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Tue 21 Sep 2010, 8:00 LHG - Litha Healthcare Group Limited - Reviewed condensed consolidated interim
LHG
LHG                                                                             
LHG - Litha Healthcare Group Limited - Reviewed condensed consolidated interim  
results for the 6 months ended 30 June 2010                                     
LITHA HEALTHCARE GROUP LIMITED                                                  
(Formerly Myriad Medical Holdings Limited)                                      
(Registration number 2006/006371/06);                                           
Share code: LHG, ISIN: ZAE000144671                                             
("The group")                                                                   
REVIEWED CONDENSED CONSOLIDATED INTERIM RESULTS FOR THE 6 MONTHS ENDED 30 JUNE  
2010                                                                            
* Litha and Pharmafrica acquisitions effective 1 May 2010                       
* Two months of Litha and Pharmafrica earnings included in these results        
* Headline earnings per share up 36%                                            
* Proforma core earnings per share 9.2c                                         
CONSOLIDATED STATEMENT OF FINANCIAL POSITION                                    
(R`000)                             Reviewed 30   Unaudited       Audited       
June 2010     30 November     31 December      
                                              2009            2009              
                                                                                
ASSETS                                                                          
Non-current assets                  294,403       85,146          85,190        
Property, plant and equipment       74,736        3,591           3,495         
Goodwill and intangibles            216,039       81,468          81,468        
Deferred taxation asset             2,633         87              227           
Other non-current assets            995           -               -             
                                                                                
Current assets                      633,064       136,378         130,165       
Inventory                           224,323       52,870          53,920        
Trade and other receivables         286,678       63,968          56,861        
Other current assets                13,924        1,382           4,450         
Cash and cash equivalents           108,139       18,158          14,934        
                                                                                
Total assets                        927,467       221,524         215,355       
                                                                                
EQUITY AND LIABILITIES                                                          
Total equity                        384,257       140,461         140,803       
Share capital and premium           194,447       64,371          64,371        
Accumulated profits and reserves                                                
attributable to holders of the     94,938        76,090          76,432         
parent                                                                          
Non-controlling interest            94,872        -               -             
                                                                                
Non-current liabilities             76,899        29,096          27,798        
Interest bearing borrowings         74,230        27,388          27,753        
Deferred taxation liability         2,669         1,708           45            
                                                                                
Current liabilities                 466,311       51,967          46,754        
Accounts payable and provisions     422,539       37,871          30,372        
Other current liabilities           4,304         921             2,678         
Interest bearing borrowings         37,100        7,165           7,133         
Bank overdraft                      2,368         6,010           6,571         
                                                                                
Total equity and liabilities        927,467       221,524         215,355       
                                                                                
                                                                                
Total number of shares in issue     325,717,768   154,230,364     154,230,364   
Net asset value per share (cents)                                               
                                 88.8          91.1            91,3             
Net tangible asset value per share  22.6          38.2            38,5          
(cents)                                                                         

                                                                                
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                                  
(R`000)                                                           Audited 7     
Unaudited 6     months ended     
                                 Reviewed      months          31 December      
                                 6 months      ended           2009             
                                 ended 30 June 30 November                      
2010          2009                             
                                   423,711                       178,048        
Revenue                                         155,289                         
                                                                                
Turnover                            412,060       153,201         176,876       
Cost of sales                       (298,170)     (83,015)        (96,294)      
Gross profit                        113,890       70,186          80,582        
Net operating costs                 (80,221)      (53,243)         (59,443)     
Other income                        8,630         3,148           313           
Operating profit                    42,299        20,091          21,452        
Interest received                   3,021         404             858           
Interest paid                       (4,132)       (800)           (1,464)       
Profit before taxation              41,188        19,695          20,846        
Taxation                            (12,536)      (5,514)         (6,256)       
Profit for the period               28,652        14,181          14,590        
Other comprehensive income for the                                              
period net of tax                                                               
Fair value adjustments to           1,879         -               -             
available for sale financial                                                    
assets                                                                          
Total comprehensive income for the  30,531        14,181          14,590        
period                                                                          
                                                                                
Profit attributable to:                                                         
Equity holders of Litha Healthcare  17,548        14,181          14,590        
Group Limited                                                                   
Non-controlling interest            11,104        -               -             
Total profit for the period         28,652        14,181          14,590        

Total comprehensive income          18,506        14,181          14,590        
attributable to:                                                                
Equity holders of Litha Healthcare                                              
Group Limited                                                                   
Non-controlling interest            12,025        -               -             
Total comprehensive income for the  30,531        14,181          14,590        
period                                                                          

Earnings per share (cents)          7.5           6.9             7.3           
Diluted earnings per share (cents)  7.4           6.6             7.1           
                                                                                

COMMENTARY TO THE CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                
Headline earnings reconciliation                                                
Attributable profit                 17,548        14,181          14,590        
Adjusted for:                                                                   
Goodwill impairment                 4,250         -               -             
Profit from disposal of property,   (11)          (55)            (55)          
plant and equipment                                                             
Tax effect of profit from disposal  3             15              15            
of property, plant and equipment                                                
Headline earnings                   21,790        14,141          14,550        
                                                                                

Weighted average number of shares   232,681,697   205,592,933     199,452,211   
Diluted weighted average number of  235,678,697   213,501,158     205,510,436   
shares                                                                          
The prior periods` weighted average number of shares and diluted weighted       
average number of shares have been recalculated to account for the bonus        
portion of the rights issue that took place during the period under review.     
                                                                                
Headline earnings per share         9.4           6.9             7.3           
(cents)                                                                         
Diluted headline earnings per       9.2           6.6             7.1           
share (cents)                                                                   
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                                     
(R`000)        Share   Share                               Non    Total         
             capital based    Availa           Ordinary  contr                  
             and     payment  ble     Accum-   share-    ollin                  
premium reserve  for     ulated   holders   g                      
                            sale    profits  interest  inter                    
                            revalu                   est                        
                            ation                                               
reserv                                              
                            e                                                   
Audited        94 ,271 673              61,138   156,082   -      156,082       
balance at 1                  -                                                 
June 2009                                                                       
Total          -       -        -       14,181   14,181    -      14,181        
comprehensive                                                                   
income                                                                          
Share based    -       98       -       -        98        -      98            
payment                                                                         
reserve                                                                         
adjustment                                                                      
Share buyback  (29,900 -        -       -        (29,900)  -      (29,900)      
             )                                                                  
Unaudited      64,371  771      -       75,319   140,461          140,461       
balance at 30                                                                   
November 2009                                                                   
Total          -       -        -       409      409       -      409           
comprehensive                                                                   
income                                                                          
Share based    -       (67)     -       -        (67)      -      (67)          
payment                                                                         
reserve                                                                         
adjustment                                                                      
Audited        64,371  704              75,728   140,803   -      140,803       
balance at 31                 -                                                 
December 2009                                                                   
Rights issue   95,836  -        -       -        95,836    -      95,836        
Acquisition of 34,240  -        -       -        34,240    82,84  117,087       
subsidiary                                            7                         
companies                                                                       
Total          -       -        958     17,548   18,506    12,02  30,531        
comprehensive                                         5                         
income                                                                          
Reviewed       194,447 704      958     93,276   289,385   94,87  384,257       
balance at 30                                         2                         
June 2010                                                                       
                                                                                
CONSOLIDATED STATEMENT OF CASH FLOWS                                            
(R`000)                                              Unaudited                  
Reviewed   6 months    Audited 7         
                                       6 months   ended       months            
                                       ended 30   30          ended 31          
                                       June 2010  November    December          
2009        2009               
                                                                                
Cash (utilised)/generated by operating    (28,076)   9,757       13,318         
activities                                                                      

Cash flows from operating activities      (35,593)   4,517       2,785          
                                                                                
Cash flows from investing activities      (134,963)  (1,341)     (1,386)        

Cash flows from financing activities      94,323     3,871       1,863          
                                                                                
Net (decrease)/increase in cash and       (76,233)   7,047       3,262          
cash equivalents                                                                
Cash acquired on acquisition of           173,641                               
subsidiary                                                                      
Cash and cash equivalents at beginning    8,363      5,101       5,101          
of period                                                                       
Cash and cash equivalents at end of       105,771    12,148      8,363          
period                                                                          
COMMENTARY                                                                      
1.NATURE OF BUSINESS                                                            
Litha Healthcare Group Limited is the result of the successful acquisition by   
Myriad Medical Holdings Limited ("Myriad ") of 18 year old Litha Healthcare     
Holdings (Proprietary) Limited, which saw the diversified company list on the   
main board of the JSE in May 2010. The transaction significantly increased the  
group`s size and diversified its healthcare offering into three major divisions 
- biotechnology (vaccines), medical devices and pharmaceuticals.                
To ensure an efficient operation, shared services (HR, Finance, Corporate       
Affairs, IT and Legal) are provided for the entire group at the head office.    
The logistics functions has been rationalised in the vaccine distribution       
division, which is channelled through Litha Medical Logistics (a specialised    
cold chain distribution and logistics business). Further opportunities for      
rationalisation of all other logistics functions within the group are being     
investigated.                                                                   
Litha Biotech                                                                   
The Biotechnology division imports and distributes paediatric and adult         
vaccines under agency from several major international pharmaceutical companies.
It is a supplier of paediatric vaccines to the South African government through 
The Biovac Institute ("TBI"), of which the South African Government owns 35%    
through the Department of Health and 12,5% through the Department of Science    
and Technology.                                                                 
Litha Medical                                                                   
Litha Medical houses the historic Myriad businesses of Earth Medical, Manta     
Medical, Filterworks, ICU Medical SA, Litha Critical Care (formerly Myriad      
Capex) and Manta Forensic.  This division comprises the wholesale distribution, 
assembly and importation of local and international medical devices and         
consumables. It has rights to 34 leading international agencies with a wide     
range of different premier brands in the single use consumable and medical      
capital equipment sectors.                                                      
Litha Pharma                                                                    
The Pharmaceutical division, the smallest division, sells, markets and          
distributes pharmaceutical, generic, over-the-counter ("OTC") and ancillary     
products to the pharmaceutical and consumer related industry. This division is  
the fastest growing area of operations within the group due to its focus on     
generic medicines. These medicines are marketed through license agreements,     
co-marketing agreements and joint ventures with international pharmaceutical    
and generics companies.                                                         
2.RESULTS                                                                       
Financial overview                                                              
The period under review saw the acquisition of 51% of Litha Healthcare Holdings 
(Pty) Ltd (`LHH") and the remaining 74% of shares in Pharmafrica (Pty) Ltd      
("Pharmafrica") not already owned by the group. The effective date for  these   
acquisitions was 1 May 2010. Their results are therefore only included for the  
two months ended 30 June 2010.                                                  
In the context of current economic conditions, the group is pleased to announce 
a set of robust results. In the original medical business, demand from the      
public sector for the group`s quality products was strong, with the private     
sector sales lagging behind somewhat. With the acquisitions referred to above   
the mix between public and private sector contribution has changed significantly
with the public sector currently contributing 45% and private sector 55% to     
group gross profit.                                                             
Group revenue increased by 172% from R155.3 million to R423.7 million due to the
inclusion of the LHH and Pharmafrica results for the last two months of the     
period. Organic revenue growth for the period in the original business decreased
slightly from R155.5 million to R153.8 million, which is indicative of the      
current economic environment and the pressure being imposed by some of the      
group`s medical division customers.                                             
Headline earnings per share increased by 36% to 9.4c per share (2009: 6.9c).    
Earnings per share increased by 9% to 7.5c per share (2009: 6.9c) despite       
significant transaction costs relating to the acquisition of LHH and            
Pharmafrica, and a goodwill impairment in the group`s Critical care business    
unit. Transaction costs relating to the acquisition of Litha, which were        
expensed, amounted to R4,78 million. These transaction costs had a large impact 
on earnings as they were large relative to the size of the original business and
were only offset by two months of LHH results. The group also impaired the      
remainder of the goodwill pertaining to the Critical Care business unit         
amounting to R4.25 million. One of the group`s minor investments, classified as 
an asset available for sale was revalued and a net revaluation profit of R1.9   
million was recognised in other comprehensive income. A profit of R4.5 million  
was also realised in LHH in terms of IFRS 3  on acquisition of the remainder of 
the Pharmafrica shareholding.  Operating profit before these transaction costs, 
goodwill impairments and fair value adjustments increased by 133% to R46.8      
million (2009: R20.1 million).                                                  
As 90% of the group`s products are imported, the strength of the Rand           
significantly contributed to gross profit margin growth in each of the Litha    
Medical, Pharmaceutical and Biotechnology divisions. The group`s policy is to   
take out forward cover for approximately 60% of its estimated foreign purchases 
for a year in advance. The Biotechnology division is largely hedged against     
currency fluctuations due to exchange rate mechanisms in place with the National
Department of Health.                                                           
Interest cover for the period under review was 10 times (PY: 25 times),         
indicating a capacity to raise further interest bearing debt in the future.     
The effective tax rate of 30% was higher than the South African Statutory tax   
rate of 28%, mainly due to the non deductibility of the goodwill impairment and 
transaction costs, which are now expensed in terms of IFRS 3.                   
Proforma Core Earnings                                                          
LHH and Pharmafrica now form the group`s Biotechnology and Pharmaceutical       
divisions. For information purposes, the table below indicates financial        
information for the group had the LHH and Pharmafrica results been included     
for the full 6 months. The earnings have been adjusted for non-core/headline    
transactions of profit/loss on sale of assets, goodwill impairment, once-off    
significant transaction costs relating to acquisitions and revaluation of       
investments and assets available for sale. This table has not been reviewed by  
the group`s auditors.                                                           
                        LHH        Pharmafrica Original  Total                  
                                               medical                          
device                           
(R`000)                                         business                        
Turnover                 556,516    23,455      152,250   731,221               
Cost of Sales            (477,803)  (10,026)    (75,663)  (563,492)             
Gross Profit             78,713     13,429      76,587    168,729               
Net Operating Costs      (24,234)   (6,578)     (58,571)  (89,383)              
Operating Profit         54,479     6,851       18,016    79,346                
                                                                                
Net Profit after Tax and 22,747     4,932       9,579     37,258                
outside Shareholders                                                            
Add back: once off                                        4,530                 
transaction costs and                                                           
goodwill impairment and                                                         
revaluations                                                                    
Non-controlling                                           (11,821)              
shareholders interest                                                           
Net profit for period                                     29,967                
Number of shares in                                       325,717,768           
issue                                                                           
Earnings per share                                        9.2                   
(cents)                                                                         
Financial Position                                                              
The vast majority of the group`s property, plant and equipment relates to       
assets situated in TBI where the majority of capital expenditure has taken      
place and is expected to take place on the vaccine testing and manufacturing    
facility (see prospects). In respect of this facility,                          
funding arrangements for a R75 million loan with the Industrial Development     
Corporation (IDC), and a grant from the Italian government to the value of      
Euro 2,4 million will provide the bulk of the funding needed to complete the    
initial phase of the manufacturing roadmap. A budget for the full 4 years of    
the project is estimated at Euro 12 million with approximately 10% to be used   
from cash generated by the TBI business. The IDC loan is structured as an eight 
year loan. Repayments will only take place when the company is generating       
profits and will therefore not put undue pressure on the business. The          
effective holding of TBI is 17% at present and it operates as a stand-alone     
company raising its own financing as and when required. While it is our         
intention to increase the groups holdings in TBI in the future, gearing in      
TBI will not affect the holding company`s ability to raise further debt         
should it be required and the debt levels and ratios in TBI regard should be    
viewed independently of the group.                                              
The increase in goodwill relates to the acquisitions concluded during the       
period, as well as payments made to the vendors of the Filterworks and Earth    
Medical units within the Litha Medical division for their achievement of        
warranted profit target. The payments to the Filterworks and Earth Medical      
division were R5.5 million and R9.3 million respectively. See note 4 to the     
condensed financial statements for further details regarding the goodwill       
allocation for Litha and Pharmafrica. An amount of R4.2 million was impaired in 
the group`s Critical Care business unit relating to its original acquisition due
to remaining lack of visibility in terms of its future earnings.                
The group maintained a healthy financial position with low gearing. Refer to the
table below for key financial ratios.                                           
                                                                                
Reviewed   Unaudited  Audited 7             
                                    6 months   6 months   months                
                                    ended 30   ended      ended 31              
                                    June 2010  30         December              
November   2009                  
                                               2009                             
                                                                                
Current ratio                        1.4        2.6        2.8                  
Quick ratio (Acid Test)              0.9        1.6        1.6                  
Debt: Equity (Group)                 29%        25%        25%                  
Average collection period            60         76         68                   
(Days Sales Outstanding)                                                        
Inventory turnover                   2.82       3.14       3.06                 
The average collection period and inventory turnover was calculated taking into 
account the full 6 months of LHH and Pharmafrica sales and cost of sales.       
Cash Flow                                                                       
Cash and cash equivalents acquired as a result of the LHH and Pharmafrica       
acquisitions amounted to R173.6 million.                                        
The net cash outflow from operating activities was R35.6 million (2009: Inflow  
of R4.5 million) for the period under review. The outflow was specifically due  
to negative working capital movements in TBI which amounted to R59.4 million in 
the two months up to period end. This arose as a result of a large prepayment   
from TBI customers on an H1N1 order.  Had TBI working capital remained constant,
the group would have generated R23.8 million from operating activities,         
indicating strong cash generation. Had TBI been consolidated for a full 6 month 
period, it would have had a positive working capital impact of R20.3 million on 
the group. TBI operates as a stand-alone company and its cash generation or     
utilisation does not affect any of the other companies within the group.        
The cash outflow from investing activities of R134.9 million (2009: R1.3        
million) relates to cash payments made to the vendors of LHH and Pharmafrica,   
as well as warranted profit payments made to the Earth Medical and Filterworks  
vendors. There are no further warranted profit payments required for any        
existing acquisition agreements.                                                
The vast majority of the cash inflow from financing activities relates to cash  
raised in terms of the rights issue during the period to finance the LHH and    
Pharmafrica acquisitions.                                                       
3.   OPERATIONAL REVIEW                                                         
Litha Biotech Division                                                          
The introduction of the new vaccines to the government Expanded Programme for   
Immunisation has gained momentum in the last 12 months. The country wide roll   
outs for the government`s polio, measles and flu pandemic mass immunisation     
campaigns were successfully executed.                                           
Vaccine Manufacturing Facility:  As outlined above, TBI`s commercial vaccine    
manufacturing facility roll out remains on track, with the development of tender
packages for all clean room, steam, water and filling equipment. Operational    
completion remains anticipated for 2013.                                        
Clinical Trial Manufacturing Facility (CTM): A pilot clinical trial facility to 
be audited by the South African Medicines Control Council ("MCC") later this    
year is in its final stages of completion. This will be the only pilot clinical 
trial facility for vaccines on the African continent.                           
Litha Medical Division                                                          
Manta Medical exceeded its budgeted operating profit by 25% due to the increase 
in supply of syringes pertaining to the mass immunisation campaigns. Manta      
Forensic has commenced with delivery on its tender with the SAPS Forensic       
Department. However, as orders were delayed from government, this resulted in a 
slow start to the six months under review.  Since period end, Manta Forensic has
commenced with delivery on its tender with demand being higher than expected.   
ICU Medical and Filterworks were also ahead of budgeted operating profit, with  
increased sales by ICU into the private sector. Litha Critical Care (formerly   
Myriad Capex) still remains under financial pressure, mainly due to the lack of 
government spending on medical capital equipment. This business unit continues  
to disappoint, resulting in the balance of goodwill relating to its original    
acquisition, of R4,25 million being written off. Action plans to re-engineer the
unit are being investigated.                                                    
Litha Pharma Division                                                           
The integration of Pharmafrica into Litha Pharma strengthened the division`s    
operational platform.  The division`s growth strategy remains on track to       
target opportunities to acquire products already approved for sale in South     
Africa.  Through this, it will generate additional product lines for            
Pharmafrica`s sales teams.                                                      
The group continues to develop its regulatory infrastructure to assist in       
finalising and expediting outstanding issues related to products at the MCC.    
4. PROSPECTS                                                                    
The Litha group`s business development plans will see the company grow through  
profitable acquisitions, joint ventures, co-marketing ventures and manufacturing
and distributions agreements, including currently marketed products.            
The group`s businesses remain well positioned to benefit from increased         
government spend on healthcare, specifically in the biotechnology and medical   
consumables areas, as well as to maintain its market share in the private sector
through the delivery of quality products and services.                          
A combination of organic growth and value-adding acquisitive growth             
opportunities will see the expansion of Litha Healthcare Group in the next three
to five years, particularly in the Pharmaceutical division, as that is where    
management believes significant growth opportunities exist.                     
Litha Medical Division will be expanding the number of international agencies   
and is presently investigating local packaging and assembly opportunities to    
enable the group to be more competitive.  Business development plans are in     
place to acquire new products and agencies to complement existing product       
groupings and to establish new business opportunities. Synergies between all    
business units will also be developed to better manage operational protocols    
and procedures.                                                                 
Litha Biotechnology will be looking for technology transfer arrangements with   
existing and new strategic partners for products that can expand on its product 
range for the South African and developing world markets.                       
As stated in the press, a lucrative 10-year joint venture was concluded with a  
large European generics company. The Litha Pharma Division is set to introduce  
a minimum of 80 new generic over-the-counter products within the same timeframe.
Launches of the first batch of product submissions should start in 2-3 years    
once they have been approved by the MCC. Similarly plans are presently underway 
to identify niche products and therapeutic areas, to secure a highly competitive
product pipeline.                                                               
These combined initiatives will assist in the group continuing to grow its      
market share, operating profit and margins.                                     
To consolidate existing markets and to drive growth and expansion into new      
markets, the group will focus on leveraging the strengths of each of the        
group`s divisions.  Further cost reductions and streamlining of operations is   
expected to reduce overhead costs of the larger group. With the appointment of  
three divisional CEO`s for the Medical, Biotech and Pharma divisions, the group 
anticipates greater alignment of the division`s operations to the group`s       
strategy.                                                                       
NOTES TO THE FINANCIAL STATEMENTS                                               
1.ACCOUNTING POLICIES                                                           
The reviewed condensed consolidated results have been prepared in accordance    
with the Framework concepts and the measurement and recognition requirements    
of the International Financial Reporting Standards and containing information   
required by the IAS 34 Interim Financial Reporting and in the manner required   
by the Companies Act.                                                           
The interim report has also been prepared in accordance with and containing     
the information required by AC 500 series as issued by the Accounting Practices 
Board or its successor. The reviewed condensed consolidated interim financial   
statements are prepared on the historical cost basis, with the exception of     
certain financial instruments which are measured at fair value. The results     
of the interim period are not necessarily indicative of the results for the     
entire year. During the prior year, the directors resolved to change the        
financial year end from 31 May to 31 December. Accordingly, these interim       
results are for the 6 months ended 30 June 2010, and the comparative period     
is the 6 months ended 30 November 2009 These financial statements should be     
read in conjunction with the audited financial statements for the 7 months      
ended 31 December 2009. The interim financial statements for the period         
ending 30 June 2010 have been reviewed, but not audited, by Mazars, the         
group`s auditors.  Their unqualified review report is available for inspection  
at Litha`s registered office during normal business hours.                      
The preparation of condensed consolidated interim financial statements requires 
the use of estimates and assumptions that affect the reported amounts of assets 
and liabilities and disclosure of contingent assets and liabilities at the date 
of the condensed consolidated interim financial statements and the reported     
amounts of revenue and expenses during the reporting periods. Although these    
estimates are based on management`s best knowledge of current events and actions
that the group may undertake in the future, actual results may differ from those
estimates.                                                                      
The accounting policies and methods of computation are consistent with those    
applied in the financial statements for the 7 months ended 31 December 2009.    
2.SUBSEQUENT EVENTS                                                             
Subsequent to the period end, the group sold its 26% holding in BioMerieux (Pty)
Ltd and is in the process of selling its 10% holding in Arrow Pharma SA (Pty)   
Ltd in line with its strategy of divesting in non controlling interests held by 
Litha Healthcare Holdings (Pty) Ltd before the acquisition of it by the group.  
No other events material to the understanding of the report have occurred in the
period between 30 June 2010 and the date of this report.                        
3.RELATED PARTY TRANSACTIONS                                                    
There were no material trading transactions between related parties during the  
reporting period.                                                               
4.ACQUISITION OF LITHA HEALTHCARE HOLDINGS (PTY) LTD AND PHARMAFRICA (PTY) LTD  
As previously reported, the group acquired 51% of the issued share capital of   
Litha Healthcare Holdings (Pty) Ltd ("LHH") and the remaining 74% of shares in  
Pharmafrica (Pty) Ltd ("Pharmafrica") not already owned by the group. LHH owned 
26% of Pharmafrica before 1 May 2010. On acquisition of Pharmafrica, LHH        
revalued their holding in terms of IFRS 3(R), which resulted in a profit on     
revaluation of R4.513 million taking the fair value of the 26% holding to       
R20.703 million.  The purchase price allocation exercise has not been completed 
at the date of this announcement; therefore the balances and goodwill allocation
for the LHH and Pharmafrica acquisitions have been provisionally accounted for  
in terms of IFRS 3 (R) Business Combinations. As part of the transaction        
concluded with LHH, put and call options are in place to purchase the remaining 
49% not already owned by the group at a price earnings ratio of 7.2 times 49% of
the average profit after tax earned by LHH for the two years preceding the date 
on which the option is exercised. The Pharmafrica shares were acquired for a    
total purchase consideration of R 58.9 million payable as follows: R37.5 million
on the date on which the acquisition was implemented; R8.7 million to be paid on
4 June 2011; R8,7 million on 4 June 2012 and R4,0 million on 30 September 2012. 
(All amounts are to be paid together with interest thereon at the prime rate    
calculated from the effective date)                                             
Qualitative factors that make up goodwill of LHH include: Experience and regard 
for their executive management team, the high barriers to entry to their vaccine
and pharmaceutical businesses, the strong relationships that they have with the 
public and private healthcare sector, the scale that LHH brings to the group and
the potential to unlock savings by centralising certain functions where         
operationally and commercially justifiable. Qualitative factors that make up    
goodwill in Pharmafrica include the high barriers to entry in their             
pharmaceutical business, the high regard that the market has for Pharmafrica`s  
products and the brand strength of the products.                                
(R`000)                                                                         
                                    LHH              Pharmafrica                
                                                                                
Effective date of acquisition for    1 May 2010       1 May 2010                
accounting purposes                                                             
Voting equity percentage             51%              100% (30% owned           
                                                     by LHG and 70%             
owned by LHH).             
Number of shares issued (Issued at   42 800 000       -                         
80c per share)                                                                  
At acquisition values (At 1 May      (R`000)          (R`000)                   
2010)                                                                           
Non-current assets acquired          90,851           1,552                     
Accounts receivable                  98,756           9,681                     
Other current assets                 471,350          22,000                    
Non-current liabilities assumed      (46,087)         (307)                     
Current liabilities assumed          (459,249)        (17,983)                  
Net asset value                      155,621          14,943                    
Cost of acquisition                  114,240          58,926                    
Goodwill                             66,056           42,499                    
Revenue for the period 1 May 2010 to 252,647          10,778                    
30 June 2010                                                                    
Profit for the period 1 May 2010 to  10,421           1,942                     
30 June 2010                                                                    
Revenue for the period 1 January to  556,516          23,455                    
30 June 2010                                                                    
Profit for the period 1 January to   22,747           4,932                     
30 June 2010                                                                    
On acquisition, cash and cash equivalents were R167.9 million in LHH and R5.7   
million in Pharmafrica. Average debtors days outstanding in LHH are 78 days and 
75 days in Pharmafrica. LHH and Pharmafrica assess impairment on individual     
receivables and there are currently no material receivables considered          
irrecoverable. The net asset value of receivables acquired equals their fair    
value.                                                                          
5.ACQUISITIONS AND DISPOSALS OF PROPERTY, PLANT AND EQUIPMENT                   
During the period under review, the group purchased property, plant and         
equipment as follows:                                                           
Medical device division: R3.1 million                                           
Pharmaceutical division: R0.2 million                                           
Biotechnology division: R4.5 million                                            
There were no material disposals of equipment or other assets.                  
6.   SEGMENT INFORMATION                                                        
Segment         Medical     Pharmaceutical Biotechnology  Group                 
device      division       division                              
               division    (Two months)   (Two months)                          
                                                                                
(R`000)                                                                         
6 months ended                                                                  
30 June 2010                                                                    
Turnover        157,295     10,789         243,976        412,060               
(External)                                                                      
Reportable      32,233      2,759          18,721         53,713                
segment profit                                                                  
Inter-group                                               (11,414)              
services                                                                        
(including                                                                      
logistics)                                                                      
Net interest                                              (1,111)               
paid                                                                            
Taxation                                                  (12,536)              
Profit for the                                            28,652                
period                                                                          
Non-controlling                                           (11,104)              
interest                                                                        
Profit for the                                            17,548                
period                                                                          
attributable to                                                                 
equity holders                                                                  
of the parent                                                                   
                                                                                
6 months ended                                                                  
30 November                                                                     
2009                                                                            
Turnover        153,201     -              -              153,201               
(External)                                                                      
Reportable      24,643      -              -              24,643                
segment profit                                                                  
Inter-group                                               (4,552)               
services                                                                        
Net interest                                              (396)                 
paid                                                                            
Taxation                                                  (5,514)               
Profit for the                                            14,181                
period                                                                          
attributable to                                                                 
equity holders                                                                  
of the parent                                                                   

7 months ended                                                                  
31 December                                                                     
2009                                                                            
Turnover        176,876     -              -              176,876               
(External)                                                                      
Reportable      26,763      -              -              26,763                
segment profit                                                                  
Inter-group                                               (5,311)               
services                                                                        
Net interest                                              (606)                 
paid                                                                            
Taxation                                                  (6,256)               
Profit for the                                            14,590                
period                                                                          
attributable to                                                                 
equity holders                                                                  
of the parent                                                                   
The basis for the segmental reporting changed during the period under review due
to the acquisitions and the restructuring of the management reporting formats.  
DIVIDEND                                                                        
No dividend has been recommended or declared for the interim period. It is      
anticipated that while Litha Biotechnology continues to invest in infrastructure
and with further investments anticipated in the Litha Pharmaceutical division,  
we will continue to reinvest any profit generated back into the business.       
For and on behalf of the board                                                  
AD Bonamour, Chairman                                                           
Johannesburg                                                                    
21 September 2010                                                               
Directors: AD Bonamour*, S Kahanovitz, M Makhoana, M Kahanovitz, N Sowazi*, W   
Marshall-Smith*, M Mzimba*                                                      
(*non-executive)                                                                
Sponsor                                                                         
Java Capital                                                                    
Auditors                                                                        
Mazars                                                                          
Transfer Secretaries                                                            
Computershare Investor Services                                                 
Registered Office                                                               
Manta Place                                                                     
Turnberry Office Park                                                           
48 Grosvenor Road                                                               
Bryanston                                                                       
2191                                                                            
Date: 21/09/2010 08:00:06 Produced by the JSE SENS Department.                  
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