PDF 25 MB - Sun International | Investor Centre
PDF 25 MB - Sun International | Investor Centre
PDF 25 MB - Sun International | Investor Centre
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SUN INTERNATIONAL ANNUAL REPORT ’10<br />
INTRODUCTION<br />
B-BBEE is an integrated and coherent socio-economic process that directly<br />
contributes to the economic transformation of South Africa and brings<br />
about significant increases in the number of black people that manage,<br />
own and control the country’s economy as well as significant decreases in<br />
income inequalities. <strong>Sun</strong> <strong>International</strong> supports and participates in B-BBEE<br />
as an inclusive and integrated approach.<br />
The DTI codes of good practice for B-BBEE is the framework on which<br />
government policy is being rolled out. In this regard, targets have been<br />
set for the group in terms of contribution levels, with the target for the<br />
end of 2012 to be a level 3 contributor and a level 2 contributor in 2015.<br />
A formal verification will be conducted by the group by the first quarter<br />
of 2011. In the meantime, a self assessment using the Top Empowerment<br />
Companies/Financial Mail survey gives an indication of progress made by<br />
<strong>Sun</strong> <strong>International</strong> on B-BBEE, which indicates that the targeted level 4<br />
contribution status was achieved.<br />
In order to achieve <strong>Sun</strong> <strong>International</strong>’s Transformation Vision, policies have<br />
been crafted which serve as guidelines and directives to all our units. The<br />
policies are intended to give direction on the various pillars and to enable<br />
achievement of the targets that have been set for B-BBEE.<br />
OWNERSHIP<br />
The group’s overall BEE shareholding is estimated at 43% using the<br />
methodologies suggested by the codes. The BEE ownership of the <strong>Sun</strong><br />
<strong>International</strong> group is calculated by adding the BEE ownership of the<br />
underlying South African subsidiaries of the group and the BEE ownership<br />
directly in <strong>Sun</strong> <strong>International</strong> Limited, which is then divided by the aggregate<br />
value of all of the group’s South African operations. The direct BEE<br />
ownership in <strong>Sun</strong> <strong>International</strong> is calculated excluding the 40% mandated<br />
investments allowable in terms of the BEE codes.<br />
Share options<br />
In terms of the various casino licence bid undertakings, the group had<br />
granted share options over the respective casino company shares to its<br />
empowerment partners. The options enable the empowerment partners<br />
to increase their economic interest in the appropriate company after the<br />
initial capital subscription.<br />
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The table below sets out the group’s economic interest and amount of<br />
that interest that is still subject to dilution:<br />
Category<br />
%<br />
economic<br />
interest<br />
%<br />
under<br />
option<br />
Teemane 75.1 27.8<br />
Mangaung 70.0 9.0<br />
Boardwalk licence<br />
SISA has agreed to dispose of a 15% interest in Emfuleni to a local BEE<br />
Trust and to provide the Trust with vendor funding. In addition, Afrisun<br />
Leisure will dispose of 14.3% of its current shareholding in Zonwabise in<br />
order to further increase the Eastern Cape based BEE participation in<br />
Emfuleni. Following the above two disposals, which will be based on a<br />
DCF valuation of Emfuleni, the group’s effective interest in Emfuleni will<br />
decrease from 78% to 62%.<br />
Dinokana shareholding in <strong>Sun</strong> <strong>International</strong><br />
As at 30 June 2010, Dinokana owned 6 989 759 ordinary shares in <strong>Sun</strong><br />
<strong>International</strong> (a 7% interest). During the year, Dinokana sold 1 395 677<br />
shares in <strong>Sun</strong> <strong>International</strong> in order to reduce its debt to the maximum<br />
allowed in terms of its funding agreements with Nedbank. In addition to<br />
the reduction in debt and as approved by shareholders, <strong>Sun</strong> <strong>International</strong><br />
provided Nedbank a R60 million guarantee in respect of Dinokana’s<br />
obligations to Nedbank.<br />
Nedbank’s funding of Dinokana is due to be repaid in December 2010,<br />
while the Dinokana lock-in structure only expires in December 2014. Nedbank<br />
has, however, offered to extend their financing to the end of the lock in<br />
period on the agreement that Dinokana reduces its debt to R436 million by<br />
1 December 2010, maintains a minimum share cover ratio of 1.4 and that<br />
<strong>Sun</strong> <strong>International</strong> shareholders agree to provide a R60 million guarantee<br />
in support of the structure. Post year end Dinokana sold 270 000 <strong>Sun</strong><br />
<strong>International</strong> shares in order to reduce its debt to below R436 million.