| Wed 24 Feb 2010, 11:59 | | LMID - Lereko Mobility (Proprietary) Limited - Condensed unaudited results |
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JSE SIM
LMID
LMID - Lereko Mobility (Proprietary) Limited - Condensed unaudited results
for the half year ended 31 December 2009
Lereko Mobility (Proprietary) Limited
Incorporated in the Republic of South Africa
Registration number: 2004/034154/07 Share code: LMID
ISIN: ZAE0000067229 ("Lereko Mobility")
Condensed unaudited results for the half year ended
31 December 2009
Condensed balance sheet at 31 December 2009
R000 31 Dec 2009 31 Dec 2008 30 Jun 2009
Assets
Non-current asset
Investments 1 378 353 985 823 936 612
Current assets 10 715 12 793 10 448
Total assets 1 389 068 998 616 947 060
Equity and liabilities
Capital and reserves (584 366) (809 848) (881 656)
Share capital and premium 2 040 2 040 2 040
Non-distributable reserves 106 571 (83 164) (53 584)
Distributable reserve (692 977) (728 724) (830 112)
Non-current liabilities 1 100 480 1 784 121 1 815 421
Interest bearing - 811 890 832 854
borrowings
Call option liability 1 020 551 906 662 961 468
Embedded derivative - 16 838 3 014
financial liability
Deferred taxation 79 929 48 731 18 085
Current liabilities 872 954 24 343 13 295
Current portion of 857 061 23 834 12 917
interest bearing
borrowings
Embedded derivative 15 854 - -
financial liability
Taxation 11 108 299
Trade and other payables 28 401 79
Total equity and 1 389 068 998 616 947 060
liabilities
Condensed income statement for the half year ended 31 December 2009
R000 31 Dec 2009 31 Dec 2008 30 Jun 2009
Dividends received 38 832 38 832 77 664
Operating expenses (307) (181) (1 641)
Net fair value adjustments 183 589 (27 154) (151 743)
Net financing costs (49 207) (46 585) (94 425)
Profit/(loss) before 172 907 (35 088) (170 145)
taxation
Taxation 35 772 5 663 (28 006)
Profit/(loss) after 137 135 (40 751) (142 139)
taxation
Condensed cash flow statement for the half year ended 31 December 2009
R000 31 Dec 2009 31 Dec 2008 30 Jun 2009
Cash flows from operating (10 548) (7 356) (20 565)
activities
Cash generated in 38 946 39 407 75 639
operating activities
Net financing cost (49 207) (46 585) (94 425)
Tax paid (287) (178) (1 779)
Cash flows from investing - - -
activities
Cash flows from financing 10 815 8 599 19 463
activities
Loans raised 10 815 8 599 19 463
Increase in cash and cash 267 1 243 (1 102)
equivalents
Cash and cash equivalents 10 448 11 550 11 550
at beginning of the year
Cash and cash equivalents 10 715 12 793 10 448
at end of the year
Condensed statement of changes in equity for the half year ended
31 December 2009
R000 Issued Non-distri- Distri- Total
capital butable butable
reserves reserve
Balances as at 30 June 2 040 (83 164) (687 973) (769 097)
2008
Fair value adjustment 34 395 34 395
on preferred ordinary
shares
Deferred tax on fair (4 815) (4 815)
value adjustment
Net loss recognised 29 580 29 580
directly in equity
Loss for the period (142 139) (142 139)
Balance as at 30 June 2 040 (53 584) (830 112) (881 656)
2009
Fair value adjustment 186 227 186 227
on preferred ordinary
shares
Deferred tax on fair (26 072) (26 072)
value adjustment
Net loss recognised 160 155 160 155
directly in equity
Profit for the period 137 135 137 135
Balance as at 31 2 040 106 571 (692 977) (584 366)
December 2009
Background to Lereko Mobility
In June 2005 Lereko Mobility (Proprietary) Limited ("the company") concluded
a black economic empowerment transaction with Imperial Holdings Limited
("Imperial").
In terms of this transaction the company acquired 14 516 617 preferred
ordinary shares from Imperial which are unlisted and will pay a fixed annual
dividend of 535 cents per share for the five years up to and including 30
September 2010. Thereafter they will be converted into ordinary shares and
will be listed on JSE Limited ("JSE") ranking pari passu with Imperial`s
other ordinary shares.
In May 2008 Imperial unbundled its Leasing and Capital Equipment division to
its shareholders giving rise to Eqstra Holdings Ltd ("Eqstra"). The company
subscribed for 14 516 617 deferred ordinary shares of 0,1 cent each in Eqstra
which will also be converted into ordinary shares and will be listed on JSE
ranking pari passu with Eqstra`s other ordinary shares.
To fund the acquisition of the original allocation of Imperial shares the
company raised senior funding by issuing to financial institutions preference
shares for R377 million and 14 533 096 debentures for R458 million. The
debentures are unsecured, subordinated to the claims of the preference shares
and listed on the JSE under the Asset-backed Securities: Other Securities sub-
sector.
The debenture holders are entitled to a coupon of 5% per annum. The
debentures will be redeemed on 1 October 2010 at R41,50 per debenture plus an
equity linked bonus being 25% of the extent to which Imperial`s share price
exceeds R111,55 and Eqstra`s share price exceeds R33,70 on that date.
Imperial facilitated the transaction with vendor finance by issuing preferred
ordinary shares at their par value of 4 cents, which discount had a value of
R600 million. This will entitle Imperial to a call option from the company
for sufficient of Imperial`s ordinary shares to be delivered on 15 June 2014
to settle this amount plus a return which will amount to a minimum of R1 524
million. With the unbundling referred to above, Eqstra will be entitled to a
call option from the company for sufficient of Eqstra`s ordinary shares to be
delivered on 15 June 2014 to settle its call option which will amount to a
minimum of R420 million.
These call options are subordinated to the claims of both the preference
share and debenture funding.
Imperial Group (Pty) Ltd and Eqstra Corporation (Pty) Ltd subsidiaries of
Imperial Holdings Limited and Eqstra Holdings Limited respectively, issued
guarantees jointly (but not severally) for a total amount of R100 million.
This counts as additional acceptable collateral (in the proportions of R78
400 000 by the Imperial subsidiary and R21 600 000 by the Eqstra subsidiary)
in favour of the debenture holders and preference shareholders of Lereko.
These guarantees expire in September 2010 upon full settlement of the
debenture holders and preference shareholders.
The effect of the additional acceptable collateral is to reduce the minimum
combined Imperial and Eqstra share prices in respect of the minimum share
cover ratio of the preference share debt and debenture debt.
In exchange for the provision of this additional acceptable collateral,
Lereko has agreed that Imperial and Eqstra`s call options over their shares
may be brought forward by 1 (one) year to 2014 at the election of Imperial
and Eqstra.
Basis of preparation
The unaudited financial statements have been prepared on the historical cost
basis excluding financial instruments which are fair valued and conform to
International Financial Reporting Standards (IFRS). The accounting policies
are consistent with those applied in the annual financial statements for the
year ended 30 June 2009. These condensed financial statements have been
prepared in terms of IAS 34 - Interim financial reporting.
Results
The company has posted a profit amounting to R137 million. Net fair value
adjustments include an increase in value of the Imperial and of the Eqstra
shares.
The funding costs payable to the preference shareholders and the debenture
holders are included in net financing costs.
The interest bearing borrowings are payable to the preference shareholders
and debenture holders.
The call option liability is due to Imperial and Eqstra for the vendor
finance.
The equity of the company reflects a deficit of R584 million, however the
call options due to Imperial and Eqstra are both subordinated to the claims
of the preference and debenture holders. The preferred ordinary shares in
Imperial and Eqstra have a combined market value at the reporting date of R1
378 million.
There have been no facts or circumstances of a material nature that have
occurred between the accounting date and the date of this report.
Interest on debentures
Notice is hereby given that an interest payment of 103,75 cents per debenture
is payable to debenture holders for the period ending 31 March 2010.
In compliance with the requirements of Strate, the electronic settlement and
custody system used by the JSE Limited, the company has determined the
following salient dates for the payment of the interest:
Last day to trade cum-interest payment Thursday, 18 March 2010
Debentures commence trading
ex-interest payment Friday, 19 March 2010
Record Date Friday, 26 March 2010
Payment Date Monday, 29 March 2010
Debenture certificates may not be dematerialised / rematerialised between
Friday, 19 March 2010 and Friday, 26 March 2010, both days inclusive.
On Monday, 29 March 2010, the interest payment will be electronically
transferred to the bank accounts of certificated debenture holders that
utilise this facility. In respect of those who do not, cheques dated 29 March
2010 will be posted on or about that date. Debenture holders who have
dematerialised their shares will have their accounts, held at their CSDP or
Broker, credited on Monday, 29 March 2010.
R A Venter Company Secretary
By order of the Board
24 February 2010/ Bedfordview
Tel: +27 11 268 0755 Fax: +27 11 268 0756
1st Floor, 3 Commerce Square, 39 Rivonia Road, Sandhurst
PO Box 1803, Parklands, 2121
Directors: M V Moosa, A H Mahomed, P S Molefe, H R Brody
www.lereko.co.za
Sponsor
Merrill Lynch South Africa (Pty) Limited
Date: 24/02/2010 11:59:02 Produced by the JSE SENS Department.
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