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Wed 4 Jun 2003, 14:29 Metro Cash And Carry Limited - Reviewed Financial
METRO CASH AND CARRY LIMITED                                                    
(Incorporated in the Republic of South Africa)                                
   Registration number 1946/021315/06                                           
   Share code: MTC   ISIN: ZAE000012688                                         
* Turnover above R50 billion                                                    
* Income before tax exceeds R1 billion                                          
* Headline earnings per share increases by 29%                                  
* Cash generated by operating activities exceeds R1 billion                     
REVIEWED FINANCIAL RESULTS FOR THE YEAR ENDED 30 APRIL 2003                     
INCOME STATEMENT                                                            
                                        Year ended     Year ended               
                                          30 April       30 April               
                                              2003           2002               
R"000          R"000               
Revenue                                  51 787 714    43 089 541               
Cost of sales                           (49 637 845)  (41 376 427)              
Administration, human resource and                                              
information systems costs                 (682 372)     (597 547)              
Operating income                          1 467 497     1 115 567               
Depreciation of fixed assets               (233 606)     (182 620)              
                                          1 233 891       932 947               
Interest paid                              (197 264)     (194 906)              
Income before exceptional items                                                 
 and taxation                             1 036 627       738 041               
Exceptional items - see comments             18 046       183 021               
Amortisation of goodwill                    (53 624)      (43 222)              
Income before taxation                    1 001 049       877 840               
Taxation                                   (328 991)     (248 978)              
Income after taxation                       672 058       628 862               
Income attributable to outside                                                  
 shareholders                              (232 378)     (168 390)              
Income attributable to ordinary                                                 
 shareholders                               439 680       460 472               
Determination of headline earnings                                              
Income attributable to ordinary                                                 
 shareholders                               439 680       460 472               
Carrying value of Zimbabwe operations                                           
written off                                      -        19 407               
Profit on sale of investment in Israeli                                         
 operations                                       -      (244 894)              
Carrying value of Zambian operations                                            
written off                                 25 131         4 327               
Surplus arising from allotment of                                               
 shares by the Australian subsidiary        (63 569)            -               
Costs relative to aborted investment in the                                     
Philippines                                 12 457             -               
Adjustment arising from purchase by                                             
 subsidiary of its preference shares and                                        
 conversion of remainder to ordinary shares       -        38 139               
Net loss on disposal of businesses and                                          
 stores in subsidiaries                           -        28 668               
Amortisation of goodwill                     43 001        36 325               
Headline earnings                           456 700       342 444               
Ordinary shares in issue (000"s)                                                
 - total                                  1 771 466     1 707 762               
 - weighted average                       1 744 530     1 693 151               
Headline earnings per share     (cents)       26.18         20.23               
Attributable earnings per share (cents)       25.20         27.20               
    BALANCE SHEET                                                               
                                         Year ended    Year ended               
                                           30 April      30 April               
2003          2002               
                                              R"000         R"000               
Assets                                                                          
Non-current assets                        2 287 891     2 231 685               
Tangible assets                           1 102 677     1 090 165               
Intangible assets                           857 325       835 722               
Investments and sundry loans                214 876       161 560               
Deferred taxation                           113 013       144 238               
Current assets                            7 079 151     7 612 781               
Inventories                               2 923 435     2 919 095               
Accounts receivable                       3 524 060     3 885 271               
Cash and cash equivalents                   631 656       808 415               
Total assets                              9 367 042     9 844 466               
Equity and liabilities                                                          
Capital and reserves                      1 641 610     1 301 016               
Outside shareholders" equity                665 880       442 465               
Non-current liabilities                   1 098 738     1 706 882               
Interest bearing                          1 084 398     1 701 771               
Deferred taxation                            14 340         5 111               
Current liabilities                       5 960 814     6 394 103               
Accounts payable                          5 144 903     5 431 045               
Provisions                                  382 857       411 476               
Taxation                                     41 447        86 714               
Interest bearing                            391 607       464 868               
Total equity and liabilities              9 367 042     9 844 466               
Capital expenditure                                                             
Expended during the period                  281 434       100 923               
Committed or authorised                      20 999        12 509               
Contingent liabilities                       20 620        26 870               
Ordinary shares in issue  (000"s)         1 771 466     1 707 762               
Net asset value per share (cents)              92.7          76.2               
    ABRIDGED CASH FLOW STATEMENT                                                
30 April      30 April               
                                               2003          2002               
                                              R"000         R"000               
Cash generated from operating activities  1 004 139     1 085 118               
Finance costs                              (197 264)     (194 906)              
Taxation paid                              (319 170)     (102 652)              
Cash inflow from operations                 487 705       787 560               
Cash (utilised)/realised from investing                                         
activities                                (332 691)       93 982               
Net cash outflow from financing activities*(226 455)     (472 876)              
(Decrease)/Increase in net cash resources   (71 441)      408 666               
Net cash resources                                                              
Cash and cash equivalents                   631 656       808 415               
Bank borrowings                            (163 126)     (268 444)              
Net cash resources*                         468 530       539 971               
(Decrease)/Increase                         (71 441)      408 666               
*In 2002 net cash resources included R171.7 million in respect of the short term
portion of the securitised loan which has now been treated as a financing       
activity.                                                                       
    STATEMENT OF CHANGES IN ORDINARY                                            
SHAREHOLDERS" EQUITY                                                      
                                           30 April      30 April               
                                               2003          2002               
                                              R"000         R"000               
Balance at beginning of year                                                    
 (as previously reported)                 1 301 016     1 088 930               
Prior year adjustment for employee                                              
 benefits (AC116)                                 -      (116 512)              
Prior year adjustment for financial                                             
 instruments (AC133)                        (33 604)            -               
                                          1 267 412       972 418               
Issue of ordinary shares                                                        
Odd-lot offer                                  (156)            -               
Share issue expenses                           (803)         (170)              
Movements in distributable reserves                                             
Income attributable to ordinary                                                 
Shareholders                               439 680       460 472               
Movements in non-distributable reserves                                         
Transfer from distributable reserves              -        (9 443)              
Foreign currency translation reserve        (64 523)     (122 261)              
1 641 610     1 301 016               
    SEGMENTAL INFORMATION                                                       
                                                  Australia                     
                                         Year ended    Year ended               
30 April      30 April               
                                               2003          2002               
                                              R"000         R"000               
  Sales to customers                     36 010 305    29 047 610               
Dividends received                                                            
  Interest received                                                             
  Total revenue                                                                 
  Segmental result                          837 800       586 200               
Income from associated company              1 039         2 070               
  Amortisation of goodwill arising on                                           
   consolidation                            (28 305)      (23 122)              
  Loss - discontinued operations                                                
Interest received                                                             
  Interest paid                                                                 
  Exceptional items                                                             
  Income before taxation                                                        
Total depreciation and amortisation       178 279       121 001               
    SEGMENTAL INFORMATION                                                       
                                                Southern Africa                 
                                         Year ended    Year ended               
30 April      30 April               
                                               2003          2002               
                                              R"000         R"000               
  Sales to customers                     13 237 528    11 406 795               
Dividends received                                                            
  Interest received                                                             
  Total revenue                                                                 
  Segmental result                          299 230       233 925               
Income from associated company                                                
  Amortisation of goodwill arising on                                           
   consolidation                                                                
  Loss - discontinued operations                                                
Interest received                                                             
  Interest paid                                                                 
  Exceptional items                                                             
  Income before taxation                                                        
Total depreciation and amortisation        62 217        62 730               
    SEGMENTAL INFORMATION                                                       
                                                   Africa                       
                                         Year ended    Year ended               
30 April      30 April               
                                               2003          2002               
                                              R"000         R"000               
  Sales to customers                      2 515 811     2 599 953               
Dividends received                                                            
  Interest received                                                             
  Total revenue                                                                 
  Segmental result                           87 470        89 005               
Income from associated company                                                
  Amortisation of goodwill arising on                                           
   consolidation                             (1 625)            -               
  Loss - discontinued operations                                                
Interest received                                                             
  Interest paid                                                                 
  Exceptional items                                                             
  Income before taxation                                                        
Total depreciation and amortisation        18 450        17 518               
    SEGMENTAL INFORMATION                                                       
                                                 Corporate                      
                                         Year ended    Year ended               
30 April      30 April               
                                               2003          2002               
                                              R"000         R"000               
  Sales to customers                                                            
Dividends received                                                            
  Interest received                                                             
  Total revenue                                                                 
  Segmental result                           (5 220)       33 467               
Income from associated company                                                
  Amortisation of goodwill arising on                                           
   consolidation                            (23 694)      (20 100)              
  Loss - discontinued operations                                                
Interest received                                                             
  Interest paid                                                                 
  Exceptional items                                                             
  Income before taxation                                                        
Total depreciation and amortisation        28 284        24 593               
    SEGMENTAL INFORMATION                                                       
                                                   Total                        
                                         Year ended    Year ended               
30 April      30 April               
                                               2003          2002               
                                              R"000         R"000               
  Sales to customers                     51 763 644    43 054 358               
Dividends received                         10 498         5 949               
  Interest received                          13 572        29 234               
  Total revenue                          51 787 714    43 089 541               
  Segmental result                        1 219 280       942 597               
Income from associated company              1 039         2 070               
  Amortisation of goodwill arising on                                           
   consolidation                            (53 624)      (43 222)              
  Loss - discontinued operations                  -       (40 954)              
Interest received                          13 572        29 234               
  Interest paid                            (197 264)     (194 906)              
  Exceptional items                          18 046       183 021               
  Income before taxation                  1 001 049       877 840               
Total depreciation and amortisation       287 230       225 842               
   COMMENTS                                                                     
   TRADING                                                                      
The financial highlights of the year under review were -                        
* turnover above R50 billion;                                                   
* income before tax in excess of R1 billion.                                    
   This achievement places the Group at the forefront of the largest industrial 
groups by turnover listed on the JSE Securities Exchange South Africa.          
The results for the year are outstanding, with turnover totalling R51.8      
billion, an increase of 20% over the R43 billion of the previous year. Offshore 
operations contributed 75% of the Group"s turnover and 78% of operating income. 
   Earnings before interest, tax, depreciation and amortisation, totalled R1.47 
billion, an increase of 32% over the previous year. Income before exceptional   
items and taxation totalled R1.04 billion, an increase of 40% on the previous   
year"s R738 million. Headline earnings per share increased by 29% to 26.18      
cents.                                                                          
These excellent results were achieved despite the strengthening of the Rand  
in the last three months of the financial year having taken a little of the     
shine off the results of the Australian and African operations, when translated 
into Rands.                                                                     
Cash generated by operating activities exceeded R1 billion, the Group"s net     
gearing improved by R514 million and foreign borrowings were reduced by A$67    
million during the year.                                                        
   METCASH TRADING LIMITED, AUSTRALASIA                                         
The Australian operation produced an outstanding set of results for the year,
notwithstanding fierce competition from the major supermarket chains. Turnover, 
in Australian Dollars, totalled A$6.7 billion, an increase of 16% on the        
previous year. When converted to Rands, this amounted to R36 billion, an        
increase of 24% over the R29 billion achieved in 2002. What is particularly     
noteworthy is the significant market share gain that this represents.           
   Earnings after taxation at A$81.3 million increased by 41% and cash generated
from operations increased to A$148 million. Trading results for the year have   
been converted to Rand at an average rate of A$1 = R5.36 (2002 - A$1 = R5.00).  
   IGA Distribution delivered a particularly strong performance, boosted by the 
acquisition of new customers and their resultant volumes.                       
The Campbells Cash & Carry division delivered an increase in earnings of 150% as
a result of the successful strategies adopted to change product mix.            
   Australian Liquor Marketers reported a 10.2% increase in turnover,           
notwithstanding the onslaught of the major chains. Earnings for the year were   
flat on the previous year, as a result of the investment in brands, technology  
and in customers, to protect market share.                                      
   As previously announced, the prospective acquisition in the Philippines was  
aborted following an extensive due diligence investigation. The costs incurred, 
totalling A$3.8 million, have been treated as an exceptional item in the income 
statement.                                                                      
   METCASH S.A. LIMITED                                                         
   The Southern African businesses traded well during the year and achieved a   
commendable set of results, notwithstanding a softening in consumer demand in   
the second half. It is particularly pleasing to note that consistently improved 
earnings have now been achieved in the last four reporting periods. Turnover for
the year totalled R13.2 billion, an increase of 16% over the previous year. By  
comparison, operating income increased by 28% to R299 million and cash generated
by operating activities exceeded R330 million.                                  
   This is the first year in which the trading results of the Hong Kong         
subsidiary - that had a particularly tough year - are included with those of    
this operation. All other divisions in this business unit performed well,       
reflecting improved levels of turnover and profitability as well as stronger    
cash flows.                                                                     
   The recently announced proposed acquisition of the Seven-11 convenience chain
is progressing through the various conditions that require satisfaction before  
finalisation. It is anticipated that the successful conclusion of this          
transaction will provide a boost to the conventional distribution business, both
in volume and earnings.                                                         
   METCASH AFRICA (PROPRIETARY) LIMITED                                         
With the exception of Botswana, operations in all countries performed well in
local currency terms, reflecting strong growth and positive cash flows. The     
Botswana results were negatively impacted by the drought, the introduction of   
VAT in that country and mushrooming competition in a small market.              
The results of the Angolan operation, which in essence represent set-up and  
infrastructure costs, are consolidated for the first time. The Group now has    
eight stores in Angola and current trading trends suggest that the operation in 
this country will be a major profit contributor in the future.                  
Turnover totalled R2.5 billion, a decrease of 3% over that of the previous   
year, whilst operating profit at R87.5 million was approximately 2% lower, after
absorbing the loss from Angola.                                                 
Despite the continued deterioration of conditions in Zimbabwe, this operation   
continues to trade exceptionally well. Results are only included to the extent  
of dividends received.                                                          
   ACCOUNTING POLICIES                                                          
   This report is prepared on the historical cost basis in accordance with South
African Statements of Generally Accepted Accounting Practice. The Group has     
adopted AC133, Financial Instruments: Recognition and Measurement, ahead of its 
effective date. As a consequence, long term loans are now recognised at present 
value. This change has been effected as an adjustment to opening retained       
income. Save for the foregoing, the accounting policies are consistent with     
those applied in the last annual report.                                        
   INTEREST PAID                                                                
   The charge includes non-recurring interest of R18 million relating to prior  
year normal taxation assessments raised and paid during the period.             
   EXCEPTIONAL ITEMS                                                            
                                         Year ended    Year ended               
                                           30 April      30 April               
2003          2002               
                                              R"000         R"000               
Carrying value of Zambian operations                                            
 written off                                (25 131)       (4 327)              
Surplus arising from allotment of                                               
 shares by the Australian subsidiary         63 569             -               
Costs relative to aborted investment in                                         
 the Philippines                            (20 392)            -               
Carrying value of Zimbabwe operations                                           
 written off                                      -       (19 407)              
Profit on sale of investment in                                                 
 Israeli operations                               -       244 894               
Adjustment arising from purchase by                                             
 subsidiary of its preference shares                                            
 and conversion of remainder to                                                 
 ordinary shares                                  -       (38 139)              
18 046       183 021               
   BORROWING CAPACITY AND INTEREST BEARING DEBT                                 
   In terms of the relevant articles of association, the Group has unlimited    
borrowing powers.                                                               
Interest bearing debt comprises -                                               
   Non-current                                                                  
A$130 million (R577 million) syndicated loan for the balance of the purchase    
price of the investment in Australia, bearing interest at approximately 7% per  
annum, maturing on 30 April 2006.                                               
A$75 million (R333 million) in terms of a formal accounts receivable            
securitisation programme in the Australian subsidiary, bearing interest at      
approximately 5% per annum.                                                     
R101 million in terms of a formal sale and lease-back property transaction,     
payable over fifteen years and bearing interest at approximately 13% per annum. 
R73 million in respect of leased assets, payable over five years and bearing    
interest at approximately 5% per annum.                                         
Current                                                                      
R392 million, being the current portion of syndicated and securitised loans,    
amounts owing in respect of leased assets and fluctuating bank borrowings in    
various operations, bearing interest at prime overdraft rates or below.         
HEADLINE EARNINGS                                                            
   The calculation is based on 1 744 530 401 shares                             
(2002 - 1 693 151 333 shares), being the weighted average number of shares in   
issue during the period under review.                                           
PROSPECTS                                                                    
   Notwithstanding the generally poor economic climate, the volatile currency   
and the various uncertainties confronting the international community, the Group
has laid a sound foundation for the future. This, coupled with the Group"s      
improved gearing position, should result in solid future growth and earnings.   
   CAPITALISATION ISSUE                                                         
   The Board has resolved to award capitalisation shares to shareholders        
registered in the books of the company on 4 July 2003 in the ratio of 3 new     
fully paid ordinary shares for every 100 held. The maximum number of            
capitalisation shares that will be issued is                                    
53 143 987.                                                                     
The salient dates are -                                                         
Last day to trade cum capitalisation issue    Friday, 27 June 2003              
New shares listed                             Monday, 30 June 2003              
First date to trade ex capitalisation issue   Monday, 30 June 2003              
Record date for capitalisation issue           Friday, 4 July 2003              
Issue of new share certificates or shareholders"                                
 safe custody accounts at CSDPs or brokers                                      
 updated                                       Monday, 7 July 2003              
Shareholders may not dematerialise or rematerialise their holding of ordinary   
shares between Monday, 30 June 2003, and                                        
Friday, 4 July 2003, both dates inclusive.                                      
   AUDIT REVIEW                                                                 
   The information set out above has been reviewed, but not audited, by the     
Group"s auditors, Ernst & Young. The review report is available for inspection  
at the company"s registered office.                                             
   On behalf of the Board                                                       
Dr F van Zyl Slabbert                       C S dos Santos                      
Chairman                                    Chief Executive                     
   4 June 2003                                                                  
DIRECTORATE AND ADMINISTRATION                                                  
Directors: Dr F van Zyl Slabbert (Chairman)*,                                   
C S dos Santos (Chief Executive), J L Grainger,                      
           D Kashuv (Israeli)*, B Joseph, L M Mathabathe,                       
           J R McAlpine*, H Mer, G H Pieterse*, A Reitzer,                      
           G B Rubenstein*, V D Rubin, S O Shonhiwa*, R D Taurog                
*non-executive                                                       
Group Company Secretary: P M Gishen (Miss)                                      
Registered office: First Floor, 33 Scott Street                                 
                   Waverley, Johannesburg 2090                                  
(PO Box 1970, Highlands North 2037)                           
Transfer secretaries: Computershare Investor Services Limited                   
                      70 Marshall Street                                        
                      Johannesburg 2001                                         
(PO Box 1053, Johannesburg 2000)                           
Sponsor: Sasfin Corporate Finance, a Division of Sasfin Bank Limited            
         Sasfin Place, North Block                                              
         13 - 15 Scott Street                                                   
Waverley                                                               
         Johannesburg 2090                                                      
        (PO Box 95104, Grant Park 2051)
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