Unaudited Condensed Consolidated Interim Financial Results for the Six Months Ended 31 August 2015

Transcription

1 STRATCORP LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2000/031842/06) JSE code: STA ISIN ZAE ( StratCorp or the company or the group ) Condensed Consolidated Interim Financial Results for the Six Months Ended 31 August 2015 CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION Figures in R 000 Assets Aug 2015 Aug 2014 Feb 2015 Audited Non-Current Assets Property, plant and equipment 1,987 2,693 2,218 Goodwill 1,318 1,318 1,318 Intangible assets 846 1, Other financial assets 2,066 1,430 2,066 Deferred tax 6,625 5,830 6,851 Finance lease receivables ,842 12,701 13,430 Current Assets Inventories Other financial assets Current tax receivable Finance lease receivables Trade and other receivables 821 1, Cash and cash equivalents 273 1, ,614 3,068 1,275 Non-current assets held for sale and assets of disposal groups 7,237 14,064 7,256 Assets 21,693 29,833 21,961 Equity and Liabilities Equity Share capital 44,961 44,961 44,961 Reserves 1,680 1,430 1,680 Accumulated loss (53,098) (42,062) (50,003) (6,457) 4,329 (3,362) Liabilities Non-Current Liabilities Other financial liabilities 8,541 9,772 8,541 Finance lease obligation Operating lease liability

2 Deferred tax 1,116 1,486 1,194 9,722 11,345 9,810 Current Liabilities Other financial liabilities 3,793 1,666 3,155 Current tax payable Loans from shareholders 1, Finance lease obligation Trade and other payables 5,114 2,718 3,557 Bank overdraft 459 1, ,513 6,246 7,593 Liabilities of disposal groups 7,914 7,913 7,918 Liabilities 28,149 25,504 25,323 Equity and Liabilities 21,693 29,833 21,961 Number of shares in issue ( 000) 184, , ,194 Net asset value per share (cents) (3,50) 2.35 (1.82) Net tangible asset value per share (cents) (3.96) 1.57 (2.36) CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Figures in R 000 Aug 2015 Aug 2014 Feb 2015 Audited Continuing operations Revenue 9,363 12,542 24,485 Cost of sales (2,103) (2,002) (4,180) Gross profit 7,260 10,540 20,305 Other income Operating expenses (9,377) (9,810) (21,351) Impairment of property, plant and equipment - - (120) Operating profit / (loss) (2,084) 926 (1,060) Investment revenue Finance costs (695) (824) (1,568) Loss before taxation (2,762) 132 (2,562) Taxation (192) (560) (490) Loss from continuing operations (2,954) (428) (3,053) Discontinued operations Profit (loss) from discontinued (141) (130) (5,446) operations Profit/(loss) for the period (3,095) (558) (8,499) Other comprehensive income/(loss):

3 Financial assets at fair value through other comprehensive income reserve Taxation related to components of other comprehensive income Other comprehensive income for the period net of taxation comprehensive loss for the period Attributable to: Owners of the parent: Loss for the period from continuing operations Loss for the period from discontinuing operations Loss for the period attributable to owners of the parent (385) (3,095) (558) (8,248) (2,954) (428) (3,053) (141) (130) (5,446) (3,095) (558) (8,499) comprehensive loss attributable to: Owners of the parent (3,095) (558) (8,248) Loss per share From continuing and discontinued operations Basic and diluted loss per share (c) (1.68) (0.30) (4.61) Basic and diluted loss per share from (1.60) (0.23) (1.65) continuing operations (c) Basic and diluted loss per share from discontinued operations (c) (0.08) (0.07) (2.96) CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Figures in R 000 Share capital FCTR FVA Accumulated loss equity Balance at 1 March , ,430 (41,504) 4,930 comprehensive loss - (44) - (558) (602) Balance at 31 Aug ,961-1,430 (42,062) 4,328 comprehensive profit/(loss) (7,491) (7,241)

4 Balance at 1 March ,961-1,680 (50,003) (3,362) comprehensive loss (3,095) (3,095) Balance at 31 Aug ,961-1,680 (53,098) (6,457) FCTR Foreign Currency Translation Reserve FVA - Fair value adjustments through other comprehensive income reserve CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Aug 2015 Figures in R 000 Aug 2014 Feb 2015 Audited Cash flows from operating activities (353) 2,733 3,389 Cash flows from discontinued operations (126) 62 (50) Cash flows from investing activities (5) (249) (191) Cash flows from financing activities 980 (305) (924) cash movement for the period 496 2,241 2,225 Cash at the beginning of the period (681) (2,906) (2,906) cash at end of the period (185) (665) (681) HEADLINE AND DILUTED HEADLINE LOSS PER SHARE Figures in R 000 Aug 2015 Aug 2014 Feb 2015 Audited Headline and diluted headline loss per share (c) (1.63) (0.30) (1.77) Reconciliation between loss and headline loss R 000 Basic loss (3,095) (558) (8,499) Adjusted for: (Profit)/loss recognised on the measurement to fair value less cost to sell constituting discontinued - - 5,160 operations Profit/(loss) on disposal of property plant and equipment - - (38) Impairment of property/plant and equipment Exchange rate losses on foreign exchange translation Tax effect thereon (32) - (23) Headline loss (3,014) (558) (3,265) Weighted average number of shares in issue 184, , ,194

5 CONDENSED SEGMENTAL ANALYSIS Aug 2015 Aug 2014 Feb 2015 Audited Figures in R 000 Revenue Continuing operations Financial products 8,730 12,483 19,447 Health & Wellness products 2,437 2,077 4,931 General finance Corporate services & other 1,387 3,996 6,887 Inter segment eliminations (3,216) (6,070) (6,887) Revenue from external customers 9,363 12,542 24,485 Profit/(loss) Continuing operations Financial products 690 1,624 2,207 Health & Wellness products (303) (945) (2,070) General finance (7) Corporate services & other (3,348) (1,127) (4,523) Inter segment eliminations 14-1,303 (2,954) (428) (3,053) Discontinued operations (141) (130) (5,446) Other disclosable items in Corporate Depreciation Amortisation Impairment of property, plant and equipment Segment assets Financial products 606 1, Health & Wellness products General finance Corporate services & other 3,045 4,491 3,392 Assets of disposal groups 7,237 14,064 7,256 Reportable segment assets 11,684 21,255 11,727 Listed investments Unlisted investments 1,834 1,430 2,066 Deferred tax 6,625 5,830 6,851 Goodwill 1,318 1,318 1,318 Group Assets 21,693 29,833 21,961 Segment liabilities Financial products 1,912 1,627 1,733 Health & Wellness products 1, ,092 General finance Corporate services & other 3,075 2,545 1,687 Liabilities of disposal groups 7,914 7,913 7,918 Reportable segment liabilities 14,699 12,580 12,432 Deferred tax 1,116 1,486 1,194 Interest bearing liabilities 12,334 11,438 11,696 as per statement of financial position 28,149 25,504 25,323

6 Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Exco that makes strategic decisions. The Exco assesses the performance of the operating segments on the basis of profit or loss from operations. They are managed separately because each segment offers different products and services to its customers, and requires different technology and marketing strategies. Interest income and expenditure are not allocated to operating segments, as this type of activity is undertaken by the holding company and is reflected as part of the corporate services. The results of discontinued operations are not included in the measure of profit or loss from operations. This measure is consistent with all prior periods which are presented. These reportable segments from which each of them derives revenue are set out below: Reportable Products and services Segment Financial Supply investment products and long term insurance products products to clients in South Africa using the network marketing concept. Health and wellness products General finance Corporate service and other Supply of health and wellness products to consumers in South Africa, using the network marketing concept. Supply of credit to clients of the Financial products segment as well as structured finance leases to clients in South Africa. Supply of credit, management and information technology support services to all other segments in the group. FINANCIAL ASSETS BY CATEGORY The accounting policies for financial instruments have been applied to the line items below: Aug At amortised cost At fair value through OCI Nonfinancial assets Other financial assets Micro Loans receivable Equity Investment - 2,066-2,066 Finance lease receivables Trade and other receivables Cash and cash equivalents , ,

7 Aug At amortised cost At fair value through OCI Nonfinancial assets Other financial assets Micro Loans receivable Equity Investment - 1,430-1,430 Finance lease receivables Trade and other receivables ,362 Cash and cash equivalents 1, ,033 1,640 1, ,906 Feb Audited At amortised cost At fair value through OCI Nonfinancial assets Other financial assets Micro Loans receivable Equity Investment - 2,066-2,066 Finance lease receivables Trade and other receivables Cash and cash equivalents FINANCIAL ASSETS AT AMORTISED COST 353 2, ,808 An asset is classified as amortised cost only if both of the following criteria are met: the objective of the Group s business model is to hold the asset to collect the contractual cash flows; and the contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal outstanding. FINANCIAL ASSETS AT FAIR VALUE If either of the two criteria above is not met, the financial instrument is classified as fair value through other comprehensive income. The Group has not designated any debt investment as measured at fair value through profit or loss to eliminate or significantly reduce an accounting mismatch. All equity investments are measured at fair value. Equity investments that are held for trading are measured at fair value through profit or loss. For all other equity investments, the Group can make an irrevocable election at initial recognition to recognise changes in fair value through other comprehensive income rather than profit or loss. FAIR VALUE MEASUREMENT AND HIERARCHY A number of assets and liabilities included in the annual financial statements require measurement at, and/or disclosure of fair value.

8 The fair value measurement of the Group s financial and non-financial assets and liabilities utilises market observable inputs and data as far as possible. Inputs used in determining fair value measurements are categorised into different levels based on how observable the inputs used in the valuation technique utilised are (the fair value hierarchy ): - Level 1: Quoted prices in active markets for identical items (unadjusted); - Level 2: Observable direct or indirect inputs other than Level 1 inputs; and - Level 3: Unobservable inputs (i.e. not derived from market data). The classification of an item into the above levels is based on the lowest level of the inputs used that has a significant effect on the fair value measurement of the item. Transfers of items between levels are recognised in the period they occur. The Group measures the following at fair value: - Investment in listed shares: Classified as level 1; - Investment in unlisted shares: Classified as level 3; - Discontinued operations: Classified as level 3. FAIR VALUE INFORMATION Financial assets at fair value through other comprehensive income are recognised at fair value, which is therefore equal to their carrying amount. The fair values of the financial assets were determined as follows: The fair value of Ecsponent Capital (RF) Limited for were determined with reference to the quoted market price for similar investments(level 1); and The fair value of Ecsponent Limited were determined with reference to the quoted market price for this investment; and The fair values of Ecsponent Business Finance Limited for 2014 and 2015 and Ecsponent Capital (RF) Limited for 2014 were estimated using the lower of cost or net asset value (Level 3). RECONCILIATION OF FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME Aug Opening Gain/(Loss) Closing balance balance Level 1 Ecsponent Ltd 1,363,360 ordinary shares Level 3- Ecsponent Business Finance Ltd -28,120,000 ordinary shares 1,834-1,834 2,066-2,066 Aug Opening balance Gain/(Loss) Closing balance

9 Level 1 Ecsponent Capital (RF) Ltd 10,906,876 ordinary shares Level 3- Ecsponent Business Finance Ltd -28,120,000 ordinary shares ,430-1,430 Feb Audited Opening Gain/(Loss) Closing balance balance Level 1 Ecsponent Capital (RF) Ltd 10,906,876 ordinary shares 600 (368) 232 Level 3- Ecsponent Business Finance Ltd -28,120,000 ordinary shares 830 1,004 1,834 1, ,066 In March 2015 the shareholders of Ecsponent Capital (RF) approved a scheme of arrangement between the company and its shareholders in terms of which the ordinary shares held in Ecsponent Capital (RF) were exchanged for ordinary shares in Ecsponent Limited, a company listed on the JSE, on a ratio of one Ecsponent ordinary share for every eight Ecsponent Capital RF ordinary shares held at the record date. The fair value of the Ecsponent Capital (RF) ordinary shares held by the company was determined with reference to the number of Ecsponent Limited ordinary shares the company holds after the scheme of arrangement and the share price of Ecsponent Limited. FINANCIAL LIABILITIES BY CATEGORY The accounting policies for financial instruments have been applied to the line items below: Aug Other financial liabilities At amortised cost Nonfinancial liabilities Linked units 12,334-12,334 Finance lease obligations Trade and other payables 3,543 1,571 5,114 Bank overdraft ,380 1,571 17,951 Aug Other financial liabilities At amortised cost Nonfinancial liabilities

10 Linked units 11,438-11,438 Finance lease obligations Trade and other payables 1, ,718 Bank overdraft 1,698-1,698 15, ,062 Feb Audited Other financial liabilities At amortised cost Nonfinancial liabilities Linked units 11,696-11,696 Finance lease obligations Trade and other payables 2, ,557 Bank overdraft , ,147 BUSINESS OVERVIEW StratCorp is an investment holding company that owns and invests in companies with high growth potential. Its focus is on providing its subsidiaries with infrastructural support and management services, which include centralised information technology systems and support, legal and human resource administration and support, and finance support and funding facilities. StratCorp also provides its subsidiary companies with a central client base that has been built up over the past 15 years. The Group currently operates in the following segments: Financial products through Virtus Financial Services Proprietary Limited ( Virtus ) as the registered financial services provider and owner of the financial products and WealthNet Proprietary Limited ( WealthNet ) as the distributor of the financial products and client services. The financial products distributed by this segment includes an investment plan to invest in listed companies via an unlisted vehicle, and insurance products that inter alia cater for funeral cover, commuter death cover, hospitalisation and retrenchment; Wellness products through I-Cura Proprietary Limited ( I-Cura ), as distributor of a range of wellness products with Carbohydrate Derived Fulvic Acid ( CHDFA ) as its main ingredient. CHDFA is a uniquely South African product with worldwide patents, and I-Cura is one of a few licenced distributors of these products, formulated specifically for its market. The product range includes wellness products such as the 500ml I-Cura Life product, a topical cream and lifestyle products such as mouthwashes and system cleansing products; General finance through StratFin Proprietary Limited ( StratFin ) providing secured micro loans to the client base of the Group. Lending activities for this company has been suspended since 2013 and the focus since then has been on the collection of the outstanding debtors over the remaining terms of their contracts; and The Group still owns some properties it acquired in 2006 and 2007 when its property development segment was still active, but which operations were ceased with the downturn of the overall market in

11 2008 and The intention of management is to sell these properties. While various offers were considered since 2013, none of these offers were reasonable and acceptable to the Group. FINANCIAL RESULTS Revenue declined compared to the previous period. The total comprehensive loss increased from R (August 2014) to R (August 2015), mainly due to a decline in revenue from R to R Cost control remains a high priority, especially in light of the decreasing revenue streams in the short term while the growth strategies of the Group are being implemented. PROSPECTS The Financial products division remains profitable. Management has implemented strategies to stabilise the client outflow experienced in this division over the past three years as well as to increase revenue streams. The client acquisition team is in the process of being expanded to grow the subscriber base and to increase profitability. Various strategies have been implemented to return the Health & Wellness division to profitability. Management is looking at adapting the current business model to include other sources of revenue to return this division to profitability in the short term. The Group has taken steps to raise capital with the share issue made to Kose-Kose Investments Limited ( Kose-Kose ) which was approved by the shareholders on 6 November GENERAL The growth strategy of the Group includes the diversification of the investment base through the acquisition of businesses or the introduction of new business models. There are still a number of significant risks threatening the Group in its current form. The reported summons served against a major subsidiary of the Group need to be defended successfully and the on-going investigation by the Financial Services Board ( FSB ) of the affairs of a major subsidiary (refer Litigation section below) must be resolved. Management is working towards resolving both these issues amicably and for the benefit of all of its stakeholders. GOING CONCERN The consolidated annual financial statements have been prepared on the basis of accounting policies applicable to a going concern. This basis presumes that funds will be available to finance future operations and that the realisation of assets and settlement of liabilities, contingent obligations and commitments will occur in the ordinary course of business. The directors constantly review the business models of the Group and its operating subsidiaries to ensure sustainability and the ability to operate profitably and generate positive cash flows. Funding facilities are also

12 reviewed regularly to ensure that the Group has sufficient facilities in place to finance its operations. The Group incurred a net loss of R for the six months ended 31 August 2015, and the liabilities of the Group exceed its assets at 31 August The current liabilities of the group exceed its current assets as at 31 August 2015, due to inter alia, the nature of the group operations which is mostly cash based. While the Group managed to generate a positive cash flow for the six months to 31 August 2015, the cash flows of the Group remains under pressure due to inter alia, the continued losses incurred by the Health & Wellness division, the decrease in revenues in the Financial products division and the committed repayment of the banking facilities of the Company. On the 14th of July 2015 there has been a change in leadership in the Group. The new management of the Group have taken the following steps in order to address the concerns mentioned above in order to ensure that the Company and its subsidiaries continued as a going concern: - The Group have cut down on its monthly salary bill by way of salary cuts in certain senior positions as well as restructuring within the Group. - The Group have introduced three more products to its current product lines in order to increase the base from which income is generated within the group. Some of these products have specifically been chosen to reach a wider market than the Group s current subscription client base. - The Group have successfully raised capital with the issue of StratCorp Ltd shares to Kose-Kose which was approved by the Company s shareholders on 6 November As result of this share issue Kose- Kose are now the major shareholder of the Company. Adding to the steps mentioned above the new management continues to focus on cost management by way of eliminating non-essential costs as well as revenue generation by way of the expansion of business channels which will add to the bottom line of the Group. The directors are also looking at disposing of non-core assets, such as the vacant land the Group owns as part of its strategy to reduce debt. There is however still a number of significant risks still threatening the Group in its current form, which results in material uncertainty relating to the Group s ability to continue as a going concern. The FSB s longstanding investigation into Virtus affairs needs to be finalised. The strained relationship between the Group and the SEI Companies must also be resolved in order to ensure a continuing mutually beneficial relationship where the Group and Selective Empowerment Investments 1 Limited and Selective Empowerment Investments 2 Limited (the SEI Companies ) could exist independently in future and the shareholders of the SEI Companies (which are mostly clients of Virtus) do not suffer. It is management s intentions to resolve these issues amicably and to the benefit of all stakeholders. The continued going concern of the Group therefore remains subject to the successful resolve of the abovementioned pending litigation matters as well as the successful implementation of the growth strategy of the Group and access to sufficient cash resources to enable the Group to implement the growth strategy.

13 BASIS OF PREPARATION The unaudited condensed consolidated interim results for the six months ended 31 August 2015 have been prepared in accordance with the framework concepts and recognition and measurement principles of International Financial Reporting Standards ( IFRS ) and Financial Pronouncements as issued by the Financial Reporting Standards Council. The unaudited condensed consolidated interim results have been presented in accordance with the minimum content, including disclosures, prescribed by IAS 34 Interim Financial Reporting applied to year end reporting, the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council, the Listings Requirements of the JSE Limited and the requirements of the Companies Act of South Africa. The accounting policies as set out in the audited financial statements for the year ended 28 February 2015 are in terms of IFRS and have been consistently applied in preparation of the 31 August 2015 results. The unaudited condensed consolidated interim results have been presented on the historical cost basis, except for other investments and other financial liabilities, which are fair valued. These condensed consolidated financial statements are presented in South African Rand, rounded to the nearest thousand, which is the group s functional and presentation currency. These unaudited condensed consolidated interim results incorporate the financial statements of the company, its subsidiaries and entities that, in substance, are controlled by the group and the group s interest in associates. Results of subsidiaries and associates are included from the effective date of acquisition up to the effective date of disposal. All significant transactions and balances between group enterprises are eliminated on consolidation. Comparatives on the statement of comprehensive income have been represented to show the effect of the discontinued operations ASSETS AND LIABILITIES OF DISPOSAL GROUPS AND DISCONTINUED OPERATIONS Certain of the remaining liabilities amounting to approximately R5.438 million are linked to the sale of the two remaining vacant properties for development. The Group is still actively marketing the sale of these properties. BANKING FACILITIES There was no further reduction on the overdraft facilities of the Company with Absa Bank since 28 February The company is in discussions with the bank to renegotiate the repayment terms of the overdraft facilities. DIVIDENDS No dividends were declared or paid to shareholders during the period. POST REPORTING PERIOD EVENTS Annual General Meeting

14 At the annual general meeting of the company held on 16 October 2015, all the ordinary and special resolutions were passed by the requisite majorities of votes of shareholders present. General Meeting Specific Issue of shares for Cash At the general meeting of the company held on 6 November 2015, all the resolutions as set out in the notice of general meeting were passed by the requisite majority of shareholders, pertaining to: the specific issue of ordinary shares in StratCorp to a related party, at 0.5 cents per shares, for an aggregate amount of R , triggering a mandatory offer to all shareholders; a waiver of the mandatory offer by shareholders; an increase in the company s authorised share capital to ordinary shares of no par value; and the amendment to the company s Memorandum of Incorporation recording the increased consolidated authorised share capital to ordinary shares of no par value and other amendments thereto. LITIGATION As reported in the annual report of the Company for 2015 the Company and some of its subsidiaries are involved in a number of litigation matters. On the following matters there have been no further developments on which the Company could report on: - the investigation against Virtus Financial Services (Pty) Ltd (Virtus) who is a wholly owned subsidiary of the Company by the FSB, - the summons served on Virtus by Selective Empowerment Investments 1 claiming damages in excess of R23 million, - the investigation against StratCorp Property Holdings Ltd (Stratprop) by the CIPC regarding a complaint laid with them by a preference shareholder in Stratprop, - the motion delivered against Virtus and StratCorp by the SEI Companies regarding the disclosure, handover and debatement of certain information - the motion handed in by the SEI Companies at the CIPC to investigate the affairs of Virtus with relation to the sale of shares in the SEI Companies and the purchasing of shares in other investments, On the matters listed below there have been some further developments on which the Company could report on: - regarding the application to place StratCorp under supervision and business rescue the directors of Kose-Kose have indicated that they were going to withdraw the said application after taking over the controlling shareholding of StratCorp, - regarding the dispute lodged by the major service provider against one of the subsidiaries within the Group the Company can report that the dispute was resolved with the said service provider. Except for the above, the directors are not aware of any other legal or arbitration proceedings, pending or threatened against the Group, which may have or have had, in the 12 months preceding the date of this report, a material effect on the Group s financial position.

15 DIRECTORS The StratCorp Board comprised of three directors on 31 August 2015, of which one was a non-executive director and two were executive directors. Richard Botha and Krishni Pillay were appointed to the board as independent non-executive directors on 18 September On 28 September 2015 Masala Ramabulana was also appointed to the board as an independent non-executive director. The Group had to bid farewell to Henk Engelbrecht who resigned as an executive director and the Group Financial Director with effect from 30 September On 20 November 2015 Anniruth Kissoonduth was appointed as full time Chief Executive Officer and Jaco le Grange was appointed by the current directors as executive director and Group Financial Director with effect from 20 November The appointments of all the directors appointed since 18 September 2015 will be approved at the next annual general meeting of the company. FORWARD-LOOKING STATEMENTS AND DIRECTORS RESPONSIBILITY Statements made throughout this announcement regarding the future financial performance of StratCorp have not been reviewed or audited by the company s external auditors. The company cannot guarantee that any forward-looking statement will materialise and accordingly, readers are cautioned not to place undue reliance on any forward-looking statements. The company disclaims any intention and assumes no obligation to update or revise any forward-looking statement even if new information becomes available as a result of future events or for any other reason, other than as required by the JSE Listings Requirements. The interim financial results have been prepared under the supervision of the Group Financial Director, Mr HJ Le Grange. These condensed consolidated interim financial results have not been audited or reviewed by the group s auditors. The directors take full responsibility for the preparation of the condensed consolidated interim financial results. Signed on behalf of the board of directors by A Kissoonduth and HJ Le Grange on 24 November A Kissoonduth Chief Executive Officer CORPORATE INFORMATION HJ Le Grange Group Financial Director Non-executive directors: TG Ratau, RD Botha*, K Pillay*, MK Ramabulana* *Independent Executive directors: A Kissoonduth (CEO); HJ Le Grange (GFD) Registered address: 3 rd Floor, Lakeside Building B, Heuwel Avenue, Centurion, 0157

16 Postal address: PO Box 12022, Centurion, 0046 Company secretary: NW Moffatt Telephone: Facsimile: Transfer secretaries: Computershare Investor Services (Pty) Limited Auditors: SAB&T Chartered Accountants Inc. Designated Adviser: Exchange Sponsors (2008) (Pty) Ltd Centurion 24 November 2015 Designated Adviser Exchange Sponsors