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TBGR Tiso Blackstar

22.50
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Tiso Blackstar LSE:TBGR London Ordinary Share GB00BF37LF46 ORD EUR0.76
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 22.50 15.00 30.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Tiso Blackstar Group SE Half-year Report (8743Z)

20/03/2017 7:00am

UK Regulatory


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RNS Number : 8743Z

Tiso Blackstar Group SE

20 March 2017

Tiso Blackstar Group SE Unaudited Interim Results

For the six months ended 31 December 2016

Incorporated in Malta Company number SE 4

Registered as an external company with limited liability in the Republic of South Africa under registration number 2011/008274/10

Share code: TBGR or TBG

ISIN: MT0000620113

("Tiso Blackstar" or the "Company" or the "Group")

Highlights for the interim period ended 31 December 2016

-- Results presented on a consolidated basis for the first time due to change in status from being an Investment Entity

-- Significant progress made in implementation of new strategy as a media focussed business including renaming of Times Media Group to Tiso Blackstar Group

-- In December 2016, announcement of sale of 22.9% interest in Kagiso Tiso Holdings for R1.5 billion (GBP90 million) - expected to close May 2017

-- Consolidated turnover increased to R4.5 billion (GBP253 million) from R4.3 billion (GBP206 million)

-- Consolidated EBITDA increased to R270 million (GBP15 million) from R249 million (GBP12 million)

-- Times Media acquisition finance reduced from R730 million (GBP43 million) to R669 million (GBP39 million) over the period

-- Tiso Blackstar head office acquisition finance reduced from R414 million (GBP24 million) to R395 million (GBP23 million)

-- Interim dividend of 4.47275 cents (0.28465 pence) per share

-- Proposed special dividend of R40 million (GBP2.5 million) on successful closure of KTH sale

-- From 1 July 2016 to date, Tiso Blackstar bought back R13 million (GBP0.7 million) worth of shares, currently held in treasury

-- Approval received to transfer the listing from Altx to the JSE Main Board subject to shareholder approval of the Company's Articles of Association amendments to comply with JSE Regulations

Beyond Print, Beyond News

Tiso Blackstar Group is a global media company with roots in Africa, operating market-leading newspaper, broadcast, digital and mobile properties focused on providing quality content and services to its varied audiences. The Group has strong exposure to the rapidly growing digital, broadcast and mobile markets, with a leading position in South Africa and a broad footprint across Kenya, Ghana and Nigeria.

Overview

The business has made significant progress in implementing the strategy of becoming a media and related services group and these results reflect the positive effects of this new focus. The interim results mark the first time that Tiso Blackstar has reported results on a consolidated basis.

Our core media operations were able to grow their earnings for the period despite difficult trading conditions. This is the result of the repositioning of the business by reducing the legacy cost base and implementing a more commercial, efficient and multi-platform business model.

During the period, we also announced the sale of our non-core 22.9% interest in Kagiso Tiso Holdings Proprietary Limited ("KTH") for R1.5 billion (GBP90 million) which is expected to close in May 2017. The Group's acquisition finance was reduced substantially over the period under review, and we envisage repaying all of the Tiso Blackstar head office debt in May 2017.

The move to our new premises in Johannesburg in April 2017 will facilitate a far more integrated news gathering and production process, resulting in further savings. The new newsroom will also allow for the integration of other digital and print functions.

Performance review

Effective 1 July 2016, there was a change in the Group's status from an Investment Entity as defined in IFRS 10 and the subsidiaries Times Media Group Proprietary Limited ("TMG"), Consolidated Steel Industries Proprietary Limited ("CSI"), Robor Proprietary Limited ("Robor"), and the property subsidiaries are no longer carried at fair value but rather accounted for as deemed acquisitions of subsidiaries on 1 July 2016 and consolidated from this date forward. The net identifiable assets of these subsidiaries have been recognised on balance sheet at fair value on 1 July 2016 resulting in goodwill being recognised. Investments in associates, Radio Africa Limited ("RAG" or "Radio Africa Group"), Multimedia Group Limited ("MMG" or "Multimedia Group") and Cooper Communications Limited ("Coopers"), which were previously held at fair value have been equity accounted from 1 July 2016.

In accordance with IFRS, the comparative periods ended 31 December 2015 and 30 June 2016 have not been restated and are disclosed on a fair value basis as has been previously reported. For this reason the comparative financial statements are separately disclosed from the current interim statements.

Segmental review

To assist shareholders in assessing the Group's performance over a period of time, pro forma information in the form of consolidated comparatives have been prepared for the segmental analysis on the assumption that Tiso Blackstar's holdings in these subsidiaries and associates was the same in the comparative periods as for the current reporting period ended 31 December 2016.

 
                       Unaudited     Pro forma       Pro forma 
                      Six months    Six months   Twelve months 
                           ended         ended           ended 
                     31 December   31 December         30 June 
                            2016          2015            2016 
                           R'000         R'000           R'000 
------------------  ------------  ------------  -------------- 
 
 Revenue 
 Media                 1,304,728     1,408,456       2,699,294 
 Retail Solutions        865,148       904,753       1,628,806 
 CSI                   1,249,706       972,248       1,928,257 
 Robor                 1,114,768       992,319       2,271,893 
                       4,534,350     4,277,776       8,528,250 
------------------  ------------  ------------  -------------- 
 
 EBITDA 
 Media                    91,759        86,395         155,614 
 Retail Solutions        136,714       128,459         206,606 
 CSI                      45,883        39,374          58,959 
 Robor                     3,012        14,439          87,648 
 Other                   (7,832)      (20,078)        (31,134) 
                         269,536       248,589         477,693 
------------------  ------------  ------------  -------------- 
 

Media

Media reflected the positive effects of the restructuring of the business over the past 18 months, with half-year EBITDA up 6.2% on the prior interim period to R91.8 million (GBP5.1 million).

The traditional media business (Newspapers, Magazines, Digital and Distribution) grew EBITDA earnings by 16.7% to R86.9 million (GBP4.9 million) from the prior six month comparative period. The combination of cost reductions and the introduction of new innovative revenue streams helped drive significant growth in earnings in flagship titles such as Sunday Times and Business Day, while magazines, supplements, events, digital and mobile all helped broaden the revenue base.

The growth in earnings came at the same time as a significant investment in digital, which reflected the audience growth required to deliver significant future revenues. The company's large and high quality digital audience is well placed to capture a greater share in a growing digital advertising market. The focus on maintaining EBITDA margins during the restructuring and transition phase has paid off, with a 1.6% improvement in the six month period.

The group's newspapers continued to grow their advertising market share rising to 25.9% in 2016 from 25.4% the year before. These products recorded declines in circulation, largely due to a managed reduction in unprofitable or lower yielding distribution into non-core markets. Circulation has stabilised in core markets and in some areas is now showing growth.

Magazines produced almost 40% earnings growth off the back of a 7% increase in revenues, supported by new subscriber products. The business is also significantly more agile and able to respond quickly to market changes.

The Broadcast and Content businesses produced solid improvement across most sectors, specifically in television and radio, although films distribution was impacted by difficult market conditions and dragged overall earnings lower. Music continues to trade profitably in a fast changing market.

TV production business Ochre showed strong growth having built a solid pipeline of contracts for various broadcasters, while channels business One Africa Television performed well in all areas except its motoring channel which was impacted by the weak motoring sector.

The company's two fledgling local stations, Vuma in KZN and Rise in Mpumalanga, both improved on prior year performance, with revenue increasing by 25% and 54% respectively.

The majority-held investment Smartcall Technology Solutions Proprietary Limited ("STS"), one of SA's biggest mobile content providers, grew revenues 34.0% and EBITDA 61.2% compared to the previous six month period, building its presence in the Southern African region and producing consistent earnings growth.

Retail Solutions

The Hirt & Carter Group ("H&C") continues to offer a strong value proposition to customers who are looking to reduce their overall cost of marketing through the addition of technology, innovation and leveraging the underlying efficiencies created.

During the period, H&C grew earnings and improved margins. H&C Software has been implementing new clients during the period delivering a 40% growth in billings. H&C is in the process of setting up a new division called Hive Digital, which will focus on delivering digital solutions to customers. Economic pressures continue to affect customers, which in turn affects our core retail clients.

Uniprint, performed well in the six month period despite very difficult trading conditions, including volatility of the currency and reduced volume experienced by Uniprint customers due to lower consumer demand. However, despite the trading conditions, Uniprint grew its EBITDA slightly over the prior period.

Uniprint acquired Triumph Printing and Packaging, a folding carton specialist business, in October 2016. This, consolidated with Uniprint's smaller Packaging business will result in cost savings and create economies of scale. The folding carton market is a growth segment and will enhance our product offering.

African Investments (investments in associates)

Our interests in East and West Africa Radio investments include market leading TV and radio interests in Ghana and Kenya, two of the most exciting growth markets north of South Africa. Tiso Blackstar holds a 49% interest in Radio Africa Group in Kenya which operates three of the top five radio stations in Nairobi and has a Digital Terrestrial Television ("DTT") operation with strategic partners. Multimedia Group, in which the Group holds a 32.2% interest, is situated in Ghana and operates three of the top six radio stations and a broad reaching free-to-air ("FTA") television platform and channels.

Multimedia Group produced strong earnings growth of over 200% in its full year to December 2016, driven principally by a strong turnaround in its TV operations. Radio Africa Group reported a 25% decline in EBITDA at half-year as a result of its investment into TV and economic uncertainty ahead of national elections this year.

In 2016, Tiso Blackstar invested in Coopers which includes a newly launched Nigerian radio station called Lagos Talks on 91.3 FM. Lagos Talks operates in the Talk Format and is focused on creating and encouraging conversations about issues that affect all residents of Lagos. The station also holds the Audio rights for the English Premier League. The launch of the station has been a huge success. Tiso Blackstar holds an effective 36.5% shareholding in Lagos Talk.

Robor

Tough economic conditions resulted in EBITDA declining despite revenue growing to R1.1 billion (GBP0.6 million). Anticipated completion of delayed project work should improve results in the second half of the financial year.

Consolidated Steel Industries

CSI performed particularly well in an exceptionally tough operating environment. Revenue grew to R1.2 billion (GBP0.1 billion) mainly through market share growth through strategy execution.

Financial review

Tiso Blackstar generated a profit of R39.8 million (GBP2.2 million) for the six months ended 31 December 2016.

Other gains (losses) of R23.0 million (GBP1.3 million) mainly comprise of the following: a R30.0 million (GBP1.7 million) profit on disposal of property, plant and equipment; a R12.2 million (GBP0.7 million) gain arising on step up acquisitions from associates to subsidiaries; a R8.2 million (GBP0.5 million) foreign exchange loss arising on translation of foreign investments and intergroup loans fixed in foreign currency; and exceptional non recurring expenses of R9.2 million (GBP0.5 million).

Share of profit of associates of R1.0 million (GBP0.05 million) comprises the Group's share of profits in RAG, MMG and Coopers. Profit from discontinued operations, net of taxation of R12.1 million (GBP0.7 million) includes the KTH dividend received as well KTH directors' fees earned.

Other comprehensive loss of R45.5 million (GBP0.4 million) recognised directly to equity (namely the Foreign Currency Translation Reserve) arose on translation of CSI's African subsidiaries and the Group's African based associates to Rands.

The investment in KTH held at fair value less costs to sell of R1.5 billion (GBP90 million) is disclosed as an asset held for sale. The related acquisition debt of R395.0 million (GBP23.3 million) which will be settled on receipt of the proceeds on disposal in May 2017, is separately disclosed under current liabilities.

Bank overdrafts and other short term borrowing facilities of R895.5 million (GBP52.8 million) include the working capital facilities held by trading subsidiaries. Tiso Blackstar generated cash from operations of R281.3 million (GBP15.7 million) during the reporting period.

Cash out flow of R611.3 million (GBP31.6 million) on acquisition of subsidiaries mainly comprises the net cash balances and other short term borrowing facilities of the subsidiaries (TMG, CSI and Robor) of R589.2 million (GBP30.2 million) on 1 July 2016. Borrowings of R190.0 million (GBP10.6 million) were repaid (including repayment of finance leases and instalment sale liabilities) during the current reporting period.

During the current reporting period, the Company repurchased a total of 1,153,589 Tiso Blackstar shares in the open market at a total cost of R10.7 million (GBP0.6 million). At 31 December 2016, the Company held 2,221,514 treasury shares representing 0.8% of the issued share capital. A dividend of R12.0 million (GBP0.7 million) was paid to shareholders in January 2017 in respect of the prior financial year.

Dividends

The Company places emphasis on making dividend payments on an interim and final basis and the Tiso Blackstar Board has approved an interim dividend of 4.47275 South African cents (0.28465 pence) per share. The exchange rates have been fixed for the calculation of the Euro and Pounds Sterling equivalents based on the closing exchange rates on Thursday, 16 March 2017 of EUR1=ZAR13.704 and GBP1=ZAR15.713.

The interim dividend will be paid from income reserves in accordance with the salient dates and times set out below:

 
  Last day to trade on the South          Tuesday, 4 April 
   African register                        2017 
  Trading ex-dividend commences           Wednesday, 5 
   on the South African register           April 2017 
  Trading ex-dividend commences           Thursday, 6 
   on the UK register                      April 2017 
  Record date for shareholders recorded 
   on the UK and South African            Friday, 7 April 
   registers                               2017 
  Date of payment                         Monday, 8 May 
                                           2017 
 

Share certificates may not be dematerialised or rematerialised between Wednesday, 5 April 2017 and Friday, 7 April 2017, both days inclusive, and transfers between the UK register and the South African register may not take place between Monday, 20 March 2017 and Friday, 7 April 2017, both days inclusive. Dividend tax will be withheld from the amount of the gross dividend of 4.47275 South African cents per share paid to South African shareholders at the rate of 20% unless a shareholder qualifies for exemption. After the dividend tax has been withheld, the net dividend will be 3.57820 South African cents per share. There are no other taxes (foreign or otherwise) to be withheld from the dividend.

The Company had a total of 268,291,260 shares in issue (which includes 2,221,514 shares held in treasury) at the date on which the dividend was announced, 20 March 2017. The dividend will be distributed by Tiso Blackstar Group SE (Malta tax registration number 995944033) and is regarded as a foreign dividend from a South African perspective.

In addition to the above, a special dividend of R40.0 million (GBP2.5 million*) has been approved by the Board to be paid to shareholders conditional on completion of the KTH sale, and in due course shareholders will receive the relevant information regarding the special dividend.

* Pounds Sterling equivalent provided for disclosure purposes determined using the closing exchange rates on Thursday, 16 March 2017 as noted above. Special dividend per share to be determined on declaration date based on the number of shares in issue.

Black Economic Empowerment

Tiso Blackstar remains committed to transformation. TMG was proud to obtain a Level Three Contributor status and more than 51% black ownership with the revised Broad-Based Black Economic Empowerment Codes of Good practice ("B-BBEE") which came into effect on 1 May 2015. Refer to the investor presentation available on the website for further information.

Transfer of listing to the Main Board of the JSE Limited

The Company has received approval from the JSE Limited ("JSE") to transfer its listing from a secondary listing on the Alternative Exchange of the JSE ("Altx") to a dual primary listing on the Main Board of the JSE. The approval is subject to the Company's Articles of Association being amended to comply with the JSE Regulations and the successful migration of the Company to the United Kingdom.

This will result in the Company having a dual primary listing on both AIM and the JSE Main Board, which the Board believes will widen the Company's potential investor base, develop the Company's governance framework and facilitate the Company's longer term growth ambitions.

An Extraordinary General Meeting ("EGM") will be requisitioned in order for shareholders to approve these amendments to the Articles of Association. At the same EGM, the Company will propose a long-term incentive scheme for employees of the Group. This scheme will aim to incentivise, attract and retain key employees and align their interests with that of shareholders.

It is anticipated that the migration, the EGM and the Main Board listing will be completed before the end of June 2017. Further information will be announced in relation to these matters in due course.

Outlook

The Company has laid a solid foundation for sustainable growth, with new diversified revenues and stabilised core businesses well set to take advantage of any improvements in the South African economy. Once Tiso Blackstar receives the proceeds from the sale of the KTH shareholding, the balance sheet will be significantly strengthened and interest costs will reduce substantially.

The core businesses have performed satisfactorily to date in 2017 with key revenue streams above prior year and earnings growth continuing. The transformation of the business into a multi-platform diversified media company is proving successful and our market-leading brands continue to provide strong cash flows to support future growth.

Highlights so far in 2017 include the successful launch and take-up of a paywall for our business titles Business Day and Financial Mail, continued growth in advertising in our key products, and growth in contractual income for our Retail Solutions business.

The Group intends to pay a special dividend of R40 million (GBP2.5 million*) once KTH sale proceeds have been received.

We are currently looking at acquisition opportunities both in South Africa and internationally that should add to the earnings of the Group.

Shareholders are advised that Tiso Blackstar has a detailed investor presentation which will be available on the Company's website www.tisoblackstar.com from 22 March 2017.

AD Bonamour DKT Adomakoh

Non-executive Director Non-executive Chairman

20 March 2017

 
 Interim condensed consolidated statements of income 
  and other comprehensive income 
 
 
 
  Six months                                                            Six months 
       ended                                                                 ended 
 31 December                                                           31 December 
        2016                                                                  2016 
   Unaudited                                                             Unaudited 
       R'000                                                 Notes         GBP'000 
------------    ------------------------------------------  ------    ------------ 
 
   4,534,350     Revenue                                                   253,334 
 (3,684,806)     Cost of sales                                           (205,870) 
------------    ------------------------------------------  ------    ------------ 
     849,544     Gross profit                                               47,464 
   (605,633)     Operating expenses                                       (33,836) 
                 Depreciation, amortisation and 
   (117,017)      straight-lining of leases charge                         (6,536) 
      19,534     Other income                                                1,092 
------------    ------------------------------------------  ------    ------------ 
     146,428     Operating profit                                            8,184 
      23,047     Other gains (losses)                                        1,279 
------------    ------------------------------------------  ------    ------------ 
     169,475     Net profit                                                  9,463 
       4,211     Finance income                                                235 
   (118,327)     Finance costs                                 3           (6,611) 
                 Share of profit of associates 
         995      and joint ventures                                            56 
------------    ------------------------------------------  ------    ------------ 
      56,354     Profit before taxation                                      3,143 
    (28,679)     Taxation                                                  (1,602) 
------------    ------------------------------------------  ------    ------------ 
      27,675     Profit from continuing operations                           1,541 
                 Profit from discontinued operation, 
      12,136      net of taxation                              4               678 
------------    ------------------------------------------  ------    ------------ 
      39,811     Profit for the period                                       2,219 
------------    ------------------------------------------  ------    ------------ 
 
                 Profit (Loss) for the period attributable 
                  to: 
      46,745     Equity holders of the Group                                 2,606 
     (6,934)     Non-controlling interest                                    (387) 
------------                                                          ------------ 
      39,811                                                                 2,219 
------------    ------------------------------------------  ------    ------------ 
 
      39,811     Profit for the period                                       2,219 
                 Other comprehensive (loss) income, 
                  net of taxation - items that may 
                  subsequently be reclassified to 
    (45,522)      profit and loss:                             5            25,825 
                 Currency translation differences 
                  on the translation of foreign 
    (45,522)      operations                                                   418 
                 Currency translation differences 
                  on the translation of Rand denominated 
                  Group entities to presentational 
           -      currency                                                  25,407 
------------                                                          ------------ 
 
                 Total comprehensive (loss) income 
     (5,711)      for the period                                            28,044 
------------    ------------------------------------------  ------    ------------ 
 
                 Total comprehensive (loss) income 
                  attributable to: 
       1,223     Equity holders of the Group                                26,870 
     (6,934)     Non-controlling interest                                    1,174 
------------                                                          ------------ 
     (5,711)                                                                28,044 
------------    ------------------------------------------  ------    ------------ 
 
                 Basic and diluted earnings per 
       17.50      share (in cents/pence)                       6              0.98 
                 Basic and diluted earnings per 
                  share from continuing operations 
       12.95      (in cents/pence)                             6              0.72 
                 Basic and diluted headline earnings 
        3.05      per share (in cents/pence)                   6              0.17 
                 Weighted average number of shares 
     267,175      (net of treasury shares, in thousands)                   267,175 
------------    ------------------------------------------  ------    ------------ 
 
 
 Interim condensed consolidated statement of financial 
  position 
 
 
 31 December                                                      31 December 
        2016                                                             2016 
   Unaudited                                                        Unaudited 
       R'000                                            Notes         GBP'000 
 
                 ASSETS 
   3,866,350     Non-current assets                                   228,103 
     904,632     Property, plant and equipment                         53,371 
      17,617     Investment properties                                  1,039 
   1,139,846     Goodwill                                              67,247 
   1,296,419     Other intangible assets                               76,485 
                 Investments in associates 
     392,172      and joint ventures                                   23,137 
                 Other investments, loans and 
      34,530      receivables                                           2,037 
      81,134     Deferred taxation                                      4,787 
------------                                                     ------------ 
 
   2,750,488     Current assets                                       162,271 
   1,057,827     Inventory                                             62,409 
   1,419,448     Trade and other receivables                           83,743 
     273,213     Cash and cash equivalents                7            16,119 
------------                                                     ------------ 
 
   1,520,000     Assets held for sale                     4            89,676 
 
   8,136,838     TOTAL ASSETS                                         480,050 
------------    -------------------------------------  ------    ------------ 
 
                 EQUITY AND LIABILITIES 
                 Capital and reserves attributable 
   3,465,863      to the Group's equity holders                       204,477 
   3,255,248     Share capital and premium                            203,564 
    (20,494)     Treasury shares                                      (1,066) 
         443     Other reserves                                      (22,033) 
     230,666     Retained earnings                                     24,012 
------------                                                     ------------ 
 
     200,936     Non-controlling interest                              11,854 
 
   3,666,799     TOTAL EQUITY                                         216,331 
 
                 LIABILITIES 
   1,274,855     Non-current liabilities                               75,213 
     801,377     Borrowings                                            47,279 
      54,088     Other liabilities                                      3,191 
      71,837     Post-retirement benefits liabilities                   4,238 
     347,553     Deferred taxation                                     20,505 
------------                                                     ------------ 
 
   2,800,184     Current liabilities                                  165,202 
   1,609,776     Trade and other payables                              94,972 
     179,866     Borrowings                                            10,611 
     105,532     Other liabilities                                      6,226 
       9,518     Post-retirement benefits liabilities                     562 
                 Bank overdrafts and other 
     895,492      short term borrowing facilities         7            52,831 
------------                                                     ------------ 
 
                 Liability associated with 
                  non-current assets held for 
     395,000      sale                                    4            23,304 
 
   4,470,039     TOTAL LIABILITIES                                    263,719 
 
   8,136,838     TOTAL EQUITY AND LIABILITIES                         480,050 
------------    -------------------------------------  ------    ------------ 
 
 
 Interim condensed consolidated statement of changes in equity 
 
 
    Twelve                                                                                                      Twelve 
    months     Six months     Six months                          Six months      Six months                    months 
     ended          ended          ended                               ended           ended                     ended 
                       31             31 
   30 June       December       December                         31 December     31 December                   30 June 
      2016           2015           2016                                2016            2015                      2016 
   Audited      Unaudited      Unaudited                           Unaudited       Unaudited                   Audited 
     R'000          R'000          R'000                             GBP'000         GBP'000                   GBP'000 
----------    -----------    -----------    ----------------    ------------    ------------    ---------------------- 
 
                                             Balance at the 
                                             beginning 
 4,402,314      4,402,314      3,493,549     of the period           179,223         230,416                   230,416 
 
                                             Changes in 
                                             share capital 
                                             and premium 
                                             Shares issued 
                                             for investment 
    18,025         18,025              -     acquisition                   -             863                       863 
 
                                             Changes in 
                                             reserves 
                                             Total 
                                             comprehensive 
                                             income 
 (906,869)            813          1,223     for the period           26,870        (37,446)                  (51,121) 
                                             Movement in 
  (11,090)        (9,469)       (10,697)     treasury shares           (598)           (454)                     (530) 
                                             Shares issued 
                                             for investment 
     1,293          1,293              -     acquisition                   -              62                        62 
                                             Effect of 
                                             acquisitions 
                                             and disposals 
     (445)          (445)        (6,208)     of subsidiaries           (347)            (19)                      (19) 
                                             Dividends 
  (10,013)              -       (12,004)     payable                   (671)               -                     (466) 
 
                                             Total equity 
                                             attributable 
                                             to the Group's 
                                             equity 
 3,493,215      4,412,531      3,465,863     holders                 204,477         193,422                   179,205 
                                             Changes in 
                                             non-controlling 
                                             interest 
                                             Total 
                                             comprehensive 
                                             income 
         -              -        (6,934)     for the period            1,174               -                         - 
                                             Effect of 
                                             acquisitions 
                                             and disposals 
       334            334        214,627     of subsidiaries          11,058              18                        18 
                                             Dividends paid 
                                             to 
                                             non-controlling 
         -              -        (6,757)     shareholders              (378)               -                         - 
 
                                             Balance at the 
                                             end of 
 3,493,549      4,412,865      3,666,799     the period              216,331         193,440                   179,223 
----------    -----------    -----------    ----------------    ------------    ------------    ---------------------- 
 
                                             Comprising: 
                                             Share capital 
 3,255,248      3,255,248      3,255,248     and premium             203,564         203,564                   203,564 
                                             Treasury shares 
   (9,797)        (8,176)       (20,494)     reserve                 (1,066)           (392)                     (468) 
    52,173         52,173            443     Other reserves         (22,033)        (74,547)                  (45,950) 
                                             Retained 
   195,925      1,113,620        230,666     earnings                 24,012          64,815                    22,077 
                                             Non-controlling 
         -              -        200,936     interest                 11,854               -                         - 
                                            ---------------- 
 3,493,549      4,412,865      3,666,799                             216,331         193,440                   179,223 
----------    -----------    -----------    ----------------    ------------    ------------    ---------------------- 
 An interim dividend of R10.0 million (GBP0.5 million) was declared in respect 
  of the interim period ended 31 December 2015 and paid on 13 June 2016. 
 A final dividend of R12.0 million (GBP0.7 million) was declared in respect of 
  the year ended 30 June 2016 and paid on 19 January 2017. 
 
 
 Interim condensed consolidated statement of cash flows 
 
 
  Six months                                                            Six months 
       ended                                                                 ended 
 31 December                                                           31 December 
        2016                                                                  2016 
   Unaudited                                                             Unaudited 
       R'000                                                 Notes         GBP'000 
------------    ----------------------------------------    ------    ------------ 
 
                 Cash flows from operating 
                  activities 
     281,291     Cash generated from operations                             15,742 
                 Dividend income received 
      18,695      from investments                                           1,044 
   (115,001)     Net finance costs paid                                    (6,425) 
       1,200     Taxation refund received                                       67 
    (12,740)     Taxation paid                                               (712) 
                 Net cash generated by operating 
     173,445      activities                                                 9,716 
------------    ----------------------------------------    ------    ------------ 
 
                 Cash flows from investing 
                  activities 
                 Acquisitions of tangible 
   (176,056)      assets                                                   (9,836) 
                 Proceeds on disposal of 
     102,957      tangible assets                                            5,752 
    (17,634)     Acquisitions of investments                                 (980) 
                 Proceeds on disposal of 
       2,676      investments                                                  150 
                 Acquisitions of intangible 
     (3,774)      assets                                                     (211) 
   (611,268)     Acquisitions of subsidiaries/businesses       8          (31,627) 
                 Net cash utilised by investing 
   (703,099)      activities                                              (36,752) 
------------    ----------------------------------------    ------    ------------ 
 
                 Cash flows from financing 
                  activities 
     101,653     Borrowings raised                                           5,679 
   (189,910)     Borrowings repaid                                        (10,589) 
    (10,697)     Purchase of treasury shares                                 (598) 
                 Dividends paid to non-controlling 
     (6,757)      shareholders                                               (378) 
                 Net cash utilised by financing 
   (105,711)      activities                                               (5,886) 
------------    ----------------------------------------    ------    ------------ 
 
                 Net decrease in cash and 
   (635,365)      cash equivalents                                        (32,922) 
                 Net cash and cash equivalents 
                  at the beginning of the 
      13,086      period                                                       671 
                 Exchange losses on cash 
           -      and cash equivalents                                     (4,461) 
                 Net cash and cash equivalents 
   (622,279)      at the end of the period                     7          (36,712) 
------------    ----------------------------------------    ------    ------------ 
 
 
 Interim condensed consolidated statement of comprehensive 
  income 
 Comparatives provided for the six months ended 31 December 
  2016 
 
 
 
                        * As                                                      * As 
                    restated                                                  restated 
      Twelve                                                                                 Twelve 
      months      Six months                                                Six months       months 
       ended           ended                                                     ended        ended 
     30 June     31 December                                               31 December      30 June 
        2016            2015                                                      2015         2016 
     Audited       Unaudited                                                 Unaudited      Audited 
       R'000           R'000                                       Notes       GBP'000      GBP'000 
------------    ------------    --------------------------------  ------  ------------    --------- 
     422,952         400,366     Investment-related income                      19,199       19,696 
                                 Net fair value and foreign 
 (1,036,271)       (453,250)      exchange (losses) gains                     (21,735)     (48,258) 
    (63,877)        (37,477)     Operating expenses                            (1,797)      (2,976) 
------------    ------------    --------------------------------  ------  ------------    --------- 
   (677,196)        (90,361)     Operating loss                                (4,333)     (31,538) 
    (48,865)        (24,452)     Net finance costs                             (1,173)      (2,276) 
       1,251             465     Finance income                                     22           58 
    (50,116)        (24,917)     Finance costs                                 (1,195)      (2,334) 
------------    ------------                                              ------------    --------- 
   (726,061)       (114,813)     Loss before taxation                          (5,506)     (33,814) 
       (955)            (33)     Taxation                                          (2)         (45) 
------------    ------------    --------------------------------  ------  ------------    --------- 
                                 Loss from continuing 
   (727,016)       (114,846)      operations                                   (5,508)     (33,859) 
                                 Discontinuing operations 
                                 Profit (Loss) from discontinued 
   (179,853)         115,659      operation, net of taxation         4           5,546      (8,375) 
------------    ------------    --------------------------------          ------------    --------- 
                                 Profit (Loss) for the 
   (906,869)             813      period                                            38     (42,234) 
------------    ------------    --------------------------------  ------  ------------    --------- 
 
                                 Other comprehensive 
                                  loss - items that may 
                                  subsequently be reclassified 
                                  to profit and loss: 
                                 Currency translation 
                                  differences on the translation 
                                  of Rand denominated 
           -               -      Group entities                              (37,484)      (8,887) 
                                 Total other comprehensive 
                                  loss recognised directly 
           -               -      in equity                                   (37,484)      (8,887) 
------------    ------------    --------------------------------  ------  ------------    --------- 
 
                                 Total comprehensive 
                                  income (loss) for the 
   (906,869)             813      period                                      (37,446)     (51,121) 
------------    ------------    --------------------------------  ------  ------------    --------- 
 
                                 Profit (Loss) for the 
                                  period attributable 
                                  to: 
                                 Equity holders of the 
   (906,869)             813      parent                                            38     (42,234) 
           -               -     Non-controlling interests                           -            - 
   (906,869)             813                                                        38     (42,234) 
------------    ------------    --------------------------------  ------  ------------    --------- 
 
                                 Total comprehensive 
                                  income (loss) attributable 
                                  to: 
                                 Equity holders of the 
   (906,869)             813      parent                                      (37,446)     (51,121) 
           -               -     Non-controlling interests                           -            - 
   (906,869)             813                                                  (37,446)     (51,121) 
------------    ------------    --------------------------------  ------  ------------    --------- 
 
                                 Basic and diluted earnings 
                                  (losses) per share (in 
    (339.40)            0.30      cents/pence)                       6            0.01      (15.81) 
                                 Basic and diluted losses 
                                  per share from continuing 
    (272.09)         (43.00)      operations (in cents/pence)        6          (2.06)      (12.67) 
                                 Basic and diluted headline 
                                  earnings (losses) per 
    (339.12)            0.49      share (in cents/pence)             6            0.02      (15.79) 
------------    ------------    --------------------------------  ------  ------------    --------- 
                                 Weighted average number 
                                  of shares (net of treasury 
     267,199         267,093      shares, in thousands)                        267,093      267,199 
------------    ------------    --------------------------------  ------  ------------    --------- 
 
 
  * Restated for discontinued operation - refer note 4 
 
 
 Interim condensed consolidated statement of financial 
  position 
 Comparatives provided for the six months ended 31 December 
  2016 
 
 
   30 June     31 December                                      31 December      30 June 
      2016            2015                                             2015         2016 
   Audited       Unaudited                                        Unaudited      Audited 
     R'000           R'000                                          GBP'000      GBP'000 
----------    ------------    -----------------------------    ------------    --------- 
                               Assets 
     2,343           2,514     Deferred tax assets                      110          120 
     4,331           4,559     Equipment                                200          222 
                               Financial assets at 
                                fair value through profit 
 2,369,958       4,800,693      and loss                            210,442      121,581 
----------    ------------                                     ------------    --------- 
                                    Net investments in 
 1,955,133       2,792,192           subsidiaries                   122,398      100,300 
                                    Net investments in 
   399,697       1,993,699           associates                      87,395       20,505 
                                    Financial assets held 
    15,128          14,802           for trading                        649          776 
----------    ------------                                     ------------    --------- 
 1,520,000               -     Assets held for sale                       -       77,978 
       198             228     Current tax assets                        10           10 
     4,008           3,820     Trade and other receivables              167          206 
    13,086          29,208     Cash and cash equivalents              1,280          671 
 
 3,913,924       4,841,022     Total assets                         212,209      200,788 
----------    ------------    -----------------------------    ------------    --------- 
 
                               Liabilities 
      (84)               -     Deferred tax liabilities                   -          (4) 
   (1,195)           (663)     Other financial liabilities             (29)         (61) 
 (413,766)       (421,573)     Borrowings                          (18,480)     (21,227) 
     (160)               -     Current tax liabilities                    -          (8) 
   (5,170)         (5,921)     Trade and other payables               (260)        (265) 
 
 (420,375)       (428,157)     Total liabilities                   (18,769)     (21,565) 
----------    ------------    -----------------------------    ------------    --------- 
 
 3,493,549       4,412,865     Total net assets                     193,440      179,223 
----------    ------------    -----------------------------    ------------    --------- 
 
                               Equity 
 2,554,036       2,554,036     Share capital                        164,201      164,201 
   701,212         701,212     Share premium                         39,363       39,363 
                               Capital redemption 
    52,173          52,173      reserve                               4,599        4,599 
   (9,797)         (8,176)     Treasury shares reserve                (392)        (468) 
                               Foreign currency translation 
         -               -      reserve                            (79,146)     (50,549) 
   195,925       1,113,620     Retained earnings                     64,815       22,077 
 
                               Total equity attributable 
 3,493,549       4,412,865      to equity holders                   193,440      179,223 
         -               -     Non-controlling interests                  -            - 
                              -----------------------------                    --------- 
 3,493,549       4,412,865     Total equity                         193,440      179,223 
----------    ------------    -----------------------------    ------------    --------- 
 
 
 Interim condensed consolidated statement of cash flows 
 Comparatives provided for the six months ended 31 December 
  2016 
 
 
   Twelve                                                                      Twelve 
   months      Six months                                      Six months      months 
    ended           ended                                           ended       ended 
  30 June     31 December                                     31 December     30 June 
     2016            2015                                            2015        2016 
  Audited       Unaudited                                       Unaudited     Audited 
    R'000           R'000                                         GBP'000     GBP'000 
---------    ------------    ------------------------------  ------------    -------- 
                              Cash flow from operating 
                               activities 
                              Cash generated (absorbed) 
 (43,599)           3,883      by operations                          186     (2,033) 
 (16,864)        (45,824)     Additions to investments            (2,198)       (759) 
   55,840          33,109     Proceeds from investments             1,589       2,588 
                              Dividend and interest 
   99,469          74,691      income received                      3,582       4,632 
  (1,603)           (332)     Taxation paid                          (16)        (75) 
 
                              Cash generated by operating 
   93,243          65,527      activities                           3,143       4,353 
---------    ------------    ------------------------------  ------------    -------- 
                              Cash flow from investing 
                               activities 
  (3,698)         (3,698)     Purchase of equipment                 (177)       (172) 
                              Proceeds on disposal 
       25               -      of equipment                             -           1 
    1,251             465     Finance income received                  22          58 
                              Disposal of subsidiary, 
      (9)               -      net of cash received                     -           - 
 
                              Cash absorbed by investing 
  (2,431)         (3,233)      activities                           (155)       (113) 
---------    ------------    ------------------------------  ------------    -------- 
                              Cash flow from financing 
                               activities 
 (26,234)        (18,427)     Borrowings repaid                     (884)     (1,222) 
 (50,116)        (24,917)     Finance costs paid                  (1,195)     (2,334) 
                              Purchase of treasury 
 (11,090)         (9,469)      shares                               (454)       (530) 
                              Dividends paid to equity 
 (10,013)               -      holders of the parent                    -       (466) 
 
                              Cash absorbed by financing 
 (97,453)        (52,813)      activities                         (2,533)     (4,552) 
---------    ------------    ------------------------------  ------------    -------- 
                              Net increase (decrease) 
  (6,641)           9,481      in cash and cash equivalents           455       (312) 
                              Cash and cash equivalents 
                               at the beginning of 
   19,727          19,727      the period                           1,032       1,032 
                              Exchange losses on 
        -               -      cash and cash equivalents            (207)        (49) 
 
                              Cash and cash equivalents 
   13,086          29,208      at the end of the period             1,280         671 
---------    ------------    ------------------------------  ------------    -------- 
 
 
 Notes to the condensed consolidated interim financial 
  statements 
 For the six months ended 31 December 2016 
 
 
 
 1.   Basis of preparation 
 
      These condensed financial statements of the Group 
       are prepared in accordance with the recognition and 
       measurement principles of International Financial 
       Reporting Standards ("IFRSs") published by the International 
       Accounting Standards Board ("IASB") as endorsed for 
       use by the European Union. They are prepared on the 
       going concern principle, using the historical cost 
       basis, except for financial assets and financial liabilities 
       held at fair value through profit and loss that have 
       been measured at fair value, and the accounting policies 
       which are expected to be applied in the preparation 
       of the Group's annual financial statements for the 
       year ending 30 June 2017. The Group has chosen not 
       to adopt IAS 34 Interim Financial Statements in preparing 
       the consolidated interim financial statements. 
 
      The accounting policies and methods of computation 
       are consistent with those applied in the annual financial 
       statements for the year ended 30 June 2016 with the 
       exception of the changes adopted as a result of the 
       Group's change in status as an Investment Entity as 
       detailed in note 2 below. 
 
      The financial information in this half-yearly report 
       is unaudited and does not constitute statutory accounts 
       for the purposes of the Maltese Companies Act, 1995. 
       The half-yearly report should be read in conjunction 
       with the Group's statutory accounts for the year ended 
       30 June 2016, which are prepared under IFRS and upon 
       which an unqualified auditors' report was given. The 
       statutory accounts as at 30 June 2016 are available 
       from the Company's website, www.tisoblackstar.com, 
       or by writing to the Company Secretary. 
 
      The functional currency of the Company is the South 
       African Rand, being the currency of the primary economic 
       environment in which the Company and its subsidiaries 
       operate. Tiso Blackstar is dual listed with a primary 
       listing on the AIM market of the London Stock Exchange 
       ("AIM") and a secondary listing on the Altx of the 
       JSE Limited ("JSE") in South Africa. As a result, 
       Tiso Blackstar has two presentational currencies being 
       South African Rand ("Rand") and Pounds Sterling ("Pounds 
       Sterling"). 
 
 2.   Change in status as an Investment Entity 
 
      Effective 1 July 2016, there was a change in the Group's 
       status as an Investment Entity as defined in IFRS 
       10 Consolidated Financial Statements. IFRS 10 specifies 
       that an entity that ceases to be an Investment Entity 
       shall account for the change in its status prospectively 
       from the date at which the change in status occurred. 
       Further guidance from IFRS 10 specifies that when 
       an entity ceases to be an Investment Entity, it shall 
       apply IFRS 3 Business Combinations to any subsidiary 
       that was previously measured at fair value through 
       profit or loss. The date of the change of status shall 
       be the deemed acquisition date. The fair value of 
       the subsidiary at the deemed acquisition date (being 
       the carrying value of the investment as at 30 June 
       2016) shall represent the transferred deemed consideration 
       when measuring any goodwill or gain from a bargain 
       purchase that arises from the deemed acquisition. 
       All subsidiaries are consolidated in accordance with 
       IFRS 10 from the date of change of status. 
 
      Effective 1 July 2016, Tiso Blackstar no longer accounted 
       for its net investments in subsidiaries and associates 
       as investments held at fair value through profit and 
       loss but rather consolidated its subsidiaries and 
       equity accounted for its investments in associates. 
       Subsidiaries which are no longer carried at fair value 
       but rather consolidated comprise TMG, CSI, Robor and 
       the property subsidiaries. Details of the impact of 
       the consolidation of these subsidiaries are provided 
       in note 8. Investments in associates RAG, MMG and 
       Coopers have been equity accounted from 1 July 2016. 
 
      In accordance with IFRS 10, the comparative periods 
       ended 31 December 2015 and 30 June 2016 have not been 
       restated (with the exception of the discontinued operation, 
       refer note 4) and are disclosed on a fair value basis. 
       Due to the significant change in the nature of the 
       statements, the comparatives are provided as separate 
       statements and are not included as additional columns 
       within the current year's statements. 
 
 
 
 Notes to the condensed consolidated interim financial 
  statements 
 For the six months ended 31 December 2016 (continued) 
 
 
 
 
 3.    Finance costs 
 
       Finance costs for the current reporting period can 
        be analysed as follows: 
 
         Six months                                            Six months 
              ended                                                 ended 
        31 December                                           31 December 
               2016                                                  2016 
          Unaudited                                             Unaudited 
              R'000                                               GBP'000 
      -------------  --------------------------------------  ------------ 
 
             49,426   TMG                                           2,761 
             20,908   CSI (non-core subsidiary)                     1,168 
             16,831   Robor (non-core subsidiary)                     940 
             31,162   Other:                                        1,742 
                      Finance cost on acquisition debt 
                       to be settled on completion of 
             25,281    KTH sale                                     1,413 
                      Finance cost within the property 
                       subsidiaries relating to investment 
                       properties, the majority of which 
              5,881    were sold during the period                    329 
      -------------                                          ------------ 
 
            118,327                                                 6,611 
      -------------  --------------------------------------  ------------ 
 
 
 
 
 4.   Discontinued operation 
 
      In the prior year, Tiso Blackstar announced its change 
       in strategy to focus on investments in media and related 
       industries, and to therefore dispose of its non-core 
       assets. In line with this, Tiso Blackstar commenced 
       negotiations to dispose of its interest in KTH during 
       the previous reporting period and subsequently concluded 
       an agreement of sale which is expected to be completed 
       in May 2017. 
 
      In the prior year ended 30 June 2016, KTH was disclosed 
       as a discontinued operation, and classified and disclosed 
       as a non-current asset held for sale in accordance 
       with IFRS 5 Non-current Assets Held for Sale and Discontinued 
       Operations. Comparatives for the six months ended 
       31 December 2015 have been restated for this discontinued 
       operation and for the current reporting period relating 
       income and expenses associated with the investment 
       in the associate have been disclosed under the discontinued 
       operation. At 31 December the investment in KTH (carried 
       at fair value less costs to sell) remains disclosed 
       as a non-current asset held for sale on the consolidated 
       statement of financial position. As Tiso Blackstar 
       is required to use the sale proceeds to settle the 
       relating acquisition debt on conclusion of the sale 
       (and has disclosed its intention to do so), the relating 
       acquisition debt is separately disclosed as a Liability 
       associated with non-current assets held for sale. 
 
 
 Notes to the condensed consolidated interim financial 
  statements 
 For the six months ended 31 December 2016 (continued) 
 
 
 
 
 5.    Other comprehensive (loss) income, net of taxation 
 
       Other comprehensive (loss) income comprises of the 
        foreign currency translation adjustments recognised 
        in the Foreign Currency Translation Reserve. These 
        currency adjustments arise on restatement of the Group's 
        investments in its African based associates RAG, MMG 
        and Coopers as well as the African based foreign operations 
        held by CSI and TMG to the Group's functional currency 
        Rands at the closing rate at 31 December 2016. An 
        additional charge to other comprehensive income arises 
        in the Pounds Sterling statement of comprehensive 
        income as a result of the translation of the Group's 
        results from its functional currency Rands to its 
        presentational currency Pounds Sterling. 
 
       Currency translation differences recognised in other 
        comprehensive (loss) income comprises of the following: 
 
                          Six months                                                           Six months 
                               ended                                                                ended 
                         31 December                                                          31 December 
                                2016                                                                 2016 
                           Unaudited                                                            Unaudited 
                               R'000                                                              GBP'000 
      ------------------------------  ------------------------------------  ----------------------------- 
 
                                       On translation of the following 
                            (45,522)    foreign operations and associates:                            418 
                                       Foreign operations held by CSI 
                             (2,757)    and TMG                                                     (154) 
                            (16,126)   Investment in associate RAG                                    641 
                            (24,929)   Investment in associate MMG                                   (50) 
                             (1,710)   Investment in associate Coopers                               (19) 
      ------------------------------                                        ----------------------------- 
 
                                       On translation of the Group's 
                                        results from Rands to Pounds 
                                   -    Sterling                                                   25,407 
                                       Other comprehensive (loss) income, 
                                        net of taxation per the statement 
                            (45,522)    of comprehensive income                                    25,825 
      ------------------------------  ------------------------------------  ----------------------------- 
 
 
 Notes to the condensed consolidated interim financial statements 
 For the six months ended 31 December 2016 (continued) 
 
 
 
 
 6.    Basic and diluted headline earnings (losses) per share^ 
 
                        * As                                                   * As 
                    restated                                               restated 
          Twelve         Six         Six                            Six         Six                           Twelve 
          months      months      months                         months      months                           months 
           ended       ended       ended                          ended       ended                            ended 
                          31          31                             31          31 
         30 June    December    December                       December    December                          30 June 
            2016        2015        2016                           2016        2015                             2016 
         Audited   Unaudited   Unaudited                      Unaudited   Unaudited                          Audited 
           R'000       R'000       R'000                        GBP'000     GBP'000                          GBP'000 
      ----------  ----------  ----------  -----------------  ----------  ----------  ------------------------------- 
                                           Profit (Loss) 
                                           for the period 
                                           attributable to 
                                           equity holders 
                                           of the Group 
                                           from continuing 
       (727,016)   (114,846)      34,609   operations             1,928     (5,508)                         (33,859) 
                                           Profit (Loss) 
                                           for the period 
                                           attributable to 
                                           equity holders 
                                           of the Group 
                                           from the 
                                           discontinued 
       (179,853)     115,659      12,136   operation                678       5,546                          (8,375) 
      ----------  ----------  ----------  -----------------  ----------  ----------  ------------------------------- 
                                           Profit (Loss) 
                                           for the period 
                                           attributable to 
                                           equity holders 
       (906,869)         813      46,745   of the Group           2,606          38                         (42,234) 
                                           Gains on 
                                           investment 
               -           -    (36,808)   properties           (2,056)           -                                - 
                                           Revaluation gain 
                                           on acquisition 
                                           of controlling 
               -           -    (12,183)   interest               (681)           -                                - 
                                           Gain on bargain 
               -           -     (1,745)   purchase                (90)           -                                - 
                                           Loss on disposal 
               -           -       2,411   of investments           135           -                                - 
                                           (Profit) Loss on 
                                           disposal 
               3           4       (697)   of equipment            (39)           -                                - 
                                           Impairment of 
                                           loans designated 
                                           at fair value 
                                           through profit 
             737         697           -   and loss                   -          33                               34 
                                           Total tax 
                                           effects of 
             (1)       (196)      10,434   adjustments              583         (9)                                - 
                                           Headline 
                                           earnings 
       (906,130)       1,318       8,157   (losses)                 458          62                         (42,200) 
      ----------  ----------  ----------  -----------------  ----------  ----------  ------------------------------- 
 
                                           Weighted average 
                                           number of 
                                           shares in issue 
                                           (net of treasury 
                                           shares, in 
         267,199     267,093     267,175   thousands)           267,175     267,093                          267,199 
      ----------  ----------  ----------  -----------------  ----------  ----------  ------------------------------- 
 
                                           Basic and 
                                           diluted earnings 
                                           (losses) per 
                                           share (in 
        (339.40)        0.30       17.50   cents/pence)            0.98        0.01                          (15.81) 
                                           Basic and 
                                           diluted earnings 
                                           (losses) per 
                                           share from 
                                           continuing 
                                           operations (in 
        (272.09)     (43.00)       12.95   cents/pence)            0.72      (2.06)                          (12.67) 
                                           Basic and 
                                           diluted headline 
                                           earnings 
                                           (losses) per 
                                           share 
        (339.12)        0.49        3.05   (in cents/pence)        0.17        0.02                          (15.79) 
      ----------  ----------  ----------  -----------------  ----------  ----------  ------------------------------- 
 
 
   ^ Disclosure of headline earnings has been provided in accordance with the JSE 
    Listing Requirements 
    * Restated for discontinued operation - refer note 4 
 
 
 Notes to the condensed consolidated interim financial 
  statements 
 For the six months ended 31 December 2016 (continued) 
 
 
 
 
 7.    Net cash and cash equivalents 
 
       Net cash and cash equivalents for the current reporting 
        period can be analysed as follows: 
 
       31 December                                     31 December 
              2016                                            2016 
         Unaudited                                       Unaudited 
             R'000                                         GBP'000 
      ------------  --------------------------------  ------------ 
 
          (14,347)   TMG                                     (846) 
         (289,838)   CSI (non-core subsidiary)            (17,100) 
         (330,811)   Robor (non-core subsidiary)          (19,517) 
            12,717   Other                                     751 
         (622,279)                                        (36,712) 
      ------------  --------------------------------  ------------ 
 
           273,213   Cash and cash equivalents              16,119 
                     Bank overdrafts and other short 
         (895,492)    term borrowing facilities           (52,831) 
                     Net cash and cash equivalents 
         (622,279)    per the statement of cash flow      (36,712) 
      ------------  --------------------------------  ------------ 
 
 
 
 8.   Business combinations 
 
      Per note 2, effective 1 July 2016, there was a change 
       in the Group's status as an Investment Entity as defined 
       in IFRS 10 and from this date, the Group applied IFRS 
       3 Business Combinations to any subsidiary that was 
       previously measured at fair value through profit or 
       loss. The fair value of the subsidiary as at 1 July 
       2016 ("Deemed Acquisition Date") represents the transferred 
       "Deemed Consideration" when measuring any goodwill 
       or gain from a bargain purchase that arises from the 
       deemed acquisition. All subsidiaries were consolidated 
       in accordance with IFRS 10 from the date of change 
       of status. 
 
      Subsidiaries which are no longer carried at fair value 
       but rather consolidated ("the Deemed Acquisitions") 
       comprise TMG, CSI, Robor and the property subsidiaries. 
       Details of the significant classes of assets and liabilities 
       recognised as a result of the Deemed Acquisitions 
       are provided below. During the period ended 31 December 
       2016, other, less significant acquisitions of subsidiaries 
       and businesses took place ("Other Business Acquisitions"). 
 
      The initial accounting for some of the business acquisitions 
       has only been provisionally determined at the reporting 
       date. At the date of finalisation of these condensed 
       consolidated interim financial statements, the necessary 
       market valuations and other calculations for certain 
       Other Business Acquisitions had not been finalised 
       and they have therefore only been provisionally determined 
       based on the directors' best estimate of the likely 
       values. If new information obtained within one year 
       of the date of any of the acquisitions about facts 
       and circumstances that existed at the date of acquisition, 
       identifies adjustments to the above amounts, or any 
       additional provisions that existed at the date of 
       acquisition, then the accounting for the acquisition 
       will be revised. 
 
 
 Notes to the condensed consolidated interim financial statements 
 For the six months ended 31 December 2016 (continued) 
 
 
 
 
 8.   Business combinations (continued) 
 
 
               Six months ended                                                               Six months ended 
                  31 December                                                                    31 December 
                     2016                                                                           2016 
                         Other                                                                            Other 
       Deemed         Business                                                                         Business                 Deemed 
 Acquisitions     Acquisitions           Total                                    Total            Acquisitions           Acquisitions 
    Unaudited        Unaudited       Unaudited                                Unaudited               Unaudited              Unaudited 
        R'000            R'000           R'000                                  GBP'000                 GBP'000                GBP'000 
-------------    -------------    ------------    ----------------    -----------------    --------------------    ------------------- 
      872,187           40,785         912,972     Tangible assets               47,020                   2,277                 44,743 
                                                   Intangible 
    1,316,242            8,184       1,324,426     assets                        67,982                     457                 67,525 
                                                   Investments in 
                                                   associates, 
                                                   joint 
                                                   ventures and 
                                                   other 
                                                   investments 
                                                   and loan 
       64,333                -          64,333     receivables                    3,301                       -                  3,301 
    1,147,278           16,642       1,163,920     Inventory                     59,786                     929                 58,857 
                                                   Trade and other 
    1,452,004          117,398       1,569,402     receivables                   80,675                   6,186                 74,489 
                                                   Cash and cash 
      129,859           36,654         166,513     equivalents                    8,542                   1,880                  6,662 
                                                   Non-controlling 
          385                -             385     interests                         20                       -                     20 
                                                   Net deferred 
    (262,954)          (3,706)       (266,660)     taxation                    (13,706)                   (216)               (13,490) 
                                                   Borrowings and 
                                                   other 
  (1,217,288)         (19,447)     (1,236,735)     liabilities                 (63,536)                 (1,087)               (62,449) 
                                                   Contingent 
     (42,601)                -        (42,601)     liabilities                  (2,185)                       -                (2,185) 
                                                   Trade and other 
  (1,684,389)        (130,112)     (1,814,501)     payables                    (93,165)                 (6,754)               (86,411) 
                                                   Bank overdrafts 
                                                   and other short 
                                                   term borrowing 
    (719,086)         (11,894)       (730,980)     facilities                  (37,555)                   (665)               (36,890) 
-------------    -------------    ------------    ----------------    -----------------    --------------------    ------------------- 
                                                   Identifiable 
                                                   assets and 
                                                   liabilities 
                                                   at fair value 
                                                   at acquisition/ 
                                                   Deemed 
                                                   Acquisition 
    1,055,970           54,504       1,110,474     Date                          57,179                   3,007                 54,172 
                                                   Non-controlling 
    (204,679)          (3,951)       (208,630)     interests                   (10,703)                   (202)               (10,501) 
    1,105,587           34,261       1,139,848     Goodwill                      58,478                   1,759                 56,719 
                                                   Gain on bargain 
      (1,745)                -         (1,745)     purchase                        (90)                       -                   (90) 
-------------    -------------    ------------    ----------------    -----------------    --------------------    ------------------- 
    1,955,133           84,814       2,039,947     Total                        104,864                   4,564                100,300 
                                                   Less Deemed 
                                                   Consideration 
                                                   on 
                                                   change in 
                                                   status as an 
                                                   Investment 
                                                   Entity and fair 
                                                   value of 
                                                   existing 
                                                   shareholding on 
                                                   step up 
  (1,955,133)         (38,013)     (1,993,146)     acquisitions               (102,250)                 (1,950)              (100,300) 
                                                   Purchase 
                                                   consideration 
                                                   paid in 
            -           46,801          46,801     cash                           2,614                   2,614                      - 
-------------    -------------    ------------    ----------------    -----------------    --------------------    ------------------- 
 
                                                   Cash flow 
                                                   Cash 
                                                   consideration 
                                                   paid for Other 
                                                   Business 
            -         (46,801)        (46,801)     Acquisitions                 (2,614)                 (2,614)                      - 
                                                   Consolidated 
                                                   cash from 
    (589,227)           24,760       (564,467)     acquisitions                (29,013)                   1,215               (30,228) 
                                                   Cash flow on 
    (589,227)         (22,041)       (611,268)     acquisition                 (31,627)                 (1,399)               (30,228) 
-------------    -------------    ------------    ----------------    -----------------    --------------------    ------------------- 
 
 
 Notes to the condensed consolidated interim financial 
  statements 
 For the six months ended 31 December 2016 (continued) 
 
 
 
 
 9.   Segmental analysis 
 
      As a result of its change in status from an Investment 
       Entity, the Group has reviewed its segments and identified 
       its operating segments based on the nature of the 
       operating segment. The reportable segments are as 
       follows: 
 
 
        *    Media: the division houses the Group's interest in 
             the distribution of knowledge and content via print, 
             online and radio assets and other platforms; 
 
        *    Retail Solutions: the division includes the 
             activities on retail advertising production systems 
             and related database management and development, and 
             retail print via H&C and Uniprint; 
 
        *    African investments: includes the Group's interests 
             in the associates RAG in Kenya, MMG in Ghana and 
             Coopers in Nigeria; 
 
        *    CSI: a wholly owned subsidiary comprising of Stalcor 
             which is a processor, distributor and stockist of 
             carbon steel, stainless steel and aluminium in the 
             form of high quality sheet, plate and coil as well as 
             structural and other long product profiles, and GRS 
             which is a steel roofing and cladding company; 
 
        *    Robor: in which the Group holds a 51% interest is a 
             manufacturer and supplier of welded steel tube and 
             pipe and cold formed steel profiles; and 
 
        *    Other: comprising of investments that are not deemed 
             to be material to the Group including the property 
             subsidiaries, assets held for sale (KTH), and other 
             consolidated Group companies. 
 
      Refer to the Directors' statement for the detailed 
       segmental analysis for the current financial period. 
 
      A reconciliation of the EBITDA per segmental analysis 
       to the net profit for the period per the statement 
       of comprehensive income is provided below: 
 
 
                                                   Six months 
                                                        ended 
                                                  31 December 
                                                         2016 
                                                    Unaudited 
                                                        R'000 
-----------------------------------------------  ------------ 
 
 EBITDA                                               269,536 
 Depreciation                                        (63,119) 
 Amortisation                                        (35,909) 
 Straight-lining of leases                           (17,989) 
 Net profit (loss) on disposal of assets               30,204 
 Exceptional/non recurring net gains (losses)        (13,248) 
 Net profit per the statement of comprehensive 
  income                                              169,475 
-----------------------------------------------  ------------ 
 
 
 10.   Results presentation 
 
       Shareholders are advised that Tiso Blackstar has 
        a detailed investor presentation which is available 
        on the Company's website www.tisoblackstar.com. 
 
       This announcement contains inside information for 
        the purposes of Article 7 of EU Regulation 596/2014. 
 
 
 
 
 
       20 March 2017 
 
       For further enquiries, please contact: 
 
       Tiso Blackstar Group SE Leanna Isaac + 356 2137 3360 
 
       Northland Capital Partners Tom Price, Gerry Beaney, 
                                                                              Margarita Mitropoulou + 44 (0) 203 861 
                                                                              6625 
 
       PSG Capital Proprietary Limited David Tosi +27 (0) 
        21 887 9602 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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