| Tue 25 Mar 2008, 14:05 | | DRC - DNR Capital - Reviewed Results For The Six Months Ended 31 December 2007 |
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DRC
DRC
DRC - DNR Capital - Reviewed Results For The Six Months Ended 31 December 2007
DNR CAPITAL LIMITED
(Previously Independent Financial Services Limited)
(Incorporated in the Republic of South Africa)
(Registration number: 1950/037061/06)
Share code: DRC ISIN: code: ZAE000110375
REVIEWED RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2007
INCOME STATEMENT
Reviewed Unaudited Audited
6 Months 6 Months 12 months
31 December 31 December 30 June
2007 2006 2007
(R`000) (R`000) (R`000)
Gross revenue - - -
Operating loss before taxation (1,862) (1,449) (3,070)
Taxation - -
Net loss for the year (1,862) (1,449) (3,070)
Share in issue (millions) 34 34 34
Loss per share (cents) (5.5) (4.3) (9.0)
Headline loss per share (cents) (5.5) (4.3) (9.0)
Dividends per share (cents) - - -
CASH FLOW STATEMENT
Cash flows from:
Operating activities (1,286) (1,623) (2,905)
Investing activities (7) (513) -
Financing activities 1,260 265 1,058
Change in cash and equivalents (33) (1,871) (1,847)
Opening cash and equivalents 104 1,951 1,951
Closing cash and equivalents 71 80 104
STATEMENT OF CHANGES IN EQUITY
Opening balances (1,313) 1,757 1,757
Net loss for the year (1,862) (1,449) (3,070)
Closing balances (3,175) 308 (1,313)
BALANCE SHEET
31 December 31 December 30 June
2007 2006 2007
(R`000) (R`000) (R`000)
Assets
Non-current assets 8 524 9
Property, plant and equipment 8 11 9
Loan Receivable - 513 -
Current assets 265 250 104
Taxation - 170 -
Accounts receivable 194 - -
Cash resources 71 80 104
Total assets 273 774 113
Equity and liabilities
Capital and reserves (3,175) 307 (1,313)
Share capital 340 340 340
Share premium 1 1 1
Accumulated loss (3,516) (34) (1,654)
Non-current liabilities
Loan from directors 2,318 265 1,058
Current liabilities 1,130 202 368
Payables 1,111 77 349
Shareholders for Dividend - 106 -
Taxation 19 19 19
Total equity and liabilities 273 774 113
Net asset value per share (cents) (9,3) 0,9 (3,9)
Net tangible asset value per share
(cents) (9,3) 0,9 (3,9)
Accounting policies
The company has complied with International Financial Reporting Standards
(IFRS) for the six months ended 31 December 2007. The accounting policies are
consistent with those of the prior period.
These financial results have been prepared in accordance with the requirements
of the JSE Listings Requirements with regard to provisional and abridged
results reports, including those relating to IAS 34: Interim Financial
Reporting.
Review Opinion
These results have been reviewed by the company`s auditors, PKF Inc., whose
report is available for inspection at the company`s registered office.
Nature of the business
The company is presently a listed cash shell.
Going concern
The financial statements have been prepared on the going concern basis since
the entity completed an issue of shares for cash at 100c per share and raised
R100 million shortly after the period end. This share issue is discussed in the
directors` comments below.
Directorate
The following appointments were made during the period:
V D Rubin Independent Non-executive Director 12 September 2007
G M Geva Chief Financial Officer 12 October 2007
COMMENTS
The 6 months ended 31 December 2007 was defined as the period utilised to
prepare documentation for corporate actions that culminated in a meeting of
shareholders on 7 December 2007.
A circular to shareholders was issued regarding:
- the change of the name of the company to DNR Capital Limited;
- the increase in the authorised share capital of the company;
- a specific issue of shares for cash at 100c per share to raise R100 million;
- a related party transaction with regard to a portion of the specific issue
of shares being an issue to two major shareholders and directors of the
company;
- a general authority to issue shares for cash;
- the adoption of a new memorandum and articles of association; and
- the transfer of listing from the `Development Capital Market` sector to
the `Equity Investment Instruments` sector of the Main Board
of the JSE Limited.
Events subsequent to the interim period
On 8 January 2008 the company`s shares under the new name DNR Capital Limited
commenced trade on the JSE Limited.
The capital raised via the specific issue was by way of private placement with
well established institutions and hedge funds. At present, the company`s sole
assets are funds on call.
With reference to the cautionary announcement dated 26 February 2008 and the
detailed announcement released today, DNR has reached agreement, subject to
normal suspensive conditions, with Jonah Mining South Africa (Pty) Ltd,
Abalengani Equities (Pty) Ltd, and Xeedan Holdings (Pty) Ltd (`collectively the
vendors`) initially to acquire a 42% holding in a business enaged in the
processing of tailings concentrate and the related mining of platinum group
metals. The agreement caters for a series of put and call options to increase
the holding to 84% as well as an option to the vendors to acquire up to 200
million new shares at an issue price of 100c per share in a shares for cash
transaction.
The stated intention is that the company be constituted as the JSE listed
entity housing the South African mining investment opportunities (excluding any
coal related investments) of Jonah Mining with the Abalengani Group as the
company`s strategic empowerment partner. The board of directors will be
reconstitued to include Sir Sam Jonah as Non-Executive Chairman and Mr Zunaid
Moti as Non-Executive Deputy Chairman.
For and on behalf of the board
P Vallet D N Rosen
Non Executive Chairman Chief Executive Officer
Houghton
25 March 2008
Directors
P Vallet (Chairman)*, D N Rosen, G M Geva, J Goldberg*, S Medalie*, V D Rubin^
*Non-executive ^Independent Non-executive
Registered Office
1 Glenhove Square, 71 4th Street, Houghton Estate, 2198
Company Secretary
J R Jones (Mrs)
Transfer Secretaries
Link Market Services (Proprietary) Ltd
5th Floor, 11 Diagonal Street, Johannesburg
PO Box 4844, Johannesburg, 2000
Sponsor
PSG Capital (Proprietary) Limited
Date: 25/03/2008 14:05:49 Produced by the JSE SENS Department.
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