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WLO WLN WLP1 WLOP
WLO
WLO / WLN / WLOP / WLP1 - Wooltru limited - Year-end results 30 June 2008
WOOLTRU LIMITED
INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA
REGISTRATION NUMBER: 1936/008278/06
SHARE CODE: WLO ISIN ZAE000007993
SHARE CODE: WLN ISIN ZAE000008744
SHARE CODE: WLOP ISIN ZAE000008009
SHARE CODE: WLP1 ISIN ZAE000008017
("Wooltru" or "the Group")
Year-end Results 30 June 2008
BALANCE SHEET
Audited Group
At 30 June
2008 2007
Rm Rm
ASSETS
Non-current assets
Deferred tax 0.6 1.3
Current assets 59.4 57.8
Listed investments 7.2 16.9
Trade and other receivables 0.1 0.3
Taxation 1.6 1.6
Bank balances and cash equivalents 50.5 39.0
Total assets 60.0 59.1
EQUITY AND LIABILITIES
Capital and reserves attributable to
equity holders 58.0 57.2
Ordinary share capital 9.9 9.9
Share premium 464.7 464.7
Non-distributable reserves 8.1 8.1
Accumulated loss (424.7) (425.5)
Total equity 58.0 57.2
Non-current liabilities
Preference share capital 1.5 1.5
Current liabilities
Trade and other payables 0.5 0.4
Total equity and liabilities 60.0 59.1
Net asset value per share 12.3c 12.1c
INCOME STATEMENT
Audited Group
Year ended 30 June
2008 2007
Note Rm Rm
Revenue 3 5.9 4.5
Other income 0.2 1.2
Total income 6.1 5.7
Operating costs (4.6) (4.2)
Profit from operations 1.5 1.5
Finance costs (0.1) (0.1)
Profit before taxation 1.4 1.4
Taxation (0.6) (0.1)
Profit/loss attributable to equity holders 0.8 0.4
Earnings per share
Basic earnings per share 0.2c 0.1c
Diluted earnings per share 0.2c 0.1c
STATEMENT OF CHANGES IN EQUITY
Audited
Year ended 30 June
2008 2007
Rm Rm
Capital and reserves attributable to equity
holders at the beginning of the period 57.2 56.8
Recognised gains and losses
Profit/(loss) attributable to equity holders 0.8 0.4
Capital and reserves attributable to equity
holders at the end of the period 58.0 57.2
CASH FLOW STATEMENT
Audited
Year ended 30 June
2008 2007
Rm Rm
Cash flow from operating activities
Cash flow from trading activities (4.1) (4.2)
Working capital movements 0.6 (0.5)
Cash utilised in operating activities (3.5) (4.7)
Finance income 5.9 4.5
Finance costs (0.1) (0.1)
Taxation paid 0.0 0.0
Cash utilised in operations 2.3 (0.3)
Distribution paid 0.0 0.0
Net cash inflow/(outflow) from operating
activities 2.3 (0.3)
Cash flow from investing activities
Purchase of listed investments (8.3) (28.9)
Proceeds on sale of listed investments 17.5 36.2
Net cash inflow from investing
activities 9.2 7.3
Net increase in cash and cash equivalents 11.5 7.0
Cash and cash equivalents at beginning of
period 39.0 32.0
Cash and cash equivalents at end of period 50.5 39.0
COMMENT
Group Results
During the year ended 30 June 2008 Wooltru reflected a profit before taxation
of R1.4 million (2007: R1.4 million).
Due to existing assessed losses no taxation was paid during the current or
previous financial year.
Medical Aid Claims
In regard to the claims by former employees of the business of Central News
Agencies Limited ("CNA") regarding post-retirement medical aid contributions,
it has been held that Wooltru is liable for any claims, which may be proved
against Johnnic Book Retail Limited ("Johnnic") (formerly CNA Gallo Limited) by
erstwhile employees of the business of CNA, as at 1 September 1997. However,
there is uncertainty regarding the success of any claims against Johnnic and
consequently the liability of Wooltru.
In December 2005 Wooltru lodged a bank guarantee with Johnnic of R20.8 million
which covered potential claims as calculated by Johnnic. Wooltru has noted
R13.9 million as a contingent liability in the annual financial statements.
Legal action continues.
Taxation Claim
As disclosed in previous communications, South African Revenue Service ("SARS")
has raised a revised assessment for Wooltru Property Holdings (Pty) Limited for
the 2001 year of assessment adding back to taxable income an amount of
R50.9 million as a taxable recoupment in respect of leasehold improvements
claimed as a deduction by a taxpayer in terms of section 11(f) of the Act. The
case was heard by the Tax Court of Cape Town in December 2006. The judge ruled
in favour of Wooltru Property Holdings (Pty) Limited. SARS subsequently appealed
against the ruling. The appeal was heard in the High Court in January 2008.
Judgment was granted by the High Court of SA, CPD sitting as a Court of Appeal
on 7 August 2008 and dismissed with costs the SARS appeal against the judgment
of the Tax Court, and confirmed the remission of the matter to SARS for
reassessment. Until the appeals process is exhausted Wooltru will continue to
disclose a contingent liability in this regard.
Board Composition
During the period under review there were two executive directors,
Messrs A Groll and AM Louw, while Mr M Kaplan and Dr JC van der Horst
served as non-executive directors. There have been no changes in
directorship during the year.
Prospects
It is not possible to predict the outcome of the remaining claim for medical
aid contributions of former CNA employees or the unresolved taxation claim with
any accuracy. Shareholders will be advised of any developments regarding these
matters.
The Board continues to pursue strategic alternatives to enhance shareholder
value, however the claims referred to above constrains corporate activity.
M Kaplan
Chairman
Cape Town
15 August 2008
NOTES
1. The annual financial statements were prepared in accordance with the
requirements of the South African Companies Act, 61 of 1973, as amended;
International Financial Reporting Standards ("IFRS") and the Interim Financial
Reporting Statement IAS 34.
The annual financial statements are prepared on the historical cost basis
except for financial instruments carried at fair value. All significant
accounting policies have been consistently applied throughout the group.
2. The annual financial statements have been prepared on the going concern basis
as the directors have every reason to believe that the group has adequate
resources to continue in operation for the year ahead.
2008 2007
Rm Rm
3. Revenue
Finance income 5.9 4.5
4. Headline earnings per share
Profit before taxation 1.4 1.4
Taxation (0.6) (1.0)
Profit attributable to equity holders 0.8 0.4
Headline earnings 0.8 0.4
Headline earnings per share (cents) 0.2 0.1
5. The group has no credit banking facilities, although there is no limit on the
group`s authority to raise interest-bearing debt.
6. Contingent liabilities
CNA post-retirement medical aid liability* 13.9 13.9
SARS tax reassessment on leasehold
improvements recoupment** 27.9 24.6
* In regard to the claims by former employees of the business of Central News
Agencies Limited ("CNA") regarding post-retirement medical aid
contributions, it has been held that Wooltru is liable for any claims, which
may be proved against Johnnic Book Retail Limited ("Johnnic") (formerly
CNA Gallo Limited) by erstwhile employees of the business of CNA, as at
1 September 1997. In December 2005 Wooltru lodged a bank guarantee with Johnnic
of R20.8 million which covered potential claims as calculated by Johnnic.
Wooltru`s best estimate of the possible liability is R13.9 million. Wooltru is
disputing the claim.
** SARS raised an assessment for the 2001 year adding back an amount as a
taxable recoupment with interest and penalties. During December 2006 the Tax
Court ruled in favour of Wooltru. SARS subsequently appealed against the ruling.
On 7 August 2008, the High Court of SA, CPD sitting as a Court of Appeal
granted judgment and dismissed with costs the SARS appeal against the
judgment of the Tax Court, and confirmed the remission of the matter to SARS for
reassessment. Until the appeals process is exhausted Wooltru will continue to
disclose a contingent liability in this regard.
7. Distribution
No distributions were declared or paid during the year.
Number Number
of shares of shares
8. Share capital
Issued
Ordinary share capital 194 767 260 194 767 260
"N" ordinary share capital 276 092 675 276 092 675
9. PKF (Newlands) Inc. has provided an unqualified audit opinion, which is
available for inspection at the company`s registered office.
DIRECTORS
M Kaplan* (Chairman)
A Groll
AM Louw
JC van der Horst*
* Non-executive
COMPANY REGISTRATION NUMBER
1936/008278/06
PRINCIPAL BANKERS
The Standard Bank of South Africa Limited
AUDITORS
PKF (Newlands) Inc.
SPONSOR
Bridge Capital Advisors (Pty) Limited
SECRETARY
AL Winkler
DOMICILE AND REGISTERED OFFICE
1st Floor, The Spearhead,
42 Hans Strijdom Avenue, Foreshore,
Cape Town, 8001,
South Africa
POSTAL ADDRESS
PO Box 671, Cape Town, 8000
TELEPHONE NUMBER
021 421 5550
FAX NUMBER
021 421 5551
TRANSFER SECRETARY
Computershare Investor Services (Pty) Limited
70 Marshall Street,
Johannesburg, 2001
South Africa
Date: 15/08/2008 16:00:02 Produced by the JSE SENS Department.
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