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Mon 1 Sep 2003, 18:32 Preliminary Profit Announcement & Audited results
WILSON BAYLY HOLMES - OVCON/ Preliminary Profit Announcement & Audited results  
for the year ended 30 June 2003                                                 
WILSON BAYLY HOLMES - OVCON LIMITED                                             
Building and Civil Engineering contractors                                      
(Registration No 1982/011014/06)                                                
ISINcode: ZAE000009932     Share code: WBO                                      
Preliminary Profit Announcement                                                 
Audited results for the year ended 30 June 2003                                 
Earnings exceed R100 million for first time                                     
Headline earnings up 26,3%                                                      
Group balance sheet                                                             
2003        2002                 
                                               R"000       R"000                
ASSETS                                                                          
Non-current assets                             373 690     355 772              
Property, plant and equipment                  234 302     217 338              
Investments in associates                      116 132     98 048               
Investments and loans                          11 581      8 698                
Goodwill                                       11 675      31 688               
Current assets                                 910 942     950 576              
Inventories                                    28 748      27 032               
Contracts in progress                          505 112     556 196              
Accounts receivable                            90 741      75 859               
Bank balances                                  286 341     291 489              
Total assets                                   1 284 632   1 306 348            
EQUITY AND LIABILITIES                                                          
Ordinary share capital and reserves            360 376     335 101              
Non-current liabilities                        52 302      52 166               
Interest bearing debt                          15 856      5 012                
Deferred tax                                   36 446      47 154               
Current liabilities                            871 954     919 081              
Short-term loans                               20 043      6 773                
Accounts payable and provisions                776 033     869 229              
Taxation   75 878   43 079                                                      
Total equity and liabilities                   1 284 632   1 306 348            
Net tangible asset value per share (cents)     628         547                  
Group income statement                                                          
                                 2003         % increase/  2002                 
                                 R"000       (decrease)    R"000                
Gross revenue                    2 408 399    5,4          2 284 063            
Operating income before                                                         
depreciation and amortisation    138 773      15,2         120 490              
Less: Depreciation               46 227       12,4         41 137               
Goodwill amortisation            28 975       8,6          26 680               
Operating income                 63 571       20,7         52 673               
Investment income                21 852       26,8         17 232               
Income before interest           85 423       22,2         69 905               
Interest paid                    4 311       (5,9)         4 582                
Income before taxation           81 112       24,2         65 323               
Taxation                         27 921       9,6          25 483               
Income after taxation            53 191       33,5         39 840               
Income from associates           18 816       40,0         13 437               
Attributable income              72 007       35,2         53 277               
Add back goodwill amortisation   28 975       8,6          26 680               
Headline earnings                100 982      26,3         79 957               
Shares in issue (000"s)          55 491                    55 491               
Earnings per share (cents)       130          35,2         96                   
Headline earnings per                                                           
share (cents)                    182          26,3         144                  
Statement of changes in equity                                                  
                                               2003        2002                 
                                               R"000       R"000                
Capital and reserves at start of year          335 101     255 203              
Retained income for year                       72 007      53 277               
Changes in foreign currency translation                                         
reserve                                       (25 646)     44 378               
Repayment of share premium                    (21 086)    (17 757)              
Capital and reserves at end of year            360 376     335 101              
Segment information                                                             
                                               2003        2002                 
                                               R"000       R"000                
Revenue                                                                         
- Local                                        1 644 596   1 511 427            
- International                                763 803     772 636              
                                               2 408 399   2 284 063            
Operating income before goodwill amortisation                                   
- Local                                        86 362      60 282               
- International                                6 184       19 071               
92 546   79 353                                                                 
Cash flow statement                                                             
                                               2003        2002                 
                                               R"000       R"000                
Cash flow from operating activities                                             
Operating profit before working                                                 
capital changes                                119 539     143 001              
Working capital changes                       (51 672)     31 924               
Cash generated from operations                 67 867      174 925              
Investment income                              21 852      17 232               
Finance costs                                 (4 311)     (4 582)               
Taxation                                      (8 174)     (19 942)              
Repayment of share premium                    (21 086)   (17 757)               
Net cash inflow from operating activities      56 148      149 876              
Cash flow from investing activities                                             
Change in investments and loans               (2 883)     (7 276)               
Acquisition of subsidiary                     (21 140)     -                    
Investments in associates                     (18 084)     28 750               
Purchase of equipment                         (59 706)    (88 049)              
Proceeds from sale of fixed assets             8 862       4 986                
Net cash outflow from investing activities    (92 951)    (61 589)              
Cash flow from financing activities                                             
Change in net debt                             22 174     (5 645)               
Net cash inflow/(outflow) from financing                                        
activities                                     22 174     (5 645)               
Net (decrease)/increase in cash and                                             
cash equivalents                              (14 629)     82 642               
Cash and cash equivalents at beginning                                          
of year                                        291 489     208 847              
Cash acquired on acquisition of subsidiaries   9 481       -                    
Cash and cash equivalents at end of year       286 341     291 489              
Comments                                                                        
Financial review                                                                
The group has once again achieved a satisfactory growth in headline earnings    
which have increased by 26,3% to 182 cents per share. This is even more         
noteworthy as this result was achieved in a period during which geopolitical    
uncertainties and the strengthening of the rand caused a slowdown in the        
construction industry.                                                          
Turnover of R2,4 billion represents a growth rate of 5,4% for the year. As we   
predicted in our interim report, growth in turnover has been moderate. Turnover 
beyond the borders of South Africa has shown a slight decline from 34% of total 
turnover in 2002 to 32% this year.                                              
The group has cash and bank balances of R286 million at the year-end, a decrease
of R5 million compared to the balances at the start of the year. The reasons for
the decline are the additional working capital requirements on certain contracts
and the lower translation level of our foreign cash holdings at the year end.   
Capital expenditure of R60 million was well below budget.                       
A successful outcome to a challenging year                                      
The year has not been without its difficulties but despite this we have managed 
to achieve an increase in operating profits, before the amortisation of         
goodwill, of 16,6% compared to the previous year.                               
Despite difficulties on its Lesotho contract, the Roads and Earthworks division 
performed well for the first half of the financial year. Unfortunately, in the  
second half, problems were encountered on certain contracts in Botswana and     
heavy rains caused delays on our contracts in Mozambique. As a result, the      
division failed to achieve its budget for the year but nevertheless managed to  
earn a respectable profit in the circumstances.                                 
The Lesotho contract is substantially complete and there is some hope that we   
may be able to settle our claims amicably before we move off site. The          
division"s R350 million contract in Swaziland has been successfully completed   
and handed over. In Tanzania, the initial difficulties regarding our open-cast  
mining contract have been resolved. The N4 Platinum toll road contract continues
to make good progress and is due for completion towards the end of 2004.        
Building contracts continue to perform well                                     
Good results were achieved on our building contracts in all the areas of South  
Africa where we operate. The International Conference Centre in Cape Town was   
successfully completed and handed over ahead of time. The refurbishment of the  
Reserve Bank head office in Pretoria has just been completed, and the           
Constitutional Court in Braamfontein is due for completion imminently. A recent 
award is the contract for the construction of the Department of Trade and       
Industry campus in Pretoria worth over R400million. The contract is being       
undertaken in joint venture with two empowerment companies. Work has also       
started on the Sibaya Casino and Entertainment Kingdom on the KwaZulu-Natal     
north coast.                                                                    
The division is also engaged on a number of contracts for the platinum mines in 
the Rustenburg and Polokwane areas. Contracts of a significant size were also   
carried out for Sasol Gas and for the Hillside aluminium smelter extensions in  
Richards Bay.                                                                   
Sound growth in Australia                                                       
Probuild Constructions recorded another very satisfactory year, producing       
increased profits in a competitive market. WBHO increased its stake in the      
company with effect from 1July 2002.                                            
Prospects                                                                       
At R1,8 billion the order book is at a slightly lower level than normal.        
However, prospects in the building industry from which we derive almost half our
turnover are starting to improve. The amount of work on offer in the civil      
engineering sector, at the level at which we could be competitive, has declined,
and the period between the submission of tenders and the awards of contracts has
lengthened. Much will depend upon our success in finding replacement work at    
reasonable margins, more so for the Roads and Earthworks division than the      
others. There are also a number of claims on certain contracts which could be   
settled in the new financial year which, if successful, could improve our       
performance.                                                                    
We are budgeting for a turnover at similar levels to those achieved this year,  
but the quality of earnings should improve and as a result we expect to show a  
real increase in headline earnings per share in 2004.                           
Capital repayments and dividend                                                 
For some years now the company has utilised its share premium to effect capital 
repayments to its shareholders. The balance of share premium left has now       
reached a level where we cannot continue this practice. The company will        
therefore resume dividend payments, the first being the final dividend of 28    
cents per share in respect of this year. This, together with the capital        
repayment of 14 cents per share at the interim stage, will give a total payment 
to shareholders for this year of 42 cents per share compared to 36 cents last   
year.                                                                           
Accounting policy and consistency                                               
The accounting policies and methods of computation as disclosed in the group"s  
financial statements for this year are consistent with those applied in 2002 and
comply with the South African Statements of Generally Accepted Accounting       
Practice.                                                                       
The group"s financial statements have been audited by BDO Spencer Steward       
(Johannesburg) Inc. and they have issued an unqualified report relating thereto.
The auditors concur that the financial information set out herein is in         
accordance with the audited financial statements of the group for the year ended
30 June 2003. The auditor"s report is available for inspection at the company"s 
registered office.                                                              
Dividend declaration                                                            
Notice is hereby given that a final dividend of                                 
28 cents per share in respect of the year ended                                 
30 June 2003 has been declared payable to all                                   
shareholders recorded in the register                                           
of the company on                      Friday, 24 October 2003, the record date.
The last day to trade cum-dividend                                              
will be                                  Friday, 17 October 2003,               
and the shares will trade ex-dividend on Monday, 20 October 2003.               
Payment of the dividend will be made on  Monday, 27 October 2003.               
Share certificates may not be dematerialised or rematerialised between Monday,  
20 October 2003 and Friday, 24 October 2003, both dates inclusive.              
On behalf of the board                                                          
M.S. WYLIE                                                                      
Chairman                                                                        
A.J. MACKENZIE                                                                  
Director                                                                        
1 September 2003                                                                
Construction is our business                                                    
Date: 01/09/2003 05:30:12 PM               
Produced by the JSE SENS Department                                             
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