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Wed 9 Sep 2009, 8:00 DGC - DigiCore Holdings - Group audited results for the year ended 30 june 2009
DGC
DGC                                                                             
DGC - DigiCore Holdings - Group audited results for the year ended 30 june 2009 
DigiCore Holdings Limited                                                       
Registration number 1998/012601/06                                              
JSE code: DGC  ISIN: ZAE000016945                                               
("DigiCore" or "the company" or "the group")                                    
Group Audited Results for the year ended 30 June 2009                           
Turnover                                                                        
R576 million                                                                    
Operating Profit                                                                
R113 million                                                                    
Earnings per Share                                                              
36.1 cents                                                                      
COMMENTARY                                                                      
Considering the severe downturn in the global economy, the board is relatively  
satisfied with the group`s overall performance. Following the strong            
performance of the first six months, our expectations of a performance in line  
with the previous financial year in the last six months of the review period    
simply did not materialise as business in our United Kingdom, European and      
South African markets recorded a severe slowdown. This was mainly due to        
external factors such as the strengthening of the Rand, the tender process in   
South Africa coming to a halt before and after the elections, and the banks`    
severe tightening of credit supply for system financing, particularly in the    
small and medium enterprises (SME) sector.                                      
The executive team is, however, confident that the balanced approach we         
maintained during the period between short-term profit and future growth will   
pay off when the economic recession abates. All DigiCore divisions were         
profitable and we did not retrench skilled and scarce staff members.            
In fact, we employed 18 more R&D engineers to enhance our hardware and software 
development capacity.                                                           
Although cost cutting and preserving cash were part of our focus, we rolled out 
two more C-track fitment centres.                                               
On the international front, we continued our expansion strategy, establishing   
and enlarging our subsidiaries in France, Germany and Belgium to create a       
bigger self-owned distribution network in Europe.                               
Financial results                                                               
The reduction in turnover for the year from R685 million to R576 million (16%)  
contributed to a negative effect of 45% on operating profit, reducing it from   
R204 million to R113 million. As illustrated in previous periods, a marginal    
increase in sales has a substantial impact on operating profit and the 2009     
financial year saw DigiCore experience the reverse of this: a relatively small  
reduction in sales had a disproportionate effect on operating profit, given the 
mostly fixed overhead structure. Our challenge thus remains to increase our     
revenue streams. Our annuity income stream from the South African operations    
constituted 61% of revenue for the year and we are actively pursuing the        
growth of this part of our revenue stream. Despite the tough economic climate,  
gross margins for the group remained stable. The operating profit margin,       
excluding both foreign exchange revaluations and the profit made on disposal    
of fixed assets, declined by 6.6% from 27.3% in 2008 to 20.7% in 2009.          
Particularly pleasing has been the performance of C-track SA, comprising mainly 
of the stolen vehicle recovery (SVR) business in South Africa where we saw sales
and net profit increase 22% and 359%, respectively.                             
The volatility of the Rand during the financial year resulted in an unrealised  
foreign exchange profit in the first six months of R4.8 million and an          
unrealised foreign exchange loss for the second six months of R9.8 million,     
with a full-year unrealised loss of R5.0 million.                               
Earnings per share declined by 47% from 68.7 cents to 36.1 cents in 2009.       
Cash and cash equivalents decreased from R108.4 million (2008) to R47.9 million 
at the end of June 2009, mainly as a result of working capital requirements     
rising by R35 million as we built stock for postponed orders while settling     
creditors on agreed terms. Secure units rentals financed internally to the      
amount of R23 million during the year (property, plant and equipment) also      
consumed some cash. However, these assets generated a return of about 18% on    
funds utilised.                                                                 
Trade debtors reduced by 16% and, due to new control and collection methods     
introduced, should continue to reduce in the short term.                        
Technology, new products and ventures                                           
The increase in R&D capacity has already resulted in the release of a number of 
unique products such as Stealthguard; our Mobile Resource Management            
integrated with Garmin GPS navigation systems; RoadTrack and fuel tank-level    
monitoring.                                                                     
We are also very excited by the release of our next generation C-track software 
which has already been released as a beta version to our distributors for       
internal evaluation and feedback, before the commercial release in October      
2009. The software includes a full enterprise-reporting module with key         
performance indicator (KPI) dashboards, drill-down reporting and a full data    
warehouse. C-track Online is a zero footprint web client that can be used on    
locked-down desktops, ie no program is downloaded to the operator`s PC.         
A state-of-the-art integrated fare collection system for mini-bus taxis, fully  
compliant to requirements set by the Reserve Bank, NDOT and EMVCo for wireless  
smartcard payments in these taxis is due for roll out before the end of this    
calendar year. DigiCore partnered with major players in the banking and payment 
industry to develop a complete end-to-end system. DigiCore developed all the    
onboard equipment for supply to our operating company.                          
On the C-track onboard side, a touch-screen driver terminal is undergoing final 
testing and an insurance-focused driver-rating module is ready to upgrade our   
SVR products to rate drivers based on their average driving styles.             
Collectively, this technology, product partnerships and new ventures position   
DigiCore at the forefront of the industry and will ensure we provide a C-track  
product range that caters for the general public, right up to sophisticated     
enterprise solutions for the likes of SAPS, Royal Mail (UK), Ethekwini Metro,   
GMT, etc.                                                                       
Local operations                                                                
The fleet management business suffered most when Government spending virtually  
came to a halt in the second half of the year and credit facilities for         
commercial business were difficult to access. However, the situation is         
improving and tender opportunities are increasing again. We have completed some 
core enterprise-level software development in June that will give us more       
flexibility with our dashboard type of reporting and integration with           
third-party software used by our customers. This will allow us to compete with  
any world-class competitor.                                                     
The SVR division recorded some growth in the second half as a result of good    
relationship building, competitive pricing and quality value-added services.    
We have continued the roll out of our C-track `Lifestyle` fitment centres in    
strategic locations, resulting in greater visibility and ease of access for our 
growing customer base. These centres, supplemented by our 30 third-party        
authorised installers nationwide, are well positioned to support our new        
marketing campaigns. We have added complementary product types to these C-track 
centres such as Lumar window security film, Parrot hands-free kits, Garmin      
navigation as well as the full Nashua Cellular franchise.                       
International operations                                                        
Despite a significantly worse global economic climate than expected at the      
beginning of the financial year, DigiCore International has continued its       
strategy of investing in its subsidiary operations to drive organic growth.     
Firstly, we have successfully concluded the purchase of the final 50%           
shareholding in DigiCore Deutschland, which now becomes a wholly owned          
subsidiary. The German market is poised for excellent growth from a very low    
installed base of GPS fleet management technology. Secondly, we opened our      
Belgium office which made a profit after its first year of operations and,      
finally, the opening in January of DigiCore France in Paris, to focus on this   
key European market and its strong growth potential.                            
These strategic decisions were based on the experience that new DigiCore        
International operations and management teams take 12 to 18 months to be        
optimised and will therefore position us well when markets start to improve in  
2010. The set-up costs of these operations in Europe resulted in operating      
expenses for our international operations increasing by 58% year on year.       
Reflecting the importance of the strategies adopted in geographical, market and 
product diversification, we recorded pleasing unit export results in Malaysia   
which grew by 39%, Australia up by 32% and Indonesia which grew by 300%.        
Although many SMEs are looking inward to manage market challenges, many larger  
organisations, utilities and corporates are actively looking for solutions from 
DigiCore to support operational cost reductions and productivity improvements.  
Trakker Middle East in the UAE has had a tough year. However, the proven        
ability of our C-track product range to reduce costs and generate business      
efficiencies as well as eliminate wasted journeys and reduce environmental      
impact, has ensured C-track remained an attractive service for all our fleet    
customers in times of economic uncertainty. Our distributor in Pakistan         
continued to have a very difficult year, but fortunately the customer base of   
over 90 000 systems on long-term stolen vehicle recovery insurance-driven       
contracts enabled the business and nationwide operations to continue.           
Outlook                                                                         
The 2009 and 2010 calendar years are expected to be difficult years for         
businesses worldwide. DigiCore operates globally and intends to continue        
growing its international presence, supported by the introduction of a new      
product set that should be available globally this year.                        
The executive team is confident that, with our portfolio of new world-class     
products and software packages now available, we will be well positioned to     
accelerate sales as soon as global markets improve. This is particularly the    
case for our SVR division which has already made such inroads in an established 
market.                                                                         
In conclusion we believe the company remains strongly positioned to resume its  
growth phase in the global market, given our solid product range and excellent  
distribution network.                                                           
For and on behalf of the board                                                  
NA Gasa                                NH Vlok                                  
Chairman                               Chief Executive Officer                  
9 September 2009                                                                
Abridged group balance sheet                                                    
at 30 June 2009                                       30 June       30 June     
                                                        2009          2008      
R`000                                     Notes     (Audited)     (Audited)     
Assets                                                                          
Non-current assets                                    281 811       222 199     
Property, plant and equipment                 2       103 789        50 053     
Goodwill                                              168 552       156 901     
Intangible assets                                           -            16     
Investments in associates                               2 328         3 506     
Deferred tax                                            7 142        11 723     
Current assets                                        345 085       401 935     
Inventories                                           104 011        89 974     
Other financial assets                                    105             -     
Current tax receivable                                 12 299         5 496     
Trade and other receivables                           171 264       198 059     
Cash and cash equivalents                              57 406       108 406     
Total assets                                          626 896       624 134     
Equity and liabilities                                                          
Equity                                                491 876       464 756     
Equity attributable to equity holders of                                        
parent                                                480 790       455 124     
Share capital                                 3        63 863        44 635     
Reserves                                      3        28 118        59 043     
Retained income                                       388 809       351 446     
Minority interest                                      11 086         9 632     
Liabilities                                                                     
Non-current liabilities                                44 289        27 321     
Interest bearing financial liabilities        2        40 978        20 286     
Finance lease obligation                                2 799         6 523     
Deferred tax                                              512           512     
Current liabilities                                    90 731       132 057     
Current portion of interest bearing                                             
financial liabilities                         2        10 787         5 072     
Current tax payable                                    13 693        19 374     
Finance lease obligation                                3 904         1 926     
Trade and other payables                               41 046        85 625     
Provisions                                             11 801        20 060     
Bank overdraft                                          9 500             -     
Total liabilities                                     135 020       159 378     
Total equity and liabilities                          626 896       624 134     
Net asset value per share (cents)                       223.3         212.8     
Net tangible asset value per share (cents)              145.0         139.4     
Abridged group income statement                                                 
for the year ended 30 June 2009                       30 June       30 June     
                                                        2009          2008      
R`000                                     Notes     (Audited)     (Audited)     
Revenue                                               576 234       684 790     
Cost of sales and operating expenses                (463 113)     (480 688)     
Operating profit                                      113 121       204 102     
Investment revenue                                      2 198         3 016     
(Loss)/income from equity                                                       
accounted investments                                   (497)           128     
Finance costs                                         (3 682)       (4 123)     
Profit before taxation                                111 140       203 123     
Taxation                                      4      (34 946)      (56 875)     
Profit for the year                                    76 194       146 248     
Attributable to:                                                                
Equity holders of the parent                           74 741       140 480     
Minority interest                                       1 453         5 768     
Number of ordinary shares in issue (`000)             215 264       213 865     
Weighted average number of ordinary                                             
shares in issue (`000)                                207 057       204 527     
Fully diluted number of ordinary shares                                         
in issue (`000)                                       217 669       218 676     
Earnings ratios (cents)                                                         
Earnings per share                            5          36.1          68.7     
Headline earnings per share                   5          35.9          64.7     
Diluted earnings per share                    5          35.7          64.2     
Diluted headline earnings per share           5          35.5          60.5     
Dividends (cents)                                                               
Interim dividend per share                                6.0           6.0     
Final dividend per share                                  4.0          13.0     
Total dividend per share                                 10.0          19.0     
Reconciliation of headline earnings                                             
Attributable to shareholders                           74 741       140 480     
Adjusted for:                                                                   
Profit on sale of property, plant and                                           
equipment                                               (475)       (8 210)     
Headline earnings                                      74 266       132 270     
Abridged group cash flow statement                                              
for the year ended 30 June 2009                       30 June       30 June     
                                                        2009          2008      
R`000                                               (Audited)     (Audited)     
Cash flows from operating activities                   40 700       116 061     
Cash generated from operations                         85 033       182 976     
Interest income                                         2 198         2 782     
Dividends received                                          -           234     
Finance costs                                         (3 682)       (4 123)     
Tax paid                                             (42 849)      (65 808)     
Net cash from investing activities                   (79 829)      (24 361)     
Net cash from financing activities                   (21 371)      (42 537)     
Total cash movement for the year                     (60 500)        49 163     
Cash at the beginning of the year                     108 406        59 243     
Total cash at end of the year                          47 906       108 406     
Statement of changes in equity                                                  
at 30 June 2009                                                                 
                                           Share                  Retained      
R`000                                     capital     Reserves       income     
Balance at 1 July 2007                     13 368        2 533      241 460     
Equity instrument to be issued                  -       38 241            -     
Currency translation differences                -       13 780            -     
Profit for the year                             -            -      140 480     
Issue of shares                            80 606            -            -     
Purchase of treasury shares              (49 976)            -            -     
Employee share option scheme:                                                   
Proceeds of shares issued                     637        (637)            -     
Share options issued                            -        5 126            -     
Dividends paid                                  -            -     (30 494)     
Business combinations                           -            -            -     
Balance at 1 July 2008                     44 635       59 043      351 446     
Currency translation differences                -      (6 808)            -     
Profit for the year                             -            -       74 741     
Issue of shares                            19 121     (19 121)            -     
Employee share option scheme:                                                   
Proceeds of shares issued                     879        (880)            -     
Purchase of treasury shares                 (772)            -            -     
Share options cancelled                         -      (4 116)        4 116     
Dividends paid                                  -            -     (41 494)     
Balance at 30 June 2009                    63 863       28 118      388 809     
                                           Total                                
                                 attributable to                                
                                  equity holders     Minority        Total      
R`000                                of the group     interest       equity     
Balance at 1 July 2007                    257 361        6 164      263 525     
Equity instrument to be issued             38 241            -       38 241     
Currency translation differences           13 780            -       13 780     
Profit for the year                       140 480        5 768      146 248     
Issue of shares                            80 606            -       80 606     
Purchase of treasury shares              (49 976)            -     (49 976)     
Employee share option scheme:                                                   
Proceeds of shares issued                       -            -            -     
Share options issued                        5 126            -        5 126     
Dividends paid                           (30 494)            -     (30 494)     
Business combinations                           -      (2 300)      (2 300)     
Balance at 1 July 2008                    455 124        9 632      464 756     
Currency translation differences          (6 808)            -      (6 808)     
Profit for the year                        74 741        1 453       76 194     
Issue of shares                                 -            -            -     
Employee share option scheme:                                                   
Proceeds of shares issued                     (1)            1            -     
Purchase of treasury shares                 (772)            -        (772)     
Share options cancelled                         -            -            -     
Dividends paid                           (41 494)            -     (41 494)     
Balance at 30 June 2009                   480 790       11 086      491 876     
Segmental information                                                           
for the year ended 30 June 2009                       30 June       30 June     
2009          2008      
R`000                                               (Audited)     (Audited)     
Primary segment                                                                 
Revenue                                                                         
SA distribution                                       369 674       431 498     
Foreign distribution                                  171 315       197 321     
Product development and manufacturing                 174 851       294 120     
Group services                                         25 264        15 254     
741 104       938 193      
Elimination                                         (164 870)     (253 403)     
                                                     576 234       684 790      
Operating profit                                                                
SA distribution                                        55 572        43 307     
Foreign distribution                                   30 539        50 624     
Product development and manufacturing                  19 466        99 663     
Group services                                          7 544        10 508     
Segment result                                        113 121       204 102     
Investment revenue                                      2 198         3 016     
Finance costs                                         (3 682)       (4 123)     
Income from equity accounted investments                (497)           128     
Profit before taxation                                111 140       203 123     
Notes to the abridged financial statements                                      
1. Basis of preparation and accounting policies                                 
The consolidated annual financial statements set out in this report have been   
prepared in accordance and comply with the statements of International          
Financial Reporting Standards and are presented in terms of disclosure          
requirements set out in IAS34-Interim Financial Reporting, the 1973 Companies   
Act (as amended) and the JSE Limited Listing Requirements. The annual           
financial statements are based on appropriate accounting policies,              
consistently applied with those in the prior year, which are supported by       
reasonable and prudent judgements and estimates.                                
2. Property, plant and equipment                                                
The significant growth in property, plant and equipment is due to the purchase  
of new premises to replace the Head Office which was expropriated last year.    
The total purchase price of the land and buildings is R34.6 million.            
A bond facility with Absa Bank is in place to part fund the purchase of the     
buildings of R30 million.                                                       
The group also continued to increase the number of C-track units on rental      
in customers` vehicles which amount to a net book value of R34.7 million.       
3. Share capital, share premium and reserves                                    
During the year 1 398 843 shares were issued as part payment for the profit     
warranty for the DigiCore Limited share purchase from minorities that was met   
for the year ended 30 June 2008.                                                
The equity reserve was reduced by R19.1 million during the year as a result of  
the issue of the shares for the profit warranty being met.                      
The balance of the 2 405 078 shares that were issued to the vendors were        
repurchased in the market.                                                      
4. Income tax expense                                                           
The effective tax rate of 31% (2008: 28%) includes a Secondary Tax on Companies 
(STC) charge on the interim and final dividends declared and paid during the    
years ended 30 June 2009 and 30 June 2008.                                      
5. Earnings per share                                                           
The difference between the total number of shares in issue and the weighted     
number of shares in issue relates to treasury shares, held by the staff share   
trust for share options given to employees that will convert in the future and  
treasury shares bought back and re-issued as part payment for the DigiCore      
Deutschland vendor liability, as well as shares issued during the year as part  
payment for the purchase of the balance of shareholding in DigiCore Limited     
from the minorities.                                                            
Post-balance sheet events                                                       
Subsequent to year-end, it has been established that the profit warranty for    
the year ended 30 June 2009 for the DigiCore Limited share purchase from        
minorities (as detailed in the SENS announcement of 30 June 2008) has been met  
and as a result 2 405 078 shares were issued to the vendors in August 2009.     
The vendors have further over achieved their profit warranty and a further      
R4.5 million cash has been paid to them in August 2009 as part of the purchase  
price.                                                                          
Except for the matter mentioned above, there have been no significant events    
subsequent to year-end and up to the date of this report, that would require    
adjustment or further disclosure.                                               
Audit report                                                                    
The group`s consolidated annual financial statements for the year ended 30 June 
2009 have been audited by PKF (Pta) Incorporated, registered auditors and       
accountants. The board has approved these annual financial statements that have 
been abridged for purposes of this report. The auditors` unqualified audit      
report is available for inspection at the company`s registered address.         
Corporate Governance                                                            
The group subscribes to the Code of Corporate Practice and Conduct as set out   
in the King Committee Report on Corporate Governance in South Africa (2002).    
CORPORATE PROFILE                                                               
DigiCore Holdings is a JSE listed group that specialises in the research,       
design, development, manufacture, sales and support of technologically advanced 
mobile asset tracking, management and information solutions for vehicle owners  
locally and abroad.                                                             
DigiCore working in partnership with its customers, develop solutions that      
deliver measurable business and operational benefits by providing total         
visibility and control of mobile assets and mobile work forces;                 
supplying superior vehicle tracking solutions ranging from a basic track and    
trace product to complete integrated enterprise level solutions for large fleet 
owners.                                                                         
DigiCore seeks to achieve outstanding long-term profitability for their         
shareholders whilst maintaining a high standard of ethics and developing and    
rewarding their people accordingly.                                             
DIVIDEND ANNOUNCEMENT                                                           
In line with company policy, the board has declared a final dividend of 4 cents 
per share (2008: 13 cents per share). This is after the payment of an interim   
dividend of 6 cents per share (2008: 6 cents per share) in March 2009. This     
brings the total dividend declared and paid for the year to 10 cents per share  
(2008: 19 cents per share).                                                     
Payment will be made on Monday, 5 October 2009 to shareholders recorded in the  
register on Friday, 2 October 2009. The last day to trade to qualify for the    
dividend will be Friday, 25 September 2009 and the shares will be traded ex     
dividend from Monday, 28 September 2009. Share certificates may not be          
dematerialised or rematerialised between Monday, 28 September 2009 and Friday,  
2 October 2009.                                                                 
Registered office                                                               
DigiCore Building, Regency Office Park                                          
9 Regency Drive, Route 21 Corporate Park                                        
Irene Ext 30, Centurion, South Africa                                           
(PO Box 68270, Highveld Park, 0169)                                             
Tel: +27 12 450 2222 Fax: +27 12 450 2497                                       
Transfer secretaries                                                            
Computershare Investor Services (Pty) Limited                                   
70 Marshall Street, Johannesburg, 2001                                          
(PO Box 61051, Marshalltown, 2107)                                              
Sponsor                                                                         
PSG Capital (Pty) Limited                                                       
Auditors                                                                        
PKF (Pta) Incorporated                                                          
Directorate                                                                     
NA Gasa* (Chairman), NH Vlok (Chief Executive Officer), SR Aberdein,            
D du Rand, BC Esterhuyzen*, BS Khuzwayo*, B Marx*, SS Ntsaluba*, BJ Richards#,  
MD Rousseau, FJ Schindehutte                                                    
*Non-executive #British                                                         
Company secretary                                                               
DA Nieuwoudt                                                                    
Registration number 1998/012601/06                                              
JSE code: DGC ISIN: ZAE000016945                                                
("DigiCore" or "the company" or "the group")                                    
Websites                                                                        
www.digicore.com                                                                
www.ctrack.co.za                                                                
Date: 09/09/2009 08:00:07 Produced by the JSE SENS Department.                  
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