| Tue 23 Feb 2010, 7:05 | | BRT/BRN - Brimstone - Reviewed results for the year ended 31 December 2009 |
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BRT BRN
BRT
BRT/BRN - Brimstone - Reviewed results for the year ended 31 December 2009
BRIMSTONE INVESTMENT CORPORATION LIMITED
(Incorporated in the Republic of South Africa)
Company Registration Number: 1995/010442/06
Share code: BRT ISIN: ZAE000015277
Share code: BRN ISIN: ZAE000015285
("BRIMSTONE" or "the Company")
Reviewed results for the year ended 31 December 2009
Highlights
* Gross assets exceed R5.5 billion
* Dividends received of R161 million
* Headline earnings 130.9 cents per share
* Dividend of 32 cents per share
Commentary
BRIMSTONE posted a strong set of results for the year ended 31 December 2009.
In a trading period that was impacted by the severe economic downturn, our
subsidiaries, associates and investments made robust contributions to the
Group`s overall performance, aided by the successful conclusion of various
transactions; a substantial increase in dividend income received; and the
upward revaluation of most of our underlying investments.
Headline earnings for the Group have risen significantly to R311.9 million,
from a loss of R77.8 million for the previous year. Headline earnings per
share for the year ended 31 December 2009, is 130.9 cents, in comparison to
the headline loss per share of 33.0 cents for the previous year.
As a result, we are pleased to declare a dividend of 32 cents payable to
shareholders.
Total assets have increased from R3.8 billion in 2008 to R5.6 billion in
2009. The increase in the value of assets under the Group`s stewardship is
largely as a result of the effects of the Sea Harvest and Lion of Africa
transactions. Overall net asset value of the Group is valued at R2.5 billion
(31 December 2008: R2.2 billion), representing a net asset value per share of
R10.30 at year-end. Intrinsic net asset value as at 31 December 2009 is
estimated to be R2.7 billion or R11.37 per share.
The market capitalisation of Brimstone at 31 December 2009 was R2 106 million
(31 December 2008: R965.2 million).
The results were positively impacted by the inflow of R161 million in
dividends received from the various investments.
Whilst operational performances across the Group have been good, Brimstone`s
interests in House of Monatic were negatively impacted by a recorded loss of
R30.2 million which included further write-offs resulting from the
liquidation of the Fifth Element group and costs associated with the closure
of its Atlantis manufacturing facility.
Transactions
Brimstone continues to pursue opportunities that have the potential to unlock
value and secure future earnings growth for the company and its shareholders.
To this end, the transactions concluded during 2009 are summarised as
follows:
- the acquisition by a Brimstone-led consortium of a controlling interest
in Sea Harvest. Sea Harvest is now a subsidiary of Brimstone and is the
company`s second largest investment by value.
- the successful acquisition of a further 35% shareholding in Lion of
Africa Holdings Company increasing Brimstone`s interest from 39% to 74%.
- our selection as a preferential empowerment partner in the Tiger Brands
Phase II BEE transaction, provided Brimstone with the option to subscribe for
1% of the issued ordinary share capital of Tiger Brands.
Auditors` review opinion
The results have been reviewed by the company`s auditors whose unmodified
review report is available for inspection at the company`s registered office.
Results for the year
These results comply with IAS 34: Interim Financial Reporting. The accounting
policies and methods of computation used in the preparation of this report
are consistent with those used in the annual financial statements for the
year ended 31 December 2008 which comply with the Companies Act of South
Africa and International Financial Reporting Standards, with the exception of
the adoption of IAS 1 Presentation of Financial Statements and IFRS 8:
Operating Segments. The adoption of IAS 1 has resulted in certain terminology
changes being made. The adoption of IFRS 8: has resulted in the Operating
Segments being redefined in the current year.
Increase in interest-bearing borrowings
Newly-acquired subsidiaries, Sea Harvest and Lion of Africa, have combined
interest-bearing borrowings of R397.2 million that were consolidated into
Brimstone`s results for the first time during the year under review.
Issue of shares
The following shares were issued during the year in terms of the share option
scheme.
ordinary "N" ordinary
13 May 2009 1 273 596 1 726 405
Underlying investments
Life Healthcare Group (LHG)
Brimstone`s primary investment, LHG continues to perform strongly and
reliably as a generator of cash and a steady contributor to the Group`s
overall earnings. This investment, fair valued through profit or loss, was
revalued upwards by R227 million.
LHG demonstrated its financial and operational resilience in an economic
downturn and in an increasingly competitive environment. Business objectives
were achieved through a continued focus on providing quality healthcare
services, expansion of facilities to meet demand, increased utilisation of
services and operational efficiencies. In the financial year ended 30
September 2009 LHG reported revenue of R7.9 billion. The continuing business
operations increased operating EBITDA by 15% and achieved a margin of 23.9%.
Brimstone is confident that returns on this investment will remain positive
as LHG expands its operations and facilities.
Sea Harvest
Following the completion of the transaction on 28 May 2009, Sea Harvest
became a Brimstone subsidiary and has been consolidated into the Brimstone
Group financial statements from that date.
Sea Harvest`s operating profit declined marginally by 3% in 2009. This can be
viewed as a satisfactory performance given the global economic crisis which
impacted both local and export markets significantly, as well as the negative
impact of the strong Rand against all export currencies. Whilst prices came
under pressure Sea Harvest managed to retain pricing and volume in most
markets. In the local retail market, Sea Harvest further increased its share
and is now the leading frozen white fish brand.
Generally, fishing conditions improved materially and excellent catches were
achieved when compared to the previous three years. Actions taken to improve
the management of South Africa`s hake resources appear to be bearing fruit
which bodes well for the resource and potential quota increases over the
medium term.
House of Monatic
In a challenging market environment, House of Monatic has done well in
curtailing overheads from its manufacturing operations. As part of this
review process further steps and interventions have been taken to minimise
losses on the manufacturing front with the recent closure and sale of its
manufacturing operation in Atlantis. This has had an immediate and favourable
impact on the company`s overall cash flow position. House of Monatic posted a
consolidated loss of R30.2 million for the period under review - a figure
which includes write-offs and expenses relating to the liquidation of the
Fifth Element group and the closure and sale of the Atlantis facility.
Lion of Africa Insurance Company
On the back of a difficult 2008, Lion of Africa had an excellent year in
2009, recording an after tax profit of R27.8 million. In May 2009, Brimstone
received a dividend of R10.7 million.
On 17 December 2009 Brimstone acquired a further 35% equity interest in the
company bringing its total holdings to 74%.
Brimstone is confident that Lion of Africa will grow its revenue base and
underwriting profitability, as it expands its business operations and market
share within the local insurance sector.
Oceana
Oceana`s performance in the last financial year was very pleasing, with
headline earnings per share 18% ahead of those of the previous year. The
major contributors to increased profitability were the higher volumes in
horse mackerel and canned fish. Demand for fish in the domestic and other
African markets remained firm whilst European and Far Eastern markets were
significantly weaker following the global economic crisis.
Equity accounted earnings from this investment were R8.0 million for the 2009
period with dividends received totalling R21.3 million.
Oceana`s diversification strategy of investing in a range of fishing industry
sectors together with its cold storage business proved its worth in producing
respectable financial results during what has been a difficult period for
most businesses.
Rex Trueform and African & Overseas Enterprises
Events and developments within the clothing industry and specifically within
Brimstone`s clothing cluster have given cause for Brimstone to review its
strategy. This investment is no longer considered strategic and Brimstone is
actively pursuing opportunities to extract maximum value for the company`s
shareholders from this investment.
Aon South Africa
Brimstone currently holds an effective 18% shareholding in one of the largest
insurance brokers and risk managers in South Africa. The company experienced
losses during the 2009 financial year.
Aon Re Africa
2009 was a very successful year for Aon Re despite the global economic
downturn. The Benfield merger was completed on 2 January 2010 and the results
were not incorporated in Aon Re`s figures.
Scientific Group
The Scientific Group supplies medical equipment to hospitals, clinics,
universities and doctors and recorded a profit of R10.2 million. Equity
accounted earnings amounted to R2.7 million.
Nedbank Group Limited
The mark-to-market value of Brimstone`s rights to Nedbank shares, accounted
for as options has been upwardly revalued at year-end. The independently-
calculated option valuation was based on a closing share price of R124.05 per
share.
Old Mutual plc
The mark-to-market value of Brimstone`s rights to Old Mutual plc shares,
accounted for as options, has been upwardly revalued based on the closing
share price of R13.08 per share.
Tiger Brands Limited
The mark-to-market value of Brimstone`s rights to Tiger Brands shares,
accounted for as options has been upwardly revalued at year-end. The
independently-calculated option valuation was based on a closing share price
of R171.11 per share.
Cleardata
During the period under review, Brimstone sold its interests in data and
paper shredding entity Cleardata, as it had fulfilled its original intention
of providing start-up support to the business. A profit was realised.
Earnings per share
Reviewed Audited
Year ended Year ended
31 Dec 09 31 Dec 08
Headline earnings/(loss) per share (cents)
From continuing and discontinuing operations
Basic 130.9 (33.0)
Diluted 129.9 (32.4)
Diluted headline earnings/(loss) per share (cents)
From continuing operations
Basic 130.9 (54.7)
Diluted 129.9 (53.8)
Headline earnings calculation
Net profit/(loss) attributable to equity
holders of the parent 325 710 (110 043)
(Profit)/loss on disposal of property, plant,
equipment and vehicles (3 614) 492
Impairment of property, plant, equipment
and vehicles 618 5 448
Loss on disposal of associate 14 146 -
Gain on bargain purchase (23 300) -
Impairment of trademark - 26 742
Impairment of investment in associate - 2 212
Adjustments relating to results of associates (1 838) (2 690)
Total tax effects of adjustments 194 -
Headline earnings/(loss)
311 916 (77 839)
Weighted average number of shares on which
earnings per share is based (000`s) 238 238 236 122
Weighted average number of shares on which
diluted earnings per share is based (000`s) 240 166 240 369
Prospects
As we begin to see favourable signs of a steady recovery in the overall
economy and markets, the underlying investments within Brimstone`s
diversified portfolio are in good order. We are optimistic that favourable
earnings can be sustained as we move forward and engage in transactions and
pursue prospects that will improve earnings potential and unlock greater
value for our shareholders.
Dividends
Capitalisation award with a cash dividend alternative
Notice is hereby given that the directors of the company have resolved to
issue fully paid "N" ordinary shares in the company as a capitalisation award
to all shareholders. Shareholders will be entitled, in respect of all or part
of their shareholding, to elect to receive new fully paid "N" ordinary
shares, which will be issued only to those shareholders who elect in respect
of all or part of their shareholding, on or before 12:00 on Friday 21 May
2010, to receive the capitalisation award shares. Shareholders not electing
to receive new fully paid "N" ordinary shares in respect of all or part of
their shareholding will be entitled to receive a cash dividend alternative of
32 cents per share ("the cash dividend alternative").
In accordance with the provisions of Strate, the electronic settlement and
custody system used by JSE Limited, the relevant dates for the capitalisation
award election and the cash dividend alternative are as follows:
2010
Last day to trade to be eligible to participate in the
capitalisation award or the cash dividend alternative Friday, 14 May
Shares commence trading ex the capitalisation award
election and the cash dividend alternative on Monday, 17 May
Listing of the maximum number of new ordinary
shares that could be taken up in terms of the
capitalisation award on Monday, 17 May
Last day to elect to receive cash by 12:00, failing which
the capitalisation award alternative will be received Friday, 21 May
Record date to participate in the capitalisation award
or to receive the cash dividend alternative Friday, 21 May
Payment of the cash dividend electing cash Monday, 24 May
New shares issued and posted or participant or broker
accounts credited regarding the shares to be issued to
shareholders participating in the capitalisation award
in respect of all or part of their shareholding on Monday, 24 May
The maximum number of new shares listed in terms of
the capitalisation award, adjusted to reflect the actual
number of shares issued in terms of the capitalisation
award, on or about Friday, 28 May
Shares may not be dematerialised or rematerialised between Monday, 17 May
2010 and Friday, 21 May 2010, both days inclusive.
The above dates and times are subject to change. Any changes will be released
on the Securities Exchange News Service (SENS) and published in the press.
The number of capitalisation shares to which shareholders are entitled will
be determined in the ratio that 32 cents per "N" ordinary share bears to the
30-day volume-weighted average price for the company`s "N" ordinary share, to
be determined no later than Tuesday, 4 May 2010. Details of the ratio will be
published on SENS no later than Wednesday, 5 May 2010, by 11:00 and in the
financial press the following business day. Trading in the Strate environment
does not permit fractions and fractional entitlements. Accordingly, where a
shareholder`s entitlement to new "N" ordinary shares calculated in accordance
with the above formula gives rise to a fraction of a new "N" ordinary share,
such fraction will be rounded up to the nearest whole number, where the
fraction is greater than or equal to 0.5, and rounded down to the nearest
whole number, where the fraction is smaller than 0.5.
A circular relating to the capitalisation award and the cash dividend
alternative will be posted to shareholders on or about Monday, 26 April 2010.
Notes:
1. Dematerialised shareholders are required to notify their duly appointed
participant or broker of their election in terms of the capitalisation award
in the manner and at the time stipulated in the agreement governing the
relationship between shareholders and their participant or broker.
2. The right to elect capitalisation award shares in jurisdictions other
than the Republic of South Africa may be restricted by law and a failure to
comply with any of these restrictions may constitute a violation of the
securities laws of any such jurisdictions.
Board of Directors
There were no changes to the Board of Directors in the past year.
on behalf of the board
Prof GJ Gerwel MA Brey
Non-executive Chairman Chief Executive Officer
23 February 2010
Condensed Group Statement of Comprehensive Income
Reviewed Audited
Year ended Year ended
R`000 31 Dec 09 31 Dec 08
Continuing operations
Revenue 865 131 260 566
Sales and fee income 704 096 227 774
Dividends received 161 035 32 792
Operating expenses 696 012 (231 759)
Operating profit 169 119 28 807
Fair value gains/(losses) 380 679 (66 965)
Exceptional items (32 952) (52 711)
Share of profits of associates 10 587 42 546
Profit before net finance costs 527 433 (48 323)
Income from investments 10 615 9 836
Finance costs (137 677) (98 765)
Net profit/(loss) before taxation 400 371 (137 252)
Taxation (67 670) 12 123
Profit/(loss) for the year from
continuing operations 332 701 (125 129)
Discontinued operations
Profit from discontinued operations - 18 682
Profit/(loss) for the year 332 701 (106 447)
Other comprehensive income
Net value gain on available-for-sale
financial asset 4 786 -
Total comprehensive income for the year 337 487 (106 447)
Profit/(loss) attributable to:
Equity holders of the parent 325 710 (110 043)
Non-controlling interests 6 991 3 596
332 701 (106 447)
Earnings/(loss) per share (cents)
Basic 136.7 (46.6)
Diluted 135.6 (45.8)
From continuing operations
Basic 136.7 (54.5)
Diluted 135.6 (53.6)
Dividends per share (cents)
Declared after reporting date 32.0 24.0
Condensed Group Statement of Financial Position
Reviewed Audited
R`000 31 Dec 09 31 Dec 08
ASSETS
Non-current assets 4 181 395 3 443 199
Property, plant, equipment and vehicles 324 132 58 604
Goodwill 12 140 -
Intangible assets 208 532 -
Deferred acquisition costs 36 236 -
Investments in associate companies 261 978 502 845
Investments 3 336 153 2 875 685
Deferred taxation 2 224 6 065
Current assets 1 417 601 331 356
Inventories 191 259 123 647
Trade and other receivables 396 135 154 311
Reinsurance contracts 491 654 -
Taxation 4 486 21
Cash and cash equivalents 334 067 53 377
TOTAL ASSETS
5 598 996 3 774 555
EQUITY AND LIABILITIES
Capital and reserves 2 568 462 2 198 189
Share capital 43 42
Capital reserves 262 506 268 345
Revaluation reserves 6 753 4 027
Retained earnings 2 196 566 1 918 747
Attributable to equity holders of the parent 2 465 868 2 191 161
Non-controlling interests 102 594 7 028
Non-current liabilities 1 878 660 1 365 506
Long-term interest-bearing borrowings 1 291 891 967 477
Long-term provisions 19 245 -
Deferred taxation 567 524 398 029
Current liabilities 1 151 874 210 860
Short-term interest-bearing borrowings 200 510 86 389
Bank overdrafts 17 874 30 717
Trade payables 214 026 51 984
Other payables 77 331 37 829
Insurance contracts 628 129 -
Short-term provisions 13 585 -
Taxation 419 3 941
TOTAL EQUITY AND LIABILITIES 5 598 996 3 774 555
NAV per share (cents) 1 030.3 927.3
Shares in issue at end of year (000`s) 239 324 236 302
Condensed Group Statement of Changes in Equity
Share Capital Revaluation Retained
R`000 capital reserves reserves earnings
Balance at 1 January 2008 41 267 418 4 027 2 101 978
Attributable loss for
the year ended
31 December 2008 - - - (110 043)
Recognition of
share-based payments - 2 479 - -
Dividend paid - - - (75 774)
Issue of share capital 1 3 356 - -
Treasury shares acquired - (4 731) - -
Increase in treasury
shares held by share
trust - (900) - -
Transfer to capital
redemption reserve fund - 2 - (2)
Transfer current year
share of
non-distributable
reserve of associate - (2 588) - 2 588
Share of
non-distributable
reserves of associate
transferred directly to
equity - 3 309 - -
Balance at 31 December
2008 42 268 345 4 027 1 918 747
Attributable profit for
the year ended
31 December 2009 - - - 325 710
Other comprehensive
income - - 2 726 -
Recognition of
share-based payments - 2 533 - -
Dividend paid - - - (57 389)
Non-controlling shareholders`
share of equity at
acquisition - - - -
Issue by subsidiary of
ordinary and preference
share capital and
accrued preference
dividends - - - -
Issue of share capital 1 3 091 - -
Treasury shares acquired - (197) - -
Increase in treasury
shares held by share
trust - (286) - -
Transfer to capital
redemption reserve fund - 1 662 - (1 662)
Transfer current year
share of
non-distributable
reserve of associate - (11 160) - 11 160
Share of
non-distributable
reserves of associate
transferred directly to
equity - (1 482) - -
Balance at 31 December
2009 43 262 506 6 753 2 196 566
Attributable
to equity Non-
holders of controlling
R`000 the parent interests Total
Balance at 1 January 2008 2 373 464 3 432 2 376 896
Attributable loss for the year
ended 31 December 2008 (110 043) 3 596 (106 447)
Recognition of share-based
payments 2 479 - 2 479
Dividend paid (75 774) - (75 774)
Issue of share capital 3 357 - 3 357
Treasury shares acquired (4 731) - (4 731)
Increase in treasury shares held
by share trust (900) - (900)
Transfer to capital redemption
reserve fund - - -
Transfer current year share of
non-distributable reserve of
associate - - -
Share of non-distributable
reserves of associate
transferred directly to equity 3 309 - 3 309
Balance at 31 December 2008 2 191 161 7 028 2 198 189
Attributable profit for the year
ended 31 December 2009 325 710 6 991 332 701
Other comprehensive income 2 726 2 060 4 786
Recognition of share-based
payments 2 533 - 2 533
Dividend paid (57 389) - (57 389)
Non-controlling shareholders`
share of equity at acquisition - 15 639 15 639
Issue by subsidiary of ordinary
and preference share capital and
accrued preference dividends - 70 876 70 876
Issue of share capital 3 092 - 3 092
Treasury shares acquired (197) - (197)
Increase in treasury shares held
by share trust (286) - (286)
Transfer to capital redemption
reserve fund - - -
Transfer current year share of
non-distributable reserve of
associate - - -
Share of non-distributable
reserves of associate
transferred directly to equity (1 482) - (1 482)
Balance at 31 December 2009 2 465 868 102 594 2 568 462
Condensed Group Statement of Cash Flows
Reviewed Audited
Year ended Year ended
R`000 31 Dec 09 31 Dec 08
Operating activities
Net attributable profit/(loss) 332 701 (106 447)
Adjustments for:
Share of profits of associates (47 282) (72 531)
Income from investments (134 955) (12 643)
(Increase)/decrease in fair value of investments (380 679) 66 965
Impairment of investment in associate - 2 212
Impairment of intangible asset - 26 742
Impairment of property, plant,
equipment and vehicles 394 5 448
Amortisation of intangible asset 10 482 -
Gain from bargain purchase (40 921) -
Finance costs 137 677 128 759
Taxation 67 670 (11 670)
Depreciation of property, plant,
equipment and vehicles 36 081 6 068
Share-based payment expense 2 533 2 479
Loss on disposal of investments 14 146 -
Decrease in long-term provisions (219) -
(Profit)/loss on disposal of property, plant,
equipment and vehicles (3 506) 492
operating cash flows before movements
in working capital (5 878) 35 874
(Increase)/decrease in inventories (3 760) 2 536
Decrease/(increase) in trade and other receivables 78 050 (39 837)
Decrease in trade and other payables (33 438) (61 182)
Cash generated from/(used in) operations 34 974 (62 609)
Income taxes paid (15 954) (32 009)
Finance costs (86 889) (80 178)
Net cash utilised in operating activities (67 869) (174 796)
Investing activities
Interest received 10 615 9 836
Dividends received from associates 36 695 29 985
Dividends received from other equity investments 124 340 2 807
Loan repayments and recoveries from
associate and investments 39 280 154 166
Proceeds on disposal of investments 178 105 -
Proceeds on disposal of property, plant,
equipment and vehicles 14 534 -
Acquisition of property, plant, equipment
and vehicles (39 394) (6 114)
Acquisition of businesses (375 404) -
Disposal of businesses (482) -
Acquisition of associates and investments (17 426) (14 314)
Net cash (used in)/from investing activities (29 137) 176 366
Financing activities
Dividends paid (57 441) (75 774)
Repayments of borrowings (626 653) (150 994)
Loans raised 999 638 192 837
Shares repurchased (483) (5 631)
Proceeds on issue of shares 3 092 3 357
Issue of shares by subsidiary 66 770 -
(Decrease)/increase in bank overdrafts (7 227) 12 484
Net cash from/(used in) financing activities 377 696 (23 721)
Net increase/(decrease) in cash and
cash equivalents 280 690 (22 151)
Cash and cash equivalents at beginning of year 53 377 75 528
Cash and cash equivalents at end of year
Bank balances and cash 334 067 53 377
Segmental information
Headline
Profit from Earnings/
R`000 Revenue Operations (loss)
Fishing 495 799 40 616 (11 643)
Insurance - - -
Clothing 200 147 (4 431) (30 199)
Investment management 169 185 132 934 353 758
Total 865 131 169 119 311 916
R`000 Assets Liabilities
Fishing 883 917 787 387
Insurance 954 493 894 286
Clothing 136 456 131 023
Investment management 3 624 130 1 217 838
Total 5 598 996 3 030 534
Acquisition of businesses
On 28 May 2009, the Group acquired 56.94% of the issued share capital of Sea
Harvest Holdings (Pty) Ltd, the new holder of 100% of Sea Harvest Corporation
Ltd (Sea Harvest), in which Brimstone held 21.52% prior to the transaction.
Sea Harvest is a fishing company involved in the catching and processing of
hake.
The Group has early adopted IFRS 3 (R): Business Combinations to account for
the acquisition. Brimstone acquired the investment in Sea Harvest to gain
control of a profitable business that it has been involved in as a non-
controlling shareholder for many years.
On 17 December 2009, the Group acquired a further 39% of Lion of Africa
Holdings Company (Pty) Ltd (Lion Holdings) resulting in Brimstone holding a
controlling 74% of the issued share capital of the company. Lion Holdings is
the holding company of Lion of Africa Insurance Company Limited that carries
on the business of a short-term insurer. Brimstone acquired the investment in
Lion Holdings to gain control of a profitable business that it has been
involved in as a non-controlling shareholder for many years. Brimstone has
early adopted IFRS 3 (R): Business Combinations to account for the
acquisition.
Sea Harvest Lion Holdings
Acquisition Acquisition
R`000 value value Total
Total assets 1 128 365 954 495 2 082 860
Non-current assets 511 911 135 980 647 891
Current assets 616 454 818 515 1 434 969
Total liabilities 298 365 827 756 1 126 121
Non-current liabilities 133 248 72 945 206 193
Current liabilities 165 117 754 811 919 928
Net assets 830 000 126 739 956 739
Less: non-controlling interest
in net assets acquired - (15 638) (15 638)
Less: acquired in previous years - (58 522) (58 522)
Add: goodwill - 12 140 12 140
Gain on bargain purchase (40 921) - (40 921)
789 079 64 719 853 798
Less cash and cash
equivalents acquired (290 376) (188 018) (478 394)
Acquisition of businesses 498 703 (123 299) 375 404
The initial accounting for the acquisition of Lion Holdings has not been
finalised.
This is the result of uncertainties surrounding the valuation of certain
tangible and intangible assets. These uncertainties are expected to be
resolved
by 31 December 2010.
Pro forma results of the BRIMSTONE Group if Sea Harvest and Lion Holdings had
been consolidated from 1 January 2009:
R`000
Revenue from continuing operations 1 681 361
Profit for the year from continuing operations 372 719
Amounts included in BRIMSTONE Group results since date of acquisition
Revenue 495 799
Profit for the year from continuing operations 11 559
The receivables acquired in respect of Sea Harvest, which principally
comprised trade receivables, with a fair value of R161.1 million had gross
contractual amounts of R161.4 million. It is expected that the fair value
will be recovered.
The receivables acquired in respect of Lion Holdings, which principally
comprised trade receivables, with a fair value of R83.2 million had gross
contractual amounts of R83.2 million. It is expected that the fair value will
be recovered.
Brimstone`s acquisition costs of R3.2 million have been recognised as an
expense in "exceptional items" in the statement of comprehensive income.
The gain on acquisition of business arose due to previously unrecognised
fishing quotas being recognised upon acquisition.
Disposal of businesses
On 28 January 2009, Fifth Element marketing (Pty) Ltd and its subsidiaries,
including Canterbury International South Africa (Pty) Ltd, were placed into
liquidation. As a result, the Group disposed of assets and liabilities as set
out below.
R`000 Disposal value
Total assets 130 273
Non-current assets 22 123
Current assets 108 150
Total liabilities 130 273
Non-current liabilities 39 663
Current liabilities 90 610
Net assets -
Net cash outflow on disposal
Cash and cash equivalents disposed of 482
Directorate: Prof. GJ Gerwel (Chairman), F Robertson (Executive Deputy
Chairman)*, MA Brey (Chief Executive officer)*, LZ Brozin (Financial)*
PL Campher, M Hewu, N Khan, MK Ndebele, Y Pahad, LA Parker,
TMF Phaswana, AA Roberts, FD Roman *Executive
Registered Office: Boundary Terraces, 1 Mariendahl Lane, Newlands 7700
Transfer Secretaries: Computershare Investor Services (Pty) Ltd,
70 Marshall Street, Johannesburg 2001
Sponsor: Nedbank Capital, 135 Rivonia Road, Sandton 2196
E-mail: info@brimstone.co.za
www.BRIMSTONE.co.za
Date: 23/02/2010 07:05:46 Produced by the JSE SENS Department.
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indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
