| Wed 4 Feb 2009, 14:34 | | MTE - Monteagle - Abridged Audited Results For The Year Ended 30 September |
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MTE
MTE
MTE - Monteagle - Abridged Audited Results For The Year Ended 30 September
2008 And Notice Of Annual General Meeting
Marshall Monteagle Holdings Societe Anonyme
(Formerly Monteagle Holdings Societe Anonyme)
("Monteagle")
(Incorporated in Luxembourg - RC Luxembourg No. B 19600)
Share Code: MTE & ISIN Code: LU0035797272
Registered Office
6 rue Adolphe Fischer,
L-1520, Luxembourg
ABRIDGED AUDITED RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2008 AND NOTICE OF
ANNUAL GENERAL MEETING
INTRODUCTION
The directors are pleased to report another successful year for the group`s
operating activities and a satisfactory performance by the group`s
investments, given the recent unprecedented global financial crisis that has
affected assets of all classes.
Marshall Monteagle`s objective is to achieve capital growth and pay a steadily
progressive dividend over the long term from a diversified range of
investments. The company holds portfolios of leading investments in the U.K.,
Europe, U.S.A. and the Far East as well as commercial properties in the U.S.A
and South Africa. The group`s shipping and distribution businesses operate
internationally, and in South Africa it has interests in food production and
processing.
RESULTS
- Group revenue is up 21% to US$109,559,000 for the twelve months to 30th
September 2008, compared to US$90,449,000
- Profit before tax and exceptional items is up 12% to US$5,251,000 from
US$4,683,000.
- The directors are proposing a final dividend of 3.00 US cents payable in
April 2009, making a total of 5.00 US cents (2007 - 4.50 US cents) for the
year, an increase of 11%
- Net assets attributable to shareholders declined by 13% to US$3.27 per share
from US$3.76 at 30th September 2007, reflecting a weaker South African rand
and lower investment valuations. Of these assets, US$2.07 - 63% (2007 - 64%)
are held in Europe and U.S.A. The remaining assets, equivalent to US$1.20 per
share, - 37% (2007- 36%) are held predominantly in South Africa.
AUDITED RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2008
The 30 September 2008 year-end audit was performed by International Audit
Services S.a r.l. whose unqualified report is available for inspection at 58
rue Charles Martel, L-2134, Luxembourg.
IMPORT, EXPORT AND DISTRIBUTION
Our shipping and distribution business achieved solid growth during the twelve
month period to 30th September 2008. This division continues to provide
procurement, supply chain and risk management services to multiple retailers,
wholesalers and manufacturers in Southern Africa and Australia and is
complemented by dedicated producers of quality raw materials, skilled food
technologists and first world production facilities.
During the first six months of trading we continued to experience significant
raw material price increases and inconsistent availability which resulted in
further upward pressure on delivered pricing. The third quarter (April-June)
saw raw material prices stabilize with improved availability and throughout
the fourth quarter (July-September) they started dropping significantly and
continue to do so as a result of reduced consumer demand.
We are currently operating in an extremely challenging environment with
significant raw material price changes, reduced consumer demand and volatile
currency movements and it would appear that these conditions will remain over
the next six months and probably throughout the 2009 financial year. We are
well positioned to operate in these market conditions and continually strive
to anticipate our clients needs and exceed their expectations.
Our 50.1% owned tool and machinery import and distribution business has posted
lower profits than last year. This reflects the worsening economic situation
in South Africa and the cost of establishing the new subsidiaries. We have
continued to improve on our product offering by introducing category
specialists to refine and increase our ranges. An improvement in our
efficiencies and systems has positioned us as a preferred supplier with much
of the retail industry.
Indications are that we are in for a tougher trading environment in 2009;
management of margins and expenses will be key to our future success.
PROPERTY PORTFOLIO
Our large multi-tenanted industrial property in San Diego continues to produce
satisfactory returns. However there has been a noticeable decline in demand
for space in the region and yields are most certainly on the rise. The Board
still feels that in the long term Southern California will remain an
attractive real estate market and we intend to increase investment in the
region when appropriate.
The group`s commercial properties in South Africa, including those in Durban
and Cape Town held by Merchant Group, produced good returns during the year.
The results include a full year of income from Merchant Group (2007 - 5
months).
INVESTMENT PORTFOLIO
Stock market volatility greatly increased during the year and all the major
indices depreciated substantially as nervous investors moved to safe-haven
assets such as Treasury bills. Our international listed portfolios have
naturally decreased in value. The group remains invested in quality companies
in first world markets and has substantial liquidity to take advantage of any
future buying opportunities.
MERCHANT & INDUSTRIAL PROPERTIES LIMITED ("MERCHANT") (70% subsidiary)
On 31st October 2008 the company announced that it would be making an offer to
acquire all of the issued shares of Merchant that it does not already own.
Details of the offer will be circulated to all minority shareholders of
Merchant early in 2009. The boards of both companies hope that all Merchant
shareholders will take advantage of the opportunity to swap their shares for
shares in the parent company where there is a broader spread of investments.
CONAFEX HOLDINGS S.A. (listed associate)
Conafex Holdings Societe Anonyme is an African focussed agri-resource group
listed in Luxembourg and South Africa. Conafex takes strategic stakes in
businesses focused on horticulture, niche and value-added agriculture.
Current holdings include stakes in a fruit trading business, an exporter of
plant extracts and natural health products and a coffee roasting business.
The company is currently looking to delist from both the Luxembourg Stock
Exchange and the Johannesburg Stock Exchange in order to conserve its limited
funds to help grow the business.
HALOGEN HOLDINGS S.A. (listed associate)
On 30 May 2008 we exercised 246,396 warrants and subscribed US$483,751 for
246,396 additional Halogen shares, increasing our shareholding from 46.1% to
46.9%. On exercise we also received 2 new warrants for each warrant
exercised, each new warrant being exercisable at Euro1.25 on 31 May 2011. In
total Halogen raised US$895,000 (GBP502,000) on exercise of warrants and it
has invested US$891,000 (GBP500,000) by acquiring additional shares at GBP1 in
Heartstone Inns, a developing UK group of country pubs specialising in quality
food. Heartstone owns the freehold of the 4 pubs which it manages, and is
looking to acquire additional pubs. This acquisition programme has stalled
due to a lack of suitable properties at realistic prices, but there are now
indications that vendors are beginning to set more appropriate valuations.
Halogen has reported a loss of US$756,000 (GBP385,000) for the year. Last
year`s loss of US$190,000 (GBP96,000) (excluding exceptional items) is not
directly comparable as it only included two months trading from Heartstone,
and included interest income on the cash subsequently invested in Heartstone.
GROUP PERSONNEL
These results could not have been achieved without the hard work of all our
employees and, on behalf of all shareholders, the directors thank them most
sincerely for their efforts and contribution during the year.
PROSPECTS
Currency fluctuations abound and we must maintain a strong and liquid balance
sheet to support our international operations. Our operating companies have
experienced a satisfactory first quarter but, with unemployment in all markets
on the increase accompanied by recessionary economies, we expect a challenging
year ahead.
Our conservative policies with respect to listed investments have, with minor
exceptions, resulted in smaller losses than might otherwise have been the
case. Our property rental income from a broad tenant base also gives us some
support for the year ahead.
POSTING OF ANNUAL REPORT AND NOTICE OF ANNUAL GENERAL MEETING
The annual report will be mailed to shareholders on or before 27 February 2009
and the Annual General Meeting of the Company will be held on Friday 27 March
2009 at 4.00 p.m. at the registered office of the Company, 58 rue Charles
Martel, L-1361, Luxembourg.
Consolidated Income Statement
for the year ended 30 September 2008 2007
US$000 US$000
Group revenue 109,559 90,449
Operating costs (102,736) (84,417)
------------ ------------
Operating profit 6,823 6,032
Share of associated companies` results (461) 24
Income from other investments - dividends 525 496
- interest 527 313
Interest paid and similar charges (1,845) (1,889)
Realised exchange losses (318) (293)
------------ ------------
Profit on ordinary activities before 5,251 4,683
exceptional items and tax
Exceptional items 1,214 10,452
------------ ------------
Profit before tax and minority interests 6,465 15,135
Taxation (1,660) (2,343)
------------ ------------
Profit after tax before minority interests 4,805 12,792
Minority interests (1,623) (2,566)
------------ ------------
Profit attributable to shareholders of the 3,182 10,226
Group
======= =======
Reconciliation of headline earnings per
share
Basic and fully diluted earnings per share 19.2 c 69.4 c
(US cents)
Less exceptional items, net of tax and (5.2)c (58.6)c
minority interests (US cents)
------------ ------------
Headline earnings per share (US cents) 14.0 c 10.8 c
------------ ------------
Interim dividend paid (US cents) 2.00 c 1.85c
Recommended final dividend (US cents) 3.00 c 2.65c
------------ ------------
Total dividends in respect of the year 5.00 c 4.50c
------------ ------------
Consolidated Statement of Recognised Gains and Losses
2008 2007
US$000 US$000
Exchange differences on translation of the
financial statements of foreign entities (4,833) 453
Group share of fair value adjustments (5,510) 3,319
Group share of revaluations (43) -
------------ ------------
Net (losses)/gains not recognised in the (10,386) 3,772
income statement
Dividend paid for the previous year (438) (336)
Shares issued - 8,052
Interim dividend declared (331) (305)
Net profit for the period 3,182 10,226
------------ ------------
Total recognised (losses)/gains and
(decrease)/increase in shareholders` funds (7,973) 21,409
Shareholders` funds brought forward 62,061 40,652
------------ ------------
Shareholders` funds carried forward 54,088 62,061
======= =======
Consolidated Balance Sheet
at 30 September 2008 2007
US$000 US$000
Assets
Non current assets
Property, plant and equipment 37,914 40,549
Investments 21,863 29,074
------------ ------------
59,777 69,623
Current assets ------------ ------------
Inventories 20,705 18,246
Investment held for resale 182 610
Accounts receivable 18,957 18,613
Cash and bank balances 9,523 7,502
------------ ------------
49,367 44,971
Current liabilities
Accounts payable (falling due within one (28,426) (24,398)
year)
------------ ------------
Net current assets 20,941 20,573
------------ ------------
Total assets less current liabilities 80,718 90,196
Non current liabilities
Accounts payable (falling due after more (11,077) (11,216)
than one year)
Deferred taxation (2,324) (3,031)
------------ ------------
67,317 75,949
======= =======
Capital and reserves
Called up share capital 24,805 24,805
Share premium account 3,407 3,407
Other reserves 9,555 17,990
Retained earnings 16,321 15,859
------------ ------------
Shareholders` funds 54,088 62,061
Minority interests 13,229 13,888
------------ ------------
67,317 75,949
======= =======
Net Assets per Share at market values 2008 2007
US$ US$
Europe, U.S.A. and other 2.07 2.42
South Africa 1.20 1.34
------------ -----------
3.27 3.76
======= =======
Consolidated Cash Flow Statement
for the year ended 30th September 2008 2007
US$000 US$000
Operating activities
Cash generated/(absorbed) by operations 8,032 (161)
**
Interest paid (1,845) (1,889)
Taxation paid (2,014) (1,520)
------------ ------------
Net cash inflow/(outflow) from operating 4,173 (3,570)
activities **
------------ ------------
Investment activities
Purchase of tangible fixed assets (1,614) (647)
Acquisition of investments (4,367) (5,369)
**
Cash acquired with subsidiary, net of - 689
costs
Proceeds of disposal of tangible fixed 842 -
assets **
Proceeds of disposal of investments 5,126 9,395
**
Interest received and other investment 1,052 809
income
------------ ------------
Net cash inflow from investment 1,039 4,877
activities **
------------ ------------
Net cash inflow before financing 5,212 1,307
------------ ------------
Financing activities
Net (decrease)/increase in long term (139) 3,435
debt
Dividends paid - group (1,018) (571)
Dividends paid -minorities (102) -
------------ ------------
Net cash (outflow)/inflow from financing (1,259) 2,864
activities
------------ ------------
Net increase in funds 3,953 4,171
-
Net funds/(debt) at 1 October 3,209 (1,045)
Effect of foreign exchange rate changes (68) 83
------------ ------------
Net funds at 30 September 7,094 3,209
======= =======
** Changes from unaudited preliminary results released on 19 December 2008
SEGMENTAL REPORTING
Primary reporting format - business segments
The Group is organised on a worldwide basis into the following main business
segments:
Import and distribution
Tool import and non-perishable food imports to and exports from South Africa;
non-perishable food imports to Japan and Australia.
Food production and processing
Horticulture, niche and added value agriculture in South Africa through
Conafex
Property
Investment properties in California and South Africa.
Other activities
Mainly transactions relating to the share portfolios, profits on disposals of
tangible and intangible fixed assets and local head office costs.
There are no sales between business segments. Segment assets consist of
property, plant and equipment, inventories and receivables and exclude cash
balances. Segment liabilities are operating liabilities and exclude items
such as taxation and borrowings. Capital expenditure comprises additions to
property, plant and equipment.
Unallocated assets and liabilities are cash balances, taxation and borrowings.
2008 2007
Segmental analysis of US$000 US$000
results
Revenue Result Revenue Result
Import and distribution 105,503 6,510 88,141 6,492
Property 3,955 1,291 2,308 635
Other activities 101 (244) - (579)
----------- ----------- ----------- -----------
109,559 7,557 90,449 6,548
======= =======
Share of associates (461) 24
Interest paid and similar (1,845) (1,889)
charges
----------- -----------
5,251 4,683
Exceptional items 1,214 10,452
----------- -----------
Profit before tax 6,465 15,135
======= =======
* Revenue of "Other activities" excludes dividend income and the proceeds
of sales of investments and tangible assets. Profits on sales of investments
and tangible assets are included in exceptional items.
Assets Liabilities Net assets/ Capital Depre-
(liabilities) expenditure ciation
charge
US$000 US$000 US$000 US$000 US$000
Segmental analysis of net assets 30th September 2008
Import and 42,654 (24,399) 18,255 694 321
distribution
Property 32,955 (600) 32,355 842 57
Listed 1,860 - 1,860 - -
associate -
Food production
Listed 1,994 - 1,994 - -
associate -
Other
Other 19,948 (412) 19,536 78 6
activities
(including
investments)
Unallocated 9,733 (16,416) (6,683) - -
(including
cash, tax and
debt)
------- ----------- ----------- ----------- ---------
Consolidated 109,144 (41,827) 67,317 1,614 384
total
======= ======= ======= ======= =======
Segmental analysis of net assets 30th September 2007
Import and 40,534 (19,649) 20,885 212 188
distribution
Property 36,498 (873) 35,625 435 50
Listed 1,530 - 1,530 - -
associate -
Food production
Listed 1,388 - 1,388 - -
associate -
Other
Other 22,202 (1,093) 21,109 - 9
activities
(including
investments)
Unallocated 12,442 (17,030) (4,588) - -
(including
cash, tax and
debt)
------- ----------- ----------- ----------- ----------
Consolidated 114,594 (38,645) 75,949 647 247
total
======= ======= ======= ======= =======
Secondary reporting format - geographical segments
The Group operates in the following countries or states.
Luxembourg
The non-trading location of the parent company where part of the Group
investment portfolio is located.
South Africa
Location of the bulk of the Group`s import and distribution business and part
of the Group`s property portfolio.
Australia
Location for part of the Group`s import and distribution business.
United States Part of the Group`s property and investment portfolios are
located here.
Jersey
Location of part of the Group`s import and distribution business and part of
the Group`s investment portfolio.
2008 2007
Group Total Capital Group Total Capital
revenue net expendi revenue net assets Expen-
assets ture diture
US$000 US$000 US$000 US$000 US$000 US$000
Australia 3,158 3,606 8 3,006 3,933 117
United 1,068 12,565 17 1,060 13,107 36
States
Jersey 28,089 8,664 - 19,810 10,365 -
Luxembourg - 11,362 78 458 14,654 -
---------- --------- ------- -------- ----------- ---------
Total 32,315 36,197 103 24,334 42 ,059 153
outside
Africa
South 77,244 31,120 1,511 66,115 33,890 494
Africa
---------- --------- ------- -------- ----------- ---------
109,559 67,317 1,614 90,449 75,949 647
======= ======= ======= ======= ======= =======
Total assets and capital expenditure are shown by the geographical area in
which the assets are located.
EXCEPTIONAL ITEMS 2008 2007
US$000 US$000
Income
Surplus on disposal of investments 325 4,237
Surplus on disposal of non-current tangible 555 -
assets
Release of investment provisions 295 508
Negative goodwill written off - 1,471
Property revaluations 39 4,541
Total income 1,214 10,757
Charges
Mortgage redemption fee - (286)
Loss on disposal of tangible fixed assets - (19)
Exceptional items - net income 1,214 10,452
Notes:
1. These preliminary results for the year ended 30 September 2008 and the
balance sheet at that date comply with International Financial Reporting
Standards and have been prepared on the basis of accounting policies adopted
for the year ended 30 September 2007.
2. Group capital expenditure in the year was US$1,614,000 (2007 - US$647,000).
There were no capital expenditure commitments at 30 September 2008 (2007 -
nil).
3. Bank loans and overdrafts of US$2,429,000 (2007 - US$4,293,000) are
included in current liabilities. Group long-term finance is secured on
various local properties and bears interest at local commercial rates.
4. Earnings per share and headline earnings per share are based on the result
attributable to shareholders of the Company and on the weighted average of
16,536,717 shares in issue (2007 - 14,726,758)
Luxembourg
4 February 2009
Sponsor
Sasfin Capital
(A division of Sasfin Bank Limited)
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