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Wed 28 Sep 2011, 14:10 EXL - Excellerate Holdings Limited - Reviewed consolidated results for the year
EXL
EXL                                                                             
EXL - Excellerate Holdings Limited - Reviewed consolidated results for the year 
ended 30 June 2011                                                              
EXCELLERATE HOLDINGS LIMITED                                                    
Registration number 1997/009884/06                                              
JSE code: EXL ISIN: ZAE000026092                                                
(Incorporated in the Republic of South Africa)                                  
("Excellerate" and "the Group")                                                 
Reviewed consolidated results for the year ended 30 June 2011                   
Independently reviewed in terms of the requirements of the Companies Act.       
HIGHLIGHTS                                                                      
- Revenue increases by 46,1% to R792,1 million                                  
- Profit for the year up by 75,0% to R40,6 million                              
- Earnings per share rise by 48,1% while headline earnings per share up by 60,2%
- Operating cash flows before dividends of R39,4 million - 97,0% of profits     
after taxation                                                                  
- Acquisition of JHI concluded - pleasing performance in line with expectations 
- Further implementation of strategy - Goldenmarc disposal                      
- Resumption of dividend                                                        
PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME            
for the year ended 30 June                                                      
                                                Reviewed     Restated           
                                                2011         2010               
                                                R`000        R`000              
Continuing operations                                                           
Revenue                                          792 052      542 129           
Cost of sales                                    (541 536)    (369 836)         
Gross profit                                     250 516      172 293           
Operating expenditure                            (176 883)    (117 927)         
Profit before interest and taxation              73 633       54 366            
Finance income                                   7 366        976               
Finance costs                                    (22 319)     (7 125)           
Profit before taxation                           58 680       48 217            
Taxation                                         (16 540)     (16 803)          
Profit for the year from continuing operations   42 140       31 414            
Discontinued operations                          (1 560)      (8 246)           
Operating profits/(losses) for the year net of   1 969        (7 625)           
taxation                                                                        
Loss on sale of businesses net of taxation       (3 529)      (621)             
Profit for the year                              40 580       23 168            
Other comprehensive income:                                                     
Foreign currency translation difference          (23)         -                 
Total comprehensive income for the year          40 557       23 168            
Profit for the year attributable to:                                            
Equity holders of the parent                     34 240       22 964            
Non-controlling interest                         6 340        204               
                                                40 580       23 168             
Total comprehensive income for the year                                         
attributable to:                                                                
Equity holders of the parent                     34 217       22 964            
Non-controlling interest                         6 340        204               
                                                40 557       23 168             
Shares in issue                                                                 
Shares in issue (`000)                           218 706      217 864           
Weighted average (`000)                          218 203      217 701           
Fully diluted weighted average (`000)            221 997      221 016           
Total operations                                                                
Earnings per share (cents)                       15,7         10,6              
Headline earnings per share (cents)              17,3         10,8              
Diluted earnings per share (cents)               15,4         10,4              
Diluted headline earnings per share (cents)      17,0         10,6              
Continuing operations                                                           
Earnings per share (cents)                       16,4         14,3              
Headline earnings per share (cents)              16,5         14,4              
Diluted earnings per share (cents)               16,1         14,1              
Diluted headline earnings per share (cents)      16,2         14,2              
Discontinuing operations                                                        
Earnings per share (cents)                       (0,7)        (3,7)             
Headline earnings per share (cents)              0,8          (3,6)             
Diluted earnings per share (cents)               (0,7)        (3,7)             
Diluted headline earnings per share (cents)      0,8          (3,6)             
PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION              
at 30 June                                                                      
                                                Reviewed     Restated           
                                                2011         2010               
                                                R`000        R`000              
ASSETS                                                                          
Non-current assets                                                              
Property, plant and equipment                    82 103       74 672            
Goodwill                                         202 499      103 816           
Intangible assets                                22 789       6 823             
Investment in associate                          232          500               
Interest bearing receivables                     3 761        2 222             
Vendor loans for sale of businesses              29 041       131               
Deferred taxation                                5 859        6 438             
                                                346 284      194 602            
Current assets                                                                  
Inventories                                      50 667       86 345            
Trade and other receivables                      143 428      136 739           
Interest bearing receivables                     4 660        2 604             
Available for sale assets                        15 536       -                 
Vendor loans for sale of businesses              37 163       4 462             
Amount owing by joint venture partners           7 436        11 478            
Taxation receivable                              6 560        8 031             
Other financial assets                           -            79                
Cash and cash equivalents                        24 958       31 188            
290 408      280 926            
Total assets                                     636 692      475 528           
EQUITY AND LIABILITIES                                                          
Share capital                                    2 188        2 179             
Share premium                                    64 950       64 939            
Foreign currency translation reserve             (23)         -                 
Share-based payment reserve                      1 298        1 602             
Retained earnings                                184 395      149 851           
Equity attributable to equity holders of the     252 808      218 571           
parent                                                                          
Non-controlling interest                         5 807        779               
Total equity                                     258 615      219 350           
Non-current liabilities                                                         
Deferred taxation                                8 287        6 930             
Interest bearing debt                            115 182      20 897            
                                                123 469      27 827             
Current liabilities                                                             
Trade and other payables                         194 534      182 096           
Amounts owing to joint venture partners          10 098       8 868             
Vendors for acquisitions                         5 586        7 820             
Taxation payable                                 3 900        16 887            
Interest bearing debt                            40 273       12 401            
Other financial liabilities                      70           132               
Shareholders for dividend                        147          147               
254 608      228 351            
Total equity and liabilities                     636 692      475 528           
Net asset value per share (cents)                115,6        100,3             
Net tangible asset value per share (cents)       12,6         51,9              
The following adjustments to profit                                             
attributable to ordinary shareholders were                                      
taken into account in the calculation of                                        
headline earnings:                                                              
Attributable to ordinary shareholders            34 240       22 964            
- impairment of intangibles                      -            152               
- loss on disposal of business/subsidiary        3 529        621               
- net loss/(profit) on sale of property, plant   53           (331)             
and equipment                                                                   
- taxation effects of adjustments                (15)         93                
Headline earnings                                37 807       23 499            
PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS                      
for the year ended 30 June                                                      
                                                Reviewed     Restated           
                                                2011         2010               
                                                R`000        R`000              
Cash inflows from operating activities           38 745       44 880            
Cash generated by operations                     81 076       68 368            
Finance income                                   7 460        2 626             
Finance costs                                    (22 255)     (9 260)           
Dividends paid                                   (652)        (6 315)           
Taxation paid                                    (26 884)     (10 539)          
Cash outflows from investing activities          (140 092)    (36 935)          
Additions to property, plant and equipment                                      
- to expand                                      (15 976)     (16 946)          
- to maintain                                    (9 511)      (4 629)           
Additions to intangible assets - to expand       (4 520)      (2 718)           
Proceeds on disposal of property, plant and      2 097        2 282             
equipment                                                                       
Acquisition of businesses, net of cash acquired  (97 300)     (14 475)          
Proceeds on disposal of business, net of cash    374          825               
disposed of                                                                     
Increase in amounts owing by joint venture       (1 071)      (3 936)           
partners                                                                        
Increase/(decrease) in amounts owing by joint    (218)        6 238             
venture partners                                                                
Increase in amounts owing to joint venture       1 420        99                
partners                                                                        
Decrease in amounts owing to joint venture       (190)        (3 729)           
partners                                                                        
Loan (provided to)/repaid by associate company   (15 197)     54                
Cash inflows from financing activities           95 117       1 398             
Interest bearing debt raised                     131 292      15 031            
Interest bearing debt repaid                     (32 027)     (10 863)          
Shares repurchased                               -            (10)              
Increase in interest bearing receivables         (4 168)      (3 028)           
Sale of treasury shares                          20           268               
Net (decrease)/increase in cash and cash         (6 230)      9 343             
equivalents                                                                     
Cash and cash equivalents at beginning of year   31 188       21 845            
Cash and cash equivalents at end of year         24 958       31 188            
PROVISIONAL CONDENSED GROUP SEGMENTAL REPORTS                                   
for the year ended 30 June                                                      
                                      Procurement                               
                            Property  and                                       
                            services  Logistics    Corporate  Total             
R`000     R`000        R`000      R`000             
2011                                                                            
Total revenue per            435 369   550 662      9 707      995 738          
reportable segment                                                              
Elimination of inter-        (4 911)   (42 712)     (9 707)    (57 330)         
segmental revenue                                                               
Revenue from external        430 458   507 950      -          938 408          
customers                                                                       
Joint venture management                            1 738      1 738            
fees not included for                                                           
financial reporting                                                             
purposes                                                                        
430 458   507 950      1 738      940 146           
Discontinued operations      (5 726)   (142 368)               (148 094)        
Consolidated revenue -       424 732   365 582      1 738      792 052          
continuing operations                                                           
Profit/(loss) before         51 247    34 061       (11 675)   73 633           
interest and taxation from                                                      
continuing operations                                                           
Discontinued operations      (2 638)   (242)                   (2 880)          
Profit/(loss) before         48 609    33 819       (11 675)   70 753           
interest and taxation for                                                       
total operations                                                                
Depreciation expense         8 076     7 876        164        16 116           
Amortisation expense         713       1 029        552        2 294            
Finance income               6 367     2 508        3 466      12 341           
Finance costs                (12 266)  (4 995)      (9 654)    (26 915)         
Net finance income/(costs)   (5 899)   (2 487)      (6 188)    (14 574)         
Profit/(loss) before tax     45 374    31 170       (17 864)   58 680           
from continuing operations                                                      
Discontinued operations      (2 664)   163                     (2 501)          
Profit/(loss) before tax     42 710    31 333       (17 864)   56 179           
from total operations                                                           
Segment assets               401 919   277 412      (42 639)   636 692          
Segment liabilities          (235 297) (57 668)     (85 112)   (378 077)        
Segment equity               (166 622) (219 744)    127 751    (258 615)        
Cash flow from operating     45 047    7 435        (13 737)   38 745           
activities                                                                      
Cash flow from investing     (105 535) (18 340)     (16 217)   (140 092)        
activities                                                                      
Cash flow from financing     61 105    15 169       18 843     95 117           
activities                                                                      
                                                                                
                                                                                
2010                                                                            
Total revenue per            234 114   505 672      9 926      749 712          
reportable segment                                                              
Elimination of inter-        (480)     (39 510)     (9 926)    (49 916)         
segmental revenue                                                               
Revenue from external        233 634   466 162      -          699 796          
customers                                                                       
Joint venture management                            1 036      1 036            
fees not included for                                                           
financial reporting                                                             
purposes                                                                        
                            233 634   466 162      1 036      700 832           
Discontinued operations      (14 643)  (144 060)               (158 703)        
Consolidated revenue -       218 991   322 102      1 036      542 129          
continuing operations                                                           
Profit/(loss) before         23 028    36 776       (5 438)    54 366           
interest and taxation from                                                      
continuing operations                                                           
Discontinued operations      -         (8 615)                 (8 615)          
Profit/(loss) before         23 028    28 161       (5 438)    45 751           
interest and taxation for                                                       
total operations                                                                
Depreciation expense         7 530     7 152        255        14 937           
Amortisation expense         100       102          1 036      1 238            
Finance income               2 225     2 593        5 352      10 170           
Finance costs                (4 271)   (4 677)      (8 350)    (17 298)         
Net finance income/(costs)   (2 046)   (2 084)      (2 998)    (7 128)          
Profit/(loss) before tax     26 396    30 257       (8 436)    48 217           
from continuing operations                                                      
Discontinued operations      (5 528)   (3 579)                 (9 107)          
Profit/(loss) before tax     20 868    26 678       (8 436)    39 110           
from total operations                                                           
Segment assets               279 701   318 588      (122 761)  475 528          
Segment liabilities          (142 583) (120 855)    7 260      (256 178)        
Segment equity               (137 118) (197 733)    115 501    (219 350)        
Cash flow from operating     24 841    39 826       (19 787)   44 880           
activities                                                                      
Cash flow from investing     (8 277)   (18 622)     (10 036)   (36 935)         
activities                                                                      
Cash flow from financing     (9 084)   (11 643)     22 125     1 398            
activities                                                                      
                                                   2011       2010              
                                                   R`000      R`000             
1 Finance income                                                                
Total finance income per reportable segment         12 341     10 170           
Elimination of inter-segment finance income         (4 507)    (7 571)          
Consolidated finance income                         7 834      2 599            
Less: discontinuing operations                      (468)      (1 623)          
Consolidated finance income from continuing         7 366      976              
operations                                                                      
                                                                                
2 Finance costs                                                                 
Total finance cost per reportable segment           (26 915)   (17 298)         
Elimination of inter-segment finance income         (4 507)    (7 571)          
Consolidated finance cost                           (22 408)   (9 727)          
Less: discontinuing operations                      89         2 602            
Consolidated finance costs from continuing          (22 319)   (7 125)          
operations                                                                      
PROVISIONAL CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY               
                                                Share-       Foreign            
based        currency           
                         Share       Share      payment      translation        
                         capital     premium    reserve      reserve            
                         R`000       R`000      R`000                           
Balance at 30 June 2009   2 173       64 687     1 733                          
Total comprehensive                                                             
income for the year                                                             
Profit for the year                                                             
Transaction with                                                                
owners, recorded                                                                
directly into equity                                                            
Movement in share-based                          (131)                          
payment reserve                                                                 
Sale of treasury shares   6           262                                       
Repurchase of shares      *           (10)                                      
Repurchase of non-                                                              
controlling interest of                                                         
subsidiary                                                                      
Dividends paid                                                                  
Balance at 30 June 2010   2 179       64 939     1 602                          
Total comprehensive                                           (23)              
income for the year                                                             
Profit for the year                                                             
Foreign currency                                              (23)              
translation reserve                                                             
Transaction with                                                                
owners, recorded                                                                
directly into equity                                                            
Non-controlling                                                                 
interest acquired                                                               
Non-controlling                                                                 
interest repurchased                                                            
Movement in share-based                          (304)                          
payment reserve                                                                 
Sale of treasury shares   9           11                                        
Dividends paid                                                                  
Balance at 30 June 2011   2 188       64 950     1 298        (23)              
                                   Attributable                                 
                                   to equity    Non-                            
                         Retained  holders      controlling                     
earnings  of parent    interest      Total             
                         R`000     R`000        R`000         R`000             
Balance at 30 June 2009   133 929   202 522      985           203 507          
Total comprehensive                                                             
income for the year                                                             
Profit for the year       22 964    22 964       204           23 168           
Transaction with                                                                
owners, recorded                                                                
directly into equity                                                            
Movement in share-based   131       -                          -                
payment reserve                                                                 
Sale of treasury shares             268                        268              
Repurchase of shares                (10)                       (10)             
Repurchase of non-        (828)     (828)        (372)         (1 200)          
controlling interest of                                                         
subsidiary                                                                      
Dividends paid            (6 345)   (6 345)      (38)          (6 383)          
Balance at 30 June 2010   149 851   218 571      779           219 350          
Total comprehensive       34 240    34 217       6 340         40 557           
income for the year                                                             
Profit for the year       34 240    34 240       6 340         40 580           
Foreign currency                    (23)                       (23)             
translation reserve                                                             
Transaction with                                                                
owners, recorded                                                                
directly into equity                                                            
Non-controlling                                  912           912              
interest acquired                                                               
Non-controlling                                  (1 572)       (1 572)          
interest repurchased                                                            
Movement in share-based   304       -                          -                
payment reserve                                                                 
Sale of treasury shares             20                         20               
Dividends paid                      -            (652)         (652)            
Balance at 30 June 2011   184 395   252 808      5 807         258 615          
* Less than R500                                                                
SIGNIFICANT EARNINGS GROWTH BACKED BY STRONG OPERATING CASH PERFORMANCE         
Excellerate resumes dividends                                                   
Review of the year                                                              
The Excellerate Board is pleased to report a strong performance by the Group for
the year ended 30 June 2011, reflecting substantial growth and sustained        
profitability supported by strong operating cash flow performance. In light of  
this performance and the Group`s ongoing robust cash flows, the Board has       
resumed the payment of dividends, and has declared a dividend of 4 cents per    
share.                                                                          
Whilst the continued slow recovery in the South African economy affected the    
performance of some of the underlying operations within the Group, management   
has continued to focus on the addition of quality revenue, the streamlining and 
rationalisation of existing operations, and aggressive working capital          
management to achieve healthy operating profits and strong cash flow generation.
In line with the implementation of its stated strategy, the Group formally      
restructured operations into a Property Services Segment and a Procurement and  
Logistics Segment. The acquisition of a majority shareholding in leading        
property services group JHI (with effect from 1 October 2010) was a critical    
step in this process, along with the disposal of general merchandise trading    
operation, Goldenmarc (with effect from 30 June 2011). The Group will continue  
to assess the compatibility of existing assets with its strategic objectives,   
and will continue to seek further value enhancing acquisitions within the       
Property Services Segment and the Procurement and Logistics Segment.            
The Group remains both operationally and financially sound and is well placed to
improve performance in the year ahead.                                          
Financial overview                                                              
Group revenue for the year from continuing operations increased by 46,1% to     
R792,1 million (2010: R542,1 million). The increase was attributable to the     
inclusion of revenue from JHI, as well as organic growth in other business      
units. Profit before interest, and taxation for continuing operations increased 
by 35,3% to R73,6 million (2010: R54,4 million). Net finance costs increased by 
R8,8 million to R15,0 million primarily due to finance costs related to the     
acquisition of JHI. The combination of the above resulted in an increase in     
operating profit before taxation attributable to continuing operations of 21,8% 
to R58,7 million (2010: R48,2 million). Net cash finance costs also increased by
R8,2 million to R14,8 million (2010: R6,6 million). Notwithstanding the         
increased finance costs, the Group maintains an interest cover of 4,9 times     
(2010: 8,8 times), and a cash interest cover of 5,5 times (2010: 10,4 times)    
thereby indicating that the Group has capacity to take on further debt to fund  
acquisitions.                                                                   
Discontinued operations contributed a net loss after taxation of R1,6 million   
(2010: R8,3 million).                                                           
Earnings per share increased by 48,1% to 15,7 cents (2010: 10,6 cents). Diluted 
earnings per share increased by 48,1% to 15,4 cents (2010: 10,4 cents).         
Headline earnings per share increased by 60,2% to 17,3 cents (2010: 10,8 cents).
Diluted headline earnings per share increased by 60,4% to 17,0 cents (2010: 10,6
cents).                                                                         
Once again, cash generation has been a highlight of the Group`s results, with   
cash generated by operations within the business units increasing by 18,6% to   
R81,1 million (2010: R68,4 million).                                            
Cash flows from operating activities after net finance costs and taxation paid  
but before dividends paid fell by 23,1% to R39,4 million (2010: R51,2 million), 
reflecting an increase in net cash finance charges of R8,2 million, and an      
increase in cash taxes paid of R16,3 million.                                   
During the year, cash outflows from investing activities amounted to R140,1     
million (2010: R36,9 million). The major components of this investment included 
the acquisition of JHI of R90,7 million, net loans advanced to associate        
companies and joint venture partners of R15,3 million, vendor for acquisition   
payments of R6,0 million in respect of Vital Distribution, Vital Fleet and      
Staffing Logistics, and net capital expenditure to maintain and expand          
operations of R27,9 million.                                                    
Interest-bearing debt of R131,3 million was raised, mainly to fund the          
acquisition of JHI and other capital expenditure. After taking into account     
interest-bearing debt repayments of R32,0 million, an increase in interest      
bearing receivables of R4,2 million as well as other nominal cash flows from    
financing activities, cash and cash equivalents decreased by R6,2 million to    
R25,0 million (2010: R31,2 million).                                            
Excellerate`s statement of financial position remains healthy with moderate     
gearing. Total assets have increased by 33,9% to R636,7 million (2010: R475,5   
million), whilst interest-bearing debt rose by R122,2 million to R155,5 million 
(2010: R33,3 million). As at 30 June 2011, the JHI Group of companies were      
carrying R80,8 million of interest bearing debt for which the remaining         
companies within the Excellerate Group have not provided any security or        
financial assistance whatsoever.                                                
Review of continuing operations                                                 
The Group formally restructured its operations into a Property Services Segment,
and a Procurement and Logistics Segment.                                        
Property Services Segment, including JHI, Interpark, Sterikleen, Levingers,     
Chattels                                                                        
The segmental revenue for the year increased by 93,9% to R424,7 million (2010:  
R219,0 million), reflecting primarily the inclusion of results from JHI with    
effect from 1 October 2010, as well as a steady revenue performance from other  
business units within this segment.                                             
Profit before taxation for the segment increased by 72,0% to R45,4 million      
(2010: R26,4 million), again reflecting the inclusion of results from JHI       
together with a stable performance from the other segmental business units.     
Losses before taxation from discontinued operations within this segment amounted
to R2,7 million (2010: R5,5 million) and arose in the current year as a result  
of the sale of Delawood.                                                        
Cash generated from operating activities within the Property Services Segment   
increased by 80,4% to R45,1 million (2010: R25,0 million).                      
Procurement and Logistics Segment, including Vital Distribution Solutions, Vital
Fleet, Staffing Logistics, Nu-Africa Comm Trading, Foodserv Solutions, Ferrengi 
and Excellerate Commodities                                                     
The segmental revenue for the year increased by 13,5% to R365,6 million (2010:  
R322,1 million) which is positive in the context of the slow pace of economic   
recovery experienced during the reporting period.                               
Despite the revenue growth experienced, profit before taxation in this segment  
increased by only 3,0% to R31,2 million (2010: R30,3 million), thereby          
indicating a slight deterioration in operating margins in the context of        
difficult trading conditions.                                                   
Cash generated from operating activities within the Procurement and Logistics   
Segment decreased by 81,4% to R7,4 million (2010: R39,7 million), reflecting    
primarily a reduction in the Goldenmarc trade creditors prior to disposal,      
together with the working capital investment associated with growth in          
operations at Vital Distribution Solutions.                                     
Acquisitions and disposals                                                      
During the year, the Group concluded the acquisition of 60% of Gensec Property  
Services Limited, trading as JHI. The terms of this transaction were set out in 
a SENS announcement dated 19 August 2010. Management of JHI acquired the        
remaining 40% shareholding. All outstanding conditions precedent to the         
transaction were fulfilled on 14 September 2010. Financial results for JHI were 
consolidated into the Group results with effect from 1 October 2010. It is      
pleasing to note that JHI`s operating results have been in line with pre-       
acquisition expectations.                                                       
Pre-taxation transaction costs incurred to implement the JHI transaction        
amounted to R0,7 million, and have been expensed during the current reporting   
period.                                                                         
Goldenmarc                                                                      
With effect from 30 June 2011, the Group disposed of its entire interest in its 
General Merchandise and Trading businesses being conducted under the names,     
"Goldenmarc", "Louis Smiedt" and "Hypertrade". The salient terms of this        
transaction were set out in two SENS announcements dated 9 of June 2011 and 6   
July 2011.                                                                      
Delawood                                                                        
The Group concluded the disposal of 50% of its investment in Delawood Designs   
(Pty) Limited. The loss on sale amounted to R1,5 million. The effective date of 
the disposal was 24 November 2010.                                              
Prospects                                                                       
Excellerate expects to strengthen the underlying business units within Property 
Services and within Procurement and Logistics Services, and will continue to    
drive a culture of organic earnings growth and cash generation. Given its       
available gearing capacity, the Group will continue to seek synergistic, value- 
enhancing acquisitions within these segments, and will continue to assess the   
compatibility of existing assets with its strategic objectives.                 
Changes to the board                                                            
In line with the Group`s aim to achieve the Board Composition as recommended by 
the revised King Report on Corporate Governance (King III), Mr Nicholas         
Christodoulou was appointed as Independent Chairman to the Excellerate Board    
with effect from 13 April 2011. Mr Christodoulou has also been appointed as a   
member of the Audit and Risk Committee, and as a member of the Remuneration     
Committee.                                                                      
Dividend                                                                        
Following the implementation of the JHI transaction and the settlement of other 
outstanding vendor commitments, the Excellerate Board approved the resumption of
the payment of an annual dividend.                                              
The Board has therefore declared a final dividend of 4 cents per share.         
Last day for trading and to qualify for and       Friday, 28 October 2011       
participate in the final dividend (cum dividend)                                
Trading ex dividend commence                      Monday, 31 October 2011       
Record date                                       Friday, 4 November 2011       
Dividend payment date                             Monday, 7 November 2011       
No share certificates may be dematerialised or rematerialised between Monday, 31
October 2011 and Friday, 4 November 2011.                                       
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS                        
BASIS OF PREPARATION                                                            
These provisional condensed consolidated financial results for the year ended 30
June 2011 have been prepared in accordance with the recognition and measurement 
criteria of IFRS, the AC 500 standards as issued by the Accounting Practices    
Board, the presentation as well as the disclosure requirements of IAS 34 -      
Interim Financial Reporting, the Listings Requirements of the JSE Limited and in
the manner required by the South African Companies Act 71 of 2008.              
The provisional condensed consolidated financial results are presented in Rand  
rounded to the nearest thousand (R`000).                                        
The accounting policies applied in the presentation of the provisional financial
results are consistent with those applied for the year ended 30 June 2010, with 
the exception of the adoption the new and amended standards and interpretations,
which became effective during the year.                                         
The adoption of the new and amended standards and interpretations has had no    
material effect on the results of the Group.                                    
Restatement of comparative information                                          
Vendor loans for the sale of businesses that have been included in investment in
associates in the previous year have been reclassified and are now included in  
Vendor loans for sale of businesses.                                            
BUSINESS COMBINATIONS                                                           
                                              Individually                      
immaterial                        
                                JHI           acquisitions   Total              
ASSETS                                                                          
Goodwill and intangible assets   43 091        -              43 091            
Investments                      386           -              386               
Property, plant and equipment    5 264         395            5 659             
Deferred taxation assets         83            158            241               
Trade and other receivables      22 312        3 313          25 625            
Due by group companies           173           -              173               
Cash balances                    9 482         299            9 781             
LIABILITIES                                                                     
Deferred tax liabilities                       22             22                
Interest bearing liabilities     (2 289)       (1 706)        (3 995)           
Trade and other payables and     (30 678)      (2 988)        (33 666)          
provisions                                                                      
Current tax liabilities          (1 775)       (194)          (1 969)           
Acquirees` fair value amount at  46 049        (701)          45 348            
acquisition                                                                     
Less: Non-controlling interest   (20 912)      1 572          (19 340)          
Fair value of net assets         25 137        871            26 008            
acquired                                                                        
Goodwill and intangibles         75 039        3 648          78 687            
arising on acquisition                                                          
Total purchase consideration     100 176       4 519          104 695           
Less: Cash acquired              (9 482)       (299)          (9 781)           
Imputed interest on                            153            153               
acquisitions                                                                    
Movement in amounts owing to                   2 233          2 233             
1vendors                                                                        
Total                            90 694        6 606          97 300            
Impact of acquisitions on the                                                   
results of the Group                                                            
From the dates of acquisitions,                                                 
the acquired businesses                                                         
acquired contributed:                                                           
- Revenue                        214 462       8 786          223 248           
- Attributable profit            7 006         1 405          8 411             
Had all acquisitions been                                                       
consolidated from 1 July 2010                                                   
the income statement would have                                                 
included:                                                                       
- Revenue                        281 184       10 443         291 627           
- Attributable profit            9 185         1 783          10 968            
RELATED PARTY TRANSACTIONS                                                      
The Group in the ordinary course of business and similar to last year, entered  
into various sale and purchase transactions on arm`s length basis at market     
rates with related parties.                                                     
INDEPENDENT REVIEW                                                              
The provisional condensed consolidated statement of financial position at 30    
June 2011 and the related condensed consolidated statement of comprehensive     
income, statement of changes in equity and statement of cash flows for the year 
then ended have been reviewed by the Group`s auditors, KPMG Inc. Their          
unmodified review report is available for inspection at the registered office of
Excellerate.                                                                    
PREPARER OF FINANCIAL STATEMENTS                                                
These condensed consolidated financial statements have been prepared by Mr G    
Nash (CA)SA under the supervision of Mr J Wellsted CA(SA).                      
EVENTS AFTER REPORTING DATE                                                     
Subsequent to the year end, the Group entered into an agreement to dispose of   
its 44,1% investment in Excellerate Commodities (Pty) Limited with effect from 1
July 2011. In terms of this agreement, and after repayments of advances made by 
the Group to Excellerate Commodities, the Group expects to receive an amount of 
approximately R1,9 million in excess of the carrying value of this investment.  
All conditions precedent to this agreement were fulfilled on 7 September 2011.  
As at year end, the investment has been disclosed as an available for sale      
asset.                                                                          
On behalf of the Board                                                          
 Gordon Hulley (CEO)               Nicholas Christodoulou (Chairman)            
Sandton                                                                         
28 September 2011                                                               
DIRECTORS                                                                       
Gordon Hulley              Chief Executive Officer                              
Athol Stewart              Executive Director                                   
James Wellsted             Executive Director                                   
Rudi Stumpf                Non-Executive Director                               
Clive Howell               Non-Executive Director (alternate to Graham          
Davel)                                                
Graham Davel               Non-Executive Director                               
Michael Mohohlo            Non-Executive Director, independent                  
Arnold Meyer               Non-Executive Director, independent                  
Nicholas Christodoulou     Non-Executive Director, independent (appointed       
                          13 April 2011)                                        
SHARE TRANSFER SECRETARY                                                        
Computershare Investor Services (Proprietary) Limited                           
70 Marshall Street                                                              
Johannesburg, 2001                                                              
PO Box 61051, Marshalltown, 2107                                                
Tel: (+27 11) 370 5000                                                          
Fax: (+27 11) 688 7721                                                          
REGISTERED OFFICE                                                               
1st Floor                                                                       
Atholl Square                                                                   
Corner Katherine Street and Wierda Road East                                    
Sandown, 2196                                                                   
PO Box 785448, Sandton, 2146                                                    
Tel: (+27 11) 523 2980                                                          
Fax: (+27 11) 523 2990                                                          
Email: info@excellerate.co.za                                                   
COMPANY SECRETARY                                                               
ER Goodman Secretarial Services CC                                              
(represented by E Goodman)                                                      
2nd Floor, Palm Grove, Grove City                                               
196 Louis Botha Avenue                                                          
Houghton                                                                        
Tel: (+27 11) 728 0742                                                          
Fax: (+27 11) 728 4226                                                          
Email: ergoodmn@netactive.co.za                                                 
AUDITORS                                                                        
KPMG Inc.                                                                       
SPONSOR                                                                         
One Capital                                                                     
BANKERS                                                                         
Nedbank Limited                                                                 
The Standard Bank of South Africa Limited                                       
FirstRand Bank Limited                                                          
COMPANY REGISTRATION NUMBER                                                     
Registration number 1997/009884/06                                              
JSE code: EXL                                                                   
ISIN: ZAE000026092                                                              
SECTOR                                                                          
Cyclical Services Sector                                                        
Under sub-sector: Business Support Services                                     
Website: www.excellerate.co.za                                                  
Date: 28/09/2011 14:10:01 Produced by the JSE SENS Department.                  
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