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BRIKOR LIMITED - Abridged consolidated financial statements for year ended 29 February 2016 and notice of AGM

Release Date: 19/01/2017 08:50
Code(s): BIK     PDF:  
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Abridged consolidated financial statements for year ended 29 February 2016 and notice of AGM

BRIKOR LIMITED
("the Group")

(Incorporated in the Republic of South Africa)
Registration number 1998/013247/06
JSE code: BIK
ISIN: ZAE000101945

Abridged consolidated financial statements
for the year ended 29 February 2016 and notice of annual general meeting


HIGHLIGHTS

 - Total debt decreased by 37,8 % to R184 million
 - Net asset value per share increased by 236,4 % to 7,4 cents per share
 - Net tangible asset value per share increased by 5 400,0 % to 5,5 cents per share
 - Operating profit increased by 91,8 % to R49 million
 - EBITDA increased by 48,5 % to R67 million
 - Headline earnings per share increased by 107,4 % to 5,6 cents per share
 - Earnings per share increased by 246,7 % to 5,2 cents per share

PREPARED BY:

The abridged consolidated financial results (“abridged financial results” or “results”) for the year ended 29 February 2016 were
prepared by Laura Craig CA(SA) (group financial manager) under the supervision of Andre Hanekom (chief financial officer).

AUDITOR’S OPINION

This abridged consolidated financial results are extracted from audited information but is not itself audited. The directors take full
responsibility for the preparation of the abridged consolidated financial results and the correct extraction of the financial information
included herein from the underlying annual financial statements. The financial statements were audited by KPMG Inc., and the audit
report thereon is available for inspection at the company’s registered office. The auditor’s report is unmodified, however includes the
following paragraph with respect to reportable irregularities:

“In accordance with our responsibilities in terms of section 44(2) and 44(3) of the Auditing Profession Act, we report that we have
identified reportable irregularities in terms of the Auditing Profession Act. We have reported these matters to the Independent
Regulatory Board for Auditors.” The matters pertaining to the reportable irregularities have been described in note 6 to the abridged
consolidated financial results.

OVERVIEW

The directors of Brikor are pleased to present the abridged consolidated financial results for the year ended 29 February 2016, which
reflect continued growth and improvement.

Brikor is a diverse manufacturer and supplier of building and construction materials across a broad spectrum of the market from low-
cost housing, residential to commercial, industrial, civil engineering and infrastructure projects. The group operates through three
divisions, namely bricks, aggregates and coal (through its subsidiary, Ilangabi Investments 12 (Pty) Ltd).

The group’s overall financial indicators improved substantially in a competitive trading environment through effective cost management
initiatives and a concerted effort to maintain and improve sustainable working capital levels. The continued focus on the group’s core
operations and the coal operations were maintained.

FINANCIAL RESULTS


In a competitive operating environment, revenue remained relatively consistent at R317,0 million (2015: R318,2 million) and gross profit
percentage increased by 3,4 % to R86,9 million (2015: R76,5 million). The improvement in gross profit was mainly from higher gross
profit contributions achieved by the bricks and coal segments, contributing to the additional R10,3 million in gross profit.

Control of input costs in production, through the wholly-owned mining subsidiary Ilangabi Investments 12 (Pty) Ltd, and the additional
revenue generated through the sale of the additional coal derived through the mining process, provided the natural synergy which
continued to grow external revenues and reduce production input costs.

Operating expenses decreased substantially to R43,7 million (2015: R47,6 million) as a result of efforts to keep expenses to an
absolute minimum for fundamental business critical expenditure only.

The above measures resulted in the group generating an operating profit before interest and taxation of R48,6 million (2015: R25,3
million).

The group ended with a total profit and other comprehensive income of R32,8 million (2015: R9,5 million), resulting in earnings per
share of 5,2 cents (2015: 1,5 cents) and fully diluted earnings per share of 5,2 cents (2015: 1,5 cents) for the year.
Capital expenditure

For the year under review capital expenditure amounted to R18,4 million, the material values being invested as follows:

Plant and equipment of R16,7 million made up as follows:

– Aggregates segment – R2,1 million on fixed plant and R1,6 million on mobile plant;
– Coal segment – R0,1 million on fixed plant and R11,6 million on mobile plant; and
– Bricks segment – R0,1 million on fixed plant, R0,9 million mobile plant and R0,25 million on workshop equipment.

Motor vehicles of R1,7m made up as follows:

– Bricks segment – R0,9 million on four motor vehicles; and
– Coal segment – R0,5 million on three motor vehicles and a truck for R0,3 million.

Total property, plant and equipment decreased to R109,2 million (2015: R114,4 million) as a net result of:

- additions to property, plant and equipment of R18,4 million (2015: R17,1 million);
- disposals/scrapping of property, plant and equipment of R6,5 million (2015: R1,0 million);
- depreciation of R16,8 million (2015: R11,7 million);
- impairment of property, plant and equipment of Rnil (2015: R7,1 million); and
 - downward adjustment of decommissioning assets of R0,4 million (2015: capitalisation of R0,044 million) relating to the environmental
provision.
Consolidated statement of financial position
as at 29 February 2016

                                                       2016        2015
                                                       R'000       R'000

ASSETS

Non-current assets                                     134,445     140,332
Property, plant and equipment                          109,202     114,393
Intangible assets                                       12,320      13,656
Other financial assets                                  12,714      12,283
Deferred tax asset                                         209           -

Current assets                                           96,617    169,770
Inventories                                              45,499     38,305
Trade and other receivables                              29,871     36,974
Cash and cash equivalents                                21,247     94,491

Total assets                                           231,062     310,102

EQUITY AND LIABILITIES

Equity attributable to equity holders of the company     46,854      14,007
Stated capital                                          228,242     228,242
Accumulated loss                                       (181,388)   (214,235)

Non-current liabilities                                  95,616     85,860
Borrowings                                                5,582      8,884
Shareholders' loans                                      43,115     35,134
Provisions                                               46,919     41,597
Deferred tax liability                                        -        245

Current liabilities                                      88,592    210,235
Borrowings                                                9,984    109,004
Trade and other payables                                 58,661     83,475
Taxation                                                 19,947     17,756

Total equity and liabilities                           231,062     310,102
Consolidated statement of profit or loss and other comprehensive income
for the year ended 29 February 2016

                                                                                      Notes     2016           2015
                                                                                                R'000          R'000

Revenue                                                                                          317,002        318,229
Cost of sales                                                                                   (230,126)      (241,695)
Gross profit                                                                                      86,876         76,534
Other income                                                                                       5,376          3,479
Administrative expenses                                                                          (32,570)       (37,827)
 Expenses                                                                                        (32,570)       (30,714)
 Impairments                                                                                           -         (7,113)
Distribution expenses                                                                             (4,374)        (3,603)
Other expenses                                                                                    (6,725)       (13,251)
Operating profit before interest and taxation                                                     48,583          25,332
Finance income                                                                                     3,083           1,657
Finance costs                                                                                    (13,505)        (15,384)
Profit before taxation                                                                            38,161          11,605
Taxation                                                                                          (5,314)         (2,129)
Profit after taxation                                                                             32,847           9,476
Total comprehensive income for the year attributable to owners of the company                     32,847           9,476


EARNINGS PER SHARE                                                                2             cents           cents

Basic
Continuing operations                                                                                   5.2          1.5
Diluted
Continuing operations                                                                                   5.2          1.5


Consolidated statement of changes in equity
for the year ended 29 February 2016


                                                                                 Treasury     Accumulated
                                                                Stated capital     shares            loss     Total equity
                                                                        R'000       R'000          R'000            R'000

Balance at 28 February 2014                                          244,142     (15,900)       (223,711)          4,531
Total comprehensive income for the year                                    -           -           9,476           9,476
Balance at 28 February 2015                                          244,142     (15,900)       (214,235)         14,007
Total comprehensive income for the year                                    -           -          32,847          32,847
Balance at 29 February 2016                                          244,142     (15,900)       (181,388)         46,854
Consolidated statement of cash flows
for the year ended 29 February 2016

                                                        2016        2015
                                                        R'000       R'000

Cash flows from operating activities                      37,086     73,525
Cash generated from operations                            48,010      83,536
Finance income                                             3,083       1,657
Finance costs                                             (8,623)    (11,668)
Tax paid                                                  (5,384)          -
Cash flows to investing activities                       (15,989)    (19,128)
Additions to property, plant and equipment               (18,450)    (17,054)
Proceeds on disposal of property, plant and equipment      4,340         701
Increases in investments into other financial assets      (1,879)     (2,775)
Cash flows to/from financing activities                  (94,341)    19,049
Borrowings raised                                         18,600     21,326
Borrowings repaid                                       (112,941)    (2,277)

Net (decrease)/increase in cash and cash equivalents     (73,244)    73,446
Cash and cash equivalents at beginning of year            94,491     21,045
Cash and cash equivalents at end of year                  21,247     94,491
 Notes to the consolidated financial statements
 for the year ended 29 February 2016

1 BASIS OF PREPARATION AND ACCOUNTING POLICIES


 The summarised consolidated abridged financial statements are prepared in accordance with the requirements of the JSE Limited
 Listings Requirements for abridged reports and the requirements of the Companies Act of South Africa applicable to summary financial
 statements. The Listings Requirements require abridged reports to be prepared in accordance with the framework concepts and the
 measurement and recognition requirements of International Financial Reporting Standards (IFRS) and the SAICA Financial Reporting
 Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting
 Standards Council and to also, as a minimum, contain the information required by IAS 34 Interim Financial Reporting.

 The accounting policies applied in the preparation of the consolidated financial statements, from which the abridged financial results
 were derived, are in terms of International Financial Reporting Standards and are consistent with the accounting policies applied in the
 preparation of the previous consolidated financial statements.

 The abridged consolidated financial results have been prepared on the historic cost conversion, except for certain financial instruments,
 which are stated at fair value. The results are presented in Rand rounded to the nearest thousand (R’000).


2 EARNINGS PER SHARE

                                                                                                                 2016             2015
                                                                                                                 cents            cents
  Basic
  Continuing operations                                                                                                  5.2                 1.5
  Diluted
  Continuing operations                                                                                                  5.2                 1.5
  Headline earnings per share
  Continuing operations                                                                                                  5.6                 2.7
  Diluted headline earnings per share
  Continuing operations                                                                                                  5.6                 2.7


 The calculation of the basic earnings per share attributable to the ordinary equity holders is based on the following information:

 Reconciliation between basic earnings and headline earnings as well as diluted earnings

                                                                                                              Continued
                                                                                                                                  Total
                                                                                                              operations
                                                                                                                R'000             R'000
 2016
 Profit
 Basic and diluted profit                                                                                           32,847             32,847
 Loss on disposal of property, plant and equipment                                                                     669                669
 Loss on scrapping of property, plant and equipment                                                                  1,449              1,449
 Headline and diluted headline profit                                                                                34 965             34 965

 2015
 Profit
 Basic and diluted profit                                                                                            9,476             9,476
 Impairments of assets                                                                                               7,113             7,113
 Loss on the disposal of property, plant and equipment                                                                 268               268
 Headline and diluted headline profit                                                                                16 857            16 857

                                                                                                                  2016                2015
                                                                                                                  '000                '000
 Number of shares

 Weighted average number of shares                                                                                629,342             629,342
 Diluted weighted average number of shares                                                                        629,342             629,342
3 SEGMENTAL REPORTING

 Segmental revenues and results

 The following is an analyses of the group's revenue and results from operations by reportable segments:

 Segment profit reconciliation


                                                                Brick
                                                        Manufacturing               Coal      Aggregates            *Other             Total
                                                                R'000              R'000           R'000             R'000             R'000

 2016
 Total revenue                                                 172,612          114,283            37,935                 -        324,830
 Intersegmental revenue                                              -           (7,828)                -                 -         (7,828)
 Reportable segment revenue                                    172,612          106,455            37,935                 -        317,002

 Gross profit                                                   51,801           29,351             5,724                 -         86,876
 Other income                                                    3,388              922             1,066                 -          5,376
 Operating profit before interest and taxation                  33,811           12,334             2,438                 -         48,583
 Segment assets and liabilities
 Segment assets                                                 68,272            69,446           71,888           21,456         231,062
 Segment liabilities                                           (37,720)          (74,265)          (9,161)         (63,062)       (184,208)
 Other segment information
 Depreciation and amortisation included in cost of
 sales and operating expenditure                                 (8,546)         (6,963)           (2,578)                -        (18,087)
 Additions to non-current assets                                  2,164          12,494             3,792                 -         18,450

 2015
 Total revenue                                                 151,468          112,238            58,917                 -        322,623
 Intersegmental revenue                                            -             (4,394)                -                 -         (4,394)
 Reportable segment revenue                                    151,468          107,844            58,917                 -        318,229

 Gross profit                                                   49,973           16,951             9,610                 -         76,534
 Other income                                                    2,586              327               566                 -          3,479
 Operating profit before interest and taxation                  16,969            7,283             1,080                 -         25,332
 Segment assets and liabilities
 Segment assets                                                 68,791            74,672           72,148           94,491         310,102
 Segment liabilities                                           (58,035)          (70,121)         (11,248)        (156,691)       (296,095)
 Other segment information
 Depreciation and amortisation included in cost of
 sales and operating expenditure                                 (3,401)         (6,074)           (2,985)                -        (12,460)
 Additions to non-current assets                                     34          16,000             1,020                 -         17,054

 *Other segment relates to non-segment specific cash and liabilities

 Factors used to identify segments are based on geographical location and divisional structuring, this is also how the group reports
 financial results to management on a monthly basis.

 The accounting policies of the reportable segments are the same as the group’s accounting policies described in note 1 of the
 consolidated financial statements. Segment profit represents the profit earned by each segment without allocation of finance costs and
 income tax expense. This is the measure reported to the chief operating decision-maker for the purposes of assessment of segment

 Reportable segment revenue relates to external customers only. No single customer exists upon which the Group is significantly
 dependent on for revenue and revenue is derived solely from South African customers.

 Other assets and liabilities

 For the purposes of monitoring segment performance and allocating resources between segments:

 • all assets are allocated to reportable segments other than non-current assets held-for-sale, tax assets and cash and cash equivalents.
 • all liabilities are allocated to reportable segments other than general borrowings, shareholders loans, deferred taxations, taxation and
 bank overdraft.
4 RELATED PARTIES

 Relationships                                                                                                  Related director
 Entities controlled/influenced by directors
 Cyndara 113 (Pty) Ltd                                                                                           P.M. McDonald
 Scarlett Sun 33 (Pty) Ltd                                                                            P.M. McDonald and G Parkin
 E-Fuel (Pty) Ltd                                                                                     P.M. McDonald and G Parkin
 Nigel Brick and Clay (Pty) Ltd                                                                       P.M. McDonald and G Parkin
 Elgar Share Trust                                                                                    P.M. McDonald and G Parkin
 Kuvula Trade 40 (Pty) Ltd                                                                                              G Parkin


                                                                                        Nature of
                                                                                       goods and
                                                                                         services
                                                                                       purchased
                                                                                          or sold       2016           2015
                                                                                                        R'000          R'000

 Related party balances

 Loan accounts - owing (to)/by related parties

 Estate late: GvN Parkin
 Shareholder - loan 1                                              Unsecured, interest 7,59% p.a          (29,803)      (27,849)
 Shareholder - loan 2                                         Unsecured, imputed interest 12% p.a          (7,954)       (7,059)
 Shareholder - loan 3                                                     Unsecured, interest free         (2,726)         (226)

 G Parkin
 Shareholder loan                                                          Unsecured, interest free        (2,632)             -

 Amounts included in trade receivables/(trade payables) regarding related parties
 Scarlett Sun 33 (Pty) Ltd                                                        Machinery rental              -        (8,910)
 Scarlett Sun 33 (Pty) Ltd                                                          Surface rights         (3,344)            -
 Scarlett Sun 33 (Pty) Ltd                                      Deposit for bricks and aggregates               -             1
 Scarlett Sun 33 (Pty) Ltd                                                Diesel and maintenance              145             -
 Scarlett Sun 33 (Pty) Ltd                                     Machinery parts and consumables               (616)            -
 Nigel Brick and Clay (Pty) Ltd                                                            Bricks           1,482           787
 Nigel Brick and Clay (Pty) Ltd                                                            Bricks          (1,796)            -
 Cyndara 113 (Pty) Ltd                                                                Engineering             (97)         (830)
 Cyndara 113 (Pty) Ltd                                                                Engineering               -            27
 Kuvula Trade 40 (Pty) Ltd                                                              Transport           1,024             -
 Kuvula Trade 40 (Pty) Ltd                                                                 Rental              39             -
 Kuvula Trade 40 (Pty) Ltd                                                              Transport          (1,820)            -
 AP van der Merwe                                                                Consultancy fees             (60)            -

 Amounts included in borrowings regarding related parties
 Scarlett Sun 33 (Pty) Ltd                                                Interest at prime plus 1%        (6,658)             -

 Related party transactions
 Interest paid
 G v N Parkin                                                                     On loan account          (2,184)       (2,026)
 G v N Parkin                                                                     Imputed interest           (895)         (795)

 Legal fees
 PM McDonald Attorneys                                                                                       (473)             -

 Consulting fees
 AP van der Merwe                                                                                            (170)             -

 Equipment purchased
 Scarlett Sun 33 (Pty) Ltd                                                                                 (7,441)             -

 Equipment sold
 Scarlett Sun 33 (Pty) Ltd                                                                                   100               -

 Purchases from related parties
 Scarlett Sun 33 (Pty) Ltd                                                        Machinery rental         (2,649)       (9,552)
 Scarlett Sun 33 (Pty) Ltd                                                          Surface rights         (4,860)       (4,584)
 Scarlett Sun 33 (Pty) Ltd                                                        Machinery parts          (2,972)         (244)
 Scarlett Sun 33 (Pty) Ltd                                                   Equipment purchased           (8,991)            -
 Cyndara 113 (Pty) Ltd                                                               Engineering                -          (275)
 Nigel Brick and Clay (Pty) Ltd                                                            Bricks          (7,421)       (3,494)
 Kuvula Trade 40 (Pty) Ltd                                                              Transport         (16,003)      (12,579)

 Sales to related parties
 Cyndara                                                                              Engineering               -           149
 Nigel Brick and Clay (Pty) Ltd                                                            Bricks           2,270         1,341
 Scarlett Sun 33 (Pty) Ltd                                                  Bricks and aggregates              77            12
 Scarlett Sun 33 (Pty) Ltd                                                  Diesel & maintenance              134           117
 Kuvula Trade 40 (Pty) Ltd                                                              Transport              30            10
5 DIRECTORS' EMOLUMENTS

                                                                                                                   2016             2015
                                                                                                                   R'000            R'000

 Executive
 Short-term employee benefits                                                                                          3,966           3,869
 Post-employment benefits                                                                                                151             171

 Non-executive
 Short-term employee benefits                                                                                             253               80


6 REPORTABLE IRREGULARITIES

 On 24 November 2016 the auditors reported reportable irregularities to the Independent Regulatory Board of Auditors in respect on non-
 compliance with the Income Tax Act, No 58 of 1962 and the Mineral and Petroleum Resources Royalties Act, No 29 of 2008. The
 particulars of the reportable irregularities relate to the following instances, which resulted in penanlties and interest being charged to the
 group:

 • Non-submission of annual tax returns and non-timeous payments of provisional tax on due dates, as required by the Income Tax Act,
 No 58 of 1962; and

 • Non-registration for Royalty Tax and/or submission of returns and/or payment of Royalty Tax due to SARS, as required by the Mineral
 and Petroleum Resources Royalties Act, No 29 of 2008.

 These non-compliances were due to the provisional liquidation of Brikor and cash flow constraints on the group.

 Management is aware of the above and is in the process of taking corrective steps, particularl since the provisional liquidation of Brikor
 has been lifted to ensure that the relevant non-compliances are adequately addressed. Full provision has been made in the
 summarised abridged consolidated financial statements for any related amounts due.

7 SALIENT FEATURES

                                                                                                                   2016             2015

 Number of shares in issue (excluding treasury shares) ('000)                                                       629,342          629,342

 Net asset value (R'000)                                                                                             46,854           14,007
 Adjusted with:
  - Intangible assets                                                                                                12,320           13,656
 Net tangible asset value                                                                                            34,534              351

 Net asset value per share (cents)                                                                                         7.4             2.2
 Net tangible asset value per share (cents)                                                                                5.5             0.1

 Reconciliation of EBITDA (R'000)

 Operating profit before interest and taxation ("EBIT")                                                              48,583           25,332
 Adjusted with:
  - Depreciation and ammortisation                                                                                   18,087           12,460
  - Impairments                                                                                                           -            7,113
 Earnings before interest, taxation, depreciation, ammortisation
 and impairment adjustments ("EBITDA")                                                                               66,670           44,905

8 SUBSEQUENT EVENTS AND GOING CONCERN

 Management is not aware of any material events, other than as outlined below, which occurred subsequent to the year ended 29
 February 2016 and which need adjustment or disclosure.

 Subsequent to the end of the financial year the group has received offers for the sale of two of its properties, namely the Rayton
 property situated of Portion 31 of Witfontein NO.510 - JR District Bronkhorstspruit and the Nigel Schist property situated of Portion 58
 of the Farm Vrisfewaag 510IR.

 No intention existed at year-end to dispose of these properties and at the date of the publication of this summarised audited
 consolidated abridged financial statements report no formal heads of agreement have been drafted or agreed to by the parties. The
 group has however indicated its interest in the offers and is in the process of negotiating the terms to be agreed upon. Both properties
 will be disposed of inclusive of the rehabilitation provisions pertaining to each property respectively.

 GOING CONCERN

 The directors have prepared their budgets and cash flow forecast for the year ahead based on reasonable and supportable
 assumptions.

 The cash flow forecast and current management results indicates that the group will operate as a going concern for the foreseeable
 future.
NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the annual general meeting of the shareholders of Brikor will be held at Heidelberg Kloof Lodge, Heidelberg
Kloof Estate, Stand 31, Heidelberg at 11:00 on 28th July 2017 (SA time) to deal with the business as set out in the notice of annual
general meeting in the annual report.

DATE OF PUBLICATION OF THIS REPORT
Wednesday, January 18, 2017

G Parkin                                                                                                 A Hanekom
                                                                                                         Financial
Chief Executive Officer                                                                                  director

Nigel
Wednesday, January 18, 2017

CORPORATE INFORMATION
Directors: PM McDonald (Chairman)*; PS Moyanga (Lead independent director)^; G Parkin (CEO); A Hanekom (FD); L Hani^; CB
Madolo^; AP van der Merwe*
* Non-executive ^ Independent non-executive

Registered address: 1 Marievale Road, Vorsterskroon, Nigel 1490

Postal address: PO Box 884, Nigel 1490

Telephone: (011) 739 9000

Facsimile: (011) 739 9021

Company secretary: CIS Company Secretaries (Pty) Ltd

Transfer secretaries: Computershare Investor Services (Pty) Ltd

Auditors: KPMG Inc.

Designated Adviser: Exchange Sponsors (2008) (Pty) Ltd

These results and an overview of Brikor are available at www.brikor.co.za

Date: 19/01/2017 08:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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