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Tue 5 May 2009, 8:00 ATN / ATNP - Allied Electronics Corporation - Abridged Audited Consolidated
ATN   ATNP
ATN                                                                             
ATN / ATNP - Allied Electronics Corporation - Abridged Audited Consolidated     
              Financial Statements for the Year Ended 28 February 2009          
ALLIED ELECTRONICS CORPORATION LIMITED                                          
(Registration number: 1947/024583/06)                                           
(Incorporated in the Republic of South Africa)                                  
Share code: ATN & ISIN: ZAE000029658                                            
Share code: ATNP & ISIN: ZAE000029666                                           
Abridged audited consolidated financial statements for the year ended 28        
February 2009                                                                   
Abridged income statement                                                       
                                  %       2009       2008                       
R millions                         change  (Audited)  (Audited)                 
Revenue                            16      24 768     21 431                    
Operating profit before capital    (7)     1 799      1 937                     
items                                                                           
Capital items (Note 1)                     (21)       (90)                      
Result from operating activities           1 778      1 847                     
Finance income                             184        182                       
Finance expense                            (292)      (89)                      
Share of profit from associates            3          4                         
Profit before taxation                     1 673      1 944                     
Taxation                                   (524)      (625)                     
Profit for the year                (13)    1 149      1 319                     
Attributable to minority interest          314        300                       
Attributable to Altron equity              835        1 019                     
holders                                                                         
Basic earnings per share (cents)   (25)    266        357                       
Diluted basic earnings per share   (20)    248        310                       
(cents)                                                                         
Dividends per share paid (cents)           156        118                       
Dividends per share declared               119        156                       
(cents)                                                                         
Notes                                                                           
Basis of preparation                                                            
The abridged consolidated financial statements have been prepared in accordance 
with the recognition and measurement criteria of International Financial        
Reporting Standards (IFRS) and its interpretations adopted by the International 
Accounting Standards Board (IASB) in issue and effective at 28 February 2009 and
the presentation and disclosure requirements of IAS 34, Interim Financial       
Reporting and in compliance with the Listings Requirements of the JSE Limited.  
The accounting policies followed are consistent with those used in the prior    
year.                                                                           
Auditor`s report                                                                
KPMG Inc`s unmodified auditor`s report included in the consolidated annual      
financial statements and on the abridged consolidated annual financial          
statements contained in this abridged report are available for inspection at the
company`s registered office.                                                    
%       2009       2008                       
R millions                         change  (Audited)  (Audited)                 
Headline earnings per share        (27)    275        375                       
(cents)                                                                         
Diluted headline earnings per      (21)    257        327                       
share (cents)                                                                   
Adjusted headline earnings per     (24)    295        387                       
share (cents)                                                                   
Adjusted diluted headline earnings (18)    277        339                       
per share (cents)                                                               
1. Capital items                                                                
Net gain on disposal of property, plant   23         2                          
and equipment                                                                   
Impairment of property, plant and         (12)       -                          
equipment                                                                       
Impairment of goodwill                    (90)       (86)                       
Goodwill adjustment on reversal of at     -          2                          
acquisition tax losses                                                          
Net gain/(loss) on disposal of businesses 58         (1)                        
and investments                                                                 
Foreign currency translation reserve      -          (7)                        
released on disposal                                                            
                                         (21)       (90)                        
2. Reconciliation between earnings and                                          
headline earnings                                                               
Attributable to Altron equity holders     835        1 019                      
Capital items - gross                     21         90                         
Tax effect of capital items               8          -                          
Deferred tax assets reversed on at        -          2                          
acquisition tax losses                                                          
Minority interest in capital items        (3)        (39)                       
Headline earnings                         861        1 072                      
3. Reconciliation between attributable                                          
earnings and diluted earnings                                                   
Attributable to Altron equity holders     835        1 019                      
Dilutive earnings attributable to BBBEE   (44)       (118)                      
minorities in subsidiaries                                                      
Dilutive earnings attributable to         (17)       (14)                       
dilutive options at subsidiary level                                            
Minority interest in adjustments          8          7                          
Diluted earnings                          782        894                        
4. Reconciliation between headline                                              
earnings and diluted headline earnings                                          
Headline earnings                         861        1 072                      
Dilutive earnings attributable to BBBEE   (41)       (118)                      
minorities in subsidiaries                                                      
Minority interest in adjustments          8          8                          
Dilutive earnings attributable to         (17)       (17)                       
dilutive options at subsidiary level                                            
Diluted headline earnings                 811        945                        
5. Reconciliation between headline                                              
earnings and adjusted headline earnings                                         
Adjusted headline earnings have been                                            
presented to demonstrate the impact of                                          
some once off events and accounting                                             
charges on the headline earnings of the                                         
group. Headline earnings are reconciled                                         
to adjusted headline earnings as follows:                                       
Headline earnings                         861        1 072                      
Amortisation of intangibles arising on    104        40                         
business combinations                                                           
IFRS 2 charge on BBBEE transactions       -          3                          
Costs associated with proposed purchase   -          13                         
of minorities in subsidiaries                                                   
Tax effect of adjustments                 (29)       (14)                       
Minority interest in adjustments          (12)       (8)                        
Adjusted headline earnings                924        1 106                      
6. Reconciliation between diluted                                               
headline earnings and adjusted diluted                                          
headline earnings                                                               
Diluted headline earnings                 811        945                        
Amortisation of intangibles arising on    104        40                         
business combinations                                                           
IFRS 2 charge on BBBEE transactions       -          3                          
Costs associated with proposed purchase   -          13                         
of minorities in subsidiaries                                                   
Tax effect of adjustments                 (29)       (14)                       
Minority interest in adjustments          (12)       (8)                        
Adjusted diluted headline earnings        874        979                        
Fully diluted earnings, diluted headline earnings and adjusted diluted headline 
earnings have been calculated in accordance with IAS 33 - Earnings per share on 
the basis that:                                                                 
- Kagiso Strategic Investments (Pty) Limited exercised its full option on 22% of
the shares in Bytes Technology Group South Africa (Pty) Limited adjusted for the
dilutive effect of the option price at the Bytes Technology SA level for the    
four months prior to the exercise of the said option, effective 1 July 2008.    
- The recognition of the deferred sale of a 30% interest in Aberdare Cables to  
the Izingwe Consortium based on the assumption that the outstanding purchase    
price will be settled in cash for R106 million (comprising the empowerment      
funding obligation net of excess cash deposits of R6 million), adjusted for the 
dilutive effect of the option price at the Aberdare level and after taking into 
account the 10% investment in the Izingwe Consortium by Power Technologies (Pty)
Limited.                                                                        
- The recognition of the deferred sale of a 30% interest to Platina Venture     
Holdings (Pty) Limited in Alcom Matomo based on the assumption that the         
internally financed purchase price will be settled in cash of R13 million,      
adjusted for the dilutive effect of the option at the Alcom Matomo level.       
- The earnings effect of dilutive options at Allied Technologies Limited level. 
7. Acquisitions of subsidiaries                                                 
Bytes Group                                                                     
During the period the Bytes Group acquired a number of operations, namely       
Planflow - 1 March 2008, Intelleca - 1 April 2008 and NOR Paper - 1 July 2008   
for an aggregate consideration of R301 million, of which R49 million is         
deferred.                                                                       
In the year to 28 February 2009 these acquisitions contributed R329 million to  
revenue and R15 million to the consolidated profit after tax. If the            
acquisitions had occurred on 1 March 2008, group revenue and net profit after   
tax before allocations would have increased by a further R117 million and R16   
million respectively.                                                           
                            Recognised   Fair value   Carrying                  
                            values       adjustments  amount                    
Non-current assets           13           85           98                       
Current assets               149          -            149                      
Non-current liabilities      (1)          (26)         (27)                     
Current liabilities          (57)         -            (57)                     
Net identifiable assets and  104          59           163                      
liabilities                                                                     
Goodwill arising on                                    138                      
acquisition                                                                     
Total consideration                                    301                      
Less cash and cash                                     (5)                      
equivalents in subsidiaries                                                     
acquired                                                                        
Less deferred purchase                                 (49)                     
consideration                                                                   
Cash outflow from the group                            247                      
on acquisitions                                                                 
Powertech Group                                                                 
On 1 April 2008 the Powertech Group acquired the remaining 50% of Powertech     
Transformers (Pty) Limited that it had not previously owned for a consideration 
of R320 million.                                                                
In the year to 28 February 2009 the acquisition of the remaining 50% contributed
R814 million to revenue and R44 million to the consolidated profit after tax. If
the acquisition had occurred on 1 March 2008, group revenue and net profit after
tax before allocations would have increased by a further R54 million and R4     
million respectively.                                                           
Recognised   Fair value   Carrying                  
                            values       adjustments  amount                    
Non-current assets           110          166          276                      
Current assets               891          15           906                      
Non-current liabilities      (2)          (51)         (53)                     
Current liabilities          (562)        -            (562)                    
Net identifiable assets and  437          130          567                      
liabilities                                                                     
Attributable to minorities   (42)         (23)         (65)                     
Net identifiable assets and  395          107          502                      
liabilities                                                                     
Goodwill arising on                                    69                       
acquisition                                                                     
Total consideration                                    571                      
Less fair value of existing                            (251)                    
joint venture interest                                                          
applied to business                                                             
combination                                                                     
Less cash and cash                                     (71)                     
equivalents in subsidiaries                                                     
acquired                                                                        
Cash outflow from the group                            249                      
on acquisitions                                                                 
Altech Group                                                                    
On 1 March 2008, the Altech Group acquired from Sameer ICT Limited (Sameer) 51% 
of the issued share capital  of Kenya Data Networks Limited (KDN), Swift Global 
(Kenya) Limited (Swift) and Infocom Limited (Infocom). The purchase price of    
US$75 million was allocated as follows:                                         
- US$68 million for the shares in KDN                                           
- US$5 million for the shares in Swift                                          
- US$2 million for the shares in Infocom                                        
Of the total purchase price of US$75 million referred to above, an amount of    
US$10 million has been held in escrow, to be released to the vendors of the     
shares concerned against the achievement of an aggregated combined profit after 
taxation of at least US$11.7 million for the 12 months ended 28 February 2009.  
The warranted profits were achieved.                                            
In addition the Altech Group and Sameer injected new capital of US$20 million   
into the three companies acquired, of which 51% was provided by the Altech Group
and the remaining 49% was provided by Sameer. Therefore, the Altech Group`s     
total investment was US$85.2 million, comprising the purchase price of US$75    
million and the cash injection of US$10.2 million.                              
The goodwill arising is attributable to the market dominance of the businesses  
in their regions and the human capital acquired.                                
On 1 March 2008 and 31 March 2008 the group acquired 100% of the Altech Netstar 
franchises in Witbank and Bloemfontein respectively.                            
                             Recognised Fair value   Carrying                   
                             values     adjustments  amount                     
Non-current assets            317        159          476                       
Current assets (including     268        -            268                       
capital subscription                                                            
proceeds)                                                                       
Non-current liabilities       (190)      (42)         (232)                     
Current liabilities           (132)      -            (132)                     
Net identifiable assets and   263        117          380                       
liabilities                                                                     
Attributable to minorities    (129)      (49)         (177)                     
Net identifiable assets and   134        68           203                       
liabilities                                                                     
Goodwill arising on                                   499                       
acquisition                                                                     
Total consideration                                   702                       
Less deferred purchase                                (82)                      
consideration                                                                   
Consideration paid in cash                            620                       
Less amount paid for                                  (82)                      
subscription shares and                                                         
received by subsidiary                                                          
companies                                                                       
Less cash and cash                                    (3)                       
equivalents in subsidiaries                                                     
acquired                                                                        
Cash outflow from the group                           535                       
on acquisitions                                                                 
In the year to 28 February 2009 these acquisitions contributed R449 million to  
revenue and R101 million to the consolidated profit after tax. If the           
Bloemfontein acquisition had occurred on 1 March 2008, group revenue and net    
profit after tax before allocations would have increased by a further R1 million
and R0.2 million respectively. These amounts have been calculated using the     
group`s accounting policies and by adjusting the results of the subsidiaries to 
reflect amortisation on the fair value adjustments to intangible assets from 1  
March 2008, together with consequential tax effects.                            
8. Post balance sheet acquisitions                                              
Acquisition of 100% interest in Fleetcall (Pty) Limited (Fleetcall)             
Altech has signed agreements to acquire 100% of the issued share capital of     
Fleetcall on 1 March 2009.                                                      
The maximum purchase price is R75 million which is payable as follows in cash:  
- First tranche: R40 million                                                    
- Second tranche: R35 million payable on achievement of warranted profits.      
Fleetcall is the only trunked two-way radio operator in South Africa.           
Acquisition of 100% interest in Lateral Technology Concepts (Pty) Limited       
(Technology Concepts)                                                           
Altech has signed agreements to acquire 100% of the issued share capital of     
Technology Concepts on 1 April 2009.                                            
The maximum purchase price is R45 million which is payable as follows in cash:  
- Initial payment of R7.5 million                                               
- The remaining maximum amount of R37.5 million to be paid in terms of an earn- 
out mechanism over two years based on after tax profit targets for the years    
ending February 2010 and February 2011 being achieved.                          
Technology Concepts is an established internet technology services business and 
corporate internet service provider. This acquisition enhances Altech Autopage  
Cellular`s ability to provide data services to its voice cellular subscribers,  
recognising the developing convergence of voice and data in the telecoms arena  
and the increasing demand for bundled services.                                 
The purchase price allocations for each of these acquisitions will be performed 
during the 2010 financial year, which will identify any recognisable intangible 
assets and determine the quantum of any goodwill.                               
The acquirees` balance sheets for both acquisitions at the date of the          
acquisitions are as follows:                                                    
Carrying                  
                                                      amount                    
Non-current assets                                     11                       
Current assets                                         14                       
Non-current liabilities                                -                        
Current liabilities                                     (10)                    
Net identifiable assets and liabilities                15                       
Abridged balance sheet                                                          
2009       2008                      
R millions                                  (Audited)  (Audited)                
Assets                                                                          
Non-current assets                          5 239      3 362                    
Property, plant and equipment             2 221      1 264                     
 Intangible assets, including goodwill     2 437      1 502                     
 Associates                                11         20                        
 Other investments                         267        294                       
Rental finance advances                   73         86                        
 Deferred taxation                         230        196                       
Current assets                              8 342      7 617                    
 Inventories                               2 364      2 130                     
Trade and other receivables               3 763      3 371                     
 Assets classified as held-for-sale        107        -                         
 Cash and cash equivalents                 2 108      2 116                     
Total assets                                13 581     10 979                   
Equity and liabilities                                                          
Total equity                                 6 300     5 346                    
Non-current liabilities                     1 346      1 047                    
 Loans                                     1 056      784                       
Empowerment funding obligation            101        156                       
 Provisions                                25         24                        
 Deferred taxation                         164        83                        
Current liabilities                         5 935      4 586                    
Loans                                     404        213                       
 Empowerment funding obligation            11         16                        
 Bank overdraft                            928        33                        
 Trade and other payables                  4 138      3 903                     
Provisions                                160        81                        
 Liabilities classified as held-for-sale   28         -                         
 Taxation payable                          266        340                       
Total equity and liabilities                13 581     10 979                   
Net asset value per share (cents)           1 550      1 431                    
Abridged cash flow statement                                                    
                                           2009       2008                      
R millions                                  (Audited)  (Audited)                
Cash flows from operating activities        646        1 304                    
Cash generated by operations                2 278      2 224                    
Net finance (expense)/income                (89)       116                      
Changes in working capital                  (232)      (4)                      
Taxation paid                               (666)      (537)                    
Cash available from operating activities    1 291      1 799                    
Dividends paid, including to minority       (645)      (495)                    
shareholders                                                                    
Cash flows applied in investing activities  (1 904)    (1 532)                  
Cash flows from financing activities        345        704                      
Net (decrease)/increase in cash and cash    (913)      476                      
equivalents                                                                     
Net cash and cash equivalents at the        2 083      1 589                    
beginning of the year                                                           
Translation differences on foreign cash     10         18                       
Net cash and cash equivalents at the end of 1 180      2 083                    
the year                                                                        
Segmental analysis                                                              
                        %        2009               2008                        
R millions               change   (Audited)  %       (Audited)  %               
Revenue                                                                         
Telecommunications       10        8 205      33      7 462      35             
Power electronics and    22        9 920      40      8 159      38             
multimedia                                                                      
Information technology   15        6 796      27      5 917      27             
Corporate, financial              (153)      -        (107)     -               
services and                                                                    
eliminations                                                                    
16        24 768     100     21 431     100             
Operating profit*                                                               
Telecommunications       32        847        47      641        33             
Power electronics and    (42)      516        29      887        46             
multimedia                                                                      
Information technology   5         438        24      418        22             
Corporate, financial              (2)        -        (9)        (1)            
services and                                                                    
eliminations                                                                    
                        (7)       1 799      100     1 937      100             
* Operating profit is stated before capital items and after amortisation of     
intangibles arising on business combinations.                                   
Operational contribution                                                        
                              %       2009           2008                       
R millions                     change  (Audited)  %   (Audited)  %              
Revenue                                                                         
Altech                         11       9 164      37  8 242      38            
Bytes                          16       6 038      24  5 186      24            
Powertech                      20       9 593      39  8 016      38            
Corporate, financial services          (27)       -    (13)      -              
and eliminations                                                                
                              16       24 768    100  21 431    100             
Operating profit*                                                               
Altech                         32       874        49  664        34            
Bytes                          (4)      351        19  365        19            
Powertech                      (38)     570        32  914        47            
Corporate, financial services          4          -    (6)       -              
and eliminations                                                                
(7)      1 799     100  1 937     100             
            % held    % held                                                    
            at        at                                                        
Attribut-    28        29                                                       
able         February  February                                                 
headline     2009      2008                                                     
earnings                                                                        
Altech       62.0      62.0      19     342        40  288        27            
Bytes        100.0     100.0     22     207        24  170        16            
Powertech    100.0     100.0     (54)   266        31  577        54            
Corporate,   100.0     100.0            46        5    37        3              
financial                                                                       
services and                                                                    
eliminations                                                                    
                                (20)   861       100  1 072     100             
* Operating profit is stated before capital items and after amortisation of     
intangibles arising on business combinations.                                   
Supplementary information                                                       
                                          2009       2008                       
R millions                                 (Audited)  (Audited)                 
Borrowings                                 1 572      1 169                     
 - interest bearing                       1 434      983                        
 - non-interest bearing                   26         14                         
 - BBBEE funding obligation               112        172                        
Depreciation                               298         232                      
Amortisation                                140        40                       
Net foreign exchange gains                 53         64                        
Capital expenditure                        1 008      479                       
Contingent liabilities                     -          -                         
Capital commitments                        515         111                      
Lease commitments                           609       625                       
Payable within the next 12 months:         171        171                       
- property                               123        117                        
 - plant, equipment and vehicles          48         54                         
Payable thereafter:                        438        454                       
 - property                               380        428                        
- plant, equipment and vehicles          58         26                         
Unlisted investments (including                                                 
Associates)                                                                     
 - Carrying amount                        278        314                        
- Directors` valuation                   279        317                        
Weighted average number of shares          314        286                       
(millions)                                                                      
 - Ordinary shares                        102        95                         
- Participating preference shares        212        191                        
Diluted average number of shares           316        289                       
(millions)                                                                      
Shares in issue at end of period           314        312                       
(millions)                                                                      
 - Ordinary shares                        102        102                        
 - Participating preference shares        212        210                        
Ratios                                                                          
EBITA                                       1 939     1 977                     
EBITDA                                      2 237     2 209                     
EBITDA margin (%)                          9.0        10.3                      
ROCE (%)                                   22.9       29.7                      
ROE (%)                                    18.3       24.7                      
ROA (%)                                    16.6       23.2                      
RONA (%)                                   23.0       30.3                      
Borrowings ratio (%)                       25.0       21.9                      
Current ratio                              1.4:1      1.7:1                     
Acid test ratio                            1:1        1.2:1                     
Abridged statement of changes in equity                                         
R millions                     Attributable to Altron equity                    
holders                                           
                              Share         Treasury                            
                              capital                                           
                              and premium   shares    Reserves                  
Balance at 28 February 2007    835           (299)     46                       
(Audited)                                                                       
Recognised income and expense                                                   
Profit for the year            -             -         -                        
Foreign currency translation   -             -         106                      
differences                                                                     
Release of translation         -             -         4                        
differences on disposal                                                         
Cash flow hedging reserve      -             -         (1)                      
Fair value adjustments on      -             -         8                        
available-for-sale investments                                                  
Transactions with shareholders                                                  
Issue of share capital         1 375         -         -                        
Dividends                      -             -         -                        
Share-based payments           -             -         23                       
Change in shareholding of      -             -         (1 262)                  
subsidiaries                                                                    
Balance at 29 February 2008    2 210         (299)     (1 076)                  
(Audited)                                                                       
Recognised income and expense                                                   
Profit for the year            -             -         -                        
Foreign currency translation   -             -         33                       
differences                                                                     
Fair value adjustment of joint -             -         54                       
venture on step acquisition                                                     
Statutory reserves of foreign  -             -         59                       
subsidiaries                                                                    
Cash flow hedging reserve      -             -         (14)                     
Fair value adjustments on      -             -         (18)                     
available-for-sale investments                                                  
Transactions with shareholders                                                  
Issue of share capital         18            -         -                        
Dividends                      -             -         -                        
Share-based payments           -             -         14                       
Subscription by minority       -             -         -                        
shareholders on acquisition of                                                  
subsidiary                                                                      
Minority interest on           -             -         -                        
acquisition of subsidiaries                                                     
Net subscription for 22%       -             -         -                        
minority in Bytes SA                                                            
Change in shareholding of      -             -         (28)                     
subsidiaries                                                                    
Balance at 28 February 2009    2 228         (299)     (976)                    
(Audited)                                                                       
R millions                               Attributable to Altron                 
                                        equity holders                          
                                        Retained                                
earnings      Total                     
Balance at 28 February 2007 (Audited)    2 946         3 528                    
Recognised income and expense                                                   
Profit for the year                      1 019         1 019                    
Foreign currency translation             -             106                      
differences                                                                     
Release of translation differences on    -             4                        
disposal                                                                        
Cash flow hedging reserve                -             (1)                      
Fair value adjustments on available-for- -             8                        
sale investments                                                                
Transactions with shareholders                                                  
Issue of share capital                   -             1 375                    
Dividends                                (331)         (331)                    
Share-based payments                     -             23                       
Change in shareholding of subsidiaries   -             (1 262)                  
Balance at 29 February 2008 (Audited)    3 634         4 469                    
Recognised income and expense                                                   
Profit for the year                      835           835                      
Foreign currency translation             -             33                       
differences                                                                     
Fair value adjustment of joint venture   -             54                       
on step acquisition                                                             
Statutory reserves of foreign            (59)          -                        
subsidiaries                                                                    
Cash flow hedging reserve                -             (14)                     
Fair value adjustments on available-for- -             (18)                     
sale investments                                                                
Transactions with shareholders                                                  
Issue of share capital                   -             18                       
Dividends                                (490)         (490)                    
Share-based payments                     -             14                       
Subscription by minority shareholders    -             -                        
on acquisition of subsidiary                                                    
Minority interest on acquisition of      -             -                        
subsidiaries                                                                    
Net subscription for 22% minority in     -             -                        
Bytes SA                                                                        
Change in shareholding of subsidiaries   -             (28)                     
Balance at 28 February 2009 (Audited)    3 920         4 873                    
R millions                                                                      
                                        Minority      Total                     
                                        interest      equity                    
Balance at 28 February 2007 (Audited)    1 218         4 746                    
Recognised income and expense                                                   
Profit for the year                      300           1 319                    
Foreign currency translation             27            133                      
differences                                                                     
Release of translation differences on    3             7                        
disposal                                                                        
Cash flow hedging reserve                -             (1)                      
Fair value adjustments on available-for- -             8                        
sale investments                                                                
Transactions with shareholders                                                  
Issue of share capital                   -             1 375                    
Dividends                                (164)         (495)                    
Share-based payments                     5             28                       
Change in shareholding of subsidiaries   (512)         (1 774)                  
Balance at 29 February 2008 (Audited)    877           5 346                    
Recognised income and expense                                                   
Profit for the year                      314           1 149                    
Foreign currency translation             5             38                       
differences                                                                     
Fair value adjustment of joint venture   -             54                       
on step acquisition                                                             
Statutory reserves of foreign            -             -                        
subsidiaries                                                                    
Cash flow hedging reserve                (1)           (15)                     
Fair value adjustments on available-for- -             (18)                     
sale investments                                                                
Transactions with shareholders                                                  
Issue of share capital                   1             19                       
Dividends                                (155)         (645)                    
Share-based payments                     3             17                       
Subscription by minority shareholders    79            79                       
on acquisition of subsidiary                                                    
Minority interest on acquisition of      142           142                      
subsidiaries                                                                    
Net subscription for 22% minority in     155           155                      
Bytes SA                                                                        
Change in shareholding of subsidiaries   7             (21)                     
Balance at 28 February 2009 (Audited)    1 427         6 300                    
Message to shareholders                                                         
The Altron financial results for the year ended 28 February 2009 closely reflect
the board`s expected financial performance as outlined in the trading statement 
issued in February this year.                                                   
Despite challenging market conditions, revenue increased by 16% to R24.8 billion
on the back of strong sales from all three of our subsidiary companies - Altech,
Bytes and Powertech. However, primarily as a result of the downturn in the      
building and construction industry and the unprecedented decrease in the copper 
price during the latter part of the year under review, margins and volumes in   
our energy cables business within Powertech were impacted resulting in the      
group`s EBITDA increasing by 1% from R2.21 billion in the prior year to R2.24   
billion. After taking into account the additional shares in issue resulting from
the purchase of the Bytes minorities in January 2008 and finance charges        
relating to recent acquisitions, Altron reported an 18% reduction in adjusted   
diluted headline earnings per share. The adjustment to earnings excludes the    
effect of the amortisation of intangibles arising out of recent acquisitions,   
since management considers this to be the measure most representative of the    
group`s operational performance. The group maintained its dividend cover at 2.5 
times based on adjusted headline earnings per share, declaring a dividend of 119
cents per share.                                                                
Business environment                                                            
The recent global credit environment has negatively impacted the economic       
situation resulting in a significant decline of stock market valuations and     
commodity prices, worldwide recessionary conditions, and a global liquidity     
crisis.                                                                         
The fall in commodity prices has negatively affected mining companies` spend,   
primarily through the deferral of projects, while the global recession has led  
to tougher operating conditions in the Iberian and UK markets which we serve. At
the same time, the financial crisis affected local financial institutions` spend
on IT related products which resulted in large projects being either deferred or
cancelled.                                                                      
Local economic conditions were characterised by high inflation and interest     
rates which impacted on market sentiment and consumer confidence. The result of 
the interest rate cycle is reflected in declining property prices, a            
significantly lower level of residential building plans being passed and a      
consequent slow-down in the building and construction industry. The easing of   
interest rates in recent months is encouraging, but is likely to have a positive
impact on market conditions only in the latter part of the current financial    
year.                                                                           
Financial overview                                                              
The Altron group`s results for the year ended 28 February 2009 reflected an     
increase in revenue of 16% from R21.4 billion in the prior year to R24.8        
billion. EBITDA increased by only 1% from R2.21 billion to R2.24 billion with   
the EBITDA margin declining from 10.3% in the prior year to 9.0%. This decline  
was predominantly due to the challenges faced by the energy cables business     
within Powertech, which resulted in Powertech`s EBITDA margin declining from    
12.8% to a disappointing 7.7%. The remainder of the Powertech operations        
produced satisfactory results showing growth on the prior year. Bytes also      
experienced a drop in EBITDA margin, as its local operations faced margin       
pressure. Bytes generates a substantial portion of its revenue from the         
financial and retail sectors, both of which are pressurising its suppliers,     
thereby reducing margins in a very competitive space. However, Altech           
significantly enhanced its EBITDA margins from 9.2% to 11.6% as a result of the 
high profitability in the newly acquired East African operations, as well as    
good margin performances from its larger operations, namely Altech Netstar and  
Altech Autopage Cellular.                                                       
The group`s investment in working capital increased by R232 million, primarily  
as a result of the higher activity levels. Our overall net working capital days 
moved out from 17 to 21 days. Our cash position improved strongly in the second 
half to R1.2 billion, although this is some R913 million down on last year as a 
result of the R1.9 billion invested into the future growth of the group through 
acquisitions and capital expenditure. Group balance sheet ratios declined as a  
result of the lower profitability of the group, with return on equity at 18.3%  
and return on capital employed at 22.9%.                                        
Subsidiary review                                                               
Altech delivered a strong set of results for the financial year ended 28        
February 2009, with adjusted headline earnings per share growing by 15% to 592  
cents per share. Revenue increased by 11% to R9.2 billion from R8.2 billion in  
the prior year. Operating profit improved by 32% to R874 million with a         
significantly improved operating margin of 9.5%. Net asset value per share      
increased by 15% from 2 026 cents to 2 328 cents while return on shareholders`  
equity remained strong at 24%. A dividend of 323 cents per share was declared,  
representing an increase of 12%.                                                
Annuity revenue increased to 79% of the total revenue in 2009 and foreign and   
export revenue increased by 56% from R1 billion in 2008 to R1.6 billion. Altech 
concluded the year with a strong balance sheet reflecting net cash of R911      
million, notwithstanding substantial acquisition and investing activity         
totalling in excess of R1 billion.                                              
Altech Autopage Cellular produced higher than expected margin levels and good   
revenue growth. Although consumer demand is still evident at Altech Autopage    
Cellular, it is showing signs of maturation and focus has been directed towards 
the growth of the data side of the business where subscribers have increased to 
74,000 out of a total base that now exceeds one million subscribers.            
Altech Netstar Fleet Management and ComTech are performing well ahead of        
expectations both in terms of revenue growth and profitability. Although Altech 
Netstar Stolen Vehicle Recovery (SVR) has been impacted by the dramatic decline 
in new car sales and the potential credit risk of its consumer customer base,   
the SVR business is performing satisfactorily under tough conditions and showed 
growth on the prior year.                                                       
Altech UEC experienced revenue growth, however margins came under pressure,     
predominantly due to a change in the mix towards lower margin products.         
Significant progress has been made in penetrating new markets, particularly     
India.                                                                          
Focus on the further development of broadband technologies and the adoption     
thereof by consumers, will open up new opportunities for Altech. Broadband      
opportunities are being reviewed by Altech to enhance its convergence efforts.  
The investment by Altech Stream East Africa in the Sameer ICT businesses in East
Africa is performing above expectations with good profit margins enhancing      
Altech`s overall profitability and offering a number of exciting opportunities  
for future growth. Among others, Altech is looking at investment opportunities  
in international undersea bandwidth cables that will service the East Coast of  
Africa and will substantially reduce the cost of international connectivity of  
businesses in this region.                                                      
Bytes` results came under pressure, particularly due to the impact of the       
international financial crisis on its financial services and retail customers.  
Although revenue grew by 16% to R6 billion, EBITDA showed growth of only 3% to  
R427 million reflecting the current pricing environment in the IT market.       
Adjusted diluted headline earnings were in line with those reported last year,  
however, at headline earnings and attributable profit level the contribution    
from Bytes SA to Altron has reduced following the exercise of Kagiso`s option to
acquire a further 22% equity interest in that business with effect from 1 July  
2008.                                                                           
Bytes Document Solutions (BDS) performed particularly well over the past year   
reflecting not only increased machine placements, but also the improving level  
of added value document services which now constitutes the major part of its    
business. The acquisition of NOR Paper, which has produced excellent results,   
augurs well for the coming year.                                                
Despite the impact of delayed projects in the financial sector on a number of   
Bytes` local businesses, Bytes Managed Services, Outsource Services and Health  
Services all delivered good results. The pressure was most acutely felt in the  
Systems Integration and Specialised Solutions divisions. The newly acquired     
Intelleca business had a difficult year due to similar factors, producing a     
break-even performance which occasioned a R50 million impairment of the goodwill
in this business. As the economy improves, we anticipate that this investment   
will meet expectations.                                                         
In the UK, the Bytes software business performed exceptionally well, despite the
tough economic conditions in that market. The Xerox businesses in the UK under  
performed due to both the deterioration of the UK economy and internal          
management issues which have now been rectified. It has also been negatively    
impacted by the credit crisis, which has limited many of their customers`       
ability to finance hardware. We are currently consolidating the back office     
functions of the various Xerox businesses to optimise cost efficiency.          
Powertech produced disappointing results, predominantly due to the challenges   
experienced by its major contributor, Aberdare Cables. While most of the        
remaining Powertech businesses continued to perform well, the impact on Aberdare
Cables of the significant slow down in the building and construction industry as
a whole, coupled with the sudden fall in copper prices during the second half   
led to a significant drop in EBITDA at Powertech. Revenue grew strongly by 20%  
to R9.6 billion from R8 billion in the prior year. However, EBITDA declined by  
28% from R1 029 million to R738 million. EBITDA margins reduced to 7.7% from the
12.8% achieved last year, partly as a result of once-off non-recurring charges  
relating to inventory write downs due to the dramatic fall in copper prices, and
restructuring costs.                                                            
Although Aberdare Cables experienced a strong first half of the year, the fall  
in demand that we anticipated in our interim outlook statement was more severe  
than expected. In effect, Aberdare Cables` energy cables business was struck by 
a confluence of three negative factors. Firstly, there was a significant        
contraction in the building and construction industry, which comprises          
approximately 50% of Aberdare Cables` revenue. Secondly, there was a destocking 
of the electrical wholesaler distribution channel, which further restricted     
demand. Thirdly, the unprecedented fall in the copper price from around $9,000  
per ton to $3,000 per ton compounded the first two factors as well as leading to
inventory write downs on our stock holdings. Each of these factors negatively   
impacted gross margins, but the business also suffered from lower production    
volumes, resulting in factory under recoveries, negatively impacting the        
operating margins. This resulted in Aberdare Cables taking drastic action in    
order to right size the business for the new demand environment. These included 
a reduction in production time, extended shut downs over holiday periods and    
rationalisation of the operations. Our focus over the last six months has been  
on reducing working capital and controlling costs and we believe that we are now
well positioned to take advantage of an upturn in demand and business           
opportunities as they arise.                                                    
Powertech Transformers and Desta Power Matla performed above expectations.      
Government`s focus on infrastructure spend to create GDP growth and employment  
as well as deliver on election promises, continues to create an environment     
conducive to demand for Powertech products. This is expected to remain robust in
the medium term. The knock-on effect of job creation should contribute to       
consumer demand, though this will be tempered by the current economic           
environment.                                                                    
Powertech Batteries experienced an exceptional year with good revenue growth and
enhanced profitability following recent capital expenditure. It continues to    
benefit from the expanded pool of vehicles created by the previous years`       
increased car sales. Battery Technologies has established a presence in both    
Nigeria and Tanzania and has signed a framework agreement with a major telecoms 
operator for standby power solutions across Africa.                             
Powertech IST continues to perform broadly in line with expectations, with over-
performance in the Industrial, Data and Energy divisions being offset by a      
disappointing performance from the Telecoms division. This has resulted in a R40
million goodwill impairment in respect of the IST Telecoms division although if 
the goodwill impairment assessment had been done at an IST group level, there   
would have been no impairment required. Powertech Industrial Group improved its 
performance and benefitted from a large standby power project recently completed
for a major mining industry customer.                                           
Corporate activity                                                              
The following significant transactions and corporate developments have taken    
place:                                                                          
During the year under review:                                                   
- The acquisition by Altech of a 51% controlling interest in certain digital    
network operations of the Sameer ICT group in Kenya for a maximum consideration 
of US$75 million, effective 1 March 2008;                                       
- The acquisition by Powertech of the 50% equity interest it did not already own
in ABB Powertech Transformers from ABB for R320 million, effective 1 April 2008;
- The disposal by Powertech of Yelland Control to Omron Europe B.V. for R75     
million, effective 1 April 2008;                                                
- The acquisition by Bytes of Intelleca for up to R120 million, effective 1     
April 2008;                                                                     
- The acquisition by Bytes of NOR Paper for up to R164 million, effective 1 July
2008; and                                                                       
- The sale to Kagiso of a further 22% equity interest in Bytes SA for an amount 
of R198 million, effective 1 July 2008.                                         
Post year end:                                                                  
- The acquisition by Altech of Fleetcall, effective 1 March 2009 for R40 million
which could increase to a maximum of R75 million depending on the achievement of
future profit targets;                                                          
- The disposal by Altech of Altech NamITech`s South African operations to       
Gemalto for approximately R79 million, with an effective date of 1 April 2009;  
and                                                                             
- The acquisition by Altech of Technology Concepts for an amount of R7.5 million
which could increase to a maximum of R45 million subject to certain earn outs   
being achieved.                                                                 
Outlook                                                                         
The challenging economic environment is expected to continue over the short to  
medium term as market confidence remains weak and uncertainty continues. These  
times call for a period of consolidation, focus on cash flow generation, strict 
working capital management as well as internal cost efficiencies. Various       
opportunities for growth in East Africa, coupled with continued demand for      
infrastructure, and our strong base of annuity income is expected to drive an   
improved performance in the year ahead. Conditions for the first half of the new
financial year will be challenging, especially given the high base of the       
comparative period in the prior year. However, the board is confident that the  
Altron group is well positioned to take advantage of any improvement in the     
current economic environment given the remedial actions that have been put in   
place.                                                                          
Acknowledgements                                                                
The board would like to express its appreciation to all of its customers, staff,
business partners, shareholders and other stakeholders for their support during 
an extremely difficult period and for their continued belief in the future      
sustainability of the group and its strong underlying businesses.               
Directorate                                                                     
Shareholders are referred to the SENS announcement published by Altron on 4     
November 2008 advising that Ms Dawn Mokhobo and Mr Norman Adami had been        
appointed as independent non-executive directors to the board of the company,   
with effect from 3 November 2008.                                               
Dividend                                                                        
The following dividends are hereby declared for the year ended 28 February 2009:
- ordinary dividend No. 61 of 119 cents per share (2008: 156 cents)             
- participating preference dividend No. 15 of 119 cents per share (2008: 156    
cents).                                                                         
The above dividends are payable as follows:                                     
Last day of trading to qualify for and      Friday, 26 June 2009                
participate in the dividend (cum dividend)                                      
Trading ex dividend commences               Monday, 29 June 2009                
Record date                                 Friday, 3 July 2009                 
Dividend payment date (electronic and       Monday, 6 July 2009                 
certificated)                                                                   
Dividend cheques in payment of these dividends to certificated shareholders will
be posted to shareholders on or about Monday, 6 July 2009. Electronic payment to
certificated shareholders will be undertaken simultaneously.                    
Shareholders who have dematerialised their share certificates will have their   
accounts at their central securities depository participant or broker credited  
on Monday, 6 July 2009.                                                         
In the case of certificated shareholders, notice of any change of address of    
shareholders must reach the transfer secretaries, Computershare Investor        
Services (Pty) Limited, on or before Friday, 26 June 2009. Share certificates   
may not be dematerialised or rematerialised from Monday, 29 June 2009 to Friday,
3 July 2009, both days inclusive.                                               
Annual General Meeting                                                          
Altron`s 63rd annual general meeting will be held in the Altron Boardroom, 5    
Winchester Road, Parktown, Johannesburg on Tuesday, 14 July 2009 at 09:30.      
Further details on the company`s annual general meeting will be contained in    
Altron`s annual report to be posted to shareholders on or about 31 May 2009.    
On behalf of the board                                                          
Dr Bill Venter     Robert Venter        Alex Smith                              
Chairman           Chief Executive      Chief Financial Officer                 
4 May 2009                                                                      
Board of directors                                                              
Independent non-executive:                                                      
Mr NJ Adami, Mr MJ Leeming, Dr PM Maduna, Ms BJM Masekela                       
Ms DNM Mokhobo, Mr JRD Modise, Mr PL Wilmot                                     
Non-executive:                                                                  
Dr WP Venter (Chairman), Mr MC Berzack                                          
Executive:                                                                      
Mr RE Venter (Chief Executive), Mr N Claussen, Mr PMO Curle*                    
Mr PD Redshaw*, Dr HA Serebro, Mr AMR Smith*, Mr CG Venter                      
* British                                                                       
Secretaries:                                                                    
Altron Management Services (Pty) Limited                                        
AG Johnston (Group Company Secretary)                                           
Sponsor:                                                                        
Investec Bank                                                                   
The preliminary financial results are also available on the internet at         
www.altron.com                                                                  
Date: 05/05/2009 08:00:08 Produced by the JSE SENS Department.                  
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