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MARSHALL MONTEAGLE PLC - Reviewed results for year ended 30 September 2016 and dividend declaration

Release Date: 22/12/2016 14:13
Code(s): MMP     PDF:  
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Reviewed results for year ended 30 September 2016 and dividend declaration

Marshall Monteagle PLC
(Incorporated in Jersey)
(Registration number: 102785)
(External registration number: 2010/024031/10)
JSE Code: MMP ISIN: JE00B5N88T08
(“Marshall Monteagle” or “the Company” or “the Group")

Provisional announcement of reviewed results for the year ended 30th September 2016 and proposed dividend
declaration

Introduction

The Directors report satisfactory results for the year ended 30th September 2016, a year characterised by stiff currency
headwinds and a challenging economic environment.

Marshall Monteagle’s objective is to achieve capital growth internationally and pay a steadily progressive dividend over
the long term from a diversified range of investments. The Group holds portfolios of leading investments in the U.S.A.,
U.K., Europe and the Far East as well as commercial properties in the U.S.A. and South Africa. The Group’s import and
distribution businesses operate internationally and in South Africa include interests in food processing and logistics.

Results of continuing operations
Group revenue for the twelve months to 30th September 2016 decreased by 7% to US$ 241,933,000 compared to
US$259,133,000. Had currencies remained constant sales would have increased by 11%.
Group profit before tax decreased by 15% to US$8,276,000 from US$9,727,000. The decrease in margins on trading was
partially offset by a gain of US$2,300,000 on the disposal of investment property. Investment property revaluations were
lower, US$918,000 compared with US$2,313,000 the previous year, reflecting the reduction in the investment property
portfolio.
Headline earnings per share decreased 75% to 2.3 US cents (2015 – 9.3 US cents) as a result of the matters mentioned
above.
The Directors are proposing a second interim (final) dividend of 1.9 US cents, (2015 – 1.8 US cents) making a total of 3.7
US cents (2015 – 3.6 US cents) for the year. Details and salient dates of the dividend will be published early in the new
year.
Net assets attributable to shareholders increased by 7% from US$62,864,000 (US$1.75per share) to US$67,195,000
(US$1.87per share) at 30th September 2016, due to successful investment strategies and a comparable Rand exchange rate
at the reporting dates. US$1.32 of net assets per share – 71% (2015 – 57%) are held in Europe, U.S.A. and the Middle
East. The remaining assets, equivalent to US$0.55 per share – 29% (2015 – 43%) are held in South Africa.

Import and Distribution

Our import and distribution businesses in food and household consumer products continue to perform well in a constantly
changing and challenging consumer environment. Multiple retailers continue to apply pressure on their international
supplier base and we are constantly reviewing our supply-chain to ensure that we remain the most cost effective solution
from factory to shelf. During the twelve month period under review we experienced extremely volatile currency
movements and raw material pricing, but we are well positioned to navigate these exogenous factors. This division
continues to provide procurement, supply chain and risk management services to multiple retailers, wholesalers and
manufacturers in Southern and Central Africa, South America, the Middle East and China. We remain committed to
working with suppliers of quality raw materials, skilled technologists and first world production facilities.

Our Metals and Minerals business continues to make extremely good progress and we are developing new partnerships
with miners in Southern Africa and end users on an international basis. During the first half of the financial year under
review we witnessed a total meltdown in commodity prices, specifically metals, minerals and energy products, placing
these commodities at 16 year lows. As a result, even the most experienced global trading companies were totally
overwhelmed by market forces beyond their control and many marginal players were forced out of business. A major
global rebalancing of supply and demand has taken place during the second six months with commodity prices improving
significantly over this period. This division provides fully integrated logistics, marketing, finance and shipping services
to the Southern African mining industry and is placing significant focus on chrome and manganese. We are committed to
partnering with producers who require a professional all-encompassing solution from collection ex mine through to
delivery to end users on an international basis.

Import and Distribution (continued)

Our Tool & Machinery import and distribution businesses had a disappointing year mainly due to the restructure and sale
of a non-profitable subsidiary. The South African market remains subdued and highly competitive. We do not expect to
see an improvement in the short term. Following the restructuring of this business, it is expected to return to profit in
2017. Our Australian business incurred a loss prior to sale of US$304,000 (2015 full year – US$434,000) and a loss of
US$474,000 was incurred on the sale.

Investment Portfolio

Our investment portfolios continue to perform well and now include our unlisted investment in Heartstone Inns Ltd
following the capital reduction and distribution of these shares by our former associated company Halogen Holdings plc.
We continue to hold a concentrated list of quality listed international equities that we believe will outperform the market
in the long term. These listed investments had a market value at the year-end of US$23,169,000 (2015 –
US$20,042,000).

Property Portfolio

During 2016 we completed the sale of six properties in Durban, South Africa and the sale of five properties in Cape
Town, South Africa for the gross amount of $8,848,000. The gain on the sale amounted to $2,300,000 and the net
proceeds are earmarked for further property in the USA. There are no plans to dispose of any more investment properties,
other than the sale mentioned below which completed after the year end. The Group’s remaining commercial and light
industrial property portfolio had a satisfactory year despite an ailing economy in South Africa. The secured loan on our
property in San Diego has been repaid early and a new secured loan of US$6,300,000 has been drawn down, at a reduced
interest rate of 3.6% (previously 6%) fixed for 10 years.

Events after the Reporting Date

On 1 November, 2016, an investment property in Cape Town, South Africa was disposed of for $1,208,000 which was
settled in cash. The property was valued at $1,189,000 and post-tax profit attributable to the investment property was
$46,000 for the year ended 30 September 2016.

Dividend

The directors are proposing a second interim (final) dividend of 1.9 US cents, (2015 – 1.8 US cents) making a total of 3.7
US cents (2015 – 3.6 US cents) for the year. Details and salient dates of the dividend will be published early in the new
year.

Changes to the Board

It was with great sadness that we announced on 23rd November 2016, the death of Mr L.H. Marshall. He was a highly
valued member of the management team who brought a wealth of experience, knowledge and common sense to the Group
along with strong principles. Mr E.J. Beale will provide cover for the role of Finance Director for an interim period.

Group Personnel

These results could not have been achieved without the hard work of all our employees and the Board thank them most
sincerely for their efforts and contribution during the year.

Prospects

We expect that the year ahead will bring further uncertainty to global markets and continuing commodity and exchange
rate volatility. The Board remain comfortable that our strong balance sheet and cautious approach to business will enable
us to continue to prosper.

Any reference to the Group’s future financial performance included in this announcement has not been reviewed nor
reported on by the Company’s auditors.

E. J. Beale
Chairman

D.C. Marshall
Chief Executive

Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income
for the year ended 30th September                                              2016                 2015
                                                                             Reviewed             Audited
Continuing operations                                                         US$000              US$000
Profit or Loss:
Group revenue                                                            1     241,933            259,133
Other income                                                             2       5,588              3,646
                                                                               247,521            262,779
(Decrease)/Increase in inventories of finished goods and work in                (4,220)             6,614
     progress
Purchases of finished goods, raw materials and consumables                    (187,762)           (213,976)
Employee benefit expenses                                                      (14,259)            (15,055)
Depreciation and amortisation expenses                                            (744)               (802)
Other expenses                                                           3      (29,789)           (27,479)

Share of associated companies results                                                31                (16)
Finance expense                                                                  (2,502)            (2,338)
Profit before tax                                                        1        8,276              9,727
Taxation                                                                         (2,992)            (2,627)
Profit for the year on continuing operations                                      5,284              7,100

Discontinued operations
Loss after tax of discontinued operations                                4         (304)             (434)
Loss on disposal of discontinued operations                              4         (474)                -
Profit for the year                                                               4,506             6,666

Profit attributable to owners of the parent                                       3,153             4,819
Profit attributable to non-controlling interests                                  1,353             1,847

Basic and fully diluted earnings per share (US cents)                    5         8.8c             13.4c
Basic and fully diluted earnings per share (US cents) – continuing       5        10.5c             14.0c
activities

Other Comprehensive (Expense)/Income :-
Items that may be reclassified subsequently to profit and loss :-
  Exchange differences on translation into US Dollars of the
  financial statements of foreign entities                                        (369)          (7,441)
  Reclassification of previously recognised exchange losses on
  disposal of Australian operations                                               157                 -
  Unrealised gain on revaluation of available for sale investments              3,185              (487)
  Less applicable tax                                                           (365)                73
  Reclassification of previously recognised profits on disposal of
  available for sale investments                                                 (40)              (149)
Total of items that may be reclassified                                         2,568            (8,004)

Items that will not be reclassified subsequently to profit and loss :-
  Commercial property fair value adjustments                                      236               363
  Less applicable tax                                                            (114)              (41)
  Share of associated company’s other comprehensive income                         -                444
                                                                                  122               766

Total Other Comprehensive Expense                                               2,690            (7,238)
Total Comprehensive Income                                                      7,196              (572)


Total Comprehensive Income attributable to owners of the                        5,618              (816)
parent
Total Comprehensive Income attributable to non-controlling
interests                                                                          1,578            244
Condensed Consolidated Statement of Changes in Equity

                                                Ordinary                                                 Total          Non-
                                                   share       Share         Other   Retained    Shareholders’    controlling    Group
                                                  capital   premium       reserves   earnings         interests     interests     Total

                                                US$000      US$000        US$000      US$000          US$000        US$000      US$000
Year ended 30th September 2015

Profit after tax                                        -         -         4,879         (60)          4,819          1,847      6,666
Other Comprehensive Expense                             -         -        (5,635)          -          (5,635)        (1,603)    (7,238)

Total Comprehensive Income                              -         -          (756)        (60)           (816)           244      (572)
Transactions with shareholders
Dividends paid                                          -         -             -      (1,291)         (1,291)        (1,116)    (2,407)

Balances at start of year                          8,964     23,606          (105)     32,506          64,971          9,448    74,419
Balances at end of year                            8,964     23,606          (861)     31,155          62,864          8,576    71,440




Year ended 30th September 2016
Profit after tax                                        -             -    (4,323)    7,476             3,153         1,353      4,506
Other Comprehensive Expense                             -             -     2,465         -             2,465           225      2,690

Total Comprehensive Income                              -             -    (1,858)    7,476             5,618         1,578      7,196
Transactions with shareholders
Disposal of interests (note 4)                          -             -         -         -                 -          (633)       (633)
Dividends paid                                          -             -         -    (1,287)           (1,287)       (1,519)     (2,806)

Balances at start of year                         8,964       23,606         (861)   31,155            62,864         8,576     71,440
Balances at end of year                           8,964       23,606       (2,719)   37,344            67,195         8,002     75,197
Condensed Consolidated Statement of Financial Position

at 30th September                                                       2016            2015
                                                                    Reviewed          Audited
                                                                     US$000           US$000

Assets
Non-current assets
Investment property                                                   20,460           27,472
Property, plant and equipment                                          9,237            8,919
Goodwill                                                                 180              179
Intangible assets                                                        523              521
Deferred taxation                                                      1,559            1,140
Investment in associated companies                              6        185            2,383
Investments                                                     7     25,382           20,042
                                                                      57,526           60,656
Current assets
Inventories                                                           24,051           28,859
Accounts receivable                                                   41,697           38,277
Other financial assets                                                   326              551
Tax recoverable                                                          359              158
Cash and bank balances                                                30,916           18,644
                                                                      97,349           86,489
Investment property held for sale                               8      1,189                -
Total assets                                                         156,064          147,145

Current liabilities
Financial liabilities                                                (59,546)         (55,514)
Other financial liabilities                                             (848)            (293)
Financial liabilities secured on the investment property held
     for sale                                                   8       (251)                -
Tax payable                                                           (1,777)          (1,903)
Total current liabilities                                            (62,422)         (57,710)
Net current assets                                                    36,116           28,779
Total assets less current liabilities                                 93,642           89,435

Non-current liabilities
Financial Liabilities                                                (12,351)         (11,671)
Deferred taxation                                                     (6,094)          (6,324)
                                                                      75,197           71,440
Capital and reserves
Called up share capital                                                8,964            8,964
Share premium account                                                 23,606           23,606
Other reserves                                                        (2,719)            (861)
Retained earnings                                                     37,344           31,155
Equity attributable to owners of the parent                           67,195           62,864
Non-controlling interests                                              8,002            8,576
                                                                      75,197           71,440


Condensed Consolidated Statement of Cashflow

for the year ended 30th September                                                             2016             2015
                                                                                           Reviewed         Audited
                                                                                             US$000          US$000

Profit for the year                                                                            4,506           6,666

Adjustments
Taxation                                                                                       2,992           2,627
Loss on disposal of discontinued operations                                                      474               -
Depreciation                                                                                     753             835
Share of associates                                                                             (31)              16
Finance expense                                                                               2,502            2,338
Other income                                                                                 (5,589)          (3,646)
Other expense – fair value adjustments and losses on disposal                                   343              248
                                                                                              5,950            9,084
Changes in working capital
Decrease/(increase) in inventories                                                            3,770           (5,800)
Decrease/(increase) in receivables                                                            3,612           (6,976)
(Decrease)/increase in payables                                                              (3,687)          11,606
Cash generated by operations                                                                  9,645            7,914

Finance expense                                                                              (2,502)          (2,338)
Taxation paid                                                                                (3,904)          (1,544)
Cash inflow from operating activities                                                         3,239            4,032

Investment activities
Purchase of and improvements to tangible non-current assets                                  (2,241)          (2,705)
Proceeds of disposal of tangible assets                                                       9,737               84
Acquisition of investments                                                                     (613)          (2,088)
Proceeds of disposal of investments                                                             446            1,165
Cashflow on disposal of discontinued operations                                                 (62)               -
Dividends received                                                                              556              519
Interest received                                                                             1,004              712
Cash inflow/(outflow) from investment activities                                              8,827           (2,313)

Cash inflow before financing                                                                12,066             1,719

Financing activities
Drawdown of new long term loans                                                               6,300            2,820
Repayment of long term loans                                                                 (5,098)          (1,667)
Dividends paid – Group shareholders                                                          (1,287)          (1,291)
Dividends paid – non-controlling interests of subsidiaries                                   (1,518)          (1,116)
Cash outflow from financing activities                                                       (1,603)          (1,254)

Increase in cash and cash equivalents                                                       10,463               465

Cash and cash equivalents at 1st October                                                    10,068            10,340
Effect of foreign exchange rate changes                                                         13              (737)
Cash and cash equivalents at 30th September                                                 20,544            10,068


EXPLANATORY NOTES

1) SEGMENTAL REPORTING

For management purposes the Group is organised on a worldwide basis into the following main business segments
grouped by similar businesses and services:

Import and distribution         Trade in tools, food and household consumer products primarily imports to, and
                                exports from, South Africa.
Property                        Investment properties in U.S.A. and South Africa.
Investments in associated       Companies involved in marketing and merchandising.
companies
Excluded from the segmental     Mainly transactions relating to the share portfolios, profits on disposals of tangible
analysis are other activities   and intangible non-current assets local head office costs, and interest.

There are no sales between business segments and businesses carrying out similar trade and services are grouped in the
same segments.



Segmental analysis of results                                   Revenue        2016           Revenue          2015
                                                                 US$000       Result          US$000          Result
                                                                             US$000                          US$000
                                                               238,869           5,858         255,184           8,477
Import and distribution *
Property                                                         3,064              871          3,949           1,613
Share of associated companies results                                -               31              -             (16)
Continuing operations                                          241,933           6,760         259,133         10,076
Discontinued operations

Import and distribution - Australia                                526            (308)          1,462            (420)
Property - Australia                                                 -              (5)              -             (12)
                                                               242,459           6,447         260,595           9,642
Loss on disposal                                                                  (474)
Other Expense                                                                   (1,572)                         (1,667)
Other Income                                                                     5,590                           3,659
Finance expense                                                                 (2,502)                         (2,338)
Taxation                                                                        (2,983)                         (2,630)
Profit for the year                                                              4,506                           6,666

* Includes sales to the Group’s major customers representing 10% or more of Group revenue:
                                                                                               2016            2015
                                                                                             US$000          US$000

   Company A                                                                                 130,144         133,074
   Company B                                                                                  26,761          37,598

Segment assets consist of property, plant and equipment, inventories and receivables and exclude cash balances. Segment
liabilities are operating liabilities and exclude items such as taxation and borrowings. Unallocated assets and liabilities
are investments, holding company assets and liabilities, cash balances, taxation and borrowings. Capital expenditure
comprises additions to property, plant and equipment.

                                                Assets      Liabilities    Net assets/         Capital      Depreciation
                                                                           (liabilities)   expenditure           charge
                                              US$000          US$000          US$000          US$000            US$000
Segmental analysis of net assets 30th September 2016
Import and distribution                        73, 467         (47,800)          25,667           1,874                755
Property                                        23,450          (1,094)          22,356             367                  8
Investment in associated companies                 185               -              185               -                  -
Unallocated (including cash, tax and debt)      58,962        (31, 973)          26,989               -                  -
Continuing operations                         156,064          (80,867)          75,197           2,241                763

Discontinued operations:-
Import and distribution                             -                -                -               -                  9
Property                                            -                -                -               -                  5
Consolidated total                            156,064          (80,867           75,197           2,241                777

Segmental analysis of net assets 30th September 2015
Import and distribution                         72,375        (47,314)           25,061           2,439                797
Property                                        28,440           (963)           27,477             265                 12
Investment in associated companies               2,230               -            2,230               -                  -
Unallocated (including cash, tax and debt)      41,711        (27,013)          14,698                -                  -
Continuing operations                          144,756        (75,290)          69,466            2,704                809

Discontinued operations:                         1,450           (414)           1,036                 1                  26
Property                                           893             (1)             892
Unallocated                                         46              -               46
Consolidated total                             147,145         (75,705)           71,440           2,705                835

The Group operates in the following geographic areas.
Europe
Location of part of the Group’s import and distribution business, the non-trading parent company and most of the Group's
investment portfolio.
Australia
Previously location for part of the Group's import and distribution business
Middle East
Location for part of the Group’s import and distribution business.
United States
Part of the Group's property portfolio and some of the Group’s investment portfolio are located here.
South Africa
Location of the bulk of the Group's import and distribution business and part of the Group’s property portfolio.

                                               2016                                           2015
                                 Group          Total          Capital           Group           Total         Capital
                               Revenue      Net assets     expenditure         Revenue       net assets    expenditure
                                US$000       US$000            US$000          US$000         US$000          US$000
Europe                           30,779        27,773                    -       36,867        22,421                   -
Middle East                       1,526           504                    2        4,829           591                   -
United States                     1,187        15,986                  295        1,139        10,821                 223
Total outside South Africa       33,492        44,263                  297       42,835        33,833                 223
South Africa                    208,441        30,934                1,944      216,288        35,925               2,481
Total continuing operations     241,933        75,197                2,241      259,123        69,758               2,704
Australia                           526             -                    -        1,472         1,682                   1

Total                           242,459         75,197               2,241      260,595        71,440               2,705


Total assets (before non-controlling interests) and capital expenditure are shown by the geographical area in which the
assets are located.
                                                                                               2016             2015
                                                                                            US$000            US$000
2) OTHER INCOME
        Investment property revaluations                                                      1,002            2,313
        Gain on disposal of investment property                                               2,300                 -
        Gain on disposal of non-current tangible assets                                          24                 -
        Recovery of impairment on non-current asset                                              20                 -
        Fair value adjustments on derivative instruments                                          1                1
        Dividend income                                                                         556              519
        Interest income and other income                                                      1,072              708
        Exchange gains                                                                          590                 -
        Profit on disposal of investments                                                        23              105
        Total income – continuing operations                                                  5,588            3,646
        Other income – discontinued operations                                                    2               13
                                                                                              5,590            3,659

3) OTHER EXPENSES
                                                                                                  2016                2015
                                                                                               US$000              US$000
        Revaluation of investment property                                                       (84)                    -
        Loss on disposal of investments                                                          (18)                    -
        Fair value adjustments on tangible assets and listed investments                         (36)                  (31)
        Fair value adjustment on unlisted investment                                            (200)                    -
        Impairment of property, plant and equipment                                                 -                (215)
        Loss on disposal of non-current tangible assets                                            (5)                  (2)
        Fair value adjustments and losses on disposal                                           (343)                (248)

        Exchange losses                                                                           (5)                    -
        Administration and other expenses                                                    (29,441)              (27,231)
                                                                                             (29,789)              (27,479)

         Administration and other expenses include :-
         Operating lease costs
          Premises                                                                               1,322                1,417
          Plant, equipment and vehicles                                                             40                   64
         Auditors’ fees of the Company and its subsidiaries
          Audit related                                                                            412                 456
          Other                                                                                      3                  11
4) DISPOSAL OF AUSTRALIAN OPERATIONS
      The Group sold its Australian operations, Queensland Tool and Machinery Distributors (Pty) Ltd (owned
      50.1%) and QTM Property Holdings Ltd (owned 50.1%) during the year.
        Detail of disposal                                                                                       US$000

       Property, plant and equipment                                                                              1,132
       Inventories                                                                                                1,427
       Accounts receivable                                                                                          255
       Cash                                                                                                          61
       Accounts payable                                                                                          (1,196)
       Deferred tax                                                                                                 (94)
       Less minority interests                                                                                     (633)

       Net disposal                                                                                                  952
       Proceeds                                                                                                     (478)
       Loss on disposal                                                                                              474


   The disposal proceeds are repayable over 4 years, in equal annual instalments from 1 April 2017, or at any time in full.
   Interest is payable at 3% p.a. on the balance outstanding.

   The results of operations to the date of disposal, and the comparative amounts for the prior year, included in the
   Consolidated Statement of Profit or Loss and Other Comprehensive Income were:
                                                                                                2016             2015
                                                                                              US$000            US$000
 
       Revenue                                                                                   526             1,462
       Expenses                                                                                 (839)           (1,894)
       Loss before tax                                                                          (313)             (432)
       Taxation                                                                                    9                (3)
       Loss after tax                                                                           (304)             (435)
       Loss attributable to owners of the parent                                                (152)             (218)
       Loss attributable to non-controlling interests                                           (152)             (217)
Cashflows from discontinued operations
                                                                                               2016              2015
                                                                                              US$000            US$000
       Cashflows from :-
         Operating activities                                                                   (377)             (351)
         Investing activities                                                                     31                14
         Financing activities                                                                    357               119)

       Net cash inflows/(outflows)                                                                11              (218)


5) EARNINGS PER SHARE
                                                                                                 2016              2015
        Basic earnings per share                                                                  8.8c             13.4c
        Basic (loss) per share on discontinued operations                                         (1.7)c           (0.6)c
        Basic earnings per share on continuing operations                                         10.5c             14.0c
        Headline earnings per share                                                               1.9c              8.7c
        Headline earnings per share on continuing operations                                      2.3c              9.3c
        Headline earnings per share on discontinued operations                                    (0.4)c            (0.6)c


        Reconciliation of basic earnings on continuing operations                               US$000           US$000
        Basic earnings on continuing and discontinued operations                                3,153             4,819
         Share of losses of discontinuing operations                                              152               218
        Loss on disposal of discontinuing operations                                              474                 -
        Basic earnings on continuing operations                                                 3,779             5,037
Earnings per share and headline earnings per share are based on the result attributable to shareholders of the
Company and on the weighted average of shares in issue 35,857,512 (2014 – 35,857,512).


        Reconciliation between basic and headline earnings per share                         US$000          US$000

       Basic earnings on continuing and discontinued operations                                 3,153          4,819
       Adjusted for:
       Gain on disposal if investment property, net of tax of US$46,000                        (2,346)                -
       Investment property revaluation, net of tax effect of US$196,000
       (US$501,000)                                                                             (722)         (1,812)
       Loss on disposal of Australian operations, including previously recognised
       exchange losses of US$157,000                                                             474               -
       (Recovery of)/Provision for impairment of non-current assets                              (20)            246
       Reclassification of previously recognised gains on disposal of available for
       sale investments                                                                          (40)            (149)
       Effect of change in rate of tax                                                           185                -
       (Profit)/Loss on disposal of non-current tangible assets                                  (19)               2
       Headline earnings                                                                         665             3,106


        Reconciliation between basic and headline earnings per share on                        US$000          US$000
              continuing operations
       Basic earnings on continuing operations                                                  3,779          5,037
       Adjusted for:
       Gain on disposal if investment property, net of tax of US$46,000                        (2,346)                -
       Investment property revaluation, net of tax effect of US$196,000
       (US$501,000)                                                                             (722)         (1,812)
       (Recovery of)/Provision for impairment of non-current assets                              (20)            246
       Reclassification of previously recognised gains on disposal of available for
       sale investments                                                                          (40)            (149)
       Effect of change in rate of tax                                                           185                -
       (Profit)/Loss on disposal of non-current tangible assets                                  (19)               2
       Headline earnings – continuing operations                                                  817           3,324

6) INVESTMENTS IN ASSOCIATED COMPANIES

     The group no longer has an investment in its associate, Halogen Holdings PLC following a distribution by Halogen
     of all of its investment in Heartstone Inns Ltd (“Heartstone”) to Halogen’s shareholders as part of a capital
     reduction. As a result the Group has an investment of 15% of Heartstone, which is disclosed as an unlisted
     investment.

7) INVESTMENTS

     Investments include listed investments with a fair value of US$ 23,169,000 (2015 – US$ 20,042,000) and the
     unlisted investment in Heartstone with a fair value of US$ 2,213,000 (2015 – nil).

     The unlisted investment in Heartstone is carried at fair value which is calculated based on the net asset value per
     share less a discount of 10% to take into account the illiquidity of this holding in a private company. A change in
     the discount percentage of 5% would change the fair value by US$121,000. The Group owns 1,641,309 Ordinary
     Shares in Heartstone representing 15% of its issued Ordinary Shares. Heartstone prepares accounts to 31
     December in Pounds Sterling and its latest published audited financial statements for 2015 showed the following
     key performance indicators:

                                                                                                2015           2014
                                                                                               £’000          £’000

    Revenue                                                                                    8,212          6,474
    Gross Profit                                                                               2,731          2,083
    Pub EBITDA                                                                                 1,361          1,021
    Pub EBITDA Margin                                                                          16.6%          15.8%
    Company adjusted EBITDA                                                                      767            527
    Company EBITDA Margin                                                                       9.3%           8.1%
    Property, plant and equipment                                                             18,016         15,409
    Net debt                                                                                   3,490          2,051
    Net debt/property, plant and equipment                                                     19.4%          13.3%
 
      Company adjusted EBITDA represents operating profit before interest, tax, revaluation/impairments, depreciation,
      amortisation, gains on sale of non-current assets and exceptional costs. Pub EBITDA represents operating profit
      of the pub estate and has been calculated as company adjusted EBITDA after adding back the company’s head
      office costs.
      The value of property, plant and equipment is supported by an independent professional valuation.

      This is the only financial asset valued using a Level 3 fair value measurement approach. The cost was
      US$2,413,000 and a fair value adjustment of US$200,000 has been made against this fair value.

8) NON-CURRENT ASSETS HELD FOR SALE

      On 1 November 2016, an investment property in Cape Town, South Africa, was disposed of for US$1,208,000
      which was settled in cash. The property was valued at US$1,189,000 and post tax profit attributable, to be
      accounted for in the year ended September 2016, was US$46,000.

9) FINANCIAL INSTRUMENTS

The categories of financial instruments used by the Company are:
                                                                                                   2016               2015
                                                                                                 US$000             US$000
      Financial assets
      Available for sale carried at fair value
       Investments – listed                                                                       23,169             20,042
                 -     unlisted                                                                    2,213                  -
                                                                                                  25,382             20,042
      Carried at fair value through profit & loss
       Forward foreign exchange contracts                                                              70                135


      Loans and accounts receivable at amortised cost
       Accounts receivable                                                                        41,697             38,641
       Cash at bank                                                                               30,916             18,644
                                                                                                  72,613             57,285
      Financial liabilities
      Carried at amortised cost
       Trade and other payables - current                                                         49,199             47,231
                                 - non-current                                                    12,048             11,671
       Bank overdrafts                                                                            10,372              8,576
                                                                                                  71,619             67,478
      Carried at fair value through profit or loss
        Forward foreign exchange contracts                                                            739                   -

      Fair Value hierarchy
      IFRS13 requires disclosure of fair value measurements under the following hierarchy:
      Listed prices (unadjusted) in active markets for identical assets or liabilities – Level 1
      Inputs other than listed prices included within Level 1 that are observable for the asset or liability, either directly
      (that is, as prices) or indirectly (that is, derived from prices) – Level 2
      Inputs for the asset or liability that are not based on observable market data (that is unobservable inputs) – Level 3
      The level of fair value hierarchy within the asset or liability is categorised is determined on the basis of the lower
      input that is significant to the fair value measurement. Financial assets and liabilities are classified in their entirety
      into one of the three levels.

      Listed investments are stated at fair value based on listed prices in active markets and are considered Level 1
      financial instruments.
      The unlisted investment is carried at fair value and considered Level 3. The detail of the fair value assessment is
      set out in note 6 above. There are no other financial assets or liabilities which are measured using a Level 3
      approach.
      Foreign exchange contracts are considered Level 2 financial instruments. Fair value is determined by market value
      quotes received from independent financial institutions.
       Accounts receivable and accounts payable due within one year are carried at amortised cost which approximates to
       their fair values at the year-end.
       The carrying value of bank loans payable in more than one year approximates to their fair values. This is due to
       the loans all attracting market related interest rates, and thus the effect of discounting (using a market rate interest
       rate) when applying the effective interest rate method would result in no real difference between the fair value
       determined and the carrying value of the bank loans.

10) SECURED LIABILITIES

       Overdrafts of US$10,372,000 (2015 - US$8,576,000) are included in current liabilities. Group long-term financial
       liabilities are secured on various properties and bear interest at commercial rates.



11) CAPITAL COMMITMENTS

       Group capital expenditure in the year was US$2,241,000 (2015 – US$2,705,000). There were no capital
       expenditure commitments at 30th September 2016 (2015 – nil).

12) BASIS OF PREPARATION

       This provisional report has been prepared in accordance with the framework, concepts and the measurement and
       recognition requirements of International Financial Reporting Standards, applicable legal and regulatory
       requirements of The Companies (Jersey) Law, 1991, the Financial Reporting Pronouncements as issued by the
       Financial Reporting Standards Council, the Listing Requirements of the JSE Limited , the financial reporting
       guides issued by the Accounting Practices Committee of the South African Institute of Chartered Accountants (the
       “SAICA Financial Reporting Guides”) and contains the information required by IAS 34 Interim Financial
       Reporting. The accounting policies applied in this provisional announcement are consistent with those adopted and
       disclosed in the Group's annual report for the year ended 30th September 2015.

Responsibility Statement
The directors take full responsibility for the preparation of the provisional report and the financial information has been
correctly extracted from the underlying annual financial statements.

Review Report
This provisional report for the year ended 30 September 2016 was prepared under the supervision of the Chairman, Mr E
J Beale, following the death of the Finance Director, Mr L H Marshall, and has been reviewed by the Company's auditor,
Saffery Champness, who expressed an unmodified review conclusion thereon. The review opinion is available for
inspection at the registered office of the Company. The audited annual report will be mailed to shareholders in early
2017.

22 December 2016
Johannesburg

Sponsor
Sasfin Capital (a division of Sasfin Bank Limited)

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