INDEPENDENT RETAILERS. Revenue 7.7% Headline earnings per share 9.1% Interim dividend of 195 cents per share 8.9% STRATEGICALLY POWERING

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1 The SPAR Group Limited THE SPAR GROUP LIMITED UNAUDITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 31 MARCH 2014 Revenue 7.7% Headline earnings per share 9.1% Interim dividend of 195 cents per share 8.9% STRATEGICALLY POWERING INDEPENDENT RETAILERS PROCUREMENT WAREHOUSING DISTRIBUTION RETAIL SUPPORT 1

2 Condensed consolidated statement of comprehensive income *Restated % March March *Restated Year September Rmillion Change Revenue Turnover Cost of sales ( ) ( ) ( ) Gross profit Other income Operating expenses 9.7 ( ) ( ) ( ) Trading profit BBBEE transactions (6.2) (6.7) (13.3) Operating profit Interest received Interest paid (12.1) (15.5) (24.8) Share of equity accounted associate (1.0) Profit before taxation Taxation (246.6) (231.5) (470.8) Profit for the period attributable to ordinary shareholders Other comprehensive income Exchange differences from translation of foreign operations (0.3) Actuarial gain on post retirement medical aid Total comprehensive income EARNINGS PER SHARE Earnings per share (cents) Diluted earnings per share (cents) SALIENT STATISTICS Headline earnings per share (cents) Diluted headline earnings per share (cents) Dividend per share (cents) Net asset value per share (cents) Operating profit margin (%) Return on equity (%) HEADLINE EARNINGS RECONCILIATION Profit for the period attributable to ordinary shareholders Adjusted for: (Profit)/loss on disposal of property, plant and equipment (0.1) 0.2 (0.1) Gross (0.2) 0.3 (0.2) Tax 0.1 (0.1) 0.1 (Profit) on part disposal of share of associate (0.1) Gross (0.1) Tax Impairment of goodwill 7.5 Impairment of investment 3.0 Headline earnings *Restated for the effect of IAS 19, refer to note 2 2

3 Condensed consolidated statement of financial position *Restated March March *Restated Year September Rmillion ASSETS Non-current assets Property, plant and equipment Goodwill Operating lease receivables Investment in associate Other investments Loans Deferred taxation asset Current assets Inventories Trade and other receivables Prepayments Operating lease receivables Loans Taxation receivable 6.1 Bank balances SPAR Bank balances Guilds Total assets EQUITY AND LIABILITIES Capital and reserves Stated capital Treasury shares (47.8) (56.7) (42.8) Currency translation reserve Share based payment reserve Retained earnings Non-current liabilities Deferred taxation liability Post retirement medical aid provision Operating lease payables Current liabilities Trade and other payables Operating lease payables Provisions Taxation payable Bank overdrafts Total equity and liabilities *Restated for the effect of IAS 19, refer to note 2 3

4 Condensed consolidated statement of changes in equity Rmillion 4 Stated capital Treasury shares Currency translation reserve Share based payment reserve Retained earnings Attributable to ordinary shareholders Capital and reserves at September (6.9) (0.1) Effect of adoption of IAS 19 (10.7) (10.7) Restated capital and reserves at September 2012* 54.5 (6.9) (0.1) Total comprehensive income Actuarial gain on post retirement medical aid Share capital issued 7.1 (7.1) Recognition of share based payments Take-up of share options 74.6 (43.3) 31.3 Transfer arising from take-up of share options 43.3 (43.3) Share repurchases (117.3) (117.3) Dividends declared (473.3) (473.3) Recognition of BBBEE transaction Restated capital and reserves at March 2013* 61.6 (56.7) Total comprehensive income Actuarial gain on post retirement medical aid Recognition of share based payments Take-up of share options 42.0 (28.9) 13.1 Transfer arising from take-up of share options 28.9 (28.9) Share repurchases (28.1) (28.1) Dividends declared (308.7) (308.7) Recognition of BBBEE transaction Capital and reserves at September (42.8) Total comprehensive income (0.3) Share capital issued 6.0 (6.0) Recognition of share based payments Take-up of share options (63.2) 41.6 Transfer arising from take-up of share options 63.2 (63.2) Share repurchases (103.8) (103.8) Dividends declared (529.5) (529.5) Recognition of BBBEE transaction Capital and reserves at March (47.8) *Restated for the effect of IAS 19, refer to note 2

5 Condensed consolidated statement of cash flows *Restated March March *Restated Year September Rmillion CASH FLOWS FROM OPERATING ACTIVITIES (783.8) (337.0) (443.2) Operating profit before: Non cash items Impairment of goodwill 7.5 (Profit)/loss on disposal of property, plant and equipment (0.2) 0.3 (0.2) Net working capital changes (995.9) (545.2) ( ) (Increase)/decrease in inventories (306.4) (34.7) 41.6 (Increase) in trade and other receivables (118.8) (227.2) (514.9) (Decrease) in trade payables and provisions (570.7) (283.3) (559.4) Cash generated from operations Interest received Interest paid (12.1) (15.5) (24.8) Taxation paid (255.6) (244.6) (486.0) Dividends paid (529.5) (473.3) (782.0) CASH FLOWS FROM INVESTING ACTIVITIES (143.0) (165.5) (296.1) Investment to expand operations (64.8) (97.2) (220.1) Investment to maintain operations (31.0) (48.8) (78.5) Replacement of property, plant and equipment (31.3) (49.6) (83.3) Proceeds on disposal of property, plant and equipment Acquisition of business (11.6) (24.3) Proceeds from disposal of business 17.0 Net movement on loans and investments (35.6) (19.5) 9.8 CASH FLOWS FROM FINANCING ACTIVITIES (62.2) (86.0) (101.0) Proceeds from issue of shares Proceeds from exercise of share options Share repurchases (103.8) (117.3) (145.4) Net (decrease) in cash and cash equivalents (989.0) (588.5) (840.3) Net balances at beginning of period Net (overdrafts)/balances at end of period (987.7) *Restated for the effect of IAS 19, refer to note 2 5

6 Notes to the condensed consolidated financial results 1. BASIS OF PRESENTATION AND COMPLIANCE WITH IFRS The condensed consolidated interim financial statements are prepared in accordance with International Financial Reporting Standard, (IAS) 34 Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council and the requirements of the Companies Act of South Africa. The accounting policies applied are consistent with those of the previous interim results, with the exception of the amendments relating to IAS19 (revised) Employee Benefits. The information contained in the interim report has neither been audited nor reviewed by the group s external auditors. These condensed consolidated financial statements have been prepared under the supervision of Mr MW Godfrey CA(SA), on behalf of The SPAR Group Limited. 2. CHANGE IN ACCOUNTING POLICY In the current year, the group has applied IAS 19 Employee Benefits (as revised in 2011). IAS 19 (revised) impacted the measurement of the various components representing movements in the post retirement medical aid obligation and associated disclosures. The impact of the application of IAS 19 (revised) on the group s financial results is as follows: Post Rmillion retirement medical aid provision Deferred taxation asset Equity Balance as reported at 30 September 2012 (103.4) Effect of adoption of IAS 19 (revised) (14.9) 4.2 (10.7) Restated balance as at 30 September 2012 (118.3) Balance as reported at 30 September 2013 (108.0) Effect of adoption of IAS 19 (revised) Prior year adjustment (14.9) 4.2 (10.7) Restatement (4.4) 1.2 (3.2) Effect on other comprehensive income 16.4 (4.6) 11.8 Restated balance as at 30 September 2013 (110.9) Balance as reported at 31 March 2013 (112.7) Effect of adoption of IAS 19 (revised) Prior year adjustment (14.9) 4.2 (10.7) Restatement (2.2) 0.6 (1.6) Effect on other comprehensive income 8.2 (2.3) 5.9 Restated balance as at 31 March 2013 (121.6) *Restated *Restated March March Year September Rmillion STATED CAPITAL Authorised (March 2013: ) ordinary shares (March 2013: ) redeemable convertible preference shares Issued (March 2013: ) ordinary shares (March 2013: ) redeemable convertible preference shares Total stated capital

7 Per the resolution passed at the annual general meeting, all shares of par value were converted to no par value. Issued share capital amounts to R , consisting of ordinary shares ordinary shares were issued during the 31 March Issued redeemable convertible preference share capital amounts to R11 265, consisting of (March 2013: ) shares issued during the financial year 30 September During the March 2014, redeemable convertible preference shares were converted into ordinary shares. These relate to the vesting arising from the death of participants in both BBBEE trusts. The weighted average number of ordinary shares (net of treasury shares) used in the calculation of earnings per share and headline earnings per share was (March 2013: ). Diluted earnings and headline earnings per share were based on a weighted average number of ordinary shares (net of treasury shares) of (March 2013: ). *Restated *Restated March March Year September Rmillion CONTINGENT LIABILITIES The company has guaranteed the finance obligations of certain SPAR retailer members to the amount of: OPERATING LEASES Operating lease costs charged against operating profit Immovable property Lease rentals Sub-lease recoveries (260.9) (175.2) (419.3) Plant, equipment and vehicles Operating lease commitments Future minimum lease payments under non-cancellable operating leases Land and buildings Other Future minimum sub-lease receivables under non-cancellable property leases ( ) ( ) ( ) Net commitments CAPITAL COMMITMENTS Contracted Approved but not contracted Total capital commitment SEGMENTAL REPORTING The group operates its business from distribution centres situated throughout South Africa. The distribution centres individually supply goods and services of a similar nature to the group s voluntary trading members. The Chief Executive Officer (the Chief Operating Decision Maker) is of the opinion that the operations of the individual distribution centres are substantially similar to one another and that the risks and returns of these distribution centres are likewise similar. As a consequence thereof, the business of the group is considered to be a single segment. 8. EVENTS AFTER THE REPORTING DATE No material events have occurred subsequent to 31 March 2014 which may have an impact on the group s reported financial position at this date. 7

8 Review of results TRADING OVERVIEW Trading conditions remain tough with ongoing pressure on consumer spending due to rising unemployment, increasing household debt and interest rates. Mine strike action has affected trading in certain rural regions through reduced disposable income. Retailers continue to be faced with fierce competitor activity, as well as increasing energy and operating costs. Group turnover increased 7.6% to R25.6 billion (2013: R23.8 billion), supported by the strong performance of liquor and building materials, which both delivered double digit growth and countered the impact of heightened competition experienced in food retail. The turnover growth was negatively influenced by the later Easter holidays in the current year. Profit before taxation increased 8.6% to R889.5 million (2013: R819.1 million). Gross margins increased to 8.0% from the prior year, underpinned by stronger growth in ex-warehouse sales. SPAR successfully mitigated the impact of substantial fuel price increases, with its core expenses growing in line with revenue. Operating expenses rose 9.7% and were influenced by higher marketing expenditure and additional information technology costs. Profit after taxation increased by 9.4%. Headline earnings rose 9.3% to R642.7 million (2013: R587.8 million) with a corresponding increase in headline earnings per share to cents (2013: cents). An interim dividend of 195 cents (2013: 179 cents) per share was declared, up 8.9%. SPAR wholesale turnover increased 6.6% to R20.8 billion, benefiting from strong uptake of SPAR housebrands. Net retail trading space increased 0.8%, while 8 new stores were opened and 65 stores underwent upgrades in line with the group s focus on organic store growth. At the end of March the group serviced 873 SPAR stores. Total retail turnover increased 6.6% on a comparable store basis. TOPS maintained its strong growth trajectory, albeit off a higher base, with wholesale turnover increasing 11.4% to R2.1 billion. Store numbers grew to 595 with 19 new stores opened during the period. The liquor performance was underpinned by product inflation of 5.7%. Combined food and liquor retail sales, which allows for a better industry comparative, increased by 7.1% and 6.8% on a like-for-like store basis. Build it staged a strong recovery, with pleasing wholesale turnover growth of 11.3% to R2.7 billion against muted market demand. Rand weakness negated the benefits of low-priced cement imports that had negatively impacted Build it s prior year performance. Build it housebrand imports increased 29.9%, in spite of the weak domestic currency, reflecting the strong consumer support. Eleven new stores were added during the period, bringing total store numbers to 299. The group continued to expand the brand into neighbouring countries, with new retailers joining the Build it guild in Mozambique and Botswana. The group continued to invest in appropriate assets and capital expenditure remained in line with projections. Expenditure for the full year is expected to be R230 million, well within the original budget. Notwithstanding an overdraft position at the reporting date of R million (2013: cash balance R125.2 million) the group s cash flow remains strong with the substantial change resulting from the timing of the month end creditor payments. 8

9 PROSPECTS SPAR anticipates that market conditions will remain largely unchanged for the remainder of the financial year with continued stress on consumer spending and muted economic growth. The trading performance for the first seven weeks of the second half of the year has remained consistent, and the group expects sales growth to be broadly in line with the first half. BOARD OF DIRECTORS Wayne Hook stepped down as Chief Executive Officer of The SPAR Group Limited on 31 January 2014 due to his wife s illness, but remains on the board as an Executive Director. Graham O Connor was appointed as Chief Executive Officer of the group on 1 February His appointment was ratified by shareholders at the annual general meeting on 11 February Mike Hankinson Chairman Graham O Connor Chief Executive Officer 9

10 Declaration of ordinary dividend Notice is hereby given that an interim gross cash dividend of 195 cents per share has been declared by the board in respect of the 31 March The dividend has been declared out of income reserves. The salient dates for the payment of the interim dividend are detailed below: Last day to trade cum-dividend Friday, 6 June 2014 Shares to commence trading ex-dividend Monday, 9 June 2014 Record date Friday, 13 June 2014 Payment of dividend Tuesday, 17 June 2014 Shareholders will not be permitted to dematerialise or rematerialise their share certificates between Monday, 9 June 2014 and Friday, 13 June 2014, both days inclusive. In terms of South African taxation legislation effective from 1 April 2012, the following additional information is disclosed: The South African local dividend tax rate is 15%; No STC credits will be utilised; The net local dividend amount is cents per share for shareholders liable to pay tax on dividends, and 195 cents per share for shareholders exempt from such dividend tax; The issued share capital of the SPAR Group Limited is ordinary shares; and The SPAR Group Limited s tax reference number is 9285/168/20/0. By order of the board KJ O Brien Pinetown Company Secretary 20 May

11 Directorate and administration DIRECTORS: MJ Hankinson* (Chairman), GO O Connor (Chief Executive), MW Godfrey, WA Hook PK Hughes*, RJ Hutchison*, MP Madi*, HK Mehta*, P Mnganga*, R Venter, CF Wells* *Non-executive COMPANY SECRETARY: KJ O Brien REGISTRATION NUMBER: 1967/001572/06 ISIN: ZAE JSE SHARE CODE: SPP REGISTERED OFFICE: 22 Chancery Lane, PO Box 1589, Pinetown, 3600 TRANSFER SECRETARIES: Link Market Services South Africa (Pty) Ltd, PO Box 4844, Johannesburg, 2000 AUDITORS: Deloitte & Touche, PO Box 243, Durban, 4000 SPONSOR: One Capital, PO Box , Sandton, 2146 BANKERS: First National Bank, PO Box 4130, Umhlanga Rocks, 4320 ATTORNEYS: Garlicke & Bousfield, PO Box 1219, Umhlanga Rocks, 4320 WEBSITE: 11

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