NOTES TO THE <strong>CONDENSED</strong> <strong>CONSOLIDATED</strong> ANNUAL <strong>FINANCIAL</strong> STATEMENTS continued 9. Assets of disposal groups classified as held-for-sale and discontinued operations On 31 July 2012 the Group and Senwes Limited (“Senwes”) entered into binding sale of business agreements with Business Venture Investments No 1658 Proprietary Limited (“Newco”) in terms of which the Group and Senwes will merge their respective agricultural retail businesses, as well as the Partrite business of <strong>AFGRI</strong>. In terms of the sale of business agreements, the Group will sell its retail agricultural business as well as its shareholding in Partrite (Pty) Limited and Dormanco (Pty) Limited to Newco as a going concern. Senwes will sell to Newco its agricultural retail business as a going concern, including Senwes Capital Proprietary Limited. The respective values of the <strong>AFGRI</strong> Retail Business and the Senwes Retail Business will be determined and the party whose business’s value is the lower of the two shall contribute a cash adjustment to the other party to ensure that the respective values of the businesses are equal. This will ensure that upon completion of the transaction each party will hold 50% of the issued shares in Newco. The transaction is subject to the fulfilment of various suspensive conditions, in particular the unconditional approval of the South African Competition Authorities, both parties’ satisfaction with the results of financial, legal and technical due diligence and the determination of the respective values of both parties’ retail businesses. Further details regarding this transaction were published on SENS on 31 July 2012. As a result of this transaction, this group of assets (“disposal group”) are disclosed as a disposal group held-for-sale as at 30 June 2012 as its carrying values will be recovered principally through a sales transaction rather than through continuing use under the conditions specified in IFRS 5. It also meets the definition of a discontinued operation, as it is a separate major line of business which will be disposed of in a single transaction. Comparatives have been restated to ensure comparability. During the year the Group entered into various discussions regarding the sale of its intellectual property right, trademark and patent on automated banking machines registered as “Deposita” together with its 46% investment in Deposita Systems (Pty) Limited. A number of indicative offers were received and final negotiations are underway. In accordance with IFRS5, these assets were disclosed as held-for-sale at 30 June 2012, as all conditions within IFRS5 have been met. During the prior financial year the Group concluded a sale agreement of one of its poultry breeder farms “Uitkyk”, situated near Mokopane, with Mike’s Chicken (Pty) Limited. The affected assets and liabilities were disclosed as held-for-sale. The prior year further includes the loss on the remeasurement of assets of the poultry breeder farm “Uitkyk” to fair value due to its held-for-sale classification. The prior year also includes the loss from the discontinued business unit in the Group’s trading division which were closed in 2011. 10. Subsequent event On 31 July 2012 the Group and Senwes Limited (“Senwes”) entered into binding sale of business agreements with Business Venture Investments No 1658 Proprietary Limited (“Newco”) in terms of which the Group and Senwes will merge their respective agricultural retail businesses, as well as the Partrite business of <strong>AFGRI</strong>. Although this represents a non-adjustable event after balance sheet date in terms of IAS10, the conditions for held-forsale classification under IFRS5 have all been met as at 30 June 2012 resulting in the affected assets and liabilities of the Group’s affected businesses being disclosed as held-for-sale as at 30 June 2012. Please refer to note 9 for more detail on this transaction. 11. Comparative figures During the current financial year interest income was separately disclosed on the face of the income statement. The prior year information has been reclassified to ensure comparability and a total amount of R24.7 million has been reclassified from selling and administration expenses to interest income due to an incorrect classification in the prior year. The Group also disclosed the non-current portion of biological assets for the year ended 30 June 2012. The prior year information has also been reclassified from current to non-current due to its incorrect classification in the prior year, to the value of R7,4 million. 12. Going concern The Board of Directors is satisfied that, after taking into account the current banking facilities, its utilisation thereof and the budgeted profit and cash flows for the year ending 30 June 2013, the working capital available to <strong>AFGRI</strong> will be sufficient to meet its requirements for the next 12 months. 13. Corporate governance and JSE Limited (JSE) compliance The Group applied the principles of good corporate governance as set out in King III and complies with the JSE Listings Requirements regarding the contents of the condensed consolidated annual financial statements. 14. Audit opinion These condensed consolidated financial results have been audited by our auditors, PricewaterhouseCoopers Inc., who have performed their audit in accordance with the International Standards on Auditing. A copy of their unqualified audit report is available for inspection at the registered office of the company. 15. Annual financial statements A copy of the Group’s annual financial statements for the year ended 30 June 2012 is available at the Group’s registered office and can be obtained from company secretary, Ms M Shikwinya. The Group’s Integrated Report will be distributed to shareholders on or before 18 September 2012. (R’millions) Year ended 30 June 2012 Year ended 30 June 2011 16. Capital commitments Contracted for additions to property, plant and equipment and intangibles 44 12 Authorised but not yet contracted for additions to property, plant and equipment 91 18 135 30 page 14
RESULTS PRESENTATION page 15 Audited condensed consolidated financial results for the year ended 30 June 2012 and cash dividend declaration