| Wed 24 Feb 2010, 8:39 | | ADW - African Dawn Capital - Restated audited financial results for the six |
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ADW
ADW
ADW - African Dawn Capital - Restated audited financial results for the six
months ended 31 August 2009 and the year ended 28 February 2009
AFRICAN DAWN CAPITAL LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1998/020520/06)
JSE code: ADW
ISIN: ZAE000060703
("African Dawn" or "the Company" of "the Group")
RESTATED AUDITED FINANCIAL RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2009 AND
THE YEAR ENDED 28 FEBRUARY 2009
The restated condensed financial results for the six months ended 31 August 2009
and the year ended 28 February 2009 set out below replace the financial results
for the same periods which were published on 1 December 2009,and which are
withdrawn in terms of this announcement.
The Board decided to restate the audited financial statements for the year ended
28 February 2009 and the six months ended 31 August 2009 issued on 1 December
2009 to reflect impairments to the amount of R41.164 million in the 2010
financial year and not the 2009 financial year where they were originally
accounted for. This restatement has no impact on the balance sheet at 31 August
2009 initially issued on 1 December 2009. This has been done to meet, inter
alia, the JSE Listings Requirements to comply with IFRS. The Board, while taking
into account the requirement to comply with IFRS, remains of the opinion that
the impairments mentioned were in fact required in the 2009 financial year as
the related advances were already irrecoverable to the amount of the impairments
in the 2009 financial year.
Statement of Comprehensive Income
Six months Year
ended ended
31-Aug-09 28-Feb-09
(Restated (Restated
Audited) Audited)
Figures in ZAR thousands
Revenue 76,848 443,953
Operating and other expenses (56,460) (194,730)
Profit from operations before: 20,388 249,223
Impairment of trade receivables-
increase in provision. (135,062) (34,772)
Impairment of subsidiaries` NAV
and related goodwill (165,976) -
Loss on disposal of treasury shares (9,969) -
Other income 1,529 21,849
(Loss) / Profit before taxation (289,090) 236,300
Taxation 200 (71,171)
Net (Loss) / Profit for the period for
continuing operations (288,890) 165,129
Other comprehensive income net of tax - -
Total comprehensive Profit / (Loss)
for the year (288,890) 165,129
Minorities share of (Profits) / Losses (10) 22,451
(Loss) / Profit attributable to:
Owners of the company (288,900) 187,580
Prior period errors - (76,043)
Total comprehensive (Loss) / Profit
attributable to: (288,900) 111,537
Owners of the company (288,900) 111,537
Weighted average number of shares:
Total weighted average number of
shares in issue (`000) 211,020 209,715
Basic (loss) / earnings per share
(cents) (136.91) 53.19
Headline (loss) / earnings per
share (cents) (53.53) 50.56
Reconciliation of headline (loss) / earnings
Basic (loss) / earnings (288,900) 111,537
Non-recurring adjustments
Impairment of subsidiaries` NAV
and related goodwill 165,976 -
Loss on disposal of treasury shares 9,969 -
Prior period error - negative goodwill - (5,515)
Headline (loss) / earnings (112,955) 106,022
Statement of Financial Position At At
31-Aug-09 28-Feb-09
(Restated (Restated
Audited) Audited)
Figures in ZAR thousands
Non-current assets 54,834 193,536
Property, plant & equipment 23,089 49,415
Goodwill 30,749 139,277
Deferred tax assets 996 4,844
Current assets 197,381 663,770
Trade & other receivables 332,071 478,953
Provision for impairment -
trade receivables (144,710) (14,841)
Total trade and other receivables 187,361 464,112
Cash and cash equivalents 9,497 27,973
Inventories 523 171,685
Total assets 252,215 857,306
Capital and reserves 122,257 382,482
Share Capital 2,219 2,166
Share Premium 239,796 218,385
Accumulated Loss / Profit (121,215) 167,686
Minority Interest 1,457 (5,755)
Non-current liabilities 73,703 252,370
Lease liabilities 1,783 1,120
Borrowings 71,920 251,250
Current liabilities 56,255 222,454
Trade and other payables 20,364 142,159
Short term borrowings 7,303 18,809
Taxation 28,588 61,486
Total liabilities 129,958 474,824
Total equity and liabilities 252,215 857,306
Ordinary shares in issue (`000) 217,347 212,129
Net asset value per share (cents) 55.58 183.02
Net tangible asset value per share
(cents) 41.43 117.36
Statements of Changes in Equity
Share Share Retained Minority Ordinary
Capital Premium earnings interest Share
holders
equity
Figures in ZAR thousands
Balance at 29 Feb 2008 1,997 156,305 131,700 - 290,002
Prior period errors - - (72,278) - (72,278)
Restated balance at 29
Feb2008 1,997 156,305 59,422 - 217,724
Issue of Share Capital 231 110,405 - - 110,637
Net profit/(loss) for the
six months - - 88,292 - 88,292
Prior period errors (5) (24,057) - - (24,062)
Balance at 31 August 2008 2,224 242,653 147,714 - 392,591
Net profit/(loss) for the
six months - - 23,246 (22,451) 795
Business combinations - - (3,274) 16,696 13,422
Treasury shares repurchased (58) (24,268) - - (24,326)
Balance at 28 February 2009 2,166 218,385 167,685 (5,755) 382,481
Balance as previously stated2,171 242,442 316,007 (5,755) 554,865
Prior period errors (5) (24,057)(148,322) - (172,384)
Net profit for the six months - - (288,900) - (288,900)
Transfer of treasury share 53 21,411 - - 21,464
Minority shareholding - - - 7,212 7,212
Balance at 31 August 2009 2,219 239,796 (121,215) 1,457 122,257
Statement of cash flows Six Months ended Year ended
31-Aug-09 28-Feb-09
(Restated (Restated
Audited) Audited)
Figures in ZAR thousand
Cash flows - operating activities (6,808) (292,015)
Cash flow from investing activities (8,081) (29,681)
Cash flow from financing activities (3,586) 298,443
Net cash flow for period (18,475) (23,253)
Cash and cash equivalents at
beginning of period 27,972 51,226
Cash and cash equivalents at
end of period 9,497 27,973
Reconciliation between previously reported financials (1 December 2009) and
newly restated financials.
Reconciliation for February 2009:
Statement of Comprehensive Income
Restated Movement between At
28 Feb 2009 Restated and 28 Feb 2009
Figures in ZAR thousand (Audited) Audited (Audited)
As Previously
Reported
Impairment of loans
receivable(Net of tax) - 41,164 (41,164)
Total comprehensive Profit / (Loss)
attributable to: Owners of the
company 111,537 41,164 70,373
Basic earnings per share(cents) 53.19 19.63 33.56
Headline earnings per share 50.56 19.63 30.93
Statement of Financial Position
Restated Movement between At
28 Feb 2009 Restated and 28 Feb 2009
Figures in ZAR thousand (Audited) Audited (Audited)
As Previously
Reported
Current assets 663,770 42,930 620,840
Trade & other receivables 478,953 - 478,953
Provision for impairment -
Trade receivables (14,841) 42,930 (57,771)
Total trade and other
Receivables 464,112 42,930 421,182
TOTAL ASSETS 857,306 42,930 814,376
Capital and Reserves 382,482 41,165 341,317
Accumulated Loss/Profit 167,686 41,165 126,521
Current Liabilities 222,454 1,765 220,689
Taxation 61,486 1,765 59,721
TOTAL LIABILITIES 474,824 1,765 473,059
TOTAL EQUITY AND LIABILITIES 857,306 42,930 814,377
Net asset value per share (cents) 183.02 22.12 160.90
Net tangible asset value per
share (cents) 117.36 22.12 95.24
Reconciliation for August 2009:
Statement of Comprehensive Income
Restated Movement between At
31 Aug 2009 Restated and 31 Aug 2009
Figures in ZAR thousand (Audited) Audited (Audited)
As Previously
Reported
Impairment of loans receivable (135,062) (42,930) (92,132)
Profit/(Loss) before taxation (289,090) (42,930) (246,161)
Taxation 200 1,765 (1,565)
Net Profit / (Loss) for the period for
continuing operations (288,890) (41,164) (247,726)
Total comprehensive Profit / (Loss)
attributable to: Owners of the
company (288,900) (41,164) (247,736)
Basic earnings per share(cents) (136.91) (19.51) (117.39)
Headline earnings per share (53.53) (19.51) (34.02)
Statement of Financial Position
Restated Movement between At
31 Aug 2009 Restated and 31 Aug 2009
Figures in ZAR thousand (Audited) Audited (Audited)
As Previously
Reported
Accumulated loss/Profit brought 167,686 41,164 126,521
Forward:
Loss/Profit for the current year (288,900) (41,164) (247,736)
Total Accumulated loss/profit (121,215) - (121,216)
Net asset value per share (cents) 55.58 - 55.58
Net tangible asset value per
share (cents) 41.43 - 41.43
REPORT OF THE INDEPENDENT AUDITORS
Following the restatement of the financial results for the year ended 28
February
2009 and the six months ended 31 August 2009, the auditors have re-issued their
audit report as set out below.
"TO THE MEMBERS OF AFRICAN DAWN CAPITAL LIMITED AND ITS SUBSIDIARIES
Report on the Condensed Interim Financial Statements
We have audited the Condensed Group Financial Statements of African Dawn
Capital Limited, which comprise the directors` commentary, the Statement of
Financial Position as at 31 August 2009, the Statement of Comprehensive
Income, Statement of Changes in Equity and Statement of Cash Flow`s for the
six months then ended.
Directors` Responsibility for the Financial Statements
The company`s directors are responsible for the preparation and fair
presentation of these financial statements in accordance with International
Financial Reporting Standards and in the manner required by the Companies Act
of South Africa. This responsibility includes: designing, implementing and
maintaining internal control relevant to the preparation and fair
presentation of financial statements that are free from material
misstatement, whether due to fraud or error; selecting and applying
appropriate accounting policies; and making accounting estimates that are
reasonable in the circumstances.
Auditor`s Responsibility
Our responsibility is to express an opinion on these financial statements
based on our audit. We conducted our audit in accordance with International
Standards on Auditing. Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance
whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the
amounts and disclosures in the financial statements. The procedures selected
depend on the auditor`s judgment, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or
error. In making those risk assessments, the auditor considers internal
control relevant to the entity`s preparation and fair presentation of the
financial statements in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the entity`s internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the
reasonableness of accounting estimates made by management, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the condensed interim financial statements present fairly, in
all material respects, the financial position of African Dawn Capital Limited
as at 31 August 2009, and its financial performance and its cash flows for
the six months ended in the manner required by the Companies Act in South
African and in accordance with International Financial Reporting Standards.
Emphasis of matter
Without qualifying our opinion, we draw attention to the fact that, as
disclosed by the directors, although the assets of the group exceed its
liabilities, the group is currently experiencing liquidity pressures, which
may require it to re-negotiate certain of its financing arrangements and/or
obtain alternative financing. Although the Board has embarked on a number of
initiatives to alleviate the liquidity pressures, including engaging with
existing and potential funders`, this situation is indicative of a material
uncertainty which may cast doubt on the ability of the Group to continue as a
going concern.
We further draw attention to the forensic investigation which is currently
under way into various financial matters of the Group. The finalization and
outcome of this investigation, may require further evaluation of certain
balances contained in the Condensed Financial Statements of the Group.
We further draw attention that these are restated condensed interim financial
statements for 31 August 2009, which have replaced the condensed interim
financial statements published on the 1st December 2009. The reason for the
restatement is contained in the introductory paragraph of the restated
condensed interim financial statements.
Report on Other Legal and Regulatory Requirements
In accordance with our responsibilities in terms of sections 44(2) and 44(3) of
the Auditing Profession Act, we report that we have identified certain unlawful
acts or omissions committed by persons responsible for the management of African
Dawn Capital Limited which constitute reportable irregularities in terms of the
Auditing Profession Act, and have reported such matters to the Independent
Regulatory Board for Auditors.
As mentioned in the commentary to the Condensed Financial Statements, the
matters pertaining to the reportable irregularities are described below:
(a) The company and certain of its subsidiaries have not rendered income tax
returns to the South African Revenue Services for one or more prior periods.
(b) During the year ended 28 February 2009, 4.9 million shares were issued for
which the company had not yet received payment, in contravention with the
Companies Act.
SAB&T Chartered Accountants Incorporated
Registered Auditors
Per: Bashier Adam
10 February 2010
119 Witch-Hazel Avenue
Highveld Technopark
Centurion,
0046"
STATEMENT OF COMPLIANCE
The financial information set out herein has been prepared in accordance with
the recognition and measurement criteria of IFRS and the presentation and
disclosure requirements of IAS 34, Interim Financial Reporting, the JSE Listings
Requirements and the South African Companies Act.
The accounting policies applied are consistent with those previously applied.
MANAGEMENT`S COMMENTS
Except for the restatement of the impairment provision of trade and other
receivables and taxation thereon the reported management comments as published
on 1 December 2009 still apply.
By order of the Board
RR Emslie
Non-executive chairman
Dunkeld
24 February 2010
Designated Advisers: Vunani Corporate Finance
Date: 24/02/2010 08:39:01 Produced by the JSE SENS Department.
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