Wrap Text
Unaudited Consolidated Statements for the six months ended 31 August 2018
AFRICAN DAWN CAPITAL LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1998/020520/06)
JSE code: ADW
ISIN: ZAE000060703
"Afdawn" or "the Company" or "the Group"
Unaudited Consolidated Statements for the six months ended 31 August 2018
Consolidated Statements of Financial Position as at 31 August 2018
31 August 2018 31 August 2017 28 February 2018
R'000 R'000 R'000
(Unaudited) (Unaudited/ (Audited)
restated*)
Assets
Non-Current Assets
Property, plant and equipment 354 524 400
Goodwill - 4 195 -
Intangible assets 540 2 317 921
Deferred tax 26 700 26
920 7 736 1 347
Current Assets
Trade and other receivables 20 025 26 723 22 851
Cash and cash equivalents 682 920 429
20 707 27 643 23 280
Total Assets 21 627 35 379 24 627
Equity and Liabilities
Equity
Share capital and share premium 313 943 313 943 313 943
Accumulated loss (310 586) (307 540) (305 825)
Non-controlling interest - (67) (114)
3 357 6 336 8 004
Liabilities
Non-Current Liabilities
Deferred tax - 371 -
Borrowings 3 081 5 131 4 031
3 081 5 502 4 031
Current Liabilities
Current tax payable 2 247 16 291 5 705
Borrowings 6 399 4 207 4 259
Loans from directors 3 257 - 685
Operating lease liability 62 - 62
Trade and other payables 3 224 3 043 1 881
15 189 23 541 12 592
Total Liabilities 18 270 29 043 16 623
Total Equity and Liabilities 21 627 35 379 24 627
* Refer to note 15 for details on the restatement.
Consolidated statement of Profit or Loss and other comprehensive Income for the six months ended 31 August 2018
31 August 2018 31 August 2017 28 February 2018
R'000
R'000 (Unaudited/ R'000
(Unaudited) Restated*) (Audited)
Continuing operations
Revenue 7 881 10 942 17 409
Cost of sales (77) (38) (116)
Gross profit 7 804 10 904 17 293
Other income 238 38 1 599
Operating expenses (12 077) (12 677) (31 348)
Operating loss (4 035) (1 735) (12 456)
Investment income 1 - 27
Deemed interest expense - - 433
Gain on SARS settlement - - 11 809
Gain on reversal of SME Snapshot transaction - note 7 419 -
Impairment of goodwill on acquisition SME Snapshot (211) -
Amortisation to intangible assets - (229) -
Finance costs (727) (657) (1 114)
Loss before taxation (4 342) (2 832) (1 301)
Taxation - 387 4
Loss for the year from continuing operations (4 342) (2 445) (1 297)
Loss from discontinued operations - note 14 - (1 884) (1 364)
Total comprehensive loss (4 342) (4 329) (2 661)
Loss attributable to:
Owners of the parent: (4 295) (4 262) (2 614)
Outside shareholders share of income (47) (67) (47)
Basic loss per share (c) (19.8) (19.8) (12.1)
Headline loss per share (c) (19.8) (16.6) (7.9)
* Refer to note 15 for details on the restatement.
Consolidated Statements of Changes in Equity for the six months ended 31 August 2018
Share Share Retained Ordinary Non Total Equity
Capital Premium Earnings Shareholders controlling
Equity interest
R'000 R'000 R'000 R'000 R'000 R'000
Balance at 28 February 2017 8 803 305 140 (303 630) 10 313 - 10 313
Change in holding (note 7) - - 419 419 (67) 352
Total comprehensive loss for the
six months 31 Aug 2017 (restated*) - - (4 329) (4 329) - (4 329)
Balance at 31 August 2017 8 803 305 140 (307 540) 6 403 (67) 6 336
Total comprehensive profit for the six
months Sep 2017 to Feb 2018 - - 1 715 1 715 (47) 1 668
Balance at 28 February 2018 8 803 305 140 (305 825) 8 118 (114) 8 004
Revesal of change in holding (note 7) - - (419) (419) 67 (352)
Total comprehensive loss for the
six months 31 Aug 2018 - - (4 342) (4 342) 47 (4 295)
Balance at 31 August 2018 8 803 305 140 (310 586) 3 357 - 3 357
Consolidated Statements of Cash Flows for the six months ended 31 August 2018
Note Six months Six months Year ended
31 August 2018 31 August 2017 28 February
2018
R'000 R'000 R'000
(Unaudited) (Unaudited/ (Audited)
restated*)
Cash flows from operating activities
Cash generated from operations 12 616 7 742 6 837
Interest income - continued 1 - 27
Interest income - discontinued 14 - 4 5
Finance costs - continued (664) (657) (1 114)
Finance costs - discontinued 14 - (169) (169)
Tax (paid) (3 458) - (3 010)
Net cash from operating activities (3 505) 6 920 2 576
Cash flows from investing activities
Purchase of property, plant and equipment - continued - (7) (17)
Purchase of intangible assets - - (344)
Sale of subsidiary net of cash - discontinued 8 (4) - 3 570
Proceeds on sale of equity controlled instrument - discontinued - - 1 000
Net cash from investing activities (4) (7) 4 209
Cash flows from financing activities
Borrowings (repaid) - continued 1 190 (289) (1 337)
Borrowings (repaid) - discontinued - (6 164) (6 164)
Advance/(repayment) of directors' loans 2 572 (1 523) (838)
Net cash from financing activities 3 762 (7 976) (8 339)
Total cash movement for the year 253 (1 063) (1 554)
Cash at the beginning of the year 429 1 983 1 983
Total cash at end of the year 682 920 429
* Refer to note 15 for details on the restatement.
NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS
1. Reporting entity
African Dawn Capital Limited is domiciled in the Republic of South Africa. The unaudited consolidated interim financial
statements for the six months ended 31 August 2018 comprise the results of the Company and its subsidiaries
("the Group") and the Group's interests in associates.
2. Basis of preparation
The consolidated interim financial statements have been prepared using the historical cost convention, as modified for
certain items measured at fair value.
The consolidated interim financial statements have been prepared in accordance with:
- International Financial Reporting Standards (IFRS);
- IAS 34 - Interim Financial Reporting;
- The requirements of the South African Companies Act (Act No 71 of 2008), as amended,
- The JSE Listings Requirements;
- The SAICA Financial Reporting Guides as issued by the Accounting Practices Committee; and
- The Financial Pronouncements as issued by Financial Reporting Standards Council.
These consolidated interim financial statements have not been audited or reviewed by the company's auditors.
These consolidated interim financial statements should be read in conjunction with the annual financial statements for
the year ended 28 February 2018.
3. Approval
The consolidated interim financial statements were prepared by Dylan Kohler Professional Accountant (SA) and
supervised by the chief financial officer, G Hope CA (SA). They were approved by the Board on 30 November 2018.
4. Significant accounting policies
The accounting policies adopted in the preparation of the consolidated interim financial information are consistent with
those applied in the consolidated annual financial statements for the year ended 28 February 2018. For a full list of
standards and interpretations, which have and have not been adopted, refer to the 28 February 2018 consolidated
annual financial statements.
5. Significant judgements and accounting estimates
The preparation of financial statements requires management to make 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.
Except as described below, in preparing these consolidated financial statements, the significant judgements made by
management in applying the Group`s accounting policies and the key sources of estimation certainty were the same as
those that applied in the consolidated financial statements for the year ended 28 February 2018 (refer to note 1.18 of
the consolidated annual financial statements for the year ended 28 February 2018):
6. Significant transactions
The acquisition of SME Snapshot Proprietary Limited ("SME Snapshot") was reversed by mutual agreement between the parties.
SME Snapshot required more development funds to become a viable product. After the SARS Settlement in December 2017 the
Group was not in position to fund both the development of YueDiligence Proprietary Limited ("YueDiligence") and SME Snapshot,
while repaying SARS.
Shareholders were advised by SENS on 22 May 2018, that Afdawn and YueDiligence entered in to a sale and settlement agreement
with Phezulu Group CC ("Phezulu") and Tyronne Nel, in terms of which the parties agree to unwind the SME Snapshot Transaction,
as defined below, through the disposal by Phezulu of all its YueDiligence shares to YueDiligence and the disposal by YueDiligince
of all its SME Snapshot equity and claims to Phezulu ("the Disposal"). SME Snapshot will repay a R300 000 loan ("SME Snapshot Loan")
from Afdawn over a 5-month period.
As a result of the Disposal, YueDiligence will not be required to provide more development capital to SME Sanpshot or
roll out the product offering of SME Snapshot. Afdawn will utilise proceeds of the SME Snapshot Loan to repay SARS.
YueDiligence will focus solely on the roll out of its interactive web-based Gap Analysis Tool.
7. Business combinations
Acquisition of SME Snapshot
In July 2017 the Group acquired 100% of the equity and shareholders claims in SME Snapshot through the issue of shares in
subsidiary YueDiligence ("the SME Snapshot Transaction"). In terms of the SME Snapshot Transaction 18 new YueDiligence shares
with a par value of R1 each were issued to Phezulu, which is 15% of the equity control of YueDiligence
to acquire control of SME Snapshot. The acquisition is summarized below:
Acquisition of SME Snapshot
Fair value of net assets and liabilities acquired:
31 Aug 2018 31 Aug 2017 28 Feb 2018
R'000 R'000 R'000
Intangible assets software developed at fair value - 104 104
Liabilities to owner at fair value - (352) (352)
Net liability returned/(acquired) - (248) (248)
Outside shareholders share of liability 15% of SME Snapshot NAV - 37 37
Goodwill on acquisition - 211 211
Cash effect of transaction - - -
The effect on equity can be reconciled as follows:
Consideration at fair value (the acquisition was paid with 18 new shares
of R1 in an existing subsidiary creating share premium) (352) - 352
15% of Net Asset Value of YueDiligence at acquisition given up (30) - 30
Outside shareholders share of liability 15% of SME Snapshot NAV (37) - 37
(419) - 419
8. Disposal/Reversal of subsidiary
During May 2018 the acquisition of SME Snapshot was agreed to be reversed and the shares in YueDiligence were cancelled.
The assets and liabilities were returned to Phezula (in exchange for 18 YueDiligence shares which was cancelled).
Net cashflow effect of Disposal/reversal of SME Snapshot
Intangible assets 242 - -
Cash and cash equivalents 4 - -
Loan to the Phezula 469 - -
Trade payables (298) - -
Intergroup loans (655) - -
Carrying value of assets and liabilities on disposal/reversal (238) - -
Outside shareholders share of assets (114) - -
Equity value at acquisition reversed (352) - -
Net cash effect cash given up in reversal 4
9. Events after the reporting period
Shareholders are referred to the announcement released by Afdawn on SENS on 6 August 2018 advising shareholders that Afdawn
entered into the subscription agreement with Arvesco, in terms of which Arvesco has agreed to subscribe for the 26 800 000 Afdawn shares,
which will constitute approximately 55% of the entire issued share capital of Afdawn after their issue, for cash at a
price of 35 cents per Afdawn share and for a total consideration of R9.38 million ("the Arvesco Transaction").
10. Trade receivables
Impairment of trade and other receivables
The carrying amount of trade and other receivables was assessed for impairment at the interim dates and resulted in the
following changes:
Impairment
31 Aug 2018 31 Aug 2017 28 Feb 2018
R'000 R'000 R'000
Movement in impairment provision trade and other receivables 356 (195) (11 314)
11. Segment report
The Group's reportable segments are unchanged from those disclosed in the consolidated annual financial statements for the
year ended 28 February 2018. The segment report for the six-month period to 31 August 2017 included for comparative purposes.
All the segments operate only in South Africa, largely in the Gauteng therefore no geographical information is provided.
Similarly, all non-current assets are in South Africa.
31 Aug 2018 Investment Rentals of
advisory and properties
investment Micro in
management finance possession Other Total
R'000 R'000 R'000 R'000 R'000
Revenue 119 7 762 - - 7 881
Cost of sales 71 6 - - 77
Other income 140 - 98 238
Investment income - - - 1 1
Finance costs - 518 - 209 727
Operating expenses 70 9 202 46 2 759 12 077
Impairment trade receivables - 363 - - 363
Bad debts written off - 886 - 886
Gain on reversal of SME Snapshot transaction - - - 419 419
Loss before taxation (22) (1 824) (46) (2 450) (4 342)
Taxation - - - - -
Total comprehensive profit/(loss) (22) (1 824) (46) (2 450) (4 342)
Total assets 219 16 316 51 5 041 21 627
Total liabilities 21 9 937 91 8 221 18 270
Intangible assets 152 388 - - 540
Property, plant and equipment - 328 - 26 354
31 Aug 2017 (Restated) Investment Rentals of
advisory and properties
investment Micro in
management finance possession Other Total
R'000 R'000 R'000 R'000 R'000
Revenue 41 9 643 - 1 258 10 942
Cost of sales 33 5 - - 38
Other income - 58 - (20) 38
Investment income - - - - -
Finance costs - 594 - 63 657
Operating expenses 189 9 260 - 3 228 12 677
Impairment/Amortisation of goodwill/intangibles 263 177 - - 440
Impairment trade receivables - (3 195) - 3 000 (195)
Bad debts written off - 4 505 - - 4 505
Profit/(loss) before taxation (444) (335) - (2 053) (2 832)
Taxation - 4 - 383 387
Total comprehensive profit/(loss) (444) (331) - (1 670) (2 445)
Loss from discontinued operations (1 313) - (571) - (1 884)
Total comprehensive loss (1 757) (331) (571) (1 670) (4 329)
Total assets 6 621 22 969 194 5 595 35 379
Total liabilities 250 10 792 432 17 569 29 043
Intangible assets 1 727 590 - - 2 317
Goodwill 4 195 - - - 4 195
Property, plant and equipment 44 428 4 48 524
12. Cash generated from operations
31 Aug 2018 31 Aug 2017 28 Feb 2018
R'000
R'000 Restated R'000
Loss before taxation (4 342) (4 726) (2 846)
Adjustments for:
Depreciation - continued 46 69 157
Depreciation - discontinued - 19 21
Loss/(profit) on disposal of property, plant and equipment - discontinued - - 22
Movement in operating lease liability (1) (5) 58
Investment income - continued - - (27)
Investment income - discontinued (4) (5)
Finance costs - continued 664 657 1 114
Finance costs - discontinued - 169 169
Loss on sale of Knife Capital - - 426
Profit on sale of Grindstone - - (209)
Non-cash finance costs (penalties and interest on income tax) - 11 -
Amortisation intangible assets - continued 139 229 610
Amortisation intangible assets - discontinued - 1 367 684
Non-cash outside shareholders share of loss reversed 47 - -
Deemed interest expense - continued - - (433)
Impairment of goodwill - continued - 211 211
Impairment of goodwill - discontinued - 485 485
Non-cash finance costs (SARS penalties and interest) 63 - (11 809)
Non-cash impairment of debtors allowance 1 361 2 650 8 645
Changes in working capital:
Properties in possession - 15 853 15 831
Trade and other receivables 996 1 820 568
Trade and other payables 1 643 (11 063) (6 835)
616 7 742 6 837
13. Related parties
Related party relationships - other than as disclosed below, there have been no significant changes from the disclosures in the
consolidated annual financial statements for the year ended 28 February 2018.
Executive and non-executive directors As per directors' report in the consolidated annual financial statements
for the year ended 28 February 2018.
Other key management DD Breedt
31 August 2018 31 August 2017
R'000 R'000
Related party transactions
Interest paid to directors
WJ Groenewald 34 7
G Hope 114 56
Related party balances
Balances of directors loans relating to short term cash advances @ 15% interest per annum
WJ Groenewald 818 -
G Hope 2 439 -
Loan accounts - Owing (to)/by related parties
Elite owes Sandown Capital Proprietary Limited (5 131) (6 631)
14. Discontinued operations
During the 2018 financial period management decided to restructure Knife Capital Proprietary Limited to assist with the
Group's liquidity. The sale was concluded by 1 September 2017 as announced on SENS. The sale of the remaining 50% of Grindstone
was concluded in January 2018. Also included in the discontinued operations is the income relating to the rental property Greenoaks
which was disposed of (referred to as the Candlestick transaction). As the decision to sell and sale happened in the same period, the
effect on the statement of profit and loss is treated as a discontinued operation as below:
Total discontinued operations
31 August 2018 31 August 2017 28 February 2018
R'000 R'000 R'000
Revenue - 3 345 3 281
Cost of sales - (15) (15)
Other income - (22) -
Operating expenses - (3 145) (3 084)
Operating profit - 163 182
Investment revenue - 4 5
Depreciation on property, plant and equipment - (19) (21)
Finance costs - (169) (169)
Amortisation of intangible asset - (1 367) (684)
Impairment of goodwill - (485) (485)
Loss before tax - (1 873) (1 172)
Tax - (11) 181
(Loss) for the year from discontinued operations - (1 884) (991)
Equity loss on associate discontinued - - (156)
Loss on sale of Knife Capital - - (426)
Profit on sale of Grindstone - - 209
Comprehensive loss for the year from discontinued operations - (1 884) (1 364)
15. Restatement of 31 August 2017 interim results
Group - August 2017
The interim results for 31 August 2017 have been restated as a result of the IFRS 5 Non-current assets held for sale and discontinued
operations requirement to restate comparative numbers for a discontinued operation identified during the 2018 financial period.
In addition, the 2017 interim results have been restated due to an error that was identified as part of the 28 February 2018 year-end audit.
The error related to the acquisition of SME Snapshot. An amount of R236 000 was reclassified from intangible assets to expenses. The resulting
effect of the restatement is disclosed below. The restatement did not have any impact on the 28 February 2018 results that were reported, and
only impacted the restatement of the 31 August 2017 comparative numbers.
Consolidated statement of financial position at 31 August 2017
Originally stated Restatement Now stated
R'000 R'000 R'000
Intangible Assets 2 516 (199) 2 317
Goodwill 3 855 340 4 195
Non-controlling interest 20 (87) (67)
Accumulated loss 307 768 (228) 307 540
Consolidated statement of profit and loss at 31 August 2017
Originally stated Restatement Reclassification Now stated
R'000 R'000 Note 14 R'000 R'000
Revenue 14 287 - (3 345) 10 942
Cost of sales (53) - 15 (38)
Gross profit 14 234 - (3 330) 10 904
Other income 35 (19) 22 38
Operating expenses (15 861) 20 3 164 (12 677)
Operating loss (1 592) 1 (144) (1 735)
Investment income 4 - (4) -
Impairment of goodwill (485) (211) 485 (211)
Amortisation of intangible assets (1 596) - 1 367 (229)
Finance costs (826) - 169 (657)
Loss before taxation (4 495) (211) 1 873 (2 832)
Taxation 377 - 11 387
Loss from continued operations (4 118) (211) 1 884 (2 445)
Loss from discontinued operations - - (1 884) (1 884)
Total comprehensive loss (4 118) - - (4 329)
Loss attributable to non-controlling interest (20) 87 - 67
Loss attributable to owners of the parent (4 138) (124) - (4 262)
Basic loss per share (c) (18.9)* (0.9) - (19.8)
Headline loss per share (c) (18.9)* 0.1 2.2 (16.6)
*Please note that in the August 2017 interim results the loss per share was correctly calculated and disclosed in the notes to the
financial statements as 18.9 cents loss per share. However due to a drafting error, it was incorrectly shown as a loss of 16.3 cents
per share on the income statement.
Consolidated statement of changes in equity at 31 August 2017
Originally stated Restatement Now stated
R'000 R'000 R'000
Accumulated loss (307 768) 228 (307 540)
Ordinary shareholders equity 6 175 228 6 403
Non-controlling interest 20 (87) (67)
Total equity 6 195 141 6 336
Statement of cashflow R'000
Originally stated Reclassification Now stated
R'000 Note 14 R'000 R'000
Interest income continued 4 (4) -
Interest income discontinued - 4 4
Finance cost continued (826) 169 (657)
Finance cost discontinued - (169) (169)
16. Loss per share
Basic loss per share is calculated by dividing the loss attributable to equity
holders of the company by the weighted average number of ordinary shares in
issue during the year.
Basic and diluted loss per share
31 August 2018 31 August 2017
Restated
From continued operations (c per share) (19.8) (11.2)
From discontinued operations (c per share) - (8.6)
(19.8) (19.8)
Reconciliation of loss for the year to basic loss
Loss from continued operations (4342) (2445)
Loss from discontinued operations 0 (1884)
Basic loss (4342) (4329)
Reconciliation of weighted average number of ordinary shares used for basic loss per share and headline and diluted headline loss per
share
2018 2017
'000 '000
Number of ordinary shares in issue 21,925 21,925
Weighted average number of shares used for loss and headline loss per share 21,925 21,925
31 August 2018 31 August 2017
Restated
Headline and diluted loss per share
From continued operations (c per share) (19.8) (10.2)
From discontinued operations ( c per share) 0 (6.4)
(19.8) (16.6)
Headline loss from continued operations 31 August 2018 R'000
Gross Tax Net
Loss from continued operations (4342) 0 (4342)
Impairment of goodwill 0 - 0
Headline loss from operations (4342) 0 (4342)
Headline loss from discontinued operations 31 August 2018 R'000
Gross Tax Net
Loss from discontinued operations 0 0 0
Headline loss from discontinued operations 0 0 0
Headline loss continued operations 31 August 2017 R'000
Gross Tax Net
Loss from continued operations (2832) 387 (2445)
Impairment of goodwill 211 0 211
Headline loss from continued operations (2621) 387 (2234)
Headline loss discontinued operations 31 August 2017 R'000
Gross Tax Net
Loss from discontinued operations (1873) (11) (1884)
Impairment of goodwill 485 - 485
Headline loss from discontinued operations (1388) (11) (1399)
17. Comments from The Board
REVIEW FOR THE PERIOD
During the past six months the Group had to ensure that the SARS obligation was repaid in terms of the agreement in place.
This was critical to enable the Group to attract a suitable third party who could provide access to capital and further
industry knowledge and networks. In Arvesco, who is part of the Gowin Group, we have found a partner who wants to rebuild
the Group into a fully fledged financial services holding company.
The key risk was a missed SARS payment as this would negatively effected the outcome of the SARS settlement agreement. SARS was paid an amount
of R3,5 million during the period and mostly funded by loans from directors. At end of October 2018 the outstanding SARS obligation was
R1,6 million.
Head office cost were reduced as executive directors waived salaries for this six month period.
Elite Group's performance was negatively influenced by a shortage of new funding.
Elite repaid Sandown R1,4 million during the last 12 months and were able to get interim funders to support the business, while we were finalising the Arvesco
Transaction.
Elite generated revenue of R7,8 million while they continuously focused to reduce operating expenses.
Elite's more conservative provisioning on its legal book has resulted in an increase provision and write off of R1,2 million during the last
six months.
DIRECTORATE
The directors in office at the date of this report are:
Director Office Designation
WJ Groenewald Chief Executive Officer (CEO) and acting Executive
Chairman
HH Hickey Chair audit Committee Independent Non-Executive
GB Hope Chief Financial Officer (CFO) Executive
V Lessing Independent Non-Executive
SM Roper Independent Non-Executive
GOING CONCERN
These results have been prepared on the basis of accounting policies applicable to a going concern. This basis presumes that
funds will be available to finance future operations and that the realisation of assets and settlement of liabilities, contingent
obligations and commitments will occur in the ordinary course of business.
Certain material uncertainties relating to events or conditions which may cast doubt upon the ability to continue as a going
concern were outlined in note 1.18. of the Annual Financial Statements for the year ended 28 February 2018. The following
actions were implemented to reduce these uncertainties:
- Timing of the amount payable to SARS (please refer to SARS note below).
- Ability of Afdawn and all of its subsidiaries to meet ongoing commitments. The Arvesco Transaction would lower this
risk uncertainty materialising in a manner that could affect the relevance of the going concern.
- Sandown agreed to lengthen the term of the loan to March 2020.
- The Group debt increased during the period by R1.6m and cash balances increased by R.25m.
SOUTH AFRICAN REVENUE SERVICES ("SARS")
The SARS Settlement concluded in December 2017 for R8,2 million was key for the Group to move forward as we were not in any position to
access capital markets. All payments were made and at interim the outstanding obligation was R2,2 million. As at end of October 2018
this was reduced to R1,6 million.
DIVIDENDS
No dividends have been declared for this interim period (August 2017: R0).
PROSPECTS
The Arvesco Transaction is very key for the Group. The focus will be to grow Elite to optimise its infrastructure in the branches
and call center division. R5 million of the proceeds will be allocated to recapitalise Elite and then the focus is to attract further
outside funding. The Arvesco Transaction also eliminates the SARS risk that was overhanging the Group during the last few years. The Group
has demonstrated the ability to survive in the most difficult of conditions. We are however correctly placed to rebuild the Group with the
support of the new key shareholder that will open up access to capital and networks
Registered office Company secretary:
3rd Floor, A Rich (on behalf of Statucor Proprietary Limited)
The Village at Horizon Auditors:
Corner of Sonop and Ontdekkers Roads Grant Thornton Johannesburg Partnership
Horizon View, 1724, Gauteng Designated Advisor:
Tel: +27 (11) 475 7705 PSG Capital
Transfer secretaries
Computershare Investor Services Proprietary Limited Rosebank Towers, 15 Biermmann Avenue, Rosebank, 2196
Date: 30th November 2018
Date: 30/11/2018 02:00:00 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.