| Mon 29 Nov 2004, 8:30 | | Audited results for the year ended 31 August 2004 |
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Corpcapital Limited - Audited results for the year ended 31 August 2004
CORPCAPITAL LIMITED
(Registration number: 1983/011384/06)
(Share code - CPA ISIN - ZAE000034260)
AUDITED RESULTS FOR THE YEAR ENDED 31 AUGUST 2004
CONSOLIDATED BALANCE SHEET AS AT 31 AUGUST
Rm 2004 2003
ASSETS
Non current assets 647,2 3,934,9
Financial product assets 273,1 250,5
Investments available for sale 60,5 278,0
Deferred taxation 2,3 -
Associates and joint ventures 77,8 187,5
Property, plant, equipment and intangibles 5,2 76,4
Corpcapital Life policyholder investments,
interest bearing securities and deposits 228,3 3,142,5
Current assets 383,5 773,0
Cash and cash equivalents 256,0 148,6
Trading securities and liquid assets 2,9 54,7
Advances and other accounts receivable 114,4 311,0
Inventories 6,4 254,7
Taxation assets 3,8 4,0
Total assets 1 030,7 4 707,9
EQUITY AND LIABILITIES
Equity
Share capital and premium 8,8 365,7
Retained income and reserves 307,0 400,0
Shares held by consolidated entities - (198,6)
Ordinary shareholders` equity 315,8 567,1
Minority shareholders` interest - 10,4
Total shareholders` equity 315,8 577,5
Total liabilities 714,9 4,130,4
Non current liabilities 619,2 3,737,7
Corpcapital Life policyholder life fund 228,3 3,142,5
Long-term debt 117,8 305,0
Deferred taxation - 39,7
Financial products liabilities 273,1 250,5
Current liabilities 95,7 392,7
Short-term debt 4,9 59,8
Trading liabilities 3,6 35,9
Accounts payable 72,3 280,8
Taxation 14,9 16,2
Total equity and liabilities 1 030,7 4 707,9
Contingent liabilities in respect of the
Corpcom sale 50,0 50,0
Fully diluted shares in issue net of
treasury shares 379,952 386,701
Fully diluted net asset value per share 83,4 159,1
CONSOLIDATED INCOME STATEMENT
for the year ended 31 August
2004 2003
Rm
Revenue 583,4 1,551,0
Profit/(loss) before taxation 203,0 (137,3)
Taxation (16,5) 56,3
Profit/(loss) after taxation 219,5 (193,6)
Attributable to minority shareholders 2,5 3,8
Attributable profit/(loss) 217,0 (197,4)
Basic profit/(loss) per ordinary share
(cents) 62,1 (58,8)
Headline profit/(loss) per share (cents) 27,2 (25,0)
Analysis of headline earnings adjustments
Rm 2004 2003
Attributable profit/(loss) 217,0 (197,4)
Headline earnings adjustments (122,1) 113,5
Headline profit/(loss) 94,9 (83,9)
Goodwill written off 3,7 113,5
Profits on sale of businesses and associates (155,1) -
Impairment of business and investments 29,3 -
Total headline earnings adjustments (122,1) 113,5
CONSOLIDATED STATEMENT OF CHANGES IN
equity for the year ended 31 August
Rm 2004 2003
Ordinary shareholders` equity at
beginning of year 567,1 1 007,2
Attributable profits/(losses) 217,0 (197,4)
Distributions of reserves (115,7) ( 41,5)
Distributions of capital (385,0) (173,8)
Share issues 28,1
Share options exercised/(treasury shares
purchased) 4,3 (27,4)
315,8 567,1
CONSOLIDATED CASH FLOW STATEMENT FOR
the year ended 31 August
Rm 2004 2003
Operating activities (115,7) (242,5)
Cash generated/(utilised) by operations 16,0 (19,5)
Dividends received 4,5 2,6
Interest received 29,1 84,1
Interest paid (19,7) (76,7)
Taxation and dividends paid (145,6) (233,0)
Investing activities 395,5 (116,1)
Financing activities (172,4) 16,9
Net change in cash and cash equivalents 107,4 (341,7)
Opening cash and money market placements 148,6 490,3
Closing cash and money market placements 256,0 148,6
COMMENTARY
Corpcapital has made good progress with its strategy to realise its assets and
return capital to shareholders.
The group has disposed of most of its investments. Material disposals which
became effective during this financial year include the group`s interests in
Corpbuild, Vestacor, Macadams Baking Systems, Universal Food Systems, Madison
Properties and the group`s head office at 2 Arnold Road, Rosebank. Disposals of
the group`s interests in Cytech and Constantia Insurance have been concluded but
remained conditional at 31 August 2004. Disposal of the group`s interest in
Seardel was concluded after 31 August 2004.
In aggregate R855 million has been realised since adopting the strategy in
February 2003.
In February 2004 a distribution was made to shareholders in cash and listed
shares in Iliad and Redefine. Based on the value of Iliad (505 cents per share)
and Redefine (273 cents per share) on the date of the distribution, shareholders
received the equivalent of 143,5 cents per share. Since their distribution the
Iliad and Redefine shares have performed well. As at the date of approving these
results Iliad traded at 940 cents per share having paid a dividend of 19 cents
per share and Redefine traded at 303 cents per share having paid dividends of
24,5 cents per share.
It is estimated that the ultimate realisable net asset value on completion of
the strategy will be a further 79 cents per share. Shareholders will then have
received since adoption of the strategy the equivalent of 222,5 cents per share
(taking the Iliad and Redefine shares at their values on the distribution date)
or 290,5 cents per share (taking the Iliad and Redefine share values as at the
date of approving these results, together with accrued dividends).
These distributions should be compared with the market price for Corpcapital
shares of 88 cents per share immediately preceding the first cautionary
announcement relating to the adoption of the company`s realisation strategy.
They should also be viewed in the context of the special distribution paid to
shareholders in February 2003 of 52,5 cents per share and the dividend of 12,5
cents per share paid to shareholders in December 2002.
The board is pleased with the results of implementing its strategy, particularly
having regard to the difficult circumstances under which these activities were
undertaken.
The remaining investments are reflected at fair value. The timing for the
realisation of these investments is uncertain and remains sensitive to market
conditions. The group continues to collect its debtors book and to administer
the fulfilment of outstanding terms and conditions relating to prior disposals
of investments.
Long term liabilities and corresponding assets arising from financial products
initiated by the former bank and dormant life company continue to be managed.
These mature over the next three years.
The group is engaged in litigation, arbitration and potential arbitration
proceedings. These include claims by and against former director N Frangos in
relation to the Anton Pillar proceedings found by the High Court to have been
launched by him without foundation; the company`s application to court to order
the Minister of Trade & Industry to release to the company the investigators`
report into the company`s affairs; and the notification by Clear Channel
Independent of possible claims against the company arising from the disposal of
Corpcom three years ago.
Frangos has applied to intervene in the company`s proceedings against the
Minister. He contends that the inspectors behaved unlawfully and requests an
order directing the Minister to re-open the inspection by providing him with
copies of certain independent expert evidence and to afford him the opportunity
to respond to that evidence. The company will oppose this request.
Based on the information available and the opinions of its advisors the company
does not expect any of the above proceedings to materially affect its estimate
of future realisable net asset value. The eventual outcome of litigation and
arbitration proceedings is nevertheless inherently uncertain.
Earnings for the period arise mainly from the realisation of investments above
their carrying values. Details of the transactions have been announced as they
occurred. The group`s operations are regarded as discontinuing and the
accounting policies adopted for the period are consistent with the previous
year. The policies comply in all respects with South African Statements of
Generally Accepted Accounting Practice.
Overhead costs have been reduced in line with the limited scope of activities
and all onerous contracts have been settled.
As appears from the audited results the current net asset value is 83,4 cents
per share. Taking into account the estimated eventual proceeds from realisation
of the assets and the future costs, expenses, liabilities and risks inherent in
completing the strategy, the board estimates that a further 79 cents per share
will be distributable to shareholders over time.
Further interim distribution
The board has resolved to declare a further interim distribution of
R190 million (50 cents per share).
Interim distribution
Last date to trade cum distribution Friday, 31 December 2004.
Shares commence trading ex-distribution Monday, 3 January 2005.
Record date Friday, 7 January 2005.
Payment date of interim distribution Monday, 10 January 2005.
Share certificates may not be dematerialised or rematerialised between
Monday, 3 January 2005 and Friday, 7 January 2005, both days inclusive.
Eric Ellerine Benji Liebmann
Chairman Director
29 November 2004
Audit report
The auditors Fisher Hoffman PKF ( JHB) Inc. have issued their opinion on the
group`s financial statements for the year ended 31 August 2004. A copy of their
unqualified report is available for inspection at the Company`s registered
office.
CORPCAPITAL LIMITED (1983/011384/06) 2 ARNOLD ROAD
ROSEBANK JOHANNESBURG 2196 PO BOX 471917 PARKLANDS 2121
SOUTH AFRICA
TELEPHONE +27 11 283 0000 TELEFAX +27 11 283 0088
EMAIL info@corpcapital.com
DIRECTORS: E ELLERINE* (NON-EXECUTIVE CHAIRMAN)
D BROOKING** E GROLMAN* N N LAZARUS G B LIEBMANN
W H TRENGOVE** M H SACKS* T A WIXLEY**
(*NON-EXECUTIVE) (**INDEPENDENT NON-EXECUTIVE)
(Share code - CPA ISIN - ZAE000034260)
Date: 29/11/2004 07:00:19 AM Produced by the JSE SENS Department