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VUNANI LIMITED - Provisional Condensed Consolidated Results for the year ended 28 February 2018

Release Date: 25/04/2018 08:00
Code(s): VUN     PDF:  
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Provisional Condensed Consolidated Results for the year ended 28 February 2018

VUNANI LIMITED ("Vunani" or "the company" or "the group")
Incorporated in the Republic of South Africa
Registration number: 1997/020641/06
JSE code: VUN ISIN: ZAE000163382 Listed on AltX on the JSE Limited ("JSE")

PROVISIONAL CONDENSED CONSOLIDATED RESULTS
for the year ended 28 February 2018

The Reviewed Provisional Condensed Consolidated Results have been prepared under
the supervision of the Chief Financial Officer, Tafadzwa Mika CA(SA).

SALIENT FEATURES

REVENUE OF
R350.9 million
compared to R184.2 million
at 28 February 2017 

PROFIT FOR THE YEAR OF
R45.6 million
compared to R40.0 million at
28 February 2017

HEADLINE EARNINGS
PER SHARE OF
25.2c
compared to 19.2c at
28 February 2017

NET ASSET VALUE
PER SHARE OF
242.5c
Compared to 221.2c at
28 February 2017

Condensed consolidated statement
of comprehensive income
for the year ended 28 February 2018

                                                                                                                                         *Re-presented   
                                                                                                                              Reviewed         Audited   
                                                                                                                           28 February     28 February   
Figures in R'000                                                                                                    Note          2018            2017   
Continuing operations                                                                                                                                    
Revenue                                                                                                                1       350 889         184 192   
Other income                                                                                                                     2 518           4 717   
Investment revenue                                                                                                               5 421           1 624   
Interest received from investments                                                                                                 137           1 646   
Net profit on disposal of assets                                                                                                     -          12 200   
Fair value adjustments and impairments                                                                                 2        41 242           9 247   
Equity-accounted earnings (net of income tax)                                                                                 (10 823)          23 305   
Operating expenses                                                                                                           (327 957)       (187 348)   
Results from operating activities                                                                                               61 427          49 583   
Finance income                                                                                                                   3 592           2 784   
Finance costs                                                                                                                 (11 055)         (3 866)   
Net finance costs                                                                                                              (7 463)         (1 082)   
Profit before income tax                                                                                                        53 964          48 501   
Income tax expense                                                                                                             (7 139)         (8 648)   
Profit from continuing operations                                                                                               46 825          39 853   
Discontinued operations                                                                                                                                  
(Loss)/profit from discontinued operations (net of                                 
income tax)                                                                                                            3       (1 269)             185   
Profit for the year                                                                                                             45 556          40 038   
Other comprehensive income                                                                                                                               
Items that are or may be reclassified to profit or                                 
loss                                                                                                  
Exchange differences on translating foreign operations                                                                         (1 192)         (2 243)   
Total comprehensive income for the year                                                                                         44 364          37 795   
Profit from continuing operations attributable to:                                                                                                       
Equity holders of Vunani Limited                                                                                                42 330          37 896   
Non-controlling interest                                                                                                         4 495           1 957   
                                                                                                                                46 825          39 853   
Profit for the year attributable to:                                                                                                                     
Equity holders of Vunani Limited                                                                                                41 061          38 081   
Non-controlling interest                                                                                                         4 495           1 957   
                                                                                                                                45 556          40 038   
Total comprehensive income for the period                                 
attributable to:                                                                                               
Equity holders of Vunani Limited                                                                                                40 477          36 793   
Non-controlling interest                                                                                                         3 887           1 002   
                                                                                                                                44 364          37 795   
Basic and diluted earnings per share (cents)                                                                                      26.0            30.1   
Basic and diluted earnings per share from continuing                                 
operations (cents)                                                                                                                26.8            30.0   
Basic and diluted (loss)/earnings per share from                                 
discontinued operations (cents)                                                                                                  (0.8)             0.1   
Basic and diluted headline earnings per share                                 
(cents)                                                                                                                4          25.2            19.2   
Basic and diluted headline earnings per share from                                 
continuing operations (cents)                                                                                                     26.7            20.8   
Basic and diluted headline loss per share from                                 
discontinued operations (cents)                                                                                                  (1.5)           (1.6)   
                                 

*   Comparatives on the statement of comprehensive income have been re-presented to show the effect of the
    discontinued operations (refer to note 3).

Condensed consolidated statement of financial position
at 28 February 2018

                                                                                                                              Reviewed         Audited   
                                                                                                                           28 February     28 February   
Figures in R'000                                                                                                    Note          2018            2017   
Assets                                                                                                                                                   
Property, plant and equipment                                                                                                   10 404          10 535   
Goodwill                                                                                                                       139 766         139 766   
Intangible assets                                                                                                               87 388          98 613   
Investments in and loans to associates                                                                                          75 495          84 242   
Other investments                                                                                                      5        50 720          38 109   
Deferred tax asset                                                                                                              47 010          47 280   
Other non-current assets                                                                                                        54 127          29 802   
Total non-current assets                                                                                                       464 910         448 347   
Other investments                                                                                                      5           575           4 291   
Other current assets                                                                                                                 -           1 712   
Taxation prepaid                                                                                                                 1 462           1 343   
Trade and other receivables                                                                                                     73 680          52 702   
Accounts receivable from trading activities                                                                                    689 510         693 427   
Trading securities                                                                                                                 435             183   
Cash and cash equivalents                                                                                                       51 584          82 284   
Total current assets                                                                                                           817 246         835 942   
Total assets                                                                                                                 1 282 156       1 284 289   
Equity                                                                                                                                                   
Stated capital                                                                                                         6       706 572         700 022   
Treasury shares                                                                                                               (14 842)        (15 915)   
Share-based payments reserve                                                                                                    21 646          16 100   
Foreign currency translation reserve                                                                                           (3 105)         (2 521)   
Accumulated loss                                                                                                             (310 368)       (340 886)   
Equity attributable to equity holders of Vunani Limited                                                                        399 903         356 800   
Non-controlling interest                                                                                                         (566)         (4 021)   
Total equity                                                                                                                   399 337         352 779   
Liabilities                                                                                                                                              
Other financial liabilities                                                                                            5        64 062         107 714   
Deferred tax liabilities                                                                                                        25 955          31 311   
Total non-current liabilities                                                                                                   90 017         139 025   
Other financial liabilities                                                                                            5        34 667          35 580   
Taxation payable                                                                                                                 8 006           8 327   
Trade and other payables                                                                                                        60 022          57 615   
Accounts payable from trading activities                                                                                       687 659         688 819   
Trading securities                                                                                                                  86           1 934   
Bank overdraft                                                                                                                   2 362             210   
Current liabilities                                                                                                            792 802         792 485   
Total liabilities                                                                                                              882 819         931 510   
Total equity and liabilities                                                                                                 1 282 156       1 284 289   
Shares in issue (000s)                                                                                                 6       164 897         161 296   
Net asset value per share (cents)                                                                                                242.5           221.2   
Net tangible asset value per share (cents)                                                                                       104.8            73.4   
  

Net asset value per share (cents)
Net asset value per share is the equity attributable to equity holders of Vunani Limited, utilising all shares in issue, 
including treasury shares.

Net tangible asset value per share (cents)
Net tangible asset value per share is the equity attributable to equity holders of Vunani Limited, (excluding goodwill 
and intangible assets) utilising all shares in issue, including treasury shares.

Condensed consolidated statement of changes in equity
for the year ended 28 February 2018

                                                                                                                         Total                           
                                                                                Share-       Foreign                  attribu-                           
                                                                                 based      currency                     table          Non-             
                                                           Stated   Treasury   payment   translation   Accumulated   to equity   controlling     Total   
Figures in R'000                                          capital     shares   reserve       reserve          loss     holders      interest    equity   
Balance as at 29 February 2016 - Audited                  624 888   (15 571)    12 871       (1 233)     (365 474)     255 481         1 670   257 151   
Total comprehensive income for the period                                                                                                                    
Profit for the year                                             -          -         -             -        38 081      38 081         1 957    40 038   
Other comprehensive income for the period                       -          -         -       (1 288)             -     (1 288)         (955)   (2 243)   
Total comprehensive income for the period                       -          -         -       (1 288)        38 081      36 793         1 002    37 795   
Issue of shares                                            68 332          -         -             -             -      68 332             -    68 332   
Share-based payments                                            -          -     3 229             -             -       3 229             -     3 229   
Dividends paid                                                  -          -         -             -         (503)       (503)             -     (503)   
Capitalisation share issue award                            6 802      (344)         -             -       (6 458)           -             -         -   
Acquisition of non-controlling interests                        -          -         -             -       (6 532)     (6 532)         1 082   (5 450)   
Business combination                                            -          -         -             -             -           -       (7 775)   (7 775)   
Total transactions with owners, recorded directly
in equity                                                  75 134      (344)     3 229             -      (13 493)      64 526       (6 693)    57 833   
Balance as at 28 February 2017 - Audited                  700 022   (15 915)    16 100       (2 521)     (340 886)     356 800       (4 021)   352 779   
Total comprehensive income for the year                                                                                                                      
Profit for the year                                             -          -         -             -        41 061      41 061         4 495    45 556   
Other comprehensive income for the year                         -          -         -         (584)             -       (584)         (608)   (1 192)   
Total comprehensive income for the period                       -          -         -         (584)        41 061      40 477         3 887    44 364   
Transactions with owners, recorded directly in
equity                                                                                                        
Issue of shares                                             7 188          -         -             -             -       7 188             -     7 188   
Share-based payments                                            -          -     5 546             -           435       5 981             -     5 981   
Dividends paid                                                  -          -         -             -       (8 241)     (8 241)         (538)   (8 779)   
Delisted shares                                             (638)        638         -             -             -           -             -         -   
Transfer between reserves                                       -        435         -             -         (435)           -             -         -   
Acquisition of non-controlling interests                        -          -         -             -       (2 302)     (2 302)           106   (2 196)   
Total transactions with owners, recorded directly
in equity                                                   6 550      1 073     5 546             -      (10 543)       2 626         (432)     2 194   
Balance as at 28 February 2018 - Reviewed                 706 572   (14 842)    21 646       (3 105)     (310 368)     399 903         (566)   399 337   


DIVIDENDS

                                                                                                                                Reviewed       Audited
                                                                                                                             28 February   28 February
Figures in R'000                                                                                                                    2018          2017
Ordinary dividend                                                                                                                                        
Ordinary dividend number 3 of 5.2 cents (4.16 cents net of dividend withholding tax) per share was paid to ordinary        
shareholders on 28 July 2017 (net of treasury shares)                                                                              8 241             -
Capitalisation share issue award (with cash alternative)                                                                                                 
A scrip dividend of 4 shares for every 100 shares held (4.3 million shares) was issued on 26 August 2016        
(net of treasury shares)                                                                                                               -         6 458
As an alternative to the capitalisation share issue award, shareholders were able to elect to receive a gross dividend        
of 6c per share. For those shareholders electing to receive cash the dividend was paid to ordinary shareholders on        
29 August 2016 (net of treasury shares held).                                                                                          -           503
                                                                                                                                   8 241         6 961
        
Condensed consolidated statement of cash flows
for the year ended 28 February 2018

                                                                                                                               Reviewed        Audited
                                                                                                                            28 February    28 February
Figures in R'000                                                                                                 Note              2018           2017
Cash flows from operating activities                                                                                                                   
Net cash generated/(utilised) by operating activities                                                               7            28 488          (161)
Investment revenue received                                                                                                       5 421          1 624
Finance income received                                                                                                           3 592          2 784
Finance costs paid                                                                                                              (9 627)        (1 220)
Dividends paid to shareholders                                                                                                  (8 241)          (503)
Dividends paid to non-controlling interest                                                                                        (538)              -
Income tax paid                                                                                                                (12 214)       (10 278)
Net cash generated/(utilised) by operating activities                                                                             6 881        (7 764)
Cash flows from investing activities                                                                                                                   
Proceeds on disposal of business                                                                                                  1 500            494
Acquisition of property, plant and equipment                                                                                    (4 245)        (2 161)
Proceeds on disposal of property, plant and equipment                                                                                 -              6
Proceeds from repayment of loans to associates                                                                                    1 186            606
Advances in investment and loans to associates                                                                                  (7 592)        (1 664)
Dividends received from associates                                                                                                  741              -
Proceeds from repayment of other non-current assets                                                                               1 712              8
Acquisition of other investments                                                                                                (2 590)          (298)
Proceeds on disposal of other investments                                                                                        10 292          6 990
Net cash inflow from investing activities                                                                                         1 004          3 981
Cash flows from financing activities                                                                                                                   
Proceeds on issue of shares                                                                                                       2 772         51 066
Advances of other financial liabilities                                                                                          30 305             70
Repayments of other financial liabilities                                                                                      (73 814)        (2 064)
Net cash (outflow)/inflow from financing activities                                                                            (40 737)         49 072
Net (decrease)/increase in cash and cash equivalents                                                                           (32 852)         45 289
Cash acquired in business combination                                                                                                 -         20 013
Cash disposed of during the year                                                                                                      -          (323)
Cash and cash equivalents at the beginning of the year                                                                           82 074         17 095
Total cash and cash equivalents at end of the year                                                                               49 222         82 074

Segmental reporting
for the year ended 28 February 2018



The fund management, advisory services and other investments segments are geographically located in South Africa and, on a smaller scale, in
Zimbabwe and Malawi. The institutional securities broking, mining and private wealth and investments segments are geographically located in South
Africa.

                                                                                                  Reportable                                                  
                                                                                                     segment                                                   
                                                                                               profit/(loss)             Total                   Total
                                                                                 Revenue           after tax            assets             liabilities
                                                                                Reviewed            Reviewed          Reviewed                Reviewed
                                                                             28 February         28 February       28 February             28 February
Figures in R'000                                                                    2018                2018              2018                    2018
Fund management                                                                   64 683               4 284            66 651                (15 635)
Asset administration                                                             124 781               6 714           234 151               (106 632)
                                  -    Advisory services                           4 895             (1 450)             3 321                 (1 122)
Investment banking  -
                                  -    Institutional securities broking           63 686               1 376           717 873               (706 319)
                                       Mining                                     92 344              41 153            85 400                (22 453)
Private equity*
                                       Other investments                             500             (5 252)           174 620                (30 540)
                                                                                 350 889              46 825         1 282 016               (882 701)
Discontinued operations                                                                                                                               
Private wealth and investments**                                                     344             (1 269)               140                   (118)
Total                                                                            351 233              45 556         1 282 156               (882 819)


                                                                                                          Re-presented
                                                                                                  Reportable                                                   
                                                                                                     segment                                                    
                                                                                               profit/(loss)             Total                   Total
                                                                                 Revenue           after tax            assets             liabilities
                                                                                 Audited             Audited           Audited                 Audited
                                                                             28 February         28 February       28 February             28 February
Figures in R'000                                                                    2017                2017              2017                    2017
Continuing operations                                                                                                                                                
Fund management                                                                   64 452               6 049            60 735                (15 636)
Asset administration                                                              22 909              16 595           245 887               (150 682)
                                  -    Advisory services                           5 236               (525)             2 239                 (1 741)
Investment banking  -
                                  -    Institutional securities broking           67 955               2 585           721 258               (713 466)
                                      
                                  -    Mining                                     23 640               8 873            43 431                (10 403)
Private equity*     -
                                  -    Other investments                               -               6 276           209 967                (38 753)
                                                                                 184 192              39 853         1 283 517               (930 681)
Discontinued operations                                                                                                                                             
Private wealth and investments**                                                   4 421                 185               772                   (829)
Total                                                                            188 613              40 038         1 284 289               (931 510)

*  In the current year, the Private equity segment has been refined into two segments namely Mining and Other investments as a result of the increased 
   mining processing activities. Comparative figures have been re-presented to reflect the impact of the change.

** The Private wealth and investments segment has been represented as a discontinued operation as a result of the disposal of the client book.

Notes to the condensed consolidated financial statements
(all figures in R´000)

BASIS OF PREPARATION

The condensed consolidated financial statements are prepared in accordance with the requirements of the JSE Limited Listings Requirements for
provisional reports and the requirements of the Companies Act of South Africa. The Listings Requirements require provisional reports to be prepared
in accordance with the framework concepts and the measurement and recognition requirements of International Financial Reporting Standards (IFRS)
and the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by Financial
Reporting Standards Council and to also, as a minimum, contain the information required by IAS 34 Interim Financial Reporting. The accounting policies
applied in the preparation of the condensed consolidated financial statements are in terms of IFRS and are consistent with those applied in the previous
consolidated annual financial statements.

The reviewed condensed consolidated provisional financial statements have been presented on the historical cost basis, except for other investments
and certain 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 presentation currency.

These reviewed condensed consolidated provisional financial statements 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 re-presented to show the effect of the discontinued operations (refer to note 3).

NOTES

1.    Revenue
      Revenue includes trading revenue and fees earned from advisory services, brokerage, fund management fees, asset administration fees and
      client service fees.


2.    Fair value adjustments and impairments

                                                                                                                     Reviewed        Audited
                                                                                                                  28 February    28 February
      Figures in R'000                                                                                                   2018           2017
      Fair value adjustment on financial assets and liabilities designated at fair value through profit or loss        43 714          8 639
      Impairment reversal/(loss) of loans in other non-current assets                                                       -              8
      Impairment reversal/(loss) on loans to associates                                                               (2 472)            600
                                                                                                                       41 242          9 247

3.    Discontinued operations
      A strategic decision was made in June 2017 to dispose of the group's private wealth and investments business. This culminated in the group
      disposing of the client book that was held in Vunani Wealth and Investments Proprietary Limited ("VWI"). The sale of the business included the
      transfer of VWI's executive management's employment contracts to the purchaser. As the disposal related to a separate line of the group's
      business, the related activities have been presented as a discontinued operation.

      The comparative information in the February 2017 consolidated statement of comprehensive income has been re-presented to disclose the
      discontinued operations separately from continuing operations.
 
                                                                                                                     Reviewed       Audited   
                                                                                                                  28 February   28 February   
                                                                                                                         2018          2017   
      Revenue                                                                                                             344         4 421   
      Profit on disposal of assets                                                                                      1 500         2 806   
      Operating expenses                                                                                              (3 103)       (7 052)   
      Profit before income tax                                                                                        (1 259)           175   
      Income tax expense                                                                                                 (10)            10   
      Profit for the year                                                                                             (1 269)           185   
      Profit for the period attributable to:                                                                                                  
      Equity holders of Vunani Limited                                                                                (1 269)           185   
      Effect on basic and diluted earnings per share (cents)                                                            (0.8)           0.1   
      Effect on basic and diluted headline loss per share (cents)                                                       (1.5)         (1.6)   
      Cash flows from discontinued operations                                                                                                 
      Net cash (utilised)/generated by operating activities                                                              (64)           128   
      Net cash inflow from investing activities                                                                         1 500             -   
      Net cash outflow from financing activities                                                                      (1 500)             -   
      Net cash (outflow)/inflow for the year                                                                             (64)           128   
                                             
                                             
4.    Reconciliation of headline earnings for the year                                                   
                                                                                                                     Reviewed       Audited   
                                                                                                                  28 February   28 February   
      Figures in R'000                                                                                                   2018          2017   
      Profit for the year attributable to equity holders of Vunani                                                     41 061        38 081   
      Adjusted for:                                                                                                                           
      Associates                                                                                                                              
      Gross revaluation of investment property                                                                           (31)           888   
      Deferred taxation on revaluation                                                                                      9         (249)   
      Non-controlling interest                                                                                              5         (141)   
      Disposal of businesses                                                                                                                  
      Profit on disposal                                                                                              (1 500)       (2 806)   
      Taxation                                                                                                            336           629   
      Business combination                                                                                                                    
      Fair value adjustment on stepped up acquisition                                                                       -      (12 153)   
      Disposal of assets                                                                                                                      
      Profit on disposal                                                                                                    -          (47)   
      Taxation                                                                                                              -            11   
                                                                                                                       39 880        24 213   
      Headline earnings per share (cents)                                                                                25.2          19.2   
      Basic and diluted headline earnings per share from continuing operations                                           26.7          20.8   
      Basic and diluted headline earnings per share from discontinued operations                                        (1.5)         (1.6)   


5.    Other investments and other financial liabilities
      Unlisted investments are fair valued annually by the directors. Listed investment prices are determined with reference to the share price at
      period-end.

      Both listed and unlisted investments are designated at fair value through profit or loss. Financial liabilities are either accounted for at amortised
      cost or designated at fair value through profit or loss. The group designates certain financial liabilities at fair value through profit or loss upon initial
      recognition.

      Ring-fenced special purpose entities have historically been used to house the group's geared equity investments and any financial liabilities that
      relate to such investments. Financial assets and liabilities that arise in terms of these ring-fenced structures are both fair valued through profit or
      loss in terms of IAS 39 Financial instruments: Recognition and measurement.

      For additional information on the fair values of other investments and other financial liabilities, please refer to note 8 of these financial results.


6.    Authorised and issued stated capital
      The authorised stated capital at 28 February 2018 was 500 million ordinary shares of no par value (2017: 200 million ordinary shares of no par
      value). 164 896 943 shares were in issue at 28 February 2018 (2017: 161 296 081).
      
                                                                                                                     Reviewed       Audited   
                                                                                                                  28 February   28 February   
      Weighted average number of ordinary shares (000s)                                                                  2018          2017   
      Issued ordinary shares at the beginning of the year                                                             161 296       114 665   
      Effect of share issue                                                                                             1 899        17 203   
      Effect of own shares held                                                                                       (5 219)       (5 473)   
      Weighted average number of shares in issue during the year                                                      157 976       126 395   
      Number of shares in issue at the end of the year (000s)                                                         164 897       161 296   
      Dilutive weighted average number of ordinary shares (000s)                                                                              
      Issued ordinary shares at the beginning of the year                                                             161 296       114 665   
      Effect of share issue                                                                                             1 899        17 203   
      Effect of own shares held                                                                                       (5 219)       (5 473)   
      Effect of dilutive shares                                                                                         2 061           669   
      Diluted weighted average number of shares in issue during the year                                              160 037       127 064   
      Number of shares in issue at the end of the year (000s)                                                         164 897       161 296   


      The shares issued as part of the employee share incentive scheme could potentially dilute basic earnings in the future. The employee 
      shares have a dilutive effect. The impact of the potential dilutive shares is immaterial.

7.    Net cash utilised by operating activities

                                                                                                                               Re-presented   
                                                                                                                    Reviewed        Audited   
                                                                                                                 28 February    28 February   
      Figures in R'000                                                                                                  2018           2017   
      Profit before income tax expense from continuing operations                                                     53 964         48 501   
      (Loss)/income before income tax expense from discontinued operations                                           (1 269)            185   
      Adjusted for:                                                                                                                           
      Depreciation of property, plant and equipment                                                                    3 722          1 297   
      Profit on disposal of subsidiaries                                                                                   -        (2 806)   
      Profit on disposal of associates                                                                                     -       (12 153)   
      Profit on disposal of discontinued operations                                                                  (1 500)              -   
      Equity-accounted loss/(earnings) (net of income tax)                                                            10 823       (23 305)   
      Profit on disposal of fixed assets                                                                                   -           (47)   
      Fair value adjustments and impairments                                                                        (41 242)        (9 247)   
      Derecognition of deferred payment                                                                                    -        (3 580)   
      Movement in impairment allowance                                                                                   369          1 097   
      Amortisation of intangible assets                                                                               11 224          2 055   
      Share-based payments expense                                                                                     5 981          3 229   
      Foreign currency translation loss                                                                                  362            541   
      Lease straight-line adjustment                                                                                   (432)          (301)   
      Interest received from investments and finance income                                                          (3 729)        (4 430)   
      Investment revenue                                                                                             (5 421)        (1 624)   
      Finance costs                                                                                                   11 055          3 866   
      Changes in working capital:                                                                                                             
      (Decrease)/increase in trading securities                                                                      (2 100)          1 882   
      Increase in trade and other receivables                                                                       (22 080)       (22 944)   
      Increase in trade and other payables                                                                             5 523         18 139   
      Decrease/(increase) in accounts receivable and payable from trading activities                                   3 238          (516)   
      Cash generated/(utilised) by operating activities                                                               28 488          (161)   
      

8.    Financial instruments carried at fair value
      The fair value of a financial instrument is the price that would be received for the sale of an asset or paid for the transfer of a liability in an orderly
      transaction between market participants at the measurement date. Underlying the definition of fair value is a presumption that an entity is a going
      concern without any intention or need to liquidate, to curtail materially the scale of its operations or to undertake a transaction on adverse terms.
      Fair value is not, therefore, the amount that an entity would receive or pay in a forced transaction, involuntary liquidation or distressed sale.

      The existence of published price quotations in an active market is the best evidence of fair value and, where they exist, they are used to measure
      the financial asset or financial liability. A market is considered to be active if transactions occur with sufficient volume and frequency to provide
      pricing information on an ongoing basis. Financial instruments fair valued using quoted prices would generally be classified as level 1 in terms of
      the fair value hierarchy.

      Where a quoted price does not represent fair value at the measurement date or where the market for a financial instrument is not active, the
      group establishes fair value by using valuation techniques. These valuation techniques include reference to the value of the assets of the
      underlying business, earnings multiples (e.g. unlisted investments), discounted cash flow analysis (e.g. unlisted investments, loans and advances)
      and various option pricing models.

      Inputs typically used in valuation techniques for loans and advances, other investments, investments in associates and other financial liabilities,
      include discount rates, expected future cash flows, dividend yields, earnings multiples, volatility, equity prices and commodity prices.

      Valuation methodologies and techniques applied for level 3 financial instruments include a combination of discounted cash flow analysis,
      application of earnings multiples on sustainable after tax earnings and current and projected net asset values to determine overall reasonability.
      The valuation technique applied to specific financial instruments depends on the nature of the financial instrument and the most appropriate
      valuation technique is determined on that basis.

      After the valuations of the unlisted financial assets and liabilities are performed, these are presented to the group's investment committee for
      independent review. All significant valuations are approved by the investment committee.

      The valuation methodologies, techniques and inputs applied to the fair value measurement of the financial instruments have been applied in a
      manner consistent with that of the previous financial period.

                                                                                                      Reviewed                    Audited                
                                                                                                   28 February                28 February                
                                                                                                          2018                       2017                
      Fair values                                                                              Carrying                   Carrying                
      Figures in R'000                                                                           amount   Fair value        amount   Fair value   
      Financial assets measured at fair value                                                                                                     
      Designated at fair value through profit or loss on initial recognition                    101 739      101 739        68 520       68 520   
      Trading securities                                                                            435          435           183          183   
      Financial assets not measured at fair value                                                                                                 
      Loans to associates                                                                        27 387       21 949        22 953       20 761   
      Loans in other non-current assets                                                           3 683        3 909         5 394        5 168   
                                                                                                133 244      128 032        97 050       94 632   
      Financial liabilities measured at fair value                                                                                                
      Designated at fair value through profit or loss on initial recognition                    (5 084)      (5 084)       (6 610)      (6 610)   
      Trading securities                                                                           (86)         (86)       (1 934)      (1 934)   
      Financial liabilities not measured at fair value                                                                                            
      Other financial liabilities                                                              (93 645)     (94 016)     (136 684)    (139 172)   
                                                                                               (98 815)     (99 186)     (145 228)    (147 716)   
      Total                                                                                      34 429       28 846      (48 178)     (53 084)   


      The carrying amounts of cash and cash equivalents, accounts receivable from trading activities, trade and other receivables, bank overdraft,
      accounts payable from trading activities and trade and other payables reasonably approximate their fair values and are therefore not included in
      the table above.
      
      Fair value hierarchy
      The table below analyses recurring fair value measurements for financial assets and financial liabilities. These fair value measurements are
      categorised into different levels in the fair value hierarchy based on inputs to the valuation techniques used.
      
      The different levels are defined as follows:
      
      - Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
      
      - Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or
      indirectly (i.e. derived from prices).
      
      - Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
      
      Reviewed 28 February 2018                                                                                               
      Figures in R'000                                                                            Level 1   Level 2       Level 3         Total   
      Financial assets designated at fair value through profit or loss                             19 951         -        81 788       101 739   
      Financial assets measured at fair value                                                         435         -             -           435   
      Financial assets at amortised cost                                                                -         -        25 858        25 858   
      Financial liabilities designated at fair value through profit or loss                          (86)         -       (5 084)       (5 170)   
      Financial liabilities at amortised cost                                                           -         -      (94 016)      (94 016)   
                                                                                                   20 300         -         8 546        28 846  
                                                                                                    
      Audited 28 February 2017                                                                    Level 1   Level 2       Level 3         Total   
      Financial assets designated at fair value through profit or loss                             33 910         -        34 610        68 520   
      Financial assets at amortised cost                                                                -         -        25 929        25 929   
      Financial liabilities designated at fair value through profit or loss                       (1 934)         -       (6 610)       (8 544)   
      Financial liabilities at amortised cost                                                           -         -     (139 172)     (139 172)   
                                                                                                   31 976         -      (85 243)      (53 267)  
                                                                                                    
                                                                                                                         Reviewed       Audited   
                                                                                                                      28 February   28 February   
      Figures in R'000                                                                                                       2018          2017   
      Level 3 comprises:                                                                                                                          
      Balance at beginning of year                                                                                         28 000        23 314   
      Total gains or losses in profit or loss                                                                              40 536         4 686   
      Purchases, transfers, sales, issues and settlements                                                                   8 168             -   
      Balance at end of the year                                                                                           76 704        28 000   
                          
      
      A change of 10% in the unobservable inputs of the investment and liability at the reporting date would have increased/(decreased) equity and
      profit or loss by the amount shown below. This analysis assumes that all other variables remain constant.
      
                                                                                                                         Reviewed       Audited   
                                                                                                                      28 February   28 February   
      Effect on statement of comprehensive income (profit/(loss)) and equity before taxation                                 2018          2017   
      Net asset value                                                                                                                             
      10% increase                                                                                                          1 399           666   
      10% decrease                                                                                                        (1 308)       (1 492)   
      Free cash flow                                                                                                                              
      10% increase                                                                                                        (2 182)       (6 477)   
      10% decrease                                                                                                            167         6 850   
      Foreign exchange movement                                                                                                                   
      10% increase                                                                                                            868         1 333   
      10% decrease                                                                                                          (868)         (190)   


9.    Events after reporting date
      There have been no material events between the period end and the date of the signing of the results.


10.  Dividends
      A dividend of 5.2 cents (4.16 cents net of dividend withholding tax) per share was paid to ordinary shareholders on 28 July 2017. Total cash of
      R8.2 million (net of treasury shares held) was paid to ordinary shareholders.

      Dividend declared
      Notice is hereby given that a gross ordinary dividend of 6.2 cents per share (2017: 5.2 cents per share) has been declared out of income reserves
      on 25 April 2018 and are payable to ordinary shareholders in accordance with the following timetable.

      In terms of dividend tax effective since 1 April 2012, the following additional information is disclosed:

      - The local Dividend Withholding Tax rate is 20%

      - 164 896 943 shares are in issue

      - The gross ordinary dividend is 6.20000 cents per share for shareholders exempt from paying Dividend Withholding Tax

      - The net ordinary dividend is 4.96000 cents per share for ordinary shareholders who are not exempt from Dividend Withholding Tax

      - Vunani Limited's tax reference number is 9841003032

      Timetable                                                                                                                             2018   
      Declaration and finalisation date announcement                                                                         Wednesday, 25 April   
      Last day to trade cum dividend                                                                                            Tuesday, 24 July   
      Shares commence trading ex-dividend                                                                                     Wednesday, 25 July   
      Record date                                                                                                                Friday, 27 July   
      Dividend payment date                                                                                                      Monday, 30 July   


      No dematerialisation or rematerialisation of shares will be allowed for the period from Wednesday, 25 July 2018 to Friday, 27 July 2018, both
      dates inclusive.

      Dividends are declared in the currency of the Republic of South Africa. The directors have confirmed that the company will satisfy the liquidity and
      solvency requirements immediately after the payment of the dividend.


11.  Going concern
      The directors have made an assessment of the ability of the company and its subsidiaries to continue as going concerns and have no reason to
      believe the businesses will not continue as going concerns for the foreseeable future.

REVIEW OPINION
The condensed consolidated financial statements for the year ended 28 February 2018 have been reviewed by KPMG Inc., who expressed an
unmodified review conclusion. The auditor's report does not necessarily report on all of the information contained in this announcement/financial results.
Shareholders are therefore advised that in order to obtain a full understanding of the nature of the auditors engagement they should obtain a copy of the
auditor's report together with the accompanying financial information from the issuers registered office.

Overview and Prospects
The reporting period was dominated by heightened volatility in the
Rand-exchange rate in the run-up to, and aftermath of the ANC elections,
exacerbated by the further sovereign rating downgrades - to below
investment grade by two ratings agencies. The fourth quarter numbers
of 2017 indicate further recovery of the economy driven by private
consumption and fixed investment. The change in leadership of the ANC
and the country has resulted in improved confidence in the economy
amongst consumers and business. The change in the direction of
economic policies, reshuffling of cabinet and the budget which increased
tax helped the country avoid further downgrades. The current prices of
commodities will help growth in the mining sector. Globally the potential
trade wars between China and the USA threaten to dampen growth in
the global economy as several countries could be impacted directly or
indirectly. The impact on South Africa is expected to be minimal as the
country's exports to the USA are less than 2% of GDP and the exposure
of the JSE-listed shares to the USA economy is very low. Business
conditions are looking more favourable and as a result domestic real
economic growth performance for 2018 is expected to be 1.8%.

Vunani's performance for the 12 months to 28 February 2018, has shown
improvement when compared to the prior period to 28 February 2017. 

Vunani generated total comprehensive income for the year of
R44.4 million (2017: R37.8 million), while total comprehensive income
attributable to equity holders of the company amounted to R40.5 million
(2017: R36.8 million).  

The group's reportable segments are as follows: 
-  Fund management
-  Asset administration
                                         -  Advisory services
-  Investment banking  -
                                         -  Institutional securities broking

                                         -  Other investments
-  Private equity  -
                                         -  Mining
-  Private wealth and investments

Fund management 
The fund management segment includes the group's investments in
Vunani Fund Managers Proprietary Limited ("VFM"), Purpose Vunani
Asset Management (Private) Limited ("PVAM") and Alliance Capital
Limited ("Alliance"). The segment reported revenue of R64.7 million for
the year ended 28 February 2018 (2017: R64.5 million), which is a slight
increase from prior year. The reportable segment profit amounted to
R4.3 million for the year compared to R6.0 million at 28 February 2017.  

VFM's performance slowed down during the year, due to lower
performance fees being earned.  Despite this VFM won new assets under
management, which increased from R15.9 billion at 28 February 2017 to
R20.9 billion at 28 February 2018. The increase in assets under
management is key to improving the profitability of VFM.

PVAM's performance improved during the year due to increased
revenue being earned from trading treasury bills. PVAM's assets under
management decreased to $24.2 million at 28 February 2018 from
$31.1 million at 28 February 2017. 

Alliance contributed R1.4 million in equity accounted earnings for the
year. Dividends amounting to R0.7 million were received from the
investment during the year.

Asset administration
The asset administration segment includes the group's investment
in Fairheads Benefit Services Proprietary Limited ("Fairheads")
which is held through Mandlalux Proprietary Limited ("Mandlalux").

Fairheads contributed revenue of R124.8 million to February 2018.
The segment reported a profit of R6.7 million compared to R16.6 million
in 2017. The prior year included a once off R12.2 million gain on the
step-up acquisition of Fairheads. Fairheads' assets under administration
amounted to R6.2 billion at 28 February 2018 (2017: R6.2 billion).

Advisory services
The segment generated revenue of R4.9 million compared to R5.2 million
for the year ended 28 February 2017. The decrease in performance is
due to deals taking longer to complete. The segment reported a loss of
R1.5 million (2017: R0.5 million) during the year.

Institutional securities broking
This segment includes equity, derivative and capital market trading
services to institutional clients. The segment generated revenue
of R63.7 million to February 2018 compared to R68.0 million in
2017. The decrease in revenue is due to the decrease in trading volumes
in the market. The segment reported profit for the year of R1.4 million
(2017: R2.6 million) despite the challenging economic conditions. With
a stable team and closely managed cost base for both the institutional
equity, derivative and capital markets businesses, the focus will be on
revenue growth through the expansion of the client base and exploring
diversified products. 

Private equity
The private equity segment has been refined into two segments, namely
other investments and mining. The other investments segment holds the
group's listed, unlisted investments and property investments. The mining
segment is focused primarily on coal processing and mining investments
that are considered in partnership with well-capitalised and strategic
associates.

Other investments
The other investments segment generated revenue of R0.5 million (2017: R nil) 
during the year. The segment reported a loss of R5.3 million for the
year (2017: profit of R15.2 million). The loss is attributable to negative fair
value adjustments on the equity accounted investments.

Mining
The mining segment includes the group's investment in Vunani
Resources Proprietary Limited ("VR"), Vunani Mining Proprietary
Limited ("VM") and certain equity accounted investments. The segment
generated revenue of R92.3 million (2017: R23.6 million) and contributed
R41.2 million (2017: 8.9 million) in profit to the group. The improved
performance is attributable to increased coal processing activities within
VR and the positive fair value adjustments on the mining investments that
are carried at fair value through profit and loss.

Discontinued operations - Private wealth and
investments
During the year, the private wealth and investments business was
disposed of to a third party. As a result, the segment is now accounted
for as a discontinued operation. The segment reported a loss of
R1.3 million for the year ended 28 February 2018 (2017: profit of
R0.2 million). 

Financial performance
Revenue for the group increased by 90% to R350.9 million 
(2017: R188.6 million) for the year ended 28 February 2018. The increase is due
to the consolidation of Fairheads' full year's results and the increased
revenue from the mining segment.

Other income comprised mainly once-off income that was realised
during the year and would consequently not be expected to be repeated
in subsequent financial periods. Other income for the current year has
decreased by 47% from R4.7 million to R2.5 million in February 2018.

Investment income is received in the form of dividends. Total
investment income for the year amounted to R5.2 million compared to
R1.6 million for the year ended 28 February 2017. The improvement is as
result of an increase in dividend declarations from investee companies.

Positive fair value adjustments and impairments of R41.2 million
(2017: R9.2 million) relate to a net increase in the value of the groups'
listed and unlisted investment portfolio that has been designated at fair
value through profit or loss.

Equity-accounted loss for the year amounted to R10.8 million 
(2017: R23.3 million). The group's investment in Fairheads was classified as an
associate until 31 December 2016 and as such, its earnings were equity
accounted until that date. Furthermore, Vunani's investment in Workforce
Holdings Limited ("Workforce") is structured such that Vunani's interest
is a joint venture and accordingly, the fluctuations in the fair value of
Workforce are equity accounted.

Operating expenses increased by 75% from R187.3 million to
R328.0 million. The consolidation of Fairheads has resulted in an increase
in operating expenses. The share based payment expenses have
increase as a result of the issue of additional shares to staff, have also
contributed to the increase in expenses. The devaluation of the Rand
during the year resulted in increases in information and technology costs,
which are typically dollar denominated. The group remains focused on
cost containment and monitors spending on an ongoing basis.

Finance income increased to R3.6 million for the year compared to
R2.8 million to 28 February 2017. Interest from investments decreased
from R1.6 million to R0.1 million as a result of less interest being charged
on loans. Finance costs increased from R3.9 million for the year ended
28 February 2017 to R11.1 million for the current year, as result of the
consolidation of Fairheads.

The increase in other investments and other non-current assets
was mainly due to positive fair value adjustments on the listed and
unlisted investments.

The issue of shares resulted in an increase in stated capital of
R6.6 million. The share-based payments reserve movement of
R5.9 million (2017: R3.2 million) is attributable to the current year
IFRS 2 charge. The profit for the year attributed to non-controlling
interest amounted to R4.5 million.

Prospects
Vunani's executive believe that a continued recovery in business and
consumer confidence will have a positive effect on the group's ability to
further grow the business and enhance shareholder value. The group
will continue its focus on improving the performance of its operating
businesses as well as improving synergies amongst them as these
will form a solid platform to ensure the long-term success of Vunani.
Vunani is cautiously optimistic that the performance of the last twelve
can be maintained and that it can fuel growth in the immediate and
long-term future.

FORWARD-LOOKING STATEMENTS AND
DIRECTORS' RESPONSIBILITY
Statements made throughout this announcement regarding the future
financial performance of Vunani 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 directors take full responsibility for the preparation of the condensed
consolidated provisional financial statements.

Signed on behalf of the board of directors by E Dube and T Mika
25 April 2018.

CORPORATE INFORMATION
Executive directors
E Dube (Chief Executive Officer)
T Mika (Chief Financial Officer)
BM Khoza
NM Anderson
 
Non-executive directors
LI Jacobs - independent chairman 
XP Guma - independent
NS Mazwi - independent
G Nzalo - independent
JR Macey - independent 
S Mthethwa 
M Golding 
 
Company secretary
CIS Company Secretaries Proprietary Limited
 
Designated adviser
Grindrod Bank Limited
 
Financial communications adviser
Singular Systems Proprietary Limited 
 
Transfer secretaries
Computershare Investor Services Proprietary Limited
Rosebank Towers
15 Biermann Avenue
Rosebank
2196


RESULTS PRESENTATION
Vunani will be hosting the interim results presentation by CEO Ethan Dube
and CFO Tafadzwa Mika, followed by a question and answer session, on
Wednesday, 25 April 2018, at 11:00 via a web/audio cast. The web/audio
cast link is as follows: http://www.corpcam.com/Vunani25042018.

These results are available on our website



Date: 25/04/2018 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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