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Mon 15 Aug 2011, 7:05 MVG/MVGP - Mvelaphanda Group Limited - Reviewed year end results for 30 June
MVG   MVGP
MVG                                                                             
MVG/MVGP - Mvelaphanda Group Limited - Reviewed year end results for 30 June    
2011                                                                            
MVELAPHANDA GROUP LIMITED                                                       
(Incorporated in the Republic of South Africa)                                  
Registration number 1995/004153/06                                              
Ordinary share code: MVG                                                        
Preference share code: MVGP                                                     
Ordinary share ISIN: ZAE000060737                                               
Preference share ISIN: ZAE000073540                                             
("Mvela Group", "the Company" or "the Group")                                   
Reviewed year end results for 30 June 2011                                      
- Major progress with value unlocking strategy                                  
- R1 892 million in Life Healthcare shares distributed to shareholders          
- R834 million in Mvelaserve shares distributed to shareholders                 
- R609 million debt repayment                                                   
SUMMARISED GROUP STATEMENT OF FINANCIAL POSITION                                
                                              Reviewed      Audited             
                                              30 June       30 June             
R`000                                          2011          2010               
Assets                                                                          
Non-current assets                              2 298 006     3 354 514         
Property, plant and equipment                    1 252         389 492          
Intangible assets                               -              834 554          
Investment in associates                         635 385       674 098          
Strategic investments                           1 661 369     1 438 664         
Deferred taxation                               -              17 706           
Current assets                                   468 140      3 995 498         
Strategic investments                          -              2 626 286         
Other investments                                355 069     -                  
Other current assets                             24 786        843 069          
Cash and cash equivalents                        88 285        526 143          
Assets in disposal group held for sale         -             5 045              
Total assets                                    2 766 146     7 355 057         
Equity and liabilities                                                          
Capital and reserves                            2 357 323     4 894 283         
Owners of the parent                            2 160 241     4 725 023         
Minority shareholders                            197 082       169 260          
Non-current liabilities                          382 524      1 552 174         
Interest-bearing liabilities                     333 078      1 279 535         
Financial liability                             -              36 900           
Deferred taxation                                49 446        235 739          
Current liabilities                              26 299        908 600          
Interest-bearing liabilities                    -              78 699           
Non-interest-bearing liabilities                -              20 712           
Bank overdraft                                   24 366      -                  
Other current liabilities                        1 933          809 189         
Total equity and liabilities                    2 766 146     7 355 057         
Net number of ordinary shares in issue (000)     529 139       407 139          
Diluted net number of ordinary shares in         529 139       465 484          
issue (000)#                                                                    
Net asset value per ordinary share (cents)     409           1 015,1            
Net tangible asset value per ordinary share    409           832,0              
(cents)                                                                         
# Remaining number of preferences shares in issue as at 30 June 2011 was 265 362
shares. A dilutive effect was not calculated for this year. Prior year was      
calculated on the basis that all preference shares will be converted into       
ordinary shares after November 2009 and November 2010 respectively .            
SUMMARISED GROUP STATEMENT OF CHANGES IN EQUITY                                 
                                              Reviewed      Audited             
30 June       30 June             
R`000                                          2011          2010               
Balance at the beginning of the year            4 894 283     4 017 544         
(Disposal)/acquisition of subsidiaries         (12 422)         779             
Cost of BEE transaction                          15 501        16 175           
Issued BEE share                                  151         -                 
Total comprehensive (loss)/income for the      (69 039)        891 492          
year                                                                            
Dividends/distributions                        (2 471 151)   (31 707)           
Balance at the end of the year                  2 357 323     4 894 283         
SUMMARISED GROUP STATEMENT OF COMPREHENSIVE INCOME                              
                                    Reviewed                Audited             
30 June       %         30 June             
R`000                                2011          change    2010               
Continuing operations                                                           
(Loss)/profit from operations        (39 837)      (1 347)     3 195            
(Loss)/profit from operations pre-   (25 596)                  3 195            
exceptional items                                                               
Exceptional items                    (14 241)                 -                 
Net interest expense                 (24 464)                (47 234)           
Interest income                        15 482                  20 470           
Interest expense                     (39 946)                (67 704)           
Share of loss from associates        (7 942)                 (28 593)           
Dividend income                        72 256                  170 014          
Net fair value adjustments and       (229 505)     (157)       407 622          
(loss)/profit from investments                                                  
Cost of BEE transaction              (15 501)                (16 175)           
(Loss)/profit before taxation from   (244 993)     (151)       488 829          
continuing operations                                                           
Taxation charge                        140 250                 226 153          
Normal and capital gains (current    145 921                   230 510          
and deferred) taxation                                                          
Secondary tax on companies           (5 671)                 (4 357)            
(Loss)/profit after taxation from    (104 743)                 714 982          
continuing operations                                                           
Discontinued operations                                                         
Revenue                               1 886 411    (55)       4 199 259         
Profit from operations                 70 655      (79)        323 850          
Profit from operations pre-            140 933                 323 850          
exceptional items                                                               
Exceptional items                    (70 278)                 -                 
Net interest expense                 (20 537)                (60 631)           
Interest income                        10 529                  14 958           
Interest expense                     (31 066)                (75 589)           
Share of profit from associates        3 522                   6 076            
Net fair value adjustments and         3 149        216      (2 726)            
profit/(loss) from investments                                                  
Profit before taxation from            56 789                  266 569          
discontinued                                                                    
Taxation charge                      (21 085)                (90 059)           
Normal and capital gains (current    (20 984)                (87 823)           
and deferred) taxation                                                          
Secondary tax on companies           ( 101)                  (2 236)            
                                                                                
Profit after taxation from             35 704      (80)        176 510          
discontinued operations                                                         
Total comprehensive (loss)/income    (69 039)      (108)       891 492          
for the year                                                                    
Total comprehensive (loss)/income                                               
attributable to:                                                                
Owners of the parent                 (124 471)                 865 781          
Other shareholders                     55 432                  25 711           
- Preference shareholders              14 790                  30 008           
- Minority shareholders                40 642                (4 297)            
(69 039)                  891 492           
Weighted average net number of         491 217                 406 962          
ordinary shares in issue (000)                                                  
Diluted weighted average net number    491 217                 465 307          
of ordinary shares in issue (000)#                                              
(Loss)/earnings per ordinary share   (26,0)                  212,7              
(cents)                                                                         
(Loss)/earnings per ordinary share   (32,0)        (119)     171,0              
from continuing operations (cents)                                              
(Loss)/earnings per ordinary share   6,0           (86)      41,7               
from discontinued operations                                                    
(cents)                                                                         
Headline earnings per ordinary       43,0                    238,5              
share (cents)                                                                   
Headline earnings per ordinary       36,0          (82)      196,9              
share from continuing operations                                                
(cents)                                                                         
Headline earnings per ordinary       7,0           (84)      41,6               
share from discontinued operations                                              
(cents)                                                                         
Diluted (loss)/earnings per          (26,0)                  192,5              
ordinary share (cents)                                                          
Diluted (loss)/earnings per          (32,0)        (121)     156,0              
ordinary share from continuing                                                  
operations (cents)                                                              
Diluted (loss)/earnings per          6,0           (84)      36,5               
ordinary share from discontinued                                                
operations (cents)                                                              
Diluted headline earnings per        43,0                    215,0              
ordinary share (cents)                                                          
Diluted headline earnings per        36,0          (80)      178,6              
ordinary share from continuing                                                  
operations (cents)                                                              
Diluted headline earnings per        7,0           (81)      36,4               
ordinary share from discontinued                                                
operations (cents)                                                              
Dividends per preference share        30,0                    54,2              
(cents)                                                                         
Interim                               30,0                    27,1              
Final                                 -                       27,1              
#Remaining number of preferences shares in issue as at 30 June 2011 was 265 362 
shares. A dilutive effect was not calculated for this year. Prior year was      
calculated on the basis that all preference shares will be converted into       
ordinary shares after November 2009 and November 2010 respectively.             
RECONCILIATION BETWEEN (LOSS)/PROFIT ATTRIBUTABLE TO OWNERS OF THE PARENT AND   
HEADLINE PROFIT ATTRIBUTABLE TO OWNERS OF THE PARENT                            
                                               Reviewed     Audited             
                                               30 June      30 June             
R`000                                           2011         2010               
(Loss)/profit attributable to owners of the     (124 471)      865 784          
parent                                                                          
Loss on disposal of subsidiaries and              283 557      42 516           
investments                                                                     
Impairment to investment in associate             50 337       68 627           
Profit on sale of property, plant and           (1 415)      ( 517)             
equipment                                                                       
Tax effect                                         396       (5 781)            
Headline profit attributable to owners of the   208 404        970 629          
parent                                                                          
SUMMARISED GROUP STATEMENT OF CASH FLOWS                                        
Reviewed     Audited             
                                               30 June      30 June             
R`000                                           2011         2010               
Profit from operations                            30 818       327 045          
Non-cash items                                    43 739       108 197          
Working capital                                 (95 762)     (6 993)            
Cash (utilised)/generated from operations       (21 205)       428 249          
Net interest paid                               (25 424)     (74 050)           
Investment income                                 74 301       174 122          
Normal taxation paid                            (14 565)     (70 730)           
Cash available from operating activities          13 107       457 591          
before the payment of capital gains tax                                         
Capital gains tax paid                          (46 833)     ( 791)             
Cash (utilised)/available from operating        (33 726)       456 800          
activities                                                                      
Cash effects of investing activities              196 021      114 484          
Cash effects of financing activities            (609 729)    (484 685)          
Preference dividends paid                       (14 790)     (30 008)           
Net movement in cash and cash equivalents       (462 224)      56 591           
Cash and cash equivalents at the beginning of     526 143      469 552          
the year                                                                        
Cash and cash equivalents at the end of the       63 919       526 143          
year                                                                            
SEGMENTAL INFORMATION                                                           
Reviewed     Audited             
                                               30 June      30 June             
R`000                                           2011         2010               
NET ASSETS                                                                      
Consumer services                               996 342       3 982 268         
Financial services                                826 689      572 429          
Infrastructure and construction                   83 646       130 550          
Telecoms, media and technology                    450 646      209 036          
2 357 323    4 894 283          
REVENUE                                                                         
Revenue from discontinued operations             1 886 411    4 199 259         
                                                1 886 411    4 199 259          
TOTAL COMPREHENSIVE (LOSS)/INCOME FOR YEAR                                      
Consumer services                               (260 502)    866 901            
Financial services                                254 259    (6 928)            
Infrastructure and Construction.                (46 905)     (15 588)           
Telecoms, Media and Technology                  (36 094)     (113 228)          
Cost of BEE transaction                         (15 501)     (16 175)           
Profit after taxation from discontinued           35 704       176 510          
operations                                                                      
(69 039)       891 492           
Mikki Xayiya, Chairman, commented: "Mvela Group has made significant progress   
with its value-unlocking strategy with the successful unbundling of its 14,24%  
indirect interest in Life Healthcare and the listing and subsequent unbundling  
of Mvelaserve. Mvela Group will continue to focus on realising value for its    
shareholders."                                                                  
COMMENTARY                                                                      
Introduction                                                                    
Mvela Group reported at the time of release of interim results the significant  
progress made on its value unlocking strategy with the unbundling of its        
investments in Life Healthcare Limited ("Life Healthcare") and Mvelaserve       
Limited ("Mvelaserve") to shareholders. Since then, Mvela Group continues to    
explore avenues to unlock value in the most efficient way for shareholders.     
FINANCIAL REVIEW                                                                
Financial performance                                                           
The results for the year ended 30 June 2011 include revenue of R1 886 million   
from Mvelaserve for five months prior to it`s unbundling on 6 December 2010     
compared to R4 199 million for the full 12 months the previous year.  Operating 
profit for the year amounted to R115 million which excludes R85 million of      
exceptional items incurred for the listing and unbundling of Mvelaserve and the 
unbundling of Life Healthcare to shareholders.                                  
Net interest expense for the year decreased to R45 million from R108 million the
previous year mainly as a result of settling non-current liabilities during the 
year.                                                                           
Mvela Group received dividend income of R72 million (2010: R170 million) during 
the year, of which, R57 million was received from Life Healthcare.              
Net fair value adjustments and profit and loss from investments amounted to a   
net loss of R230 million against a gain of R408 million the previous year which 
comprises a net gain from fair value adjustments on investments of R197 million 
(2010: R609 million), an unbundling fair value adjustment loss of R284 million, 
and R143 million (2010: R201 million) in net realised loss from disposal of     
investments. The net fair value adjustment of investments of R197 million       
includes R237 million fair value gain from the Group`s indirect investment in   
Absa Group Limited ("Absa") offset by R72 million fair value loss from the      
Group`s investment in Group Five Limited ("Group Five").                        
The net loss from associates amounted to R4 million against a loss of R23       
million the previous year. The Group`s interest in Avusa Limited ("Avusa")      
contributed R8 million of the aforementioned R4 million loss, being the Group`s 
share of Avusa`s comprehensive income for the year ended 31 March 2011 of R42   
million (2010: R40 million) offset by an impairment on the Group`s investment in
Avusa of R50 million (2010: R69 million).                                       
Costs relating to the portion of the 124 425 055 redeemable option-holding      
shares ("BEE shares") that are amortised to the statement of comprehensive      
income in accordance with AC503, Accounting for black economic empowerment (BEE)
transactions, have vested in full with the final cost of R16 million amortised  
during the year.                                                                
Tax credit of R119 million (2010: R136 million) was charged to the statement of 
comprehensive income during the year of which R144 million relates to the over  
provision of deferred tax provided for in respect of the Group`s indirect       
investment in Absa, R47 million capital gains tax ("CGT") incurred from the sale
of Life Healthcare shares and secondary tax on companies ("STC") of R6 million. 
Dividends paid to ordinary shareholders of R2 456 million results mainly from   
the unbundling of Life Healthcare and Mvelaserve. As the unbundling transactions
qualified for roll-over relief as set out in section 46 of the Income tax Act 58
of 1962, no STC was payable by the Company.                                     
Financial position                                                              
The investment in associates comprise mostly of the Group`s investment in Avusa 
amounting to R635 million (2010: R674 million) after equity accounting for the  
Group`s share in Avusa`s comprehensive income of R42 million (2010: R40 million)
less an impairment in the amount of R50 million (2010: R69 million).            
Investments decreased to R2 016 million at 30 June 2011 from R4 065 million the 
previous year, mainly attributable to the Life Healthcare unbundling of R1 892  
million. As part of the unbundling of Life Healthcare and Mvelaserve, the Group 
received shares to the value of R270 million in lieu of its 35 765 285 Mvela    
Group treasury shares held. Investments with a carrying value of R631 million   
were disposed of during the year, which includes the Health Strategic           
Investments Limited shares received on unbundling. The proceeds received from   
disposal of investments were mostly used to settle the Group`s interest-bearing 
liabilities.                                                                    
The Group`s net cash position decreased to R64 million, including a R24 million 
overdraft at 30 June 2011, from R526 million at 30 June 2010 mainly from the    
unbundling of Mvelaserve and from the reduction of interest-bearing liabilities.
Total interest-bearing liabilities at 30 June 2011 decreased to R333 million    
from R1 358 million at 30 June 2010 mainly attributable to repayments of R609   
million and R435 million debt being disposed of via the Mvelaserve unbundling.  
Capital structure                                                               
The issued ordinary share capital of the Company increased by 121 999 596 shares
to 565 473 650 ordinary shares following the conversion of 53 995 906 preference
shares as mentioned below. The ordinary shares held as treasury shares remained 
unchanged at 35 765 285 shares.                                                 
The issued preference shares decreased to 265 362 convertible perpetual         
cumulative preference shares following the conversion of the 53 995 906         
preference shares. The conversion price of the convertible perpetual cumulative 
preference shares was changed on 23 August 2010 to R4,50 from R9,30 following   
the distribution of Life Healthcare to ordinary shareholders. Preference        
shareholders had until 4 November 2010 to convert and the remaining 265 362     
convertible perpetual cumulative preference shares have now become perpetual    
preference shares at a dividend rate of 80% of the ruling prime overdraft rate, 
redeemable at the instance of the issuer. The preference shareholders earned    
dividends at a rate of 5,5% per annum up to 4 November 2010 and at 80% of the   
ruling prime overdraft rate from 5 November 2010 until 30 June 2011.            
BEE shareholders were not able to participate in the unbundling of Life         
Healthcare or Mvelaserve. As compensation, and to enhance and secure Mvela      
Group`s BEE shareholding credentials, additional BEE shares were created and    
allotted, increasing the issued number of BEE shares to 276 223 624 at 30 June  
2011 from 124 425 056 at 30 June 2010. Similarly, the minimum strike price of   
R17,50 was adjusted to R9,18 per Mvela Group ordinary share.                    
Intrinsic net asset value                                                       
The Group`s intrinsic net asset value per share decreased to R3,65 from R11,36  
at 30 June 2010 mainly due to the unbundling of Life Healthcare and Mvelaserve. 
The intrinsic net asset value per ordinary share net of capital gains tax and   
debt is set out in the table below:                                             
             30 June 2011                           30 June 2010                
             Intrinsic          Intrinsic           Intrinsic                   
gross              net       Per       net        Per              
             asset              asset     share     asset      share            
             value                                                              
             (after     Debt    value     (1) (3)   value      (2) (3)          
CGT)                                                               
             Rm         Rm      Rm        R         Rm         R                
Absa Group    1 053      -       1 053     1,99      913        1,96            
Life          270        -       270       0,51      2 542      5,46            
Healthcare                                                                      
Avusa         635        (333)   302       0,57      (345)      (0,74)          
Group Five    82         -       82        0,15      174        0,37            
Mvelaserve    99         -       99        0,18      1 723      3,70            
Vox Telecom   48         -       48        0,09      (215)      (0,46)          
Other         26         -       26        0,04      25         0,05            
investments                                                                     
Net cash      64         -       64        0,12      476        1,02            
Total         2 277      (333)   1 944     3,65      5 293      11,36           
1) Based on total net number of ordinary shares in issue on 30 June 2011 of 529 
million ordinary shares.                                                        
2) Based on the fully diluted net number of 465 million ordinary shares, on the 
assumption that all the preference shares are converted into ordinary shares.   
3) BEE shares issued in June 2007 and December 2010 have not been taken into    
account in calculating the intrinsic net asset value per ordinary share as the  
minimum option strike price of R9,18 (2010: R17,50) is greater than the current 
Mvela Group ordinary share price.                                               
4) The intrinsic net asset value is unaudited and un-reviewed.                  
Based on Mvela Group`s ordinary share price listed on the JSE of R3,28 on 30    
June 2011, the ordinary shares were trading at a discount of 11% to the Group`s 
intrinsic net asset value per ordinary share of R3,65 at that date.             
INVESTMENT REVIEW                                                               
Absa                                                                            
The Absa intrinsic net asset value of R1,99 per Mvela Group share was based on  
the Absa share price of R134,81 per share at 30 June 2011 compared to R1,96 per 
Mvela Group share which was based on an Absa share price of R121,49 per share at
30 June 2010. The Group`s investment in Absa comprises 54% of the Group`s       
intrinsic net asset value at 30 June 2011.                                      
Avusa                                                                           
The Group`s interest of 26 474 000 ordinary shares in Avusa was diluted to 22%  
at 30 June 2011 from 25,5% at 30 June 2010following an issue of ordinary shares 
by Avusa as part settlement for an acquisition during the period under review.  
Based on a closing price at 30 June 2011 of R24 (2010: R19,10), the intrinsic   
net asset value amounted to R0,57 per Mvela Group share compared to a negative  
R0,74 per Mvela Group share at 30 June 2010. The aforementioned improvement was 
mainly as a result of a R518 million repayment of debt. Mvela Group`s 22%       
investment in Avusa comprises 15% of Mvela Group`s intrinsic net asset value at 
30 June 2011.                                                                   
Group Five                                                                      
Mvela Group`s interest in Group Five is valued using an option-pricing model.   
Based on a share price of R29,90 at 30 June 2011 (2010: R34,50), the intrinsic  
net asset value amounted to R0,15 per Mvela Group share compared to an intrinsic
net asset value of R0,37 per Mvela Group share at 30 June 2010. Mvela Group`s   
12,7% investment in Group Five comprises 4% of the Group`s intrinsic net asset  
value at 30 June 2011.                                                          
Life Healthcare                                                                 
Life Healthcare, which was listed in the previous financial year, was unbundled 
to shareholders on 20 August 2010 via shares in a newly listed subsidiary,      
Health Strategic Investments ("Health"). Each Health share represented one Life 
Healthcare share and was unbundled to shareholders in a ratio of 33,455 Health  
shares for every 100 Mvela Group ordinary shares held, resulting in Mvela Group,
through its 35 765 285 treasury shares held by a subsidiary, receiving 11 964   
686 Health ordinary shares. Health unbundled its Life Healthcare shares to its  
shareholders on 17 December 2010 in a ratio of 1:1.                             
Apart from the above, Mvela Group owned a direct interest of 44 305 618 shares  
in Life Healthcare of which 9 920 338 were sold pursuant to the overallotment   
after the listing of Life Healthcare. A further 16 935 377 Life Healthcare      
shares were sold during the year bringing the Group`s interest in Life          
Healthcare to 17 449 903 or 1,67%.                                              
The Life Healthcare share price at 30 June 2011 amounted to R17,59 per share    
which translated to a net intrinsic value of R0,51 per Mvela Group share        
compared to R5,46 per Mvela Group share at 30 June 2010. The decrease was mainly
due to the unbundling effect of R4,72 per Life Healthcare share, partially      
offset against the increase in the Life Healthcare share price from R13,50 to   
R17,59 per share. Life Healthcare comprises 14% of Mvela Group`s intrinsic net  
asset value at 30 June 2011.                                                    
Mvelaserve                                                                      
Mvelaserve was listed on the JSE on 29 November 2010 after which the Group      
unbundled its total interest to shareholders on 6 December 2010. As part of the 
unbundling, the Group received 8 953 481 Mvelaserve shares in lieu of its       
holding of 35 765 285 Mvela Group treasury shares.                              
The share price of Mvelaserve on the JSE at 30 June 2011 was R12,00 which       
translates to R0,18 per Mvela Group ordinary share at 30 June 2011 compared to  
R3,70 per Mvela Group share at 30 June 2010. Mvelaserve comprises 5% of the     
Group`s intrinsic net asset value at 30 June 2011.                              
Vox Telecoms Limited ("Vox Telecom")                                            
The intrinsic net asset value of Mvela Group`s 12% investment Vox Telecoms      
amounts to R0,09 per Mvela Group share based on the closing price of R0,35 per  
Mvela Group share at 30 June 2011 compared to a negative R0,46 per Mvela Group  
share at 30 June 2010. The aforementioned improvement was mainly as a result of 
a R256 million redemption in debt.                                              
Changes to board of directors                                                   
Ms Cuba resigned as chief executive officer (CEO) with effect from 31 December  
2010. In view of the Group`s unbundling strategy, the JSE approved that the     
position of CEO remain vacant for a period of 18 months from 30 March 2011.     
Accounting policies and international financial reporting standards             
The reviewed condensed consolidated financial statements for the year ended 30  
June 2011 have been prepared in accordance with International Financial         
Reporting Standards (IFRS) including IAS 34, AC500 standards as issued by the   
Accounting Practices Board or its successor, the JSE Listings Requirements, and 
in the manner required by the Companies Act of South Africa. The accounting     
policies adopted are consistent with the accounting policies applied in the     
audited annual financial statements for the previous year ended 30 June 2010,   
except as disclosed below.                                                      
The reviewed financial results for the year ended 30 June 2011 was compiled     
under the supervision of Mr E Roth, the chief financial officer.                
Changes in accounting policy and disclosures                                    
Business combinations involving entities under common control                   
In accordance with IAS 8 Accounting Policies, Estimates and Errors, management  
referred to IFRS 3 Business Combination and accordingly adopted the acquisition 
method as the Group`s accounting policy for the treatment of business           
combinations under common control. The Group has applied the new policy         
prospectively, with the result that no adjustments were necessary to any of the 
amounts previously recognised in the financial statements.                      
Exceptional items                                                               
Exceptional items are those which have been determined by the directors as being
material by their size, incidence or nature and are therefore required to be    
disclosed separately to enable full understanding of the Group`s financial      
performance.                                                                    
Unbundling of subsidiaries                                                      
On 20 August 2010, the Group unbundled and distributed its 53,33% interest in   
Health, the vehicle holding the Group`s 14,25% indirect interest in Life        
Healthcare, to its ordinary shareholders. The fair value unbundled/distributed  
amounted to R1 892 million.                                                     
As part of the Group`s unbundling process, the Group disposed of its 75%        
interest in the share capital of Zonke Monitoring Systems (Proprietary) Limited 
to Mvelaserve on 29 October 2010. The Fair value of its net assets disposed of  
was R81 million for which the Group received additional shares in Mvelaserve.   
On 6 December 2010, the Group unbundled its 100% interest in Mvelaserve. The    
fair value unbundled/distributed amounted to R834 million.                      
The assets and liabilities unbundled/distributed are as follows:                
R`000                                      Mvelaserve      Health               
Property, plant and equipment              394 724         -                    
Trademarks and other intangibles           135 974         -                    
Investment in associates                   9 745           -                    
Strategic investments                      20 692          1 892 236            
Deferred taxation assets                   14 847          13 234               
Inventory                                  44 589          -                    
Trade and other receivables                915 670         -                    
Net cash and cash equivalents              188 368         -                    
Total assets                               1 724 609       1 905 470            
Trade and other payables                   803 936         -                    
Non-current interest bearing liabilities   285 760         -                    
Current asset finance                      75 489          -                    
Non-current asset finance                  107 754         -                    
Taxation                                   37 835          -                    
Total liabilities                          1 310 774       -                    
Net assets disposed                        413 835         1 905 470            
Minority interest                          (12 422)        -                    
Goodwill                                   680 873         22 500               
Fair value adjustment                      (247 823)       (35 734)             
Dividend/distribution                      834 463         1 892 236            
Events subsequent to the reporting date                                         
On 1 July 2011, Mvela Group has irrevocably committed to vote in favour of an   
offer to acquire the entire share capital of Vox Telecom by Business Venture    
Investments No 1542, a special purpose vehicle held by Metier Trustees          
(Proprietary) Limited and Investec Bank Limited. The terms of the irrevocable   
undertaking, Mvela Group has elected to receive a cash consideration of         
approximately R61,9 million in respect to its 137,5 million Vox Telecom shares  
held at 30 June 2011.                                                           
As part of the Group`s strategy to realise value for its shareholders, the Group
entered into a collar option transaction with a financial institution in July   
2011. The collar option entered into is in respect of 7 million Life Healthcare 
shares. The deemed value of the collar option is R122 million, based on the     
market price per Life Healthcare share of R17,43 on 30 June 2011.               
REVIEW OPINION                                                                  
These results have been reviewed by Mvela Group`s auditors PKF (Jhb) Inc.,      
Registered Auditors. Their unqualified review opinion is available for          
inspection at the Company`s registered office.                                  
Dividend                                                                        
Ordinary shares                                                                 
The directors of Mvela Group have resolved not to declare a dividend for the    
year ended 30 June 2011 following the decision to realise value for shareholders
and preserve cash for the realisation and unbundling process.                   
Preference shares                                                               
On 11 April 2010, preference shareholders received 30,03288 cents per preference
share or R14 790 000.                                                           
RESTRUCTURING                                                                   
The Mvela Group board will continue with its unbundling strategy with a key     
focus on unlocking value for shareholders and generating a satisfactory return  
on capital for shareholders over time.                                          
M S M Xayiya                                                                    
Executive Chairman                                                              
11 August 2011                                                                  
Executive Directors: MSM Xayiya (Executive Chairman), GE Roth (Chief Financial  
Officer)                                                                        
Non-executive Directors:  KD Dlamini*, BD Hopkins*#, OA Mabandla* (*Independent 
#lead independent)                                                              
Registered Office:  1st Floor, 30 Melrose Boulevard, Melrose Arch, 2076.        
Telephone: 27 11 684-2652   Telefax: 27 11 684-2656                             
Sponsor:  Deutsche Securities (SA) (Proprietary) Limited                        
Transfer Secretaries:  Computershare Investor Services (Proprietary) Limited, 70
Marshall Street, Johannesburg, 2001                                             
A copy of these results is available on the Mvelaphanda Group website at:       
www.mvelagroup.co.za                                                            
Johannesburg                                                                    
15 August 2011                                                                  
Sponsor                                                                         
Deutsche Securities (SA) (Proprietary) Limited                                  
Date: 15/08/2011 07:05:01 Produced by the JSE SENS Department.                  
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