shares purchased on behalf of employees - (11) - - - - (11)
Share-based payments, net of taxation - 19 - - - - 19
Dividends - - - - (56) (5) (61)
Balance at 31 December 2015 552 - (50) 317 2 612 37 3 468
Selected notes to the abridged summarised audited consolidated financial statements
African Oxygen Limited ('Afrox' or the 'Company') is a South African registered company. The abridged summarised audited consolidated financial statements of the Company
comprise the Company and its subsidiaries (together referred to as the 'Group') and the Group's interest in an associate and trading trust.
1. Statement of compliance
The abridged summarised audited consolidated financial statements are prepared in accordance with the requirements of the JSE Limited Listings Requirements for abridged reports,
and the requirements of the Companies Act applicable to summary financial statements. The Listings Requirements require abridged reports 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 International Financial Reporting Standards and are consistent with the accounting policies applied in the preparation of the
previous consolidated annual financial statements.
2. Basis of preparation
The abridged summarised audited consolidated financial statements do not include all the information and disclosures required for the audited consolidated financial
statements. The abridged summarised audited consolidated financial statements should be read in conjunction with the audited consolidated financial statements. The audited
consolidated financial statements for the Group as at and for the year ended 31 December 2015 were prepared on the going-concern basis and are available for inspection at the
Company's registered office and will be available on the Afrox website at www.afrox.com.
The accounting policies applied in the presentation of the abridged summarised audited consolidated financial statements are consistent with those applied for the year ended
31 December 2015, except for new standards that became effective 1 January 2015, refer note 3.
The abridged summarised audited consolidated financial statements are prepared on the historical-cost basis except for the following items which are measured using an
alternative basis at each reporting date:
- Derivative financial instruments measured at fair value through profit or loss.
- Retirement benefit assets and liabilities are measured at the fair value of the planned assets less the present value of the defined-benefit obligation.
- Share-based payment awards are measured at fair value. The fair value of the equity instruments granted is estimated using industry accepted techniques.
- Non-current assets held for sale are measured at the lower of carrying amount and fair value less costs of disposal.
This report was compiled under the supervision of Matthias Vogt, Head of Finance.
3. Changes in accounting policies
The Group has adopted the following new standards and amendments to standards, including any consequential amendments to other standards, with a date of initial application of
1 January 2015:
- Defined benefit plans: Employee Contributions (Amendments to IAS 19);
- Annual Improvements to IFRSs 2010 - 2012 Cycle - various standards; and
- Annual Improvements to IFRSs 2011 - 2013 Cycle - various standards.
The adoption of the amendments to standards listed above did not have a significant impact on the Group's abridged summarised audited consolidated financial statements.
4. Property, plant and equipment
R'million 31 December 31 December
2015 2014
Audited Audited
Opening carrying value 3 166 3 034
Additions, net of transfers from assets under construction 379 533
Transfer to assets held for sale (120)
Impairments (27) (35)
Disposals (28) (12)
Depreciation (369) (349)
Translation differences (13) (5)
Closing carrying value 2 988 3 166
5. Fair value classification and measurement
Accounting classification and fair value
The classification of each class of financial assets and
liabilities, and there fair values are:
R'million At fair value Loans and Liabilities Other Total Fair
through receivables at assets carrying value
profit or amortised amount
loss cost
Financial assets measured at fair value
Derivative financial instruments 15 - - 15 15
31 December 2015
Financial assets not measured at fair value
Trade, other receivables and financial assets - 907 - 907 907
Cash and cash equivalents - 880 - 880 880
Finance lease receivables - - - 107 107 107
Total financial assets 15 1 788 - 107 1 909 1 909
Financial liabilities not measured at fair value
Borrowings - - 1 000 1 000 919
Trade, other payables and financial liabilities - - 1 075 1 075 1 075
Bank overdrafts - - 28 28 28
Total financial liabilities - - 2 103 2 103 2 022
31 December 2014
Financial assets measured at fair value
Trade, other receivables and financial assets - 878 - 878 878
Cash and cash equivalents - 526 - 526 526
Lease receivables - - - 123 123 123
Total financial assets - 1 404 - 123 1 527 1 527
Financial liabilities measured at fair value
Derivative financial instruments 1 - - 1 1
Financial liabilities not measured at fair value
Borrowings - - 1 000 1 000 959
Trade, other payables and financial liabilities - - 925 925 925
Bank overdrafts - - 29 29 29
Total financial liabilities 1 - 1 954 1 955 1 914
Reconciliation to the abridged summarised audited consolidated statement of financial position:
R'million 31 December 31 December
2015 2014
Audited Audited
Trade and other receivables 864 849
Receivables from fellow subsidiaries of holding company 54 30
Prepayments (2) -
Deposits (1) (1)
Value-added taxation (7) -
Financial instruments 908 878
Trade, other payables and other financial liabilities 1 198 1 080
Employee benefits including leave pay, bonuses and other costs (91) (108)
Deferred rentals (17) (18)
Value-added taxation (15) (29)
Financial instruments 1 075 925
Fair value hierarchy
The table below analyses fair value measurements for financial instruments categorised into the fair value hierarchy based on the inputs used. The different levels are defined
as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the Group can access at the measurement date.
Level 2: inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: unobservable inputs for the asset or liability.
R'million Level 1 Level 2 Level 3 Total
31 December 2015
Financial assets measured at fair value
Derivative financial instruments - 15 - 15
31 December 2014
Financial liabilities measured at fair value
Derivative financial instruments - 1 - 1
The fair value of the derivative financial instrument is based on broker quotes. Similar contracts are traded in an active market and the quote reflects the actual
transactions in similar instruments.
Transfers
The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the transfer has occurred. There were no transfers
between level 1, 2 or 3 of the fair value hierarchy during the year ended 2015.
6. Earnings and headline earnings per share
Headline earnings per share are calculated on headline earnings of R429 million (2014: 111 million) and a weighted average number of ordinary shares of 308 567 602 (2014: 308
567 602) in issue during the period.
Reconciliation between earnings and headline earnings
R'million 31 December 31 December
2015 2014
Audited Audited
Profit for the period 414 83
Adjusted for the after-taxation effects of:
Profit on disposal of property, plant and equipment (6) (19)
Impairment of goodwill in subsidiaries - 17
Impairment of property, plant and equipment 27 35
435 116
Taxation (6) (5)
Headline earnings 429 111
Basic and diluted earnings per share - cents 134.2 26.8
Headline earnings per share - cents 139.2 36.2
7. Assets held for sale
A decision was taken to dispose of the Group's land, situated in Cornubia, Durban. A suitable alternative rented premises was procured that enabled the Group to accommodate
the Durban operations on one site. The process to dispose the land will be piecemeal and is expected to be completed within 12 months. Furthermore, as part of the Group's
restructuring initiatives, the Group is undergoing a process of evaluating its property portfolio and a decision was taken to sell unutilised properties. These properties are
expected to be sold within 12 months. As part of the rationalisation of the Group's manufacturing facilities, a decision was taken to close the Gas Equipment Factory and sell
the assets. The sale is expected to be completed within 12 months.
R'million 31 December 31 December
2015 2014
Audited Audited
Property, plant and equipment 120 -
Total net assets held for sale 120 -
8. Related party transactions
The Group entered into various sale and purchase transactions with related parties, in the ordinary course of business, on an arm's length basis. The nature of related party
transactions is consistent with those reported previously.
9. Update on key litigation matters
The Company continues to pursue its rights in terms of a disputed supply contract with a major steel producer. No revenue has been accounted for in terms of this contract
since June 2012. The disputed revenue not recorded amounts to approximately R131.9 million (excluding VAT) with the total amount outstanding at approximately R233 million,
including interest. The main hearing is scheduled for June/July 2016.
10. Subsequent events
Other than for the continuing impact of the adverse trading conditions, the directors are not aware of any material matter or circumstance arising between the end of
the year and up to the date of this report, not otherwise dealt with in this report.
11. Summary financial statements included in the abridged report
The abridged summarised audited financial statements have been derived from the audited financial statements on the basis set out in note 1. The abridged summarised audited
financial statements have not been separately audited. For a better understanding of the Company's financial position, financial performance and cash flows in accordance
with IFRS, the full audited financialstatements and auditor's report thereon are available from the Company's registered office. The Company's auditor, KPMG Inc. issued
an unqualified auditors report on the financial statements.
Transfer secretaries: Computershare Investor Services Proprietary Limited
Sponsor in South Africa: One Capital
Sponsor in Namibia: Namibia Equity Brokers Proprietary Limited
Directors: S Venter (Managing Director), DKT Devers** (Financial Director), BH Eulitz* (Chairman), M von Plotho*, Dr KDK Mokhele, CF Wells** RJN Gearing**, NVL Qangule, GJ
Strauss * German ** British
Company Secretary: Cheryl Singh
Auditors: KPMG Inc.
www.afrox.com
www.afrox.co.za
Registered office
Afrox House, 23 Webber Street, Selby
Johannesburg 2001
PO Box 5404, Johannesburg 2000
Telephone +27 11 490 0400
Date: 29 February 2016
Date: 29/02/2016 07:05:00 Supplied by www.sharenet.co.za
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