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REM
REM
REM - Remgro Limited - Audited consolidated results for the year ended 31
March 2007
Remgro Limited
Registration number 1968/006415/06
ISIN ZAE000026480 Share code REM
AUDITED CONSOLIDATED RESULTS FOR THE YEAR ENDED 31 MARCH 2007
Salient features
Headline earnings per share: + 37.4%
Headline earnings per share - excluding non-recurring portion of BEE costs
in the prior period: + 27.8%
Ordinary dividend per share: + 20.2%
Intrinsic value per share at year-end: R221.00
Five-year compound growth rates:
Headline earnings per share: 12.2% p.a.
Ordinary dividend per share: 16.1% p.a.
Abridged consolidated balance sheet
2007 2006
R`m R`m
Assets
Property, plant and equipment 2 442 2 318
Biological agricultural assets 91 95
Investment properties 32 31
Goodwill and trade marks 413 352
Investments
Associated companies 33 033 26 098
Other 6 245 4 136
Retirement benefits 10 -
Loans 5 6
Deferred taxation 124 90
Cash and cash equivalents 5 004 6 357
Other current assets 2 462 1 853
Total assets 49 861 41 336
Equity and liabilities
Shareholders` equity 45 672 37 494
Minority interest 755 596
Total equity 46 427 38 090
Interest-bearing loans 301 216
Other non-current liabilities 1 419 975
Non-interest-bearing current liabilities 1 714 2 055
Total equity and liabilities 49 861 41 336
Net asset value per share (Rand)
- At book value R96.69 R78.14
- At intrinsic value *
- at year-end R221.00 R157.59
- at 15 June 2007 (21 June 2006) R221.44 R169.01
* Unaudited
Abridged consolidated income statement
2007 2006
R`m R`m
Sales 7 877 9 802
Inventory expenses (4 781) (4 919)
Personnel costs (1 306) (2 603)
Depreciation (223) (293)
Other net operating expenses (551) (771)
Trading profit 1 016 1 216
Dividends received 156 410
Interest received 334 341
Finance costs (30) (29)
Negative goodwill 44 -
Net impairment of investments, assets and - 3
goodwill
Profit on redemption and sale of investments 7 3 162
Consolidated profit before tax 1 527 5 103
Taxation (403) (857)
Consolidated profit after tax 1 124 4 246
Share of after-tax profit of associated 6 003 4 354
companies
Net profit for the year 7 127 8 600
Attributable to:
Equity holders 6 942 8 202
Minority interests 185 398
Associated companies
Share of after-tax profit of associated
companies
Profit before taking into account impairments, 5 995 4 428
capital and non-recurring items
Net impairment of investments, assets and (12) (157)
goodwill
Profit on the sale of investments 249 681
Restructuring costs (237) (280)
Non-recurring portion of BEE costs - (380)
Other capital and non-recurring items 8 62
6 003 4 354
Reconciliation of headline earnings
Net profit for the year attributable to equity 6 942 8 202
holders
Plus/(minus) - portion attributable to equity
holders:
- Negative goodwill (44) -
- Net impairment of investments, assets and 12 157
goodwill
- Profit on redemption and sale of investments (256) (3 475)
- Restructuring costs 221 279
- Other capital and non-recurring items (10) (67)
- Net surplus, after taxation, on disposal of (12) (12)
property, plant and equipment
Headline earnings 6 853 5 084
Non-recurring portion of BEE costs added back - 380
Headline earnings - excluding non-recurring 6 853 5 464
portion of BEE costs
Earnings and dividends
2007 2006
Cents Cents
Headline earnings per share
- Basic 1 445.4 1 052.3
- Diluted 1 401.3 1 027.7
Headline earnings per share - excluding non-
recurring portion of BEE costs
- Basic 1 445.4 1 130.9
- Diluted 1 401.3 1 106.1
Earnings per share
- Basic 1 464.2 1 697.6
- Diluted 1 418.5 1 671.3
Dividends per share
Ordinary 434.00 361.00
- Interim 153.00 133.00
- Final 281.00 228.00
Special 400.00
Abridged consolidated statement of changes in equity
2007 2006
R`m R`m
Balance at 1 April 38 090 36 503
Total income accounted for 14 008 9 108
Exchange rate adjustments 5 035 (1 395)
Net fair value adjustments for the year 1 846 1 903
Net income directly accounted for in equity 6 881 508
Net profit for the year 7 127 8 600
Dividends paid (3 813) (4 676)
Capital invested by minorities 30 17
Transfer between reserves and other movements 11 (285)
Change in reserves of associated companies (824) (242)
Purchase of shares by wholly owned subsidiary (1 031) (977)
(treasury shares)
Medi-Clinic* - (1 418)
Net (purchase)/delivery of shares by The Remgro (54) 92
Share Trust
Long-term share incentive scheme reserve 10 (21)
Cancellation of treasury shares - (11)
Balance at 31 March 46 427 38 090
* Since 1 January 2006, Medi-Clinic has been
accounted for as an associated company, while it
was consolidated previously.
Abridged consolidated cash flow statement
2007 2006
R`m R`m
Cash flow from operating activities 1 970 1 786
Taxation paid (676) (369)
Dividends received 2 736 3 888
Cash available from operating activities 4 030 5 305
Dividends paid (3 813) (4 676)
Net cash inflow from operating activities 217 629
Investing activities (1 725) 3 364
Financing activities 70 99
Net increase/(decrease) in cash and cash (1 438) 4 092
equivalents
Cash and cash equivalents at the beginning of 6 339 2 247
the year
Cash and cash equivalents at the end of the year 4 901 6 339
Cash and cash equivalents - per balance sheet 5 004 6 357
Bank overdraft (103) (18)
Additional information
2007 2006
Number of shares in issue
- Ordinary shares of 1 cent each 448 802 448 802 207
207
Issued at 1 April 448 802 486 493 650
207
Cancelled during the year - (37 691
443)
- Unlisted B ordinary shares of 10 cents each 35 506 35 506 352
352
Total number of shares in issue 484 308 484 308 559
559
Number of shares held in treasury (11 948 (4 473 004)
372)
- Ordinary shares repurchased and held in (8 554 (1 379 635)
treasury 019)
- Ordinary shares held by The Remgro Share Trust (3 394 (3 093 369)
and accounted for as treasury shares 353)
472 360 479 835 555
187
Weighted number of shares 474 123 483 154 691
689
In determining earnings per share and headline earnings per share the
weighted number of shares was taken into account.
2007 2006
R`m R`m
Listed investments
Associated
- Book value 11 478 9 989
- Market value 28 871 23 248
Other
- Book value 6 229 4 013
- Market value 6 229 4 013
Unlisted investments
Associated
- Book value 21 555 16 109
- Directors` valuation 62 969 41 564
Other
- Book value 16 123
- Directors` valuation 16 123
Additions to and replacement of property, plant 502 689
and equipment
Capital commitments 704 275
(Including amounts authorised, but not yet
contracted for)
Dividends received
Dividends included in consolidated profit 156 410
Dividends from associated companies set off 2 748 3 349
against investments
Comments
1. Accounting policies
The annual financial statements are prepared on the historical cost basis,
unless otherwise indicated, in accordance with International Financial
Reporting Standards (IFRS), the requirements of the South African Companies
Act, Act 61 of 1973, as amended, and the Listings Requirements of the JSE
Limited.
These financial statements incorporate accounting policies that have been
consistently applied to both years presented. During the year under review
various new accounting standards, interpretations and amendments to IFRS
became effective.
The adoption of these new accounting standards, interpretations and
amendments to IFRS had no impact on the results of either the current or
prior years.
2. Comparison with prior year
During the previous financial year various investee companies in the Group
concluded black economic empowerment (BEE) transactions. The accounting
treatment of these transactions resulted in non-recurring charges of R379.7
million against headline earnings for the year ended 31 March 2006. Due to
the material effect that the accounting treatment of these transactions had
on Remgro`s results, headline earnings per share, and its year-on-year
comparison, are also presented excluding the non-recurring portion of BEE
costs.
Since 1 January 2006, Medi-Clinic Corporation Limited (Medi-Clinic) is
accounted for as an associated company, whilst previously it was
consolidated. Certain income statement items are therefore not directly
comparable with those of the previous financial year.
3. Results
Headline earnings
Total headline earnings for the year to 31 March 2007 increased by 34.8%
from R5 084 million to R6 853 million. Headline earnings per share,
however, increased by 37.4% from 1 052.3 cents to 1 445.4 cents due to the
favourable effect of the share repurchase programme. Excluding Remgro`s
share of the non-recurring portion of BEE costs incurred by various
investee companies in the comparative year, headline earnings and headline
earnings per share increased by 25.4% and 27.8% respectively.
Contribution to headline earnings
Year ended
31 March
Non-recurring
portion of BEE Non-recurring
costs included portion of BEE
costs excluded
2007 % 2006 % 2006
R`m change R`m change R`m
Tobacco interests 2 964 25.1 2 369 25.1 2 369
Financial services 1 529 33.3 1 147 6.5 1 436
Industrial interests 1 924 62.5 1 184 50.9 1 275
Mining interests 155 (46.2) 288 (46.2) 288
Corporate finance
and other interests 281 192.7 96 192.7 96
6 853 34.8 5 084 25.4 5 464
The following commentary, comparing the results to those of the previous
year, is based on headline earnings excluding the non-recurring portion of
BEE costs.
The contribution of the tobacco interests, which represented 43.3% (2006:
43.4%) of headline earnings, increased by 25.1%.
Currency movements had a greater impact on the Group`s earnings than in the
previous financial year. Due to the weaker rand, the currency impact on
translation of R&R Holdings SA, Luxembourg`s (R&R) contribution to headline
earnings increased from an unfavourable R26 million in 2006 to a favourable
R420 million, as set out in the table below.
Year ended
31 March
2007 2006
Average exchange rate (R/GBP) 13.2898 11.4050
Closing exchange rate (R/GBP) 14.3449 10.6437
R&R contribution (GBP`m) 223 208
R&R contribution (R`m) 2 964 2 369
Favourable/(unfavourable) currency impact 420 (26)
(R`m)
In sterling terms, R&R`s contribution increased by 7.2%.
The combined contribution of FirstRand and RMBH to Remgro`s headline
earnings amounted to R1 529 million (2006: R1 313 million), an increase of
16.5%, due to good performances by First National Bank and Rand Merchant
Bank. In 2006 dividends from Absa Group Limited amounting to R123 million
were also accounted for in headline earnings.
The contribution of the industrial interests to headline earnings increased
by 50.9%. Unilever Bestfoods Robertsons and Tsb Sugar produced strong
results, while Distell and Rainbow Chicken continued their earnings growth,
with contributions to Remgro`s headline earnings amounting to R210 million
and R293 million respectively (2006: R164 million and R250 million). Kagiso
Trust Investments (Proprietary) Limited`s (KTI) contribution to Remgro`s
headline earnings was R307 million. During the year under review KTI`s
profit was favourably impacted by fair value adjustments of the conversion
right attached to its holding of Metropolitan Holdings Limited preference
shares (R390 million) as well as a non-recurring profit realised on the
exercise of its option to acquire an interest in The FirstRand Empowerment
Trust (R81 million). As Remgro effectively acquired its investment in KTI
during December 2005, no income from KTI was accounted for during the
comparative year. Medi-Clinic`s contribution to headline earnings increased
from R200 million in 2006 to R278 million. This increase can be attributed
mainly to secondary taxation on companies (STC) paid by Medi-Clinic in the
comparative period on the special dividend that was paid in December 2005.
Nampak`s contribution to Remgro`s headline earnings amounted to R125
million (2006: R107 million).
Mining interests` contribution to headline earnings decreased by 46.2% to
R155 million (2006: R288 million). This decrease can be attributed mainly
to the non-recurring special dividend amounting to R183 million received
from Implats during the comparative year. Dividends received from Implats
amounted to R147 million (2006: R277 million). Trans Hex`s contribution to
headline earnings was R8 million (2006: R10 million).
The central treasury division`s contribution increased from R146 million to
R266 million. This increase can be attributed mainly to higher interest
rates as well as higher average cash balances compared to 2006. Also
included therein, are foreign currency profits amounting to R65 million
(2006: R24 million loss) relating to intergroup balances. These intergroup
balances were settled during the past year.
Headline earnings was also impacted favourably by the accounting
recognition of a pension fund surplus amounting to R70 million following
the finalisation of a surplus allocation process.
Earnings
Total earnings decreased by 15.4% to R6 942 million (2006: R8 202 million),
mainly as a result of capital gains arising on the realisation of
investments accounted for during the comparative year.
4. Intrinsic value
Remgro`s intrinsic value per share increased by 40.2% from R157.59 at 31
March 2006 to R221.00 at 31 March 2007. Refer to Annexure A for full
details.
5. British American Tobacco PLC (BAT)
Remgro`s interest in BAT is represented by its one-third holding of the
ordinary shares and all of the "2005" participation securities issued by
R&R. This gives Remgro an effective interest of 10.4% in BAT at 31 March
2007. The other two-thirds of the ordinary share capital of R&R is held by
Compagnie Financiere Richemont SA.
There was no change in the number of BAT shares held by R&R. However, due
to the positive effect of BAT`s continuing share buy-back programme, R&R`s
interest in BAT increased to 29.4% at 31 March 2007 (2006: 28.9%).
R&R`s share of BAT`s earnings for the twelve months to 31 March 2007 is
based on BAT`s results for the year ended 31 December 2006 plus the results
for the quarter to 31 March 2007 less the results for the quarter to 31
March 2006.
Remgro`s share of R&R`s headline earnings consists of 35.46% of R&R`s share
of the attributable profit of BAT and its share of R&R`s non-BAT profit
(this includes income attributable to its investment in the "2006"
participation securities issued by R&R during March 2006).
2007 2006
GBP`m GBP`m
Attributable profit of BAT before capital and non-recurring 2 077 1 942
items
R&R`s share of the attributable profit of BAT:
- 29.06% to 29.40% (2006: 28.56% to 28.89%) 607 558
R&R`s non-BAT income 9 29
R&R`s headline earnings for the year ended 31 March 616 587
Remgro`s share thereof:
- 35.46% of R&R`s share of the attributable profit of BAT 215 198
- portion of R&R`s non-BAT income 8 10
223 208
R`m R`m
Translated at an average R/GBP rate of 13.2898 (2006: 11. 2 964 2 369
4050)
The following commentary is based on BAT`s annual report for the year ended
31 December 2006.
BAT`s adjusted, diluted earnings per share, a good indicator of its
underlying performance, grew by 10% to 98.12 pence per share. This increase
was the result of the improved underlying operating performance from both
subsidiaries and associates, together with a lower effective tax rate and
the benefit of the share buy-back programme, which more than offset the
impact of higher net finance costs and minorities.
BAT cigarette sales volumes from subsidiaries for the year ended 31
December 2006 increased by 2% to 689 billion on both a reported and a
`for-like` basis. Net revenues rose by 5% on both an actual and
`like-for-like` basis. This volume and revenue growth was achieved
across a broad spread of markets. The four global `drive brands` (Kent,
Dunhill, Lucky Strike and Pall Mall) continued their impressive performance
and achieved overall volume growth of 17%. These brands now represent over
21% of BAT`s volumes from subsidiaries, while international brands as a
whole account for 40% of the total.
BAT`s profit from operations was 8% higher at GBP2 622 million or 7% higher
on a `like-for-like` basis, with Asia-Pacific, Latin America and the Africa
and Middle East regions contributing to these results.
In Europe, profit at GBP781 million was slightly lower mainly as a result
of very competitive trading conditions in a number of markets and the
inclusion in the comparative period of a one-off benefit in Italy.
Excluding this benefit, profit increased by GBP9 million, with strong
growth from Russia, Hungary, Italy and France, largely offset by declines
in Spain, Poland, Germany, the Netherlands and Ukraine. Regional volumes on
a `like-for-like` basis were 2% higher at 248 billion, with growth in
Russia, France, Spain and Hungary partly offset by declines in Ukraine,
Italy and Germany.
In Asia-Pacific, regional profit increased by GBP85 million to GBP616
million, mainly attributable to good performances in Australasia, Malaysia,
South Korea and Pakistan. Volumes at 142 billion were 4% higher as strong
increases in Pakistan, Bangladesh, South Korea and Vietnam were partially
offset by declines in Malaysia and Indonesia.
Profit in Latin America increased by GBP81 million to GBP611 million due to
good performances across the region, coupled with a stronger average
exchange rate in Brazil. Volumes grew in many of the markets which led to
an overall increase of 2% to 153 billion.
Profit in the Africa and Middle East region grew by GBP34 million to GBP468
million, mainly driven by South Africa, Nigeria, the Middle East and Egypt.
Volumes were slightly higher at 103 billion, as a result of Nigeria, Egypt
and the Middle East, partially offset by decreases in Turkey.
The profit from the America-Pacific region decreased by GBP12 million to
GBP424 million, while volumes were down 3% to 44 billion sticks. The
increases in profit and volumes from Japan were more than offset by lower
contributions from Canada.
BAT`s associated companies grew their volumes by 4% to 241 billion sticks.
BAT`s share of the post-tax results amounted to GBP431 million. Excluding
exceptional items, the share of the post-tax results of associates,
increased by GBP38 million to GBP427 million mainly from Reynolds American
and ITC. The contribution from Reynolds American, excluding brand
impairment charges and the benefit from the favourable resolution of
certain tax matters in both years as well as other exceptional charges in
2005, was GBP18 million higher at GBP285 million. This was mainly due to
improved pricing and cost reductions, partially offset by lower volumes.
The contribution from ITC, BAT`s associate in India, increased by GBP11
million to GBP91 million.
6. Other investments
The most important changes to Remgro`s other investments during the year
under review were as follows:
Rainbow Chicken Limited (Rainbow)
During March 2007 Remgro made an offer by way of a scheme of arrangement
to acquire the entire issued share capital of Rainbow not already owned by
Remgro. The initial offer was for a cash consideration of R16.00 per
Rainbow share or 9 Remgro ordinary shares for every 100 shares held in
Rainbow, or a combination of the aforementioned. On 5 June 2007 Rainbow
shareholders voted against the scheme of arrangement.
An alternative offer, consisting of a cash consideration of R16.00 per
Rainbow share or 8.1 Remgro ordinary shares for every 100 shares held in
Rainbow, or a combination thereof, became effective on 6 June 2007. The
last day to trade in order to participate in the alternative offer will
be 22 June 2007.
Since 6 June 2007, to date hereof, Remgro has acquired, 7 841 819 Rainbow
shares in the open market at R16.00 per share for a total amount of
R126.0 million.
KTI and the Kagiso Infrastructure Empowerment Fund (KIEF)
Remgro entered into agreements with KTI and KIEF, in terms of which it
committed funds amounting to R350 million to KIEF. The fund has a target
size of R650 million and aims to invest in infrastructure projects,
including roads, airports, power and telecommunication installations,
railway systems, ports, water and social infrastructure. By 31 March 2007
R4.7 million of the R350.0 million committed was invested.
RMB Holdings Limited (RMBH)
During the year under review, Remgro acquired a further 6 836 847 RMBH
shares at an average price of R28.88 for a total amount of R197.5 million.
On 31 March 2007, Remgro`s interest in RMBH was 23.7% (2006: 23.1%).
Business Partners Limited (Business Partners)
During January 2007 Remgro acquired a further 7 070 699 Business Partners
shares for a total amount of R42.2 million. On 31 March 2007, Remgro`s
interest in Business Partners was 21.3% (2006: 17.8%).
Due to the increase in shareholding, Business Partners was reclassified
as an investment in an associated company with effect from 31 March 2007,
while previously it was accounted for under "Investments - Other". During
the year under review only dividend income from Business Partners amounting
to R5.2 million was accounted for. As from 1 April 2007 Business Partners
will be accounted for according to the equity method.
Gencor Limited (Gencor)
On 14 March 2006, Gencor was placed under voluntary liquidation and a
liquidation dividend of R0.20 per share was declared. During May 2006
Remgro received R7.6 million.
Sage Group Limited (Sage)
As previously reported, Remgro sold its 17.9% interest in Sage to Momentum
Group Limited during the previous financial year for R114 million, or
R1.75 per Sage share, comprising of an initial payment of R1.42 per share
and a potential subsequent payment of up to R0.33 per share. The initial
payment received in September 2005 amounted to R92 million.
During the year under review, Remgro received a further R6 million, or
R0.09 per Sage share, as partial payment of the potential subsequent
payment that was still subject to certain tax disputes being resolved.
On 8 June 2007 Remgro received R17 million, or R0.27 per Sage share, as
final distribution following the successful resolution of the tax disputes
referred to above.
Medi-Clinic Corporation Limited (Medi-Clinic)
During December 2006 Remgro acquired a further 140 000 Medi-Clinic shares
for an amount of R3.3 million. On 31 March 2007, Remgro`s interest in Medi-
Clinic was 47.6% (2006: 48.0%).
Repurchase of Remgro shares
During the year under review, a wholly owned subsidiary company of Remgro
acquired a further 7 174 384 Remgro ordinary shares at an average price of
R143.71 for a total amount of R1 031.0 million. At 31 March 2007 8 554 019
Remgro ordinary shares (1.9%) were held as treasury shares. No derivative
transactions, which may have led to the repurchase of Remgro shares, were
entered into during the year under review.
The Remgro Share Trust purchased 563 000 Remgro ordinary shares during the
year under review at an average price of R132.68 for a total amount of
R74.7 million, while 262 016 shares were delivered to participants against
payment of the subscription price.
Subsequent to the year-end
PG Group of Companies (PG)
Remgro has acquired, subject to certain conditions precedent, a 25%
interest in PG for R700 million. The transaction is not expected to have
a material impact on Remgro`s profits in the short-term.
PG is the largest automotive and building glass corporation in Africa with
a successful history of more than 100 years. PG Glass and Shatterprufe are
recognised as two of the strongest brand names in Southern Africa and are
synonymous with automotive and building glass throughout the region. PG is
also a major exporter of automotive glass to Europe and the United States
of America. PG operates a wide spread of manufacturing, wholesale and
retail operations in both the automotive and building markets. A new state-
of-the-art float glass line (R800 million investment) that will increase
capacity by 80% and make South Africa a net exporter of float glass, has
been commissioned during April 2007. In addition, PG has recently invested
significantly in its automotive manufacturing facilities. It is ideally
positioned to participate in the ongoing growth of the building and
automotive sectors.
Tsb Sugar Holdings (Proprietary) Limited (Tsb Sugar)
On 31 January 2007 Tsb Sugar entered into an agreement to sell certain
sugarcane farms in the Nkomazi region to land claimants in terms of a land
reform transaction for an amount of R285 million. The effective date of
the transaction is 1 April 2007.
The farms and biological agricultural assets will be rented from the new
owners and a joint management company will be responsible for the
management of each of the farms. Tsb Sugar and the new owners each have a
50% interest in the management companies.
7. Cash resources and application
The Company`s cash resources at 31 March 2007 are as follows:
Local Offshore Total
R`m R`m R`m
Per consolidated balance sheet 1 867 3 137 5 004
Less: Cash from other operating (647) - (647)
subsidiaries
Cash at the centre 1 220 3 137 4 357
Attributable share of R&R`s cash - 2 151 2 151
Available cash 1 220 5 288 6 508
The final ordinary dividend per share has been increased by 23.2% to 281
cents. Total ordinary dividends per share in respect of the financial year
to 31 March 2007 have therefore increased by 20.2% from 361 cents to 434
cents.
The total distribution to shareholders in respect of the financial year is
as follows:
(Based on total issued shares at time of 2007 2006
payment)
R`m R`m
Ordinary
- Interim 741 694
- Final 1 361 1 104
2 102 1 798
Special - 1 937
Total 2 102 3 735
The Board is of the opinion that, after the above distribution to
shareholders, the Group will have sufficient cash resources to pursue
investment opportunities and to continue its share repurchase programme.
Directorate
Miss M Ramos was appointed as an independent non-executive director on 26
March 2007. Mr M M Morobe was appointed as an independent non-executive
director on 18 June 2007.
Audit report
The annual financial statements have been audited by PricewaterhouseCoopers
Inc. and their unqualified audit reports on the comprehensive annual
financial statements and the summarised financial statements are available
for inspection at the registered office of the Company.
Dividend declaration
Declaration of Dividend No 14
Notice is hereby given that a final dividend of 281 cents (2006: 228 cents)
per share has been declared in respect of both the ordinary shares of one
cent each and the unlisted B ordinary shares of ten cents each, for the
financial year ended 31 March 2007.
Dates of importance:
Last day to trade in order to participate in the Friday, 10 August
final dividend 2007
Trading on or after this date will be ex the Monday, 13 August
final dividend 2007
Record date Friday, 17 August
2007
Payment date Monday, 20 August
2007
Shareholders may not dematerialise or rematerialise their holdings of
ordinary shares between Monday, 13 August 2007, and Friday, 17 August 2007,
both days inclusive.
The Annual Report will be posted to members during July 2007.
Signed on behalf of the Board of Directors.
Johann Rupert
Chairman
Thys Visser
Chief Executive Officer
Stellenbosch
18 June 2007
Directorate
Non-executive directors
Johann Rupert (Chairman), E de la H Hertzog (Deputy Chairman),
P E Beyers, G D de Jager*, J W Dreyer, P K Harris*,
J Malherbe, M M Morobe*, D Prins*, M Ramos (Miss)*, F Robertson*
(*Independent)
Executive directors
M H Visser (Chief Executive Officer), W E Buhrmann, D M Falck,
J A Preller (Mrs), T van Wyk
Corporate information
Secretary
M Lubbe (Mrs)
Listing
JSE Limited
Sector: Industrials - Diversified Industrials
American depositary receipt (ADR) program
Cusip number 75956M107 ADR to ordinary share 1 : 1
Depositary
The Bank of New York, 101 Barclay Street, New York NY 10286
Business address and registered office
Carpe Diem Office Park, Quantum Street, Techno Park, Stellenbosch 7600
(PO Box 456, Stellenbosch 7599)
Transfer Secretaries
Computershare Investor Services 2004 (Proprietary) Limited, 70 Marshall
Street,
Johannesburg 2001
(PO Box 61051, Marshalltown 2107)
Auditors
PricewaterhouseCoopers Inc.
Cape Town
Sponsor
Rand Merchant Bank (A Division of FirstRand Bank Limited)
Website
www.remgro.com
Annexure A
Intrinsic net asset
value
Shares Stock 31 31
exchang March March
e
held closing Exchang 2007 2006
e
Notes millio price GBP`m rate R`m R`m
n
Tobacco interests
R&R Holdings 3,641. 14.3449 52,229
0 34,06
5
- BAT ordinary 1 214.3 1,589 3,405.
shares 2
- Cash and dividends 236.1
accrued
- Other net assets (0.3)
Financial services
FirstRand 481.1 2,460 11,836
9,623
RMB Holdings 280.9 3,599 10,111
7,990
Industrial interests
Medi-Clinic 171.1 2,510 4,295
Corporation 3,531
Unilever Bestfoods 3,020
Robertsons 1,984
Distell Group 58.7 5,205 3,054
2,112
Nampak 78.1 2,221 1,735
1,308
Total South Africa 2,226
1,889
Rainbow Chicken 173.6 1,600 2,778
1,642
Tsb Sugar 1,980
1,260
Air Products South 910 801
Africa
Dorbyl 14.1 1,300 211 191
Wispeco 421 441
Kagiso Trust 1,312 710
Investments
Caxton 7.8 1,670 130 117
Mining interests
Implats 26.7 22,801 6,085
3,886
Trans Hex Group 30.2 1,450 438 363
Gencor 38.0 - - 8
Other
Sundry investments 220 117
and loans
Deferred taxation (738)
asset/(liability) (417)
Other net 506
assets/(liabilities) (100)
Cash at the centre
- Local 2 1,220
4,066
- Offshore 2 218.7 14.3449 3,137
1,729
Intrinsic net asset
value 107,11 77,31
6 6
Potential CGT 3
liability (2,714 (1,69
) 9)
Intrinsic net asset
value after tax 104,40 75,61
2 7
Issued shares after deduction of 472.4 479.8
shares repurchased and the shares
in The Remgro Share Trust (million)
Intrinsic value per
share R221.0 R157.
0 59
Notes
1. This represents Remgro`s effective interest of 10.4% in BAT Plc.
2. Cash at the centre excludes cash held by subsidiaries and associated
companies that are separately valued above.
3. The potential capital gains tax (CGT) liability, which is unaudited, is
calculated on the specific identification method using the most favourable
calculation for investments acquired before 1 October 2001 and also taking
into account the corporate relief provisions. Deferred CGT on investments
available-for-sale (Implats and Caxton) is included in "Other" above.
4. Unlisted investments are shown at directors` valuation. Listed
investments, with the exclusion of Rainbow Chicken, are shown at stock
exchange prices. Rainbow Chicken is shown at R16.00, the price applicable
for the alternative offer to Rainbow Chicken shareholders since 6 June
2007.
Date: 18/06/2007 17:00:01 Produced by the JSE SENS Department.
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