| Fri 24 Dec 2010, 9:14 | | SKY - Sea Kay Holdings Limited - Condensed audited annual financial statements |
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SKY
SKY
SKY - Sea Kay Holdings Limited - Condensed audited annual financial statements
for the year ended 30 June 2010 and notice of annual general meeting
SEA KAY Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2006/004967/06)
JSE code: SKY
ISIN: ZAE000102380
("Sea Kay" or "the group")
CONDENSED AUDITED ANNUAL FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2010
AND NOTICE OF ANNUAL GENERAL MEETING
In accordance with the Listings Requirements of the JSE Limited, the directors
of Sea Kay hereby present the group`s audited annual financial results for the
year ended 30 June 2010.
AUDITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Audited Reviewed Audited
Year ended Year ended Year ended
30 June 2010 30 June 2010 30 June 2009
R`000 R`000 R`000
Revenue 647 375 647 375 841 389
Operating profit/(loss) (181 361) (60 131) 101 394
Investment revenue 7 928 7 928 8 922
Finance costs (42 857) (42 857) (52 578)
Profit /(Loss) before taxation (216 290) (95 060) 57 738
Taxation 10 404 10 404 (16 097)
Profit /(Loss) after taxation (205 886) 84 656 41 641
Allocated as follows:
Equity shareholders of Sea Kay (239 173) (117 943) 25 183
Minority interest 33 287 33 287 16 458
(205 886) (84 656) 41 641
Reconciliation of headline
earnings/(loss)
(Loss)/Earnings (239 173) (117 943) 25 183
Less: Profit on sale of
property, plant and equipment (327) (327) (521)
Add: Impairment of goodwill 90 422 - -
Headline earnings/(loss) (149 058) (118 270) 24 662
Weighted average number of
shares in issue (`000) 488 864 488 864 488 336
Earnings/(Loss) per share
(cents) (48,92) (24,13) 5,16
Headline earnings/(loss) per
share (cents) (30,49) (24,19) 5,05
AUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Audited Reviewed Audited
Year ended Year ended Year ended
30 June 2010 30 June 2010 30 June 2009
R`000 R`000 R`000
ASSETS
Non-current assets 201 972 292 414 328 418
Property, plant and equipment 111 460 111 460 123 628
Goodwill 90 417 180 859 202 167
Intangible assets 95 95 244
Deferred tax - - 2 379
Current assets 392 245 423 034 610 631
Inventories 11 995 13 754 20 117
Capital accounts to other
vendors 109 109 495
Other financial assets - 3 077 -
Trade and other receivables 249 489 278 519 364 406
Loans and receivables 1 913 1 913 1 915
Amounts due by customers 62 104 62 104 103 869
Cash and bank balances 66 635 66 635 119 829
Total assets 594 217 715 448 939 049
EQUITY AND LIABILITIES
Total equity 107 845 229 075 326 499
Issued capital 170 076 170 076 170 076
Retained earnings (106 376) 14 853 149 252
Minority interest 44 145 44 146 7 171
Non-current liabilities 140 981 49 223 81 581
Loans payable 32 535 32 535 29 067
Other financial liabilities 92 499 740 1 311
Finance lease 2 835 2 836 16 752
Deferred taxation 13 112 13 112 34 451
Current liabilities 345 391 437 150 530 969
Capital accounts from other
ventures 3 274 3 274 3 126
Trade and other payables 157 101 157 101 176 952
Other financial liabilities 120 442 212 201 252 057
Current tax payable 5 275 5 275 11 585
Short-term portion of loans
payable 170 170 1 734
Finance lease obligation 13 691 13 691 18 477
Excess billing over work
performed 33 689 33 689 62 917
Bank overdrafts 11 439 11 439 3 856
Lease smoothing liability 310 310 265
Total equity and liabilities 594 217 715 448 939 049
Net asset value per share
(cents) 22,06 46,86 66,79
Net tangible asset value per
share (cents) 3,57 9,84 25,43
Number of shares in issue at
year-end (`000) 488 864 488 864 488 864
AUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Audited Reviewed Audited
Year ended Year ended Year ended
30 June 2010 30 June 2010 30 June 2009
R`000 R`000 R`000
Balance at 1 July 326 499 326 499 275 629
Shares issued - - 16 977
Ordinary dividends - - (7 748)
Profit /(Loss) for the year (239 173) (117 943) 25 183
Minorities share in current
year profit 33 287 33 287 16 458
Adjustment of partial disposal
of subsidiary (12 768) (12 768) -
Balance at end of year 107 845 229 075 326 499
AUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW
Audited Reviewed Audited
Year ended Year ended Year ended
30 June 2010 30 June 2010 30 June 2009
R`000 R`000 R`000
Cash flows from operating
activities 19 484 19 484 10 836
Cash flows from investment
activities (2 042) (2 042) (40 822)
Cash flows from financing
activities (78 219) (78 219) 82 847
Total movement for the year (60 777) (60 777) 52 861
Cash and cash equivalents at
beginning of year 115 973 115 973 63 112
Cash and cash equivalents at
end of year 55 196 55 196 115 973
CONDENSED SEGMENTAL ANALYSIS
Building,
material
supply and
property Civil
development engineering Total
R`000 R`000 R`000
Revenue 160 794 486 581 647 375
Profit before tax (286 355) 70 065 (216 290)
Total assets 223 636 370 581 594 217
Total liabilities 293 741 192 631 486 372
Property, plant and equipment 35 397 76 063 111 460
Total current liabilities 170 434 174 957 345 391
NOTES
The following modifications were made to the reviewed results for the year,
which were released on SENS on 29 October 2010:
1. Impairment of goodwill
A decision was taken by the board to impair all remaining goodwill of the group
to the value of R90 420 000, having regard to the details disclosed as reflected
in the "going concern" paragraph.
2. Impairment of trade receivables
A decision was taken by the board to further impair trade receivables to the
value of R29 030 000, in the light of the uncertainties regarding the
recoverability of these trade receivables and the negotiations with Provincial
Government Western Cape Housing ("PGWC Housing") as disclosed in the "going
concern" paragraph.
3. Reclassification of other financial liabilities from current liabilities to
non-current liabilities to the value of R97 759 000. The adjustment relates to a
loan which was reclassified to non-current liabilities as a result of new
agreements signed in November 2010.
BASIS OF PREPARATION AND ACCOUNTING POLICIES
These audited results have been prepared in accordance with the framework
concepts and the recognition and measurement requirements of International
Financial Reporting Standards (IFRS), the Companies Act (Act 61 of 1973), as
amended, the presentation and disclosure requirements of International
Accounting Standards (IAS 34: Interim Financial Reporting), and the Listings
Requirements of the JSE Limited. The accounting policies and standards applied
in the preparation of these audited results comply with IFRS and are consistent
with those applied in the comparative year, except for statements, amendments
and interpretations that came into effect this year, which have no impact on Sea
Kay.
AUDIT OPINION
SAB&T Inc has issued a qualified audit opinion on the annual financial
statements for the year ended 30 June 2010. These financial statements have been
approved by the board and abridged for the purposes of this announcement. The
auditors have audited the abridged financial statements. Both the auditors`
opinion and the annual financial statements are available for inspection at the
company`s registered office as well as being posted on the company`s website.
The audit report contains the following opinion paragraph:
"We draw attention to the going concern paragraph contained in the directors`
report of the group consolidated financial statements.
"The group reported a headline loss attributable to the owners of the parent of
R149 057 150, and experienced significant pressures on liquidity during the
period under review, partially as a result of disputes with certain debtors and
financiers.
"The ability of the group to honour its commitments and provide adequate working
capital to sustain its operations are dependent on a combination of factors
including the successful outcome of negotiations, procuring additional funds and
/or refinancing certain operations as well as a return to profitability."
DIVIDENDS
The board has reviewed the current year`s results and has decided not to declare
a dividend. Cash generated by the group is to be invested in the continued
growth of Sea Kay`s activities.
STATEMENT OF GOING CONCERN
The directors embarked on a process to address the uncertainties identified by
management and alluded to in the auditors` audit opinion. This process
incorporates the review and restructuring of receivables and payables processes
to ensure that the group will be in a position to operate adequately and
includes a potential fundraising exercise where a potential initial funder has
been identified. The most significant factor to continue as a going concern is
that the directors procure funding for the ongoing operations of the company.
In this regard the settlement with the National Housing Finance Corporation
("NHFC") that was made an Order of Court on 6 December 2010 is an important
milestone for the group. The settlement effectively removed the liquidation
applications against both Sea Kay and Sea Kay Engineering Ser vices (Pty)
Limited and reopened the group`s ability to access normal credit lines. The
settlement involves initial payments to be made during January 2011 to the NHFC
totalling R44 million (plus a guarantee of R6 million) that will be issued in
favour of the NHFC and the repayment of R65 million over 60 months.
Negotiations with PGWC Housing in terms whereof an amount of R29,5 million will
be made available to be paid directly to the NHFC during January 2011 are at a
mature stage but still not confirmed prior to the issue of this announcement.
The balance of the initial payment to the NHFC should be achieved through the
Gauteng Department of Housing debtor, where adequate funds are available to
achieve this.
The need to refinance some creditors and provide for working capital remain high
priority but can be achieved through financial institutions such as the IDC or
DBSA.
The audited group annual financial statements have accordingly been prepared on
the going concern basis. The basis presumes that funds will be available to
finance future operations and that the realisation of assets and settlement of
liabilities, contingent operations and commitments will occur in the ordinary
course of business.
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the annual general meeting of shareholders of the
company will be held on Friday, 11 February 2011 at 10:00 in the boardroom at
the offices of Topfix Scaffolding, Corporate Business Park South, 146 Lechwe
Street, Midrand, to transact the business as stated in the notice of annual
general meeting forming par t of the company`s annual report.
Vereeniging
24 December 2010
Directors
L J Mahlangu* (Non-executive Chairman), P van der Schyf (Acting CEO),
BW Marais*, AV Green*
*Independent non-executive
Registered office and postal address
7 Patton Street, Duncanville, Vereeniging, 1939. PO Box 925, Meyerton, 1960.
Company secretary: H Boshoff
Transfer secretaries: Link Market Services South Africa (Proprietary) Limited
Auditors: SAB&T Incorporated, Registered Auditors, Chartered Accountants (SA)
Sponsor: Vunani Corporate Finance
Website: www.seakay.co.za
Date: 24/12/2010 09:14:01 Produced by the JSE SENS Department.
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