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Mon 15 Nov 2010, 7:05 TON - Tongaat Hulett Limited - Interim Results for the six months ended 30
TON
THGL                                                                            
TON - Tongaat Hulett Limited - Interim Results for the six months ended 30      
September 2010                                                                  
Tongaat Hulett Limited                                                          
Registration No: 1892/000610/06                                                 
JSE share code: TON                                                             
ISIN: ZAE000096541                                                              
Interim Results for the six months ended 30 September 2010                      
- Revenue of R4,724 billion (2009: R4,011 billion)                              
- Profit from operations of R963 million (2009: R873 million)                   
- Headline earnings of R507 million (2009: R452 million)                        
- Interim dividend of 110 cents per share                                       
(2009: 100 cents per share)                                                  
COMMENTARY                                                                      
The past six months have been characterised by counteractive factors. Tongaat   
Hulett is starting to benefit from the targeted sugar production growth in      
Mozambique and Zimbabwe. Sugar production in South Africa has been affected by  
the severe drought in the current season. Sugar realisations in this period     
have not yet reflected the benefits of the recent surge in world sugar prices   
brought about by supply and demand dynamics. Exchange rates have been less      
favourable than in the corresponding six months in 2009. In the current         
economic climate, the sale of development land remained depressed. Tongaat      
Hulett`s headline earnings increased by 12% to R507 million for the half-year   
ended 30 September 2010, compared to the R452 million earned in the six months  
to 30 September 2009. The profit from operations for the half-year grew by 10%  
to R963 million from the R873 million earned in the same period in 2009.        
Profit from the starch operations for the six months was R125 million,          
compared to R117 million in the same period last year. A third consecutive      
year of favourable agricultural conditions in South Africa yielded a large      
maize crop in 2009/10 of 13 million tons (2008/9: 12 million tons) and          
resulted in local maize prices trading close to world prices. The margin        
benefit of lower maize costs was partially offset by lower co-product prices    
and the effect of a firmer Rand. Starch and glucose sales volumes in the local  
market were similar to the corresponding prior period. Volumes in the           
alcoholic beverage, coffee creamer and confectionary sectors started            
recovering while the canning and prepared food sectors reflected lower          
volumes.                                                                        
The profit from sugar operations in Zimbabwe was R303 million (US$ 41 million)  
in the first half of the financial year, compared to R326 million (US$ 40       
million) in the same period last year. Sales volumes in the first half of the   
year were 3% higher than the same period last year. Sugar production commenced  
later than normal at the Hippo Valley mill following the extensive              
rehabilitation work undertaken during the off-season. The crush rate has since  
increased closer to capacity as the refurbished second extraction line was      
brought into production.                                                        
In Mozambique, profit from the sugar operations for the six months to           
September 2010 increased to R163 million (Metical 739 million) from R79         
million (Metical 263 million) in the same period last year, benefiting from     
substantially higher volumes. The rapid depreciation of the Metical has         
resulted in a situation where domestic sugar prices need to increase by more    
than 50% to be in line with regional pricing.                                   
The South African sugar milling, refining and agriculture operations            
contributed R47 million to profit for the six months ended September 2010       
(2009: R77 million). The drought conditions in KwaZulu-Natal have led to a      
reduction in the current sugar crop and higher costs per ton of sugar           
produced. Sales volumes in the first half of the year grew by 7% together with  
higher local and export sales realisations.  Almost all of Tongaat Hulett`s     
sugar production is effectively sold in the local market under the Huletts      
brand. In terms of the South African sugar industry legislated regulations,     
79% of the sales in the current season are deemed to be local and 21% are       
recognised and valued as exports. Raw sugar export volumes from South Africa    
were sold at an effective world sugar price of 19,0 US c/lb (prior season:      
16,5 US c/lb) at an average exchange rate of R7,67/US$ (prior season:           
R8,16/US$).                                                                     
The downstream sugar value added activities contributed R136 million to profit  
(2009: R127 million). This includes Voermol animal feeds, South African         
refined exports, regional marketing, sales, packing and distribution            
activities.                                                                     
In Swaziland, the Tambankulu sugar estate generated operating profit of R19     
million for the half-year (2009: R29 million). The exchange rate of the Rand    
against the Euro has negatively impacted export earnings. Production for the    
full year is expected to be similar to the previous season.                     
Tongaat Hulett`s land and property development activity is currently focused    
on value creation for all stakeholders in the growth corridor north of Durban,  
including the new international air platform at King Shaka, targeting land      
conversion at the appropriate time and value. In the current economic climate,  
with the sale of development land across most sectors being depressed, few      
hectares are being converted to development in the higher value prime           
locations on the coastline and to the west of Durban. Tongaat Hulett owns 13    
807 gross hectares for development in South Africa. Operating profit from land  
conversion and development for the six months to September 2010 amounted to     
R97 million (2009: R72 million) with a further R4 million in capital profits    
(2009: R2 million) being realised. During this period, 39 developable hectares  
(56 gross hectares) were sold in the area north of Durban. Revenue was          
generated mainly from sales in the Umhlanga Ridgeside and Izinga areas,         
together with a benefit and associated land sale for the golf course at         
Zimbali Lakes, which is currently being constructed by Tongaat Hulett`s joint   
venture partner. In the current economic climate there has been increased       
attention on controlling development expenditure, with cost savings being       
brought to account.                                                             
The centrally accounted and consolidation items included a gain of R130         
million (2009: R82 million) on the recognition of an unconditional entitlement  
to an employer surplus account allocation in the Tongaat Hulett pension fund.   
The tax charge in the income statement includes the attractive Mozambique tax   
rate for agricultural operations and a lower tax rate in Zimbabwe compared to   
the first half of the previous financial year.                                  
Finance costs for the first half of the 2010/11 year increased to R231 million  
from R142 million in the first half of the 2009/10 year. The capitalisation of  
interest on the Mozambique expansion project ended in the 2009/10 year, with    
the commissioning having been completed.                                        
Cash inflow from operations, before working capital, was R929 million for the   
six months to September 2010 (2009: R867 million). Cash flow was adversely      
impacted by full production of sugar commencing later than expected due to      
unseasonal rain in Mozambique and the extensive rehabilitation work in          
Zimbabwe. The September half-year coincides with a peak working capital         
absorption point in the year. Tongaat Hulett`s net debt at the end of           
September 2010 was R3,741 billion. This compares to R3,245 billion at           
September 2009. The last two years have seen significant capital expenditure    
on the Mozambique expansion and cash being absorbed in the establishment of     
the expanded cane crops, the replanting of sugar cane and mill refurbishment    
in Zimbabwe.                                                                    
The Board has declared an interim dividend of 110 cents per share (2009: 100    
cents per share).                                                               
Outlook                                                                         
Regional sugar prices are now starting to rise in response to the higher world  
prices. The demand for raw sugar into the European Union is intensifying.       
Sugar available for export from the current season`s production is limited.     
The drought experienced in South Africa has brought forward the closure of the  
sugar mills for the 2010/11 season. The mills in Zimbabwe and Mozambique are    
likely to close in December for start-up in April and May for the 2011/12       
season.                                                                         
Tongaat Hulett expects to make further progress in growing sugar production     
towards the target of doubling the 2009/10 production, utilising the available  
milling capacity, with a simultaneous reduction in unit costs.                  
Zimbabwe sugar production in the 2010/11 season is expected to be between 330   
000 and 350 000 tons (2009/10: 259 000 tons). In the 2011/12 season,            
production is expected to increase to between 380 000 and 400 000 tons of       
sugar, with better cane age and yields on a similar number of hectares being    
harvested, as well as improved sugar extraction in the mills.                   
In Mozambique, sugar production in the 2010/11 season is expected to be         
between 185 000 and 205 000 tons (2009/10: 134 000 tons). In order to improve   
the ongoing profile and age of the crop, some sugar cane originally targeted    
for milling in the 2010/11 season will now be milled early in the 2011/12       
season. Production in the 2011/12 season is projected to be between 270 000     
and 290 000 tons of sugar, with an increase in hectares harvested, higher cane  
yields and improved sugar extraction in the mills.                              
The drought in KwaZulu-Natal has resulted in the current season`s South         
African sugar production being more than 100 000 tons below the 564 000 tons    
produced in the 2009/10 season, notwithstanding the additional 2 000 hectares   
under cane supplying Tongaat Hulett`s mills. An additional 6 000 hectares of    
new cane land is currently being planted.                                       
The South African Department of Energy`s Integrated Resource Plan for           
Electricity now includes bagasse as one of the preferred options for            
electricity generation. Tongaat Hulett has the potential to generate 189        
megawatts, excluding tops and trash, in South Africa.                           
Agricultural land conversion and development activity is currently focused on   
development and bulk sale opportunities in the growth corridor north of         
Durban, including industrial and business park land adjacent to the new         
international airport and at Cornubia. Industrial land in Durban/eThekwini      
remains in short supply.                                                        
The large South African maize harvest in 2010 and the high maize stock levels   
from the previous two seasons should maintain local maize prices close to       
world prices and contribute to the competitiveness of the starch operation.     
Higher international starch prices are countering the impact of the exchange    
rate.                                                                           
Tongaat Hulett`s financial results remain sensitive to movements in the Rand,   
US dollar, Euro and Mozambique Metical. These impact on the revenue streams,    
costs incurred and the conversion of profits into Rands.                        
For and on behalf of the Board                                                  
J B Magwaza                   Peter Staude                                      
Chairman                      Chief Executive Officer                           
Amanzimnyama                                                                    
Tongaat, KwaZulu-Natal                                                          
12 November 2010                                                                
DIVIDEND DECLARATION                                                            
Notice is hereby given that the Board has declared an interim dividend          
(number 166) of 110 cents per share for the half-year ended 30 September 2010   
to shareholders recorded in the register at the close of business on Friday,    
14 January 2011.                                                                
The salient dates of the declaration and payment of this interim dividend are   
as follows:                                                                     
 Last date to trade ordinary shares                                             
"CUM" dividend                        Friday    7 January 2011               
 Ordinary shares trade                                                          
   "EX" dividend                         Monday   10 January 2011               
 Record date                             Friday   14 January 2011               
Payment date                          Thursday   20 January 2011               
Share certificates may not be dematerialised or re-materialised, nor may        
transfers between registers take place between Monday 10 January 2011 and       
Friday 14 January 2011, both days inclusive.                                    
The dividend is declared in the currency of the Republic of South Africa.       
Dividends paid by the United Kingdom transfer secretaries will be paid in       
British currency at the rate of exchange ruling at the close of business on     
Friday, 7 January 2011.                                                         
For and on behalf of the Board                                                  
M A C Mahlari                                                                   
Company Secretary                                                               
Amanzimnyama                                                                    
Tongaat, KwaZulu-Natal                                                          
12 November 2010                                                                
INCOME STATEMENT                                                                
Condensed consolidated   Unaudited  Pro forma  Pro forma   Audited              
6 months   6 months  12 months 15 months               
                          30 Sept    30 Sept   31 March  31 March               
Rmillion                      2010       2009       2010      2010              
Revenue                     4 724      4 011      8 789    11 136               
Profit from operations        963        873      1 500     1 691               
Capital profit on land          4          2         52        52               
Capital profit on                                                               
  insurance claim                        12         13        13                
BEE IFRS 2 charge and                                                           
  transaction costs          (18)       (16)       (26)      (35)               
Zimbabwe consolidation                                                          
  take-on gain                                             1 969                
Valuation adjustments                     (3)        (4)       (3)              
Operating profit              949        868      1 535     3 687               
Share of associate                                                              
  company`s profit                                             1                
Net financing costs (note 1) (231)      (142)      (365)     (452)              
Profit before tax             718        726      1 170     3 236               
Tax (note 2)                 (166)      (214)      (158)     (208)              
Net profit for the period     552        512      1 012     3 028               
Profit attributable to:                                                         
Shareholders of                                                                 
  Tongaat Hulett             511        462        885     2 898                
Minority (non-controlling)                                                      
interest                    41         50        127       130                
                             552        512      1 012     3 028                
Headline earnings attributable                                                  
  to  Tongaat Hulett                                                            
shareholders (note 3)      507        452        815       858                
Earnings per share (cents)                                                      
 Net profit per share                                                           
  Basic                    485,5      447,3      856,2   2 791,6                
Diluted                  472,6      440,1      839,1   2 736,0                
 Headline earnings                                                              
  per share                                                                     
  Basic                    481,7      437,6      788,5     826,5                
Diluted                  468,9      430,6      772,7     810,0                
Dividend per share (cents)  110,0      100,0      275,0     275,0               
Currency conversion                                                             
 Rand/US dollar closing     6,99       7,42       7,39      7,39                
Rand/US dollar average     7,39       8,13       7,81      8,23                
 Rand/Metical average       0,22       0,30       0,27      0,29                
 Rand/Euro average          9,58      11,33      11,03     11,40                
SEGMENTAL ANALYSIS                                                              
Condensed consolidated   Unaudited  Pro forma  Pro forma   Audited              
                         6 months   6 months  12 months 15 months               
                          30 Sept    30 Sept   31 March  31 March               
Rmillion                      2010       2009       2010      2010              
REVENUE                                                                         
Starch operations           1 185      1 110      2 243     2 778               
Land Conversion and                                                             
  Developments                99         82        260       274                
Sugar                                                                           
 Zimbabwe operations         734        665      1 325     1 636                
 Swaziland operations        108        113        133       134                
 Mozambique operations       489        138        447       463                
SA agriculture, milling                                                        
  and refining             1 267      1 139      3 148     4 285                
 Downstream value added                                                         
  activities                 842        764      1 233     1 566                
Consolidated total          4 724      4 011      8 789    11 136               
PROFIT FROM OPERATIONS                                                          
Starch operations             125        117        251       301               
Land Conversion and                                                             
Developments                97         72        194       187                
Sugar                                                                           
 Zimbabwe operations         303        326        518       576                
 Swaziland operations         19         29         51        63                
Mozambique operations       163         79        141       192                
 SA agriculture, milling                                                        
  and refining                47         77        136       158                
 Downstream value added                                                         
activities                 136        127        200       226                
Centrally accounted and                                                         
  consolidation items         73         46          9       (12)               
Consolidated total            963        873      1 500     1 691               
STATEMENT OF FINANCIAL POSITION                                                 
Condensed consolidated          Unaudited    Pro forma     Audited              
                                 30 Sept      30 Sept    31 March               
Rmillion                             2010         2009        2010              
ASSETS                                                                          
Non-current assets                                                              
 Property, plant and equipment    7 230        7 716       7 710                
 Growing crops                    2 019        1 425       2 041                
Long-term receivable               135          196                            
 Goodwill                           223          249         240                
 Intangible assets                   13            6           9                
 Investments                          4            5          10                
9 624        9 597      10 010                
Current assets                     4 972        4 347       3 358               
 Inventories                      2 426        2 206       1 373                
 Trade and other receivables      1 966        1 858       1 836                
Derivative instruments              18           22           9                
 Cash and cash equivalents          562          261         140                
TOTAL ASSETS                      14 596       13 944      13 368               
EQUITY AND LIABILITIES                                                          
Capital and reserves                                                            
 Share capital                      139          138         139                
 Share premium                    1 521        1 514       1 519                
 BEE held consolidation shares     (907)      (1 004)       (935)               
Retained income                  5 116        4 284       4 691                
 Other reserves                  (1 616)        (452)       (841)               
Shareholders` interest             4 253        4 480       4 573               
Minority interest in subsidiaries    838          862         870               
Equity                             5 091        5 342       5 443               
Non-current liabilities            3 509        4 021       3 708               
 Deferred tax                     1 296        1 463       1 272                
 Long-term borrowings               942        1 273       1 103                
Non-recourse equity-settled                                                    
  BEE borrowings                    774          800         787                
 Provisions                         497          485         546                
Current liabilities                5 996        4 581       4 217               
Trade and other payables                                                       
  (note 4)                        2 574        2 198       2 131                
 Short-term borrowings            3 361        2 233       2 077                
 Derivative instruments                            9           3                
Tax                                 61          141           6                
TOTAL EQUITY AND LIABILITIES      14 596       13 944      13 368               
Number of shares (000)                                                          
- in issue                       104 812      103 432     103 677               
- weighted average (basic)       105 246      103 295     103 811               
- weighted average (diluted)     108 131      104 971     105 922               
STATEMENT OF CASH FLOWS                                                         
Condensed consolidated         Unaudited    Pro forma      Audited              
6 months     6 months    15 months               
                                30 Sept      30 Sept     31 March               
Rmillion                            2010         2009         2010              
Operating profit                    949          868        3 687               
Profit on disposal of property,                                                 
  plant and equipment               (7)         (15)         (87)               
Depreciation                        225          234          521               
Zimbabwe consolidation                                                          
take-on gain                                            (1 969)               
Growing crops and other                                                         
  non-cash items                  (196)         (110)       (729)               
Tax payments                        (42)         (110)       (257)              
929           867       1 166                
Change in working capital          (956)         (762)        789               
Cash flow from operations           (27)          105       1 955               
Net financing costs                (231)         (142)       (452)              
Cash flow from operating                                                        
  activities                      (258)          (37)      1 503                
Expenditure on property,                                                        
  plant and equipment:                                                          
New                               (138)        (433)     (1 416)               
 Replacement                       (109)        (147)       (280)               
 Major plant overhaul costs        (131)         (13)       (291)               
Other capital items                   (5)         (18)         35               
Net cash flow before dividends                                                  
  and financing activities         (641)        (648)       (449)               
Dividends paid                       (83)        (116)       (283)              
Net cash flow before financing                                                  
activities                       (724)        (764)       (732)               
Borrowings raised                  1 175          671         652               
Non-recourse equity-settled                                                     
  BEE borrowings                    (13)         (12)         (4)               
Shares issued                          3            4          14               
Settlement of share-based                                                       
  payment awards                    (18)         (11)        (22)               
Net increase/(decrease) in cash                                                 
and cash equivalents              423         (112)        (92)               
Balance at beginning of period       140          422         229               
Foreign exchange adjustment           (1)         (46)        (61)              
Exchange rate translation loss                     (3)         (5)              
Subsidiaries consolidated                                      69               
Cash and cash equivalents at                                                    
  end of period                     562          261         140                
STATEMENT OF CHANGES IN EQUITY                                                  
Condensed consolidated         Unaudited    Pro forma      Audited              
                               6 months     6 months    15 months               
                                30 Sept      30 Sept     31 March               
Rmillion                            2010         2009         2010              
Balance at beginning of period    4 573        4 992        3 059               
Total comprehensive income                                                      
  for the period                  (272)        (413)       1 689                
 Retained earnings                 511          462        2 898                
Movement in hedge reserve           5           26           17                
 Foreign currency translation     (788)        (901)      (1 226)               
Dividends paid                      (73)        (106)        (264)              
Allocation of BEE amount                         (12)          29               
Share capital issued - ordinary       3            4           14               
BEE held consolidation shares        15           11           29               
Share-based payment charge           25           15           39               
Settlement of share-based                                                       
payment awards                   (18)         (11)         (22)               
Shareholders` interest            4 253        4 480        4 573               
Minority interest in subsidiaries   838          862          870               
 Balance at beginning of period    870        1 037          276                
Total comprehensive income                                                     
  for the period                   (23)        (151)        (106)               
    Retained earnings               41           50          130                
    Foreign currency translation   (64)        (201)        (236)               
Dividends paid to minorities      (10)         (10)         (19)               
 Allocation of BEE amount                        12          (29)               
 Change of interest in subsidiary                (7)          (7)               
 Consolidation of subsidiaries       1          (19)         755                
Equity                            5 091        5 342        5 443               
STATEMENT OF OTHER COMPREHENSIVE INCOME                                         
Condensed consolidated         Unaudited    Pro forma      Audited              
                               6 months     6 months    15 months               
30 Sept      30 Sept     31 March               
Rmillion                            2010         2009         2010              
Profit for the period               552          512        3 028               
Other comprehensive income         (847)      (1 076)      (1 445)              
Movement in non-distributable                                                   
  reserves:                                                                     
 Foreign currency translation     (852)      (1 102)      (1 462)               
 Hedge reserve                       7           36           23                
Tax on movement in hedge reserve   (2)         (10)          (6)               
Total comprehensive income                                                      
  for the period                  (295)        (564)       1 583                
Total comprehensive income                                                      
attributable to:                                                              
 Shareholders of Tongaat Hulett   (272)        (413)       1 689                
 Minority (non-controlling)                                                     
  interest                         (23)        (151)        (106)               
(295)        (564)       1 583                
NOTES                                                                           
Condensed consolidated         Unaudited    Pro forma      Audited              
                               6 months     6 months    15 months               
30 Sept      30 Sept     31 March               
Rmillion                            2010         2009         2010              
1. Net financing costs                                                          
  Interest paid                   (237)        (227)        (577)               
Interest capitalized               1           66           88                
  Interest received                  5           19           37                
                                  (231)        (142)        (452)               
2. Tax                                                                          
Normal                           (88)        (149)        (309)               
  Deferred                         (66)         (49)         (14)               
  Rate change adjustment                                                        
   - deferred                                                154                
Secondary tax on companies       (12)         (16)         (39)               
                                  (166)        (214)        (208)               
3. Headline earnings                                                            
  Profit attributable to                                                        
shareholders                   511          462        2 898                
  Less Zimbabwe consolidation                                                   
    take-on gain                                          (1 969)               
  Less after tax effect of:                                                     
Capital profit on disposal                                                   
     of land                        (4)          (2)         (52)               
   Capital profit on insurance claim             (9)         (11)               
   Fixed assets and other disposals               1           (8)               
507         452          858                
4. Trade and other payables                                                     
  Included in trade and other payables is the maize obligation                  
  (interest bearing) of R354 million (30 September 2009: R477                   
million and 31 March 2010: R381 million).                                     
5. Capital expenditure commitments                                              
  Contracted                       101          395          234                
  Approved                          65          120          118                
166          515          352                
6. Operating lease commitments       43           44           31               
7. Guarantees and contingent                                                    
   liabilities                     145          145          148                
8. Basis of preparation                                                         
  The condensed consolidated unaudited results for the half-year                
  ended 30 September 2010 have been prepared in accordance with                 
  International Accounting Standard 34 Interim Financial                        
Reporting, the AC 500 standards as issued by the Accounting                   
  Practices Board and the JSE Listings Requirements. The                        
  accounting policies are consistent with those used for the                    
  audited 2010 annual financial statements which fully comply                   
with International Financial Reporting Standards.                             
9. Pro forma results                                                            
  The pro forma results for the prior period are presented for                  
  comparative purposes. The pro forma detail and the requisite                  
reporting accountants` report form part of this SENS                          
  announcement of results.                                                      
CORPORATE INFORMATION                                                           
Directorate: J B Magwaza (Chairman), P H Staude (Chief Executive Officer)*, B   
G Dunlop*, F Jakoet, J John, R P Kupara, A A Maleiane+, T V Maphai, T N         
Mgoduso, M Mia, N Mjoli-Mncube, M H Munro*, C B Sibisi, R H J Stevens.          
* Executive directors    Zimbabwean   + Mozambican                              
Registered office: Amanzimnyama Hill Road, Tongaat, KwaZulu-Natal               
P O Box 3, Tongaat 4400                                                         
Telephone: +27 32 439 4019, Facsimile: +27 31 570 1055                          
Transfer secretaries: Computershare Investor Services (Pty) Limited             
Telephone: +27 11 370 7700                                                      
Sponsor: Investec Bank Limited                                                  
Telephone: +27 11 286 7000                                                      
www.tongaat.co.za                                                               
email: info@tongaat.co.za                                                       
INDEPENDENT REPORTING ACCOUNTANTS` ASSURANCE REPORT                             
10 November 2010                                                                
The Directors                                                                   
Tongaat Hulett Limited                                                          
P O Box 3                                                                       
TONGAAT                                                                         
4400                                                                            
Dear Sirs                                                                       
Independent Reporting Accountants` Assurance Report on the Pro Forma Financial  
Information of Tongaat Hulett Limited                                           
We have performed our limited assurance engagement in respect of the unaudited  
comparative pro forma income statement and segmental result information for     
both the 6 month period ended 30 September 2009 and the 12 month period ended   
31 March 2010. In addition, our limited assurance engagement includes the       
comparative statement of financial position at 30 September 2009 and the        
statements of changes in equity and cash flows for the 6 months ended 30        
September 2009. This comparative information is to be included in Tongaat       
Hulett Limited`s SENS announcement of interim results for the 6 month period    
to 30 September 2010.  The unaudited pro forma financial information as set     
out in the enclosed Annexure 1 has been prepared in accordance with the         
requirements of the JSE Limited ("JSE") Listings Requirements, for disclosure   
purposes only, to provide certain comparative financial information as a        
consequence of the change in Tongaat Hulett Limited`s reporting period in the   
prior year to a 31 March financial year end.                                    
Directors` responsibility                                                       
The directors are responsible for the compilation, contents and presentation    
of the pro forma financial information to be contained in the company`s SENS    
announcement of results and annual financial statements and the financial       
information from which it has been prepared. Their responsibility includes      
determining that: the pro forma financial information has been properly         
compiled on the basis stated; the basis is consistent with the accounting       
policies of Tongaat Hulett Limited; and the pro forma adjustments are           
appropriate for the purposes of the pro forma financial information disclosed   
in terms of the JSE Listings Requirements.                                      
Reporting accountants` responsibility                                           
Our responsibility is to express our limited assurance conclusion on the        
comparative pro forma financial information included in the SENS announcement   
of interim results for the 6 month period to 30 September 2010. We conducted    
our assurance engagement in accordance with the International Standard on       
Assurance Engagements applicable to Assurance Engagements Other Than Audits or  
Reviews of Historical Financial Information and the Guide on Pro Forma          
Financial Information issued by SAICA.                                          
This standard requires us to obtain sufficient appropriate evidence on which    
to base our conclusion.                                                         
We do not accept any responsibility for any reports previously given by us on   
any financial information used in the compilation of the pro forma financial    
information beyond that owed to those to whom those reports were addressed by   
us at the dates of their issue.                                                 
Sources of information and work performed                                       
Our procedures consisted primarily of comparing the unadjusted financial        
information with the source documents, considering the pro forma adjustments    
in light of the accounting policies of Tongaat Hulett Limited, considering the  
evidence supporting the pro forma adjustments and discussing the adjusted pro   
forma financial information with the directors of the company in relation to    
the prior year change in the company`s reporting period to a 31 March           
financial year end.                                                             
In arriving at our conclusion, we have relied upon financial information        
prepared by the directors of Tongaat Hulett Limited and other information from  
various public, financial and industry sources.                                 
While our work performed has involved an analysis of the historical published   
audited financial information and other information provided to us, our         
assurance engagement does not constitute an audit or review of any of the       
underlying financial information conducted in accordance with International     
Standards on Auditing or International Standards on Review Engagements and      
accordingly, we do not express an audit or review opinion.                      
In a limited assurance engagement, the evidence-gathering procedures are more   
limited than for a reasonable assurance engagement and therefore less           
assurance is obtained than in a reasonable assurance engagement. We believe     
our evidence obtained is sufficient and appropriate to provide a basis for our  
conclusion.                                                                     
Conclusion                                                                      
Based on our examination of the evidence obtained, nothing has come to our      
attention, which causes us to believe that, in terms of the section 8.17 and    
8.30 of the JSE Listings Requirements:                                          
- the pro forma financial information has not been properly                     
  compiled on the basis stated,                                                 
- such basis is inconsistent with the accounting policies of the                
  issuer, and                                                                   
- the adjustments are not appropriate for the purposes of the pro               
  forma financial information as disclosed.                                     
Consent                                                                         
We consent to the inclusion of this report, which will form part of the SENS    
announcement of results, to be issued on or about 15 November 2010, in the      
form and context in which it will appear.                                       
Deloitte & Touche                                                               
Registered Auditors                                                             
Durban                                                                          
Per JAR Welch                                                                   
Partner                                                                         
Deloitte & Touche                                                               
2 Pencarrow Park                                                                
Pencarrow Crescent                                                              
La Lucia Ridge Office Estate                                                    
La Lucia, 4051                                                                  
National Executive:  GG Gelink Chief Executive  AE Swiegers Chief Operating     
Officer  GM Pinnock Audit  DL Kennedy Tax, Legal and Risk Advisory  L Geeringh  
Consulting  L Bam Corporate Finance                                             
CR Beukman Finance  TJ Brown Clients & Markets  NT Mtoba Chairman of the Board  
MJ Comber Deputy Chairman of the Board.  A full list of partners and directors  
is available on request                                                         
TONGAAT HULETT LIMITED                                  Annexure 1              
PRO FORMA INCOME STATEMENT AND SEGMENTAL RESULTS FOR THE 12 MONTHS ENDED 31     
MARCH 2010 AND FOR THE 6 MONTHS ENDED 30 SEPTEMBER 2009.                        
                           (1)            (2)             (3)                   
Unadjusted     Actual          (1) - (2)             
                           Audited        3 months        Pro forma             
                           15 months to   1 January 2009  12 months to          
R million                   31 March 2010  to 31 March     31 March             
2009            2010                  
INCOME STATEMENT                                                                
Revenue                     11 136         2 347           8 789                
Profit from operations      1 691          191             1 500                
Capital profit on land      52                             52                   
Capital profit on                                                               
insurance claim             13                             13                   
BEE IFRS 2 charge and                                                           
transaction costs           (35)           (9)             (26)                 
Zimbabwe consolidation                                                          
take-on gain                1 969          1 969                                
Valuation adjustments       (3)            1               (4)                  
Operating profit            3 687          2 152           1 535                
Share of associate                                                              
company`s profit            1              1                                    
Net financing costs         (452)          (87)            (365)                
Profit before tax           3 236          2 066           1 170                
Tax                         (208)          (50)            (158)                
Net profit for the period   3 028          2 016           1 012                
                                                                                
Profit attributable to:                                                         
Shareholders of Tongaat                                                         
Hulett                      2 898          2 013           885                  
Minority (non-controlling)  130            3               127                  
interest                                                                        
                           3 028          2 016           1 012                 
                                                                                
Headline earnings                                                               
attributable to Tongaat                                                         
Hulett shareholders         858            43              815                  
Earnings per share (cents)                                                      
Net profit per share                                                            
Basic                       2 791.6        1 952.4         856.2                
Diluted                     2 736.0        1 912.4         839.1                
Headline earnings per                                                           
share                                                                           
Basic                       826.5          41.7            788.5                
Diluted                     810.0          40.9            772.7                
Dividend per share (cents)                                                      
                           275.0          -               275.0                 

SEGMENTAL ANALYSIS                                                              
REVENUE                                                                         
Starch operations           2 778          535             2 243                
Land Conversion and                                                             
Development                 274            14              260                  
Sugar                                                                           
Zimbabwe operations         1 636          311             1 325                
Swaziland operations        134            1               133                  
Mozambique operations       463            16              447                  
SA agriculture, milling                                                         
and refining                4 285          1 137           3 148                
Downstream value added                                                          
activities                  1 566          333             1 233                
Consolidated total          11 136         2 347           8 789                
                                                                                
PROFIT FROM OPERATIONS                                                          
Starch operations           301            50              251                  
Land Conversion and                                                             
Development                 187            (7)             194                  
Sugar                                                                           
Zimbabwe operations         576            58              518                  
Swaziland operations        63             12              51                   
Mozambique operations       192            51              141                  
SA agriculture, milling                                                         
and refining                158            22              136                  
Downstream value added                                                          
activities                  226            26              200                  
Centrally accounted and                                                         
consolidation items         (12)           (21)            9                    
Consolidated total          1 691          191             1 500                
                                     (4)             (5)                        
Unaudited       Pro forma                  
                                     6 months        6 months                   
                                     1 October to    1 April to                 
R million                             31 March 2010   30 September 2009         
INCOME STATEMENT                                                                
Revenue                               4 778           4 011                     
Profit from operations                627             873                       
Capital profit on land                50              2                         
Capital profit on insurance claim     1               12                        
BEE IFRS 2 charge and transaction                                               
costs                                 (10)            (16)                      
Zimbabwe consolidation take-on gain                                             
Valuation adjustments                 (1)             (3)                       
Operating profit                      667             868                       
Share of associate company`s profit                                             
Net financing costs                   (223)           (142)                     
Profit before tax                     444             726                       
Tax                                   56              (214)                     
Net profit for the period             500             512                       
                                                                                
Profit attributable to:                                                         
Shareholders of Tongaat Hulett        423             462                       
Minority (non-controlling) interest   77              50                        
                                     500             512                        

Headline earnings attributable to                                               
Tongaat Hulett shareholders           363             452                       
Earnings per share (cents)                                                      
Net profit per share                                                            
Basic                                 409.0           447.3                     
Diluted                               402.4           440.1                     
Headline earnings per share                                                     
Basic                                 351.0           437.6                     
Diluted                               345.4           430.6                     
Dividend per share (cents)            175.0           100.0                     
                                                                                
SEGMENTAL ANALYSIS                                                              
REVENUE                                                                         
Starch operations                     1 133           1 110                     
Land Conversion and Development       178             82                        
Sugar                                                                           
Zimbabwe operations                   660             665                       
Swaziland operations                  20              113                       
Mozambique operations                 309             138                       
SA agriculture, milling and refining                                            
                                     2 009           1 139                      
Downstream value added activities     469             764                       
Consolidated total                    4 778           4 011                     

PROFIT FROM OPERATIONS                                                          
Starch operations                     134             117                       
Land Conversion and Development       122             72                        
Sugar                                                                           
Zimbabwe operations                   192             326                       
Swaziland operations                  22              29                        
Mozambique operations                 62              79                        
SA agriculture, milling and refining                                            
                                     59              77                         
Downstream value added activities     73              127                       
Centrally accounted and                                                         
consolidation items                   (37)            46                        
Consolidated total                    627             873                       
Notes                                                                           
1) Unadjusted audited results for the 15 months ended 31 March                  
2010.                                                                         
2) Unaudited results for the 3 months from 1 January 2009 to                    
  31 March 2009 and incorporating the following:                                
   - Complete management account information for the 3 months,                  
including 31 March 2009 reporting cut-off, prepared in terms               
     of IFRS.                                                                   
   - Inclusion of the Zimbabwe operations from the commencement                 
     of consolidation to 31 March 2009. The commencement of                     
consolidation gave rise to an audited balance sheet take-on                
     gain of R1,969 billion as determined in accordance with                    
     IFRS 3 (Revised).                                                          
3) Pro forma results for the 12 months to 31 March 2010, being                  
column 1 minus column 2.                                                      
4) Unaudited results for the 6 months from 1 October 2009 to                    
  31 March 2010 comprising complete management account                          
  information for the 6 months, including reporting cut-off,                    
prepared in terms of IFRS.                                                    
5) Unaudited results for the 6 months from 1 March 2009 to                      
  30 September 2009, comprising column 3 minus column 4.                        
6) The table above sets out the unaudited pro forma comparative                 
income statement for the 12 months to 31 March 2010 and for                   
  the 6 months to 30 September 2009. This pro forma statement is                
  the responsibility of the Tongaat Hulett directors, who are                   
  satisfied with its quality, and has been prepared for                         
comparative purposes only.                                                    
7) The reporting accountants` report from Deloitte & Touche on                  
  this pro forma information is available for inspection at the                 
  registered office of the company and forms part of the SENS                   
announcement of results.                                                      
OTHER COMPREHENSIVE INCOME                                                      
                           (1)            (2)             (3)                   
                           Unadjusted     Actual          (1) - (2)             
Audited        3 months        Pro forma             
                           15 months to   1 January 2009  12 months to          
R million                   31 March 2010  to 31 March     31 March             
                                          2009            2010                  
Profit for the period       3 028          2 016           1 012                
Other comprehensive income                                                      
                           (1 445)        70              (1 515)               
Movement in non-                                                                
distributable reserves:                                                         
Foreign currency                                                                
translation                 (1 462)        67              (1 529)              
Hedge reserve               23             4               19                   
Tax on movement in hedge                                                        
reserve                     (6)            (1)             (5)                  
Total comprehensive income                                                      
for the period              1 583          2 086           (503)                

Total comprehensive income                                                      
attributable to:                                                                
Shareholders of Tongaat                                                         
Hulett                      1 689          2 081           (392)                
Minority (non-controlling)                                                      
interest                    (106)          5               (111)                
                           1 583          2 086           (503)                 
(4)             (5)                        
                                     Unaudited       Pro forma                  
                                     6 months        6 months                   
                                     1 October to    1 April to                 
R million                             31 March 2010   30 September 2009         
Profit for the period                 500             512                       
Other comprehensive income            (439)           (1 076)                   
Movement in non-distributable                                                   
reserves:                                                                       
Foreign currency translation          (427)           (1 102)                   
Hedge reserve                         (17)            36                        
Tax on movement in hedge reserve      5               (10)                      

Total comprehensive income for the                                              
period                                61              (564)                     
Total comprehensive income                                                      
attributable to:                                                                
Shareholders of Tongaat Hulett        21              (413)                     
Minority (non-controlling) interest   40              (151)                     
                                     61              (564)                      
Notes                                                                           
1) Unadjusted audited results for the 15 months ended 31 March                  
  2010.                                                                         
2) Unaudited results for the 3 months from 1 January 2009 to                    
31 March 2009 and incorporating the following:                                
   - Complete management account information for the 3 months,                  
     including 31 March 2009 reporting cut-off, prepared in terms               
     of IFRS.                                                                   
- Inclusion of the Zimbabwe operations from the commencement                 
     of consolidation to 31 March 2009. The commencement of                     
     consolidation gave rise to an audited balance sheet take-on                
     gain of R1,969 billion as determined in accordance with                    
IFRS 3 (Revised).                                                          
3) Pro forma results for the 12 months to 31 March 2010, being                  
  column 1 minus column 2.                                                      
4) Unaudited results for the 6 months from 1 October 2009 to                    
31 March 2010 comprising complete management account                          
  information for the 6 months, including reporting cut-off,                    
  prepared in terms of IFRS.                                                    
5) Unaudited results for the 6 months from 1 March 2009 to                      
30 September 2009, comprising column 3 minus column 4.                        
6) The table above sets out the unaudited pro forma comparative                 
  income statement for the 12 months to 31 March 2010 and for                   
  the 6 months to 30 September 2009. This pro forma statement is                
the responsibility of the Tongaat Hulett directors, who are                   
  satisfied with its quality, and has been prepared for                         
  comparative purposes only.                                                    
7) The reporting accountants` report from Deloitte & Touche on                  
this pro forma information is available for inspection at the                 
  registered office of the company and forms part of the SENS                   
  announcement of results.                                                      
STATEMENT OF FINANCIAL POSITION                                                 
Condensed consolidated                                   Pro forma              
                                                     30 September               
Rmillion                                                      2009              
ASSETS                                                                          
Non-current assets                                                              
Property, plant and equipment                               7 716               
Growing crops                                               1 425               
Long-term receivable                                          196               
Goodwill                                                      249               
Intangible assets                                               6               
Investments                                                     5               
                                                           9 597                
Current assets                                              4 347               
 Inventories                                               2 206                
 Trade and other receivables                               1 858                
 Derivative instruments                                       22                
Cash and cash equivalents                                   261                
TOTAL ASSETS                                               13 944               
EQUITY AND LIABILITIES                                                          
Capital and reserves                                                            
Share capital                                                 138               
Share premium                                               1 514               
BEE held consolidation shares                              (1 004)              
Retained income                                             4 284               
Other reserves                                               (452)              
Shareholders` interest                                      4 480               
Minority interest in subsidiaries                             862               
Equity                                                      5 342               
Non-current liabilities                                     4 021               
 Deferred tax                                              1 463                
 Long-term borrowings                                      1 273                
 Non-recourse equity-settled BEE borrowings                  800                
Provisions                                                  485                
Current liabilities                                         4 581               
 Trade and other payables                                  2 198                
 Short-term borrowings                                     2 233                
Derivative instruments                                        9                
 Tax                                                         141                
TOTAL EQUITY AND LIABILITIES                               13 944               
Number of shares (000)                                                          
- in issue                                                103 432               
- weighted average (basic)                                103 295               
- weighted average (diluted)                              104 971               
Notes                                                                           
(1) The Statement of Financial Position set out above comprises                 
   the complete management account information at 30 September                  
   2009, prepared in terms of IRFS.                                             
(2) The table above sets out the unaudited pro forma comparative                
Statement of Financial Position as at 30 September 2009. This                
   pro forma statement is the responsibility of the Tongaat                     
   Hulett directors, who are satisfied with its quality, and has                
   been prepared for comparative purposes only.                                 
(3) The reporting accountants` report from Deloitte and Touche on               
   this pro forma information is available for inspection at the                
   registered office of the company and forms part of the SENS                  
   announcement of results.                                                     
STATEMENT OF CASH FLOWS                                                         
Condensed consolidated                                   Pro forma              
                                                      6 months to               
                                                     30 September               
Rmillion                                                      2009              
Operating profit                                              868               
Profit on disposal of property, plant and equipment           (15)              
Depreciation                                                  234               
Growing crops and other non-cash items                       (110)              
Tax payments                                                 (110)              
                                                             867                
Change in working capital                                    (762)              
Cash flow from operations                                     105               
Net financing costs                                          (142)              
Cash flow from operating activities                           (37)              
Expenditure on property, plant and equipment:                                   
New                                                        (433)               
 Replacement                                                (147)               
 Major plant overhaul costs                                  (13)               
Other capital items                                           (18)              
Net cash flow before dividends and financing activities      (648)              
Dividends paid                                               (116)              
Net cash flow before financing activities                    (764)              
Borrowings raised                                             671               
Non-recourse equity-settled BEE borrowings                    (12)              
Shares issued                                                   4               
Settlement of share-based payment awards                      (11)              
Net decrease in cash and cash equivalents                    (112)              
Balance at beginning of period                                422               
Foreign exchange adjustment                                   (46)              
Exchange rate translation loss                                 (3)              
Cash and cash equivalents at end of period                    261               
Notes                                                                           
(1) The Statement of Cash Flows set out above comprises the                     
   complete management account information for the 6 months                     
   from 1 April 2009 to 30 September 2009, prepared in terms of                 
IFRS.                                                                        
(2) The table above sets out the unaudited pro forma comparative                
   Statement of Cash Flows for the 6 months to 30 September                     
   2009. This pro forma statement is the responsibility of the                  
Tongaat Hulett directors, who are satisfied with its quality                 
   and has been prepared for comparative purposes only.                         
(3) The reporting accountants` report from Deloitte & Touche on                 
   this pro forma information is available for inspection at the                
registered office of the company and forms part of the SENS                  
   announcement of results.                                                     
STATEMENT OF CHANGES IN EQUITY                                                  
Condensed consolidated                                   Pro forma              
6 months to               
                                                     30 September               
Rmillion                                                      2009              
Balance at beginning of period                              4 992               
Total comprehensive income for the period                    (413)              
 Retained earnings                                           462                
 Movement in hedge reserve                                    26                
 Foreign currency translation                               (901)               
Dividends paid                                               (106)              
Allocation of BEE amount                                      (12)              
Share capital issued - ordinary                                 4               
BEE held consolidation shares                                  11               
Share-based payment charge                                     15               
Settlement of share-based payment awards                      (11)              
Shareholders` interest                                      4 480               
Minority interest in subsidiaries                             862               
Balance at beginning of period                            1 037                
 Total comprehensive income for the period                  (151)               
   Retained earnings                                          50                
   Foreign currency translation                             (201)               
Dividends paid to minorities                                (10)               
 Allocation of BEE amount                                     12                
 Change of interest in subsidiary                             (7)               
 Consolidation of subsidiaries                               (19)               
Equity                                                      5 342               
Notes                                                                           
(1) The Statement of Changes in Equity set out above comprises                  
   the complete management account information for the 6 months                 
from 1 April 2009 to 30 September 2009, prepared in terms of                 
   IFRS.                                                                        
(2) The table above sets out the unaudited pro forma comparative                
   Statement of Changes in Equity for the 6 months to 30                        
September 2009. This pro forma statement is the responsibility               
   of the Tongaat Hulett directors, who are satisfied with its                  
   quality, and has been prepared for comparative purposes only.                
(3) The reporting accountants` report from Deloitte & Touche on                 
this pro forma information is available for inspection at the                
   registered office of the company and forms part of the SENS                  
   announcement of results.                                                     
NOTES TO THE FINANCIAL STATEMENTS                                               
Condensed consolidated                                   Pro forma              
                                                      6 months to               
                                                     30 September               
Rmillion                                                      2009              
1. Net financing costs                                                          
  Interest paid                                             (227)               
  Interest capitalized                                        66                
  Interest received                                           19                
(142)               
2. Tax                                                                          
  Normal                                                    (149)               
  Deferred                                                   (49)               
Secondary tax on companies                                 (16)               
                                                            (214)               
3. Headline earnings                                                            
  Profit attributable to shareholders                        462                
Less after tax effect of:                                                     
   Capital profit on disposal of land                         (2)               
   Capital profit on insurance claim                          (9)               
   Fixed assets and other disposals                            1                
452                
4. Trade and other payables                                                     
  Included in trade and other payables is the maize obligation                  
  (interest bearing) of R477 million.                                           
5. Capital expenditure commitments                                              
  Contracted                                                 395                
  Approved                                                   120                
                                                             515                
6. Operating lease commitments                                 44               
7. Guarantees and contingent liabilities                      145               
Notes                                                                           
(1) The Notes to the Financial Statements set out above comprises               
management account information for the 6 months from 1 April                 
   2009 to 30 September 2009, prepared in terms of IFRS.                        
(2) The table above sets out the unaudited pro forma comparative                
   Notes to the Financial Statements for the 6 months to 30                     
September 2009. This pro forma statement is the responsibility               
   of the Tongaat Hulett directors, who are satisfied with its                  
   quality, and has been prepared for comparative purposes only.                
(3) The reporting accountants` report from Deloitte & Touche on                 
this pro forma information is available for inspection at the                
   registered office of the company and forms part of the SENS                  
   announcement of results.                                                     
15 November 2010                                                                
Sponsor: Investec Bank Limited                                                  
Date: 15/11/2010 07:05:01 Produced by the JSE SENS Department.                  
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