| Fri 1 Sep 2006, 12:43 | | Synergy - Restated abridged audited consolidated f |
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SNG
SNG
Synergy - Restated abridged audited consolidated financial results
Synergy Holdings Limited
Incorporated in the Republic of South Africa
Registration number: 1995/006315/06
Share code: SNG & ISIN: ZAE000017760
("Synergy" or "the Company" or "the Group")
Restated abridged audited consolidated financial results for the 12 months
ended 28 February 2006
Income Statement
12 Months 12 Months 12 Months
ended ended ended
28-Feb-06 28-Feb-06 28-Feb-05
Restated Previously
Audited Reported Audited
Notes (Rand) (Rand) (Rand)
Gross Revenue 10,587,018 10,587,018 19,157,743
Cost of Sales (2,376,980) (2,376,980) (4,351,994)
Gross Profit 8,210,038 8,210,038 14,805,749
Profit or (loss) on sale 1 (903,966) - -
of subsidiary
Fair value adjustment on 2 942,530 - -
investment properties
Other income 3 20,806 1,451,569 430,939
Operating costs 1,2,3 (10,262,609 (14,995,170
(8,747,409) ) )
Operating profit/ (loss) 1,2,3 (478,001) (601,002) 241,518
Investment income 26,841 26,841 142,618
Finance costs (26,318) (26,318) (98,593)
Taxation (128,528) (128,528) (85,862)
Net profit/ (loss) for (606,006) (729,007) 199,681
year
Weighted average number 4 52,472,851 54,409,900 52,472,851
of shares
Earnings per share 1,2,3,4 (1.15) (1.34) 0.38
(cents)
Headline earnings per 1,2,3,4 (1.23) (4.01) 0.35
share (cents)
Reconciliation of
headline earnings
Net profit for year (606,006) (729,007) 199,681
Adjusted for:
Loss/ (profit) on asset 1 903,966 (632,040)
disposal
Fair value adjustment 2 (942,530) (819,530) (17,363)
Headline earnings (644,570) (2,180,577) 182,318
Balance Sheet
28-Feb-06 28-Feb-06 28-Feb-05
Restated Previously
Audited Reported Audited
Notes (Rand) (Rand) (Rand)
ASSETS
Non Current Assets - 181,042 1,598,668
Fixed assets - - 1,592,547
Investments - 181,042 6,121
Current Assets 4,536,008 4,413,008 5,100,583
Non-current assets held 2 1,800,000 1,677,000 -
for sale
Inventories - - 10,030
Accounts receivable 6 62,663 365,766 1,912,494
Loans to shareholders 6 303,103 - -
Loans receivable - - 775,500
Taxation - - 30,394
Cash and cash 2,370,242 2,370,242 2,372,165
equivalents
Total Assets 4,536,008 4,594,050 6,699,251
EQUITY AND LIABILITIES
Capital and Reserves 4,134,095 4,192,136 4,740,101
Issued capital 7,8 16,922,553 3,593,074 17,087,742
Accumulated profit/loss 7,8 (12,788,458 599,062 (12,347,641
) )
Non-current Liabilities 118,832 118,832 165,458
Long-term liabilities - - 165,458
Deferred tax 118,832 118,832 -
Current Liabilities 283,081 283,082 1,793,692
Accounts payable 283,081 283,082 1,667,974
Current portion of long- - - 125,718
term liabilities
Total Equity and 4,536,008 4,594,050 6,699,251
Liabilities
Closing number of shares
Net asset value per 7.88 7.70 9.03
share (cents)
Net tangible asset value 7.88 7.70 9.03
per share (cents)
Cash Flow Statement
12 Months 12 Months 12 Months
ended ended ended
28-Feb-06 28-Feb-06 28-Feb-05
Restated Previously
Audited Reported Audited
Notes (Rand) (Rand) (Rand)
Net Cash from Operating 5 (820,207) (1,783,955) 235,827
Activities
Net Cash from Investing 5 (498,576) 638,160 (336,276)
Activities
Net Cash from Financing 5 1,316,860 - (986,324)
Activities
Net decrease in cash 5 (1,923) (1,145,795) (1,086,773)
Cash at the beginning of 2,372,165 2,000,837 3,458,938
the year
Cash at the end of the 2,370,242 855,042 2,372,165
year
Statement of Changes in
Equity
12 Months 12 Months 12 Months
ended ended ended
28-Feb-06 28-Feb-06 28-Feb-05
Restated Previously
Audited Reported Audited
Notes (Rand) (Rand) (Rand)
Opening balance 4,740,101 4,921,143 4,881,689
Shares repurchased and 9 - - -
cancelled
Error 9 - - (181,042)
Net profit/ (loss) for 9 (606,006) (729,007) 199,681
year
Dividends paid 9 - - (160,227)
Closing balance 4,134,095 4,192,136 4,740,101
Notes:
1 Profit on disposal of Prime Support (Pty) Ltd was restated by
R1,536,006 to reflect a loss of R903,966. These costs were
previously erroneously included in operating costs.
2 Fair value adjustment on assets held for sale was restated to
reflect the fair value of the assets excluding commission payable.
3 Other income included profit on disposal of subsidiary and fair
value adjustment on assets held for sale, which are now separately
disclosed in the restated financial information. Refer to note 1
and note 2 for specific adjustments on these items.
4 Shares to the value of R181,042 (1,937,049 shares) were repurchased
by the company and were incorrectly disclosed as an investment in
previous financial years. These shares were not cancelled by the
company as required. The company subsequently cancelled the shares
in August 2006 and is now disclosed as a R19,370 reduction in share
capital and R161,672 reduction in share premium in the current and
previous financial years and as a fundamental error. The issued
shares were adjusted from 54,409,900 shares to 52,472,851 shares to
reflect the correct actual number of issued shares.
5 The cash flow statement was restated to reflect the changes as
described.
6 Loans to shareholders of R303,103 previously included in debtors
are separately disclosed.
7 Goodwill of R15,972,077 was incorrectly written off directly
against share premium in previous financial years. The correction
of this error was disclosed as an increase of share premium and
decrease in distributable reserve of R15,972,077.
8 Repurchased shares numbering 8,027,100 were cancelled in March
2002. The share premium was not reduced in previous financial years
to the amount of R2,461,556 as a result of the cancellation of
these shares. The correction of this error was disclosed as a
decrease in share premium and an increase in distributable reserve
of R2,461,556.
9 Restatements to equity were made retrospectively to previous
financial years.
Commentary
1. Restatement of financial results
Shareholders are referred to the SENS announcement dated 1 June 2006, which
detailed the Company"s reported financial results of the company for the 12
months ended 28 February 2006 ("previously reported results"). Shareholders
are also referred to the SENS announcement dated 7 August 2006, in which the
Company indicated the anticipated effect of a restatement of its previously
reported results.
The restated audited financial results for the 12 months ended 28 February
2006 contained in this announcement replace the previously reported results.
The changes indicated above followed the conclusion of a due diligence
investigation by the current board of directors (which was appointed in
December 2005).
For a more detailed financial and operational commentary, shareholders are
referred to the SENS announcement of 1 June 2006.
2. Transaction update: Acquisition of SDT Financial Software Solutions (Pty)
Ltd ("SDT")
The board expects the special general meeting at which shareholders will be
asked to approve the SDT acquisition to be held in the first half of October
2006. The circular to shareholders setting out the terms and conditions of
the SDT acquisition and related matters is currently being prepared for
submission to the JSE for formal approval. A further announcement in this
regard is expected shortly.
Accounting policies
The financial statements have been prepared in accordance with International
Financial Reporting Standards for the first time. The financial statements
have been prepared under the historical cost convention and the accounting
policies are consistent with those of the previous year except as modified by
International Financial Reporting Standards for the year ending 28 February
2006. The only adjustment to the financial statements by applying IFRS is
the transfer of land and buildings to non-current assets held for sale as
required by IFRS5 and the restated revaluation adjustment of R942,530 that is
shown accordingly in the income statement.
Auditor"s opinion
Synergy"s external auditors, Van Sitterts Chartered Accountants, have audited
these results. Their unqualified audit opinion is available for inspection
at Synergy"s registered office.
Dividends
No dividends were recommended or declared for the interim period.
31 August 2006
Pretoria
On behalf of the board
F du Toit, A Regenass, DL Smollan, JS Swanepoel, RN Williams
Sponsor
Sasfin Capital
(a division of Sasfin Bank Limited)
Date: 01/09/2006 12:43:16 PM Produced by the JSE SENS Department
