| Mon 29 Sep 2003, 17:08 | | INTERIM RESULTS FOR THE 12 MONTHS ENDED 30 JUNE 20 |
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DNA SUPPLY CHAIN INVESTMENTS LIMITED - REVIEWED INTERIM RESULTS FOR THE 12
MONTHS ENDED 30 JUNE 2003
DNA SUPPLY CHAIN INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1987/004875/06)
Share code: DNA ISIN: ZAE000022794
("DNA" or "the Company")
REVIEWED INTERIM RESULTS FOR THE 12 MONTHS ENDED 30 JUNE 2003
CONSOLIDATED INCOME STATEMENT FOR THE 12 MONTHS ENDED 30 JUNE 2003
12 months ended Year ended Year ended
30 June 2003 30 June 2002 30 June 2001
(reviewed) (audited) (audited)
R"000s R"000s R"000s
Turnover 2 210 984 2 385 878 1 700 098
Revenue 861 819 840 105 586 087
Operating (loss) income before
depreciation, amortisation and
foreign exchange movements (63 106) 41 694 72 612
Depreciation 14 261 10 325 10 611
Amortisation - goodwill 31 965 22 032 11 313
- development expenditure and trademarks 1 608 6 446 219
Foreign exchange losses (gains) 34 084 (28 980) (13 942)
(Loss) income before net finance
charges (145 024) 31 871 64 411
Net finance charges 19 849 3 601 1 814
Losses (profits) from associated
companies 1 833 3 535 (303)
Discontinued operations 60 530 - 2 111
(Loss) income before taxation (227 236) 24 735 60 789
Taxation 10 756 8 527 12 877
(Loss) income after taxation (237 992) 16 208 47 912
Outside shareholders" interest 658 3 991 4 061
Attributable (loss) income (238 650) 12 217 43 851
Headline (loss) earnings reconciliation
Attributable (loss) income (238 650) 12 217 43 851
Loss (profit) on disposal of property,
plant and equipment 6 103 517 (154)
Discontinued operations 60 530 - 2 111
Amortisation of goodwill 31 965 22 032 11 313
Headline (loss) earnings (140 052) 34 766 57 121
(Loss) earnings per share - cents (37.0) 1.8 8.1
Headline (loss) earnings
per share - cents (21.7) 5.3 10.5
Diluted (loss) earnings
per share - cents (37.0) 1.8 7.9
Weighted average number
of shares - 000"s 644 760 660 576 543 915
Diluted number of shares - 000"s 644 760 660 576 554 317
CONSOLIDATED BALANCE SHEET AT 30 JUNE 2003
30 June 2003 30 June 2002 30 June 2001
(reviewed) (audited) (audited)
R"000s R"000s R"000s
ASSETS
Non-current assets 131 235 210 155 134 188
Property, plant and equipment 38 847 39 672 21 692
Goodwill 80 467 119 031 78 562
Trademarks 776 1 380 1 384
Investments and loans 11 145 30 340 20 896
Deferred taxation - 11 832 3 858
Development expenditure - 7 900 7 796
Current assets 474 191 535 313 414 705
Inventories 12 482 38 199 26 783
Accounts receivable 244 275 388 635 293 942
Bank and cash 217 434 108 479 93 980
Total assets 605 426 745 468 548 893
EQUITY AND LIABILITIES
Capital and reserves 8 697 261 265 226 826
Share capital and premium 152 931 166 849 144 627
Foreign currency translation reserve - 2 567 2 567
Retained income (144 234) 91 849 79 632
Outside shareholders" interest 683 1 296 2 036
Non-current liabilities 16 175 15 146 2 477
Long-term borrowings
Current liabilities 579 871 467 761 317 554
Accounts payable 257 725 336 331 245 025
Current portion of long-term
borrowings 45 396 15 266 10 144
Bank overdraft 267 935 108 719 51 853
Taxation 8 815 7 445 10 532
Total equity and liabilities 605 426 745 468 548 893
Net asset value per share - cents 1.4 39.3 36.0
Tangible net asset value
per share - cents (11.6) 21.2 23.3
Number of shares at period end - 000"s 625 596 664 288 630 020
STATEMENT OF CHANGES IN EQUITY FOR THE 12 MONTHS ENDED 30 JUNE 2003
Share capital Currency Retained Total
and translation income equity
premium reserve
R"000s R"000s R"000s R"000s
Balance - 30 June 2002 166 849 2 567 91 849 261 265
Attributable loss for the
twelve months ended 30 June 2003 - - (238 650) (238 650)
Set-off of shares relative to
the disposal of businesses (13 918) - - (13 918)
Transfer of currency translation
reserve to retained income - (2 567) 2 567 -
Balance - 30 June 2003 152 931 - (144 234) 8 697
CONSOLIDATED CASH FLOW STATEMENT FOR THE 12 MONTHS ENDED 30 JUNE 2003
12 months ended Year ended Year ended
30 June 2003 30 June 2002 30 June 2001
(reviewed) (audited) (audited)
R"000s R"000s R"000s
Cash flows from operating activities (43 713) 42 110 33 293
Cash flows from operations (91 086) 71 191 84 450
Decrease (increase) in working capital 68 380 (8 480) (31 857)
Net finance charges (19 849) (3 601) (1 814)
Taxation paid (715) (16 384) (13 987)
Dividends paid to minority shareholders (443) (616) (3 499)
Cash flows from investing activities (24 160) (123 456) (128 297)
Net additions to property, plant
and equipment (17 353) (27 463) (12 921)
Trademarks acquired - (337) (75)
Development expenditure - (6 209) (7 796)
Net purchase of businesses (2 023) (76 738) (90 725)
Investments and loans (4 784) (12 709) (16 780)
Cash flows from financing activities 17 612 38 979 115 872
Write-off of treasury shares (13 918) - -
Increase in ordinary share capital - 3 12
Increase in share premium - 22 358 112 829
Share issue expenses - (139) (509)
Increase in borrowings 31 530 16 757 3 540
Net decrease in cash and
cash equivalents (50 261) (42 367) 20 868
Cash and cash equivalents at
beginning of period (240) 42 127 21 259
Cash and cash equivalents at
end of period (50 501) (240) 42 127
SEGMENTAL REPORT FOR THE 12 MONTHS ENDED 30 JUNE 2003
Logistics Supply Forex Total Trading of Total
Services Chain losses ongoing discontinued
Services core operations,
businesses infrastructure
costs and
related
forex
losses
R"000s R"000s R"000s R"000s R"000s R"000s
Turnover 1 172 362 923 499 - 2 095 861 115 123 2 210 984
Operating loss
before
depreciation,
amortisation
and foreign
exchange
movements (4 064) (15 652) - (19 716) (43 390) (63 106)
Headline loss (19 619) (26 703) (34 104) (80 426) (59 626) (140 052)
Attributable
loss (21 469) (41 477) (34 104) (97 050) (141 600) (238 650)
PERFORMANCE REVIEW
Whilst DNA"s core businesses continue to hold their market position, they
have experienced significant challenges as a result of the uncertainties
regarding DNA"s future. Turnover for the Group, for the 12-month period, has
remained static given the understandable reluctance of both existing and
prospective clients to consider engaging with DNA whilst the outcome of the
negotiations, and the future of DNA, remained uncertain.
With the finalisation of the transaction, the core businesses are now
positioned to approach the market more aggressively, with a consequent
anticipated turnover growth and improvement in results.
The loss before tax of R227,2 million, which had been partially accrued for
and reported with the Interim Results at 31 December 2002 is principally
attributable to the following:
* Remedial action in relation to the closure of unprofitable business operations
of R61 million, including R28 million for the DNA joint venture with Skonkwane
Holdings (DNA Skonkwane Supply Chains (Pty) Ltd), and R13 million for the sale
of Sensormatic SA (Pty) Ltd.
* Forex losses of R50 million in respect of both the direct translation of
foreign currency into South African Rands as well as losses incurred in fixed
price contracts.
* Material costs and expenditures incurred in servicing the closure of non-core
business operations including finance costs of R12 million related to
accumulated losses.
Super Group Transaction
As previously reported DNA has received an offer from Super Group to purchase
various businesses and companies. The offer is in the amount of R220 million for
businesses and companies having a net asset value of R173 million and a tangible
net asset value of R91 million. These businesses and companies comprise the
major portion of DNA"s trading operations. The acceptance of the offer is
subject to shareholder approval. If shareholders approve the offer, the nature
of business of DNA will change from being the holding company of a number of
operational supply chain management companies, to essentially a cash shell.
Accordingly, the directors intend to propose the delisting, winding-up of
remaining operations, voluntary liquidation of DNA and the distribution of the
net cash resources of DNA remaining after its liquidation, to shareholders.
The board believes the use of the going concern basis is appropriate in light of
the plans being considered by DNA.
If the offer is not accepted, DNA would require additional funding to sustain
its operations. In this scenario the ability of DNA to continue as a going
concern is dependent on raising such additional funding, a factor which is
dependent on uncertain future events.
Posting of circular to shareholders and revised salient dates
Introduction
Shareholders of DNA are referred to the announcement dated 1 August 2003
regarding the sale by DNA for cash of its core business operations to Super
Group Trading (Proprietary) Limited, a wholly-owned subsidiary of Super Group
Limited, in accordance with section 228 of the Companies Act, 1973 (Act 61 of
1973), as amended ("the Sale").
Posting of circular
A circular containing further information on the Sale and a notice of a
general meeting of DNA shareholders to be convened to consider and, if deemed
fit, to pass, with or without modification, the resolution required to effect
the Sale was posted today, 29 September 2003, to the shareholders of DNA.
Revised salient dates
Shareholders of DNA are further advised that the salient dates for the
implementation of the Sale have been revised as follows from those dates
announced on 1 August 2003.
2003
Last day for shareholders to lodge forms of
proxy for the general meeting, by 10:00 on Friday, 10 October
General meeting held at 10:00 on Tuesday, 14 October
Results of the general meeting released on SENS on Tuesday, 14 October
Results of the general meeting published in the
press on Wednesday, 15 October
NOTES TO THE INTERIM FINANCIAL STATEMENTS
1. These interim financial statements have been prepared in accordance with
South African Statements of Generally Accepted Accounting Practice with the
exception of Statement AC 133 - Financial Instruments: Recognition and
Measurements, which due to the proposed sale of the major portion of DNA"s
businesses to Super Group, was not adopted.
2. The accounting policies used in the preparation of the Interim Financial
Statements are consistent with those used in the Annual Financial Statements for
the year ended 30 June 2002.
3. These interim financial statements have been prepared on the going concern
assumption, in terms of which assets and liabilities are recorded on the basis
that the entity will be able to realise its assets and discharge its liabilities
in the normal course of business.
4. Included in current assets is an amount of approximately R57 million,
representing amounts owing by trade debtors for statutory and other
disbursements. A related amount is reflected in current liabilities.
5. South African banks participate in the benefits of a cash management set-off
system, but are shown separately as gross bank balances and overdrafts in order
to comply with AC 125.
6. DNA has changed its year-end to 31 December. Accordingly these results
reflect an interim 12 month trading cycle in an 18 month trading period.
DIRECTORS
SA Conradie (Chairman), MJ Kaplan (Chief Executive Officer),
GB Schwikkard (Chief Operating Officer) PM Baker, Prof. NA Binedell*,
AG Dandridge, R Krishnasamy*, H Pieterman* (Alternate CD Stein*), RC Pople*,
IO Shongwe *non-executive
For and on behalf of the Board
29 September 2003
Stephen Conradie Mark Kaplan
(Chairman) (Chief Executive Officer)
AUDIT REVIEW
The financial information reflected above has been reviewed, but not audited
by the Group"s auditors, Deloitte & Touche, and their qualified review report is
available at the Group"s registered office.
The report is qualified due to the non-adoption of AC 133 referred to in note
1 and furthermore contains a matter of emphasis relating to the group"s ability
to continue as a going concern.
Registered Office
1st Floor, Building 16
The Woodlands
Corner Kelvin and Woodlands Drive
Woodmead, 2199
(Private Bag 27, Gallo Manor,
Sandton, 2052)
Transfer Secretaries
Computershare Limited
70 Marshall Street
Johannesburg, 2001
(PO Box 61051,
Marshalltown, 2107)
Sponsor
Standard Corporate and Merchant Bank
(A division of The Standard Bank of South Africa Limited)
(Registration number 1962/000738/06)
Date: 29/09/2003 05:02:12 PM Produced by the JSE SENS Department
