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Thu 26 May 2005, 12:45 Nampak - Interim report and dividend declaration
Nampak -  Interim report and dividend declaration for the six months ended 31   
          March 2005                                                            
NAMPAK LIMITED                                                                  
(Registration number 1968/008070/06)                                            
(Incorporated in the Republic of South Africa)                                  
Share Code: NPK            ISIN: ZAE000004933                                   
INTERIM REPORT AND DIVIDEND DECLARATION FOR THE SIX MONTHS ENDED 31 MARCH 2005  
Group Income Statement                                                          
                            Unaudited            Audited                        
                            6 months ended       year ended                     
                            31 March             30 Sept                        
2005      2004      Change   2004                   
                    Notes   Rm        Rm        %        Rm                     
Revenue                     8 016.5   9 155.5   (12.4)   17 494.6               
Continuing                  8 016.5   8 839.8   (9.3)    17 178.9               
operations                                                                      
Discontinued                -         315.7              315.7                  
operations                                                                      
Gross profit                3 550.8   4 117.9            7 960.9                
Expenses                    2 826.4    3 275.5           6 398.8                
Profit before       1       724.4     842.4     (14.0)   1 562.1                
abnormal items                                                                  
Net abnormal income 2       95.8      218.4              70.5                   
Profit from         3       820.2     1 060.8            1 632.6                
operations                                                                      
Continuing                  820.2     807.7     1.5      1 592.7                
operations                                                                      
Discontinued                -         253.1               39.9                  
operations                                                                      
Net finance costs   4       48.3      91.5               149.0                  
Income from                 3.5       5.9                15.6                   
investments                                                                     
Profit before tax           775.4     975.2     (20.5)   1 499.2                
Income tax                  278.8     276.1              521.7                  
Profit after tax            496.6     699.1     (29.0)   977.5                  
Minority interest           2.5       8.2                10.4                   
Net profit for the          494.1     690.9     (28.5)   967.1                  
period                                                                          
Number of ordinary          645 126   640 899            641 574                
shares in issue                                                                 
(`000)                                                                          
Weighted average            638 155   640 733            640 958                
number of ordinary                                                              
shares on which                                                                 
headline earnings                                                               
and basic earnings                                                              
per ordinary share                                                              
are based (`000)                                                                
Weighted average            642 670   643 871            644 705                
number of ordinary                                                              
shares on which                                                                 
diluted headline                                                                
earnings and                                                                    
diluted basic                                                                   
earnings per                                                                    
ordinary share are                                                              
based (`000)                                                                    
Headline earnings           70.8      79.8      (11.3)   146.1                  
per ordinary share                                                              
(cents)                                                                         
Basic earnings per          77.4      107.8     (28.2)   150.9                  
ordinary share                                                                  
(cents)                                                                         
Dividend per                27.0      27.0               83.6                   
ordinary share                                                                  
(cents)                                                                         
Fully diluted               70.3      79.5      (11.6)   145.3                  
headline earnings                                                               
per ordinary share                                                              
(cents)                                                                         
Fully diluted               76.9      107.3     (28.3)   150.0                  
earnings per                                                                    
ordinary share                                                                  
(cents)                                                                         
Determination of                                                                
headline earnings                                                               
Net profit for the          494.1     690.9              967.1                  
period                                                                          
Less: preference            -         -                  (0.1)                  
dividend                                                                        
Adjusted for:                                                                   
Impairment losses           113.3     -                  127.9                  
Goodwill amortised          -         34.0               60.5                   
Net profit on sale                                                              
of businesses,                                                                  
property,                                                                       
plant & equipment           (372.3)   (231.4)            (230.2)                
Pension fund                141.7     -                  -                      
curtailment on sale                                                             
of business                                                                     
Tax effects                 75.2      18.1               11.3                   
Headline earnings           452.0     511.6     (11.6)   936.5                  
for the period                                                                  
Group Balance Sheet                                                             
                                 Unaudited            Audited                   
6 months ended       year ended                
                                 31 March             30 Sept                   
                                 2005       2004         2004                   
                         Notes   Rm         Rm           Rm                     
Assets                                                                          
Non-current assets               5 382.4    5 516.9      5 512.1                
Property, plant and              4 145.9    4 466.8      4 228.1                
equipment                                                                       
Goodwill and other               1 075.8    968.8        1 240.4                
intangibles                                                                     
Investments                      42.8        81.3        43.6                   
Long term receivables            117.9      -            -                      
Current assets                   4 999.5    5 921.6      5 443.6                
Inventories                      1 995.5    2 009.2      2 055.9                
Trade and other                  2 461.4    2 604.5      2 688.2                
receivables                                                                     
Bank balances, deposits  5       542.6      1 307.9      699.5                  
and cash                                                                        
Total assets                     10 381.9   11 438.5     10 955.7               
Equity and liabilities                                                          
Capital and reserves             5 311.1    5 284.7      5 399.6                
Capital                          2 086.3    2 036.6      2 042.4                
Treasury shares                  (152.0)    -            -                      
Non-distributable        7       (429.0)    (256.8)      (249.6)                
reserves                                                                        
Accumulated profits              3 805.8    3 504.9      3 606.8                
Minority interest                33.4       29.6         32.8                   
Non-current liabilities          1 404.1    1 840.1      1 659.1                
Interest bearing debt    5       691.4      1 305.5      1 091.5                
Net long-term retirement         334.1      186.3        161.9                  
benefit obligation                                                              
Net deferred tax                 378.6      348.3        405.7                  
liabilities                                                                     
Current liabilities              3 633.3    4 284.1      3 864.2                
Trade and other payables         2 392.3    2 798.6      2 938.9                
Interest bearing debt    5       1 030.5    1 279.8      752.9                  
Net tax liabilities              210.5      205.7        172.4                  
Total equity and                 10 381.9   11 438.5     10 955.7               
liabilities                                                                     
Total borrowings:total           32%        49%          36%                    
shareholders` funds                                                             
Net borrowings:total             22%        24%          21%                    
shareholders` funds                                                             
Total liabilities: total         94%        115%         109%                   
average shareholders`                                                           
funds                                                                           
Net worth per ordinary           823        825          842                    
share (cents) calculated                                                        
on number of ordinary                                                           
shares in issue of 645                                                          
126 357 (2004: 640 898                                                          
791)                                                                            
Tangible net worth per           657        673          648                    
ordinary share (cents)                                                          
calculated on number of                                                         
ordinary shares in issue                                                        
of 645 126 357 (2004:                                                           
640 898 791)                                                                    
Group Statement of Changes in Equity                                            
                                      Unaudited           Audited               
6 months            year                  
                                      ended               ended                 
                                      31 March            30 Sept               
                                      2005     2004       2004                  
Notes   Rm       Rm         Rm                    
Equity at beginning of                5 399.6   4 855.1   4 855.1               
period                                                                          
Change in accounting policy   6       (82.4)   -          -                     
Changes in capital                    43.9     2.9        8.7                   
Share capital - share option          0.2      2.9        0.1                   
scheme                                                                          
Share premium - share option          43.7     -          9.1                   
scheme                                                                          
- consolidation of shares             -        -          (0.5)                 
held by share purchase trust                                                    
Changes in treasury shares                                                      
Share buy-back                        (152.0)  -          -                     
Changes in non-distributable  7       (29.0)   38.1        45.3                 
reserves                                                                        
Decrease in foreign currency          (11.2)   (35.3)     (41.8)                
translation reserve                                                             
Hyper-inflation capital               (19.1)   73.4       88.7                  
adjustment                                                                      
Financial instruments -               1.3      -          (1.6)                 
hedging                                                                         
Changes in accumulated                131.0    388.6      490.5                 
profit                                                                          
Net profit for the period             494.1    690.9      967.1                 
Ordinary shares - dividends           (363.1)  (302.3)    (476.5)               
Preference shares -                   -        -          (0.1)                 
dividends                                                                       
Equity at end of period               5 311.1  5 284.7    5 399.6               
Abridged Group Cash Flow                                                        
                                       Unaudited          Audited               
                                       6 months           year                  
                                       ended              ended                 
31 March           30 Sept               
                                       2005     2004      2004                  
                                Note   Rm       Rm        Rm                    
Cash operating profit                  1 106.9  1 251.3   2 293.3               
Working capital changes                (432.2)  (192.1)   (251.5)               
Cash generated from operations         674.7    1 059.2   2 041.8               
Net finance costs                      (48.3)   (91.5)    (149.0)               
Income from investments                3.5      5.9       15.6                  
Tax paid                               (278.8)  (419.2)   (645.1)               
Cash available from operations         351.1    554.4     1 263.3               
Dividends paid                         (363.5)  (282.3)   (477.3)               
Net cash (outflow)/inflow from         (12.4)   272.1     786.0                 
operating activities                                                            
Expansion capital expenditure          (210.5)  (384.8)   (601.2)               
Replacement capital                    (199.1)  (157.2)   (394.4)               
expenditure                                                                     
Acquisition of business                (87.0)   (67.3)    (87.6)                
Disposal of businesses                 424.4    451.5     476.0                 
Proceeds on the sale of                204.5    24.1      61.7                  
property, plant and equipment                                                   
Net cash outflow from other            (51.9)   (71.7)    (10.8)                
investing activities                                                            
Net cash inflow before                 68.0     66.7      229.7                 
financing activities                                                            
Net interest bearing debt              (397.5)  (53.9)    (286.9)               
repaid                                                                          
Share buy-back                         (152.0)  -         -                     
Capital proceeds on issue of           43.9     2.9       9.2                   
shares                                                                          
Net (decrease)/increase in             (437.6)  15.7      (48.0)                
cash and cash equivalents                                                       
Cash and cash equivalents at           (28.3)   17.2      17.2                  
beginning of period                                                             
Translation of cash in foreign         (2.2)    1.1       2.5                   
subsidiaries                                                                    
Cash and cash equivalents at    5      (468.1)  34.0      (28.3)                
end of period                                                                   
Notes                                                                           
                        Unaudited               Audited                         
                        6 months ended          year ended                      
31 March                30 Sept                         
                        2005        2004       Change   2004                    
                        Rm          Rm         %        Rm                      
1. Profit before                                                                
abnormal items                                                                  
South Africa            585.6       643.3      (9.0)    1 186.6                 
Africa                  56.7        84.6       (33.0)   142.8                   
Europe                  82.1        114.5      (28.3)   232.7                   
724.4       842.4      (14.0)   1 562.1                 
2. Net abnormal                                                                 
income                                                                          
Retrenchment costs      19.4        9.4                 40.8                    
Restructuring costs     2.4         17.0                19.8                    
Impairment losses on                                                            
goodwill and                                                                    
property,                                                                       
plant and equipment     113.3       -                   127.9                   
Net profit on           (369.1)     (8.6)               (7.6)                   
disposal of property                                                            
Net loss/(profit) on    0.1         (216.6)             (216.5)                 
disposal of                                                                     
businesses                                                                      
Pension fund            141.7       -                   -                       
curtailment on sale                                                             
of business                                                                     
Net monetary            (4.9)       3.6                 15.1                    
adjustment - hyper-                                                             
inflation                                                                       
Financial               1.1         (43.8)              (70.9)                  
instruments fair                                                                
value adjustment                                                                
FEC costs on plant      0.2         20.6                20.9                    
and equipment                                                                   
                        (95.8)      (218.4)             (70.5)                  
3. Profit from                                                                  
operations                                                                      
South Africa            583.8       879.6      (33.6)   1 411.0                 
Africa                  61.3        81.0       (24.7)   127.7                   
Europe                  175.1       100.2      74.7     93.9                    
                        820.2       1 060.8    (22.7)   1 632.6                 
4. Net finance costs                                                            
Interest paid           94.1        119.7               217.7                   
Interest received       (45.8)      (28.2)              (68.7)                  
                        48.3        91.5                149.0                   
5. Cash and cash                                                                
equivalents                                                                     
Interest bearing        (1 721.9)   (2 585.3)           (1 844.4)               
debt                                                                            
Less long-term          691.4       1 305.5             1 091.5                 
liabilities                                                                     
Less short-term         19.8        5.9                 25.1                    
portion of long-term                                                            
liabilities                                                                     
Less bank balances,     542.6       1 307.9             699.5                   
deposits and cash                                                               
                        (468.1)     34.0                (28.3)                  
6. Changes in                                                                   
accounting policies                                                             
The group has                                                                   
changed its                                                                     
accounting policies                                                             
in respect of                                                                   
goodwill to comply                                                              
with the                                                                        
requirements of                                                                 
IFRS3 - Business                                                                
Combinations, IAS36                                                             
- Impairment Of                                                                 
Assets and IAS21 -                                                              
The Effects Of                                                                  
Changes In Foreign                                                              
Exchange Rates. The                                                             
aggregate effect of                                                             
the changes in                                                                  
accounting policies                                                             
are as follows:                                                                 
Balance sheet:                                                                  
Decrease in Foreign     (150.4)                                                 
Currency Translation                                                            
Reserve                                                                         
Increase in             68.0                                                    
Accumulated profits                                                             
Net decrease in         (82.4)                                                  
reserves                                                                        
Represented by:                                                                 
Intangible assets                                                               
Goodwill restated in    150.4                                                   
functional currency                                                             
and translated at                                                               
closing rate                                                                    
Negative goodwill       (68.0)                                                  
written off                                                                     
82.4                                                    
Income statement:                                                               
Impairment of           112.4                                                   
goodwill (IFRS3 and                                                             
IAS21)                                                                          
Net decrease in         112.4                                                   
earnings                                                                        
7. Reconciliation of                                                            
non-distributable                                                               
reserves` movement                                                              
Balance as              249.6                                                   
previously reported                                                             
Change in accounting    150.4                                                   
policy - refer note                                                             
6                                                                               
Current year            29.0                                                    
movements                                                                       
Balance at end of       429.0                                                   
period                                                                          
8. Supplementary                                                                
information                                                                     
Depreciation            326.5       346.3               710.0                   
Amortisation            24.4        36.6                90.9                    
- goodwill              -           34.0                60.5                    
- other intangibles     24.4        2.6                 30.4                    
Capital expenditure     409.6       542.0               995.6                   
- expansion             210.5       384.8               601.2                   
- replacement           199.1       157.2               394.4                   
Capital commitments     291.1       275.2               564.1                   
- contracted            134.9       256.7               237.1                   
- approved not          156.2       18.5                327.0                   
contracted                                                                      
Lease commitments       438.4       330.2               512.6                   
- land and buildings    387.9       270.4                450.1                  
- other                 50.5        59.8                62.5                    
Contingent              69.5        16.7                62.5                    
liabilities                                                                     
Comments                                                                        
NAMPAK PROFILE                                                                  
Nampak is the largest and most diversified packaging manufacturer in Africa with
extensive manufacturing operations in South Africa and in a further 11 countries
on the African continent. It produces packaging products from metal, glass,     
paper and plastics and is a major manufacturer and marketer of tissue products. 
It is one of the leading suppliers of folding cartons to the food and healthcare
sectors in Europe and it is the major supplier of plastic bottles to the dairy  
industry in the United Kingdom.                                                 
The group is actively engaged in the collection and recycling of all forms of   
used packaging.                                                                 
STRUCTURAL CHANGES                                                              
The Short Run plastic industrial containers business in Europe, which had been  
underperforming in a highly competitive market, was sold for GBP24 million      
effective 30 October 2004. The Woburn Sands property in the United Kingdom was  
sold in January 2005 for GBP40 million of which GBP20 million has been received 
with the balance due in equal instalments in January 2006 and 2007.             
Effective 1 March 2005 Nampak sold Peters Papers, its paper merchants division, 
to Actis, a leading private equity company in emerging markets, for R220        
million. The transaction was concluded in partnership with the management of    
Peters Papers and Izingwe Capital, a Black Economic Empowerment investment      
company.                                                                        
A share buy-back programme to acquire up to 5% of the issued shares in Nampak   
Limited commenced on 2 February 2005. As at 31 March 2005 9.5 million shares    
equivalent to 1.48% of Nampak`s shares in issue were acquired at a value of R152
million and at an average price of R15.97 per share.                            
GROUP FINANCIAL REVIEW                                                          
Profit from                  
                                Revenue            operations                   
                                Rm                 Rm                           
                                2005     2004     2005     2004                 
South Africa                    5 779    6 147    584      627                  
Rest of Africa                  422      452      61       81                   
Europe                          1 818    2 443    175      100                  
Intergroup eliminations         (2)      (202)    -        -                    
Continuing operations           8 017    8 840    820      808                  
NamITech                        -        316      -        253                  
Discontinued operations         -        316      -        253                  
Total                           8 017    9 156    820      1 061                
Group                                                                           
Sales revenue from continuing operations including the Short Run plastic        
industrial containers business and Peters Papers which were sold, declined by   
over 9%. Excluding these businesses the decline was 4%. A fall-off in volumes   
occurred, due mainly to reduced direct and indirect exports, as well as         
increased imports of packaging and finished products. Low inflation and with the
exception of polymer, little movement in raw material prices resulted in selling
prices remaining flat.                                                          
Operating costs were well-managed to a level below 2004.                        
Profit from continuing operations increased by 2% to R820 million mainly as a   
result of profit on the sale of the Woburn Sands and other properties amounting 
to R369 million offset by the following abnormal items:                         
* retrenchment and restructuring costs of R22 million arising mainly from the   
closure of the Crown Point, Leeds folding carton factory in the United Kingdom; 
* goodwill of R112 million written off in Cartons UK as a result of valuing the 
business at fair value (refer accounting policy note 6);                        
* deferred pension fund liability of R142 million in Short Run plastic          
industrial containers business brought to account following the sale of this    
business.                                                                       
Net financing costs reduced by 47% to R48 million as a result of lower interest 
rates in South Africa and a further reduction in net borrowings.                
The impairment losses which do not qualify as a tax deduction against income,   
together with Secondary Tax on Companies (STC) on the higher dividend payout in 
2004 resulted in an effective tax rate of 36% compared with 28% in the          
comparative period which was lower than normal as the profit on the sale of     
NamITech was of a capital nature.                                               
Headline earnings per share decreased by 11% to 70.8 cents per share.           
Working capital increased as a result of some pre-price increase buying of raw  
materials and a reduction in creditors due to a change in suppliers` terms      
offset to some extent by the sale of the businesses. Total capital expenditure  
was R410 million of which the majority was in respect of projects approved      
during 2004.                                                                    
South Africa                                                                    
Packaging volumes from the group`s South African operations declined by 2% with 
double-digit growth in rigid plastics offset by lower demand in the metals,     
paper and flexible packaging sectors. There was some volume growth from         
increased consumer spending in South Africa, however, most of the benefit was   
offset by the continued rand strength which resulted in direct and indirect     
exports reducing from an estimated 26% of South African packaging sales in 2004 
down to 21% in 2005. In addition, there was increased importation of a variety  
of finished goods which impacted on local packaging sales.                      
In the non-packaging segment, Peters Papers was included for five months prior  
to its disposal on 1 March 2005. Toilet tissue sales were lower than last year  
but substantial growth was achieved in disposable diapers.                      
With the exception of polymer, there were no significant movements in raw       
material prices and together with low inflation resulted in selling prices      
remaining flat. Although profit from operations declined, good cost management  
and the benefits of restructuring supported the operating margin which remained 
virtually unchanged.                                                            
Rest of Africa                                                                  
Trading results from this region were generally satisfactory but profit from    
operations was negatively affected by hyper-inflation accounting in Zimbabwe.   
The greenfields folding cartons plant in Nigeria commenced production in record 
time.                                                                           
Europe                                                                          
Trading conditions in Europe remained highly competitive with demand far weaker 
in the United Kingdom. Volumes on the Continent were also lower but not to the  
same extent. In the Healthcare sector volumes were higher than last year        
following good market growth and the inclusion of Diehl for a full six months.  
Sales of plastic milk bottles increased as a result of market share gains.      
Excluding the Short Run plastic industrial containers business, which was sold  
effective 30 October 2004, sales revenue in pounds was 2% ahead of last year.   
Trading profits, particularly in the United Kingdom, declined and a decision has
been taken to further rationalise production capacity by closing the folding    
cartons factories at Crown Point in Leeds and at Leicester.                     
Profits were augmented by the sale of the Woburn Sands property in the United   
Kingdom offset by the impairment of goodwill in respect of Cartons UK and the   
curtailment cost of the employee defined benefit fund relating to the sale of   
the Short Run plastic industrial containers business.                           
SEGMENTAL REVIEW                                                                
Metals & Glass                                                                  
           Revenue             Profit from       Margin                         
operations                                       
                     Rm                 Rm       %                              
           2005      2004      2005     2004     2005      2004                 
Africa     2 310     2 485     346       325      15.0     13.1                 
Africa                                                                          
Aerosols, paint cans and beverage container closures enjoyed good growth in line
with consumer spending. The Glass business achieved a turnaround with an        
improvement in manufacturing efficiencies. The new slimline beverage can which  
was introduced in October 2004 has been well received by consumers and demand   
continues to improve.                                                           
In total, beverage can sales in South Africa declined as the trend towards      
packing beverages in glass and plastic continued. Both direct and indirect      
exports were lower as a result of rand strength and reduced offtake from        
customers in Angola. Food can volumes were adversely affected by lower pilchard 
catches but some of the lost sales are expected to be recouped in the second    
half. Cans for meat, powdered milk and vegetables enjoyed good growth.          
Deteriorating economic conditions in Zimbabwe reduced demand for metal packaging
containers in that country whilst a weaker economy and protracted industrial    
action in Nigeria resulted in some lost sales. Other operations in the rest of  
Africa performed better than expected.                                          
Paper                                                                           
           Revenue             Profit from       Margin                         
                               operations                                       
           Rm                  Rm                %                              
2005      2004      2005     2004     2005      2004                 
Africa     2 514     2 768     119      232      4.7       8.4                  
Europe     1 309     1 406     (85)     50       (6.5)     3.6                  
Total      3 823     4 174     34       282      0.9       6.7                  
Africa                                                                          
Despite an improved market share in the agricultural sector, sales of corrugated
packaging were substantially lower than last year primarily in the commercial,  
sheetboard and export sectors and together with selling price pressure resulted 
in profits being negatively affected. Sales of paper sacks were lower due to    
lost exports partly offset by strong demand for cement sacks.                   
Demand for folding cartons from the fishing and confectionery sectors was       
generally lower as a result of the impact of the stronger rand which reduced    
exports and encouraged imports.                                                 
Sales of disposable diapers were significantly ahead of last year. Sales of     
toilet tissue were lower and selling prices remained under pressure. As part of 
a cost reduction programme the tissue converting factory at Mobeni in Durban was
closed.                                                                         
Operations in Zimbabwe performed well despite the weak economic conditions and  
shortage of foreign exchange. Results from Malawi showed a significant          
improvement on last year.                                                       
Europe                                                                          
Highly competitive trading conditions in the United Kingdom together with some  
customers relocating to the Continent resulted in further pressure on selling   
prices and profitability. The older Crown Point factory in Leeds and the factory
in Leicester are being closed in order to rationalise production and reduce     
costs. Redundancy and restructuring costs of R15 million were incurred in the   
period under review. Goodwill of R112 million was written off in Cartons UK as a
result of valuing the business at fair value.                                   
Although trading conditions on the Continent were also weaker, the operating    
margin in Cartons Europe was maintained.                                        
In the Healthcare sector sales were higher as a result of improved volumes and  
the contribution from the Diehl group which was acquired in March 2004, but     
increased market competitiveness saw a reduction in profitability.              
Plastics                                                                        
           Revenue              Profit from       Margin                        
                                operations                                      
Rm                   Rm                %                             
           2005       2004      2005     2004     2005     2004                 
Africa     1 377      1 346     141      137      10.2     10.2                 
Europe     509        923       243*     42       47.7     4.6                  
Total      1 886      2 269     384      179      20.4     7.9                  
* Includes profit on sale of property                                           
Africa                                                                          
Strong volume growth of crates and bottles was enjoyed in the rigid plastics    
sector, fuelled by good demand for carbonated soft drinks and fruit juice, where
plastics continues to grow market share against other packaging. Sales of       
plastic tubes were lower as a result of imports of filled toothpaste tubes.     
In 2003 when the rand was weaker, export markets for flexible packaging         
accounted for 20% of divisional revenue. The strengthening of the rand has      
significantly decreased the viability of these exports. This was compounded by  
the imposition of punitive import duties in Nigeria resulting in sales to this  
large market virtually ceasing. This has led to a reduction of over 40% in      
exports for the period under review and direct exports now account for only 10% 
of divisional turnover.                                                         
Imports of finished products and empty packaging, have reduced the growth of the
flexible packaging market served by Nampak.                                     
Major restructuring has been undertaken to mitigate the lost sales and the      
benefits from the consolidation of the two flexible packaging factories in      
KwaZulu-Natal are beginning to be realised.                                     
Both sales and profitability of PET bottles and plastic bags in Zimbabwe were   
better than last year as spending on food and drink held up reasonably well     
despite the general economic conditions in the country.                         
Europe                                                                          
The Short Run plastic industrial containers business was disposed of effective  
30 October 2004.                                                                
Sales volumes of milk and juice bottles were higher following the acquisition of
two new strategically important dairy in-plant operations. Profitability was,   
however, affected by a lag in recovering continually rising polymer prices.     
Group services                                                                  
                                                   Profit from                  
                                Revenue            operations                   
                                         Rm                Rm                   
2005     2004      2005    2004                 
Africa                          -        -         39      13                   
Europe                          -        114       17      9                    
Intergroup eliminations         (2)      (202)                                  
Total                           (2)      (88)      56      22                   
Group services comprise corporate functions, procurement, treasury and property 
rentals. Costs were reduced in Europe following the rationalisation of offices  
and in South Africa as a result of goodwill no longer amortised following the   
adoption of accounting standard IFRS3.                                          
ACCOUNTING POLICIES                                                             
The group prepares its annual financial statements in accordance with South     
African Statements of Generally Accepted Accounting Practice. The principal     
accounting policies have been applied consistently with the previous year except
for the changes set out below.                                                  
IFRS3 Business Combinations was adopted by the group in the previous financial  
year. In terms of this standard, with effect from 1 October 2004, the accounting
for previously recognised goodwill has changed. All accumulated amortisation has
been set off against the cost of goodwill and the revised carrying amount is no 
longer amortised.                                                               
In conjunction with IAS36 Impairment of Assets, the methodology adopted to test 
the carrying amount of goodwill for impairment has also changed. Previously the 
group tested goodwill for impairment on a total acquisition basis. The standard 
now requires that goodwill be allocated and tested for impairment on a cash     
generating unit basis. Applying this basis, the goodwill allocated to the       
Cartons UK business has been fully impaired by R112 million and negative        
goodwill of R68 million has been taken directly to retained income.             
The group elected to early adopt IAS21 The Effects of Changes in Foreign        
Exchange Rates as this standard has a direct impact on the accounting treatment 
for goodwill following the adoption of IFRS3 Business Combinations.             
Goodwill previously denominated in rand that relates to acquisitions whose      
functional currency are not rand denominated has been restated to these         
respective functional currencies and translated at the closing rate. The impact 
on the balance sheet has been a reduction in the carrying amount of goodwill of 
R150 million and a similar reduction in the foreign currency translation reserve
in equity.                                                                      
BLACK ECONOMIC EMPOWERMENT                                                      
Satisfactory progress is being made towards the completion of the group`s Black 
Economic Empowerment structure.                                                 
PROSPECTS                                                                       
Trading conditions for the remainder of the year are expected to be similar to  
the first half. In these circumstances, earnings improvement is unlikely to be  
achieved through sales revenue growth and consequently the group has intensified
its cost restructuring programme. The restructuring at Cartons UK will continue 
as planned and, the South African operations have commenced a number of         
additional cost reduction and rationalisation projects, the cost of which will  
impact on earnings in the second half. In addition, the significant             
deteriorisation in value of the Zimbabwe dollar is expected to have a negative  
effect on the translated contributions from these operations for the full year. 
Accordingly the percentage decline in headline earnings per share for the full  
year is expected to be greater than that in the first half.                     
The group is confident of achieving an improved financial performance in 2006.  
Declaration of Interim Ordinary Dividend No. 73                                 
Notice is hereby given that an interim ordinary dividend No. 73 of 27.0 cents   
per share (2004: 27.0 cents) has been declared in respect of the six months     
ended 31 March 2005, payable to shareholders recorded as such in the register at
the close of business on the record date, Friday 8 July 2005. The last day to   
trade to participate in the dividend is Friday 1 July 2005. Shares will commence
trading `ex` dividend from Monday 4 July 2005.                                  
The important dates pertaining to this dividend are as follows:                 
Last day to trade ordinary shares `cum`       Friday 1 July 2005                
dividend                                                                        
Ordinary shares trade `ex` dividend           Monday 4 July 2005                
Record date                                   Friday 8 July 2005                
Payment date                                  Monday 11 July 2005               
Ordinary share certificates may not be dematerialised or rematerialised between 
Monday 4 July 2005 and Friday 8 July 2005, both days inclusive.                 
On behalf of the board                                                          
T Evans   GE Bortolan                                                           
Chairman  Chief Executive Officer  26 May 2005                                  
Non-executive directors:                                                        
T Evans (Chairman), PL Campbell*, BP Connellan*, DA Hawton*, MM Katz*, KM       
Mokoape*, ML Ndlovu*, MH Visser*, RA Williams*                                  
*Independent                                                                   
Executive directors:                                                            
GE Bortolan (Chief Executive Officer), RP Becker, N Cumming, AS Lang (British), 
AM Marthinusen                                                                  
Secretary:  NP O`Brien                                                          
Registered office:                 Share registrars:                            
Nampak Centre, 114 Dennis Road     Computershare Investor                       
Atholl Gardens, Sandton 2196       Services 2004 (Pty) Limited                  
South Africa                       70 Marshall Street                           
(PO Box 784324, Sandton 2146       Johannesburg 2001, South Africa              
South Africa)                      (PO Box 61051, Marshalltown 2107             
Telephone: +27 11 719 6300         South Africa)                                
Telephone: +27 11 370 5000                   
Sponsor:                                                                        
UBS South Africa (Pty) Limited                                                  
www.nampak.com                                                                  
Supplementary Information                                                       
Adjusted segmental  Profit from     Abnormal Items    AC 133 Fair               
information         operations as                     value                     
                    reported                          adjustments               
2005   2004     2005     2004    2005    2004               
                    Rm     Rm       Rm       Rm      Rm      Rm                 
Metals & Glass                                                                  
Africa              346    325      (1)      4       (3)     (23)               
Paper                                                                           
Africa              119    232      9        8       5       (13)               
Europe              (85)   50       128      21      -       -                  
Plastics                                                                        
Africa              141    137      (7)      (5)     (1)     (5)                
Europe              243    42       (221)    (5)     -       -                  
NamITech            -      253      -        (213)   -       (2)                
Group services                                                                  
Africa              39     13       (5)      (5)     -       -                  
Europe              17     9        -        -       -       (1)                
Total               820    1 061    (97)     (195)   1       (44)               
                                           Operating            Margins         
FEC costs          profit before        before          
Adjusted segmental      on plant and       abnormal             abnormal        
information             equipment          items                items           
                        2005    2004       2005      2004       2005    2004    
Rm      Rm         Rm        Rm         %       %       
Metals & Glass                                                                  
Africa                  -       20         342       326        14.8    13.1    
Paper                                                                           
Africa                  -       -          133       227        5.3     8.2     
Europe                  -       -          43        71         3.3     5.0     
Plastics                                                                        
Africa                  -       1          133       128        9.7     9.5     
Europe                  -       -          22        37         4.3     4.0     
NamITech                -       -          -         38         -       12.0    
Group services                                                                  
Africa                  -       -          34        8                          
Europe                  -       -          17        8                          
Total                   -       21         724       843        9.0     9.2     
Basis of calculation                                                            
Abnormal items are defined as items of income and expenditure, which do not     
arise from normal trading activities or are of such a size, nature or incidence 
that their disclosure is relevant to explain the performance for the period.    
The fair value adjustments under AC 133 are all calculated using the `mark-to-  
market` methodology.                                                            
Forward exchange contract costs on fixed assets are calculated as the difference
between the spot rate on the date risks and rewards of ownership on the         
underlying transaction pass and the forward rate per the financial instrument.  
Date: 26/05/2005 12:31:56 PM                 
Produced by the JSE SENS Department                                             
                                                                                
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