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ADCORP HOLDINGS LIMITED - CHANGE STATEMENT AND NOTICE OF AGM
Adcorp Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1974/001804/06)
(`Adcorp` or `the Company`)
JSE Share code: ADR
ISIN: ZAE000000139
CHANGE STATEMENT AND NOTICE OF ANNUAL GENERAL MEETING
Shareholders of Adcorp are advised that the audited annual financial statements
for the year ended 31 December 2003 will be posted to shareholders on 7 June
2004 and contain no modifications, other than those detailed below, to the
reviewed group results which were published on 10 March 2004.
The joint auditors, Deloitte & Touche and Charter Financial and Auditing Inc.
have now completed the audit on the annual financial statements and their report
is available for inspection at the registered office of the Company.
The reviewed income statement and balance sheet, published on 10 March 2004,
differs from the audited income statement and balance sheet in the annual
report, for the following reasons:
In the finalisation of the 2003 audited results and preparation of the
annual financial statements, it was ascertained that the income tax expense
for 2003 had been understated by R829 733. The directors concluded that it
was appropriate to recognise the expense in the correct period and as a
result, this adjustment will increase the net loss for the year by R829 733
and have a corresponding impact on headline earnings per share (reduced by
2.1 cents) and loss per share (increased by 2,1 cents). The amended income
statement and balance sheet appear below:
Balance sheet
as at 31 December 2003
Group
2003 2002
R`000 R`000
ASSETS
Non-current assets 132 791 175 871
Property and equipment 39 055 40 432
Goodwill 68 310 89 098
Investment in subsidiaries - -
Investment in associates 3 059 20 208
Other financial assets - -
Vendors for sale of 2 148 4 702
business
Deferred taxation 20 219 21 431
Current assets 278 240 258 843
Trade and other 197 090 200 216
receivables
Vendors for sale of 259 231
business
Amounts due by subsidiary - -
companies
Cash resources 77 709 54 523
Taxation prepaid 3 182 3 873
Total assets 411 031 434 714
EQUITY AND LIABILITIES
Capital and reserves 194 153 221 755
Share capital 1 007 1 064
Share premium 56 747 106 930
Treasury shares (4 454) (35 894)
Non-distributable reserves - 971
Accumulated profit 140 853 148 684
Minority shareholders` 603 394
interest
Non-current liabilities
Non-current interest- - 1 002
bearing liabilities
Current liabilities 216 275 211 563
Non-interest-bearing
current liabilities
Current non-interest- 91 947 79 334
bearing liabilities
Amounts due to subsidiary - -
companies
Provisions 19 860 22 447
Taxation 4 627 5 549
Interest-bearing current
liabilities
Current portion of
interest-bearing non-
current liabilities - 60
Bank overdraft 99 841 104 173
Total equity and 411 031 434 714
liabilities
Income statement - Total operations
for the year ended 31 December 2003
Group
2003 2002
R`000 R`000
TURNOVER 1 667 235 1 523 381
Cost of sales (1 143 655) (1 025 156)
Gross profit 523 580 498 225
Other income 14 087 28 810
OPERATING EXPENSES (469 334) (465 486)
Administration expenses (166 015) (194 993)
Marketing and selling (221 436) (215 312)
Other operating expenses (81 883) (55 181)
OPERATING PROFIT/(loss)
FROM OPERATIONS 68 333 61 549
Interest received - banks 18 331 12 543
- fair value adjustments 269 -
Interest paid - banks (24 435) (17 794)
BEE share of super profits (185) -
Dividends received - -
Share of (loss)/profits
from associates (2 058) 1 665
Impairment of investment
and property (11 362) (1 212)
Loss on sale of property
and equipment (391) (83)
Loss on disposal of
operations
and subsidiaries (31 671) (74 706)
Profit/(loss) before 16 831 (18 038)
taxation
Taxation - Current (24 883) (18 803)
- Prior (1222) -
year
(Loss)/profit after (9 274) (36 841)
taxation
Minority shareholders`
share of profits/(losses) 472 (190)
(Loss)/profit attributable
to ordinary shareholders (8 802) (37 031)
Headline earnings per 96,4 110,4
share (cents)
Loss per share (cents) (22,0) (92,7)
Diluted loss per share (21,5) (92,0)
(cents)
Dividends per share - 28
(cents) - paid
Capital distribution per
share (cents)
- final prior year 37 -
- interim 10 -
Distribution of capital 54 37
proposed
Notice of Annual General Meeting
Notice is hereby given that the annual general meeting of Adcorp will be held at
10h00 on Tuesday, 29 June 2004 at The Atrium, Corner Rustenburg Road and 7th
Avenue, Melville, Johannesburg. The notice of the meeting is contained in the
abovementioned annual financial statements.
Melville
7 June 2004
Sponsor
Deloitte & Touche Sponsor Services (Pty) Ltd
(Registration number 1996/000034/07)
Date: 07/06/2004 10:37:24 AM Produced by the JSE SENS Department
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