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Fairvest Property Holdings Limited - Interim Unaudited Consolidated Results Of
The Group For The Six Months Ended 31 March 2005
Fairvest Property Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1998/005011/06)
(`Fairvest`)
Share code: FVT ISIN: ZAE000034658
INTERIM UNAUDITED CONSOLIDATED RESULTS OF THE GROUP FOR
THE SIX MONTHS ENDED 31 MARCH 2005
CONSOLIDATED INCOME STATEMENT
UNAUDITED REVIEWED AUDITED
6 months 6 months Year ended
ended ended
31 Mar 2005 31 Mar 2004 30 Sep 2004
R`000 R`000 R`000
Revenue 15,306 28,025 50,528
Operating costs (9,163) (14,682) (26,874)
Other revenue net of costs 2,427 (4,194) 1,299
Fair value adjustment 1,944 (4,344) 15,671
- debentures
Fair value adjustment 484 0 0
- Put Options
Fair value adjustment 0 0 (270)
- investments
Loss on sale of investment 0 150 (15,517)
properties
Fair value adjustment - 0 0 (1,094)
investment properties
Financial asset accounted 0 0 2,509
for
Operating profit 8,570 9,149 24,953
Interest received 126 165 266
Dividends received 0 2,700 0
Debenture interest (109) (303) (218)
Finance charges (8,241) (11,329) (21,662)
Profit before taxation 347 382 3,339
Taxation (347) (382) (3,339)
Profit for period 0 0 0
Reconciliation between net
earnings and headline
earnings
Net profit per Income 0 0 0
Statement
- Realised loss on sale of 0 (150) 15,517
investment property
- Fair value adjustment to 0 0 1,094
investment property
- Fair value adjustment - (484) 0 0
Put Options
- Fair value adjustment to 0 0 270
investments
Headline earnings/(loss) as (484) (150) 16,881
required by Generally
Accepted Accounting
Practice
- Fair value adjustment to (1,944) 4,344 (15,671)
linked unit debentures
Revised headline (2,427) 4,194 1,210
earnings/(loss)
Basic earnings per share 0 0 0
(cents)
Headline earnings/(loss) (0.48) (0.13) 14.38
per share (cents)
Headline earnings/(loss) (2.43) 3.62 1.03
per share (cents) - as
revised
Number of shares in issue 99,795,988 115,878,270 117,411,604
Net asset value (cents)* 56.60 75.80 58.55
*Linked unit debentures
included in NAV calculation
Distribution per linked 0.00 0.00 0.00
unit (cents)
CONSOLIDATED CASH FLOW STATEMENT
UNAUDITED REVIEWED AUDITED
6 months 6 months Year ended
ended ended
31 Mar 2005 31 Mar 2004 30 Sep 2004
R`000 R`000 R`000
Cash flows from operating (18,288) (1,873) (30,065)
activities
Cash flows from investing 59,186 8,171 66,499
activities
Cash flows from financing (40,891) (5,320) (37,320)
activities
Net increase (decrease) in 7 978 (886)
cash and cash equivalents
Cash and cash equivalents (589) 297 297
at beginning of period
Cash and cash equivalents (582) 1,275 (589)
at end of period
CONSOLIDATED BALANCE SHEET
UNAUDITED REVIEWED AUDITED
31 Mar 2005 31 Mar 2004 30 Sep 2004
R`000 R`000 R`000
Investment properties 137,400 268,946 196,586
Tangible assets 23 35 23
Investments 104 3,024 104
Current assets 17,948 9,921 20,040
Total assets 155,476 281,926 216,753
Shareholders` equity 986 1,147 1,162
Long-term borrowings 75,573 151,404 116,464
Non-current liabilities 68,715 95,310 78,223
Current liabilities 10,201 34,065 20,904
Total equity and 155,476 281,926 216,753
liabilities
STATEMENT OF CHANGES IN DEBENTURES
Linked unit Linked unit Total
debenture debenture
capital premium
R`000 R`000 R`000
Balance at 1 October 2003 1,147 81,200 82,347
Debentures issued 15 890 905
Adjustment to fair value to 0 (15,671) (15,671)
more closely reflect the
intrinsic value of the
linked debentures
- In terms of Generally
Accepted Accounting
Practice (AC133)
Balance at 1 October 2004 1,162 66,419 67,581
Adjustment to fair value to 0 (1,944) (1,944)
more closely reflect the
intrinsic value of the
linked debentures
- In terms of Generally
Accepted Accounting
Practice (AC133)
Debentures cancelled (176) (9,961) (10,137)
Balance at 31 March 2005 986 54,514 55,500
STATEMENT OF CHANGES IN EQUITY
Share Share Distribut- Non- Total
capital premium able distribut-
reserve able
reserve
R`000 R`000 R`000 R`000 R`000
Balance at 1 1,147 0 0 0 1,147
October 2003
Share capital 15 0 0 0 15
issued
Balance at 1 1,162 0 0 0 1,162
October 2004
Shares cancelled (176) 0 0 0 (176)
Balance at 31 986 0 0 0 986
March 2005
COMMENTS IN RESPECT OF THE INTERIM RESULTS OF FAIRVEST
1. Accounting Policies
The consolidated unaudited financial statements are prepared in accordance with
South African Statements of Generally Accepted Accounting Practice and the
requirements of the South African Companies Act. The accounting policies are
consistent with those applied in the annual financial statements for the year
ended 30 September 2004, including the implementation of AC133: Financial
Instruments Recognition and Measurement. The debentures have been restated as a
liability in accordance with the contractual arrangements. The consolidated
financial statements are prepared on the basis that the assets of the
group are to be realised and the liabilities settled.
Financial instruments
Financial instruments are stated at fair value. The adoption of the fair value
basis gives rise to fair value adjustments to financial instruments.
Those adjustments are recognised in the income statements.
Financial results for the six months ended 31 March 2005
During the six months since the 30 September 2004 year-end, a number of
properties were disposed of resulting in reduced Revenue when compared to six
months ended 31 March 2004. Operating costs did not decrease to the same extent,
however, and reflect transaction costs and professional fees related to the
disposal of properties. During the six month period under review, Fairvest
`unwound` fixed interest rate loans in favour of market related loans, resulting
in higher than normal finance charges for the six months ended 31 March 2005.
During the period under review, the legal settlement with Gorfil Brothers
Holdings (Pty) Ltd (`Gorfil`) was also implemented, culminating in the
repurchase of 17 615 616 linked units.
At 31 March 2005, interest bearing debt as a percentage to investment properties
was 55% in contrast to 59% at 30 September 2004. The current assets to current
liabilities ratio has also improved from 0,96 to 1,76 since 30 September 2004.
General meeting of unit holders to be held on 13 July 2005
A circular has been posted to linked unit holders in respect of the above
general meeting. At the general meeting, linked unit holders will be requested
to approve the disposal of further properties and the repurchase of 14 000 000
linked units at 41 cents per unit. The circular also contains full details of
the legal settlement of the Gorfil matter and the resultant repurchase of the 17
615 616 linked units.
By order of the board.
Directors: RS Wilkinson* (Chairman), DA Johnston*, TP Botsis*, TA Bell, AB
Platt.
*Non-executive
Company Secretary: Corporate Governance CC
Registered Office: 6 Dale Lace Glades, Eastwood Street, Randpark Ridge
Sponsor: Imara Corporate Finance South Africa (Pty) Ltd
29 June 2005
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