| Wed 22 Sep 2004, 14:47 | | Restated Results for the year ended 29 February 04 |
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Mouldmed - Restated Financial Results for the year ended 29 February 2004
MOULDED MEDICAL SUPPLIES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1995/003771/06)
Share code: MUM
ISIN code: ZAE000013751
RESTATED AUDITED RESULTS FOR THE YEAR ENDED 29 FEBRUARY 2004
AUDITED GROUP INCOME STATEMENT Audited Audited
for the year ended 29 February 2004 12 Months 12 Months
R000`s Feb 04 Feb 03
Revenue 1,338 839
Cost of sales (223) (227)
Gross profit 1,115 612
Operating costs (1,819) (2,006)
Operating loss from ordinary activities (704) (1,394)
Extraordinary items (13,898) -
Capital items 28 3,000
Income / (loss) before investment income (14,574) 1,606
Investment income 11 8
Net Income / (loss) before tax (14,563) 1,614
Tax - -
Net income / (loss) after tax (14,563) 1,614
Attributable to outside shareholders (7) 19
Net profit / (loss) for the year (14,556) 1,633
Dividends - -
Accumulated income / (loss) for the year (14,556) 1,633
Accumulated income /(loss)
beginning of year (994) (2,627)
Accum. income / (loss) at the end of year (15,550) (994)
Earnings per share (15.1) 1.7
Headline earnings / (loss) per share (0.7) 1.7
Dividends per share 0.0 0.0
RECONCILIATION BETWEEN EARNINGS AND HEADLINE EARNINGS
Net Income/(loss) attributable
to shareholders (14,556) 1,633
Capital and extraordinary items 13,870 (3,000)
Headline profit / (loss) (686) (1,367)
Shares issued - 000`s 96,260 96,260
Headline profit / (loss) per share (cents) (0.7) (1.4)
STATEMENT OF CHANGES IN EQUITY
Ordinary shareholders` funds - begin 12,716 11,083
Movement in retained earnings (14,556) 1,633
Ordinary shareholders` funds - end (1,840) 12,716
GROUP BALANCE SHEET Audited Audited
at 29 February 2004 12 Months 12 Months
R000`s Feb `04 Feb `03
ASSETS
Non-current assets 2 11,420
Fixed assets 2 22
Intangibles - 11,398
Current assets 1,613 4,084
Inventory 1,105 1,159
Trade and other receivables 498 2,882
Bank balances and cash 10 43
TOTAL ASSETS 1,615 15,504
EQUITY AND LIABILITIES
Capital and reserves (1,840) 12,716
Share capital 13,710 13,710
Reserves (15,550) (994)
Minority interest (613) (606)
Non-current liabilities 1,088 971
Long term liabilities 1,088 971
Current liabilities 2,980 2,423
Trade and other payables 2,672 2,076
Provision for income tax 308 347
TOTAL EQUITY AND LIABILITIES 1,615 15,504
Number of shares in issue - 000`s 96,260 96,260
AUDITED CASH FLOW STATEMENT
Net cash inflow /
(outflow) from operations (150) 165
Net (outflow) /
inflow - investing activities - 158
Net cash inflow / (outflow) - financing 117 (300)
activities
Net cash (outflow) / inflow from activities (33) 23
CASH AND CASH EQUIVALENTS AT 43 20
BEGINNING
CASH AND CASH EQUIVALENTS AT 10 43
END
COMMENTS
The directors of Moulded Medical Supplies Ltd have, in consultation with the
company`s auditors, sponsors and corporate advisors, decided to make certain
adjustments to the audited annual reports for the financial year ending on 29
February 2004. This includes the withdrawal of the previously published
financial results and the audit report, contained in the financial statements of
31 August 2004. The resulting restated figures are reflected above. These
figures, which comply with South African Statements of General Accepted
Accounting Practice (`GAAP`) and the companies Act, will be sent to members in
due course.
Further, at this stage, the company decided not to continue with the change of
name to Mouldmed Ltd.
Shareholders are referred to the announcement dated 14 June 2004 and are advised
that Mouldmed is in the process of finalizing the documentation with regard to
the agreement concluded with an empowerment company, Nubian Management
Consulting CC (`Nubian`), in terms of which Nubian will acquire a strategic
investment in Mouldmed equal to not less than 10% of the entire issued share
capital of Mouldmed. The acquisition will be made by way of a specific issue of
shares for cash by Mouldmed to Nubian in terms of a specific authority to issue
shares for cash. A circular will be posted to shareholders in due course
regarding the above transaction and potential other strategic acquisitions.
The steps taken confirm that: The directors take a very positive view of the
present direction of the Mouldmed Group; The basis has been laid for future
growth; The way is clear for the company to negotiate additional strategic
acquisitions; The company wishes to raise capital in the market by issuing
additional shares.
The Mouldmed group was founded in 1994 and listed in 1997 with +/- 4000 members
(of which +/- 3700 are medical practitioners). The group has been through tough
and negative times, but with the support and understanding of most creditors,
auditors, sponsors, corporate advisors, the JSE and loyal and dedicated staff,
it has managed to survive with a positive foundation for future growth and
profits. Due to its growth Mouldmed needs larger offices and space to
accommodate the first 100 international exhibitors, plus training facilities.
The company and its subsidiaries have achieved the following milestones over the
past 2 - 3 years. Mouldmed Locum International Exchange Limited is fully
operational and should generate a gross cash turnover of more than R6 000 000
via its four divisions in the financial year 28/02/2005. Rest and Recuperation
Retreats Limited, which specializes in medi-tourism and general tourism, is in
the process of preparing the duplication it`s South African operation
internationally with its viable licensing programme backed by an intensive
ongoing training programme. The demand for medical and health products is
steadily increasing. Research and development for a permanent medical
exhibition centre for international exhibitors to serve the African continent
(52 countries) is progressing satisfactorily. Four websites are already up and
running and will be improved and updated on a regular basis (www.mouldmed.co.za;
www.mouldmedlocum.co.za; www.4traveltoafrica.com; www.restrretreats.com). The
Mouldmed subsidiaries responsible for products, have signed so far exclusive
distribution agreements for the African continent for the next 5 years for a
minimum total turnover of R60 000 000 with further minimum monthly orders after
the initial orders.
STRATEGY
The group will now focus on the products and services developed in-house as well
as the exclusive products available from suppliers. With the research and
development completed, emphasis will now be placed on marketing and distribution
of the high tech products and services with the support of a potential credible
BEE-Group and the necessary working capital.
FINANCIAL RESULTS
A loss of R693 000 from ordinary activities during the year under review is
disappointing.
REVIEW OF RESULTS
The immediate results, due to the lack of working capital, are still dis-
appointing but Management believes in a positive change in the financial year
28/02/2005.
AUDIT OPINION
The company`s auditors, PZ van der Merwe and Co have audited the financial
statements of the company and issued a qualified audit report as follows:
`These financial statements have been prepared on the basis of accounting
practices applicable on a going concern. The basis presumes that funds will be
available to finance future operations and that the realisation of assets and
settlement of liabilities, contingent liabilities and commitments will occur in
the ordinary course of business. The basis may not be appropriate because as at
29 February 2004 its total liabilities exceeds its total assets by R1,840,000.
Should the company be unable to continue trading, adjustments would have to be
made to reduce the value of assets to their recoverable amount to provide for
any further liabilities, which might arise, and to reclassify long-term
liabilities as current liabilities.
Qualified audit opinion
In our opinion, except for any adjustments that may be required if the values of
the assets referred to above have to be adjusted, the financial statements
fairly present, in all material respects, the company and group financial
position at 29 February 2004 and the results of their operations and cash flow
for the year then ended, in accordance with South African Statements of General
Accepted Accounting Practice, and in manner required by the Companies Act.`
The auditor`s report is available for inspection at the company`s registered
office. The financial statements have been prepared in accordance with South
African Statements of Generally Accepted Accounting Practice and are based on
appropriate accounting policies, which have been constantly applied and which
are supported by reasonable and prudent judgement and estimates.
POST BALANCE SHEET EVENTS
Subsidiary Companies
Mouldmed`s current and potential income sources include the following.
Mouldmed Locum International Exchange Limited. This company is involved in:
Buying and selling, nationally and internationally, of medical and health
practices (it acts as a business broker); Placement of medical and health
professionals (locums) nationally; Placement of medical and health professionals
(locums) internationally; Home-care; private placements of nurses etc. Rest &
Recuperation Retreats Limited (`RRR`). This company specializes in: Medi-
tourism, general tourism, halfway houses, Zest wellness centres and community
projects, supported by ongoing training; Selling regional licences in South
Africa; Selling the first 20 regional licences per country (UK, Europe,
Australia etc); Selling 70% of national licences; Earning 7,5% ongoing royalties
on gross income. Mould Web Limited *. This is a new company specifically
created to do website marketing for: Mouldmed products; Medi- and general
tourism; Mouldmed locums; and to act as General PRO for group. Prostaflo Limited
distributes medical equipment and devices, especially Prostaflo Pro for the
early detection of prostate related problems. As such it has a number of
licensees and assist them and Mouldmed in filing applicable tenders. Mouldmed
Healthcare Limited distributes the EeZeeWee multi-purpose urinal and other
medical disposables. It also has a number of licensees and is involved in
tenders for these products. Mouldmed Health Foods Limited * (and licensees)
tender for welfare and other contracts and arranges placement for bulk orders.
Mouldmed Pharmaceuticals Limited * operates, mutatis mutandis, on the same
principles as Mouldmed Health Foods. Mouldmed Medical Exhibitions Limited which
is the licensor for Zest Interactive Ltd. Zest establishes and licences wellness
centres consisting of doctor`s practices and diagnostic and treatment medical
equipment and devices. Zest operates in co-operation with regional licensees of
RRR. The company is creating a permanent 5-star medical and health exhibition
centre in Cape Town for international exhibitors acting as a gateway to Africa
and fully backed with ongoing training and satisfactory stockholding. The centre
will provide rental income to the group as well as income from product sales by
exhibitors. * New names after a change of name for the existing operations.
Other potential Income. Mouldmed is the agent on the Africa continent for
companies like Bercut from Russia which provides telephone and cellphone
technology. Mouldmed has also negotiated a support agreement with Africa
Global, part of the Schaffer group of Washington USA, for trade and project
financing on the Africa continent. Investment of 8 million shares in Health For
Life UK PLc. Since 30 June 2004 Mouldmed`s investment in Health For Life UK PLc
has been in dispute although this investment has previously been written off in
the books of the Company, Mouldmed is never the less taking all legal steps
possible to protect its interest.
Share Capital
The authorised share capital has remained at 100 000 000 no par value ordinary
shares. Due to a regular demand from potential investors who wish to assist the
Mouldmed Group with much needed working capital, the company proposes to
restructure its capital as follows: The conversion of the 100 000 000 authorised
ordinary shares of no par value of Mouldmed to 100 000 000 authorised ordinary
share with a par value of one (1) cent each; the conversion of the stated
capital of Mouldmed to authorised capital of R13 710 000, including paid-up
capital of R962 598 and a share premium of R12 747 402; the authorised capital
of Mouldmed will be increased from R1 000 000 divided into 100 000 000 ordinary
shares of one (1) cent each (of which 96 259 824 have been issued) to R10 000
000, divided into 1 000 000 000 (one thousand million) ordinary shares of one
(1) cent each, by the creation of a further 900 000 000 ordinary shares of one
(1) cent each.
An increase in the number of shares is required to have the shares available for
the intended issue to an empowerment partner and future opportunities that may
arise to issue shares. The conversion to shares with a par value is directly
related to the costs (including capital tax) of an increase in the number of
shares of no par value. The effect of the restructuring will be to convert the
no par value shares into par value shares of one (1) cent each. The
restructuring will have no effect on the financial position of the company.
Product orders have already been signed to the value of R60 million, which
includes the EeZeeWee and Prostaflo Pro, for delivery of products over the next
5 years, ongoing sales is expected to see this figure increase significantly.
An additional R40 million is currently under negotiation. These signed orders
are available for viewing at the offices of Mouldmed. The potential for growth
in the Mouldmed Group is highly evident, and the Mouldmed Group could consider
strategic acquisitions to add to this. A shareholder in the company, viz the
trustees of the Van Bruggensingel Trust has (without obligation) provided the
group with security against immovable property of R2 000 000 to cover the claim
by the South African Revenue Service. This largely removes the pressure against
the group from creditors and allows payment in due course from sales and / or
capital inflows from the placement of shares. Mouldmed Locum International
Exchange Ltd is fully operational and should generate a gross cash turnover of
more than R6 million via its five divisions in the financial year 28 February
2005.
By order of the board of directors
Dr S Brits
(Chairman & Non-Executive Director)
G A (Gerrit) Theron (MIAC)
Company Secretary and Managing Director
22 September 2004
Date: 22/09/2004 02:46:47 PM
Produced by the JSE SENS Department
