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Imr - Reviewed Results For The Year Ended 28 February 2005
Release Date: 31/05/2005 17:27:08 Code(s): IMR
IMR - Reviewed Results For The Year Ended 28 February 2005
IMR Investments Limited
Incorporated in the Republic of South Africa
(Registration number: 1998/017351/06)
Share code: IMR ISIN: ZAE000044004
(`IMR` or `the Group`)
REVIEWED RESULTS FOR THE YEAR ENDED 28 FEBRUARY 2005
GROUP INCOME STATEMENT
Reviewed Audited
2005 2004
(R`000) (R`000)
Group revenue 5 523 3 573
Revenue 1 404 1 554
- Interest received 390 895
- Dividends received 280 183
- Other income 734 476
Revenue - On Line 1 360 712
Lottery Services
Realised profit on 2 758 979
investments sold
Unrealised profit on 1 328
revaluation of
investments
Group operating expenses (11 505) (8 419)
Operating expenses (5 729) (4 638)
Expenses - On Line (1 400) (1 058)
Lottery Services
Non-recurring expenses (1 325) (1 199)
Realised loss on (102) -
investments sold
Unrealised loss on (2 948) (1 490)
revaluation of
investment
Interest paid (1) (34)
Loss from normal (5 982) (4 846)
operations
Goodwill written off (215) (217)
Loss before taxation (6 197) (5063)
Taxation 6 737 (3)
Net income/(loss) for 540 (5 066)
the year before minority
interest and associate
share of loss
Minority interest - 56
Share of associate (512) (614)
company`s loss
Net income/(loss) for 28 (5 624)
the year
Reconciliation of headline
earnings/(loss):
Attributable 28 (5 624)
earnings/(loss) for the
year
Goodwill written off 215 217
Headline earnings/(loss) 243 (5 407)
Number of shares in issue 81 882 81 996
at year end (`000)
Weighted average number of 81 888 47 413
shares in issue (`000)
Earnings/(loss) per share 0,03 (11,86)
(cents)
Headline earnings/(loss) 0,30 (11,40)
per share (cents)
Diluted earnings/(loss) 0,03 (11,86)
per share (cents)
Diluted headline 0,30 (11,40)
earnings/(loss) per share
(cents)
GROUP CASH FLOW STATEMENT
Reviewed Audited
2005 2004
(R`000) (R`000)
Cash flows from operating (3 946) (5 490)
activities
Cash flows from investing (251) 1 259
activities
Cash flows from financing (11) 2 636
activities
Net decrease in cash and (4 208) (1 595)
cash equivalents
Cash and cash equivalents 5 945 7 540
at the beginning of the
year
Cash and cash equivalents 1 737 5 945
at the end of the year
GROUP BALANCE SHEET
Reviewed Audited
2005 2004
(R`000) (R`000)
ASSETS
Non-current assets 702 1 148
Property, plant and 702 933
equipment
Goodwill - 215
Current assets 7 864 13 144
Investments available for 2 268 3 184
sale
Investments held for 1 953 1 775
trading
Loans receivable 1 631 1 846
Current receivables 272 174
Short-term deposits and 1 740 6 165
cash
8 566 14 292
EQUITY AND LIABILITIES
Capital and reserves 6 332 6 230
Share capital 819 820
Share premium 4 956 4 966
Non-distributable reserves 7 250 7 165
Distributable reserves (6 693) (6 721)
Current liabilities 2 234 8 062
Current payables 2 231 7 842
Bank overdraft 3 220
8 566 14 292
Net asset value per share 7,73 7,60
(cents)
GROUP STATEMENT OF CHANGES IN EQUITY
Share Share Non- Distributable
Capital Premium Distributable Reserves
Reserves Total
(R`000) (R`000) (R`000) (R`000) (R`000)
Balance at 1 March 294 2 809 7 165 (1 097) 9 171
2003
Treasury stock set- (7) (42) - - (49)
off
Movement in share 533 - - - 533
capital
Movement in share - 2 199 - - 2 199
premium
Net loss for the - - - (5 624) (5 624)
year
Balance at 29 820 4 966 7 165 (6 721) 6 230
February 2004
Treasury stock set- (1) (10) - - (11)
off
Movement in foreign - - 85 - 85
currency translation
reserve
Net income for the - - - 28 28
year
Balance at 28 819 4 956 7 250 (6 693) 6 332
February 2005
COMMENTS
General
In February 2005 control of IMR changed when Mr Wayne Rosenberg sold a major
portion of his shareholding (30 million shares) in IMR. This change reflects a
material change in the direction of IMR (shareholders are referred to the
Conduit Capital Transaction Announcement for further details regarding this
change). These results should therefore be viewed in conjunction with the
disclosure in the Conduit Capital Transaction Announcement, as well as the post
balance sheet events discussed below.
Review of operations
Balance sheet
A Net Asset Value
Net assets were R6,3 million (2004: R6,2 million). Even though IMR showed
an operating loss before tax, the increase in the Net Asset Value was due
to the reversal of certain tax provisions, based on revised estimates in
terms of recent SARS subsidiary tax assessments.
Current assets declined from R13,1 million to R7,9 million.
B Investments
1. Listed Investments
IMR maintained a portfolio of listed investments which, other than Labat
Holdings Limited (`Labat`), performed satisfactorily. IMR, in conjunction
with the management of Labat, continue to explore strategies to extract
value from the Labat investment.
2. Unlisted Investments
(a)On Line Lottery Services (Proprietary) Limited performed satisfactorily
during the period.
(b) Icon Retail Information Systems (Proprietary) Limited - The Board took the
decision to terminate IMR`s involvement in Icon Retail Information Systems
(Proprietary) Limited (`Icon`). Icon was placed into liquidation on 23
March 2005.
The Board is currently in discussions with Icon`s liquidator to recover as
much of its loan accounts as possible. This investment and loan to the value of
R1.1 million has been written off in the current year.
IMR`s investment in Evolve Internet Incubator (Proprietary) Limited yielded
better than anticipated dividends.
IMR successfully co-advised a BEE Consortium, Black Ginger 92 (Proprietary)
Limited on all aspects of their purchase of a 27,5% share in the Constantia
Insurance Company Limited. IMR is also a minority shareholder in Black Ginger 92
(Proprietary) Limited.
Income Statement
A Revenue
The Group Revenue increased to R5,5 million (2004: R3,6 million), largely
due to increased activity in the operating subsidiaries during the period.
B Loss from operations
On a comparable basis, IMR increased its loss from normal operations for
the period by R1,2 million to R6,0 million (2004: R4,8 million). This was
largely due to the increase in operating expenses.
C Headline profit/(loss)
As a result of the reversal of certain tax provisions, IMR`s income
statement reflects headline earnings for the period of R0,2 million (2004:
R5,4 million loss).
Changes to the Board
The following changes took place to the Board during the year under review -
1. Mr Lourens Louw was appointed to the Board on 25 August 2004.
2. Mr Jason Schmulian resigned as Financial Director on 7 October 2004 and
became a non-executive director of the Group.
3. Mr Wayne Rosenberg resigned from the Board on 7 February 2005 in order to
pursue other business interests. The board wishes to thank Mr Rosenberg for
his loyal commitment to the Group and wish him well in his future
endeavours.
Post Balance Sheet Events/Prospects and outlook
1. Shareholders are referred to the Conduit Capital Transaction Announcement
for a detailed explanation of the Group`s proposed new strategic direction
and outlook.
2. As at 24 May 2005, Messrs Jason Schmulian and Armin Diem tendered their
resignations as directors of the Group. The Group acknowledges and thanks
them for their contribution.
3. On 24 May 2005, Messrs Jason Druian and Paul Diamond were elected new
executive directors of the Group. At the same time Mr Reginald Berkowitz
and Ms Megan Kruger were appointed non-executive directors of the Group.
The Board welcomes them and anticipates their positive contribution.
4. IMR successfully concluded a settlement with Maurfin Investments Limited,
regarding a dispute, which had been on-going for a number of years. IMR
incurred no extra cost in the settlement.
Accounting Policies
The year-end results are prepared in accordance with South African Statements of
Generally Accepted Accounting Practice applicable to AC127: Interim Financial
Reporting and are consistent with the accounting policies used in the prior
year.
The results have been reviewed by the auditors, Deloitte & Touche, and their
unqualified review opinion is available for inspection at IMR`s registered
office.
Conclusion
IMR, in the future to be known as Conduit Capital Limited (subject to
shareholders` approval), will continue to explore various options to unlock
shareholder value.
For and on behalf of the Board
SD Shane LE Louw
Executive Director Acting Financial Director
Johannesburg
31 May 2005
Registered address:
1st Floor, 3 Melrose Square
Melrose Arch, 2076
PO Box 97, Melrose Arch, 2076
Telephone: (011) 684-1055/6/7
Facsimile: (011) 684-1058
Directors:
Executive directors: Jason D Druian (CEO), Paul Diamond, Lourens E Louw, Stanley
D Shane
Non-executive directors: Reginald S Berkowitz, Scott M Campbell, Megan Kruger
Transfer Secretaries:
Computershare Investor Services 2004 (Proprietary) Limited
(Registration number: 2004/003647/07)
Ground Floor, 70 Marshall Street, Johannesburg, 2001
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