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Wed 3 Sep 2008, 8:28 MKL - Makalani Holdings - Consolidated reviewed results for the year ended 30
MKL
MKL                                                                             
MKL - Makalani Holdings - Consolidated reviewed results for the year ended 30   
June 2008 and declaration of final cash dividend and interest payment           
Makalani Holdings Limited                                                       
(Incorporated in the Republic of South Africa)                                  
(Registration number: 2005/000726/06)                                           
Share code: MKL & ISIN: ZAE000066700                                            
("Makalani" or "the Company")                                                   
CONSOLIDATED REVIEWED RESULTS FOR THE YEAR ENDED 30 JUNE 2008 AND DECLARATION   
OF FINAL CASH DIVIDEND AND INTEREST PAYMENT                                     
-    Invested assets increased to R2,5 billion.                                 
-    Headline earnings per linked unit ("HEPLU") increased by 8% to 1 086       
cents.                                                                      
-    Increased investment in higher yielding assets with deferred               
    amortisation profiles.                                                      
Appointment of Keshan Pillay as the new CEO.                                    
Consolidated Income statement for the year ended 30 June 2008                   
                                       Reviewed      Audited                    
                                       12 months     12 months                  
                                       30 June       30 June                    
2008          2007                       
                            Notes      R`000         R`000                      
Interest income*             2          315 924       242 706                   
Fair value (losses)/gains    3          (24 031)      13 607                    
Fee income                              2 378         5 341                     
Operating expenses                      (30 070)      (25 220)                  
Profit on repurchase of                 4 228         1 968                     
debentures                                                                      
Indirect taxation                       (4 189)       (2 741)                   
Net operating income before             264 240       235 661                   
interest                                                                        
Interest on current                     (10 002)      -                         
borrowings                                                                      
Net operating income                    254 238       235 661                   
Debenture interest                      (82 948)      (150 776)                 
Net profit before taxation              171 290       84 885                    
Taxation                                (8 963)       837                       
Profit for the period                                                           
attributable to                                                                 
equity holders                          162 327        85 772                   
Headline earnings per        4          1 086         1 004                     
linked unit (cents)                                                             
*Items are classified as financial liabilities under International Financial    
Reporting Standards when the issuer has a contractual obligation to deliver     
cash or another financial asset to the holder of the instrument or to issue a   
variable number of own shares to settle a fixed amount, regardless of its       
legal form. Accordingly dividends received on redeemable preference shares      
are classified as interest received. This classification, however, does not     
impact the form of dividend and interest distribution to linked unitholders.    
Consolidated Balance sheet                                                      
at 30 June 2008                                                                 
                                    Reviewed       Audited                      
30 June        30 June                      
                                    2008           2007                         
                         Notes      R`000          R`000                        
Assets                                                                          
Cash and cash                        79 740         248 722                     
equivalents                                                                     
Invested assets at fair   6          2 549 248      2 124 187                   
value                                                                           
Loans and advances at                2 448 711      2 053 885                   
fair value                                                                      
Other financial assets               45 233         59 172                      
at fair value                                                                   
Net derivative financial  5          55 304         11 130                      
instruments                                                                     
Deferred tax assets                  6 738          5 214                       
Total assets                         2 635 726      2 378 122                   
EQUITY AND LIABILITIES                                                          
Share capital and                    528 037        553 052                     
premium                                                                         
Accumulated profit                   164 425        87 290                      
Share capital and         8          692 462        640 342                     
reserves                                                                        
Debentures                           1 578 542      1 657 774                   
Linked unitholders`                  2 271 004      2 298 116                   
interest                                                                        
Current borrowings        7          315 000        -                           
Taxation                             6 001          2 632                       
Other liabilities         9          36 762         71 881                      
Provisions                           6 958          5 494                       
Total equity and                     2 635 726      2 378 122                   
liabilities                                                                     
Net asset value per                  107,38         105,66                      
linked unit (R)                                                                 
Condensed Consolidated Cash flow statement                                      
for the year ended 30 June 2008                                                 
                                 Reviewed      Audited                          
12 months     12 months                        
                                 30 June       30 June                          
                                 2008          2007                             
                                 R`000         R`000                            
Cash generated from operations    301 045       219 492                         
Taxation paid                     (7 118)       (232)                           
Interest paid on external         (10 002)      -                               
borrowings                                                                      
Interest and dividend             (217 975)     (174 788)                       
distribution                                                                    
Net cash inflow from operating    65 950        44 472                          
activities                                                                      
Net cash outflow from investing   (449 753)     (552 853)                       
activities                                                                      
Net cash inflow/(outflow) from                                                  
financing activities              214 821       (250 635)                       
Net decrease in cash and cash                                                   
equivalents                       (168 982)     (759 016)                       
Cash and cash equivalents at                                                    
beginning                                                                       
of year                           248 722       1 007 738                       
Cash and cash equivalents at end  79 740        248 722                         
of year                                                                         
Consolidated Statement of changes in equity                                     
for the year ended 30 June 2008                                                 
                        Share       Share       Accumulated    Total            
R`000                    capital     premium     profit         equity          
                                                                                
Balance at                                                                      
30 June 2006             3           615 708     39 127         654 838         
Repurchase of shares     (1)         (62 658)    -              (62 659)        
Profit for the year      -           -           85 722         85 722          
Dividends paid           -           -           (37 559)       (37 559)        
Balance at 30 June 2007  2           553 050     87 290         640 342         
Repurchase of shares     -           (25 015)    -              (25 015)        
Profit for the year      -           -           162 327        162 327         
Dividends paid           -           -           (85 192)       (85 192)        
Balance at 30 June 2008  2           528 035     164 425        692 462         
Notes to the results                                                            
1. Basis of preparation                                                         
The results have been prepared in accordance with International Financial       
Reporting Standards, including IAS 34 and International Financial Reporting     
Interpretations Committee interpretations issued and effective at the time of   
preparing these results. The Makalani Group`s accounting policies as set out    
in the audited financial statements for the period ended 30 June 2007 have      
been consistently applied, with no significant changes in estimates. These      
results have consolidated the results of the Company`s only subsidiary, a       
company that holds treasury linked units. The annual financial statements       
from which this announcement has been extracted have been reviewed by           
PricewaterhouseCoopers Inc. A copy of their unmodified opinion is available     
for inspection by members at the registered office of the Company.              
Comparative information                                                         
The corresponding comparative financial information, as previously published,   
is for the 12 months ended 30 June 2007.                                        
                                     Reviewed       Audited                     
                                     12 months      12 months                   
30 June        30 June                     
                                     2008           2007                        
                                     R`000          R`000                       
2. Interest income                                                              
Interest on loans                  115 254        82 296                      
  Dividends on redeemable                                                       
  preference                                                                    
  shares                             181 473        90 311                      
Interest on cash and cash                                                     
  equivalents,                                                                  
  and money market instruments       19 197         70 099                      
                                     315 924        242 706                     
3. Fair value movements                                                         
Fair value losses consist of the aggregate fair value movements of assets in    
the portfolio, including derivative hedging positions. These fair value         
movements include both positive and negative movements in credit migrations     
and on equity                                                                   
investments.                                                                    
4. Earnings per share and distribution per linked unit                          
  Total number of linked units in    23 593        24 930                       
issue (`000)                                                                  
  Treasury linked units (`000)       (2 240)       (2 500)                      
  Number of linked units in issue    21 353        22 430                       
  (`000)                                                                        
Weighted average number of linked                                             
  units in issue (`000)              22 194        23 359                       
  Earnings per share (cents)         731           367                          
  Headline earnings per share        731           367                          
(cents)                                                                       
  Headline earnings reconciliation                                              
  Profit for the period attibutable                                             
  to                                                                            
equity holders                     162 327       85 722                       
  Adjustments                        -             -                            
  Headline earnings                  162 327       85 722                       
The Group has not calculated diluted earnings per share as there are no         
instances of a potential dilution.                                              
The disclosure of earnings and headline earnings per share set out above,       
while obligatory in terms of accounting standards and the JSE Listings          
Requirements, is not considered meaningful to investors as the shares are       
traded as part of a linked unit and a significant part of the earnings is       
distributed in the form of debenture interest. The calculation of earnings      
for headline earnings per linked unit ("HEPLU") and the distribution per        
linked unit as shown below are considered more meaningful.                      
Headline earnings per linked unit  1 086    1 004                             
  Headline earnings                  162 327  85 722                            
  Debenture interest                 82 948   150 776                           
  Profit on repurchase of            (4 228)  (1 968)                           
debentures                                                                    
  Headline earnings attributable to                                             
  linked unitholders                 241 047  234 530                           
The Company`s distribution policy is to distribute 100% of all after tax        
income realised in cash and received as interest and dividends, subject to      
sound corporate governance, sound business principles, going concern and        
future investment requirements.                                                 
The difference in earnings attributable to unitholders and distributions is     
due to differences in income on certain invested assets accruing but in terms   
of contractual arrangements, not yet payable.                                   
 Debenture interest                  82 789   150 504                           
 Dividends                           98 704   51 365                            
Total distribution to linked        181 493  201 869                           
 unitholders                                                                    
                                     Cents    Cents                             
 Total distribution per linked unit  819      900                               
Debenture interest per linked unit  369      671                               
 Dividends per linked unit           450      229                               
 Distribution for the period per     819      900                               
 linked unit                                                                    
Interim distribution                510      446                               
 Interest                            267      351                               
 Dividend                            243      95                                
 Final distribution                  309      454                               
Interest                            102      320                               
 Dividend                            207      134                               
5. Derivative financial instruments                                             
Derivative financial instruments relate to interest rate swaps that the         
Company has entered into to swap fixed interest rates on its assets into        
floating interest rates based on the three-month Johannesburg Interbank         
Agreed Rate ("JIBAR"). Interest rate swaps are used for the purposes of         
eliminating the risk of capital losses that the Company faces due to changes    
in interest rates. In all instances where the Company enters into interest      
rate swaps, these transactions are effected solely to economically hedge the    
Company`s exposure to interest rate risk.                                       
                                     Reviewed Audited                           
12       12 months                         
                                     months                                     
                                     30 June  30 June                           
                                     2008     2007                              
R`000    R`000                             
6. Invested assets at fair value                                                
  Invested assets at fair value                                                 
  comprise:                                                                     
Loans                              950 727  742 597                           
  Preference shares                  1 519    1 341 913                         
                                     734                                        
  Ordinary shares                    23 483   28 547                            
2 493    2 113 057                         
                                     944                                        
It is the Company`s policy to hedge all fixed rate assets out to floating       
rate assets. The value of derivative investments should be added to the         
amounts shown above to meaningfully assess movements from the prior year.       
7. Current borrowings                                                           
  Bridging loan - FirstRand Bank                                                
  Limited                                                                       
Nominal                             315 000  -                                
  Interest accrued                    -        -                                
                                      315 000  -                                
The loan is unsecured as part of a R750 million facility, bears interest at     
three month JIBAR plus 185 basis points with fixed quarterly interest           
payments in arrears and is fully redeemable by no later than March 2009.        
8. Share capital and debenture capital The Company repurchased 260 000          
treasury linked units from its wholly-owned subsidiary. The Company             
repurchased a further 1 077 206 of its issued linked units for a                
consideration of R100,1 million.                                                
Both tranches of repurchased linked units are currently in the process of       
being cancelled and delisted from the JSE.                                      
The total number of linked units in issue after cancellation and taking into    
account treasury units is arrived at as follows:                                
 Total number of linked units in     23 593   24 930                            
 issue (`000)                                                                   
Treasury linked units (`000)        (2 240)  (2 500)                           
 Net number of linked units in       21 353   22 430                            
 issue (`000)                                                                   
9. Other liabilities                                                            
Other liabilities comprise mainly R22 million of accrued debenture interest     
payable to unitholders (2007: R72 million).                                     
10. Post-balance sheet events                                                   
Subsequent to the reporting date, the Company has declared a dividend per       
share of 207 cents, as outlined in the declaration of final dividend and        
interest.                                                                       
In addition, the Company made an additional investment of R117 million as       
detailed below.                                                                 
The Midas transaction                                                           
The Company provided a portion of the funding to Balella (Pty) Limited to       
acquire a stake in Midas Group (Pty) Limited. The Company provided R117         
million of preference share funding. Midas sells automotive replacement parts   
through a franchise network of over 300 franchisees as well as a number of      
independent distributors.                                                       
Commentary on results                                                           
The Company is a mezzanine financing company that provides funding for BEE      
transactions and targeted investments, such as infrastructure and affordable    
housing, as defined in the Financial Sector Charter. The Company`s investment   
focus is predominantly on mezzanine instruments without precluding              
investments in senior loans, convertible instruments and, where appropriate,    
equity. The Company is managed by Makalani Management Company (Pty) Limited     
("Makalani Manco").                                                             
1. Operating environment                                                        
During the past financial year, the operating environment was dominated by a    
financial markets crisis, resulting primarily from the fall out over subprime   
assets in the United States of America. This resulted in falling equity         
prices and widening credit spreads. The widening credit spreads have            
generally been positive for the Company, whilst falling equity prices have      
had a negative impact. However, the decrease in entry prices for investment     
assets is providing attractive financing opportunities for the Company.         
Local interest rates continued to increase during the past financial year,      
with the Company benefiting from the positive correlation between its income    
and movement in interest rates.                                                 
The strong international high yield bond appetite that funded the large         
leveraged buy-outs during the previous financial year has abated for the time   
being, resulting in the revival of the local mezzanine debt market. Mezzanine   
debt spreads have returned to attractive levels and have presented the          
Company with favourable investment opportunities.                               
2. Financial results                                                            
2.1 Income and expenses                                                         
Against the challenging markets, the Company delivered strong results. It       
generated interest and dividend revenue of R316 million, an increase of 30%     
compared to R243 million in 2007.  Revenue comprises interest income of R19     
million on cash (2007: R70 million), interest of R115 million on invested       
assets (2007: R82 million) and dividend income of R182 million on invested      
assets (2007: R90 million).                                                     
The Company generated headline earnings attributable to unitholders of R241     
million or 1 086 cents per linked unit (2007: R235 million or 1 004 cents per   
linked unit). This represents an overall yield of 12,1% based on the closing    
linked unit price of R90,00 at 30 June 2008.                                    
The net asset value per linked unit was R107,38 at 30 June 2008 compared to     
R105,66 at 30 June 2007. The net asset value per linked unit is calculated as   
assets less liabilities (excluding debenture interest payable to                
unitholders).                                                                   
A feature underlying the current year`s income has been a move away from        
senior debt assets towards mezzanine type assets. These assets typically have   
a larger proportion of interest or dividends rolling up, with the consequence   
that a relatively lower proportion of income is received in cash during the     
initial periods of the investment. However, the increased yields and            
compounding outstanding balances provide attractive opportunities and are in    
line with the Company`s stated intentions.                                      
A number of companies underlying the Company`s investments are operating in     
sectors of the economy that have been negatively impacted over the past         
financial year. Where necessary, the directors have made prudent provision      
for those investments. The Company also closely monitors and takes action       
where required to protect its investments. Equity instruments, where the        
Company has a right to participate in equity upsides, are conservatively        
valued. Despite overall challenging market conditions, there are no assets in   
the portfolio where a counterparty has failed to make a payment when            
contractually due.                                                              
Operating expenses were R30 million (2007: R25 million), of which R23,9         
million is the management fee relating to the management agreement between      
the Company and Makalani Manco. The balance of the operating expenses of R6,1   
million relates to unclaimable VAT, audit fees, directors` fees and other       
sundry expenses.                                                                
Makalani Manco sources and manages investments on behalf of the Company and,    
despite the departure of two senior members of the team, has made significant   
progress in furthering the success of the Company. These include growing the    
portfolio of the Company by rebalancing the portfolio and leveraging the        
capital structure to make further investments. The board commends the team      
for their performance during the past financial year.                           
The management fee includes a R0,2 million provision for a performance fee      
payable to Makalani Manco. The fee will only be paid when the pre-tax cash      
yield on invested assets exceeds the benchmark. The management fee is           
calculated as follows: a base fee of 1% on invested assets and 0,15% on cash.   
In addition, Makalani Manco is entitled to a performance fee of 20% of the      
excess of the pre-tax cash yield on invested assets above the benchmark of      
JIBAR plus 450 basis points (after taking account of the base fee).             
Interest on current borrowings, being the bridging facility, was charged at     
three month JIBAR plus 185 basis points from the date of the first drawdown     
on the loan being 28 March 2008.                                                
The diagram below depicts the make-up of the yield of the Company`s             
portfolio: (Refer to press for the diagram)                                     
The above graph has been prepared on the following basis:                       
- various income and cost items are divided by average assets;                  
- average assets are calculated as average of quarterly balances;               
- average assets are also based on the invested portfolio (including roll       
ups), fair valuations and cash; and                                             
- current portfolio annualised assumes 30 June 2008 was on the Company`s        
books for the full year.                                                        
2.2 Distributions                                                               
The board of directors has declared a final distribution per linked unit of     
309 cents. Together with the interim distribution, the Company`s total          
distribution is 819 cents per linked unit, comprising 450 cents of dividend     
and 369 cents of interest. The total distribution represents a yield of 9,1%    
based on a closing linked unit price of R90,00 at 30 June 2008 (2007: 9,5%).    
The distribution per linked unit of 819 cents is less than the headline         
earnings per linked unit of 1 086 cents as income on certain invested assets    
is accrued but not necessarily paid prior to maturity.                          
3. Portfolio update                                                             
The Company`s portfolio as at 30 June 2008 is summarised in the table below.    
Underlying   Empowered                                                          
company      company             Sector              Amount                     
Loans                                                                           
Brait        Brait               Financial services  26 551                     
Emira        Broad-based BEE                                                    
parties             Real estate         157 650                     
Exxaro       Eyesizwe and        Mining              151 479                    
            others                                                              
Fuel         Various BEE         Transport and       194 542                    
parties             logistics                                       
Gautrain     Bombela             Construction        135 169                    
Life         Brimstone and                                                      
Healthcare                                                                      
Mvelaphanda         Healthcare          43 185                      
Mondi                                                                           
Shanduka                                                                        
Newsprint    Shanduka            Paper and           29 985                     
packaging                                       
Servest      Safika              Services             190 000                   
FirstRand    WDB                 Banks               11 074                     
Ufhata       Ufhata              Various             1 653                      
Lereko       Lereko              Various             46 143                     
Sasol        Ufhata              Oil and chemicals   7 406                      
Preference                                                                      
shares                                                                          
Brait        Brait               Financial services  106 257                    
Convergence  Convergence         IT and                                         
Partners     Partners            telecommunications  45 407                     
Eyesizwe     Eyesizwe and        Mining              47 582                     
others                                                              
FirstRand    Kagiso, MIT and     Banks               173 306                    
            WDB                                                                 
Fuel         Various BEE         Transport and       33 865                     
parties             logistics                                       
Gold Fields  Mvelephanda         Mining              73 873                     
Gold Reef    Platoon and                                                        
            Saddle              Gaming              305 744                     
Inyanga      Shanduka Resources  Engineering         18 075                     
Kreditinform Shanduka Group      Financial services  66 815                     
Metropolitan Kagiso              Insurance           116 715                    
Mvelaphanda  Mvelaphanda Group   Services            25 000                     
Group                                                                           
Nampak       Aka Capital         Paper and           45 692                     
                                packaging                                       
Prostart     Izingwe             Speciality          20 174                     
chemicals                                       
Sandown      True Class          Motor retail        354 380                    
Motors                                                                          
Tongaat      Various BEE         Food and beverage   104 167                    
parties                                                             
Ordinary                                                                        
shares                                                                          
Fuel         Various BEE         Transport and       28 547                     
parties             logistics                                       
Carrying                                             2 560 436                  
value                                                                           
Aggregate fair value adjustments for prior              12 843                  
periods                                                                         
Fair value adjustments for current year              (24 031)                   
Hedged fair value of portfolio (including            2 549 248                  
derivatives)                                                                    
Assets are shown at accrued book value, before taking into account any fair     
value adjustments.                                                              
Subsequent to year-end, the Company provided R117 million to Balella to         
acquire a stake in Midas Group, as detailed in post-balance sheet events        
reported. The analysis of the portfolio that follows excludes this asset.       
The Company concluded investment transactions worth in excess of R480 million   
during the current financial period, whilst disposing of assets worth R248      
million at carrying value. The disposals included the Company`s credit linked   
exposure in respect of the Unitrans BEE transaction of R200 million, and the    
full settlement of the Company`s exposure to the Aberdare BEE transaction.      
The assets acquired improved the Company`s portfolio diversification, with      
new exposure to sectors such as infrastructure (the Gautrain transaction) and   
food and beverages (the Tongaat transaction). The Company`s portfolio is well   
diversified across various industries as is shown in the diagram below:         
(Refer to press for diagram)                                                    
The Company`s invested assets by exposure to various credit rating buckets is   
shown in the diagram below: (Refer to press for diagram)                        
Ratings for exposures are determined by reference to FirstRand Bank`s rating    
methodologies.                                                                  
4. Strategic and operational update                                             
Group strategy and operational structure                                        
As indicated in the interim results, the Company and Makalani Manco evaluated   
the strategic direction of and the appropriate structure for the Company.       
During the evaluation, the Company concluded that the future of the Company     
is best served by:                                                              
- remaining a mezzanine fund focusing on BEE and infrastructure transactions.   
The pursuance of equity opportunities will remain within the current scope of   
the Company`s activities;                                                       
- being a strongly empowered management company, which will allow Makalani to   
be more competitive in funding empowerment transactions, without changing the   
focus of the Company away from mezzanine funding; and                           
- remaining a strategic partner of the FirstRand group.                         
The Company believes that remaining a mezzanine fund is the correct strategy,   
as mezzanine financing opportunities are currently showing significant          
upside. This strategic focus has been successful with a HEPLU compound          
average growth rate of 17% since the 2006 financial year. FirstRand Bank        
Limited and RMB as shareholders will continue to support the Company and        
Makalani Manco to optimise unitholder value.                                    
As part of the Company`s evaluation over the last few months, the board         
considered the discount to which the Company`s linked unit price ("the linked   
unit price") has traded to the underlying net asset value ("NAV") of the        
Company.                                                                        
Although the linked unit price is not within the control of the Company,        
actions have been and will continue to be taken to further improve the          
performance of the Company and to narrow the discount at which the Company`s    
linked units trade. These activities include:                                   
- during March 2008, the Company accessed bridging facilities to the value of   
R750 million. The bridging facilities were mainly utilised to fund              
investments made by the Company. The positive impact of this gearing is         
already starting to become apparent in the results of the Company, despite      
the entire amount not being deployed for the full year. The Company intends     
to replace the bridging facilities with preference shares to reduce the cost    
of funding and enhance unitholder value;                                        
- the directors of the Company continue to consider as to whether the JSE       
listing is the most appropriate platform for the Company. The Company intends   
to consult with unitholders in this regard. Any change to the platform for      
trading the Company`s units will be taken within the context of the nature of   
the Company and its underlying business; and                                    
- during April 2008, the Company repurchased R100,1 million of units            
(representing 4,32% of the capital of the Company). Those linked units were     
repurchased at a significant discount to NAV and resulted in the yield on       
remaining linked units improving commensurately. The ability to enter into      
further repurchases is however limited by the ability to fund such              
repurchases and will only be undertaken prudently after due and careful         
consideration.                                                                  
Changes at Makalani Manco                                                       
Shareholding                                                                    
RMB currently owns 100% of Makalani Manco and approximately 26% of the          
Company.                                                                        
In order to continue with the goal of creating an independently black managed   
company, RMB has taken the decision to decrease its shareholding in Makalani    
Manco to below 50% to facilitate the increase of black ownership of Makalani    
Manco to above 50%. This will include a significant shareholding for senior     
management and employees of Makalani Manco. This will allow the Company to be   
more competitive in the BEE funding space. RMB will retain a minority           
interest in Makalani Manco and FirstRand Bank Limited a significant invested    
interest in the Company.                                                        
RMB currently also plays a significant role in the Company`s investment         
process. To pursue the creation of an independently black managed management    
company, it is the intention of Makalani Manco and the Company to set up an     
investment committee process that is not driven by RMB. This committee will     
include representation from the directors of the Company, the Makalani Manco    
shareholders and other suitably qualified individuals. Until an appropriate     
handover has been implemented, the RMB investment committee process will        
continue to be in place. The handover process will be effected in a             
disciplined manner and over an appropriate period.                              
CEO and management                                                              
The Company is also pleased to announce the appointment of Mr Keshan Pillay     
as the new Chief Executive Officer of Makalani Manco and the Company with       
effect from 3 September 2008. Keshan has a BCom and is a senior transactor      
with significant experience in the structuring and financing of BEE             
transactions. He was previously the Executive Director responsible for          
finance and strategy of the Mineworkers Investment Company ("MIC") where he     
was a driving force in growing MIC`s asset base strongly in the 10 years he     
was there, especially in the last two years where he led transactions that      
grew the assets under management from just over R2 billion to around R10        
billion. Significant MIC transactions led by Keshan included that of BP,        
FirstRand, Metrofile and Tracker, as well as the very successful R15 billion    
public to private transactions of Peermont Global and Primedia for the group.   
These transactions assisted MIC to make the largest single South African        
distribution ever made by an empowerment investment company to a beneficiary    
trust.                                                                          
Keshan brings significant investment and management experience to the           
Company. He will be assisted by the four existing transactors in Makalani       
Manco and enjoy the continued support of RMB as a minority shareholder. The     
four transactors are:                                                           
Tshepisho Makofane BCom (Hons), CA(SA), H Dip Tax                               
Tshepisho qualified as a Chartered Accountant in 2000, after completing his     
articles at KPMG. Tshepisho joined the Company in November 2005 after           
spending four years at Investec Bank in the Project and Infrastructure          
Finance team.                                                                   
Grant Minnaar BCompt (Hons), LLB, MCom, CA(SA), CFA                             
Grant joined the Company in January 2007 after spending two years with the      
Vodacom group. Prior to that Grant spent three years as a team leader in the    
financial institutions unit of the South African Revenue Service, focusing on   
banking and structured finance. Grant completed his articles in the banking     
division of PricewaterhouseCoopers.                                             
Mark Pullen BCompt (Hons), CA(SA)                                               
Mark joined the Company in April 2008 from Standard Bank where he was head of   
structured lending credit in Business Banking. Prior to that, Mark spent four   
years at RMB and FNB in credit and one year in RMB`s acquisition and            
leveraged finance team as a transactor.                                         
Mzoxolo Welemva B Juris, LLM                                                    
Mzo joined the Company in July 2007. Mzo was previously at Edward Nathan        
Sonnenbergs, where he was an associate advising on commercial and financing     
transactions.                                                                   
Proposed changes to the board                                                   
The Company is currently evaluating its board complement to strengthen the      
representation by independent non-executive board members. Announcements of     
any proposed changes to the board will be made in the notice to the annual      
general meeting.                                                                
The board has appointed Keshan Pillay to the board of the Company as the new    
Chief Executive Officer of Makalani Manco and the Company with effect from 3    
September 2008.                                                                 
Outlook                                                                         
The funds raised on listing have been fully invested and additional gearing     
has been raised. In the short term, it is intended to pursue growth from the    
proceeds of asset redemptions, the disposal of some of the lower yielding       
assets in the portfolio and utilising the remainder of the borrowing            
facilities. The Company will in due course consider the need for raising and    
structuring of additional funds.                                                
The Company`s assets are currently yielding in excess of the benchmark yield    
of JIBAR + 450 basis points with a fully invested portfolio. It is              
anticipated that, given current credit market conditions, the Company will      
have a number of opportunities to further optimise its yield. Accordingly, as   
mentioned above, the Company is actively looking to switch out of lower         
yielding assets into higher yielding ones.                                      
The directors believe that the Company has performed well under trying and      
challenging circumstances and against an adverse economic climate and that      
the strategy as outlined above is in the best interests of the Company.         
The board is confident of the strength of the management team and welcomes      
the value that Keshan Pillay will bring to the role of the Company`s CEO.       
Furthermore, the board and management team are committed to further improving   
communication with unitholders to ensure more effective stakeholder             
engagement going forward.                                                       
5. Declaration of final dividend and interest                                   
Notice is hereby given of a final dividend declaration number 6 of 207 cents    
and debenture interest payment number 6 of 102 cents per linked unit for the    
six months ended 30 June 2008. The total amount payable to unitholders is 309   
cents ("the final distribution") per the Company`s linked unit and will be      
paid to unitholders in accordance with the timetable set out in the table       
below.                                                                          
Last day to trade "cum" the final    Friday, 26 September                       
distribution                         2008                                       
Linked units commence trading "ex"   Monday, 29 September                       
the final distribution               2008                                       
Record date to participate in the    Friday, 3 October 2008                     
final distribution                                                              
Payment date of the final            Monday, 6 October 2008                     
distribution                                                                    
No dematerialisation or rematerialisation of the Company`s linked unit          
certificates may take place between Monday, 29 September 2008 and Friday, 3     
October 2008 (both days included).                                              
By AH Arnott                                                                    
Company Secretary                                                               
3 September 2008                                                                
For and on behalf of the board                                                  
VW Bartlett (Chairman)                                                          
Sandton                                                                         
3 September 2008                                                                
Registered office: Tel +27 11 282 4555, Fax +27 11 282 4559, Email              
enquiries@makalani.co.za, Web www.makalani.co.za                                
PO Box 781463, Sandton 2146, 1st Floor, 2 Merchant Place, corner Fredman        
Drive and Rivonia Road, Sandton, 2196                                           
Directors: VW Bartlett (Chairman), DCM Gihwala, D Konar, MS Moloko, SEN         
Sebotsa, BJ van der Ross, L von Moltke (alternate RJC Hamer)                    
Company Secretary: AH Arnott, 4th Floor, 4 Merchant Place, corner Fredman       
Drive and Rivonia Road, Sandton, 2196                                           
Transfer secretary: Link Market Services South Africa (Proprietary) Limited,    
5th Floor, 11 Diagonal Street, Johannesburg, 2001                               
Sponsor: Rand Merchant Bank (A division of FirstRand Bank Limited), 1           
Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton, 2196         
Auditors: PricewaterhouseCoopers Inc, 2 Eglin Road, Sunninghill, 2157,          
Private Bag X36, Sunninghill, 2157                                              
www.makalani.co.za                                                              
Date: 03/09/2008 08:28:01 Produced by the JSE SENS Department.                  
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