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EQUITY AND
LIABILITIES
Capital and (317 842) (194 162) 496 126 701 735
reserves
Share capital 19 22 185 21 205 20 895 20 895
Share premium 1 746 650 1 722 237 1 709 421 1 709 421
Non- 205 137 205 137 238 848 238 848
distributable
reserves
Foreign (58 839) (56 813) - -
translation
reserve
Accumulated (2 179 169) (2 035 409) (1 421 838) (1 228 229)
losses
Treasury shares 20 (54 487) (51 200) (51 200) (39 200)
(318 523) (194 843) 496 126 701 735
Minorities 681 681 - -
Non-current 1 448 591 1 116 550 780 921 683 571
liabilities
Interest- 21 559 418 484 027 455 102 677 078
bearing
borrowings
Non-interest 22 884 506 627 823 325 170 5 844
bearing
borrowings
Deferred tax 14 4 667 4 700 649 649
Current 909 880 1 052 099 1 161 600 1 122 465
liabilities
Trade and other 291 685 303 016 186 329 186 329
payables
Taxation 35 499 35 499 35 003 35 003
Short-term 23 582 683 713 325 940 268 901 133
borrowings
Bank overdrafts 13 259 - -
Total equity 2 040 629 1 974 487 2 438 647 2 507 771
and liabilities
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY(Unaudited and unreviewed)
Provisional
six months Provisional Previously
ended Provisional restated audited
30 year ended year ended year ended
September 31 March 31 March 31 March
2005 2005 2004 2004
Notes R"000 R"000 R"000 R"000
Share capital 22 185 21 205 20 895 20 895
Balance at 21 205 20 895 17 506 17 506
beginning of
the period
Issued during 980 310 3 389 3 389
the period
Share premium 1 746 650 1 722 237 1 709 421 1 709 421
Balance at 1 722 237 1 709 421 1 498 097 1 498 097
beginning of
the period
Issued during 24 413 12 816 211 647 211 647
the period
Share issue - - (323) (323)
expenses
written-off
Non- 205 137 205 137 238 848 238 848
distributable
reserve
Balance at 205 137 238 848 247 612 247 612
beginning of
the period
Transfer to - (33 711) (8 764) (8 764)
accumulated
losses
Foreign (58 839) (56 813) - -
translation
reserve
Balance at (56 813) - - -
beginning of
the period
Movement in (2 026) (56 813) - -
reserve
Accumulated (2 179 169) (2 035 409) (1 421 838) (1 228 229)
losses
Balance at (2 035 409) (1 421 838) (940 693) (940 693)
beginning of
the period
Change in - 55 617 (46 657) (46 657)
accounting
policy/
negative
goodwill
adjustment
Restated (2 035 409) (1 366 221) (987 350) (987 350)
balance
Net loss for (159 768) (739 534) (251 851) (55 283)
the period
Transfer from - 33 711 8 764 8 764
non-
distributable
reserve
Dilution of - - 32 128 32 128
holding in
associate
companies
Share of fair 16 008 36 635 (223 529) (226 488)
value
adjustments of
associate
companies
Treasury shares (54 487) (51 200) (51 200) (39 200)
Balance at (51 200) (51 200) (54 416) (54 416)
beginning of
the period
Acquisitions (3 287) - (12 000) -
Disposals - - 15 216 15 216
Total capital (318 523) (194 843) 496 126 701 735
and reserves
BASIS OF ACCOUNTINGThe provisional financial results for the two years ended 31
March 2005 and for the six months ended 30 September 2005, have been prepared in
accordance with the Group"s accounting policies which are consistent with those
used in the audited financial statements for the year ended 31 March 2004. The
Company has not yet adopted International Financial Reporting Standards.
The provisional financial results have not been audited or reviewed.
NOTES TO THE PROVISIONAL CONSOLIDATED FINANCIAL RESULTS
Provisional Provisional Previously
six months Provisional restated audited
ended year ended year ended year ended
30 September 31 March 31 March 31 March
2005 2005 2004 2004
R"000 R"000 R"000 R"000
2 REVENUE
Sales of goods 18 549 240 880 154 154 154 154
and shares
Interest 750 3 008 43 337 43 337
Dividends 2 - 1 608 1 608
Fees 19 222 60 387 11 130 11 130
Rentals 1 693 37 725 17 561 17 561
40 216 342 000 227 790 227 790
3 OPERATING LOSS
STATED AFTER
TAKING INTO
ACCOUNT:
Income
Profit /(loss) 12 509 (5 388) 1 660 1 660
on disposal of
property, plant
and equipment
Translation 799 (41 979) (3 397) (3 397)
profit/(loss
(Loss)/Profit (49 747) (183 791) 120 058 120 058
on disposal of
investments and
mining assets
Profit on - - 8 558 8 558
liquidation
Unclaimed - - 425 425
dividends written
back
Expenditure
Auditors 1 915 3 385 2 255 2 255
remuneration-fees-
current year
Consulting and 21 604 74 452 54 052 54 052
management fees
Depreciation 15 032 19 084 16 024 16 024
Impairment on - 46 228 - -
property, plant
and equipment
Impairment of - 122 623 - -
mineral rights
Fair value
adjustments
- shares held - - 332 332
for resale
- loans 30 773 125 132 6 679 (18 821)
- investments (390) (111 599) 73 933 (8 244)
- short-term (100 094) (169 425) 63 940 63 940
borrowings
Goodwill - - 24 957 24 957
amortisation
Goodwill - 134 614 47 066 21 566
impaired
Impairment of 2 754 120 384 28 703 28 703
investment and
loans
Restructuring 11 436 187 506 506
costs
Lease rentals
- premises 1 747 1 190 1 130 1 130
- equipment 27 - 30 30
- vehicles 199 403 405 405
Option fees - - 17 190 17 190
Additional - - 15 000 15 000
costs in terms of
the restructuring
of JCI Gold
effective 1 July
1998
Retirement - 4 3 022 3 022
benefit costs
Staff costs 28 944 38 757 47 162 47 162
4 INVESTMENT
INCOME
Interest 9 290 74 554 5 956 5 956
received
5 FINANCE COSTS
Debenture (41 224) (42 833) (42 206) (42 206)
interest
Other (13 261) (17 677) (89 315) (89 315)
borrowings
(54 485) (220 510) (131 521) (131 521)
6 SHARE OF (11 799) (83 927) 173 870 184 325
(LOSSES)/EARNINGS
FROM ASSOCIATES
7 TAXATION
SA Normal
taxation
Current
taxation
- current year - 2 941 12 500 12 500
Deferred
taxation
- current year (132) 1 147 850 850
(132) 4 088 13 350 13 350
No provision has
been raised for
normal taxation.
No deferred tax
has been raised
except for in
certain
subsidiaries. No
CGT liability has
been raised for
capital profits
realised,
relating to share
sales.
Any benefit to
be derived from
the Group"s
estimated income
tax losses
carried forward
is dependent on
the Company and
its subsidiaries
earning taxable
income in the
future
8 LOSS PER SHARE
The calculation
of attributable
loss per share is
based on a loss
of
R159 768 000 at
30 September 2005
and R739 534 000
at 31 March 2005
(2004:
R251 851 000) and
a weighted
average number of
2 175 635 198
shares at 30
September 2005
and 2 105 898 878
shares at 31
March 2005 (2004:
1 793 477 247)
shares in issue
throughout the
year
The calculation
of the headline
loss earnings per
share is based on
a loss of
R122 530 000 at
30 September 2005
and R246 890 000
at 31 March 2005
(2004:
R344 648 000) and
a weighted
average number of
2 175 635 198
shares at 30
September 2005
and 2 105 898 878
shares at 31
March 2005 (2004:
1 793 477 247)
shares in issue
throughout the
year
Headline losses
are calculated as
follows:
Net loss for (159 768) (739 534) (251 851) (55 283)
the period
Profit on
liquidation and
sale of
subsidiaries
- Group - - (8 558) (8 558)
- Associates - - (33 530) (33 530)
Unclaimed - - (425) (425)
dividends written
back
Impairment of - 46 228 - -
property, plant
and equipment
Impairment of - 122 623 - -
mineral rights
Profit/(loss)
on sale of
investments
- Group 49 747 183 791 (120 058) (120 058)
- Associates - - (34 501) (50 234)
Additional - - 15 000 15 000
costs in terms of
the restructuring
of JCI Gold
effective 1 July
1998
Goodwill - - 24 957 24 957
amortised
Goodwill
impaired
- Group - 134 614 47 066 21 566
- Associates - - 5 577 5 577
(Profit)/loss
on disposal of
property, plant
and equipment
- Group (12 509) 5 388 (1 660) (1 660)
- Associates - - 835 835
Gross (122 530) (246 890) (357 148) (201 813)
Taxation - - 12 500 12 500
effect(1)
Headline loss (122 530) (246 890) (344 648) (189 313)
(1) No tax effect
as no provision
for normal tax
was made.
9 PROPERTY, PLANT
AND EQUIPMENT
At cost 132 054 87 586 56 452 56 452
Additions 3 626 55 568 31 628 31 628
Disposals (4 183) (11 100) (494) (494)
Impairments (46 228) (46 228) - -
Foreign 22 (14) (119) (119)
currency
translation
Accumulated (63 172) (48 140) (29 056) (29 056)
depreciation
22 119 37 672 58 411 58 411
10 MINERAL RIGHTS
Mineral and
surface rights at
cost less amounts
written-off
Balance at - 122 623 1 584 1 584
beginning of year
Acquisition of - - 70 441 70 441
subsidiaries
Additions - - 50 598 50 598
Impairments - (122 623) - -
Balance at end - - 122 623 122 623
of year
11 GOODWILL
Goodwill - - 73 018 98 518
At cost - 310 836 278 062 278 062
Accumulated - (237 818) (206 316) (206 316)
amortisation
Book value at - 73 018 71 746 71 746
beginning of year
Acquisition 61 596 79 840 79 840
Goodwill (134 614) (47 066) (21 566)
written-off
Current - - (31 502) (31 502)
amortisation
Negative - - (55 618) (55 618)
goodwill
Book value at - (55 618) - -
beginning of year
Acquisition - - (57 536) (57 536)
Current - 55 618 1 918 1 918
amortisation/
adjustment
against retained
income
- - 17 400 42 900
12 INVESTMENTS - -
12.1 Listed 65 611 76 675 85 013 85 013
includes:
Randgold 55 146 65 723 - -
The shares in
Randgold were
valued at the
market price on
date of
suspension for
both September
and March 2005
(R8,90 per share)
12.2 Associate
companies
Listed shares 352 833 417 993 556 901 608 480
WAL 352 833 417 993 323 384 374 963
Randgold - - 233 517 233 517
Unlisted 186 433 173 349 197 668 197 668
shares
Letseng 183 598 170 514 166 136 166 136
Freddev - - 21 592 21 592
Cape Verde 11 11 1 280 1 280
Onshelf One - - 315 315
Hundred and One
Mvela - - 8 357 8 357
properties
JCI - - (12) (12)
Technology
Safety, 2 824 2 824 - -
Security and
Justice
Total 539 266 591 342 754 569 806 148
associate
companies
12.3 Unlisted - 276 226 185 624 156 626 156 626
at directors"
valuation
Total 881 103 853 641 996 208 1 047 787
investments
The Company"s
major associate
company, WAL, is
listed on JSE and
copies of their
financial
statements are
obtainable from
the Company
Secretary of WAL.
A subsidiary of
JCI, Moregate,
holds an
effective
interest of
approximately 20%
in Boschendal.
Moregate has not
been consolidated
in the results of
JCI due to
unavailability of
financial
information.
13 LOANS
Associate 401 420 164 138 105 218 105 218
companies
Other 189 565 237 375 311 678 311 678
590 985 401 513 416 896 416 896
The other loans
are unsecured and
have no fixed
terms of
repayment
14 DEFERRED TAX
Acquisition of 4 364 5 677 892 892
subsidiaries
Change to 132 (1 147) (850) (850)
income statement
Balance at end 4 496 4 529 42 42
of year
Deferred tax 171 171 691 691
asset
Deferred tax (4 667) (4 700) (649) (649)
liability
Balance at end (4 496) (4 529) 42 42
of year
The balance
principally
represents
short-term timing
differences.
15 INVENTORIES
Shares held-for- 52 753 40 233 137 876 137 876
resale
Mark-to-market - 5 841 (17 118) (17 118)
adjustments
52 753 46 074 120 758 120 758
Crops 3 873 10 404 11 342 11 342
Merchandise 11 285 15 318 21 298 21 298
Raw material 411 465 430 430
and consumables
68 322 72 261 153 828 153 828
Market value of 52 753 46 074 120 758 120 758
shares held-for-
resale
16 INVESTMENT
PROPERTIES HELD-
FOR-RESALE
Investment
properties at
fair value
West Street 2 508 2 508 - -
Houghton
Bishopscourt 22 500 22 500 - -
properties
Consolidated 6 000 6 000 - -
Building
Monterey 20 000 20 000 10 152 10 152
Melrose House - 10 000 - -
The Stables 8 095 8 095 - -
28 Harrison 58 420 58 420 50 413 50 413
Street
117 523 127 523 60 565 60 565
Land and
buildings having
a book value at
30 September
2005; R53 103 000
(31 March
R63 103 000)
(2004:
R56 058 000) are
mortgaged as
security for
borrowings.
17 DEVELOPMENT
PROPERTIES
Development 94 172 107 589 - -
properties at the
beginning of
period
Acquisitions - 19 583 107 589 107 589
Disposals (26 984) - - -
Impairments - (33 000) - -
Development 67 188 94 172 107 589 107 589
properties at the
end of period
18 CASH AND CASH
EQUIVALENTS
R94,1 million
(2005 and 2004:
R94,1 million)
has been pledged
as collateral for
short-term loans.
19 SHARE CAPITAL
Authorised
2 700 000 000 27 000 27 000 27 000 27 000
ordinary shares
of 1 cent each
Issued
30 September 22 185 21 205 20 895 20 895
2005:
2 218 476 728; 31
March 2005:
2 120 476 728
(2004:
2 089 503 652)
ordinary shares
of 1 cent each
Certain of the
issued shares
may, due to
fraudulent
transactions, be
cancelled in
future.
20 TREASURY
SHARES
JCI shares held 54 487 51 200 51 200 39 200
by the share
incentive trust
and subsidiary
companies - at
cost less amounts
written off
21 INTEREST
BEARING
BORROWINGS
30 September 384 125 384 125 384 125 384 125
2005:
307 300 024 (31
March 2004 and
2005:
307 300 024) (JCI
debentures,
bearing interest
at prime)
The debentures
have been
redeemed at their
issue price of
R1,25, during
January 2006
Collateral - - - 221 976
received from the
borrower of
listed
securities. The
collateral bears
interest at rates
varying between
9,65% and 9,71%
and is repayable
upon the return
of the shares
which will be on
dates varying
between 24
January 2006 and
24 May 2006. This
amount is
included in the
R720 million
provisional
Randgold claim
accounted for.
Loans bearing 25 550 34 734 49 130 49 130
interest at
varying interest
rates per annum,
secured by
mortgage bonds
over investment
and development
properties owned
by the Group
These
properties have
subsequently been
sold and the
agreements are
currently being
finalised
Loans bearing - - 49 647 49 647
interest at 0,5%
below the prime
bank overdraft
rate (2004: 0,5%)
The loans were
repaid during the
year ended 31
March 2005
Loan from 79 550 - - -
Investec bearing
interest at the
prime bank
overdraft rate.
The loan
agreement
stipulates a
facility of R460
million to be
repaid by the
later of 18
months after the
final draw-down
date, or such
other date as the
parties may
agree. Secured by
various shares
and loan assets
Instalment 70 193 65 168 1 874 1 874
sales agreements
secured by
property, plant
and equipment
bearing interest
at rates varying
between 11% and
11.71% (2004:
rates varying
between 11% and
11.71%) and
repayable in
monthly
instalments
varying between
R1 900 and
R40 000 (2004:
R2 000 and
R41 000)
559 418 484 027 484 766 706 752
Current portion - - (29 674) (29 674)
included in
short-term loans
559 418 484 027 455 102 677 078
22 NON-INTEREST
BEARING
BORROWINGS
Unsecured 884 506 627 823 325 170 5 844
loans, having no
fixed terms of
repayment.
Included in
non-interest
bearing
borrowings is a
provision for
claims by
Randgold of R720
million (March:
R461 million) for
which no
settlement terms
have been
concluded at the
reporting date.
This provisional
claim was
determined by
Randgold with
reference to the
Umbono forensic
findings
23 SHORT-TERM
BORROWINGS
Included in
short-term loans
are the following
secured amounts
owed to associate
companies
Freddev 71 603 68 884 61 849 61 849
- Loan bearing
interest at prime
(2004: prime)
Randgold - - 129 816 129 816
- Loan bearing
interest at prime
plus 1% (2004:
prime plus 1%)
Short 432 813 561 970 484 820 445 686
position relating
to the SocGen
finance
structure.
- This facility
was closed out
during January
2006
24 CONTINGENT LIABILITIES
Randgold has intimated a claim of R720 million against the Company. While the
JCI Group has not admitted that Randgold has claims against it, the Boards of
Directors of both companies have resolved that formal litigation between them,
as a means of resolving the claims, will not be in the best interest of the
shareholders of either company. Both Randgold and JCI have resolved that it is
in the best interest of the companies that such claims be resolved by means of
mediation. The claim as determined by Randgold, has been provided for and is the
subject of ongoing forensic investigation.
The Company has a potential liability to SARS for penalties on unpaid amounts
relating to PAYE on payments made to directors, employees, contractors and sub-
contractors. These amounts have not been quantified and are dependant on further
forensic investigations.
The Company has received a summons from Trinity Holdings to compel delivery of 4
598 214 WAL shares in exchange for 7 million Randgold shares in terms of alleged
agreements entered into. The Company"s advice is that the plaintiff has no right
to demand this exchange of shares.
The Company has granted a mandate letter in respect of the possible sale of the
Company"s 76% interest in Letseng. Should the Interested Party acquire the whole
or a portion of the saleable interest, either directly or indirectly from the
Company within a period of 12 months, the mandate holder will be paid a fee
calculated at 0.5% of the transaction value, exclusive of VAT.
DRDGold and its associated companies have served summons on the Company as co-
defendant with Messrs RAR Kebble,J Stratton and HC Buitendag, claiming payment
jointly and severally from the Company, and co-defendants of R77.8 million and
AUS$6 million. This matter has been settled and inter alia, both companies are
committed to the payment of R2.5 million over the next five years. JCI has
already paid R500 000. The plaintiffs are alleging that the settlement agreement
was not finally concluded.
25 SURETYSHIPS
The Company has signed suretyship to Investec on behalf of a related company,
Safco - 30 September and 31 March 2005: R40 000 000.
In addition to the pledge of the shares the Company owns in Letseng and other
listed investments, the Company has also pledged all the assets held by JCIF as
security for the Investec Bank loan facility.
The Company has signed suretyship for facilities at 30 September 2005; R6 875
000, (31 March 2005: R10 875 000);(2004: R10 875 000) in favour of the
mortgagors of property owned by subsidiary companies.
The Company has signed suretyships for facilities at 30 September 2005; R14 000
000, (31 March 2005: R14 000 000); (2004: R14 000 000) granted to associated
companies.
26 POST BALANCE SHEET EVENTS
Refer to paragraph headed up Post balance sheet events in the Commentary above.
GLOSSARY TO THE PROVISIONAL FINANCIAL RESULTS AND COMMENTARY THERETO
Aconcaqua - Aconcaqua 24 Share Block Company
Aculsha - Aculsha Nominees Limited
Aflease - The Afrikander Lease Limited
Alibiprops - Alibiprops (Proprietary) Limited
Anglo - Anglo South Africa Capital (Proprietary)
Limited (a subsidiary of Anglo American
Corporation Limited
AngloGold - AngloGold Limited
Boabab Aviation - Boabab Aviation (Proprietary) Limited
Bioprospect - Bioprospect Africa (Proprietary) Limited
BNC - BNC Investments (Proprietary) Limited
Bookmark - Bookmark Holdings (Proprietary) Limited
Boschendal - Boschendal wine estate
Cape Verde - Cape Verde (Proprietary) Limited
Catalyst - Catalyst Props (Proprietary) Limited
Citation
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