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JOYCE CORPORATION LTD Management Reports 2012

May 21, 2012

65167_rns_2012-05-21_92589d18-36ac-4805-b10e-62de4e71d65f.pdf

Management Reports

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Joyce Corporation Ltd - est 1886
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Information Handout May 2012

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Joyce Corp Brief Overview
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o is listed on the Australian Securities as Joyce Exchange “JYC”.

o Jo ce's business has links back to 1886. An Australian y company with a history in excess of 125 years.

o was a manufacturer of Joyce originally leading Bedding , Furniture and Foam products. Over a number of years it divested its manufacturing activities up to 2005 when it sold its Foam Manufacturing activities. The divestments occurred following a protracted endeavour to garner support for manufacturing in Australia until it was determined that this was a fruitless pursuit . o 30 years in Franchising.

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Joyce cont..
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o Joyce retains an 4 . 2 hectare industrial property on the Georges River at Moorebank NSW, currently dealt with as an i nves men t t P roper y t i n our b oo k s as a resu lt o f the Joyce Foam manufacturing divestment. o Joyce Corporation Ltd owns 100% of Bedshed Franchising Pty Ltd . o Jo ce's current strate is to create shareholder wealth y gy by expanding its Bedshed brand and looking for growth acquisition and development opportunities leveraging the conservative debt levels.

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Solid Position – Gearing Ratio
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• After sale of the QLD Brendale Industrial Property in Sept 2010, gearing has remained at conservative levels of 23.4% after conversion of all convertible notes.

  • $2.9m secured cash deposit is included in debt until March 2013

  • • Net Asset backing of 81 cents per share

st
Adjusted effect on 31 December 2011 Balance sheet adjusted for full conversion of convertible notes.
31st Dec 2011 Adjusted for Con Notes
$000s $'000's
Current Assets 8,814
Current Liabilities 6,449
Debt net of secured deposit 5,306 5,306
Net Assets 21,471 22,355
Net assetsper share undiluted(cents) 81.0
Resultingadjusted Gearingratio 23.4%
Current Ratio 1.37

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Property Information
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Liverpool

  • 5 9 Bridges Road , MOOREBANK, NSW

Total area 4.2 hectares

Gross Lettable Area of 19,865 Sq. m.

Valuation taken up at 31 Dec 2011 $13.2 million, based on current subsidised lease conditions that cease at expiration of current lease term in Nov 2015.

Georges River

Valuation report based on Commercial Value at Market Rent $16 Million. Offers of $20 million received, based on a commercial rent prior to Global Financial “ ” Crisis . GFC .

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Joyce Corp Revenue & Trading
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Revenue within Joyce has reduced from targeted store closures in 2010/11 . Joyce is currently trading profitably year to date.

Strong Australian dollar has reduced retail furniture prices. M ar k e compe t titi on as een e g h b h i ht ene d . Product ran . g e reviews have rationalised product lines and inventor y Additional product lines of Sealy Posturpedic and Tempur have assisted . in maintaining sales volumes Consumer confidence at low levels evidenced by falling interest rates. Like for like sales trending up last Qtr, albeit year to date sales down approximately 3% including impact of Australian dollar price deflation.

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Bedshed Retail Outlets
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The Company currently owns 100% of Bedshed Franchising Pty Ltd.

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Vision Statement
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“By 2015 Bedshed will be the most successful specialist bedroom franchise in Australia.”

We antici ate that a otential 60-80 stores are ossible around p p p Australia with our proven robust model.

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Mission Statement
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“We will add value by proactively working with our franchise . and business partners To offer customers value for money products and services in convenient locations. At all times whilst we will act with integrity and transparency , developing our people to provide outstanding services.” We believe that shareholder return will be optimised with a clear focus on these core values.

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Bedshed Current Store Details
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Regional

Mackay
Reg onai l •Townsville

Albany

Bunbury
•Busselton Metropolitan

Aspley
•Bundall
•Helensvale
•Kawana

Morayfield
QLD
WA
7
1 Regional
17 •
SA Mittagong

Warners Bay
Metropolitan
• Beckenham NSW 2

Cannington Metropolitan
•Claremont •Cheltenham
•Cockburn Metropolitan VIC •Chadstone
•Joondalup •Mile End 12 •Dandenong
•Mandurah North • Hi g h po n i t
•Melville •Hoppers Crossing
•Midland Regional • •Mornington
•Morley Bendigo •Northland

•O’Connor • Shepparton •Nunawading
• O s b orne ar P k Wodonga •Watergardens

Rockingham
• 10
Wangara
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  • Malaga

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Large Range of Big Australian Brand Bedding
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Unique Bedshed Features
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o Bedshed has a robust business model

o With lar e o en lan g p p layouts o E ki asy par ng o Convenient locations o Same day availability

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Re-structuring achieved
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o A review of Company owned stores in less than optimal locations will take place.

o Senior experienced management with focus on retail profit . growth

o Four franchisees now have multi store holdings.

  • Final payment of all legal disputes settlement made in March 2012

o . Sale of a Company owned store at Cockburn WA completed

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Capital Structure
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  • Total Ordinary listed shares currently on issue

  • Unlisted Convertible Notes as at 31[st] Dec 2011 ( $1/ par value 100% converted since)

  • Net Assets (as at 31[st] Dec 2011)

  • Net Assets adjusted for 100% conversion of Convertible Notes

27,588,255

885,000

$21,470,504 $22,355,556

  • Net Tangible Assets (as at 31[st] Dec 2011 adjusted for CN)

  • Net assets per share (as at 31[st] Dec 2011) adjusted for take up of Convertible Notes (undiluted)

$12,134,041

$0.81

  • Debt to net assets (adjusted for CN)

23.4%

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Company Store Break Up
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N um b er o f C ompany O wne d S tores (COS) : 9 • Inventor currentl held at these stores: y y

$3.9M

  • Intangibles associated with Company Stores:

$4M

Bedshed has received interest in some of these COS and will look at the validity of Franchising versus maintaining the company as we review this decisions will be made on a operations, regularly, store by store basis . The company sold its WA Cockburn store and the franchisee has managed to lift its performance considerably since that time.

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Dividend Policy
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“ To pay at least 50% of its earnings in Dividends each year, cash flow permitting.”

• JYC has a solid track record of paying Dividends. Dividend o f 1.5 cents payable July 2012 • Joyce Corporation declared Board Policy :

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ORDINARY FULLY PAID SHARES As of 16 May 2012

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as at 30/4/12
Top 20 shareholders
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JOYCE CORPORATION LTD

Top Holders Snapshot - Ungrouped

Composition : ORD

1.
ADAMIC PTY LTD
7,711,568
27.95
Rank
Name
Address
Units
% of Units
25R KEANE STREET, PEPPERMINT
GROVE WA 6011
2.
UFBA PTY LTD
2,759,000
10.00
3.
PEDUNCLE PTY LTD
1,948,312
7.06
4.
WALLBAY PTY LTD
998,356
3.62
5.
TRAFALGAR PLACE NOMINEES PTY LTD
990,233
3.59
6
MR DONALD TEO
990 000
3 59
PO BOX 990N, NORTH CAIRNS QLD,
25R KEANE STREET, PEPPERMINT
10 KINANE STREET, BRIGHTON VIC,
C/- MR GEOFF SWANSON, 24 MARY
PO BOX Y3046, EAST ST GEORGES
,
.
,
.
7.
MR KEITH KNOWLES
933,648
3.38
8.
PARKS AUSTRALIA PTY LTD
782,965
2.84
9.
MR DANIEL ALEXANDER SMETANA
563,726
2.04
10.
PYNLAND PTY LIMITED
425,416
1.54

MR ANTHONY MANKARIOS + MRS CHIARA


49 O'SULLIVAN BEACH ROAD,
25R KEANE STREET, PEPPERMINT
25R KEANE ST, PEPPERMINT GROVE
189 PRINCE EDWARD STREET,
70 ROY TERRACE, CHRISTIES
11
376 466
1 36
.
MANKARIOS
,
.
12.
MR RICHARD HAMILTON BARTLETT
355,400
1.29
13.
CONARD HOLDINGS PTY LTD
347,940
1.26
14.
ASB NOMINEES LIMITED <130368 - ML A/C>
326,256
1.18
15.
MRS EDNA KNOWLES
278,800
1.01




PO BOX 35, AUCKLAND 1015, NEW
PO BOX 226, CHRISTIES BEACH SA,

MALABAR NSW, 2036
1 CROKE LANE, FREMANTLE WA,
PO BOX 60, WEST PERTH WA, 6872
16
P B L INVESTMENTS PTY LTD
270 203
0 98
11/58 CLARENDON STREET EAST
.
,
.
17.
MR KEITH KNOWLES
259,380
0.94
18.
MR JOHN MARTIN WRIGHT
229,463
0.83
19.
BELLPAM PTY LIMITED

PENSION FUND A/C>
207,500
0.75
20.
ARGUS CLOTHING PTY LTD
196,050
0.71
UNIT 3, 31 MALMSBURY STREET,
,
PO BOX 226, CHRISTIES BEACH SA,
25 EDWARDS ROAD, WAHROONGA
PORTFOLIO ADMIN, GPO BOX 4718,
MELBOURNE VIC, 3001

20,950,682
75.94
6,637,573
24.06
Totals: Top 20 holders of ORDINARY FULLY PAID SHARES
Total Remaining Holders Balance

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For Further Information
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Cha rmani Execut ve i Director Mr Dan Smetana Mr Anthony Mankarios

Company Secretary Mr Keith Gray

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Phone: + 61 8 9445 1055 Fax: +61 8 9445 1011 14 Collingwood St Osborne Park WA 6017

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Disclaimer
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Information contained in this presentation may involve forward looking statements. Possible future performance estimates, estimated earnings, potential growth of the company or its industry or other projections. Actual results differ from those or these forward may expressed implied by looking statements. These statements refer to the future and therefore involve unknown risks and uncertainties . These figures may vary based on full year audit results.

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