| Mon 22 Dec 2003, 16:17 | | nterim results for the six months ended 30 Sep 03 |
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Samrand - Unaudited interim results for the six months ended 30 September
2003
and detailed cautionary announcement
Samrand Development Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1971/003132/06)
Share code: SMR ISIN: ZAE000010419
("the group" or "the company")
UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2003 AND
DETAILED CAUTIONARY ANNOUNCEMENT
Six months Six months 12 months
30/09/2003 30/09/2002 31/03/2003
(unaudited) (unaudited) (audited)
R"000 R"000 R"000
BALANCE SHEET
ASSETS
Non-current assets 190 504 197 766 190 513
Property, plant and equipment 123 566 133 017 123 575
Loan to local authority 66 938 64 749 66 938
Current assets 213 890 213 872 215 428
Developed land for re-sale 205 230 205 230 205 230
Accounts receivables 5 341 5 111 5 849
Bank and cash balances 3 319 3 531 4 349
Total assets 404 394 411 638 405 941
EQUITY AND LIABILITIES
Share capital and reserves 117 111 175 143 141 470
Non-current liabilities 118 746 114 730 110 852
Current liabilities 168 537 121 765 153 619
Accounts payable 160 270 99 592 146 173
Bank overdraft 8 267 22 173 7 445
Total equity and liabilities 404 394 411 638 405 941
Closing number of shares in issue 136 163 136 163 136 163
Net asset value per share (cents) 86,0 1,3 1,0
Net tangible asset value per share (cents) 86,0 1,3 1,0
INCOME STATEMENT
Gross revenue 17 300 24 028 35 562
Land sales - 3 000 3 000
Rental income 17 300 21 028 32 562
Profit from operations 4 959 8 033 4 297
Net financing expense (29 318) (5 024) (24 976)
Profit on sale of investment property - 550 -
Revaluation of property, plant and
equipment - - (9 435)
(Loss)/profit before taxation (24 359) 3 559 (30 114)
Taxation - - -
(Net loss)/profit for the year (24 359) 3 559 (30 114)
Average number of shares in issue 136 163 136 163 136 163
(Loss)/earnings per share (cents) (17,9) 2,6 (22,1)
Headline (loss)/earnings per share (cents) (17,9) 2,6 (22,1)
CASH FLOW STATEMENT
Operating activities 9 747 (13 890) 9 858
Investing activities - 2 977 (1 344)
Financing activities (7 894) 5 177 1 297
Net cash (utilised)/generated (1 853) (5 736) 9 811
Cash and cash equivalents beginning
of period (3 095) (12 906) (12 907)
Cash and cash equivalents end of period (4 948) (18 642) (3 096)
ABRIDGED STATEMENT OF
CHANGES IN EQUITY
Equity beginning of period 141 470 171 584 171 584
(Net loss)/profit for the period (24 359) 3 559 (30 114)
Equity end of period 117 111 175 143 141 470
Detailed cautionary announcement
1. Introduction
Further to the cautionary dated 14 November 2003, Samrand shareholders are
advised that the company has reached agreement on the disposal of two of its
investment properties held by Samstocks Portfolio Properties (Proprietary)
Limited ("Samstocks") a wholly-owned subsidiary of Samrand ("the sold
properties"). The details of the sold properties are as follows:
Price Nature of Effective
Property Purchaser Rand consideration date of sale
Sun Village, Grand Palace 8 550 000 Cash 24 April 2003
lease area Trading
2 over (Proprietary)
the farm Limited
Doornhoek
No. 910
("Sun Village")
27 Wale Western Cape 32 500 000 Cash 12 December
Street, Government 2003
Cape Town
Erf 9582
Cape Town
("Wale Street")
41 050 000
In addition a property was disposed of in November 2002 by Stocks Portfolio
Properties (Proprietary) Limited ("Stocks"), a wholly-owned subsidiary of
Samrand and was never previously announced, the details of which are as follows:
Price Nature of Effective
Property Purchaser Rand consideration date of sale
Portion 2 of Head Brothers 4 300 000 Cash 20 November
Erf 49 Steel 2002
Menlyn Ext 4 Fabricating
known as and
Glen Manor B Engineering
(Proprietary)
Limited
Shareholders will be requested to ratify this sale in general meeting which
will be convened in terms of a circular to shareholders detailed in paragraph 6
below.
The company is still in negotiations to dispose of a further two properties, a
further property held by Samstocks, the last remaining property in its portfolio
following the two disposals described above and a property held by Stocks, also
the last remaining property in its portfolio ("the further disposals").
Indicated Nature of
Seller Property Purchaser Price (Rand) consideration
Samstocks Pricewaterhouse Credit 21 750 000 Cash
Place Commerciae
Durban (Proprietary)
Limited
Stocks Hatfield Square Outward 52 700 000 Cash and linked
Erf 681 Investments units
Hatfield (Proprietary)
Limited and
Redefine
Income fund
Limited
74 450 000
2. Rationale for the disposals
Stocks and Samstocks are indebted to Standard Corporate and Merchant Bank
("SCMB"). The balance due to SCMB at 30 September 2003 by Stocks was R57,2
million and by Samstocks, R59,6 million, aggregating in total to R116,8 million.
The sold properties amount to R41,1 million and the further disposals to R74,4
million aggregating in total to R115,5 million, leaving a potential shortfall of
at least R1,3 million.
Stocks and Samstocks are accordingly disposing of these properties at the
highest possible price to reduce the exposure.
3. Financial effects of the disposals
The pro forma financial effects of the two confirmed disposals namely Sun
Village and Wale Street are set out below for illustrative purposes.
The table below sets out the financial effects of the disposal on the loss
("LPS"), headline loss ("HLPS"), net asset value ("NAV") and net tangible asset
value ("NTAV") per Samrand share based on the unaudited interim results for the
period ended 30 September 2003. The financial effects are provided for
illustrative purposes only to provide information pertaining to the disposals in
terms of the effect that it may have had on the interim results. Because of
their nature, the pro forma financial effects may not give a true picture of the
company"s financial position and performance.
Before(1) Pro forma % change
After
LPS (cents) (17,9) (16,2)2 9,5
HLPS (cents) (17,9) (16,0)3 10,5
NAV (cents) 86 85,84 (0,2)
NTAV (cents) 86 85,84 (0,2)
Weighted average number
of shares in issue (000"s) 136 163 136 163
Closing number of shares in
issue (000"s) 136 163 136 163
Notes to the financial effects
1. Extracted from the unaudited interim financial statements for the 6 months
ended 30 September 2003.
2. Calculated on the basis that the properties after providing for interest
saved on the sold properties assuming they were sold and the cash received on 1
April 2003, resulting in interest on borrowings being reduced by R2,566 million
based on an assumed interest rate, before and after taxation of 12,5%.
3. As for note 2 above and adjusted for the loss on the disposal of the
properties of R255 000, which have been excluded from the headline loss
calculation.
4. NAV and NTAV per share have been calculated on the basis that the disposals
were effected on 30 September 2003 and the loss of R255 000 was adjusted against
total net asset and net tangible asset value.
4. Conditions precedent
The disposals are subject to the following conditions precedent:
- Approval by the JSE Securities Exchange South Africa ("the JSE") and the
Securities Regulation Panel and any other regulatory authority including
the Competition Commission where applicable; and
- Approval by shareholders in general meeting.
5. Irrevocable undertaking
The controlling shareholders of the company will irrevocably undertake to
vote in favour of all of the disposals, which undertakings are currently in the
process of being obtained
6. Circular to shareholders
A circular to Samrand shareholders setting out the details of the sold
properties and excluding the further disposals, incorporating a notice convening
a general meeting and form of proxy, will be mailed to shareholders in due
course.
7. Renewal of cautionary announcement
Samrand shareholders are advised to exercise caution when dealing in their
ordinary shares on the JSE until a further announcement is made in regard to the
further disposals.
Sponsor
LPC Manhattan Sponsors
COMMENTARY
Shareholders are advised that the group"s earnings for the six months ended
30 September 2003 were substantially lower ("substantially" being a decrease of
equal to or greater than 30% as defined in the JSE Securities Exchange South
Africa Listings Requirements) when compared to the previous period.
No land sales occurred during the first six months of the financial year due
to the depressed trading conditions within the property market. Rental income of
R17,3 million, from the various office commercial complexes owned by the group,
has not met expectations due in part to some unexpected vacancies caused by
tenants whose businesses ceased trading during the reviewed period.
A loss for the period of R24,3 million, inclusive of net rentals from the
various office and commercial complexes does not compare favourably to the
profit reported in the group for the previous reported six months.
PROSPECTS
The on-going property disposals by the group as reflected in the detailed
cautionary announcement should result in gearing reducing to a more acceptable
level and the group"s interest cost being lowered.
It is anticipated that recent changes to the board of directors, management and
improving trading conditions in the property market should result in an
improvement in the prospects of the company.
DIVIDENDS
No dividends has been declared or recommended for this period.
ACCOUNTING POLICIES
The interim results have been prepared in accordance with the South African
Statements of Generally Accepted Accounting Practice and are consistent with the
group"s policies as reflected in the annual report for the year ended 31 March
2003.
For and on behalf of the board of directors of Samrand Development Holdings
Limited.
I D P Burger
Director
22 December 2003
Directors:
Non-Executive:
Dato" A H Samsudin* (Chairman),
I D P Burger (Deputy Chairman), M D Lamola. *Malaysian
Executive:
Datin M V Samsudin
Company Secretary:
A P Lascelles
Registered office:
SMG Holdings Limited
108 Johan Avenue
corner Katherine Street
Sandton, 2196
Transfer secretaries:
Computershare Limited
70 Marshall Street
Johannesburg, 2001
Date: 22/12/2003 04:14:07 PM Produced by the JSE SENS Department