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NOVUS HOLDINGS LIMITED - Reviewed interim results for the six months ended 30 September 2016

Release Date: 04/11/2016 15:23
Code(s): NVS     PDF:  
Wrap Text
Reviewed interim results for the six months ended 30 September 2016

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

REVIEWED INTERIM RESULTS
for the six months ended 30 September 2016

Salient features
- Revenue increased by 4,5% to R2,18 billion (2015: R2,08 billion)
- Lower gross profit margin of 26,5% (2015: 31,4%)
- Operating profit decreased by 13,6% to R304,4 million (2015: R352,2 million)
- Headline earnings per share decreased by 16,4% to 63,3 cents per share (2015: 75,7 cents per share)

Performance overview
Novus Holdings' core printing business delivered a satisfactory performance despite ongoing tough trading conditions. Results were most notably shaped by strained
economic growth, coupled with a fluctuating and weakened exchange rate. The decline in print volumes, particularly in publication printing (magazines and newspapers),
continued. The Other segment, which includes labels and tissue manufacturing, showed encouraging improvement, especially in labels, which achieved break-even in the
past six months. Although the Africa business is receiving increased focus, limited contribution was achieved during this period.

Revenue increased by 4,5% to R2,18 billion. The Print segment experienced a marginal improvement in revenue to R2,04 billion (2015: R1,97 billion). The decline in
publication printing volumes continues to follow Audit Bureau of Circulation (ABC) trends. Books and directories showed growth, which can be attributed largely to the
increased production of educational books, while retail inserts volumes remained flat.

The Other segment showed strong growth and revenue increased by 23,4% to R156,9 million (2015: R127,1 million). Labels showed growing demand, with increased sales
volumes to the comparable period. Efforts to introduce new label products and attract more fast-moving consumer goods (FMCG) clients gained good traction. Tissue
growth was limited due to capacity constraints. Ongoing project expenses and the installation of the second tissue mill resulted in the incurrence of costs ahead of
revenue contributions.

Gross profit margin decreased by 4,9%. This was largely due to the Group's inability to immediately pass on higher paper prices that resulted from a weaker exchange
rate to clients. The tissue expansion project has proven disruptive to production efficiencies and has negatively impacted the gross profit margin. Operating profit 
decreased to R304,4 million from R352,2 million in the comparative period. Fixed overhead cost reductions were brought about by lower selling costs and share-based 
compensation charges, as well as lower debtor-related costs. 

Headline earnings per share decreased by 16,4% compared to the previous period.

Novus Holdings experienced negative cash flow for the period mainly due to the timing of large customer payments received shortly after the reporting date. Though
further capital expenditure to complete ongoing projects is continuing, the Group expects to return to a healthy cash position by the end of the financial
year.

Operational progress
Capital expenditure of R80,0 million (2015: R27,2 million) was incurred by the Print segment, while the Other segment incurred R55,1 million (2015: R63,6 million).
Of the R80,0 million capital expenditure in the Print segment, R49 million related to the ongoing digital printing expansion project at Novus Print Solutions, as
anticipated. Capital expenditure in the Other segment related to the installation of the Group's second tissue mill and the additional converting capacity.

The amalgamation of Paarl Media Paarl and Digital Print Solutions into Novus Print Solutions hindered results. With the relocation complete, the Group is 
focused on returning to full production capacity and efficiency. As a result, the print services offering will be strengthened, enabling the Group to take advantage 
of the global trend towards digital printing. During the reporting period, the digital press attracted bookwork previously printed overseas and imported into 
South Africa. Delivering on this digital print project will be critical in the second half of the year. 

The tissue expansion project is on track, and the commissioning of the second mill commenced on schedule. While operations were significantly affected in this phase 
of the project, the Group has successfully introduced additional converting capacity. The completion of the tissue investment projects will continue to receive 
dedicated attention to drive improvement and reach break-even point. 

Labels experienced a strong turnaround in terms of production processes and efficiency after successful integration into the heatset printing division. The division 
is well positioned to positively scale effectively with increased turnover going forward.

Segment performance
                               Print   Other
                                 R'm     R'm
Revenue                      2 019,7   156,9
Gross revenue                2 044,3   156,9
Intersegmental eliminations    (24,6)      -
Gross profit                   574,9     1,4
Operating profit/(loss)        319,6   (15,1)

Outlook
Tough market conditions and Rand volatility are expected to continue. The Group will focus on extending its leadership position in the Print segment, 
while actively pursuing acquisition and diversification opportunities. Operating results will be maximised through continuously achieving production efficiencies, 
effective procurement practices and a focus on aligning capacity with market demand. 

Results Presentation
Shareholders are advised that Novus Holdings will be hosting a live audio webcast at 10h00 (SA time) on Tuesday, 8 November 2016. The webcast is available for viewing 
at http://www.corpcam.com/Novus/Novus08112016.htm. Once concluded, a recording of the webcast will be available on the Group’s website at www.novus.holdings.

Condensed consolidated interim financial statements for the six months ended 30 September 2016

Condensed consolidated statement of financial position

                                                                       Note      30 September  30 September     31 March
                                                                                         2016          2015         2016
                                                                                     Reviewed      Reviewed      Audited
                                                                                        R'000         R'000        R'000

ASSETS
Non-current assets                                                                  2 484 533     2 335 927    2 428 017
Property, plant and equipment                                                       2 261 227     2 160 711    2 237 208
Goodwill                                                                  6           155 419       138 711      138 711
Other intangible assets                                                                41 918        29 036       38 028
Loans and receivables                                                                   1 538         1 587        1 508
Derivative financial instruments                                                            -            53            -
Deferred taxation assets                                                               24 431         5 829       12 562
Current assets                                                                      1 604 174     1 393 535    1 269 224
Inventory                                                                             526 071       452 069      325 276
Trade and other receivables                                                           975 696       635 935      660 132
Derivative financial instruments                                                        2 376        46 569        5 596
Cash and cash equivalents                                                             100 031       258 962      278 220

TOTAL ASSETS                                                                        4 088 707     3 729 462    3 697 241

EQUITY AND LIABILITIES
Capital and reserves attributable to the Group's equity holders                     2 811 854     2 640 787    2 822 624
Share capital                                                                         606 040       606 040      606 040
Treasury shares                                                                      (368 172)     (368 172)    (368 172)
Other reserves                                                                       (816 864)     (805 242)    (827 441)
Retained earnings                                                                   3 390 850     3 208 161    3 412 197
Non-controlling interest                                                                 (398)            -            -
TOTAL EQUITY                                                                        2 811 456     2 640 787    2 822 624

LIABILITIES
Non-current liabilities                                                               330 714       394 596      360 276
Post-employment benefit obligations and provisions                                     12 035        17 589       12 087
Long-term liabilities                                                                     891        55 466       19 473
Cash-settled share-based payment liability                                              5 193        13 120        6 239
Deferred taxation liabilities                                                         267 022       276 600      270 521
Deferred income                                                                        45 573        31 821       51 956
Current liabilities                                                                   946 537       694 079      514 341
Current portion of long-term liabilities                                               44 542        60 753       61 014
Trade and other payables                                                              585 258       523 800      401 060
Current income tax payable                                                             29 897        18 623       16 561
Derivative financial instruments                                                       18 668            43       15 002
Bank overdrafts                                                                       257 410        88 992       11 442
Deferred income                                                                        10 762         1 868        9 262

TOTAL EQUITY AND LIABILITIES                                                        4 088 707     3 729 462    3 697 241


Condensed consolidated statement of comprehensive income

                                                                                          Six months ended    Year ended
                                                                                            30 September        31 March
                                                                       Note              2016          2015         2016
                                                                                     Reviewed      Reviewed      Audited
                                                                                        R'000         R'000        R'000

Revenue                                                                             2 176 516     2 082 757    4 174 517
Cost of sales                                                                      (1 600 198)   (1 428 357)  (2 914 816)
Gross profit                                                                          576 318       654 400    1 259 701

Operating expenses                                                                   (272 185)     (302 085)    (608 928)
Other gains/(losses)                                                                      310          (137)      (2 013)
Operating profit                                                                      304 443       352 178      648 760

Finance income                                                                          7 635        11 748       20 688
Finance costs                                                                         (22 161)      (25 085)     (31 048)
Profit before taxation                                                                289 917       338 841      638 400

Taxation                                                                              (87 597)      (94 609)    (190 132)
Net profit for the period                                                             202 320       244 232      448 268

Other comprehensive income, net of taxation                                             1 204        35 858        4 495
Items that may be subsequently reclassified to profit or loss
- Effect of cash flow hedges                                                            2 070        49 803        4 881
- Tax effect                                                                             (584)      (13 945)      (1 367)
- Translation of foreign operations                                                      (392)            -            -
- Tax effect                                                                              110             -            -
Items that will not be reclassified to profit or loss
- Remeasurement of post-employment benefit obligations and provisions                       -             -        1 363
- Tax effect                                                                                -             -         (382)

Total comprehensive income                                                            203 524       280 090      452 763

Net profit for the period attributable to:
Equity holders of the Group                                                           202 337       241 728      445 764
Non-controlling interest                                                                  (17)        2 504        2 504
                                                                                      202 320       244 232      448 268

Total comprehensive income attributable to:
Equity holders of the Group                                                           203 541       277 429      450 102
Non-controlling interest                                                                  (17)        2 661        2 661
                                                                                      203 524       280 090      452 763
Earnings per share (cents)
Basic                                                                     7             63,32         75,65       139,50
Diluted                                                                   7             63,32         75,65       139,50


Condensed consolidated statement of changes in equity

                                                                                          Six months ended    Year ended
                                                                                            30 September        31 March
                                                                       Note              2016          2015         2016
                                                                                     Reviewed      Reviewed      Audited
                                                                                        R'000         R'000        R'000

Balance at the beginning of the period                                              2 822 624     2 566 715    2 566 715
Changes in reserves
- Total comprehensive income for the period                                           203 541       277 429      450 102
- Share-based compensation movement                                                     9 371        18 228       27 392
- Transactions with non-controlling interests                                               -        13 404       13 404
- Dividends paid                                                         12          (223 682)     (204 509)    (204 509)
Changes in non-controlling interest
- Total comprehensive income for the period                                               (17)        2 661        2 661
- Share-based compensation movement                                                         -           111          111
- Transactions with non-controlling interests                                            (381)      (32 404)     (32 404)
- Dividends paid                                                                            -          (848)        (848)
Balance at the end of the period                                                    2 811 456     2 640 787    2 822 624
Comprising:
Share capital and premium                                                             606 040       606 040      606 040
Treasury shares                                                                      (368 172)     (368 172)    (368 172)
Existing control business combination reserve                                        (857 897)     (857 897)    (857 897)
Share-based compensation reserve                                                       42 064        23 528       32 692
Hedging reserve                                                                          (272)       30 586       (1 758)
Actuarial reserve                                                                        (477)       (1 459)        (478)
Foreign currency translation reserve                                                     (282)            -            -
Retained earnings                                                                   3 390 850     3 208 161    3 412 197
Non-controlling interest                                                                 (398)            -            -
                                                                                    2 811 456     2 640 787    2 822 624


Condensed consolidated statement of cash flows

                                                                                          Six months ended    Year ended
                                                                                            30 September        31 March
                                                                       Note              2016          2015         2016
                                                                                     Reviewed      Reviewed      Audited
                                                                                        R'000         R'000        R'000

Cash flows from operating activities
Cash generated from operations                                                         49 527       358 372      720 128
Finance income                                                                          7 635        11 748       20 688
Finance costs                                                                          (5 117)      (10 618)     (18 079)
Taxation paid                                                                         (91 068)      (79 467)    (178 381)
Net cash utilised in/generated from operating activities                              (39 023)      280 035      544 356

Cash flows from investing activities
Acquisition of property, plant and equipment                                         (135 123)      (92 273)    (236 187)
Proceeds from sale of property, plant and equipment                                     1 869         1 097        2 914
Proceeds from Government grants                                                             -             -       33 508
Proceeds from other loans and receivables                                                 222         1 165        1 454
Purchase of intangible assets                                                          (4 673)       (3 588)     (15 117)
Insurance proceeds                                                                          -           345          996
Acquisition of subsidiaries/businesses                                    8            10 785       (38 314)     (50 484)
Net cash utilised in investing activities                                            (126 920)     (131 568)    (262 916)

Cash flows from financing activities
Repayment of long-term loans                                                          (33 333)      (33 333)     (72 146)
Repayment of capitalised finance leases                                                (1 199)       (2 648)           -
Acquisition of non-controlling interest                                                     -       (19 000)     (19 000)
Dividends paid                                                           12          (223 682)     (205 357)    (205 357)
Cash utilised in financing activities                                                (258 214)     (260 338)    (296 503)

Net (decrease)/increase in cash and cash equivalents                                 (424 157)     (111 871)     (15 063)
Cash and cash equivalents at the beginning of the period                              266 778       281 841      281 841
Cash and cash equivalents at the end of the period                                   (157 379)      169 970      266 778


Notes to the condensed consolidated interim financial statements for the six months ended 30 September 2016

1 BASIS OF PREPARATION

The condensed consolidated interim financial statements for the six months ended 30 September 2016 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 International Financial Reporting Standards 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 2016. None of the new or amended accounting pronouncements that are effective for the financial year commencing 1 April 2016 are expected to
have a material impact on the Group.

2 ESTIMATES

The preparation of interim financial statements requires management to make judgments, 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 judgments 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 2016.

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, Edrich Fivaz 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 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:

                                           Six months ended  Year ended
                                             30 September      31 March
                          Note              2016        2015       2016
                                        Reviewed    Reviewed    Audited
                                           R'000       R'000      R'000

Goodwill   
Cost                                     138 711     132 052    132 052
Accumulated impairment                         -           -          -
Opening balance                          138 711     132 052    132 052
Acquisitions                 8            16 708       6 659      6 659
Closing balance                          155 419     138 711    138 711

7 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.  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
                                                                      2016         2015         2016
                                                                  Reviewed     Reviewed      Audited
                                                                     R'000        R'000        R'000


Calculation of headline earnings
Net profit attributable to shareholders                            202 337      241 728      445 764
Adjusted for:
- Loss/(profit) on sale of property, plant and equipment            (1 472)         930          633
- Insurance proceeds                                                     -         (793)        (996)
- Impairment in value of property, plant and equipment               1 162            -        2 323
                                                                   202 027      241 865      447 724
Total tax effect of adjustments                                         87          (38)        (549)
Total adjustment for non-controlling interest                            -          (17)         (17)
Headline earnings                                                  202 114      241 810      447 158

Number of ordinary shares in issue                             347 332 454  347 332 454  347 332 454
Weighted average number of shares                              319 545 857  319 545 857  319 545 857

Earnings per ordinary share (cents)
Basic                                                                63,32        75,65       139,50
Diluted                                                              63,32        75,65       139,50

Headline earnings per ordinary share (cents)
Basic                                                                63,25        75,67       139,94
Diluted                                                              63,25        75,67       139,94

8 BUSINESS COMBINATIONS

With effect from 21 September 2016, the Group acquired 97,74% of the share capital of International Printing Group Limitada, an entity trading in labels sales, for a
purchase consideration of R265 505. This consideration was settled by converting a portion of the debt owed to the Group, to equity in International Printing Group
Limitada.

The acquisition will enable the Group to expand its existing geographical footprint for label sales and goodwill of R16,7 million relates to the expected benefits to
be derived from a larger customer base.

                                                                                                      2016
                                                                                                  Reviewed
                                                                                            Note     R'000


Cash and cash equivalents                                                                           13 408
Trade and other receivables                                                                          3 424
Trade and other payables                                                                           (35 852)
Deferred taxation                                                                                     (854)
Intangible asset                                                                                     3 051
Identifiable assets and liabilities at acquisition date                                            (16 823)
Non-controlling interest                                                                               381
Goodwill                                                                                       6    16 708
Total purchase consideration                                                                           266

Cash flow
Cash consideration paid in respect of prior year acquisition of Digital Printing Solutions          (2 623)
Cash in entity acquired - International Printing Group Limitada                                     13 408
Cash flow on acquisitions                                                                           10 785


9 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 paragraph 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 label printing.

                                        Six months ended  Year ended
                                           30 September     31 March
                                         2016        2015       2016
                                     Reviewed    Reviewed    Audited
                                        R'000       R'000      R'000

Revenue                             2 176 516   2 082 757  4 174 517
Printing                            2 044 265   1 966 647  3 938 347
Other                                 156 859     127 086    256 409
Intersegmental eliminations           (24 608)    (10 976)   (20 239)

EBITDA                                401 961     442 598    845 840
Printing                              408 259     436 392    867 667
Other                                  (6 298)      6 206    (21 827)

Operating profit                      304 443     352 178    648 760
Printing                              319 561     350 788    683 062
Other                                 (15 118)      1 390    (34 302)

Total assets                        4 088 707   3 729 462  3 697 241
Printing                            4 121 803   3 658 191  3 674 290
Other                                 589 793     365 972    520 727
Intersegmental eliminations          (622 889)   (294 701)  (497 776)

Total liabilities                   1 277 251   1 088 675    874 617
Printing                            1 223 051   1 018 013    831 337
Other                                 677 089     365 363    541 056
Intersegmental eliminations          (622 889)   (294 701)  (497 776)


10 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.

                                        Six months ended  Year ended
                                          30 September      31 March
                                         2016        2015       2016
                                     Reviewed    Reviewed    Audited
                                        R'000       R'000      R'000

Commitments
Capital expenditure                    37 876     101 850     90 651
Operating lease commitments            16 131      18 787     18 177
                                       54 007     120 637    108 828

11 RELATED-PARTY TRANSACTIONS

During the six months to September 2016 sales to Novus Holdings' holding company, Media24 Proprietary Limited, amounted to R522 million (six months to 
September 2015: R534 million, 12 months to March 2016: R1 033 million).

12 DIVIDENDS

A dividend of R224 million (2015: R205 million) that relates to the period to 31 March 2016 was paid in September 2016.

13 FINANCIAL RISK MANAGEMENT AND FINANCIAL INSTRUMENTS

13.1 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 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 2016. 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 2016. There has however been a decrease in the foreign exchange contracts
asset resulting from the fluctuation of the Rand against the Euro and USD denominated contracts.

13.2  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
                              active markets
                               for identical       Significant   Significant
                                   assets or  other observable  unobservable
                                 liabilities            inputs        inputs
                                       R'000             R'000         R'000     R'000

30 September 2016
Assets
Interest rate swap                         -               109             -       109
Foreign exchange contracts                 -             2 267             -     2 267
                                           -             2 376             -     2 376
Liabilities
Foreign exchange contracts                 -            18 668             -    18 668
                                           -            18 668             -    18 668

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
31 March 2016
Assets
Interest rate swap                         -               109             -       109
Foreign exchange contracts                 -             5 487             -     5 487
                                           -             5 596             -     5 596

Liabilities
Foreign exchange contracts                 -            15 002             -    15 002
                                           -            15 002             -    15 002

13.3 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
Christoffel Botha
Gugulethu Dingaan
Bernard Olivier
Jan Potgieter
Fred Robertson (lead independent director and interim chairman)
Sandile Zungu

Non-executive directors
Lambert Retief (medical leave of absence)
Esmare Weideman
Abduraghman (Manie) Mayman

Executive directors
Keith Vroon (CEO)
Edrich Fivaz (CFO)

Company secretary
Kilgetty Statutory Services Proprietary Limited

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. Cape Town


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

Independent auditor's review report on interim financial statements

To the Shareholders of Novus Holdings Limited
We have reviewed the condensed consolidated interim financial statements of Novus Holdings Limited in the accompanying interim report, which comprise the condensed
consolidated statement of financial position as at 30 September 2016 and the related condensed consolidated statements of comprehensive income, changes in equity and
cash flows for the six-months then ended, and selected explanatory notes.

Directors' Responsibility for the Interim Financial Statements
The directors are responsible for the preparation and presentation of these interim financial statements in accordance with the International Financial Reporting
Standard, (IAS) 34 Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as
issued by the Financial Reporting Standards Council and the requirements of the Companies Act of South Africa, and for such internal control as the directors
determine is necessary to enable the preparation of interim financial statements that are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility
Our responsibility is to express a conclusion on these interim financial statements. We conducted our review in accordance with International Standard on Review
Engagements 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. ISRE 2410 requires us to conclude whether anything has
come to our attention that causes us to believe that the interim financial statements are not prepared in all material respects in accordance with the applicable
financial reporting framework. This standard also requires us to comply with relevant ethical requirements.

A review of interim financial statements in accordance with ISRE 2410 is a limited assurance engagement. We perform procedures, primarily consisting of making
inquiries of management and others within the entity, as appropriate, and applying analytical procedures, and evaluate the evidence obtained.

The procedures in a review are substantially less than and differ in nature from those performed in an audit conducted in accordance with International Standards on
Auditing. Accordingly, we do not express an audit opinion on these interim financial statements.

Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial statements of Novus
Holdings Limited for the six months ended 30 September 2016 are not prepared, in all material respects, in accordance with the International Financial Reporting
Standard, (IAS) 34 Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as
issued by the Financial Reporting Standards Council and the requirements of the Companies Act of South Africa.


PricewaterhouseCoopers Inc.
Director: V. Harri 
Registered Auditor
Cape Town
3 November 2016

Date: 04/11/2016 03:23:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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