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Wed 17 Sep 2008, 12:00 YRK - The York Timber Organisation Limited - Abridged Audited Financial
YRK
YRK                                                                             
YRK - The York Timber Organisation Limited - Abridged Audited Financial         
Results For The 18 Months Ended June 2008                                       
The York Timber Organisation Limited                                            
("York" or "the Group")                                                         
Reg. No. 1916/004890/06                                                         
Share code: YRK                                                                 
ISIN: ZAE000008108                                                              
Abridged Audited Financial Results For The 18 Months Ended June 2008            
Global Forest Products acquired for R1,7 billion in July 2007 and               
successfully integrated                                                         
Net asset value per share up from 941 cents to 2 113 cents                      
Headline earnings per share up by 280% from 269 cents to 1 019 cents            
Cash generated by operating activities increased 28-fold from R8 million to     
R224 million                                                                    
Biological asset growth of 46% since July 2007                                  
ABRIDGED CONSOLIDATED BALANCE SHEET                                             
                                           Audited     Audited                  
                                           30 June     31 December              
                                           2008        2006                     
R`000       R`000                    
ASSETS                                                                          
Non-current assets                                                              
Property, plant and equipment               363 511     65 801                  
Biological assets                           1 718 407   18 000                  
Goodwill                                    610 352     -                       
Investment property and financial            86 594     6 802                   
assets                                                                          
2 778 864   90 603                   
Current assets                                                                  
Inventories                                 197 908     34 724                  
Biological assets                           264 663     -                       
Trade and other receivables                 192 108     59 909                  
Cash and cash equivalents                   222 538     41 731                  
Other current assets                        3 136       2 200                   
                                           880 353     138 564                  
Total assets                                3 659 217   229 167                 
EQUITY AND LIABILITIES                                                          
Equity                                                                          
Ordinary share capital and reserves         1 655 668   103 907                 
Liabilities                                                                     
Non-current liabilities                                                         
Interest bearing long-term                  1 128 545   32 757                  
liabilities                                                                     
Deferred tax                                498 615     9 414                   
Other long-term liabilities and             72 807      7 889                   
provisions                                                                      
                                           1 699 967   50 060                   
Current liabilities                                                             
Interest bearing short-term                 64 109      12 050                  
liabilities                                                                     
Trade and other payables                    233 984     57 676                  
Current tax payable                         5 489       5 474                   
                                           303 582     75 200                   
Total liabilities                           2 003 549   125 260                 
Total equity and liabilities                3 659 217   229 167                 
ABRIDGED CONSOLIDATED INCOME STATEMENT                                          
                                                     Pro forma                  
                             Audited     Audited     Unaudited                  
                             18 months   12 months   12 months                  
ended       ended       1 July 2007                
                                                     to                         
                             30 June     31 December 30 June                    
                             2008        2006        2008                       
R`000       R`000       R`000                      
Revenue                       1 521 581   393 975     1 274 621                 
Cost of sales                 (569 804)   (242 481)   (405 304)                 
Gross profit                  951 777     151 494     869 317                   
Other operating income        38 726      6 649       40 659                    
Selling, general and          (765 815)   (118 319)   (708 453)                 
administration expense                                                          
Profit from operations        224 688     39 824      201 523                   
Biological asset fair         607 308     5 722       603 308                   
value adjustment                                                                
Profit before finance         831 996     45 546      804 831                   
costs                                                                           
Finance income                110 421     2 066       100 629                   
Finance expense               (204 322)   (5 282)     (193 403)                 
Profit before tax             738 095     42 330      712 057                   
Taxation                      (199 345)   (11 014)    (193 819)                 
Profit for the period         538 750     31 316      518 238                   
Basic earnings per            1 018       284         661                       
ordinary share (cents)                                                          
Fully diluted earnings        981         284         n/a                       
per ordinary share                                                              
(cents)                                                                         
Headline earnings per         1 019       269         662                       
ordinary share (cents)                                                          
Fully diluted headline        982         n/a         n/a                       
earnings per ordinary                                                           
share (cents)                                                                   
The unaudited pro forma financial information for the 12 months 1 July 2007     
to 30 June 2008 are provided for illustrative purposes only and have been       
prepared in a manner consistent with the accounting policies of York.           
The directors of York are responsible for the preparation of the pro forma      
financial information.                                                          
The pro forma financial information has been derived by removing the            
published interim results for the six months from the current results for the   
18 month ended 30 June 2008.                                                    
ABRIDGED CONSOLIDATED CASH FLOW STATEMENT                                       
Audited     Audited                    
                                         18 months   12 months                  
                                         ended       ended                      
                                         30 June     31 December                
2008        2006                       
                                         R`000       R`000                      
Cash flows from operations                252 333     38 656                    
Net working capital changes               (27 961)    (30 641)                  
Cash flows from operating activities                                            
Cash generated/(utilised) by              224 372     8 015                     
operating activities                                                            
Finance income                            31 561      891                       
Income from investments                   52          362                       
Finance expense                           (163 279)   (5 282)                   
Taxation paid                             (5 704)     (1 475)                   
Net cash from operating activities        87 002      2 511                     
Business combination                      (1 684 520)                           
Net cash utilised in other investing      (83 526)    10 065                    
activities                                                                      
Net cash from financing activities        1 861 851   20 448                    
Net increase/(decrease) in cash and       180 807     33 024                    
cash equivalents                                                                
Cash and cash equivalents at              41 731      8 707                     
beginning of period                                                             
Cash and cash equivalents at end of       222 538     41 731                    
period                                                                          
ABRIDGED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                            
                                                       Fair value               
adjustment               
                                                       asset                    
                                             Total      Available               
                        Share     Share       share     for sale                
capital   premium     capital  Reserve                  
                        R`000     R`000      R`000     R`000                    
Group                                                                           
Balance at 1 January     552       3 060      3 612     -                       
2006                                                                            
Issue of shares          -         1          1         -                       
Change in fair value of  -         -          -         144                     
available-for-sale                                                              
financial assets                                                                
Total income and         -         -          -         144                     
expense recognised                                                              
directly in equity                                                              
Profit for the year      -         -          -         -                       
Balance at 1 January     552       3 061      3 613     144                     
2007                                                                            
Issue of shares          3 511     1 049 490  1 053 001 -                       
Buy-back of own shares   (144)     (28 074)   (28 218)  -                       
Share based payment      -         -          -         -                       
Change in fair value of  -         -          -         (363)                   
available-for-sale                                                              
financial assets                                                                
Share issue expenses     -         (21 855)   (21 855)  -                       
Total income and         -         (21 855)   (21 855)  (363)                   
expense recognised                                                              
directly in equity                                                              
Profit for the period    -         -          -                                 
Balance at 30 June 2008  3 919     1 002 622  1 006 541 (219)                   
                                                                                

                                                                                
                        Share-based                                             
                        payment              Retained  Total                    
reserve              income     equity                  
                        R`000                R`000     R`000                    
Group                                                                           
Balance at 1 January     -                    68 834    72 446                  
2006                                                                            
Issue of shares          -                    -         1                       
Change in fair value of  -                    -         144                     
available-for-sale                                                              
financial assets                                                                
Total income and         -                    -         144                     
expense recognised                                                              
directly in equity                                                              
Profit for the year      -                    31 316    31 316                  
Balance at 1 January     -                    100 150   103 907                 
2007                                                                            
Issue of shares          -                    -         1 053 001               
Buy-back of own shares                        -         (28 218)                
Share based payment      10 446               -         10 446                  
Change in fair value of  -                    -         (363)                   
available-for-sale                                                              
financial assets                                                                
Share issue expenses     -                    -         (21 855)                
Total income and         -                    -         (22 218)                
expense recognised                                                              
directly in equity                                                              
Profit for the period                         538 750   538 750                 
Balance at 30 June 2008  10 446               638,900   1 655 668               
Calculation of headline earnings - Group 30 June 2008:                          
Group                            
                                               Audited                          
                                               18 months 12                     
                                               ended 30  months                 
June 2008 ended 31               
                                                         December               
                                                         2006                   
                                               R`000     R`000                  
Basic earnings attributable to equity holders   538 750   31 316                
of the parent                                                                   
- Loss/(surplus) on disposal of property,       400       (80)                  
plant and equipment                                                             
- Increase in fair value of investment          -         (1 381)               
property                                                                        
- Loss on sale of non-current assets held for   339       -                     
sale                                                                            
- Impairment of property, plant and equipment   -         (213)                 
Headline earnings for the period                539 489   29 642                
                                                                                
                                                                                

                                                                                
                                                                                
                                                                                

In terms of Circular 8/2007, increase in fair value of listed investments       
should no longer be added back in the calculation of headline earnings. The     
headline earnings for 2006 have been restated by removing the add back of the   
increase in fair value of 5,2 cents, from 263,3 cents to 268,5 cents.           
Abridged consolidated segmental analysis                                        
                       Sawmilling             Plywood                           
(All amounts in         2008        2006       2008      2006                   
thousands)                                                                      
Revenue                                                                         
 External sales        916 241     230 657    180 064   -                       
 Inter-segment sales   45 710       5 010     -         -                       
Total revenue          961 951    235 667    180 064   -                       
 Result                                                                         
 Fair value adjustment                                                          
biological assets                                                               
Trading               112 465                (5 860)                           
 Segment result        112 465     35 359     (5 860)   -                       
 Unallocated expenses                                                           
 Profit from                                                                    
operations                                                                      
 Net finance costs                                                              
 Income tax expense                                                             
 Profit for the year                                                            
Segment assets        409 471     122 271    98 397    -                       
 Unallocated corporate                                                          
assets                                                                          
 Consolidated total                                                             
assets                                                                          
 Segment liabilities    176 150    35 330     15 970    -                       
 Unallocated corporate                                                          
liabilities                                                                     
Non-current and                                                                
current loans and                                                               
borrowings                                                                      
 Taxation and deferred                                                          
taxation                                                                        
 Consolidated total                                                             
liabilities                                                                     
 Additions to          -           -          -         -                       
biological assets                                                               
 Capital expenditure   22 299      6 132      469       -                       
 Depreciation          20 653      4 532      1 754     -                       
 Impairment of         -           300        -         -                       
tangible assets                                                                 
                        Merchandising         Forestry                          
(All amounts in          2008       2006       2008      2006                   
thousands)                                                                      
Revenue                                                                         
 External sales         368 941    160 807    56 335     2 511                  
 Inter-segment sales    34 483     -           461 618  -                       
 Total revenue          403 424    160 807     517 953   2 511                  
Result                                                                         
 Fair value adjustment                         607 308                          
biological assets                                                               
 Trading                10 147                 172 318                          
Segment result         10 147       8 106    779 626    3 668                  
 Unallocated expenses                                                           
 Profit from                                                                    
operations                                                                      
Net finance costs                                                              
 Income tax expense                                                             
 Profit for the year                                                            
 Segment assets         83 118     47 554     2 153 193 17 611                  
Unallocated corporate                                                          
assets                                                                          
 Consolidated total                                                             
assets                                                                          
Segment liabilities    34 621     25 907     45 042    -                       
 Unallocated corporate                                                          
liabilities                                                                     
 Non-current and                                                                
current loans and                                                               
borrowings                                                                      
 Taxation and deferred                                                          
taxation                                                                        
Consolidated total                                                             
liabilities                                                                     
 Additions to           -          -          45 725    -                       
biological assets                                                               
Capital expenditure    -          864        14 321    -                       
 Depreciation           514        236        3 286     -                       
 Impairment of          -          -                    -                       
tangible assets                                                                 
Elimination          Consolidated                       
(All amounts in          2008       2006      2008       2006                   
thousands)                                                                      
Revenue                                                                         
External sales         -          -         1 521 581  393 975                 
 Inter-segment sales     (50 775)   (5 010)  -          -                       
 Total revenue           (50 775)   (5 010)  1 521 581  393 975                 
 Result                                                                         
Fair value adjustment                                                          
biological assets                                                               
 Trading                                                                        
 Segment result         -          -         896 378    47 133                  
Unallocated expenses                        (64 382)   (1 587)                 
 Profit from                                 831 996     45 546                 
operations                                                                      
 Net finance costs                           (93 901)    (3 216)                
Income tax expense                          (199 345)  (11 014)                
 Profit for the year                         538 750    31 316                  
 Segment assets                              2 744 179  187 436                 
 Unallocated corporate                       915 038    41 731                  
assets                                                                          
 Consolidated total                          3 659 217  229 167                 
assets                                                                          
 Segment liabilities                         271 782    61 237                  
Unallocated corporate                       17 218     4 328                   
liabilities                                                                     
 Non-current and                             1 208 235  44 807                  
current loans and                                                               
borrowings                                                                      
 Taxation and deferred                       504 105    14 888                  
taxation                                                                        
 Consolidated total                          2 001 340  125 260                 
liabilities                                                                     
 Additions to                                45 725     -                       
biological assets                                                               
 Capital expenditure                         37 089     6 996                   
Depreciation                                26 207     4 768                   
 Impairment of                                          300                     
tangible assets                                                                 
Business segments:                                                              
The Group is organised into four major operating divisions - Sawn Timber        
Products, Plywood, Merchandising and Forestry. The divisions are the basis on   
which the Group reports its primary segment information. The Sawn Timber        
Products segment produces and sells a broad range of structural and             
industrial sawn timber products. The Plywood division manufactures and sells    
plywood products. The Merchandising division buys and sells timber-related      
products on a wholesale basis. The Forestry division owns plantations on        
which it grows pine and eucalyptus trees that are felled on a rotational        
basis and then sold.                                                            
Geographic segments:                                                            
The Group regards its business as a single geographic segment.                  
Segment assets and liabilities:                                                 
Segment assets include all operating assets used by a segment and consist       
principally of operating cash, receivables, inventories and property, plant     
and equipment, net of allowances and provisions. While most such assets can     
be directly attributed to individual segments, the carrying amount of certain   
assets used jointly by two or more segments is allocated to the segments on a   
reasonable basis. Segment liabilities include all operating liabilities and     
consist principally of accounts, wages and accrued liabilities. Segment         
assets and liabilities do not include deferred income taxes and taxes           
currently payable.                                                              
Inter-segment transfers:                                                        
Segment revenue, segment expenses and segment results include transfers         
between business segments. Such transfers are accounted for at competitive      
market prices charged to unaffiliated customers for similar goods. Those        
transfers are eliminated in consolidation.                                      
There were no changes in segment accounting policy although two new segments    
were added.                                                                     
NOTES TO THE ABRIDGED CONSOLIDATED FINANCIAL STATEMENTS                         
The Group is domiciled in South Africa. The abridged consolidated Group         
financial results of the 18 months ended 30 June 2008 comprise the Company      
and its subsidiaries (together referred to as the Group).                       
The abridged consolidated financial results were authorised for issue on 16     
September 2008.                                                                 
(a) Basis of preparation                                                        
These abridged The York Timber Organisation Limited ("the Group") financial     
results for the eighteen months ended 30 June 2008 constitute a summary,        
prepared in terms of International Accounting Standard 34, of the Group`s       
audited financial statements. They have been prepared in accordance with        
International Financial Reporting Standards and the South African Companies     
Act 1973, as amended.                                                           
KPMG Inc.`s unmodified auditors` reports included in the annual financial       
statements and on the summarised financial statements contained in this         
abridged report are available for inspection at the company`s registered        
office.                                                                         
(b) Basis of measurement                                                        
The financial statements have been prepared on the historical cost basis        
except for the following:                                                       
- financial instruments held for trading and financial instruments classified   
as available for sale are measured at fair value;                               
- derivative financial instruments are measured at fair value;                  
- investment property is measured at fair value; and                            
- biological assets are measured at fair value less estimated point of sale     
costs.                                                                          
(c) Functional and presentation currency                                        
The financial statements are presented in Rands, which is the Group`s           
functional currency. All financial information presented in Rands has been      
rounded to the nearest thousand.                                                
(d) Use of estimates and judgments                                              
The preparation of financial statements in conformity with IFRS requires        
management to make judgements, estimates and assumptions that affect the        
application of accounting policies and the reported amounts of assets,          
liabilities, income and expenses. Actual results may differ from these          
estimates. These judgments and estimates are reviewed annually by management.   
Revisions to accounting estimates are recognised in the period in which the     
estimate is revised and in any future periods affected. Judgments and           
estimates that have a significant effect on the financial statements, are:      
- biological assets,                                                            
- goodwill;                                                                     
- investment property;                                                          
- trade and other receivables;                                                  
- provisions;                                                                   
- measurements of share-based payments;                                         
- valuation of financial instruments; and                                       
- contingencies.                                                                
(e) Basic and headline earnings per share                                       
Basic earnings per share are calculated by dividing the earnings attributable   
to ordinary shareholders for the period of R538,7 million (December 2006:       
R31,3 million) by the weighted average of 52 930 865 ordinary shares in issue   
(December 2006: 11 040 597 shares).                                             
Headline earnings per share are calculated by dividing the earnings             
attributable to ordinary shareholders for the period of R539,3 million          
(December 2006: R29,6 million) by the weighted average of 52 930 865 ordinary   
shares in issue (December 2006: 11 040 597 shares).                             
(f) Fully diluted basic and headline earnings per ordinary share                
The calculation of fully diluted basic earnings per ordinary share is based     
on earnings attributable to ordinary shareholders of R543,6 million (December   
2006: R29 million) and the weighted average of 55 407 812 fully diluted         
ordinary shares (December 2006: 11 040 597 shares).                             
The calculation of fully diluted headline earnings per ordinary share is        
based on headline earnings attributable to ordinary shareholders of R543,9      
million (December 2006: R29 million) and the weighted average of 55 407 812     
fully diluted ordinary shares (December 2006: 11 040 597 shares).               
(g) Dividends                                                                   
Preference dividends amounting to R4,6 million (2006: R0,957 million)  were     
paid during the period. The preference shares issued are convertible at the     
option of the holder, and are therefore classified as a liability, in           
accordance with the classification requirements of IAS 32. Accordingly the      
preference dividends are included in finance expense.                           
(h) Net Asset Value per share                                                   
Net Asset Value per share is calculated by dividing the net asset value as at   
30 June 2008 of R1,655 million (December 2006: R103 million) by 78 370 068      
ordinary shares in issue as at the end of the period (December 2006: 11 040     
597 shares).                                                                    
(i) Significant accounting policies                                             
Except for the adoption of IFRS 2: Share-based payments and IFRS 7: Financial   
Instruments: Disclosures, the accounting policies applied by the Group in       
these abridged consolidated financial results are the same as those applied     
by the Group in the most recent annual financial statements as at and for the   
year ended 31 December 2006.                                                    
(j) Year-end change                                                             
The Group`s year-end has been changed from December to June to fall in line     
with the Global Forest Products` financial year-end.                            
BUSINESS COMBINATION                                                            
Acquisition of Global Forest Products (GFP)                                     
York purchased 100% of all the shares in and shareholders` claims against       
Global Forest Products (Pty) Limited and South African Plywood (Pty) Limited    
during the period under review for an amount, inclusive of acquisition costs,   
of R1 703 million. The acquisition was settled by cash raised from a rights     
offer, debt facilities extended by Rand Merchant Bank Limited and a vendor      
consideration issue to the Independent Development Corporation (IDC).           
Approval of the purchase was ratified by shareholders on 12 July 2007.          
GFP is an integrated forest products business, with its head quarters           
situated in Sabie, South Africa. It manages almost 87 000 hectares of land,     
predominantly pine plantations. The business also owns and operates timber      
processing facilities which include three sawmills and a plywood plant. GFP     
was a significant supplier of solid wood products to the South African market   
and actively exported to five other countries. All land holdings of GFP are     
Forest Stewardship Council certified. Plantations are classified into two       
areas, namely Escarpment, situated in Sabie, Graskop and White River areas,     
and Highveld. The sawmills are situated in the same areas. Goodwill             
representing the difference of fair values of net assets purchased and the      
acquisition price, was underpinned by the availability of own logs for the      
GFP and York mills, thereby ensuring sustainability. Refer to the calculation   
below.                                                                          
The acquiree`s revenue and profit since acquisition date (13 July 2007) was     
approximately R1,1 billion and R700 million (EBIT) respectively.                
                            Pre          Fair value  Recognised                 
                            acquisition              values                     
R`000                        carrying     adjustments on                        
amounts                  acquisitions               
Business combinations                                                           
Property, plant and          342 963      (56 677)    286 286                   
equipment                                                                       
Biological assets            1 321 968    -           1 321 968                 
Inventories                  106 658      -           106 658                   
Trade and other receivables  121 593      -           121 593                   
Cash and cash equivalents    4 868        -           4 868                     
Loan and borrowings          (257 066)    -           (257 066)                 
Deferred tax liabilities     (332 226)    36 651      (295 575)                 
Trade and other payables     (155 053)    (54 653)    (209 697)                 
Net identifiable assets and  1 153 705    (74 669)    1 079 036                 
liabilities                                                                     
Goodwill on acquisition                               624 613                   
                                                                                
                                                                                
Consideration paid in cash,                           1 703 649                 
satisfied in cash                                                               
Warranty provision refunded                           (14 293)                  
in cash by vendors                                                              
Business combination cost                             32                        
Cash and cash equivalents                             (4 868)                   
purchased                                                                       
Net cash outflow                                      1 684 520                 
Fair values of assets and liabilities                                           
The identifiable assets, liabilities and contingent liabilities of the          
acquiree that existed at the date of acquisition are recognised in the          
consolidated financial statements at fair value.                                
Biological assets                                                               
- These were valued on the Standing Timber methodology, using the pre-fire      
volumes and selling prices information available in early July 2007.            
Property, plant and equipment                                                   
- Land was valued independently and the value increased by R95,6 million        
- Residential and commercial buildings were valued independently and an         
increased value of R35,1 million                                                
- Industrial buildings were independently valued at replacement value, but a    
fair value could not be established owing to the integration of these           
businesses with the plantation business and the lack of a market for            
buildings in their locality. No adjustment to carrying values was therefore     
made.                                                                           
- The fair value of the remaining plant and equipment by business unit was      
then established by reviewing the recoverable amounts of the business units     
as cash-generating units based on value in use calculations. These              
calculations used in cash flow projections were based upon a detailed five-     
year forecast which was based on the current installed production facilities    
and business circumstances (as at July 2007). The calculations reflected the    
requirement to impair assets to the value of R238,2 million over the            
operations Sabie Mill, Driekop and Plywood.                                     
Inventories of finished goods                                                   
- Finished goods were valued at selling prices less the cost of disposal and    
a reasonable profit margin for the selling effort of the acquirer.              
- Inventory was valued at July 2007 achieved selling prices, less a selling     
margin of 5% and Warehouse Distribution costs in the case of the Plywood        
division.                                                                       
- Aggregate values of all business unit inventory required an upward            
valuation of R415 000. Owing to the immateriality no adjustment was made.       
Intangible assets                                                               
- No intangible assets were identified as part of the assets taken over.        
Goodwill of R610 million was raised, being the difference between the           
acquisition cost and the fair values of assets and liabilities.                 
Deferred tax assets and liabilities                                             
- Acquired deferred tax assets and liabilities were recognised at the           
probable amount of the tax benefit/liability that will be recovered/payable,    
assessed from the point of view of the acquirer and the Group as a whole.       
Indemnities in a business combination                                           
- The contingent liabilities with respect to environmental costs were valued    
and an amount of R54 million was provided for in the calculation of the         
business combination.                                                           
Liabilities incurred or assumed                                                 
- The cost of a business combination included liabilities incurred or assumed   
by the acquirer (Group) in exchange for control of GFP. Future losses or        
other costs expected to be incurred due to the acquisitions, such as the        
costs of restructuring GFP, were not part of the business combination as they   
were not liabilities at the date of acquisition.                                
- By definition no adjustment was made for restructuring costs.                 
Consideration for business combination                                          
- Consideration paid by York for the acquisition of the businesses consisted    
of three parts:                                                                 
- R350 million - 23 333 333 ordinary shares issued through rights offer at      
R15 per share                                                                   
- R500 million - 33 333 333 shares issued through "Vendor Consideration         
Issue" at R15 per share                                                         
- Cash consideration of R854 million.                                           
COMMENTARY                                                                      
The 18-month financial period that spanned January 2007 to June 2008 marked     
the dawn of a new era in York`s history. The Group acquired the business of     
Global Forest Products (GFP) as a going concern with effect from 1 July 2007,   
transforming York into a vertically integrated forestry company, including 62   
000 hectares of plantations, eight timber processing mills and 3 700            
employees. The GFP assets were successfully integrated into York,               
notwithstanding a large plantation fire on 12 July 2007, less than one month    
after the acquisition date. Management has made meaningful progress towards     
achieving the Group`s three-year synergy plan to unlock additional margins as   
a result of the merger. The R1,7 billion acquisition of GFP was funded with     
half debt and half equity. York intends to repay the acquisition debt over an   
eight-year period with cash generated by the Group`s operations.                
Financial review                                                                
- Headline earnings per share (HEPS) was up 280% to 1 019 cents (2006: 269      
cents). Compared to the post-merger 12-month period. HEPS was up 150% to 671    
cents.                                                                          
- The biological assets are fair valued at the Net Standing Value Method and    
have increased 46% in value since they were acquired in July 2007. The          
increase arose due to the rise in saw log prices in the South African market    
as a result of the shortage in raw material. This value increase was            
notwithstanding the write-off of timber to the value of R87 million as a        
result of the July 2007 fires. The long-term liability arose mainly due to      
acquisition finance raised to purchase GFP. The acquisition of R1,7 billion     
was financed with R850 million equity finance and R850 million loan finance.    
GFP already had asset-based finance loans of R257 million which were part of    
the net assets acquired.                                                        
- Net Asset Value per share grew 125% to 2 113 cents (2006: 934 cents) and      
Tangible Net Asset Value per share grew 42%, from 941 cents (2006) to 1 334     
cents.                                                                          
- The majority of revenue growth resulted from acquisition with some of the     
growth being due to increases in selling prices.                                
- The residential building market is seasonal in nature, with the July to       
December period usually being better than the January to June period.           
- The increase in the Gross Margin percentage from 38% to 63% is due to the     
change in the nature of the Group from a mainly manufacturing concern to that   
of a vertically integrated forestry company with its own manufacturing          
plants. The direct ownership of the forestry business gives York access to      
its own raw material.                                                           
- During the period under review certain material items affected the results:   
    - The fair value adjustment of the biological asset of R607 million is      
largely attributable to rapidly rising log prices. The fair value of        
    biological assets is discussed in detail under a separate paragraph.        
    - Certain restructuring costs of R8,3 million which relate to the           
    retrenchment cost of senior management as a result of the merger.           
- Direct costs of R25,7 million relating to the fires in July 2007 of       
    which R3,3 million related to fire fighting, R5,3 million write-off of      
    roadside stocks destroyed and R17,5 million relating to additional          
    harvesting and re-planting costs.                                           
- The pre- and post-merger differences show a larger proportion of earnings     
going to lenders which is indicative of the change in the debt equity           
structure of the Group. The larger debt is secured by the value of the          
biological assets. The rationale for the increase in gearing was due to lower   
risk cash flows being generated as a result of the acquisition of the large     
resource of timber.                                                             
- The total net finance costs for the period amounted to R93,9 million (2001:   
R3,2 million)  after adjusting for the following items:                         
- The share-based payment of R10,4 million relates to the conversion        
    right of the preference shares issues to York`s Staff and Community         
    Trusts during March 2007. This is a once-off charge to the income           
    statement. The 10 million ordinary shares issued to the Staff and           
Community Trusts funded by the IDC were issued at fair value and will       
    not attract any share-based payment charge.                                 
    - As part of the debt funding raised for the acquisition of GFP, York       
    entered into an interest rate swap transaction of R1,15 billion to hedge    
itself against the risk of interest rate increases. In terms of IFRS the    
    swap has to be fair valued. The current fair value of the swap amounts      
    to R78,8 million. The R78,8 million income is a once-off benefit as York    
    intends to use hedge accounting with effect from 1 July 2009.               
Segmental review                                                                
Forestry                                                                        
The Forestry division had an operating margin of 32,3% for the period under     
review. This is after costs of R25 million were expensed as a result of the     
July 2007 fires.                                                                
Sawmilling                                                                      
The decline in operating margin of Sawmilling was mainly due to the newly       
acquired underperforming GFP operations. The rapid rise in raw material costs   
also had the effect of reducing margins.                                        
Plywood                                                                         
The Plywood business had a difficult operational period for the six months to   
December 2007, posting a loss of R9,6 million. During the six months ended      
June 2008 the division posted a profit of R3,7 million.                         
Warehousing                                                                     
Margins in the Warehousing business declined as a result of the slower market   
and set-up costs incurred for expansion.                                        
Working capital                                                                 
- Net working capital increased from R36,9 million to R156 million. Net         
working capital of R73 million was acquired through the acquisition of GFP.     
- Working capital as a percentage of sales reduced to 6,7% as at the end of     
June 2008. This was as a result of good working capital management.             
- Included in the debtors are insurance collectables of R14,1 million and       
forestry roadside stock and wetdeck stocks of R26,6 million, accumulated        
largely as a result of the fire.                                                
Cash flow                                                                       
- Cash from operations amounted to R252 million (2006: R39 million).            
- Cash flow generated during the period amounted to R50 million after capital   
expenditure and before forestry acquisitions. All capital expenditure is        
currently financed out of own cash resources.                                   
Loans and borrowings and financial instruments                                  
- The net debt after cash amounted to R970 million as at the June year-end,     
with a reduction of 6% from the balance as at 31 December 2007 of R1 030        
million.                                                                        
- Of the loan facilities, R630 million does not amortise the capital, but       
there is a bullet payment at the end of the loan period (R430 million in July   
2015 and R 200 million July 2014).                                              
- The Group has a swap agreement in place to hedge against interest rate        
hikes. The swap rate is Buying at JIBAR of 9,6% and Selling at JIBAR of         
12,3%. The swap agreement was fair valued as at the end of June 2008 at         
R78,08 million.                                                                 
- The Group complied with all of its debt covenants during the period under     
review.                                                                         
Biological assets                                                               
- As at the year-end, the Group had 55 237 ha of planted pine and eucalyptus    
at varying ages and 5 718 ha of unplanted areas.                                
- The hectares of timber younger than four years was 14,781ha and four years    
and older was 40 352ha.                                                         
- Depending on the age of the trees, a hectare would have an estimated volume   
(m3) of timber available at any point of time.                                  
- The current estimated volume of all timber older than four years is 4 489     
867m3 of pine and 339 779m3 of eucalyptus. The Group does not estimate a        
volume for trees that are younger than four years.                              
- For the timber four years and older and based on the market prices for each   
m3 of timber, a value is calculated. The timber that is younger than four       
years is valued at cost incurred (actual planting and maintenance costs).       
- The average price per m3 of timber is R403 after deducting the harvesting     
costs of approximately R75 per m3 of standing timber. During the period under   
review market prices rose by 69%.                                               
The timber is valued as follows:                                                
  Timber younger than 4 years           R41 488                                 
Timber 4 years and older              R1 947 876                              
  Purchased of Standing Timber          R6 294                                  
  Net standing value                    R1 983 070                              
Market conditions                                                               
York`s sawn timber market share increased from 8% of the Southern African       
market in December 2006 to 19% of the market in June 2008, following the        
acquisition of GFP. Market conditions were tough during the period under        
review due to the slowdown in residential construction and a temporary          
oversupply of timber caused by surplus logs being processed by the industry     
as a result of fire salvage operations. Recent wide-spread fires in September   
2008 are likely to extend the log salvage operations and temporary oversupply   
deep into 2009 until the last of the recently burnt plantations have been       
salvaged. These latest fires will however further compound the long-term        
shortage as many of the trees that were damaged were under eight years old      
and are not salvageable.                                                        
During the period under review, industry log prices rose 69% whilst sawn        
timber prices rose by 24%. Processing operations throughout the timber          
industry experienced margin squeeze and several inefficient mills were forced   
to close.                                                                       
York`s recently acquired Driekop sawmill was damaged in the 2007 fire and is    
currently being rebuilt for commissioning in March 2009. Benefits from the      
reinstatement of the damaged mill will only be fully evident during the 2010    
financial period.                                                               
Forest fires                                                                    
Forestry operations were disrupted by the worst plantation fires in South       
Africa`s history in July 2007. Almost 11 000 hectares of York`s plantations     
were affected by the fires that also destroyed 6,5% of South Africa`s pine      
sawlog reserves. Once the fires had been contained, the damaged trees were      
felled and either processed or stored under irrigation. By June 2008, more      
than half the total burnt area had been replanted. The remainder of the burnt   
areas will be replanted within the next 12 months.                              
The effects of the fire negatively impacted York`s operational cash flow        
during the year under review as a large volume of burnt logs had to be felled   
and stored under permanent irrigation (SUPI) for processing during the next     
financial period and replanting of the vast burnt areas is being telescoped     
into a two-year period to normalise the growing regimes as quickly as           
possible.  On a positive note, the processing of SUPI log stocks during the     
next 12-month period will result in additional working capital being            
unlocked.                                                                       
Timber warehousing                                                              
This division has operated since 2002 from York`s Cordelfos Warehouse in        
Pretoria West and has recently been expanded to supply the KwaZulu-Natal and    
Western Cape markets. The Warehouse operation is geared to supply the smaller   
retailer, as well as York`s larger customers. Whilst York`s warehouses          
purchase most of their timber from suppliers in the Southern African market,    
the medium-term objective is to warehouse and distribute imported timber to     
the Group`s customer base. The warehouses will enable York to maintain and      
grow its market share in the sawn timber market once import parity is           
breached and South Africa is forced to import timber to overcome the forecast   
long-term timber shortage.                                                      
Dividends                                                                       
Taking into consideration the debt facilities extended by York`s bankers for    
the GFP acquisition and other growth plans, no dividend (save for preference    
dividends) was declared during the period under review. During the previous     
year no dividend was declared.                                                  
Strategy                                                                        
York`s short-term strategy is to procure further plantations in close           
proximity to its existing operations. These acquisitions will provide York      
with further growth and improved sustainability as the group becomes            
increasingly self sufficient. In addition, management will focus on reducing    
costs and improving efficiencies of the recently acquired GFP operations.       
Outlook                                                                         
Notwithstanding slower trading conditions in 2008, York is well positioned to   
benefit from the timber shortage and eventual timber imports. The Group is      
approximately 60% self-sufficient from its own timber plantations, owns seven   
modern, well-managed sawmills and a plywood mill and is focusing on further     
acquisitions, locally and abroad, to increase its ownership of forestry         
resource. The substantial cost savings being implemented, together with         
improved efficiencies, will ensure that York is well positioned to meet its     
objectives during the current market downturn so as to reap the benefits once   
the economy begins to improve.                                                  
Lance Cooper                      John Lehman                                   
Chief Executive Officer           Chief Financial Officer                       
17 September 2008                                                               
Executive Directors:                                                            
Lance Cooper (CEO), John Lehman (CFO),                                          
Gay Mokoena (Director Corporate Services)                                       
Non-Executive Directors:                                                        
Jim Myers (Chairman, USA), Andrew Bonamour,                                     
Paul Botha, Dick Claunch, Shakeel Meer,                                         
Tlhopheho Modise, Simon Murray, Piet Odendaal                                   
Company Secretary:                                                              
Francois Dekker                                                                 
Registered Office:                                                              
York Corporate Offices, 3 Main Road, Sabie, 1260                                
Tel 013 764 9200  Fax 013 764 3245                                              
PO Box 1191, Sabie, 1260                                                        
Transfer Secretaries:                                                           
Computershare Investor Services (Proprietary) Limited                           
70 Marshall Street, Johannesburg 2001                                           
PO Box 61051, Marshalltown 2107                                                 
www.york.co.za                                                                  
Date: 17/09/2008 12:00:01 Produced by the JSE SENS Department.                  
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