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BNT
BNT
BNT - Bonatla Property Holdings Limited - Unaudited interim results for the six
months ended 30 june 2010; Change in role of Chief Operating Officer;
Renewal of cautionary announcement; and new cautionary announcement
BONATLA PROPERTY HOLDINGS LIMITED
Incorporated in the Republic of South Africa
Registration Number 1996/014533/06
Share Code: BNT
ISIN Number: ZAE000013694
("Bonatla" or "the company")
UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2010;
CHANGE IN ROLE OF CHIEF OPERATING OFFICER;
RENEWAL OF CAUTIONARY ANNOUNCEMENT;
AND NEW CAUTIONARY ANNOUNCEMENT
ABRIDGED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As at As at As at
30 June 30 June 31 Dec
2010 2009 2009
6 months 6 months 12 months
Unaudited Restated Audited
R`000 R`000 R`000
ASSETS
Non-Current assets 157 312 199 068 157 596
Property, plant and 24 904 2 24 904
equipment
Investment property 20 750 159 900 20 750
Goodwill 4 418 1 150 4 411
Intangible assets 1 286 1 1 286
Prepayments(99 year 55 954 38 015 56 245
leases)
Deposit 50 000 - 50 000
Current assets 7 455 2 668 3 296
Trade and other 6 842 2 236 2 170
receivables
Prepayments - 582 394 582
current portion
Cash and cash 31 38 544
equivalents
Non-current assets 14 900 - 14 900
held for sale
Total assets 179 667 201 736 175 792
EQUITY AND
LIABILITIES
Equity capital and 153 608 174 492 150 577
reserves
Share capital 254 570 83 926 250 510
Shares to be issued - 160 700 1 900
Accumulated loss (70 134) (101 833)
(100 962)
Non-current 20 443 20 389 20 055
liabilities
Borrowings - long 19 589 18 744 19 208
term
Deferred taxation 854 1 645 847
Current Liabilities 5 616 6 855 5 160
Current portion of 3 403 1 240 2 034
long-term
borrowings
Trade and other 2 213 5 582 3 126
payables
Taxation 33 -
-
Total equity and 179 667 201 736 175 792
liabilities
cents cents cents
Net asset value per 30.71 36.42 31.45
share
Net tangible asset 29.57 36.18 30.26
value per share
Shares in issue 500 209 728 479 096 954 478 851
(including to be 978
issued)
ABRIDGED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the For the For the
6 months 6 months 12 months
ended ended ended
30 June 30 June
2010 2009 2009
Unaudited Restated Audited
R`000 R`000 R`000
Revenue 6 172 1 065 2 163
Other income 17 36 54
Operating costs (3 885) (2 240) (4 403)
Results from operating 2 304 (1 139) (2 186)
activities
Investment revenue 2 17 19
Finance charges (1 341) (464) (909)
Profit / (Loss) before 965 (1 586) (3 076)
taxation
Taxation (94) (59) 732
Profit / (Loss) after 871 (1 645) (2 344)
taxation
Earnings per share cents cents cents
information
Earnings / (loss) per 0.18 (0.53) (0.70)
share
Diluted earnings / 0.18 (0.53) (0.70)
(loss) per share
Headline earnings / 0.40 (0.53) (0.70)
(loss) per share
Diluted headline 0.40 (0.53) (0.70)
earnings / (loss) per
share
Shares in issue for
basic and
headline earnings per 488 007 314 310 685 352 332 788 563
share
Weighted average shares 488 007 314 310 685 352 332 788 563
in issue for diluted
earnings per share
ABRIDGED STATEMENTS OF CHANGES IN EQUITY
Convertible Retained
preference earnings /
Share Share Share Shares (Accumulated
to
Capital Capital Premium be loss) Total
issued
R`000 R`000 R`000 R`000 R`000 R`000
GROUP
Balance at 31 1 853 287 81 786 46 700 (99 31
December 2008 489) 137
Shares to be 114 000 114
issued 000
(Loss) for (1 645) (1
the six 645)
months
Balance at 30 1 853 287 81 786 160 700 (101 134) 143
June 2009 492
Shares issued 2 708 163 876 (160 5 884
700)
Shares to be 1 900 1 900
issued
(Loss) for (699) (699)
the remaining
six months
Balance at 31 4 561 287 245 662 1 900 (101 833) 150
December 2009 577
Shares to be 441 3 619 (1 900) 2 160
issued
Profit for 871 871
the six
months
Balance at 30 5 002 287 249 281 - (100 962) 153
June 2010 608
ABRIDGED CASH FLOW
STATEMENTS
6 months 6 months 12
months
As at As at As at
30 June 30 June 31
December
2010 2009 2009
Unaudited Restated Audited
R`000 R`000 R`000
CASH (OUTFLOWS) FROM (2 258) (210) (2 667)
OPERATING ACTIVITIES
CASH (OUTFLOWS)/ INFLOWS (5) 214 19
FROM INVESTING
ACTIVITIES
CASH INFLOWS (OUTFLOWS) 1 750 (143) 3 015
FROM FINANCING
ACTIVITIES
NET (DECREASE)/INCREASE (513) (139) 367
IN CASH AND CASH
EQUIVALENTS
CASH AND CASH 544 177 177
EQUIVALENTS AT BEGINNING
OF THE YEAR
CASH AND CASH 31 38 544
EQUIVALENTS AT END OF
THE PERIOD
COMMENTARY
1 Basis of preparation
The unaudited interim results for the six months
ended 30 June 2010 (prepared in accordance with IAS
34 - Interim Financial Reporting) have been prepared
in accordance with accounting policies consistent
with International Financial Reporting Standards and
with those applied in previous periods.
The comparative figures as at 30 June 2009 have been
restated in order to reflect consistent accounting
treatment as adopted in the audited financial
statements of the company for the year ended 31
December 2009 resulting from Bonatla subsequently
purchasing the shares and loan accounts in Carbon
Processing and Technologies (Pty) Ltd and VLC
Commercial and Industrial Properties (Pty) Ltd as
opposed to the individual properties.
2 Segmental Analysis For the For the For the
6 months 6 months 12
months
Segmented assets and ended ended ended
liabilities
Assets 30 June 30 June 31
December
2010 2009 2009
R`000 R`000 R`000
Investment Property 56 536 38 409 56 818
- Leisure
Investment Property 62 283 60 858 66 032
- Industrial
Investment Property 50 000
- Commercial and 50 000 100 000
Retail
Holding company 10 848 2 469 2 942
Consolidated 179 667 201 736 175 792
Liabilities
Investment Property
- Leisure - - -
Investment Property 7 650 8 902 8 017
- Industrial
Investment Property
- Commercial and - - -
Retail
Holding company 18 409 18 342 17 198
26 059 27 244 25 215
Segment revenues and results by
reportable segment: income statement
Revenue
Continuing
operations
Investment Property
- Leisure - - -
Investment Property 4 672 1 065 2 181
- Industrial
Investment Property 1 500
- Commercial and - -
Retail
Holding company 17 36 36
Total Revenue 6 189 1 101 2 217
Results
Investment Property (291) (198) (488)
- Leisure
Investment Property 4 339 744 1 241
- Industrial
Investment Property 1 500
- Commercial and - -
Retail
Holding company (3 244) (1 685) (2 939)
Results from 2 304 (1 139) (2 186)
operating activities
Investment revenue 2 17 19
Finance charges (1 341) (464) (909)
Profit / (loss) 965 (1 586) (3 076)
before taxation
The segment information according to IFRS8 does not
materially differ from that previously disclosed
under IAS14.
3 Results
The Group made a profit after tax of R871 000 for the 6
months ended 30 June 2010. The return to profitability
was due to rentals on the Karbotek and the Durban Point
acquisitions being in effect from the beginning of the
year. The results were reduced by interest on the CDA
loan (R953 000) resuming from the 1 January 2010 and
the legal as well as Section 311 application costs of
R1 100 000 relating to the Bluezone acquisition, which
should be finalised during October 2010. Whilst the
Company will become entitled to revenue on the Bluezone
properties effective from 1 April 2010 once the court
has sanctioned the Bluezone section 311 orders, no
income from these properties has been accounted for in
the results for the six months ended 30 June 2010.
Shareholders are also referred to paragraph 13 below.
The results for the period ended 30 June 2010 have not
been reviewed by Nolands Inc. and are unaudited.
4 Acquisition and disposal of subsidiaries
During the six months ended 30 June 2010, the following
acquisitions of shelf companies took place :-
M+P Boating (Pty) Ltd was purchased with effect from 1
April 2010 for one hundred rand to house 51% of the CP
Tech charcoal and activated carbon business from 1st
January 2011
Makeover Investments (Pty) Ltd was purchased for with
effect from 1 April 2010 for one hundred rand for the
purpose of future acquisitions being housed therein.
There were no disposals during the period under review.
Shareholders are also referred to subsequent events
below.
5 Share Capital
Reconciliation of shares issued at 30 June 2010
Shares issued - 31 December 2009
Shares issued in 2010 No. of Shares
456 101 978
Shares issued for cash 22 750 000
Shares issued for the settlement of
liabilities 21 357 750
Total shares issued at 30 June 2010
500 209 728
6 Borrowings
Total borrowings increased by R1 750 000 from R22 089 000 (31
December 2009) to R22 992 000 (30 June 2010). These increased
borrowings were used mainly to finance the legal and Section 311
application costs relating to the acquisition of the 9 Blue Zone
property companies.
7 Post balance sheet events
The Court sanction date for the approval of the Section 311
meetings relating to the acquisition of the 9 Blue Zone property
companies, will take place on the 20th October 2010.
8 Reconciliation of headline profit / (loss) per share
For the For the For the
6 months 6 months 12
ended ended months
30 June 30 June ended
2010 2009 31
R`000 R`000 December
2009
R`000
Profit / (loss) after taxation 871 (1 645) (2 344)
Abnormal expenses - Section 311 1 100 - -
costs and legal fees
Headline profit / (loss) after 1 971 (1 645) (2 344)
taxation
9 Dividends
No dividends were declared during the period.
10 Management of the group
There are no appointed asset managers and this function has been
managed by the company during the period under review.
11 Board of Directors
Mr DA Scott Re-elected as director on 29 June 2010 in
terms of Article 88 of the Articles.
Mr DWB King Re-elected as director on 29 June 2010 in
terms of Article 91 of the Articles.
Mr DA Johnston Resigned on 28 April 2010
Mr RL Rainier
Mr NG Vontas
Mr MH Brodie
Mr SST Ngcobo
Mr DWB King has resigned on the 30 September 2010 as the Chief
Operating Officer, but will continue as a non-executive
director.
12 Future prospects
The impact of the acquisitions made towards the end of last year
will show the full effect during the current year as already
demonstrated in the first half of the year. In addition, the
company expects to be able to consolidate the profits from the 9
Blue Zone properties subject to the determination of the
effective date of control. However, the acquisition will serve
to increase the annuity revenue of the group going forward.
13 Renewal of cautionary announcement, update on previously
announced acquisitions and new cautionary announcement
Shareholders are referred to the previous cautionary
announcements dated 10 March 2010, 14 April 2010, 28 May 2010,
12 July 2010, 23 August 2010 and 30 August 2010 respectively and
are advised that certain negotiations referred to therein are
still in progress. An update on these previously announced
acquisitions is set out below.
On 20 October 2010, the court will hear the application to
sanction the Section 311 orders in relation to the Blue Zone
properties and Bonatla will then take effective control of these
9 property companies. The financial effects of these
acquisitions, together with the Kimberley Hub, Ruitersvlei and
the Illovo acquisitions will announced on SENS and in the press
and will be included in a circular, which will be distributed to
the shareholders for their approval.
No net rental income from the acquisition of the 9 Blue Zone
property companies has been taken into account, but this is
expected to start from November 2010 when the Court sanctions
the Section 311 meetings and Bonatla takes control of these 9
property companies. In terms of the acquisitions, the rental
income, associated costs and net cash received accrues to
Bonatla from 01 April 2010. Whilst a circular to shareholders
is being prepared to approve the acquisition of the various Blue
Zone properties, irrevocable undertakings in excess of 60% are
in place to vote in favour of these acquisitions.
The Mhinga and the Selby transactions have all been cancelled.
In addition, shareholders are advised that the company has also
entered into other negotiations for, inter alia, the
introduction of a BEE shareholder into the group and other
associated transactions. Shareholders are accordingly advised
to continue to exercise caution when dealing in their
securities.
30 September 2010
Johannesburg
Directors:
MH Brodie#* (Chairman), SST Ngcobo#, DA Scott (Financial director),
DWB King, (CF de Lange - alternate), RL Rainier, NG Vontas (Chief
Executive Officer)
# - Non-executive * - Independent
Registered address:
623 Prince George Ave, Brenthurst, Brakpan, 1541
Company Secretary:
Gold Equity Registrars C.C.
Transfer Secretaries:
Computershare Investor Services (Pty) Ltd
Auditors:
Nolands Inc.
Sponsors:
Arcay Moela Sponsors (Pty) Ltd
Date: 01/10/2010 17:29:13 Produced by the JSE SENS Department.
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