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Media24 Holdings Proprietary Limited Media24 Holdings Proprietary Limited REG. NO. 2006/021408/07 ANNUAL FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2016 MEDIA24 HOLDINGS PROPRIETARY LIMITED INDEX TO CONSOLIDATED ANNUAL FINANCIAL STATEMENTS for the year ended 31 March 2016 Page Statement of responsibility by the board of directors 2 Directors and official information 3 Audit committee report 4 - 5 Directors' report to shareholders 6 - 7 8 Consolidated statement of financial position 9 Consolidated income statements 10 Consolidated statement of comprehensive income 11 Consolidated statement of changes in equity 12 Consolidated statement of cash flows 13 Notes to the consolidated annual financial statements 14 - 87 Company statement of financial position 88 Company statement of comprehensive income 89 Company statement of changes in equity 90 Company statement of cash flows 91 Notes to the company annual financial statements 92 - 94 1 MEDIA24 HOLDINGS PROPRIETARY LIMITED DIRECTORS AND OFFICIAL INFORMATION BOARD OF DIRECTORS RCC Jafta (chair) JP Bekker SS de Swardt JC Held LN Jonker (retired 30/06/2015) GM Landman A Mayman D Meyer SJZ Pacak (resigned 30/06/2015) E Weideman HSS Willemse TD Petersen (appointed 01/07/2015) REGISTERED ADDRESS 40 Heerengracht Cape Town 8001 P O Box 2271, Cape Town 8000 SECRETARY LJ Klink 144 Bram Fischer Drive Randburg 2194 P O Box 1502, Randburg 2125 AUDITORS PricewaterhouseCoopers Inc. No.1 Waterhouse Place Century City 7441 P O Box 2799, Cape Town 8000 ATTORNEYS Werksmans Incorporating Jan S de Villiers 18th Floor 1 Thibault Square Cape Town 8001 P O Box 1474, Cape Town 8000 REGISTRATION NUMBER 2006/021408/07 3 MEDIA24 HOLDINGS PROPRIETARY LIMITED AUDIT COMMITTEE REPORT FOR THE YEAR ENDED 31 MARCH 2016 The audit committee submits their report, as required by section 94 of the Companies Act No 71 of 2008. FUNCTIONS OF THE AUDIT COMMITTEE The audit committee has adopted formal terms of reference, delegated to it by the board of directors, as its audit committee charter. The audit committee has discharged the functions in terms of its charter and ascribed to it in terms of the Act as follows: Reviewed the year end financial statements, culminating in a recommendation to the board to adopt them. In the course of its review the committee: - took appropriate steps to ensure that the financial statements were prepared in accordance with International Financial Reporting Standards (IFRS) and in the manner required by the South African Companies Act No 71 of 2008; - considered and, when appropriate, made recommendations on internal financial controls; - dealt with concerns or complaints relating to accounting policies, internal audit, the auditing or content of annual financial statements, and internal financial controls; and - reviewed legal matters that could have a significant impact on the organisation's financial statements. Reviewed the external audit report on the annual financial statements; Approved the internal audit charter and audit plan; Reviewed the internal audit and risk management reports, and, where relevant, recommendations being made to the board; Evaluated the effectiveness of risk management, controls and the governance processes; Verified the independence of the external auditors, nominated PricewaterhouseCoopers Inc. as the auditors for 2016 and noted the appointment of Mr Hugo Zeelie as the designated auditor; Approved the audit fees and engagement terms of the external auditors; Determined the nature and extent of allowable non audit services and approved the contract terms for the provision of non audit services by the external auditors. MEMBERS OF THE AUDIT COMMITTEE AND ATTENDANCE AT MEETINGS The audit committee consists of the independent non executive directors listed hereunder and meets at least three times per annum in accordance with the audit committee charter. All members act independently as described in section 94 of the Companies Act No 71 of 2008. During the year under review the following meetings were held. 17 June 2015 - SS de Swardt (Chair), LN Jonker and J C Held attended 25 September 2015 - SS de Swardt (Chair), TD Petersen and J C Held attended 19 November 2015 - SS de Swardt (Chair), TD Petersen and J C Held attended 31 March 2016 - SS de Swardt (Chair), TD Petersen and J C Held attended 4 MEDIA24 HOLDINGS PROPRIETARY LIMITED FOR THE YEAR ENDED 31 MARCH 2016 The directors present their annual report, which forms part of the audited annual financial statements of the company and the group for the year ended 31 March 2016. NATURE OF BUSINESS Media24 is a leading publishing group in Africa based in Cape Town, South Africa. Its operating company, Media24 Proprietary Limited, was incorporated in 1950. The group has interests in newspapers, magazines, book and digital publishing, as well as printing, distribution, ecommerce and financial data. These activities are conducted primarily in South Africa, with some operations in neighbouring countries and expansion into select territories in the rest of Africa such as Nigeria and Kenya. Most of our businesses are market leaders in their sectors. OPERATING RESULTS AND FINANCIAL REVIEW The financial statements on pages 9 to 94 set out fully the financial position, results of operations, changes in equity and cash flows of the group for the financial year ended 31 March 2016. Media24 ended the year with revenue decline of 2% to R8,1 billion. Trading profit, before other gains and losses, of R354 million, was 48% higher year on year. Driving efficiencies and realising cost savings in our traditional media operation remained focus areas. The group continues to make substantial investments in digital, ecommerce and in other growth opportunities to diversify its operations into non-print activities, with the associated short- to medium-term impact on trading profit. Novus Holdings achieved satisfying results in its core print business, while establishing its first digital print operation, Novus Print Solutions. The group increased investment in its diversification programme and entered the printed flexible packaging market. As part of this, a new packaging gravure press was successfully commissioned. The tissue expansion project is progressing well. The News division delivered a strong trading performance although this was largely due to continued cost-cutting measures under tough operating conditions. The division retained its leading advertising and circulation market share. Daily Sun again recorded handsome profits and Soccer stable performance helped offset circulation declines. Local titles achieved double-digit profit growth. Media24 Lifestyle (previously the magazine division) outperformed profit expectations, with sterling contributions from contract publishers New Media and monthly titles. This division continues to focus on developing new revenue streams. Our total readership market share was stable at around 80% (AMPS) and we retained our advertising and circulation (print and digital) market leadership among the top five publishers. Access to our digital platforms is now 75% via mobile devices. Our Books division increased its leadership in the local trade-publishing market. Print book sales were buoyant while electronic or ebook sales plateaued, in line with international trends. Local orders declined, but Botswana schoolbook orders were up against the prior year. Van Schaik posted good results despite instability in the academic market. We divested from clubs business Leisure Books/Leserskring. Careers24 recorded good growth across key metrics in a competitive market. We launched employer branding and company reviews to enhance the value proposition to employers and candidates. News and entertainment portal 24.com is expanding its reach and now attracts over 13 million monthly unique users across web and mobile. More than 77% of traffic now comes via mobile browsers and apps, with our digital flagship News24 holding steady as the top-ranked free news app on both iOS and Android in Africa. Afrikaans digital destination Netwerk24 is growing rapidly. Our online fashion business Spree signed up more international brands and recorded good growth in shoppers, sales and other key metrics. The Android and iOS apps have performed well since launching to market at end 2015. On the efulfilment operation (now housed in ecommerce) secured new retail contracts and continues to invest in final-delivery services to improve the user experience. Financial data business INET BFA successfully rolled out a new version of its flagship IGraph platform, while doubling sales of its global platform, Fronteer, in South Africa and sub-Saharan Africa. 6 MEDIA24 HOLDINGS PROPRIETARY LIMITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 31 MARCH 2016 AND 2015 31 March 2016 2015 Notes R'000 R'000 ASSETS Non-current assets 3,362,231 3,434,918 Property, plant and equipment 4 2,695,800 2,619,037 Goodwill 5 362,809 361,446 Intangible assets 6 181,225 277,579 Investments in associates 7 13,572 12,129 Investments in joint ventures 7 38,020 99,840 Loans and receivables 7 1,993 3,170 Derivative financial instruments 33 - 652 Deferred taxation 8 68,812 61,065 Current assets 2,608,012 2,669,439 Inventory 9 489,737 523,279 Trade receivables 10 1,045,173 998,703 Other receivables 11 145,580 142,102 Related party receivables 12 281,194 278,537 Loans and receivables 7 46,748 54,977 Derivative financial instruments 33 5,596 1,487 Cash and cash equivalents 32 531,484 641,318 2,545,512 2,640,403 Non-current assets held for sale 13 62,500 29,036 TOTAL ASSETS 5,970,243 6,104,357 EQUITY
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