Not logged in
  Home   Markets   Shares   Funds   Portfolio   Toolbox   Charting   Alerts   Directory   
 Admin   

Fri 30 Sep 2011, 13:59 DLG - Dialogue Group Holdings Limited - Unaudited consolidated financial
DLG
DLG                                                                             
DLG - Dialogue Group Holdings Limited - Unaudited consolidated financial        
results for the six months ended 30 June 2011                                   
Dialogue Group Holdings Limited                                                 
(Incorporated in the Republic of South Africa)                                  
(Registration number 2005/039219/06)                                            
JSE code: DLG   ISIN: ZAE000083820                                              
("the company" or "the group")                                                  
UNAUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE SIX MONTHS ENDED 30 JUNE       
2011                                                                            
Consolidated statement of comprehensive income                                  
For the six months ended 30 June 2011                                           
Unaudited       Unaudited                    
                                   Six months      Six months    Audited        
                                   ended           ended         Year ended     
                                   30-Jun          30-Jun        31-Dec         
2011            2010          2010           
                                   R`000           R`000         R`000          
Continuing operations               -               -             -             
Revenue                             -               -             -             
Cost of sales                       -               -             -             
Gross profit                        -               -             -             
Operating expenses excluding                                                    
depreciation, amortisation                                                      
and impairment                      (2 480)         (9 577)       (14 169)      
Depreciation and amortisation       (34)            (719)         (12)          
Other income                        48              -             1             
Operating loss for the period       (2 466)         (10 296)      (14 180)      
Investment revenue                  830             968           989           
Finance expenses                    (474)           -             (1)           
Loss before tax                     (2 110)         (9 328)       (13 192)      
Income tax expense                  -               534           299           
Loss for the period from                                                        
continuing operations               (2 110)         (8 794)       (12 893)      
Discontinued operations             -               -             -             
Loss for the period from                                                        
discontinued operations -                                                       
Interaction Call Centre(Pty) Ltd    (1 394)         5 336         10 322        
Profit for the period from                                                      
discontinued operations -                                                       
ContinuitySA (Pty) Ltd              950             3 441         6 637         
(Loss)/profit for the period from                                               
discontinued operations -                                                       
CallForce Direct (Pty) Ltd          -               (1 922)       (3 129)       
(Loss)/profit for the period from                                               
discontinued operations - Sibize    -               -             -             
International Calling (Pty) Ltd     (7 621)         (21 802)      7 827         
Loss for the period from                                                        
discontinued operations -                                                       
Dialogue South Africa(Pty) Ltd      -               (1 063)       (1 092)       
Loss on disposal of                                                             
CallForce(Pty) Ltd                  -               -             (424)         
Loss on disposal of                                                             
ContinuitySA (Pty) Ltd              (2 123)         -             (16 545)      
Gain on disposal of subsidiary      -               -             -             
Dialogue South Africa (Pty) Ltd     -               65 693        65 693        
Net interest on group loans         -               -             200           
(Loss)/profit for the period from                                               
discontinued operations             (10 188)        49 683        69 489        
Total comprehensive (loss)/profit                                               
for the period                      (12 298)        40 889        56 596        
                                                                                
Attributable to equity holders of                                               
the parent                                                                      
- for continuing operations         (2 110)         (8 755)       (12 893)      
- for discontinued operations       (9 630)         5 954         61 996        
                                   (11 740)        37 199        49 103         
Attributable to non-controlling                                                 
interest                                                                        
- for continuing operations         -               1 480         -             
- for discontinued operations       (558)           2 210         7 493         
                                   (558)           3 690         7 493          
(Loss)/earnings per share (cents)                                               
- Weighted in issue                 (3,9)           12,4          16,4          
- Fully diluted                     (3,9)           12,4          16,4          
(Loss) per share (cents) from                                                   
continuing operations                                                           
- Weighted in issue                 (0,7)           (2,9)         (4,3)         
- Fully diluted                     (0,7)           (2,9)         (4,3)         
(Loss)/earnings per share (cents)                                               
from discontinued operations                                                    
- Weighted in issue                 (3,2)           15,3          20,7          
- Fully diluted                     (3,2)           15,3          20,7          
Consolidated statement of financial position                                    
As at 30 June 2011                                                              
                                                  Unaudited     Audited         
                                                  As at         As at           
                                                  30 June 2011  31 Dec 2010     
R`000         R`000           
Assets                                             -             -              
Non-current assets                                 -             34             
Property, plant and equipment                      -             33             
Intangible assets                                  -             1              
                                                                                
Current assets                                     35 705        16 464         
Trade and other receivables                        2 768         2 838          
Loans to related parties                           2 557         -              
Cash and cash equivalents                          30 381        13 626         
                                                                                
Non-current assets classified as held for sale     15 424        168 187        
Total assets                                       51 129        184 685        
                                                                                
Equity and liabilities                                                          
Equity attributable to equity holders                                           
of the parent                                      41 943        90 708         
Issued capital                                     1 251         1 251          
Share premium                                      130 752       167 777        
Accumulated loss                                   (90 060)      (78 320)       
Non-controlling interest                           86            20 019         
Total equity                                       42 029        110 727        
                                                                                
Current liabilities                                6 749         7 023          
Trade and other payables                           10            824            
Short-term liabilities                             6 639         6 199          
Shareholders for dividend (capital reduction)      100           -              
                                                                                
Liabilities associated with non-current assets                                  
held for sale                                      2 351          66 935        
Total equity and liabilities                       51 129        184 685        
                                                                                
Net asset value per share (cents)                  14,0          30,3           
Net tangible asset value per share (cents)         14,0          30,3           
Statement of changes in equity                                                  
For the six months ended 30 June 2011                                           
Share          
                                   Share           Share         option         
                                   capital         premium       reserve        
                                   R`000           R`000         R`000          
Balance at 1 January 2010           1 251           167 777       835           
Profit for the period               -               -             (8)           
Total comprehensive (loss)/income                                               
for the period                      -               -             (8)           
Realisation of other reserves on                                                
disposal of subsidiary              -               -             (778)         
Dividends paid                                                                  
Balance at 30 June 2010             1 251           167 777       49            

Balance at 1 January 2011           1 251           167 777       -             
Loss for the period                 -               -             -             
Total comprehensive                                                             
(loss)/income for the period        -               -             -             
Elimination of non?controlling                                                  
interest on disposal of                                                         
ContinuitySA (Pty) Ltd              -               -             -             
Capital reduction - Share premium   -               (37 025)      -             
Dividends paid                      -               -             -             
Balance at 30 June 2011             1 251           130 752       -             
Statement of changes in equity (continued)                                      
For the six months ended 30 June 2011                                           
                                                   Non-                         
                                   Accumulated     controlling   Total          
                                   loss            interest      equity         
R`000           R`000         R`000          
Balance at 1 January 2010           (128 250)       23 116        64 729        
Profit for the period               37 199          3 690         40 881        
Total comprehensive (loss)/income                                               
for the period                      37 199          3 690         40 881        
Realisation of other reserves on                                                
disposal of subsidiary              778             -             -             
Dividends paid                      -               (3 917)       (3 917)       
Balance at 30 June 2010             (90 273)        22 889        101 693       
                                                                                
Balance at 1 January 2011           (78 320)        20 019        110 727       
Loss for the period                 (11 740)        (558)         (12 298)      
Total comprehensive                                                             
loss)/income for the period         (11 740)        (558)         (12 298)      
Elimination of non?controlling                                                  
interest on disposal of                                                         
ContinuitySA (Pty) Ltd              -               (16 015)      (16 015)      
Capital reduction - Share premium   -               -             (37 025)      
Dividends paid                      -               (3 360)       (3 360)       
Balance at 30 June 2011             (90 060)        86            42 029        
Consolidated statements of cash flows                                           
For the six months ended 30 June 2011                                           
                                                Unaudited      Unaudited        
                                                Six months     Six months       
ended          ended            
                                                30 June 2011   30 June 2010     
                                                R`000          R`000            
Cash generated by operations                     (5 267)        41 753          
Investment revenue                               956            98              
Finance expenses                                 (541)          (1 550)         
Taxation paid                                    (1 133)        (5 419)         
Dividends paid                                   (3 360)        (3 917)         
Net cash (outflow)/inflow from operating                                        
activities                                       (9 345)        31 865          
                                                                                
Loans to associate                               (2 557)        -               
Dividends from joint venture                     20 000         -               
Disposal of intangible assets                    -              270             
Additions to property, plant and equipment       -              (9 165)         
Net proceeds on disposal of                                                     
ContinuitySA (Pty) Ltd                           20 986         -               
Proceeds on disposal of property, plant                                         
and equipment                                    8              1 673           
Net cash flow from investing activities          38 437         (7 222)         

Cash flows from financing activities             -              -               
Reduction of Share premium                       (37 025)       -               
Loans repaid                                     -              (2 193)         
Net cash flows from financing activities         (37 025)       (2 193)         
                                                                                
Net (decrease)/increase in cash and cash                                        
equivalents                                      (7 933)        22 450          
Cash and cash equivalents at beginning of                                       
the period                                       38 359         9 759           
Cash and cash equivalents at end of the period   30 426         32 209          
Segment information                                                             
For the six months ended 30 June 2011                                           
For management purposes, the group is organised into business units based on    
its products and services and has reportable operating segments as follows:     
Contact centre - Durban: The contact centre segment relates to the call-        
centre outsourcing business.                                                    
Business continuity: The business continuity segment is providing continuity    
and disaster recovery services.                                                 
Staffing: The staffing segment provides call-centre recruitment services to     
cater for in-house needs of major South African businesses.                     
Contact centre - Cape Town: The contact centre segment relates to the call-     
centre outsourcing business.                                                    
Segmental information of the six months ended 30 June 2011                      
Consoli-                  Discontinued  
                                        dation and    Total       operations -  
                                        intersegment  continuing  Business      
                           Head office  transactions  operations  continuity    
R`000        R`000         R`000       R`000         
Total external revenues     -            -             -           11 882       
Intersegment revenues       -            -             -           -            
                                                                                
Segment profit(loss)                                                            
before interest,                                                                
depreciation, income                                                            
tax and impairments         (2 432)      -             (2 432)     3 344        

Finance expense             (583)        109           (474)       (67)         
Finance income              939          (109)         830         -            
Depreciation and                                                                
amortisation                (34)         -             (34)        (1 993)      
Dividends received          -            -             -           -            
Share of loss from                                                              
associate                   -            -             -           (41)         
Impairment of investment    -            -             -           -            
Impairment of goodwill      -            -             -           -            
Impairment of intangible                                                        
assets                      -            -             -           -            
Impairment of loans         -            -             -           -            
Segment profit/(loss)                                                           
before income tax           (2 110)      -             (2 110)     1 243        
Income tax                  -            -             -           (293)        
Profit/(loss) for the                                                           
Period                      (2 110)      -             (2 110)     950          
                                                                                
Disposal of subsidiaries    -            -             -           -            
Share of profit from joint                                                      
venture                     -            -             -           -            
Impairment of investment    -            -             -           -            
Segmental information for the six months ended 30 June 2011 (continued)         
Discontinued   Discontinued              
                                       operations -   operations -              
                         Discontinued  Contact        Contact                   
                         operations    centre -       centre -                  
Staffing      Durban         Cape Town     Total       
                         R`000         R`000          R`000         R`000       
Total external revenues   -             -              -             11 882     
Intersegment revenues     -             -              -             -          

Segment profit(loss)                                                            
before interest,                                                                
depreciation, income                                                            
tax and impairments       -             (429)          -             483        
                                                                                
Finance expense           -             -              -             (541)      
Finance income            -             126            -             956        
Depreciation and                                                                
amortisation              -             (127)          -             (2 154)    
Dividends received        -             -              -             -          
Share of loss from                                                              
Associate                 -             -              -             (41)       
Impairment of investment  -             -              -             -          
Impairment of goodwill    -             -              -             -          
Impairment of intangible                                                        
assets                    -             -              -             -          
Impairment of loans       -             -              -             -          
Segment profit/(loss)                                                           
before income tax         -             (430)          -             (1 297)    
Income tax                -             (964)          -             (1 257)    
Profit/(loss) for the                                                           
period                    -             (1 394)        -             (2 554)    
                                                                                
Disposal of subsidiaries  -             -              -             (2 123)    
Share of profit from                                                            
joint venture             -             -              -             (7 621)    
Impairment of investment  -             -              -             -          
Segmental information for the six months ended 30 June 2011 (continued)         
                                      Consoli-                    Discontinued  
                                      dation and     Total        operations -  
                                      intersegment   continuing   Business      
Head office   transactions   operations   continuity    
                        R`000         R`000          R`000        R`000         
Segment assets           50 416        (1 853)        48 563       -            
Segment liabilities      8 373         (1 625)        6 748        -            

Investment in associate  -             -              -            -            
Investment in joint                                                             
venture                  14 583        -              14 583       -            
Segmental information for the six months ended 30 June 2011 (continued)         
                                       Discontinued   Discontinued              
                                       operations -   operations -              
                         Discontinued  Contact        Contact                   
operations    centre -       centre -                  
                         Staffing      Durban         Cape Town     Total       
                         R`000         R`000          R`000         R`000       
Segment assets            -             2 566          -             51 129     
Segment liabilities       -             2 351          -             9 099      
                                                                                
Investment in associate   -             -              -             -          
Investment in joint                                                             
venture                   -             -              -             14 583     
Segmental information for the six months ended 30 June 2010                     
                                      Consoli-                    Discontinued  
                                      dation and    Total         operations -  
intersegment  continuing    Business      
                        Head office   transactions  operations    continuity    
                        R`000         R`000         R`000         R`000         
Total external revenues  -             -             -             72 274       

Intersegment revenues    -             (121)         (121)         121          
                                                                                
Segment profit(loss)                                                            
before interest,                                                                
depreciation, income                                                            
tax and impairments      (4 377)       (5 200)       (9 577)       18 628       
                                                                                
Finance expense          (257)         733           476           (1 331)      
Finance income           970           (478)         492           331          
Depreciation and                                                                
amortisation             (10)          (709)         (719)         (12 240)     
Dividends received       4 975         (4 975)       -             -            
Share of loss from                                                              
associate                -             -             -             (173)        
Impairment of                                                                   
investment               (13 883)      13 883        -             -            
Impairment of goodwill   -             -             -             -            
Impairment of                                                                   
intangible assets        -             -             -             -            
Impairment of loans      (3 300)       3 300         -             -            
Segment profit/(loss)                                                           
before income tax        (15 882)      6 554         (9 328)       5 215        
Income tax               335           199           534           (1 774)      
Profit/(loss) for the                                                           
period                   (15 547)      6 753         (8 794)       3 441        
                                                                                
Disposal of                                                                     
Subsidiaries             -             -             -             -            
Share of profit from                                                            
joint venture            -             -             -             -            
Impairment of                                                                   
investment               -             -             -             -            
Segmental information for the six months ended 30 June 2010 (continued)         
                                      Discontinued  Discontinued                
                        Discontinued  operations    operations                  
discontinued  Contact       Contact                     
                        operations    centre -      centre -                    
                        Staffing      Durban        Cape Town      Total        
                        R`000         R`000         R`000          R`000        
Total external revenues  32 278        39 505        6 845          150 902     
Intersegment revenues    -             -             -              -           
                                                                                
Segment profit(loss)                                                            
before interest,                                                                
depreciation, income                                                            
tax and impairments      287           8 150         (946)          16 542      
                                                                                
Finance expense          (611)         -             (85)           (1 551)     
Finance income           102           73            -              998         
Depreciation and                                                                
amortisation             (225)         (16)          (32)           (13 232)    
Dividends received       -             -             -              -           
Share of loss from                                                              
associate                -             -             -              (173)       
Impairment of                                                                   
investment               -             -             -              -           
Impairment of goodwill   (1 195)       -             -              (1 195)     
Impairment of                                                                   
intangible assets        (305)         -             -              (305)       
Impairment of loans      -             -             -              -           
Segment profit/(loss)                                                           
before income tax        (1 947)       8 207         (1 063)        1 084       
Income tax               25            (2 871)       -              (4 086)     
Profit/(loss) for the                                                           
period                   (1 922)       5 336         (1 063)        (3 002)     
                                                                                
Disposal of                                                                     
Subsidiaries             -             -             -              65 693      
Share of profit from                                                            
joint venture            -             -             -              8 613       
Impairment of                                                                   
investment               -             -             -              (30 415)    
Segmental information for the six months ended 31 December 2010 (continued)     
                                      Consoli-                    Discontinued  
                                      dation and    Total         operations -  
intersegment  continuing    Business      
                        Head office   transactions  operations    continuity    
                        R`000         R`000         R`000         R`000         
Segment assets           101 747       (52 738)      49 009        120 606      
Segment liabilities      12 342        (4 600)       7 742         61 154       
                                                                                
Investment in associate  -             -             -             4 548        
Investment in joint                                                             
venture                  42 204        -             42 204        -            
Unaudited as at 31 December 2010 continued                                      
                                      Discontinued  Discontinued                
                        Discontinued  operations -  operations -                
discontinued  Contact       Contact                     
                        operations -  centre -      centre -                    
                        Staffing      Durban        Cape Town     Total         
                        R`000         R`000         R`000         R`000         
Segment assets           -             15 069        -             184 684      
Segment liabilities      -             5 060         -             73 956       
                                                                                
Investment in associate  -             -             -             4 548        
Investment in joint                                                             
venture                  -             -             -             42 204       
Geographic information                                                          
In presenting information on the basis of geographical segments, segment        
revenue is based on the geographical location of customers.                     
                                        Revenue                                 
                                        from external      Non-current          
2011                                     customers          assets              
Botswana                                 492                -                   
Mozambique                               233                -                   
South Africa                             11 157             -                   
Total                                    11 882             -                   
Revenue                                 
                                        from external      Non-current          
2010                                     customers          assets              
Botswana                                 2 993              701                 
Mozambique                               1 154              4 877               
South Africa                             146 755            127 756             
Total                                    150 902            133 334             
                                                                                
Notes to the financial results                                                  
1. Accounting policies                                                          
The financial results for the six months ended 30 June 2011 have been           
prepared in terms of International Financial Reporting Standards (IFRS) and     
comply with IAS 34 Interim Financial Reporting, and the AC500 series of         
interpretations.                                                                
There has been no change in the accounting policies and methods of              
computation adopted in the interim report for the six months ended 30 June      
2011 from that of the most recent annual financial statements.                  
The preparation of the group`s financial results for the six months ended 30    
June 2011 was supervised by A Farthing, the CEO and financial director of       
Dialogue.                                                                       
The effect of new and revised accounting standards effective after the          
period of the most recent annual financial statements has been considered       
and there has been no effect on accounting policies and results for the         
period ended 30 June 2011.                                                      
2. Discontinued operations                                                      
2.1 Sibize International Calling (Pty) Ltd                                      
Sibize had a client that contributed a material portion of Sibize`s annual      
turnover (the "Client") based on a five-year contract, ending 31 May 2012,      
to provide the Client with outsourced call-centre services (the                 
"Agreement"). The Client issued Sibize with a notice of early termination of    
the Agreement. Sibize has agreed to such early termination subject to           
specific terms as detailed in a settlement agreement. As a result of the        
termination Sibize has not continued operations.                                
Sibize has been accounted for as a discontinued operation in terms of IFRS 5    
Non-current assets held for sale and discontinued operations.                   
The results of Sibize included in the results of the group for the six          
months ended 30 June 2011 are presented below. The prior period comparatives    
have been re?presented for the discontinued operation.                          
                                                Unaudited      Unaudited        
                                                Six months     Six months       
ended          ended            
                                                30-Jun         30-Jun           
                                                2011           2010             
                                                R`000          R`000            
Revenue                                          -              55 773          
                                                                                
Loss before depreciation, interest                                              
and income tax                                   (1 553)        14 651          
Finance expense                                  (2)            (488)           
Finance income                                   1 317          208             
Depreciation and amortisation                    -              (191)           
Income tax                                       (7 370)        (5 567)         
(Loss)/Profit for the period                     (7 608)        8 613           
                                                                                
Impairment of investment in Sibize                                              
International Calling (Pty) Ltd                  (13)           (30 415)        
Loss for the period from discontinued                                           
operations                                       (7 621)        (21 802)        
                                                                                
                                                Unaudited      Unaudited        
As at          As at            
                                                30-Jun         30-Jun           
                                                2011           2010             
                                                R`000          R`000            
Total assets                                     20 839         -               
Total liabilities                                4 266          -               
Share of net assets attributable to group        16 573         -               
2.2 Interaction Call Centre (Pty) Ltd                                           
Interaction had a client that contributes a material portion of                 
Interaction`s annual turnover. The client has terminated the contract.          
Interaction has been accounted for as a discontinued operation in terms of      
IFRS 5 Non-current assets held for sale and discontinued operations.            
The results of Interaction in the results of the group for the six months       
ended 30 June 2011 are presented below. The prior period comparatives have      
been represented for the discontinued operation.                                
                                                Unaudited      Unaudited        
Six months     Six months       
                                                ended          ended            
                                                30-Jun         30-Jun           
                                                2011           2010             
R`000          R`000            
Revenue                                          -              39 505          
                                                                                
Loss before depreciation, interest                                              
and income tax                                   (429)          8 150           
Finance income                                   126            73              
Depreciation and amortisation                    (127)          (16)            
Income tax                                       (964)          (2 871)         
Loss for the period from discontinued                                           
operations                                       (1 394)        5 336           
                                                                                
                                                As at          As at            
30-Jun         31-Dec           
                                                2011           2010             
                                                R`000          R`000            
Total assets                                     2 566          9 749           
Total liabilities                                2 351          5 780           
Net assets attributable to group                 215            3 969           
2.3 ContinuitySA (Pty) Ltd                                                      
In an announcement released on 24 November 2010, shareholders were advised      
that the group had entered into an agreement to dispose of 49% of its           
interest in ContinuitySA to CoroCapital and the remaining 2% of its interest    
in ContinuitySA to the previous minority shareholder, the Continuity            
Investment Trust. The disposal was made effective on 4 February 2011 when       
all the conditions precedent to the disposal agreement were fulfilled.          
ContinuitySA was accounted for as a discontinued operation in terms of IFRS     
5 Non-current assets held for sale and discontinued operations.                 
                                                Unaudited      Unaudited        
Six months     Six months       
                                                ended          ended            
                                                30-Jun         30-Jun           
                                                2011           2010             
R`000          R`000            
Revenue                                          11 882         72 274          
                                                                                
Intersegment revenue                             -              121             
Profit before depreciation, interest                                            
and income tax                                   3 344          18 628          
Finance expense                                  (67)           (1 331)         
Finance income                                                  331             
Depreciation and amortisation                    (1 993)        (12 240)        
Share of loss from associate                     (41)           (173)           
Income tax                                       (293)          (1 774)         
Loss for the period from discontinued                                           
operations                                       950            3 441           
                                                                                
                                                As at          As at            
                                                30-Jun         31-Dec           
2011           2010             
                                                R`000          R`000            
Consideration received in cash                   37 040         -               
Less: net assets disposed of                     (55 631)       55 078          
Non-controlling interest                         16 481         16 015          
Loss on disposal                                 (2 110)        -               
2.4 CallForce Direct (Pty) Ltd                                                  
In an announcement released on 5 November 2010 the group announced the          
disposal of its 51% interest in the ordinary share capital of CallForce         
Direct (Pty) Ltd to Ms Candice Roberts for a purchase consideration of R2       
090 000 in terms of an agreement dated 2 November 2010. The disposal was        
effective on 31 October 2010, on which date control passed to the acquirer.     
CallForce has been accounted for as a discontinued operation in terms of        
IFRS 5 Non-current assets held for sale and discontinued operations.            
                                                 Unaudited     Unaudited        
                                                 Six months    Six months       
ended         ended            
                                                 30-Jun        30-Jun           
                                                 2011          2010             
                                                 R`000         R`000            
Revenue                                           -             32 278          
                                                                                
Loss before depreciation, interest                                              
and income tax                                    -             287             
Finance expense                                   -             (611)           
Finance Income                                    -             102             
Depreciation and amortisation                     -             (225)           
Income tax                                        -             25              
Loss for the period from discontinued                                           
operations                                        -             (422)           
                                                                                
                                                 As at         As at            
30-Jun        31-Dec           
                                                 2011          2010             
                                                 R`000         R`000            
Consideration received                            -             -               
Consideration received in cash                    -             2 090           
Less: net assets disposed of                      -             (6 227)         
Non-controlling Interest                          -             3 713           
Loss on disposal                                  -             (424)           
2.5 Dialogue South Africa (Pty) Ltd                                             
On 26 February 2010, the board of directors of Dialogue South Africa (Pty)      
Ltd ("Dialogue SA") (previously Dialogue Group SA (Pty) Ltd), lodged an         
application for voluntary liquidation of Dialogue SA ("the liquidation") in     
the High Court of South Africa (Western Cape Division, Cape Town) ("High        
Court"). A provisional order for the liquidation was granted on 3 March 2010    
and was made final on 14 April 2010 in the High Court. Dialogue SA has been     
accounted for as a discontinued operation in terms of IFRS 5 Non-current        
assets held for sale and discontinued operations.                               
The results of Dialogue SA included in the results of the group for the six     
months ended 30 June 2011 are presented below.                                  
                                                   Unaudited    Unaudited       
Six months   Six months      
                                                   ended        ended           
                                                   30-Jun       30-Jun          
                                                   2011         2010            
R`000        R`000           
Revenue                                             -            6 845          
                                                                                
Loss before depreciation, interest                                              
and income tax                                      -            (946)          
Finance expense                                     -            (85)           
Depreciation and amortisation                       -            (32)           
Loss for the period from discontinued                                           
operations                                          -            (1 063)        
3. Headline earnings per share                                                  
                                                   Unaudited    Unaudited       
                                                   Six months   Six months      
ended        ended           
                                                   30-Jun       30-Jun          
                                                   2011         2010            
                                                   R`000        R`000           
Headline (loss)/earnings calculation                                            
Net (loss)/profit attributable to equity                                        
holders of the company                              (11 740)     37 199         
Adjusted for                                                                    
- Impairment of goodwill                            -            1 195          
- Impairment of intangible assets                   -            305            
- Impairment of investment in joint venture         (13)         30 415         
- Gain on disposal of property, plant                                           
and equipment                                       8            -              
- Gain on disposal of subsidiary Dialogue                                       
South Africa (Pty) Ltd                              -            (65 693)       
                                                   (11 745)     (11 559)        

Number of shares (`000)                                                         
- Total                                             299 075      299 075        
- Weighted in issue                                 299 075      299 075        
- Fully diluted                                     299 075      299 075        
                                                                                
Headline (loss)/earnings per share (cents)                                      
- Weighted in issue                                 (3,9)        1,1            
- Fully diluted                                     (3,9)        1,1            
                                                                                
Continuing operations                                                           
Headline loss from continuing operations                                        
Calculation                                                                     
Net loss attributable to equity holders                                         
of the company                                      (2 110)      (8 755)        
Adjusted for                                                                    
- Impairment of goodwill                            -            1 195          
- Impairment of intangible assets                   -            305            
- Gain on disposal of property, plant                                           
and equipment                                       1            -              
(2 109)      (7 255)         
                                                                                
Headline loss per share (cents) from                                            
continuing operations                               -            -              
- Weighted in issue                                 (0,7)        (2,4)          
- Fully diluted                                     (0,7)        (2,4)          
                                                                                
Discontinued operations                                                         
Headline (loss)/earnings from discontinued                                      
operations calculation                                                          
Net loss attributable to equity holders                                         
of the company                                      (9 630)      45 954         
Adjusted for                                                                    
- Impairment of investment in joint venture         (13)         30 415         
- Gain on disposal of property, plant                                           
and equipment                                       7            -              
- Gain on disposal of subsidiary Dialogue                                       
South Africa (Pty) Ltd                              -            (65 693)       
                                                   (9 643)      10 676          
                                                                                
Headline (loss)/earnings per share (cents)                                      
from discontinued operations                        -            -              
- Weighted in issue                                 (3,2)        3,5            
- Fully diluted                                     (3,2)        3,5            
4. Related party balances and transactions                                      
                                                   Unaudited    Unaudited       
                                                   As at        As at           
                                                   30-Jun       31-Dec          
2011         2010            
                                                   R`000        R`000           
Balances:                                                                       
Loan to Sibize International Calling (Pty) Ltd      2 556        -              
Owing to Tlhalefang Placements CC                   -            (2 421)        
The loan with Sibize International Calling (Pty) Ltd is unsecured, interest     
is charged at the prime rate and the loan is repayable on demand.               
                                                   Unaudited    Unaudited       
Six months   Six months      
                                                   ended        ended           
                                                   30-Jun       30-Jun          
                                                   2011         2010            
R`000        R`000           
Transactions:                                                                   
Interest received from Sibize International Calling 56           277            
(Pty) Ltd                                                                       
Reimbursement received from Sibize                  -            -              
International Calling (Pty) Ltd                     -            4 704          
Reimbursement paid to Sibize International                                      
Calling (Pty) Ltd                                   -            (359)          
Consulting fees paid to MSG Afrika Investment                                   
Holdings (Pty) Ltd                                  -            64             
Salary expenses paid to Tlhalefang Placements CC    -            22 435         
                                                                                
5. Capital commitments                                                          
The group has no capital commitments                                            
                                                                                
6. Dividends paid                                                               
Interaction Call Centre (Pty) Ltd                   3 360        1 957          
                                                   3 360        1 957           
Commentary                                                                      
The group`s assets have now consisted mainly of cash for a six-month period,    
and therefore notice has been received from the Johannesburg Stock Exchange     
that trading in Dialogue shares on the Alternative Exchange has been            
suspended. In terms of the JSE Listings Requirements, the group will be         
delisted in December 2011.                                                      
Since the last reporting date, the sale of ContinuitySA (Pty) Ltd has been      
concluded with an effective date of 4 February 2011.                            
In the group`s annual report for the year ended 31 December 2010, it was        
noted that all cash will be returned to shareholders once certain               
outstanding claims have been resolved. These outstanding claims were:           
- settlement amounts from Sibize`s client GSSC;                                 
- Dialogue SA guarantee;                                                        
- labour dispute at Interaction; and                                            
- supplier claim at Sibize.                                                     
Since the last reporting date, Sibize has received all amounts due from         
GSSC, and has successfully defended the claim by a supplier at arbitration.     
The arbitration resulted in a legal cost award in favour of Sibize, which it    
is currently pursuing.                                                          
The liquidation of Dialogue SA is still in progress and therefore the           
obligation in respect of the Dialogue SA guarantee has not been finalised.      
The labour dispute at Interaction is still ongoing.                             
Capital distributions                                                           
Following the sale of ContinuitySA, the company effected a cash distribution    
by way of a reduction of capital out of share premium of 12,38c per share.      
An amount of R37 025 537, 83 was paid to shareholders on 24 March 2011.         
Shareholders were advised on SENS on 1 September 2011, that the board of        
directors had approved a further cash distribution by way of a reduction of     
capital out of share premium of 13c per share. The cash distribution was        
applicable to shareholders recorded in the register on 23 September 2011 and    
was paid on 26 September 2011.                                                  
By order of the board                                                           
A.C. Farthing                                                                   
Chief Executive Officer                                                         
Johannesburg                                                                    
30 September 2011                                                               
Directorate and administration:                                                 
PA Watt (Chairman)*, AC Farthing (CEO and Financial Director) #,                
JJ Drew*#, A Khumalo*, RK Mangena*, G Mkhari*, SJH Rodger*#                     
* Non-executive     Independent    # British                                    
Transfer Secretaries:                                                           
Computershare Investor Services (Pty) Limited                                   
70 Marshall St, Johannesburg, 2001                                              
(PO Box 61051 Marshalltown, 2107)                                               
Company Secretary and registered office:                                        
L Marran, C/o KPMG, 85 Empire Rd, Parktown                                      
(Private Bag 9, Parkview, 2122                                                  
Designated Advisor:                                                             
PSG Capital (Pty) Limited (Johannesburg branch)                                 
Ground Floor, DM Kisch House, Inanda Greens Business Park                       
54 Wierda Rd West, Wierda Valley, Sandton, 2196                                 
(PO Box 987, Parklands, 2121)                                                   
Date: 30/09/2011 13:59:21 Produced by the JSE SENS Department.                  
The SENS service is an information dissemination service administered by the    
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or            
implicitly, represent, warrant or in any way guarantee the truth, accuracy or   
completeness of the information published on SENS. The JSE, their officers,     
employees and agents accept no liability for (or in respect of) any direct,     
indirect, incidental or consequential loss or damage of any kind or nature,     
howsoever arising, from the use of SENS or the use of, or reliance on,          
information disseminated through SENS.
Profile Group (Pty) Ltd. has taken care in preparing all information on this website, but does not accept any liability for errors or out-of-date information.
Other Profile Group sites: FundsData Online (unit trust data)  |  Profile Group corporate site
Terms of Use |  Privacy Policy |  PAIA manual |  FAQs/Help |  Site Map |  © Copyright Reserved 2026  ]
  


Powered by ProfileData

Profile Mobile App Google Play Store Apple App Store


Follow us on: