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Wed 4 Sep 2002, 0:00 Anglovaal Industries Limited - Audited Results For
Anglovaal Industries Limited - Audited Results for the 12 months ended 30       
June 2002                                                                       
Anglovaal Industries Limited                                                    
("AVI" or "the Group")                                                          
(Registration Number 1944/017201/06)                                            
Share Code: AVI                                                                 
ISIN: ZAE000030102                                                              
Audited Results for the 12 months ended 30 June 2002                            
AVI is a South African based company focusing on the consumer products and      
services industry.  Its key competencies are the marketing, processing,         
manufacturing and distribution of food, cosmetics and packaging.  AVI is made   
up of three segments: (i) Branded Consumer Goods, comprising National Brands    
Food and Cosmetics and I&J.  (ii) Packaging, comprising Consol Glass and        
Plastics and (iii) Logistics, comprising Vector Logistics.  The company is      
listed in the Food Producers & Processors sector of the JSE Securities          
Exchange South Africa and has an approximate market capitalisation of R4.6      
billion.                                                                        
Highlights:                                                                     
Turnover from cont. operations          up   18%  to   R5,8bn                   
Operating profit from cont. operations  up   44%  to   R716m                    
Diluted headline earnings per share     up   56%  to   156.1c                   
Return on equity                        at   19.0%                              
Dividend per share declared             up   39%  to   53c                      
*  Implementation of growth strategy positively impacting AVI.                
  *  Strong operating contributions from all three business segments - with     
Branded Consumer Goods trading particularly well.                               
Branded Consumer Goods - Operating profit: R398 million (2001: R248 million):   
*  I&J delivered excellent results, as the domestic market performed well     
and higher US$ pricing and favourable exchange rates had a positive impact on   
exports and foreign operations.                                                 
  * Hake demand continued to benefit from shifts to healthier eating and the    
decline in Northern Hemisphere fishing stocks.                                  
  *  I&J acquired an Argentinean seafood company Alpesca, which achieved a      
small operating profit in line with expectations. The production facilities     
have been successfully refurbished, and a new shrimper vessel acquired.         
*  National Brands biscuit category growth spurred by strong innovation       
through new product launches and line extensions.                               
  *  As forecast, National Brands snacks category continued to incur            
operating losses.  The revised operating model has been implemented and is      
starting to produce tangible improvements.                                      
  *  Continued growth from National Brands cosmetics driven by innovation.      
  Packaging - Operating profit: R 289 million (2001: R225 million):             
  *  Consol operating profit benefited from 6% volume growth and efficiency     
gains.                                                                          
  *  Productivity records broken and furnace utilisation at an all time high.   
  *  Consol XPRS doubled growth targets and Speciality Glass substantially      
improved sales and profit.                                                      
*  R250 million investment in two new furnaces at Wadeville and Pretoria,     
scheduled to be commissioned in early 2003.                                     
  Logistics - Operating profit: R 35 million (2001: R32 million):               
  * I&J`s customer division incorporated as a stand-alone business unit,        
Vector Logistics, a specialist third party logistics provider.                  
  *  Vector revenues increased by 22%, with volumes increasing by 7%.           
  *  One off SAP implementation costs of R8 million impacted on operating       
profit.                                                                         
Angus Band, Group Managing Director, commented:                                 
"The fact that AVI continued to generate strong growth during this volatile     
period is a tribute to the commitment of our people and our leading brands.     
These strengths, together with our growth strategy, gives us confidence that    
AVI will continue to produce real earnings growth in the new financial year."   
Sandton                                                                         
3rd September 2002                                                              
AVI                                                                             
Angus Band, Group Managing Director        Tel:+27(0)11 779 2703                
Robert Katzen, Group Financial Director    Tel:+27(0)11 779 2704                
College Hill                                                                    
Tom Allison                                Tel:+27(0)11 447 3030                
Cindy Coelho                                                                    
ANGLOVAAL INDUSTRIES LIMITED                                                    
("AVI" or "the Group")                                                          
(Registration Number 1944/017201/06)                                            
Share Code AVI                                                                  
ISIN: ZAE000030102                                                              
Audited Results for the 12 months ended 30 June 2002                            
GROUP OVERVIEW                                                                  
The financial year under review has been very successful with headline        
earnings per share growing by 56% and the implementation of a strategy to       
drive AVI`s growth post the successful turnaround strategy that was initiated   
at the time of the Group`s restructuring in 1999.  Although it is still early   
in this new growth phase, the Group experienced positive results with solid     
growth from innovation, exports and the Alpesca acquisition combining to lift   
volumes and turnover from continuing operations by 5% and 18% respectively.     
  During the year the collapse of the Rand and steep price escalations in       
respect of various commodities caused consumer price inflation to increase      
beyond the Reserve Bank`s target and food inflation to soar. The defensive      
interest rate increases imposed by the Reserve Bank, instability within the     
Southern African region resulting from the currency collapse, the problems in   
Zimbabwe and global turbulence following the tragedy of 11 September 2001       
placed extreme pressure on the consumer. Within this environment, domestic      
trading conditions showed surprising strength with satisfactory levels of       
demand holding into the New Year. Export demand remained strong with total      
foreign turnover at 21% of Group turnover compared to 15% in 2001.              
Financial overview                                                              
  The year was characterised by strong operating contributions from all of      
the business segments resulting in turnover from continuing operations          
growing to R5,8 billion. The branded consumer goods segment had a               
particularly good year, posting turnover growth of 19%, largely driven by       
higher exports, which benefited from both the currency depreciation and         
improved international seafood prices.                                          
Operating profit from continuing operations improved by 44% to R 716          
million with the operating margin at a healthy 12.4% compared to 10.1% in the   
prior year. The decline in the Rand generally impacted positively on the        
Group as the Rand proceeds on exports and foreign operations more than offset   
the impact on imports. There were a number of one-off items associated with     
the acquisition of the Argentinean based seafood company Alpesca S.A. as well   
as currency gains resulting from the devaluation of the Argentinean Peso        
following its de-linking from the US$ during the year. The net effect of        
these on operating profit is not material.                                      
  The sale of the loss making ingredients business effective 1 July 2001        
lifted the increase in total operating profit to 46%.                           
  Net income from investments (after interest paid) increased by 13% to R 85    
million, primarily as a result of foreign currency translation gains of R 25    
million (2001: R14 million) in respect of the "integrated foreign operations"   
of I&J. Other foreign currency gains totalling R 66 million relating to the     
translation of the balance sheets of foreign entities have been taken           
directly to non-distributable reserves.                                         
  Headline earnings increased by 38% to R503 million. Headline earnings per     
share was boosted by the impact of the significant share buy back completed     
in April 2001, which resulted in a 12% reduction in the weighted average        
number of shares in issue.  As a result, diluted headline earnings per share    
increased by 56% to 156.1 cents                                                 
  Net cash after borrowings was R 729 million at the year end (2001: R586       
million). This is after the settlement of Alpesca S.A. liabilities existing     
on acquisition of R 191 million and significant capital expenditure as the      
Group continued to reinvest in its fixed asset base. Group capital              
expenditure of R 332 million was in excess of the depreciation charge of R      
268 million. The major capital expenditure projects during the year were the    
new vessels acquired by I&J and investment in the manufacturing facilities in   
Alpesca. The percentage of working capital to sales remains within acceptable   
levels at 12.3%.                                                                
  The strong improvement in Group profitability has resulted in our return on   
equity increasing to 19%.                                                       
 SEGMENTAL PERFORMANCE                                                          
                Turnover from           Operating profit                        
                continuing              from continuing                         
operations              operations                              
                2002    2001   Change   2002       2001   Change                
                Rm      Rm     %        Rm         Rm     %                     
Branded                                                                         
Consumer Goods  3,875   3,258  19%      398        248    60%                   
Packaging       1,576   1,378  14%      289        225    28%                   
Logistics       328     269    22%      35         32     9%                    
Corporate       -       -               (6)        (9)    33%                   
Total           5,779   4,905  18%      716        496    44%                   
BRANDED CONSUMER GOODS                                                          
  This segment had an excellent year with turnover growth of 19% and a 60%      
increase in operating profit to R 398 million. This represents an operating     
margin of 10.3% compared to 7.6% in the prior year.                             
  NBL food                                                                      
  Turnover increased by 6% to R 2,1 billion with operating profit growing by    
7% to R 111 million. Excluding snacks, which continued to experience very       
difficult trading conditions, the growth in turnover was 12% and the            
improvement in operating profit 12%. Raw material input prices rose sharply     
following the sudden decline of the Rand and placed margins under some          
pressure, particularly in respect of tea, coffee and snacks.                    
Improved biscuit volumes and a growth of 37% in sales into Africa were the    
major contributors to the turnover growth. The biscuit category benefited       
from a 9% growth in volumes as its innovation drive continued with the launch   
of a number of new products and line extensions including BN and Provita        
Multigrain. The strategy of repositioning the Baumann brand to combat cheap     
imports also proved successful. Management`s continued focus on operating       
efficiencies contributed to a strong improvement in operating profit in the     
category.                                                                       
The impact of the Rand`s depreciation was particularly strong in our tea      
category, where most of the raw materials are imported. Notwithstanding         
significant price increases in the second half driven by these raw material     
price increases, the category delivered volume growth of 2%, leading to a 13%   
increase in turnover which, with a strong manufacturing performance,            
contributed to an increase in operating profit.                                 
  The coffee category experienced a mixed trading year with strong growth in    
premium brewed coffee following its innovative launch in soft packs and an      
improved performance from Frisco as a result of its re-launch. This was         
offset by a sharp decline in volumes in affordable brewed coffee due to the     
pressure on lower income consumers. The deterioration in the Rand and           
operating inefficiencies eroded margins in the second half of the year,         
although these had been corrected by the year end.                              
  In our half-year review, we reported that the snacks category continued to    
incur operating losses and that no improvement was forecast for the full        
year. Turnover for the year ended in line with our forecast, down 15%           
following a decline in total market volume in the second half and our           
decision to exit the baler bag business. The depreciation of the Rand and its   
effect on oil, maize and packaging costs, caused a significant increase in      
the cost of sales which could not be recovered through price increases and      
contributed to an operating loss of R 49 million (2001: R 40 million). The      
management attention and changes implemented during the year are starting to    
take effect and we are seeing the early signs of a real improvement in          
performance.                                                                    
Ciro Alliances, the foodservice division, enjoyed an excellent year with      
turnover growth of 18% and a 108% improvement in operating profit arising       
from the focus on more profitable product lines and a lower cost structure.     
  NBL cosmetics                                                                 
The cosmetics division continued its strong growth trend with turnover and    
operating profit increasing by 17% to R 345 million and R37 million             
respectively despite a significant increase in the cost of imported raw         
materials. Toiletries, in particular, performed well with continued market      
share growth in male deodorant and female body sprays. Good results were also   
achieved in expanding the export market, which now represents 5% of turnover.   
  The Coty licence for sub-Saharan Africa, which was acquired two years ago,    
contributed to a larger sales base and provided additional benefits through     
its affiliation to an international market leader in the world of cosmetics.    
The financial benefits of this arrangement will increase next year as Coty      
maximises its potential in the fragrance and toiletries categories with the     
introduction of a new range of products.                                        
I&J                                                                           
  I&J delivered excellent financial results, primarily due to the combination   
of higher US$ pricing and favourable movements in exchange rates which          
together had a positive impact on exports. The Rand/Dollar exchange rate        
averaged R10.1 for the year compared to R7.6 for 2001. The domestic market      
also performed well in spite of price increases above CPI. These factors,       
together with the successful introduction of innovative new products and the    
impact of the Alpesca acquisition, combined to lift turnover by 45% to R 1,5    
billion. Excluding the impact of the Alpesca acquisition, the growth was 30%.   
Foreign sales now represent 65% of I&J`s turnover.                              
  The reduction of the losses incurred in the international fishing             
operations last year, a substantial increase in the profitability of the        
abalone farm and operating efficiencies, together with the impact of the        
higher turnover, combined to lift operating profit by 121% to R 250 million.    
This represented an operating margin of 16.8% compared to 11.0% in 2001.        
  The economic difficulties of the past year in the USA, Europe and the East    
had no impact on the demand for hake as the trends towards healthier eating     
continued. The decline in Northern Hemisphere fish stocks and health concerns   
regarding farmed fish supported demand. However, the economic conditions        
impacted negatively on the higher priced items in our range such as scallops.   
In the South African domestic market, the retail sector was resilient         
despite significant price increases. This was particularly evident in coated    
products where the Light & Crispy flagship brand performed particularly well,   
contributing to an increase in market share to 43.9% (2001: 39.7%). I&J`s       
total frozen fish market share increased marginally to 62.3%. Market shares     
in retail beef and chicken products improved with chicken, in particular,       
showing excellent growth. I&J continued to build its brand through increased    
marketing support and product innovation launching eight new products during    
the year.                                                                       
  Domestic foodservice volumes declined as a result of both supply issues and   
softening demand following substantially increased prices. As a consequence,    
domestic consumers, particularly in fast foods, moved to alternative white      
protein products.                                                               
  The implementation of the acquisition of Alpesca S.A., was a key focus        
during 2002. This acquisition was motivated by growing demand for I&J           
products, the continued drive for healthier eating, an increasing global        
customer base and the reduction of our South African fishing quotas. The        
potential exists to add significant value to Alpesca`s present catch through    
the upgrading of its operations, to yield both better margins and product mix   
for our existing market channels. During the year Alpesca`s management was      
strengthened and various measures to restructure and refinance the company      
resulted in a secure, solvent operating unit. The company`s four hake vessels   
were refurbished and the processing plants comprehensively upgraded. One new    
replacement shrimp vessel was acquired at a cost of R34 million.                
The difficult and volatile Argentine socio-economic environment has           
certainly challenged the management team and caused some delays in the plan     
to derive full benefit. Notwithstanding these disruptions, Alpesca achieved a   
small operating profit of R 2 million for the period to June 2002 which was     
satisfactory given the circumstances and the state of the operations on         
acquisition.                                                                    
  The pelagic fleet recorded a significant improvement in operating profit as   
a result of higher prices particularly in respect of fishmeal. Fishing          
conditions for hake in Namibia, together with a number of management            
problems, resulted in a poor performance from Hangana. While the Australian     
economy was buoyant during the period, competitive launches of products by      
retailers curtailed the growth in profitability in AUD$ although the Rand       
profitability of the Simplot joint venture improved by 33%.                     
  PACKAGING                                                                     
  The Consol team produced another year of sustained growth and improved        
operating performance despite a volatile trading environment, impacted by       
price increases in key raw material and energy costs. Turnover grew by 14% to   
R 1,6 billion supporting a 28% improvement in operating income to R 289         
million. The operating margin was 18.3% compared with 16.3% in 2001.            
  Glass volume grew by 6% due to a combination of organic growth, innovation,   
superior service and quality. This would have been higher but for the           
cyclical decline in demand for returnable beer containers. The wine category    
showed strong growth led by exports and market share gains.                     
  Consol XPRS, the channel for the supply of smaller volume glass and           
speciality containers, achieved growth of nearly double its targets. The new    
XPRS facility in Stellenbosch was completed during the year and XPRS            
commenced operating in Gauteng during the second half of the year.              
  Consol Speciality Glass operated at full capacity during the year and         
further improved its sales and profit. The successful re-launch of the          
tableware range retail packs was completed and these have been well received    
by consumers. Substantial progress was made in the speciality wine category     
both organically and in respect of import replacement. Further capacity         
expansion at this facility has been approved and will come on stream early in   
2003 at a cost of R30 million.                                                  
  The glass division continued to improve operational performance across a      
broad range of key benchmarks. Core productivity records were broken and        
furnace utilisation was at an all-time high despite increases in the number     
of colour and job changes.                                                      
  The R220 million investment in the construction of the new W3 furnace at      
the Wadeville glass facility approved during the year is on schedule for        
commissioning in early 2003, increasing the division`s overall glass            
container capacity by 12%.                                                      
  The plastic packaging division experienced another difficult year             
characterised by rising raw material prices, low market prices and increased    
competitor activity. Turnover decreased by 5% with operating profit             
significantly below expectation and the prior year.                             
  Essential restructuring and management changes in the plastics divisions      
were implemented without compromising overall market performance and these      
changes are starting to impact with the result that we expect a lift in         
performance in 2003.                                                            
  LOGISTICS                                                                     
  I&J`s customer division was incorporated as a stand-alone business on 1       
July 2002. The new company, Vector Logistics, is a specialist third party       
logistics provider and is positioned to take advantage of the opportunities     
presented within the Southern African food supply chain industry.  Vector has   
the same effective shareholders as I&J.                                         
Revenue increased by 22% arising mainly from a 7% volume increase and an      
average selling price increase of 12%. The introduction of the new Multi-       
Temperature Contract Distribution (MTCD) business also increased turnover.      
The main contributor to both volume and value growth was poultry through        
increased demand and a reduction in national stock shortages.                   
  The adverse impact of the weak exchange rate on certain costs and the         
expensing of R 8 million in non-recurring SAP system implementation costs,      
restricted the increase in operating profits to 9%. Without the system costs,   
the improvement would have been 33%. The focus on improving efficiencies and    
an ongoing cost reduction drive helped lift performance.                        
  The MTCD business was launched in the second quarter. The business model is   
to offer a one-stop distribution service of frozen, chilled and ambient         
products to the food service industry. The operation has not yet reached full   
capacity although the response of the target customer base has been very        
positive.                                                                       
  The SAP implementation commenced in May 2002 and is due to be completed       
nationally by end September 2002. The system represents an investment in        
excess of R30 million and replaces the remaining legacy systems in the areas    
of sales, distribution and materials management. The MTCD operation and seven   
branches of the traditional business were live by year end with no              
significant problems                                                            
  PROSPECTS                                                                     
  The fact that AVI continued to generate strong growth during this volatile    
period is a tribute to the commitment of its people and the resilience of its   
brands. These strengths, together with our growth strategy, give us             
confidence that AVI will continue to produce real earnings growth in the new    
financial year.                                                                 
  DIVIDEND                                                                      
A final ordinary dividend 53,0 cents per share for the year ended 30 June     
2002 has today been declared payable to holders of ordinary shares.  This       
represents a dividend cover of 3 times calculated on headline earnings.         
  Group Income Statements                                                       
Audited                              
                                           Year ended 30                        
                                           June                                 
                                                               Increase/        
2002       2001     (decrease)       
                                      Note Rm         Rm       %                
  Turnover                                 5,779.6    5,112.9  13               
  Continuing operations                    5,779.6    4,905.1  18               
Discontinuing operations                 -          207.8                     
  Cost of sales                            3,266.8    3,068.6                   
  Gross profit                             2,512.8    2,044.3                   
  Selling and administrative                                                    
expenses                                 1,797.2    1,554.5                   
  Operating profit                         715.6      489.8    46               
  Continuing operations                    715.6      496.3    44               
  Discontinuing operations                 -          (6.5)                     
Income from investments                  102.6      102.7                     
  Profit before interest paid              818.2      592.5                     
  Interest paid                            17.9       27.5                      
  Profit before exceptional items          800.3      565.0    42               
Exceptional and capital items            13.8       (69.1)                    
  Profit before taxation                   814.1      495.9    64               
  Taxation                                 227.7      51.3                      
  -normal                                  227.7      147.0                     
-deferred tax asset raised               -          (95.7)                    
  Profit after taxation                    586.4      444.6    32               
  Share of equity accounted earnings                                            
  of associated companies and joint                                             
ventures                                 28.5       5.6                       
                                           614.9      450.2                     
  Minority interests                       105.4      52.5                      
                                           509.5      397.7                     
Preference dividends                     -          3.9                       
  Earnings                                 509.5      393.8      29             
  Determination of headline earnings                                            
  Earnings                                 509.5      393.8                     
Deferred tax asset raised                -          (95.7)                    
  Exceptional items, net of tax                                                 
  credit and minority interests            (7.0)      63.6                      
  Items of a capital nature net of                                              
tax credit and minority interests        -          2.5                       
  Headline Earnings                        502.5      364.2      38             
  Headline earnings per ordinary      1    157.9      101.1      56             
  share - cents                                                                 
Diluted headline earnings per                                                 
  ordinary share - cents              2    156.1      99.8       56             
  Earnings per ordinary share -                                                 
  cents                               1    160.1      109.3      46             
Dividend per ordinary share              53,0       38.0       39%            
  declared - cents                                                              
  Notes:                                                                        
  1 Earnings and headline earnings per ordinary share are calculated on a       
weighted average of 318,250,725 (2001: 360,401,964) ordinary shares in        
  issue.                                                                        
  2 Diluted headline earnings per ordinary share are calculated on a            
  weighted average of 321,946,953 (2001: 364,947,759) ordinary shares,          
after taking account of the account of the relevant number of share           
  options currently in issue.                                                   
  Group Balance Sheets                                                          
                                            Audited                             
30 June                             
                                            2002         2001                   
                                            Rm           Rm                     
  ASSETS                                                                        
Non-current assets                                                            
  Property, plant and equipment             1,732.7      1,537.4                
  Intangible assets                         108.8        25.1                   
  Associated companies                      23.9         27.8                   
Joint venture companies                   201.6        127.5                  
  Other investments                         241.1        73.4                   
  Deferred taxation                         105.6        89.2                   
                                            2,413.7      1,880.4                
Current assets                                                                
  Inventories                               744.7        670.9                  
  Trade and other receivables               1,219.9      998.6                  
  Cash and cash equivalents                 850.3        685.6                  
2,814.9      2,355.1                
  TOTAL ASSETS                              5,228.6      4,235.5                
  EQUITY AND LIABILITIES                                                        
  Capital and reserves                                                          
Share capital - ordinary                  15.9         15.9                   
  Share premium                             164.3        162.7                  
  Non-distributable reserves                168.7        114.8                  
  Distributable reserves                    2,397.8      2,162.4                
Total shareholders` funds                 2,746.7      2,455.8                
  Minority interests                        526.6        357.0                  
  Non-current liabilities                                                       
  Interest-bearing borrowings               56.5         59.2                   
Deferred taxation                         78.7         139.7                  
  Post retirement medical aid provision     287.9        -                      
  Other provisions                          29.0         9.0                    
                                            452.1        207.9                  
Current liabilities                                                           
  Trade and other payables                  1,243.6      1,093.1                
  Corporate taxation                        194.9        81.1                   
  Short-term borrowings                     64.7         40.6                   
1,503.2      1,214.8                
  TOTAL EQUITY AND LIABILITIES              5,228.6      4,235.5                
  Group Cashflow Statements                                                     
                                            Audited                             
Year ended 30 June                  
                                            2002              2001              
                                            Rm                Rm                
  Cash retained from operating activities         623.2            777.7        
Cash generated by operations                  1,022.5            767.1        
  Income from investments                          48.5             87.6        
  (Increase)/decrease in working capital           (185.9)         112.0        
  Cash generated by operating activities          885.1            966.7        
Interest paid                                    (17.9)           (27.5)      
  Taxation paid                                   (104.6)           (33.9)      
  Cash available from operating activities        762.6            905.3        
  Dividends paid                                  (139.4)          (127.6)      
Investing activities                            (472.0)          (264.6)      
  Property plant and equipment purchased                                        
  - to maintain operations                        (270.5)          (240.6)      
  - to expand operations                           (61.9)           (34.0)      
(332.4)          274.6        
  Proceeds from disposals                          46.4             32.1        
  Net investment in property, plant and                                         
  equipment                                      (286.0)          (242.5)       
Investments - net acquisitions                 (186.0)           (22.1)       
  - subsidiaries and businesses                    (65.5)            (20.5)     
  - associated companies and other                                              
  investments                                     (120.5)            (1.6)      
Financing activities                      (10.6)       (604.4)                
  Net increase/(decrease) in                                                    
  shareholder funding                        1.0           (593.6)              
  Long-term borrowings - net                (11.6)       (10.8)                 
- raised                                     12.4         0.6                 
  - repaid                                    (24.0)        (11.4)              
  Net increase/(decrease) in cash and                                           
  cash equivalents                        140.6            (91.3)               
Net cash and cash equivalents at                                              
  beginning of year                       645.0            736.3                
  Net cash and cash equivalents at                                              
  end of year                             785.6            645.0                
Short-term borrowings                    64.7             40.6                
  Cash and cash equivalents               850.3            685.6                
  Group statements of changes in equity                                         
                  Audited                                                       
Year ended 30 June 2002                                       
                  Share        Non-                                             
                  capital and  distributable Distributable                      
                  premium      Reserves      Reserves       Total               
Rm           Rm            Rm             Rm                  
  Balance at                                                                    
  beginning of                                                                  
  year, as                                                                      
previously                                                                    
  reported        178.6        114.8         2,036.4        2,329.8             
  Adjusted for                                                                  
  changes in                                                                    
accounting                                                                    
  policies as                                                                   
  detailed                                                                      
  below:                                                                        
Accounting for                                                                
  dividends                                                                     
  payable in                                                                    
  accordance                                 126.0          126.0               
with AC107                                                                    
  (revised)                                                                     
  Balance at                                                                    
  beginning of                                                                  
year, as        178.6        114.8         2,162.4        2,455.8             
  restated                                                                      
  Provision for                                                                 
  post-                                                                         
retirement                                                                    
  medical aid in                                                                
  accordance                                 (164.9)        (164.9)             
  with AC116                                                                    
(revised)                                                                     
                  178.6        114.8         1,997.5        2,290.9             
  Movements                                                                     
  recognised                                                                    
through the                                                                   
  income                                                                        
  statement:                                                                    
  Earnings for                                                                  
the year,                                                                     
  before                                     509.5          509.5               
  dividends                                                                     
  Ordinary                                                                      
dividends paid                                                                
  during the                                 (121.0)        (121.0)             
  year                                                                          
                                             388.5          388.5               
Movements not                                                                 
  recognised                                                                    
  through the                                                                   
  income                                                                        
statement:                                                                    
  Issue of                                                                      
  ordinary        7.8          -             -              7.8                 
  shares                                                                        
Foreign                                                                       
  currency                                                                      
  translation                  65.7                         65.7                
  differences                                                                   
Own ordinary                                                                  
  shares          (6.2)                                     (6.2)               
  acquired                                                                      
  Inter-reserve                                                                 
transfer                                                                      
  arising on                                                                    
  sale to                      (11.8)        11.8           -                   
  minority                                                                      
interests                                                                     
                  1.6          53.9          11.8           67.3                
  Balance at end                                                                
  of year         180.2        168.7         2,397.8        2,746.7             
Group statements of changes in equity                                         
                        Audited                                                 
                        Year ended 30 June 2001                                 
              Share     Non-       Distributa  Automatically  Total             
capital   distribut  ble         convertible    Rm                
              and       able       reserves    subordinated                     
              premium   Reserves   Rm          debentures                       
              Rm        Rm                     Rm                               
Balance at  522.4     110.9      1,767.9     210.5          2,611.7           
  beginning                                                                     
  of year, as                                                                   
  previously                                                                    
reported.                                                                     
  Adjusted                                                                      
  for change                                                                    
  in                                                                            
accounting                                                                    
  policy, as                                                                    
  detailed                                                                      
  below:                                                                        
Accounting                       104.2                      104.2             
  for                                                                           
  dividends                                                                     
  payable in                                                                    
accordance                                                                    
  with AC107                                                                    
  (revised)                                                                     
  Balance at  522.4     110.9      1,872.1     210.5          2,715.9           
beginning                                                                     
  of year, as                                                                   
  restated                                                                      
  Movements                                                                     
recognised                                                                    
  through the                                                                   
  income                                                                        
  statement:                                                                    
Earnings                         397.7                      397.7             
  for the                                                                       
  year,                                                                         
  before                                                                        
dividends                                                                     
  Dividends                        (104.9)                    (104.9)           
  paid during                                                                   
  the year                                                                      
292.8                      292.8             
  Movements                                                                     
  not                                                                           
  recognised                                                                    
through the                                                                   
  income                                                                        
  statement:                                                                    
  Automatic   209.9                            (210.5)        (0.6)             
conversion                                                                    
  of                                                                            
  debentures                                                                    
  into                                                                          
ordinary                                                                      
  shares, net                                                                   
  of costs                                                                      
  Own         (93.2)                                          (93.2)            
ordinary                                                                      
  shares                                                                        
  acquired                                                                      
  Own         (403.9)      (2.2)                             (406.1)            
ordinary                                                                      
  shares                                                                        
  purchased                                                                     
  and                                                                           
cancelled                                                                     
  Issue of    7.9                                            7.9                
  ordinary                                                                      
  shares                                                                        
Redemption  (64.5)                                         (64.5)             
  of variable                                                                   
  rate                                                                          
  cumulative                                                                    
redeemable                                                                    
  preference                                                                    
  shares                                                                        
  Foreign                  4.8                               4.8                
currency                                                                      
  translation                                                                   
  differences                                                                   
  Inter-                   2.5     (2.5)                     -                  
reserve                                                                       
  transfer                                                                      
  Other                    (1.2)                             (1.2)              
  direct                                                                        
movement                                                                      
              (343.8)      3.9     (2.5)       (210.5)       (552.9)            
  Balance at  178.6        114.8   2,162.4     -             2,455.8            
  the end of                                                                    
year                                                                          
  Changes in Accounting Policies                                                
  The results have been prepared in accordance with South African Statements    
of Generally Accepted Accounting Practice.  Other than as stated below, there   
have been no changes effected to any accounting policies during the year.       
  Provision for dividend                                                        
  South African Statement of Generally Accepted Accounting Practice AC107       
(revised) - Events after the balance sheet date - precludes the raising of a    
provision for any dividends declared after the balance sheet date.              
Dividends, including any applicable Secondary Tax on Companies charge, will     
now be accounted for as and when declared.  The adoption of AC107 (revised)     
has resulted in the Group adjusting the opening balances of distributable       
reserves at 1 July 2001 and 1 July 2000 by R126,0 million and R104,2 million    
respectively and restating the earnings and headline earnings for the prior     
year to reflect an increase of  R1,3 million, after accounting for the          
applicable minority interests.                                                  
Post-retirement medical aid contributions                                     
  In accordance with the requirements of South African Statement of Generally   
Accepted Accounting Practice - AC116 (revised) - Employee benefits - the        
Group has recognised its obligation to fund certain post-retirement benefits.   
These were previously accounted for on a cash paid basis.  The adoption of      
AC116 (revised) has resulted in the Group recognising a charge of R261,3        
million as at 1 July 2001, being an actuarially  calculated liability of        
R284,9 million net of a pre-funding asset of R23,6 million.  This change has    
been accounted for by reducing the distributable reserves at 1 July 2001 by     
R164,9 million after deferred taxation of R78,4 million and accounting for      
minority interests of R18,0 million.  The charge to Group headline earnings     
in the year ended 30 June 2002 as a result of the change in accounting policy   
amounts to R10,5 million. Prior year comparatives have not been restated as     
it was not considered practicable.                                              
Exceptional and capital items                                                   
                                             Year ended 30 June                 
2002      2001                     
                                             Rm        Rm                       
Net surplus on disposal and write-down of                                       
investments, properties, vessels and plant                                      
and equipment                                59.1      1.3                      
Provision for an onerous operating lease                                        
contact                                      (24.7)    -                        
Rationalisation and restructuring costs      (9.9)     (24.2)                   
Goodwill amortisation                        (6.3)     (6.2)                    
Impairment of property, plant and equipment                                     
of a subsidiary company                      (4.4)     (40.0)                   
                                             13.8      (69.1)                   
Attributable taxation (2001:credit)          (1.8)     3.6                      
Attributable to minority interests                                              
(2001:credit)                                (5.0)     1.9                      
Net credit/(charge)                          7.0       (63.6)                   
Report of the independent auditors                                              
  The unqualified report of KPMG Inc., independent auditors, dated 3            
September 2002 is available for inspection at the registered office of the      
Company.                                                                        
Annual Report                                                                   
  The annual financial statements for the year ended 30 June 2002 will be       
posted to shareholders on or about Friday 13 September 2002.  The financial     
statements will include the notice of the Annual General Meeting of             
shareholders to be convened on or about Wednesday 16 October 2002.              
Date: 04/09/2002 08:50:00 AM Produced by the JSE SENS Department                



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