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Mon 14 May 2007, 14:31 STO - Set Point - Unaudited Interim Results and re
STO
 STO                                                                             
STO - Set Point - Unaudited Interim Results and renewal of cautionary           
Set Point Technology Holdings Limited                                           
(Incorporated in the Republic of South Africa)                                  
(Registration number: 1996/014334/06)                                           
Share code: STO & ISIN: ZAE000013629                                            
("Set Point" or "the Company" or "the Group")                                   
Unaudited Interim Results for the six months ended 28 February 2007 and renewal 
of cautionary announcement                                                      
Condensed consolidated income statements                                        
                                  Unaudited     Unaudited      Audited          
                                 six months    six months         year          
ended         ended        ended          
                                28 February   28 February    31 August          
                                       2007          2006         2006          
                                       R000          R000         R000          
Revenue*                             183 376       132 026      279 644         
Cost of sales                      (110 142)      (59 701)    (158 063)         
Gross profit                          73 234        72 325      121 581         
Administrative expenses             (57 966)      (50 985)    (104 254)         
Other operating income                   594         1 071        4 174         
Other operating expenses            (23 090)         (835)     (20 411)         
Includes                                                                        
                                                                                
- Goodwill impairment                 (615)             -     (11 330)          
- Impairment of intangible          (8 704)             -      (5 607)          
assets                                                                          
- Fair value adjustment of          (9 900)             -            -          
non-current receivable **                                                       
- Seran investigation and           (2 493)             -            -          
associated costs                                                                
- Loss on disposal of plant               -          (37)        (563)          
and equipment                                                                   
- Amortisation of intangible          (912)         (606)      (2 204)          
assets                                                                          
Operating (loss)/profit              (7 228)        21 576        1 090         
Finance income                         4 017         1 716        5 101         
Finance expense                      (8 149)       (6 175)     (14 974)         
(Loss)/profit before taxation       (11 360)        17 117      (8 783)         
Taxation                             (3 701)       (5 849)      (5 105)         
(Loss)/profit after taxation        (15 061)        11 268     (13 888)         
from continuing operations                                                      
(Loss)/profit from                   (3 569)         (611)          260         
discontinued operations (net                                                    
of taxation)                                                                    
Profit/(loss) after taxation             391         (611)          260         
Goodwill impairment in               (3 960)             -            -         
discontinued operation                                                          
(Loss)/profit for the period        (18 630)        10 657     (13 628)         
Attributable to:                                                                
                                                                                
Equity holders of Set Point         (18 688)        10 519     (14 060)         
Minority interests                        58           138          432         
                                   (18 630)        10 657     (13 628)          
(Loss)/earnings per share              (5.6)           3.8        (4.6)         
(cents)                                                                         
Diluted (loss)/earnings per            (5.4)           3.7        (4.6)         
share (cents)                                                                   
Calculation of headline                                                         
(loss)/earnings                                                                 

(Loss)/profit attributable to       (18 688)        10 519     (14 060)         
equity holders of Set Point                                                     
Adjusted for:                         13 272            26       15 711         
(Profit)/loss on disposal of            (10)            37          563         
plant and equipment                                                             
Intangible impairment                  8 704             -            -         
Goodwill impairment                    4 575             -       16 937         
Taxation effects of the above              3          (11)      (1 789)         
Headline (loss)/earnings             (5 416)        10 545        1 651         
Headline (loss)/earnings per           (1.6)           3.8          0.5         
share (cents)                                                                   
Diluted headline (loss)/               (1.6)           3.7          0.5         
earnings per share (cents)                                                      
Shares in issue                                                                 
Weighted average number of           335 469       280 119      302 961         
ordinary shares in issue                                                        
(000`s)                                                                         
Diluted weighted average             343 602       283 017      304 843         
number of ordinary shares in                                                    
issue (000`s)                                                                   
* Total Revenue                      219 497       136 337      315 665         
Less : Discontinued operations        36 121         4 311       36 021         
Continued operations                 183 376       132 026      279 644         
** The fair value adjustment of the non-current receivable represents the       
difference between the estimated fair value of the claim which the Company has  
against the vendors of the business of Seran at 28 February 2007 and its value  
at 31 August 2006. The recognition of the claim/receivable has been limited to  
the market value of 30m Set Point shares at the reporting date, pledged to      
secure the claw back claim.                                                     
Condensed consolidated statements of changes in equity                          
                                  Unaudited     Unaudited      Audited          
six months    six months         year          
                                      ended         ended        ended          
                                28 February   28 February    31 August          
                                       2007          2006         2006          
R000          R000         R000          
Opening balances                     120 277        86 949       87 422         
Recognised income and expense                                                   
(Loss)/profit for the period        (18 688)        10 519     (14 060)         
attributable to equity holders                                                  
of Set Point                                                                    
Transactions with shareholders                                                  
Share based compensation -                22            22           45         
share options                                                                   
Dividends                                  -       (5 562)      (8 921)         
Treasury shares issued                     -             -        1 552         
Shares acquired by share trust             -             -         (95)         
Shares issued                              -        25 437       56 387         
Minority equity transactions         (2 109)             -      (2 053)         
Equity attributable to equity         99 502       117 365      120 277         
holders of Set Point                                                            
Minority interests                       422           625          389         
Total equity                          99 924       117 990      120 666         
Segmental information                                                           
Six months ended 28 February 2007                                               
Segment         
                                        Impairment              results         
                               Segment          of           (including         
                   Segment      liabi-  intangible  Segment     impair-         
assets      lities      assets  revenue      ments)         
                     R`000       R`000       R`000    R`000       R`000         
Analytical          106 449      16 912           -   38 968       9 741        
Services                                                                        
Fluid Handling       83 994      36 706           -   72 256      14 841        
Mining Services      86 054      70 364      12 664  111 423     (8 142)        
-Continuing          54 324      40 674       8 704   75 302     (8 709)        
operations                                                                      
-Discontinued        31 730      29 690       3 960   36 121         567        
operations                                                                      
Central Services     94 562     103 154         615        -    (23 100)        
-Overheads                                      615             (10 707)        
-Fair value                                                      (9 900)        
adjustment of                                                                   
non-current                                                                     
receivable                                                                      
-Seran                                                           (2 493)        
investigation                                                                   
costs                                                                           
Deferred              5 090           -           -        -           -        
taxation                                                                        
Consolidation     (121 889)    (72 800)           -  (3 150)           -        
entries,                                                                        
adjustments and                                                                 
intra group                                                                     
elimination                                                                     
                   254 260     154 336      13 279  219 497     (6 660)         
Consolidated balance sheets                                                     
Unaudited at  Unaudited at     Audited31           
                              28 February   28 February    August2006           
                                     2007          2006          R000           
                                     R000          R000                         
Assets                                                                          
Non-current assets                  98 427       152 627       130 722          
Plant and equipment                 32 519        26 221        31 805          
Goodwill                            40 507        96 206        45 480          
Intangible assets                    1 711        15 291        12 206          
Receivables                         18 600         7 599        33 486          
Deferred taxation                    5 090         7 310         7 745          
Current assets                     155 833       128 736       171 908          
Inventories                         71 953        42 565        51 331          
Trade and other receivables         78 604        66 670        77 306          
Non-current assets held for          3 376             -             -          
sale                                                                            
Cash and cash equivalents            1 900        19 501        43 271          
Total assets                       254 260       281 363       302 630          
Equity and Liabilities                                                          
Total equity                        99 924       117 990       120 666          
Share capital                        3 367         3 077         3 367          
Share premium                      109 433        77 316       109 433          
Premium on minority equity         (9 107)       (4 945)       (6 998)          
transactions                                                                    
Reserves                             1 803         1 758         1 781          
Retained earnings                  (5 994)        40 159        12 694          
Minority interests                     422           625           389          
Non-current liabilities             11 438        56 405        26 710          
Purchase consideration                   -        43 997         9 479          
payable                                                                         
Interest bearing                     8 050        10 382        14 238          
liabilities                                                                     
Provisions and accruals              3 388         2 026         2 993          
Current liabilities                142 898       106 968       155 254          
Interest bearing                    16 319        13 339         4 970          
liabilities                                                                     
Trade and other payables            96 791        53 717        87 835          
Non-current liabilities              2 431             -             -          
held for sale                                                                   
Taxation liability                   1 333           654           225          
Bank overdraft                      26 024        39 258        62 224          
Total equity and                   254 260       281 363       302 630          
liabilities                                                                     
Non-current receivables                                                         
Included in non-current                                                         
receivables is an amount of                                                     
R18.6 million due by the                                                        
Seran vendor.                                                                   
The recognition of the                                                          
receivable has been limited                                                     
to the fair value of the 30                                                     
million Set Point shares at                                                     
28 February 2007 with a                                                         
share price of 62 cents per                                                     
share.                                                                          
Discontinued operation                                                          
With effect from 1 March                                                        
2007 the Group disposed of                                                      
the operations of the                                                           
Mineral Mining Division.                                                        
The assets, classified as                                                       
held for sale at 28                                                             
February 2007, and included                                                     
in the balance sheet above                                                      
were as follows:                                                                
Non-current assets held for          3 376                                      
sale                                                                            
Plant and equipment                  1 705                                      
Goodwill                             4 973                                      
Intangible assets                      658                                      
Goodwill impairment in             (3 960)                                      
anticipation of sale                                                            
Non-current liabilities            (2 431)                                      
held for sale                                                                   
Non-current interest                 (728)                                      
bearing liabilities                                                             
Deferred purchase                  (1 703)                                      
consideration                                                                   
Inventories                         19 647                                      
Trade and other receivables         10 506                                      
Cash and cash equivalents            2 161                                      
Trade and other payables          (27 259)                                      
Proceeds on disposal                 6 000                                      
Shares in issue                                                                 
(net of treasury shares)         336 740   307 619       336 740               
(000`s)                                                                         
Condensed consolidated cash flow statements                                     
                                 Unaudited    Unaudited        Audited          
six months   six months           year          
                                     ended        ended          ended          
                               28 February  28 February      31 August          
                                      2007         2006           2006          
R000         R000           R000          
Cash flows from operating           (2 651)     (20 928)        (4 930)         
activities                                                                      
Cash generated by operations         17 057       24 881         32 706         
before working capital                                                          
changes                                                                         
Increase in net working            (15 990)     (30 981)       (13 808)         
capital                                                                         
Cash generated/(utilised) by          1 067      (6 100)         18 898         
operations                                                                      
Net finance costs                   (3 592)      (2 284)        (5 466)         
Taxation paid                         (101)      (6 745)        (8 674)         
Dividends paid                         (25)      (5 799)        (9 688)         
Cash flows from investing           (7 311)      (5 058)       (18 245)         
activities                                                                      
Acquisition of business                   -            -        (5 418)         
Increase in investments               (615)        (365)              -         
Net replacement of property,        (6 696)      (4 693)       (12 827)         
plant and equipment                                                             
Cash flows from financing             6 423       23 503        (1 737)         
activities                                                                      
Proceeds from issue of shares             -       25 437          (241)         
Decrease in purchase                  (575)     (25 500)          (500)         
consideration payable                                                           
Decrease in non-current               1 109            -            360         
receivables                                                                     
Decrease in interest bearing                                                    
debt                                                                            
- non current                       (5 460)      (4 020)           (80)         
Increase/(decrease) in                                                          
interest bearing debt                                                           
- current                            11 349       27 586        (1 276)         
Discontinued operations             (1 632)            -          3 404         
Cash flows from operating           (1 632)            -            370         
activities                                                                      
Cash flows from disposal of               -            -          3 034         
discontinued operation                                                          
Cash and cash equivalents                                                       
Net cash utilised                   (5 171)      (2 483)       (21 508)         
At beginning of period             (18 953)        2 555          2 555         
At end of period                   (24 124)           72       (18 953)         
Review of operations                                                            
PROFILE                                                                         
Set Point has three divisions as follows:                                       
Analytical Services operates through specialised laboratories which offer expert
analysis for the precious metals exploration industry and condition monitoring  
of fluids.                                                                      
Fluid Handling supplies medium technology products and services to the          
petrochemical and mining industries.                                            
Mining Services comprises the manufacture, supply and repair of equipment and   
the provision of services used in mining activities.                            
FINANCIAL RESULTS AND REVIEW OF OPERATIONS                                      
Financial Results                                                               
Revenue growth from continuing operations improved 38.9% compared to the first  
half of the previous financial year. This increase in revenue was achieved      
across the board and with the exception of Seran, most operations exceeded their
budgets and the corresponding previous year at the operating profit level.      
The Group recorded a headline loss of 1.6 cents per share for the period.       
However if the results are adjusted for one-off items, namely the fair value    
impairment of the receivable claim against the Seran vendors, the impairment of 
intangibles in Seran and Mineral Mining (all non-cash items) and the Seran      
investigation costs, HEPS would have been 2.1 cents per share. The poor         
performance of the two of the three operating units in the Mining Services      
Division and the associated impairments have unfortunately completely           
overshadowed the excellent performance of all the other business units in the   
Group.                                                                          
As expected Seran recorded an operating loss of R3 million for the six months.  
After current corrective action, it is envisaged that Seran will be profitable  
by the financial year end. Including the Seran loss, the Mining Services        
division made a small operating profit in the six months compared to an         
operating loss of R11 million in the year to August 2006. It was considered     
prudent to fully impair all intangibles within Seran.                           
All businesses within the Fluid Handling division produced results well above   
budget. The operating profit of R14.8 million was 47% above the comparable      
period.                                                                         
Operating profits of R9.7 million for Analytical Services were also above budget
and 8% above their comparable period.                                           
Net borrowings of R49 million were higher than previously reported. The increase
in inventories occurred in the main at Mineral Mining which has been sold and   
inventory levels will be substantially lower at year end.                       
The Group is focused on achieving lower debt levels by the year end from        
operating cash flows.                                                           
DISPOSAL OF MINERAL MINING                                                      
The rationalisation of the manufacturing operations at Seran resulted in a      
reassessment of the strategic viability of retaining the Mineral Mining         
division, and as a result, this division was sold effective 1 March 2007. The   
division was sold back to the vendors for R3.6 million cash and the return of   
the 4 million Set Point shares originally issued resulting in a capital loss of 
R3.9 million.                                                                   
DIRECTORATE                                                                     
Since the last reporting date, Danisa Baloyi resigned as a non-executive        
director, and Errol Gregor retired as Group CEO and resigned from the board.    
Graeme Horsfield, the Group CFO, has been appointed Acting CEO.                 
BASIS OF PREPARATION                                                            
The condensed interim financial statements have been prepared in accordance with
IFRS and interpretation statements in issue and effective at 28 February 2007,  
IAS 34 - Interim Financial Reporting and in compliance with the Listing         
Requirements of the JSE Limited and the Companies Act of South Africa.          
BEE TRANSACTION                                                                 
As announced previously, the Group is in discussions with the Mineworkers       
Investment Company (Pty) Limited who have expressed an interest in acquiring a  
10% shareholding in the Group through the subscription of an issue of shares for
cash. The effect of this proposed transaction would result in a substantial     
improvement in the debt equity ratio and an early resumption in the payment of  
dividends. It will also increase the Group`s BEE shareholding to 25% as planned.
DIVIDENDS                                                                       
No interim dividend has been declared.                                          
RENEWAL OF CAUTIONARY                                                           
Shareholders are referred to the announcements dated 25 April and 8 May 2007,   
and are advised to continue to exercise caution in dealing in the Company`s     
shares.                                                                         
PROSPECTS                                                                       
While the Group expects to record a considerable improvement in HEPS for the    
year as a whole, the result will be disappointing relative to the potential of  
the Group and the existing sound performance of most of its operating units. If 
the Group can achieve profitability at Seran and a reduction in central costs as
targeted, satisfactory earnings and a resumption of growth should occur in the  
next financial year.                                                            
                                                                                
CS Seabrooke                                 GJ Horsfield                       
Chairman                                     Acting CEO                         
15 May 2007                                                                     
Directors: CS Seabrooke*# (Chairman), MJ Smith (Deputy Chairman), GJ Horsfield  
(Acting CEO), BH Kent*#, JM Judin*, GE Nel*#                                    
(* Non-executive)  (# Independent)                                              
Company Secretary: ND Kennelly                                                  
Registered Office: 30 Electron Avenue, Isando 1601, (PO Box 856 Isando 1600)    
Transfer Secretaries: Computershare Investor Services 2004 (Pty) Limited (Reg   
No: 1958/003546/06), Ground Floor, 70 Marshall Street, Johannesburg, 2001 (PO   
Box 61051, Marshalltown 2107)                                                   
Sponsor: Investec Bank Limited, Registration number 1969/004763/06              
www.setpoint.co.za                                                              
Date: 14/05/2007 14:31:04 Produced by the JSE SENS Department.
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