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Thu 15 Mar 2012, 8:00 DAW - Distribution and Warehousing Network Limited - Unaudited interim results
DAW
DAW                                                                             
DAW - Distribution and Warehousing Network Limited - Unaudited interim results  
for the six months ended 31 December 2011                                       
DISTRIBUTION AND WAREHOUSING NETWORK LIMITED                                    
("DAWN" or "the Group" or "the Company")                                        
(Incorporated in the Republic of South Africa)                                  
(Registration number 1984/008265/06)                                            
Alpha code: DAW                                                                 
ISIN: ZAE000018834                                                              
UNAUDITED INTERIM RESULTS for the six months ended 31 December 2011             
CONDENSED CONSOLIDATED INCOME STATEMENT                                         
                              Unaudited   Unaudited     Audited                 
6 months    6 months   12 months                 
                            31 December 31 December     30 June                 
                          %        2011        2010        2011                 
                     change       R`000       R`000       R`000                 
Revenue                   14   2 100 105   1 845 875   3 792 631                
Cost of sales                 (1 587 279) (1 386 196) (2 848 747)               
Gross profit                     512 826     459 679     943 884                
Net operating expenses     8    (427 269)   (397 004)   (842 105)               
Operating profit before                                                         
 impairments and                                                                
 derecognition of                                                               
 investments             37      85 557      62 675     101 779                 
Impairments of                                                                  
 intangibles and                                                                
 property, plant                                                                
 and equipment                        -           -     (49 446)                
Net (loss)/gain on                                                              
 derecognition of                                                               
 previously                                                                     
 held interests                       -           -     (19 263)                
Operating profit          37      85 557      62 675      33 070                
Finance income                     4 587      11 420      28 629                
Finance expense                  (30 816)    (32 549)    (75 160)               
Profit after net                                                                
financing costs                 59 328      41 546     (13 461)                
Impairment of associates               -           -        (625)               
Results of associates              6 006       2 989         (81)               
Profit/(loss) before                                                            
taxation                        65 334      44 535     (14 167)                
Income tax expense               (17 459)    (12 390)    (14 689)               
Profit/(loss) for                                                               
 the period              50      47 875      32 145     (28 856)                
Profit/(loss)                                                                   
 attributable to:                                                               
Owners of the parent              47 285      31 963     (30 325)               
Non-controlling interest             590         182       1 469                
Profit/(loss) for                                                               
 the period                      47 875      32 145     (28 856)                
CONDENSED CONDOLIDATED STATEMENT OF COMPREHENSIVE INCOME                        
                              Unaudited   Unaudited     Audited                 
6 months    6 months   12 months                 
                            31 December 31 December     30 June                 
                          %        2011        2010        2011                 
                     change       R`000       R`000       R`000                 
Profit/(loss) for                                                               
 the period                      47 875      32 145     (28 856)                
Other comprehensive                                                             
 income                                                                         
- Exchange differences                                                          
 on translating                                                                 
 foreign operations               3 580      (3 484)    (1 190)                 
- Effects of cash                                                               
flow hedges                       (748)     (1 232)     1 563                  
- Taxation related to                                                           
 components of other                                                            
 comprehensive income               224           -       (306)                 
Other comprehensive                                                             
 income/(loss) for                                                              
 the period                                                                     
 (net of taxation)                3 056      (4 716)        67                  
Total comprehensive                                                             
 income/(loss)                                                                  
 for the period                  50 931      27 429    (28 789)                 
Total comprehensive                                                             
income/(loss)                                                                  
 attributable to:                                                               
Owners of the parent              50 122      27 247    (30 077)                
Non-controlling interest             809         182      1 288                 
50 931      27 429    (28 789)                 
Included above:                                                                 
Depreciation and                                                                
 Amortisation                    35 891      29 813     68 330                  
Operating lease rentals           40 049      33 645     73 032                 
Determination of                                                                
 headline earnings                                                              
Attributable earnings             47 285      31 963    (30 325)                
Adjustment for the                                                              
 after-tax effect and                                                           
 non-controlling interest                                                       
 effect of:                                                                     
- Net profit/(loss) on                                                          
 disposal of property,                                                          
 plant and equipment               (163)       (111)      (720)                 
- Loss/(gain) on                                                                
derecognition of                                                               
 previously                                                                     
 held interests                       -           -     19 263                  
- Impairment of                                                                 
intangible asset                     -           -      48 714                 
- Impairment of                                                                 
 Associate                            -           -         625                 
- Impairment of property,                                                       
plant and equipment                  -       3 637         528                 
Headline earnings                 47 122      35 489      38 085                
Statistics                                                                      
Number of                                                                       
ordinary                                                                       
 shares (`000)                                                                  
- in issue                       240 243     240 243     240 243                
- held in treasury                (8 675)     (8 347)     (8 562)               
Deferred ordinary shares                                                        
 in issue (`000)                  2 000       2 000       2 000                 
Weighted average                                                                
 number of                                                                      
shares (`000)                                                                  
- for earnings                                                                  
 per share                      233 568     233 896     233 681                 
- for diluted                                                                   
earnings per share             234 517     234 517     233 681                 
Earnings                                                                        
 per share (cents)       49        20,3        13,7       (13,0)                
Headline earnings                                                               
per share (cents)       33        20,2        15,2        16,3                 
Diluted earnings                                                                
 per share (cents)       47        20,2        13,7       (13,0)                
Diluted headline earnings                                                       
per share (cents)       33        20,1        15,1        16,3                 
Operating profit (%)                 4,1         3,4         0,9                
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION                          
                              Unaudited   Unaudited     Audited                 
31 December 31 December     30 June                 
                                   2011        2010        2011                 
                                  R`000       R`000       R`000                 
ASSETS                                                                          
Non-current assets               774 380     863 567     737 819                
Property, plant and equipment    384 859     379 418     373 996                
Intangible assets                232 019     268 174     218 099                
Investment in associates          94 123      87 919      88 416                
Deferred tax assets               62 659      88 324      57 308                
Related party loans receivable       720           -           -                
Other receivables                      -      39 732           -                
Current assets                 1 743 092   1 536 469   1 778 512                
Inventories                      823 705     730 502     852 424                
Trade and other receivables      729 770     672 823     773 497                
Cash and cash equivalents        186 431     133 144     150 903                
Derivative financial                                                            
instruments                        295           -         165                 
Current tax receivable             2 891           -       1 523                
Assets held for sale                                                            
Subsidiary held for sale               -           -      42 466                
Total assets                   2 517 472   2 400 036   2 558 797                
EQUITY AND LIABILITIES                                                          
Capital and reserves           1 232 421   1 206 658   1 174 930                
Equity attributable to equity                                                   
holders of the Company       1 230 831   1 206 148   1 173 669                 
Non-controlling interest           1 590         510       1 261                
Non-current liabilities          272 817     383 434     116 802                
Borrowings                       196 747     256 767      40 862                
Deferred profit                   34 839      51 329      37 735                
Deferred tax liabilities          27 214      65 046      25 236                
Retirement benefit obligation      5 800           -       5 979                
Derivative financial                                                            
instruments                      8 217      10 292       6 990                 
Current liabilities            1 012 234     809 944   1 267 065                
Trade and other payables         666 274     533 884     766 601                
Current portion of borrowings    322 389     262 129     476 186                
Derivative financial                                                            
 instruments                        644       1 087         464                 
Deferred profit                    5 793           -       8 150                
Income tax liabilities            17 134      12 844      15 664                
Total equity and liabilities   2 517 472   2 400 036   2 558 797                
Capital commitments               27 274      38 403      16 969                
Future commitments                                                              
Operating leases                 456 086     486 447     459 351                
Value per share                                                                 
Asset value per share                                                           
-  net asset value (cents)         512,4       522,6       488,5                
-  net tangible asset                                                           
value (cents)                   415,8       408,0       397,8                 
-  market price (cents)            510,0       875,0       639,0                
Market capitalisation (R`000)  1 225 239   2 105 625   1 535 152                
Net financial gearing                                                           
ratio (%)*                        26,0        28,7        30,3                 
Current asset ratio (times)          1,7         1,9         1,4                
* Includes cash and cash equivalents.                                           
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                           
Unaudited   Unaudited     Audited                 
                               6 months    6 months   12 months                 
                            31 December 31 December     30 June                 
                                   2011        2010        2011                 
R`000       R`000       R`000                 
Opening balance                1 174 933   1 215 960   1 215 959                
Total comprehensive income/                                                     
 (loss) for the period           50 931      27 429     (28 789)                
Treasury shares acquired               -      (2 248)     (3 522)               
Acquisition of non-controlling                                                  
 interest in subsidiaries             -     (34 994)    (33 880)                
Recycling of foreign currency                                                   
translation reserve on                                                         
 derecognition of subsidiaries        -           -       2 466                 
Recycling of foreign currency                                                   
 translation reserve on                                                         
derecognition of joint venture       -           -      18 126                 
Share-based payment charge         7 037         511       4 924                
Dividends                           (480)          -        (355)               
Balance at end of period       1 232 421   1 206 658   1 174 930                
CONDENSED CONSOLIDATED SEGMENTAL ANALYSIS                                       
                                                  Impairments                   
                                                          and                   
                                      Deprecia-      derecog-                   
tion and       nitions                   
                                            and   included in                   
                                        amorti-     operating                   
                             Revenue     sation        profit **                
R`000      R`000         R`000                   
December 2011 (Unaudited)                                                       
Building                    1 355 005    (18 905)            -                  
Infrastructure                750 487     (7 983)            -                  
DAWN Solutions                151 264     (7 980)            -                  
Head office and                                                                 
 consolidation *            (156 651)    (1 023)            -                   
                           2 100 105    (35 891)            -                   
December 2010 (Unaudited)                                                       
Building                    1 247 401    (13 577)          (39)                 
Infrastructure                607 417     (7 503)       (3 598)                 
DAWN Solutions                116 364     (7 813)            -                  
Head office and                                                                 
 consolidation *            (125 307)      (920)            -                   
                           1 845 875    (29 813)       (3 637)                  
June 2011 (Audited)                                                             
Building                    2 494 827    (32 690)      (53 039)                 
Infrastructure              1 315 544    (17 902)          133                  
DAWN Solutions                241 083    (15 826)            -                  
Head office and                                                                 
consolidation *            (258 823)    (1 912)      (15 803)                  
                           3 792 631    (68 330)      (68 709)                  
                             Segment                                            
                             results   Share of                                 
(operating  profit of                                 
                             profit) associates        Assets                   
                               R`000      R`000         R`000                   
December 2011 (Unaudited)                                                       
Building                       90 915      3 108     1 889 453                  
Infrastructure                 16 574      2 898       767 297                  
DAWN Solutions                     56          -       342 672                  
Head office and                                                                 
consolidation *            (21 988)         -       (481 950)                  
                             85 557      6 006      2 517 472                   
December 2010 (Unaudited)                                                       
Building                      91 045         84      1 752 174                  
Infrastructure               (25 351)     2 905        626 559                  
DAWN Solutions                (2 136)         -        292 522                  
Head office and                                                                 
 consolidation *               (883)         -       (266 787)                  
62 675      2 989      2 404 468                   
June 2011 (Audited)                                                             
Building                     115 819       (983)     1 881 157                  
Infrastructure               (32 348)       277        770 613                  
DAWN Solutions               (10 547)         -        322 181                  
Head office and                                                                 
 consolidation *            (39 854)         -       (415 154)                  
                             33 070       (706)     2 558 797                   
Capital                   
                                 Liabilities      expenditure                   
                                       R`000            R`000                   
December 2011 (Unaudited)                                                       
Building                            1 236 292           19 148                  
Infrastructure                        492 021            4 246                  
DAWN Solutions                        360 881           17 303                  
Head office and                                                                 
consolidation *                    (804 143)             132                   
                                   1 285 051           40 829                   
December 2010 (Unaudited)                                                       
Building                            1 105 933           36 616                  
Infrastructure                        418 015           15 209                  
DAWN Solutions                        294 093            8 088                  
Head office and                                                                 
 consolidation *                    (620 231)             465                   
1 197 810           60 378                   
June 2011 (Audited)                                                             
Building                            1 241 896           56 069                  
Infrastructure                        508 463           23 377                  
DAWN Solutions                        335 186           13 915                  
Head office and                                                                 
 consolidation *                    (701 678)             910                   
                                   1 383 867           94 271                   
*  Head office and consolidation predominantly include                          
  elimination of intergroup sales, profits and losses and                       
  intergroup receivables and payables and other unallocated                     
  assets and liabilities contained with the vertically                          
integrated Group.                                                             
** Includes impairment of assets and derecognition of previously                
  held interest - refer to Income Statement.                                    
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS                                  
Unaudited   Unaudited     Audited                 
                               6 months    6 months   12 months                 
                            31 December 31 December     30 June                 
                          %        2011        2010        2011                 
change       R`000       R`000       R`000                 
Cash generated from                                                             
 operations              27     125 224      98 730     163 400                 
Working capital changes   63     (22 352)    (60 225)    (18 562)               
Net finance charges paid         (28 524)    (24 416)    (50 796)               
Income tax paid                  (22 227)    (27 744)    (37 688)               
Cash flow from operating                                                        
 activities                      52 121     (13 655)     56 354                 
Cash flow from investing                                                        
 activities                     (37 243)    (55 702)    (92 326)                
Cash flow from financing                                                        
 activities                     (20 071)    (51 466)    (38 456)                
Increase/(decrease) in                                                          
 cash resources                  (5 193)   (120 823)    (74 428)                
Cash resources at                                                               
 beginning of period            (34 526)     39 902      39 902                 
Cash resources at                                                               
 end of period                  (39 719)    (80 921)    (34 526)                
COMMENTARY                                                                      
INTRODUCTION                                                                    
DAWN manufactures and distributes quality branded hardware, sanitaryware,       
plumbing, kitchen, engineering and civil products through a national,           
strategically positioned branch network in South Africa, as well as in          
selected countries in the rest of Africa and Mauritius.                         
The Group has two main operating segments, namely Building and Infrastructure,  
supported by the Solutions segment.                                             
The Building segment has five clusters - Wholesale Trading, Watertech,          
Sanitaryware, Kitchen and International (including AST) and three associates -  
Apex Valves, Heunis Steel and AST Nigeria. The Infrastructure segment consists  
of two businesses, DPI and Incledon, and two associates - Sangio Pipe and       
Angolan-based Fibrex. The DAWN Solutions segment comprises DAWN Logistics       
(DAWN Cargo and DAWN Distribution Centres), DAWN HR Solutions, DAWN IT, DAWN    
Marketing & Design, DAWN Merchandising and DAWN Packaging.                      
RESULTS OVERVIEW                                                                
The Board is pleased with the improvement seen in the last six months. The      
Group focused on extracting benefits from the restructuring which took place    
over the last three years. This is now starting to bear results. Working        
capital, specifically inventory, improved and DAWN benefited from additional    
volumes passing through the infrastructure businesses. Building businesses      
continued to experience a protracted recovery.                                  
Building segment - 60% of Group revenue (before inter-group eliminations)       
The Building market continued to be difficult, with this segment of the Group   
delivering mixed results. Volumes improved pleasingly and market share growth   
was experienced for the sixth consecutive half. However, the current market     
trend away from luxury products towards commodity products muted the impact on  
headline earnings per share.                                                    
Revenue increased by 8%, which included on average a 4% improvement in volumes  
as well as price increases of 4% through passing on inflationary increases.     
These results were achieved against yet another decline in the value of         
buildings completed, with the value having declined by 26% since the market     
peak in 2008. Residential buildings completed grew by 6% for the half year,     
showing some improvement from the second half of F2011. Recorded additions and  
alterations declined by a disappointing 7%. However, in line with the Group`s   
business model, unrecorded additions and alterations compensated for the lower  
net growth in recorded additions and alterations. DAWN estimates that           
unrecorded additions and alterations can be as much as four times the size of   
the recorded market.                                                            
Improved volumes did however not translate into profit growth as Sanitaryware,  
mainly Acrylics (consisting of Libra and Plexicor bath plants), made a          
disappointing loss based mainly on poor volumes.                                
Gross margins in the Building segment remained under pressure due to            
customers` requirements for better quality products at lower prices. However,   
operating expenses were contained at 4%, resulting in an operating profit       
margin of 6,7% (H1 F2011: 7,3%).                                                
The Trading cluster (Saffer, WHDsa, Kitchen Fittings, AST and Saffer            
International) experienced difficult market conditions and lower growth with a  
slight improvement in the second quarter attributable to pick-up in the         
cluster`s traditional markets, a market that provides large volumes. Although   
the cluster was able to pass on an inflationary price increase, gross margins   
remained under pressure.                                                        
The Watertech cluster (Cobra and Isca) increased revenue by 9%. Due to higher   
volumes, gross margins were marginally better, despite the reduction in         
average selling prices of 4%. Profit before interest and tax was flat for the   
period.                                                                         
The loss in Sanitaryware increased from R5 million in the first half of F2011   
to an unacceptable R19 million in the current period. The main reason was the   
poor performance in Acrylics, which produced a loss of R12 million. Although    
Vaal also delivered a loss, this was mainly due to R4,5 million once-off        
costs, such as  retrenchment costs.                                             
Revenue at Vaal decreased by 8% due to lower volume off-take. To address this,  
25 new higher-margin products were introduced to the market. The response has   
been positive. Vaal`s labour force was reduced by 27% during December 2011,     
with the benefits expected during the last quarter of calendar 2012.            
Depressed export destinations of the Group`s Acrylic division, as well as the   
lack of spend in the local building market, impacted significantly on the       
volumes of the businesses in this division. However, over the last few months,  
the number of players in the market continued to reduce. As there are now       
fewer players in the market, Acrylics, which is very volume-sensitive, will be  
able to benefit strongly from any improvement in residential and commercial     
developments. This resulted in the Group reopening its mothballed plant.        
Infrastructure segment - 33% of Group revenue (before inter-group               
eliminations)                                                                   
The Infrastructure segment showed a sharp increase in volumes, with improved    
efficiencies starting to positively impact the bottom line result. The segment  
was however severely affected by the national strike in July 2011. The          
improvement in the awarding of civils projects, particularly water- and sewer-  
related projects during the second half of F2011, was sustained during the      
first half of F2012. Revenue increased by 24%, of which 19% related to volume   
increases. Civil tenders awarded have increased in value by 17% in the last     
year. Given that 80% of the Infrastructure segment`s income is ultimately       
derived from government sources, the stronger order book may be an indication   
of a more serious commitment by government towards water and sanitation         
delivery. Market share gains were experienced in both Incledon and DPI          
Plastics.                                                                       
The Infrastructure segment has returned to profitability and is generating      
cash for the Group. The segment therefore saw a R43 million turnaround from     
the first half of F2011 due to increased tender activity and some market        
restructuring of capacity, which allowed for better prices and margins. The     
operating margin therefore improved from a loss of 4,2% to a profit of 2,2%.    
Break-even levels are also lower as a result of the restructuring undertaken    
over the last three years. The cost reduction exercise resulted in significant  
savings per month, further supported by improved scrap and production output    
rates. Loading consistency from key annual supply contracts resulted in         
improved efficiencies.                                                          
DPI Plastics moved from a R19 million loss in the first half of F2011 to a R7   
million profit in the period under review. Volumes continued to improve, which  
were assisted by the benefits of the stronger sales structure and recent        
market consolidation. Excluding the lost production during the strike in July   
2011, DPI exceeded its benchmark production per month. Revenue increased by     
33%, with sales of higher-margin product up 18% period-on-period.               
Incledon moved from a R7 million loss in the first half of F2011 to a R10       
million profit in the period under review. The business improved turnover by    
15% period-on-period. Volumes increased due to more civils awards as well as    
an increase in mining-related spend. Gross margins improved pleasingly, with    
the largest increase emanating from higher-margin engineering product sales.    
The new branches at Lephalale, Kathu and Burgersfort continue to grow profit,   
especially at Kathu which benefited from increased mining spend.                
DAWN Solutions - 7% of Group revenue (before inter-group eliminations)          
DAWN Solutions renders a crucial competitive advantage to the Group through     
charging warehouse and distribution costs at much lower rates than the          
logistics industry average and assists in containing costs across all           
businesses and significantly reducing warehouse and logistics stock losses.     
However, for these objectives to result in strong profits for the business,     
sufficient scale is needed. The current small profit reported for the period    
is therefore a very pleasing performance as the Group continues to build on     
the strategy of ensuring throughput for this business.                          
Further transport and warehousing volumes were brought in-house during the      
review period and revenue from Group companies grew by 32% in DAWN Logistics.   
The other DAWN Solutions companies grew revenues by maintaining the strategy    
of converting cost centres into revenue streams. By charging market-related     
fees and winning more clients outside the Group, profits increased by 83%.      
Overall DAWN Solutions improved its R2,1 million loss in the previous period    
to just over a breakeven position for the current period. This segment is       
approaching sufficient volume to continue to build on its profitable base.      
DAWN International                                                              
DAWN International`s contribution is included in the Building and               
Infrastructure segments` results. However, to provide additional disclosure,    
the revenue of this cluster is discussed separately.                            
Non-South African revenue has increased by 21% over the last two reporting      
periods to R520 million. DAWN International contributed 18% to Group revenue    
during the review period, including revenue from associates and joint           
ventures, spread evenly over infrastructure-related and building-related        
activities. Exports from South Africa increased revenue by a slow, but steady,  
4% to R244 million. The main countries exported to included Zambia, Mozambique  
and Zimbabwe. DPI`s operations in Africa grew revenue by 49% to R203 million    
and profit before interest and tax increased by 150%, representing a recovery   
off the low base set in the comparative period. AST`s operations in Africa      
increased revenue by 22% to R73 million and most operations performed well.     
The R1 million loss in AST for the first half of F2011 has been improved to a   
R7 million profit, largely through better trading and foreign exchange gains.   
Opportunities in Africa remain attractive and DAWN`s businesses are gaining     
momentum due to the vast building and infrastructure needs in various           
countries on the continent and the general need for DAWN`s products.            
FINANCIAL RESULTS                                                               
During the review period, the Group experienced market share gains and          
improved market price and volumes. Revenue increased by 14% to R2,1 billion     
(H1 F2011: R1,8 billion), with volumes increasing by 9% and prices by 5%.       
Operating profit increased by 37% to R86 million (H1 F2011: R63 million).       
Operating expense increases were limited to 7,6%, which includes 1,6% to        
accommodate volume increases. A substantial portion of the revenue of the       
Group is eliminated on consolidation.                                           
The Group operating margin increased from 3,4% to 4,1%, mainly due to the       
improvement in the Infrastructure segment.                                      
The average debt for the period was R417 million (R384 million in H1 F2011),    
largely due to higher utilisation of working capital facilities. Income from    
associates improved across the board.                                           
Earnings per share increased by 49% to 20,3 cents (H1 F2011: 13,7 cents).       
Headline earnings per share of 20,2 cents showed an increase of 33% from 15,2   
cents reported for the prior comparative period.                                
Working capital management continued to be a focus area. Debtors` days were     
tightly managed and improved by three days, with bad debts remaining below      
0,1% of revenue. Although volatile demand patterns continued, particularly in   
the Building segment, inventory levels showed a significant improvement, as     
committed in June 2011. Creditor days reduced to 49 days. It is not expected    
to remain at this level going forward. The net working capital target of 80     
days was achieved.                                                              
Cash generated from operations, before working capital, remained a focus area   
and increased by 27% to R125 million (H1 F2011: R99 million). Net working       
capital increased, mainly due to increased volumes. Investing activities        
included R41 million in essential capital expenditure. This comprised a R10     
million investment in new warehouse control and distribution systems,           
R8 million on fleet replacement and the balance on maintaining current          
manufacturing capacity.                                                         
Interest cost cover (excluding impairments and once-off costs) is 4,6 times     
(F2011: 3,5 times) and the debt service (including total capital and interest   
repayments) covered by free cash flow generated by the Group is 1,4 times       
(F2011: 0,6 times). This assisted the Group in meeting all debt covenants       
imposed by its lenders at 31 December 2011. Accordingly the term debt payable   
beyond 12 months has been classified as non-current.                            
BUSINESS COMBINATIONS                                                           
Disposal of 49% of AST - subsidiary held for sale at 30 June 2011               
The Group increased its shareholding in AST by acquiring the remaining 49%      
shareholding from the co-joint venture party for a cash consideration of        
R24,25 million on 30 June 2011. AST was, as a result of the step-up to 100%     
shareholding, disclosed as a subsidiary held for sale at 30 June 2011. On       
1 July 2011, the Group sold 49% of its interest in AST to a new joint venture   
partner for R24,5 million. As from 1 July 2011 AST is reported as a joint       
venture of the Group, proportionately consolidated at 51%. The fair value of    
these assets and liabilities amounted to R42 million and intangible assets of   
R17 million. As allowed by IFRS 3 (R), the full fair value exercise has not     
been performed by end of the reporting period.                                  
BASIS OF PREPARATION                                                            
The Board acknowledges its responsibility for the preparation of the condensed  
consolidated interim financial statements for the six months ended 31 December  
2011 in accordance with the recognition and measurement criteria of             
International Financial Reporting Standards (IFRS), the presentation and        
disclosure requirements of IAS 34 Interim Financial Reporting, the AC 500       
Standards as issued by the Accounting Practices Board or its successor, the     
Listings Requirements of the JSE Limited and the requirements of the South      
African Companies Act on a basis consistent with the prior period. The interim  
financial statements have been prepared by Mr JAI Ferreira, Financial Director  
and were approved by the Board on 14 March 2012.                                
The accounting policies are consistent with those applied in the annual         
financial statements for the year ended 30 June 2011.                           
These results have not been audited or reviewed by the Group`s auditors,        
PricewaterhouseCoopers Inc.                                                     
PROSPECTS                                                                       
The Group has started this year with the correct cost base to take maximum      
advantage of volumes as they improve. The Group anticipates further             
improvements due to the following:                                              
* The investment made during its growth phase in the                            
 Infrastructure cluster is starting to pay off as the government                
and the private sector slowly start to spend;                                  
* Although growth on the Building side is likely to remain slow,                
 Sanitaryware is receiving focused attention. Benefits should                   
 also start to come from the consolidation in Libra and                         
Plexicor`s markets;                                                            
* In DAWN Solutions the Group has made significant capacity                     
 investments in 2008, just ahead of the market crash. This                      
 business continues to provide high barriers to entry and lower                 
costs for both customers and suppliers alike. The collaborative                
 model in this business provides a significant competitive                      
 advantage through economies of scale. DAWN Solutions is now                    
 starting to experience economies of scale to build on its                      
profitable position.                                                           
DAWN International is gaining momentum, with substantial opportunities offered  
by infrastructure growth in Africa.                                             
Although the short-term market recovery is expected to remain slow, the longer  
term shows stronger potential if government and private sector spend increase   
and through the continued sharpening of internal effectiveness.                 
This general forecast has not been reviewed nor audited by the Company`s        
auditors.                                                                       
EVENTS AFTER THE REPORTING PERIOD                                               
Management is not aware of any material events that occurred subsequent to the  
end of the reporting period. There has been no material change in the Group`s   
contingent liabilities since the period-end.                                    
DIVIDEND                                                                        
In line with Group policy, no interim dividend has been declared or proposed    
for the six months ended 31 December 2011, and cash will be conserved until     
market recovery is more entrenched.                                             
On behalf of the Board                                                          
RL Hiemstra                              DA Tod                                 
Chairman                                 Chief Executive Officer                
Johannesburg                                                                    
15 March 2012                                                                   
The presentation to investors is available on the DAWN website.                 
www.dawnltd.co.za                                                               
DISTRIBUTION AND WAREHOUSING NETWORK LIMITED                                    
("DAWN" or "the Group" or "the Company")                                        
(Incorporated in the Republic of South Africa)                                  
(Registration number 1984/008265/06)                                            
Alpha code: DAW                                                                 
ISIN: ZAE000018834                                                              
Registered office: Cnr Barlow Road and Cavaleros Drive, Jupiter Ext 3,          
Germiston, 1401                                                                 
E-mail: info@dawnltd.co.za                                                      
Directors: RL Hiemstra* (Chairman), DA Tod (Chief Executive Officer), LM        
Alberts, M Akoojee*, OS Arbee*, JA Beukes, JAI Ferreira, VJ Mokoena, S Mthembi- 
Mahanyele, RD Roos                                                              
*Non-executive                                                                  
Independent non-executive                                                       
Company secretary: JA Beukes                                                    
Transfer secretaries: Computershare Investor Services (Proprietary) Limited,    
70 Marshall Street, Marshalltown, 2001                                          
PO Box 61051, Marshalltown, 2107                                                
Sponsor: Deloitte & Touche Sponsor Services (Pty) Limited                       
Date: 15/03/2012 08:00:01 Produced by the JSE SENS Department.                  
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