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Audited Results for the year ended 30 June 2014 and Renewal of Cautionary
COUNTRY BIRD HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2005/008505/06
ISIN: ZAE000094835
JSE Share code: CBH
(“CBH” or “the group”)
AUDITED RESULTS FOR THE YEAR ENDED 30 JUNE 2014
AND RENEWAL OF CAUTIONARY ANNOUNCEMENT
• Group operating loss of R108.4 million
• Other Africa contributes R44.5 million in operating profit
• Headline loss per share of 67.80 cents
• Loss per share of 70.09 cents
COMMENTARY ON RESULTS
Profile
Country Bird Holdings Limited (CBH) is a focused African poultry group comprising:
• Integrated poultry and stock feed operations in South Africa trading as Supreme Poultry, Nutri Feeds and Supreme Distributors;
• Poultry breeding, broiler and stock feed operations in the southern African region trading as Ross Africa and Master Farmer.
CBH currently operates in Botswana, Mozambique, Namibia, South Africa, Zambia and Zimbabwe.
Financial review
Group revenue for the period increased to R3.6 billion (2013 R3.2 billion). An operating loss of R108.4 million from continuing
operations was recorded against an operating profit of R136.8 million for the prior year. The other African poultry and feed
businesses produced satisfactory results, whilst significant losses were incurred in the integrated South African poultry division.
An operating profit of R44.5 million was achieved in the other African businesses (2013 R64.6 million). These operations are a
significant contributor to the group's performance and confirm the benefits of the strategic decision to grow outside of South Africa.
Finance costs increased by 5% to R62 million, resulting in a loss before income tax of R167.8 million from continuing operations
being recorded against an equivalent profit before income tax of R78.3 million in the previous year. An attributable tax rate of 31%
resulted in a loss after tax from continuing operations of R115.5 million as against the previous year's profit after tax of R61.8
million. Losses from discontinued operations at R27.5 million, resulting in a group loss after tax of R143 million compared to a profit
after tax of R58.1 million in the previous year.
The board continues to assess the need for impairment of assets. An impairment loss on goodwill and investments of R6.4 million
relating to discontinued operations was recognized during the year. An impairment of assets in South Africa was not considered
necessary due to the improved trading environment and reduction in maize prices.
As a consequence of the performance of the group during the year, it was in breach of certain covenants in respect of long term
loans from the IFC and Investec Bank to the value of R358,2 million. Notwithstanding the obtaining of condonation and waiver of
the breaches from these lenders subsequent to the year end, in terms of IFRS requirements these loans are to be treated as short
term borrowings and not long term borrowings. The directors consider that the group's breach of such financial covenants will not
result in any liquidity issue to the group.
Operational review
Group
The group's results are a reflection of the many and considerable challenges which the industry was faced with in South Africa during the
year and which have been widely reported. Whilst losses were incurred in the South African operations, the other African operations achieved a reasonable
profit level and should continue to support the group as the South African operations return to profitably, albeit at lower margins. High maize and
soya prices together with expansion in Zambia resulted in increased levels of working capital during the year which in turn lead to higher interest charges.
The company, however, was able to close the year with a favourable short term cash position.
Integrated Poultry South Africa
During the year the company, in conjunction with South African Poultry Association (SAPA), engaged extensively with the Department of Trade and Industry
and the Department of Agriculture, Forestry and Fisheries. We believe such consultations have resulted in a better understanding of the relative positions
of all parties and we will continue to actively engage with all relevant ministries. These discussions resulted in the implementation of general tariffs
on whole birds and chicken portions, which were particularly successful in stemming import volumes from Brazil. More importantly, relief from reduced
imports from the Netherlands, Germany and the UK is expected in the coming year due to interim antidumping measures being introduced.
There was no volume growth and all efforts were concentrated on a turn around strategy encompassing cost reduction, and the front end restructuring of sales,
marketing, logistics and brand positioning. These initiatives were directed towards a consumer entric approach, where success in the market place is earned
by delivering a branded value proposition to customers and consumers. For most of the reporting period, the industry faced high and volatile maize and soya
prices, which was managed through our proactive procurement process.
Management has also undertaken a thorough review of the business model and operational controls, resulting in a decision being taken to discontinue the red meat
abattoir operations and all factory shop outlets in South Africa. These closures were amongst several significant actions undertaken to ensure longer-term
sustainability and profitability and which actions include a realignment of the culture consistent with the revised integrated operational structure.
Poultry Other Africa
The hatchery expansion in Zambia was completed and successfully commissioned during the fourth quarter of the year. The additional capacity created has been filled
with local demand and is a positive indication both of the robustness of the economy and the poultry industry. We anticipate a significant increase in our
market share in the day old chick business whilst maintaining good parent flock utilization with healthy regional export.
Our poultry operations in Botswana did not perform to expectations and we are undertaking a review of our operating model.
The sector achieved an operating profit of R42.8 million for the year which was an increase on last year's figure of R29.2 million.
Animal Nutrition Other Africa
Operating conditions for animal nutrition in both Zambia and Botswana were difficult. The high prices of raw materials were
the main contributing factor with considerable pressure being placed on margins and volumes.
Operating profit for the year was R1.7 million compared with R35.5 million for the comparative year.
Prospects
We are confident that an improved trading environment in the South African operations should result in a return to profitability in this sector. Contributing
factors are the tariffs and antidumping measures introduced, the fall in maize prices and ongoing management focus on a market demand strategy, together with
a continual improvement of the business model.
In Zambia, we are scheduled to complete the second and final phase of our current expansion program during the year ahead. This will result in an increase to
our breeding operation as well as providing improved bio security status and additional operational efficiencies.
In Zimbabwe we opened our first KFC outlet in July of this year. Initial demand and support has been encouraging despite the difficult economic conditions
currently being experienced in that country.
High levels of debt remain a hurdle to our expansion into other African economies and we are actively seeking ways in which this can be remedied to enable the
group to generate good returns from existing opportunities.
Final capital distribution or dividend
Given the trading losses incurred by the group during the year, no capital distribution or dividend has been declared.
Renewal of cautionary announcement
CBH has received an expression of interest for all of the shares in the company, other than those held by Synapp International Limited, which expression of
interest will be considered by the board, and which, if successfully concluded, may have a material effect on the price of the company's securities.
Shareholders are referred to the SENS announcement on 14 August 2014. Accordingly shareholders are advised to continue to exercise caution when dealing in
the group's securities until a further announcement is made.
MP Stander
Chief Executive Officer
1 September 2014
AUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at As at
30 June 2014 % change 30 June 2013
Audited Audited
R'000 R'000
ASSETS
Non-current assets 663 978 6% 623 940
Property, plant and equipment 524 016 5% 499 542
Intangible assets 100 389 -6% 106 757
Financial assets and other investments 23 875 2465% 931
Deferred income tax assets 15 698 -6% 16 710
Current assets 1 177 083 -12% 1 331 595
Inventories 260 172 -29% 367 986
Biological assets 215 393 0% 214 585
Trade and other receivables 496 262 -10% 553 045
Derivative financial instruments - -100% 3 355
Current income tax receivable 2 956 189% 1 023
Cash and cash equivalents 202 300 6% 191 601
Total assets 1 841 061 -6% 1 955 535
EQUITY
Total equity 470 095 -25% 630 994
Ordinary shares 2 024 0% 2 024
Share premium 761 103 0% 761 103
Other reserves 18 019 -51% 36 880
Retained earnings 481 054 -23% 622 955
Common control reserve (832 110) 0% (832 110)
Equity attributable to the owners of the parent 430 092 -27% 590 852
Non-controlling interest 40 005 0% 40 142
LIABILITIES
Non-current liabilities 115 669 -59% 283 280
Borrowings 59 320 -67% 179 499
Employee share scheme liability 1 697 -3% 1 752
Deferred income tax liabilities 54 652 -46% 102 029
Current liabilities 1 255 297 21% 1 041 261
Trade and other payables 656 907 -12% 744 360
Current income tax liabilities 1 447 -67% 4 403
Borrowings* 578 220 98% 292 448
Convertible option 18 631 100% -
Derivative financial instruments 92 100% -
Provision for other liabilities and charges - -100% 50
Total liabilities 1 370 966 4% 1 324 541
Total equity and liabilities 1 841 061 -6% 1 955 535
* see note 7 for further information
AUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
30 June 2014 % change 30 June 2013
Audited Audited
R'000 R'000
Continuing operations
Revenue 3 586 379 13% 3 175 888
Operating (loss)/profit (108 394) -179% 136 779
Finance income 2 877 212% 921
Finance costs (62 309) 5% (59 315)
(Loss)/profit before income tax (167 826) -314% 78 385
Income tax expense 52 313 -415% (16 594)
(Loss)/profit for the year from continuing operations (115 513) -287% 61 791
Discontinued operations
Loss for the year from discontinued operations (27 463) 651% (3 656)
(Loss)/profit for the year (142 976) -346% 58 135
Other comprehensive (loss)/income:
Currency translation differences (18 861) -177% 24 602
Total comprehensive (loss)/income for the year (161 837) -296% 82 737
(Loss)/profit attributable to:
Owners of the parent (141 901) -376% 51 396
- From continuing operations (115 228) -309% 55 123
- From discontinued operations (26 673) 616% (3 727)
Non-controlling interest (1 075) -116% 6 739
- From continuing operations (286) -104% 6 669
- From discontinued operations (789) -1228% 70
(142 976) -346% 58 135
Total comprehensive (loss)/income attributable to:
Owners of the parent (160 762) -312% 75 998
- From continuing operations (134 089) -268% 79 725
- From discontinued operations (26 673) 616% (3 727)
Non-controlling interest (1 075) -116% 6 739
- From continuing operations (286) -104% 6 669
- From discontinued operations (789) -1228% 70
(161 837) -296% 82 737
(Loss)/earnings per share (cents) from continuing and discontinued
operations attributable to the owners of the parent during the year:
Basic (loss)/earnings per share
From continuing operations -56.92 -307% 27.49
From discontinued operations -13.17 608% -1.86
From (loss)/profit for the year -70.09 -373% 25.63
Diluted (loss)/earnings per share
From continuing operations -44.13 -261% 27.49
From discontinued operations -10.77 479% -1.86
From (loss)/profit for the year -54.90 -314% 25.63
ADDITIONAL INFORMATION TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Ordinary shares
- Issued net of treasury shares 202 443 918 202 443 918
- Weighted average number of ordinary shares 202 443 918 200 524 282
- Diluted number of ordinary shares 247 693 918 200 524 282
Headline (loss)/earnings per ordinary share (cents):
- basic -67.8 -366% 25.51
- diluted -55.41 -317% 25.51
Net asset value per share 232.21 -26% 314.67
Tangible asset value per share 182.62 -30% 261.43
Gearing ratio (net of cash and cash equivalents) 2.49 38% 1.80
AUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share Share Other Retained Common control Total attributable to Non-controlling Total
capital premium reserves earnings deficit owners of the parent interest equity
R'000 R'000 R'000 R'000 R'000 R'000 R'000 R'000
Balance at 1 July 2012 1 984 745 508 30 834 571 559 (832 110) 517 775 33 403 551 178
Total comprehensive income - - 24 602 51 396 - 75 998 6 739 82 737
Transactions with owners
Shares issued related to business combination 40 20 312 (18 556) - - 1 796 - 1 796
Capital distribution to shareholders - (4 717) - - - (4 717) - (4 717)
Balance at 30 June 2013 2 024 761 103 36 880 622 955 (832 110) 590 852 40 142 630 994
Balance at 1 July 2013 2 024 761 103 36 880 622 955 (832 110) 590 852 40 142 630 994
Total comprehensive income - - (18 861) (141 901) (160 762) (1 075) (161 837)
Transactions with owners
Non-controlling interest arising on
subsidiary established - - - - 938 938
Balance at 30 June 2014 2 024 761 103 18 019 481 054 (832 110) 430 090 40 005 470 095
AUDITED CONDENSED CONSOLIDATED CASH FLOW STATEMENT
30 June 2014 30 June 2013
Audited Audited
R'000 R'000
Cash flows from operating activities
Net cash (utilised in) / generated from operating activities (73 094) 127 492
Cash receipts from customers 3 643 163 3 115 503
Cash paid to suppliers and employees (3 632 983) (2 907 844)
Cash generated from operations 10 180 207 659
Interest paid (62 309) (59 315)
Income tax paid (6 359) (17 811)
Net cash flows from operating activities - discontinued operations (14 606) (3 041)
Cash flows from investing activities
Net cash used in investing activities (96 290) (76 844)
Purchases of property, plant and equipment (86 208) (71 316)
Proceeds from sale of property, plant and equipment 10 466 3 022
(Purchases) / disposal of financial assets and investments (22 680) 3 738
Interest received 2 877 921
Net cash flows from investing activities - discontinued operations (745) (13 209)
Cash flows from financing activities
Net cash generated from/(used in) financing activities 158 272 (11 939)
Share issue and listing expenses - (6)
Proceeds from borrowings 246 181 107 776
Repayments of borrowings (86 155) (119 538)
Capital repayments to shareholders - (4 717)
Net cash flows from financing activities - discontinued operations (1 754) 4 546
Net (decrease) / increase in cash and cash equivalents (11 112) 38 709
Cash and cash equivalents at beginning of year 20 843 (15 592)
Exchange gains on cash and bank overdrafts (4 142) (2 274)
Cash and cash equivalents at end of year 5 589 20 843
AUDITED CONDENSED SEGMENT REPORT
30 June 2014 30 June 2013 30 June 2014 30 June 2013 30 June 2014 30 June 2013
Audited Audited Audited Audited Audited Audited
R'000 R'000 R'000 R'000 R'000 R'000
Revenue Operating Profit Assets
Integrated poultry South Africa 2 836 877 2 490 409 (152 937) 72 133 1 264 300 1 445 192
- South Africa 3 068 705 2 718 769 (152 937) 72 133 1 264 300 1 445 192
Intersegment revenue (231 828) (228 360) - - - -
Other Africa 749 502 685 479 44 543 64 646 576 761 510 343
Poultry 328 139 289 578 42 799 29 180 477 350 421 993
Intersegment revenue (6 900) (3 768) - - - -
Animal Nutrition 533 158 507 945 1 744 35 466 99 411 88 350
Intersegment revenue (104 895) (108 276) - - - -
3 586 379 3 175 888 (108 394) 136 779 1 841 061 1 955 535
Revenues of approximately R 358.9 million (2013: R 366.4 million) are derived from a single external customer. These revenues are attributable to the Integrated poultry South Africa segment.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of preparation
The audited condensed consolidated financial statements are prepared in accordance with the requirements of the JSE Limited Listings Requirements for abridged reports,
and the requirements of the Companies Act 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 condensed consolidated
financial statements were derived are in terms of International Financial Reporting Standards and are consistent with those accounting policies applied in the preparation of the
previous consolidated annual financial statements.
These condensed consolidated financial statements for the year ended 30 June 2014 have been prepared under the supervision of the Acting Financial Director, Mrs MJC Antunes CA(SA)
and audited by PricewaterhouseCoopers Inc., who expressed an unmodified opinion thereon. The auditor also expressed an unmodified opinion on the annual financial statements from
which these condensed consolidated financial statements were derived. A copy of the auditor's report on the condensed consolidated financial statements and of the auditor's report
on the annual consolidated financial statements are available for inspection at the Company's registered office.
The auditor's report does not necessarily report on all of the information contained in this announcement. Any reference to future financial information included in this
announcement has not been reviewed or reported on by the auditors. Shareholders are advised that in order to obtain a full understanding of the nature of the auditors' engagement
they should obtain a copy of that report together with the accompanying financial information from the Company's registered office.
- Discontinued operations
During the year under review, the group decided to discontinue the operations of Long Iron Meats (Pty) Ltd and Silver Blade Abattoir (Pty) Ltd. As a result of the above, the
Consolidated Statement of Comprehensive Income, Consolidated Statement of Cash Flows and Segment Report have been adjusted retrospectively and currently only reflects the
results from continuing operations.
These audited condensed consolidated financial statements were approved by the Board of Directors on 1 September 2014.
30 June 2014 30 June 2013
Audited Audited
R'000 R'000
2. Operating profit
The following amounts have been accounted for in the operating profit:
Fair value gains / (losses) on financial assets at fair value through
profit or loss 13 592 (4 644)
Foreign exchange loss on the revaluation of long term borrowings (18 584) -
Impairment of Investments (6 384) -
(11 376) (4 644)
3. Reconciliation to headline earnings
Profit attributable to owners of the parent (141 900) 51 396
Adjusted for:
Profit on disposal of property, plant and equipment (1 737) (243)
Impairment of Investments 6 384
Adjusted headline earnings (137 253) 51 153
4. Capital expenditure and depreciation
Capital expenditure 86 208 71 316
Depreciation 52 264 48 440
Amortisation of intangible assets 762 553
5. Capital and other commitments
Inventories contracted for 322 771 135 729
6. Cash and cash equivalents
Bank balances, deposits and cash 202 300 191 603
Short-term borrowings (196 711) (170 758)
5 589 20 84
7. Borrowings
Long-term borrowings
Bank borrowings 16 933 140 636
Other 42 387 38 863
59 320 179 499
Short-term borrowings
Bank borrowings 23 281 121 690
Borrowings with covenant breaches 358 228 -
Bank overdraft 196 711 170 758
578 220 292 448
During the year under review, the group entered into a convertible loan agreement for the value of USD 25 million with the International Finance Corporation ("IFC”).
The convertible loan has a term of five years and bears interest at a variable rate calculated with reference to the 6 month Libor rate plus 3% per annum for an
initial period of 2.5 years ("Initial Period”). In the event that the loan is not converted to equity in the Initial Period, the loan becomes a term loan bearing
interest at 4.5% above the 6 month Libor rate, repayable in 5 approximately equal semi-annual instalments starting after the end of the Initial Period. Interest is
payable on 15 June and 15 December each year. The IFC has an option to convert a portion or the whole of the principal amount of the convertible loan into
Country Bird Holdings Ltd ("CBH”) ordinary shares in multiple tranches at any time during the Initial Period at a strike price of R4.90 per share, provided a minimum
conversion amount would be USD 5 million equivalent per tranche and further provided that IFC's shareholding in CBH would not exceed 18% in total.
At year-end date and subsequent to year-end, the group breached certain financial covenants with respect to loans for IFC and Investec Bank Limited. The financial
covenants in breach all relate to covenants linked to the loss for the year. Accordingly, the amount of the loan balances amounting to R358.2 million has been reclassified
as short term borrowings. A waiver of all the covenant breaches has been obtained subsequent to year-end. The directors consider that the group's breach of such financial
covenants of the loans will not result in any liquidity issue to the group. Accordingly, these condensed consolidated financial statements are prepared on a going concern basis.
8. Reclassification of comparative figures
In the prior period condensed consolidated financial statements, segment reporting consisted of Poultry South Africa, Poultry Other Africa, Animal Nutrition
South Africa, Animal Nutrition Other Africa and Retail and Distribution South Africa and Retail and Distribution Other Africa. In order to more fairly present the
reporting done to the chief executive and in line with the revised strategy for the group, segments are now disclosed as Integrated South African Poultry, Poultry Other
Africa and Animal Nutrition Other Africa. The Integrated South African Poultry segment consists of all the South African operations. This reclassification and change in
strategy has resulted in the restatement of the prior period figures for the segment report.
30 June 2013 30 June 2013 30 June 2013
Audited Audited Audited
R'000 R'000 R'000
Condensed segment report as previously disclosed Revenue Operating Profit Assets
Poultry 1 783 587 9 208 1 283 738
- South Africa 2 007 573 (24 666) 884 884
Intersegment revenue (506 098) - -
- Other Africa 287 138 33 874 398 854
Intersegment revenue (5 026) - -
Animal nutrition 860 708 133 582 497 854
- South Africa 1 579 293 98 116 409 503
Intersegment revenue (1 118 254) - -
- Other Africa 507 945 35 466 88 351
Intersegment revenue (108 276) - -
Retail & Distribution 531 593 (6 011) 173 943
- South Africa 532 699 (1 318) 150 805
Intersegment revenue (4 804) - -
- Other Africa 6 679 (4 693) 23 138
Intersegment revenue (2 981) - -
3 175 888 136 779 1 955 535
Country Bird Holdings Limited (Incorporated in the Republic of South Africa)
Registration number: 2005/008505/06 ISIN: ZAE000094835 JSE Share code: CBH ("CBH” or "the group”)
Directors of CBH Limited: BH Kent (Chairman)#, R Gibbison#, GP Heath, IWM Isdale#, KW James, MP Stander,
CD Stein# #Independent non-executive
Registered office: 8 Melville Road, Illovo, Johannesburg, 2196 (PO Box 412523, Craighall, 2024)
Investment Bank and Sponsor: Investec Bank Limited
Registration number: 1969/004763/06
2nd Floor, 100 Grayston Drive, Sandton, 2196 (PO Box 785700, Sandton, 2146)
Company secretary: MJC Antunes
13 Kraal Street, Old East End, Bloemfontein, 9301 (PO Box 6851, Bloemfontein, 9300)
Auditors: PricewaterhouseCoopers Inc.
61 Second Avenue, Westdene, Bloemfontein, 9301 (PO Box 818, Bloemfontein, 9300)
Transfer secretaries: Computershare Investor Services (Proprietary) Limited
Registration number: 2004/003647/07
Ground Floor, 70 Marshall Street Johannesburg, 2001 (PO Box 61051 Marshalltown, 2107)
Date: 01/09/2014 05:00:00 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.
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