Wrap Text
Reviewed preliminary condensed consolidated financial results for the year ended 31 December 2018
BRIMSTONE INVESTMENT CORPORATION LIMITED
ISIN Number: ZAE000015277 | Share Code: BRT
ISIN Number: ZAE000015285 | Share Code: BRN
Company Registration Number: 1995/010442/06 (Incorporated in the Republic of
South Africa)
("Brimstone" or "the Company" or "the Group")
REVIEWED PRELIMINARY CONDENSED
CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2018
SIGNIFICANT EVENTS
- Total assets exceeds R10 billion for the first time
- R112 million increase in equity accounted earnings
- Tiger Brands transaction matures and successfully realised
- Upward revaluation of Phuthuma Nathi by R171 million
- Downward revaluation of Life Healthcare, Equites and STADIO by
R311 million
- Sea Harvest's acquisition of Viking Fishing and Aquaculture concluded
on 2 July 2018 and contributed positively to Group results
- Loss making subsidiary Lion of Africa Insurance Company placed into
run-off
- Sea Harvest's R573 million acquisition of Ladismith Cheese concluded
on 2 January 2019
- Dividend of 45 cents per share (2017: 42 cents per share)
COMMENTARY
The Group reported a profit for the year of R71.3 million compared to a
profit of R147.1 million in the prior year. The decline in profitability is
mainly due to the downward revaluation of listed investments and an
increased loss from subsidiary Lion of Africa Insurance Company, which was
partially offset by an increase in equity accounted earnings.
Intrinsic gross asset value decreased to R7.4 billion from R8.7 billion at
31 December 2017. Intrinsic net asset value decreased to R3.9 billion from
R4.3 billion at 31 December 2017.
Brimstone Portfolio
SUBSIDIARIES
Sea Harvest (50.6%)1
Sea Harvest delivered headline earnings for the year ended 31 December 2018
of R278 million, an increase of 18% compared to the same period last year
(2017: R235 million), after absorbing transaction costs relating to the
Viking acquisition and once-off restructuring costs. Revenue for the year
increased by 21% to R2.58 billion (2017: R2.13 billion), benefiting from the
inclusion of Viking Fishing and Viking Aquaculture for the six months post
acquisition, which offset the lower revenue from Mareterram due to lower
than historical average prawn catch volumes. Sea Harvest delivered gross
profit of R908 million (2017: R717 million) and gross profit margin expanded
to 35.2% (2017: 33.6%), benefiting from the inclusion of Viking earnings and
the introduction of a new freezer trawler, the Harvest Mzansi, to the fleet,
whose product is targeted towards the more profitable export market.
Operating profit of R389 million for the period was 16% higher than last
year (2017: R334 million), and operating profit margin was stable at 15%
(2017: 15.7%). Sea Harvest has declared a full and final cash dividend of 40
cents per ordinary share in respect of the year ended 31 December 2018, a
29% increase on the dividend of 31 cents per share for the year ended 31
December 2017. The company's strategy is focused on driving earnings growth
through margin enhancing investments within its existing operations, as well
as through strategic acquisitions in both South Africa and Australia, whilst
driving transformation within the fishing industries and positively
impacting the communities it serves. Sea Harvest has proudly achieved Level
1 B-BBEE contributor status and has been rated as the most transformed
company on the JSE within the Fishing and Food sectors.
Lion of Africa Insurance Company (Lion of Africa) (100%)
Lion of Africa once again experienced a difficult year and, consequently,
announced its shareholder's intention to run-off the business on 13 November
2018. Lion of Africa reported a net loss of R132.2 million compared to a
loss of R94.7 million in the prior year. These losses were mainly
attributable to larger than anticipated claims experienced notably in the
Property, Liability and Motor classes of business. These claims have
resulted in the gross loss ratio of 93.6% compared to 74.3% in the prior
year. These losses include costs and provisions required to account for a
business that is in run-off.
House of Monatic (Monatic) (100%)
Revenue decreased by 9% to R157.9 million (2017: R174.4 million) and a loss
of R44.1 million (2017: R14.4 million loss) was reported. Continued tough
trading conditions affected all revenue streams, but had a significant
impact on Monatic's own retail and turnover from chain stores. A largely
fixed overhead structure had to be maintained throughout the year while
production was only at 85% of capacity, further contributing to the loss.
Monatic is in the process of right-sizing the business.
ASSOCIATES AND JOINT VENTURES
Oceana (17%)1
Brimstone holds 23 million shares in Oceana with a market value of R1.7
billion. Oceana's share price closed at R73.88 per share, down from R85.00
per share at 31 December 2017. Brimstone received dividends of R25.8 million
(2017: R20.7 million) from Oceana during the year under review and
recognised R140.8 million (2017: R65.7 million) in equity accounted earnings
based on Oceana's reported full year earnings to 30 September 2018.
Aon Re Africa (18%)
Aon Re Africa is a leading reinsurance broker licensed and operating in
South Africa and the rest of Africa. Brimstone recorded R10.7 million (2017:
R3.7 million) in equity accounted earnings after receiving a dividend of
R8.5 million (2017: R5.6 million) from Aon Re Africa during the year under
review.
1. Treasury shares have been included in the calculation of the percentage
interest held.
South African Enterprise Development (SAED) (25%)
SAED is an investment vehicle providing equity growth capital to high
potential small and medium sized enterprises. Its interests include stakes
in High Duty Castings (33.3%), Tombake Holdings (32.6%), Decision Inc.
Holdings (25.3%), ASG Holdings (47%), ZAR X (29.5%), Allergy Free Kitchen
(32.5%) and Dough Re Mi (35%). SAED contributed R15.4 million (2017: R5.9
million) in equity accounted earnings to Brimstone over the period.
Brimstone received a dividend of R1.5 million (2017: R6.3 million) from SAED
during the year under review.
Vuna Fishing Company (Vuna) (49.8%)
Vuna is a fully integrated fishing business, fishing for Cape hake, sole,
monkfish, kingklip and other by-catch species and the processing and packing
thereof in order to provide value-added chilled and frozen food products to
foodservice customers throughout South Africa and abroad. Vuna contributed
R0.6 million (2017: R4.8 million) in equity accounted earnings during the
year under review.
Milpark Education (Milpark) (12.8%)
Milpark is a private provider of higher management education. Milpark
contributed R3.2 million in equity accounted earnings during the year under
review.
Obsidian Health (Obsidian) (25.07%)
Obsidian is a distributor of medical equipment, medical consumables and
pharmaceutical products. Brimstone received a dividend of R5.5 million from
Obsidian during the year under review.
INVESTMENTS
Equites (7.7%)
Equites' share price closed at R19.36 per share at 31 December 2018, down
from R21.00 per share at 31 December 2017. The investment was revalued
downwards by R57.2 million to R676 million at year end. Brimstone received a
dividend of R45.7 million (2017: R40.8 million) from Equites during the year
under review.
FPG Property Fund (9.9%)
Brimstone acquired 10% of FPG Property Fund, a Cape-based black-owned and
managed unlisted property fund with a portfolio of properties catering for
the retail, industrial and office sectors for a consideration of R131.7
million. The investment was revalued upwards by R16.4 million to R148.1
million at year end. Brimstone received a dividend of R1.6 million from FPG
Property Fund during the year under review.
Life Healthcare (3.4%)
Life Healthcare's share price closed at R26.40 per share at 31 December
2018, down from R27.75 per share at 31 December 2017. Brimstone disposed of
15.3 million Life Healthcare shares for an aggregate consideration of R409.1
million during the year under review. The investment was revalued downwards
by R82.9 million to R1.3 billion at year end. Brimstone received dividends
of R43.5 million (2017: R52.8 million) from Life Healthcare during the year
under review.
MTN Zakhele Futhi (1.5%)
Brimstone holds rights to 1.8 million MTN Zakhele Futhi shares which are
accounted for as options. The independently calculated option valuation was
based on a MTN Group closing share price of R89.00 per share, down from
R136.60 per share at 31 December 2017. The investment was revalued downwards
by R33.2 million to R37.4 million.
Phuthuma Nathi (7%)
The Phuthuma Nathi 1 shares and Phuthuma Nathi 2 shares closed at R135.00
and R136.00 per share at 31 December 2018 (R99.90 and R98.00 per share at 31
December 2017) respectively. The investment was revalued upwards by R171.3
million to R641.4 million. Brimstone received a dividend of R92.7 million
(2017: R91.3 million) from Phuthuma Nathi during the year under review.
Stadio (5.3%)
STADIO's share price closed at R3.49 per share, down from R8.05 per share at
31 December 2017. The investment was revalued downwards by R170.8 million to
R152 million.
INTRINSIC NET ASSET VALUE (INAV)
INAV at 31 December 2018 calculated on a line-by-line basis, totalled R3.90
billion, or R16.15 per share (31 December 2017: R4.32 billion or R18.01 per
share), representing a decrease of 9.72% from 2017 (a decrease of 10.33% on
a per share basis). As at 31 December 2018, Brimstone Ordinary shares were
trading at a discount of 35.0% to INAV (31 December 2017: 27.8%) and "N"
Ordinary shares traded at a discount of 41.2% to INAV (31 December 2017:
37.5%). The analysis of INAV is available on the Company's website at
www.brimstone.co.za.
The INAV information presented in this report has been prepared on a basis
consistent with that used in the integrated report for the year ended 31
December 2017.
DIVIDEND DECLARED
Brimstone's board has declared a final dividend of 45 cents per share for
the year ended 31 December 2018 (2017: 42 cents per share) payable on
23 April 2019. The final dividend has been declared out of income reserves.
In compliance with the requirements of Strate, the Company has determined
the following salient dates for the payment of the final dividend:
Last day to trade cum dividend Monday, 15 April 2019
Shares commence trading ex dividend Tuesday, 16 April 2019
Record date Thursday, 18 April 2019
Payment date Tuesday, 23 April 2019
Shares may not be rematerialised or dematerialised from Tuesday, 16 April
2019 to Thursday, 18 April 2019, both days inclusive.
The final dividend is subject to Dividends Withholding Tax (DWT) at 20%. The
net local dividend amount is 36 cents per share for shareholders liable to
pay DWT and 45 cents per share for shareholders exempt from paying DWT.
The number of Brimstone Ordinary and "N" Ordinary shares eligible for the
final dividend at the date of this declaration is 39 874 146 and 207 650 175
respectively (this excludes 11 908 000 "N" Ordinary shares held by The
Brimstone Black Executives Investment Trust and The Brimstone General Staff
Investment Trust which are not eligible to receive dividends) and the
Company's tax reference number is 9397002719.
CHANGES TO THE BOARD OF DIRECTORS
Mrs T Moodley was appointed as an executive director of Brimstone with
effect from 10 May 2018.
PROSPECTS
The Group is defined by bona fide empowerment credentials, and its long-term
ability to enhance NAV and pay dividends. The Group will continue to
maintain its positive long-term view on its investments and pursue value
accreting opportunities.
F Robertson MA Brey
Executive Chairman Chief Executive Officer
11 March 2019
DIRECTORATE AND ADMINISTRATION
Registered office: Boundary Terraces, 1 Mariendahl Lane, Newlands 7700,
Cape Town
Transfer Secretaries: Computershare Investor Services (Pty) Ltd, Rosebank
Towers, 15 Biermann Avenue, Rosebank, 2196
Sponsor: Nedbank CIB, 135 Rivonia Road, Sandton 2196
Directorate: F Robertson (Executive Chairman)*, MA Brey (Chief Executive
Officer)*, GG Fortuin (Financial)*, MI Khan (Chief Operating Officer)*,
T Moodley*, PL Campher (Lead Independent), M Hewu, N Khan, KR Moloko,
MK Ndebele, LA Parker, FD Roman *Executive
Company Secretary: T Moodley
Website: www.brimstone.co.za
E-mail: info@brimstone.co.za
INDEPENDENT AUDITOR'S REVIEW REPORT ON CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
To the shareholders of Brimstone Investment Corporation Limited
We have reviewed the condensed consolidated financial statements of
Brimstone Investment Corporation Limited, contained in the accompanying
preliminary report, which comprise the condensed consolidated statement of
financial position as at 31 December 2018 and the condensed consolidated
statement of profit or loss, other comprehensive income, changes in equity
and cash flows for the year then ended, and selected explanatory notes.
Directors' Responsibility for the Condensed Consolidated Financial
Statements
The directors are responsible for the preparation and presentation of these
condensed consolidated financial statements in accordance with the
requirements of the JSE Limited Listings Requirements for preliminary
reports, as set out in note 1 to the financial statements, and the
requirements of the Companies Act of South Africa, and for such internal
control as the directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due
to fraud or error.
The Listings Requirements require condensed consolidated financial
statements contained in a preliminary report to be prepared in accordance
with the framework concepts and the measurement and recognition requirements
of International Financial Reporting Standards (IFRS), the SAICA Financial
Reporting Guides as issued by the Accounting Practices Committee and
Financial Pronouncements as issued by Financial Reporting Standards Council
and to also, as a minimum, contain the information required by International
Accounting Standard (IAS) 34, Interim Financial Reporting.
Auditor's Responsibility
Our responsibility is to express a conclusion on these financial statements.
We conducted our review in accordance with International Standard on Review
Engagements (ISRE) 2410, which applies to a review of historical information
performed by the independent auditor of the entity. ISRE 2410 requires us to
conclude whether anything has come to our attention that causes us to
believe that the financial statements are not prepared in all material
respects in accordance with the applicable financial reporting framework.
This standard also requires us to comply with relevant ethical requirements.
A review of financial statements in accordance with ISRE 2410 is a limited
assurance engagement. We perform procedures, primarily consisting of making
inquiries of management and others within the entity, as appropriate, and
applying analytical procedures, and evaluate the evidence obtained. The
procedures performed in a review are substantially less than those performed
in an audit conducted in accordance with International Standards on
Auditing. Accordingly we do not express an audit opinion on these financial
statements.
Conclusion
Based on our review, nothing has come to our attention that causes us to
believe that the condensed consolidated financial statements of Brimstone
Investment Corporation Limited for the year ended 31 December 2018 are not
prepared, in all material respects, in accordance with the requirements of
the JSE Limited Listings Requirements for preliminary reports, as set out in
note 1 to the financial statements, and the requirements of the Companies
Act of South Africa.
Deloitte & Touche
Registered Auditor
Per: MA van Wyk
Partner
11 March 2019
97 Dorp Street
Stellenbosch
7600
South Africa
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS
for the year ended 31 December 2018
Reviewed Audited
Year ended Year ended
31 December 31 December
R'000 2018 2017
Revenue 3 376 655 2 783 431
Sales and fee income 3 137 288 2 560 328
Dividends received 239 367 223 103
Operating expenses (2 988 096) (2 408 978)
Operating profit 388 559 374 453
Fair value (losses)/gains (177 599) 71 359
Other investment losses (43 440) -
Share of profits of associates and joint ventures 170 479 58 116
Profit before net finance costs 337 999 503 928
Income from investments 79 297 48 942
Finance costs (378 146) (290 506)
Net profit before taxation 39 150 262 364
Taxation 32 173 (115 290)
Profit for the year 71 323 147 074
(Loss)/profit attributable to:
Equity holders of the parent (78 505) 45 958
Non-controlling interests 149 828 101 116
71 323 147 074
(Loss)/earnings per share (cents)
Basic (32.4) 19.1
Diluted (32.4) 18.6
CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME
for the year ended 31 December 2018
Reviewed Audited
Year ended Year ended
31 December 31 December
R'000 2018 2017
Profit for the year 71 323 147 074
Other comprehensive income/(loss), net of tax 45 917 (49 607)
Items that may be reclassified subsequently
to profit or loss
Cash flow hedges
- (Loss)/profit arising during the year (23 955) 27 118
- Recycled to operating expenses 20 614 (47 342)
Cost of hedging reserve
- Loss arising during the year(1) (27 194) -
Foreign currency translation
- Profit/(loss) arising during the year 22 275 (11 573)
Share of non-distributable reserves of associates 52 222 (28 553)
Revaluation of available-for-sale asset
- Gain arising during the year - 12 368
Items that will not be reclassified subsequently
to profit or loss
Measurement of defined benefit plans 2 149 1 625
Share of non-distributable reserves of associates (194) (3 250)
Total comprehensive income for the year 117 240 97 467
Total comprehensive (loss)/income attributable to:
Equity holders of the parent (31 826) 6 425
Non-controlling interests 149 066 91 042
117 240 97 467
1. As a result of adopting IFRS9: Financial Instruments, the Group has
elected to designate the spot element of forward contracts as the
hedging instrument with the forward element of effective hedges
deferred in other comprehensive income as the cost of hedging.
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
at 31 December 2018
Reviewed Audited
Year ended Year ended
31 December 31 December
R'000 2018 2017
ASSETS
Non-current assets 7 949 448 6 535 734
Property, plant, equipment and vehicles 1 693 151 915 799
Biological assets 107 646 -
Investment properties - 80 884
Goodwill 621 549 96 360
Intangible assets 618 356 494 206
Investments in associate companies and joint
ventures 1 526 126 1 208 196
Investments 3 050 590 3 630 102
Loans and receivables 8 130 6 110
Loans to supplier partners 72 182 1 959
Deferred taxation 169 173 29 838
Insurance assets 49 783 47 455
Other financial assets 32 762 24 825
Current assets 2 874 877 2 649 370
Inventories 488 359 404 976
Trade and other receivables 897 506 615 164
Insurance assets 441 139 355 833
Other financial assets 994 41 896
Taxation 21 416 6 827
Investments - 444 457
Cash and cash equivalents 1 025 463 780 217
Non-current assets classified as held for sale 72 226 -
TOTAL ASSETS 10 896 551 9 185 104
EQUITY AND LIABILITIES
Capital and reserves 3 867 250 3 561 722
Share capital 42 41
Capital reserves 364 189 307 630
Revaluation reserves 18 926 19 592
Cash flow hedging reserve 10 558 11 987
Cost of hedging reserve (14 596) -
Foreign currency translation reserve (10 280) (21 315)
Changes in ownership 660 945 579 857
Retained earnings 1 683 660 1 884 210
Attributable to equity holders of the parent 2 713 444 2 782 002
Non-controlling interests 1 153 806 779 720
Non-current liabilities 4 660 904 3 491 320
Long-term borrowings 3 616 233 2 671 147
Long-term provisions 25 229 26 342
Contingent consideration 121 910 -
Deferred grant income 20 026 12 109
Other financial liabilities 44 768 61 223
Insurance liabilities 92 667 82 406
Share-based payment liability 27 626 18 789
Deferred taxation 712 445 619 304
Current liabilities 2 368 397 2 132 062
Short-term borrowings 722 270 774 659
Bank overdrafts 82 642 104 731
Trade payables 536 222 470 521
Other payables 134 828 82 356
Deferred grant income - 1 505
Insurance liabilities 812 084 579 190
Other financial liabilities 37 027 69 165
Short-term provisions 42 155 38 291
Taxation 1 169 11 644
TOTAL EQUITY AND LIABILITIES 10 896 551 9 185 104
NAV per share (cents) 1 123.8 1 160.3
Shares in issue at end of year (000's) 241 446 239 767
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 December 2018
Reviewed Audited
Year ended Year ended
31 December 31 December
R'000 2018 2017
Operating activities
Net attributable profit 71 323 147 074
Adjustments for non-cash items 206 259 101 235
Operating cash flows before movements in
working capital 277 582 248 309
Decrease/(increase) in inventories 15 485 (21 890)
Increase in trade and other receivables (166 256) (56 945)
Increase in trade and other payables 61 503 55 741
Net (increase)/decrease in insurance assets (87 634) 49 046
Net increase in insurance liabilities 243 155 56 435
Cash generated from operations 343 835 330 696
Interest received 72 748 48 942
Dividends received from associates and joint ventures 41 221 32 578
Dividends received from other equity investments 198 146 190 525
Income taxes paid (123 872) (95 447)
Finance costs (376 380) (238 129)
Net cash generated from operating activities 155 698 269 165
Investing activities
Loans and receivables advanced (4 823) (7 833)
Proceeds on disposal of investments 1 013 492 160 105
Proceeds on disposal of property, plant,
equipment and vehicles 76 134 2 855
Biological assets acquired (37 149) -
Acquisition of property, plant, equipment and
vehicles (323 989) (430 870)
Acquisition of investment in subsidiary/business (181 338) -
Acquisition of intangible assets (38 926) (3 687)
Investment property acquired - (51 258)
Acquisition of investments (273 299) (755 827)
Net cash generated from/(utilised in) investing
activities 230 102 (1 086 515)
Financing activities
Dividends paid by company and subsidiaries (108 876) (108 056)
Repayments of borrowings (1 301 721) (480 064)
Loans raised 1 476 119 643 125
Proceeds from other long-term loans 2 320 -
Further investment in subsidiary - (1 479)
Shares repurchased (21 575) (23 851)
Proceeds on issue of trust units/shares - 15 172
Net (repurchase)/issue of shares by subsidiaries (127) 1 253 995
Repayment of other financial liabilities (78 468) (22 253)
Loans made to supplier partners (68 001) -
Share of distribution made by special purpose
entities (11 593) (248 733)
Units/shares repurchased (6 584) (5 699)
(Decrease)/increase in bank overdrafts (22 089) 80 341
Net cash (used in)/generated from financing
activities (140 595) 1 102 498
Net increase in cash and cash equivalents 245 205 285 148
Cash and cash equivalents at beginning of year 780 217 495 082
Foreign exchange differences 41 (13)
Cash and cash equivalents at end of year
Bank balances and cash 1 025 463 780 217
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2018
R'000 Share Capital Revaluation
capital reserves reserves
Group
Balance at 1 January 2017 (audited) 41 380 181 14 143
Attributable profit for the year ended
31 December 2017 - - -
Other comprehensive income/(loss) - (30 730) 12 368
Total comprehensive income/(loss) - (30 730) 12 368
Recognition of share-based payments - 32 074 -
Amount reclassified to share options reserve - - -
Dividend paid - - -
Recognition of forfeitable share plan
reserves (treasury shares) - (78 396) -
Recognition of change in value of
share-based payment liability directly
in equity - (5 613) -
Transfer to share-based payment
liability (modification) - (19 789) -
Acquisition of non-controlling interest
in subsidiary - - -
Share of distribution made by associate - - -
Disposal of treasury shares by subsidiary - - -
Distributions made to participants of
share trusts and share repurchase - - -
Shares issued by subsidiaries - 20 885 (6 919)
Issue of share capital - 38 568 -
Repurchase of trust units - (5 699) -
Treasury shares acquired - (23 851) -
Change in investment in subsidiary - - -
Balance at 31 December 2017 (audited) 41 307 630 19 592
Attributable (loss)/profit for the year
ended 31 December 2018 - - -
Other comprehensive income/(loss) - 53 399 -
Total comprehensive income/(loss) - 53 399 -
Recognition of share-based payments - 36 672 -
Dividend paid 1 36 855 -
Recognition of forfeitable share plan
reserves (treasury shares) - (32 412) -
Recognition of change in value of
share-based payment liability
directly in equity - (11 618) -
Non-controlling interest at acquisition
of a subsidiary - - -
Distributions made to participants
of share trusts and share repurchase - - -
Shares issued by subsidiaries - 1 822 (666)
Repurchase of trust units - (6 584) -
Treasury shares acquired - (21 575) -
Balance at 31 December 2018 (reviewed) 42 364 189 18 926
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)
for the year ended 31 December 2018
R'000 Foreign
Cash flow Cost of currency Changes
hedging hedging translation in
reserve reserve reserve ownership
Group
Balance at
1 January 2017
(audited) 32 534 - (29 119) (163 938)
Attributable profit
for the year ended
31 December 2017 - - - -
Other comprehensive
income/(loss) (7 869) - (13 302) -
Total comprehensive
income/(loss) (7 869) - (13 302) -
Recognition of
share-based payments - - - -
Amount reclassified to
share options reserve - - - -
Dividend paid - - - -
Recognition of forfeitable
share plan reserves
(treasury shares) - - - -
Recognition of change
in value of share-based
payment liability directly
in equity - - - -
Transfer to share-based
payment liability
(modification) - - - -
Acquisition of non-controlling
interest in subsidiary - - - (399)
Share of distribution made by
associate - - - -
Disposal of treasury shares
by subsidiary - - - -
Distributions made to
participants of share
trusts and share repurchase - - - -
Shares issued by
subsidiaries (12 678) - 21 106 744 024
Issue of share capital - - - -
Repurchase of trust units - - - -
Treasury shares acquired - - - -
Change in investment in
subsidiary - - - 170
Balance at
31 December 2017 (audited) 11 987 - (21 315) 579 857
Attributable (loss)/profit
for the year ended
31 December 2018 - - - -
Other comprehensive
income/(loss) (2 469) (14 596) 10 345 -
Total comprehensive
income/(loss) (2 469) (14 596) 10 345 -
Recognition of share-based
payments - - - -
Dividend paid - - - -
Recognition of forfeitable
share plan reserves
(treasury shares) - - - -
Recognition of change in
value of share-based payment
liability directly in equity - - - -
Non-controlling interest at
acquisition of a subsidiary - - - -
Distributions made to
participants of share trusts
and share repurchase - - - -
Shares issued by
subsidiaries 1 040 - 690 81 088
Repurchase of trust units - - - -
Treasury shares acquired - - - -
Balance at
31 December 2018
(reviewed) 10 558 (14 596) (10 280) 660 945
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)
for the year ended 31 December 2018
R'000 Attributable
to equity
holders Non-
Retained of the controlling
earnings parent interests Total
Group
Balance at
1 January 2017
(audited) 2 193 293 2 427 135 175 252 2 602 387
Attributable
profit for the
year ended
31 December 2017 45 958 45 958 101 116 147 074
Other comprehensive
income/(loss) - (39 533) (10 074) (49 607)
Total comprehensive
income/(loss) 45 958 6 425 91 042 97 467
Recognition of
share-based payments - 32 074 (1 843) 30 231
Amount reclassified
to share options reserve - - - -
Dividend paid (102 743) (102 743) (2 200) (104 943)
Recognition of
forfeitable share
plan reserves
(treasury shares) - (78 396) - (78 396)
Recognition of change
in value of share-based
payment liability directly
in equity - (5 613) (988) (6 601)
Transfer to share-based
payment liability
(modification) - (19 789) - (19 789)
Acquisition of non-controlling
interest in subsidiary - (399) (1 080) (1 479)
Share of distribution
made by associate (23 323) (23 323) - (23 323)
Disposal of treasury
shares by subsidiary - - - -
Distributions made to
participants of share
trusts and share
repurchase (248 733) (248 733) (3 113) (251 846)
Shares issued by
subsidiaries 19 758 786 176 522 820 1 308 996
Issue of share capital - 38 568 - 38 568
Repurchase of trust units - (5 699) - (5 699)
Treasury shares acquired - (23 851) - (23 851)
Change in investment
in subsidiary - 170 (170) -
Balance at
31 December 2017
(audited) 1 884 210 2 782 002 779 720 3 561 722
Attributable
(loss)/profit for
the year ended
31 December 2018 (78 505) (68 505) 149 828 71 323
Other comprehensive
income/(loss) - 46 679 (762) 45 917
Total comprehensive
income/(loss) (78 505) (31 826) 149 066 117 240
Recognition of
share-based payments - 36 672 (9 360) 27 312
Dividend paid (102 415) (65 559) (40 035) (105 594)
Recognition of
forfeitable share
plan reserves
(treasury shares) - (32 412) - (32 412)
Recognition of
change in value of
share-based payment
liability directly
in equity - (11 618) - (11 618)
Non-controlling interest
at acquisition of
a subsidiary - - 71 348 71 348
Distributions made to
participants of share
trusts and share
repurchase (11 593) (11 593) (3 282) (14 875)
Shares issued by
subsidiaries (8 037) 75 937 206 349 282 286
Repurchase of trust units - (6 584) - (6 584)
Treasury shares acquired - (21 575) - (21 575)
Balance at
31 December 2018
(reviewed) 1 683 660 2 713 444 1 153 806 3 867 250
HEADLINE (LOSS)/EARNINGS PER SHARE
Reviewed Audited
Year ended Year ended
31 December 31 December
R'000 2018 2017
Headline (loss)/earnings per share (cents)
Basic (21.1) 11.2
Diluted (21.1) 10.9
Headline (loss)/earnings calculation (R'000)
Net (loss)/profit attributable to equity
holders of the parent (78 505) 45 958
Profit on disposal of property, plant,
equipment and vehicles (2 451) (1 938)
Loss/(gain) on remeasurement of investment
property 22 945 (20 000)
Impairment of intangible asset
and goodwill 13 172 -
Adjustments relating to results of associates (2 276) (2 496)
Total tax effects of adjustments (3 900) 5 433
Headline (loss)/earnings (51 015) 26 957
Weighted average number of shares on which
basic (loss)/earnings and basic headline
(loss)/earnings per share is based (000's)
241 946 240 170
Weighted average number of shares on which diluted
(loss)/earnings and diluted headline (loss)/earnings
per share is based (000's)
241 946 246 566
FURTHER INFORMATION
1. Basis of preparation
The condensed consolidated financial statements for the year ended
31 December 2018 are prepared in accordance with the requirements
of the JSE Limited Listings Requirements for preliminary reports
and the requirements of the Companies Act of South Africa. The
Listings Requirements require preliminary reports to be prepared
in accordance with the framework concepts and the measurement and
recognition requirements of International Financial Reporting
Standards (IFRS) and the SAICA Financial Reporting Guides as issued
by the Accounting Practices Committee and Financial Pronouncements
as issued by Financial Reporting Standards Council and to also, as
a minimum, contain the information required by IAS 34 Interim
Financial Reporting. These condensed consolidated financial
statements for the year ended 31 December 2018 have been reviewed
by Deloitte & Touche, who expressed an unmodified review conclusion.
The directors take full responsibility for the preparation of this
report. The condensed consolidated annual financial statements were
prepared under the supervision of the Financial Director, Geoffrey
George Fortuin CA(SA).
2. Accounting policies
The accounting policies and methods of computation applied in the
preparation of these condensed consolidated financial statements are
in terms of IFRS and are consistent with those applied in the
financial statements for the year ended 31 December 2017, except as
set out below. The Group adopted IFRS 9: Financial Instruments and
IFRS 15: Revenue from Contracts with Customers on 1 January 2018. As
reported in the prior year, the adoption of these standards had an
immaterial impact on the Group. The implementation of IFRS 9
resulted in the reclassification of the "available-for-sale"
investment to an equity instrument irrevocably designated as at fair
value through other comprehensive income. There is no reclassification
of fair value changes on the "available-for-sale" investment as these
are already reported in equity. The adoption of IFRS 15 had no
material impact on the Group.
Reviewed Audited
Year ended Year ended
31 December 31 December
R'000 2018 2017
3. Income from investments
Interest received on bank deposits
and loans to associates and subsidiaries 79 297 48 942
4. Finance costs
Interest on borrowings 164 468 97 002
Interest rate swap 2 041 645
Preference dividends 205 411 190 165
Interest on obligations under instalment
sale agreements - 95
Other 6 226 2 599
378 146 290 506
5. Taxation
Current normal and deferred tax (32 183) 112 678
Dividends tax 10 398
Securities transfer tax - 2 214
(32 173) 115 290
6. Commitments
6.1 Capital commitments
Commitments for the acquisition of
property, plant, equipment and vehicles:
Contracted for 19 632 155 665
Authorised by directors but not
contracted for 122 891 128 691
142 523 284 356
6.2 Lease commitments
Outstanding commitments under non-cancellable
operating leases with a term of more than
one year, which fall due as follows:
Within one year 34 792 28 037
In the second to fifth year inclusive 94 307 42 738
Beyond five years 126 463 1 915
255 562 72 690
7. Segmental information
Information reported to the Group's
operating decision makers for the purpose of
resource allocation and assessment of segment
performance is specifically focused on the
individual entity in which Brimstone has
invested. The Group's reportable segments
under IFRS 8: Operating Segments are therefore
fishing, insurance, clothing and investments.
Investments include investments in associates,
investments at fair value through other
comprehensive income/available-for-sale
investments, investments at fair value
through profit or loss and the Group's
property portfolio.
Segment revenues and results
Segment revenue
Fishing 2 588 144 2 142 632
Insurance 388 801 234 442
Clothing 157 861 174 402
Investments 241 849 231 955
Total revenue 3 376 655 2 783 431
Segment profit/(loss) from operations
Fishing 422 586 333 812
Insurance (152 615) (104 544)
Clothing (22 653) (8 674)
Investments 141 241 153 859
Total profit from operations 388 559 374 453
Fair value (losses)/gains (177 599) 71 359
Other investment losses (43 440) -
Share of profits of associates
and joint ventures 170 479 58 116
Income from investments 79 297 48 942
Finance costs (378 146) (290 506)
Taxation 32 173 (115 290)
Profit for the year 71 323 147 074
R'000
Segment assets and Reviewed Audited
liabilities 31 December 2018 31 December 2017
Segment assets Gross Net Gross Net
Fishing 4 803 721 4 803 721 2 523 049 2 523 049
Insurance 1 097 628 1 097 628 1 001 637 1 001 637
Clothing 142 413 142 413 171 776 171 776
6 043 762 6 043 762 3 696 462 3 696 462
Investments 5 581 876 4 852 789 6 198 870 5 488 642
Intergroup
balances 729 087 - 710 228 -
Other 4 852 789 4 852 789 5 488 642 5 488 642
Total segment
assets 11 625 638 10 896 551 9 895 332 9 185 104
Segment liabilities
Fishing 2 781 918 2 781 918 1 004 416 1 004 416
Insurance 1 504 225 1 139 291 1 275 989 911 055
Clothing 170 281 71 143 155 457 75 178
4 456 424 3 992 352 2 435 862 1 990 649
Investments 3 301 964 3 036 949 3 897 748 3 632 733
Total segment
liabilities 7 758 388 7 029 301 6 333 610 5 623 382
Other segmental information
Depreciation and amortisation
Fishing 116 750 103 065
Insurance 3 150 2 866
Clothing 6 819 7 463
Investments 1 317 1 328
Total segment
depreciation
and amortisation 128 036 114 722
Additions to
non-current assets
Fishing 395 349 371 403
Insurance 1 859 3 177
Clothing 1 127 5 599
Investments 1 729 105 636
Total segment
additions to
non-current assets 400 064 485 815
8. Fair value measurements
This note provides information about how the Group determines fair
values of various financial assets, non-financial assets and
financial liabilities.
Fair value of the Group's financial assets, non-financial assets and
financial liabilities that are measured on a fair value basis on a
recurring basis
Some of the Group's financial assets, non-financial assets and
financial liabilities are measured at fair value at the end of each
financial reporting period. The following table gives information
about how the fair values of these financial assets, non-financial
assets and financial liabilities are determined (in particular, the
valuation technique(s) and inputs used). The directors consider that
the carrying amounts of financial assets and financial liabilities
not measured at fair value on a recurring basis (but fair value
disclosures are required) recognised in the consolidated financial
statements approximate their fair values.
R'000
2018 (Reviewed) Level 1 Level 2 Level 3 Total
Financial assets
at FVTPL*
Derivative financial
assets - 71 142(3) - 71 142
Listed shares 2 821 144 - - 2 821 144
Unlisted shares - - 166 795(4) 166 795
Contingent
consideration
(refer to note 10) - - 121 910 121 910
Non-financial assets
at fair value
Investment properties - - 57 939(2) 57 939
Financial assets
at FVTOCI**
Unlisted shares - - 25 265(2) 25 265
Total 2 821 144 71 142 371 909 3 264 195
Financial
liabilities
at FVTPL*
Derivative
financial
liabilities - 18 282(3) - 18 282
R'000
2017 (Audited) Level 1 Level 2 Level 3 Total
Financial
assets at
FVTPL*
Derivative
financial assets - 581 742(3) - 581 742
Listed shares 3 045 465 - - 3 045 465
Unlisted shares 470 149 - - 470 149
Loan - - 5(1) 5
Non-financial
assets at fair value
Investment properties - - 80 884(2) 80 884
Available-for-sale
financial assets
Unlisted shares - - 25 265(2) 25 265
Unlisted shares - - 18 654(4) 18 654
Total 3 515 614 581 742 124 808 4 222 164
Financial
liabilities
at FVTPL*
Derivative financial
liabilities - 50 323(3) - 50 323
*FVTPL = Fair value through profit or loss
**FVTOCI = Fair value through other comprehensive income
The table provided analyses financial instruments and
non-financial assets that are measured subsequent to initial
recognition at fair value, grouped in Levels 1 to 3 based on the
degree to which fair value is observable:
- Level 1 fair value measurements are those derived from quoted
prices (unadjusted) in active markets for identical assets or
liabilities.
- Level 2 fair value measurements are those derived from inputs
other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices).
- Level 3 fair value measurements are those derived from valuation
techniques that include inputs for the asset or liability that
are not based on observable market data (unobservable inputs).
There were no transfers between levels 1, 2 and 3 in the current or
prior year.
There are no changes to unobservable inputs that might result in
a significantly higher or lower fair value measurement within level
2 and level 3 financial and non-financial assets and liabilities.
Notes
1. At cost or historical valuation which approximates fair value.
2. Value determined by an independent valuer:
- non-financial assets represented by investment properties are
valued using the capitalisation of income method, other than
where the acquisition price is current and thus more indicative
of fair value.
- financial assets represented by unlisted shares in a vessel
owning company are valued based on the cash flows related to
the vessel.
3. The following methods and inputs are used in valuing level 2
financial assets and liabilities:
- Options are independently valued using the Monte Carlo method,
taking into account the number of option shares, the spot price
per share, the risk free rate, dividend yield, volatility and
outstanding debt of the relevant share.
- The fair value of interest rate swaps is calculated as the
present value of the estimated future cash flows based on
observable yield curves.
- The fair value of forward exchange contracts is determined using
forward exchange spot and forward rates at the reporting date.
- The fair value of forward share sale contracts is calculated by
an independent valuer, taking into account the number of shares,
the forward price per the contract, the spot price, a discount
factor and any expected dividends.
4. Value is based on the effective interest held in the net assets of
the underlying entity.
Reconciliation of level 3 fair value measurements
Unlisted shares,
contingent consideration,
loan and
investment properties
Reviewed Audited
R'000 2018 2017
Opening balance 124 808 27 488
Total gains or losses
- in profit or loss (6 490) 20 000
- in other comprehensive income - 16 436
Acquisitions 253 591 60 884
Closing balance 371 909 124 808
Reviewed Audited
31 December 31 December
2018 2017
9. Share Capital (number)
In issue (number)
Ordinary shares 39 874 146 40 620 604
Held as treasury shares (157 030) (2 136 074)
39 717 116 38 484 530
"N" ordinary shares 219 558 175 227 911 954
Held as treasury shares (17 829 453) (26 629 290)
201 728 722 201 282 664
Total net of treasury shares 241 445 838 239 767 194
Weighted average number of shares on
which basic (loss)/earnings and headline
(loss)/earnings per share is based is
241 946 011 (2017: 240 170 204)
Weighted average number of shares on
which diluted (loss)/earnings and diluted
headline (loss)/earnings per share is
based is 241 946 011 (2017: 246 565 919)
Reconciliation of weighted average
number of shares between basic and diluted
(loss)/earnings per share and headline
(loss)/earnings and diluted headline
(loss)/earnings per share.
Basic 241 946 011 240 170 204
Dilutive instruments - 6 395 715
Diluted 241 946 011 246 565 919
Number of instruments treated as
anti-dilutive 2 949 037 1 307 703
Closing share price (cents)
Ordinary shares 1 050 1 300
"N" ordinary shares 949 1 125
The following share movements occurred
during the period under review: Ordinary "N" ordinary
Shares issued
19 April 2018 - Scrip dividend 1 284 572 2 073 438
Shares repurchased and cancelled
19 June 2018 (2 031 030) (2 029 848)
30 November 2018 - (8 397 369)
10. Business combination
With effect from 2 July 2018, the Group has together with a
consortium of broad-based black economic empowerment investors,
acquired the entire fishing business of Viking Fishing Holdings
Proprietary Limited ("Viking Fishing") by way of the purchase of
selected assets, liabilities and businesses from, and selected
shareholdings in, the respective Viking Fishing group businesses;
and 51% of the issued share capital of Viking Aquaculture
Proprietary Limited ("Viking Aquaculture").
Viking Fishing and Viking Aquaculture was founded in 1978 and 2012,
respectively and have developed into significant vertically
integrated fishing and aquaculture businesses since establishment.
The acquisition is in line with the Group's investment criteria and
the Group is confident of the value that a combination of Sea
Harvest and the acquired businesses would generate through the
complementary nature of the fishing businesses and the diversification
into other wild caught species and aquaculture.
The Group gained a controlling interest in Viking Aquaculture through
this acquisition, and has accounted for the 51% interest as a
non-wholly owned subsidiary, with its results from 2 July 2018 being
fully consolidated with that of the Group's results.
The Group has elected to measure the non-controlling interest in
Viking Aquaculture at its proportionate percentage of the recognised
amounts of the acquiree's identifiable net assets.
The cash generating units identified for the business combination
are Viking Fishing and Viking Aquaculture. The purchase price
allocation is as follows:
R'000 Fair value Fair value
at at
acquisition acquisition
date date
Viking Viking Reviewed
Aquaculture Fishing Total
Assets acquired and
liabilities assumed
Property, plant and equipment 425 292 227 172 652 464
Biological assets 85 368 - 85 368
Intangible assets 5 635 67 149 72 784
Investment in associate 669 - 669
Deferred tax assets 10 750 - 10 750
Inventory 7 307 67 014 74 321
Current tax receivables 298 - 298
Trade and other receivables 17 888 97 591 115 479
Cash and bank balances 4 540 128 727 133 267
Long-term interest bearing
borrowings - (402 218) (402 218)
Other long-term loans (305 047) - (305 047)
Deferred Income (9 445) - (9 445)
Deferred tax liabilities (83 632) (19 773) (103 405)
Trade and other payables (14 913) (37 403) (52 316)
Employee related liabilities - (12 812) (12 812)
Total identifiable assets
and liabilities 144 710 115 447 260 157
Total consideration is made
up of the following:
Cash 64 605 250 001 314 606
Shares issued
(19 230 769 ordinary Sea Harvest
shares at R13.00 per share) - 250 000 250 000
Contingent consideration 78 740 78 770 157 510
143 345 578 771 722 116
Net cash flow on acquisition
of subsidiary business
Consideration paid in cash 64 605 250 001 314 606
Less: Cash equivalent
balances acquired (4 540) (128 727) (133 267)
60 065 121 274 181 339
Goodwill on acquisition
Consideration 143 345 578 771 722 116
Less: Fair value of identifiable
assets acquired and liabilities
assumed (144 710) (115 447) (260 157)
Non-controlling interest 71 348 - 71 348
69 983 463 324 533 307
The initial accounting for the acquisition of Viking Fishing and
Viking Aquaculture has been finalised.
Property, plant and equipment with a carrying amount of R218.4
million, was revalued at acquisition date to R652.4 million, being
its fair value at acquisition date. A total of R287.4 million of
the fair value adjustment relates to Viking Aquaculture abalone
plants, which was valued based on management estimates of what
similar fully functional abalone plants with the same capacity
will cost at acquisition date adjusted for wear and tear. The
remaining R146.6 million fair value adjustment relates to Viking
Fishing of which a significant portion relates to the fishing
trawlers which were determined by an independent industry expert.
The fair value of trade and other receivables is R115.5 million and
includes trade receivables with a fair value of R109.6 million which
approximates the gross contractual amount.
The main classes of intangible assets identified in Viking
Aquaculture were trade names, maritime aquaculture rights and seaweed
rights. The main class of intangible asset identified in the Viking
Fishing business was the fishing rights. The fair value was
determined by an external independent valuer with reference to the
best estimate of a market participant's ability to generate economic
benefits by using the asset in its highest and best use.
Goodwill is attributable to a control premium as well as the benefit
of expected synergies, revenue growth and delivering diversification
into other species and high value aquaculture. Subsumed into goodwill
are the assembled workforce with specialised knowledge and
non-contractual customer relationships which do not qualify for
separate recognition. Goodwill is not expected to be deductible for
tax purposes.
R'000 Reviewed
Year ended
31 December
2018
Impact of the acquisition on the results of the Group
The directors are of the opinion that it is
impractical to separately disclose the earnings
of Viking Fishing and Viking Aquaculture for the
six months ended 31 December 2018 as the acquisition
of Viking Fishing took the form of an acquisition of
assets and liabilities and during the six months since
acquisition the fishing operations of Sea Harvest and
Viking Fishing were integrated, making it impractical
to allocate revenue and operating costs between the
two business operations. Separate records are being
maintained on a basis agreed with the former owners
for the purpose of earn-out determination.
Results of the Group if Viking Aquaculture and
Viking Fishing had been consolidated from 1 January 2018:
Revenue 3 651 873
Profit for the year 154 960
The directors consider these amounts to represent an approximate
measure of the performance of the combined group on an annualised
basis and to provide a reference point for comparison in future
periods.
In determining the revenue and profit of the Group had Viking
Fishing and Viking Aquaculture been acquired at the beginning
of the current year, the directors have calculated depreciation
of plant and equipment and amortisation of intangibles acquired
on the basis of the fair values arising in the initial accounting
for the business combination rather than the carrying amounts
recognised in the pre-acquisition financial statements.
Acquisition related costs
Acquisition costs of R29.4 million were recognised in profit or
loss for the 2018 year.
Contingent consideration
The contingent consideration arrangement requires the Group to pay
the former owners of Viking Fishing and Viking Aquaculture for
achieving certain earn-out targets for the 2018 and 2019 financial
years, up to a maximum undiscounted amount of R110 million and
R88.8 million respectively.
The fair value of the contingent consideration arrangement of R157.5
million was estimated by an external independent valuer, by
calculating the present value of the future expected cash flows.
The estimates are based on a discount rate equal to the prime
lending rate and the assumption that the earn-out targets will be
met based on the best available forecast information at acquisition
date.
As at 31 December 2018, there was a decrease of R35.6 million
recognised in fair value gains in profit or loss for the contingent
consideration arrangement as a result of Viking Aquaculture not
achieving the 2018 minimum target.
11. Material related party transactions
In terms of a supply agreement between joint venture group, Vuna
Fishing Company Proprietary Limited ("Vuna") and SeaVuna Fishing
Company Proprietary Limited ("SeaVuna"), and Sea Harvest Group
Limited's subsidiary, Sea Harvest Corporation Proprietary Limited
("Sea Harvest Corporation"), fish caught by Vuna and SeaVuna is
marketed by Sea Harvest Corporation. Purchases from SeaVuna during
the year amounted to R193.2 million compared to R165.7 million for
the year ended 31 December 2017. Sales to SeaVuna during the year
amounted to R81.5 million compared to R34.9 million for the year
ended 31 December 2017.
12. Subsequent events
a) On 2 January 2019, Sea Harvest Group Limited has, through its
wholly-owned subsidiary Cape Harvest Food Group Proprietary
Limited, acquired the entire issued share capital of Ladismith
Cheese Company Proprietary Limited for a consideration of R573
million, settled in cash. Part of the consideration was funded by
way of a vendor consideration placement, whereby Brimstone,
through its wholly-owned subsidiary Newshelf 1169 Proprietary
Limited, subscribed for 21 428 571 shares at a price of R14.00
per share, resulting in a total subscription of R300 million.
This increases Brimstone's investment in Sea Harvest from 50.59%1
at 31 December 2018 to 54.19%1 at 8 January 2019. The Group is in
the process of determining the fair value of the assets and
liabilities of Ladismith Cheese for IFRS 3: Business Combination
purposes.
b) Following the conclusion of an agreement between listed company
Clover Industries Limited and Milco SA Proprietary Limited on
4 February 2019, it was announced that Milco SA will make an
offer to Clover shareholders to acquire all of their Clover
ordinary shares by way of a scheme of arrangement, Clover thereby
becoming a wholly-owned subsidiary of Milco SA. In terms of a
Shareholders and Subscription Agreement, Brimstone shall subscribe
for 15% of the entire issued share capital of Milco SA for a
cash consideration of R726 million, which will be funded through
debt funding.
Brimstone has however announced on 7 February 2019 that the
Company is in the process of reviewing its participation in this
transaction.
c) On 5 February 2019, Sea Harvest announced that, through its
wholly-owned subsidiary Sea Harvest International Proprietary
Limited, it had entered into a binding bid implementation
agreement with its 56.3% held Australian subsidiary, Mareterram
Limited whose shares are listed on the Australian Securities
Exchange, regarding the potential acquisition of all of the
fully paid ordinary shares in the issued share capital of
Mareterram not currently owned by Sea Harvest by way of an
off-market takeover offer.
d) As announced on 1 March 2019, the conditions precedent for
Brimstone to acquire 8 000 000 Oceana Group Limited ordinary
shares for a cash consideration of R582 million from Tiger
Brands Limited have been fulfilled and the acquisition is
expected to be completed on or before 20 March 2019.
1 Treasury shares have been included in the calculation of the
percentage interest held.
Date: 11/03/2019 05:35:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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