INVESTORS & MEDIA
SENS NEWS
11 May 2012 - 4:07 pm
MPT - Mpact Limited - Appointment of chief financial officer
MPT
MPT - Mpact Limited - Appointment of chief financial officer
MPACT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2004/025229/06)
Share Code: MPT & ISIN: ZAE000156501
("the company")
APPOINTMENT OF CHIEF FINANCIAL OFFICER
Shareholders are referred to the SENS announcement released on 6 December
2011, whereby shareholders were informed of Mr Egar Leslie Leong's extended
fixed term employment contract with the company which will end on 30 June
2012.
Accordingly, the company is pleased to announce the appointment of Brett
Clark to the position of Chief Financial Officer Designate and Executive
Director with effect from 1 June 2012. He will officially assume the role of
Chief Financial Officer at the beginning of July 2012.
Brett is currently a Principal at ABSA Capital Private Equity (Pty) Ltd, a
position he has held since March 2006. He was previously the Chief Financial
Officer of Clover Industries Limited and Unihold Limited and was an Executive
Director of Brait Private Equity. Brett has also worked for Nampak Limited in
various positions in South Africa and the United Kingdom and qualified as a
Chartered Accountant with PricewaterhouseCoopers, now PwC.
Johannesburg
11 May 2012
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 11/05/2012 16:07:10 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.28 March 2012 - 8:00 am
MPT - Mpact - Details of the Odd-Lot Offer and Specific Share Repurchase; and
MPT
MPT - Mpact - Details of the Odd-Lot Offer and Specific Share Repurchase; and
Posting Of Circular
Mpact Limited
(Incorporated in the Republic of South Africa)
(Registration number 2004/025229/06)
JSE share code: MPT ISIN: ZAE000156501
("Mpact")
DETAILS OF THE ODD-LOT OFFER AND SPECIFIC SHARE REPURCHASE; AND POSTING OF
CIRCULAR
1. Introduction
Post the listing and demerger of Mpact from the Mondi Group, Mpact
inherited a substantial number of minority shareholders, who hold up to 500
Mpact shares each. On 20 February 2012, Mpact had a total of 32,442
shareholders, of which approximately 28,378 shareholders (87.5% of all
shareholders) held less than 100 shares ("odd-lot holders") and an
additional 2,460 shareholders (7.6% of all shareholders) held between 100
and 500 shares ("specific holders").
The annual cost of servicing such a large shareholder base is significant
and is not considered very efficient or cost effective for Mpact to manage.
Corporate actions requiring shareholder approval are also more expensive
due to processing large numbers of shareholder proxies and votes.
Accordingly, Mpact has decided to undertake an odd-lot offer to repurchase
the shares of Mpact shareholders holding less than 100 shares ("odd-lot
offer") and a specific offer to repurchase the shares of Mpact shareholders
holding from 100 to 500 shares ("specific offer") (collectively, "the
offers") to rationalise its minority shareholding base.
Additionally, the offers will facilitate an inexpensive method for minority
shareholders in Mpact to realise their investment whereby they receive an
offer price at a premium per Mpact share and will not have to incur
transaction costs, such as transfer fees, brokerage fees and Securities
Transfer Tax ("STT").
2. Terms of the offers
In terms of the odd-lot offer, shareholders who hold less than 100 shares
are offered the opportunity to:
* sell their odd-lot holdings at the offer price; or
* retain their odd-lot holdings. Those odd-lot holders who do not make
an election by no later than 12:00 on Friday, 6 July 2012 ("record
date"), will automatically be regarded as having chosen to sell their
odd-lot holdings at the offer price.
* In terms of the specific offer, Mpact is extending an offer to
shareholders who hold from 100 to 500 shares to sell their entire
shareholding at the offer price. Those specific holders who do not
make an election by no later than 12:00 on the record date will retain
their shareholding in Mpact.
A circular containing the full details of the offers and convening a
general meeting of shareholders ("general meeting") has been posted to all
Mpact shareholders today, Wednesday 28 March 2012 ("the circular").
3. Shareholders' information line
Shareholders are encouraged to carefully read the circular and complete the
relevant election form. Any odd-lot holder or specific holder who is
uncertain as to what course of action to take, must either consult with
their adviser, banker, broker, central securities depository participant
("CSDP") or contact the Mpact shareholder information line on 011 713 0894
from Wednesday 6 June 2012 to Friday 6 July 2012 between 09:00 and 17:00,
excluding weekends and public holidays.
4. Offer price
The offer price will be calculated using the volume weighted average traded
price of an Mpact share on the JSE over the 5 trading days commencing on
Thursday, 14 June 2012 and ending on Thursday, 21 June 2012, plus a 5%
premium ("offer price"). The offer price will be announced on SENS on
Friday, 22 June 2012 and published in the South African press on Monday, 25
June 2012.
5. Mechanism
* The offers shall be open for acceptance from 09h00 on 6 June 2012 and
will close at 12:00 on Friday, 6 July 2012. All shareholders who hold
less than 100 shares at 12:00 on the record date are invited to
participate in the odd-lot offer, and shareholders who hold from 100
to 500 shares at 12:00 on the record date are invited to participate
in the specific offer.
* The shares of those odd-lot holders who do not make an election or who
choose to receive the offer price will be repurchased by Mpact. Any
such repurchase will be regarded as an acquisition of shares in terms
of the Companies Act, Act 71 of 2008 ("Companies Act") and as a
specific repurchase of shares in terms of the JSE Limited ("JSE")
Listings Requirements. Shareholders will vote on the odd-lot offer at
the general meeting.
* The shares of those specific holders who choose to receive the offer
price will be repurchased by Mpact. Any such repurchase will be
regarded as an acquisition of shares in terms of the Companies Act and
as a specific repurchase of shares in terms of the JSE Listings
Requirements. Shareholders will vote on the specific offer at the
general meeting.
* Odd-lot holders who do not make an election should note that, subject
to the resolutions necessary to implement the offers being passed at
the general meeting, their shares will automatically be repurchased by
Mpact, without any further action on their part and without any
further notice to them.
* Specific holders who do not make an election will retain their
shareholding in Mpact.
6. Effect on share capital
The maximum number of shares which potentially could be repurchased by
Mpact if all odd-lot and specific holders sell their holdings to Mpact will
not exceed 897 703 shares.
As the current issued share capital of Mpact (prior to the implementation
of this odd-lot offer and specific offer) comprises 164 046 476 shares as
at the 12 March 2012, the repurchase of odd-lot and specific holdings will
have no material effect on Mpact's issued share capital. Subject to the
special resolution being passed at the general meeting, all shares sold by
odd-lot and specific holders in terms of the offers will be repurchased by
Mpact in terms of section 48, read with section 46, of the Companies Act.
The shares acquired by Mpact will be cancelled and delisted from the JSE.
7. Financial effects
The repurchase of shares pursuant to the offers will have no significant
effect on Mpact's headline earnings per share, earnings per share, net
asset value per share or tangible net asset value per share. Assuming a
100% take up of the offers and an offer price of R15.55 per share, the
impact of the repurchase will be a reduction of Mpact's cash resources in
the amount of R14.0 million with a resultant loss of interest in the amount
of R698 000 (assuming an interest rate of 5% over 12 months). Further, the
issued share capital will reduce by 897 703 shares and the cost of the
offers to Mpact will be R745 515 (VAT exclusive).
8. Salient dates and times
The salient dates and times in respect of the offers are as follows:
2012
Post circular Wednesday 28 March
Last day to trade in order to be eligible Friday 18 May
to attend and vote at the general meeting
Record date to determine which shareholders Friday 25 May
are entitled to attend and vote at the
general meeting
Proxy forms for the general meeting of Friday 1 June
shareholders to be received by 13h00 on
(see note 6)
Annual general meeting of shareholders to Tuesday 5 June
be held at 13h00 on
General meeting of shareholders to be held Tuesday 5 June
immediately after the annual general
meeting on
Results of the general meeting released on Tuesday 5 June
SENS on
Results of the general meeting published in Wednesday 6 June
the press
Offers open at 09:00 on Tuesday 6 June
Special resolution to adopt the memorandum Wednesday 20 June
of incorporation to be registered with CIPC
by
Fulfilment of conditions precedent and Friday, 22 June
finalisation announcement (including the
final offer price) released on SENS on or
before
Last day to trade in order to participate Friday 29 June
in the offers is
Shares trade "ex" the offers on Monday 2 July
Shareholders who purchase shares on or Monday 2 July
after this date will not be eligible to
participate in offers
Forms of election and surrender for the Friday 6 July
offers to be received by Link Market by
12h00 on (see note 3)
Offers close at 12h00 on Friday 6 July
Record date to determine those shareholders Friday 6 July
entitled to participate in the offers at
the close of business on
Implementation of the offers takes effect Friday 6 July
after close of business on
Odd-lot holders and specific holders with Monday 9 July
dematerialised shares will have their
accounts held at their CSDP or broker
updated with their new holding and credited
with the offer price on
Payments of the offer price to odd-lot Monday 9 July
holders and specific holders with
certificated shares in respect of their
sale shares in terms of the offers (see
note 4)
Results of the offers released on SENS on Monday 9 July
Results of the offers published in the Tuesday 10 July
press on
Notes:
1. These dates and times are subject to change. Any material changes will
be published on SENS and in the press.
2. Share certificates may not be dematerialised or rematerialised between
2 July 2012 and 6 July 2012, both days inclusive.
3. Dematerialised odd-lot holders and specific holders are required to
notify their duly appointed CSDP or broker of their choice in the
manner and time stipulated in the agreement governing the relationship
between them and their CSDP or broker.
4. In the case of holders of certificated shares who complete the form of
election and surrender and choose the offer price, payment will be
made either by:
* electronic funds transfer into the bank accounts of odd-lot
holders and specific holders on or about Monday, 9 July 2012 if
such holders' banking details have been provided in the form of
election and surrender; or
* by cheque which will be posted at the risk of odd-lot holders and
specific holders on or about Monday, 9 July 2012 if such holders
banking details have not been provided in the form of election
and surrender.
5. Those odd-lot holders who do not make an election by completing the
blue form of election and surrender contained in the circular and
returning it to Link Market to be received by no later than 12:00 on
Friday, 6 July 2012 will automatically be regarded as having chosen
and accepted to receive the offer price. Specific holders who do not
complete the green form of election and surrender contained in the
circular and return it to Link Market to be received by no later than
12:00 on Friday, 6 July 2012 will be regarded as not having chosen and
accepted to receive the offer price and their shareholding will remain
unchanged.
6. Any proxies not lodged by this time must be handed to the chairperson
of the general meeting immediately prior to the general meeting.
9. General meeting
The general meeting is convened to be held at Mpact's offices, 4th Floor,
No. 3 Melrose Boulevard, Melrose Arch on Tuesday, 5 June 2012 immediately
after the annual general meeting for the purpose of obtaining the necessary
approvals required to give effect to the proposed offers.
At the general meeting, shareholders will be asked to consider and approve
the following ordinary and special resolutions:
* as an ordinary resolution, authority for the directors to make and
implement the offers; and
* as a special resolution, authority for Mpact to repurchase shares in
terms of the offers.
Melrose Arch
28 March 2012
Merchant bank and sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Attorneys
Webber Wentzel
Date: 28/03/2012 08:00:01 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.28 March 2012 - 7:30 am
MPT - Mpact Limited - No change statement and notice of Annual General
MPT
MPT - Mpact Limited - No change statement and notice of Annual General
Meeting
Mpact Limited
(Incorporated in the Republic of South Africa)
(Registration number 2004/025229/06)
JSE share code: MPT ISIN: ZAE000156501
("Mpact" or "the Company")
NO CHANGE STATEMENT AND NOTICE OF ANNUAL GENERAL MEETING
No change statement
Shareholders are advised that the annual financial statements have been
distributed to shareholders on 28 March 2012 and contain no modifications to
the audited results which were published on SENS on 8 March 2012.
Notice of the annual general meeting
Notice is hereby given that the first annual general meeting of Mpact
shareholders will be held at Mpact Limited, 4th Floor, 3 Melrose Boulevard,
Melrose Arch, Johannesburg on 5 June 2012 at 13h00 to transact the business
as stated in the annual general meeting notice forming part of the annual
financial statements.
Salient dates
The notice of the Company's annual general meeting has been sent to its
shareholders who were recorded as such in the Company's securities register
on Friday, 23 March 2012 being the notice record date set by the Board of the
Company used to determine which shareholders are entitled to receive notice
of the annual general meeting.
The record date on which shareholders of the Company must be registered as
such in the Company's securities register in order to attend and vote at the
annual general meeting is Friday, 25 May 2012 being the voting record date
set by the Board of the Company used to determine which shareholders are
entitled to attend and vote at the annual general meeting. The last day to
trade in order to be entitled to vote at the annual general meeting will
therefore be Friday, 18 May 2012. Proxy forms must be lodged by no later than
12h00 on Friday, 1 June 2012. Any forms of proxy not lodged by this time must
be handed to the chairperson of the annual general meeting immediately prior
to the annual general meeting.
28 March 2012
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 28/03/2012 07:30:01 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.8 March 2012 - 8:01 am
MPT - Mpact Limited - Audited results for the year ended 31 December 2011 and
MPT
MPT - Mpact Limited - Audited results for the year ended 31 December 2011 and
cash dividend declaration
Mpact Limited
(Incorporated in the Republic of South Africa)
(Company registration number 2004/025229/06)
JSE Share Code: MPT
JSE ISIN: ZAE 000156501
("Mpact" or "the Company")
AUDITED RESULTS FOR THE YEAR ENDED 31 DECEMBER 2011 AND CASH DIVIDEND
DECLARATION
HIGHLIGHTS
- Underlying operating profit up 6.4% to R517 million
- Return on Capital Employed (ROCE) of 13.8% (2010: 13.1%)
- Underlying earnings per share increased to 102.9 cents (2010: 24.3 cents)
- Gearing down to 35% from 96% in prior year
- Maiden cash dividend declared of 40 cents per share
The highlight of the year was undoubtedly Mpact's listing on the JSE on 11
July 2011 and the subsequent demerger from the Mondi Group, effective 18 July
2011. This demerger and rebranding has enabled us to position ourselves as a
leading, independent and focused paper and plastics packaging company.
For the year under review, trading conditions were challenging with demand
being under pressure across the industry for most of the reporting period. We
attribute this mainly to the continued uncertain economic conditions
prevailing both globally and locally. In the first half of the year, local
demand for packaging was also negatively affected by import substitution of
paper, packaging and finished goods as a result of the strength of the rand.
Despite these challenges, through proactive intervention, both the paper and
plastics businesses realised substantial cost savings and improved operating
performance which offset the effects of reduced volumes. The increase in
underlying earnings is attributable mainly to lower financing costs and
strong cash generation in the second half of the year.
FINANCIAL OVERVIEW
Revenue of R6,281 million was in line with the comparable prior year period
with higher average selling prices offset by lower volumes in the paper
business and in Paperlink, the paper merchanting business, which was sold at
the end of March 2011.
Underlying operating profit of R517 million was 6.4% up on the comparable
prior year period. Return on capital employed for the year was 13.8% (2010:
13.1%).
Paper business
Revenue was 3.8% higher at R4,573 million. In line with seasonal trends,
sales volumes for the second half of the year exceeded the first. However,
volumes for the full year were down on the comparable prior year period,
attributable predominantly to lower domestic sector growth, import
substitution and reduced exports.
Underlying operating profit of R560 million for 2011 was 6.4% higher than the
comparable prior year period owing mainly to productivity improvements, cost
savings and higher average selling prices.
Plastics business
Revenue of R1,577 million grew 20.4% compared to 2010 due to increased
volumes and higher average selling prices. Selling prices in this business
increased on the back of higher raw material costs.
Underlying operating profit for the period increased by 25.6% over the prior
year to R114 million due to higher sales volumes and cost savings.
Special items
In the year under review, special items include non-recurring costs amounting
to R87.4 million relating to the listing and demerger from Mondi which are
excluded from underlying profit before tax.
Finance costs
Net finance costs of R291 million were lower than the comparable prior year
period by 24.8%.
On 5 July 2011 net debt was substantially reduced as part of the capital
restructuring prior to listing on the JSE on 11 July 2011. Consequently, net
interest costs in the second half of the year were substantially lower than
the first half.
Tax
The effective tax rate is 39%, which is higher than the normal company income
tax rate of 28% mainly due to non-deductible listing costs and disallowable
interest.
Earnings per share
In terms of a special resolution passed on 28 April 2011 the number of
ordinary shares in issue was increased from 159,950 ordinary shares to
23,192,750 ordinary shares following a share split. Thus the number of
ordinary shares in issue on 30 June 2011 was 23,192,750.
On 5 July 2011 an additional 140,853,726 ordinary shares were issued to the
then shareholders as part of Mpact's capital restructuring prior to listing.
Consequently the company listed on 11 July 2011 with 164,046,476 issued
ordinary shares.
On the basis of 164,046,476 issued ordinary shares, basic earnings per
ordinary share for the year ended 31 December 2011 are 54.9 cents (2010: 22.4
cents) while underlying earnings per ordinary share are 102.9 cents (2010:
24.3 cents).
Borrowings
On 5 July 2011 the following major changes to the net debt occurred pursuant
to the demerger of Mpact from Mondi and the listing on the JSE:
- A further 140,853,726 ordinary shares were issued for proceeds of R2,090
million;
- The company drew down R1,790 million against new banking facilities;
- Existing bank loans of R1,144 million were settled; and
- All outstanding shareholder loans amounting to R2,833 million were repaid.
Consequently, at the date of listing, 11 July 2011, the Group's net debt
amounted to R1,718 million. Net debt at 31 December 2011 was R1,307 million
(2010: R3,640 million).
Dividends
The board has declared a maiden cash dividend of 40 cents per ordinary share,
payable on 30 April 2012. The last day to trade will be Thursday, 19 April
2012. Ex dividend trading begins on Friday, 20 April 2012 and the record date
will be Thursday, 26 April 2012.The dividend declared is in line with our
stated dividend policy which reflects our strategy of creating value and
growth, with the objective of offering our shareholders long-term dividend
growth.
OUTLOOK
We expect margins in the paper business to remain under pressure as lower
international paper prices and the threat of import substitution limit our
ability to fully recover cost increases, especially energy, transport and
labour.
Despite this, our strong market position in the paper business remains a key
competitive advantage.
In the plastics business, we will continue with the optimisation of our
existing operations while seeking further opportunities to establish Mpact as
the leading South African rigid plastic packaging producer.
While the economy and trading conditions are expected to remain challenging
in the near term, Mpact continues to be well positioned within the sectors it
operates.
Change in directorate
Due to the demerger from Mondi and the listing of Mpact on the JSE, the
following changes to the Board of directors were made:
The following directors were appointed on 21 April 2011:
AJ Phillips (Non-executive Chairman); EL Leong (Executive director);
NP Dongwana (Non-executive director); NB Langa-Royds (Non-executive
director); TDA Ross (Non-executive director and Chairman of the Audit
committee).
The following directors and alternate directors resigned on 4 May 2011:
DA Hathorn; ACW King; PA Laubscher; KA Mills; MC Ramaphosa; RM Smith;
RP von Veh; R Govender; K Sewpersad.
On 1 December 2011, MN Sepuru was appointed company secretary.
AJ Phillips BW Strong
Chairman Chief Executive Officer
8 March 2012
Audited condensed consolidated statement of comprehensive income
for the year ended 31 December 2011
2011
Before Special After
special items special
R'millions Note items (note 5) items
Revenue 3 6,281.0 - 6,281.0
Cost of sales (3,775.5) - (3,775.5)
Gross margin 2,505.5 - 2,505.5
Administration & other (1,665.6) (53.1) (1,718.7)
operating expenditure
Depreciation, amortisation & (323.4) - (323.4)
impairments
Operating profit 3/4 516.5 (53.1) 463.4
Profit on disposal of - 0.3 0.3
investments
Share of associates profit 2.3 - 2.3
Total profit from operations 518.8 (52.8) 466.0
and associates
Investment income 28.4 - 28.4
Finance costs (284.7) (34.3) (319.0)
Profit/(loss) before 262.5 (87.1) 175.4
taxation
Tax (charge)/credit (76.1) 8.4 (67.7)
Profit/(loss) from 186.4 (78.7) 107.7
continuing operations
Other comprehensive 41.6
income/(loss), net of
taxation
Effects of option to equity -
holders
Effects of cash flow hedges 4.1
Actuarial gains/(losses) and 28.4
surplus restriction on post-
retirement benefit schemes
Exchange differences on 1.6
translation of foreign
operations
Cash flow hedge reserve 23.1
recycled through profit and
loss
Tax on other comprehensive (15.6)
income
Total comprehensive income 149.3
Attributable to:
Equity holders of Mpact 131.4
Limited
Non-controlling interests in 17.9
subsidiaries
Total comprehensive income 149.3
Profit from continuing
operations attributable to:
Equity holders of Mpact 90.1
Limited
Non-controlling interests in 17.6
subsidiaries
Profit from continuing 107.7
operations
Earnings per share (EPS) for 6
profit attributable to
equity holders of Mpact:
Basic EPS (cents) 54.9
Diluted EPS (cents) 54.9
2010
Before Special After
special items special
R'millions Note items (note 5) items
Revenue 3 6,258.7 - 6,258.7
Cost of sales (3,859.7) - (3,859.7)
Gross margin 2,399.0 - 2,399.0
Administration & other (1,594.2) - (1,594.2)
operating expenditure
Depreciation, amortisation & (319.5) (6.3) (325.8)
impairments
Operating profit 3/4 485.3 (6.3) 479.0
Profit on disposal of - - -
investments
Share of associates profit 3.4 - 3.4
Total profit from operations 488.7 (6.3) 482.4
and associates
Investment income 48.1 - 48.1
Finance costs (434.6) - (434.6)
Profit/(loss) before 102.2 (6.3) 95.9
taxation
Tax (charge)/credit (48.2) 1.8 (46.4)
Profit/(loss) from 54.0 (4.5) 49.5
continuing operations
Other comprehensive (7.1)
income/(loss), net of
taxation
Effects of option to equity 3.0
holders
Effects of cash flow hedges (7.5)
Actuarial gains/(losses) and (13.7)
surplus restriction on post-
retirement benefit schemes
Exchange differences on (0.4)
translation of foreign
operations
Cash flow hedge reserve -
recycled through profit and
loss
Tax on other comprehensive 11.5
income
Total comprehensive income 42.4
Attributable to:
Equity holders of Mpact 29.7
Limited
Non-controlling interests in 12.7
subsidiaries
Total comprehensive income 42.4
Profit from continuing
operations attributable to:
Equity holders of Mpact 36.8
Limited
Non-controlling interests in 12.7
subsidiaries
Profit from continuing 49.5
operations
Earnings per share (EPS) for 6
profit attributable to
equity holders of Mpact:
Basic EPS (cents) 22.4
Diluted EPS (cents) 22.4
Audited condensed consolidated statement of financial position
as at 31 December 2011
R'millions Note 2011 2010
Total non-current assets 3,121.5 3,125.9
Total current assets 2,483.7 1,959.6
Non-current assets classified as held for - 171.0
sale
Total assets 5,605.2 5,256.5
Stated capital/share capital and premium 8 2,334.1 244.3
Accumulated loss and other reserves (33.0) (136.4)
Total attributable to equity holders of 2,301.1 107.9
Mpact
Non-controlling interests in subsidiaries 110.9 73.2
Total equity 2,412.0 181.1
Non-current liabilities 1,308.2 3,761.3
Non-current borrowings 9 1,151.2 3,589.8
Other non-current liabilities 157.0 171.5
Total current liabilities 1,885.0 1,223.4
Non-current liabilities directly - 90.7
associated with assets classified as held
for sale
Total equity and liabilities 5,605.2 5,256.5
Audited condensed consolidated statement of changes in equity
for the year ended 31 December 2011
Stated
capital/share
capital and Other Accumulated
R'millions premium reserves1 loss
Balance at 31 December 2009 244.3 (73.5) (97.2)
Total comprehensive income for - (7.1) 36.8
the year
Issue of shares under employee - (1.8) 1.8
share plans
Share plan charges for the year - 7.1 -
Dividends paid to non-controlling - - -
interests
Reclassification - (0.3) 0.3
Contribution paid to Mondi - (2.5) -
Incentive Scheme Trust
Balance at 31 December 2010 244.3 (78.1) (58.3)
Total comprehensive income for - 41.3 90.1
the year
Demerger arrangements - (22.5) (15.3)
Share plan charges for the year - 12.3 -
Dividends paid to non-controlling - - -
interests
Reclassification - (0.1) 0.1
Change in functional currency of - 24.6 (25.9)
foreign subsidiary
Increase in shareholding of - - (1.2)
subsidiary
Increase in non-controlling - - -
interest in a subsidiary
Issue of shares 2,089.8 - -
Balance at 31 December 2011 2,334.1 (22.5) (10.5)
Total
attributable
to equity Non-
holders of controlling Total
R'millions Mpact Limited interests equity
Balance at 31 December 2009 73.6 62.5 136.1
Total comprehensive income for 29.7 12.7 42.4
the year
Issue of shares under employee - - -
share plans
Share plan charges for the year 7.1 - 7.1
Dividends paid to non-controlling - (2.0) (2.0)
interests
Reclassification - - -
Contribution paid to Mondi (2.5) - (2.5)
Incentive Scheme Trust
Balance at 31 December 2010 107.9 73.2 181.1
Total comprehensive income for 131.4 17.9 149.3
the year
Demerger arrangements (37.8) - (37.8)
Share plan charges for the year 12.3 - 12.3
Dividends paid to non-controlling - (1.5) (1.5)
interests
Reclassification - - -
Change in functional currency of (1.3) - (1.3)
foreign subsidiary
Increase in shareholding of (1.2) (2.4) (3.6)
subsidiary
Increase in non-controlling - 23.7 23.7
interest in a subsidiary
Issue of shares 2,089.8 - 2,089.8
Balance at 31 December 2011 2,301.1 110.9 2,412.0
1 Other reserves consist of the option to equity holder reserves, revaluation
reserves, foreign currency translation reserves, share-based payment
reserves, cash flow hedge reserves, and post retirement benefit reserves.
Audited condensed consolidated statement of cash flows
for the year ended 31 December 2011
R'millions 2011 2010
Net cash inflows from operating activities 789.5 649.4
Net cash outflows from investing activities (255.2) (274.3)
Net cash outflows from financing activities (223.2) (589.5)
Net increase/(decrease) in cash and cash 311.1 (214.4)
equivalents
Cash and cash equivalent at beginning of year 95.8 310.2
Cash and cash equivalent at end of year1 406.9 95.8
1 Cash and cash equivalents net of overdrafts
NOTES
1. Basis of preparation
These condensed consolidated annual financial statements for the year ended
31 December 2011 have been prepared in accordance with the framework concepts
and the measurement and recognition requirements of International Financial
Reporting Standards (IFRS) as issued by the International Accounting
Standards Board (in particular IAS 34: Interim Financial Reporting), the
AC500 standards as issued by the Accounting Practices Board, the JSE
Limited's listing requirements and the South African Companies Act, 2008 as
amended.
The Group's annual financial statements, from which these condensed annual
financial statements have been derived, have been audited by the company's
auditors, Deloittes & Touche, whose unmodified report is available for
inspection at the registered office of the company.
The preparation of these condensed consolidated financial results for the
year ended 31 December 2011 was supervised by the Chief Financial Officer, Mr
EL Leong CA(SA).
These condensed consolidated annual financial statements should be read in
conjunction with the Group's annual financial statements, from which they
have been derived.
2. Accounting policies
The accounting policies and methods of computation used are consistent with
those applied in the preparation of the annual financial statements for the
year ended 31 December 2010,except for:
The following new or revised accounting standards and interpretations,
adopted in the current year which had no impact on the Group:
- IFRS 2: Share-based Payment
- IAS 19: Employee Benefits
- IAS 24: Related Party Disclosures
- IAS 32: Financial Instruments - Presentation
- IFRS 3: Business Combinations
- IAS 34: Interim Financial Reporting
- IFRIC 14: The limit on a Deferred Benefit Asset, Minimum Funding
Requirements and their Interaction
- IFRIC 19: Extinguishing Financial Liabilities with Equity Instruments
Rm 2011 2010
3. Group segment analysis
External Revenue
Paper 4,572.6 4,406.8
Plastics 1,576.6 1,309.9
Corporate and other business1 131.8 542.0
Total external revenue 6,281.0 6,258.7
Operating profit
Paper 560.3 526.7
Plastics 113.9 90.7
Corporate and other business1 (157.7) (132.1)
Segment underlying operating profit 516.5 485.3
Special items (87.1) (6.3)
Share of associate's profit 2.3 3.4
Net finance costs (excluding financing special (256.3) (386.5)
items)
Group profit before tax 175.4 95.9
Special items per segments
Paper (0.3) 0.7
Plastics - 5.6
Corporate and other business 87.4 -
Total special items 87.1 6.3
Assets
Paper 2,743.6 2,577.3
Plastics 1,120.9 1,028.0
Corporate and other business1 1,740.7 1,651.2
Total assets 5,605.2 5,256.5
1 includes Paperlink, its paper merchant division, which was sold during the
year.
Rm 2011 2010
4. Operating profit
Included in operating profit are:
Amortisation of intangible assets 24.1 41.4
Depreciation 299.3 278.1
5. Special items
Listing transaction costs1 46.3 -
Special financing costs2 34.3 -
Demerger arrangements3 6.8 -
Total relating to listing and demerger 87.4 -
(Profit) on disposal of part investment in (0.3) -
associate
Impairment of property, plant and equipment - 6.3
Related tax (8.4) (1.8)
Net of tax 78.7 4.5
Related non-controlling interests - (1.4)
Total special items attributable to equity 78.7 3.1
holders of Mpact
1 Listing transaction costs associated with the listing of the Company on the
Johannesburg Stock Exchange.
2 As a result of the demerger from Mondi, and separate listing, the Group
restructured, and settled its long term debt including its floating rate
debt. As a result of the settlement of the floating rate debt, the
corresponding interest rate swap was terminated. The costs of R23.1 million
of early termination of the interest rate swap, have been included in finance
costs for the current year. In addition, finance costs of R11.2 million were
incurred on the debt financing arrangements.
3 Equity-settled demerger arrangements for senior management have resulted in
a fair value charge for the Group and Company in the current year.
6. Earnings per share (EPS)
Basic earnings per share for the financial year
(cents)
Basic EPS 54.9 22.4
Diluted EPS 54.9 22.4
Underlying earnings per share for the financial
year (cents)1
Basic underlying EPS 102.9 24.3
Diluted underlying EPS 102.8 24.3
Headline earnings per share for the financial
year (cents)
Basic headline EPS 54.3 23.1
Diluted headline EPS 54.2 23.1
1 Underlying EPS excludes the impact of special items, referred to in
note 5
The calculation of basic and diluted EPS, basic and diluted underlying EPS,
and basic and diluted headline EPS is based on the following data:
Rm Rm
Profit for the financial year attributed to 90.1 36.8
equity holders of Mpact
Special items (see note 5) 87.1 6.3
Related tax (8.4) (1.8)
Related non-controlling interest - (1.4)
Underlying earnings for the financial year 168.8 39.9
Profit on disposal of property, plant and (1.1) (1.6)
equipment and intangible assets
Special items to be included in headline (87.4) -
earnings
Related tax 8.7 (0.4)
Headline earnings for the financial year 89.0 37.9
Number of ordinary shares
Basic number of ordinary shares outstanding1 164,046,476 164,046,476
Effect of dilutive potential ordinary 173,484 -
shares2
Diluted number of ordinary shares 164,219,960 164,046,476
outstanding
1 The calculation of basic EPS, HEPS and underlying EPS has been based on the
profit for the reported period, as shown above, and on 164,046,476 ordinary
shares, which represents the aggregate number of shares that were listed on
11 July 2011. The Group was not a stand-alone entity prior to the demerger
date. The number of shares in issue has therefore been retrospectively
applied to the comparative period, so that meaningful comparison can be made.
2 Diluted EPS is calculated by adjusting the weighted average number of
ordinary shares in issue, on the assumption of conversion of all potential
dilutive ordinary shares.
7. Dividend per share (cents)
The company declared no dividends during the year ended 31 December 2011.
On 6 March 2012 the Board declared a cash dividend of 40 cents per share, and
will be paid in accordance with the following timetable:
Last day to trade to receive a dividend Thursday, 19 April 2012
Shares commence trading ex dividend Friday, 20 April 2012
Record date Thursday, 26 April 2012
Payment date Monday, 30 April 2012
Share certificates may not be dematerialised or rematerialised between
Friday, 20 April 2012 and Thursday, 26 April 2012, both days inclusive.
2011 2010
Rm Rm
8. Stated capital/share capital and premium
Ordinary
Balance at beginning of year (159,950 shares of - -
R0.001 each)
Conversion to shares of no par value 244.3 -
Issue of shares 2,089.8 -
Balance at end of year (164,046,476 shares with 2,334.1 -
no par value)
Share premium
Balance at beginning of the year 244.3 244.3
Conversion to shares of par value (244.3) -
Total issued stated capital/share capital and 2,334.1 244.3
premium
By special resolution passed on 28 April 2011 the share capital of Mpact was
altered by: (a)increasing the authorised share capital from 1,000,000 shares
of R0.001 each to 1,500,000 ordinary shares of R0.001 each; (b) sub-dividing
all authorised shares from 1,500,000 ordinary shares of R0.001 each into
217,500,000 ordinary shares of R0.0000069 each; (c) sub-dividing all issued
shares from 159,950 ordinary shares of R0.001 each into 23,192,750 ordinary
shares of R0.0000069 each; (d) converting all issued and authorised ordinary
shares in the company with a par value of R0.0000069 each into ordinary
shares of no par value.
On 5 July 2011 an additional 140,853,726 ordinary shares were issued to
shareholders as part of the company's capital restructuring prior to listing
on the Johannesburg Stock Exchange.
2011 2010
Rm Rm
9. Long term borrowings
- Bank borrowings 1,650.0 1,211.6
- Shareholders loans 34.3 2,490.5
- Finance lease liability 29.6 33.6
Long-term borrowings 1,713.9 3,735.7
Less: Short-term borrowings and short-term (562.7) (145.9)
portion of long-term borrowings
Total borrowings 1,151.2 3,589.8
1 Prior to listing on the 11 July 2011, the company settled existing loans of
R1,144 million with Standard Bank, and drew down R1,790 million against new
banking facilities negotiated between Standard Bank and Rand Merchant Bank,
these new facilities are not ceded. Mezzanine and Shareholders loans
amounting to R2,833 million were repaid.
10. Disposal of businesses
a) The Merchant business acquired by the Group from Mondi Limited in 2007 has
been sold back to Mondi Limited on 1 April 2011. The total consideration of
the sale amounted to R90.0 million which represented the net value of the
sales assets and liabilities.
b) On 1 July 2011, Mpact Recycling (Pty) Ltd purchased the recycling business
from Mpact for a purchase consideration of R94.2 million. This purchase
consideration was funded by Mpact Recycling (Pty) Ltd through a subscription
of its shares to Mondi Limited and Mpact, equalling the value of the purchase
consideration. Mondi Limited and Mpact own a 25.1% and 74.9% shareholding in
Mpact Recycling (Pty) Ltd respectively.
11. Business combinations
a) The Group acquired a 100% interest in Plastic Omnium Urban Systems (Pty)
Ltd, through its shareholding in Mpact Plastic Containers South Africa (Pty)
Ltd for a purchase consideration of R19.7 million effective as of 31 January
2011. Profit for the year arising on this acquisition was not material for
the Group. The purchase price allocations are: non-current assets of R11.9m;
current assets of R12.6m; non-current liabilities of R1.3m; current
liabilities of R4.8m and the balance of R1.3m allocated to goodwill.
b) The Group acquired a 49% shareholding in an associate company, with effect
from 1 January 2011.
c) The Group increased its shareholding in a subsidiary on 17 October 2011.
2011 2010
Rm Rm
12. Capital commitments
- Contracted capital commitments 51.5 143.9
- Approved capital commitments 20.9 34.2
Capital commitments 72.4 178.1
These commitments will be met from existing resources and borrowing
facilities available to the Group.
13. Contingent liabilities
Contingent liabilities for the Group comprise aggregate amounts of R8.6
million (2010: R13.2 million) in respect of loans and guarantees given to
banks and other third parties.
A dispute has arisen in respect of the value of shares put by a minority
shareholder in a subsidiary.
There are a number of legal and tax claims against the Group. Provision is
made for all liabilities that are expected to materialise.
A group mill is the subject of a land claim, which should not have a material
impact on the financial position of the Group.
14. Asset value per share
Asset value per share is disclosed in accordance with the JSE Listing
Requirements. Net asset value per share is defined as net assets divided by
the number of ordinary shares in issue at 31 December 2011 (Retrospectively
applied to the net assets of the comparative balance sheet). The number of
ordinary shares has been retrospectively restated to represent the aggregate
number of shares at listing date, 11 July 2011.
2011 2010
Rm Rm
Net asset value per share (cents) 1,470.3 110.4
15. Related parties
The Group has a related party relationship with its associates and directors.
These transactions are under terms that are no less favourable than those
arranged with third parties.
16. Events occurring after the reporting date
a) In November 2011 the trustees of the defined benefit pension plan in South
Africa, with the agreement from the participating pensioners and employees,
resolved to wind up the fund subject to regulatory approval. Regulatory
approval was received in January 2012. Mpact Limited will receive a
reimbursement of the pension surplus of R19.1 million and a settlement charge
of R7.5 million will be recognised in 2012.
b) On 20 January 2012, a non-controlling shareholder exercised it's put
option in respect of 6.84% shares in a subsidiary.
Directors:
Non-Executive:
AJ Phillips (Chairman)
NP Dongwana
NB Langa-Royds
TDA Ross
AM Thompson
Executive:
BW Strong (Chief executive officer)
EL Leong (Chief financial officer)
Company secretary:
MN Sepuru
Registered office:
4th Floor, No.3 Melrose Boulevard, Melrose Arch, 2196
(Postnet Suite #179, Private Bag X1, Melrose Arch, 2076)
Transfer secretaries:
Link Market Services South Africa (Proprietary) Limited
13th Floor, Rennie House, 19 Ameshoff Street, Braamfontein, 2001
(PO Box 4844, Johannesburg, 2000, South Africa)
Sponsors:
Rand Merchant Bank
(a division of FirstRand Bank Limited)
1 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton, 2196
(PO Box 786273, Sandton,2146)
Note: Any reference to future financial performance included in this
announcement, has not been reviewed or reported on, by the Company's external
auditors.
8 March 2012
Date: 08/03/2012 08:00:26 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.22 February 2012 - 8:01 am
MPT - Mpact - Trading Statement
MPT
MPT - Mpact - Trading Statement
Mpact Limited
(Incorporated in the Republic of South Africa)
(Registration number 2004/025229/06)
JSE share code: MPT ISIN: ZAE000156501
("Mpact" or "the Company")
TRADING STATEMENT
In terms of the Listings Requirements of the JSE Limited ("JSE"), companies are
required to publish a trading statement as soon as they become reasonably
certain that the financial results for a reporting period will differ by at
least 20% from the results of the previous corresponding reporting period.
Mpact successfully listed as a public company on the main board of the
securities exchange operated by the JSE on 11 July 2011, following a demerger
from Mondi Limited. This event gave rise to special items of cost that will not
recur. These include listing costs and the costs of restructuring debt. In order
to reflect the earnings effect of these special items, the directors of Mpact
have elected to provide an additional measure of underlying earnings per share.
In terms of a special resolution passed on 28 April 2011 the number of ordinary
shares in issue was increased from 159,950 ordinary shares to 23,192,750
ordinary shares following a share split.
Furthermore, on 5 July 2011 an additional 140,853,726 ordinary shares were
issued to the then shareholders as part of Mpact's capital restructuring prior
to listing. Consequently the Company listed on 11 July 2011 with 164,046,476
ordinary shares.
On the basis of 164,046,476 issued ordinary shares, shareholders are advised
that Mpact expects earnings per share ("EPS"), headline earnings per share
("HEPS")and underlying EPS for the year ended 31 December 2011 to be within the
ranges shown below:
Basic EPS (cents) 52.0 to 56.0 (2010: 22.4)
Basic HEPS (cents) 52.0 to 56.0 (2010: 23.1)
Underlying EPS (cents) 100.0 to 104.0 (2010: 24.3)
The increase in EPS over the prior year is due primarily to lower finance costs
attributable to the recapitalisation of the Company prior to listing.
Basic HEPS has been calculated in accordance with Circular 3/2009 as issued by
the South African Institute of Chartered Accountants.
It is anticipated that Mpact will release its results for the year ended 31
December 2011 on SENS on or about 8 March 2012.
Shareholders are advised that the financial information on which this trading
statement is based has not been reviewed and reported on by the Company's
external auditors.
Melrose Arch
22 February 2012
Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
Date: 22/02/2012 08:00:02 Produced by the JSE SENS Department.
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JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.6 December 2011 - 4:41 pm
MPT - MPact Limited - Extension of chief financial officer fixed term employment
MPT
MPT - MPact Limited - Extension of chief financial officer fixed term employment
contract
MPACT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2004/025229/06)
Share Code: MPT & ISIN: ZAE000156501
("Mpact " or "the company")
EXTENSION OF CHIEF FINANCIAL OFFICER FIXED TERM EMPLOYMENT CONTRACT
Shareholders are referred to the Pre-Listing Statement released on 31 May 2011,
whereby shareholders were informed of Mr Egar Leslie Leong's fixed term
employment contract with the company that is due to expire on 31 December 2011.
The company has extended Mr Leong's fixed term employment contract to 30 June
2012 while in the process of finding a suitable replacement.
Johannesburg
6 December 2011
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 06/12/2011 16:40:38 Produced by the JSE SENS Department.
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JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.28 November 2011 - 9:00 am
MPT - Mpact Limited - Appointment of company secretary
MPT
MPT - Mpact Limited - Appointment of company secretary
Mpact Limited
Incorporated in the Republic of South Africa
(Registration Number 2004/025229/06)
JSE share code: MPT
ISIN: ZAE000156501
("Mpact" or the "company")
APPOINTMENT OF COMPANY SECRETARY
Mpact is pleased to announce the appointment of Noriah Sepuru as company
secretary with effect from 1 December 2011, in place of William
Somerville who has stepped down as interim company secretary with effect
from the same date.
Noriah qualified as a Chartered Secretary with the Institute of Chartered
Secretaries - South Africa (ICSA). She is an associate member of the ICSA
and a Fellow Member of the Chartered Institute of Business Management.
She was company secretary at Jasco Electronics Holdings Limited prior to
joining Mpact.
28 November 2011
Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
Date: 28/11/2011 09:00:02 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.15 November 2011 - 7:05 am
MPT - Mpact Limited - Mpact analyst and shareholder site visit
MPT
MPT - Mpact Limited - Mpact analyst and shareholder site visit
Mpact Limited
(Incorporated in the Republic of South Africa)
(Company registration number 2004/025229/06)
JSE Share Code: MPT JSE ISIN: ZAE000156501
("Mpact" or "the company")
MPACT ANALYST AND SHAREHOLDER SITE VISIT
Shareholders are advised that Mpact Limited will be hosting a number of analysts
and shareholders for a two-day site visit at Mpact Paper, Corrugated and
Plastics in Gauteng and Cape Town today and tomorrow.The presentations made
during the site visit can be viewed on the company's website, www.mpact.co.za.
No information of a material nature will be presented in respect of current
trading or future financial performance of the company.
Johannesburg
15 November 2011
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Financial Communications Advisers
FTI Consulting Strategic Communications
Date: 15/11/2011 07:05:01 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.11 August 2011 - 8:01 am
MPT - Mpact Limited - Unaudited interim results for the half-year ended 30
MPT
MPT - Mpact Limited - Unaudited interim results for the half-year ended 30
June 2011
Mpact Limited
(Incorporated in the Republic of South Africa)
(Company registration number 2004/025229/06)
JSE Share Code: MPT JSE ISIN: ZAE 000156501
("Mpact" or "the Company")
UNAUDITED INTERIM RESULTS FOR THE HALF-YEAR ENDED 30 JUNE 2011
MPACT GROUP PROFILE
The Group is one of the largest South African packaging producers, involved in
the manufacture and supply of paper and plastic packaging products. The paper
business is integrated across the recycled paper-based corrugated packaging
value chain and comprises three divisions being recycling, packaging and
industrial paper and corrugated. The plastic business manufactures rigid
plastic packaging such as bottles, containers and preforms for the fast moving
consumer goods markets; styrene trays and plastic jumbo bins. The Group
employs approximately 3 500 people across its 29 operations in South Africa,
Namibia, Mozambique and Zimbabwe.
Mpact was listed on the Main Board of the securities exchange operated by the
JSE Limited ("JSE") on 11 July 2011.
GROUP PERFORMANCE REVIEW
Revenue of R3,006 million was in line with the comparable prior year period
with higher average selling prices offset by lower volumes in the paper
business and in Paperlink, the paper merchanting business, which was sold at
the end of March 2011.
Operating profit of R192 million was 12,5% up on the comparable prior year
period.
Paper segment
Revenue was 2.2% higher at R2,169 million. Sales volumes for the first quarter
exceeded the comparable prior year period but lower demand in the second
quarter resulted in a net decline in external sales volumes for the half year
period compared to prior year.
Operating profit of R245 million was 12.8% better than the comparable prior
year period attributable mainly to higher average selling prices and cost
savings.
Plastics segment
Revenue of R715 million was 15.5% higher than the comparable prior year period
due to increased volumes and higher average selling prices. Selling prices
increased on the back of higher raw material costs.
Operating profit for the period increased by 18.5% to R30 million which
includes insurance income of R5 million. The comparable prior year period
operating profit included insurance income of R17 million and an impairment
charge of R4,8 million.
Special items
Demerger and listing transaction costs reported to 30 June 2011 amount to R5,4
million. It is estimated another R43 million of demerger and listing
transaction costs will be incurred in the second half of the year following
the successful demerger and listing of Mpact in July.
Finance costs
Finance costs of R201 million were lower than the comparable prior year period
by 7,6%.
On 5 July 2011 net debt was substantially reduced as part of the capital
restructuring prior to listing on the JSE on 11 July 2011. Consequently, net
interest costs in the second half of the year will be substantially lower than
the first half.
Tax
The effective tax rate is 31.9%, which is the normal company income tax rate
of 28% adjusted for non-deductible expenses.
Earnings per share
In terms of a special resolution passed on 28 April 2011 the number of
ordinary shares in issue was increased from 159,950 ordinary shares to
23,192,750 ordinary shares following a share split. Thus the number of
ordinary shares in issue on 30 June 2011 was 23,192,750.
On 5 July 2011 an additional 140,853,726 ordinary shares were issued to the
then shareholders as part of Mpact's capital restructuring prior to listing.
Consequently the Company listed on 11 July 2011 with 164,046,476 issued
ordinary shares.
On the basis of 164,046,476 issued ordinary shares, basic earnings per
ordinary share for the six months ended 30 June 2011 are 1.0 cent compared to
a loss per ordinary share of 19.2 cents for the six months ended 30 June 2010,
and headline earnings per ordinary share for the six months ended 30 June 2011
are 0.8 cents compared to a headline loss per ordinary share of 18.4 cents for
the six months ended 30 June 2010.
Borrowings
Net debt at 30 June 2011 was R3,697 million, an increase of R50 million from
31 December 2010. Cash proceeds from the sale of Paperlink amounted to R93
million.
On 5 July 2011 the following major changes to net debt occurred pursuant to
the demerger of Mpact from Mondi and the listing on the JSE:
A further 140,853,726 ordinary shares were issued for proceeds of R2,090
million
The Company drew down R1,790 million against new banking facilities
Existing bank loans of R1,144 million were settled
All outstanding shareholder loans amounting to R2,833 million were repaid.
At the date of listing, 11 July 2011, the Group's net debt amounted to R1,718
million which is a reduction of R1,979 million, compared to 30 June 2011.
Dividends
No interim dividend is proposed.
Audit
The information set out in the announcement has not been audited or reviewed
by the Company's external auditors.
OUTLOOK
Earnings in the second half of the year are expected to be enhanced as a
result of the significant capital restructuring on 5 July 2011, in which net
debt was reduced to R1,718 million (30 June 2011: R3,697 million).
Due to seasonal effects, trading in the second half of the year is typically
better than the first.
However, demand remains a concern due to ongoing economic weakness and
consumer uncertainty. Demand is also likely to be impacted by increased
competition from direct and indirect imports on the back of the continued
strength of the rand.
The paper manufacturing and plastics businesses were affected by industry wide
industrial action in July. While it is anticipated that some of the lost
production and sales will be recovered before the end of the financial year,
the full extent will only be known in due course.
CHANGE IN DIRECTORATE
Due to the demerger from Mondi and the listing of Mpact on the JSE, the
following changes to the Board of directors were made:
The following directors were appointed on 21 April 2011:
AJ Phillips (Non-executive Chairman); EL Leong (Executive director); NP
Dongwana (Non-executive director); NB Langa-Royds (Non-executive director);
TDA Ross (Non-executive director and Chairman of the Audit Committee)
The following directors and alternate directors resigned on 4 May 2011:
DA Hathorn; ACW King; PA Laubscher; KA Mills; MC Ramaphosa; RM Smith; RP von
Veh; R Govender; K Sewpersad
On 11 July 2011, WR Somerville was appointed Company secretary.
AJ Phillips BW Strong
Chairman Chief Executive Officer
11 August 2011
Condensed consolidated statement of comprehensive income
(Unaudited) (Unaudited)
Six months ended Six months ended
30 June 2011 30 June 2010
Note Rm Rm
Revenue 4 3 006.3 2 968.5
Cost of sales (1 829.9) (1 861.7)
Gross margin 1 176.4 1 106.8
Administration and other
operating expenditure (978.7) (931.1)
Special items 6 (5.4) (4.8)
Operating profit 5 192.3 170.9
Share of associates' profit /
(loss) 1.6 (0.2)
Total profit from operations
and associates 193.9 170.7
Finance costs 7 (200.7) (217.1)
Investment income 15.9 18.6
Profit / (loss) before tax 9.1 (27.8)
Tax (charge) / credit (2.9) 2.7
Profit / (loss) for the period
from continuing operations 6.2 (25.1)
Other comprehensive income /
(loss), net of taxation (1.3) 12.0
Effect of options to equity holders - -
Effect of cash flow hedges 3.7 (5.4)
Actuarial gains / (losses) and
surplus restrictions on post-
retirement benefit schemes (5.8) 14.4
Exchange differences on
translation of foreign operations 0.2 -
Taxation on other comprehensive income 0.6 3.0
Total comprehensive income / (loss) 4.9 (13.1)
Profit / (loss) attributable to:
Equity holders of Mpact Limited 1.7 (31.5)
Non-controlling interests in
subsidiaries 4.5 6.4
Profit / (loss) for the period 6.2 (25.1)
Comprehensive income / (loss)
attributable to:
Equity holders of Mpact Limited 0.4 (19.5)
Non-controlling interests in
subsidiaries 4.5 6.4
Total comprehensive income / (loss) 4.9 (13.1)
Earnings / (loss) per share
(cents) 8.
Basic earnings / (loss) per
share 1.0 (19.2)
Diluted earnings /
(loss) per share 1.0 (19.2)
Basic headline earnings /
(loss) per share 0.8 (18.4)
Diluted headline
earnings / (loss) per share 0.8 (18.4)
(Audited)
Year ended
% 31 December 2010
Change Rm
Revenue 1.3 6 258.7
Cost of sales (1.7) (3 859.7)
Gross margin 6.3 2 399.0
Administration and other operating expenditure 5.1 (1 913.7)
Special items 12.5 (6.3)
Operating profit
12.5 479.0
Share of associates' profit / (loss) 3.4
Total profit from operations and associates 13.6 482.4
Finance costs (7.6) (434.6)
Investment income (14.5) 48.1
Profit / (loss) before tax 95.9
Tax (charge) / credit (46.4)
Profit / (loss) for the period from continuing
operations 49.5
Other comprehensive income / (loss), net of
taxation (7.1)
Effect of options to equity holders 3.0
Effect of cash flow hedges (7.5)
Actuarial gains / (losses) and surplus restrictions
on post-retirement benefit schemes (13.7)
Exchange differences on translation of foreign
operations (0.4)
Taxation on other comprehensive income 11.5
Total comprehensive income / (loss) 42.4
Profit / (loss) attributable to:
Equity holders of Mpact Limited 36.8
Non-controlling interests in subsidiaries 12.7
Profit / (loss) for the period 49.5
Comprehensive income / (loss) attributable to:
Equity holders of Mpact Limited 29.7
Non-controlling interests in subsidiaries 12.7
Total comprehensive income / (loss) 42.4
Earnings / (loss) per share (cents)
Basic earnings / (loss) per share 22.4
Diluted earnings / (loss) per share 22.4
Basic headline earnings / (loss) per share 23.1
Diluted headline earnings / (loss) per
share 23.1
Condensed consolidated statement of financial position
(Unaudited)
As at
30 June 2011
Note Rm
ASSETS
Non-current assets 3 107.2
Goodwill and other intangible assets 1 080.5
Property, plant and equipment 1 921.7
Other non-current financial assets and investment in
associates 71.0
Deferred tax assets 34.0
Current assets 2 225.8
Inventories 730.7
Trade and other receivables 1 270.1
Cash and cash equivalents 225.0
Assets classified as held for sale 12 -
Total assets 5 333.0
EQUITY AND LIABILITIES
Capital and reserves
Stated capital/Share capital and premium 10 244.3
Other reserves (83.0)
Accumulated loss (55.6)
Equity attributable to the equity holders of Mpact Limited 105.7
Non-controlling interests in subsidiaries 77.4
Total equity 183.1
Non-current liabilities 3 919.6
Long-term borrowings 11 3 777.9
Retirement benefit obligations 69.2
Deferred taxation liabilities 12.4
Other non-current liabilities 60.1
Current liabilities 1 230.3
Short-term borrowings 11 142.8
Trade and other payables and provisions 1 075.1
Current tax liabilities 12.4
Liabilities directly associated with assets classifed as
held for sale 12 -
Total equity and liabilities 5 333.0
(Unaudited) (Audited)
As at As at
30 June 2010 31 December 2010
Rm Rm
ASSETS
Non-current assets 3 156.3 3 125.9
Goodwill and other intangible assets 1 108.1 1 087.6
Property, plant and equipment 1 906.5 1 897.9
Other non-current financial assets and
investment in associates 62.6 89.6
Deferred tax assets 79.1 50.8
Current assets 2 225.8 1 959.6
Inventories 698.3 680.6
Trade and other receivables 1 288.8 1 177.6
Cash and cash equivalents 238.7 101.4
Assets classified as held for sale - 171.0
Total assets 5 382.1 5 256.5
EQUITY AND LIABILITIES
Capital and reserves
Stated capital/Share capital and premium 244.3 244.3
Other reserves (62.7) (78.1)
Accumulated loss (126.6) (58.3)
Equity attributable to the equity holders of
Mpact Limited 55.0 107.9
Non-controlling interests in subsidiaries 67.2 73.2
Total equity 122.2 181.1
Non-current liabilities 3 943.8 3 761.3
Long-term borrowings 3 766.2 3 589.8
Retirement benefit obligations 45.6 73.5
Deferred taxation liabilities 29.1 20.3
Other non-current liabilities 102.9 77.7
Current liabilities 1 316.1 1 223.4
Short-term borrowings 149.2 151.5
Trade and other payables and provisions 1 155.8 1 060.1
Current tax liabilities 11.1 11.8
Liabilities directly associated with assets
classifed as held for sale - 90.7
Total equity and liabilities 5 382.1 5 256.5
Condensed consolidated statement of cash flows
(Unaudited) (Unaudited) (Audited)
Six months ended Six months ended Year ended
30 June 2011 30 June 2010 31 December 2010
Rm Rm Rm
Operating cash flows
before movements in
working capital 342.4 332.9 807.8
Net increase in
working capital (109.4) (52.0) (128.4)
Cash generated from
operations 233.0 280.9 679.4
Taxation paid (5.5) (22.9) (30.0)
Net cash inflows
from operating activities 227.5 258.0 649.4
Investment in property,
plant and equipment (167.0) (137.8) (269.4)
Other investing activities 90.5 6.7 (4.9)
Net cash outflows
from investing activities (76.5) (131.1) (274.3)
Issue of shares - - -
Net proceeds from
(repayment of) borrowings 184.9 13.6 (164.4)
Interest paid (189.5) (210.3) (416.3)
Other financing activities (17.2) (1.7) (8.8)
Net cash outflows
from financing activities (21.8) (198.4) (589.5)
Net increase/(decrease)
in cash and cash equivalents 129.2 (71.5) (214.4)
Cash and cash equivalents at
beginning of the period 95.8 310.2 310.2
Cash and cash equivalents
at end of the period 225.0 238.7 95.8
Cash and cash equivalents includes overdrafts.
Condensed consolidated statement of changes in equity
Stated
capital/Share Share-based Cash flow
capital and payments hedge
premium reserves reserves
Rm Rm Rm
Balance 1 January 2010 244.3 9.6 (19.7)
Total comprehensive income 1.6
Issue of shares under employee
share scheme (1.8)
Share scheme charges for the year 3.3
Dividends paid to non-controlling
shareholders
Reclassification (0.3)
Contribution paid to Mondi share
incentive scheme (2.4)
Balance at 30 June 2010 (unaudited) 244.3 8.4 (18.1)
Total comprehensive income (1.5)
Share scheme charges for the year 3.8
Dividends paid to non-controlling
shareholders
Contribution paid to Mondi share
incentive scheme (0.1)
Balance at 31 December 2010
(audited) 244.3 12.1 (19.6)
Total comprehensive income 2.7
Issue of shares under employee
share scheme (0.6)
Share scheme charges for the year 3.8
Dividends paid to non-controlling
shareholders
Reclassification (0.4)
Contribution paid to Mondi share
incentive scheme (6.4)
Balance at 30 June 2011 (unaudited) 244.3 8.5 (16.9)
Post-
retirement
benefits Other
reserves reserves
Rm Rm
Balance 1 January 2010 6.5 (69.9)
Total comprehensive income 10.4
Issue of shares under employee share scheme
Share scheme charges for the year
Dividends paid to non-controlling shareholders
Reclassification
Contribution paid to Mondi share incentive scheme
Balance at 30 June 2010 (unaudited) 16.9 (69.9)
Total comprehensive income (20.2) 2.6
Share scheme charges for the year
Dividends paid to non-controlling shareholders
Contribution paid to Mondi share incentive scheme
Balance at 31 December 2010 (audited) (3.3) (67.3)
Total comprehensive income (4.2) 0.2
Issue of shares under employee share scheme
Share scheme charges for the year
Dividends paid to non-controlling shareholders
Reclassification
Contribution paid to Mondi share incentive scheme
Balance at 30 June 2011 (unaudited) (7.5) (67.1)
Total
attributable to
equity holders
Accumulated of Mpact
loss Limited
Rm Rm
Balance 1 January 2010 (97.2) 73.6
Total comprehensive income (31.5) (19.5)
Issue of shares under employee share scheme 1.8 -
Share scheme charges for the year 3.3
Dividends paid to non-controlling shareholders -
Reclassification 0.3 -
Contribution paid to Mondi share incentive scheme (2.4)
Balance at 30 June 2010 (unaudited) (126.6) 55.0
Total comprehensive income 68.3 49.2
Share scheme charges for the year 3.8
Dividends paid to non-controlling shareholders -
Contribution paid to Mondi share incentive scheme (0.1)
Balance at 31
December 2010 (audited) (58.3) 107.9
Total comprehensive income 1.7 0.4
Issue of shares under employee share scheme 0.6 -
Share scheme charges for the year 3.8
Dividends paid to non-controlling shareholders -
Reclassification 0.4 -
Contribution paid to Mondi share incentive scheme (6.4)
Balance at 30 June 2011 (unaudited) (55.6) 105.7
Non-
controlling Total
interests Equity
Rm Rm
Balance 1 January 2010 62.5 136.1
Total comprehensive income 6.4 (13.1)
Issue of shares under employee share scheme -
Share scheme charges for the year 3.3
Dividends paid to non-controlling shareholders (1.7) (1.7)
Reclassification -
Contribution paid to Mondi share incentive scheme (2.4)
Balance at 30 June 2010 (unaudited) 67.2 122.2
Total comprehensive income 6.3 55.5
Share scheme charges for the year 3.8
Dividends paid to non-controlling shareholders (0.3) (0.3)
Contribution paid to Mondi share incentive scheme (0.1)
Balance at 31
December 2010 (audited) 73.2 181.1
Total comprehensive income 4.5 4.9
Issue of shares under employee share scheme -
Share scheme charges for the year 3.8
Dividends paid to non-controlling shareholders (0 3) (0.3)
Reclassification -
Contribution paid to Mondi share incentive scheme (6.4)
Balance at 30 June 2011 (unaudited) 77.4 183.1
Other reserves consist of the option to equity holder reserves, revaluation
reserves and foreign currency translation reserves.
Notes
1. Basis of preparation
This unaudited interim report has been prepared using accounting policies
compliant with International Financial Reporting Standards (IFRS), the AC500
standards as issued by the Accounting Practices Board and is in compliance
with IAS 34: Interim Financial Reporting, the JSE Limited's listing
requirements and the South African Companies Act. The accounting polices and
methods of computation used are consistent with those applied in the
preparation of the annual financial statements for the year ended 31 December
2010, except where the group has adopted new or revised accounting standards
and interpretations of those standards.
The preparation of these condensed consolidated unaudited interim financial
results for the half-year ended 30 June 2011 was supervised by the Chief
Financial Officer, Mr EL Leong CA(SA).
2. Accounting policies
The accounting polices and methods of computation used are consistent with
those applied in the preparation of the annual financial statements for the
year ended 31 December 2010.
The following new or revised accounting standards and interpretations, which
had no impact on the Group, were adopted in the current period:
- IAS 24 : Related Party disclosure.
- IAS 32 : Financial Instrument presentation.
- IFRIC 14 : IAS 19 - The limit on a Deferred Benefit Asset,
Minimum Funding Requirements and their Interaction.
November 2009 amendments with respect to voluntary prepaid
contributions.
- IFRIC 19 : Extinguishing Financial Liabilities with Equity Instruments
3. Seasonality
The Group's operating results from normal trading activities for the second
half are historically better than those from the first half.
(Unaudited) (Unaudited) (Audited)
Six months ended Six months ended Year ended
30 June 2011 30 June 2010 31 December 2010
Rm Rm Rm
4. Group segment analysis
Revenue
Paper 2 169.4 2 122.3 4 428.3
Plastics 714.5 618.8 1 309.9
Corporate and other
business * 131.8 236.2 542.0
3 015.7 2 977.3 6 280.2
Less: Inter-segment revenue (9.4) (8.8) (21.5)
Total revenue 3 006.3 2 968.5 6 258.7
Operating profit
Paper 244.6 216.8 526.0
Plastics 29.5 24.9 85.1
Corporate and other business *(81.8) (70.8) (132.1)
Total operating profit 192.3 170.9 479.0
Share of associates
profit / (loss) 1.6 (0.2) 3.4
Net finance costs (184.8) (198.5) (386.5)
Profit / (loss) before tax 9.1 (27.8) 95.9
Special items per
segment (included
in operating profit)
Paper - - 0.7
Plastics - 4.8 5.6
Corporate and other business 5.4 - -
Total special items 5.4 4.8 6.3
Assets
Paper 2 712.7 2 626.7 2 577.3
Plastics 1 078.1 984.8 1 028.0
Corporate and other
business 1 542.2 1 770.6 1 651.2
Total assets 5 333.0 5 382.1 5 256.5
* includes Paperlink its paper merchant division.
includes Paperlink its paper merchant division, goodwill and other intangible
assets.
5. Operating profit
Included in operating
profit are:
Amortisation of
intangible assets 12.0 20.7 41.4
Depreciation 145.9 135.7 278.1
6. Special items
Asset impairments - 4.8 6.3
Listing transaction costs 5.4 - -
5.4 4.8 6.3
7. Finance costs
Bank and other borrowings 191.1 207.9 416.3
Defined benefit arrangements 9.6 9.2 18.3
200.7 217.1 434.6
8. Pro forma
earnings/(loss) per share
and headline earnings
(loss) per share
Basic earnings/(loss) per
share (cents)
basic 1.0 (19.2) 22.4
diluted 1.0 (19.2) 22.4
Headline earnings/(loss)
per share (cents)
basic 0.8 (18.4) 23.1
diluted 0.8 (18.4) 23.1
The calculation of basic EPS and HEPS has been based on the profit for the
reported period, as shown below, and on 164,046,476 ordinary shares, which
represents the aggregate number of shares that were listed on 11 July 2011.
The Group was not a stand-alone entity prior to the demerger date. The number
of shares in issue has therefore been retrospectively applied to the
comparative period, so that meaningful comparison can be made.
The calculation of headlines earnings, based on basic earnings is as follows:
Rm Rm Rm
Basic earnings/(loss)
attributable to equity
holders of Mpact Limited 1.7 (31.5) 36.8
Asset impairments - 4.8 6.3
Profit on disposal of
property, plant and equipment
and intangible assets (0.5) (1.0) (1.6)
Related non-controlling
interests - (1.3) (1.4)
Related tax 0.1 (1.1) (2.2)
Headline earnings/(loss)
attributable to
equity holders of
Mpact Limited 1.3 (30.1) 37.9
Number of ordinary
shares
Number of shares in
issue * 164,046,476 164,046,476 164,046,476
Weighted average
number of shares used
for basic earnings per
share calculation 164,046,476 164,046,476 164,046,476
Weighted average
number of shares used
for diluted earnings
per share calculation 164,046,476 164,046,476 164,046,476
* The number of ordinary shares has been retrospectively restated, to
represents the aggregate number of shares in issue at listing date.
9. Dividend per share (cents)
No interim dividend is proposed.
10. Stated capital/Share capital and premium
Ordinary
Balance at beginning of period
(1 January 2010:159 950 shares
of R0.001 each) (1 January
2011:159 950 shares of
R0.001 each) - - -
Conversion to shares of no
par value 244.3 - -
Balance at end of period
(30 June 2011:23 192 750
shares with no par value)
(30 June 2010 and 31
December 2010:159 950 shares
of R0.01 each) 244.3 - -
Share premium - 244.3 244.3
Balance at beginning of
the period 244.3 244.3 244.3
Conversion to shares of
no par value (244.3) - -
Total issued stated
capital/share
capital and premium 244.3 244.3 244.3
By special resolution passed on 28 April 2011 the share capital of Mpact was
altered by: (a) increasing the authorised share capital from 1 000 000 shares
of R0.001 each to 1 500 000 ordinary shares of R0.001 each; (b) sub-dividing
all authorised shares from 1 500 000 ordinary shares of R0.001 each into 217
500 000 ordinary shares of R0.0000069 each (c) sub-dividing all issued shares
from 159 950 ordinary shares of R0.001 each into 23 192 750 ordinary shares of
R0.0000069 each; (d) converting all issued and authorised ordinary shares in
the company with a par value of R0.0000069 each into ordinary shares of no par
value.
(Unaudited) (Unaudited) (Audited)
Six months ended Six months ended Year ended
30 June 2011 30 June 2010 31 December 2010
Rm Rm Rm
11. Borrowings
- Bank borrowings* 1 014.7 1 143.8 1 078.3
- Shareholder loans 2 740.8 2 598.4 2 490.5
- Finance lease liability 22.4 24.0 21.0
Long-term borrowings 3 777.9 3 766.2 3 589.8
Short-term borrowings
and short-term portion
of long-term borrowings 142.8 149.2 151.5
Total borrowings 3 920.7 3 915.4 3 741.3
* Comprises bullet and term loans.
Mezzanine and other loans.
The company's borrowing powers are not restricted.
In July 2011, the company restructured its debt, refer to note 17.
12. Disposal of businesses
Pursuant to a written sale of business agreement between Mondi Limited and the
Company, dated 30 March 2011, the Company disposed of Paperlink,its paper
merchant division, to Mondi Limited, as a going concern, with effect from 1
April 2011, for a consideration of R93 million, payable in cash. The
consideration paid for the business was the value of the assets sold less the
value of the liabilities assumed by Mondi Limited.
13. Commitments
- Contracted capital
commitments 63.1 131.2 143.9
- Approved capital commitments 79.7 29.1 34.2
Capital commitments 142.8 160.3 178.1
These commitments will be met from existing cash resources and borrowing
facilities available to the Group.
14. Contingent liabilities
Loans and guarantees 13.0 7.3 13.2
There has been no change in the status of the contingent liabilities referred
to in the pre-listing statement issued on 31 May 2011.
15. Asset value per share
Asset value per share is disclosed in accordance with the JSE Listing
Requirements. Net asset value per share is defined as net assets divided by
the number of ordinary share in issue as at 30 June 2011(retrospectively
applied to the net assets of the comparative balance sheet). The number of
ordinary shares has been retrospectively restated to represent the aggregate
number of shares at listing date, 11 July 2011.
Net asset value per
share (cents) 111.6 74.5 110.4
16. Related parties
The Group has a related party relationship with its associates and joint
ventures. Transactions between the Company and its respective subsidiaries,
which are related parties have been eliminated on consolidation and are not
disclosed in this note.
The Group and its subsidiaries, in the ordinary course of business, enter into
various sales, purchase and services transactions with joint ventures and
associates and others in which the Group has a material interest. These
transactions are under terms that are no less favourable than those arranged
with third parties.These transactions in total are not significant.
There have been no significant changes to the related parties referred to in
the pre-listing statement issued on 31 May 2011.
17. Post-balance sheet events
The following post-balance sheet events occured that have no impact on the
Group's reported financial position as at 30 June 2011:
With effect from 1 July 2011, the Company sold a 25% stake in its Recycling
business to Mondi Limited.
On 5 July 2011 the Company received an equity injection and its debt was
restructured. The Company drew down R1,790 million on its new banking
facilities and issued an additional 140,853,726 ordinary shares for a
consideration of R2,089.8 million. Funds were then applied to repay its old
bank borrowings of R1,143.8 million, Mondi Limited loans amounting to R2,664.9
million and Shanduka loan of R168.4 million.
On 11 July 2011, Mpact Limited listed on the Johannesburg Stock Exchange.
It is estimated that a further cost of R43 million will be incurred in
respect of the demerger and listing transaction in the second half of 2011.
Directors:
Non-Executive: AJ Phillips (Chairman), NP Dongwana, NB Langa-Royds, TDA Ross,
AM Thompson Executive: BW Strong (Chief executive officer), EL Leong
(Chief financial officer)
Company secretary: WR Somerville
Registered office:
4th Floor, No.3 Melrose Boulevard, Melrose Arch, 2196
(Postnet Suite #179, Private Bag X1, Melrose Arch, 2076)
Transfer secretaries:
Link Market Services South Africa (Proprietary) Limited
13th Floor, Rennie House, 19 Ameshoff Street, Braamfontein, 2001
(PO Box 4844, Johannesburg, 2000, South Africa)
Sponsors:
Rand Merchant Bank (a division of FirstRand Bank Limited)
1 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton, 2196
(PO Box 786273, Sandton, 2146)
Disclaimer
This document including, without limitation, those statements concerning the
demand outlook, expansion projects and its capital resources and expenditure,
contain certain forward-looking views. By their nature, forward-looking
statements involve risk and uncertainty and although Mpact believes that the
expectations reflected in such forward-looking statements are reasonable, no
assurance can be given that such expectations will prove to have been correct.
Accordingly, results could differ materially from those set out in the forward-
looking statements as a result of, among other factors, changes in economic
and market conditions, success of business and operating initiatives, changes
in the regulatory environment and other government action and business and
operational risk management. While Mpact takes reasonable care to ensure the
accuracy of the information presented, Mpact accepts no responsibility for any
consequential, indirect, special or incidental damages, whether foreseeable or
unforeseeable, based on claims arising out of misrepresentation or negligence
arising in connection with a forward-looking statement. This document is not
intended to contain any profit forecasts or profit estimates.
Date: 11/08/2011 08:00:01 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.28 July 2011 - 5:22 pm
MPT - Mpact Limited - Further information in respect of MPACT'S interim
MPT
MPT - Mpact Limited - Further information in respect of MPACT'S interim
financial results
Mpact Limited
(Incorporated in the Republic of South Africa)
(Registration number 2004/025229/06)
JSE share code: MPT ISIN: ZAE000156501
("Mpact" or "the Company")
FURTHER INFORMATION IN RESPECT OF MPACT'S INTERIM FINANCIAL RESULTS
The Mondi Group interim results for the first six months ended 30 June 2011,
which were announced today, included Mpact financial information as a
discontinued operation in terms of International Financial Reporting Standards.
Shareholders are advised that the disclosure in the Mondi interim results of
Mpact's financial information is on a consolidated basis, therefore including
intergroup eliminations and consolidation adjustments.
Mpact's interim financial results, to be announced on 11 August 2011, will
reflect the business on a stand-alone basis and will not include the same
intergroup eliminations and consolidation adjustments.
The recapitalisation of Mpact, as described in the pre-listing statement, was
effected on 5 July 2011, and hence the effects of the recapitalisation are not
reflected in the results announced by the Mondi Group.
Shareholders are further referred to the trading statement released on SENS
today, 28 July 2011.
Melrose Arch
28 July 2011
Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)
Date: 28/07/2011 17:22:01 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or
implicitly, represent, warrant or in any way guarantee the truth, accuracy or
completeness of the information published on SENS. The JSE, their officers,
employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature,
howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.