AVIOR CAPITAL MARKETS HOLDINGS LIMITED - Audited summarised provisional consolidated annual financial statements for the year ended 30 April 2018

Release Date: 27/07/2018 17:15
Code(s): AVR
 
Wrap Text
Audited summarised provisional consolidated annual financial statements for the year ended 30 April 2018

AVIOR CAPITAL MARKETS HOLDINGS LIMITED
Incorporated in the Republic of South Africa
Registration number: 2015/086358/06
JSE Share Code: AVR
ISIN: ZAE000211637

(“Avior Holdings” or “the Company”)



AUDITED SUMMARISED PROVISIONAL CONSOLIDATED ANNUAL FINANCIAL STATEMENTS FOR THE YEAR
ENDED 30 APRIL 2018 AND CHANGES TO THE BOARD



HIGHLIGHTS
 • HEADLINE EARNINGS PER SHARE (“HEPS”) DOWN 77%
 • OPERATING REVENUE UP 5%
 • PROFIT FROM OPERATIONS DOWN 38%



The board of directors of Avior Holdings (“the Board”) are pleased to present the audited summarised provisional
consolidated annual financial statements of the Group for the year ended 30 April 2018 (“the results”).


 1.   INTRODUCTION

      Avior Holdings is the holding company of a capital markets group (“the Group”) that provides research, stockbroking
      (e.g. equities, derivatives, fixed income and global), corporate broking and access and transition management
      services offerings to institutional clients, corporate and private wealth clients in South Africa and abroad. The Group
      has offices in Johannesburg, Cape Town and London. Avior Holdings listed on the JSE Limited’s (“JSE”)’s
      Alternative Exchange (“ALTX“) on 6 June 2017.

      Avior Capital Markets (Pty) Limited, a wholly-owned subsidiary of Avior Holdings, is rated one of the top 10 research
      companies in the Financial Mail equity research ratings and has achieved an overall unweighted ranking of number
      4 in their recent rankings. The Group’s research team consists of 22 analysts, of which 12 have been independently
      rated by the Financial Mail Top Analyst Awards for May 2017. The 12 analysts were rated across 17 equity research
      sectors and achieved a number 1 in 5 of those sectors.


 2.   RESULTS COMMENTARY

      Headline Earnings per Share declined by 77% to 3.55 (cents) from 15.7 (cents) with the private share issue in May
      2017 having a further dilutive effect. Besides a decline in profit in operations of R7.5 million, a year-on-year change
      in the tax expense of R9.4 million and exchange losses of R3.5 million accounted for approximately 44% of the
      decline. A truer sense of the Group’s performance is therefore profit from operations, where year-on-year
      performance declined by 38% to R12.5 million.

      Operating revenue increased by 5% to R177.0 million from R168.5 million. The main contributor to growth in the
      current period was an increase of 120% in derivatives revenue to R37.2 million from R16.9 million. This was offset
      by a decline in core brokerage revenue of 10% to R116.3 million from R128.7 million and a research revenue decline
      of 21% to R13.0 million from R16.4 million. This revenue compensation does speak to the strength of the Group’s
      diversified product offering, which is an ongoing strategic focus area of management.

      Other income increased by 147% to R4.2 million from R1.7 million which was largely due to an increase in proprietary
      trading revenue.

      Operating expenses increased by 12% to R168.6 million from R150.2 million due to an increase in employee benefits
      and professional service costs driven by the JSE listing. Consequently, profit from operations declined by 38% to
      R12.5 million from R20.0 million.

      Finance costs increased by 122% to R2.0 million from R0.9 million due to a R13.0 million shareholder loan made in
      the prior year.

      The GBP’s weakening against the USD contributed to an increase in the Group’s foreign exchanges loss. The effect
      was a 194% increase to R5.4 million from R1.8 million. USD based trade debtors and bank accounts in Avior Capital
      Markets International Limited (UK operations) contributed to the increase.

      The income tax expense decreased by 150% to an expense of R3.1 million from a gain of R6.3 million, which was
      due to the recognition of a deferred tax asset in the prior year and a subsequent utilisation in the current year.
     The net result of the above was a decline in profit for the year of 84% to R4.4 million from R26.7 million.

     Despite poor trading performance, the Group’s FY’18 year end cash balance increased to R71.7 million from R63.4
     million, providing a healthy buffer to withstand ongoing challenging trading conditions and, more importantly, to fund
     future growth initiatives.

3.   PROSPECTS

     Avior Holdings has completed its first financial year as a listed company. During this period the Group invested
     substantially in enhancing its product offerings and developing its platforms. The outcomes of these actions do not
     yet reflect in the financial results. The year was also marked with the introduction of MiFID II, a European Union
     market regulation directive. This led to reduced trading volumes which was further compounded by lower
     commission rates.

     The Group’s business is highly cyclical and is currently in a trough, driven by both local and global political
     uncertainty and a general withdrawal of capital from emerging markets. While the outcome of the ANC’s elective
     conference in December 2017 was positive and led to increased JSE activity over December, the outlook for JSE
     trading volumes and brokerage commissions remains uncertain leading up to South Africa’s 2019 general elections.

     The Group continues to broaden its geographic reach and its product offerings to enhance its overall client
     proposition. Progress was made in cross-selling the Group’s services to clients as well as introducing new lines of
     business, such as the new Wealth Services division.

     The investment in new services and the upgrade in the Group‘s infrastructure has positioned the Group well for the
     future. Avior Holdings will continue to be cautious in its investment decisions and will primarily focus on growing its
     business organically with the goal of minimal dilution to shareholders. However, Avior Holdings may consider small
     strategic acquisitions where it adds meaningful value. Several measures were taken to reduce the cost base and
     improve margins which should reflect in next year’s financial results.

     Avior Holdings is fortunate to have a committed and talented team. Over the years the Group has been strong at
     identifying talented individuals and nurturing their careers at Avior, especially in the equity analyst space. The Group
     remains young and energetic with a strong entrepreneurial flair and a "can-do" attitude.

     An ambitious five year strategic plan was recently articulated. Avior Holdings is in the process of aligning staff
     incentives and management priorities to meet the related planned objectives. While early execution has started, the
     outcomes of this strategy should start to reflect in next year’s financial results.

     Avior expects competitive pressures to increase, but with its capable staff and improved platforms, and a bold five
     year strategy, Avior is well positioned to meet the challenges of a rapidly changing industry.


4.   CHANGES TO THE BOARD

     During the financial period under review, the following changes were made to the Board:

     -   Elias Masilela, an independent non-executive director, was appointed as the chairperson of the social and
         ethics committee and a member of the remuneration committee, with effect from 12 July 2017.

     -   Marilyn Ramplin, an independent non-executive director and chairperson of the Board, was appointed as a
         member of the remuneration committee, with effect from 12 July 2017.

     -   Mark Collier, an independent non-executive director and chairperson of the audit and risk committee, as well
         as the remuneration committee, resigned with effect from 21 July 2017.

     -   Octavia Matshidiso Matloa was appointed as an independent non-executive director and chairperson of the
         audit and risk committee, with effect from 18 August 2017.

     -   Elias Masilela, an independent non-executive director, was appointed as the chairperson of the remuneration
         committee, with effect from 7 December 2017.

     -   Octavia Matshidiso Matloa, an independent non-executive director, was appointed as a member of the
         remuneration committee, with effect from 7 December 2017.

     -   Naeem Tilly resigned as Financial Director, with effect from 29 December 2017.

     -   Justin Larsen was appointed as the Interim Financial Director, with effect from 30 December 2017, pending the
         identification of a suitable candidate to replace Naeem Tilly.

     -   Marilyn Ramplin, an independent non-executive director and chairperson of the Board, was appointed as a
         member of the social and ethics committee, with effect from 17 January 2018.
       
Subsequent to the financial period under review, the following changes were made to the Board:

       On 18 May 2018 the following changes were made:

       -    Mr. Elias Masilela, non-executive director and member of the Audit and Risk Committee and chairperson of the
            Social and Ethics Committee and the Remuneration Committee of Avior Holdings resigned.

       -    Ms. Octavia Matshidiso Matloa, non-executive director and chairperson of the Audit and Risk committee and
            member of the Social and Ethics committee and the Remuneration Committee Avior Holdings resigned.

       -    Mr. Stephan David Price was appointed as an independent, non-executive director and as member of the Audit
            and Risk committee, the Social and Ethics committee and the Remuneration Committee of Avior Holdings .

       On 1 June 2018 the following changes were made:

       -    Mr. Thabo Vincent Mokgatlha was appointed as an independent, non-executive director of Avior Holdings .
            Furthermore, Mr. Mokgatlha was appointed as the chairperson of the Company’s Audit and Risk Committee
            and as member of the combined Social, Ethics and Remuneration Committee.

       -    Mr. Justin Larsen, who was acting as the interim financial director of the Company since 30 December 2017,
            was appointed as the full-time financial director of Avior Holdings.

 5.    CHANGES TO THE DESIGNATED ADVISOR AND COMPANY SECRETARY

       Ms Ateeqah Khan resigned as company secretary of Avior Holdings and Fusion Corporate Secretarial Services
       (Pty) Ltd was appointed as the new company secretary with effect from 03 May 2018. There has not been any
       changes to the Designated Advisor.

 6.    DISTRIBUTION OF FINANCIAL RESULTS STATEMENTS

       Distribution of the audited consolidated financial statements for the period ended 30 April 2018 will be published on
       the Group’s website on or about Friday, 27 July 2018. The integrated annual report will be made available on or
       before Friday 31 August 2018.

       The preparation of the Results was undertaken by Northplan Chartered Accountants Incorporated, under the
       supervision of the Group financial director, Justin Larsen, CA(SA).


FOR AND ON BEHALF OF THE BOARD

MARYLIN RAMPLIN
Chairperson

Johannesburg
27 July 2018

AUDITOR
BDO South Africa
Audit partner: D. Botha

DESIGNATED ADVISOR
Pallidus Capital (Pty) Limited

COMPANY SECRETARY
Fusion Corporate Secretarial Services (Pty) Limited

TRANSFER SECRETARIES
Terbium Financial Services (Pty) Limited

REGISTERED OFFICE
11th Floor, South Tower, 140 West Street, Sandton, 2196.

WEBSITE:
www.avior.co.za
SUMMARISED PROVISIONAL CONSOLIDATED ANNUAL FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 APRIL
2018

                                                                                         Audited          Audited
Share capital                                                                        30 Apr 2018     30 April 2017

Authorised
Ordinary no par value shares                                                         400 000 000      400 000 000


Movement in the number of shares issued:


At the beginning of the year                                                         141 457 900      172 162 800
New shares issued                                                                      5 755 800                   -
Repurchase of shares                                                                    (928 600)     (30 704 900)
                                                                                     146 285 100      141 457 900
Issued
Ordinary no par value shares (R)                                                       8 647 754           14 146


No dividends were declared during the current financial year.


Summarised consolidated statement of Profit or Loss and Other Comprehensive Income for the year ended 30 April
2018

                                                                Change %                  Audited           Audited
                                                                                      30 Apr 2018       30 Apr 2017

 Operating Revenue                                                       5             176 992 142       168 529 868
 Other Income                                                         >100               4 155 747         1 731 653
 Total revenue                                                           6             181 147 889       170 261 521
 Operating expenses                                                     12           (168 667 133)     (150 276 534)
 Profit from operations                                               (38)              12 480 756        19 984 987
 Investment income                                                    (26)               2 390 135         3 209 026
 Finance Costs                                                        >100             (1 974 998)         (877 812)
 Foreign exchange losses for the year                                 >100             (5 358 769)       (1 822 583)
 Share of loss of equity accounted investee                            100                (50 000)                     -
 Profit before taxation                                               (63)               7 487 124        20 493 617
 Income tax expense                                                 >(100)             (3 118 904)         6 300 330
 Profit for the year                                                  (84)               4 368 220        26 793 947
 Other comprehensive income:
 Items that may be reclassified to profit or loss:
 Exchange differences on translating foreign operations               (89)               (676 512)       (6 194 822)
 Other comprehensive income for the period net of taxation            (89)               (676 512)       (6 194 822)
 Total comprehensive(loss) income for the period                      (82)               3 691 708        20 599 125


 Basic and diluted earnings per share (cents)                         (81)                    2.99               15.78
Summarised consolidated statement of financial position as at 30 April 2018

                                                                  Change %            Audited       Audited
                                                                                  30 Apr 2018   30 Apr 2017
Assets
Non-Current Assets
Property, plant and equipment                                            >100       9 366 046     3 614 651
Intangible assets                                                           59        667 945       419 454
Deferred tax                                                              (15)     14 371 676    16 874 345
Loans to directors, managers and employees                                100       1 508 364              -
Loan receivable                                                           (23)        579 138       750 000
                                                                            22     26 493 169    21 658 450
Current assets
Loans to directors, managers and employees                                (73)        797 516     2 946 505
Margin and collateral accounts                                             29      11 027 981     8 574 583
Trade and other receivables                                                62       8 945 038     5 519 447
Financial assets held for trading                                         (98)         47 946     3 064 864
Current tax receivable                                                   >100       2 641 773     1 102 971
Amounts receivable in respect of stock broking activities                >100     373 499 993    46 973 900
Cash and cash equivalents                                                   13     71 710 133    63 435 808
                                                                         >100     468 670 380   131 618 078
Total Assets                                                             >100     495 163 549   153 276 528

Equity and Liabilities
Equity
Share capital                                                            >100       8 647 754        14 146
Reserves                                                                   12     (6 237 638)   (5 561 126)
Retained income                                                             4     83 103 262    79 617 120
                                                                           15     85 513 378    74 070 140
Liabilities
Non-Current Liabilities
Loans from related parties                                                    -    13 000 251    13 000 251

Current Liabilities
Amounts payable in respect of stock broking activities                   >100     374 744 959    41 589 998
Current tax payable                                                      >100         268 327         4 299
Financial liabilities held for trading                                    (79)        555 191     2 668 353
Loans from related parties                                                  32        128 222        97 235
Operating lease liability                                                   20        452 732       377 374
Trade and other payables                                                   (5)     20 500 489    21 468 878
                                                                         >100     396 649 920    66 206 137
Total Liabilities                                                        >100     409 650 171    79 206 388
Total Equity and Liabilities                                             >100     495 163 549   153 276 528
Summarised consolidated statement of cash flows for the year ended 30 April 2018

                                                                   Change %            Audited        Audited
                                                                                   30 Apr 2018   30 April 2017

Cash flows from operating activities
Cash generated from operations                                           (26)      15 591 461      21 005 009
Investment income                                                        (21)        2 191 252       2 779 406
Dividend income                                                        >(100)               49          34 149
Finance costs                                                           >100       (1 944 011)       (757 985)
Tax paid                                                                 (31)      (1 817 077)     (2 635 065)
Net cash from operating activities                                       (31)      14 021 674      20 425 514

Cash flows from investing activities
Acquisition of property, plant and equipment                            >100       (7 929 099)     (1 813 348)
Proceeds on disposal of property, plant and equipment                    100            70 976               -
Acquisition of other intangible assets                                    22         (414 997)       (338 775)
Loans advanced to directors and employees                                100         (845 915)               -
Receipts from loans to directors and employees                           100           967 508               -
Proceeds on disposal of financial assets held for trading                100         3 012 771               -
Acquisition of equity-accounted investee                                 100         (500 000)               -
Loan advanced to equity-accounted investee                               100         (310 000)               -
Repayment of financial liabilities held for trading                      100       (2 113 162)               -
Net cash from investing activities                                      >100       (8 061 918)     (2 152 123)

Cash flows from financing activities
Share issue                                                               100        8 633 700               -
Repurchase of shares                                                     (99)        (212 040)    (29 025 554)
Proceeds from loans from related parties                                (100)                -      13 000 251

Net cash from financing activities                                     >(100)        8 421 660    (16 025 303)

Total cash movement for the year                                       >(100)      14 381 416       2 248 088
Cash at the beginning of the year                                           6      63 435 808      59 904 723
Effect of exchange rate movement on cash balances                      >(100)      (6 107 091)      1 282 997
Total cash at end of the year                                              13      71 710 133      63 435 808
Summarised consolidated statement of changes in equity for the year ended 30 April 2018

                                                    Share        Foreign currency      Total         Retained      Total equity
                                                    capital         translation      reserves        income
                                                                      reserve

                                                       17 216             633 706         633 706    82 026 604    82 677 526
 Balance at 01 May 2016 (Audited)
 Profit for the year                                         -                   -             -      26 793 947     26 793 947
 Other comprehensive income                                  -         (6 194 832)   (6 194 832)               -    (6 194 832)
 Total comprehensive income for the year                     -         (6 194 832)   (6 194 832)      26 793 947     20 599 115
 Purchase of own shares                                (3 070)                   -             -    (29 203 431)   (29 206 501)
 Total contributions by and distributions to           (3 070)                   -             -    (29 203 431)   (29 206 501)
 owners of group recognised directly in equity
 Balance at 01 May 2017 (Audited)                      14 146          (5 561 126)   (5 561 126)     79 617 120     74 070 140
 Profit for the year                                         -                   -             -      4 368 220      4 368 220
 Other comprehensive income                                  -           (676 512)     (676 512)              -      (676 512)
 Total comprehensive income for the period                   -           (676 512)     (676 512)      4 368 220      3 691 708
 Issue of shares                                    8 633 700                    -             -              -      8 633 700
 Purchase of own shares                                   (92)                   -             -      (882 078)      (882 170)
 Total contributions by and distributions to        8 633 608                    -             -      (882 078)      7 751 530
 owners of group recognized directly in equity
 Balance at 30 April 2018 (Audited)                 8 647 754          (6 237 638)   (6 237 638)     83 103 262     85 513 378
Notes to the summarised provisional consolidated financial statements for the year ended 30 April 2018


Segment Results

SA Region - This includes all the South African based companies (Avior Capital Markets (Pty) Limited, Avior Capital
Investments (RF) (Pty) Limited, Avior Wealth Services (Pty) Limited, Groombridge Nominees (Pty) Limited and A-Trade (Pty)
Limited).

UK Region - This includes the Group's foreign based 100% owned subsidiary operating in UK (Avior Capital Markets
International Limited).

 30 April 2018 (Audited)                                        SA Region              UK Region                   Total

 Revenue from external customers                               146 020 240             30 971 902           176 992 142
 Intersegment revenues and income                                1 824 233              1 273 564              3 097 797
 Other income                                                    4 155 747                       -             4 155 747
                                                               152 000 220             32 245 466           184 245 686


 Operating expenses                                          (150 730 862)           (19 747 415)          (170 478 277)
 Depreciation and amortisation                                  (1 192 229)               (94 232)           (1 286 461)


 Investment income                                               2 891 821                632 892              3 524 713
 Finance costs                                                  (2 609 577)                      -           (2 609 577)


 Foreign exchange gains/(losses) for the year                      360 812             (5 719 581)           (5 358 769)
 Share of loss in equity-accounted investee                        (50 000)                      -              (50 000)




 Income tax expense                                               (383 630)            (2 735 274)           (3 118 904)


 Segment profit                                                    286 556              4 581 856              4 868 412




 Segment assets                                                466 440 578             28 737 886           495 178 464


 Segment liabilities                                         (408 101 404)             (1 548 767)         (409 650 171)


 Revenue reconciliation
 Total revenue per reportable segments                                                                      180 089 939
 Other income                                                                                                  4 155 747
 Elimination of inter-segment revenues                                                                       (3 097 797)
 Entity's revenue per profit or loss statement                                                              181 147 889


 Profit or loss reconciliation
 Total profit for reportable segments                                                                          4 868 412
 Elimination of inter-segment profits                                                                          (500 000)
 Entity's profit per profit or loss statement                                                                  4 368 412
April 2017 (Audited)                              SA Region      UK Region            Total


Revenue from external customers                  138 376 109     30 153 759     168 529 868
Intersegment revenues and income                            -     3 529 304       3 529 304
Other income                                       1 731 653               -      1 731 653
                                                 140 107 762     33 683 063     173 790 825




Operating expenses                              (137 817 906)   (10 501 342)   (148 319 248)
Depreciation and amortisation                     (1 911 652)       (45 636)     (1 957 288)


Investment income                                  3 186 382         22 644       3 209 026
Finance costs                                       (877 812)              -       (877 812)


Foreign exchange gains/(losses) for the year      (3 105 580)     1 282 997      (1 822 583)
Share of loss in equity-accounted investee                  -              -               -




Income tax expense                                  (317 393)     6 617 724       6 300 331


Segment profit                                      (736 199)    27 530 146      26 793 947




Segment assets                                   114 715 226     38 561 302     153 276 528


Segment liabilities                              (78 680 277)     (526 111)     (79 206 388)


Revenue reconciliation
Total revenue per reportable segments                                           172 059 172
Other income                                                                      1 731 653
Elimination of inter-segment revenues                                            (3 529 304)
Entity's revenue per profit or loss statement                                   170 261 521


Profit or loss reconciliation
Total profit for reportable segments                                             26 793 947
Entity's profit per profit or loss statement                                     26 793 947
Headline earnings                                                         Audited       Audited
                                                                      30 Apr 2018   30 Apr 2017

Profit attributable to ordinary equity holders of the parent entity     4 368 220    26 793 947

Less Profit on disposal of property, plant and equipment                 537 528              -
Plus Loss on disposal of property, plant and equipment                          -     (182 936)
Plus Impairment of property, plant and equipment                         447 113              -
Less Insurance refunds                                                   (18 011)             -
Total Tax Effect of adjustments                                         (145 464)        51 222
Headline earnings                                                       5 189 386    26 662 233



Headline and diluted headline earnings per ordinary share (cents)            3.55         15.70
Number of ordinary shares in issue                                    146 285 100   141 457 900

Weighted average number of ordinary shares in issue                   146 039 841   169 838 094
Notes

The summarised provisional consolidated financial statements of Avior Holdings as at the year ended 30 April 2018 comprise the
Company and its subsidiaries’ results and the Group's interests in equity accounted investees.

Basis for preparation

Avior Holdings condensed consolidated annual results include the statement of financial position, statement of changes in equity,
statement of profit or loss and comprehensive income and statement of cash flows for the annual period ended 30 April 2018.

The summarised consolidated financial statements are prepared in accordance with the requirements of the JSE 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 summarised consolidated
financial statements were derived, are in terms of International Financial Reporting Standards and are consistent with the accounting
policies applied in the preparation of the previous consolidated annual financial statements.

The Group’s Results were prepared in accordance with the going concern principle under the historical cost basis as modified by the fair
value accounting of certain assets and liabilities, where required or permitted by IFRS. These Results, as reflected in this announcement,
are presented in South African Rand, which is the presentation currency of the Group.

Independent audit

This summarised report is extracted from audited information but is not itself audited. The annual financial statements were audited by
BDO South Africa Incorporated, who expressed an unmodified opinion thereon. The audited annual financial statements and the auditor’s
report thereon are available for inspection at the company’s registered office.

The directors take full responsibility for the preparation of the summarised report and the financial information has been correctly
extracted, without modification, from the underlying annual financial statements.

The preparation of the Results was undertaken by Northplan Chartered Accountants Incorporated, under the supervision of the Group
Financial Director, Justin Larsen, CA(SA).

Accounting policy application

The accounting policies applied in the preparation of the condensed consolidated financial statements are in terms of IFRS and are
consistent with those applied in the previous consolidated financial statements.

In preparing these condensed consolidated provisional financial statements management made judgements, estimates and assumptions
that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results
may differ from these estimates. The significant judgements made by management in applying the Group's accounting policies and the
key sources of estimation uncertainty were the same as those applied to the consolidated financial statements as at and for the year
ended 30 April 2018.
Analysis of assets and liabilities by financial instrument classification

The table below categorises the Group’s financial instruments according to their measurement category with disclosure of
the fair value being provided for those categories.

30 April 2018 (Audited)          Loans and                Non-        Financial         Financial          Total
                                 receivables          financial    liabilities at instruments at
                                                   assets and        amortised          fair value
                                                     liabilities            cost through profit
                                                                                         and loss

Financial assets by
category

Loan receivable                      579 138                   -               -               -        579 138
Financial assets held for                  -                   -               -          47 946         47 946
trading
Property, plant and                            -    9 366 046                  -                 -     9 366 046
/equipment
Intangible assets                          -          667 945                  -                 -       667 945
Amounts receivable in            373 499 993                -                  -                 -   373 499 993
respect of stock broking
activities
Deferred tax                                -      14 371 676                  -                 -    14 371 676
Trade and other receivables         4 888 364       4 056 674                  -                 -     8 945 038
Loans to directors,                 2 305 880                -                 -                 -     2 305 880
management and employees
Current tax receivable                     -        2 641 773                  -                 -     2 641 773
Margin and collateral             11 027 981                -                  -                 -    11 027 981
accounts
Cash and cash equivalents         71 710 133                -                  -               -      71 710 133
                                 464 011 489       31 104 114                  -          47 946     495,163,549
Financial liabilities by
category

Amounts payable in respect                     -               -   374 744 959                   -   374 744 959
of stock broking activities
Trade and other payables                       -    3 769 818       16 730 671                 -      20 500 489
Loans from related parties                     -            -       13 128 473                 -      13 128 473
Current tax payable                            -      268 327                -                 -         268 327
Financial liabilities held for                 -            -                -           555 191         555 191
trading
Operating lease liability                      -      452 732                -                 -         452 732
                                               -    4 490 877      404 604 103           555 191     409 650 171
30 April 2017 (Audited)                  Loans and         Non-financial         Financial         Financial              Total
                                         receivables         assets and       liabilities at instruments at
                                                               liabilities      amortised          fair value
                                                                                       cost through profit
                                                                                                    and loss

Financial assets by
category

Loan receivable                              750 000                      -               -               -            750 000
Financial assets held for                          -                      -               -       3 064 864          3 064 864
trading
Amounts receivable in                     46 973 900                      -               -                 -       46 973 900
respect of stock broking
activities
Property, plant and                                    -      3 614 651                   -                 -        3 614 651
equipment
Intangible assets                                  -            419 454                   -                 -          419 454
Deferred tax                                       -         16 874 345                   -                 -       16 874 345
Trade and other receivables                3 788 007          1 731 440                   -                 -        5 519 447

Current tax receivable                                 -      1 102 971                   -                 -        1 102 971

Loans to directors,                        2 946 505                      -               -                 -        2 946 505
management and employees
Margin and collateral                      8 574 583                      -               -                 -        8 574 583
accounts
Cash and cash equivalents                 63 435 808                      -               -                 -       63 435 808

                                         126 468 803          23 742 861                  -      3 064 864         153 276 528
Financial liabilities by
category

Amounts payable in respect                             -                  -    41 589 998                   -       41 589 998
of stock broking activities
Trade and other payables                               -      10 632 789       10 836 089                   -       21 468 878

Current tax payable                                                4 299                -                 -              4 299
Operating lease liability                              -         377 374                -                 -            377 374
Loans from related parties                             -               -       13 097 486                 -         13 097 486
Financial liabilities held for                         -               -                -         2 668 353          2 668 353
trading
                                                       -      11 014 462      65 523 573          2 668 353         79 206 388

Fair value hierarchy

The table that follows analyses the Group’s financial instruments carried at fair value, by level of fair value hierarchy. The different levels
are based on the extent that available market data is used in the calculation of the fair value of the financial instruments.

Level 1 – fair value is based on quoted market prices (unadjusted) in active markets for an identical financial asset or liability.

Level 2 – fair value is determined through valuation techniques based on observable inputs, either directly, such as quoted prices, or
indirectly, such as those derived from quoted prices.

Level 3 – fair value is determined through valuation techniques using significant unobservable inputs.

Level 1                                                                                                           2018                2017
Financial assets held for trading                                                                                47 946           3 064 864


Financial liabilities held for trading                                                                          555 191           2 668 353
Related party disclosures

Stately Horse Properties (Pty) Limited scrip lending transaction

On 8 September 2017 Stately Horse Properties (Pty) Limited, which owns 58.1% of outstanding shares in Avior Capital Markets Holdings
became a client of Avior Capital Markets (Pty) Limited. Consequently, Avior Capital Markets (Pty) Limited entered into a securities lending
transaction with Stately Horse Properties (Pty) Limited. At 30 April 2018 the short position was valued at R42 780 491 and the equity
collateral posted by Stately Horse Properties (Pty) Limited was valued at R61 360 065. Avior Capital Markets (Pty) Limited earned total
fees of R84,148.34 relating to this transaction as at 30 April 2018. The terms of the agreement were at arms lengths and were aligned to
the International Securities Lending Association standard terms. Peter Koutromanos, Director, has a controlling interest in Stately Horse
Properties (Pty) Limited.

Transfer of shareholding from Zazomia Trust to Stately Horse Properties (Pty) Limited

As per the SENS announcement dated 2 October 2017, on 29 September 2017 Zazomia Trust transferred all its shareholding in Avior
Holdings of 85 898 200 shares to Stately Horse Properties (Pty) Limited. Peter Koutromanos, Director, has a controlling interest in both
entities. All costs associated with the transfer were borne by Zazomia Trust.

Investment in A-trade (Pty) Limited joint venture

On 1 June 2017 Avior Holdings and Pallidus Investments (Namibia) (Pty) Limited jointly invested in a newly incorporated entity being A-
Trade (Pty) Limited. The respective parties subscribed to 50 Class A ordinary shares at R500 000 each representing a 50% shareholding
in a joint venture arrangement and advanced a loan of R310 000. The entity was formed as a stock brokerage to service clients as a
member of the 4AX exchange. The joint venture is equity-accounted per the Group's accounting policies.

Monthly management fees charged to A-trade (Pty) Limited by Avior Capital Markets (Pty) Limited

Avior Holdings charged A-Trade (Pty) Limited monthly management fees from 15 June 2017 to 30 April 2018 amounting to R900 000.
The fees related to the use of Avior Holding’s group facilities and broker capabilities.

Disposal of A-trade (Pty) Limited investment and associated asset impairment

With effect from 28 May 2018 Avior Holdings disposed of its shareholding in A-Trade (Pty) Limited for a consideration of R1 to Pallidus
Investments (Namibia) (Pty) Limited. The terms of the agreement were such that the Avior Holdings disposed of all 50 class A ordinary
shares comprising 50% of the share capital of A-trade (Pty) Limited. The service level agreement between Avior Capital Markets (Pty)
Limited and A-trade (Pty) Limited for the management services was also terminated. The total loan at 30 April 2018 was R310 000 and
this was written off as it is not recoverable per the agreed exit terms. The total investment in A-Trade (Pty) Limited of R500 000 was
impaired and written off to zero, while the share of loss on the investment was limited to R500 000 which was the investment value.

Events after the reporting period

Disposal of A-trade (Pty) Limited investment and associated asset impairment

Refer to the note above relating to the disposal of the A-trade (Pty) Limited investment.

Avior Capital Markets International Limited membership of the London Stock Exchange (LSE)

On 16 June 2018 Avior Capital Markets International Limited was approved as a member of the LSE. This event strengthens the Groups
South African and global trading proposition by deepening is trade execution and product offerings.

Correction of prior period errors

Shareholders were advised on 18 July 2018 in a SENS announcement that during the finalisation of the Results for the year ended 30
April 2018, certain accounting errors were identified by the new auditors and newly appointed financial director of the Company. For
further detail refer to the SENS announcement and the annual Results published on the Group’s website.

Directors’ interests

 Interests in shares                                   2018               2017              2018          2017
                                                      Direct             Direct        Indirect         Indirect
 Koutromanos P                                                     -              -   87 228 364       85 898 200
 Mattison KS                                           46 420 593      45 758 400                  -             -
                                                       46 420 593      45 758 400     87 228 364       85 898 200

Date: 27/07/2018 05:15:00 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
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

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