| Tue 30 Nov 2004, 17:17 | | RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2004 |
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WINHOLD - REVIEWED ABRIDGED CONSOLIDATED RESULTS OF THE GROUP FOR THE YEAR ENDED
30 SEPTEMBER 2004 AND FURTHER CAUTIONARY ANNOUNCEMENT
WINHOLD LIMITED
(Registration number 1945/019679/06)
(Incorporated in the Republic of South Africa)
(Share code: WNH/WNHP)
(ISIN number: ZAE000033916/ZAE000008041)
Financial Highlights
Ordinary dividends Up 49%
Headline earnings per ordinary share Up 41%
Profit after tax Up 20%
Earnings per ordinary share Up 30%
STATEMENT OF RESULTS REVIEWED ABRIDGED CONSOLIDATED RESULTS OF THE GROUP FOR THE
YEAR ENDED 30 SEPTEMBER 2004 AND FURTHER CAUTIONARY ANNOUNCEMENT
Consolidated Income Statement
Year ended
30 September
2004 2003
R`000 R`000
Revenue 734 881 720 188
Operating profit 44 200 40 834
Goodwill amortisation 20 20
Net finance costs (3 907) (7 290)
Profit before taxation 40 313 33 564
Taxation (11 741) (9 666)
Net profit after taxation 28 572 23 898
Outside shareholders` profit (6 162) (6 637)
Shareholders` profit 22 410 17 261
Ordinary shareholders` earnings 22 266 17 117
Headline earnings 21 721 15 471
Headline earnings per ordinary share (cents) 23,1 16,4
Earnings per ordinary share (cents) 23,6 18,2
Net asset value per ordinary share (cents) 107,7* 84,1
Net tangible asset value per ordinary share (cents) 115,1* 91,6
Ordinary shares in issue (000`s) 94 197 94 197
Dividend per ordinary share (cents) 5,2 3,5
Reconciliation of headline earnings
Ordinary shareholders` profit 22 410 17 261
Net profit on disposal of assets (575) (1 859)
Taxation effect thereon (53) 171
Amortisation of goodwill (20) (20)
Minority share of goodwill amortisation
and profit on sale of assets 103 62
Preference dividend (144) (144)
21 721 15 471
Supplementary information
Capital commitments 11 544 8 300
Capital expenditure 14 281 9 230
Depreciation 10 353 10 456
Interest bearing borrowings 42 775 41 105
Interest earning deposits 20 426 6 513
*The NAV per share excludes the provision for ordinary dividends declared after
the year end.
Summarised Consolidated Balance Sheet
30 September
2004 2003
R`000 R`000
ASSETS
Fixed and other non-current assets 69 513 65 760
Negative goodwill (7 301) (7 322)
Deferred taxation 2 536 2 708
Current assets
- Inventory 90 017 74 112
- Receivables 124 324 112 675
- Bank and cash 20 326 6 572
Total assets 299 415 254 505
EQUITY AND LIABILITIES
Ordinary share capital and premium 68 060 68 060
Preference share capital and premium 1 602 1 602
Non-distributable reserves 17 838 17 838
Retained earnings/(accumulated deficit) 15 580 (6 686)
Shareholders` interest 103 080 80 814
Outside shareholders` interest 28 324 22 162
Total equity 131 404 102 976
Non-current liabilities
- interest bearing 12 728 9 061
- interest free 1 448 1 502
- deferred taxation 818 1 467
Current liabilities - interest bearing
- bank overdraft 16 443 19 746
- short term borrowings 13 604 12 298
Current liabilities - non-interest bearing
- payables 114 997 96 683
- taxation 7 973 10 772
Total equity and liabilities 299 415 254 505
Summarised Consolidated Cash Flow Statement
Year ended
30 September
2004 2003
R`000 R`000
Cash flow from operating activities 25 687 19 789
Profit before interest, tax and
non cash items 53 995 49 306
(Increase)/decrease in inventory (15 905) 197
(Increase)/decrease in receivables (11 649) 6 888
Increase/(decrease) in payables 23 878 (22 028)
Cash flow from operations 50 319 34 363
Finance costs paid (net) (3 907) (7 290)
Taxation paid (15 017) (3 042)
Dividends paid (5 708) (4 242)
Cash flow used in investing activities (13 262) (11 801)
Buyback by subsidiary of own
ordinary shares - (5 416)
Investment in fixed assets net of disposals (13 262) (6 385)
Cash flow from/(used) in financing activities 4 632 (2 991)
Net interest bearing borrowings
raised/(repaid) 4 901 (2 895)
Loans advanced (269) (96)
Net increase in cash and cash equivalents 17 057 4 997
Cash and cash equivalents
at beginning of year (13 174) (18 171)
Cash and cash equivalents at end of year 3 883 (13 174)
Summarised Consolidated Statement of Changes in Equity
Year ended
30 September
2004 2003
R`000 R`000
Shareholders` interests at beginning of year 80 814 66 994
Changes in accumulated deficit 22 410 17 261
Preference dividend declared during the year (144) (144)
Ordinary dividend declared during the year - (3 297)
Shareholders` interests at end of year 103 080 80 814
Segment Information
Mining Industrial Flexible Property
and
Consumables consumables plastics other
Totals
2004 2003 2004 2003 2004 2003 2004 2003
Business
segments (R`000) (R`000) (R`000) (R`000) (R`000) (R`000) (R`000) (R`000)
Turnover 321 638 343 676 118 892 118 271 294 351 258 241 - -
Operating
Profit 15 521 16 909 7 073 6 353 21 127 17 213 479 359
Depreciation 1 109 1 427 652 809 8 203 7 924 389 296
Capital
Expenditure 1 345 1 356 271 521 12 630 6 669 35 684
Total Assets 99 790 91 703 34 427 32 169 153 625 121 684 11 573 8 949
Total
Liabilities 49 625 45 532 19 376 20 359 94 532 73 451 4 478 12 187
COMMENTS
REVIEW OF RESULTS
The Winhold Group performed very well, increasing its headline earnings by 41%
to R21,721 million.
Revenue grew by 2% to R735 million (2003: R720 million). Net finance charges
reduced significantly by 46% to R3,9 million (2003: R7,3 million). Profit before
tax and profit after tax both increased by 20%. Ordinary shareholders earnings
increased by 30% to R22,3 million (2003: R17,1 million). Headline earnings
increased by 41% to 23,1 cents (2003: 16,4 cents). Due to the flow of dividends
from Gundle Limited for the first time in a number of years, the ordinary
dividend increased by 49% to 5,2 cents per share (2003: 3,5 cents). The gearing
of the Group improved to 42% (2003: 52%).
OPERATIONAL OVERVIEW
Winhold Limited is an investment holding company with its main investments being
a 60% stake in the JSE listed company Inmins Limited (`Inmins`), and its wholly
owned subsidiary Gundle Limited (`Gundle`).
Gundle Limited (unlisted)
Gundle is comprised of three manufacturing/distribution operations in Gauteng
and one in Swaziland, with a further four distribution centres in Cape Town,
Durban, Port Elizabeth and Bloemfontein. Gundle manufactures and distributes
polyethylene and polypropylene bags, sheeting and packaging to the agricultural,
chemical, construction, food processing, industrial and consumer markets.
Another record profit year was achieved due to the turnaround strategies,
increased contributions from new equipment, development of new products, and
continued investment in employee training. We are satisfied that the return on
investment in new equipment met expectations.
Turnover increased by 14% and profit before tax by 71%. All ratios improved
substantially and Gundle declared a dividend to Winhold. This is a positive step
as it is a 100% subsidiary of Winhold and, as the gearing improves, the dividend
flow should increase correspondingly. Due to a shortage in the local polymer
supplies, Gundle was forced to import a substantial portion of its` needs. This
had a temporary negative impact on the working capital of the Group.
With the new projects, strategies, improved controls and development of
personnel, Gundle should continue to grow its profitability.
Inmins Limited (listed)
Inmins is comprised of two trading divisions that service the mining and
industrial sectors, supplying mainly consumer goods, and an added value division
also serving the mining sector.
The Inmins Group set a new profit record, and increased headline earnings per
share by 13%. Due to the strengthening of the rand the Group`s added value
division encountered a difficult market with some capital expenditure on mining
projects being deferred or terminated. Notwithstanding deflationary trading
conditions due to import competition, the trading division achieved real growth
in sales volumes.
Substantial future growth in the Inmins Group will be dependent on acquisitions
and/or adding new products to the existing range. The ability to make
acquisitions will be greatly enhanced if the restructuring, referred to in the
further cautionary announcement below, takes place. Results in the 2005
financial year however, can be expected to improve due to:
- opportunities to secure exclusive distributorships for imported products for
additional product lines;
- an extension to the added value division;
- the development of new mines in certain areas where the Group is active.
Prospects
In order to grow the Winhold Group systematically, the following is receiving
attention:
- finalisation of a responsible BEE involvement in the holding company;
- active search for takeovers or mergers of complimentary businesses;
- increasing market capitalisation substantially over the next few years;
- increasing the liquidity of the shares;
- continued investment in modern machinery; and
- continued development of all its employees.
This should result in an exciting phase for all stakeholders, long term growth
and improved profitability.
DIVIDENDS
Ordinary
Notice is hereby given that a dividend of 5,2cents (2003: 3,5 cents) per
ordinary share for the year ended 30 September 2004 has been declared on 18
November 2004 to holders of ordinary shares recorded in the share register of
the company at the close of business on 21 January 2005.
Preference
Notice is hereby given that a preference dividend of 20,25 cents (2003: 20,25
cents) per 9% automatically convertible preference share for the year ended 30
September 2004 has been declared during the year to holders of these shares
recorded in the share register of the company at the close of business on 21
January 2005.
Last day to trade `cum` dividend is Friday, 14 January 2005
Commence trading `ex` dividend from Monday, 17 January 2005
Record date is Friday, 21 January 2005
Payment date is Monday, 24 January 2005
Share certificates may not be dematerialised/rematerialised between Monday, 17
January 2005 and Friday, 21 January 2005, both dates inclusive.
Ordinary individual shareholders to whom a dividend of less than R10,00 (ten
rand) has been declared, are reminded that in terms of a special resolution
registered on 26 March 2003, such amounts shall not be paid to the individual
shareholder concerned but shall be donated to an independent charity chosen by
the directors.
PREFERENCE SHARE CONVERSION
Due to the total dividend in cents per share on four ordinary shares exceeding
the total dividend declared on each convertible preference share, the automatic
conversion of the preference shares to ordinary shares has been triggered, which
will result in the issue of a further 2 847 596 ordinary shares. Communications
to preference share holders in this regard will follow.
ACCOUNTING POLICIES
The results for the year ended 30 September 2004 have been prepared in
accordance with the South African Statements of Generally Accepted Accounting
Practice, and with those applied in previous annual financial statements.
AUDIT
The financial information set out in these abridged consolidated group results
has been reviewed by BDO Spencer Steward (Johannesburg) Inc. Their unqualified
report is available for inspection at the company`s registered office.
CORPORATE GOVERNANCE
The Group subscribes to the value of good corporate governance and is committed
to continued implementation of the recommendations of the King II Report and the
requirements of the JSE Securities Exchange South Africa. The Group endeavours
to conduct its business in accordance with the principles of accountability,
transparency and integrity.
BLACK EMPOWERMENT
Negotiations leading to a Black Economic Empowerment transaction have taken
longer than the Board anticipated, however, discussions are advancing with
certain identified potential BEE partners, and the company expects to announce a
satisfactory transaction early in the new year.
FURTHER CAUTIONARY ANNOUNCEMENT
Further to the cautionary announcements dated 26 July 2004, 6 September 2004 and
18 October 2004, relating to:
- the restructure of the Winhold Group leading to one listed entity,
- an odd lot offer to the shareholders of the remaining listed entity in order
to reduce the disproportionate costs of servicing a multiplicity of small
shareholders;
shareholders are advised that discussions are continuing and accordingly should
exercise caution when dealing in the company`s shares until a further
announcement is made in this regard.
On behalf of the board
WAR Wenteler JH Henderson
Chairman Deputy Chairman
1 December 2004
Directors
WAR Wenteler (Chairman), JH Henderson* (Deputy Chairman),
W Fourie (Financial), PJ Kruger, DB Mostert*, CJ Pallas*
(*Non-executive)
Company secretary and registered office
DJ de Villiers
884 Linton Jones Street, Industries East, Germiston
(PO Box 5324, Johannesburg 2000)
E-mail: winholdsec@inmins.co.za
Website: www.winhold.co.za
Transfer secretaries
Computershare Investor Services 2004 (Pty) Limited
70 Marshall Street, Johannesburg 2001
(PO Box 61051, Marshalltown 2107)
E-mail: registrar@computershare.co.za
Auditors
BDO Spencer Steward (Johannesburg) Inc.
13 Wellington Road, Parktown 2193
(Private Bag X60500, Houghton 2041)
E-mail: bdojhb@bdo.co.za
Date: 30/11/2004 05:16:11 PM
Produced by the JSE SENS Department
