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IMU
IMU
IMU - Imuniti- Abridged Audited Results and Notice of AGM
IMUNITI HOLDINGS LIMITED
(Registration number 2004/002282/06)
(JSE Code: IMU & ISIN: ZAE000089199)
("Imuniti" or "the Company")
ABRIDGED AUDITED RESULTS FOR THE 14 MONTHS ENDED 28 FEBRUARY 2007 AND NOTICE OF
AGM
Shareholders are advised that the annual financial statements were distributed
on 7 August 2007, and contain minor modifications to the reviewed results,
published on SENS on 31 May 2007. These differences are detailed below.
Notice is hereby given that the 2007 Annual General Meeting of shareholders will
be held on Wednesday, 29 August 2007 at 16:00, at Gallagher Estate, Midrand.
Abridged Audited Results For The 14 Months Ended 28 February 2007
Group income statement
Audited Audited
14 months year ended
ended
2007 2005
R`000 R`000
Revenue 63,315 -
Cost of sales (31,893) -
Gross profit 31,421 -
Other income 1,122 -
Operating expenses (29,717) (1,633)
Operating profit/(loss) 2,826 (1,633)
Finance costs (121) -
Investment income 40 20
Net profit/(loss) before tax 2,745 (1,613)
Taxation (300) -
Net profit/loss 2,445 (1,613)
EPS and HEPS
Weighted average shares in issue 587,203,000
Earnings per income statement (R`000) 2,445
Earnings & Headline earnings per share 0.42
(cents)
Fully diluted EPS (cents) 0.41
Reconciliation of weighted average issue of shares to diluted weighted
average issued shares:
Weighted average number of shares in 587,203,000
issue
Shares to be optioned 5,461,626
Diluted weighted average number of shares 592,664,626
in issue
Group balance sheet
Audited Audited
14 months year ended
ended
2007 2005
R`000 R`000
Assets
Non-current assets
Property, plant & equipment 13,646 -
Goodwill 25,207 -
Intangible assets 47,445 -
Deferred tax 503 -
86,802 -
Current assets
Inventory 10,701 -
Loans receivable 1,078 -
Current tax receivable 55 -
Trade and other receivables 13,159 820
Cash and cash equivalents 1,161 619
26,153 1,440
112,955 1,440
Equity and liabilities
Equity
Share capital and premium (97,866) (50)
Revaluation reserve (250) -
Retained earnings/Accumulated loss (832) 1,614
(98,947) 1,564
Non-current liabilities
Shareholders` loans - (2,872)
Long term liabilities (1,348) -
(1,348) (2,872)
Current liabilities
Current tax payable (802) -
Current portion of long term liabilities (423) -
Trade and other payables (10,264) (104)
Provisions (219) -
Bank overdraft (952) (28)
(12,659) (132)
(112,955) (1,440)
Group Statement of changes in equity for the period ended 28 February 2007
Share Capital Share premium
R`000 R`000
Balance at 1 January 2005 50 -
Net loss for the year - -
Balance at 1 January 2006 50 -
Issue of Share capital 25 97,791
Revaluation of property - -
Net profit for the year - -
Balance at 28 February 2007 75 97,791
Revaluation Accumulated
Reserve loss /
Retained
earnings
R`000 R`000
Balance at 1 January 2005 - -
Net loss for the year - (1,614)
Balance at 1 January 2006 - (1,614)
Issue of Share capital - -
Revaluation of property 250 -
Net profit for the year - 2,445
Balance at 28 February 2007 250 832
Total
R`000
Balance at 1 January 2005 50
Net loss for the year (1,614)
Balance at 1 January 2006 (1,564)
Issue of Share capital 97,816
Revaluation of property 250
Net profit for the year 2,445
Balance at 28 February 2007 98,947
Group cash flow statement
for the year ended 28 February 2007
Audited Audited
14 months year ended
ended
2007 2005
R`000 R`000
Cash flows from operating activities (2,728) (1,516)
Cash used in operating activities (2,537) (1,535)
Interest received 40 20
Interest paid (121) -
Tax paid (110)
Cash flows from investing activities (92,294) -
Acquisition of property, plant and (1,480) -
equipment
Proceeds of disposal of property, plant 361 -
and equipment
Intangible assets acquired (28,078) -
Increase in loans receivable (1,078) -
Subsidiaries acquired (62,020) -
Cash flows from financing activities 94,639 2,922
Proceeds from shares issued 25 50
Increase in share premium 97,791 -
Loan finance raised/(repaid) (2,872) 2,872
Long term borrowings (305) -
(Decrease)/increase in cash and cash (382) 592
equivalents
Cash and cash equivalents at beginning of 592 -
year
Cash and cash equivalents at end of year 209 592
Basis of preparation
The annual financial statements have been prepared in accordance with
International Financial Reporting Standards ("IFRS"), and the Companies Act of
South Africa. The annual financial statements have been prepared on the
historical cost basis, and incorporate the principal accounting policies set out
below. These accounting policies are consistent with the previous period.
Changes between provisional and audited results
The changes between the provisional results released on 31 May 2007 and final
audited results are as follows:
Provisional Final
Sales 63 369 63 315
Operating profit 2 447 2 827
Taxation 864 ( 300)
Net profit 3 311 2 445
The main difference was that a deferred tax asset was disallowed. This asset
had been raised on listing expenses that had been deemed not to have occurred in
the production of income. Other differences involved some minor corrections in
the subsidiaries of the group
Auditor`s report
The results have been audited by our auditors, Siyabala Inc. whose unqualified
audit report is available for inspection at the registered office of the
company.
Abridged Annual Financial Statement report for the period ended 28 February 2007
The Group was founded in 2004. In 2006, the Group acquired Impilo Marketing (
Pty) Ltd, BP Tully Family Holdings (Pty) Ltd, Nutritional Foods (Pty) Ltd and
Imuniti Health Management Services (Pty) Ltd and acquired the rights from Edge
to Edge to manufacture, sell, distribute, support, market and promote the
Imuniti Wellness Pack.
Imuniti is a manufacturer and marketer of pharmaceutical products and
complementary natural medicines as well as high protein fortified powdered
nutritional food products and supplements. Through its ability to deliver an
affordable range of nutritional fortified and natural products, Imuniti aims to
address the malnutrition, immune deficiencies and water contamination problems
of South Africa and beyond.
Financial Overview:
These are Imuniti`s maiden results since listing on the JSE Limited`s Alternate
Exchange on the 12 December 2006.
During the year Imuniti holdings Ltd change its financial year end from December
to February.
Acquisitions:
Nutritional Foods was acquired as a division from Sunspray (Pty) Ltd. The
effective date of the acquisition was 1 January 2006. The results were thus
consolidated with effect from 1 January 2006, a 14 fourteen month period.
The Impilo Group of companies consists of:
PB Tully Family Holdings (Pty) Ltd - 100 % held by Imuniti Holdings Ltd
Impilo Drugs (1966) (Pty) Ltd - 100 % owned by PB Tully Family Holdings (Pty)
Ltd
Impilo Marketing (Pty) Ltd - 100 % held by Imuniti Holdings Ltd
The effective date of this acquisition was 1 November 2006. The consolidated
results thus reflect a four month period.
Diluted EPS and HEPS are included due to a possible option that may be exercised
by Hans Wessels and the Hans Wessels` Trust for 52 083 333 shares at 48 c per
share as published in the Pre-listing statement. The option is "shares for cash"
and expires on the 12 December 2007.
Income statement:
Although the sales target and operating profit were not met, Imuniti managed to
control costs and finance charges to keep the net profit at acceptable levels.
The results must be seen in the light of the fact that this is Imuniti`s "ramp
-up" year. The medical trials on our flagship product have taken longer than
anticipated. Imuniti has recently obtained approval from the South African
Medical Research Council`s Ethics Committee to commence with the trial.
No dividend has been declared.
Balance Sheet:
Intangible assets consist primarily of the distribution, sales, marketing and
manufacturing rights of the Imuniti Wellness Pack acquired from Edge to Edge
1113 (Pty) Ltd for R 24 m. Goodwill arose out of the acquisition of the Impilo
Group and Nutritional Foods (Pty) Ltd. The remainder consists primarily of the
value that is placed on the medical dossiers owned by the Impilo Group.
Share premium arose from the shares issued upon the conclusion of the private
placement.
Cash Flow:
Cash and assets obtained accounts for the R 97 m raised, from the issue of
shares. This was utilized to acquire the subsidiaries and businesses of the
Impilo Group, Nutritional Foods, and Research and Development costs in Imuniti
Heath Management Services (Pty) Ltd and to provide working capital.
The consolidated financial statements for the year ended 28 February 2007 has
been prepared, in accordance with IFRS. The consolidated statements and this set
of summarized financial information has been Audited by our auditors, Siyabala
Inc.
The Imuniti Group consists of:
Imuniti Holdings Ltd
PB Tully Family Holdings (Pty) Ltd - 100 % held by Imuniti Holdings Ltd
Impilo Drugs (1966) (Pty) Ltd - 100 % owned by PB Tully Family Holdings (Pty)
Ltd
Impilo Marketing (Pty) Ltd - 100 % held by Imuniti Holdings Ltd
Nutritional Foods (Pty) Ltd - 100 % held by Imuniti Holdings Ltd
Imuniti Health Management Services (Pty) Ltd 100 % held by Imuniti Holdings Ltd
The existing businesses are doing well. We will be establishing new brands over
the next 3 months.
Imuniti is continually looking for acquisitions that will add value to the Group
and are in line with our overall strategy and mission.
On behalf of the Board - P. Fouche (CEO), J. Barnard (COO), H. Slabbert (CFO),
H. Wessels (Secretary and Legal Director), T. Tambo (Public Relations Director),
C. Matjila (Non-executive Chairman), B. Gxowa (Non-executive Director) ,M.
Rwayitare (Non-executive Director)
7 August 2007
Registered Office:
Unit 4, Ridge 63
8 Sinembe Crescent
La Lucia Ridge
Transfer Secretaries:
Link Market Services (Pty) Ltd
11 Diagonal Street
Johannesburg
Designated Advisors:
Exchange Sponsors (Pty) ltd
Date: 08/08/2007 08:19:01 Produced by the JSE SENS Department.
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