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Thu 4 Mar 2010, 8:00 GRF - Group Five Limited - Unaudited interim group results for the six months
GRF
GRF                                                                             
GRF - Group Five Limited - Unaudited interim group results for the six months   
ended 31 December 2009                                                          
GROUP FIVE LIMITED                                                              
(Registration number: 1969/000032/06)                                           
(Incorporated in the Republic of South Africa)                                  
Share Code: GRF      ISIN Code: ZAE000027405                                    
STRUCTURED INGENUITY                                                            
Unaudited interim group results for the six months ended 31 December 2009       
371 Rivonia Boulevard, Rivonia                                                  
PO Box 3951, Rivonia 2128, South Africa                                         
Tel: +27 11 806 0111, 0860 55 55 56                                             
Fax: +27 11 803 5829, email: info@groupfive.co.za                               
www.groupfive.co.za                                                             
Incorporated in the Republic of South Africa                                    
Reg. no. 1969/000032/06                                                         
JSE code: GRF                                                                   
ISIN: ZAE000027405                                                              
Revenue                                                                         
(R`000)                                                                         
down 4%                                                                         
Dec 09 - 5 708 793                                                              
Dec 08 - 5 968 141                                                              
Profit after tax from continuing operations                                     
(R`000)                                                                         
up 12%                                                                          
Dec 09 - 284 900                                                                
Dec 08 - 253 764                                                                
Cash and cash equivalents                                                       
(R`000)                                                                         
up 464 287                                                                      
Dec 09 - 3 242 711                                                              
Jun 09 - 2 778 424                                                              
Fully diluted headline earnings per share (cents)                               
up 8%                                                                           
Dec 09 - 249                                                                    
Dec 08 - 230                                                                    
Consolidated condensed income statement                                         
                       %           Unaudited             Audited                
                      change      Six months ended      Year ended              
31 December           30 June                  
                                2009         2008         2009                  
Revenue                 (4)      5 708 793    5 968 141    12 090 236           
Operating profit before 6        399 146      376 660      797 182              
fair value adjustments                                                          
and associates                                                                  
Fair value adjustments           10 391       11 978       15 718               
relating to investment                                                          
in service concessions                                                          
Operating profit        5        409 537      388 638      812 900              
Income/(loss) from               1 017        -            (69)                 
associates                                                                      
Finance income                   63 966       49 378       137 173              
Finance costs                    (56 387)     (80 526)     (167 993)            
Profit before taxation  17       418 133      357 490      782 011              
Taxation                         (133 233)    (103 726)    (224 567)            
Profit after taxation   12       284 900      253 764      557 444              
from continuing                                                                 
operations                                                                      
Loss for the period              (10 571)     (13 087)     (22 890)             
from discontinued                                                               
operations                                                                      
Profit for the period   14       274 329      240 677      534 554              
Allocated as follows:                                                           
Equity shareholders of  7        252 547      235 084      514 733              
Group Five Limited                                                              
Non controlling                  21 782       5 593        19 821               
interest                                                                        
14       274 329      240 677      534 554               
Determination of                                                                
headline earnings                                                               
(R`000)                                                                         
Attributable profit     7        252 547      235 084      514 733              
Add after tax effect of                                                         
- Losses on sale of              -            -            19                   
property, plant and                                                             
equipment and                                                                   
investment property                                                             
- Losses on disposal of          10 571       13 087       22 890               
discontinued operations                                                         
Headline earnings       6        263 118      248 171      537 642              
Consolidated statement of comprehensive income                                  
(R`000)                           Unaudited               Audited               
                                 Six months ended        Year ended             
31 December             30 June                 
                             2009          2008           2009                  
Net profit for the period     274 329       240 677        534 554              
Other comprehensive income                                                      
for the period net of tax                                                       
Movement in foreign currency  (33 177)      9 653          (78 006)             
translation reserve                                                             
Total comprehensive income    241 152       250 330        456 548              
for the period                                                                  
Total comprehensive income                                                      
for the period attributable                                                     
to                                                                              
Equity shareholders of the    219 370       244 737        436 727              
company                                                                         
Non controlling interest      21 782        5 593          19 821               
Total comprehensive income    241 152       250 330        456 548              
for the period                                                                  
Consolidated condensed statement of cash flow                                   
(R`000)                             Unaudited            Audited                
                                  Six months ended      Year ended              
31 December          30 June                  
                               2009         2008         2009                   
Cash flow from operating                                                        
activities                                                                      
?Cash from operations           565 525      482 240      1 117 273             
?Working capital changes        162 012      237 420      682 226               
Cash generated from operations  727 537      719 660      1 799 499             
?Finance costs - (net)          7 580        (31 148)     (30 820)              
?Taxation and dividends paid    (119 087)    (118 537)    (222 194)             
Net cash generated by operating 616 030      569 975      1 546 485             
activities                                                                      
Property, plant and equipment   (72 910)     (89 841)     (213 018)             
and investment property (net)                                                   
Investments (net)               (38 724)     (146 468)    (191 906)             
Net cash utilised in investing  (111 634)    (236 309)    (404 924)             
activities                                                                      
Net cash utilised in financing  (40 109)     (143 232)    (219 051)             
activities                                                                      
Net cash generated by           -            31 700       31 700                
discontinued operations                                                         
Net increase in cash and cash   464 287      222 134      954 210               
equivalents                                                                     
Consolidated condensed statement of financial position                          
(R`000)                             Unaudited            Audited                
as at                as at                   
                                  31 December          30 June                  
                               2009         2008         2009                   
ASSETS                                                                          
Non-current assets                                                              
Property, plant and equipment  2 460 893    2 381 848    2 444 837              
and investment property                                                         
Goodwill                       24 859       24 859       24 859                 
Investments - service          224 417      164 327      186 482                
concessions                                                                     
Investments - property         120 000      -            120 000                
developments                                                                    
Other non-current assets       82 477       262 997      63 364                 
                               2 912 646    2 834 031    2 839 542              
Current assets                                                                  
Other current assets            3 930 980    5 366 244    4 654 112             
Bank balances and cash          3 262 105    2 067 573    2 798 046             
                               7 193 085    7 433 817    7 452 158              
Non-current assets classified   73 153       90 973       81 170                
as held for sale                                                                
Total assets                    10 178 884   10 358 821   10 372 870            
EQUITY AND LIABILITIES                                                          
Capital and reserves                                                            
Equity attributable to equity   2 541 387    2 211 968    2 373 477             
holders of the parent                                                           
Non controlling interest        51 537       21 315       34 366                
                               2 592 924    2 233 283    2 407 843              
Non-current liabilities                                                         
?Interest bearing borrowings    877 287      1 187 087    897 867               
?Other non-current liabilities  61 746       65 628       62 069                
                               939 033      1 252 715    959 936                
Current liabilities                                                             
?Other current liabilities      6 627 533    6 851 598    6 985 469             
?Bank overdrafts                19 394       21 225       19 622                
                               6 646 927    6 872 823    7 005 091              
Total liabilities               7 585 960    8 125 538    7 965 027             
Total equity and liabilities    10 178 884   10 358 821   10 372 870            
Consolidated condensed segmental analysis - primary                             
(R`000)                      %                                Audited           
                          change                                                
Unaudited           Year ended         
                                      Six months ended    30 June               
                                      31 December                               
                                      2009        2008        2009              
Revenue                                                                         
Investments and              (1)       334 349     338 218     626 795          
Concessions                                                                     
Infrastructure               14        310 119     271 262     527 938          
Concessions                                                                     
Property                     (64)      24 230      66 956      98 857           
Developments                                                                    
Manufacturing                21        454 022     374 078     816 132          
Construction                 (35)      269 038     413 725     671 317          
Materials                                                                       
Construction                 (4)       4 651 384   4 842 120   9 975 992        
Building and                 16        1 551 383   1 332 484   2 899 773        
Housing                                                                         
Civil Engineering            10        2 412 214   2 198 778   4 633 259        
Engineering                  (48)      687 787     1 310 858   2 442 960        
Projects                                                                        
Total revenue                (4)       5 708 793   5 968 141   12 090 236       
                  H1 2010    %                                                  
(R`000)            Margin %  change                                             
Operating profit                                                                
Investments and    12.1      (12)      40 523      45 803      81 887           
Concessions                                                                     
Infrastructure     14.8      2         46 048      45 128      79 636           
Concessions                                                                     
Property           (22.8)    (918)     (5 525)     675         2 251            
Developments                                                                    
Manufacturing      9.6       16        43 520      37 407      85 964           
Construction       7.1       (50)      19 061      37 760      55 835           
Materials                                                                       
Construction       6.4       16        296 042     255 690     573 496          
Building and       6.0       80        92 900      51 714      141 032          
Housing                                                                         
Civil Engineering  5.9       39        142 823     102 504     225 733          
Engineering        8.8       (41)      60 319      101 472     206 731          
Projects                                                                        
                                                                                
Total operating    7.0       6         399 146     376 660     797 182          
profit                                                                          
Consolidated condensed statement of changes in equity                           
(R`000)                            Unaudited                Audited             
Six months ended                               
                                 31 December                                    
                                                           Year ended           
                                                         30 June                
2009           2008            2009                
Balance at 1 July             2 407 843      2 023 181       2 023 181          
Net profit for the period     274 329        240 677         534 554            
Other comprehensive income    (33 177)       9 653           (78 006)           
for the period                                                                  
Share options expense         17 091         16 927          41 916             
Distribution to minorities    (4 611)        (795)           (1 972)            
Dividends paid                (68 551)       (56 360)        (111 830)          
Balance at end of period      2 592 924      2 233 283       2 407 843          
Statistics                                                                      
                                 Unaudited               Audited                
                                 Six months ended        Year ended             
31 December             30 June                 
                            2009           2008           2009                  
Number of ordinary shares    94 765 894     93 995 266     94 614 042           
Shares in issue             120 244 494    119 834 071    120 093 047           
Less: Shares held by share  (25 478 600)   (25 838 805)   (25 479 005)          
trusts                                                                          
Weighted average number of   95 236         94 411         94 670               
shares (`000s)                                                                  
Fully diluted weighted       105 494        107 954        105 804              
average number of shares                                                        
(`000s)                                                                         
Earnings per share - R       2,65           2,49           5,44                 
Headline earnings per share  2,76           2,63           5,68                 
- R                                                                             
Fully diluted earnings per   2,39           2,18           4,86                 
share - R                                                                       
Fully diluted headline       2,49           2,30           5,08                 
earnings per share - R                                                          
Dividend cover (based on     4,2            4,3            4,2                  
earnings per share)                                                             
Dividend per share (cents)   63,0           58,0           130,0                
Interim                     63,0           58,0           58,0                  
Final                       -              -              72,0                  
Net asset value per share -  26,8           23,53          25,09                
R                                                                               
Net debt to equity ratio     -              -              -                    
Current ratio                0.6            0.8            0.7                  
Capital expenditure and depreciation                                            
(R`000)                                          Audited                        
                       Unaudited                                                
                            Six months ended    Year ended                      
                           31 December         30 June                          
2009         2008         2009                           
Capital expenditure    111 427      169 935      429 511                        
 for the period                                                                 
Capital expenditure    94 238       84 238       139 561                        
committed or                                                                   
 authorized at the                                                              
 period end                                                                     
Depreciation for       131 133      99 968       258 370                        
the period                                                                     
Estimates and contingencies                                                     
The group makes estimates and assumptions concerning the future, particularly   
with regard to construction contract profit taking, provisions, arbitrations    
and claims and various fair value accounting policies. The resulting            
accounting estimates and judgments can, by definition, therefore only           
approximate the actual results. Estimates and judgments are continually         
evaluated and are based on historical experience and other factors, including   
expectations of future events that are believed to be reasonable under the      
circumstances.                                                                  
Total financial institution guarantees given to third parties on behalf of      
subsidiary companies amounted to R5 702 million as at                           
31 December 2009, compared to R6 268 million as at 30 June 2009.                
Distribution to shareholders by way of a capital reduction from stated capital  
("distribution")                                                                
The directors have declared the distribution of 63 cents per ordinary share     
(2008: 58 cents dividend) payable to shareholders.                              
Dates of the distribution                                                       
In order to comply with the requirements of STRATE, the relevant details are:   
Event                                                                    Date   
Last day to trade (cum-distribution)                    Friday, 16 April 2010   
Shares to commence trading (ex-distribution)            Monday, 19 April 2010   
Record date (date shareholders recorded in              Friday, 23 April 2010   
books)                                                                          
Payment date                                            Monday, 26 April 2010   
No share certificates may be dematerialised or    Monday, 19 April 2010,  and   
rematerialised between                            Friday, 23 April 2010, both   
                                                            dates inclusive.    
Terms of payment                                                                
The distribution of 63 cents per ordinary share will be paid to shareholders    
from Group Five`s stated capital.                                               
Financial effects of the distribution                                           
The pro forma financial effects of the distribution on earnings per share       
("EPS"), headline earnings per share ("HEPS"), the net asset value ("NAV") and  
net tangible asset value ("NTAV") per share are set out below. This unaudited   
pro forma financial information has been prepared for illustrative purposes     
only. It may therefore not give a fair reflection of Group Five`s financial     
position and results of operations, nor the effect and impact of the            
distribution going forward. The information is the responsibility of the        
directors of Group Five.                                                        
Before the        After the        %                     
                      distribution(1)   distribution(2)  change                 
EPS (cents)             265               264              (0.4)                
HEPS (cents)            276               275              (0.4)                
NAV (cents)             268               262              (2.3)                
NTAV (cents)            260               253              (2.7)                
Number of shares for    95 236            95 236           0                    
EPS and HEPS purposes                                                           
(`000)                                                                          
Number of shares for    94 766            94 766           0                    
NAV and NTAV (`000)                                                             
Notes:                                                                          
1. Based on Group Five`s unaudited interim group results for the                
  six months ended 31 December 2009.                                            
2. Based on the assumption that the distribution took place on                  
  1 July 2009 for income statement purposes and on 31 December                  
2009 for balance sheet purposes.                                              
3. EPS and HEPS have been adjusted to take into account the                     
  interest foregone on cash balances used in making the                         
  distribution of R59,7 million.                                                
4. After taking into account the reduction in stated capital                    
  following the distribution of R59,7 million.                                  
Opinion of the directors                                                        
The directors of Group Five have considered the effect of the distribution and  
are satisfied that, for a period of 12 months from 1 March 2010, being the      
date of the declaration of the distribution:                                    
the company and its subsidiaries will be able, in the ordinary                  
 course of business, to pay its debts;                                          
the assets of the company and its subsidiaries will be in excess                
 of the liabilities, having been recognised and measured in                     
 accordance with the accounting policies used in the audited                    
 results for the year ended 30 June 2009;                                       
the share capital and reserves of the company and its                           
 subsidiaries will be adequate; and                                             
the working capital and working capital resources of the company                
 and its subsidiaries will be adequate for a period of 12 months                
from 1 March 2010, being the date of the declaration of the                    
 distribution.                                                                  
Basis of preparation                                                            
These consolidated condensed interim financial statements for the six months    
ended 31 December 2009 have been prepared in accordance with IAS 34, "Interim   
Financial Reporting" and in the manner required by the Companies Act of South   
Africa. The consolidated condensed interim financial information should be      
read in conjunction with the annual financial statements for the year ended 30  
June 2009, which have been prepared in accordance with International Financial  
Reporting Standards (IFRS). The accounting policies applied are consistent      
with those of the annual financial statements for the year ended 30 June 2009,  
as described in those financial statements.                                     
Forward looking statements                                                      
Certain statement in this release that are neither reported financial results   
nor other historical information are forward looking statement including but    
not limited to predictions of or indications of future earnings. Undue          
reliance should not be placed on such statements because, by their very         
nature, they are subject to known and unknown risks and uncertainties and can   
be affected by other factors that could cause actual results and company plans  
and objectives to differ materially from those expressed or implied in the      
forward-looking statements.                                                     
Commentary                                                                      
OVERVIEW                                                                        
The group is pleased to announce a 6.4% increase in earnings per share (EPS),   
a 9.6% increase in fully diluted EPS (FDEPS), a 4.9% increase in headline       
earnings per share (HEPS) and a 8.3% increase in fully diluted HEPS (FDHEPS).   
Revenue decreased slightly by 4.3% from R6,0 billion to R5,7 billion and        
operating profit before fair value adjustments increased by 6.0% from R377      
million to R399 million. This resulted in the group operating margin improving  
from 6.3% to 7.0%. After fair value adjustments, operating profit increased by  
5.4% to R410 million (2008: R389 million).                                      
The group`s net finance income position of R7,6 million is a substantial        
improvement over prior periods during which net finance costs were incurred.    
The group balance sheet continues to be sound, with a nil net gearing ratio as  
at 31 December 2009. The net increase in cash and cash equivalents for the      
period was more than double that of the prior period, with a R464 million       
increase (2008: increase R222 million). Similar to the prior comparative        
period and 2009 financial year, the increase in cash was achieved as a result   
of a focus on working capital management and increases in cash generated from   
operations.                                                                     
The effective taxation rate of 32% was a function of reduced taxation on        
income from jurisdictions with taxation rates lower than the South African      
corporate tax rate. This was offset by an increased taxation charge due to STC  
on dividends and taxation from African jurisdictions with taxation rates        
higher than the South African corporate tax rate.                               
The interim dividend has been increased by 8.6% to 63 cents (2008: 58 cents)    
congruent with the current dividend cover policy of approximately four times    
covered.                                                                        
Further to the group`s previous statement regarding the unwind of the iLima     
Consortium shareholding, it confirms that the process continues and the group   
has asked the courts to make a declaration confirming such unwind. As           
previously reported, this unwind will have no material bearing on the group`s   
results, nor its BEE status due to the BBBEE scorecard improvements made        
across all its businesses. The group remains a Level 3 BBBEE contributor.       
During the last few years, the group increased its proactive stance in          
mitigation of the risk of any instances of lack of compliance with respect to   
Competition Law. The group has undertaken internal investigations, training     
and awareness to ensure full compliance and will continue with its proactive    
and cooperative stance as the investigations into the construction industry     
progress.                                                                       
BUSINESS COMBINATIONS                                                           
There were no business combinations in the period under review.                 
Operational review                                                              
INTRODUCTION                                                                    
The traditional South African private sectors in which the group`s              
Construction businesses operate, namely mining, industry and real estate,       
remained weak. The timing of resumption in government infrastructure spending   
has been and will remain a key factor for the domestic South African            
construction industry. Although there is a planned R40 billion spend in the     
PPP and concessions market for large public buildings and roads, as well as     
power developments, only a few significant awards have been made in the last    
four consecutive quarters.                                                      
Whilst the group has focused on, and benefited from, the South African          
domestic public sector spend for the past two years, there is now a return to   
a more balanced portfolio of local domestic markets, with resumption in         
international opportunities.                                                    
In this regard, there has been an increase in activity in the African mining    
sector in gold, copper, zinc, uranium and coal. New awards are under            
negotiation, including the re-instatement of previously cancelled contracts.    
In the Middle East, the group continued to actively pursue new infrastructure   
opportunities, including power and heavy industry in an expanding number of     
countries. New contracts were recently won in Abu Dhabi, Jordan and Qatar. The  
resolution of the commercial closure of the two previously reported terminated  
contracts in Dubai is proceeding in an orderly fashion.                         
The Construction Materials and Manufacturing businesses have weathered tough    
markets well and the Investments and Concessions businesses continued to        
strategically position Group Five in both Europe and Africa for a new round of  
concession opportunities, contributing to the long term sustainability of the   
group.                                                                          
GROUP                                                                           
The group`s operating margin is reported net of the following non-              
core/operational transactions: profit on sale of assets, pension fund           
surpluses and deficits and impairment adjustments. The group`s operating        
margin, both including and excluding such adjustments, is reflected below.      
                           Six months   Full year    Six months                 
                          ended        ended        ended                       
31 December  30 June      31 December                 
                           2009         2009         2008                       
Revenue - (R`000)           5 708 793    12 090 236   5 968 141                 
Reported Operating Margin%  7.0%         6.6%         6.3%                      
Core Operating Margin%*     7.0%         6.7%         7.1%                      
= core operating margin % is defined as reported operating                      
   margin % adjusted for the non-core transactions listed above.                
= reported operating margin % is defined as operating profit                    
before fair value adjustments as a % of revenue.                             
As both core and reported margins are the same for H1 F2010, these are          
disclosed but not discussed separately per segment.                             
The 7% group margin is very pleasing and well within the 6-8% guidance given.   
This was achieved in spite of tough markets, large Middle East contract         
cancellations, the retreat of mining projects in Africa and continued delays    
in public sector awards in South Africa. All these setbacks were somewhat       
mitigated by the good execution and margin contribution of the large 2010 and   
transport infrastructure contracts.                                             
The secured construction order book decreased over three quarters from a peak   
of R14,3 billion in August 2008 to R11,6 billion as at August 2009 and has, in  
the last quarter, stabilised at R10,5 billion. The group believes this gives    
some indication of a bottoming of the domestic market decline and reflects the  
group`s return to a balance in its focus on local and international markets.    
INVESTMENTS AND CONCESSIONS                                                     
(including Infrastructure   Six months   Full year    Six months                
Concessions and Property    ended        ended        ended                     
Developments)               31 December  30 June      31 December               
                           2009         2009         2008                       
Revenue                     334 349      626 795      338 218                   
Reported Operating Margin%  12.1%        13.1%        13.5%                     
Core Operating Margin%*     12.1%        13.2%        14.3%                     
Revenue for Investments & Concessions remained largely unchanged period on      
period and operating profit decreased slightly from R46 million to R41          
million. In line with margin range guidance given, an operating margin of       
12.1% (2008: 13.5%) was achieved.                                               
Infrastructure concessions                                                      
The benefits of the group`s strategy of securing longer term investments that   
also deliver annuity revenue are coming to the fore and continued to deliver    
solid results. Revenue grew 14.3% to R310 million (2008: R271 million) as a     
result of growth in Intertoll Europe. This growth was primarily driven by the   
roll out of new projects in Poland and Hungary. Operating margin decreased to   
14.8% (2008: 16.6%) with an increase in operating profit to R46 million (2008:  
R45 million). Going forward, the Eastern European concessions are set to        
remain buoyant, with further new projects under development. These include      
toll roads and power opportunities.                                             
Property developments                                                           
As stated in the prior reporting periods, the group has been replacing its      
current portfolio of mostly residential developments to development             
opportunities that are strategically located, commercial, industrial and mixed  
use developments that also benefit Construction, Manufacturing and              
Construction Materials. These include the Waterfall and Sandton CBD             
developments.                                                                   
The group previously provided guidance that this strategy would secure long     
term benefits, although it would result in a short term decline in returns. In  
the period, this was exacerbated by a weak residential market.                  
As expected, revenue reduced by 63.8% to R24 million (2008: R67 million) and    
operating profit reflected a small loss of R5,5 million (2008: R1 million       
profit).                                                                        
MANUFACTURING                                                                   
                           Six months   Full year    Six months                 
                          ended        ended        ended                       
31 December  30 June      31 December                 
                           2009         2009         2008                       
Revenue - (R`000)           454 022      816 132      374 078                   
Reported Operating Margin%  9.6%         10.5%        10.0%                     
Core Operating Margin%*     9.6%         10.6%        10.9%                     
Manufacturing weathered the recession and delivered a good performance in       
tough market conditions, with a solid performance from especially Everite and   
Group Five Pipe that offset weaker construction steel markets.                  
Revenue increased by 21.4% from R374 million to R454 million. Operating profit  
increased by 16.3% from R37 million to R44 million, resulting in an operating   
margin of 9.6% (2008: 10.0%).                                                   
The results for the period were achieved through continuous improvement in      
production techniques, an efficient supply chain, quick stock turns, product    
range extension and geographic expansion in Everite.                            
In the period under review, further progress was made in developing the         
group`s Advanced Building Technologies (ABT) product offering into the housing  
and building market.                                                            
Group Five Pipe continued to experience an improving business cycle due to the  
emergence of the capital spend on bulk water contracts. Government`s long term  
commitment to housing, new post-2010 contract flows in the public               
infrastructure sector and the recovery of private sector markets should         
continue to provide a positive outlook for Manufacturing.                       
CONSTRUCTION MATERIALS                                                          
                           Six months   Full year    Six months                 
ended        ended        ended                       
                          31 December  30 June      31 December                 
                           2009         2009         2008                       
Revenue - (R`000)           269 038      671 317      413 725                   
Reported Operating Margin%  7.1%         8.3%         9.1%                      
Core Operating Margin%*     7.1%         8.4%         10.0%                     
Revenue decreased by 35.0% from R414 million to R269 million, whilst operating  
profit, in line with the difficult private sector conditions experienced        
within the sector, decreased by 49.5% to R19 million from R38 million.          
Although volume improvements have not yet materialised, significant             
restructuring and management changes have been implemented, which has arrested  
the decline in operating profit.                                                
The business is now more resilient to tough conditions post management          
intervention, with a continued focus to be placed on the further improvement    
of asset utilisation and possible further expansion in mining-related           
activities, which now accounts for 15% of the segment`s revenue.                
Management therefore believes that the short term performance will improve      
through further efficiencies, to be followed by the return of volumes in the    
longer term.                                                                    
CONSTRUCTION                                                                    
Construction continued to be the largest business in the group, contributing    
74% to operating profit. It comprises the business segments of Building and     
Housing, Civil Engineering and Engineering Projects.                            
                              Six months  Full year    Six months               
ended       ended        ended                     
                             31 December 30 June      31 December               
                              2009        2009         2008                     
Revenue - (R`000)              4 651 383   9 975 992    4 842 120               
Reported Operating Margin%     6.4%        5.7%         5.3%                    
Core Operating Margin%*        6.4%        5.8%         6.0%                    
As a result of good contract execution, the period on period margins in all     
segments increased, with the overall Construction operating margin improving    
from 5.3% to 6.4%. This is extremely satisfactory in light of the group`s       
stated objective of maintaining a margin in excess of 5% in Construction.       
Construction revenue decreased by 3.9% from R4,8 billion to R4,7 billion and    
operating profit increased by 15.8% from R256 million to R296 million.          
Over-border work contributed 17% (2008: 45%) to Construction revenue as a       
result of the cancellation of Middle East contracts and the retreat of the      
African mining sector.                                                          
Building and housing                                                            
Six months   Full year    Six months             
                              ended        ended        ended                   
                              31 December  30 June      31 December             
                               2009         2009         2008                   
Revenue - (R`000)               1 551 383    2 899 773    1 332 484             
Reported Operating Margin%      6.0%         4.9%         3.9%                  
Core Operating Margin%*         6.0%         5.0%         4.8%                  
In spite of the private building sector remaining extremely weak, Building and  
Housing managed to mitigate this impact through the contribution from large     
public sector contracts, as well as focusing on new over-border opportunities,  
improved execution and supply chain savings.                                    
Revenue increased by 16.4% from R1,3 billion (96% local) to                     
R1,6 billion (98% local) and operating profit increased by 80% to R93 million   
(2008: R52 million), resulting in a strong improvement in the operating margin  
to 6.0% (2008: 3.9%).                                                           
The South African public sector investment programme, related to                
infrastructure in housing contracts, transport and concessions for prisons,     
government buildings and hospitals, as well as the power station programme,     
offer future work in Building and Housing to partially mitigate the private     
sector downturn. Although the domestic private sector cycle is expected to      
recover within these timeframes, the business has also pro-actively moved back  
into growing over-border markets. During the period, new contracts were         
secured in the SADC region.                                                     
Civil engineering                                                               
Six months   Full year    Six months             
                              ended        ended        ended                   
                              31 December  30 June      31 December             
                               2009         2009         2008                   
Revenue - (R`000)               2 412 214    4 633 259    2 198 778             
Reported Operating Margin%      5.9%         4.9%         4.7%                  
Core Operating Margin%*         5.9%         4.9%         5.2%                  
Civil Engineering revenue increased by 9.7% from R2,2 billion (56% local) to    
R2,4 billion (82% local). Operating profit increased by almost 40% from R103    
million to R143 million, resulting in an overall operating margin of 5.9%.      
These results were achieved despite the reduced order book in Dubai. The        
activity in other markets such as Abu Dhabi and Jordan remained strong, as      
well as pockets of the South African public works market Visibility for 2011    
and 2012 remains strong, with a good international spread.                      
Engineering projects                                                            
                               Six months   Full year    Six months             
ended        ended        ended                   
                              31 December  30 June      31 December             
                               2009         2009         2008                   
Revenue - (R`000)               687 787      2 442 960    1 310 858             
Reported Operating Margin%      8.8%         8.5%         7.7%                  
Core Operating Margin%*         8.8%         8.6%         8.7%                  
As expected, Engineering Projects` revenue decreased from                       
R1,3 billion (12% local) to R688 million (57% local) and operating profit       
decreased from R101 million to R60 million. Operating margin remained strong    
at 8.8% (2008: 7.7%).                                                           
The reduction in revenue was due to the retreat of the mining resources sector  
and delays in awards in the power sector. However, the maintenance of the       
margin illustrates good execution and a sustainable business going forward      
that will focus on growing multi-disciplinary specialist contract delivery      
capability into selected high-value, high-growth markets. These include         
resources, energy, heavy industrial and innovative power solutions in the       
expanding power, energy, industrial and mining sectors on the African           
continent and in the Middle East.                                               
The outlook is positive as the resources sector recovers, which has resulted    
in several new contract awards in the African mining sector in recent weeks,    
contributing to a recovery in the order book and visibility into 2011 and       
2012.                                                                           
Prospects                                                                       
The group met the challenges of the recession well and came through it leaner   
and more resilient. The group now has an entrenched ability to deliver on       
larger infrastructure work that supports all the group`s businesses. Group      
Five therefore continues to be strategically well positioned to benefit from    
the recovery in active markets, both domestically and internationally.          
In spite of 12 months of very low levels of domestic contract awards, the       
total secured Construction order book stands at                                 
R10,5 billion (August 2009: R11,6 billion). The group has pro-actively          
repositioned itself for a more balanced distribution of work between public     
and private sectors and domestic and international.                             
Opportunities going forward are focused on a more aggressive over-border        
presence in favour of public infrastructure contracts, private and renewable    
power and concessions, as well as a recovery in traditional mining, real        
estate and civil works markets.                                                 
The group`s Project Opportunity Pipeline (POP) is the indicator of medium to    
long term performance. The growth in the POP from                               
R73 billion to R116 billion in the quarter is therefore encouraging and         
supports the group`s longer term outlook of a steady recovery coming through    
from 2011.                                                                      
The group is well positioned to weather tough short term conditions and to      
take advantage of any upturn. Despite the challenging business environment, we  
expect earnings for the full year to be at least comparable with those          
achieved in the prior year with prospects of a recovery from H2 F2011           
depending on the timing of targeted local and international contract awards.    
The above information has not been reviewed or reported on by Group Five`s      
auditors.                                                                       
BOARD CHANGES                                                                   
During the period under review, the following change took effect to the board   
of directors:                                                                   
Dr MSV Gantsho resigned as non-executive director on 14 January 2010.           
ACKNOWLEDGMENTS                                                                 
The group wishes to recognise the hard work and commitment of its employees,    
without whom these results would not have been achieved.                        
On behalf of the board                                                          
MP Buthelezi   MR Upton                                                         
Chairperson    Chief Executive Officer                                          
2 March 2010                                                                    
Board of Directors: MP Buthelezi* (Chairperson), MR Upton (CEO), CMF Teixeira   
(CFO), L Chalker*+, KK Mpinga*, SG Morris*, JL Job*, LE Bakoro (*), Z           
Mtshotshisa (*)                                                                 
*(Non-executive director) +(British) (DRC)                                      
Transfer Secretaries: Computershare Investor Services (Pty) Ltd, 70 Marshall    
Street, Johannesburg 2001                                                       
Please visit our website: www.groupfive.co.za                                   
Date: 04/03/2010 08:00:03 Produced by the JSE SENS Department.                  
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