Notes to annual financial statements
for the year ended 28 February 2011
Plant andequipment |
Motor |
Computer |
Land and |
Total |
||
R’000 |
R’000 |
R’000 |
R’000 |
R’000 |
||
| 2. | Property, plant and equipment |
|||||
Group – at 28 February 2011 |
||||||
Cost |
1 302 476 |
85 679 |
18 907 |
17 436 |
1 424 498 |
|
Accumulated depreciation and impairments |
(745 444) |
(49 263) |
(12 358) |
(3 518) |
(810 583) |
|
Net carrying value |
557 032 |
36 416 |
6 549 |
13 918 |
613 915 |
|
Movement summary |
||||||
Carrying value 1 March 2010 |
812 237 |
66 061 |
9 578 |
14 121 |
901 997 |
|
Additions |
82 016 |
3 711 |
2 973 |
1 250 |
89 950 |
|
Disposals |
(69 555) |
(8 219) |
(1 610) |
– |
(79 384) |
|
Depreciation |
(181 292) |
(19 733) |
(4 258) |
(1 412) |
(206 695) |
|
Impairments |
(37 766) |
(2 074) |
(1) |
(32) |
(39 873) |
|
Transfer to assets held for sale |
(47 890) |
(4 182) |
– |
(8) |
(52 080) |
|
Transfer between categories |
(718) |
852 |
(133) |
(1) |
– |
|
Net carrying value |
557 032 |
36 416 |
6 549 |
13 918 |
613 915 |
|
Group – at 28 February 2010 |
||||||
Cost |
1 670 424 |
108 098 |
18 839 |
16 247 |
1 813 608 |
|
Accumulated depreciation and impairments |
(858 187) |
(42 037) |
(9 261) |
(2 126) |
(911 611) |
|
Net carrying value |
812 237 |
66 061 |
9 578 |
14 121 |
901 997 |
|
Movement summary |
||||||
Carrying value 1 March 2009 |
1 223 307 |
84 142 |
6 948 |
10 218 |
1 324 615 |
|
Additions |
169 148 |
17 752 |
5 809 |
4 280 |
196 989 |
|
Disposals |
(15 461) |
(5 718) |
(224) |
– |
(21 403) |
|
Depreciation |
(162 288) |
(10 049) |
(3 252) |
(501) |
(176 090) |
|
Impairments |
(402 691) |
(19 157) |
(30) |
– |
(421 878) |
|
Derecognised on disposal of business unit |
(97) |
(135) |
(4) |
– |
(236) |
|
Transfer between categories |
319 |
(774) |
331 |
124 |
– |
|
Net carrying value |
812 237 |
66 061 |
9 578 |
14 121 |
901 997 |
|
Property, plant and equipment with a carrying value of R312,0 million (2010: R649,6 million) is encumbered by certain interest-bearing liabilities and banking facilities. Notarial bonds of R200,0 million (2010: R320,0 million) have been registered against movable assets of the group (refer notes 15 and 21). |
||||||
Management has assessed the basis of determining the useful life of certain items of plant and equipment and have determined that an hourly rate of depreciation is more applicable than a monthly rate. The new basis was applied from the beginning of the 2011 financial year. In addition management has reviewed the residual values of all items of plant and equipment and adjusted them where necessary. This has resulted in an additional depreciation charge of R62,8 million in the current financial year. It is impracticable to estimate the financial effect for future periods. |
||||||
GROUP |
|||
2011 |
2010 |
||
R’000 |
R’000 |
||
Details of properties |
|||
Farm being Portion 20 (a portion of Portion 3) and the remaining portion of |
|||
Acquired as part of business combination |
4 840 |
4 840 |
|
Additions at cost – 2009 |
16 |
16 |
|
Additions at cost – 2010 |
90 |
90 |
|
4 946 |
4 946 |
||
Portion 7 (a portion of Portion 1) of the farm Puntlyf 520 Registration division |
|||
Acquired as part of business combination |
1 400 |
1 400 |
|
Additions at cost – 2009 |
28 |
28 |
|
Additions at cost – 2010 |
1 598 |
1 598 |
|
Additions at cost – 2011 |
405 |
– |
|
3 431 |
3 026 |
||
Portion of Portion 5 (a portion of Portion 2) of the farm Rietvlei 518, Bronkhorstspruit. |
|||
Acquired as part of business combination |
2 182 |
2 182 |
|
Erf 27, Portion 106 of the farm Zestfontein. |
|||
Purchase price – 2009 |
1 093 |
1 093 |
|
The company has no property, plant and equipment. |
|||
GROUP |
|||
2011 |
2010 |
||
R’000 |
R’000 |
||
Goodwill |
|||
Movement summary |
|||
Carrying value at the beginning of the year |
190 848 |
810 578 |
|
Impairments |
(163 737) |
(619 730) |
|
Net carrying value at the end of the year |
27 111 |
190 848 |
|
Carrying value of goodwill arising as a result of business combinations on 2 April 2008 are as follows: |
|||
Residual goodwill related to the Buildco group |
27 111 |
126 090 |
|
Residual goodwill related to Diesel Power |
– |
64 758 |
|
27 111 |
190 848 |
||
3.1 |
Impairment review |
In accordance with IAS 36 impairment of assets, goodwill and intangible assets with indefinite useful lives are reviewed annually for impairment, or more frequently if there is an indication that goodwill might be impaired. |
|
The recoverable amount of each cash-generating unit was based on its value in use and was determined with the assistance of independent valuers. The carrying amount of each cash-generating unit was compared to the recoverable amount. |
|
The value in use of each cash-generating unit was determined by discounting the future cash flow generated from the continuing use of the unit and was based on the following key assumptions:
|
|
• Cash flows were projected based on actual operating results and the 2012 budgets for each cash-generating unit. Cash flows for a further four years were extrapolated using average revenue growth rates of 10% matching the internal inflation of the major businesses in the group and a terminal rate of 5%, which does not exceed the long-term average growth rate for the industry. The Board believes that this forecast was justified due to the long-term nature of each business. |
|
• A discount rate of between 16,68% and 17,30% was applied in determining the recoverable amount of each cash-generating unit. The discount rate was estimated based on a cash-generating unit’s specific weighted average cost of capital, which was based on a possible range of debt leveraging of between zero and 25% at respective long-term borrowing rates. |
|
The values assigned to key assumptions represent management’s assessment of the business of each cash-generating unit and are based on both external sources and internal sources of historical data. At the time of this report the Board believes that changes in any of these key assumptions would not cause any significant additional impairment losses. |
|
The reasons for the impairment recognised on goodwill, intangible assets and property, plant and equipment are a combination of the following: |
|
• The continued decline in the value of secondhand equipment and the scarcity of bank finance for new equipment; |
|
• The Mining Services business unit having to extend the life of its yellow metal fleet, resulting in an increased investment in maintenance and related resources to improve sustainable plant availability and productivity; and |
|
• The continued erosion of margins in the construction industry. |
|
In addition to the impairment review performed on the abovementioned cash-generating units, additional impairment test were performed on items of plant and equipment where the carrying amounts were higher than the respective recoverable amounts. With the assistance of an independent valuator the recoverable amounts were based on fair market value less cost to sell adjusted for current market constraints. Further impairment losses were recognised as a result of these tests. Refer to note 2 for the total impairment recognised in respect of property, plant and equipment. |
|
The Buildco group was acquired on 2 April 2008 for shares on a relative earnings basis. The majority of goodwill raised was based on a price per share of R1,80 at the date the shares were issued, notwithstanding that the share price had been substantially lower at the time of negotiations. The subsequent deterioration in trading conditions in the construction sector, particularly in the residential market, resulted in goodwill and intangible assets relating to certain acquired construction materials businesses being impaired by R575,5 million during 2010. Further impairments of R131,9 million was recognised in 2011 against these businesses. |
Mining |
Marketing |
Customer |
|||
rights |
related |
related |
Total |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Other intangible assets |
|||||
Group – at 28 February 2011 |
|||||
Cost as result of business combinations |
135 885 |
55 892 |
52 285 |
244 062 |
|
Accumulated amortisation and impairments |
(64 492) |
(55 892) |
(52 285) |
(172 669) |
|
Net carrying value at the end of the year |
71 393 |
– |
– |
71 393 |
|
Movement summary |
|||||
Carrying value at the beginning of the year |
111 063 |
33 920 |
29 818 |
174 801 |
|
Amortisation for the year |
(6 749) |
(2 098) |
(2 451) |
(11 298) |
|
Carrying value of intangible assets before impairments |
104 314 |
31 822 |
27 367 |
163 503 |
|
Impairment |
(32 921) |
(31 822) |
(27 367) |
(92 110) |
|
Net carrying value at the end of the year |
71 393 |
– |
– |
71 393 |
|
Estimated remaining useful life (years) |
12 – 19 |
||||
Group – at 28 February 2010 |
|||||
Cost as result of business combinations |
135 885 |
55 892 |
52 285 |
244 062 |
|
Accumulated amortisation and impairments |
(24 822) |
(21 972) |
(22 467) |
(69 261) |
|
Net carrying value at the end of the year |
111 063 |
33 920 |
29 818 |
174 801 |
|
Movement summary |
|||||
Carrying value at the beginning of the year |
128 501 |
50 221 |
45 395 |
224 117 |
|
Amortisation for the year |
(8 056) |
(6 186) |
(7 516) |
(21 758) |
|
Carrying value of intangible assets before impairments |
120 445 |
44 035 |
37 879 |
202 359 |
|
Impairment |
(9 382) |
(10 115) |
(8 061) |
(27 558) |
|
111 063 |
33 920 |
29 818 |
174 801 |
GROUP |
|||
2011 |
2010 |
||
R’000 |
R’000 |
||
The carrying value of the intangible assets allocated to the cash-generating units for the purpose of the impairment review prior to impairment were as follows: |
|||
The Buildco group |
104 314 |
138 621 |
|
Diesel Power |
59 189 |
63 738 |
|
163 503 |
202 359 |
||
The company has no intangible assets. |
|||
COMPANY |
||||
Gross |
Impairment |
Net |
||
R’000 |
R’000 |
R’000 |
||
Investment in subsidiaries |
||||
Company – at 28 February 2011 |
||||
Buildmax Aggregates and Quarries (Pty) Limited |
665 526 |
(394 219) |
271 307 |
|
Buildmax Bricks and Blocks (Pty) Limited |
126 127 |
(107 931) |
18 196 |
|
Buildmax Equipment and Services (Pty) Limited |
151 431 |
(151 431) |
– |
|
Buildmax Industries (Pty) Limited |
3 100 |
(3 100) |
– |
|
Cast Industries (Pty) Limited |
69 699 |
(69 699) |
– |
|
Diesel Power Open Cast Mining (Pty) Limited |
388 980 |
(191 043) |
197 937 |
|
1 404 863 |
(917 423) |
487 440 |
||
Company – at 28 February 2010 |
||||
Buildmax Aggregates and Quarries (Pty) Limited |
665 526 |
(394 219) |
271 307 |
|
Buildmax Bricks and Blocks (Pty) Limited |
126 127 |
(107 931) |
18 196 |
|
Buildmax Equipment and Services (Pty) Limited |
151 431 |
(151 431) |
– |
|
Buildmax Industries (Pty) Limited |
3 100 |
– |
3 100 |
|
Cast Industries (Pty) Limited |
69 699 |
(69 699) |
– |
|
Diesel Power Open Cast Mining (Pty) Limited |
388 980 |
(191 043) |
197 937 |
|
1 404 863 |
(914 323) |
490 540 |
||
COMPANY |
||||
Effective shareholding |
||||
2011 |
2010 |
|||
Companies controlled by Buildmax Limited |
Segment |
% |
% |
|
5. |
Investment in subsidiaries (continued) |
|||
Directly held |
||||
Buildmax Equipment and Services (Pty) Limited (1) |
Mining services |
100 |
100 |
|
Diesel Power Open Cast Mining (Pty) Limited |
Mining services |
100 |
100 |
|
Buildmax Aggregates and Quarries (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Buildmax Bricks and Blocks (Pty) Limited |
Construction materials |
100 |
100 |
|
Buildmax Industries (Pty) Limited |
Construction materials |
100 |
100 |
|
Cast Industries (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Indirectly held |
||||
Buildmax Equipment (Pty) Limited (1) |
Mining services |
100 |
100 |
|
Alfa Sand Works (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Benoni Sand and Buildware (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Bridport Properties (Pty ) Limited |
Construction materials |
100 |
100 |
|
Columbia DBL (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Crushco (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Pentonville Properties (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Thanda Kwakho Holdings (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Verlesha Investments (Pty) Limited (1) |
Construction materials |
74 |
74 |
|
Watertite Guttering (Pty) Limited |
Construction materials |
100 |
100 |
|
Wit Deep Sand and Stone (Pty) Limited (1) |
Construction materials |
100 |
100 |
|
Buildmax Management Services (Pty) Limited (1) |
Corporate |
100 |
100 |
|
1The company pledged and ceded these investments to the group’s bankers. |
||||
COMPANY |
|||||
Gross |
Impairment |
Net |
|||
2011 |
2011 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Amounts owing by subsidiaries |
|||||
Interest-bearing |
|||||
Buildmax Aggregates and Quarries (Pty) Limited |
– |
– |
– |
16 819 |
|
Cast Industries (Pty) Limited |
2 482 |
(2 482) |
– |
14 581 |
|
Columbia DBL (Pty) Limited |
– |
– |
– |
2 000 |
|
Diesel Power Open Cast Mining (Pty) Limited |
– |
– |
– |
82 135 |
|
Pentonville Properties (Pty) Limited |
– |
– |
– |
2 |
|
Thanda Kwakho Holdings (Pty) Limited |
– |
– |
– |
139 |
|
2 482 |
(2 482) |
– |
115 676 |
||
Interest-free |
|||||
Benoni Sand and Buildware (Pty) Limited (1) |
2 346 |
– |
2 346 |
– |
|
Buildmax Aggregates and Quarries (Pty) Limited (1) |
70 029 |
– |
70 029 |
52 635 |
|
Buildmax Equipment and Services (Pty) Limited (1) |
143 360 |
(143 360) |
– |
– |
|
Buildmax Industries (Pty) Limited |
25 637 |
(22 137) |
3 500 |
25 637 |
|
Cast Industries (Pty) Limited (1) |
58 649 |
(58 649) |
– |
– |
|
Columbia DBL (Pty) Limited (1) |
7 000 |
– |
7 000 |
– |
|
Diesel Power Open Cast Mining (Pty) Limited (1) |
241 215 |
– |
241 215 |
2 215 |
|
Pentonville Properties (Pty) Limited (1) |
7 |
– |
7 |
– |
|
Thanda Kwakho Holdings (Pty) Limited (1) |
143 |
– |
143 |
– |
|
Buildmax Equipment (Pty) Limited (1) |
35 000 |
(35 000) |
– |
– |
|
Wit Deep Sand and Stone (Pty) Limited (1) |
500 |
– |
500 |
– |
|
583 886 |
(259 146) |
324 740 |
80 487 |
||
586 368 |
(261 628) |
324 740 |
196 163 |
||
Disclosed on the statements of financial position as follows: |
|||||
Non-current assets |
293 850 |
133 812 |
|||
Current assets |
30 890 |
62 351 |
|||
324 740 |
196 163 |
||||
6. |
Amounts owing by subsidiaries (continued) |
These loans to subsidiary companies are unsecured with no fixed terms of repayment. The interest-bearing loans bear interest at rates linked to the prime lending rate. |
|
The directors consider the carrying amounts owing by subsidiaries to approximate their fair value. |
|
Amounts owing by certain subsidiaries have been subordinated and/or ceded in favour of the group’s bankers. Due to certain terms and conditions of the banking facility agreements and the forecasted cash flows of these subsidiaries for the next
12 months, the company unconditionally deferred its rights to payments for the next 12 months. |
|
1Amounts owing by subsidiaries of R558,3 million (2010: R347,0 million) have been encumbered by certain banking facility and funding agreements. |
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Deferred taxation |
|||||
The balance consists of: |
|||||
Accrual for leave pay and bonuses |
9 791 |
7 873 |
– |
– |
|
Calculated tax losses |
94 209 |
84 676 |
– |
– |
|
Capital allowances |
(110 907) |
(118 438) |
– |
– |
|
Contract work in progress |
(397) |
(3 985) |
– |
– |
|
Derivative instruments |
955 |
1 688 |
– |
– |
|
Impairment provisions against receivables |
3 752 |
5 130 |
– |
– |
|
Intangible assets |
(19 990) |
(48 944) |
– |
– |
|
Lease obligations |
394 |
1 379 |
– |
– |
|
Onerous contract provision |
4 200 |
4 500 |
– |
– |
|
Prepaid expenses |
(121) |
(189) |
– |
– |
|
Rehabilitation provision |
1 330 |
2 088 |
– |
– |
|
Retention debtors |
(1 283) |
(1 184) |
– |
– |
|
Other |
1 243 |
6 |
– |
– |
|
(16 824) |
(65 400) |
– |
– |
||
Disclosed on the statements of financial position |
|||||
Non-current assets |
12 124 |
20 087 |
– |
– |
|
Non-current liabilities |
(28 948) |
(85 487) |
– |
– |
|
(16 824) |
(65 400) |
– |
– |
||
Movement summary |
|||||
Balance at the beginning of the year |
(65 400) |
(192 091) |
– |
– |
|
Temporary differences for the year |
49 125 |
127 170 |
– |
– |
|
Accrual for leave pay and bonuses |
1 998 |
3 069 |
– |
– |
|
Calculated tax losses utilised during the year |
9 642 |
56 871 |
– |
– |
|
Capital allowances |
7 070 |
44 386 |
– |
– |
|
Contract work in progress |
3 588 |
(2 766) |
– |
– |
|
Impairment provisions against receivables |
(1 300) |
4 376 |
– |
– |
|
Intangible assets |
28 954 |
13 809 |
– |
– |
|
Lease obligations |
(971) |
(39) |
– |
– |
|
Onerous contract provision |
(300) |
4 500 |
– |
– |
|
Prepaid expenses |
64 |
(7) |
– |
– |
|
Rehabilitation provision |
(758) |
981 |
– |
– |
|
Retention debtors |
(99) |
1 984 |
– |
– |
|
Other |
1 237 |
6 |
– |
– |
|
Deferred tax on the fair value of derivative instruments |
(733) |
(479) |
– |
– |
|
Transfer to liabilities directly associated with assets classified as held for sale |
184 |
– |
– |
– |
|
Balance at the end of the year |
(16 824) |
(65 400) |
– |
– |
|
Calculated tax losses |
|||||
Calculated tax losses at the end of the year |
494 302 |
387 489 |
– |
– |
|
Utilised to raise deferred tax asset |
(336 461) |
(302 414) |
– |
– |
|
Available to reduce future taxable income |
157 481 |
85 075 |
– |
– |
|
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Inventories |
|||||
Finished goods |
25 760 |
29 156 |
– |
– |
|
Consumables |
13 182 |
21 494 |
– |
– |
|
Raw materials |
6 858 |
7 858 |
– |
– |
|
Contract work in progress |
1 417 |
14 232 |
– |
– |
|
Manufacturing work in progress |
1 297 |
2 053 |
– |
– |
|
Gross inventories |
48 514 |
74 793 |
– |
– |
|
Impairment provisions raised against inventories |
(3 682) |
(2 744) |
– |
– |
|
44 832 |
72 049 |
– |
– |
||
Inventories with a carrying value of R5,5 million (2010: R5,5 million) have been encumbered to secure certain financing facilities. (Refer note 21.) |
|||||
Movement in impairment provisions raised against inventories |
|||||
Balance at the beginning of the year |
2 744 |
3 545 |
– |
– |
|
Derecognised on disposal of business unit |
– |
(1 488) |
– |
– |
|
Impairment provisions raised |
1 997 |
1 293 |
– |
– |
|
Impairment provisions utilised |
(1 059) |
(606) |
– |
– |
|
3 682 |
2 744 |
– |
– |
||
Trade and other receivables |
|||||
Gross trade receivables |
152 860 |
270 445 |
– |
– |
|
Impairment provisions raised against trade receivables |
(5 936) |
(22 656) |
– |
– |
|
Net trade receivables |
146 924 |
247 789 |
– |
– |
|
Prepayments |
421 |
1 087 |
– |
51 |
|
Deposits |
808 |
4 375 |
– |
– |
|
Vendor loan receivable |
1 786 |
3 286 |
– |
– |
|
VAT receivable |
860 |
1 447 |
– |
– |
|
Other receivables |
4 202 |
11 300 |
288 |
95 |
|
155 001 |
269 284 |
288 |
146 |
||
Trade and other receivables of R144,1 million (2010: R139,3 million) have been encumbered by banking facility and funding agreements. (Refer to note 21) |
|||||
Trade receivables are stated at cost less impairment provisions which approximate their fair value due to short-term maturity. |
|||||
Movement in impairment provisions raised against receivables |
|||||
Balance at the beginning of the year |
22 656 |
5 566 |
– |
– |
|
Derecognised on disposal of business unit |
– |
(149) |
– |
– |
|
Transfer to assets held for sale |
(372) |
– |
– |
– |
|
Impairment provisions raised |
2 742 |
22 170 |
– |
– |
|
Impairment provisions utilised/reversed |
(19 090) |
(4 931) |
– |
– |
|
5 936 |
22 656 |
– |
– |
||
Basis of impairment provisions against receivables All trade and other receivables are continuously reviewed on an individual basis for recoverability. When all reasonable measures have been taken, without success, in recovering a receivable amount and when reasonable doubt exists as to the recoverability of any such individual receivable amount, a provision for impairment is raised. Provisions for impairment raised against receivables are reversed when a receivable amount is either written off as irrecoverable, or when an amount previously provided against it is received. |
|||||
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Bank and cash balances |
|||||
Bank balances |
126 894 |
136 265 |
52 467 |
20 008 |
|
Cash balances |
135 |
182 |
– |
– |
|
127 029 |
136 447 |
52 467 |
20 008 |
||
Refer to note 21 regarding encumbrances against bank and cash balances with a book value of R63,5 million (2010: R108,9 million). |
|||||
Mining services |
Construction materials Watertite Guttering |
|||||
Continuing operations |
Discontinued operations |
Total |
Total |
|||
Assets classified as held for sale |
||||||
Property, plant and equipment |
32 460 |
19 114 |
51 574 |
506 |
52 080 |
|
Inventories |
495 |
– |
495 |
491 |
986 |
|
Trade and other receivables |
– |
– |
– |
430 |
430 |
|
Taxation receivable |
– |
– |
– |
47 |
47 |
|
Assets classified as held for sale |
32 955 |
19 114 |
52 069 |
1 474 |
53 543 |
|
Trade and other payables |
– |
– |
– |
(290) |
(290) |
|
Deferred taxation |
– |
– |
– |
(184) |
(184) |
|
Interest-bearing liabilities |
(5 965) |
(12 858) |
(18 823) |
– |
(18 823) |
|
Liabilities directly associated with assets classified as held for sale |
(5 965) |
(12 858) |
(18 823) |
(474) |
(19 297) |
|
Remeasurement loss |
– |
– |
– |
(2 487) |
(2 487) |
|
Property, plant and equipment with a carrying value of R26,2 million is encumbered by certain interest-bearing liabilities and banking facilities. The group’s bankers have agreed to the sale of these items. The proceeds from the sale will be used to reduce the above encumbrances. |
||||||
The group has classified certain items of property, plant and equipment and associated liabilities in the mining services business unit as held for sale following a decision to dispose of these assets in the 2012 financial year. |
||||||
The assets and liabilities related to Watertite Guttering (Pty) Limited, a subsidiary in the construction materials business unit, have been classified as held for sale following the approval of the sale of the business by management. The completion date of the transaction is expected by 20 July 2011. |
||||||
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Share capital |
|||||
Authorised |
|||||
6 000 000 000 ordinary shares (2010: 2 000 000 000) |
60 000 |
20 000 |
60 000 |
20 000 |
|
Issued |
|||||
3 444 715 941 ordinary shares (2010: 1 040 699 680) |
34 447 |
10 407 |
34 447 |
10 407 |
|
Shares |
Shares |
Shares |
Shares |
||
‘000 |
‘000 |
‘000 |
‘000 |
||
Movement summary |
|||||
Issued at the beginning of the year |
1 040 700 |
1 040 700 |
1 040 700 |
1 040 700 |
|
Issued on 15 November 2010 at 12,5 cents |
2 404 016 |
– |
2 404 016 |
– |
|
3 444 716 |
1 040 700 |
3 444 716 |
1 040 700 |
||
All unissued shares are under the control of the directors until the next Annual General Meeting, subject to the provisions of the Companies Act as amended. |
|||||
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Share premium |
|||||
Share premium on issued ordinary shares – legal value |
1 864 972 |
1 588 510 |
1 864 972 |
1 588 510 |
|
Fair value adjustments |
147 952 |
147 952 |
147 952 |
147 952 |
|
Share premium on issued ordinary shares – fair value |
2 012 924 |
1 736 462 |
2 012 924 |
1 736 462 |
|
Issue expenses written off against share premium |
(24 165) |
(14 487) |
(24 165) |
(14 487) |
|
1 988 759 |
1 721 975 |
1 988 759 |
1 721 975 |
||
Cash flow hedging reserve |
|||||
Unrealised interest rate hedging loss |
(3 408) |
(6 028) |
– |
– |
|
Deferred taxation thereon |
955 |
1 688 |
– |
– |
|
(2 453) |
(4 340) |
– |
– |
||
The hedging reserve represents hedging losses recognised on the effective portion of cash flow hedges. |
|||||
Interest-bearing liabilities |
|||||
Non-current portion |
|||||
Term loans |
9 931 |
33 796 |
– |
– |
|
Instalment sale liabilities |
91 530 |
280 823 |
– |
– |
|
Other |
425 |
418 |
– |
– |
|
101 886 |
315 037 |
– |
– |
||
Current portion |
174 764 |
307 522 |
– |
– |
|
Term loans |
22 551 |
23 801 |
– |
– |
|
Instalment sale liabilities |
152 006 |
283 619 |
– |
– |
|
Other |
207 |
102 |
– |
– |
|
276 650 |
622 559 |
– |
– |
||
Repayable within |
|||||
1 year |
2 - 5 years |
Total |
|||
Repayment of interest-bearing liabilities |
R’000 |
R’000 |
R’000 |
||
Group – at 28 February 2011 |
|||||
Future minimum payments |
189 662 |
107 964 |
297 626 |
||
Finance costs |
(14 898) |
(6 078) |
(20 976) |
||
174 764 |
101 886 |
276 650 |
|||
Group – at 28 February 2010 |
|||||
Future minimum payments |
348 304 |
343 653 |
691 957 |
||
Finance costs |
(40 782) |
(28 616) |
(69 398) |
||
307 522 |
315 037 |
622 559 |
|||
The interest-bearing liabilities bear interest at various rates linked to the prime lending rate and are repayable in average monthly instalments of R15,8 million (2010: R29,0 million). Details of securities provided are disclosed in note 21. The group hedges a portion of the borrowings for interest rate risk via an interest rate swap agreement allowing the group to swap floating interest rates into fixed interest rates (refer note 16). |
|||||
All interest-bearing borrowings are denominated in South African Rand. |
|||||
The directors consider the carrying amount of interest-bearing borrowings to approximate its fair value. |
|||||
Derivative instruments |
|||||
A subsidiary company has entered into interest rate swap contracts that obliges it to pay interest at a fixed interest rate on notional principal amounts and entitles it to receive interest at floating interest rates on the same notional principal amounts. The interest rate contracts allow the subsidiary to swap interest-bearing liabilities from floating interest rates into fixed interest rates that are lower, or higher, than those available if it had borrowed at fixed interest rates directly. Under the interest rate swaps, the subsidiary agrees with counter parties to exchange, at specified intervals, the difference between fixed interest rates and floating interest rates, interest amounts calculated by reference to the agreed notional principal amounts. |
|||||
Interest rate swaps are fair valued according to forward rates and discount rates determined from a yield curve derived from similar market traded instruments as follows: |
|||||||
Interest rate swaps are fair valued according to forward rates and discount rates determined from a yield curve derived from similar market traded instruments as follows: |
|||||||
Derivatives designated and effective as hedging instruments carried at fair value |
Notional |
Fixed |
Floating |
Maturity |
Fair |
Fair |
|
Contract 1 |
76 343 |
12,75% nacm |
Prime –0,7% |
November 2011 |
1 076 |
1 971 |
|
Contract 2 |
156 061 |
11,62% nacm |
Prime –2% |
August 2012 |
2 332 |
4 057 |
|
232 404 |
3 408 |
6 028 |
|||||
GROUP |
|||
2011 |
2010 |
||
R’000 |
R’000 |
||
Disclosed on the statements of financial position as follows: |
|||
Non-current liabilities |
290 |
1 940 |
|
Current liabilities |
3 118 |
4 088 |
|
3 408 |
6 028 |
||
The fair value of the derivative instruments was determined with reference to inputs other than quoted market prices, by obtaining valuations from the group’s bankers (Level 2 valuation). |
|||
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Vendor loan payable |
|||||
Current portion |
– |
47 000 |
– |
47 000 |
|
– |
47 000 |
– |
47 000 |
||
This liability was settled from the proceeds received from the rights issue after receiving a discount of R3,5 million. |
|||||
COMPANY |
|||||
2011 |
2010 |
||||
R’000 |
R’000 |
||||
Amounts owing to subsidiaries |
|||||
Interest-bearing |
|||||
Buildmax Industries (Pty) Limited |
– |
2 000 |
|||
Buildmax Management Services (Pty) Limited |
563 |
– |
|||
Crushco (Pty) Limited |
200 |
– |
|||
Watertite Guttering (Pty) Limited |
1 055 |
2 000 |
|||
1 818 |
4 000 |
||||
These loans to subsidiary companies are unsecured with no fixed terms of repayment. The interest-bearing loans bear interest at rates linked to the prime lending rate. |
|||||
The directors consider the carrying amount of amounts owing to subsidiaries to approximate their fair value. |
|||||
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Trade and other payables |
|||||
Trade payables |
104 475 |
254 748 |
– |
– |
|
Accruals |
54 960 |
24 727 |
552 |
499 |
|
Payroll accruals |
19 508 |
36 590 |
– |
– |
|
Amounts payable to taxation authorities |
6 473 |
7 856 |
200 |
14 |
|
Other |
5 123 |
1 292 |
– |
– |
|
190 539 |
325 213 |
752 |
513 |
||
The directors consider the carrying amount of trade payables and accruals to approximate their fair value. |
|||||
Rehabilitation |
Onerous |
Insurance |
Other |
Total | ||
R’000 |
R’000 |
R’000 |
R’000 |
R’000 |
||
Provisions |
||||||
Group – at 28 February 2011 |
||||||
Balance at the beginning of the year |
7 456 |
16 071 |
– |
– |
23 527 |
|
Provisions raised |
1 045 |
15 000 |
6 841 |
3 380 |
26 266 |
|
Provisions utilised/reversed |
(3 500) |
(16 071) |
– |
– |
(19 571) |
|
Balance at the end of year |
5 001 |
15 000 |
6 841 |
3 380 |
30 222 |
|
Group – at 28 February 2010 |
||||||
Balance at the beginning of the year |
3 956 |
– |
– |
– |
3 956 |
|
Provisions raised |
3 500 |
16 071 |
– |
– |
19 571 |
|
Balance at the end of year |
7 456 |
16 071 |
– |
– |
23 527 |
|
GROUP |
||||||
2011 |
2010 |
|||||
R’000 |
R’000 |
|||||
Disclosed on the statements of financial position as follows: |
||||||
Non-current liabilities |
4 751 |
3 956 |
||||
Current liabilities |
25 471 |
19 571 |
||||
30 222 |
23 527 |
|||||
Rehabilitation provisions |
|
Onerous contract provisions
|
|
An onerous contract provision was created at the end of the previous financial period relating to loss-making contracts in Buildmax Equipment (Pty) Limited (previously Vukuza Earth Works (Pty) Limited) that were terminated during the period as part of the restructuring of the company. This provision was fully released in the current year. |
|
Insurance provisions |
|
Other provisions |
|
The group is currently involved in a historical labour dispute. The information required by IAS 37 Provisions, Contingent |
|
The company has no provisions. |
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Banking facilities |
|||||
Available facilities |
|||||
General banking facilities |
44 300 |
79 000 |
– |
– |
|
Asset-based facilities |
425 472 |
622 559 |
– |
– |
|
469 772 |
701 559 |
– |
– |
||
Utilised facilities |
|||||
General banking facilities |
9 261 |
33 014 |
– |
– |
|
Asset-based facilities |
295 473 |
622 559 |
– |
– |
|
304 734 |
655 573 |
– |
– |
||
Security provided |
|||||
Carrying value of property, plant and equipment (refer note 2) |
347 243 |
649 560 |
– |
– |
|
General and special notarial bonds (refer note 2) |
200 000 |
320 000 |
– |
– |
|
Inventories (refer note 8) |
5 500 |
5 500 |
– |
– |
|
Trade and other receivables (refer note 9) |
144 123 |
139 341 |
– |
– |
|
Investment in subsidiaries (refer note 5) |
– |
– |
558 249 |
347 008 |
|
Bank deposits (refer note 10) |
63 519 |
108 880 |
– |
– |
|
760 385 |
1 223 281 |
558 249 |
347 008 |
||
In addition to specific cessions and securities disclosed above, some entities in the group are bound under certain terms and conditions, by cross suretyship agreements and/or banking facility agreements with ABSA Bank, Nedbank Limited and The Standard Bank of South Africa Limited. |
|||||
Revenue |
|||||
Services rendered |
979 427 |
1 375 820 |
– |
– |
|
Sale of goods |
389 787 |
429 764 |
– |
– |
|
1 369 214 |
1 805 584 |
– |
– |
||
Amortisation of intangible assets |
|||||
Mining rights |
(6 749) |
(8 056) |
– |
– |
|
Marketing-related |
(2 098) |
(6 186) |
– |
– |
|
Customer-related |
(2 451) |
(7 516) |
– |
– |
|
(11 298) |
(21 758) |
– |
– |
||
Loss on disposal of business unit |
|||
During June 2009 the company sold its entire timber business unit operating in the Western Cape. Management committed to a plan to sell this business unit following a strategic decision to place greater focus on the company’s core competencies. |
|||
GROUP |
|||
2011 |
2010 |
||
R’000 |
R’000 |
||
Results of the disposed business unit included in the statement of comprehensive income |
|||
Revenue |
– |
2 293 |
|
Cost of sales |
– |
(2 354) |
|
Gross profit |
– |
(61) |
|
Other income |
– |
93 |
|
Operating expenses |
– |
(648) |
|
Operating loss before depreciation |
– |
(616) |
|
Depreciation |
– |
(17) |
|
Loss before interest and taxation |
– |
(633) |
|
Interest paid |
– |
(65) |
|
Loss before taxation |
– |
(698) |
|
Taxation |
– |
195 |
|
Loss for the period |
– |
(503) |
|
Loss on disposal of business unit |
|||
Net asset value of disposed assets |
|||
– Property, plant and equipment |
– |
(236) |
|
– Inventory |
– |
(3 299) |
|
– |
(3 535) |
||
Proceeds on disposal receivable |
– |
1 500 |
|
– |
(2 035) |
||
Other restructuring costs and cost of disposal |
– |
(432) |
|
– |
(2 467) |
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Impairment losses |
|||||
Investments in subsidiaries |
– |
– |
(3 100) |
(762 853) |
|
Amounts owing by subsidiaries |
– |
– |
(85 146) |
(176 482) |
|
Goodwill |
(163 737) |
(619 730) |
– |
– |
|
Intangible assets |
(92 110) |
(27 558) |
– |
– |
|
Property, plant and equipment |
(39 873) |
(421 878) |
– |
– |
|
(295 720) |
(1 069 166) |
(88 246) |
(939 335) |
||
(Loss)/profit before interest and taxation |
|||||
(Loss)/profit before interest and taxation is stated |
|||||
Income |
|||||
Government grants |
303 |
939 |
– |
– |
|
Foreign exchange gains |
1 |
75 |
– |
– |
|
Management and administration fees received from related parties (refer note 41) |
42 |
42 |
– |
1 690 |
|
Profit on disposal of property, plant and equipment |
13 913 |
9 |
– |
– |
|
Expenses |
|||||
Auditors’ remuneration |
|||||
Current year |
(2 974) |
(2 624) |
(669) |
(409) |
|
Prior year underprovision |
(534) |
(422) |
(7) |
(27) |
|
Non-audit services |
(59) |
(129) |
(11) |
– |
|
(3 567) |
(3 175) |
(687) |
(436) |
||
Depreciation |
|||||
Plant and equipment |
(181 292) |
(162 288) |
– |
– |
|
Motor vehicles |
(19 733) |
(10 049) |
– |
– |
|
Computer and office equipment |
(4 258) |
(3 252) |
– |
– |
|
Land and leasehold improvements |
(1 412) |
(501) |
– |
– |
|
(206 695) |
(176 090) |
– |
– |
||
Directors’ emoluments |
|||||
Board and committee fees |
(1 523) |
(1 408) |
(1 523) |
(1 408) |
|
Salaries |
(5 350) |
(3 291) |
– |
– |
|
Contributions to medical aid and retirement funds |
(152) |
(269) |
– |
– |
|
Bonus |
(2 261) |
(320) |
– |
– |
|
Expense allowances |
(110) |
(83) |
– |
– |
|
(9 396) |
(5 371) |
(1 523) |
(1 408) |
||
Paid by subsidiaries |
7 873 |
3 963 |
– |
– |
|
(1 523) |
(1 408) |
(1 523) |
(1 408) |
||
Details of directors’ emoluments and shareholding have been provided in the directors’ report. |
|||||
Employees |
|||||
Salaries |
(305 232) |
(316 090) |
– |
– |
|
Contributions to medical aid and retirement funds |
(14 528) |
(15 012) |
– |
– |
|
(319 760) |
(331 102) |
– |
– |
||
Foreign exchange losses |
(1) |
(99) |
– |
– |
|
Inventories written off |
(1 288) |
– |
– |
– |
|
Loss on disposal of property, plant and equipment |
(1 098) |
(6 211) |
– |
– |
|
Management and administration fees paid to related parties |
(150) |
(1 200) |
(930) |
– |
|
Operating lease charges |
|||||
Plant and equipment |
(38 636) |
(40 901) |
– |
– |
|
Computer and office equipment |
(69) |
(62) |
– |
– |
|
Premises |
(16 569) |
(16 455) |
– |
– |
|
(55 274) |
(57 418) |
– |
– |
||
Remeasurement loss |
(2 487) |
– |
– |
– |
|
Research and development |
– |
(20) |
– |
– |
|
Royalties paid |
(5 294) |
(4 992) |
– |
– |
|
Interest received |
|||||
Derivative instruments |
– |
24 |
– |
– |
|
Funds and deposits with banks |
3 782 |
10 363 |
2 179 |
4 978 |
|
Related parties (refer note 41) |
– |
– |
7 450 |
16 672 |
|
Taxation authorities |
33 |
– |
– |
– |
|
Other |
2 981 |
5 043 |
– |
– |
|
6 796 |
15 430 |
9 629 |
21 650 |
||
Interest paid |
|||||
Bank overdrafts |
(3 074) |
(4 332) |
– |
(53) |
|
Deemed interest incurred on vendor loan |
– |
(474) |
– |
(474) |
|
Derivative instruments |
(4 884) |
(4 139) |
– |
– |
|
Interest-bearing liabilities |
(32 021) |
(87 217) |
– |
– |
|
Related parties (refer note 41) |
– |
– |
(308) |
(246) |
|
Taxation authorities |
(161) |
(12) |
(83) |
– |
|
Vendor loans |
– |
(5 646) |
– |
(5 646) |
|
Other |
(1 619) |
(36) |
(1 285) |
– |
|
(41 759) |
(101 856) |
(1 676) |
(6 419) |
||
Taxation |
|||||
South African normal taxation |
|||||
Current year |
(4 854) |
(9 626) |
(1 915) |
(4 162) |
|
Prior year underprovision |
(27) |
(26) |
– |
– |
|
(4 881) |
(9 652) |
(1 915) |
(4 162) |
||
Deferred taxation |
|||||
Current year |
48 978 |
127 025 |
– |
– |
|
Prior year overprovision |
147 |
145 |
– |
– |
|
49 125 |
127 170 |
– |
– |
||
44 244 |
117 518 |
(1 915) |
(4 162) |
||
% |
% |
% |
% |
||
Reconciliation of rate of taxation |
|||||
South African normal taxation rate |
28,0 |
28,0 |
28,0 |
28,0 |
|
Impairment losses (refer note 25) |
(11,0) |
(15,4) |
(30,3) |
(28,4) |
|
Other permanent differences |
(1,2) |
(0,1) |
– |
– |
|
Calculated tax losses |
(5,2) |
(2,1) |
– |
– |
|
Effective rate |
10,6 |
10,4 |
(2,3) |
(0,4) |
|
Loss per share |
||||
The calculation of basic loss from continuing and discontinued operations per share for the group is based on a loss
of R364,4 million |
||||
GROUP |
||||
Restated as a |
Originally |
|||
2011 |
2010 |
2010 |
||
R’000 |
R’000 |
R’000 |
||
Headline loss per ordinary share (cents) |
||||
Continuing and discontinued operations |
(4,4) |
(2,8) |
(5,9) |
|
– Continuing operations |
(3,7) |
(1,1) |
(2,3) |
|
– Discontinued operations |
(0,7) |
(1,7) |
(3,6) |
|
Basic loss per ordinary share (cents) |
||||
Continuing and discontinued operations |
(14,3) |
(46,1) |
(96,8) |
|
– Continuing operations |
(12,8) |
(34,1) |
(71,5) |
|
– Discontinued operations |
(1,5) |
(12,0) |
(25,3) |
|
Continuing and discontinued operations |
||||
Reconciliation of loss to headline loss |
||||
Loss attributable to equity holders of the company |
(364 403) |
(1 007 245) |
(1 007 245) |
|
Adjusted for: |
||||
(Profit)/loss on disposal of property, plant and equipment |
(9 227) |
4 465 |
4 465 |
|
– Gross |
(12 815) |
6 202 |
6 202 |
|
– Taxation |
3 588 |
(1 737) |
(1 737) |
|
Loss on disposal of business unit |
– |
2 467 |
2 467 |
|
Remeasurement of assets held for sale |
2 487 |
– |
– |
|
Impairment of goodwill and other intangible assets |
223 893 |
635 459 |
635 459 |
|
– Gross |
255 847 |
647 288 |
647 288 |
|
– Taxation |
(25 791) |
(7 716) |
(7 716) |
|
– Outside shareholders’ interest |
(6 163) |
(4 113) |
(4 113) |
|
Impairment of property, plant and equipment |
35 232 |
303 752 |
303 752 |
|
– Gross |
39 873 |
421 878 |
421 878 |
|
– Taxation |
(4 641) |
(118 126) |
(118 126) |
|
Headline loss |
(112 018) |
(61 102) |
(61 102) |
|
Continued operations |
||||
Reconciliation of loss to headline and core headline (loss)/earnings |
||||
Loss attributable to equity holders of the company |
(325 967) |
(744 545) |
(744 545) |
|
Adjusted for: |
||||
(Profit)/loss on disposal of property, plant and equipment |
(7 948) |
2 805 |
2 805 |
|
– Gross |
(11 039) |
3 897 |
3 897 |
|
– Taxation |
3 091 |
(1 092) |
(1 092) |
|
Loss on disposal of business unit |
– |
2 467 |
2 467 |
|
Remeasurement of assets held for sale |
2 487 |
– |
– |
|
Impairment of goodwill and other intangible assets |
223 893 |
513 455 |
513 455 |
|
– Gross |
255 847 |
525 284 |
525 284 |
|
– Taxation |
(25 791) |
(7 716) |
(7 716) |
|
– Outside shareholders’ interest |
(6 163) |
(4 113) |
(4 113) |
|
Impairment of property, plant and equipment |
13 919 |
201 837 |
201 837 |
|
– Gross |
18 560 |
280 329 |
280 329 |
|
– Taxation |
(4 641) |
(78 492) |
(78 492) |
|
Headline loss |
(93 616) |
(23 981) |
(23 981) |
|
Weighted average shares in issue (‘000) |
2 546 426 |
2 183 655 |
1 040 700 |
|
The group does not have any contingent issuable instruments that could potentially dilute earnings per share and headline earnings per share. |
||||
GROUP |
||||
Restated as result of rights issue |
Originally reported |
|||
2011 |
2010 |
2010 |
||
R’000 |
R’000 |
R’000 |
||
Net asset value per share |
||||
Total assets |
1 109 373 |
1 771 015 |
1 771 015 |
|
Non-current liabilities |
(135 875) |
(406 420) |
(406 420) |
|
Current liabilities |
(404 077) |
(735 451) |
(735 451) |
|
Liabilities directly associated with assets classified as held for sale |
(19 297) |
– |
– |
|
Outside shareholders’ interest |
7 328 |
– |
– |
|
Net asset value |
557 452 |
629 144 |
629 144 |
|
Ordinary shares in issue at year-end (‘000) |
3 444 716 |
3 444 716 |
1 040 700 |
|
Net asset value per ordinary share in issue (cents) |
16,2 |
18,3 |
60,5 |
|
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Cash generated from/(utilised in) operations |
|||||
Loss before taxation |
(415 975) |
(1 128 367) |
(81 565) |
(925 089) |
|
Adjusted for: |
|||||
Depreciation, amortisation and impairments |
513 713 |
1 267 014 |
88 246 |
939 335 |
|
Foreign exchange losses |
– |
24 |
– |
– |
|
(Profit)/loss on disposal of property, plant |
(12 815) |
6 202 |
– |
– |
|
Net interest paid/(received) |
34 963 |
86 426 |
(7 953) |
(15 231) |
|
Remeasurement of vendor loan payable |
(3 500) |
– |
(3 500) |
– |
|
Remeasurement of assets classified as held for sale |
(2 487) |
– |
– |
– |
|
Loss on disposal of business unit |
– |
2 467 |
– |
– |
|
Impairment provision against inventories raised |
938 |
687 |
– |
– |
|
Impairment provision against trade and other receivables raised (refer note 9) |
(16 348) |
17 239 |
– |
– |
|
Operating profit/(loss) before working capital changes |
98 489 |
251 692 |
(4 772) |
(985) |
|
Decrease/(increase) in working capital |
29 547 |
130 898 |
(648) |
(1 073) |
|
Decrease in inventories |
27 224 |
14 876 |
– |
– |
|
Decrease/(increase) in trade and other receivables |
131 151 |
31 757 |
(887) |
(51) |
|
(Decrease)/increase in trade and other payables |
(135 523) |
64 694 |
239 |
(1 022) |
|
Increase in provisions |
6 695 |
19 571 |
– |
– |
|
Cash generated from/(utilised in) operations |
128 036 |
382 590 |
(5 420) |
(2 058) |
|
Interest received in cash |
|||||
Interest received (refer note 27) |
6 796 |
15 430 |
9 629 |
21 650 |
|
Interest receivable (included in trade and |
745 |
1 033 |
745 |
1 033 |
|
7 541 |
16 463 |
10 374 |
22 683 |
||
Interest paid in cash |
|||||
Interest paid (refer note 28) |
(41 759) |
(101 856) |
(1 676) |
(6 419) |
|
Deemed interest incurred on vendor loan |
– |
474 |
– |
474 |
|
(41 759) |
(101 382) |
(1 676) |
(5 945) |
||
Taxation paid |
|||||
Taxation receivable/(payable) at the beginning |
5 158 |
(14 578) |
(87) |
(1 326) |
|
Current taxation per statements of |
(4 881) |
(9 652) |
(1 915) |
(4 162) |
|
Transfer to assets held for sale |
(47) |
– |
– |
– |
|
Taxation payable/(receivable) at the end of the year |
(3 542) |
(5 158) |
(236) |
87 |
|
(3 312) |
(29 388) |
(2 238) |
(5 401) |
||
GROUP |
COMPANY |
||||
2011 |
2010 |
2011 |
2010 |
||
R’000 |
R’000 |
R’000 |
R’000 |
||
Proceeds from disposal of property, |
|||||
Book value of assets disposed |
79 384 |
21 403 |
– |
– |
|
Profit/(loss) on disposal |
12 815 |
(6 202) |
– |
– |
|
92 199 |
15 201 |
– |
– |
||
Commitments and contingencies |
|||||
Capital commitments |
|||||
Commitments in respect of acquisition of property, plant and equipment |
|||||
Contracted for |
239 468 |
– |
– |
– |
|
Not contracted for |
90 778 |
92 778 |
– |
– |
|
330 246 |
92 778 |
– |
– |
||
Operating leases commitments |
|||||
Plant and equipment |
470 |
12 017 |
– |
– |
|
Computer and office equipment |
84 |
78 |
– |
– |
|
Premises |
31 397 |
48 178 |
– |
– |
|
31 951 |
60 273 |
– |
– |
||
These commitments accrue within: |
|||||
One year |
343 457 |
26 282 |
– |
– |
|
Two to five years |
18 740 |
33 991 |
– |
– |
|
362 197 |
60 273 |
– |
– |
||
The group has contingent liabilities in respect of legal claims arising in the ordinary course of business. It is not anticipated that any material liabilities will arise from contingent liabilities other than those provided for. |
|||||
Events after reporting date |
|
The group is in an advanced stage of concluding a transaction whereby it will dispose of its entire shareholding in Benoni Sand and Buildware (Pty) Limited to a consortium led by Paul de Klerk. This disposal is in line with stated group strategy. |
|
Retirement benefits |
|
All contributions on behalf of employees are charged to the statement of comprehensive income as they are made. |
Held for trading |
Loans and receivables |
Financial liabilities at |
Non-financial |
Equity |
Total |
|||
R’000 |
R’000 |
R’000 |
R’000 |
R’000 |
R’000 |
|||
Financial instruments |
||||||||
40.1 |
Categories of financial instruments |
|||||||
Group – at 28 February 2011 |
||||||||
ASSETS |
||||||||
Property, plant and equipment |
– |
– |
– |
613 915 |
– |
613 915 |
||
Goodwill |
– |
– |
– |
27 111 |
– |
27 111 |
||
Other intangible assets |
– |
– |
– |
71 393 |
– |
71 393 |
||
Deferred taxation |
– |
– |
– |
12 124 |
– |
12 124 |
||
Inventories |
– |
– |
– |
44 832 |
– |
44 832 |
||
Trade and other receivables |
– |
152 912 |
– |
2 089 |
– |
155 001 |
||
Taxation receivable |
– |
– |
– |
4 425 |
– |
4 425 |
||
Bank and cash balances |
– |
127 029 |
– |
– |
– |
127 029 |
||
Assets classified as held for sale |
– |
– |
– |
53 543 |
– |
53 543 |
||
Total assets |
– |
279 941 |
– |
829 432 |
– |
1 109 373 |
||
EQUITY AND LIABILITIES |
||||||||
Share capital |
– |
– |
– |
– |
34 447 |
34 447 |
||
Share premium |
– |
– |
– |
– |
1 988 759 |
1 988 759 |
||
Cash flow hedging reserve |
– |
– |
– |
– |
(2 453) |
(2 453) |
||
Accumulated loss |
– |
– |
– |
– |
(1 463 301) |
(1 463 301) |
||
Outside shareholders’ interest |
– |
– |
– |
– |
(7 328) |
(7 328) |
||
Interest-bearing liabilities |
– |
– |
276 650 |
– |
– |
276 650 |
||
Derivative instruments |
3 408 |
– |
– |
– |
– |
3 408 |
||
Deferred taxation |
– |
– |
– |
28 948 |
– |
28 948 |
||
Trade and other payables |
– |
– |
184 066 |
6 473 |
– |
190 539 |
||
Provisions |
– |
– |
– |
30 222 |
– |
30 222 |
||
Taxation payable |
– |
– |
– |
883 |
– |
883 |
||
Shareholders for dividends |
– |
– |
41 |
– |
– |
41 |
||
Bank overdrafts |
– |
– |
9 261 |
– |
– |
9 261 |
||
Liabilities directly associated with |
– |
– |
– |
19 297 |
– |
19 297 |
||
Total equity and liabilities |
3 408 |
– |
470 018 |
85 823 |
550 124 |
1 109 373 |
||
Group – at 28 February 2010 |
||||||||
ASSETS |
||||||||
Property, plant and equipment |
– |
– |
– |
901 997 |
– |
901 997 |
||
Goodwill |
– |
– |
– |
190 848 |
– |
190 848 |
||
Other intangible assets |
– |
– |
– |
174 801 |
– |
174 801 |
||
Deferred taxation |
– |
– |
– |
20 087 |
– |
20 087 |
||
Inventories |
– |
– |
– |
72 049 |
– |
72 049 |
||
Trade and other receivables |
– |
262 375 |
– |
6 909 |
– |
269 284 |
||
Taxation receivable |
– |
– |
– |
5 502 |
– |
5 502 |
||
Bank and cash balances |
– |
136 447 |
– |
– |
– |
136 447 |
||
|
Total assets |
– |
398 822 |
– |
1 372 193 |
– |
1 771 015 |
|
EQUITY AND LIABILITIES |
||||||||
Share capital |
– |
– |
– |
– |
10 407 |
10 407 |
||
Share premium |
– |
– |
– |
– |
1 721 975 |
1 721 975 |
||
Cash flow hedging reserve |
– |
– |
– |
– |
(4 340) |
(4 340) |
||
Accumulated loss |
– |
– |
– |
– |
(1 098 898) |
(1 098 898) |
||
Interest-bearing liabilities |
– |
– |
622 559 |
– |
– |
622 559 |
||
Derivative instruments |
6 028 |
– |
– |
– |
– |
6 028 |
||
Vendor loan payable |
– |
– |
47 000 |
– |
– |
47 000 |
||
Deferred taxation |
– |
– |
– |
85 487 |
– |
85 487 |
||
Trade and other payables |
– |
– |
317 357 |
7 856 |
– |
325 213 |
||
Provisions |
– |
– |
– |
23 527 |
– |
23 527 |
||
Taxation payable |
– |
– |
– |
344 |
– |
344 |
||
Shareholders for dividends |
– |
– |
41 |
– |
– |
41 |
||
Bank overdrafts |
– |
– |
31 672 |
– |
– |
31 672 |
||
Total equity and liabilities |
6 028 |
– |
1 018 629 |
117 214 |
629 144 |
1 771 015 |
||
40. |
Financial instruments (continued) |
|||
40.2 |
Interest rate risk management |
|||
Interest rate risk refers to the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rate risk exposures are measured using sensitivity analysis. A sensitivity analysis shows how profit before taxation and equity would have been affected by changes in the interest rate that were reasonably possible at the reporting date. |
||||
GROUP |
||||
2011 |
2010 |
|||
R’000 |
R’000 |
|||
The group’s interest rate profile consists of fixed and floating rate loans and bank balances which exposes the group to fair value interest rate risk and cash flow interest rate risk and can be summarised as follows: |
||||
Financial assets |
||||
Loans and receivables granted at no interest |
153 047 |
262 557 |
||
Loans granted and bank deposits linked to South African money market rates |
126 894 |
136 265 |
||
279 941 |
398 822 |
|||
Financial liabilities |
||||
Derivative instruments |
3 408 |
6 028 |
||
Trade payables and other financing received at no interest |
184 107 |
317 398 |
||
Financing received and banking facilities linked to South African prime rates |
285 911 |
701 231 |
||
473 426 |
1 024 657 |
|||
The risk is managed by the group by maintaining an appropriate mix between fixed and floating rate borrowings and by the use of interest rate swap contracts by a subsidiary detailed in note 16. Interest rate sensitivity analysis |
||||
Carrying |
Reasonable possible change |
Pre-tax |
||
R’000 |
% |
R’000 |
||
Group – at 28 February 2011 |
||||
Loans granted and bank deposits linked to South African money market rates |
126 894 |
0,5 |
634 |
|
Financing received and banking facilities linked to South African prime rates |
(285 911) |
0,5 |
(1 430) |
|
Notional amount on interest rate swap |
(232 404) |
0,5 |
(1 162) |
|
(1 958) |
||||
Group – at 28 February 2010 |
||||
Loans granted and bank deposits linked to South African money market rates |
136 265 |
0,5% |
681 |
|
Financing received and banking facilities linked to South African prime rates |
(701 231) |
0,5% |
(3 506) |
|
Notional amount on interest rate swap |
(232 404) |
0,5% |
(1 162) |
|
(3 987) |
40. |
Financial instruments (continued) |
|
40.3 |
Credit risk management |
|
Credit risk refers to the risk that a counterparty will default in its contractual obligations resulting in financial loss to the group. The group minimised its risk by ensuring that counterparties are creditworthy institutions. |
||
Financial assets, which potentially subject the group to concentrations of credit risk, consists principally of cash and cash equivalents, short-term deposits, derivative contracts including interest rate swaps, loans and receivables and trade and other receivables. |
||
The group’s cash and cash equivalents and short-term deposits are placed with major banks and financial institutions with strong credit ratings. |
||
The group minimises credit risk relating to interest rate swaps by limiting counterparties to major banks, and does not expect to incur any losses as a result of non-performance by these counterparties. |
||
The carrying amounts of financial assets and liabilities, excluding interest rate swaps, included in the consolidated statements of financial position represent the group’s maximum exposure to credit risk in relation to these assets. |
||
Government / parastatals |
Major corporates |
Small and medium enterprises |
Other | Total | |||
R’000 |
R’000 |
R’000 |
R’000 |
R’000 |
|||
28 February 2011 |
|||||||
Financial assets that are neither past due nor impaired |
1 925 |
138 876 |
28 339 |
55 409 |
224 549 |
||
Financial assets that are past due but not yet impaired |
|||||||
Secured |
204 |
11 529 |
12 656 |
92 |
24 481 |
||
Overdue less than 30 days |
21 |
9 647 |
8 338 |
3 |
18 009 |
||
Between 30 and 60 days |
183 |
896 |
2 591 |
1 |
3 671 |
||
Between 60 and 90 days |
– |
961 |
951 |
– |
1 912 |
||
90 days and more |
– |
25 |
776 |
88 |
889 |
||
Unsecured |
– |
21 915 |
7 673 |
247 |
29 835 |
||
Overdue less than 30 days |
– |
1 852 |
2 957 |
86 |
4 895 |
||
Between 30 and 60 days |
– |
13 229 |
2 410 |
56 |
15 695 |
||
Between 60 and 90 days |
– |
2 031 |
473 |
87 |
2 591 |
||
90 days and more |
– |
4 803 |
1 833 |
18 |
6 654 |
||
Financial assets that are impaired |
– |
165 |
911 |
– |
1 076 |
||
Carrying amount |
– |
1 429 |
5 583 |
– |
7 012 |
||
Provision for impairment |
– |
(1 264) |
(4 672) |
– |
(5 936) |
||
Total credit exposure |
2 129 |
172 485 |
49 579 |
55 748 |
279 941 |
||
28 February 2010 |
|||||||
Financial assets that are neither |
58 |
165 486 |
16 194 |
54 845 |
236 583 |
||
Financial assets that are past due |
|||||||
Secured |
30 |
86 003 |
15 271 |
51 |
101 355 |
||
Overdue less than 30 days |
5 |
46 160 |
8 920 |
36 |
55 121 |
||
Between 30 and 60 days |
25 |
16 669 |
4 203 |
6 |
20 903 |
||
Between 60 and 90 days |
– |
17 062 |
918 |
– |
17 980 |
||
90 days and more |
– |
6 112 |
1 230 |
9 |
7 351 |
||
Unsecured |
166 |
37 658 |
12 954 |
111 |
50 889 |
||
Overdue less than 30 days |
14 |
1 745 |
5 727 |
14 |
7 500 |
||
Between 30 and 60 days |
38 |
15 325 |
3 703 |
50 |
19 116 |
||
Between 60 and 90 days |
30 |
688 |
1 434 |
48 |
2 200 |
||
90 days and more |
84 |
19 900 |
2 090 |
(1) |
22 073 |
||
Financial assets that are impaired |
– |
9 014 |
981 |
– |
9 995 |
||
Carrying amount |
– |
26 909 |
5 542 |
200 |
32 651 |
||
Provision for impairment |
– |
(17 895) |
(4 561) |
(200) |
(22 656) |
||
Total credit exposure |
254 |
298 161 |
45 400 |
55 007 |
398 822 |
As a rule no collateral is held on trade and other receivables, apart from insurance and normal personal suretyships provided by individuals and/or legal entities on behalf of certain trade debtors. Suretyships are not a prerequisite for the group to grant credit terms to its customers and are obtained when it is normal industry practice and/or deemed prudent to do so. |
|||||||
40. |
Financial instruments (continued) |
|||||
40.4 |
Liquidity risk management |
|||||
Liquidity risk is the risk that the group will on due date be unable to meet a financial commitment. The cash requirements of the group are managed according to its needs from time to time. The group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate cash resources and unutilised borrowing facilities are maintained. |
||||||
The following tables detail the group’s remaining contractual maturity for its financial liabilities based on the expected repayment profile. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the group can be expected to pay. The tables include both interest and principal cash flows. |
||||||
Repayable on demand |
1 year |
2 - 5 years |
Total |
|||
R’000 |
R’000 |
R’000 |
R’000 |
|||
Maturity analysis – Non-derivative instruments: |
||||||
Group – at 28 February 2011 |
||||||
Interest-bearing liabilities |
– |
189 662 |
107 964 |
297 626 |
||
Trade and other payables |
– |
184 066 |
– |
184 066 |
||
Shareholders for dividends |
41 |
– |
– |
41 |
||
Bank overdrafts |
9 261 |
– |
– |
9 261 |
||
9 302 |
373 728 |
107 964 |
490 994 |
|||
Group – at 28 February 2010 |
||||||
Interest-bearing liabilities |
– |
348 304 |
343 653 |
691 957 |
||
Vendor loan payable |
– |
51 512 |
– |
51 512 |
||
Trade and other payables |
– |
317 357 |
– |
317 357 |
||
Shareholders for dividends |
41 |
– |
– |
41 |
||
Bank overdrafts |
31 672 |
– |
– |
31 672 |
||
31 713 |
717 173 |
343 653 |
1 092 539 |
|||
Refer to note 16 for maturity dates of derivative instruments. |
||||||
40.5 |
Capital risk management |
|||||
The group manages its capital to ensure that entities in the group will be able to continue as going concerns while maximising the return to stakeholders through the optimisation of the debt and equity balance. The group’s overall strategy remains unchanged from the previous reporting period. |
||||||
The capital structure of the group consists of debt, which includes interest-bearing liabilities disclosed in note 15, cash and cash equivalents and equity attributable to holders of the parent, comprising issued capital, reserves and retained earnings respectively. |
||||||
In order to maintain or adjust the capital structure, the group may adjust the dividend policy, return capital to shareholders, issue new shares or sell assets to reduce debt. |
||||||
GROUP |
COMPANY |
|||||
2011 |
2010 |
2011 |
2010 |
|||
R’000 |
R’000 |
R’000 |
R’000 |
|||
Related party transactions and balances |
||||||
41.1 |
Related party transactions |
|||||
Revenue earned from directors of subsidiaries |
||||||
Bezuidenhoutshoek Farm (Pty) Limited |
– |
56 |
– |
– |
||
DBL Projects (Pty) Limited |
1 078 |
1 696 |
– |
– |
||
Fairpark Centre Investments CC |
– |
28 |
– |
– |
||
Imbali Props 16 (Pty) Limited |
– |
62 |
– |
– |
||
Nekiap Property No 4 CC |
– |
211 |
– |
– |
||
Simvest 40 CC |
– |
3 |
– |
– |
||
The Sidersky Family Trust |
– |
8 |
– |
– |
||
Progressive Storage Investments CC |
– |
243 |
– |
– |
||
1 078 |
2 307 |
– |
– |
|||
Purchases from and expenses paid to |
||||||
DBL Projects (Pty) Limited |
(750) |
– |
– |
– |
||
Kaleka Development Solutions Inc. |
(300) |
(275) |
– |
– |
||
Western Granite (Pty) Limited |
(1 504) |
(1 476) |
– |
– |
||
(2 554) |
(1 751) |
– |
– |
|||
Management fees received from group companies |
||||||
Buildmax Management Services (Pty) Limited |
– |
– |
– |
1 690 |
||
Mystic Blue Trading 135 (Pty) Limited (refer directors’ report) |
42 |
42 |
– |
– |
||
42 |
42 |
– |
1 690 |
|||
Management fees paid to group companies |
||||||
Buildmax Management Services (Pty) Limited |
– |
– |
(930) |
– |
||
Management and administration fees paid to major shareholders |
||||||
Interactive |
– |
(600) |
– |
– |
||
Westbrooke |
– |
(600) |
– |
– |
||
– |
(1 200) |
– |
– |
|||
Rent paid to directors of subsidiaries or entities, directly or indirectly, controlled by those directors |
||||||
Fairpark Centre Investments CC |
– |
(1 337) |
– |
– |
||
Falconville Investments (Pty) Limited |
(2 909) |
(3 277) |
– |
– |
||
FGN Properties (Pty) Limited |
(432) |
(432) |
– |
– |
||
Nekiab Properties (Pty) Limited |
– |
(38) |
– |
– |
||
Sider Properties (Pty) Limited |
– |
(510) |
– |
– |
||
Sprenzel Properties CC |
– |
(182) |
– |
– |
||
Valleylight Investments (Pty) Limited |
(935) |
(1 154) |
– |
– |
||
Progressive Storage Investments CC |
– |
(290) |
– |
– |
||
(4 276) |
(7 220) |
– |
– |
|||
Interest received from group companies |
||||||
Buildmax Aggregates and Quarries (Pty) Limited |
– |
– |
575 |
1 627 |
||
Buildmax Equipment and Services (Pty) Limited |
– |
– |
2 967 |
7 076 |
||
Buildmax Management Services (Pty) Limited |
– |
– |
– |
112 |
||
Cast Industries (Pty) Limited |
– |
– |
906 |
1 632 |
||
Columbia DBL (Pty) Limited |
– |
– |
61 |
204 |
||
Diesel Power Open Cast Mining (Pty) Limited |
– |
– |
2 936 |
6 016 |
||
Thanda Kwakho Holdings (Pty) Limited |
– |
– |
5 |
5 |
||
– |
– |
7 450 |
16 672 |
|||
Interest paid to group companies |
||||||
Buildmax Industries (Pty) Limited |
– |
– |
(59) |
(123) |
||
Buildmax Management Services (Pty) Limited |
– |
– |
(115) |
– |
||
Watertite Guttering (Pty) Limited |
– |
– |
(134) |
(123) |
||
– |
– |
(308) |
(246) |
|||
41.2 |
Related party balances |
|||||
Amounts receivable from group companies |
||||||
Benoni Sand and Buildware (Pty) Limited |
– |
– |
2 346 |
– |
||
Buildmax Aggregates and Quarries (Pty) Limited |
– |
– |
70 029 |
69 454 |
||
Buildmax Industries (Pty) Limited |
– |
– |
3 500 |
25 637 |
||
Cast Industries (Pty) Limited |
– |
– |
– |
14 581 |
||
Columbia DBL (Pty) Limited |
– |
– |
7 000 |
2 000 |
||
Diesel Power Open Cast Mining (Pty) Limited |
– |
– |
241 215 |
84 350 |
||
Mystic Blue Trading 135 (Pty) Limited (refer directors’ report) |
144 |
96 |
– |
– |
||
Pentonville Properties (Pty) Limited |
– |
– |
7 |
2 |
||
Thanda Kwakho Holdings (Pty) Limited |
– |
– |
143 |
139 |
||
Wit Deep Sand and Stone (Pty) Limited |
– |
– |
500 |
– |
||
144 |
96 |
324 740 |
196 163 |
|||
Amounts receivable from directors of subsidiaries or entities, directly or indirectly, controlled by those directors |
||||||
DBL Projects (Pty) Limited |
– |
254 |
– |
– |
||
Imbali Props 16 (Pty) Limited |
– |
21 |
– |
– |
||
Nekiap Property No 4 CC |
– |
2 |
– |
– |
||
Progressive Storage Investments CC |
– |
6 |
– |
– |
||
CN Masondo |
1 786 |
1 786 |
– |
– |
||
1 786 |
2 069 |
– |
– |
|||
Amounts payable to group companies |
||||||
Buildmax Industries (Pty) Limited |
– |
– |
– |
(2 000) |
||
Buildmax Management Services (Pty) Limited |
– |
– |
(563) |
– |
||
Crushco (Pty) Limited |
– |
– |
(200) |
– |
||
Watertite Guttering (Pty) Limited |
– |
– |
(1 055) |
(2 000) |
||
– |
– |
(1 818) |
(4 000) |
|||
Amounts payable to directors of subsidiaries or entities, directly or indirectly, controlled by those directors and major shareholders |
||||||
GD Gregory |
– |
(803) |
– |
– |
||
K Sidersky |
– |
(310) |
– |
– |
||
ME Watson |
– |
(47 000) |
– |
(47 000) |
||
Western Granite (Pty) Limited |
– |
(496) |
– |
– |
||
– |
(48 609) |
– |
(47 000) |
|||
All transactions with related parties were priced on an arm’s length basis. The amounts outstanding are unsecured and will be settled in cash. No guarantees have been given or received. |
||||||
Remuneration and benefits of |
||||||
Salaries |
41 021 |
39 572 |
– |
– |
||
Bonus |
6 655 |
5 016 |
– |
– |
||
Company benefits |
2 846 |
3 414 |
– |
– |
||
Expense allowances |
2 346 |
1 487 |
– |
– |
||
52 868 |
49 489 |
– |
– |
|||









