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+61 2 9025 200+61 2 9025 209www.savcor.com
ET ANNOUN
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SavcACN
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‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐‐ation contact: ecutive Chairma
p Limited ed (ASX: SAV) imanufacturing rotection of ste
Level 16, 132 ANorth SydneyPO Box 454North Sydney
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+61 2 9025 200+61 2 9025 209www.savcor.com
revenue andoptions to redfuture.
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1. Company detailsName of entity:ABN:Reporting period:Previous corresponding period:
2.
up 20.3% to
up 5.7% to
down 11.7% to
down 11.7% to
Dividends
3.
Net tangible assets per ordinary security
4.
Name of entities (or group of entities)
Date control gained
Contribution of such entities to the reporting entity's profit/(loss) from ordinary activities before income tax during the period (where material)
Profit/(loss) from ordinary activities before income tax of the controlled entity (or group of entities) for the whole of the previous corresponding period(where material)
$(12,764,000)
$(12,764,000)
There were no dividends paid, recommended or declared during the current financial period.
Comments
(7.10) cents
Savcor Group LimitedPreliminary final report
APPENDIX 4EPRELIMINARY FINAL REPORT
The loss for the consolidated entity after providing for income tax amounted to $12,764,000 (31 December 2012:$14,452,000).
Refer to market announcement dated 28 February 2014 for further commentary.
$ -
Revenues from ordinary activities
Results for announcement to the market
Loss from ordinary activities after tax attributable to the owners of Savcor Group Limited
Loss for the period attributable to the owners of Savcor Group Limited
Savcor Group Limited52 127 734 196Year ended 31 December 2013Year ended 31 December 2012
$ 5,497,000
Not applicable.
(1.63) centsReporting period Previous corresponding period
Control gained over entities
Net tangible assets
$ -
Total revenue continuing and discontinuing operations $ 87,228,000
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Savcor Group LimitedPreliminary final report
5.
Name of entities (or group of entities)
Date control lost
Contribution of such entities to the reporting entity's profit/(loss) from ordinary activities after income tax during the period (where material)
Profit/(loss) from ordinary activities after income tax of the controlled entity (or group of entities) whilst controlled during the whole of the previous corresponding period (where material)
6.
Current period
Previous corresponding period
7.
8.
Name of associate / joint venture
Cencorp CorporationSavcor-Contech Joint Venture LimitedVEC-Savcor Joint Venture
Group's aggregate share of associates and joint venture entities' profit/(loss) (where material)
$ -
$ -
Not applicable.
There were no dividends paid, recommended or declared during the current financial period.
$(6,458,000)
Loss of control over entities
Dividends
periodcorresponding
Previous Previous
Current period periodcorresponding
Current period
$(3,505,000) $ -
$(3,725,000)
Not applicable.
Dividend reinvestment plans
There were no dividends paid, recommended or declared during the previous financial period.
$ - Income tax on operating activities
Details of associates and joint venture entities
percentage holdingContribution to profit/(loss)
(where material)Reporting entity's
0.00%50.00%50.00%
50.00%
38.50% 39.00%
Not applicable.
Profit/(loss) from ordinary activities before income tax
$ 3,000 $ 217,000
The following dividend or distribution plans are in operation:
$(6,458,000)
The last date(s) for receipt of election notices for the dividend or distribution plans:
$ -
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Savcor Group LimitedPreliminary final report
9.
10.
11.
Details of origin of accounting standards used in compiling the report:
The Preliminary Final Financial Statements of Savcor Group Limited for the year ended 31 December 2013 is attached.
Details of attachments (if any):
Audit qualification or review
Not applicable.
Details of audit/review dispute or qualification (if any):
Attachments
The Annual Report is currently being audited and a modified opinion relating to going concern is expected to be issued.
Foreign entities
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Savcor Group Limited
Preliminary Final Financial Statements - 31 December 2013
ABN 52 127 734 196
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Note 2013 2012$'000 $'000
2 5,497 4,568
3 (4,803) (4,956)164 391
(3,687) (3,208)(758) (1,251)
(1,295) (1,598)(2,882) (5,564)
(84) (503)(3,491) (2,758)
(11,339) (14,879)
(904) (3,075)
(12,243) (17,954)
4 (521) 3,502
(12,764) (14,452)
3,087 (151)
3,087 (151)
(9,677) (14,603)
(9,156) (18,105)(521) 3,502
(9,677) (14,603)
Foreign currency translationItems that may be reclassified subsequently to profit or loss
Total comprehensive income for the year is attributable to:Continuing operations
Loss after income tax expense from continuing operations
Profit/(loss) after income tax expense from discontinued operations
Loss after income tax expense for the year attributable to the owners of Savcor Group Limited
Income tax expense
Other income
Revenue from continuing operations
Share of losses of associate accounted for using the equity method
Finance costsOther expenses
Other comprehensive income
Savcor Group Limited
For the year ended 31 December 2013Statement of profit or loss and other comprehensive income
Consolidated
Cost of salesResearch and development expenses
Administration expenses
Expenses
Sales and marketing expenses
Discontinued operations
Loss before income tax expense from continuing operations
Other comprehensive income for the year, net of tax
Total comprehensive income for the year
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
1
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Note 2013 2012$'000 $'000
Savcor Group Limited
For the year ended 31 December 2013Statement of profit or loss and other comprehensive income
Consolidated
Cents Cents
12 (8.69) (12.74)12 (8.69) (12.74)
12 (0.37) 2.48 12 (0.37) 2.48
12 (9.06) (10.25)12 (9.06) (10.25)
Basic earnings per share
Diluted earnings per share
Diluted earnings per share
Earnings per share from discontinued operations attributable to the owners of Savcor Group LimitedBasic earnings per share
Earnings per share for loss attributable to the owners of Savcor Group Limited
Earnings per share from continuing operations attributable to the owners of Savcor Group Limited
Diluted earnings per share
Basic earnings per share
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
2
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Note 2013 2012$'000 $'000
5 244 1,323 7,106 20,952
368 1,913 62 44
7,780 24,232 6 15,914 -
23,694 24,232
594 1,852 7 6,168 8,481
100 2,655 358 2,331 20 1,506
7,240 16,825
30,934 41,057
3,186 12,126 8 25,521 26,370
2 1 314 2,228
29,023 40,725 9 11,365 -
40,388 40,725
163 210 27 95
190 305
40,578 41,030
(9,644) 27
273,584 273,584 (255,363) (258,456)(27,865) (15,101)
(9,644) 27
Reserves
Property, plant and equipmentIntangibles
Total liabilities
Liabilities
Total non-current assets
Current assets
Assets
Cash and cash equivalents
Assets of disposal groups classified as held for sale
Accumulated losses
Trade and other receivablesInventoriesIncome tax refund due
Deferred tax
Total current liabilities
Current liabilities
Non-current assets
Total current assets
ReceivablesInvestments accounted for using the equity method
Total equity/(deficiency)
Total non-current liabilities
Net assets/(liabilities)
Liabilities directly associated with assets classified as held for sale
Borrowings
Savcor Group LimitedStatement of financial positionAs at 31 December 2013
Consolidated
Trade and other payablesBorrowingsIncome taxProvisions
Total assets
Issued capitalEquity
Non-current liabilities
Provisions
The above statement of financial position should be read in conjunction with the accompanying notes
3
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Totalequity
$'000 $'000 $'000 $'000
273,584 (258,322) (649) 14,613
- - (14,452) (14,452)
- - - (151) - (151)
- - - (151) (14,452) (14,603)
- 17 - 17
- - 273,584 (258,456) (15,101) 27
Totaldeficiency
$'000 $'000 $'000 $'000
273,584 (258,456) (15,101) 27
- - (12,764) (12,764)
- - - 3,087 - 3,087
- - - 3,087 (12,764) (9,677)
- 6 - 6
- - 273,584 (255,363) (27,865) (9,644)
Transactions with owners in their capacity as owners:
Balance at 31 December 2013
Share-based payments
Issuedcapital
Other comprehensive income for the year, net of tax
Loss after income tax expense for the year
Total comprehensive income for the year
Balance at 1 January 2013
Savcor Group Limited
For the year ended 31 December 2013Statement of changes in equity
Other comprehensive income for the year, net of tax
Loss after income tax expense for the year
Total comprehensive income for the year
Share-based payments
Balance at 31 December 2012
Consolidated
Transactions with owners in their capacity as owners:
Reserves lossesAccumulated
capitalIssued
ReservesAccumulated
losses
ConsolidatedBalance at 1 January 2012
The above statement of changes in equity should be read in conjunction with the accompanying notes
4
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Note 2013 2012$'000 $'000
99,130 87,466 (95,482) (84,358)
11 - 126 97
(3,303) (3,289)19 360
501 276
(296) (627)223 185 500 97
427 (345)
11,215 23,350 (17,653) (22,365)
(29) (7)
(6,467) 978
(5,539) 909 918 (84)
(155) 93
5 (4,776) 918
Effects of exchange rate changes on cash
Proceeds from borrowings
Dividends received
Proceeds from loans to related partiesProceeds from sale of tangible and intangible assets
Income taxes refunded
Consolidated
Cash flows from operating activities
Payments to suppliers (inclusive of GST)Receipts from customers (inclusive of GST)
Interest receivedInterest and other finance costs paid
Net cash from operating activities
Savcor Group Limited
For the year ended 31 December 2013Statement of cash flows
Cash and cash equivalents at the beginning of the financial year
Cash and cash equivalents at the end of the financial year
Cash flows from investing activitiesPayments for tangible and intangible assets
Net cash from/(used in) financing activities
Repayment of borrowings
Net increase/(decrease) in cash and cash equivalents
Cash flows from financing activities
Net cash from/(used in) investing activities
Proceeds/repayment of finance lease principal
The above statement of cash flows should be read in conjunction with the accompanying notes
5
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2013 2012$'000 $'000
5,242 4,323
255 245
- - 5,497 4,568
From continuing operations
Other revenue
Savcor Group Limited
31 December 2013Notes to the financial statements
The directors have prepared the financial statements on a going concern basis, which contemplates the continuity ofnormal business activity and the realisation of assets and settlement of liabilities in the normal course of business.The consolidated entity had an excess of current liabilities over current assets as at 31 December 2013 of$16,694,000 (2012: $16,493,000) and recorded a loss after tax of $12,764,000 (2012: $14,452,000) for the yearended 31 December 2013.
Rendering of services
Revenue from continuing operations
Note 2. Revenue
Sales revenue
Interest
Consolidated
Note 1. Going concern
On 29 August 2013, the consolidated entity signed an updated facility agreement with the Australia and New ZealandBanking Group Limited (‘ANZ’) which included a condition requiring a reduction of debt of $10,000,000 by 1November 2013. This requirement was extended to 31 January 2014 and again to 31 March 2014.
TMT Partners have been appointed by the board to assist the consolidated entity to investigate various options tomeet the above mentioned requirement, including the potential sale of shares in Cencorp Corporation, potential saleof parts of the operating companies and potentially raising capital from a major shareholder/strategic partner.
On 1 November 2013, the consolidated entity announced that it had entered into an indicative Heads of Agreementwith a strategic partner in relation to its Advanced Rehabilitation Technology ('ART') services business. Theagreement includes a partial or complete sale of the ART business. Accordingly, this business has been classified asa discontinued operation in the financial statements.
The directors consider the going concern basis to be appropriate on the basis of the progress being made to dateaimed at securing sufficient funds to meet the requirement to pay down the ANZ debt.
However, should the consolidated entity's above mentioned strategies aimed at securing sufficient funds to achievethe required debt reduction be unsuccessful, there is significant uncertainty whether the consolidated entity wouldcontinue as a going concern and therefore whether it would realise its assets and extinguish liabilities in the normalcourse of business and at amounts stated in the financial statements.
The financial statements do not include any adjustment relating to the recoverability and classification of recordedasset amounts or to the amounts and classification of liabilities that might be necessary should the consolidated entitynot continue as going concern.
6
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Savcor Group Limited
31 December 2013Notes to the financial statements
2013 2012$'000 $'000
(3,725) (6,458)(1,078) 1,502
- - (4,803) (4,956)
2013 2012$'000 $'000
81,731 77,944 210 195 220 -
- - 82,161 78,139
(67,030) (61,559)(541) (658)
(2,441) (2,047)(9,554) (9,972)
(389) (88)(49) (61)
- - (80,004) (74,385)
- - 2,157 3,754 - - (2,678) (252)
- - (521) 3,502
Cost of sales
Administration expenses
Financial performance information
Revenue
Other expenses
Consolidated
Profit/(loss) after income tax expense from discontinued operations
On 1 November 2013, the consolidated entity announced that it had entered into an indicative Heads of Agreementwith a strategic partner in relation to its Advanced Rehabilitation Technology ('ART') services business including theconsolidated entity's 50% share of the VEC-Savcor Joint Venture. The agreement includes a partial or complete saleof the ART business. Accordingly, this business has been classified as a discontinued operation in the financialstatements.
Other income
Description
Consolidated
Share of loss of associate Impairment gain/(loss) of associate
Note 4. Discontinued operations
Total expenses
Research and development expenses
Share of profit in associates
Income tax expenseProfit before income tax expense
Finance costs
Sales and marketing expenses
Total revenue
Note 3. Share of losses of associate accounted for using the equity method
Share of losses of associate accounted for using the equity method
7
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Savcor Group Limited
31 December 2013Notes to the financial statements
2013 2012$'000 $'000
244 1,323
244 1,323
1,136 - (6,156) (405)
- - (4,776) 918
2013 2012$'000 $'000
1,136 - 10,714 - 1,784 -
374 - 217 -
1,651 - 10 - 28 -
- - 15,914 -
2013 2012$'000 $'000
6,168 8,473 - 8
- - 6,168 8,481
Cash at bank and in hand
The above figures are reconciled to cash and cash equivalents at the end of the financial year as shown in the statement of cash flows as follows:
Balance as per statement of cash flows
Bank overdraft (note 8)
Reconciliation to cash and cash equivalents at the end of the financial year
Balances as aboveCash and cash equivalents - classified as held for sale (note 6)
Inventories
Consolidated
Trade and other receivables
Note 7. Non-current assets - investments accounted for using the equity method
Note 6. Current assets - assets of disposal groups classified as held for sale
Cash and cash equivalents
Investment in joint venture (Savcor-Contech JV Limited)Investment in associate (Cencorp Corporation)
Intangibles
Consolidated
Prepayments
Consolidated
Note 5. Current assets - cash and cash equivalents
Property, plant and equipment
Deferred tax asset
Investments accounted for using the equity method
8
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Savcor Group Limited
31 December 2013Notes to the financial statements
2013 2012$'000 $'000
6,156 405 19,341 25,613
- 344 24 8
- - 25,521 26,370
2013 2012$'000 $'000
5,097 - 1,489 - 4,418 -
361 -
- - 11,365 -
Note 11. Contingent liabilities
The consolidated entity has given bank guarantees as at 31 December 2013 of $2,157,000 (2012: $1,717,000) infavour of certain customers in support of agreed project deliverables and warranties. Additionally, the consolidatedentity has $389,000 (2012: $386,000) of bank guarantees in respect of the leases over premises in Australia andprovided letters of credit for $686,000 (2012: $830,000) to guarantee the overdraft facility in India.
Note 10. Equity - dividends
Note 8. Current liabilities - borrowings
Lease liabilityInsurance premium loans - unsecured
The consolidated entity was in breach of its banking covenants during the year, as conditions specified within a waiverletter provided by ANZ on 27 March 2013 regarding obtaining alternative financing were not met.
On 29 August 2013, the consolidated entity signed a new updated facility agreement which comprise of floating rateamortising and interchangeable cash advance facilities of $26,700,000, bank guarantee facilities of $4,900,000 andtransactional banking facilities. The facilities terminate on 1 September 2014 and are secured by a fixed and floatingcharge over the assets and undertakings of the borrowers Savcor Group Limited and its subsidiaries. The new facilityrequired a debt reduction of $10,000,000 by 1 November 2013. This requirement was extended to 31 January 2014and again to 31 March 2014.
As of the reporting date, the consolidated entity was in breach of its bank convents under the new updated facilityagreement pertaining to specific financial ratios. ANZ has provided a waiver on 25 February 2014.
Bank overdraftBank loans
Consolidated
Employees benefitsOther payables
Trade payables
Accrued expenses
Note 9. Current liabilities - liabilities directly associated with assets classified as held for sale
Consolidated
There were no dividends paid, recommended or declared during the current or previous financial year.
9
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Savcor Group Limited
31 December 2013Notes to the financial statements
2013 2012$'000 $'000
(12,243) (17,954)
Number Number
140,928,943 140,928,943
140,928,943 140,928,943
Cents Cents
(8.69) (12.74)(8.69) (12.74)
2013 2012$'000 $'000
(521) 3,502
Number Number
140,928,943 140,928,943
140,928,943 140,928,943
Cents Cents
(0.37) 2.48 (0.37) 2.48
Consolidated
Basic earnings per shareDiluted earnings per share
Weighted average number of ordinary shares used in calculating basic earnings per share
Loss after income tax attributable to the owners of Savcor Group LimitedEarnings per share from continuing operations
Note 12. Earnings per share
Weighted average number of ordinary shares used in calculating diluted earnings per share
Consolidated
Basic earnings per share
Profit/(loss) after income tax attributable to the owners of Savcor Group LimitedEarnings per share from discontinued operations
Weighted average number of ordinary shares used in calculating diluted earnings per share
Diluted earnings per share
Weighted average number of ordinary shares used in calculating basic earnings per share
10
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Savcor Group Limited
31 December 2013Notes to the financial statements
2013 2012$'000 $'000
(12,764) (14,452)
Number Number
140,928,943 140,928,943
140,928,943 140,928,943
Cents Cents
(9.06) (10.25)(9.06) (10.25)Diluted earnings per share
Earnings per share for lossLoss after income tax attributable to the owners of Savcor Group Limited
Consolidated
Note 12. Earnings per share (continued)
Weighted average number of ordinary shares used in calculating diluted earnings per share
Weighted average number of ordinary shares used in calculating basic earnings per share
Basic earnings per share
11
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