Wrap Text
Unaudited Interim results for the six months ended 30 June 2017
Sea Harvest Group Limited
(Formerly Sea Harvest Holdings Proprietary Limited)
(Incorporated in the Republic of South Africa)
Registration number: 2008/001066/06
JSE Code: SHG
ISIN: ZAE000240198
"Sea Harvest" or "the Company" or "the Group"
Unaudited Interim results
for the six months ended 30 June 2017
Commentary
Key performance indicators
Year ended Six months ended Six months ended
31 December 2016 30 June 2017 30 June 2016
R'000 R'000 R'000
1,931,979 Revenue 1,056,961 844,515
59% International revenue mix (%) 61% 54%
605,458 Gross profit 353,515 270,282
31.3% Gross profit margin (%) 33.4% 32.0%
Profit before net finance costs and
250,188 taxation (EBIT) 205,597 83,253
12.9% EBIT margin (%) 19.5% 9.9%
131,514 Profit for the period 135,888 36,943
86.1 Earnings per share (cents) 67.0 26.1
80,142 Headline earnings 110,664 34,874
56.6 Headline earnings per share (cents) 56.6 24.6
60.9 Net asset value per share (cents) 531.9 24.7
365.6 Adjusted net asset value per share (cents) (1) 531.9 148.2
16.19 ZAR: Euro average exchange rate (2) 14.29 17.12
10.98 ZAR: AUD average exchange rate (2) 10.06 11.29
- Closing share price (cents) 1,370 -
(1) Prior period shares in issue adjusted for 1:6 share consolidation
(2) Average spot exchange rate at which sales were recorded.
Trading and financial performance
The period was dominated by the successful listing on the JSE of Sea Harvest Group Limited on 23 March
2017. The Group issued 106,333,334 shares at a price of R12.50 per share, raising R1.329 billion of capital.
The Company's shares have traded positively since listing, ending the period 9% up at R13.70 per share.
Sea Harvest delivered headline earnings of R111 million for the six months to 30 June 2017 (2016: R35 million),
up 217% on the same period last year, benefiting from the improved performance of its South African
operations as a result of investments in both fleet and land-based operations; continued strong global
demand for Cape Hake; the acquisition of a controlling interest in ASX listed Mareterram in July 2016; and
the deleveraging effect on the balance sheet post listing the Group on the JSE.
Sea Harvest acquired an initial stake of 19.9% in Mareterram Limited in January 2016 and during the six
months ended 30 June 2016 Mareterram was accounted for as an associate. In July 2016, Sea Harvest
acquired a controlling stake in Mareterram and it was consolidated into the Group's results.
The comparability of the financial information for six months ended 30 June 2017 with the same period in
2016 is impacted by the consolidation of Mareterram into the Group with effect from 1 July 2016.
Group revenue for the period increased by 25% to R1.06 billion compared to the same period last
year (2016: R845 million).
The Rand strengthened by 16% in the period compared with the same period last year, which impacted
South African operations' revenue. However this was offset by firm pricing and strong demand across all
channels and markets, resulting in South African operations revenue decreasing marginally by 2%.
Sales volumes were in line with the same period last year, after a 5% quota reduction.
South African operations' export volumes increased by 11% and export volume mix grew to 43% from 39% in
the same period last year, as the business continued to focus on higher margin sales. Export revenue
increased by 3% after a 16% strengthening of the Rand across the currencies in which Sea Harvest trades.
Revenue from Mareterram, which was consolidated from July 2016, contributed R227 million to the Group's revenue
for the period. Mareterram's revenue for the period increased by 42% compared to the first half of 2016, which
was its first six months of trading since listing on the ASX in January 2016, driven by volume growth and
favourable pricing.
The Group delivered gross profit of R354 million for the period (2016: R270 million) and the gross profit margin
improved to 33% (2016: 32%), despite the impact of the stronger Rand. The South African operations contributed
R291 million to gross profit. The expansion in gross profit margin was driven by efficiency improvements as a result
of the investments in factory freezer vessel capacity and land-based factory efficiency improvements, together with
higher export volumes and price increases across the board, which buffered the impact of the stronger Rand. Mareterram
contributed R63 million to gross profit, with a gross profit margin of 28%.
Other operating income of R44 million (2016: R5 million) includes a R30 million foreign exchange hedge gain and a
R14 million fair value gain.
Group operating expenses for the period increased by 9% from R198 million in 2016 to R216 million in 2017.
This increase included once-off costs of R18 million relating to the restructuring of the Group and the
listing on the JSE.
The Group delivered EBIT of R206 million during the period (2016: R83 million), an increase of 147% over 2016,
and an EBIT margin of 19.5% (2016: 9.9%). Mareterram contributed R13 million to EBIT for the period.
In addition, Group EBIT for the period included a R23 million gain on the disposal of Sea Harvest's 49.81%
interest in a joint venture on 1 January 2017.
The Group reported earnings per share (EPS) of 67.0 cents (2016: 26.1 cents) and headline earnings per share (HEPS)
of 56.6 cents (2016: 24.6 cents), an increase of 157% and 130% respectively, with both measures benefiting from the improved
operating performance of the South African operation and the inclusion of Mareterram's result.
The weighted average number of shares (WANOS) for the period used for the calculation of EPS and HEPS is 195,379,525 and there
were 239,973,603 shares (excluding treasury shares) in issue at the reporting date. At the beginning of the period, there were
849,242,000 shares (excluding treasury shares) in issue. During the period, there was a 1:6 share consolidation and 3,500,000
shares (excluding treasury shares) were repurchased. On 23 March 2017, the Group listed on the JSE and 101,933,269 shares
(excluding treasury shares) were issued.
Cash flow and financial position
Group cash generated from operations for the period of R142 million, was 8% higher than the prior year, with the improved operating
performance being partly offset by higher levels of working capital. The Group utilised R48 million in investing activities relating
to the acquisition of property, plant and equipment during the period. At the end of the period the group had a positive cash
balance of R316 million.
Following the listing and capital raise, the Group is well capitalised. All preference share capital, including accrued dividends,
shareholder loans and third party debt in the South African operations were settled at listing.
To supplement the cash on hand, Sea Harvest has concluded a revolving credit facility, the proceeds of which are earmarked for
internal projects and acquisitions in South Africa and Australia.
Dividends
No interim dividend is declared or proposed for the six months ended 30 June 2017.
Outlook
International demand continues to be strong for high value wild caught species such as Cape Hake and Shark Bay Prawns. The Rand has
weakened compared to the average for the first half of the year and the hedges in place for the second half of the year are more
favourable than the first half of the year. Local market volumes have declined as a result of a stagnant economic environment,
but this is expected to be offset by continued inflation in the category due to limited supply.
Revenue from Mareterram in the second half of the year is expected to be higher than the first half of the
year due to the seasonal nature of the business.
All bank debt and shareholder loans within the South African operations were settled on listing and as a
result, finance costs in the second half of the year are expected to reduce considerably, unless cash on
hand and available facilities are utilised to fund growth.
There is a good pipeline of organic growth projects. The Group has announced the acquisition of a
new freezer trawler (M.V. Therney) from listed Icelandic Fishing Company, HB Grandi, for $13.5 million.
The M.V. Therney was built in the Sterkoder yard in Norway, and is a sister vessel to the Harvest Atlantic
Peace which was acquired by Sea Harvest in 2014. Delivery of the vessel is expected in mid-November this
year, at a total cost of R250 million, and is anticipated to commence fishing in April/May 2018.
On behalf of the board
F Robertson F Ratheb
Chairman Chief Executive Officer
Cape Town
23 August 2017
CONDENSED CONSOLIDATED STATEMENT
OF PROFIT OR LOSS
for the six months ended 30 June 2017
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
1,931,979 Revenue 1,056,961 844,515
(1,326,521) Cost of sales (703,446) (574,233)
605,458 Gross profit 353,515 270,282
31,607 Other operating income 43,899 5,141
(111,704) Selling and distribution expenses (62,301) (50,023)
(13,372) Marketing expenses (6,662) (5,405)
(314,810) Other operating expenses (147,009) (142,564)
Operating profit before joint venture
197,179 and associate profit 181,442 77,431
Share of profit of joint venture
13,369 and associate 1,000 5,822
Gain on the disposal of interest in
- joint venture 23,155 -
Gain on remeasurement of previously held
39,640 interest in subsidiary - -
Profit before net finance costs
250,188 and taxation 205,597 83,253
2,075 Investment income 5,862 516
(77,892) Finance costs (30,045) (30,020)
174,371 Net profit before taxation 181,414 53,749
(42,857) Taxation (45,526) (16,806)
131,514 Profit for the period 135,888 36,943
Profit for the period attributable to:
121,876 Shareholders of Sea Harvest Group Limited 130,955 36,943
9,638 Non-controlling interest 4,933 -
131,514 135,888 36,943
Earnings per share (cents)
86.1 - Basic 67.0 26.1
75.1 - Diluted 66.1 22.8
CONDENSED CONSOLIDATED STATEMENT OF OTHER
COMPREHENSIVE INCOME
for the six months ended 30 June 2017
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
131,514 Profit for the period 135,888 36,943
Other comprehensive income
Items that may be reclassified subsequently
to profit or loss:
94,728 Movement on cash flow hedging reserve (17,917) 47,041
(44,361) Exchange differences on foreign operations 7,382 -
Other comprehensive (loss)/income, net
50,367 of tax (10,535) 47,041
Total comprehensive income for
181,881 the period 125,353 83,984
Total comprehensive income/(loss)
attributable to:
186,670 Shareholders of Sea Harvest Group Limited 119,050 83,984
(4,789) Non-controlling interest 6,303 -
181,881 125,353 83,984
CONDENSED CONSOLIDATED STATEMENT OF
FINANCIAL POSITION
As at 30 June 2017
Audited Unaudited Unaudited
31 December 30 June 30 June
2016 2017 2016
R'000 Notes R'000 R'000
ASSETS
Property, plant, equipment
541,513 and vehicles 531,180 449,522
359,346 Intangible assets 363,742 84,441
104,224 Goodwill 106,001 -
21,845 Investment in joint venture - 13,953
- Investment in associate - 54,542
25,264 Available-for-sale investment 4 25,264 25,264
1,233 Financial assets 4 13,953 -
4,389 Loans to related parties 5 70,501 4,357
33,545 Deferred tax assets 50,313 -
1,091,359 Non-current assets 1,160,954 632,079
291,758 Inventories 324,982 174,069
282,750 Trade and other receivables 359,280 274,694
46,629 Financial assets 4 27,687 -
6,370 Tax assets - -
154,404 Cash and bank balances 316,222 129,377
781,911 Current assets 1,028,171 578,140
1,873,270 TOTAL ASSETS 2,189,125 1,210,219
EQUITY AND LIABILITIES
849 Stated capital 6 1,295,771 849
368,409 Preference share capital and premium - 168,409
- FSP reserve (55,000) -
17,309 Revaluation reserve 17,309 17,309
22,079 Cash flow hedging reserve 5,264 (25,539)
6,507 Share-based payment reserve (5,203) -
(29,865) Foreign currency translation reserve (24,956) -
132,116 Retained earnings 43,302 48,740
Attributable to shareholders of Sea
517,404 Harvest Group Limited 1,276,487 209,768
137,687 Non-controlling interest 138,636 4,428
655,091 Capital and reserves 1,415,123 214,196
Long-term
371,917 interest-bearing borrowings 121,398 285,648
54,664 Loans from related parties 5 - 54,664
31,209 Employee related liabilities 26,703 25,427
13,733 Deferred grant income 12,920 14,778
82,450 Financial liabilities 4 61,267 -
133,410 Deferred tax liabilities 123,117 94,589
135,404 Shareholders for dividends - 123,526
822,787 Non-current liabilities 345,405 598,632
Short-term interest
52,536 bearing borrowings 72,150 41,931
291 568 Trade and other payables 310,695 277,129
1,551 Short-term deferred grant income 1,581 1,555
21,121 Financial liabilities 4 22,548 53,862
17,843 Short-term provisions - 5,725
2,431 Short-term shareholders for dividends - -
8,342 Tax liabilities 21,623 17,189
395,392 Current liabilities 428,597 397,391
1,873,270 TOTAL EQUITY AND LIABILITIES 2,189,125 1,210,219
60.9 NAV per share (cents) 531.9 24.7
Net shares in issue at end of
849,242 period (000's) 239,974 849,242
365.6(1) Adjusted NAV per share (cents) (1) 531.9 148.2(1)
Adjusted shares in issue at end of
141,540(1) period (000's) (1) 239,974 141,540(1)
(1) Prior period shares in issue adjusted for 1:6 share consolidation.
CONDENSED CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
for the six months ended 30 June 2017
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
130,092 Balance at the beginning of the period 655,091 130,092
Attributable to:
130,092 Shareholders of Sea Harvest Group Limited 517,404 130,092
- Non-controlling interests 137,687 -
Total comprehensive income for the period
attributable to shareholders of Sea Harvest
186,670 Group Limited 119,050 83,984
121,876 Profit for the period 130,955 36,943
Movements in other items of
64,794 comprehensive income, net of tax (11,905) 47,041
Movements attributable to shareholders of
Sea Harvest Group Limited
- Shares issued (1) 1,294,943 -
- Shares repurchased (2) (51,450) -
- Recognition of FSP reserve (3) (55,000) -
200,000 Preference shares issued - -
- Redemption of preference shares (4) (368,409) -
Distributions to participants of
- share trusts (5) (167,321) -
(4,308) Recognition of treasury shares - (4,308)
Recognition of share option liability
(1,557) directly in equity - -
6,507 Share-based payment expense 10,403 -
Reclassification of share-based
- payment reserve (6) (23,133) -
Movement attributable to
137,687 non-controlling interests 949 4,428
655,091 Balance at the end of the period 1,415,123 214,196
(1) Following the listing on 23 March 2017, Sea Harvest successfully placed 101,933,269 ordinary shares
(excluding shares referred to in footnote 3) at a price of R12.50 per share. Listing costs of R34 million
were charged against equity.
(2) 100% of the ordinary shares held by The New Sea Harvest Management Investment Trust were
repurchased and cancelled.
(3) 4,400,065 ordinary shares were awarded to key Sea Harvest employees in terms of a long-term
Forfeitable Share Plan ("FSP") incentive scheme and R55 million representing the market value of the
shares was debited to a reserve and credited to stated capital.
(4) During the period, Sea Harvest redeemed all of the issued B and C redeemable preference shares,
including all accrued preference dividends, all of which were held by Brimco Proprietary Limited.
(5) In accordance with the repurchase and amendment agreements entered into during the period, 75%
of the ordinary shares held by The Sea Harvest Management Investment Trust No.2 and 50% of the
ordinary shares held by The Sea Harvest Employee Share Trust, both controlled entities of the Group,
were repurchased and cancelled.
(6) During the period, The Sea Harvest Management Investment Trust No.2 and The Sea Harvest
Employee Share Trust were reclassified from equity-settled share-based payment schemes to
cash-settled share-based payment schemes. The IFRS 2 calculated liability was raised and debited to
the equity-settled share-based payment reserve at the reclassification date.
CONDENSED CONSOLIDATED STATEMENT
OF CASH FLOWS
for the six months ended 30 June 2017
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
Operating activities
131,514 Profit for the period 135,888 36,943
185,901 Adjustments for non-cash and other items 93,190 95,173
Operating cash flows before movements in
317,415 working capital 229,078 132,116
(20,577) Increase in inventories (31,627) (5,162)
(Increase)/decrease in trade
32,252 and other receivables (74,873) (35,263)
Increase/(decrease) in trade
(672) and other payables 19,745 39,830
328,418 Cash generated from operations 142,323 131,521
2,075 Interest received 5,862 516
(50,943) Interest paid (21,177) (14,933)
(30,310) Income taxes paid (44,142) -
Net cash generated from
249,240 operating activities 82,866 117,104
Investing activities
(195,990) Acquisition of investment in subsidiary - -
Proceeds on disposal of property, plant,
3,830 equipment and vehicles - 3,830
Acquisition of property, plant, equipment
(107,449) and vehicles (48,386) (55,154)
(3,164) Acquisition of intangible assets (1,494) -
(302,773) Net cash utilised by investing activities (49,880) (51,324)
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
Financing activities
- Shares issued 1,239,943 -
- Shares repurchased (51,450) -
Proceeds on the issue of C class
200,000 preference shares - -
Redemption of B and C preference
- share capital (368,409) -
Repayment of B and C
- preference dividends (144,269) -
(55,806) Repayment of borrowings (301,478) (10,375)
- Borrowings raised 67,886 -
(12,519) Payments of financial liabilities (25,284) -
- Distributions to participants of share trusts (167,321) (2,446)
Amounts (advanced) and/or (repaid)
(103) to related parties (120,776) -
Net cash generated from/(utilised by)
131,572 financing activities 128,842 (12,821)
78,039 Net increase in cash and cash equivalents 161,828 52,959
Cash and cash equivalents at the beginning
76,418 of the period 154,404 76,418
Effects of exchange rates on the balance of
(53) cash held in foreign operations (10) -
Cash and cash equivalents at the end
154,404 of the period 316,222 129,377
NOTES TO THE CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
for the six months ended 30 June 2017
1. BASIS OF PREPARATION
The condensed consolidated interim financial statements have been prepared in accordance with
International Financial Reporting Standards, IAS 34: Interim Financial Reporting, the SAICA Financial
Reporting Guides as issued by the Accounting Practices Committee and Financial Reporting
Pronouncements as issued by the Financial Reporting Standards Council, the Listings Requirements
of the JSE Limited and the requirements of the Companies Act of South Africa, No. 71 of 2008.
The report has been prepared using accounting policies that comply with International Financial
Reporting Standards which are consistent with those applied in the financial statements for the
year ended 31 December 2016. The condensed financial information has been prepared under the
supervision of the Chief Financial Officer, JP de Freitas CA(SA).
The information has not been audited or reviewed by the Group's auditors, Deloitte & Touche.
2. DETERMINATION OF HEADLINE EARNINGS
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
Profit for the period attributable
to shareholders of Sea Harvest
121,876 Group Limited 130,955 36,943
Loss/(profit) on disposal of property,
(2,992) plant, equipment and vehicles 408 (2,874)
Impairment of property, plant,
- equipment and vehicles 1,230 -
Reversal of impairment of property,
- plant, equipment and vehicles (436) -
Gain on remeasurement of previously
(39,640) held interest in subsidiary - -
Realised profit on disposal of interest
- in joint venture (23,155) -
898 Total tax effects of adjustments 1,662 805
80,142 Headline earnings for the period 110 664 34,874
Weighted average number of shares
on which earnings and headline
141,540 earning per share is based (000's) 195,379 141,540
Weighted average number of shares
on which diluted earnings and
diluted headline earnings per share is
162,400 based (000's) 198,154 162,400
Headline earnings per share (cents)
56.6 - Basic 56.6 24.6
49.3 - Diluted 55.8 21.5
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
3. SEGMENTAL RESULTS
The Groups' reportable segments
under IFRS 8: Operating Segments,
are the South African operations and the
Australian operations.
Segment revenue from
external customers
1,652,236 SA Operations (1) 829,890 844,515
279,743 Australia Operations 227,071 -
1,931,979 Total revenue 1,056,961 844,515
Segment profit from operations
171,250 SA Operations 169,836 77,431
25,929 Australia Operations 11,606 -
Operating profit before joint venture
197,179 and associate profits 181,442 77,431
Gain on the disposal of interest in
- joint venture 23,155 -
Gain on remeasurement of previously
39,640 held interest in subsidiary - -
Share of profits of joint venture
13,369 and associate 1,000 5,822
2,075 Investment income 5,862 516
(77,892) Finance costs (30,045) (30,020)
174,371 Net profit before taxation 181,414 53,749
Total assets
1,183,021 SA Operations 1,677,271 1,210,219
690,249 Australia Operations 511,854 -
1,873,270 2,189,125 1,210,219
Total liabilities
945,267 SA Operations 430,746 996,023
272,912 Australia Operations 343,256 -
1,218,179 774,002 996,023
(1) Revenue excludes intra-segmental revenue of R18,2 million in SA Operations and inter-segmental revenue of
R47,8 million which are eliminated on consolidation.
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
4. FINANCIAL ASSETS
AND LIABILITIES
47,862 Financial derivative assets 41,640 -
1,233 Non-current portion of financial assets 13,953 -
46,629 Current portion of financial assets 27,687 -
Other financial asset
25,264 Available-for-sale investment 25,264 25,264
2,698 Financial derivative liabilities - 53,862
Current portion of liabilities held at fair
2,698 value through profit or loss - -
- Current portion of financial liabilities - 53,862
Other financial liability
100,873 Fishing licence liability 83,815 -
82,450 Non-current portion of fishing licence liability 61,267 -
18,423 Current portion of fishing licence liability 22,548 -
Financial derivative assets and liabilities
Financial assets and liabilities arise from hedging contracts entered into by the Group for the purpose
of minimising the Group's exposure to foreign currency volatility. Hedging contracts are regarded as
level 2 financial instruments for fair value measurement purposes. Level 2 fair value measurements are
those derived from inputs that are observable for the asset or liability, either directly (i.e. as prices) or
indirectly (i.e. derived from prices).
Call option derivative
Included in non-current financial assets is a call option, entered into on 1 January 2017, to acquire
100% of the shareholding in Vuna Fishing Company Proprietary Limited from Vuna Fishing Group
Proprietary Limited. The fair value was independently determined by an expert by using the Black-Scholes
option pricing model. The call option financial asset has been classified as a non-current asset at
30 June 2017 due to the expected exercise date thereof exceeding 12 months from the reporting date. The call option
disclosed in financial assets is regarded as a level 3 financial instrument for fair value measurement
purposes. Level 3 fair value measurements are those derived from valuation techniques that include
inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Available-for-sale investment
The Group holds 10% of the ordinary share capital of Desert Diamond Fishing Proprietary Limited, a company
involved in the fishing and fishing processing industries. The directors of the Group do not consider
that the Group is able to exercise significant influence over Desert Diamond Fishing Proprietary Limited.
The Group reassesses the valuation of the available-for-sale investment annually, by using an asset
valuation method performed by an independent valuator.
The available-for-sale investment is regarded as a level 3 financial instrument. Level 3 fair value
measurements are those derived from valuation techniques that include inputs for the asset or liability
that are not based on observable market data (unobservable inputs).
Other financial liabilities
The fishing licence liabilities relate to the Shark Bay Prawn Managed Fishery Voluntary Fisheries
Adjustment Scheme ("VFAS"). The VFAS operates from 12 November 2010 until 1 July 2021.
Mareterram owns ten fishing licences in the Shark Bay region. The liabilities shown represent present
values discounted at the 5 year Australian Corporate Bond rate. Fishing licence liabilities are carried
at amortised cost.
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
R'000 R'000 R'000
5. RELATED PARTY LOANS
Loans to related parties
Vuna Fishing Company
- Proprietary Limited (1) 27,420 -
- Vuna Fishing Group Proprietary Limited (2) 43,081 -
The New Sea Harvest Management
4,389 Investment Trust - 4,357
4,389 Total 70,501 4,357
Loans from related parties
54,664 Brimco Proprietary Limited - 54,664
54,664 - 54,664
(1) The Group extended a loan of R27 million to Vuna Fishing Company Proprietary Limited.
(2) On 1 January 2017, the Group sold its 49.81% interest in Vuna Fishing Company Proprietary Limited
to Vuna Fishing Group Proprietary Limited a company controlled by Brimstone Investment Corporation Limited.
Audited Year Unaudited Unaudited
ended six months ended six months ended
31 December 30 June 30 June
2016 2017 2016
6. STATED CAPITAL (number)
In issue (number)
974,402,360 Ordinary shares 251,362,907 974,402,360
(125,160,360) Held as treasury shares (11,389,304) (125,160,360)
849,242,000 239,973,603 849,242,000
Weighted average number of shares on
which earnings and headline earnings
141,540,333 per share is based: 195,379,525 141,540,333
Weighted average number of shares
on which diluted earnings and diluted
162,400,393 headline earnings per share is based: 198,154,129 162,400,393
Reconciliation of weighted average
number of shares used in the calculation
of basic and diluted earnings per share
and headline earnings and diluted
headline earnings per share:
141,540,333 Basic 195,379,525 141,540,333
20,860,060 Dilutive instruments 2,774,604 20,860,060
162,400,393 Diluted 198,154,129 162,400,393
The following share movements occurred during the period under review:
Total Shares In Less Treasury Total Net Shares
Issue Shares In Issue
Opening balance 974,402,360 125,160,360 849,242,000
Share consolidation —
15 February 2017 (1:6) (812,001,966) (104,300,300) (701,701,666)
Shares repurchased (17,370,821) (13,870,821) (3,500,000)
Shares issued 106,333,334 4,400,065 101,933,269
Closing balance 251,362,907 11,389,304 239,973,603
7. SHARE-BASED PAYMENTS
The Group has two controlled trusts which have been established as vehicles through which certain
executives, senior management and employees have made an investment in or acquired an economic
exposure to an investment in shares in the Group. During the six months ended 30 June 2017, The
Sea Harvest Management Investment Trust No. 2 and The Sea Harvest Employee Share Trust share
incentive schemes were reclassified from equity-settled share-based payment schemes to cash-settled
share-based payment schemes.
On 23 March 2017, the Group established a forfeitable share plan. In terms of the forfeitable share
plan, executive directors and senior managers will be awarded performance shares in the Group.
The performance shares are linked to a requirement of continued employment over the prescribed
period, the Group's performance and strategic, individual performance conditions which have to be
met. Shares are granted to participants for no consideration. These shares participate in dividends and
shareholder rights from grant date. The scheme is accounted for as an equity-settled share scheme.
The Sea Harvest The Sea Harvest
Management Investment Employee Share Forfeitable
Trust No. 2 Trust share plan
Grant date 31 March 2014 31 March 2014 23 March 2017
Number of shares granted 8,257,898 4,258,138 4,400,065
Fair value of shares at grant date (R) 8,788,000 5,155,000 46,283,566
Expiry date 31 March 2022 31 March 2022 23 March 2020
Service and
Vesting conditions Service Service Performance
The Sea Harvest The Sea Harvest
Management Investment Employee Share Forfeitable
Trust No. 2 Trust share plan
Number of shares held at the
beginning of the period 82,578,980 42,581,380 -
Share consolidation —
15 February 2017 (1:6) (68,815,817) (35,484,483) -
Shares repurchased (10,322,373) (3,548,448) -
Granted - - 4,400,065
Number of shares held
at the end of the period 3,440,790 3,548,449 4,400,065
Effect on financial statements R R R
Share-based payment expense
for the period 3,568,404 1,769,347 5,590,181
Liability for cash-settled
share-based payments 13,012,744 8,389,323 -
Equity-settled share-based
payment reserve (5,348,791) (4,845,338) 5,590,181
CORPORATE INFORMATION
Registered address: The Boulevard Office Park
1st Floor, Block C
Searle Street
Woodstock
Cape Town
7925
South Africa
Directors: F Robertson * (Chairperson)
BM Rapiya **
WA Hanekom *
L Penzhorn *
MI Khan *
T Moodley ***
F Ratheb (Chief Executive Officer)
JP de Freitas (Chief Financial Officer)
Mo Brey (Chief Investment Officer)
* Non-Executive
** Lead Independent Non-Executive
*** Non-Executive Alternative
There have been no changes to the board of directors since the listing.
Company Secretary: Nana Aston
Transfer Secretary: Computershare Investor Services Proprietary Limited
15 Biermann Avenue, Rosebank, 2196
Sponsor: The Standard Bank of South Africa Limited
Auditors: Deloitte & Touche
Cape Town
23 August 2017
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