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NAI NAN
NAI
NAI/NAN - New Africa Investments Limited - Reviewed interim condensed
consolidated financial information of the group for the twelve months ended 31
December 2009
NEW AFRICA INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1993/002467/06)
(Share codes: NAI and NAN)
(ISIN: ZAE000033338 and ZAE000033346)
("NAIL" or the "Group" or the "Company")
REVIEWED INTERIM CONDENSED CONSOLIDATED FINANCIAL INFORMATION OF THE GROUP FOR
THE TWELVE MONTHS ENDED 31 DECEMBER 2009
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Reviewed Audited
12 months year ended
31 Dec 2009 31 Dec 2008
Note R`000 R`000
s
Operating loss - Administration (5,737) (5,004)
expenses
Additional disposal consideration for 14,896 -
KFM Radio (Pty) Limited ("KFM
Agterskot")
Other gains - 81
Finance income 750 6,332
Share of profit of associates 4,804 3,002
Profit before taxation 14,713 4,411
Income Tax expense 1 (1,328) (1,113)
Total comprehensive income for the 13,385 3,298
period
Attributable to:
Owners of the company
13,385 3,301
Minority interest
- (3)
Total comprehensive income for the
period 13,385 3,298
Basic earnings per share (cents)
10.6 2.6
Diluted earnings per share (cents)
10.6 2.6
Number of shares taken into account
in calculating earnings per share 126,668 126,760
(`000s)
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION
Reviewed Audited
31 Dec 2009 31 Dec 2008
R`000 R`000
ASSETS
Non-current assets
Investments in associate 11,505
14,066
Current assets 39,512
33,369
Income tax receivable - excluding 10,395
interest 10,395
Other Receivable - KFM Agterskot 4
14,896 -
Cash and cash equivalents 29,117
8,078
TOTAL ASSETS 51,017
47,435
Equity attributable to owners of the 47,676
company 43,720
Ordinary share capital and share 4,814
premium 4,712
Retained Earnings 42,862
39,008
Minority interest (9,049)
(9,049)
TOTAL EQUITY 38,627
34,671
Current liabilities 12,390
12,764
Trade and other payables 3,218
3,592
Borrowings 9,172
9,172
TOTAL EQUITY AND LIABILITIES 51,017
47,435
Net asset value per share (cents)
27.4 30.5
Number of shares in issue used in 126,760
calculating net asset value per share 126,623
`000
CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY
for the period
ended 31 December
2009
Attributable to owners of the
company
Ordinary Total
share Minority Equity
capital and interest
share
premium
Reserves Total
R`000 R`000 R`000 R`000 R`000
Balance at 31
December 2007 4,814 39,561 44,375 (9,046) 35,329
Total
comprehensive - 3,301 3,301 (3) 3,298
profit for the
period
Balance at 31
December 2008 4,814 42,862 47,676 (9,049) 38,627
Total
comprehensive - 13,385 13,385 - 13,385
profit for the
period
Transactions with
owners (102) (17,239) (17,341) - (17,341)
- Share Capital
Repurchased (102) 9 (93) - (93)
- Dividends
declared - (19,014) (19,014) - (19,014)
- Prescribed
Dividends - 1,766 1,766 - 1,766
Balance at 31
December 2009 4,712 39,008 43,720 (9,049) 34,671
CONSOLIDATED STATEMENT OF CASH FLOWS
Reviewed Audited
12 months year ended
31 Dec 2009 31 Dec 2008
R`000 R`000
Cash utilised by operations
(3,690) (8,597)
Interest received
750 6,332
Taxation (paid)/ refunded
(1,328) 14,221
Net cash (utilised)/ generated by operating
activities (4,268) 11,956
Cash flows from investing activities
- Dividends received from Associate
2,243 4,486
Cash flows from financing activities
- Dividend paid to shareholders
(19,014) -
Net (decrease)/increase in cash and cash
equivalents (21,039) 16,442
Cash and cash equivalents at beginning of
the period 29,117 12,675
Cash and cash equivalents at end of period
8,078 29,117
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
INFORMATION OF THE GROUP
1. INCOME TAX EXPENSE
South African normal tax
- (1,113)
Secondary taxation on companies
(1,328) -
2.HEADLINE (LOSS)/ EARNINGS
Profit attributable to
shareholders 13,385 3,301
KFM Agterskot
(14,896) -
Costs relating to the disposal of
KFM Radio (Pty) Limited - (81)
Headline (loss)/ earnings
(1,511) 3,220
.
Basic Headline (loss)/ profit per
share (cents) (1.2) 2.5
Diluted Headline (loss)/ profit
per share (cents) (1.2) 2.5
3. RELATED PARTIES
The company is jointly controlled by:
- Primedia (Proprietary) Limited ("Primedia") which owns 47.10% of the
ordinary shares and 73.5% of the "N"
ordinary shares; and
- Capricorn Capital Partners Investments (Proprietary) Limited
("Capricorn"),which owns 49.9% of the ordinary
shares and 26.1% of the "N" ordinary shares.
The company was previously controlled by the TISO Consortium, which
owned 90.3% of the ordinary shares
and 99.3% of the "N" Ordinary Shares. The TISO Consortium includes
Investec, Tiso Group, Capricorn Capital
Partners, Mineworkers Investment Company and Safika Investments.
Transactions with related
parties are as follows:
Investec provides sponsor and financial advice
to NAIL, on the same basis
as would be available to third
parties.
Purchase of goods and services
- Sponsor fee paid
114 100
- Investment banking fee
285 -
399 100
Key Management Compensation
Salaries and other short term employee
benefits 225 540
Bonuses paid
250
475 540
Dividend paid to the TISO
Consortium 18,830 -
4. OTHER RECEIVABLE
The KFM Agterskot is in terms of the disposal agreement for KFM Radio
(Proprietary) Limited, which was sold by NAIL in 2004 and is due as a
result of KFM`s success in challenging SARS` decision to disallow its R50
million trademark deduction in terms of Section 11(gA) of the Income Tax
Act. The amount is subject to change pending the resolution of KFM`s
dispute with SARS regarding the write off period of the deduction.
COMMENTARY
BASIS OF PRESENTATION
This condensed consolidated interim financial information for the twelve months
ended 31 December 2009 has been prepared in accordance with IAS 34, `Interim
financial reporting` and should be read in conjunction with the annual financial
statements for the year ended 31 December 2008, which have been prepared in
accordance with International Financial Reporting Standards "IFRS".
ACCOUNTING POLICIES
Except as described below, the accounting policies applied are consistent with
those of the annual financial statements for the year ended 31 December 2008, as
described therein.
The following new standard is mandatory for the first time for the financial
period beginning 1 January 2009.
- IAS 1 (revised), `Presentation of financial statements` separates owner and
non-owner changes in equity. The statement of changes in equity includes
only details of transactions with owners, with non-owner changes in equity
presented on a single line. In addition, the standard introduces the
statement of comprehensive income: it presents all items of recognized
income and expenditure, either in one single statement, or in two linked
statements. The company has elected to present one statement.
REVIEW OF RESULTS
The performance for the period reflects the results of the group`s single
operating segment, its 24,9% interest in Kaya FM (Proprietary) Limited and
administrative expenses incurred, primarily in relation to the company`s listing
on the JSE and advisory and secretarial costs related to the mandatory and odd-
lot offers implemented during the year.
A dividend of 15 cents per share was declared to shareholders registered on 13
February 2009. The total amount of the dividend (excluding STC thereon) was
R19,014 million, and largely accounted for the significant decrease in the cash
balance and the related interest income in the period.
SHAREHOLDING
The principal shareholders of NAIL are Primedia and Capricorn, whose
shareholdings in NAIL following the implementation of a mandatory offer to all
shareholders, in February 2009 are as follows. The full details of the offer
were released on the JSE Securities Exchange News Service ("SENS") on 23
February 2009.
NAIL "N" shares NAIL ordinary shares
Number of % Holding Number of % Holding
shares shares
Capricorn 26.10% 49.90%
31,922,801 2,080,519
Primedia 73.50% 47.10%
90,159,978 1,964,184
An Odd Lot offer was made to NAIL ordinary and "N" ordinary shareholders who
held 30 or less NAIL shares as at the close of business on 29 May 2009. As a
result of the offer, the "N" share register was reduced by 20 356 shareholders,
whilst the ordinary share register was reduced by 3 846 shareholders.
GOING CONCERN
The going concern basis has been adopted in preparing the financial information.
The directors have no reason to believe that the group will not be a going
concern in the year ahead, based on forecasts and available cash resources.
CHANGE IN DIRECTORS
The following changes in the directorate have taken place, during the twelve
month period ended 31 December 2009:
- Messrs K Setzin and G Snelgar, non-executive directors resigned from the
board with effect from 27 August 2009.
- Mr W Kirsh and Ms T Volkwyn were appointed as non-executive directors with
effect from 27 August 2009. Mr W Kirsh subsequently resigned on 22
September 2009.
- Ms O Ighodaro was appointed as financial director of the company with
effect from 27 August 2009.
- Mr R Kevan resigned as company secretary and financial director with effect
from 27 August 2009 but remains a non-executive director of the company.
- Mr E Sather was appointed as company secretary with effect from 27 August
2009.
- Mr S Bruyns, a non-executive director, was appointed as non-executive
chairman of the board with effect from 27 August 2009.
- Mr R Kevan was appointed a member of the audit committee and Mr CJ
Patricios was appointed as an alternate director to Ms O Ighodaro, on 2
March 2010.
UNCLAIMED DIVIDENDS
During the period, the directors passed a resolution, in terms of the NAIL
articles of association to prescribe unclaimed dividends relating to the 2001
and 2004 financial years.
CHANGE IN YEAR END
Shareholders are advised that the company`s year-end has been changed from
December to June, with effect from the current financial year, in order to
correspond with that of the ultimate holding company.
REVIEW OPINION
The above results have been reviewed by PricewaterhouseCoopers Inc, a copy of
their unqualified review opinion is available for inspection at the company`s
registered office, 5 Gwen Lane, Sandown, 2196.
For and on behalf of the Board
SR BRUYNS O IGHODARO R KEVAN
SANDTON
30 March 2010
Directors: SR Bruyns (Chairman), G Chadwick, R Kevan, O Ighodaro, T Volkwyn
Alternate Director: CJ Patricios
Company Secretary: E Sather
30 March 2010
Sponsor: Investec Bank Limited
Date: 30/03/2010 16:40:06 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
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.
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