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Wed 12 Jun 2002, 0:00 Omnia Holdings Limited - Audited Results For
Omnia Holdings Limited - Audited Results For The Financial Year Ended 31        
March 2002                                                                      
Omnia Holdings Limited                                                          
(Incorporated in the Republic of South Africa)                                  
(Registration  number 1967/003680/06)                                           
Share Code: OMN                                                                 
ISIN Code: ZAE000005153                                                         
("Omnia" or the "Group")                                                        
AUDITED RESULTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2002                      
Headline earnings up 5-fold                                                     
EBITDA up 110% to R210 million                                                  
Strong operating cash flow                                                      
Significant growth in export sales                                              
95% reduction in debt                                                           
Resumption of dividend payments                                                 
Omnia is a market-facing, service-driven Group providing customised             
solutions in the agricultural, mining and industrial chemical markets.  The     
Group`s strategy is focused on responding to the needs of its customers and     
the commercial challenges they face through the deployment of advanced          
technology solutions and innovative products. This specialised service          
proposition, which sees the Group creating extraordinary service value for      
customers, is unmatched in the Group`s chosen markets.                          
 OPERATING PERFORMANCE                                                          
As indicated at the time of the last interim results announcement, a            
substantial improvement in the Group`s results for the full year ended 31       
March 2002 was expected over the previous 12 month period to 31 March 2001.     
(Shareholders are reminded of the change in year end to March a year ago        
which resulted in the previous financial year being a 15 month period). The     
comparable unaudited results for the previous period ended 31 March 2001 are    
given and comments made relate to this more meaningful comparable period.       
Towards the close of the agricultural season in late January 2002 several       
factors indicated a greater improvement than originally expected. The           
devaluation of the Rand, the stabilisation of the ammonia price back to         
economically favourable historical levels and the volume growth in exports      
together with an improvement in explosives earnings were the main               
influencing factors.                                                            
Revenue has grown by 25% and headline earnings per share increased 5-fold to    
284.5 cents relative to the previous 12 month period, rendering the share       
price of R 9.55 at the end of March 2002 at a PE of 3,4. This increase in       
headline earnings does not take into account the increase in the Rand value     
of the Group`s off-shore US Dollar assets which have been accounted for in a    
"Foreign Currency Translation Reserve" (FCTR) within Non-Distributable          
Reserves. Had this increase in the value of off-shore assets been taken         
through the income statement the headline earnings of 284.5 cents per share     
would have increased by an additional 123 cents (66 cents) per share.           
EBITDA has improved by 110% to R210m and Net Profit before Taxation has         
improved 7-fold to R146m. The Group`s export sales again showed good growth     
of 26% giving rise to US Dollar denominated earnings. The Group`s foreign       
operations are now subject to South African normal tax giving rise to the       
comparatively large R36m tax charge.                                            
The focus on working capital management intensified, limiting the rise in       
the level of current assets, despite cost increases driven by the weakening     
Rand, to a modest 3.5%. Capital expenditure increased moderately to R67m, of    
which R21m relates to a compressor replacement. The balance represents          
normal replacements.                                                            
The Group continued to generate strong cash flows which has resulted in the     
net interest bearing debt being reduced to below R13m. As a consequence of      
this debt reduction and lower interest rates, interest payments dropped by      
R14m and EBITDA interest cover has improved to 6,2 times from the 2,1 times     
in the previous period.                                                         
Equity rose by R155m during the year, R47m (R25m) of which is as a result of    
the re-valuation of the Group`s off-shore US Dollar based assets taken to       
the Non-Distributable FCTR as mentioned above.                                  
The increase in equity combined with the strong cash generation has resulted    
in a low debt : equity ratio of 3% at the year end compared with 81% in         
March 2001.                                                                     
The Zimbabwe operations performed well despite the difficult and uncertain      
trading environment. This uncertainty led to the board taking the               
conservative view of impairing R3.3m of the immovable fixed assets in           
Zimbabwe. The impact of the high inflation conditions in both Zambia and        
Zimbabwe led to the hyperinflation adjustments referred to in the notes.        
A substantial insurance claim for loss of profits, relating to a component      
failure within the Nitric Acid plant in September 2000 has been formulated      
and submitted to the insurer who is in the process of evaluating the claim.     
The claim has not been recognised in the results to the end of March 2002.      
FERTILIZER                                                                      
Several factors contributed to the strong operating performance of Omnia`s      
fertilizer division.                                                            
Overall the agricultural sector showed good growth. Grain prices increased      
dramatically over the year under review. White maize prices increased 100%      
from a level of R 900 per ton in March 2001 to R 1 800 per ton in March         
2002, having come off a peak of R 2 000 in February this year. Both wheat as    
well as sunflower seed also showed substantial increases of 35% and 30%         
respectively. These significant price increases were a direct result of the     
weakening Rand/US Dollar exchange rate and the shortage of grain in Southern    
Africa. Although most farmers did not achieve these prices in full, the         
profitability of the agricultural sector has been restored to improved          
levels.                                                                         
Fertilizer prices increased frequently as a result of the significant           
devaluation of the Rand against the US Dollar.                                  
The international price of ammonia stabilised down to more economically         
favourable historical levels resulting in a favourable ratio between the        
international price of the raw material, ammonia and the international price    
of urea, in turn leading to improved margins.                                   
Compared to the previous 12 months, bulk fertilizer export volumes grew by      
22% while in the domestic market, the unique speciality products volumes        
grew by 20%.                                                                    
Through the ongoing differentiation of its product and service range the        
division has improved the sales mix and in the process added value to its       
customers.  The division showed strong improvements in margins from the         
unacceptably low 3.0% achieved in the comparable previous year to the more      
normal levels of 9.2% achieved for the year under review.                       
The focused marketing of exports together with the more favourable exchange     
rate has also enabled the Group to realise improved margins in addition to      
the foreign exchange earnings.                                                  
EXPLOSIVES AND INDUSTRIAL CHEMICALS                                             
Revenue in the Explosives and Industrial Chemicals Division increased by 32%    
over the previous 12 month period. International surface bulk explosives        
volumes showed a satisfactory year on year volume growth. The local packaged    
cartridge explosives volumes showed good growth over the previous 12 months.    
This facility is considered to be at the forefront of cartridge technology      
which gives the division a distinct competitive advantage. Operating margins    
remained virtually the same at 9%.                                              
The market in Ghana was found to be oversupplied and as a result, at the        
close of the financial year, the loss making explosives operations in Ghana     
were terminated and the assets sold off.                                        
The weak Rand has resulted in significant increases in the export of any        
ammonium nitrate based products by local producers. With export parity          
prices being substantially higher than the local explosive prices the local     
market is set to either face fundamental increases in explosive prices or       
alternatively face a shortfall in supply.                                       
Intaba Chemicals had an improved year of trading, however the continued         
burden of the development of the Aluminium Tri-hydrate (ATH) process            
impacted negatively on results. After detailed consideration of both the        
process economics as well as a significant reduction in the market size, the    
Omnia Board took the decision to terminate this project. The majority of the    
plant and equipment is suitable for the production of fertilizer and Omnia      
Fertilizers has agreed to take over the plant with immediate effect. This       
will leave Intaba free to continue to investigate alternative avenues for       
growth.                                                                         
PROSPECTS                                                                       
With the Government formulating a new strategic plan for agriculture, better    
prices for produce, excellent growth in exports and the relatively good         
season, there is optimism in the agricultural industry.                         
Omnia`s plants are operating well and with the company continuously             
developing new technologies, Omnia is positioned to take advantage of this      
renewed optimism and further create value for its customers.                    
The export marketing of both conventional fertilizers and speciality            
products has taken the Omnia name to several countries around the world         
allowing the Group to spread its customer base and further spread its risk      
to any inclement weather. With the improved performances from the Losberg       
plant, the Group is anticipating improved results from its explosives           
division.                                                                       
Earnings prospects for the ensuing financial year to March 2003 appear to be    
good with all divisions expected to deliver results that are better than        
those achieved during the year under review.                                    
At the end of December 1998  the management team was given a five-year          
target for the cumulative earnings per share of R 13.44, based on the           
accounting policies of the Group that existed at the time. Subsequently this    
target has been revised to R 12.43 to allow for the change in year end,         
which now incorporates an additional loss-making quarter to March 2004. At      
the end of March 2002 the cumulative earnings had reached R 4.62 per share      
leaving R 7.81 to be achieved in accumulated earnings per share over the        
remaining two years. Management continuously aims to achieve this target,       
which will entitle the management team to a specified number of shares in       
the company at the end of the March 2004 financial year.                        
DIVIDENDS                                                                       
The Board had prioritised the strengthening of the balance sheet and has not    
declared a dividend for the past 24 months. With the pleasing strengthening     
of the balance sheet and the prospects for the year ahead, a final dividend     
of 81,5 cents per ordinary share has been declared, showing a dividend cover    
of 3.5 times and a dividend yield of 8.5 % on the year end price of R 9.55      
per share.                                                                      
The last day to trade cum dividend will be Friday, 28 June 2002. The shares     
will commence trading ex dividend as from Monday, 1 July 2002 and the record    
date will be Friday, 5 July 2002. The dividend will be paid on Monday, 8        
July 2002.                                                                      
Share certificates may not be dematerialised or rematerialised between          
Monday, 24 June 2002 and Friday, 5 July 2002, both days inclusive.              
SHARE LIQUIDITY                                                                 
Omnia`s major shareholder, Alpha, has always been a supportive shareholder      
but believes that the Omnia investment is non-core. Alpha has therefore         
indicated to the Board of Omnia that it is actively seeking a way to reduce     
its shareholding in an orderly manner. Omnia believes this is a positive        
development as it will significantly improve the share liquidity.               
Omnia`s chairman has been tasked with taking this initiative forward and        
Omnia expects a further announcement on this issue in due course.               
NJ Crosse                                    RB Humphris                        
Chairman                                     Managing Director                  
Johannesburg                                                                    
12 June 2002                                                                    
CONSOLIDATED INCOME                                                             
STATEMENTS                                                                      
Audited              Unaudited   Audited                    
                    12 months            12 months   15 months                  
                    1/4/2001             1/4/2000    1/1/2000 to                
                   to                  to                                       
R`000               31/3/2002   %        31/3/2001   31/3/2001                  
Revenue             1 851 947   25       1 481 006   1 769 054                  
Cost of sales       (1 201               (1 007      (1 219 364)                
                   814)                464)                                     
Gross profit        650 133     37       473 542     549 690                    
Operating costs                                                                 
before depreciation                                                             
 and net of other   ( 440 549)           ( 373 676)  ( 467 939)                 
income                                                                          
EBITDA              209 584     110      99 866      81 751                     
Depreciation        (38 005)             ( 34 314)   ( 43 154)                  
Operating profit    171 579     162      65 552      38 597                     
Finance costs                                                                   
- Net interest paid (33 608)             ( 47 859)   ( 55 278)                  
- Forward cover     (11 912)             (10 341)    (12 467)                   
costs                                                                           
- Net monetary gain  19 714              11 830      14 788                     
(Loss)/income from  (4)                  797         842                        
associates                                                                      
Profit/(loss)       145 769     630      19 979      (13 518)                   
before taxation                                                                 
Taxation            (36 395)             (230)       12 042                     
Profit/(loss) after 109 374     454      19 749      (1 476)                    
taxation                                                                        
Minority interest   (459)                (147)       (183)                      
Net profit/(loss)   108 915     456      19 602      (1 659)                    
for the period                                                                  
Basic and headline  284.5                51.2        (4.3)                      
earnings/(loss) per                                                             
share (cents)                                                                   
Fully diluted       73.2                 51.2        (4.3)                      
headline                                                                        
earnings/(loss) per                                                             
share (cents)                                                                   
Dividends per share 81.5        *        -           22.0                       
(cents)                                                                         
Weighted average    38 277               38 292      38 292                     
number of shares in                                                             
issue (`000)                                                                    
Weighted average                                                                
number of                                                                       
fully diluted       39 867               38 308      38 308                     
shares in issue                                                                 
(`000)                                                                          
Fully diluted       108 915              19 602      ( 1 659)                   
earnings/(loss)                                                                 
(R`000)                                                                         
EBITDA interest     6.2                  2.1         1.5                        
cover                                                                           
* Declared                                                                      
subsequent to year-                                                             
end                                                                             
CONSOLIDATED BALANCE SHEETS                                                     
                            Audited                 Audited                     
R`000                       31/3/2002               31/3/2001                   
Assets                                                                          
Property, plant and         416 565                 411 485                     
equipment                                                                       
Unlisted investments and    127                     1 784                       
loans                                                                           
Current assets              553 725                 534 931                     
                            970 417                 948 200                     
Equity and liabilites                                                           
Ordinary shareholders`      465 292                 310 759                     
equity                                                                          
Minority interest           1 959                   1 683                       
Deferred taxation           36 888                  4 291                       
Long-term liabilities       29 963                  49 336                      
Current liabilities         436 315                 582 131                     
                            970 417                 948 200                     
Net interest-bearing debt   12 884                  250 603                     
Net asset value per share   12.20                   8.12                        
(Rand)                                                                          
Directors valuation of      9                       9                           
unlisted shares                                                                 
Capital expenditure                                                             
Incurred                    66 818                  57 396                      
Authorised and committed    6 530                   11 259                      
Authorised but not          53 083                  35 126                      
contracted for                                                                  



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