| Tue 1 Mar 2011, 14:45 | | SHF - Steinhoff International Holdings Limited - Unaudited interim results for |
|
SHF SHFF
SHF
SHF - Steinhoff International Holdings Limited - Unaudited interim results for
the six months ended 31 December 2010
Steinhoff International Holdings Limited
("Steinhoff" or "the company" or "the group")
Registration number: 1998/003951/06
(Incorporated in the Republic of South Africa)
JSE code: SHF ISIN code: ZAE000016176
Unaudited interim results for the six months ended 31 December 2010
Operating margin increases to 10.4% (1H10: 10.1%)
Headline earnings maintained at R1 630m (1H10: R1 554m) despite a 15% lower
ZAR translation rate
Net gearing ratio improves to 30% (FY10: 34%)
Net cash flow from operating activities: R1.4bn (1H10 R1.4bn) underpinned
quality of earnings
Condensed consolidated income statement
Notes Six months Six months % change Year ended
ended 31 ended 31 30 June
Dec 2010 Dec 2009 2010
Unaudited Unaudited Audited
Rm Rm Rm
Revenue 23 994 24 846 (3) 48 040
Operating profit 2 968 2 987 (1) 6 127
before
depreciation and
capital items
Depreciation (479) (476) (920)
Operating profit 2 489 2 511 (1) 5 207
before capital
items
Capital items 1 (1) (41) (63)
Earnings before 2 488 2 470 1 5 144
interest,
dividend income,
associate
earnings and
taxation
Net finance (454) (509) (953)
charges
Dividend income - - 7
Earnings before 2 034 1 961 4 4 198
associate
earnings and
taxation
Share of profit 24 21 36
of associate
companies
Profit before 2 058 1 982 4 4 234
taxation
Taxation (254) (248) (481)
Profit for the 1 804 1 734 4 3 753
period
Attributable to:
Owners of the 1 668 1 579 6 3 541
parent
Non-controlling 136 155 212
interests
Profit for the 1 804 1 734 4 3 753
period
Headline earnings 113.3 114.2 (1) 252.7
per ordinary
share (cents)
Fully diluted 108.6 111.9 (3) 242.6
headline earnings
per ordinary
share (cents)
Basic earnings 113.2 113.0 - 249.5
per ordinary
share (cents)
Fully diluted 108.5 110.8 (2) 239.7
earnings per
ordinary share
(cents)
Number of 1 470 1 402 5 1 408
ordinary shares
in issue (m)
Weighted average 1 439 1 361 6 1 387
number of
ordinary shares
in issue (m)
Earnings 2 1 628 1 537 6 3 460
attributable to
ordinary
shareholders (Rm)
Headline earnings 3 1 630 1 554 5 3 504
attributable to
ordinary
shareholders (Rm)
Average currency 9.4495 11.1500 (15) 10.5954
translation rate
(rand:euro)
The capitalisation share award on 6 December 2010, led to the restatement of
comparative per share numbers, none of which resulted in a deviation of more
than 2.0 cents.
Additional information
Six months Six months Year ended
ended 31 Dec ended 31 30 June
2010 Dec 2009 2010
Unaudited Unaudited Audited
Rm Rm Rm
Note 1: Capital items
(Loss)/profit on disposal of (2) 2 6
property, plant and equipment
Loss on scrapping of vehicle (3) (3) (6)
rental fleet
Profit/(loss) on sale of 2 (37) (36)
investments and associate
companies
Reversal of 2 (3) (27)
impairments/(impairments)
(1) (41) (63)
Note 2: Earnings attributable to ordinary
shareholders
Earnings attributable to owners 1 668 1 579 3 541
Dividend entitlement on non- (40) (42) (81)
redeemable cumulative preference
shares
1 628 1 537 3 460
Note 3: Headline earnings attributable to ordinary
shareholders
Earnings attributable to owners 1 668 1 579 3 541
Adjusted for:
Capital items (note 1) 1 41 63
Taxation effects of capital 1 (24) (19)
items
Dividend entitlement on non- (40) (42) (81)
redeemable cumulative preference
shares
1 630 1 554 3 504
Condensed consolidated statement of cash flows
Six months Six months Year ended
ended 31 Dec ended 31 30 June
2010 Dec 2009 2010
Unaudited Unaudited Audited
Rm Rm Rm
Cash generated before working 2 965 2 953 6 074
capital changes
Increase in inventories (792) (449) (241)
Increase in receivables (58) (532) (619)
(Decrease)/increase in payables (214) 73 484
Changes in working capital (1 064) (908) (376)
Cash generated from operations 1 901 2 045 5 698
Net finance costs (271) (474) (824)
Dividends paid (73) (80) (119)
Dividends received - - 7
Taxation paid (196) (123) (290)
Net cash inflow from operating 1 361 1 368 4 472
activities
Net cash outflow from investing (1 928) (811) (3 271)
activities
Net cash inflow/(outflow) from 964 (207) (218)
financing activities
Net increase in cash and cash 397 350 983
equivalents
Effects of exchange rate changes (257) (60) (598)
on cash and cash equivalents
Cash and cash equivalents at 5 121 4 736 4 736
beginning of period
Cash and cash equivalents at end 5 261 5 026 5 121
of period
Condensed consolidated statement of financial position
31 Dec 2010 31 Dec 2009 30 June
Unaudited Unaudited 2010
Rm Rm Audited
Rm
Assets
Non-current assets
Property, plant and equipment, 15 014 15 755 14 853
investment properties and
biological assets
Intangible assets and goodwill 16 939 18 625 17 675
Investments and loans 3 957 2 924 3 598
Investments in associate 924 924 920
companies
Deferred taxation assets 633 1 134 468
Other long-term assets 65 - 278
37 532 39 362 37 792
Current assets
Accounts receivable, short-term 10 083 9 289 9 748
loans and other current assets
Inventories 5 095 5 051 4 520
Cash and cash equivalents 5 261 5 026 5 121
20 439 19 366 19 389
Total assets 57 971 58 728 57 181
Equity and liabilities
Capital and reserves
Ordinary share capital and 23 963 23 608 23 323
reserves
Preference share capital 1 092 1 042 1 042
25 055 24 650 24 365
Non-controlling interests 2 662 2 942 2 696
Total equity 27 717 27 592 27 061
Non-current liabilities
Deferred taxation liabilities 2 634 3 053 2 392
Interest-bearing long-term 15 958 12 816 15 107
liabilities
Other long-term liabilities and 528 898 604
provisions
19 120 16 767 18 103
Current liabilities
Interest-bearing short-term 2 457 6 069 3 241
liabilities
Accounts payable, provisions and 8 677 8 300 8 776
other current liabilities
11 134 14 369 12 017
Total equity and liabilities 57 971 58 728 57 181
Net asset value per ordinary 1 631 1 684 1 657
share (cents)
Net gearing ratio (%) 30 36 34
Closing exchange rate 8.8843 10.6400 9.3781
(rand:euro)
Condensed consolidated statement of
comprehensive income
Six months Six months Year ended
ended 31 Dec ended 31 30 June
2010 Dec 2009 2010
Unaudited Unaudited Audited
Rm Rm Rm
Profit for the period 1 804 1 734 3 753
Other comprehensive
income/(loss)
Actuarial (loss)/gain on defined (1) 12 (24)
benefit plans
Exchange differences on (1 508) (149) (2 856)
translation of foreign
subsidiaries
Net value (loss)/gain on cash (9) 39 41
flow hedges
Deferred taxation 2 (18) 5
Other comprehensive loss for the (1 516) (116) (2 834)
period, net of taxation
Total comprehensive income for 288 1 618 919
the period
Total comprehensive income
attributable to:
Owners of the parent 294 1 517 1 095
Non-controlling interests (6) 101 (176)
Total comprehensive income for 288 1 618 919
the period
Condensed consolidated statement of changes in
equity
Six months Six months Year ended
ended 31 Dec ended 31 30 June
2010 Dec 2009 2010
Unaudited Unaudited Audited
Rm Rm Rm
Balance at beginning of the 27 061 24 924 24 924
period
Changes in ordinary share
capital and share premium
Capital distribution (1 178) (1 020) (1 020)
Net shares issued 996 1 830 2 134
Net utilisation of treasury 352 295 39
shares
(Loss)/profit on treasury share (22) - 52
transactions net of capital
gains taxation
Deferred taxation on issue of - 2 -
treasury shares
Changes in preference share
capital and share premium
Proceeds on sale of treasury 50 - -
shares
Changes in reserves
Total comprehensive income for 294 1 517 1 095
the period attributable to
owners of the parent
Equity portion of convertible 185 - -
bond issued net of deferred
taxation
Preference dividends (41) (51) (99)
Share-based payments 59 26 110
Other reserve movements (5) (12) (9)
Changes in non-controlling
interests
Total comprehensive (6) 101 (176)
(loss)/income for the period
attributable to non-controlling
interests
Dividends and capital (25) (24) (20)
distributions paid
Other transactions with non- (3) 4 31
controlling interests
Balance at end of the period 27 717 27 592 27 061
Comprising:
Ordinary share capital and share 5 071 4 825 4 923
premium
Preference share capital and 1 092 1 042 1 042
share premium
Distributable reserves 20 843 17 304 19 224
Actuarial gains reserve 4 18 5
Cash flow hedging and other fair (15) (11) (9)
value reserves
Convertible and redeemable bonds 538 353 353
reserve
Foreign currency translation (3 060) 680 (1 693)
reserve
Share-based payment reserve 593 450 534
Statutory reserves (11) (11) (14)
Non-controlling interests 2 662 2 942 2 696
27 717 27 592 27 061
Segmental analysis
Six months ended Six months % change Year ended
31 Dec 2010 ended 31 Dec 30 June
Unaudited Rm 2009 2010
Unaudited Audited
Rm Rm
Revenue
Retail
activities
- Household 9 356 10 099 (7) 20 532
goods and
building
supplies
- Automotive 6 607 5 796 14 11 490
Manufacturing 10 960 12 649 (13) 22 096
and sourcing of
household goods
and related raw
materials
Logistics 3 398 3 024 12 6 125
services
Corporate
services
- Brand 167 179 (7) 376
management
- Investment 173 133 30 350
participation
- Central 143 146 (2) 153
treasury,
properties and
other activities
30 804 32 026 (4) 61 122
Intersegment (6 810) (7 180) (13 082)
revenue
eliminations
23 994 24 846 (3) 48 040
Operating profit
before capital
items
Retail
activities
- Household 625 598 5 1 294
goods and
building
supplies
- Automotive 154 122 26 331
Manufacturing 1 079 1 176 (8) 2 395
and sourcing of
household goods
and related raw
materials
Logistics 422 384 10 702
services
Corporate
services
- Brand 167 179 (7) 376
management
- Investment 173 133 30 350
participation
- Central 196 160 23 395
treasury,
properties and
other activities
2 816 2 752 2 5 843
Intersegment (327) (241) (636)
profit
eliminations
2 489 2 511 (1) 5 207
31 Dec % 31 Dec 2009 % 30 June %
2010 Unaudited 2010
Unaudited Rm Audited
Rm Rm
Total assets
Retail
activities
- Household 19 221 39 21 743 41 18 479 37
goods and
building
supplies
- Automotive 2 928 6 2 305 4 2 777 5
Manufacturing 12 333 25 14 327 27 13 654 28
and sourcing of
household goods
and related raw
materials
Logistics 7 522 15 7 607 15 7 277 15
services
Corporate
services
- Brand 3 834 8 3 458 7 3 826 8
management
- Investment 2 566 5 2 395 5 2 370 5
participation
- Central 1 114 2 545 1 859 2
treasury,
properties and
other activities
49 518 100 52 380 100 49 242 100
Reconciliation of total assets per statement
of financial
position to total assets per segmental
analysis
31 Dec 2010 31 Dec 2009 30 June
Unaudited Unaudited 2010
Rm Rm Audited
Rm
Total assets per statement of 57 971 58 728 57 181
financial position
Less: Cash and cash equivalents (5 261) (5 026) (5 121)
Less: Investments in associate (924) (924) (920)
companies
Less: Investment in preference shares (257) (229) (242)
Less: Interest-bearing investments (2 011) (169) (1 656)
and loans
Total assets per segmental analysis 49 518 52 380 49 242
Geographical information
Six months % Six months % Year ended %
ended 31 Dec ended 31 30 June
2010 Dec 2009 2010
Unaudited Unaudited Audited
Rm Rm Rm
Revenue
Continental 7 803 33 9 065 37 16 785 35
Europe
Pacific Rim 1 241 5 1 455 6 2 631 5
Southern 11 753 49 10 504 42 20 651 43
Africa
United 3 197 13 3 822 15 7 973 17
Kingdom
23 994 100 24 846 100 48 040 100
31 Dec 2010 % 31 Dec 2009 % 30 June %
Unaudited Unaudited 2010
Rm Rm Audited
Rm
Non-current
assets
Continental 19 460 52 22 199 56 19 939 53
Europe
Pacific Rim 1 412 4 1 375 4 1 357 4
Southern 11 296 30 10 810 27 10 750 28
Africa
United 5 364 14 4 978 13 5 746 15
Kingdom
37 532 100 39 362 100 37 792 100
Review of results
As markets around the world emerge from the recession, we are delighted to
report pleasing results that have been supported by our mass market value-
orientated positioning.
Revenue per geographical region
49% Southern Africa
33% Continental Europe
5% Pacific Rim
13% United Kingdom
Revenue per segment
30% Retail: Household goods
21% Retail: Automotive
36% Manufacturing and sourcing
11% Logistics services
2% Corporate services
Total assets
39% Retail: Household goods
6% Retail: Automotive
25% Manufacturing and sourcing
15% Logistics services
15% Corporate services
Operational review: Steinhoff Europe
The success of the vertically integrated business model in Europe increased
operating margins further in both the retail and manufacturing and sourcing
segments. Economies of scale and increased cost advantages continue to support
the effectiveness of our supply chain and service levels to both our internal
and external customer base.
Retail activities: Household goods
United Kingdom
The trading conditions in the UK, especially in relation to big ticket
discretionary consumer goods, remained difficult throughout the first half of
this financial year. In the furniture retail business, the closure of
underperforming Reid stores in Ireland towards the end of the previous
financial year has resulted in an expected decrease in sales for the UK retail
division. However, store closures and a decreased overheads structure led to
improved margins. In addition, the demand for a focused high-volume product
range, produced by our dedicated upholstery factory in Wales, is further
increasing productivity and trading densities.
The UK retail division, particularly within the bed retail fascias, is in a
retail store expansion phase. The enlarged retail footprint, supported by
advertising and marketing initiatives, is expected to result in market share
gains.
Continental Europe
Supported by a resilient and growing demand in the discount segment, the
retail businesses in continental Europe delivered another set of commendable
results. The store roll-out plan continues and average turnover targets for
the new stores are being met ahead of budget. An increase in turnover and
stable overheads resulted in improved margins. Gross and operating margins
were supported by an appropriate product range and product mix which were
optimised in the new, larger store format. More encouragingly higher trading
densities are being achieved throughout this division mainly as a result of
the benefits of the now completed store format integration.
Our various retail joint ventures had mixed results. While good growth was
achieved within the studio concept stores, consumer confidence in eastern
Europe varied, affecting our results in these countries.
Pacific Rim
We have seen a notable improvement in sales and margins in Freedom Australia
during the second quarter due to successful ranges and better product
purchasing. Snooze and BayLeatherRepublic delivered strong performances for
the period.
Manufacturing and sourcing
United Kingdom
The manufacturing division in the UK has performed well during the period
under review and profitability is well ahead of the prior year. The dedicated
Harveys upholstery factory is performing at efficient levels benefiting both
the retail and manufacturing businesses. Relyon and Pritex both performed well
with good revenue growth in Pritex and substantial cost reductions in Relyon.
Continental Europe
We experienced mixed results within our European manufacturing division. Our
eastern European division`s turnover was slightly down against that of the
comparative period. This is mainly as a result of increased competition from
Asian imports on high-volume product. Contrary to the experience of the
eastern European mass market upholstery division, our German manufacturing
operations and dedicated trading businesses, as well as wholesale activities
in the Benelux countries, have all reported good results for the six months
under review.
International sourcing
The Steinhoff International sourcing division continues to show encouraging
growth. A low overhead structure increased margins during the period under
review. Importantly, this division reported minimal product quality issues and
improved service levels to our group operations. This division continues to be
one of the good performers and is set to benefit further from the economies of
scale that an enlarged European retail footprint will bring to this division.
Operational review: Steinhoff Africa
The Southern African business increased revenues by 11.9% due to a strong
performance from the logistics and automotive service divisions. While the
domestic consumer market is showing signs of recovery, trading conditions
remained challenging specifically for those businesses that are exposed to the
building and construction industry which remain subdued.
Retail activities: Building supplies
Steinbuild has reported improved results for the period and the overhead
structure has been realigned for a market that is not expected to recover in
the short term.
Retail activities: Automotive
The automotive retail industry has seen marked improvement in new vehicle
volumes and experienced some pressure in the used car market. Turnover
improved by 14%, while operating margin increased 26%, reflecting the
division`s loyal brand strategy and penetration in the higher margin value
segment of the market. Margins improved to 2.3% (1H10: 2.1%) as a result of
increased sales.
Manufacturing and sourcing
The building industry again recorded real negative growth to the end of the
2010 calendar year. The integrated timber businesses of PG Bison performed
satisfactory for the period under review despite prolonged competition from
imports on the back of the strong rand. The division`s value added strategy
improved margins with turnover slightly up from that of the previous period.
Exports into Africa remain a focus area for this division, with sales showing
good growth.
The foam division continued to show encouraging growth. It increased sales and
margins through its differentiation and product innovation strategy. The
textile division is benefiting from the DesleeClama joint venture, and the
newly introduced innovative product range is proving successful in a
competitive marketplace.
Logistics services
This division delivered good results. The freight and logistics division has
seen a solid increase in revenue and has increased margins through disciplined
cost control. The fuel and chemical division reported strong growth on the
back of increased refined product volumes imported. Sugar and agriculture
volumes decreased as a result of the drought affecting the sugarcane crop
supply. The passenger division reported good results with increased turnover
and margin in a competitive environment.
Financial review
We are delighted to report another pleasing set of results as the global
economic recovery gathers momentum.
Pro forma constant currency review
The average rand exchange rate strengthened by 15% against the euro, from
R11.15:EUR1 in the comparative period to R9.45:EUR1 for the six months ended
31 December 2010. On a pro forma constant currency basis (which restates the
current results using the same average conversion rate as for the previous
period) group revenues would have been up by 5% (reported down 3%), HEPS would
have been up by 14% (reported down 1%) and EPS would have been up 15%
(reported constant).
Revenue
Gross revenue and volumes increased during the period under review.
With the group`s reporting currency (rand) strengthening by 15% during the
period against the euro, and 51% of the group`s revenue earned in currencies
other than the rand, the real growth within the group`s underlying businesses
is not apparent when translated into and evaluated in rand.
Group turnover in our African operations increased by 11.9% to R11 753m, while
non-African turnover, as measured in euro, increased to EUR1 295m (1H10: EUR1
285m).
Operating margin
Operating margin increased to 10.4% (1H10: 10.1%). The group`s focus on
optimising the supply chain and maximising intra-group business drove
operating margin improvement. The group`s hedging policies and bulk raw
material purchases in the previous period provided some protection from the
increased input costs and dollar strength in the current period.
Net finance charges
Net finance charges decreased by 11% to R454m (1H10: R509m), reflecting the
low interest rate environment prevailing throughout the period under review
and sound cash and working capital management throughout our global
activities.
Taxation
The taxation rate of 12.3% was in line with that of the comparative period
(1H10: 12.5%) and management anticipates, in relation to the existing
operations, that the average group taxation rate should not exceed 15% of pre-
taxation income in the foreseeable future.
Assets
The group`s total assets, as at 31 December 2010, amounted to R57 971m (FY10:
R57 181m), while net asset value per share decreased by 2% to 1 631 cents per
share (FY10: 1 657 cents per share). The majority of the group`s assets are
situated in Europe. These assets were converted at a closing rate of
R8.88:EUR1 compared with R9.38: EUR1 at 30 June 2010 (a 5% strengthening).
Working capital
In line with the cyclical trading conditions, particularly the integrated
household goods businesses in Europe, working capital increased by R1.1bn
(1H10: R0.9bn). The month of December is renowned in the household goods
industry for high stock levels, particularly within the manufacturing and
retail businesses as they prepare for the peak sales period in January. In
addition, the group intentionally increased stock in the run-up to the
important January trading period to mitigate any disruptive effects of the
severe winter weather conditions experienced in the previous year and which
were indeed repeated this year.
The group insures its debtors and its exposure to other retailers in which
Steinhoff has a financial interest, either as a result of participating
investments, studio/retail concepts development or other expansion projects.
Debt
The group remains well capitalised. At 31 December 2010, the group had net
interest-bearing debt of R8.4bn (FY10: R9.2bn) resulting in a net gearing
ratio of 30% (FY10: 34%).
The group maintains an appropriate long-term debt maturity profile. All
material facilities with maturities falling within the current calendar year
were refinanced.
At 31 December 2010, the group had R5.3bn (FY10: R5.1bn) cash and cash
equivalents and confirmed unutilised borrowing facilities of R10.2bn (FY10:
R7.2bn) without taking into account acquisition facilities referred to under
Corporate activity.
Cash flow
The group`s net cash flow generated from operations amounted to R1.9bn, in
line with the comparative period (1H10: R2.0bn). Cash generation is determined
after taking into account a net increase in working capital of R1.1bn (1H10:
R0.9bn).
The group`s cash flow from operating activities was maintained at R1.4bn which
underscores the quality of earnings and management`s priority to continue
delivering profitable growth.
Corporate activity
- In September 2010, Steinhoff issued its third convertible bond to raise an
amount of EUR390m, before expenses. At launch, this bond related to 139.3m
underlying ZAR ordinary shares in Steinhoff at a reference price from launch
to closing, of 1 908 cents per share to be issued at an initial conversion
price of 2 575.8 cents per share, being an initial conversion premium of 35%
above the reference price. It is redeemable at a redemption premium of 107.51%
of the principal amount, resulting in an effective conversion price of 2 769.2
cents per share (a premium of 45.1% to the reference price). The proceeds of
the bond were utilised for general corporate purposes of the group including
extending and diversifying the debt maturity profile and to provide financial
flexibility for strategic initiatives.
- On 25 January 2011, Steinhoff reached an agreement with PPR to acquire
99.98% of the entire issued share capital of Conforama for a cash
consideration of EUR1.2bn. Conforama will give Steinhoff immediate access and
scale in the EUR9.3bn (FY 2009) French furniture retail market. In addition,
Conforama`s presence in continental Europe (Switzerland, Portugal, Spain,
Italy and Croatia) will be highly complementary to Steinhoff`s existing retail
geographic footprint, and its established global supply chain. In addition,
Steinhoff`s core retail expertise resides in its premium value-orientated
proposition similar to that of Conforama, and as such the combined business
will benefit from the complementary product offering, customer profile,
marketing efforts and supply chain expertise. The purchase consideration is to
be funded by a combination of available cash resources, acquisition debt
facilities and equity that will include the issue of up to 137m reserved
ordinary shares. In addition, Steinhoff will procure that Conforama refunds
PPR`s working capital facility on closing. The transaction is subject to
obtaining the appropriate authorisation of the competition authorities and
Steinhoff shareholders, in a general meeting, approving the resolutions
necessary to effect the transaction. A notice convening a general meeting and
circular was posted to shareholders on 24 February 2011. The general meeting
to be held on 11 March 2011 will require shareholders to consider and approve
the transaction. As previously communicated Steinhoff has secured the support
of holders of 53% of its ordinary shares for this transaction.
Distribution of Steinhoff
It is the group`s policy to declare distributions once a year after its
financial year-end 30 June.
Outlook
Our strategy of building quality businesses of scale and profitability with
significant integration capability continues. As the global economic recovery
gathers pace, our global businesses are well positioned to maintain our growth
in a sustainable and profitable way.
The acquisition of Conforama is expected to be completed in the coming weeks.
The proposed acquisition represents a great advance towards the completion of
our mass-market retail footprint in continental Europe, and in addition will
accelerate growth within the existing supply chain.
Notwithstanding the acquisition of Conforama, we remain dedicated to our
traditional long-term strategic partners and customers in Europe. The European
household goods market remains very fragmented and consolidation within our
market space will continue. We are confident that our European businesses, in
leveraging our network of relationships, customers and strategic partners, are
optimally positioned to benefit most from the growth and consolidation
expected in our industry in the medium term.
In Africa, we will continue to evaluate and explore opportunities that could
further benefit our strong positioning in the integrated logistics, retail and
raw material businesses.
Rand strength will continue to impact the group`s rand reported earnings if
the growth in euro profits does not outperform the effect of the change in the
average rand translation rate.
Capital markets have further improved and the group`s focus on sustained sound
credit metrics will continue to protect the financial flexibility and optimise
the group`s capital structure and cost of capital.
While our interim results are satisfying, we are excited about the future of
our company. Our business is well positioned to continue to deliver
sustainable profits. We continue to investigate opportunities to extract
maximum value from the business we have been building over the past forty
years.
On behalf of the board of directors
Len Konar Markus Jooste
Independent chairman Chief executive officer
1 March 2011
Additional notes
1. Corporate governance
Steinhoff has embraced the recommendations of the King Reports on Corporate
Governance and strives to provide integrated reports to shareholders that are
timely, accurate, consistent and informative.
2. Social responsibility
Steinhoff continues to be recognised for its corporate social investment
activities. The group remains committed to the related initiatives and is
conscious of the needs in this regard.
3. Human resources
A constructive working relationship is maintained with the relevant
stakeholders. Ongoing skills and equity activities continue to ensure
compliance with current legislation.
The group continued with initiatives that contribute to broader skills
development and the sourcing of appropriately qualified staff on an ongoing
basis.
4. Related-party transactions
The company entered into various related-party transactions. These
transactions are no less favourable than those arranged with third parties.
5. Changes in directorate
Effective 10 December 2010, Paul van der Bosch was appointed executive
director to the Steinhoff International Holdings Limited`s board of directors.
Paul replaced Ian Topping who retired from the board on the same date.
6. Further events
No significant events, other than those referred to within the Corporate
activity section of this report, have occurred in the period between the
reporting date and the date of this report.
Any reference to future financial performance included in this announcement
has not been reviewed or reported on by the group`s auditors.
For more detail on the group`s listed investment, shareholders are referred to
the results and/or corporate announcements and financial information of:
KAP International Holdings Limited - 1 March 2011
www.kapinternational.com
Selected explanatory notes
Statement of compliance
The consolidated interim financial information for the six months ended 31
December 2010, has been prepared in accordance with International Financial
Reporting Standards (IFRS), the AC 500 standards as issued by the Accounting
Practices Board, the interpretations adopted by the International Accounting
Standards Board (IASB), the listing requirements of the JSE, and the
requirements of the South African Companies Act. This set of condensed interim
financial statements are presented in compliance with IAS 34 - Interim
Financial Reporting and should be read in conjunction with the annual
financial statements for the year ended 30 June 2010.
Basis of preparation
The condensed interim financial statements are prepared in millions of South
African rand (Rm) on the historical-cost basis, except for certain assets and
liabilities which are carried at amortised cost, and derivative financial
instruments and biological assets which are stated at their fair value.
Accounting policies
The accounting policies adopted in the preparation of the condensed interim
financial information are consistent with those of the annual financial
statements for the year ended 30 June 2010. For a full list of standards and
interpretations which have been adopted we refer you to the 30 June 2010
annual financial statements. During the period under review, the group adopted
all the IFRS and interpretations being effective and deemed applicable to the
group. None of these standards and interpretations had a material impact on
the results.
Steinhoff Investment Holdings Limited
("Steinhoff Investment") Registration number: 1954/001893/06
(Incorporated in the Republic of South Africa)
JSE code: SHFF ISIN code: ZAE000068367
Declaration of dividend number 11 to preference shareholders
Preference shareholders are referred to the above results of Steinhoff for a
full appreciation of the consolidated results and financial position of
Steinhoff Investment.
The board of Steinhoff Investment has resolved to declare a dividend of 362
cents per preference share in respect of the period from 1 July 2010 up to and
including 31 December 2010 (the dividend period), payable on Monday, 18 April
2011, to those preference shareholders recorded in the books of the company at
the close of business on Friday, 15 April 2011. This dividend has been
determined on the basis of 75% of the prime bank overdraft lending rate of
Absa Bank Limited prevailing over the dividend period, applied to the nominal
value plus premium (of R100.00 per preference share, in the aggregate).
The dividend is payable in the currency of South Africa.
2011
Last date to trade cum dividend Friday, 8 April
Shares trade ex dividend Monday, 11 April
Record date Friday, 15 April
Payment date Monday, 18 April
Share certificates may not be dematerialised or rematerialised between Monday,
11 April 2011 and Friday,
15 April 2011, both days inclusive.
On Monday, 18 April 2011, the preference dividend will be electronically
transferred to the bank accounts of preference shareholders. Preference
shareholders who have dematerialised their shares will have their accounts
credited on Monday, 18 April 2011.
Taxation amendments
We refer to previous communications regarding the introduction of dividends
tax.
As mentioned in the 2011 Budget Speech on 23 February 2011, dividends tax
should come into operation with effect from 1 April 2012.
Given the above, preference shareholders are advised that the board is
considering the impact of the legislative amendments on the cumulative non-
redeemable non-participating preference shares.
A further announcement in this regard will be made once the impact has been
finally assessed.
On behalf of the board of directors
Len Konar Piet Ferreira
Independent chairman Executive director
1 March 2011
Administration
Steinhoff International Holdings Limited
("Steinhoff" or "the company" or "the group")
Registration number: 1998/003951/06
(Incorporated in the Republic of South Africa)
JSE share code: SHF ISIN code: ZAE000016176
Notice of registered office and postal address: 28 Sixth Street, Wynberg,
Sandton 2090,
PO Box 1955, Bramley, 2018; Republic of South Africa
Tel: +27 (11) 445 3000 Fax: +27 (11) 445 3094
Directors: D Konar+ (chairman), MJ Jooste (chief executive officer),
SF Booysen+; DC Brink+, YZ Cuba+, CE Daun*+, HJK Ferreira, SJ Grobler, JF
Mouton+, FJ Nel, FA Sonn+,
BE Steinhoff*, PDJ Van den Bosch#, DM van der Merwe
Alternate directors: JNS du Plessis, KJ Grove, A Kruger-Steinhoff*, AB la
Grange
(# Belgian * German non-executive + independent)
Company secretary: SJ Grobler
Auditors: Deloitte & Touche
Sponsor: PSG Capital (Proprietary) Limited
Transfer secretaries: Computershare Investor Services (Proprietary) Limited,
70 Marshall Street, Johannesburg, 2001
Date: 01/03/2011 14:45:00 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
