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Fri 29 Aug 2008, 7:30 EQS - Eqstra Holdings Limited - Revised Announcement
EQS
EQS                                                                             
EQS - Eqstra Holdings Limited - Revised Announcement                            
Eqstra Holdings Limited                                                         
Registration number 1998/011672/06                                              
Share code: EQS & ISIN: ZAE000117123                                            
Revised announcement                                                            
Eqstra added the following information to the pro-forma income statement:       
The discontinued Leasing and Capital Equipment division`s results of            
Imperial Holdings Limited and adjustments to arrive at Eqstra`s ten month       
trading as included in the Eqstra pro-forma results. This ten month trading     
was added to Eqstra`s two months audited results to reflect the twelve          
months pro-forma results for the year ended 30 June 2008.                       
AUDITED PRELIMINARY RESULTS                                                     
CONDENSED GROUP BALANCE SHEET                                                   
as at                                                                           
                                         30 June     25 June                    
2008        2007                       
                                         Rm          Rm                         
ASSETS                                                                          
Non-current assets                        7 100                                 
Intangible assets                         5                                     
Property, plant and equipment             353                                   
Leasing assets                            6 550                                 
Deferred tax assets                       60                                    
Other investments and loans(1)            132                                   
Current assets                            2 990                                 
Inventories                               1 690                                 
Trade and other receivables               1 126                                 
Taxation in advance                       46                                    
Cash and cash equivalents                 128                                   
Total assets                              10 090                                
EQUITY AND LIABILITIES                                                          
Capital and reserves                                                            
Share capital and premium                 1 475                                 
Non-distributable reserves                72                                    
Distributable reserves                    291                                   
Equity holders interest                   1 838                                 
Minority interest                         17                                    
Total shareholders` equity                1 855                                 
Non-current liabilities                   5 166                                 
Interest-bearing borrowings               4 727                                 
Deferred tax liabilities                  439                                   
Current liabilities                       3 069                                 
Trade and other payables                  1 915                                 
Provisions for liabilities and other                                            
charges                                   100                                   
Current tax liabilities                   27                                    
Current portion of interest-bearing                                             
borrowings                                1 027                                 
Total liabilities                         8 235                                 
Total equity and liabilities              10 090                                
Supplementary information                                                       
Other investments and loans                                                     
- Listed, at market value                  27                                   
- Unlisted at fair value or directors`                                          
valuation                                  57                                   
- Loans receivable                         48                                   
                                          132                                   
Capital commitments                       2 758                                 
Contingent liabilities                     192                                  
Basis of preparation                                                            
This audited preliminary financial information has been prepared in             
accordance with IAS 34 - Interim Financial Reporting. The comparative           
amounts for the dormant entity are shown as zero due to rounding.               
These audited preliminary results are a summary of the group`s unmodified       
audited financial statements.                                                   
Accounting policies                                                             
The accounting policies and methods of computation adopted in preparation of    
the audited preliminary financial statements are consistent with those of       
the annual financial statements for the year ended 30 June 2008.                
Audit report                                                                    
The annual financial statements have been audited by the group`s auditors,      
Deloitte & Touche. Their signed, unmodified audit opinion is available for      
inspection at the company`s registered office.                                  
CONDENSED GROUP INCOME STATEMENT                                                
for the years ended                                                             
30 June    25 June                    
                                          2008       2007                       
                                          Rm         Rm                         
Revenue                                    1 741                                
Profit from operations before                                                   
depreciation and recoupments               502                                  
Depreciation and recoupments               (227)                                
Operating profit                            275                                 
Foreign exchange losses                    (9)                                  
Fair value gains arising from foreign                                           
exchange derivatives                       4                                    
Profit before net financing costs           270                                 
Net finance cost                           (111)                                
Finance income                              6                                   
Profit before exceptional item             165                                  
Exceptional item                           (6)                                  
Profit before taxation                     159                                  
Income tax expense                          43                                  
Net profit for the year                     116                                 
Attributable to:                                                                
Equity holders                              114                                 
Minority interest                           2                                   
                                           116                                  
                                          Cents                                 
Earnings per share (2)                                                          
Ordinary shares                                                                 
- Basic                                    43,9                                 
- Diluted                                  39,4                                 
ADDITIONAL INFORMATION                                                          
Headline earnings per share(2)                                                  
- Basic                                    40,7                                 
- Diluted                                  36,5                                 
Earnings per share reconciliation(2)                                            
Headline earnings per share                40,7                                 
Loss on sale of property, plant and        (3,9)                                
equipment                                                                       
Profit on sale of leasing assets           8,3                                  
Taxation effect                            (1,2)                                
Basic earnings per share                   43,9                                 
(2) Based on the weighted average number                                        
of shares in issue for the year                                                 
Net asset value per share (cents)          718,2                                
Number of ordinary shares (million)                                             
- in issue                                 258,4                                
- weighted average                         258,4                                
                                                                                
Net finance cost                           Rm                                   
Net interest paid                          122                                  
Fair value gains on interest-bearing                                            
borrowings and interest swaps              (11)                                 
                                          111                                   
Exceptional item                                                                
Fair value loss on share scheme loans      (6)                                  
                                          (6)                                   
CONDENSED GROUP CASH FLOW STATEMENT                                             
For the years ended                                                             
30 June    25 June                    
                                          2008       2007                       
                                          Rm         Rm                         
Cash flows from operating activities                                            
Cash generated by operations before                                             
changes in working capital                 503                                  
Net working capital movements              (259)                                
Cash generated by operations                244                                 
Net financing costs                        (116)                                
Taxation paid                              (8)                                  
Net cash flows from operating activities    120                                 
Cash flows from investing activities                                            
Net acquisition of businesses on           (1 446)                              
unbundling                                                                      
Net capital expenditure                    (739)                                
Proceeds on disposal of assets              275                                 
Purchase of other investments and loans    (38)                                 
Net cash flows from investing activities   (1 948)                              
Cash flows from financing activities                                            
Issue of shares for net assets acquired                                         
on unbundling                              1 504                                
Additional capital introduced               349                                 
Share issue expenses                       (19)                                 
Increase in interest-bearing borrowings     122                                 
Net cash flows from financing activities   1 956                                
Net increase in cash and cash equivalents   128                                 
Cash and cash equivalents at end of year    128                                 
STATEMENT OF CHANGES IN EQUITY                                                  
For the years ended                                                             
                      Share      Non-                                           
                      capital    distributable  Distributable                   
                      and        reserves       reserves                        
premium                                                   
                      Rm         Rm             Rm                              
Balance at 25 June                                                              
2006                                                                            
Balance at 25 June                                                              
2007                                                                            
Shares issued for net                                                           
assets acquired on                                                              
unbundling             871        73             271                            
Goodwill not realised                                                           
on unbundling                                    (94)                           
Acquisition of Lereko                                                           
call option                       52                                            
MCC minority purchase  274                                                      
Additional capital                                                              
introduced             349                                                      
Unbundling adjustments 623        52              (94)                          
Impairment of Lereko                                                            
call option                       (33)                                          
Movement in hedge                                                               
accounting reserve                (20)                                          
Net losses not                                                                  
recognised in the                 (53)                                          
income statement                                                                
Net profit for the                               114                            
year                                                                            
Share issue expenses   (19)                                                     
                                                                                
Balance at 30 June     1 475      72             291                            
2008                                                                            
                                                                                
                      Minority                                                  
interest              Total                               
                      Rm                    Rm                                  
Balance at 25 June                                                              
2006                                                                            
Balance at 25 June                                                              
2007                                                                            
Shares issued for net                                                           
assets acquired on                                                              
unbundling             289                   1 504                              
Goodwill not realised                                                           
on unbundling                                (94)                               
Acquisition of Lereko                                                           
call option                                  52                                 
MCC minority purchase  (274)                                                    
Additional capital                                                              
introduced                                   349                                
Unbundling adjustments (274)                 307                                
Impairment of Lereko                                                            
call option                                  (33)                               
Movement in hedge                                                               
accounting reserve                           (20)                               
Net losses not                                                                  
recognised in the                            (53)                               
income statement                                                                
Net profit for the     2                     116                                
year                                                                            
Share issue expenses                         (19)                               
                                                                                
Balance at 30 June     17                    1 855                              
2008                                                                            
BUSINESS SEGMENTATION                                                           
For the years ended                                                             
30 June    25 June               
                                               2008       2007                  
                                               Rm         Rm                    
BUSINESS SEGMENTS                                                               
Segment revenues                                                                
Construction and Mining                         1 109                           
Passenger and Commercial Vehicles               309                             
Industrial Equipment                            321                             
1 739                            
Group and eliminations                          2                               
Consolidated revenue                            1 741                           
Segment result (profit before net financing                                     
cost)                                                                           
Construction and Mining                         181                             
Passenger and Commercial Vehicles               70                              
Industrial Equipment                            35                              
286                              
Group and eliminations                          (16)                            
                                               270                              
Segment assets                                                                  
Construction and Mining                         4 845                           
Passenger and Commercial Vehicles               3 116                           
Industrial Equipment                            2 038                           
                                               9 999                            
Group and eliminations                          91                              
                                               10 090                           
Segment liabilities                                                             
Construction and Mining                         4 010                           
Passenger and Commercial Vehicles               2 429                           
Industrial Equipment                            1 738                           
                                               8 177                            
Group and eliminations                          58                              
8 235                            
Segment capital expenditure                                                     
Construction and Mining                         294                             
Passenger and Commercial Vehicles               282                             
Industrial Equipment                            163                             
Gross capital expenditure                       739                             
Less: proceeds on disposal                      (275)                           
Net capital expenditure                         464                             
Segment depreciation                                                            
Construction and Mining                         88                              
Passenger and Commercial Vehicles               92                              
Industrial Equipment                            59                              
239                              
GEOGRAPHICAL SEGMENTATION                                                       
For the years ended                                                             
                                              30 June     25 June               
2008        2007                  
                                              Rm          Rm                    
GEOGRAPHIC SEGMENTS                                                             
Segment revenues                                                                
South Africa                                   1 567                            
Rest of Africa                                 63                               
Rest of world                                  111                              
                                              1 741                             
Segment result (profit before net financing                                     
costs)                                                                          
South Africa                                   249                              
Rest of Africa                                 19                               
Rest of World                                  2                                
                                              270                               
Segment assets                                                                  
South Africa                                   8 908                            
Rest of Africa                                 511                              
Rest of World                                  671                              
                                              10 090                            
Segment liabilities                                                             
South Africa                                   7 251                            
Rest of Africa                                 417                              
Rest of World                                  567                              
                                              8 235                             
Segment capital expenditure                                                     
South Africa                                   556                              
Rest of Africa                                 136                              
Rest of World                                  47                               
Gross capital expenditure                      739                              
Less: proceeds on disposal                     (275)                            
Net capital expenditure                        464                              
Segment depreciation                                                            
South Africa                                   207                              
Rest of Africa                                 11                               
Rest of World                                  21                               
                                              239                               
INTRODUCTION                                                                    
Eqstra Holdings Limited`s (Eqstra) inaugural annual results are the             
culmination of the successful unbundling from Imperial Holdings Limited         
(Imperial) and we are delighted to be able to announce good growth.             
Eqstra is an integrated leasing and capital equipment group with value-added    
services in Construction and Mining, Passenger and Commercial Vehicles and      
Industrial Equipment in South Africa, the rest of Africa and the United         
Kingdom (UK), with a common value added chain of distribution, leasing and      
renting, value added solutions and remarketing.                                 
Eqstra, which was previously the Leasing and Capital Equipment division of      
Imperial, was unbundled and separately listed on the JSE Limited on 12 May      
2008.                                                                           
The unbundling of Eqstra came about after a review of Imperial`s business       
mix. It was decided that Eqstra had reached a significant size, was             
autonomously managed, and required a completely different financial gearing     
structure.  Eqstra is a business to business focused group, whilst Imperial     
is predominantly a retail focused group.                                        
Pro-forma unaudited financial statements for the financial years ended 30       
June 2008 and 25 June 2007 have been prepared for illustrative purposes,        
only providing a more meaningful comparison year on year. These pro-forma       
financial results are the responsibility of the directors and may not           
necessarily fairly present the financial position of Eqstra, its results of     
operations, cash flow or changes in equity.                                     
These pro-forma financial statements comprise the year end results for 25       
June 2007, as disclosed in the pre-listing statement that was published on      
20 March 2008, as well as ten months trading for the period to 30 April 2008    
that represent the divisional financial statements of the Leasing and           
Capital Equipment division of Imperial prior to unbundling and two months       
audited financial statements from 1 May to 30 June 2008 of Eqstra.              
Overview of results                                                             
Eqstra had a successful year with revenue increasing by 44.3% to R7 542         
million. The strongest contribution came from the Construction and Mining       
division with their revenue increasing by 124.6%. We have high expectations     
for continued growth on the back of strong fundamentals.  Eqstra`s strength     
lies in the vertically integrated and value added service model, the benefit    
of which is evident in the increased operating margins in both the Passenger    
& Commercial Vehicles and Industrial Equipment divisions.                       
The group`s operating profit grew by 44.3% to R1 238 million and profit         
before taxation increased by 24.5% to R692 million.                             
Pro-forma basic headline earnings per share increased by 30.8% to 158.7         
cents. The pro-forma basic earnings per share of 170.3 cents increased by       
32.3%. These earnings were impacted by an impairment of R6 million of           
Eqstra`s portion of the Imperial Share Purchase Scheme that was inherited on    
unbundling. The group`s operating margin remained unchanged at 16.4%. The       
operating margin of the Passenger and Commercial Vehicle division improved      
to 21.6% (2007: 15.8%). The increase is due to sound residual values            
achieved on termination of contracts and value added services provided.         
Group net finance cost increased by 82.9% to R512 million through increased     
capital expenditure in the Construction and Mining division, prime interest     
rate increases of 250 basis points during the year and the increased cost of    
funding of 100 basis points post unbundling. The majority of Eqstra`s           
revenue earning contracts are linked to the prime rate of interest.             
Group total assets increased by 31.2% to R10 090 million. Leasing assets        
increased by 31.3% to R6 550 million whilst inventories and trade and other     
receivables increased by 49.5% to R2 816 million.                               
Cash flow                                                                       
Cash generated from operations before changes in working capital increased      
by 37.3% to R2 406 million year on year.  Working capital increased by R645     
million, mainly due to increased inventory levels in the Construction and       
Mining division. Gross capital expenditure for the full year of R3 854          
million was funded by the ongoing disposal of assets of R1 095 million,         
internal cash generated of R1 128 million and increased borrowings. The         
majority of capital expenditure has been applied to revenue earning assets.     
Operational Review                                                              
Construction and Mining                                                         
The division recorded exceptional results with revenue increasing by 124.6%     
to R4 256 million and operating profits growing by 87.0% to R649 million.       
Net financing costs increased by 286.5% to R201 million, mainly as a result     
of an increase in stock holding for the distribution businesses and             
significant fleet expansion in the contract mining business. Leasing assets     
increased by 81.4% to   R2 523 million.                                         
MCC Contract mining is the largest hard rock opencast contract miner in         
South Africa and specialises in platinum, iron ore, uranium and nickel.         
Mining operations are currently under way in South Africa, Namibia and          
Zimbabwe.  Two substantial contracts were awarded to MCC during the year,       
namely: Nkomati Nickel and Pilanesburg Platinum. The heavy equipment fleet,     
excluding support vehicles, increased by 55% to 496 units. Our opencast         
mining benefited from the power failures that occurred in the country           
resulting in increased production demands from the mining companies.            
MCC Plant Hire is the largest plant hire company in Southern Africa with        
eleven branches throughout the region. It is benefiting from infra-             
structural investment in power generation, rail, national roads and various     
mining projects throughout the country. The fleet, excluding support            
vehicles, increased by 27% to 493 units.                                        
The Terex and New Holland Construction equipment distributorships encompass     
South Africa and thirteen African countries. Terex construction equipment       
and cranes were added to the product portfolio during the year.  A national     
distribution and after sales footprint has been established in South Africa     
and agents appointed in neighbouring countries.                                 
In the short period since inception the two brands have achieved a combined     
market share of 8.9% of the markets that their products compete in. Terex       
and New Holland Construction are independently managed.                         
The Construction and Mining division is well positioned to take advantage of    
the continued strong resources demand and infrastructure investment in          
Africa                                                                          
Passenger and Commercial Vehicles                                               
Although revenue decreased by 8.7% to R1 846 million due to the termination     
of the RTG (Rentals to Government) and Lesotho Government contracts,            
operating profits still increased by 24.8% to R398 million. This was largely    
due to an increased focus on commercial vehicles and the residual profits       
made on the disposal of terminated contract fleets. Net financing costs grew    
by 39.6% to R215 million and leasing assets increased by 8.6% to R2 757         
million, signifying the shift to higher value commercial vehicles. The fleet    
size increased by 2.6% to 18 355 units, notwithstanding the fleet reduction     
with the termination of the above contracts.                                    
The increased cost of funding was offset by the income earned on value added    
products such as managed maintenance and accident management services.          
Increasing interest rates, the introduction of the National Credit Act and      
the tightening economic environment has increased the trend for corporate       
customers to outsource fleet ownership, creating good opportunities for this    
division. Our ongoing realistic approach to residual values has resulted in     
disposal profits.                                                               
Prospects for the Passenger and Commercial Vehicle division remain positive     
due to the high inflationary and interest rate environments. The division       
will continue to focus on value added components of our product portfolio       
and will continue a measured expansion into Africa.                             
Industrial Equipment                                                            
The division`s revenue increased by 10.4% to R1 438 million and operating       
profits increased by 20.0% to R222 million. Net financing costs were up by      
46.3% to R98 million and leasing assets increased by 19.7% to R1 270            
million, mainly as a result of the Apollo Plant Limited (Apollo) acquisition    
and a trend towards leasing.                                                    
The Industrial Equipment division is the market leader in South Africa with     
36% share of the forklift market. In South Africa, new forklift unit sales      
increased by 17.9% to 3 841 units, the rental fleet increased by 6.8% to 8      
351 trucks and rental sales accounted for 48% of the total number of new        
forklifts invoiced. The Toyota distribution agreement was renewed for a         
further three years, continuing the twenty five year relationship the           
division has shared with Toyota and covers South Africa, Angola, Botswana,      
Madagascar, Malawi, Mozambique, Namibia and Zimbabwe.                           
The UK operation has been appointed as Nissan forklift and Bobcat dealers       
and acquired Apollo. This has increased our footprint to 55% of the UK          
forklift market.  The rental fleet, increased by 25% to 3 926 units. The UK     
remains a challenging market and the focus will be the maximising of            
opportunities created by the acquisition of Apollo and the increased            
dealership territory.                                                           
The Industrial Equipment division is likely to benefit from the increase in     
their leasing book, strong aftermarket contribution and the increased           
geographical area of operation in the UK.                                       
Dividend policy                                                                 
It is anticipated that the dividend payout ratio will be conservatively         
managed between 30% and 35% of headline earnings and will be subject to         
considering the prevailing circumstances, capital adequacy and the cash         
requirements of Eqstra. However, no dividend will be paid for the period        
ending to 30 June 2008, since the group was unbundled in May of this year,      
and only had two months as a separately listed company. The directors of        
Eqstra intend to pay an annual dividend in the third quarter of 2009.           
Outlook                                                                         
While the outlook for global economic growth is uncertain with inflationary     
concerns, Eqstra has constructed a resilient business model that provides       
multiple avenues for growth.  We are excited by the prospects presented by      
continued global commodity strength and the expected infrastructure spending    
in the region. We look forward to building our track record from this base      
and are well positioned to deliver real growth in earnings for the year         
ahead.                                                                          
By order of the board                                                           
DC Cronje, Chairman                                                             
WS Hill, Chief Executive Officer                                                
CONDENSED PRO-FORMA BALANCE SHEET                                               
as at                                                                           
30 June   25 June              
                                                 2008      2007                 
                                                 Rm        Rm                   
ASSETS                                                                          
Non-current assets                                7 100     5 542               
Intangible assets                                 5         60                  
Property, plant and equipment                     353       241                 
Leasing assets                                    6 550     4 990               
Deferred tax assets                               60        65                  
Other investments and loans (1)                   132       35                  
Amounts owing by Imperial Holdings` subsidiaries            151                 
Current assets                                    2 990     2 151               
Inventories                                       1 690     938                 
Trade and other receivables                       1 126     946                 
Taxation in advance                               46        98                  
Cash and cash equivalents                         128       169                 
Total assets                                      10 090    7 693               
EQUITY AND LIABILITIES                                                          
Capital and reserves                                                            
Share capital and premium                         1 475                         
Holding company funding                                     391                 
Non-distributable reserves                        72        4                   
Distributable reserves                            291       741                 
Equity holders                                    1 838     1 136               
Minority interest                                 17        254                 
Total shareholders` equity                        1 855     1 390               
Non-current liabilities                           5 166     4 498               
Interest-bearing borrowings                       4 727     282                 
Deferred tax liabilities                          439       398                 
Amounts owing to Imperial Holdings` subsidiaries            3 818               
Current liabilities                               3 069     1 805               
Trade and other payables                          1 915     1 596               
Provisions for liabilities and other charges      100       118                 
Current tax liabilities                           27        52                  
Current portion of interest-bearing borrowings    1 027     39                  
Total liabilities                                 8 235     6 303               
Total equity and liabilities                      10 090    7 693               
Supplementary information                                                       
(1)Other investments and loans                                                  
- Listed, at market value                          27        24                 
- Unlisted, at fair value or directors`           57                            
valuation                                                                       
- Loans receivable                                 48        11                 
                                                  132       35                  
Capital commitments                               2 758     1 325               
Contingent liabilities                             192       295                
CONDENSED PRO-FORMA INCOME STATEMENT                                            
for the periods ended                                                           
Leasing    Adjust                                                
               and        ments   Unaudited           Pro-      Pro-            
               Capital            ten         Audited forma     forma           
               Equipment          months      two     Twelve    twelve          
in                 ended 30    months  months    months          
               Imperial           April       ended   ended 30  ended           
                                              30 June June      25 June         
               2008       2008    2008        2008    2008      2007            
Rm         Rm      Rm          Rm      Rm        Rm              
Revenue         6 192      (391)*  5 801       1 741   7 542     5 228          
Profit from                                                                     
operations                                                                      
before                                                                          
depreciation    1 910              1 910       502     2 412     1 760          
and                                                                             
recoupments                                                                     
Depreciation                                                                    
and             (947)              (947)       (227)   (1 174)   (902)          
recoupments                                                                     
Operating       963                963         275     1 238     858            
profit                                                                          
Foreign                                                                         
exchange        (16)               (16)        (9)     (25)      (11)           
losses                                                                          
Fair value                                                                      
(losses)gains                                                                   
to foreign                                                                      
exchange        (7)                (7)         4       (3)       (2)            
derivatives                                                                     
Profit before                                                                   
net financing   940                940         270     1 210     845            
costs                                                                           
Net finance     (419)      (2)**   (421)       (111)   (532)     (305)          
cost                                                                            
Finance income  14                 14          6       20        25             
Profit before                                                                   
exceptional     535        (2)     533         165     698       565            
items                                                                           
Exceptional     (41)       41**                (6)     (6)       (9)            
items                                                                           
Profit before                                                                   
taxation        470           39   533         159     692       556            
Income tax                                                                      
expense         145                145         43      188       179            
Net profit for                                                                  
the periods     325        39      388         116     504       377            
Attributable                                                                    
to:                                                                             
Equity holders                     268         114     382       270            
Minority                           120         2       122       107            
interest                                                                        
                                  388         116     504       377             
*This adjustment to revenue represents inter-divisional revenue eliminations    
between sales and cost of sales.                                                
** These adjustments represent Imperial allocations for interest and the        
share trust impairment not included in Eqstra.                                  

                        Unaudited             Pro-      Pro-                    
                        ten months   Audited  forma     forma                   
                        ended 30     two      Twelve    twelve                  
April        months   months    months  %               
                                     ended    ended 30  ended   change          
                                     30 June  June      25 June                 
                        2008         2008     2008      2007                    
Pro-forma earnings per                                                          
share(2)                                                                        
Ordinary shares                                                                 
- Basic                  126,4        43,9     170,3     128,7   32             
- Diluted                111,0        39,4     150,4     111,6   35             
Additional information                                                          
Pro-forma headline                                                              
earnings per share(2)                                                           
- Basic                  118,0        40,7     158,7     121,3   31             
- Diluted                103,6        36,5     140,1     105,2   33             
Pro-forma earnings per                                                          
share reconciliation(2)                                                         
Pro-forma headline                                                              
earnings per share       118,0        40,7     158,7     121,3                  
Profit (loss) on sale                                                           
of property, plant and                                                          
equipment                0,4          (3,9)    (3,5)     3,0                    
Profit on sale of                                                               
leasing assets           11,3         8,3      19,6      13,9                   
Exceptional items                                        (4,6)                  
Taxation effect          (3,3)        (1,2)    (4,5)     (4,9)                  
Pro-forma basic                                                                 
earnings per share       126,4        43,9     170,3     128,7                  
(2)Based on the                                                                 
weighted average number                                                         
of shares in issue for                                                          
the year                                                                        
Net asset value per                                                             
share (cents)                                  718,2     663,1   8              
Number of ordinary                                                              
shares (million)                                                                
- in issue               212,1        258,4    258,4     209,6                  
- weighted average       212,1        258,4    224,0     209,6                  
Number of ordinary                                                              
shares (before treasury                                                         
shares) in Imperial                                                             
Holdings at 25 June                                                             
2007                                                                            
Net finance cost         Rm           Rm       Rm        Rm                     
Net interest paid        421          122      543       305                    
Fair value gains on                                                             
interest-bearing                                                                
borrowings and interest               (11)     (11)                             
swaps                                                                           
421          111      532       305                     
(3)Net finance costs                                                            
for the 10 months prior                                                         
to unbundling does not                                                          
include the 100 basis                                                           
points increase in the                                                          
cost of debt since                                                              
unbundling as it would                                                          
have been largely                                                               
offset by the R400                                                              
million additional                                                              
capital introduced by                                                           
Imperial Holdings                                                               
Limited.                                                                        
Exceptional items                                                               
Loss on disposal of                                                             
investments in                                           (9)                    
subsidiaries                                                                    
Fair value loss on                                                              
share scheme loans                    (6)      (6)                              
(6)      (6)       (9)                     
CONDENSED PRO-FORMA CASH FLOW STATEMENT                                         
for the periods ended                                                           
                                                Pro-forma  Pro-                 
Unaudited    Audited    Twelve     forma                
                        ten months   two        months     twelve               
                        ended 30     months     ended      months               
                        April        ended 30   30 June    ended                
June                  25 June              
                        2008         2008       2008       2007      %          
                        Rm           Rm         Rm         Rm        change     
Cash flows from                                                                 
operating activities                                                            
Cash generated by                                                               
operations before                                                               
changes in working       1 903        503        2 406      1 752     37        
capital                                                                         
Net working capital                                                             
movements                (386)        (259)      (645)      (65)                
Cash generated by        1 517        244        1 761      1 687     4         
operations                                                                      
Net financing costs      (407)        (116)      (523)      (280)               
Taxation paid            (102)        (8)        (110)      (76)                
Net cash flows from                                                             
operating activities     1 008        120        1 128      1 331               
Cash flows from                                                                 
investing activities                                                            
Net disposal                                                                    
(acquisition)of          1 446        (1 446)                                   
business on unbundling                                                          
Net acquisition of                                                              
subsidiaries and         (61)                    (61)       (105)               
businesses                                                                      
Gross capital            (3 115)      (739)      (3 854)    (2 744)             
expenditure                                                                     
Proceeds on disposal of                                                         
assets                   820          275        1 095      806                 
Purchases of other                                                              
investments and loans    (46)         (38)       (84)       (17)                
Net cash flows from                                                             
investing activities     (956)        (1 948)    (2 904)    (2 060)             
Cash flows from                                                                 
financing activities                                                            
(Receipt) issue of                                                              
shares for net assets                                                           
(disposed) acquired on   (1 504)      1 504                                     
unbundling                                                                      
Additional capital                                                              
introduced               51           349        400        136                 
Share issue expenses                  (19)       (19)                           
Increase in interest-                                                           
bearing borrowings       1 482        122        1 604      1 101               
Dividends paid           (250)                   (250)      (350)               
Net cash flows from                                                             
financing activities     (221)        1 956      1 735      887                 
Net (decrease) increase                                                         
in cash and cash         (169)        128        (41)       158                 
equivalents                                                                     
Cash and cash                                                                   
equivalents at           169                     169        11                  
beginning of year                                                               
Cash and cash                                                                   
equivalents at end of                 128        128        169                 
year                                                                            
Basis of preparation                                                            
This pro-forma unaudited preliminary financial information has been prepared    
in accordance with IAS 34 - Interim Financial Reporting and is in line with     
the pre-listing statement.                                                      
Accounting policies                                                             
The accounting policies and methods of computation adopted in preparation of    
the unaudited pro-forma preliminary financial statements are consistent with    
those of the audited financial statements for the year ended 30 June 2008.      
PRO-FORMA STATEMENT OF CHANGES IN EQUITY                                        
for the years ended                                                             
                         Share capital  Group     Non-distri-                   
                         and            equity    butables                      
premium        funding   reserves                      
                         Rm             Rm        Rm                            
Balance at 25 June 2006                  255       3                            
Net gains arising on                                                            
translation of foreign                                                          
companies                                          4                            
Movement in hedge                                                               
accounting reserve                                 (3)                          
Net gains not recognised                                                        
in the income statement                            1                            
Net profit for the year                                                         
Net acquisitions funded                                                         
by holding company                       136                                    
Dividends                                                                       
Balance at 25 June 2007                  391       4                            
Net gains arising on                                                            
translation of foreign                                                          
companies                                          29                           
Impairment of Lereko                                                            
call option                                        (33)                         
Movement in hedge                                                               
accounting reserve                                 20                           
Net losses not                                                                  
recognised in the income                           16                           
statement                                                                       
Net profit for the year                                                         
Dividends                                                                       
Unbundling adjustments    1 494          (391)     52                           
Subsidiaries not                                                                
acquired                                                                        
Goodwill written off due                                                        
to unbundling                                                                   
Acquisition of Lereko                                                           
call option                                        52                           
MCC minority purchase     274                                                   
Additional capital                                                              
introduced                1 220          (391)                                  
Share issue expenses      (19)                                                  
Balance at 30 June 2008   1 475                    72                           
                         Distri-                                                
butable        Minority                                
                         reserves       interest  Total                         
                         Rm             Rm        Rm                            
Balance at 25 June 2006   778            190       1 226                        
Net gains arising on                                                           
translation of foreign                                                          
companies                                          4                            
 Movement in hedge                                                              
accounting reserve                                 (3)                          
Net gains not recognised                                                        
in the income statement                            1                            
Net profit for the year   270            107       377                          
Net acquisitions funded                                                         
by holding company                                 136                          
Dividends                 (307)          (43)      (350)                        
Balance at 25 June 2007   741            254       1 390                        
Net gains arising on                                                           
translation of foreign                                                          
companies                                          29                           
 Impairment of Lereko                                                           
call option                                        (33)                         
 Movement in hedge                                                              
accounting reserve                                 20                           
Net gains not recognised                                                        
in the income statement                            16                           
Net profit for the year   382            122       504                          
Dividends                 (178)          (72)      (250)                        
Unbundling adjustments    (654)          (287)     214                          
Subsidiaries not        (131)          (13)      (144)                         
acquired                                                                        
 Goodwill written off                                                           
due to unbundling         (94)                     (94)                         
Acquisition of Lereko                                                          
call option                                        52                           
 MCC minority purchase                  (274)                                   
 Additional capital                                                             
introduced                (429)                    400                          
Share issue expenses                               (19)                         
Balance at 30 June 2008   291            17        1 855                        
PRO-FORMA SEGMENT INFORMATION - BALANCE SHEET                                   
for the years ended                                                             
                                            Group                               
                                            30      25 June                     
                                            June                                
2008    2007                        
                                            Rm      Rm                          
BUSINESS SEGMENTATION                                                           
Assets                                                                          
Intangible assets                            5       60                         
Property, plant and equipment                353     241                        
Leasing assets                               6 550   4 990                      
Other investments and loans                  132     35                         
Inventories                                  1 690   938                        
Trade and other receivables                  1 126   946                        
Operating assets                             9 856   7 210                      
Deferred tax assets                          60      65                         
Amounts owing by Imperial Holdings`                  151                        
subsidiaries                                                                    
Taxation in advance                          46      98                         
Cash and cash equivalents                    128     169                        
Total assets per balance sheet               10 090  7 693                      
Liabilities                                                                     
Accounts payable and provisions              2 015   1 714                      
Non interest-bearing liabilities             2 015   1 714                      
Interest bearing borrowings                  5 754   4 139                      
Deferred tax liabilities                     439     398                        
Current tax liabilities                      27      52                         
Total liabilities per balance sheet          8 235   6 303                      
GEOGRAPHIC SEGMENTATION                                                         
Operating assets                             9 856   7 210                      
- South Africa                               8 756   6 385                      
- Rest of Africa                             440     323                        
- Rest of World                              660     502                        
Non interest-bearing liabilities             2 015   1 714                      
- South Africa                               1 888   1 605                      
- Rest of Africa                             61      56                         
- Rest of World                              66      53                         
Interest bearing borrowings                  5 754   4 139                      
- South Africa                               4 927   3 510                      
- Rest of Africa                             350     249                        
- Rest of World                              477     380                        
Gross capital expenditure                    3 854   2 744                      
- South Africa                               3 397   2 485                      
- Rest of Africa                             266     62                         
- Rest of World                              191     197                        
Gross capital expenditure                    3 854   2 744                      
Less: Proceeds on disposal                   (1      (806)                      
                                            095)                                
Net capital expenditure                      2 759   1 938                      
                                            Construction and                    
                                            Mining                              
                                            30      25 June                     
June                                
                                            2008    2007                        
                                            Rm      Rm                          
BUSINESS SEGMENTATION                                                           
Assets                                                                          
Intangible assets                            1       42                         
Property, plant and equipment                155     88                         
Leasing assets                               2 523   1 391                      
Other investments and loans                  29      24                         
Inventories                                  1 326   593                        
Trade and other receivables                  731     363                        
Operating assets                             4 765   2 501                      
Deferred tax assets                                                             
Amounts owing by Imperial Holdings`                                             
subsidiaries                                                                    
Taxation in advance                                                             
Cash and cash equivalents                                                       
Total assets per balance sheet                                                  
Liabilities                                                                     
Accounts payable and provisions              1 414   905                        
Non interest-bearing liabilities             1 414   905                        
Interest bearing borrowings                                                     
Deferred tax liabilities                                                        
Current tax liabilities                                                         
Total liabilities per balance sheet                                             
GEOGRAPHIC SEGMENTATION                                                         
Operating assets                             4 765   2 501                      
- South Africa                               4 609   2 472                      
- Rest of Africa                             156     29                         
- Rest of World                                                                 
Non interest-bearing liabilities             1 414   905                        
- South Africa                               1 403   904                        
- Rest of Africa                             11      1                          
- Rest of World                                                                 
Interest-bearing borrowings                  2 356   921                        
- South Africa                               2 206   881                        
- Rest of Africa                             150     40                         
- Rest of World                                                                 
Gross capital expenditure                    1 694   937                        
- South Africa                               1 597   937                        
- Rest of Africa                             97                                 
- Rest of World                                                                 
Gross capital expenditure                    1 694   937                        
Less: Proceeds on disposal                   (132)   (36)                       
Net capital expenditure                      1 562   901                        
                                          Passenger and                         
                                          Commercial                            
                                          Vehicles                              
30 June   25 June                     
                                          2008      2007                        
                                          Rm        Rm                          
BUSINESS SEGMENTATION                                                           
Assets                                                                          
Intangible assets                          4         7                          
Property, plant and equipment              70        66                         
Leasing assets                             2 757     2 538                      
Other investments and loans                12        11                         
Inventories                                68        110                        
Trade and other receivables                188       348                        
Operating assets                           3 099     3 080                      
Deferred tax assets                                                             
Amounts owing by Imperial Holdings`                                             
subsidiaries                                                                    
Taxation in advance                                                             
Cash and cash equivalents                                                       
Total assets per balance sheet                                                  
Liabilities                                                                     
Accounts payable and provisions            309       476                        
Non interest-bearing liabilities           309       476                        
Interest-bearing borrowings                                                     
Deferred tax liabilities                                                        
Current tax liabilities                                                         
Total liabilities per balance sheet                                             
GEOGRAPHIC SEGMENTATION                                                         
Operating assets                           3 099     3 080                      
- South Africa                             2 815     2 786                      
- Rest of Africa                           284       294                        
- Rest of World                                                                 
Non interest-bearing liabilities           309       476                        
- South Africa                             259       421                        
- Rest of Africa                           50        55                         
- Rest of World                                                                 
Interest-bearing borrowings                1 884     2 111                      
- South Africa                             1 684     1 902                      
- Rest of Africa                           200       209                        
- Rest of World                                                                 
Gross capital expenditure                  1 434     1 204                      
- South Africa                             1 265     1 142                      
- Rest of Africa                           169       62                         
- Rest of World                                                                 
Gross capital expenditure                  1 434     1 204                      
Less: Proceeds on disposal                 (709)     (762)                      
Net capital expenditure                    725       442                        
                                            Industrial                          
                                            Equipment                           
                                                                                
30      25 June                     
                                            June                                
                                            2008    2007                        
                                            Rm      Rm                          
BUSINESS SEGMENTATION                                                           
Assets                                                                          
Intangible assets                                    11                         
Property, plant and equipment                103     73                         
Leasing assets                               1 270   1 061                      
Other investments and loans                                                     
Inventories                                  296     235                        
Trade and other receivables                  207     235                        
Operating assets                             1 876   1 615                      
Deferred tax assets                                                             
Amounts owing by Imperial Holdings`                                             
subsidiaries                                                                    
Taxation in advance                                                             
Cash and cash equivalents                                                       
Total assets per balance sheet                                                  
Liabilities                                                                     
Accounts payable and provisions              167     333                        
Non-interest-bearing liabilities             167     333                        
Interest bearing borrowings                                                     
Deferred tax liabilities                                                        
Current tax liabilities                                                         
Total liabilities per balance sheet                                             
GEOGRAPHIC SEGMENTATION                                                         
Operating assets                             1 876   1 615                      
- South Africa                               1 216   1 113                      
- Rest of Africa                                                                
- Rest of World                              660     502                        
Non-interest bearing liabilities             167     333                        
- South Africa                               101     280                        
- Rest of Africa                                                                
- Rest of World                              66      53                         
Interest bearing borrowings                  1 473   1 107                      
- South Africa                               996     727                        
- Rest of Africa                                                                
- Rest of World                              477     380                        
Gross capital expenditure                    726     600                        
- South Africa                               535     403                        
- Rest of Africa                                                                
- Rest of World                              191     197                        
Gross capital expenditure                    726     600                        
Less: Proceeds on disposal                   (254)   (8)                        
Net capital expenditure                      472     592                        
                                            Corporate office                    
                                            and                                 
eliminations                        
                                                                                
                                            30      25 June                     
                                            June                                
2008    2007                        
                                            Rm      Rm                          
BUSINESS SEGMENTATION                                                           
Assets                                                                          
Intangible assets                                                               
Property, plant and equipment                25      14                         
Leasing assets                                                                  
Other investments and loans                  91                                 
Inventories                                                                     
Trade and other receivables                                                     
Operating assets                             116     14                         
Deferred tax assets                                                             
Amounts owing by Imperial Holdings`                                             
subsidiaries                                                                    
Taxation in advance                                                             
Cash and cash equivalents                                                       
Total assets per balance sheet                                                  
Liabilities                                                                     
Accounts payable and provisions              125                                
Non-interest-bearing liabilities             125                                
Interest bearing borrowings                                                     
Deferred tax liabilities                                                        
Current tax liabilities                                                         
Total liabilities per balance sheet                                             
GEOGRAPHIC SEGMENTATION                                                         
Operating assets                             116     14                         
- South Africa                               116     14                         
- Rest of Africa                                                                
- Rest of World                                                                 
Non interest-bearing liabilities             125                                
- South Africa                               125                                
- Rest of Africa                                                                
- Rest of World                                                                 
Interest-bearing borrowings                  41                                 
- South Africa                               41                                 
- Rest of Africa                                                                
- Rest of World                                                                 
Gross capital expenditure                            3                          
- South Africa                                       3                          
- Rest of Africa                                                                
- Rest of World                                                                 
Gross capital expenditure                            3                          
Less: Proceeds on disposal                                                      
Net capital expenditure                              3                          
PRO-FORMA SEGMENT INFORMATION - INCOME STATEMENT                                
for the years ended                                                             
                                            Group                               
                                            30      25 June                     
June                                
                                            2008    2007                        
                                            Rm      Rm                          
BUSINESS SEGMENTATION                                                           
Revenue                                                                         
- Sales of goods                             2 867   1 643                      
- Rendering of services                      4 673   3 585                      
- Other                                      2                                  
7 542   5 228                       
                                                                                
Operating expenses                           (5      (3 468)                    
                                            130)                                
Depreciation                                 (1      (937)                      
                                            211)                                
Recoupments                                  37      35                         
Operating profit                             1 238   858                        
Foreign exchange losses                      (25)    (11)                       
Fair value losses on foreign                                                    
 exchange derivatives                       (3)     (2)                         
Profit before net financing costs                                               
and exceptionals                           1 210   845                         
Net financing costs                          (512)   (280)                      
Profit before taxation and                                                      
 exceptional items                          698     565                         
GEOGRAPHIC SEGMENTATION                                                         
Revenue                                      7 542   5 228                      
- South Africa                               6 808   4 649                      
- Rest of Africa                             340     256                        
- Rest of World                              394     323                        
Operating profit                             1 238   858                        
- South Africa                               1 141   777                        
- Rest of Africa                             77      48                         
- Rest of World                              20      33                         
Net financing costs                          512     280                        
- South Africa                               488     257                        
- Rest of Africa                             18      18                         
- Rest of World                              6       5                          
                                        Construction and                        
                                        Mining                                  
                                        30 June     25 June                     
2008        2007                        
                                        Rm          Rm                          
BUSINESS SEGMENTATION                                                           
Revenue                                                                         
- Sales of goods                         1 831       462                        
- Rendering of services                  2 425       1 433                      
- Other                                                                         
                                        4 256       1 895                       

Operating expenses                       (3 243)     (1 369)                    
Depreciation                             (377)       (181)                      
Recoupments                              13          2                          
Operating profit                         649         347                        
Foreign exchange losses                  (9)         (4)                        
Fair value losses on foreign                                                    
 exchange derivatives                                                           
Profit before net financing costs                                               
 and exceptionals                       640         343                         
Net financing costs                      (201)       (52)                       
Profit before taxation and                                                      
exceptional items                      439         291                         
GEOGRAPHIC SEGMENTATION                                                         
Revenue                                  4 256       1 895                      
- South Africa                           4 176       1 871                      
- Rest of Africa                         80          24                         
- Rest of World                                                                 
Operating profit                         649         347                        
- South Africa                           638         343                        
- Rest of Africa                         11          4                          
- Rest of World                                                                 
Net financing costs                      201         52                         
- South Africa                           198         52                         
- Rest of Africa                         3                                      
- Rest of World                                                                 
                                       Passenger and                            
                                       Commercial Vehicles                      
30 June    25 June                       
                                       2008       2007                          
                                       Rm         Rm                            
BUSINESS SEGMENTATION                                                           
Revenue                                                                         
- Sales of goods                        368        533                          
- Rendering of services                 1 478      1 490                        
- Other                                                                         
1 846      2 023                         
                                                                                
Operating expenses                      (944)      (1 253)                      
Depreciation                            (528)      (481)                        
Recoupments                             24         30                           
Operating profit                        398        319                          
Foreign exchange losses                            (1)                          
Fair value losses on foreign                                                    
exchange derivatives                                                           
Profit before net financing costs                                               
 and exceptionals                      398        318                           
Net financing costs                     (215)      (154)                        
Profit before taxation and                                                      
 exceptional items                     183        164                           
GEOGRAPHIC SEGMENTATION                                                         
Revenue                                 1 846      2 023                        
- South Africa                          1 586      1 791                        
- Rest of Africa                        260        232                          
- Rest of World                                                                 
Operating profit                        398        319                          
- South Africa                          332        275                          
- Rest of Africa                        66         44                           
- Rest of World                                                                 
Net financing costs                     215        154                          
- South Africa                          200        136                          
- Rest of Africa                        15         18                           
- Rest of World                                                                 
                                                                                
Industrial Equipment                     
                                       30 June    25 June                       
                                       2008       2007                          
                                       Rm         Rm                            
BUSINESS SEGMENTATION                                                           
Revenue                                                                         
- Sales of goods                        668        648                          
- Rendering of services                 770        655                          
- Other                                                                         
                                       1 438      1 303                         
                                                                                
Operating expenses                      (910)      (844)                        
Depreciation and amortisation           (306)      (277)                        
Recoupments                                        3                            
Operating profit                        222        185                          
Foreign exchange losses                 (16)       (6)                          
Fair value losses on foreign                                                    
 exchange derivatives                  (3)        (2)                           
Profit before net financing costs                                               
 and exceptionals                      203        177                           
Net financing costs                     (98)       (67)                         
Profit before taxation and                                                      
 exceptional items                     105        110                           
GEOGRAPHIC SEGMENTATION                                                         
Revenue                                 1 438      1 303                        
- South Africa                          1 044      980                          
- Rest of Africa                                                                
- Rest of World                         394        323                          
Operating profit                        222        185                          
- South Africa                          202        152                          
- Rest of Africa                                                                
- Rest of World                         20         33                           
Net financing costs                     98         67                           
- South Africa                          92         62                           
- Rest of Africa                                                                
- Rest of World                         6          5                            
Corporate office and                         
                                   eliminations                                 
                                   30 June    25 June                           
                                   2008       2007                              
Rm         Rm                                
BUSINESS SEGMENTATION                                                           
Revenue                                                                         
- Sales of goods                                                                
- Rendering of services                        7                                
- Other                             2                                           
                                   2          7                                 
                                   2          7                                 
Operating expenses                  (33)       (2)                              
Depreciation and amortisation                  2                                
Recoupments                                                                     
Operating profit                    (31)       7                                
Foreign exchange losses                                                         
Fair value losses on foreign                                                    
 exchange derivatives                                                           
Profit before net financing costs                                               
and exceptionals                  (31)       7                                 
Net financing costs                 2          (7)                              
Profit before taxation and                                                      
 exceptional items                 (29)                                         
GEOGRAPHIC SEGMENTATION                                                         
Revenue                             2          7                                
- South Africa                      2          7                                
- Rest of Africa                                                                
- Rest of World                                                                 
Operating profit                    (31)       7                                
- South Africa                      (31)       7                                
- Rest of Africa                                                                
- Rest of World                                                                 
Net financing costs                 (2)        7                                
- South Africa                      (2)        7                                
- Rest of Africa                                                                
- Rest of World                                                                 
Directors: E Clarke (Chief Financial Officer), DC Cronje (Chairman)*, MJ        
Croucamp*, S Dakile-Hlongwane, WS Hill (Chief Executive Officer), VJ            
Mokoena, PS Molefe, SD Mthembi-Mahanyele*, AJ Phillips*, TDA Ross*              
*Independent                                                                    
Company Secretary: L Moller                                                     
Registered Office: 12 Corobrik Road, Medowdale,PO Box 1050, Bedfordview 2008    
Transfer Secretaries: Computershare Investor Services (Proprietary)             
Limited,Ground Floor,70 Marshall Street, Johannesburg, 2001                     
www.eqstra.co.za                                                                
Date: 29/08/2008 07:30:05 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.
Profile Group (Pty) Ltd. has taken care in preparing all information on this website, but does not accept any liability for errors or out-of-date information.
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