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PPC LIMITED Annual Report 2015

Dec 18, 2015

48790_rns_2015-12-18_f27d2ead-76eb-4573-a8fd-00dc6fab1aab.pdf

Annual Report

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Annual financial statements

CONTENTS

Annual financial statements

1 Approval of the fnancial statements
2 Certifcate by company secretary
2 Preparer of the annual fnancial statements
3 Independent auditors’ report
4 Report to shareholders on the activities of the
audit committee
6 Directors’ report
9 Chief fnancial offcer’s report
12 Accounting policies
23 Judgements made by management
26 Consolidated statement of fnancial position
27 Consolidated income statement
28 Consolidated statement of comprehensive income
29 Consolidated statement of changes in equity
31 Consolidated statement of cash fows
32 Segmental information
34 Notes to the consolidated fnancial statements
74 Subsidiaries and non-controlling interest
77 Company statement of fnancial position
78 Company income statement
79 Company statement of comprehensive income
80 Company statement of changes in equity
81 Company statement of cash fows
82 Notes to the company fnancial statements
99 Abridged remuneration report
108 PPC shareholder analysis
IBC Corporate information

These consolidated and company annual financial statements were published on 21 December 2015.

APPROVAL OF the ANNUAL FINANCIAL StAteMeNtS

for the year ended 30 September 2015

The directors of the company are responsible for the integrity and objectivity of the annual financial statements and other information contained in this annual report, which have been prepared in accordance with International Financial Reporting Standards (IFRS) and interpretations adopted by the International Accounting Standards Board (IASB) in issue and effective for the group at 30 September 2015 and the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council and the Companies Act of South Africa.

In discharging this responsibility, the group maintains suitable internal control systems designed to provide reasonable assurance that assets are safeguarded and that transactions are executed and recorded in accordance with group policies, noting that internal control systems only provide reasonable, but not absolute, assurance against material loss or misstatement.

The directors, supported by the audit committee, are satisfied that such controls, systems and procedures are in place to minimise the possibility of material loss or misstatement. The directors are satisfied that such control systems have been maintained during the year.

Following operational and cash forecast reviews, the directors believe that the group has adequate resources to continue in operation for the foreseeable future and the annual financial statements appearing on pages 12 to 98 have, therefore, been prepared on a going-concern basis.

The annual financial statements have been audited by the external auditing firm, Deloitte & Touche, who have been given unrestricted access to all financial records and other related data, including minutes of all meetings of the board of directors, committees of the board and executives. The directors believe that all representations made to the independent auditors during the audit were valid and appropriate. Deloitte & Touche’s unmodified report is presented on page 3 of these annual financial statements.

The consolidated and company annual financial statements were approved by the board of directors on 17 November 2015 and are signed on its behalf by:

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BL Sibiya Chairman 17 November 2015 Sandton

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DJ Castle Chief executive officer

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MMt Ramano Chief financial officer

PPC Ltd Annual financial statements 2015

1

CeRtIFICAte By COMPANy SeCRetARy

for the year ended 30 September 2015

In terms of section 88(2)(e) of the Companies Act 71 of 2008, as amended, I certify that PPC Ltd has lodged with the Companies and Intellectual Property Commission all such returns as are required of a public company in terms of this Act and that such returns are true, correct and up to date.

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JhDLR Snyman

Group company secretary

17 November 2015

PRePAReR OF the ANNUAL FINANCIAL StAteMeNtS

for the year ended 30 September 2015

These consolidated and company annual financial statements have been prepared under the supervision of the chief financial officer, MMT Ramano CA(SA).

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MMt Ramano Chief financial officer 17 November 2015

PPC Ltd Annual financial statements 2015

2

INDePeNDeNt AUDItORS’ RePORt

tO the ShARehOLDeRS OF PPC LIMIteD

We have audited the consolidated and separate annual financial statements of PPC Limited set out on pages 12 to 98, which comprise the statement of financial position as at 30 September 2015, and the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and the notes, comprising a summary of significant accounting policies and other explanatory information.

Opinion

In our opinion, the annual financial statements present fairly, in all material respects, the financial position of PPC Limited as at 30 September 2015, and its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards and the requirements of the Companies Act of South Africa.

Other reports required by the Companies Act

Directors’ responsibility for the annual financial statements

The company’s directors are responsible for the preparation and fair presentation of these annual financial statements in accordance with International Financial Reporting Standards and the requirements of the Companies Act of South Africa, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditors’ responsibility

Our responsibility is to express an opinion on these annual financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the annual financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the annual financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the annual financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

As part of our audit of the financial statements for the year ended 30 September 2015, we have read the directors’ report, the audit committee’s report and the company secretary’s certificate for the purpose of identifying whether there are material inconsistencies between these reports and the audited financial statements.

These reports are the responsibility of the respective preparers. Based on reading these reports we have not identified material inconsistencies between these reports and the audited financial statements. However, we have not audited these reports and accordingly do not express an opinion on these reports.

Report on other legal and regulatory requirements

As part of our audit of the consolidated and separate annual financial statements for the year ended 30 September 2015, we have read the directors’ report, the audit committee’s report, the remuneration report and the company secretary’s certificate for the purpose of identifying whether there are material inconsistencies between these reports and the audited annual financial statements.

These reports are the responsibility of the respective preparers. Based on reading these reports we have not identified material inconsistencies between these reports and the audited consolidated and separate annual financial statements. However, we have not audited these reports and accordingly do not express an opinion on these reports.

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Deloitte & touche

Registered auditor Per: B Nyembe Partner 17 November 2015

National executive: LL Bam chief executive; AE Swiegers chief operating officer; GM Pinnock Audit; N Sing risk advisory; NB Kader tax; TP Pillay consulting; S Gwala; B Paas; K Black clients and industries; JK Mazzacco talent and transformation; M Jordan strategy; MJ Comber reputation and risk; TJ Brown chairman of the board.

*Partner and registered auditor.

A full list of partners and directors is available on request.

BBBEE rating: Level 2 contribution in terms of the Chartered Accountancy Profession Sector Code.

Member of Deloitte Touche Tohmatsu Limited.

PPC Ltd Annual financial statements 2015

3

RePORt tO ShARehOLDeRS ON the ACtIVItIeS OF the AUDIt COMMIttee

for the year ended 30 September 2015

The audit committee is a committee of the board of directors and in addition to having specific statutory responsibilities to shareholders in terms of the Companies Act, it assists the board by advising and making submissions on financial reporting, oversight of the risk management process and internal financial controls, external and internal audit functions and statutory and regulatory compliance of the company.

teRMS OF ReFeReNCe

The audit committee has adopted formal terms of reference that were updated during the year and approved by the board of directors, and has executed its duties in the past financial year in line with these terms of reference.

StAtUtORy DUtIeS

In executing its statutory duties in the 2015 financial year, the audit committee:

  • Nominated Mr Nyembe, from the audit firm, Deloitte & Touche (Deloitte), for appointment. In the opinion of the committee, Mr Nyembe was independent of the company

  • Determined Deloitte’s terms of engagement

  • Believes that the appointment of Deloitte complies with the relevant provisions of the Companies Act, JSE listings requirements and King III

  • Developed and implemented a policy setting out the extent of any non-audit services the external auditors may provide to the company or which the external auditors may not provide

  • Pre-approved all non-audit service contracts with Deloitte

COMPOSItION

The committee consists of four independent non-executive directors:

NAMe
QUALIFICAtION
PeRIOD
SeRVeD
NAMe
QUALIFICAtION
PeRIOD
SeRVeD
NAMe
QUALIFICAtION
PeRIOD
SeRVeD
Tim Ross (chairman)
Bridgette Modise
Todd Moyo
Peter Nelson
CA(SA)
CA(SA)
CA(ZIM)(SA)
CA(SA)
7
4
1
1

The CEO, CFO, chief audit executive, senior financial executives of the group and representatives from the external and internal auditors attend committee meetings. The internal and external auditors have unrestricted access to the audit committee.

  • Received no complaints on the accounting practices and internal audit of the company, the auditing of its financial statements, internal financial controls, or other related matters; however, a letter was received from the JSE in terms of its proactive monitoring process whereby it requested information around disclosures in the 2014 annual financial statements. This query was satisfactorily addressed.

DeLegAteD DUtIeS

In executing its delegated duties and making its assessments (as reflected in its terms of reference), the audit committee obtained feedback from external and internal audit, and based on the processes and assurances obtained, believes the accounting practices are effective. Accordingly, the committee fulfilled all its obligations including:

MeetINgS

The audit committee held five scheduled meetings during the year, with attendance shown below:

31 March 2015
11 May 2015
2 October 2015
9 November 2015
27 November 2015
All present
All present
All present
All present
All present

Financial statements

The committee reviewed the annual financial statements, summarised annual financial statements, interim and preliminary announcements, accompanying reports to shareholders and other announcements on the company’s 2015 results to the public.

Integrated reporting

  • Recommended to the board to engage an external assurance provider on material sustainability issues

  • Reviewed the disclosure of sustainability issues in the integrated report to ensure it is reliable and does not conflict with the financial information

  • Recommended the integrated report for approval by the board.

PPC Ltd Annual financial statements 2015

4

Internal audit

  • Took responsibility for the performance assessment of Mr Semenya, chief audit executive

  • Approved the internal audit plan and changes to the plan and satisfied itself that the audit plan makes provision for effectively addressing the critical risk areas of the business

  • Reviewed internal audit’s compliance with its charter (which was updated during the year and approved by the committee) and considered whether the internal audit function has the necessary resources, budget and standing within PPC to enable it to discharge its functions.

Financial function

  • The committee has reviewed the expertise, resources and experience of the company’s finance function, and confirms this to shareholders

  • In making these assessments, we have obtained feedback from both external and internal audit

  • Based on the processes and assurances obtained, we believe the accounting practices are effective.

Oversight of risk management

The committee engages with the risk and compliance committee to ensure adequate understanding of risk management processes.

Risk management

The committee is an integral component of the risk management process and specifically reviewed:

  • Financial risks

  • Financial reporting risks

  • Internal financial controls

  • Fraud risks as it relates to financial reporting

  • IT governance.

Internal financial controls

  • Reviewed the effectiveness of the company’s system of internal financial controls, including receiving assurance from management and internal audit

  • Reviewed material issues raised by the internal and external audit process

  • Based on the processes and assurances obtained, we believe material internal financial controls are effective.

external audit

  • Evaluated and reported on the independence of the external auditor

  • Reviewed the quality and effectiveness of the external audit process

  • Based on our satisfaction with the results of activities outlined above, recommended to the board that Deloitte should be reappointed for 2015, with Mr Nyembe nominated as the registered auditor

  • Determined the fees to be paid and the terms of engagement of the auditor

  • Ensured the appointment of the auditor complies with the Companies Act and other relevant legislation.

Financial director

The committee has satisfied itself of the appropriateness of the expertise and experience of Ms Ramano, the financial director, and confirms this to shareholders.

Combined assurance

During the year, further progress has been made to align the combined assurance model with the enhanced risk framework of the group. This review will only be completed in 2016.

Regulatory compliance

The audit committee has complied with all applicable legal and regulatory responsibilities.

On behalf of the audit committee

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tim Ross Chairman 17 November 2015

PPC Ltd Annual financial statements 2015 5

DIReCtORS’ RePORt

for the year ended 30 September 2015

The directors have pleasure in presenting their report on the annual financial statements of the company and of the group for the year ended 30 September 2015.

BUSINeSS ACtIVItIeS

PPC Ltd, its subsidiaries, joint ventures and associates, operate in Africa as producers of cementitious, aggregates, readymix, lime and limestone, fly ash and packaging materials.

The principal activities of the company and its subsidiaries remain unchanged from the previous year.

ReVIeW OF OPeRAtIONS

A comprehensive review of operations is detailed in the attached annual report.

StAteD CAPItAL

The issued share capital of the company at 30 September 2015 was 605 379 648 shares of no par value (2014: 605 379 648 shares of no par value).

In terms of the group’s long-term employee incentive scheme, R24 million (2014: R53 million) of shares were purchased on the open market in terms of the current year’s allocation and are treated as treasury shares during the vesting period of the award. The 2012 awards of R23 million or 531 179 shares (2011 awards: R16 million or 619 457 shares) vested during the year and are no longer treated as treasury shares.

A portion of shares from PPC’s first broad-based black economic empowerment (BBBEE) transaction of R9 million (287 361 shares) (2014: R100 million; 3 202 770 shares) vested to the respective beneficiaries and are no longer treated as treasury shares.

At year-end, the stated capital balance amounted to debit R1 165 million (2014: debit R1 173 million).

Details of shares authorised, issued and unissued at 30 September 2015 are disclosed in note 10 to the consolidated financial statements.

Except for the long-term share incentive scheme purchases, the company did not purchase any of its own shares during the year under review.

Details relating to the beneficial shareholders owning more than 5% of the issued share capital of the company appear in the “PPC Shareholder Analysis” section on page 108.

DIReCtORS’ INteReStS IN the ISSUeD ShARe CAPItAL OF the gROUP

Details of the beneficial holdings of directors of the company and their families in the ordinary share capital of the company are given in the remuneration report included in these annual financial statements.

Certain directors and non-executive directors have indirect shareholding in the company following the completion of the BBBEE transactions completed in 2008 and 2012. Details thereof are also provided in the abridged remuneration report on page 99.

There has been no change in the directors’ interests since year-end.

SUBSIDIARy COMPANIeS

When Safika Cement was purchased in December 2013, put options were concluded with the non-controlling shareholders whereby their shareholding would be sold to PPC at prescribed dates. In July 2015, PPC purchased one of the non-controlling shareholder’s 21,1% shareholding for R108 million. Post the acquisition of these shares, PPC now owns 85,4% of the shares in Safika Cement. For details on the outstanding put options, refer note 14 in the consolidated financial statements.

As noted in our 2015 interim commentary, our local partner in the DRC, Barnet Group SARL (Barnet), completed its subscription into PPC Barnet DRC Holdings (DRC HoldCo), the holding company for our DRC-based operating entities. In September 2015, the International Finance Corporation (IFC) subscribed for 10% of the shareholding in DRC HoldCo for US$11 million. Post Barnet and the IFC’s subscription, PPC now holds 69% of DRC HoldCo.

Details of the group’s subsidiaries can be found on page 74 in the consolidated financial statements.

eQUIty ACCOUNteD INVeStMeNtS

PPC is in the process of selling its 25% shareholding in Afripack Limited, and as a result this investment has been reclassified from equity accounted investments to non-current assets held for sale. It is anticipated that the transaction will be finalised during the first half of the 2016 calendar year.

RegISteR OF MeMBeRS

The register of members of the company is open for inspection to members and the public, during normal office hours, at the offices of the company’s transfer secretaries, Computershare Services (Pty) Limited, or at Corpserve Pvt Limited (Zimbabwe).

Further details can be obtained in notes 4 and 6 in the consolidated financial statements.

Details of the transfer secretaries can be found in the corporate information section.

6 PPC Ltd Annual financial statements 2015

SPeCIAL ReSOLUtIONS

At the annual general meeting held on 26 January 2015 the following special resolutions were approved:

  • Granting approval for the company to enter into intercompany loans with subsidiaries and other related entities within the group

  • The pre-approval of the remuneration of non-executive directors

  • General authority to repurchase own shares or acquisition of the company’s shares by a subsidiary company.

SPeCIAL ReSOLUtIONS PASSeD By SUBSIDIARy COMPANIeS

No special resolutions were passed by subsidiaries of the company.

DIVIDeNDS

DIVIDeNDS DIVIDeNDS
Cents per share
Number
Description
Declaration date
Record date
Payment date
2015
2014
224
Final
17 November 2015
8 January 2016
11 January 2016
33
223
Interim
18 May 2015
12 June 2015
15 June 2015
24
76
38

The full year dividend of 57 cents per share represented a 2,3 times cover, which is at the upper band of the company’s dividend policy of 1,8 to 2,5 times cover.

In future, the company’s dividend policy will take into account its growth considerations as well as prudency regarding its capital structure, and will therefore have a flexible dividend policy with regard to the quantum and form of dividends instead of a cash dividend policy based on a stated dividend cover.

PROPeRty, PLANt AND eQUIPMeNt

At 30 September 2015 the group’s net investment in property, plant and equipment amounted to R10 648 million (2014: R7 223 million), details of which are set out in note 1 to the consolidated financial statements. Significant investments have been made to increase our footprint beyond South Africa resulting in R1 709 million, R311 million and R478 million being spent in DRC, Rwanda and Zimbabwe respectively. Included in property, plant and equipment is capital work in progress of R2 814 million (2014: R1 248 million) relating to the projects in the DRC, Zimbabwe and South Africa.

There has been no change in the nature of the property, plant and equipment or to the policies relating to the use thereof during the year.

BORROWINgS

At 30 September 2015 total group borrowings amounted to R8 221 million (2014: R6 091 million) with the increase in borrowings being driven by the group’s African expansion strategy, with nonSouth African borrowings amounting to R2 357 million (2014: R653 million).

The company’s covenants, imposed in 2008 for our first BBBEE transaction, have been renegotiated. The new covenant levels now aligns with the group’s African growth strategy, as the funders have agreed to exclude non-recourse project finance from the definition of PPC’s indebtedness.

During the year, Standard & Poor’s Ratings Services lowered its longterm South Africa national scale rating for PPC to zaA from zaA+, but affirmed its “zaA-2” short-term South Africa national scale rating, as the funders have agreed to exclude non-recourse project finance from the definition on PPC’s indebtedness.

The company is in the process of restructuring its first BBBEE transaction, which is anticipated to have a favourable impact on the overall borrowing position of the group. Details of the restructure will be communicated to shareholders during the first half of the 2016 calendar year.

Certain of the company’s properties remain the subject of land claims. The company continues discussions with the Land Claims Commissioner and is awaiting the outcome of claims referred to the Land Claims Court. The claims are not expected to have a material impact on the company’s operations.

Details on the group’s borrowings can be found in note 13 to the consolidated financial statements.

Details of the group’s commitments of R4 814 million (2014: R4 034 million) can be found in note 31 to the consolidated financial statements.

PPC Ltd Annual financial statements 2015 7

DIReCtORS’

RePORt Continued

for the year ended 30 September 2015

eVeNtS AFteR RePORtINg DAte

There are no events that occurred after the reporting date that may have a material impact on the group’s reported financial position at 30 September 2015.

COMPANy SeCRetARy

The company secretary of PPC Ltd is Mr JHDLR Snyman. His business and postal addresses appear in the corporate information section.

AUDIt COMMIttee

gOINg CONCeRN

The directors consider that the company has adequate resources to continue operating for the foreseeable future and that it is therefore appropriate to adopt the going-concern basis in preparing the company’s financial statements. The directors have satisfied themselves that the company is in a sound financial position and that it has access to sufficient borrowing facilities to meet its foreseeable cash requirements.

DIReCtORS

The directors in office at the date of this report in the corporate information section.

At the annual general meeting (AGM) held on 26 January 2015, Ms N Goldin and Messrs TJ Leaf-Wright, T Mboweni, CH Naude, PG Nelson and D Ufitikirezi were elected as directors of the company while Mr DJ Castle was re-elected as a director. Mr J Shibambo and Ms NB Langa-Royds retired from the board with effect from conclusion of the AGM.

The directors confirm that the audit committee has addressed specific responsibilities required in terms of section 94(7) of the Companies Act 71 of 2008, as amended. Further details are contained within the audit committee report.

COMPetItION COMMISSION

In terms of the conditional leniency agreement with the Competition Commission, PPC continues to cooperate with their investigation and from our perspective there have been no significant new developments.

AUDItORS

Deloitte & Touche were reappointed as auditors to the company at the annual general meeting held on 26 January 2015.

yeAR-eND

The board has approved the change in financial year-end from September to March, with the first March year-end being March 2016. The change was necessitated by the growth in the business and increasing complexity.

With effect from 22 September 2015, Dr D Ufitikirezi resigned as a director.

The following directors are required to retire by rotation in terms of the memorandum of incorporation. Being eligible Messrs TDA Ross and SK Mhlarhi offer themselves for re-election and the nominations committee has recommended their re-election:

  • TDA Ross

  • MP Malungani

  • SK Mhlarhi

  • BL Sibiya.

8 PPC Ltd Annual financial statements 2015

ChIeF FINANCIAL OFFICeR’S RePORt

Overview

In last year’s CFO’s report I noted that we were cautious about the level of economic activity in South Africa, which is now evident in our 2015 results where South African cement volumes recorded a decline of 1%. The strategy of securing the channel to market has benefited the group with strong performances achieved at Safika Cement and Pronto Readymix. The integration of these businesses continues with further synergies having been achieved during the year and our increased product offering has secured the group additional projects.

Revenue ended 2% higher than last year at R9 227 million (2014: R9 039 million) as revenue growth from Zimbabwe and Botswana together with the full year impact of Safika Cement and Pronto Readymix helped negate the decline in local cement revenue. Revenue from our rest of Africa portfolio showed year-on-year growth of 8%, ending the year at R2 624 million (2014: R2 432 million) and now comprises 28% of group revenue, in part favourably impacted by the devaluation of the rand against the US dollar and pula. The securing of new customers in the lime business helped the division record revenue growth

this organisational structure change will see the streamlining of our legal structure, simplifying our holding company from that of an operating and holding company into a traditional holding company and align the company structure with that of

group strategy.

tryphosa Ramano Chief financial officer

Offsetting the lower economic growth in South Africa and Zimbabwe has been a really strong team performance to be cost conscious and look for innovative ways to perform tasks and reduce unnecessary expenditure. Our PIP programme has been at the forefront of this initiative, with R212 million saved against our original budget, a remarkable performance considering that the programme was only launched during the latter part of the second quarter of this financial year.

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income statement
2015 2014
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enue (Rm)
9 227
enue earned from
rest of Africa (%)
28
TDA (Rm)
2 362
adline earnings per
re (cents)
145
rmalised headline
nings per share
nts)
149
9 039
27
2 358
179
175
PPC LtdAnnual fnancial

of 7%, while aggregates’ revenue was flat on last year. On a like-for-like basis, group revenue would be 3% below last year at R8 320 million (2014: R8 561 million).

The increase in cost of sales marginally exceeded revenue growth, ending the year 3% above last year at R6 437 million (2014: R6 266 million). Our intensified cost focus has resulted in South African cement variable delivered cost of sales ending 2% below last year while fixed costs, in absolute terms, recorded growth of 2% over last year. Cost of sales within the group have been well controlled with lime and Botswana cost of sales per tonne ending lower than last year while Zimbabwe and aggregates recorded increases below internal inflationary increases.

PPC Ltd Annual financial statements 2015 9

ChIeF FINANCIAL OFFICeR’S RePORt Continued

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FINANCIAL

Revenue from our rest of Africa portfolio grew 8% to R2,6 billion

Administration and other operating expenditure increased by 10% to R1 130 million (2014: R1 030 million). A large portion of the higher expenditure can be ascribed to an increased bad debt provision of R40 million, originating from Zimbabwe, while in our lime business a key customer applied for business rescue. Bad debt provision as a percentage of revenue still remains within acceptable levels of below 1%. The further overhead increase follows the full year impact of the Pronto acquisition which was effective from 1 July 2014 and is inclusive of amortisation charges on fair value adjustments recorded in terms of IFRS 3 Business Combinations . Excluding the impact of the increased doubtful debt provision and the Pronto consolidation effect, administration and other operating expenditure would have recorded a 2% year-on-year decline.

The reduced revenue impact from Cement RSA has somewhat detracted from a strong cost management performance throughout the group, improved profitability at lime and benefits from our channel management strategy. EBITDA ended marginally up on last year at R2 362 million (2014: R2 358 million) with EBITDA margin ending at 25,6% (2014: 26,1%). The group once again looked at rightsizing some of its operations, with R8 million (2014: R16 million) of restructuring costs being incurred in South Africa, while non-core vacancies are generally not filled.

The expansions in the DRC, Rwanda and Zimbabwe are the key factors of finance costs increasing by 6% to R496 million (2014: R467 million). Interest and foreign exchange losses of R196 million (2014: R36 million) were capitalised to property, plant and equipment on the CIMERWA and DRC projects. Time value of money adjustments on the environmental provisions and put option liabilities amounted to R48 million (2014: R47 million).

Net exceptional items charged to the income statement of R81 million (2014: R110 million) comprises impairments against goodwill of R22 million recorded on the Pronto transaction and plant and equipment of R43 million as the Algeria expansion project is not expected to continue and doubt exists as to the future use of a limestone quarry in Zimbabwe. Impairments of R14 million was recorded on items on the old plant at CIMERWA that would not be used post-commissioning of the new plant.

The group’s effective tax rate was 36,6% (2014: 30,1%) with a total tax charge of R391 million (2014: R356 million), noting the prior year overprovision of current tax of R70 million.

Net profit attributable to PPC shareholders was R698 million (2014: R840 million) and the 17% decline against last year can be ascribed to the lower revenue and resultant profit from our South African cement operations, together with increased overheads and tax charge, partly offset by the full year impact from Safika Cement and Pronto Readymix and good cost control. Non-controlling shareholders shared in the net losses from the DRC and CIMERWA, which had a favourable impact on the profit attributable to PPC shareholders.

The weighted average number of shares in issue remained materially the same as last year, with earnings per share following the same trend as noted in the net profit paragraph above and earnings per share and headline earnings per share ended the year 17% and 19% below last year respectively.

Statement of financial position

2015
Rm
2014
Rm
Property, plant and
equipment
10 648
Goodwill and other
intangible assets
1 026
Net working capital
831
7 223
949
1 086

Property, plant and equipment increased by a net R3 425 million to end the year at R10 648 million (2014: R7 223 million), with the increase following capital additions of R3 269 million (2014: R1 908 million) and translation adjustments of R1 002 million on the back of the 22% year-on-year devaluation in the rand against the US dollar. At year-end, property, plant and equipment of R6 443 million (2014: R3 196 million) related to our rest of Africa operations. In the prior year we noted that initial contribution of land and the mining rights from the Barnet Group into the DRC group of companies which was recorded in full under property, plant and equipment, needed to be split between the land and mining rights. The allocation was completed this year which resulted in R115 million being transferred to intangible assets.

Capital commitments at year-end amounted to R4 643 million (2014: R3 896 million), with the majority of the amount committed being linked to the DRC and Slurry kiln upgrades, with R2 758 million and R1 518 million anticipated to be incurred in the 2016 and 2017 financial years respectively (based on a September financial year-end).

10 PPC Ltd Annual financial statements 2015

Except for the impairment of the goodwill at Pronto, the ongoing amortisation of other intangibles and transfer of mining rights from property, plant and equipment, there have not been any material movements in goodwill and other intangible assets. The balance, however, remains significant on a group level at R1 026 million (2014: R949 million).

During the year, the board approved the disposal of the company’s investments in Afripack and Ciments du Bourbon for a combined purchase price of R150 million. These transactions are anticipated to be completed by the first quarter of the 2016 calendar year. As a result of the decision to dispose, Afripack has been disclosed as a non-current asset held for sale.

Net working capital, excluding capital prepayments, put option liabilities and retentions of R831 million (2014: R1 086 million), was favourably impacted by the reduction in trade receivables and increase in trade payables and accruals, partly offset by an increase in inventories in part driven by the devaluation of the rand and stock build at CIMERWA.

Borrowings
2015
2014
Total borrowings (Rm)
8 221
Debt to EBITDA (%)
3,48
6 091
2,58

As noted earlier in this report, the group has invested significantly in new capital projects, with a resultant increase in borrowings. At year-end, 68%, 27% and 5% of long-term borrowings were denominated in rand, US dollar and Rwanda franc. In terms of the group’s risk management profile, 48% (2014: 70%) of long-term borrowings are linked to variable interest rates.

The company’s covenants, initially put in place in 2008 for our first BBBEE transaction, have been renegotiated, providing the group with additional headroom and now aligns with our growth strategy. Nonrecourse project finance has been excluded from the definition of our indebtedness and

the group debt to EBITDA covenant has been relaxed from 3,0 times to 3,3 times.

In light of the position in our growth phase, Standard & Poor’s Ratings Services lowered its long-term South Africa national scale rating for PPC to zaA from zaA+, but affirmed the “zaA-2” short-term South Africa national scale rating on PPC.

In terms of the debt maturity profile, the company’s first bond of R650 million falls due for repayment in March 2016, while R2 958 million mainly relating to our first BBBEE transaction, before compulsory subscriptions owing to PPC and availability of the shares used as security, becomes due in our 2017 financial year. A new bond issuance is being planned for the later part of this calendar year while solutions are currently being explored to restructure the first BBBEE transaction, which will require shareholders’ approval, currently forecast for first quarter of the 2016 calendar year.

Cash flow

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----- Start of picture text -----

2015 2014
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sh generated from
erations before
rking capital
vements (Rm)
2 416
working capital
vement (Rm)
300
sh generated from
erations after
rking capital
vements (Rm)
2 716
sh conversion ratio
1,14
2 472
111
2 583
1,10

The continued focus on working capital management has once again provided the group with a cash conversion ratio (being cash generated from operations over EBITDA) above one. Net working capital movements have been favourably impacted by the reduction in accounts receivable and converse increase in trade payables.

Dividends

A final dividend of 33 cents per share has been declared, bringing the full year dividend to 57 cents per share (2014: 114 cents per share), achieving a divided cover of 2,3 times (2014: 1,5 times).

Looking ahead

This September year-end will be our last year-end at this time as the board has approved the change in the company’s year-end to March, effective from 2016. The March year-end is better aligned to the group’s expansion ambitions. With this in mind, we will focus on the change in the financial year-end to ensure the process is seamless for all our stakeholders. At the same time as our financial year-end change, the group will embark on a change in organisational structure.

This organisational structure change will see the streamlining of our legal structure, simplifying our holding company from that of an operating and holding company into a traditional holding company and align the company structure with that of group strategy.

As noted under borrowings, we will explore options to restructure our first BBBEE transaction. This restructure will reduce our borrowing position, providing further headroom against our funding commitments. In addition to the BBBEE restructure, the company will explore the merits of capital raising to further support the growth and expansion strategy.

It will remain a focus item for the team to deliver on our financial and operating targets for CIMERWA post the successful commissioning of the plant in 2015.

We will continue to explore opportunities to enhance our service offering and support the channel management strategy and are hopeful that a transaction will be announced in the next six months.

In conclusion, the next financial period will be a short year but the objectives set for this period will strengthen the group’s position and support the growth strategy.

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MMt Ramano Chief financial officer 17 November 2015

PPC Ltd Annual financial statements 2015 11

ACCOUNtINg POLICIeS

for the year ended 30 September 2015

BASIS OF PRePARAtION

The consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and interpretations adopted by the International Accounting Standards Board (IASB) in issue and effective for the group at 30 September 2015 and the SAICA Financial Reporting Guides, as issued by the Accounting Practices Committee and Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council and the Companies Act of South Africa using the historical cost convention except for certain financial instruments and liabilities that are stated at fair value.

The basis of preparation is consistent with the prior year except where the group has adopted new or revised accounting standards, amendments and interpretations of those standards, which became effective during the year in review.

replace their original counterparty to become the new counterparty to each of the parties. In order to apply the amendments and continue hedge accounting, novation to a central counterparty must happen as a consequence of laws or regulations or the introduction of laws or regulations.

IAS 19 (amendment) Defined Benefit Plans: Employee Contribution

The amendment clarifies the requirements that relate to how contributions from employees or third parties that are linked to service should be attributed to periods of service. In addition, it permits a practical expedient if the amount of the contributions is independent of the number of years of service, in that contributions can, but are not required, to be recognised as a reduction in the service cost in the period in which the related service is rendered.

IFRIC 21 Levies

The following amendments and interpretations, which did not have a material impact on reported results, were adopted in the current year:

Investment Entities (amendments to IFRS 10, IFRS 12 and IAS 27)

The amendment to the standards provides an exemption for “investment entities” (as defined) from the consolidation of particular subsidiaries and instead requires that an investment entity measure the investment in each eligible subsidiary at fair value through profit or loss in accordance with IFRS 9 Financial Instruments or IAS 39 Financial Instruments: Recognition and Measurement .

The amendment further requires the following:

  • Additional disclosure about why the entity is considered an investment entity, details of the entity’s unconsolidated subsidiaries, and the nature of relationship and certain transactions between the investment entity and its subsidiaries

  • An investment entity to account for its investment in a relevant subsidiary in the same way in its consolidated and separate financial statements (or to only provide separate financial statements if all subsidiaries are unconsolidated).

IAS 32 (amendment) Offsetting Financial Assets and Financial Liabilities: Presentation

The amendment clarifies certain aspects because of diversity in application of the requirements on offsetting and focuses on four main areas:

  • The meaning of “currently has a legally enforceable right of set-off”

  • The application of simultaneous realisation and settlement

  • The offsetting of collateral amounts

  • The unit of account for applying the offsetting requirements

IAS 39 (amendment) Novation of Derivatives and

Continuation of Hedge Accounting

The amendment makes it clear that there is no need to discontinue hedge accounting if a hedging derivative is novated, provided certain criteria are met. A novation indicates an event where the original parties to a derivative agree that one or more clearing counterparties

The interpretation provides guidance on when to recognise a liability for a levy imposed by government, both for levies that are accounted for in accordance with IAS 37 Provisions, Contingent Liabilities and Contingent Assets and those where the timing and amount of the levy is certain. The interpretation identifies the obligating event for the recognition of a liability as the activity that triggers the payment of the levy in accordance with the relevant legislation.

The interpretation provides the following guidance on recognition of a liability to pay levies:

  • The liability is recognised progressively if the obligating event occurs over a period of time

  • If an obligation is triggered on reaching a minimum threshold, the liability is recognised when that minimum threshold is reached.

The annual improvements have made a number of amendments to IFRS as follows:

Annual improvements to IFRS 2010 – 2012

  • IFRS 2 Share-Based Payment – Amends the definitions of “vesting condition” and “market condition” and adds definitions for “performance condition” and “service condition”

  • IFRS 3 Business Combinations – Requires contingent consideration that is classified as an asset or a liability to be measured at fair value at each reporting date

  • IFRS 8 Operating Segments – Requires disclosure of the judgements made by management in applying the aggregation criteria to operating segments, clarify reconciliations of segment assets only required if segment assets are reported regularly

  • IFRS 13 Fair Value Measurement – Clarifies that issuing IFRS 13 and amending IFRS 9 Financial Instruments and IAS 39 Financial Instruments: Recognition and Measurement did not remove the ability to measure certain short-term receivables and payables on an undiscounted basis (amends basis for conclusions only)

  • IAS 16 Property, Plant and Equipment and IAS 38 Intangible Assets – Clarifies that the gross amount of property, plant and equipment is adjusted in a manner consistent with a revaluation of the carrying amount

  • IAS 24 Related Party Disclosures – Clarifies how payments to entities providing management services are to be disclosed.

12 PPC Ltd Annual financial statements 2015

Annual improvements to IFRS 2011 – 2013

  • IFRS 1 First-time Adoption of IFRS – Clarifies which versions of IFRS can be used on initial adoption (amends basis for conclusions only)

  • IFRS 3 Business Combinations – Clarifies that IFRS 3 excludes from its scope the accounting for the formation of a joint arrangement in the financial statements of the joint arrangement itself

  • IFRS 13 Fair Value Measurement – Clarifies the scope of the portfolio exception in paragraph 52

  • IAS 40 Investment Property – Clarifies the interrelationship of IFRS 3 and IAS 40 when classifying property as investment property or owner-occupied property.

The following amendment and interpretations, which have a disclosure impact on reported results, were adopted in the current year:

IAS 36 (amendment) Recoverable Amount Disclosures for Non-Financial Assets

The amendment reduces the circumstances in which the recoverable amounts of assets or cash-generating units are required to be disclosed. It clarifies the disclosures required and introduces an explicit requirement to disclose the discount rate used in determining impairment (or reversals) where the recoverable amount (based on fair value less costs of disposal) is determined using a present value technique.

The amendment has a disclosure impact on the group, and as a result, the required disclosures in terms of the main classes affected and main events and circumstances for impairment losses recognised have been made and retrospectively applied.

The group has not applied the following new and revised standards and interpretations that have been issued but are not yet effective:

  • Amendment to IAS 1 Presentation of Financial Statements : Disclosure Initiative

  • Amendments to IFRS 10, IFRS 12 and IAS 28 Investment Entities : Applying the Consolidation Exception

  • Amendment to IFRS 11 Accounting for Acquisition of Interests in Joint Operations

  • Amendment to IAS 16 and IAS 41 Agriculture: Bearer Plants

  • Amendments to IAS 16 and IAS 38 Clarification of Acceptable Methods of Depreciation and Amortisation

  • Amendment to IAS 27 Equity Method in Separate Financial Statements

  • IFRS 14 Regulatory Deferral Accounts

  • Annual improvements 2012 – 2014 cycle

  • IFRS 15 Revenue from Contracts with Customers

  • IFRS 9 Financial Instruments .

The group does not anticipate that the amendments will have a material impact on the consolidated financial results.

Republic of the Congo and Mozambique where local accounting standards are not in line with IFRS as it is a requirement to comply with OHADA and Primavera respectively.

Where a subsidiary of the group uses accounting policies other than those adopted in the consolidated financial statements for like transactions and events in similar circumstances, appropriate adjustments are made to that subsidiary’s financial statements in preparing the consolidated financial statements to ensure consistency with the group’s accounting policies.

The results of subsidiaries are included from the effective date of acquisition up to the effective date of disposal. All subsidiaries, with the exception of the Pronto group of companies (Pronto) and the DRC incorporated subsidiaries, have the same financial year-end as the company. The financial year-end of the Pronto entities will be amended to align with PPC in the upcoming year as the group intends changing its year-end to March. The financial year-end of the respective DRC incorporated entities is December and is prescribed by local legislation.

Total comprehensive income of subsidiaries is attributed to shareholders of PPC and non-controlling interests even if this results in a debit to non-controlling interests.

The group’s interests in joint ventures and associates are accounted for using the equity method of accounting.

All intragroup balances, transactions, income and expenses and profit or losses resulting from intragroup transactions between the holding company and/or subsidiaries of the holding company and other fellow subsidiaries are eliminated in full.

UNDeRLyINg CONCePtS

Assets and liabilities and income and expenses are not offset unless specifically permitted by an accounting standard.

Financial assets and financial liabilities are offset and the net amount reported in the statement of financial position only when a legally enforceable right to set off the amounts exists and the intention is either to settle on a net basis or to realise the asset and settle the liability simultaneously. The gross amount of the financial assets and financial liabilities is disclosed in the notes to the consolidated financial statements.

Changes in accounting policies are accounted for in accordance with the transitional provisions noted in the applicable accounting standard. If no such guidance is given, then changes are applied retrospectively, unless it is impracticable to do so, in which case they are applied prospectively.

Prior period errors are retrospectively restated unless it is impracticable to do so, in which case they are applied prospectively.

BASIS OF CONSOLIDAtION

The group consolidates all of its subsidiaries. Accounting policies are applied consistently in all group companies except for CIMERWA who revalues its property, plant and equipment and the Democratic

Changes in accounting estimates are recognised in profit or loss, and are prospectively applied.

PPC Ltd Annual financial statements 2015 13

ACCOUNtINg POLICIeS Continued

for the year ended 30 September 2015

ReCOgNItION OF ASSetS AND LIABILItIeS

Assets are only recognised if they meet the definition of an asset, it is probable that future economic benefits associated with the asset will flow to the group and the cost or fair value can be reliably measured.

Liabilities are only recognised if they meet the definition of a liability, it is probable that future economic benefits associated with the liability will flow from the group and the cost or fair value can be reliably measured.

Financial instruments are recognised when the group becomes a party to the contractual provisions of the instrument. Financial assets and liabilities, as a result of firm commitments, are only recognised when one of the parties has performed under the contract.

DeReCOgNItION OF ASSetS AND LIABILItIeS

Financial assets are derecognised when the contractual rights to receive cash flows have been transferred or have expired or when substantially all the risks and rewards of ownership have passed.

All other assets are derecognised on disposal or when no future economic benefits are expected from their use.

Financial liabilities are derecognised when the relevant obligation has either been settled or cancelled or has expired.

PROPeRty, PLANt AND eQUIPMeNt

Property, plant and equipment (PPE) represents tangible items and intangible items that are integrated with tangible items that are held for use in the production or supply of goods and are expected to be used during more than one year. Day-to-day servicing costs, such as labour and consumables, are expensed in profit and loss.

Items of PPE are initially recognised at cost, which includes any costs directly attributable to bring the asset to the location and condition necessary for it to be capable of operating in the manner intended by management, including waste stripping costs.

Waste stripping costs are the costs incurred when overburden or waste material is removed to obtain access to an orebody. The stripping activity is accounted for as an addition to, or as an enhancement of, an existing asset and classified according to the nature of the existing asset of which it forms part. The costs of stripping activity are accounted for in accordance with the inventories accounting policy to the extent that the benefit from the stripping activity is realised in the form of inventory produced. The costs of stripping activity which provides a benefit in the form of improved access to ore are recognised as a non-current stripping activity asset. When the costs of the stripping activity asset and the inventory produced are not separately identifiable, production stripping costs are allocated between the inventory produced and the stripping activity asset based on the volume of waste extracted compared with the expected volume, for a given volume of ore production.

The cost of self-constructed assets includes expenditures on materials, direct labour and an allocated portion of direct project overheads. Cost also includes the estimated cost of dismantling and removing the assets and site rehabilitation costs to the extent that they relate to the construction of the asset and required by local legislation. Gains and losses on qualifying cash flow hedges attributable to that asset are also included in the cost.

Subsequent to initial recognition, items of property, plant and equipment are measured at cost less accumulated depreciation and impairments.

Owner-occupied properties in the course of construction are carried at cost, less any impairment loss where the recoverable amount of the asset is estimated to be lower than its carrying value.

Depreciation is charged so as to write off the depreciable amount of the assets, other than land, over their estimated useful lives, using a method that reflects the pattern in which the asset’s future economic benefits are expected to be consumed by the entity. Where significant parts of an asset have different useful lives to the asset itself, these parts are depreciated over their estimated useful lives.

The methods of depreciation and useful lives are reviewed annually. The following methods and rates were used during the period:

Land Not depreciated
Capital work in progress Not depreciated
Buildings Straight line up to 30 years
Plant Straight line up to 35 years
Vehicles Straight line up to 10 years
Furniture and equipment Straight line up to 6 years
Mineral rights Straight line Estimated life of
reserve
Leasehold improvements Straight line Written off over the
lease period or shorter
period if appropriate

Assets held under finance leases are depreciated over their expected useful lives or the term of the relevant lease, whichever is the shorter.

The stripping activity asset is depreciated over the expected useful life of the identified component of the orebody that becomes more accessible as a result of the stripping activity.

The gain or loss arising on the disposal or scrapping of PPE is recognised in profit or loss.

ADVANCe PAyMeNtS DeNOMINAteD IN FOReIgN CURReNCy FOR SIgNIFICANt IteMS OF PPe

Project advance payments denominated in foreign currency are initially recorded at the ruling exchange rate on the date of the payment. The advance payment is treated as a non-monetary asset as there is no repayment in units of currency expected and is thus

14 PPC Ltd Annual financial statements 2015

not translated at each reporting date. On the portion of any invoice for PPE that is offset by the advance payment, the amount capitalised to PPE is recorded at the historical carrying amount of the advance payment.

Advance payments for PPE are classified as a non-current asset as the prepayment will be recycled to PPE.

FACtORy DeCOMMISSIONINg AND QUARRy RehABILItAtION

Group companies restore mine and processing sites at the end of their productive lives to conditions acceptable and prescribed by local regulations and consistent with the group’s environmental policies.

Decommissioning provision is the estimated cost to dismantle all structures and rehabilitate the land on which the plant is located, while rehabilitation is the estimated cost of restoring the quarries’ post-mining operations.

The expected cost of decommissioning or restoration, discounted to its net present value, is provided and capitalised at the beginning of each project. The capitalised cost is depreciated over the expected life of the asset, and the increase in the net present value of the provision is included with finance costs (time value if money adjustments).

Changes in the measurement of an existing decommissioning or restoration liability that result from changes in the estimated timing or amount of expected costs, or a change in the discount rate, are adjusted to the respective asset or recognised in profit or loss as appropriate.

In South Africa, payments are made to a rehabilitation trust fund in accordance with statutory requirements. Currently, there are no such regulations in the other jurisdictions in which the group operates for the creation of a rehabilitation trust fund. The investments in the trust fund are carried at fair value through profit or loss. The trust is consolidated as the group is the sole contributor to the fund and exercises full control over the trust. Cash and cash equivalents held by the fund are reflected as restrictive cash. Investments made into the trust fund by the respective companies are carried at cost.

INtANgIBLe ASSetS

An intangible asset is an identifiable non-monetary asset without physical substance, which is not integrated with a tangible asset and comprises brands, mineral reserves, patents, trademarks, customer relationships, capitalised development costs and certain costs of purchasing and installation of major information systems (including packaged software).

Intangible assets are initially recognised at cost if acquired separately or internally generated or at fair value if acquired as part of a business combination. After initial recognition, intangible assets are carried at cost less accumulated amortisation and impairment losses. If assessed as having an indefinite useful life, intangible assets are not amortised but tested for impairment annually and impaired if required. If assessed as having a finite useful life, intangible assets are amortised over its useful life using the straight-line basis or volume basis, for mineral reserves, and tested for impairment if there are indications that it may be impaired.

The useful life of an intangible asset with a finite life is reviewed annually to determine whether the finite life assessment continues to be supportable. If not, the change in the useful life assessment is made prospectively.

Research costs are recognised in profit or loss when they are incurred.

Development costs are capitalised only when and if they meet the criteria for capitalisation, otherwise they are recognised in profit or loss.

Patents and trademarks are measured initially at cost and amortised on a straight-line basis over their estimated useful lives.

The gain or loss arising on the disposal of an intangible asset is recognised in profit or loss.

gOODWILL

The excess of the consideration transferred over the fair value of the identifiable net assets acquired is recorded as goodwill. Goodwill represents the future economic benefits arising from assets that are not capable of being individually identified and separately recognised in a business combination.

exPLORAtION COSt

The group expenses all exploration and evaluation costs until management concludes that future economic benefits are more likely than not of being realised. In evaluating if costs incurred meet the criteria to be capitalised, sources of information are used depending on the level of exploration undertaken.

While the criteria for determining capitalisation is based on the “probability” of future economic benefits, the information that management uses to make that determination depends on the level of exploration.

Goodwill arising on the acquisition of a subsidiary is recognised separately as an intangible asset and is stated at cost less impairment losses. Goodwill is not amortised but tested for impairment annually or more frequently if events or changes in circumstances indicate that the carrying amount should be impaired. Goodwill arising on acquisition of equity accounted associates and joint ventures is included in the carrying amount of the investment.

On disposal of a subsidiary, associate, joint venture or business unit to which goodwill was allocated on acquisition, the amount attributable to such goodwill is included in the determination of the profit or loss on the respective disposal.

PPC Ltd Annual financial statements 2015 15

ACCOUNtINg POLICIeS Continued

for the year ended 30 September 2015

BUSINeSS COMBINAtIONS

On acquisition date, fair values are attributed to the identifiable assets, liabilities and contingent liabilities. A non-controlling interest at acquisition date is determined as the non-controlling shareholders’ proportionate share of the fair value of the net identifiable assets of the entity acquired.

When an acquisition is achieved in stages (step acquisition), the identifiable assets and liabilities are recognised at their full fair value when control is obtained, and any adjustment to fair values related to these assets and liabilities previously held as an equity interest is recognised in profit or loss.

When there is a change in the interest in a subsidiary after control is obtained, that does not result in a loss in control, the difference between the fair value of the consideration transferred and the amount by which the non-controlling interest is adjusted is recognised directly in the statement of changes in equity.

If, on a business combination, the fair value of the group’s interest in the identifiable assets, liabilities and contingent liabilities exceeds the consideration transferred, this excess is recognised in profit or loss immediately.

Acquisition-related costs to effect a business combination are expensed in the period they are incurred and the services received.

IMPAIRMeNt OF ASSetS

At each reporting date the carrying amount of tangible and intangible assets are assessed to determine whether there is any indication that those assets may have suffered impairment. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. Where it is not possible to estimate the recoverable amount of an individual asset, the recoverable amount of the cash-generating unit to which the asset belongs is estimated. Value in use is estimated taking into account future cash flows, forecast market conditions and the expected remaining lives of the assets.

If the recoverable amount of an asset, or cash-generating unit, is estimated to be less than the carrying amount, its carrying amount is reduced to the higher of the recoverable amount or zero. Impairment losses are recognised in profit or loss. The loss is first allocated to reduce the carrying amount of goodwill and then to the other assets of the cash-generating unit. Subsequent to the recognition of an impairment loss, the depreciation or amortisation charge for the asset is adjusted to allocate its remaining carrying value over the asset’s remaining useful life.

If an impairment loss subsequently reverses, the carrying amount of the asset, or cash-generating unit, is increased to the revised estimate of its recoverable amount but limited to the carrying amount that would have been determined had no impairment loss been recognised in prior years. A reversal of an impairment loss is recognised in profit or loss.

Goodwill acquired in a business combination and intangible assets with indefinite useful lives and cash-generating units to which these assets have been allocated are tested for impairment annually irrespective of whether there is any indication of impairment. Impairment losses recognised for goodwill are not subsequently reversed.

For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

The carrying amount of a financial asset is reduced by the impairment loss directly for all financial assets except for trade receivables, where the carrying amount is reduced through the use of an allowance account.

SUBSIDIARIeS, ASSOCIAteS AND JOINt VeNtUReS

Investments in subsidiaries, associates and joint ventures in the separate financial statements presented by the company, are recognised at cost less any accumulated impairment losses.

INteReStS IN SUBSIDIARIeS

The consolidated financial statements incorporate the assets, liabilities, income, expenses and cash flows of the company and its subsidiaries as if they were a single economic entity.

The results of special purpose vehicles and companies that in substance are controlled by the group are consolidated.

SPeCIAL PURPOSe VehICLeS AND eMPLOyee tRUStS

The group operates broad-based black economic empowerment and indigenisation schemes through SPV companies and trusts. These entities are operated for the purposes of incentivising staff to promote the continued growth of the group and to promote black economic empowerment or localisation.

The group generally retains the residual risks and/or benefits associated with the SPVs, thus they are controlled by PPC. These entities are consolidated until the date that effective control ceases.

INteReStS IN ASSOCIAteS

The consolidated financial statements incorporate the assets, liabilities, income and expenses of associates using the equity method of accounting, applying the group’s accounting policies, from the acquisition date to the disposal date, except when the investment is classified as held for sale, in which case it is accounted for as a non-current asset held for sale.

The investment in the associate is carried at cost and adjusted for post-acquisition changes in the group’s share of net assets of the associate less any impairment. Any long-term debt interests, which in substance form part of the group’s net investment in the associate, are also included in the total carrying value of the associate. Losses

16 PPC Ltd Annual financial statements 2015

of an associate in excess of the group’s interest in that associate are not recognised, unless the group has incurred legal or constructive obligations or made payments on behalf of the associate.

Where a group entity transacts with an associate of the group, unrealised profits and losses are eliminated to the extent of the group’s interest in the relevant associate.

INteReStS IN JOINt VeNtUReS

Joint ventures are entities in which the group holds an interest on a long-term basis and which are jointly controlled by the group and other ventures under a contractual agreement. The group’s interest in the joint venture is accounted for using the equity accounting method, described under interest in associates above.

available-for-sale financial asset. Where the investment is disposed of or determined to be impaired, the cumulative or a portion of the gain or loss previously recognised in equity is included in profit or loss for the period.

FINANCIAL LIABILItIeS

Financial liabilities are classified as either financial liabilities at fair value through profit or loss or financial liabilities measured at amortised cost.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss are measured at fair value with any resultant gain or loss recognised in profit or loss.

Financial liabilities measured at amortised cost

FINANCIAL ASSetS

Financial assets are initially measured at fair value plus transaction costs. Transaction costs in respect of financial assets classified at “fair value through profit or loss” are, however, expensed.

Financial assets are classified into the following categories:

held-to-maturity investments

Investments classified as held-to-maturity financial assets are measured at amortised cost using the effective interest rate method less any impairment losses recognised to reflect irrecoverable amounts.

Financial assets at fair value through profit or loss

Financial assets are classified as fair value through profit or loss where the financial asset is either held for trading or is designated as at fair value through profit or loss. Financial assets at fair value through profit or loss are carried at fair value with any gains or losses being recognised in profit or loss. Fair value, for this purpose, is market value if listed or a value arrived at by using appropriate valuation models if unlisted.

Loans and receivables

Trade and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables and are measured at amortised cost using the effective interest rate method less allowances where recoverability is doubtful. Write-downs of these assets are expensed in profit or loss. Interest income is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial.

Available-for-sale financial assets

Investments in unlisted shares are classified as available-for-sale financial assets. These investments are carried at fair value with any gains or losses being recognised directly in other comprehensive income. Fair value, for this purpose, is a value arrived at by using appropriate valuation models. An investment intended to be held for an indefinite period of time, which may be sold in response to needs for liquidity or changes in interest rates, is classified as a non-current

Financial liabilities measured at amortised cost are initially measured at fair value, net of transaction costs. These financial liabilities are subsequently measured at amortised cost using the effective interest rate method.

DeRIVAtIVe FINANCIAL INStRUMeNtS

The group enters into a variety of derivative financial instruments, such as forward exchange contracts and interest rate swaps, to manage its exposure to interest rate and foreign exchange rate movements.

Derivatives that are assets or liabilities are measured at fair value, with changes in fair value being included in profit or loss other than derivatives designated as cash flow hedges.

To the extent that a derivative instrument has a maturity period of longer than one year, the fair value of these instruments will be reflected as a non-current asset or liability.

PUt OPtIONS

Put options granted to non-controlling shareholders of PPC subsidiaries entitle the non-controlling shareholders to sell their interest, or a part thereof, in the subsidiary at future dates to PPC.

In such cases, PPC consolidates the subsidiary’s results and recognises the fair value of the put options, being the present value of the estimated future purchase price, as a financial liability. Where the options are expected to be exercised in a period exceeding one year, the fair value is reflected as non-current. In raising this liability, noncontrolling interest is reduced by the initial present value recorded and is not adjusted until the settlement of the put option.

Time value of money adjustments are recorded in respect of this liability within finance costs using the effective interest method. The estimated future purchase price is fair valued at each reporting date and any change in the value of the liability as a result of changes in the assumptions used to estimate the future purchase price are recorded in profit or loss.

PPC Ltd Annual financial statements 2015 17

ACCOUNtINg POLICIeS Continued

for the year ended 30 September 2015

heDge ACCOUNtINg

If a fair value hedge meets the conditions for hedge accounting, any gain or loss on the hedged item attributable to the hedged risk is included in the carrying amount of the hedged item and recognised in profit or loss.

Rentals payable under operating leases are charged to profit or loss on a straight-line basis over the term of the relevant lease or another basis if more representative of the time pattern of the lessee’s benefit.

Leasehold improvements

If a cash flow hedge meets the conditions for hedge accounting, the portion of the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised directly in other comprehensive income and the ineffective portion, if any, is recognised in profit or loss.

If an effective hedge of a forecast transaction subsequently results in the recognition of a financial asset or financial liability, the associated gains or losses recognised in equity are transferred to income in the same period in which the asset or liability affects profit or loss.

If a hedge of a forecast transaction subsequently results in the recognition of a non-financial asset or non-financial liability, the associated gains or losses recognised as other comprehensive income are included in the initial measurement of the acquisition cost or other carrying amount of the asset or liability.

Hedge accounting is discontinued on a prospective basis when:

  • The hedge no longer meets the hedge accounting criteria (including when it becomes ineffective)

  • The hedge instrument is sold, terminated or exercised

  • For cash flow hedges, the forecast transaction is no longer expected to occur

  • The hedge designation is revoked.

Any cumulative gain or loss on the hedging instrument for a forecast transaction is retained in other comprehensive income until the transaction occurs, unless the transaction is no longer expected to occur, in which case the gain or loss is transferred to profit and loss.

Leasehold improvements are capitalised initially, measured at cost and subsequent to initial measurement, they are measured at cost less accumulated depreciation and impairment losses.

Leasehold improvements are depreciated over the lease term or useful life, whichever is the shorter.

In the capacity of a lessor

Rental income from operating leases is recognised on a straight-line basis over the term of the lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight-line basis over the lease term.

ShARe-BASeD PAyMeNtS

For share-based payment transactions among group entities, in the underlying separate financial statements, the entity receiving the goods or services measures the goods or services received as an equity settled share-based payment transaction when the awards granted are its own equity instruments, or the entity has no obligation to settle the share-based payment transaction.

In all other circumstances, the entity receiving the goods or services shall measure the goods or services as a cash settled share-based payment transaction. The entity settling a share-based payment transaction when another entity in the group receives the goods or services, shall recognise the transaction as an equity settled sharebased payment transaction only if it is settled in the entity’s own equity instruments. Otherwise, the transaction shall be recognised as a cash settled share-based payment transaction.

LeASINg

Leases are classified as finance leases or operating leases at the inception of the lease.

In the capacity of a lessee

Finance leases are recognised as assets and liabilities at the lower of the fair value of the asset and the present value of the minimum lease payments at the date of acquisition. Finance costs represent the difference between the total leasing commitments and the fair value of the assets acquired. Finance costs are charged to profit or loss over the term of the lease and at interest rates applicable to the lease on the remaining balance of the obligations.

Cash settled

The cost of cash settled transactions is measured initially at fair value at the grant date using the binomial option pricing model, which takes into account the terms and conditions upon which the instruments were granted. The expected life used in the model is adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations such as volatility, dividend yield, staff turnover and vesting period. This fair value is expensed over the vesting period with a corresponding charge to liabilities.

The liability is remeasured at each reporting period, up to and including the settlement date, with changes in fair value recognised in profit or loss over the vesting period.

18 PPC Ltd Annual financial statements 2015

equity settled

Equity settled share-based payments are measured at the fair value of the equity instruments at grant date. The fair value of the share options at grant date is recognised and charged against profit or loss together with a corresponding movement in equity over the vesting period. Any fair value adjustments are calculated over the vesting period, ending on the date on which the performance conditions are fulfilled and the employees become fully entitled to exercise their options. The cumulative expense recognised for share options granted at each reporting date until the vesting date, reflects the extent to which the vesting period has expired and the number of share option grants that will ultimately vest, based on management’s best estimate.

Where an equity settled award is cancelled by the group, it is accounted for as an acceleration of the vesting of the awards and is treated as if it had vested on the date of cancellation and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated as if they were a modification of the original award.

INVeNtORIeS

Inventories are assets held for sale in the ordinary course of business, in the process of production for such sale or in the form of materials or supplies to be consumed in the production process.

Inventories are initially recognised at cost, determined using a weighted average cost formula.

Subsequent to initial recognition, inventories are stated at the lower of cost and net realisable value. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition, net of discount and rebates received. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion, distribution and selling.

NON-CURReNt ASSetS heLD FOR SALe

Non-current assets held for sale or disposal groups are classified as held for sale if the carrying amount will be recovered principally through sale rather than through continuing use. This condition is regarded as being met only when the sale is highly probable and the asset held for sale or disposal groups are available for immediate sale in their present condition.

empowerment and management incentive transactions

To the extent that an entity grants shares or share options in a BBBEE, indigenisation (empowerment) or management incentive transaction and the value of the cash and other assets received is less than the fair value of the shares or share options granted, such difference is charged to the profit or loss in the period in which the transaction becomes effective. Where the empowerment and management incentive transaction includes service conditions, the difference is charged to profit or loss over the period of these service conditions. The issuance of fully vested shares, or rights to shares, is presumed to relate to past service, requiring the full amount of the grant date fair value to be expensed immediately.

A restriction on the transfer of the shares or share options is taken into account in determining the fair value of the share or share option.

DeFeRReD tAx ASSetS

A deferred tax asset represents the amount of income taxes recoverable in future periods in respect of deductible temporary differences, the carry forward of unused tax losses and the carry forward of unused tax credits.

Deferred tax assets are reviewed at each reporting date and only recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised and is accounted for using the balance sheet liability method. It is measured at the tax rates that have been enacted or substantially enacted at reporting date.

Where a disposal group held for sale will result in the loss of control of a subsidiary, all the assets and liabilities of that subsidiary are classified as held for sale, regardless of whether a non-controlling interest in the former subsidiary is to be retained after the sale.

Immediately prior to being classified as held for sale, the carrying amount of the item is measured in accordance with the applicable IFRS. After classification as held for sale, it is measured at the lower of the carrying amount or fair value less costs to sell. An impairment loss is recognised in profit or loss for any initial and subsequent write-down of the asset and disposal group to fair value less costs to sell. A gain for any subsequent increase in fair value less costs to sell is recognised in profit or loss to the extent that it is not in excess of the cumulative impairment loss previously recognised.

Non-current assets or disposal groups that are classified as held for sale are not depreciated. From the date that an equity accounted investment is classified as held for sale, the equity accounted earnings are not provided for.

CASh AND CASh eQUIVALeNtS

Cash and cash equivalents are measured at fair value, with changes in fair value being included in profit or loss.

Cash and cash equivalents that are subject to restrictions on use are included under cash and cash equivalents but reflected as restricted.

PPC Ltd Annual financial statements 2015 19

ACCOUNtINg POLICIeS Continued

for the year ended 30 September 2015

DeFeRReD tAx LIABILIty

A deferred tax liability represents the amount of income taxes payable in future periods in respect of taxable temporary differences.

and risks for which future cash flow estimates have not been adjusted.

tReASURy ShAReS

A deferred tax liability is recognised for taxable temporary differences, unless specifically exempt, at the tax rates that have been enacted or substantially enacted at the reporting date.

Deferred tax arising on investments in subsidiaries, associates and joint ventures is recognised except where the group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

Shares in the company held by group subsidiary companies, SPVs and employee trusts that require consolidation are classified as treasury shares. The consideration paid, inclusive of directly attributable costs, is disclosed as a deduction against equity.

The issued and weighted average number of shares is reduced by the treasury shares, weighted for the period they have been held by the subsidiary company, SPVs or employee trusts, for the purpose of determining earnings and headline earnings per share calculations.

DeFINeD CONtRIBUtION RetIReMeNt PLANS

Payments to defined contribution retirement plans are charged to profit or loss as incurred.

DeFINeD BeNeFIt POSt-eMPLOyMeNt heALthCARe BeNeFItS

The cost of providing defined healthcare benefits is determined using the projected unit credit method. Valuations are conducted every three years by independent actuaries and interim adjustments to those valuations are made at each reporting period.

Actuarial gains and losses are recognised in other comprehensive income.

Gains or losses on the curtailment or settlement of a defined benefit plan are recognised in profit or loss when the group is demonstrably committed to the curtailment or settlement.

Dividends received on treasury shares are eliminated on consolidation.

Shares repurchased by the company and subsequently cancelled are shown as an adjustment against equity.

DIVIDeNDS

Dividends to equity holders are only recognised as a liability when declared and are included in the statement of changes in equity.

Dividends paid to employees in terms of the various empowerment schemes and in terms of the forfeitable share plan incentive scheme, are recognised directly in equity if the awards are expected to vest and for awards that are not expected to vest, the dividend paid is recognised as an expense.

ReVeNUe

The amount recognised in the statement of financial position represents the present value of the defined benefit obligation as adjusted for unrecognised actuarial gains and losses and the unrecognised past service costs.

PROVISIONS

Provisions represent liabilities of uncertain timing or amount.

Provisions are recognised when the entity has a present legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will be required to settle the obligation, and a reliable estimate can be made for the amount of the obligation.

Provisions for onerous contracts are established after taking into consideration the recognition of impairment losses that have occurred on assets dedicated to those specific contracts.

Provisions are measured at the amount required to settle the present obligation. Where the effect of discounting is material, provisions are measured at their present value using an appropriate discount rate that reflects the current market assessment of time value of money

Revenue represents the gross inflow of economic benefits during the period arising in the course of the ordinary activities when those inflows result in increases in equity, other than increases relating to contributions from equity participants.

Revenue is measured at the amount received or receivable net of cash and settlement discounts, rebates and other indirect taxes.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have been transferred, delivery has been made and title has passed, the amount of the revenue and the related costs can be reliably measured and it is probable that the customer will pay for the goods.

COSt OF SALeS

When inventories are sold, the carrying amount is recognised as part of cost of sales. Any write-down of inventories to net realisable value and all losses of inventories or reversals of previous write-downs or losses are recognised in cost of sales in the period the write-down, loss or reversal occurs. Cost of sales also includes the cost of delivering products to the customers.

20 PPC Ltd Annual financial statements 2015

eMPLOyee BeNeFIt COStS

The cost of providing employee benefits is accounted for in the period in which the benefits are earned by employees.

The cost of short-term employee benefits is recognised in the period in which the service is rendered and is not discounted. The expected cost of short-term accumulating leave is recognised as an expense as the employees render service that increases their entitlement or, in the case of non-accumulating absences, when the absences occur.

The expected cost of profit-sharing and bonus payments is recognised as an expense when there is a legal or constructive obligation to make such payments as a result of past performance.

exCePtIONAL IteMS

Exceptional items cover those amounts which are not considered to be of an operating nature, and generally include profit and loss on disposal of property, investments, subsidiaries, other non-current assets, impairments of capital items and goodwill and other items identified by management as warranting separate disclosure.

tAx

Income tax expense represents the sum of the tax currently payable and deferred tax. Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively.

BORROWINg COStS

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets that necessarily take a substantial period of time to get ready for their intended use, are added to the cost of those assets, until such time as the assets are substantially ready for use as intended by management.

To the extent that funds are borrowed generally and used for the purpose of obtaining a qualifying asset, the amount of borrowing costs eligible for capitalisation is determined by applying a capitalisation rate to the expenditures on that qualifying asset. The capitalisation rate shall be the weighted average of the borrowing costs applicable to the borrowings that are outstanding during the period, other than borrowings made specifically for the purpose of obtaining the qualifying plant.

All other borrowing costs are expensed in the period in which they are incurred.

Current tax

The charge for current tax is based on the results for the period as adjusted for income that is exempt, and expenses that are not deductible, and applicable allowances, using tax rates applicable to the taxable income.

Deferred tax

Deferred tax is recognised in profit or loss for all temporary differences, unless specifically exempt, at the tax rates that have been enacted at the reporting date, except when it relates to items credited or charged directly to equity, in which case it is recognised in equity.

DISCONtINUeD OPeRAtIONS

The results of discontinued operations are presented separately in profit or loss and the assets associated with these operations are included with non-current assets held for sale in the statement of financial position.

tRANSACtION COStS

Transaction costs that are directly attributable to the acquisition, issue or disposal of a financial asset or financial liability are included or deducted from the fair value of the financial asset or financial liability respectively.

Transaction costs of an equity transaction are deducted against equity. Transaction costs related to an issue of a compound financial instrument are allocated to the liability and equity components in proportion to the allocation of proceeds.

INVeStMeNt INCOMe

Interest income is accrued on a time basis by reference to the principal outstanding and at the interest rate applicable.

Dividend income from investments is recognised when the shareholders’ right to receive payment has been established.

FOReIgN CURReNCy tRANSLAtIONS

The group and company annual financial statements are presented in South African rand, being the company’s functional currency.

The functional currency of each entity within the group is determined based on the currency of the primary economic environment in which that entity operates. Transactions in currencies other than the entity’s functional currency are recognised at the rates of exchange prevailing on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the rates ruling at the reporting date. Non-monetary items that are retranslated at the rates prevailing at the date when fair value was determined and non-monetary items that are measured in terms on historical cost in a foreign currency are not translated.

Gains and losses arising on exchange differences are recognised in profit or loss.

PPC Ltd Annual financial statements 2015 21

ACCOUNtINg POLICIeS Continued

for the year ended 30 September 2015

The financial statements of entities within the group, whose functional currencies are different to the group’s presentation currency, are translated as follows:

  • Assets, including goodwill, and liabilities at exchange rates ruling on the reporting date

  • Income, expense items and cash flows at the average exchange rates for the period

  • Equity items, at the exchange rate ruling when the transaction occurred.

Resulting exchange differences are classified as a foreign currency translation reserve and recognised directly in the statement of comprehensive income. On disposal of such a business unit, the applicable portion of this reserve is recognised in profit or loss before being translated into the group’s presentation currency.

eVeNtS AFteR RePORtINg DAte

Recognised amounts in the financial statements are adjusted to reflect events arising after the reporting date that provide evidence of conditions that existed at the reporting date. Events that are indicative of conditions that arose after the reporting date are dealt with by way of an explanatory note.

COMPARAtIVe FIgUReS

Comparative figures are restated in the event of a change in accounting policy or prior period errors. Furthermore, where there is a subdivision of ordinary shares during the current period, the comparatives figures are restated.

The group evaluates the performance of its reportable segments on various measures, including revenue, EBITDA and net profit, together with various financial performance measurements. The group accounts for intersegment sales and transfers as if the sales and transfers were entered into under the same terms and conditions as would have been entered into in market-related transactions.

The financial information of the group’s reportable segments is reported to the GEC for purposes of making decisions about allocating resources to the segment and assessing its performance.

The group’s reporting segments comprise the following segments:

Cement

The cement division’s activities include the mining of limestone for the manufacture and supply of cementitious products and head office activities.

Lime

The lime division’s activities include the mining of limestone, and the manufacture and supply of metallurgical-grade limestone, burnt lime and burnt dolomite.

Aggregates and readymix

The aggregates and readymix division’s activities include the mining and supply of aggregates and metallurgical-grade dolomitic limestone and the supply of readymix concrete, dry mortars and fly ash. Readymix was included in this segment from the effective date of consolidation of Pronto, being July 2014.

OPeRAtINg SegMeNt INFORMAtION

Reporting segments

The group has four main reporting segments that comprise the structure used by the group executive committee (GEC) to make key operating decisions and assess performance. The group’s reportable segments are operating segments that are differentiated by the activities that each undertakes and the products they manufacture and market in which products are sold.

Other

Comprises the various consolidated trusts and trust funding SPVs relating to the company’s BBBEE transactions.

22 PPC Ltd Annual financial statements 2015

JUDgeMeNtS MADe By MANAgeMeNt

for the year ended 30 September 2015

The preparation of financial statements in conformity with International Financial Reporting Standards (IFRS) requires management to make estimates, assumptions and judgements that affect reported amounts and related disclosures, and therefore actual results, when realised in future, could differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and subsequent periods if the revision affects both.

  • The level of capital expenditure incurred compared to the construction cost;

  • Completion of a reasonable period of testing of the plant and equipment;

  • The plant has been turned over to operations from the construction team;

  • A specified percentage of design capacity for the plant has been achieved over a continuous period;

  • The ability to produce the product in a saleable form and within specifications;

  • The ability to sustain on-going production over a certain period.

ReSeRVeS eStIMAteS

Judgements made by management in applying the accounting policies that could have a significant effect on the amounts recognised in the financial statements are:

ASSet LIVeS AND ReSIDUAL VALUeS

Property, plant and equipment (PPE) are depreciated over their estimated useful lives. The actual lives of the assets are assessed annually and may vary depending on a number of factors. In reassessing asset lives, factors such as technological innovation, product lifecycles, life-of-mine and maintenance programmes are taken into account.

Except for Pronto Readymix, the residual value of all PPE of the group is regarded to be zero as PPE items are intended to be used for their entire useful life and at that stage the residual value is deemed to be of minimal value.

COStS tO Be CAPItALISeD tO A PROJeCt

Certain costs may not qualify to be recognised as assets in their own right but may satisfy the directly attributable criteria. Thus, judgement is required in applying the recognition criteria and the projectspecific circumstances.

Significant judgement is also required to identify if incidental costs earned during the testing and ramp-up period should be recognised against the asset.

COMMISSIONINg DAte

The phase of each construction project is assessed to determine when the plant starts operating. The commissioning date is the date when the plant is in a condition necessary for it to be capable of operating in the manner intended by management.

The criteria used to assess the commissioning date are determined by the unique nature of each plant. Various criteria are considered to assess when the plant is substantially complete and ready for its intended use and moves into the production phase. Some of the criteria applied include, but are not limited to, the following:

Reserves are estimates of the amount of ore that can be economically and legally extracted from our mining properties. Reserves and mineral resource estimates are based on information compiled by appropriately qualified persons relating to the geological data on the size, depth and shape of the orebody, and require geological judgements to interpret the data.

The estimation of recoverable reserves is based upon factors such as estimates of selling prices, future capital requirements and production costs along with geological assumptions and judgements made in estimating the size and grade of the orebody.

Changes in the reserve or resource estimates may impact the carrying value of exploration and evaluation assets, mine properties, PPE, goodwill, provision for rehabilitation, recognition of deferred taxation assets and depreciation and amortisation charges.

WASte StRIPPINg COStS

The allocation of stripping costs between inventory produced and non-current assets is based on the volume of waste extracted compared to the expected stripping ratio of the respective mine and mineral body. Any change in management’s estimates could impact the stripping costs capitalised and depreciation of the related asset.

BUSINeSS COMBINAtIONS

On the acquisition of a business or group of assets defined as a business, a determination of the fair value and useful life of tangible and intangible assets acquired is performed in terms of IFRS 3 Business Combinations . The determination of the fair values, measurement of the non-controlling interest and resultant goodwill, requires judgement in terms of the valuation methodology to be applied and the various inputs used in the underlying models.

The allocation of the purchase price affects the results of the group as intangible assets with finite lives are amortised over their estimated useful lives, while intangible assets with indefinite lives, including goodwill, are not amortised, which could therefore result in differing amortisation charges.

  • Majority of the assets making up the project are substantially complete and ready for use;

PPC Ltd Annual financial statements 2015 23

JUDgeMeNtS MADe By MANAgeMeNt Continued

for the year ended 30 September 2015

Future events could cause the assumptions used initially to change, thereby potentially having an impact on the results and net position of the group.

regarding economic growth, interest, inflation and tax rates and the competitive environment.

VALUAtION OF FINANCIAL INStRUMeNtS

gOODWILL AND INtANgIBLe ASSetS WIth INDeFINIte USeFUL LIVeS

Goodwill and intangible assets with indefinite useful lives are considered for impairment annually or more frequently if events or changes in circumstances indicate that the carrying amount may be impaired. Impairment is determined by assessing the recoverable amount of the cash-generating unit to which the goodwill or intangible asset is allocated. The recoverable amount is generally calculated by applying the discounted cash flow methodology using forecasts approved by management.

Determining the expected cash flows is judgemental in nature and involves the use of significant estimates and assumptions.

The valuation of derivative financial instruments is based on the market position at the reporting date and other assumptions such as volatility, intrinsic value, time value and interest rates. The value of the derivative instruments fluctuates and the actual amounts realised may differ materially from their value at the reporting date.

IMPAIRMeNt OF tRADe ReCeIVABLeS

The provision for impairment of trade receivables is established when there is objective evidence that the group will not be able to collect all amounts due in accordance with the original terms of credit given and includes an assessment of recoverability based on historical trend analysis and circumstances that exist at the reporting date.

IMPAIRMeNt OF ASSetS

PPE and intangible assets with definite useful lives are considered for impairment when there are events or changes in circumstances which indicate that the carrying amount of the assets may be impaired. Factors taken into consideration in reaching such decisions include the economic viability of the asset itself and where it is a component of a larger economic unit, the viability of that unit.

The future cash flows expected to be generated by the assets are forecast, taking into account market conditions and the expected useful lives of the assets which require judgement. The present value of these cash flows, determined using an appropriate discount rate, is compared to the current net asset value and, if lower, the assets are written down to the present value calculated.

If it is not possible to estimate the recoverable amount of the individual asset, the company determines the recoverable amount of the cash-generating unit to which the asset belongs.

DeFeRReD tAxAtION ASSetS

Deferred taxation assets are recognised to the extent it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Future tax profits are estimated based on business plans which include estimates and assumptions

FAIR VALUe OF ShARe-BASeD PAyMeNtS

Fair value used in calculating the amount to be expensed as a sharebased payment is subject to a level of uncertainty. The group is required to calculate the fair value of the cash settled and equity settled instruments granted to employees in terms of the share option schemes, forfeitable share plan incentive schemes and sharebased payment charges relating to empowerment transactions. These fair values are calculated by applying a valuation model, which is in itself judgemental, and takes into account certain inherently uncertain assumptions such as dividend yield, performance conditions and staff turnover.

FACtORy DeCOMMISSIONINg AND RehABILItAtION

OBLIgAtIONS

Estimating the future costs of these obligations is complex as most of the obligations will only be fulfilled in the foreseeable future. Furthermore, the resulting provisions are influenced by changing technologies, life of mine, political, environmental, safety, business and statutory considerations through the various jurisdictions in which PPC operates.

POSt-eMPLOyMeNt heALthCARe BeNeFIt VALUAtIONS

Actuarial valuations of employee benefit obligations under the now closed defined healthcare benefit plans are based on assumptions

24 PPC Ltd Annual financial statements 2015

which include employee turnover, mortality rates, discount rates, healthcare inflation, the rate of compensation increases and current market conditions.

PUt OPtIONS

Following the IFC subscription into PPC Barnet DRC Holdings in September 2015, the group now has exposure to two separate put options. PPC has recognised the fair value of the non-controlling interests, being the present value of the future estimated option price, as a financial liability in the statement of financial position with a corresponding entry reducing non-controlling interests. The present value and timing of the expected redemptions and amounts need to be determined at each reporting date.

INCOMe tAxeS

The group is subject to taxation in several jurisdictions with different tax filing periods. Judgement is therefore required in determining the estimate of the provision for income taxes at the group reporting period. There are transactions and calculations for which the ultimate taxation determination is uncertain during the ordinary course of business. The group recognises provisions for taxation based on estimates of the taxes that are likely to become due. Where the final taxation outcome is different from the amounts that were initially recorded, such differences impact the current income taxation and deferred taxation provisions in the period in which such determination is made.

AVeRAge tRANSLAtION RAteS

CONSOLIDAtION OF SPeCIAL PURPOSe VehICLeS

Special purpose vehicles (SPVs) established in terms of the various empowerment transactions and management retention schemes have been consolidated in the group results where there is evidence of control over the various SPVs in terms of IFRS 10 Consolidated Financial Statements . The PPC shares owned by the SPVs and consolidated trusts have therefore been treated as treasury shares and the related borrowings, have been included in group borrowings on consolidation.

WeIghteD AVeRAge NUMBeR OF ShAReS

Using the weighted average number of shares during the period reflects the possibility that the amount of shareholders’ capital varied during the period as a result of a larger or smaller number of shares being outstanding at any time. Judgement is required to determine the number of shares and the timing when shares are issued, also considering the assessment of consolidation or deconsolidation of various SPVs during the period. The calculation of the weighted average number of shares impacts the calculation of basic, diluted and headline earnings per share.

Income and expenditure transactions are translated using the average rate of exchange for the period. Management considers the average rate to approximate the actual rates prevailing on the dates on which these transactions occur.

CONtINgeNt LIABILItIeS

A possible obligation depending on whether some uncertain future event occurs, or a present obligation but payment is not probable or the amount cannot be measured reliably. Contingent liabilities assumed in a business combination are recognised to the extent that there is a present obligation that arose from past events and its fair value can be measured reliably.

SOURCeS OF eStIMAtION UNCeRtAINty

There are no significant assumptions made concerning the future or other sources of estimation uncertainty that have been identified as giving rise to a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year.

PPC Ltd Annual financial statements 2015 25

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as at 30 September 2015

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----- Start of picture text -----

2015 2014
Notes Rm Rm
----- End of picture text -----

ASSETS
Non-current assets
Property, plant and equipment
1
Goodwill
2
Other intangible assets
3
Equity accounted investments
4
Other non-current assets
5
Deferred taxation assets
11
Non-current assets held for sale
6
Current assets
Inventories
7
Trade and other receivables
8
Cash and cash equivalents
9
12 202 8 938
10 648
254
772
125
355
48
7 223
268
681
223
534
9
76
2 979

2 637
1 029
1 232
718
894
1 180
563
Total assets 15 257 11 575
EQUITY AND LIABILITIES
Capital and reserves
Stated capital
10
Other reserves
Retained proft
(1 165)
1 402
2 406
(1 173)
733
2 255
Equity attributable to shareholders of PPC Ltd
Non-controlling interests
2 643
521
1 815
603
Total equity
Non-current liabilities
Deferred taxation liabilities
11
Provisions
12
Long-term borrowings
13
Other non-current liabilities
14
Current liabilities
Short-term borrowings
15
Trade and other payables and short-term provisions
16
3 164
8 813
2 418
7 186
1 059
400
6 711
643
1 030
374
5 740
42
3 280 1 971
1 510
1 770
351
1 620
Total equity and liabilities 15 257 11 575

26 PPC Ltd Annual financial statements 2015

CONSOLIDATED INCOME STATEMENT

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Notes Rm Rm
----- End of picture text -----

Revenue
9 227
Cost of sales
6 437
9 039
6 266
Gross proft
2 790
Administration and other operating expenditure
1 130
2 773
1 030
Operating proft before item listed below:
1 660
Empowerment transactions IFRS 2 charges
43*
1 743
38
Operating proft
17
1 617
Fair value adjustments on fnancial instruments
18
22
Finance costs
19
518
Investment income
20
28
1 705
38
505
53
Proft before equity accounted earnings and exceptional adjustments
1 149
(Loss)/earnings from equity accounted investments
4
(16)
Impairments
21
(81)
Other exceptional adjustments
21
1 291
24
(111)
1
Proft before taxation
1 052
Taxation
22
391
1 205
356
Proft for the year
661
849
Attributable to:
Shareholders of PPC Ltd
698
Non-controlling interests
(37)
840
9
661 849
Earnings per share (cents)
23
Basic
133
Diluted
131
160
158
  • Comprise BBBEE, Zimbabwe indigenisation and DRC IFRS2 charges.

PPC Ltd Annual financial statements 2015 27

CONSOLIDATED STATEMENT OF COMPREhENSIvE INCOME

for the year ended 30 September 2015

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----- Start of picture text -----

Foreign Available- Total
currency for-sale compre-
translation financial hedging Retained hensive
reserve assets reserve profit income
Rm Rm Rm Rm Rm
----- End of picture text -----

2015
Proft for the year
Items that will be reclassifed to proft or loss
Revaluation of available-for-sale fnancial asset
Taxation on revaluation of available-for-sale fnancial asset
Effect of cash fow hedges
Taxation on effect of cash fow hedges
Translation of foreign operations
Other comprehensive income net of taxation



661
661
751
(3)
27

775

(7)


(7)

3

3


38

38


(11)

(11)
751
1


752
751
(3)
27

775
Total comprehensive income 751
(3)
27
661
1 436
Attributable to:
Shareholders of PPC Ltd
Non-controlling interests
618
(3)
27
698
1 340
133


(37)
96
2014
Proft for the year
Items that will be reclassifed to proft or loss
Revaluation of available-for-sale fnancial asset
Taxation on revaluation of available-for-sale fnancial asset
Effect of cash fow hedges
Translation of foreign operations
Other comprehensive income net of taxation



849
849
255
47
7

309

58


58

(11)


(11)


7

7
255



255
255
47
7

309
Total comprehensive income 255
47
7
849
1 158
Attributable to:
Shareholders of PPC Ltd
Non-controlling interests
214
47
7
840
1 108
41


9
50

28 PPC Ltd Annual financial statements 2015

CONSOLIDATED STATEMENT OF ChANGES IN EQUITY

for the year ended 30 September 2015

State
capita
R
d
l
m
Foreign
currency
trans-
lation
reserve
Rm
Available-
for-sale
fnancial
assets
Rm
hedging
reserve
Rm
Equity
compen-
sation
reserve
Rm
Retained
proft
Rm
Equity
attri-
butable
to
share-
holders
of PPC
Ltd
Rm
Non-
control-
ling
interests
Rm
Total
equity
Rm
Other reserves
2015
Balance at beginning
of the year
Movement for the year
Dividends declared
IFRS 2 charges
Put option recognised on non-controlling
shareholder investment in subsidiary
Recognition of non-controlling interest in
subsidiary
Total comprehensive income/(loss)
Transactions with non-controlling shareholders
recognised directly in equity
Treasury shares purchased in terms of the
FSP incentive scheme
Vesting of certain shares held by BBBEE 1
entities
Vesting of certain FSP incentive
scheme awards
(1 17
3)
416
84

233
2 255
1 815
603
2 418
8
618
(3)
27
27
151
828
(82)
746






(2

2





(540)
(540)
(19)
(559)




59

59

59







(422)
(422)







256
256

618
(3)
27

698
1 340
96
1 436





(7)
(7)
7

4)





(24)

(24)
9



(9)




3



(23)



Balance at 30 September 2015 (1 16 5)
1 034
81
27
260
2 406
2 643
521
3 164

PPC Ltd Annual financial statements 2015 29

CONSOLIDATED STATEMENT OF ChANGES IN EQUITY Continued

for the year ended 30 September 2015

Stated
capital
Rm
Un-
realised
surplus on
reclassi-
fcation
of plant
Rm
Foreign
currency
trans-
lation
reserve
Rm
Available-
for-sale
fnancial
assets
Rm
hedging
reserve
Rm
Equity
compen-
sation
reserve
Rm
Retained
proft
Rm
Equity
attri-
butable
to
share-
holders
of PPC
Ltd
Rm
Non-
control-
ling
interests
Rm
Total
equity
Rm
Other reserves
2014
Balance at beginning
of the year
Movement for the year
Acquisitions of subsidiary
companies
Dividends declared
IFRS 2 charges
Put option liabilities recognised
on acquisition of subsidiary
company
Total comprehensive income
Transfer to retained proft
Treasury shares purchased in
terms of the FSP incentive
scheme
Vesting of certain shares held by
BBBEE 1 entities
Vesting of certain FSP incentive
scheme awards
(1 236)
63
1
202
37
(7)
306
2 257
1 560
582
2 142
(1)
214
47
7
(73)
(2)
255
21
276






(53)
100
16







140
140





(848)
(848)
(32)
(880)




48

48

48







(137)
(137)

214
47
7

840
1 108
50
1 158
(1)



(5)
6









(53)

(53)




(100)








(16)



Balance at 30 September 2014
(1 173)

416
84

233
2 255
1 815
603
2 418

30 PPC Ltd Annual financial statements 2015

CONSOLIDATED STATEMENT OF CASh FLOWS

for the year ended 30 September 2015

==> picture [484 x 45] intentionally omitted <==

----- Start of picture text -----

2015 2014
Notes Rm Rm
----- End of picture text -----

CASh FLOWS FROM OPERATING ACTIvITIES
Proft before taxation and equity accounted earnings
1 068
Adjustments for:
Amortisation of intangible assets
3
90
IFRS 2 charges
59
Depreciation
1
612
Dividends received
20
(11)
Finance costs
19
518
Gross impairments and other exceptional adjustments
21
81
Interest received
20
(17)
Other non-cash fow items
16
1 181
72
49
543
(18)
505
110
(35)
65
Operating cash fows before movements in working capital
2 416
Movements in inventories
(68)
Movements in trade and other receivables
156
Movements in trade and other payables and provisions
212
2 472
101
143
(133)
Cash generated from operations
2 716
Finance costs paid
25
(408)
Dividends received
20
11
Interest received
20
17
Taxation paid
26
(489)
2 583
(426)
18
35
(499)
Cash available from operations
1 847
Dividends paid
27
(559)
1 711
(880)
Net cash infow from operating activities
1 288
831
CASh FLOWS FROM INvESTING ACTIvITIES
Acquisitions of equity accounted investments
4

Acquisitions of subsidiary companies
28

Acquisition of additional shares in subsidiary
14
(108)
Investments in intangible assets
3
(36)
Investments in property, plant and equipment
29
(2 856)
Movements in fnancial assets
30

Proceeds from disposal of property, plant and equipment
5
(3)
(662)

(63)
(2 119)
3
4
Net cash outfow from investing activities
(2 995)
(2 840)
Net cash outfow before fnancing activities
(1 707)
(2 009)
CASh FLOWS FROM FINANCING ACTIvITIES
Net long-term borrowings raised
660
Net short-term borrowings raised/(repaid)
1 136
Proceeds raised from bond issuance
13

Purchase of shares in terms of FSP incentive scheme
(24)
590
(389)
1 750
(53)
Net cash infow from fnancing activities
1 772
1 898
Net increase/(decrease) in cash and cash equivalents
65
Cash and cash equivalents at the beginning of the year
563
Cash and cash equivalents acquired on acquisitions of subsidiary companies
28

Impact of foreign exchange rate movements on opening cash and cash equivalents
90
(111)
492
149
33
Cash and cash equivalents at end of the year
9
718
563
Cash earnings per share (cents)
23
351
325

PPC Ltd Annual financial statements 2015 31

SEGMENTAL INFORMATION

for the year ended 30 September 2015

The group discloses its operating segments which comprise cement, lime, aggregates and readymix and other according to the business units which are regularly reviewed by the group executive committee. For details on the operating segments, refer the accounting policies.

Revenue is split between South Africa and the rest of Africa based on where the underlying goods are anticipated to be consumed or used by the customer.

No individual customer comprises more than 10% of group revenue.

==> picture [540 x 56] intentionally omitted <==

----- Start of picture text -----

SEGMENT PROFIT OR LOSS Consolidated
2015 2014
Rm Rm
----- End of picture text -----

Revenue
South Africa
Rest of Africa
6 795
2 624
6 671
2 432
Intersegment revenue 9 419
(192)
Total revenue 9 227
Operating proft before item listed below
Empowerment transactions IFRS 2 charges
1 660
43
Operating proft
South Africa
Rest of Africa
Fair value adjustments on fnancial instruments
Finance costs
Investment income
1 617
1 120
497
22
518
28
Proft before earnings from equity accounted investments and exceptional adjustments
(Loss)/earnings from equity accounted investments
Impairments and other exceptional adjustments
1 149
(16)
(81)
Proft before taxation
Taxation
1 052
391
Proft for theyear 661
Depreciation and amortisation
EBITDA~
South Africa
Rest of Africa
EBITDA margin (%)
SEGMENT FINANCIAL POSITION
Assets
Non-current assets
South Africa
Rest of Africa
Current assets
Non-current assets held for sale
Total assets
South Africa
Rest of Africa
Investments in property, plant and equipment (refer note 29)
Capital commitments (refer note 31)
Liabilities
Non-current liabilities
Current liabilities
Total liabilities
South Africa
Rest of Africa
702
2 362
1 706
656
25,6
12 202
5 141
7 061
2 979
76
15 257
6 687
8 570
2 856
4 643
8 813
3 280
12 093
8 343
3 750

Includes readymix from the effective date of consolidation of Pronto, being July 2014. Aggregates and readymix have been aggregated in line with industry practices.

^ Comprises BBBEE trusts and trust funding SPVs.

~ Excluding Empowerment IFRS 2 charges. In 2014, restructuring costs were added back when EBITDA was disclosed in the segment analysis. This has been amended in the current year and not adjusted when disclosing EBITDA.

32 PPC Ltd Annual financial statements 2015

==> picture [540 x 56] intentionally omitted <==

----- Start of picture text -----

Cement Lime Aggregates and readymix [#] Other [^]
2015 2014 2015 2014 2015 2014 2015 2014
Rm Rm Rm Rm Rm Rm Rm Rm
----- End of picture text -----

4 999
2 507
5 395
853
2 315
18
792
943
25
99
484

92

7 506 7 710
871
817
1 042
576
1 422
43
1 590
133
38
96
105

57



1 379 1 552
133
96
105
57



2
110
881
498
1 072
133
480
96
106

(1)
62

(5)

34
382
19
40

384
4
48
1
1
(12)
3
29
2
8
(5)

8
103
3
1 050
(16)
(59)
1 256
130
24

(81)
96
72



(22)
47
(103)


(29)
(108)

975
325
1 199
130
314
35
96
50
25
31
18
(103)
17
(108)
650 885
95
71
19
1
(103)
(108)
594
2 016
542
45
2 132
178
40
63
136
168
33

90




1 364
652
1 569
178
563
136
164

4
85

5

26,9 27,7
20,4
16,6
16,1
15,6
11 251 7 991
310
310
641
637



1
4 231
7 020
4 107
310
3 884
310
600

41
602

35

2 536
76
2 191
185

192
254

253
4

13 863 10 182
495
502
895
890
4
1
1



1 221
73
1 294
1 294
5 376
8 487
5 225
495
4 957
502
812

83
813
4
77
1
2 741
4 588
2 025
45
3 860
28
62
70
7
27
32

29
7 492
2 921
5 768
94
1 707
105
101
89
48
162
96
1 138
143
92
1 221
73
10 413 7 475
199
149
251
239
1 230
6 692
3 721
5 789
199
1 686
149
222

29
214
1 230
25
1 294

PPC Ltd Annual financial statements 2015 33

NOTES TO ThE CONSOLIDATED FINANCIAL STATEMENTS

for the year ended 30 September 2015

==> picture [484 x 89] intentionally omitted <==

----- Start of picture text -----

Freehold and
leasehold Plant,
land, Factory vehicles,
buildings and decommis- furniture Capitalised
mineral sioning and leased
rights assets equipment plant Total
Rm Rm Rm Rm Rm
----- End of picture text -----

1. PROPERTY, PLANT AND EQUIPMENT
2015
Cost
Accumulated depreciation and impairments
1 229
138
14 198
157
451
51
4 418
154
15 722
5 074
778
87
9 780
3
10 648
Movements during the year
Net carrying value at beginning of the year
Additions
To enhance existing operations
To expand operations
Depreciation
Disposals
Other movements
Impairments
Reallocation to inventory (refer note 7)
Reallocation to other intangible assets (refer note 3)
Reclassifcation to non-current assets
held for sale (refer note 6)
Translation differences
862
111
6 244
6
49

3 216
4
7 223
3 269
13

385
4
36

2 831
402
2 867
(43)
(11)
(555)
(3)


(6)

5
(13)

(4)
(27)

(30)



(4)

(115)



(40)



87

915
(612)
(6)
(12)
(57)
(4)
(115)
(40)
1 002
Net carrying value at end of the year 778
87
9 780
3
10 648
Translation differences comprise
Cost
Accumulated depreciation
2014
Cost
Accumulated depreciation and impairments
1 246
151
10 092
153
384
40
3 848
147
1 108
(106)
1 002
11 642
4 419
862
111
6 244
6
7 223
Movements during the year
Net carrying value at beginning of the year
Acquisitions of subsidiary companies (refer note 28)
Additions
To enhance existing operations
To expand operations
Depreciation
Disposals
Other movements
Impairments (refer note 21)
Reallocation to inventory (refer note 7)
Translation differences
687
111
4 714
10
47

178

160

1 748
5 522
225
1 908
18

572

142

1 176
590
1 318
(34)
(4)
(501)
(4)


(4)

1
(4)
4

(29)

(17)



(16)

30
8
138
(543)
(4)
1
(46)
(16)
176
Net carrying value at end of the year 862
111
6 244
6
7 223
The translation differences comprise
Cost
Accumulated depreciation
213
(37)
176

34 PPC Ltd Annual financial statements 2015

1. PROPERTY, PLANT AND EQUIPMENT continued

Assets pledged as security

Property, plant and equipment with a net carrying value of R2 167 million, R2 166 million and R22 million (2014: Rnil, R1 502 million and Rnil) are encumbered and used as security for the borrowings in the DRC, Rwanda and Zimbabwe respectively (refer note 13).

Impairment of property, plant and equipment

An impairment of R14 million was recorded against property, plant and equipment relating to old plant at CIMERWA that would not be used post-commissioning of the new plant. The impairment is included under cement in the segment analysis.

Costs of R27 million relating to the limestone quarry in Zimbabwe have been impaired due to uncertainty of future development prospects. This impairment is included under cement in the segment analysis.

Post the group’s decision to no longer pursue the current Algeria project, it was deemed appropriate that the costs capitalised of R15 million be impaired. The impairment is included under cement in the segment analysis.

Other minor impairments of property, plant and equipment amounted to R1 million.

In the prior year property, plant and equipment of R17 million was impaired at Aggregate Quarries of Botswana. The cash-generating unit was assessed for potential impairment which indicated that Aggregate Quarries of Botswana plant and equipment needed to be impaired. The valuation was calculated using discounted cash flow methodology, with a discount rate of 18,89%. In the past two years, Aggregate Quarries of Botswana had been making operating losses. This impairment is included in aggregates and readymix in the segment analysis.

Also in the prior year, an impairment of R29 million was charged against CIMERWA’s land and buildings and mineral rights, and is included under cement in the segmental analysis. Following a review of all items of property, plant and equipment at CIMERWA, certain assets relating to the old plant were identified that would not be used post-commissioning of the new plant which necessitated the impairment.

Other information

The cost of land included in the above amounts to R248 million (2014: R248 million).

Included in plant, vehicles, furniture and equipment is capital work in progress of R3 258 million (2014: R1 248 million), with R2 281 million (2014: R307 million), Rnil (2014: R964 million) and R568 million (2014: Rnil) relating to the DRC, Rwanda and Zimbabwe expansions respectively.

Borrowing costs of R196 million (2014: R36 million) have been capitalised to property, plant and equipment (refer note 19). A capitalisation rate of 7,71% was used for general group borrowings.

Certain of the group’s properties in South Africa are the subject of land claims. Discussions with the Land Claims Commissioner continue and the outcome of the claims referred to the Land Claims Court are still due. The claims are not expected to have a material impact on the group’s operations.

For details on capital commitments at year-end, refer note 31.

PPC Ltd Annual financial statements 2015 35

NOTES TO ThE CONSOLIDATED FINANCIAL STATEMENTS Continued

for the year ended 30 September 2015

==> picture [484 x 45] intentionally omitted <==

----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

2. GOODWILL
Cost
356
Accumulated impairment loss
102
336
68
254 268
Movements of goodwill
Net carrying value at beginning of the year
268
Acquisitions of subsidiary companies (refer note 28)

Impairments
(22)
Translation differences
8
101
227
(65)
5
Net carrying value at end of the year
254
268
Goodwill is allocated to the following cash-generating units:
CIMERWA Limited
49
Safka Cement Holdings (Pty) Ltd
78
Pronto Holdings (Pty) Ltd
127
41
78
149
254 268

Impairments

Pronto Holdings (Pty) Ltd (Pronto)

The recoverable amount of R758 million (2014: R620 million) for the cash-generating unit was determined based on value in use calculations, using cash flow projections based on financial forecasts approved by management and covering an initial seven-year period, which is in line with the company’s budgeting cycle time horizon as management believes this should provide a more accurate base for the value in use calculation. A discount rate of 12% (2014: 14%) and terminal growth rate of 8% (2014: 8%) have been used in the valuation.

Cash flow projections during the forecast period are based on similar pricing and margins to those currently being achieved by the business. Selling prices and cost of sales are forecast to increase at rates linked to local inflation forecasts and varying between 2% and 3% (2014: 5% and 6%). The values used reflect past experiences while the economic growth rates of approximately 3% (2014: 3%) per annum are management’s best estimates that have been prepared using leading financial institutions’ forecasts.

Following the goodwill impairment assessment reviews, the recoverable amount of Pronto was calculated to be lower than its carrying amount, resulting in an impairment of R22 million. No impairment was recognised in 2014. Pronto is included under aggregates and readymix in the segmental analysis.

It is estimated that a decrease in growth rates by 1% to 5% in aggregate would result in the carrying amount of the cash-generating unit to exceed its recoverable amount.

CIMERWA Limited (CIMERWA)

The recoverable amount of R731 million (2014: R677 million) for this cash-generating unit was determined based on a value in use calculation, using cash flow projections based on financial forecasts approved by management and covering an initial seven-year period and a post-forecast period of eight years, bringing the total period of the cash flows to 15 years which is the estimated life of mine. The discount rate used in the valuation was 20% (2014: 21%).

Cash flow projections during the forecast period of seven years were based on improved margins and profitability, following the planned commissioning of the new plant, taking cognisance of an appropriate ramp-up period. Selling prices and cost of sales were forecast to increase at applicable inflation rates varying between 7% and 8% (2014: 5% and 6%). The cash flow post the forecast period has been extrapolated using specific growth rates of 4% (2014: 5%) per annum, with the forecast period limited to the life of mine, currently estimated at around 15 years.

The forecast takes into consideration the future trends within the industry, geographical location, and expected growth in neighbouring countries. The values used reflect past experiences while the economic growth rates are management’s best estimates that have been prepared using leading financial institutions’ forecasts.

In 2014, the recoverable amount was deemed to be lower than the current carrying value, resulting in an impairment of R65 million being charged against profit and loss. CIMERWA is included under cement in the segmental analysis. No impairments were required in 2015.

There are no indications that any reasonable possible change in the key assumptions on which the recoverable amount has been calculated would cause the carrying amount to exceed the recoverable amount of this cash-generating unit.

36 PPC Ltd Annual financial statements 2015

2. GOODWILL continued Impairments continued

Safika Cement Holdings (Pty) Ltd (Safika)

The recoverable amount of R766 million (2014: R550 million) for the Safika cash-generating unit was determined based on value in use calculations, using cash flow projections based on financial forecasts approved by management and covering an initial seven-year period. A discount rate of 12% (2014: 14%) has been used in the valuation.

Cash flow projections during the forecast period are based on similar pricing and margins to those currently being achieved by the businesses. Selling prices and cost of sales are forecast to increase at rates linked to local inflation forecasts varying between 2% and 3% (2014: 5% and 6%). The values used reflect past experiences while the economic growth rates of approximately 3% (2014: 3%) per annum are management’s best estimates that have been prepared using leading financial institutions’ forecasts.

Following the goodwill impairment assessment reviews, the recoverable amount was calculated to be higher than its carrying amount, resulting in no impairment. No impairment was recorded in 2014.

It is estimated that a decrease in growth rates by 2% to 8% in aggregate would result in the carrying amount of the cash-generating unit to exceed its amount.

==> picture [484 x 76] intentionally omitted <==

----- Start of picture text -----

Brand,
Right ERP trademarks
of use development and
of mineral and other customer
asset software relationships Total
Rm Rm Rm Rm
----- End of picture text -----

3. OThER INTANGIBLE ASSETS
2015
Cost
194
320
551
1 065
Accumulated amortisation and impairments
3
177
113
293
191
143
438
772
Movements during the year
Net carrying value at beginning of the year
54
132
495
681
Additions

36

36
Amortisation
(1)
(31)
(58)
(90)
Transfers and other movements
115
3

118
Translation differences
23
3
1
27*
Net carrying value at end of the year
191
143
438
772
2014
Cost
56
271
545
872
Accumulated amortisation and impairments
2
139
50
191
54
132
495
681
Movements during the year
Net carrying value at beginning of the year
53
83
96
232
Acquisitions of subsidiary companies (refer note 28)


428
428
Additions

63

63
Amortisation
(1)
(33)
(38)
(72)
Transfers and other movements

19

19
Translation differences
2

9
11
Net carrying value at end of the year
54
132
495
681

Brand, trademarks and customer relationships

Included in brand, trademarks and customer relationships are brand and trademarks of R332 million (2014: R359 million), contracted and non-contracted customer relationships of R106 million (2014: R132 million) and favourable lease terms of Rnil (2014: R4 million). Brands and trademarks are amortised over a period not exceeding 15 years, while customer relationships are amortised over a five-year period. Favourable lease terms are amortised over the remaining period of the lease.

The group does not have any indefinite useful life intangible assets, other than goodwill (refer note 2).

  • As communicated in the 2014 annual financial statements, the company was still finalising the split between property, plant and equipment (PPE) and intangible assets on the contribution made by the Barnet Group SARL, non-controlling shareholder, into PPC Barnet DRC Holdings (refer note 16). This split was finalised and R115 million has been transferred from PPE and is included under right of use of mineral assets. The asset will be amortised over the estimated useful life of the reserve.

PPC Ltd Annual financial statements 2015 37

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

==> picture [484 x 45] intentionally omitted <==

----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

4. EQUITY ACCOUNTED INvESTMENTS
Investments at cost at beginning of the year
Investments made during the year
Transferred to subsidiaries
Transferred to non-current assets held for sale (refer note 6)
Acquired through the acquisitions of subsidiary companies (refer note 28)
133


(7)
305
3
(176)

1
Investments at cost at end of the year
Share of retained (loss)/proft:
Retained proft at beginning of the year
Share of current year’s (loss)/proft
Transferred to subsidiaries
Transferred to non-current assets held for sale (refer note 6)
Loans advanced
Balance at beginning of the year
Interest capitalised
Transferred to trade and other receivables (refer note 8)
Repayments
126
(1)
133
44
44
(16)

(29)
59
24
(39)
46
46
3
(46)
(3)
46
2

(2)
125 223
valuation of interest in equity accounted investments
Fair value of unlisted equity accounted investments, including loans advanced
397 561

Habesha Cement Share Company (Habesha) comprises the majority of the group’s investment in equity accounted investments and therefore only the valuation methodology and assumptions relating to the investment are disclosed.

The fair value of Habesha was determined using the discounted cash flow methodology. A discount rate of 23% (2014: 27%), relevant to Ethiopia and adjusted for project and business risk was used.

Investments made during the year

Habesha Cement Share Company (Habesha)

In 2014, PPC acquired a further equity stake in Habesha, for a purchase consideration of R3 million marginally increasing PPC’s shareholding in the company to 31,6%.

Transferred to subsidiaries

In 2014, PPC obtained control over Pronto following the acquisition of the remaining 50% in the company for R280 million, making it a wholly owned subsidiary. Refer note 28.

Loans advanced to associates

At year-end no loans were outstanding, but in the prior year R3 million of the loans advanced bore interest at the prime lending rate, while the remaining balance was interest-free. Where appropriate, bonds are registered over land and movable assets as security.

38 PPC Ltd Annual financial statements 2015

2015
Rm
2015
Rm
2014
Rm
2014
Rm
4. EQUITY ACCOUNTED INvESTMENTScontinued
Key fnancial information of associates$
Non-current assets
735
Current assets
467
Total assets
1 202
Total equity
505
Non-current liabilities
628
Current liabilities
70
Revenue

Operating proft

Proft after taxation

Comprehensive income
514
779
1 293
465
285
543
1 531
113
79
79
Interest
Carrying value, including
loans advanced
Name
Nature of business
2015
%
2014
%
Financial
year-end@
2015
Rm
2014
Rm
Incorporated in South Africa
Afripack Limited (refer note 6)
Packaging
25
First Gas (Pty) Ltd
LP gas and liquid fuels distribution

Metlakgola Construction &
Development (Pty) Ltd
Construction
40
Olegra Oil (Pty) Ltd
Used oil collection and flling
station
29
Rhulanani Concrete Mixers
(Pty) Ltd
Readymix concrete
40
Hoekplaats Dolomite
(Pty) Ltd
Quarrying
49
Incorporated in Ethiopia
Habesha Cement Share
Company
Cement manufacturer
31,6
25
September

40
February

40
February

29
February
3
40
February

49
February
1
31,6
June
121
96

1
2
2
1
121
125 223

Habesha is deemed to be a material equity accounted investment as its carrying value approximates 97% of the group’s equity accounted investments and will have a material impact when fully operational. Afripack has now been classified as a non-current asset held for sale.

$ The financial information provided represents the full results of equity accounted investments.

@ Management accounts together with the financial statements are used to align earnings in equity accounting investments with PPC’s year-end.

PPC Ltd Annual financial statements 2015 39

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

5. OThER NON-CURRENT ASSETS
Unlisted investment at fair value
82
Unlisted collective investment
117
95
114
199
Loans advanced
1
Advance payments for plant and equipment
148
Investment in government bonds
7
209
3
322
355 534
Valuation of unlisted investments including loans advanced (excluding advance payments)
207
212

Unlisted investment at fair value

PPC holds a 6,75% (2014: 6,75%) shareholding in Ciments du Bourbon, incorporated in Reunion. Negotiations have been concluded for the sale of the investment and the purchase consideration has been deemed to be its fair value. In the prior year the fair value of the investment was calculated using a dividend yield valuation methodology, using comparable company dividend yields of 7% and applied to forecast dividends. The sale is anticipated to be finalised during the first quarter of 2016. The movement in fair value of R13 million (2014: R58 million) has been recorded against other comprehensive income.

Unlisted collective investment

Comprises an investment by the PPC Environmental Trust in South African unit trusts, with fair value being calculated using the ruling unit trust price on 30 September 2015. Put options are also held over the value of the investments in order to protect the capital of the portfolio. At 30 September 2015, the value of the put options were not material. During the year, a further R5 million (2014: R4 million) was reinvested in the unit trusts. These funds are held to fund PPC’s South African environmental obligations.

Loans advanced

Loans have been advanced to fund enterprise development companies and bear interest at rates between prime less 2% and prime less 5%, and are secured by bonds over land and moveable assets. The capital and interest are repayable by 2017.

Advance payments for plant and equipment

In terms of the construction agreements with the suppliers of the new cement plants in Rwanda and DRC, a portion of the full contract price is required to be paid in advance of the plant construction. The advance payments are secured by advance payment bonds, and will be recycled to property, plant and equipment as the plants are constructed. The decline from 2014 is as a result of the utilisation of the advance payments in Rwanda.

Investment in government bonds

Represents government of Zimbabwe treasury bills carried at fair value. The treasury bills were issued in the current year in exchange for funds previously expropriated by the government in 2007. The treasury bills have a face value of R10 million, repayable in three equal annual instalments from June 2017 to June 2019. A discount rate of 12% was applied in determining the fair value. Interest is paid bi-annually at a rate of 5% per annum.

40 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

2015 2014
Rm Rm
6. NON-CURRENT ASSETS hELD FOR SALE
Equity accounted investment (refer note 4) 36 –
Property, plant and equipment (refer note 1) 40 –
76 –
----- End of picture text -----

Equity accounted investment

PPC holds a 25% stake in Afripack Limited, which was previously held as an equity accounted investment. The company is currently in the process of selling its full shareholding in Afripack. A sales agreement has been signed and the conditions precedent to the sale are expected to be met in the new financial year and finalisation of the transaction to occur shortly thereafter.

Afripack’s carrying amount immediately before classification as held for sale was R36 million which is lower than its fair value less costs to sell of R70 million. The fair value represents the selling price per the sales agreement less estimated transaction costs. Afripack is included under the cement segment in the segment analysis.

Property, plant and equipment

PPC Zimbabwe intends to dispose of houses at its Colleen Bawn and Bulawayo factories in the next 12 months. No impairment loss was recognised on reclassification of land as management expects that the fair value (estimated based on recent market prices of similar properties) less costs to sell is higher than the current carrying amount.

2015
Rm
2014
Rm
7.
INvENTORIES
Raw materials
176
Work in progress
188
Finished goods
426
Maintenance stores
455
Inventory obsolescence
(216)
207
92
221
553
(179)
1 029 894

Inventories are determined on the weighted average formula basis.

During the year an amount of R4 million (2014: R16 million), for critical spares, was reclassified between property, plant and equipment and inventory (refer note 1).

The cost of inventories recognised as an expense in cost of sales during the year was R4 906 million (2014: R4 872 million).

No inventories have been pledged as security.

PPC Ltd Annual financial statements 2015 41

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

8. TRADE AND OThER RECEIvABLES
Trade receivables
Allowance for doubtful debts
931
(70)
1 064
(30)
Net trade receivables
Loan relating to non-current assets held for sale (refer note 6)
Derivative fnancial instruments (cash fow hedge)
Derivative fnancial instruments (fair value hedge)
Other fnancial receivables
861
46
38
13
50
1 034



57
Trade and other fnancial receivables
Prepayments
Taxation prepaid
VAT receivable on plant and equipment imported into the DRC
1 008
75
8
141
1 091
61
28
1 232 1 180
Net trade receivables comprise
Trade receivables that are neither past due nor impaired
Trade receivables that would otherwise be impaired whose terms have been renegotiated
Trade receivables that are past due but not impaired
861 1 034
745
1
115
875
2
157

No receivables have been pledged as security.

No individual customer represents more than 10% of the group’s revenue and exposure at year-end. The group’s largest customer comprises 6% (2014: 7%) of trade receivables.

Normal credit terms vary between 30 and 60 days. Allowance for doubtful debt is generally determined by the ageing on an account, financial position of the customer and security held. When a customer applies for business rescue or liquidates, the amount due is immediately provided for, if not already provided.

Before granting credit to a customer, the group uses an internal credit scoring system to assess the potential customer’s credit quality and limit. The credit quality of a customer is assessed with reference to credit bureau reports, financial statements analysis, trade references, bank codes and securities. Accounts are reviewed annually with high-risk customers monitored more frequently. Collateral held comprises bank guarantees, cession of book debt, deed of surety, cross-company guarantees and notarial bonds.

42 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

Aggregates
and
Cement Lime readymix Total
Rm Rm Rm Rm
----- End of picture text -----

8. TRADE AND OThER RECEIvABLEScontinued
Trade receivables that are neither past due nor impaired
2015
526
109
110
745
2014
672
91
112
875
There is no history of material default relating to trade receivables in
this category.
Trade receivables that are past due but not impaired
2015
Ageing beyond normal terms
89
13
13
115
1 – 30 days
73

4
77
31 – 60 days
5

2
7
61 – 90 days
5

4
9
91 – 180 days

13
2
15
Greater than 180 days
6

1
7
Fair value of collateral held
31


31
2014
Ageing beyond normal terms
143
6
8
157
1 – 30 days
76
3
4
83
31 – 60 days
13

3
16
61 – 90 days
16
3
1
20
91 – 180 days
35


35
Greater than 180 days
3


3
Fair value of collateral held
32


32
Allowance for doubtful debts
2015
Balance at beginning of the year
25

5
30
Allowance raised through proft or loss
32
13
3
48
Utilisation of allowance
(12)

(1)
(13)
Translation differences
5


5
TRADE AND OThER RECEIvABLEScontinued
Trade receivables that are neither past due nor impaired
2015
526
109
110
745
2014
672
91
112
875
There is no history of material default relating to trade receivables in
this category.
Trade receivables that are past due but not impaired
2015
Ageing beyond normal terms
89
13
13
115
1 – 30 days
73

4
77
31 – 60 days
5

2
7
61 – 90 days
5

4
9
91 – 180 days

13
2
15
Greater than 180 days
6

1
7
Fair value of collateral held
31


31
2014
Ageing beyond normal terms
143
6
8
157
1 – 30 days
76
3
4
83
31 – 60 days
13

3
16
61 – 90 days
16
3
1
20
91 – 180 days
35


35
Greater than 180 days
3


3
Fair value of collateral held
32


32
Allowance for doubtful debts
2015
Balance at beginning of the year
25

5
30
Allowance raised through proft or loss
32
13
3
48
Utilisation of allowance
(12)

(1)
(13)
Translation differences
5


5
73

4
77
5

2
7
5

4
9

13
2
15
6

1
7
31


31
143
6
8
157
76
3
4
83
13

3
16
16
3
1
20
35


35
3


3
32


32
25

5
30
32
13
3
48
(12)

(1)
(13)
5


5
Balance at end of the year 50
13
7
70
2014
Balance at beginning of the year
Allowance raised through proft or loss
Utilisation of allowance
15

4
19
12

1
13
(2)


(2)
Balance at end of the year 25

5
30

PPC Ltd Annual financial statements 2015 43

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

2015
Rm
2014
Rm
9. CASh AND CASh EQUIvALENTS
Cash and cash equivalents
718
563
Currency analysis:
Botswana pula
58
Mozambican metical
26
Rwandan franc
194
South African rand
72
United States dollar
368
38
37
66
109
313
718 563
Amounts denominated in foreign currencies have been translated at ruling exchange rates
at year-end, (refer note 40).
Cash restricted for use relating to:
PPC Environmental Trust
4
Consolidated BBBEE entities
7
6
1
11 7
Cash and cash equivalents include cash on hand and cash on deposit, net of outstanding bank overdrafts, where there is a right of
set-off.
2015
Shares
2014
Shares
10.
STATED CAPITAL
Authorised ordinary shares
700 000 000
700 000 000
Number of ordinary shares and weighted average number of shares
Total shares in issue at beginning of the year
605 379 648
Adjustments for shares treated as treasury shares:
Shares held by consolidated participants of the second BBBEE transaction
(37 382 193)
Shares held by consolidated BBBEE trusts and trust funding SPVs
(34 477 308)
Shares held by consolidated Porthold Trust Pvt Limited
(1 284 556)
Shares purchased in terms of the FSP incentive scheme
(6 342 640)
605 379 648
(37 382 193)
(34 764 669)
(1 284 556)
(5 865 851)
Total shares in issue (net of treasury shares)
525 892 951
526 082 379
Authorised preference shares
20 000 000
Twenty million preference shares of R1 000 each. No preference shares have been issued.
20 000 000

44 PPC Ltd Annual financial statements 2015

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2015 2014
Rm Rm
10. STATED CAPITAL continued
Stated capital
Balance at beginning of the year (1 173) (1 236)
Shares purchased in terms of the FSP share incentive scheme treated as treasury shares (24) (53)
Vesting of shares held by certain BBBEE 1 entities 9 100
Vesting of shares on a portion of the shares held in terms of the FSP incentive scheme 23 16
Balance at end of the year (1 165) (1 173)
----- End of picture text -----

Shares held by consolidated participants of the second BBBEE transaction

Shares issued in terms of the second BBBEE transaction which was facilitated by means of a notional vendor funding (NVF) mechanism. These shares participate in 20% of the dividends declared by PPC during the NVF period, which ends 30 September 2019. With the exception of the Bafati Investment Trust, entities participating in this transaction are consolidated into the PPC group in terms of IFRS 10 Consolidated financial statements .

Shares held by consolidated BBBEE trusts and trust funding SPvs

In terms of IFRS 10 Consolidated financial statements , certain of the BBBEE trusts and trust funding SPVs from PPC’s first BBBEE transaction are consolidated, and as a result, shares owned by these entities are carried as treasury shares on consolidation. During the year, 287 361 shares (2014: 3 202 770 shares) vested to beneficiaries and are no longer treated as treasury shares.

Shares held by consolidated Porthold Trust Pvt Limited

Shares owned by a Zimbabwe employee trust company are treated as treasury shares.

FSP incentive scheme

In terms of the forfeitable share plan (FSP) incentive scheme, 6 342 640 shares (2014: 5 865 851 shares) are held for participants of this long-term incentive scheme. The shares are treated as treasury shares during the vesting periods of the awards. A total of 531 179 shares (2014: 619 457 shares) vested during the year and are no longer treated as treasury shares.

In terms of IFRS requirements, 13% (2014: 13%) of the total shares in issue are treated as treasury shares following the consolidation of the various BBBEE entities, employee trusts and incentive share schemes.

Shares are weighted for the period in which they are entitled to participate in the net profit of the group.

Unissued shares
Shares
2015
Shares
2014
Ordinary shares
94 620 352
Preference shares
20 000 000
94 620 352
20 000 000

PPC Ltd Annual financial statements 2015 45

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
11. DEFERRED TAXATION
Movement
Net liability at beginning of the year: 1 021 1 063
Deferred taxation asset 9 –
Deferred taxation liability 1 030 1 063
Acquisitions of subsidiary companies (refer note 28) – 150
Income statement charge (60) –
Charged directly to equity 6 11
Transfer to taxation payable – (240)
Translation differences 44 37
Net liability at end of the year: 1 011 1 021
Deferred taxation asset 48 9
Deferred taxation liability 1 059 1 030
Analysis of deferred taxation
Property, plant and equipment 1 068 970
Other non-current assets 187 198
Current assets 3 12
Non-current liabilities (89) (95)
Current liabilities (74) (43)
Reserves (84) (21)
1 011 1 021
----- End of picture text -----

Transfer to taxation payable

In the prior year, the previously assessed loss in PPC Zimbabwe which had been calculated by applying local transition guidelines following the change in functional currency of Zimbabwe, was not approved by the revenue authorities. The deferred taxation that was being recognised on profits made by the company while engagements were taking place with the revenue authorities to resolve, was transferred to current taxation.

2015
Rm
2014
Rm
12.
PROvISIONS
Factory decommissioning and quarry rehabilitation
361
Post-retirement healthcare benefts
39
339
35
400 374

46 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

Factory
decommissioning Post-retirement
and quarry healthcare
rehabilitation benefits Total
Rm Rm Rm
----- End of picture text -----

12. PROvISIONScontinued
Movement of provisions
2015
Balance at beginning of the year
339
35
374
Amounts added

3
(3)
Amounts reversed/utilised
(12)

(12)
Other movements
(6)

(6)
Time value of money adjustments
29

29
Translation differences
11
1
12
Balance at end of the year
361
39
400
To be incurred:
Between two and fve years
20

20
More than fve years
341
39
380
361
39
400
2014
Balance at beginning of the year
316
32
348
Amounts added

2
2
Amounts reversed/utilised
(4)

(4)
Time value of money adjustments
27

27
Translation differences

1
1
Balance at end of the year
339
35
374
To be incurred:
Between two and fve years
16

16
More than fve years
323
35
358
339
35
374

Factory decommissioning and quarry rehabilitation

Group companies are required to restore mining and processing sites at the end of their productive lives to an acceptable condition consistent with local regulations. PPC has set up an environmental trust in South Africa to administer the local funding requirements of its decommissioning and rehabilitation obligations. To date R66 million (2014: R66 million) has been contributed to the PPC Environmental Trust with the current value of the trust assets amounting to R117 million (2014: R114 million), refer note 5.

Post-retirement healthcare benefits

Historically, qualifying employees were granted certain post-retirement healthcare benefits. The obligation for the employer to pay medical aid contributions after retirement is no longer part of the conditions of employment for new employees. A number of pensioners remain entitled to this benefit, the cost of which has been fully provided.

Included in the provision are the following:

Cement and Concrete Institute employees

The provision relates to post-employment healthcare benefits in respect of former employees of the Cement and Concrete Institute and amounted to R10 million (2014: R9 million). This liability is revalued every three years; it was last actuarially valued during February 2013. The liability has been determined using the projected unit credit method.

Corner House Pension Fund and Lime Acres continuation members

The provision relates to post-employment healthcare benefits in respect of certain Corner House Pension Fund and Lime Acres continuation members and amounted to R21 million (2014: R19 million). This liability will be revalued in 2016; it was last actuarially valued during June 2012. The liability has been determined using the projected unit credit method.

Porthold post-retirement medical fund

The provision relates to healthcare benefits for both active and retired employees who joined the medical aid scheme on or after 1 October 2001 and amounted to R8 million (2014: R7 million). This liability is revalued every three years; it was last actuarially valued during September 2015. The liability has been determined using the projected unit credit method.

PPC Ltd Annual financial statements 2015

47

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

13. LONG-TERM
BORROWINGS
Borrowings
Terms
Security
Interest rate
Bonds
Various, refer page 49
Unsecured
Various, refer page 49
Long-term loan
Interest is payable
bi-annually with a bullet
capital repayment in
December 2016
Unsecured
Fixed 10,86%
Project funding
Long-term loan
US dollar-denominated,
repayable by 2024
Secured by CIMERWA’s
property, plant and
equipment
(refer note 1)
Variable at 650 basis
points above six-month
US dollar LIBOR
Long-term loan
Rwandan franc-
denominated, repayable
by 2024
Secured by CIMERWA’s
property, plant and
equipment
(refer note 1)
Fixed 16%
Long-term loan
US dollar-denominated,
interest payable
bi-annually. First capital
repayment will be in
December 2016;
thereafter bi-annual
repayments in equal
instalments over fve
years
Secured by PPC
Zimbabwe’s property,
plant and equipment
(refer note 1)
Six-month US dollar
LIBOR plus 700 basis
points
Long-term loan
US dollar-denominated,
capital and interest
payable bi-annually
starting July 2017 ending
January 2025
Secured by PPC Barnet
DRC’s property, plant
and equipment (refer
note 1)
Six-month US dollar
LIBOR plus 725 basis
points
BBBEE transaction
Preference shares
Dividends are payable
bi-annually, with annual
redemptions ending
December 2016
Secured by guarantee
from PPC Ltd
Variable rates at 85%
of prime and fxed rates
of 9,24% to 9,37%
Preference shares
Dividends are payable
bi-annually with capital
redeemable from surplus
funds. Compulsory
annual redemptions until
December 2016
Secured by PPC shares
held by the SPVs
Variable rates at 85%
of prime
Preference shares
Capital and dividends
repayable by December
2016, with capital
capped at R400 million
Secured by guarantee
from PPC Ltd
Variable rates at 78%
of prime
Long-term loans
Capital and interest
repayable by December
2016, with capital
capped at R700 million
Secured by guarantee
from PPC Ltd
Variable rates at 285
basis points above JIBAR
2 398
1 520
2 357
2 395
1 520
605
641
357
421
938
359
246

1 227 1 290
64
72
395
696
90
116
393
691
Long-term borrowings
_Less:_Short-term portion of long-term borrowings (refer note 15)
7 502
(791)
5 810
(70)
6 711 5 740

48 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

13. LONG-TERM BORROWINGScontinued
Maturity analysis of obligations:
One year
791
Two years
2 877
Three years
303
Four years
1 056
Five and more years
2 475
70
763
2 706
61
2 210
7 502 5 810
Percentage loans linked to fxed interest rates
52
Percentage loans linked to variable interest rates
48
Assets encumbered are as follows:
Property, plant and equipment (refer note 1)
4 355
30
70
1 502

Bonds

Comprise four unsecured bonds, issued under the company’s R6 billion domestic medium-term note programme, and are recognised net of capitalised transaction costs of R2 million (2014: R5 million):

Number Issue date value Term Interest rate
PPC 001 March 2013 R650 million 3 years 3-month JIBAR plus 1,26%
PPC 002 December 2013 R750 million 5 years 3-month JIBAR plus 1,50%
PPC 003 July 2014 R750 million 5 years 3-month JIBAR plus 1,48%
PPC 004 July 2014 R250 million 7 years 9,86% fxed

The group is in compliance with its debt covenants for the year ended September 2015. The company’s covenants, imposed in 2008 for our first BBBEE transaction, have been renegotiated to exclude non-recourse project finance from the definition of PPC’s indebtedness. Further details of maturity analysis and interest rates are disclosed in note 36 on financial risk management.

PPC Ltd Annual financial statements 2015 49

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

14. OThER NON-CURRENT LIABILITIES
Cash settled share-based payment liability (refer note 34)
5
Liability to non-controlling interest in wholly owned subsidiary
17
Put option liabilities
464
Retentions held for plant and equipment
204
18

145
690
_Less:_Short-term portion of other non-current liabilities
(47)
163
(121)
643 42
Put option liabilities
Balance at beginning of the year
145
Fair value adjustments on remeasurements
(14)
Put options exercised
(108)
Put options granted
422
Time value of money adjustments
19

(5)

137
13
Balance at end of the year
464
145
Comprising:
Safka Cement
42
PPC Barnet DRC Holdings
422
145
464 145

Liability to non-controlling interest in wholly owned subsidiary

Relates to interest on initial equity contributions into the DRC group of companies by a non-controlling shareholder. The interest will be repaid once the external funding has been settled.

Retentions held for plant and equipment

Retentions held on the construction of the cement plants in Rwanda and the DRC. These retentions will be paid over to the contractors once the plants achieve guaranteed performance targets.

Put option liabilities

safika Cement

With the purchase of the initial 69,3% equity stake in Safika Cement (refer note 28), PPC granted non-controlling shareholders individual put options, with different exercise dates, for the sale of their remaining shares in the company to PPC. One of the put options, representing 21,1% shareholding in Safika Cement, was exercised in the current year for R108 million. The other put options were anticipated to be exercised on the fifth anniversary of the transaction, however these will now be exercised in the next financial year to be settlement by the issue of PPC’s shares and cash subject to shareholders’ approval. The liability of R42 million (2014: R105 million) has therefore been classified as a current liability (refer note 16). The put option value of the R108 million that has been exercised was based on the company’s EBITDA achieved applying an earnings multiple between four and five times EBITDA less net debt. The remainder of the put options have been valued on the same principle due to the revised settlement date.

PPC Barnet DRC Holdings

The International Finance Corporation (IFC) was issued a put option in the current year in terms of which PPC is required to purchase all or part of the class C shares held by the IFC in PPC Barnet DRC Holdings. The put option may be exercised after six years from when the IFC subscribed for the shares but only for a five-year period. The put option value is based on the company’s forecast EBITDA applying an eight times earnings multiple less net debt. Forecast EBITDA is based on financial forecasts approved by management, with pricing and margins similar to those currently being achieved by the business unit while selling prices and costs are forecast to increase at local inflation projections and extrapolated using local GDP growth rates ranging between 5% and 9% taking cognisance of the plant production ramp-up. The present value of the put option was calculated at R422 million.

50 PPC Ltd Annual financial statements 2015

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2015 2014
Rm Rm
----- End of picture text -----

15. ShORT-TERM BORROWINGS
Short-term loans and bank overdrafts
719
Short-term portion of long-term borrowings (refer note 13)
791
281
70
1 510 351
Details of maturity analysis and interest rates are disclosed in note 36 on fnancial risk management.
16. TRADE AND OThER PAYABLES AND ShORT-TERM PROvISIONS
Cash settled share-based payment liability (short-term portion) (refer note 14)
5
Derivative fnancial instruments
1
Equity contribution for future non-controlling interest in wholly owned subsidiary

Other fnancial payables
260
Put option liability (refer note 14)
42
Retentions held for plant and equipment
116
Trade payables and accruals
924
16
1
115
296
105
81
664
Trade and other fnancial payables
1 348
Payroll accruals
310
Restructuring costs

Taxation payable
80
VAT payable
32
1 278
194
6
125
17
1 770 1 620

Equity contribution for future non-controlling interest in wholly owned subsidiary

The amount recognised in the prior year includes the value of land and mining rights transferred by a future non-controlling shareholder for equity in the DRC companies. Certain conditions were not met in 2014 and the shares in PPC Barnet DRC Holdings, the holding company for the DRC group of companies, were only issued to the non-controlling shareholder in the current year, resulting in the amount recorded as a liability in the prior year being transferred to non-controlling interests post the issuance of these shares.

Trade and other payables, payroll accruals and regulatory obligations are payable within a 30 to 60-day period.

PPC Ltd Annual financial statements 2015 51

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

==> picture [485 x 45] intentionally omitted <==

----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

17. OPERATING PROFIT
Operating proft includes:
Amortisation of intangible assets (refer note 3)
Auditors’ remuneration
Fees
Other
Dividends paid to BBBEE trusts treated as an expense on consolidation
Depreciation (refer note 1)
Cost of sales
Operating costs
Distribution costs included in cost of sales
Exploration and research costs
Operating lease charges – land and buildings
Staff costs
South Africa
Rest of Africa
Including:
Cash settled share incentive scheme reversed (refer note 34)
Equity settled share incentive scheme charge
Directors’ remuneration^
Employees’ remuneration
Restructuring costs
Retirement beneft contributions (refer note 33)
90
21
72
15
18
3
11
4

612
7
543
543
69
499
44
1 058
1
23
1 325
1 320
1
18
1 213
1 116
209
1 024
189
(10)
13
26
1 190
8
98
(5)
10
44
1 024
16
94
_Less:_Costs capitalised to plant and equipment and intangibles 1 325
(8)
1 183
(1)
1 317 1 182
^For further details refer the abridged remuneration report on pages 99 to 107.
18. FAIR vALUE ADJUSTMENTS ON FINANCIAL INSTRUMENTS
Gain on ineffective portion of cash fow hedge
(Loss)/gain on unlisted collective investments (refer note 5)
Gain on remeasurement of put option liabilities (refer note 14)
Gain on translation of foreign currency-denominated monetaryitems

(2)
14
10
2
5
8
23
22 38
19. FINANCE COSTS
Bank and other short-term borrowings
Bonds
Long-term loans
48
189
313
73
108
203
Capitalised to plant and equipment and intangibles 550
(196)
384
(36)
Finance costs before BBBEE transaction and time value of money adjustments
BBBEE transaction
Dividends on redeemable preference shares
Long-term borrowings
Time value of money adjustments on rehabilitation and decommissioning provisions
andput option liabilities
354
116
348
110
42
74
48
62
48 47
South Africa
Rest of Africa
518 505
488
30
481
24
The total fnance costs excluding time value of money adjustments, relate to borrowings held at amortised cost. For details of borrowings
refer notes 13 and 36.

52 PPC Ltd Annual financial statements 2015

2015
Rm
2014
Rm
20. INvESTMENT INCOME
Dividends on unlisted investments
Interest received:
Cash and cash equivalents
Overpayment of taxation
Non-current assets
11
13
4
18
21
11
3
28 53
Interest received relates to assets held at amortised cost. For further details refer note 36.
21. IMPAIRMENTS AND OThER EXCEPTIONAL ADJUSTMENTS
Gain on remeasurement of equity stake in Pronto (refer note 28)
Impairment of goodwill (refer note 2)
Impairment of fnancial asset
Impairment of loans advanced
Impairment of property, plant and equipment (refer note 1)

(22)
(1)
(1)
(57)
1
(65)


(46)
Gross impairments and other exceptional adjustments
Taxation impact
(81)
15
(110)
12
Net impairments and other exceptional adjustments (66) (98)
22. TAXATION
South African normal taxation
Current taxation
Current year
Prior years
Deferred taxation
Current year
Prior years
Foreign normal taxation
Current taxation
Current year
Prior year
Deferred taxation
Current year
Withholding taxation
314 248
342
(28)
318
(70)
(44)
(25)
(19)

125 88
109
16
88
(16)
(16)
12 20
Taxation charge 391 356
% %
Reconciliation of taxation rates
Proft before taxation (excluding earnings from equity accounted investments)
Prior years’ taxation impact
36,6
2,7
30,1
5,9
Proft before taxation, excluding prior years’ taxation adjustments
Adjustment due to the inclusion of dividend income
39,3
0,3
36,0
0,4
Effective rate of taxation
Income taxation effect of:
Disallowable charges, permanent differences and impairments
Empowerment transactions and IFRS 2 charges not taxation deductible
Finance costs on BBBEE transaction not taxation deductible
Foreign taxation rate differential
Withholding taxation
39,6
(11,6)
36,4
(8,4)
(8,9)
(1,1)
(2,1)
1,6
(1,1)
(4,4)
(0,8)
(2,4)
0,9
(1,7)
South African normal taxation rate 28 28

PPC Ltd Annual financial statements 2015 53

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Shares Shares
23. EARNINGS AND HEADLINE EARNINGS PER SHARE
23.1 Number of shares and weighted average number of shares
Number of shares
Total shares in issue 605 379 648 605 379 648
Shares issued in terms of second BBBEE transaction treated as treasury shares (37 382 193) (37 382 193)
Shares held by consolidated BBBEE trusts and trust funding SPVs treated as treasury shares (34 477 308) (34 764 669)
Shares held by consolidated Porthold Trust Pvt Limited treated as treasury shares (1 284 556) (1 284 556)
Shares purchased in terms of the FSP incentive scheme treated as treasury shares (6 342 640) (5 865 851)
Vesting of shares held by certain BBBEE 1 entities (59 671) (666 878)
FSP incentive scheme weighted average number of shares 188 778 764 582
Weighted average number of shares used for basic earnings per share calculation 526 022 059 526 180 083
Dilutive adjustment for shares held in terms of the FSP incentive scheme 6 342 640 5 865 851
Dilutive adjustment for potential ordinary shares in terms of the first BBBEE transaction – 287 361
FSP incentive scheme weighted average number of shares (188 778) (764 582)
Vesting of shares held by certain BBBEE 1 entities 59 671 666 878
Weighted average number of shares issued in terms of the second BBBEE transaction – 519 185
Weighted average number of shares used for dilutive earnings per share calculation 532 235 591 532 754 776
Weighted average number of shares
Used for earnings and headline earnings per share 526 022 059 526 180 083
Used for dilutive earnings and headline earnings per share 532 235 591 532 754 776
Used for cash earnings per share 526 022 059 526 180 083
Shares are weighted for the period in which they are entitled to participate in the net profit of the group.
----- End of picture text -----

2015
Rm
2014
Rm
23.2
Basic earnings
Net proft 661 849
Attributable to:
Shareholders of PPC Ltd 698 840
Non-controlling interests (37) 9
661 849
Normalisation adjustments* 82 79
Normalised net proft 743 928
Attributable to:
Shareholders of PPC Ltd 775 909
Non-controlling interests (32) 19
743 928
  • Normalised earnings adjust the reported earnings for the effects of empowerment transaction IFRS 2 charges, restructuring costs, impairments and other exceptional adjustments net of taxation and prior year taxation adjustments.

54 PPC Ltd Annual financial statements 2015

2015
Cents
2014
Cents
23.
23.3
23.4
23.5
23.6
EARNINGS AND HEADLINE EARNINGS PER SHAREcontinued
Earnings per share (cents)
Basic
133
Diluted
131
Basic (normalised)
148
Diluted (normalised)
147
160
158
175
173
2015
Rm
2014
Rm
Headline earnings (Rm)
Headline earnings is calculated as follows:
Net proft
661
Adjusted for:
Gain on remeasurement of equity accounted stake in Pronto

Impairment loss on goodwill
22
Impairment loss on loans advanced and fnancial assets
2
Impairment losses on property, plant and equipment
57
Taxation impact
(15)
849
(1)
65

46
(12)
Headline earnings
727
947
Attributable to:
Shareholders of PPC Ltd
759
Non-controlling interests
(32)
927
20
727
Normalisation adjustments
19*
947
(19)
Normalised headline earnings
746
928
Attributable to:
Shareholders of PPC Ltd
778
Non-controlling interests
(32)
908
20
746 928
2015
Cents
2014
Cents
Headline earnings per share
Basic
145
Diluted
143
Basic (normalised)
149
Diluted (normalised)
147
179
176
175
173
Cash earnings per share
351
Calculated on cash available from operations (Rm)
1 847
325
1 711
  • Normalised earnings adjust the reported earnings for the effects of empowerment transaction IFRS 2 charges, restructuring costs, accelerated depreciation and impairments net of taxation and prior year taxation adjustments.

PPC Ltd Annual financial statements 2015 55

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

2015
Rm
2014
Rm
24. DIVIDENDS
Ordinary shares
Final number 222 – 76 cents per share (2014: 118 cents)
410
Interim number 223 – 24 cents per share (2014: 38 cents)
130
640
240
540 880
On 17 November 2015, the board approved a fnal dividend of 33 cents per share, payable to ordinary shareholders in respect of the
year ended 30 September 2015 and will be paid out of profts as determined by the directors.
The local dividends tax rate is 15% and no secondary tax on companies (STC) credits have been utilised in this declaration. The dividends
tax to be withheld by the company amounts to 4,95 cents per share, giving a net dividend payable to shareholders of 28,05 cents per
share where no exemption is applicable.
The important dates pertaining to this dividend for shareholder trading on the JSE Limited are as follows:
Declaration date
Tuesday, 17 November 2015
Last day to trade “cum” dividend
Thursday, 31 December 2015
Shares trade “ex” dividend
Monday, 4 January 2016
Record date
Friday, 8 January 2016
Payment date
Monday, 11 January 2016
Share certifcates may not be dematerialised or rematerialised between Monday, 4 January 2016 and Friday, 8 January 2016, both dates
inclusive. Transfers between the South African and Zimbabwean registers may not take place between Monday, 4 January 2016 and
Friday, 8 January 2016, both dates inclusive.
The important dates pertaining to this dividend for shareholders trading on the Zimbabwe Stock Exchange are as follows:
Shares trade “ex” dividend
Monday, 4 January 2016
Record date
Friday, 8 January 2016
Payment date, on or shortly after
Monday, 11 January 2016
The register of members in Zimbabwe will be closed from Monday, 4 January 2016 and Friday, 8 January 2016, both days inclusive, for
the purpose of determining those shareholders to whom the dividend will be paid. The dividend payable to shareholders registered in
Zimbabwe will be paid in South African rand (ZAR).
2015
Rm
2014
Rm
Dividends per share (cents)
Interim number 223 – declared 18 May 2015
24
Final number 224 – declared 17 November 2015
33
38
76
Full year dividend
57
114
25. FINANCE COSTS PAID
Finance costs as per income statement charge
518
Interest capitalised on bonds

Time value of money adjustments
(48)
Interest capitalised to plant and equipment

Fair value adjustments

BBBEE transaction fnance costs capitalised
(62)
505
6
(42)
36
15
(94)
408 426

56 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

26. TAXATION PAID
Net amounts payable/(receivable) at beginning of the year
97
Charge per income statement (excluding deferred taxation)
451
Transfer from deferred taxation to normal taxation (refer note 11)

Impact of foreign rate differences and other non-cash fow movements
13
Net amounts outstanding at end of the year
(72)
(42)
356
240
42
(97)
489 499
27. DIVIDENDS PAID
Dividends declared to PPC shareholders
540
Dividends declared by subsidiaries to non-controlling interests
19
848
32
559 880
28. BUSINESS COMBINATIONS
Fair value of assets and liabilities acquired at date of acquisition
Property, plant and equipment

Goodwill

Other intangible assets

Financial assets
Cash and cash equivalents

Other current assets

Long-term borrowings

Long-term provisions and deferred taxation

Current liabilities
225
227
428
1
149
288
(10)
(150)
(146)
Net fair value of assets and liabilities acquired

Non-controlling interests

Less: Fair value of the previously held equity accounted stake
1 012
(140)
(215)
Total consideration
657

Goodwill represents growth and synergies expected to accrue from the acquisitions, including the security of supply channels to the market.

Pronto Holdings (Pty) Ltd (Pronto)

During July 2014, PPC acquired the remaining 50% equity stake in Pronto, making it a wholly owned subsidiary. Pronto is a prominent Gauteng based readymix and fly ash supplier, with nine readymix batching plants. This acquisition provided PPC with additional ways to increase its cement distribution channel while also expanding its range of complementary products available to the building and construction industry. In accordance with the requirements of IFRS on step acquisitions, the previously held equity accounted investment was revalued resulting in an adjustment gain of R1 million which was recognised in 2014. The fair values presented at the time were provisional and are now final, with no changes made to the provisional numbers.

Safika Cement Holdings (Pty) Ltd (Safika Cement)

During December 2013, all conditions to the transaction were filled and PPC acquired a 69,3% equity stake in Safika Cement for R377 million and was consolidated from the effective date of the transaction. This transaction further enhanced PPC’s South African footprint through Safika Cement’s five blending facilities and one milling operation that produce blended 32,5N cement under three brands: IDM Best Build, Castle and the Spar Build-It house brand. During 2015 a further 21,1% was acquired for R108 million, bringing PPC’s shareholding in Safika Cement to 85,4%. Details on the put option are included in note 14.

Quarries of Botswana

In October 2011 all conditions precedent with regard to the transaction to acquire three aggregate quarries and related assets in Botswana were met. The transaction value amounted to R52 million and was funded over a two-year period. The final payment of R5 million was paid during the 2014 financial year.

PPC Ltd Annual financial statements 2015 57

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

29. ACQUISITION OF PROPERTY, PLANT AND EQUIPMENT
Movement in advance payments to contractors (refer note 5)
(174)
Freehold and leasehold land, buildings and mineral rights (refer note 1)
49
Mining and mineral rights transferred by future non-controlling shareholders (refer note 16)

Plant, vehicles, furniture and equipment (refer note 1)
3 220
Movement in retentions paid to contractors (refer notes 14 and 16)
(239)
322
160
(115)
1 748
4
2 856 2 119
30. MOVEMENT IN INVESTMENTS AND LOANS
Net movement
(156)
Acquisitions of equity accounted investments

Advance payments (refer note 5)
174
Other non-cash fow movements
(47)
Revaluation of available-for-sale fnancial asset directly in equity (refer note 5)
13
Share of equity accounted investments’ losses/(profts)
16
Transferred to subsidiaries (refer note 28)
201
3
(322)
(12)
(58)
(24)
215
3
31. COMMITMENTS
Contracted capital commitments
3 594
Approved capital commitments
1 049
2 786
1 110
Capital commitments
4 643
Operating lease commitments
171
3 896
138
4 814 4 034
Capital commitments
South Africa
2 409
Rest of Africa
2 234
242
3 654
4 643 3 896
Capital commitments are anticipated to be incurred:
Within one year
2 758
Between one and two years
1 518
Beyond two years
367
2 246
1 572
78
4 643 3 896

Capital expenditure commitments are stated in current values which, together with expected price escalations, will be financed from surplus cash generated and borrowing facilities available to the group.

Project funding has been secured for the DRC and Zimbabwe projects, amounting to US$168 million and US$75 million respectively. In addition, the IFC has subscribed for equity in the DRC project and now holds 10% equity in the project. The one million tons per annum plant in the DRC is expected to be commissioned at the end of calendar year 2016, while the 700 000 tons per annum mill in Zimbabwe is also on track to be commissioned at the end of calendar year 2016. The one million tons per annum kiln expansion at Slurry is planned to be commissioned during the 2018 financial year.

58 PPC Ltd Annual financial statements 2015

31. COMMITMENTS continued

COMMITMENTScontinued
2021 and
thereafter
Rm
2017 to
2020
Rm
2016
Rm
Total
2015
Rm
Total
2014
Rm
Operating lease commitments
Land and buildings
57
84
19
160
Other

7
4
11
119
19
171 138

In 2013, the company signed a ten-year lease for its head office and the lease comprises majority of the operating lease commitments at year-end. The lease contains annual escalations of 8% for the offices and operating costs annual escalation of 10%. The lease has a five-year renewal period with initial renewal escalation rate at the prevailing market rate.

32. CONTINGENT LIABILITIES

Litigation, current or pending, is not considered likely to have a material adverse effect on the group.

33. RETIREMENT BENEFIT AND POST-RETIREMENT INFORMATION

It is the policy of the group to encourage, facilitate and contribute to the provision of retirement benefits for all permanent employees. To this end, the group’s permanent employees are usually required to be members of a pension and/or a provident fund, depending on local requirements.

South African-based employees, except for Safika Cement and Pronto, belong to the PPC retirement fund, which consists of the Pretoria Portland Cement Defined Contribution Pension and Provident Funds. Safika Cement employees belong to the Liberty Provident Fund.

Botswana-based employees belong to Barloworld Botswana Retirement Fund.

Rwanda-based employees belong to Rwanda Social Board.

Zimbabwe-based employees belong to the National Social Security Authority Scheme and UNICEM Pension Fund.

Employees based in the DRC do not have a pension or provident fund, but belong to the National Institute of Social Security per the country requirements.

Defined contribution plans

The total cost charged to the income statement of R98 million (2014: R94 million) represents contributions payable to these schemes by the group at rates specified in the rules of the schemes. At 30 September 2015, all contributions due in respect of the current reporting period had been paid over to the schemes.

PPC Ltd Annual financial statements 2015 59

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

34. SHARE-BASED PAYMENTS

34.1 Cash settled

Executive directors and certain senior employees have been granted cash settled share appreciation rights in terms of the PPC Long-Term Incentive Plan. The scheme was implemented during 2007, in recognition of services rendered, to encourage long-term shareholder value creation, and as an incentive for current and prospective employees to benefit from growth in the value of PPC in the medium and long term. All grants are approved by the remuneration committee.

Share appreciation rights granted

==> picture [459 x 35] intentionally omitted <==

----- Start of picture text -----

Total 2013 2012 2009 [^] 2008 [^] 2007 [^]
----- End of picture text -----

Date of grant
Grant price (based on fve-day
volume weighted average price or
zero) (rand)
Number of rightsgranted
8 258 000
30/9/2013
28/9/2012
25/9/2009
17/11/2008
17/9/2008


35,35
31,80
43,00
170 000
170 000
2 166 000
2 212 000
3 540 000
Directors (with performance
conditions)
2 166 000
Executives (with performance
conditions)
1 390 000
Senior management
4 702 000
170 000
170 000
360 000
435 000
1 031 000


458 000
456 000
476 000


1 348 000
1 321 000
2 033 000
Movement duringtheyear
(269 000)

(170 000)
(10 000)
(12 000)
(77 000)
Vested – directors
(170 000)
Forfeited – senior management
(99 000)

(170 000)





(10 000)
(12 000)
(77 000)
Movement in prior years
(4 261 500)
Unexercised/unvested at
30 September 2015
3 727 500*


(1 027 000)
(1 130 500)
(2 104 000)
170 000

1 129 000
1 069 500
1 359 000
Directors (with performance
conditions)
170 000
Senior management
3 557 500
170 000






1 129 000
1 069 500
1 359 000
Vesting in thirds after the third,
fourth and ffth anniversary of the
grant date
Automatically exercised on the
third anniversary of the grant date
Expiry date (lapse if not exercised)
Share appreciation rights were
valued using binomial option
pricing, taking into account the
following inputs:
PPC share price of R17,10 at end
of the year (rand)
Expected volatility of stock over
remaining life of the option (%)
Risk-free rate(%)
Yes
Yes
Yes
Yes
Yes
30/9/2016
28/9/2015
25/9/2019
17/9/2018
8/8/2017
28,64
30,40
31,92
7,88
7,61
7,15
  • Executives hold no unexercised rights.

^ These shares have vested but have not been exercised as at 30 September 2015.

Expected volatility is based on the historical share price over the past year.

Vesting of the zero grant price rights granted to directors is subject to individual performance conditions related to the directors’ areas of responsibility.

2015
Rm
2014
Rm
Reversal of previous charges recognised in the current year
(10)
The carrying amount of the liability relating to cash settled share appreciation rights as at
30 September (refer note 14)
5
(5)
18

34.2 Equity settled

Executive directors and certain senior employees have been granted equity settled share appreciation rights in terms of PPC’s Long-Term Incentive Plan in recognition of services rendered, to encourage long-term shareholder value creation, and as an incentive for current and prospective employees to benefit from growth in the value of PPC in the medium and long term. The scheme was amended in 2015 to include equity settled awards. All grants are approved by the remuneration committee.

60 PPC Ltd Annual financial statements 2015

34. SHARE-BASED PAYMENTS continued

  • 34.2 Equity settled continued Share appreciation rights granted:

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----- Start of picture text -----

2015
----- End of picture text -----

Date of grant
Grant price (based on fve-day volume weighted average price) (rand)
Number of rights granted (all with performance conditions)
Directors
Management (including prescribed offcers)
Forfeited during the year - management
Unvested at 30 September 2015
Directors
Management (including prescribed offcers)
Vesting date
Expiry date (lapse if not exercised)
29/05/2015
19,71
9 923 152
2 914 952
7 008 200
(135 515)
9 787 637
2 914 952
6 872 685
19/02/2018
19/02/2021

In terms of IFRS 2, the fair value of each equity settled share appreciation right awarded, which will be expensed over the vesting period in return for services rendered, is based on the five-day volume weighted average price preceding the grant date and is not re-measured subsequently. The service and performance conditions are taken into account in the number of instruments that are expected to vest. Subsequent revisions are made for changes in estimated attrition and probability of satisfaction of performance conditions.

2015
Rm
2014
Rm
The carrying amount of the equity settled share appreciation rights as at 30 September
3
  • 34.3

Forfeitable share plan

The forfeitable share plan (FSP), a long-term incentive, was introduced in 2011 and extended in 2012 to executive directors and prescribed officers. Its purpose is to provide both an incentive to deliver the group’s strategy over the long term and to be a retention mechanism. Participants will receive forfeitable shares for no consideration and will participate in dividends and shareholder rights from the date of grant, but may only dispose of the shares after the vesting date. Vesting of the retention awards is subject to employment for a period of 33 months, and vesting of the performance awards is additionally subject to satisfaction of certain performance conditions, failing which the employee will forfeit the shares and they may be sold by PPC and the net proceeds retained by the group. The performance conditions relate to growth in headline earnings per share measured over a three-year period. During the year, performance-linked awards were made using equity settled share appreciation rights instead of forfeitable shares.

Shares are purchased directly by PPC on the JSE Limited over a number of days following the grant date. The shares are held by an agent on behalf of the participants until the vesting date.

In terms of IFRS 2, the fair value of each share awarded, which will be expensed over the vesting period in return for services rendered, is based on the average market price of acquiring the share and is not remeasured subsequently. The service and performance conditions are taken into account in the number of instruments that are expected to vest. Subsequent revisions are made for changes in estimated attrition and probability of satisfaction of performance conditions.

Date of grant
Total
retention
awards
Total
perfor-
mance
awards
29 May
2015
18 Feb 2014
15 Mar 2013
16 Feb 2012


Reten-
tion
awards
Retention
awards
Perfor-
mance
awards
Retention
awards
Perfor-
mance
awards
Retention
awards
Perfor-
mance
awards
Number of shares
granted to directors
296 950
980 400
Number of shares
granted to
management and
prescribed offcers
4 977 400 2 423 800
Average purchase
price of shares
acquired (R)
Estimated fair value
per share at grant
date (R)

182 050
40 100
329 200
36 600
322 900
38 200
328 300
2 180 100 1 262 600 1 140 700
900 400
791 600
634 300
491 500
19,96
29,17
29,17
32,58
32,58
31,19
31,19
19,96
29,17
29,17
32,58
32,58
31,19
31,19

PPC Ltd Annual financial statements 2015

61

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

35. CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES

Refer accounting policies on page 12, for new and revised accounting standards and interpretation of those standards which have been adopted in the current year.

The following amendments to published accounting standards are in issue but not yet effective. These revised standards and interpretations will be adopted by PPC in the future.

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----- Start of picture text -----

Effective date
reporting Possible
period on or implication
Revised statements in issue not yet effective after on PPC
----- End of picture text -----

For adoption during 2016 fnancial year
None currently.
For adoption during 2017 fnancial year
IAS 1_Presentation of Financial Statements_(amendment)Disclosure Initiative– amendment to 1 January 2016 No impact
address perceived impediments to preparers exercising their judgement in presenting their
fnancial reports by making the following changes:
• Clarifcation that information should not be obscured by aggregating or by providing
immaterial information, materiality considerations apply to the all parts of the fnancial
statements, and even when a standard requires a specifc disclosure, materiality considerations
do apply
• Clarifcation that the list of line items to be presented in these statements can be
disaggregated and aggregated as relevant and additional guidance on sub-totals in these
statements and clarifcation that an entity’s share of OCI of equity accounted associates and
joint ventures should be presented in aggregate as single line items based on whether or not
it will subsequently be reclassifed to proft or loss
• Additional examples of possible ways of ordering the notes to clarify that understandability
and comparability should be considered when determining the order of the notes and to
demonstrate that the notes need not be presented in the order so far listed in paragraph
114 of IAS 1
IFRS 14_Regulatory Deferral Accounts_permits an entity which is a frst-time adopter of 1 January 2016 No impact
International Financial Reporting Standards to continue to account, with some limited changes,
for “regulatory deferral account balances” in accordance with its previous GAAP, both on initial
adoption of IFRS and in subsequent fnancial statements.
Agriculture: Bearer Plants(amendments to IAS 16 and IAS 41) amends IAS 16_Property, Plant,_ 1 January 2016 No impact
_Equipment_and IAS 41_Agriculture_to:
• Include “bearer plants” within the scope of IAS 16 rather than IAS 41, allowing such assets
to be accounted for as property, plant and equipment and measured after initial recognition
on a cost or revaluation basis in accordance with IAS 16
• Introduces a defnition of “bearer plants” as a living plant that is used in the production or
supply of agricultural produce, is expected to bear produce for more than one period and has
a remote likelihood of being sold as agricultural produce, except for incidental scrap sales
• Clarifes that produce growing on bearer plants remains within the scope of IAS 41
IFRS 11 (amendment)Accounting for Acquisition of Interests in Joint Operations– the 1 January 2016 No impact
amendment requires an acquirer of an interest in a joint operation in which the activity
constitutes a business (as defned in IFRS 3_Business Combinations_) to:
• Apply all of the business combinations accounting principles in IFRS 3_Business Combinations_
and other IFRS, except for those principles that confict with the guidance in IFRS 11_Joint_
Arrangement
• Disclose the information required by IFRS 3 and other IFRS for business combinations
The amendments apply both to the initial acquisition of an interest in joint operation, and the
acquisition of an additional interest in a joint operation (in the latter case, previously held
interests are not remeasured).

62 PPC Ltd Annual financial statements 2015

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35. CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES continued
Effective date
reporting Possible
period on or implication
Revised statements in issue not yet effective after on PPC
1 January 2016 No impact
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(amendments to IFRS 10 and IAS 28) amends IFRS 10_Consolidated Financial Statements_and
IAS 28_Investment in Associates and Joint Ventures_to clarify the treatment of the sale or
contribution of assets from an investor to its associate or joint venture, as follows:
• Require full recognition in the investor’s fnancial statements of gains and losses arising on the sale
or contribution of assets that constitute a business (as defned in IFRS 3_Business Combinations_)
• Require the partial recognition of gains and losses where the assets do not constitute a
business, ie a gain or loss is recognised only to the extent of the unrelated investors’ interests
in that associate or joint venture
These requirements apply regardless of the legal form of the transaction, eg whether the sale or
contribution of assets occurs by an investor transferring shares in an subsidiary that holds the assets
(resulting in loss of control of the subsidiary), or by the direct sale of the assets themselves
Clarifcation of Acceptable Methods of Depreciation and Amortisation(amendment to IAS 16
and IAS 38) amends IAS 16_Property, Plant and Equipment_and IAS 38_Intangible Assets_to:
1 January 2016
No impact
• Clarify that a depreciation method that is based on revenue that is generated by an activity
that includes the use of an asset is not appropriate for property, plant and equipment
• Introduce a rebuttable presumption that an amortisation method that is based on the revenue
generated by an activity that includes the use of an intangible asset is inappropriate, which
can only be overcome in limited circumstances where the intangible asset is expressed as a
measure of revenue, or when it can be demonstrated that revenue and the consumption of
the economic benefts of the intangible asset are highly correlated
• Add guidance that expected future reductions in the selling price of an item that was
produced using an asset could indicate the expectation of technological or commercial
obsolescence of the asset, which, in turn, might refect a reduction of the future economic
benefts embodied in the asset
Investment Entities: Applying the Consolidation Exception(amendments to IAS 28, IFRS 10 and
IFRS 12) amends IAS 28_Investment in Associates and Joint Ventures_, IFRS 10_Consolidated_
_Financial Statements_and IFRS 12_Disclosure of Interests in Other Entities_to address issues that
have arisen in the context of applying the consolidation exception for investment entities by
clarifying the following points:
1 January 2016
No impact
• The exemption from preparing consolidated fnancial statements for an intermediate parent
entity is available to a parent entity that is a subsidiary of an investment entity, even if the
investment entity measures all of its subsidiaries at fair value
• A subsidiary that provides services related to the parent’s investment activities should not be
consolidated if the subsidiary itself is an investment entity
• When applying the equity method to an associate or a joint venture, a non-investment entity
investor in an investment entity may retain the fair value measurement applied by the
associate or joint venture to its interests in subsidiaries
• An investment entity measuring all of its subsidiaries at fair value provides the disclosures
relating to investment entities required by IFRS 12
IAS 27 (amendment)Equity Method in Separate Financial Statements_amends IAS 27_Separate
_Financial Statements_to permit investments in subsidiaries, joint ventures and associates to be
optionally accounted for using the equity method in separate fnancial statements.
1 January 2016
Optional
IASB improvements to IFRS 2012 – 2014 makes amendments to the following standards:
1 July 2018
No impact
• IFRS 5 – Adds specifc guidance in IFRS 5 for cases in which an entity reclassifes an asset from
held for sale to held for distribution or vice versa and cases in which held for distribution
accounting is discontinued
• IFRS 7 – Additional guidance to clarifes whether a servicing contract is continuing involvement in a
transferred asset, and clarifcation on offsetting disclosures in condensed interim fnancial statements
• IAS 9 – Clarifes that the high-quality corporate bonds used in estimating the discount rate for
post-employment benefts should be denominated in the same currency as the benefts to be paid.
• IAS 34 – Clarifes the meaning of “elsewhere in the interim report” and require a cross-reference
For adoption during 2019 fnancial year
IFRS 15_Revenue from Contracts with Customers_
1 January 2018
Yes
IFRS 9_Financial Instruments_
1 January 2018
Yes

PPC Ltd Annual financial statements 2015 63

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

36. FINANCIAL RISK MANAGEMENT

The group’s financial instruments consist mainly of borrowings from financial institutions, deposits with banks, local money market instruments and accounts receivable and payable.

Forward exchange contracts and interest rate swaps are used by the group for hedging purposes. The group does not speculate in the trading of derivative instruments.

Capital risk management

The group manages its capital to ensure that entities in the group will continue as going concerns, while maximising the return to stakeholders through the optimisation of debt and equity.

The capital structure of the group consists of debt, which includes the borrowings disclosed in notes 13, cash and cash equivalents as disclosed in note 8, and equity attributable to PPC Ltd shareholders, comprising stated capital, reserves and retained profit.

A committee including PPC’s senior financial executives review the capital structure on a quarterly basis. As part of this review, the cost of capital and the risks associated with each class of capital are considered. Based on recommendations of the committee, PPC balances its overall capital structure through issues of equity instruments, dividend cover reviews and the issue of new debt or the redemption of existing debt.

Treasury risk management

Senior financial executives meet on a regular basis to analyse currency and interest rate exposure and to re-evaluate treasury management strategies against latest economic forecasts. The group’s treasury operation provides South African entities with access to local money markets and provides local subsidiaries with the benefit of bulk financing and depositing.

Foreign currency management

Trade and capital commitments

The group is exposed to exchange rate fluctuations as it undertakes transactions denominated in foreign currencies in the normal course of business. Exchange rate exposures are managed within approved policy parameters utilising forward exchange contracts. Where possible, entities in the group cover forward all material foreign currency commitments unless there is a natural hedge.

Forward exchange contracts are carried at fair value with the resultant profit or loss included in income. The only exception relates to the effective portion of cash flow hedges, where profits or losses are recognised as other comprehensive income and are either included in the initial acquisition cost of the hedged assets, or are transferred to profit or loss when the hedged transaction affects the income statement where appropriate. Fair value gain of the forward exchange contracts at reporting date is R10 million.

Cash flow hedge accounting applied in respect of foreign currency risk


2015
Rm
2014
Rm
Fair value of asset – foreign currency forward exchange
38
The amounts below represent forward exchange contract commitments to purchase foreign currencies:
<1 year
Rm
1 to 3 years
Rm
Total
Rm
2015
479

2014
327
140
479
467
Total forward exchange contracts comprise the following:
2015
2014
Euro (€m)
1
Average rate (R/€)
14,76
US dollar (US$m)
34
Average rate (R/US$)
12,99
1
15,72
39
11,92

The average rates shown above include the cost of forward cover.

PPC is exposed to translation risk as its foreign subsidiaries report in different currencies to that of the holding company. This is managed primarily through borrowings denominated in the relevant foreign currencies to the extent that such funding is available on reasonable terms in the local capital markets.

64 PPC Ltd Annual financial statements 2015

36. FINANCIAL RISK MANAGEMENT continued

Interest rate management

The group is exposed to interest rate risk arising from fluctuations in financing costs on loans which are at variable interest rates. As part of the process of maintaining a balance between the group’s fixed and variable rate borrowings, the interest rate characteristics of new borrowings and the refinancing of existing borrowings are structured according to expected movements in interest rates. The profile of total borrowings is as follows:

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Years of 2015 2014
Description repayment Rm Rm
----- End of picture text -----

Secured
BBBEE transaction (refer note 13)
2016 – 2017
1 229
Long-term loans denominated in foreign currencies (refer note 13)
2016 – 2025
2 357
1 290
605
3 586 1 895
Unsecured
Long-term loans (refer note 13)
2017
1 520
Short-term loans and bank overdrafts (refer note 15)
2016
719
Bonds (refer note 13)
2016 – 2021
2 396
1 520
281
2 395
4 635 4 196

The group entered into an interest rate swap agreement in 2008 in which a variable rate was swapped for a fixed rate of 9,37%. Unsecured, short-term loans bear interest at market rates.

As at September 2015, the following interest rate swap contract was held in respect of the consolidated debt of the BBBEE trusts and trust funding SPVs:

trust funding SPVs:
Fair value
Related underlying liability
Currency
Notional
amount
Rm
Fixed interest
rate (nacs)
%
Maturity date
Rm
2015
Rm
of liability
2014
Rm
A preference shares (rate linked
to prime)
ZAR
14
9,37
2016
1
1
Total
1
1

Movements on cash flow hedges amounting to R27 million (2014: R7 million), net of taxation, were recognised in other comprehensive income during the year.

Sensitivity analysis

Interest rate risk

At 30 September 2015, if all floating interest rates on interest-bearing loan receivables, short-term cash investments, short-term loans payable and bank overdrafts at that date had been 100 basis points higher, with all other variables held constant, attributable earnings would have been R44 million (earnings per share: 8 cents) lower. Conversely, at 30 September 2015, if all floating interest rates at that date had been 100 basis points lower, with all other variables held constant, the attributable earnings would have been R44 million (earnings per share: 8 cents) higher.

Equity price risk – cash settled share appreciation rights

At 30 September 2015, if the PPC share price had been R12,50 higher, with all other variables held constant, attributable earnings would have been R16 million (earnings per share: 3 cents) lower. Conversely, at 30 September 2015, if the PPC share price had been R12,50 lower, with all other variables held constant, attributable earnings would have been R4 million (earnings per share: 1 cent) higher.

PPC Ltd Annual financial statements 2015 65

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

36. FINANCIAL RISK MANAGEMENT continued Fair values of financial assets and liabilities

The carrying values of certain financial assets and liabilities, which are accounted for at historical cost, may differ from their fair values.

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Cement
Carrying
amount Fair value
Notes Rm Rm
----- End of picture text -----

2015
Financial assets
Available-for-sale 82 82
Unlisted investments at fair value 5 82 82
Loans and receivables 1 571 1 571
Investment in government bonds 5 7 7
Loans advanced 5 1 1
Loans relating to non-current assets held for sale 8 46 46
Derivative fnancial instruments (cash fow and fair value hedges) 8 51 51
Trade and other fnancial receivables 8 793 793
Cash and cash equivalents 9 673 673
At fair value through proft and loss 193 227
Unlisted collective investment (held for trading) 5 117 117
Non-current assets held for sale 6 76 110
Financial liabilities
At amortised cost 8 239 8 255
Long-term borrowings 13 5 573 5 589
Short-term borrowings 15 1 419 1 419
Trade and other fnancial payables 16 1 247 1 247
At fair value through proft and loss 469 469
Cash settled share-based payment liability 14 5 5
Put option liabilities 14 464 464
Derivatives
Derivative fnancial instrument 16
2014
Financial assets
Available-for-sale 95 95
Unlisted investments at fair value 5 95 95
Loans and receivables 1 501 1 501
Loans advanced 5 3 3
Loans to equity accounted companies 4 46 46
Trade and other fnancial receivables 8 935 935
Cash and cash equivalents 9 517 517
At fair value through proft and loss 114 114
Unlisted collective investment (held for trading) 5 114 114
Financial liabilities
At amortised cost 3 260 3 289
Long-term borrowings 13 1 826 1 855
Short-term borrowings 15 351 351
Trade and other fnancial payables 16 1 083 1 083
At fair value through proft and loss 163 163
Cash settled share-based payment liability 14 18 18
Put option liabilities 14 145 145
Derivatives
Derivative fnancial instrument – non-current (cash fow hedge) 16

66 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

Lime Aggregates and readymix Other Total
Carrying Carrying Carrying Carrying
amount Fair value amount Fair value amount Fair value amount Fair value
Rm Rm Rm Rm Rm Rm Rm Rm
----- End of picture text -----

82 82
82 82
99 99 60 60 4 4 1 734 1 734
7 7
1 1
46 46
51 51
91 91 27 27 911 911
8 8 33 33 4 4 718 718
193 227
117 117
76 110
108 108 148 148 1 230 1 230 9 725 9 741
1 138 1 138 6 711 6 727
91 91 1 510 1 510
108 108 148 148 1 1 1 504 1 504
469 469
5 5
464 464
1 1 1 1
1 1 1 1
95 95
95 95
115 115 87 87 1 703 1 703
3 3
46 46
108 108 48 48 1 091 1 091
7 7 39 39 563 563
114 114
114 114
42 42 31 31 3 914 3 914 7 247 7 276
3 914 3 914 5 740 5 769
351 351
42 42 31 31 1 156 1 156
163 163
18 18
145 145
1 1 1 1
1 1 1 1

PPC Ltd Annual financial statements 2015 67

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

36. FINANCIAL RISK MANAGEMENT continued

Credit risk management

The potential exposure to credit risk is represented by the carrying amounts of trade receivables, short-term cash investments and derivative assets in the statement of financial position. Trade receivables comprise a large, widespread customer base and credit risk arises from the possibility that customers may not be able to settle their obligations as agreed. To manage this risk, the granting of credit is controlled by application and account limits, and the group only deals with creditworthy customers supported by appropriate collateral. The group credit committee, chaired by the group CFO, meets on a quarterly basis to monitor trade receivables and approve granting of account limits. The group annually re-evaluates counterparty limits and the financial reliability of its customers. Provision is made for specific doubtful debts where appropriate, and as at 30 September 2015, management did not consider there to be any material credit risk exposure that was not already covered by security or a doubtful debt provision.

The group only deposits short-term cash with financial institutions of high-quality credit standing.

The following table highlights the split of maximum credit exposure:

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Aggregates
and
Cement Lime readymix Other Total
Rm Rm Rm Rm Rm
Maximum credit risk exposure
2015 1 689 8 33 4 1 734
2014 1 501 115 87 – 1 703
----- End of picture text -----

Liquidity risk management

Liquidity risk is the risk of the group being unable to meet its payment obligations when they fall due. The group manages liquidity risk centrally by maintaining an appropriate balance between long-term and short-term debt, ensuring borrowing facilities are adequate to meet its liquidity requirements at all times, and by monitoring forecast and actual cash flows.

The company had borrowing facilities of R2 368 million and utilised 26% of these facilities at 30 September 2015. At year-end, R1 752 million of borrowing facilities remain unutilised. These numbers exclude facilities in respect of debt consolidation as a result of BBBEE funding-related guarantees and project finance in Rwanda, the DRC and Zimbabwe. The company has a R6 billion domestic medium-term note programme of which R2,4 billion has been issued.

The following table details the group’s remaining contractual maturity for its financial liabilities. The table has been prepared based on undiscounted cash flows at the earliest date on which the group can be required to pay. The amounts include both interest accrued and capital.

Nominal
value
of liability
Rm
<1 year
Rm
2 to 3 years
Rm
>3 years
Rm
Total
Rm
2015
Long-term borrowings 7 502 791 3 180 3 531 7 502
Short-term borrowings 719 719 719
Trade and other payables 1 770 1 770 1 770
2014
Long-term borrowings 5 810 70 3 469 2 271 5 810
Short-term borrowings 281 281 281
Trade and other payables 1 620 1 620 1 620

Refer note 13 for borrowing details.

68 PPC Ltd Annual financial statements 2015

36. FINANCIAL RISK MANAGEMENT continued

Methods and assumptions used by the group in determining fair values

The estimated fair value of financial instruments is determined, at discrete points in time, by reference to the mid-price in an active market wherever possible. Where no such active market exists for the particular asset or liability, the group uses valuation techniques to arrive at fair value, including the use of prices obtained in recent arm’s length transactions, discounted cash flow analysis and other valuation techniques commonly used by market participants.

The fair value of unlisted investment has been valued based on the purchase agreement following the decision to dispose of the investment, while unlisted collective investment is valued using the closing unit price at period end. Investment in government bonds is valued using the discounted face value of the bills. Further details are disclosed in note 5.

The fair value of loans receivable and payable is based on the market rates of the loan and the recoverability.

The fair values of cash and cash equivalents, trade and other financial receivables and trade and other financial payables approximate the respective carrying amounts of these financial instruments because of the short period to maturity.

Put option liabilities have been calculated using EBITDA forecasts prepared by management and discounted to present value. Further details are disclosed in note 14.

The fair value of derivative financial instruments relating to cash settled share appreciation rights is determined with reference to valuations performed by third-party financial institutions at reporting date, using an actuarial binomial pricing model. The inputs into the model are shown in note 34.

Fair value hierarchy disclosures

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Notes Level 1 Level 2 Level 3 Total
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2015
Financial assets
Available-for-sale
Unlisted investment at fair value 5 82 82
Loans and receivables
Investment in government bonds 5 7 7
Loans advanced 5 1 1
Loans relating to non-current assets held for sale 8 46 46
Derivative fnancial instruments 8 51 51
Trade and other fnancial receivables 8 911 911
Cash and cash equivalents 9 718 718
At fair value through proft and loss
Unlisted collective investment at fair value (held for
trading) 5 117 117
Non-current assets held for sale 6 110 110
Total fnancial assets 886 1 157 2 043
Financial liabilities
At amortised cost
Long-term borrowings 13 2 396 4 331 6 727
Short-term borrowings 15 1 510 1 510
Trade and other fnancial payables and retentions 16 1 504 1 504
At fair value through proft and loss
Derivative instruments – current (held for trading) 14 5 5
Put option liabilities 14 464 464
Derivatives
Derivative fnancial instruments 16 1 1
Total fnancial liabilities 3 906 5 841 464 10 211

PPC Ltd Annual financial statements 2015 69

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

36. FINANCIAL RISK MANAGEMENT continued

Fair value hierarchy disclosures continued

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----- Start of picture text -----

Notes Level 1 Level 2 Level 3 Total
----- End of picture text -----

2014
Financial assets
Available-for-sale
Unlisted investment at fair value 5 95 95
Loans and receivables
Loans advanced 5 3 3
Loans to equity accounted companies 4 46 46
Trade and other fnancial receivables 8 1 091 1 091
Cash and cash equivalents 9 563 563
At fair value through proft and loss
Unlisted collective investments at fair value
(held for trading) 5 114 114
Total fnancial assets 677 1 140 95 1 912
Financial liabilities
At amortised cost
Long-term borrowings 13 2 395 3 374 5 769
Short-term borrowings 15 351 351
Trade and other fnancial payables 16 1 156 1 156
At fair value through proft or loss
Derivative instruments – current (held for trading) 14 18 18
Put option liabilities 14 145 145
Derivatives
Derivative instruments – non-current (cash fow hedge) 16 1 1
Total fnancial liabilities 2 746 4 549 145 7 440

Level 1 – financial assets and liabilities that are valued accordingly to unadjusted market prices for similar assets and liabilities. Market prices in this instance are readily available and the price represents regularly occurring transactions which have been concluded on an arm’s-length transaction.

Level 2 – financial assets and liabilities are valued using observable inputs, other than the market prices noted in the level 1 methodology, and make reference to pricing of similar assets and liabilities in an active market or by utilising observable prices and marketrelated data.

Level 3 – financial assets and liabilities that are valued using unobservable data, and requires management judgement in determining the fair value. Refer notes 5 and 14 for quantitative information and significant assumptions on the unobservable inputs used to determine fair values for financial assets and liabilities respectively.

70 PPC Ltd Annual financial statements 2015

36. FINANCIAL RISK MANAGEMENT continued

Fair value hierarchy disclosures continued

The unlisted investment at fair value has been transferred from level 3 to level 2 because observable market data became available (refer note 5).

Level 3 sensitivity analysis

Level 3 sensitivity analysis
Carrying
Valuation Key value Increase Decrease
Financial instrument technique assumptions Rm Rm Rm
Earnings EBITDA and
Put option liabilities multiple net debt 422 20 20

If the key unobservable inputs to the valuation model, being estimated EBITDA and net debt, were 1% higher/lower while all the other variables were held constant, the carrying amount of the put option liabilities would decrease/increase by R20 million.

The sensitivities are based only on the DRC put option as any movement on the remainder of the Safika Cement put options are not deemed material due to expected time of when put option will be settled.

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----- Start of picture text -----

2015 2014
Rm Rm
Movements in level 3 financial instruments
----- End of picture text -----

Movements in level 3 fnancial instruments
Financial assets(refer note 5)
Balance at beginning of the year
95
Remeasurements
(13)
Transfers to level 2
(82)
Balance at end of the year

Financial liabilities(refer note 14)
Balance at beginning of the year
145
Exercised during the year
(108)
Put options issued
422
Remeasurements
(14)
Time value of money adjustments
19
Balance at end of the year
464
Movements in level 3 fnancial instruments
Financial assets(refer note 5)
Balance at beginning of the year
95
Remeasurements
(13)
Transfers to level 2
(82)
Balance at end of the year

Financial liabilities(refer note 14)
Balance at beginning of the year
145
Exercised during the year
(108)
Put options issued
422
Remeasurements
(14)
Time value of money adjustments
19
Balance at end of the year
464
Financial assets(refer note 5)
Balance at beginning of the year
95
Remeasurements
(13)
Transfers to level 2
(82)
37
58
Balance at end of the year
95
Financial liabilities(refer note 14)
Balance at beginning of the year
145
Exercised during the year
(108)
Put options issued
422
Remeasurements
(14)
Time value of money adjustments
19


137
(8)
16
Balance at end of the year
464
145

PPC Ltd Annual financial statements 2015 71

NOTES TO THE cONSOlidaTEd FiNaNcial STaTEMENTS continued

for the year ended 30 September 2015

37. RELATED PARTY TRANSACTIONS

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----- Start of picture text -----

Parent
company of Subsidiary of
reporting reporting
entity entity
Rm Rm
----- End of picture text -----

2015
Interest received
Afripack Limited 3
Goods and services purchased/(sold)
Afripack Limited 87
Amounts due (to)/from as at end of the year
Afripack Limited (9) 46
2014
Interest received
Afripack Limited 3
Goods and services purchased/(sold)
Afripack Limited 131
Pronto Building Materials (Pty) Ltd (until 30 June 2014) (151)
Amounts due (to)/from as at end of the year
Afripack Limited (13) 43
Metlakgola Construction & Development (Pty) Ltd 1
Rhulanani Concrete Mixers (Pty) Ltd 2

Group companies, in the ordinary course of business, entered into purchase transactions with associates and subsidiaries. The terms and conditions of these transactions are determined on an arm’s length basis.

In addition to the above related party transactions, dividends of R42 million (2014: R65 million) were paid to the PPC SBP Consortium Funding SPV (Pty) Ltd. This company owns 41 956 330 shares in PPC, including 1 967 404 shares issued in terms of the BBBEE second transaction which participate in only 20% of the dividend declared. SK Mhlarhi and MP Malungani are common directors of both PPC and the PPC SBP Consortium Fundings SPV (Pty) Ltd.

72 PPC Ltd Annual financial statements 2015

38. ADDITIONAL DISCLOSURE

Directors, prescribed officers and key management

The executive directors and prescribed officers of PPC are regarded as key management personnel. Details regarding directors’ and prescribed officers’ remuneration and interest are disclosed in the abridged remuneration report on pages 99 to 107.

Shareholders

The principal shareholders of the company are disclosed on page 108.

39. EVENTS AFTER REPORTING DATE

There are no events that occurred after the reporting date that may have a material impact on the group’s reported consolidated financial position at 30 September 2015.

40. CURRENCY CONVERSION GUIDE

Approximate value of foreign currencies relative to the rand at 30 September

40.
CURRENCY CONVERSION GUIDE
Approximate value of foreign currencies relative to the rand at 30 September

2015
Botswana pula
1,32
Euro
15,42
US dollar
13,82
Rwandan franc
0,02
Mozambican metical
0,33
2014
1,22
14,28
11,31
0,02
0,37

PPC Ltd Annual financial statements 2015 73

SUBSIDIARIES AND NON-CONTROLLING INTEREST

as at 30 September 2015

SUBSIDIARIES AND NON-CONTROLLING INTERESTS

The consolidated annual financial statements for the year ended 30 September 2015 include the results and statements of financial position of the company and all of its subsidiaries.

The group consists of subsidiaries, either directly or indirectly held by the company, and holds the majority of voting rights in all subsidiaries. Except for the respective BBBEE entities consolidated in terms of IFRS 10, voting rights are aligned to the proportionate ownership. Noncontrolling shareholders have significant interests in two of the group’s subsidiaries, namely CIMERWA Limited (CIMERWA) and PPC Barnet DRC Holdings. Following the further investment in Safika Cement Holdings (Pty) Ltd (Safika Cement) during the year, via the exercise of a put option, non-controlling interest in Safika Cement is not considered significant in the current year.

The key trading subsidiaries, their activities and respective holding companies are:

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----- Start of picture text -----

Name of subsidiary Principal activity
----- End of picture text -----

PPC Zimbabwe Limited Manufacturer and supplier of both bag and bulk cement for use within
Zimbabwe and surrounding countries
PPC Botswana (Pty) Ltd Manufacturer, wholesaler and distributor of cementitious products, both bag and
bulk, within Botswana
PPC International Holdings (Pty) Ltd Holding company for PPC’s rest of Africa investments
PPC Lime Limited Manufacturer and supplier of highly reactive lump lime, burnt lime and burnt
dolomite for use in South Africa and other surrounding countries
Pretoria Portland Cement International Holdings Holding company for PPC’s investments in Mozambique and PPC Aggregates
Quarries Botswana
Pronto Building Materials (Pty) Ltd Manufacture and supplier of readymix concrete and dry mortar mix in Gauteng
Ulula Ash (Pty) Ltd Manufacture and supplier of fy ash
Safka Cement Holdings (Pty) Ltd* Manufacturer and supplier of blended cement within South Africa
PPC Aggregate Quarries (Pty) Ltd Manufacturer and supplier of stone, sand, road layer material and special
aggregate-related products in Gauteng
PPC Aggregate Quarries Botswana (Pty) Ltd Manufacturer and supplier of stone, sand, road layer material and special
aggregate-related products in Gaborone and Francistown
Kgale Quarries (Pty) Ltd Manufacturer and supplier of stone, sand, road layer material and special
aggregate-related products in Gaborone
CIMERWA Limited Manufacturer and supplier of both bag and bulk cement for use within Rwanda
and surrounding countries
PPC Barnet DRC Holdings^ Holding company for PPC’s expansion into the DRC and surrounding cement
markets
PPC Barnet DRC Trading SA Supplier of bag cement for use within the DRC and surrounding countries
PPC Barnet DRC Manufacturing SA Manufacturer of both bag and bulk cement for use within the DRC and
surrounding countries#
PPC Barnet DRC Quarrying SA Owner of the mineral right in the DRC and responsible for the primary phase of
quarrying#
PPC Mozambique SA Supplier of cement, sourced primarily from Zimbabwe and South Africa, into the
Mozambique market mainly into the Maputo and Tete regions
  • During the year one of the non-controlling shareholders exercised its put option and sold 21,1% of Safika Cement to PPC Ltd. For details on the outstanding put options, refer note 14. In order to retain and incentivise the Safika Cement management team, a notional vendor funding transaction was concluded for 5% of the business. The transaction period is for five years.

^ During the year Barnet Group SARL and IFC subscribed for equity in PPC Barnet DRC Holdings. There is an agreement whereby the IFC can put its shares to PPC in future. Refer note 14.

It is foreseen that the entities will commence with their primary activities at the end of the 2016 calendar year upon completion of the plant.

Other than the normal regulations and exchange controls applicable in the various countries in which the group operates, there are no significant restrictions that could materially impact the ability to access or use assets and settle liabilities in foreign jurisdictions.

74 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

Proportion of ownership
interest and voting power
held by the group
Country of
incorporation 2015 2014 Holding company
----- End of picture text -----

Zimbabwe
70%
Botswana
100%
South Africa
100%
South Africa
100%
Mauritius
100%
South Africa
100%
South Africa
100%
South Africa
85%
South Africa
100%
Botswana
100%
Botswana
100%
Rwanda
51%
Mauritius
69%
Democratic Republic of the Congo
100%
Democratic Republic of the Congo
100%
Democratic Republic of the Congo
100%
Mozambique
100%
70%
PPC Ltd
100%
PPC Ltd
100%
PPC Ltd
100%
PPC Ltd
100%
PPC Ltd
100%
Pronto Holdings (Pty) Ltd
100%
Pronto Building Materials (Pty) Ltd
69%
PPC Ltd
100%
PPC Ltd
100%
Pretoria Portland Cement International
Holdings
100%
PPC Botswana (Pty) Ltd
51%
PPC International Holdings (Pty) Ltd
100%
PPC International Holdings (Pty) Ltd
100%
PPC Barnet DRC Holdings
100%
PPC Barnet DRC Holdings
100%
PPC Barnet DRC Holdings
100%
PPC Mozambique Holdings

PPC Ltd Annual financial statements 2015 75

SUBSIDIARIES AND NON-CONTROLLING INTEREST Continued

as at 30 September 2015

SUBSIDIARIES AND NON-CONTROLLING INTERESTS continued

The following summarised financial information is presented for PPC Barnet DRC Holdings, CIMERWA Limited (CIMERWA) and Safika Cement Holdings (Pty) Ltd (Safika Cement), based on their respective consolidated financial statements which were prepared in accordance with IFRS, modified for fair value adjustments to financial assets and liabilities at the acquisition date. The information is before intergroup eliminations with other group entities. These entities are deemed material due to their respective non-controlling shareholders being a major component of the value reflected on the consolidated statement of financial position.

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----- Start of picture text -----

PPC Barnet Safika
DRC Holdings CIMERWA CIMERWA Cement
2015 2015 2014 2014
Rm Rm Rm Rm
Revenue 107 265 234 833
EBITDA (27) (20) (1) 83
Net (loss)/profit for the year (132) (35) (26) 38
Net (loss)/profit attributable to non-controlling interests (38) (17) (13) 12
Dividends paid to non-controlling interests – – – 34
Total assets 2 836 2 434 2 002 306
Total liabilities 2 649 1 274 865 93
Equity attributable to non-controlling interests (170) 635 557 140
----- End of picture text -----

During the year, PPC acquired 21,1% additional interest in Safika Cement, increasing its shareholding to 85,4%. An amount of R108 million, being the proportionate share of the carrying amount of the net assets, has been transferred from non-controlling interest, which also represents the amount paid.

PPC Barnet DRC Holdings was acquired in 2014 and was 100% owned by PPC. In the current year shares were issued to non-controlling shareholders amount of R256 million, being the proportionate share of the carrying amount of the net assets, has been transferred to noncontrolling interests, which also represents the value amount and assets received.

CIMERWA was acquired in January 2013, while Safika Cement was acquired with effect from January 2014.

ATTRIBUTABLE INTEREST IN SUBSIDIARIES

2015
Rm
2014
Rm
Attributable interest in the aggregate amount of profts and losses of subsidiaries, after taxation and
non-controlling interest:
Profts
183
Losses
(146)
433
(168)

76 PPC Ltd Annual financial statements 2015

Company STaTEmEnT oF FInanCIaL poSITIon

as at 30 September 2015

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----- Start of picture text -----

2015 2014
Notes Rm Rm
----- End of picture text -----

aSSETS
non-current assets
Property, plant and equipment
1
Intangible assets
2
Equity accounted investments
4
Other non-current assets
3
Non-current asset held for sale
4
Current assets
Inventories
5
Trade and other receivables
6
Amounts owing by subsidiaries
3
Taxation receivable
Cash and cash equivalents
5 491 5 152
3 709
128

1 654
3 474
112
7
1 559
7
3 121

2 645
489
658
1 970

4
444
723
1 441
34
3
Total assets 8 619 7 797
EQUITy anD LIaBILITIES
Capital and reserves
Stated capital
7
Other reserves
Retained proft
(730)
91
1 144
(729)
374
1 050
Total equity
non-current liabilities
Deferred taxation liabilities
8
Provisions
10
Long-term borrowings
9
Other non-current liabilities
11
Current liabilities
Short-term borrowings
12
Taxation payable
Trade and other payables
13
Amounts owing to subsidiaries
3
505
5 613
695
5 915
555
252
4 384
422
571
241
5 063
40
2 501 1 187
1 274
64
888
275
249

818
120
Total equity and liabilities 8 619 7 797

PPC Ltd Annual financial statements 2015 77

Company InComE STaTEmEnT

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Notes Rm Rm
----- End of picture text -----

Revenue
5 536
Cost of sales
3 864
5 898
3 999
Gross proft
1 672
Administration and other operating expenditure
294
1 899
401
operating proft before BBBEE IFRS 2 charges
14
1 378
BBBEE IFRS 2 charges
35
1 498
36
operating proft
1 343
Fair value adjustments on fnancial instruments
15
32
Finance costs
16
535
Investment income
17
16
1 462
6
468
41
proft before impairments and other exceptional adjustments
856
Impairments and other exceptional adjustments
18
(16)
1 041
(1)
proft before taxation
840
Taxation
19
197
1 040
221
proft for the year
643
819

78 PPC Ltd Annual financial statements 2015

Company STaTEmEnT oF CompREHEnSIvE InComE

for the year ended 30 September 2015

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----- Start of picture text -----

available- Total
for-sale compre-
financial Hedging Retained hensive
assets reserve profit income
Rm Rm Rm Rm
----- End of picture text -----

2015
proft for the year
Items that will be reclassifed to proft or loss
Revaluation of available-for-sale fnancial asset
Taxation on the revaluation of available-for-sale fnancial asset
Cash fow hedge recognised directly through equity
Taxation on cash fow hedge
other comprehensive proft net of taxation


643
643
(10)
27

17
(13)


(13)
3


3

38

38

(11)

(11)
(10)
27

17
Total comprehensive income (10)
27
643
660
2014
proft for the year
Items that will be reclassifed to proft or loss
Revaluation of available-for-sale fnancial asset
Taxation on the revaluation of available-for-sale fnancial asset
Cash fow hedge recognised directly through equity
other comprehensive proft net of taxation


819
819
47
7

54
58


58
(11)


(11)

7

7
47
7

54
Total comprehensive income 47
7
819
873

PPC Ltd Annual financial statements 2015 79

Company STaTEmEnT oF CHanGES In EQUITy

for the year ended 30 September 2015

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----- Start of picture text -----

other reserves
Equity
available-for- compen-
Stated sale financial sation Hedging put Retained
capital assets reserve reserve options profit Total
Rm Rm Rm Rm Rm Rm Rm
----- End of picture text -----

2015
Balance at beginning
of the year
movement for the
year
BBBEE IFRS 2 charges
Dividends declared
Exercise of put option
FSP IFRS 2 charges
Movement recognised
directly in retained
income
Put option recognised on
non-controlling
shareholder investment
in subsidiary company
(refer note 11)
Total comprehensive
(loss)/income
Treasury shares
purchased in terms of
the FSP incentive
scheme^
Vesting of certain FSP
incentive scheme
awards
(729)
288
223

(137)
1 050
695
(1)
(10)
28
27
(328)
94
(190)


35



35





(563)
(563)




94

94


16



16





14
14





(422)

(422)

(10)

27

643
660
(24)





(24)
23

(23)



Balance at
30 September 2015
(730)
278
251
27
(465)
1 144
505
2014
Balance at beginning
of the year
movement for the
year
Acquisitions of
subsidiary companies
(refer notes 11 and 13)
BBBEE IFRS 2 charges
Dividends declared
FSP IFRS 2 charges
Total comprehensive
income
Transfer to retained
income
Treasury shares
purchased in terms of
the FSP incentive
scheme^
Vesting of certain FSP
incentive scheme
awards
(692)
241
196
(7)

1 105
843
(37)
47
27
7
(137)
(55)
(148)




(137)

(137)


36



36





(879)
(879)


12



12

47

7

819
873


(5)


5

(53)





(53)
16

(16)



Balance at
30 September 2014
(729)
288
223

(137)
1 050
695

^ For further details on the FSP incentive scheme, refer note 34 in the consolidated financial statements.

80 PPC Ltd Annual financial statements 2015

Company STaTEmEnT oF CaSH FLoWS

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Notes Rm Rm
----- End of picture text -----

CaSH FLoW FRom opERaTInG aCTIvITIES
proft before exceptional adjustments
856
Adjustments for:
Amortisation of intangible assets
2
22
IFRS 2 charges
51
Depreciation
1
395
Dividends received
17
(5)
Fair value gains on fnancial instruments
15
(32)
Finance costs
16
535
Income from subsidiary companies
14
(419)
Interest received
17
(11)
Other non-cash fow items
1 041
25
48
384
(14)
(6)
468
(351)
(27)
(19)
operating cash fows before movements in working capital
1 392
Movement in inventories
(55)
Movement in trade and other receivables
103
Movement in trade and other payables
171
1 549
38
(62)
(110)
Cash generated from operations
1 611
Dividends received
5
Finance costs paid
20
(405)
Income received from subsidiary companies
14
419
Interest received
17
11
Taxation paid
21
(124)
1 415
14
(337)
351
27
(202)
Cash available from operations
1 517
Dividends paid
(563)
1 268
(879)
net cash infow from operating activities
954
389
CaSH FLoW FRom InvESTInG aCTIvITIES
Acquisition of additional shares in subsidiary
(108)
Acquisitions of subsidiary companies
3

Investments in intangible assets
2
(35)
Investments in property, plant and equipment
22
(657)
Movement in net amounts owing by subsidiary companies
3
(362)
Proceeds from disposal of property, plant and equipment
1

(657)
(61)
(395)
(823)
1
net cash outfow from investing activities
(1 161)
(1 935)
net cash outfow before fnancing activities
(207)
(1 546)
CaSH FLoW FRom FInanCInG aCTIvITIES
BBBEE transaction repaid
(144)
Net borrowings raised/(repaid)
376
Proceeds raised from bond issuance
9

Purchase of shares in terms of FSP incentive scheme
7
(24)
(34)
(254)
1 750
(53)
net cash infow from fnancing activities
208
1 409
net movement in cash and cash equivalents
1
Cash and cash equivalents at beginning of the year
3
(137)
140
Cash and cash equivalents at end of the year
4
3

PPC Ltd Annual financial statements 2015 81

noTES To THE Company FInanCIaL STaTEmEnTS

for the year ended 30 September 2015

==> picture [484 x 89] intentionally omitted <==

----- Start of picture text -----

Freehold
and leasehold plant,
land, Factory vehicles,
buildings decommis - furniture Capitalised
and mineral sioning and leased
rights assets equipment plant Total
Rm Rm Rm Rm Rm
----- End of picture text -----

1. pRopERTy, pLanT anD EQUIpmEnT
2015
Cost
594
63
6 561
153
7 371
Accumulated depreciation and impairments
267
25
3 221
149
3 662
327
38
3 340
4
3 709
Movements during the year
Net carrying value at beginning of the year
326
40
3 101
7
3 474
Additions
18

639

657
Depreciation
(17)
(1)
(374)
(3)
(395)
Disposals


(1)

(1)
Impairments


(16)

(16)
Other movements/reallocation

(1)
(9)

(10)
Net carrying value at end of the year
327
38
3 340
4
3 709
2014
Cost
576
64
5 992
153
6 785
Accumulated depreciation and impairments
250
24
2 891
146
3 311
326
40
3 101
7
3 474
Movements during the year
Net carrying value at beginning of the year
327
44
3 075
11
3 457
Additions
15

380

395
Depreciation
(17)
(1)
(362)
(4)
(384)
Disposals


(2)

(2)
Other movements/reallocation
1
(3)
10

8
Net carrying value at end of the year
326
40
3 101
7
3 474

Included in plant, vehicles, furniture and equipment is capital work in progress of R357 million (2014: R121 million).

A significant portion of the impairment loss recognised relates to Algeria project costs that were capitalised in prior years. Following the group’s decision to no longer pursue the current Algeria project, it is deemed appropriate that the costs capitalised of R15 million be impaired.

Certain of the company’s properties are the subject of land claims. Discussion with the Land Claims Commissioner continue and outcomes of the claims referred to the Land Claims Court are still due. The claims are not expected to have a material impact on the company’s operations.

During the year an amount of R4 million (2014: R15 million) for critical spares was reclassified between property, plant and equipment and inventory.

Borrowing costs of R3 million (2014: Rnil) have been capitalised to property, plant and equipment (refer note 16).

Refer the consolidated notes for additional disclosures on property, plant and equipment and impairments.

82 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

2. InTanGIBLE aSSETS
ERp development and other software
Cost
Accumulated amortisation and impairments
257
129
221
109
128 112
Net carrying value at beginning of the year
Additions
Amortisation
Transfers and other movements*
112
35
(22)
3
76
61
(25)
Net carrying value at end of the year 128 112
* During the year R3 million (2014: Rnil) was reclassifed between property, plant and equipment
and intangible assets.
3. oTHER non-CURREnT aSSETS
Investments in subsidiaries
Investments in subsidiaries at beginning of the year
Investment in Safka Cement
Investment in Pronto
1 420
108
583
377
460
Investments in subsidiaries at end of the year
Unlisted investments
Unlisted investments at fair value
Contributions to PPC Environmental Trust
1 528
126
1 420
139
82
44
95
44
1 654 1 559
Comprising:
Other non-current assets
Other non-current fnancial assets
1 572
82
1 464
95
1 654 1 559
Interests in subsidiaries
Shares at cost less amounts written off and dividends received at beginning of the year
_Add:_Investments in subsidiaries
1 427
108
590
837
_Add:_Amounts owing by subsidiaries 1 535
1 970
1 427
1 441
_Less:_Amounts owing to subsidiaries 3 505
(275)
2 868
(120)
3 230 2 748

PPC Ltd Annual financial statements 2015 83

NOTES TO THE COMPANY FINANCIAL STATEMENTS continued

for the year ended 30 September 2015

3. oTHER non-CURREnT aSSETS continued

Investment in Safika Cement

During the year, the company acquired an additional 21,1% equity stake in Safika Cement for R108 million bringing PPC’s shareholding to 85,6% after the initial investment of R377 million for 69,3% in 2014. This transaction further enhances PPC’s South African footprint through Safika Cement’s five blending facilities and one milling operation that produce blended 32,5N cement under three brands: IDM Best Build, Castle and the Spar Build-It house brand. The remaining non-controlling shareholders hold a put option to put their shareholding to the company. For details of the put option refer note 11.

Unlisted investments at fair value

The company holds a 6,75% (2014: 6,75%) shareholding in Ciments du Bourbon, incorporated in Reunion. Negotiations have been concluded for the sale of the investment and the purchase consideration has been deemed to be its fair value. In the prior year the fair value of the investment was calculated using a dividend yield valuation methodology, using comparable company dividend yields of 6,88% and applied to forecast dividends. The sale is anticipated to be finalised during the first quarter of 2016. The movement in fair value of R13 million (2014: R58 million) has been recorded against other comprehensive income.

Contributions to ppC Environmental Trust

These contributions are invested with independent financial institutions in a collective investment scheme and cash investments, and can be utilised on approval from the Department of Mineral and Energy Affairs to fund the company’s decommissioning and rehabilitation obligations. The carrying value of the underlying trust’s investments is R93 million.

amounts owing by and to subsidiaries

The loans generally have no fixed terms of repayment, are unsecured and, where required, interest is calculated using ruling marketrelated interest rates.

4.

2015
Rm
2014
Rm
EQUITy aCCoUnTED InvESTmEnTS
Investments at cost at beginning of the year
7
Transferred to investment in subsidiaries^

Transferred to non-current asset held for sale
(7)*
186
(179)
7
Fair value of equity accounted investments as determined by the directors
194

^ In June 2014 PPC acquired the remaining 50% equity stake in Pronto making it a wholly owned subsidiary. Pronto is a prominent Gauteng-based readymix and fly ash supplier, with nine batching plants. This provided PPC additional ways to increase its cement distribution channel to the market while also expanding its range of complementary products available to the building and construction industries.

  • The company is currently in the process of selling its 25% stake in Afripack. A sales agreement has been signed and the conditions precedent to the sale are expected to be met in the new financial year and finalisation of the transaction to occur shortly thereafter. Afripack’s carrying amount at cost which has been classified as held for sale is R7 million which is lower than its fair value less costs to sell of R70 million. The fair value represents the selling price per the sales agreement less estimated transaction cost.
2015
Rm
2014
Rm
5.
InvEnToRIES
Raw materials
79
Work in progress
120
Finished goods
78
Maintenance stores
311
Inventory obsolescence
(99)
90
70
99
274
(89)
489 444
Amount of inventories recognised as an expense during the year
2 810
2 445

Inventories are determined on the weighted average formula bases.

During the year an amount of R4 million (2014: R15 million) for critical spares was reclassified to property, plant and equipment (refer note 1).

No inventories have been pledged as security.

84 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

6. TRaDE anD oTHER RECEIvaBLES
Trade receivables
Allowance for doubtful debts
579
(16)
652
(7)
Net trade receivables
Derivative fnancial instruments (cash fow hedge)
Other fnancial receivables
563
38
27
645

30
Trade and other fnancial receivables
Prepayments
628
30
675
48
658 723
No receivables have been pledged as security.
Amounts due to the company should be settled within the company’s normal
credit terms of 30 to 60 days.
net trade receivables comprise:
Trade receivables that are neither past due nor impaired^
Trade receivables that are past due but not impaired
^ There is no history of material default relating to trade receivables in this category.
Trade receivables that are past due but not impaired
Ageing beyond normal credit terms
1 – 30 days
31 – 60 days
61 – 90 days
More than180 days
Fair value of collateral held
The majority of collateral held consists of bank guarantees, with the balance comprising
suretyships, mortgage bonds, notarial bonds and cessions.
Impairment of trade receivables
Balance at beginning of the year
Allowance raised through proft or loss
Utilisation of allowance
563 645
488
75
561
84
75 84
68
2
2
3
76
6

2
31
7
9
32
9

(2)
Balance at end of the year 16 7

PPC Ltd Annual financial statements 2015 85

NOTES TO THE COMPANY FINANCIAL STATEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Shares Shares
7. STaTED CapITaL
authorised ordianry shares 700 000 000 700 000 000
Issued ordinary shares
Total shares in issue 605 379 648 605 379 648
Adjustments for shares treated as treasury shares:
Shares purchased in terms of the FSP incentive scheme (6 342 640) (5 865 851)
Shares held by consolidated BBBEE trusts and trust funding SPVs treated as treasury shares (26 480 950) (26 480 950)
Total shares in issue (net of treasury shares) 572 556 058 573 032 847
authorised preference shares 20 000 000 20 000 000
Twenty million preference shares of R1 000 each. No preference shares have been issued.
2015 2015
Rm Rm
Stated capital
Balance at beginning of the year (729) (692)
Shares purchased in terms of the FSP incentive scheme treated as treasury shares (24) (53)
Vesting of a portion of the shares held in terms of the FSP incentive scheme 23 16
Balance at end of the year (730) (729)
----- End of picture text -----

BBBEE trusts and trust funding Spvs

In terms of the BBBEE transaction that was effected during December 2008, PPC provided guarantees to the holders of the A preference shares issued by the Black Managers Trust Funding SPV, the holders of the B preference shares issued by the respective trust funding SPVs, and all of the long-term loans issued to the Black Managers Trust and the respective trust funding SPVs. The funding raised by the Black Managers Trust and SPV was used to purchase shares in PPC at market value, in terms of a scheme of arrangement. In substance, the shares purchased by the Black Managers Trust and trust funding SPV were indirectly funded by PPC. The shares are accordingly reflected as treasury shares and the corresponding long-term borrowings consolidated in terms of IFRS (refer note 9).

FSp incentive scheme

In terms of the forfeitable share plan (FSP) 6 342 640 shares (2014: 5 865 851 shares) have been purchased on the JSE in total, and are treated as treasury shares during the various vesting periods of the awards. During the year 531 179 shares (2014: 619 457 shares) vested and are no longer treated as treasury shares.

Shares
2015
Shares
2014
Unissued shares
Ordinary shares
94 620 352
Preference shares
20 000 000
94 620 352
20 000 000

86 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

8. DEFERRED TaXaTIon LIaBILITIES
Movement
Balance at beginning of the year
571
Charged directly to equity
8
Charged to the income statement
(24)
548
11
12
Balance at end of the year
555
571
Analysis of deferred taxation
Property, plant and equipment
678
Other non-current assets
32
Current assets
5
Non-current liabilities
(66)
Current liabilities
(54)
Reserves
(40)
633
35
7
(69)
(37)
2
555 571

PPC Ltd Annual financial statements 2015 87

NOTES TO THE COMPANY FINANCIAL STATEMENTS continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

9. LonG-TERm BoRRoWInGS
Borrowings
Terms
Security
Interest rate
Bonds
Various, refer below
Unsecured
Various, refer below
Long-term loan
Interest is payable
semi-annually with a
bullet capital
repayment in
December 2016
Unsecured
Fixed 10,86%
BBBEE transaction
Preference shares
Dividends are payable
semi-annually with
capital redeemable
from surplus cash.
Compulsory annual
redemptions are
effective until
December 2016
Secured by guarantee
from PPC
Variable rates at 85%
of prime
Preference shares
Both capital and
dividends are payable
in December 2016,
with capital capped at
R400 million
Secured by guarantee
from PPC
Variable rates at 78%
of prime
Long-term loans
Both capital and
interest are payable in
December 2016, with
capital capped at
R700 million
Secured by guarantee
from PPC
Variable rates at
285 basis points
above JIBAR
2 398
1 520
1 115
2 395
1 520
1 165
24
395
696
81
393
691
Long-term borrowings
_Less:_Short-term portion of long-term borrowings (refer note 12)
5 033
(649)
5 080
(17)
4 384 5 063
maturity analysis of obligations:
One year
Two years
Three years
Four years
Five years and more
649
2 637

749
998
17
680
2 637
748
998
5 033 5 080

Bonds

Comprise four unsecured bonds, issued under the company’s R6 billion domestic medium-term note programme, and are recognised net of capitalised transaction costs of R2 million (2014: R5 million), with details below:

number Issue date value Term Interest rate
Bond 1 March 2013 R650 million 3 years 3-month JIBAR plus 1,26%
Bond 2 December 2013 R750 million 5 years 3-month JIBAR plus 1,5%
Bond 3 July 2014 R750 million 3 years 3-month JIBAR plus 1,48%
Bond 4 July 2014 R250 million 5 years Fixed at 9,86%

BBBEE transaction

PPC provided guarantees to the holders of the preference shares issued by the Black Managers Trust Funding SPV, the holders of the preference shares issued by the respective trust funding SPVs and all of the long-term loans issued by the Black Managers Trust and the respective trust funding SPVs.

As recorded in note 13 to the consolidated financial statements, the company has renegotiated the covenants on the BBBEE transaction.

88 PPC Ltd Annual financial statements 2015

2015
Rm
2014
Rm
10. pRovISIonS
Factory decommissioning and quarry rehabilitation
221
Post-retirement healthcare benefts
31
213
28
252 241
Factory
decommis-
sioning
and quarry
rehabilitation
Rm
post-
retirement
healthcare
benefts
Rm
Total
Rm
2015
Balance at beginning of the year
213
28
Amounts added

3
Amounts reversed/utilised
(4)

Other movements
(6)

Time value of money adjustments
18
241
3
(4)
(6)
18
Balance at end of the year
221
31
252
To be incurred:
Between two and fve years
6

More than fve years
215
31
6
246
221
31
252
2014
Balance at beginning of the year
199
26
Amounts added

2
Amounts reversed/utilised
(3)

Time value of money adjustments
17
225
2
(3)
17
Balance at end of the year
213
28
241
To be incurred:
Between two and fve years
7

More than fve years
206
28
7
234
213
28
241

Factory decommissioning and quarry rehabilitation

The company is required to restore mining and processing sites at the end of their productive lives to an acceptable condition consistent with the group’s environmental policies and in line with local legislation. PPC has set up an environmental trust to administer the funds required to fund the expected cost of decommissioning or restoration. To date R44 million (2014: R44 million) has been contributed to the PPC Environmental Trust (refer note 3).

post-retirement healthcare benefits

Benefits under these schemes were granted to employees under historical employment contracts and the schemes are closed to new members. Included in the provision are the following:

Cement and Concrete Institute employees

The provision relates to PPC’s proportionate share of the post-retirement healthcare liability for previous employees of the Cement and Concrete Institute and amounted to R10 million (2014: R9 million). The liability is revalued every three years and was last revalued during February 2013. The liability has been determined using the projected unit credit method.

Corner House Pension Fund and Lime Acres continuation members

The provision relates to post-employment healthcare benefits in respect of certain Corner House Pension Fund and Lime Acres continuation members, and amounted to R21 million (2014: R19 million).

The liability will be revalued in 2016 and was last actuarially valued during June 2012. The liability has been determined using the projected unit credit method.

PPC Ltd Annual financial statements 2015

89

NOTES TO THE COMPANY FINANCIAL STATEMENTS continued

for the year ended 30 September 2015

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2015 2014
Rm Rm
----- End of picture text -----

11. oTHER non-CURREnT LIaBILITIES
Cash settled share-based payment liability
5
Put option liabilities
464
16
145
469
_Less:_Short-term portion of other non-current liabilities
(47)
161
(121)
422 40
For further details on the cash settled share-based payment liability, refer note 34 in the
consolidated fnancial statements.
Movement in put option liabilities
Balance at beginning of the year
145
Fair value adjustments on remeasurements
(14)
Put options exercised
(108)
Put options granted
422
Time value of money adjustments
19

(5)

137
13
Balance at end of the year
464
145
Comprising:
Safka Cement
42
PPC Barnet DRC Holdings
422
145
464 145

put option liabilities

Safika Cement

With the purchase of the initial 69,3% equity stake in Safika Cement (refer note 28 of the consolidated financial statements), PPC granted non-controlling shareholders individual put options, with different exercise dates, for the sale of their remaining shares in the company to PPC. One of the put options representing 21,1% shareholding in Safika Cement was exercised in the current year for R108 million. The other put options were anticipated to be exercised on the fifth anniversary of the transaction; however, these will now be exercised in the next financial year with settlement by the issue of PPC’s shares and cash, subject to shareholders’ approval. The liability of R42 million (2014: R105 million) has therefore been classified as a current liability (refer note 16). The put option value of the R108 million that has been exercised was based on the company’s EBITDA achieved applying an earnings multiple between four and five times EBITDA less net debt. The remainder of the put options have been valued on the same principle due to the revised settlement date.

PPC Barnet DRC

The International Finance Corporation (IFC) was issued a put option in the current year in terms of which PPC is required to purchase all or part of the class C shares held by the IFC in PPC Barnet DRC Holdings. The put option may be exercised after six years from when IFC subscribed for the shares but only for a five-year period. The put option value is based on the company’s forecast EBITDA applying an eight times earnings multiple less net debt. Forecast EBITDA is based on financial forecasts approved by management, with pricing and margins similar to those currently being achieved by the business unit while selling prices and costs are forecast to increase at local inflation projections and extrapolated using local GDP growth rates ranging between 5% and 9% taking cognisance of the plant production ramp-up. The present value of the put option was calculated at R422 million.

90 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

12. SHoRT-TERm BoRRoWInGS
Short-term loans and bank overdraft
Short-term portion of long-term borrowings (refer note 9)
625
649
232
17
1 274 249
13. TRaDE anD oTHER payaBLES
Cash settled share-based payment liability
Derivative fnancial instruments (cash fow hedge)
Finance costs accrued
Other fnancial payables
Put option liability (refer note 11)
Trade payables and accruals
5
1
49
95
42
473
16
1
50
118
105
376
Trade and other fnancial payables
Payroll accruals
VAT payable
665
195
28
666
138
14
888 818
Trade and other payables are payable within 30 to 60-day period.
14. opERaTInG pRoFIT
operating proft includes:
Amortisation of intangible assets (refer note 2)
Auditors’ remuneration
Fees
Other
Depreciation (refer note 1):
Cost of sales
Operating costs
Distribution costs included in cost of sales
Exploration and research costs
Income from subsidiary companies:
Fees
Interest
Dividends
Operating lease charges – land and buildings
Proft on disposal of plant and equipment
Staff costs
Equity settled share incentive scheme charge
Cash settled share incentive scheme charge^
Directors’ remuneration*
Employees’ remuneration
Restructuring costs paid to employees
Retirement beneft contributions
22
7
25
7
6
1
4
3
395 384
361
34
360
24
767
1
419
840
1
351
64
94
261
59

292
18

13
7
26
721
8
71
16
1
10
6
44
788

66
_Less:_Costs capitalised to plant and equipment and intangibles 846
(8)
914
(3)
838 911

^ Refer note 34 of consolidated financial statements.

  • For further details refer the abridged remuneration report on pages 99 to 107.

PPC Ltd Annual financial statements 2015 91

noTES To THE Company FInanCIaL STaTEmEnTS Continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

15. FaIR vaLUE aDJUSTmEnTS on FInanCIaL InSTRUmEnTS
Gain on remeasurement of put option liabilities (refer note 11)
Gain/(loss) on derivatives designated as economic hedging instruments
Gain on translation of foreign denominated monetary items
14
14
4
8
(5)
3
32 6
16. FInanCE CoSTS
Bank and other borrowings
Bonds
Long-term loan
_Less:_Capitalised to plant and equipment
BBBEE transaction
Dividends on redeemable preference shares
Long-term borrowings
Subsidiary companies
Time value of money adjustments
Unwinding of discount on rehabilitation and decommissioning provisions
Unwinding of discount on put option liabilities
41
186
166
(3)
96
59
108
166

100
34
62
38
62
12
37
3
32
18
19
15
17
535 468
17. InvESTmEnT InComE
Dividends on unlisted investments
Interest on deposits and non-current assets
5
11
14
27
16 41
18. ImpaIRmEnTS anD oTHER EXCEpTIonaL aDJUSTmEnTS
Impairment of property, plant and equipment (refer note 1)
(16) (1)

92 PPC Ltd Annual financial statements 2015

2015
Rm
2014
Rm
19. TaXaTIon
Normal taxation
Current year
Prior year
231
(22)
257
(70)
209 187
Deferred taxation
Current year
Prior year
(5)
(19)
12
(24) 12
Withholding taxation 12 22
Total taxation charge 197 221
2015
%
2014
%
Reconciliation of taxation rates
Proft before taxation
Prior year taxation impact
23,5
4,9
21,3
6,7
Proft before taxation, excluding prior year taxation adjustments
Adjustment due to the inclusion of dividend income
28,4
8,9
28,0
7,7
Effective rate of taxation
Income taxation effect of:
Disallowable charges, permanent differences and impairments
Empowerment transactions and IFRS 2 charges not taxation deductible
Withholding taxation
37,3
(9,3)
35,7
(7,7)
(6,2)
(1,7)
(1,4)
(2,2)
(3,5)
(2,0)
South African normal taxation rate 28,0 28,0
20. FInanCE CoSTS paID
Finance costs as per income statement charge (refer note 16)
Interest capitalised to plant and equipment
Time value of money adjustments
BBBEE transaction fnance costs capitalised
Redeemable preference share dividends capitalised
Interest on long-term borrowings capitalised
535
3
(37)
(96)
468

(32)
(99)
(34)
(62)
(43)
(56)
405 337
21. TaXaTIon paID
Net amounts receivable at beginning of the year
Charge per income statement excluding deferred taxation (refer note 19)
Net amounts (payable)/receivable at end of the year
(33)
221
(64)
(40)
209
33
124 202
22. aCQUISITIon oF pRopERTy, pLanT anD EQUIpmEnT
Freehold and leasehold land, buildings and mineral rights (refer note 1)
Plant, vehicles, furniture and equipment (refer note 1)
18
639
15
380
657 395

PPC Ltd Annual financial statements 2015 93

noTES To THE Company FInanCIaL STaTEmEnTS Continued

for the year ended 30 September 2015

2015
Rm
2014
Rm
23. movEmEnTS In InvESTmEnTS anD LoanS
Net movement
(95)
Revaluation of available-for-sale fnancial assets directly in equity (refer note 3)
(13)
Investment in subsidiary companies
108
(715)
58
657

24. ConTInGEnT LIaBILITIES

Litigation, current or pending, is not considered likely to have a material adverse effect on the company.

PPC Ntsika Fund (Pty) Ltd and PPC Black Managers Trust Funding SPV (Pty) Limited, wholly owned subsidiary companies, are technically insolvent. The company has provided guarantees in the way of a subordination agreement relating to the loans that are receivable from these companies.

The company has provided security for general banking facilities of PPC Lime Limited and PPC Aggregate Quarries (Pty) Ltd in aggregate of R900 million.

25. FInanCIaL RISK manaGEmEnT Fair values of financial assets and liabilities

The carrying values of certain financial assets and liabilities, which are accounted for at historical cost, may differ from their fair values.

The estimated fair values have been determined using available market information and approximate valuation methodologies.

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----- Start of picture text -----

2015 2014
Carrying Carrying
amount Fair value amount Fair value
Notes Rm Rm Rm Rm
----- End of picture text -----

Financial assets
Unlisted investment at fair value
3
82
82
Trade and other fnancial receivables
6
590
590
Derivative fnancial instruments
6
38
38
Amounts owing by subsidiary companies
3
1 970
1 970
Cash and cash equivalents
4
4
Financial liabilities
Long-term borrowings
9
4 384
4 384
Short-term borrowings
12
1 274
1 274
Amounts owing to subsidiary companies
3
275
275
Trade and other fnancial payables
13
622
622
Put option liabilities
11
464
464
Derivative fnancial instruments
13
1
1
95
95
675
675


1 441
1 441
3
3
5 063
5 063
249
249
120
120
560
560
145
145
1
1

94 PPC Ltd Annual financial statements 2015

2015
Rm
2014
Rm
25. FInanCIaL RISK manaGEmEnTcontinued
Credit risk management
Maximum credit risk exposure^
2 632
2 174
^ Maximum credit risk exposure includes long-term receivables, trade and other receivables and cash and cash equivalents.
Fair value hierarchy disclosures
valuation
with
reference to
prices
quoted
in an active
market
Level 1
Rm
valuation
based on
observable
inputs
Level 2
Rm
valuation
based on
unobservable
inputs
Level 3
Rm
Total
Rm
2015
Financial assets
Available-for-sale
Unlisted investments at fair value

82

82
Loans and receivables
Amounts owing by subsidiary companies

1 970

1 970
Trade and other fnancial receivables

590

590
Derivative fnancial instruments

38

38
Cash and cash equivalents
4


4
Total fnancial assets
4
2 680

2 684
Financial liabilities
Amounts owing to subsidiary companies

275

275
Long-term borrowings
1 747
2 637

4 384
Short-term borrowings
649
625

1 274
Put option liabilities


464
464
Trade and other fnancial payables

622

622
Derivative fnancial instruments

1

1
Total fnancial liabilities
2 396
4 160
464
7 020

For movements and disclosure of level 3 items, refer note 36 in the consolidated financial statements.

PPC Ltd Annual financial statements 2015 95

noTES To THE Company FInanCIaL STaTEmEnTS Continued

for the year ended 30 September 2015

25. FInanCIaL RISK manaGEmEnT continued

Fair value hierarchy disclosures continued

Fair value hierarchy disclosurescontinued
valuation
with
reference to
prices valuation valuation
quoted based on based on
in an active observable unobservable
market inputs inputs
Level 1 Level 2 Level 3 Total
Rm Rm Rm Rm
2014
Financial assets
Available-for-sale
Unlisted investments at fair value 95 95
Loans and receivables
Amounts owing by subsidiaries 1 441 1 441
Trade and other fnancial receivables 675 675
Cash and cash equivalents 3 3
Total fnancial assets 3 2 116 95 2 214
Financial liabilities
Amounts owing to subsidiaries 120 120
Long-term borrowings 2 395 2 668 5 063
Short-term borrowings 249 249
Put option liabilities 145 145
Trade and other fnancial payables 560 560
Derivative instruments – current (cash fow hedge) 1 1
Total fnancial liabilities 2 395 3 598 145 6 138

Level 1 – financial assets and liabilities that are valued accordingly to unadjusted market prices for similar assets and liabilities. Market prices in this instance are readily available and the price represents regularly occurring transactions which have been concluded on an arm’s-length transaction.

Level 2 – financial assets and liabilities are valued using observable inputs, other than the market prices noted in the level 1 methodology, and make reference to pricing of similar assets and liabilities in an active market or by utilising observable prices and marketrelated data.

Level 3 – financial assets and liabilities that are valued using unobservable data, and requires management judgement in determining the fair value.

96 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

26.
RELaTED paRTy TRanSaCTIonS
In addition to the related party transactions disclosed in the consolidated fnancial statements, the
company had the following related party transactions:
Goods sold to
PPC Barnet DRC Trading Company SA
60
PPC Botswana (Pty) Ltd
343
PPC Zimbabwe Limited
61
PPC Lime Limited
8
PPC Mozambique SA
1
Pronto Building Materials (Pty) Ltd
150
Safka Cement Holdings (Pty) Ltd
645
Goods purchased from
PPC Lime Limited
40
Afripack Limited
87
Pronto Holdings (Pty) Ltd
1
PPC Zimbabwe Limited
21
Technical services provided to
PPC Lime Limited
8
Kgale Quarries (Pty) Ltd
1
PPC Botswana (Pty) Ltd
2
PPC Aggregate Quarries (Pty) Ltd
2
PPC Zimbabwe Limited
6
PPC Barnet DRC trading company SA
11
CIMERWA Limited
5
Technical services received from
PPC Aggregate Quarries (Pty) Ltd

Interest received from
PPC International Holdings
94
Interest paid to
PPC Aggregate Quarries (Pty) Ltd
3
PPC Ntsika Fund (Pty) Ltd
1
Community Service Groups and Strategic Black Partners
166
Pronto Building Materials (Pty) Ltd
3
Safka Cement Holdings (Pty) Ltd
1
PPC Lime Limited
4
Dividends received from
PPC Lime Limited
43
PPC Aggregate Quarries (Pty) Ltd
16
PPC Zimbabwe Limited
62
Safka Cement Holdings (Pty) Ltd
86
Pronto Holdings (Pty) Ltd
50
Slurrylink (Pty) Ltd
4
Varsrivier Marmer (Pty) Ltd

Cape Portland Cement Company Limited
55
285
132
8
21
63
481
35
105
2

37
10
1

9

2
3

2
1
166


1
72
21
114
79


5
1

PPC Ltd Annual financial statements 2015 97

noTES To THE Company FInanCIaL STaTEmEnTS Continued

for the year ended 30 September 2015

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----- Start of picture text -----

2015 2014
Rm Rm
----- End of picture text -----

26.
RELaTED paRTy TRanSaCTIonScontinued
Dividends paid
Porthold Trust (Pvt) Ltd
In terms of the frst BBBEE transaction
PPC Black Independent Non-executive Directors Trust
The PPC Black Managers Trust
PPC Team Beneft Trust Funding SPV (Pty) Ltd
PPC Construction Industry Associations Trust Funding SPV (Pty) Ltd
PPC Education Trust Funding SPV (Pty) Ltd
PPC Community Trust Funding SPV (Pty) Ltd
Community Service Groups and Strategic Black Partners
In terms of the second BBBEE transaction
PPC Masakhane Trust
PPC Bafati Trust
Strategic Black Partners
Trade amounts due from
PPC Barnet DRC trading company SA
PPC Botswana (Pty) Ltd
PPC Zimbabwe Limited
PPC Mozambique SA
PPC Lime Limited
Safka Cement Holdings (Pty) Ltd
Pronto Building Materials (Pty) Ltd
amounts due by/(to)
PPC Aggregate Quarries (Pty) Ltd
PPC Lime Limited
PPC Ntsika Fund (Pty) Ltd
PPC Botswana (Pty) Ltd
Slurrylink (Pty) Ltd
PPC International Holdings (Pty) Ltd
Pretoria Portland Cement International Holdings (Pty) Ltd
Pronto Building Materials (Pty) Ltd
Safka Cement Holdings (Pty) Ltd
Community Service Groups and Strategic Black Partners
Long-term loan
Interest capitalised
1

10
3
11
6
4
49
5
1
2
19
35
19
3
1
9
16
(63)
(121)
(23)
2
5
1 676
286
(55)
(12)
(1 532)
2
1
16
4
18
9
6
76
8
1
3
25
26
18
4
1
15
18
(50)
(81)
52

(4)
1 376



(1 548)
(1 520)
(12)
(1 520)
(28)

The terms and conditions of these transactions are determined on an arm’s length basis.

27. aDDITIonaL DISCLoSURE

Refer the consolidated financial statements for additional disclosure on the following:

  • Accounting policies

  • Commitments

  • Events after reporting date

  • Financial risk management

  • Foreign exchange gains and losses

  • Related party transactions

  • Retirement benefit information

  • Share-based payments.

98 PPC Ltd Annual financial statements 2015

aBRIDGED REmUnERaTIon REpoRT

for the year ended 30 September 2015

The remuneration philosophy of the group is fully disclosed in the integrated report, which can be found on www.ppc.co.za. An extract of the remuneration report, with focus on renumeration, incentives and shareholding of the directors and prescribed officers is included in this annual financial report.

Remuneration paid to executive directors and prescribed officers in 2015

The executive directors and prescribed officers’ remuneration for the year ended 30 September 2015 was as follows;

SaLaRy
R000
RETIRE-
mEnT
anD
mEDICaL
ConTRI-
BUTIonS
R000
CaR
aLLoW-
anCE
R000
STI
R000
LTI
REaLISED
R000
oTHER
R000
ToTaL
R000
SaLaRy
R000
RETIRE-
mEnT
anD
mEDICaL
ConTRI-
BUTIonS
R000
CaR
aLLoW-
anCE
R000
STI
R000
LTI
REaLISED
R000
oTHER
R000
ToTaL
R000
SaLaRy
R000
RETIRE-
mEnT
anD
mEDICaL
ConTRI-
BUTIonS
R000
CaR
aLLoW-
anCE
R000
STI
R000
LTI
REaLISED
R000
oTHER
R000
ToTaL
R000
SaLaRy
R000
RETIRE-
mEnT
anD
mEDICaL
ConTRI-
BUTIonS
R000
CaR
aLLoW-
anCE
R000
STI
R000
LTI
REaLISED
R000
oTHER
R000
ToTaL
R000
SaLaRy
R000
RETIRE-
mEnT
anD
mEDICaL
ConTRI-
BUTIonS
R000
CaR
aLLoW-
anCE
R000
STI
R000
LTI
REaLISED
R000
oTHER
R000
ToTaL
R000
SaLaRy
R000
RETIRE-
mEnT
anD
mEDICaL
ConTRI-
BUTIonS
R000
CaR
aLLoW-
anCE
R000
STI
R000
LTI
REaLISED
R000
oTHER
R000
ToTaL
R000
SaLaRy
R000
RETIRE-
mEnT
anD
mEDICaL
ConTRI-
BUTIonS
R000
CaR
aLLoW-
anCE
R000
STI
R000
LTI
REaLISED
R000
oTHER
R000
ToTaL
R000
SaLaRy
R000
RETIRE-
mEnT
anD
mEDICaL
ConTRI-
BUTIonS
R000
CaR
aLLoW-
anCE
R000
STI
R000
LTI
REaLISED
R000
oTHER
R000
ToTaL
R000
Executive directors
DJ Castle1
MMT Ramano
BL Sibiya3
prescribed offcers
PL Booysen
HN Buthelezi
JT Claassen
AC Lowan
KPP Meijer
FK Molefe
RM Rein7
T Sibisi
JHDLR Snyman
JJ Taljaard
RS Tomes8
3 520
3 026
862
1 386
2 434
2 137
1 812
2 235
1 832
1 605
2 315
1 766
2 076
299
420
881

390
291
424
162
663
268
96
310
217
375
53

240

324
50
360

232

214

117
320
38
1 853
1 821

854
1 140
1 289
782
1 244
789

1 000
869
1 047

3 2482

1374

2154

2024



2944
2074
2
11

6
7015
1 0216
87
7895

378

5
2
288
5 795
9 227
862
3 097
4 616
5 446
2 627
5 365
2 889
2 293
3 195
3 268
4 027
678

1 Appointed 12 January 2015.

2 Vesting of restricted share units granted in 2012.

3 Reimbursement to permanent employer while performing the role of executive chairman for three months.

4 Vesting of FSP with no performance conditions, granted in 2012.

5 Restraint of trade payment.

6 Restraint of trade payment and relieving allowance.

7 Seconded from Safika Cement from March 2015, “other” comprises secondment allowance.

8 Resigned in october 2014; “other” comprises leave pay.

PPC Ltd Annual financial statements 2015 99

aBRIDGED REmUnERaTIon REpoRT Continued

for the year ended 30 September 2015

Remuneration paid to executive directors and prescribed officers in 2014

The executive directors’ and prescribed officers’ remuneration for the year ended 30 September 2014 was as follows:

==> picture [508 x 90] intentionally omitted <==

----- Start of picture text -----

TGp
RETIRE-
mEnT
anD
mEDICaL CaR LTI DISCRE-
ConTRI- aLLoW- REaLISED TIonaRy
SaLaRy BUTIonS anCE STI vaLUE oTHER BonUS ToTaL
R000 R000 R000 R000 R000 [1] R000 R000 R000
----- End of picture text -----

2 899

1 390
2 117
1 836
1 249
1 928
1 309
1 433
1 489
1 965
1 930
771
227
4 439
813

348
259
354
118
592
191
142
195
354
316
147
36
563
240

323
120
410

232


118
320
260
115
27














4 904

265

370

423



432
322
292
3 020
1 962
2

3
8
1 152

6


3
5
7
1 973
3 787
14 768
605

318
483
548
329
606
381
412
478
479



  • 2 Following the resignation of Mr K Gordhan on 22 September 2014, Mr B Sibiya assumed an executive role in the company. Remuneration for services as an executive director started from 1 october.

3 other payments include a relocation allowance (R152 000) and a payment in lieu of transfer costs (R1 000 000).

  • 4 Employed for nine months of the financial year.

  • 5 Employed for nine months of the financial year.

  • 6 Employed for seven months of the financial year. other payments included annual leave (R117 000), severance pay (R1 322 000), 13th cheque (R28 000) and Masakhane share units (R506 000).

7 Employed for one month of the financial year. other payments include severance pay (R3 472 164), annual leave (R100 739) and Masakhane shares (R214 159).

  • 8 Employed for 12 months of the financial year, but resigned in the last week of September 2014.

100 PPC Ltd Annual financial statements 2015

total emoluments to non-executive directors for the year ending 30 September 2015 were:

==> picture [483 x 71] intentionally omitted <==

----- Start of picture text -----

CommITTEE
SoCIaL,
ETHICS
CHaIR- RISK anD anD
BoaRD man nomI- Com- REmU- TRanSFoR- InvEST- SpECIaL
FEES FEES naTIonS aUDIT pLIanCE nERaTIon maTIon mEnT mEETInGS ToTaL
R000 R000 R000 R000 R000 R000 R000 R000 R000 R000
----- End of picture text -----

DJ Castle1
N Goldin
ZJ Kganyago2
NB Langa Royds3
TJ Leaf-Wright
MP Malungani
T Mboweni
SK Mhlarhi
B Modise
T Moyo
CH Naude
PG Nelson
TDA Ross
J Shibambo4
BL Sibiya
D Uftikirezi5
50
223
252
82
202
273
202
294
252
294
223
223
367
82

138














1 221



43


40


96


52
43
142
24
48

37





94
57

57
210






63



179

63

88
28


119

108



169


119
244

53
33



72
56
87
99






35
45
18
19
18

38
148

74




55

55
215

480
332

215

215
215
215


567
215
538
331
361
787
637
359
723
341
752
740
662
405
524
1 339
456
2 034
162
3 157 1 221 440 503 421 845 394 425 3 207 10 613
  • 1 Served as non-executive director for three months before becoming CEo.

  • 2 Alternate director to BL Sibiya.

  • 3 Retired January 2015.

  • 4 Retired January 2015.

5 Resigned September 2015.

Total emoluments to non-executive directors for the year ended 30 September 2014 were:

BoaRD
FEES
R000
CHaIR-
man
FEES
R000
BoaRD
FEES
R000
CHaIR-
man
FEES
R000
BoaRD
FEES
R000
CHaIR-
man
FEES
R000
CommITTEE CommITTEE CommITTEE CommITTEE CommITTEE CommITTEE CommITTEE CommITTEE CommITTEE
nomIn-
aTIonS
R000
aUDIT
R000
RISK anD
Com-
pLIanCE
R000
REmUnE-
RaTIon
R000
SoCIaL,
ETHICS
anD
TRanSFoR-
maTIon
R000
SpECIaL
mEETInGS
R000
InvEST-
mEnT
R000
oTHER4
R000
ToTaL
R000
ZJ Kganyago
NB Langa-Royds
AJ Lamprecht1
MP Malungani
SK Mhlarhi
B Modise
T Moyo2
TDA Ross
J Shibambo
BL Sibiya3
226
226
56
246
246
226
189
244
246









1 120

5
2



1
5

105
1

1






118
5


254
9


18




140
18
89
107
18

171


94



115

204
30
62




100
123
268

86
89
90
72
107
107
251

17
180
53


35

35
30
30



30



502
950
124
574
482
604
294
729
734
1 424
1 905 1 120 14 6
477
390 380 396 1 193 320 90 6 417
  • 1 Retired January 2014.

  • 2 Appointed November 2013.

  • 3 Subsequently appointed as executive chairperson on 22 September 2014.

  • 4 Three meetings of the PPC Bafati Investment Trust.

PPC Ltd Annual financial statements 2015 101

aBRIDGED REmUnERaTIon REpoRT Continued

for the year ended 30 September 2015

interests of executive directors and prescribed officers in share capital

directors received vested rights in 2008 in a trust owning donated shares which were subject to vesting conditions and a lock-in expiring annually in thirds from 15 December 2012 and expiring on 15 December 2014.

The aggregate direct beneficial holdings of directors and their immediate families (none of whom has a holding of over 1%) in the issued ordinary shares of the company are detailed below. There are no indirect holdings by directors and their immediate families. There have been no material changes in these shareholdings since that date.

During the 2013 financial year, following the implementation of the company’s second BBBEE transaction, executive directors and prescribed officers were included among the South African employees granted participation rights in a notional loan-funded trust owning shares that are subject to vesting conditions and a lockin period restricting transferability which expires in September 2019.

nUmBER nUmBER t
namE oF SHaRES
aS aT
30 SEpTEmBER
2015
oF SHaRES
aS aT
30 SEpTEmBER
2014
i
Current directors
MMT Ramano
ZJ Kganyago
prescribed offcers
JHDLR Snyman
134 143
95 787
24 100
134 143

24 100
paRTICIpaTIon RIGHTS BEE 1 BEE 2
Executive directors
MMT Ramano 335 249 372 737
prescribed offcers
PL Booysen 16 322
HN Buthelezi 218 676
JT Claassen 22 501
AC Lowan 118 850
KPP Meijer
FK Molefe

28 488
171 490
T Sibisi* 188 639
JHDLR Snyman 18 167
JJ Taljaard 25 384

interests of directors and prescribed officers in BBBee schemes In 2008, in terms of the company’s first BBBEE transaction, certain executive directors and prescribed officers were granted participation rights in the loan-funded Black Managers Trust which owns shares that are subject to vesting conditions and a lock-in period restricting transferability which expires on 15 December 2016. In addition, during the 2012 financial year, they each received rights to 2 541 shares in a trust owning donated shares which were subject to a lock-in expiring on 15 December 2013. Certain non-executive

*Rights will be forfeited on date of resignation

102 PPC Ltd Annual financial statements 2015

Value of long-term incentives

==> picture [484 x 67] intentionally omitted <==

----- Start of picture text -----

nUmBER pRICE on
nUmBER nUmBER EXERCISED/ nUmBER EXERCISE
aLLoCaTED aLLoCaTED vESTED FoRFEITED DaTE/ EXERCISE/ CURREnT vaLUE
In In In In GRanT vESTInG vESTInG UnIT aT yEaR
pRIoR CURREnT CURREnT CURREnT CLoSInG pRICE pRICE GaIn vaLUE EnD
aWaRD DaTE yEaRS yEaR yEaR yEaR nUmBER (R) (R) (R000) (R) (R000)
----- End of picture text -----*

Executive directors
DJ Castle
Share appreciation rights
2015/05/29
Forfeitable shares – no
performance conditions
2015/05/29

2 333 652
125 150


2 333 652
125 150
19,71
4,11
17,10
9 591
2 140
Total 11 731
mmT Ramano
Share appreciation rights
2012/09/28 cash settled
2013/09/30 cash settled
2015/05/29
170 000
170 000


581 300
170 000




170 000
581 300


19,71
19,11 3 249 16,25
4,11

2 763
2 389
340 000 581 300 170 000 751 300 5 152
Forfeitable shares – with
performance conditions
2012/09/28
2013/03/15
2014/02/18
96 800
78 700
128 700




96 800


78 700
128 700



17,10

2 201
304 200 96 800 207 400 2 201
Forfeitable shares – no
performance conditions
2015/05/29
56 900 56 900 17,10 973
Total 3 249 8 326
prescribed offcers
pL Booysen
Share appreciation rights
2007/08/08 cash settled
2008/09/17 cash settled
2009/09/25 cash settled
2015/05/29
30 000
24 000
22 000



114 400






30 000
24 000
22 000
114 400
43,00
31,80
35,35
19,71
0,09
0,80
0,77
4,11
3
19
17
470
76 000 114 400 190 400 509
Forfeitable shares – no
performance conditions
2012/02/16
2013/03/15
2014/02/18
2015/05/29
6 500
6 800
9 900



18 400
6 500






6 800
9 900
18 400



21,08 137 17,10
17,10
17,10
116
169
315
23 200 18 400 6 500 35 100 600
Forfeitable shares – with
performance conditions
2012/02/16
2013/03/15
2014/02/18
5 400
7 600
16 600




5 400


7 600
16 600



17,10

284
29 600 5 400 24 200 284
Total 137 1 393

All instruments are equity settled, unless otherwise indicated.

* Instruments subject to a future performance condition have been reflected as if the performance condition will be fully satisfied, although circumstances may result in a different outcome.

PPC Ltd Annual financial statements 2015 103

aBRIDGED

REmUnERaTIon REpoRT Continued

for the year ended 30 September 2015

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----- Start of picture text -----

nUmBER pRICE on
nUmBER nUmBER EXERCISED/ nUmBER EXERCISE
aLLoCaTED aLLoCaTED vESTED FoRFEITED DaTE/ EXERCISE/ CURREnT vaLUE
In In In In GRanT vESTInG vESTInG UnIT aT yEaR
pRIoR CURREnT CURREnT CURREnT CLoSInG pRICE pRICE GaIn vaLUE EnD
aWaRD DaTE yEaRS yEaR yEaR yEaR nUmBER (R) (R) (R000) (R) (R000)
----- End of picture text -----*

prescribed offcers
continued
Hn Buthelezi
Share appreciation rights
2015/05/29
Forfeitable shares – no
performance conditions
2014/02/18
2015/05/29

12 400
151 200

24 300




151 200
12 400
24 300
19,71

4,11
17,10
17,10
621
212
416
12 400 24 300 36 700 628
Forfeitable shares – with
performance conditions
2014/02/18
20 700 20 700 17,10 354
Total 1 603
JT Claassen
Share appreciation rights
2007/08/08 cash settled
2008/09/17 cash settled
2009/09/25 cash settled
2015/05/29
40 000
24 000
26 000



148 800






40 000
24 000
26 000
148 800
43,00
31,80
35,35
19,71
0,09
0,80
0,77
4,11
4
19
20
612
90 000 148 800 238 800 655
Forfeitable shares – no
performance conditions
2012/02/16
2013/03/15
2014/02/18
2015/05/29
10 200
10 400
33 353



23 900
10 200






10 400
33 353
23 900



21,08 215 17,10
17,10
17,10
178
570
409
53 953 23 900 10 200 67 653 1 157
Forfeitable shares – with
performance conditions
2012/02/16
2013/03/15
2014/02/18
12 700
17 300
21 500




12 700


17 300
21 500



17,10

368
51 500 12 700 38 800 368
Total 215 2 180
aC Lowan
Share appreciation rights
2015/05/29
Forfeitable shares – no
performance conditions
2013/03/15
2014/02/18
2015/05/29

4 800
6 500
103 000


16 600






103 000
4 800
6 500
16 600
19,71


4,11
17,10
17,10
17,10
423
82
111
284
11 300 16 600 27 900 477
Forfeitable shares – with
performance conditions
2013/03/15
2014/02/18
5 400
10 800



5 400
10 800


17,10

185
16 200 16 200 185
Total 1 085

All instruments are equity settled, unless otherwise indicated.

* Instruments subject to a future performance condition have been reflected as if the performance condition will be fully satisfied, although circumstances may result in a different outcome.

104 PPC Ltd Annual financial statements 2015

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----- Start of picture text -----

nUmBER pRICE on
nUmBER nUmBER EXERCISED/ nUmBER EXERCISE
aLLoCaTED aLLoCaTED vESTED FoRFEITED DaTE/ EXERCISE/ CURREnT vaLUE
In In In In GRanT vESTInG vESTInG UnIT aT yEaR
pRIoR CURREnT CURREnT CURREnT CLoSInG pRICE pRICE GaIn vaLUE EnD
aWaRD DaTE yEaRS yEaR yEaR yEaR nUmBER (R) (R) (R000) (R) (R000)
----- End of picture text -----*

prescribed offcers
continued
Kpp meijer (leaves
30/11/2015)
Share appreciation rights
2015/05/29
Forfeitable shares – no
performance conditions
2012/02/16
2013/03/15
2014/02/18
2015/05/29

11 200
12 300
13 300
170 500



27 400

11 200






170 500

12 300
13 300
27 400
19,71



18,00 202 4,11
17,10
17,10
17,10
701
210
227
469
36 800 27 400 11 200 53 000 906
Forfeitable shares – with
performance conditions
2012/02/16
2013/03/15
2014/02/18
14 000
20 500
22 200




14 000


20 500
22 200



17,10

380
56 700 14 000 42 700 380
Total 202 1 987
FK molefe
Share appreciation rights
2015/05/29
Forfeitable shares – no
performance conditions
2014/02/18
2015/05/29

9 900
114 400

18 400




114 400
9 900
18 400
19,71

4,11
17,10
17,10
470
169
315
9 900 18 400 28 300 484
Forfeitable shares – with
performance conditions
2014/02/18
16 600 16 600 17,10 284
Total 1 238

All instruments are equity settled, unless otherwise indicated.

* Instruments subject to a future performance condition have been reflected as if the performance condition will be fully satisfied, although circumstances may result in a different outcome.

PPC Ltd Annual financial statements 2015 105

aBRIDGED

REmUnERaTIon REpoRT Continued

for the year ended 30 September 2015

==> picture [484 x 68] intentionally omitted <==

----- Start of picture text -----

nUmBER pRICE on
nUmBER nUmBER EXERCISED/ nUmBER EXERCISE
aLLoCaTED aLLoCaTED vESTED FoRFEITED DaTE/ EXERCISE/ CURREnT vaLUE
In In In In GRanT vESTInG vESTInG UnIT aT yEaR
pRIoR CURREnT CURREnT CURREnT CLoSInG pRICE pRICE GaIn vaLUE EnD
aWaRD DaTE yEaRS yEaR yEaR yEaR nUmBER (R) (R) (R000) (R) (R000)
----- End of picture text -----*

prescribed offcers
continued
TR Sibisi (resigned
15/12/2015)
Share appreciation rights
2015/05/29
Forfeitable shares – no
performance conditions**
2014/02/18
2015/05/29

10 900
125 900

20 300




125 900
10 900
20 300
19,71

4,11
17,10
17,10
517
186
347
10 900 20 300 31 200 533
Forfeitable shares – with
performance conditions
2014/02/18
18 200 18 200 17,10 311
Total 1 361
JHDLR Snyman
Share appreciation rights
2007/08/08 cash settled
2008/09/17 cash settled
2009/09/25 cash settled
2015/05/29
25 000
27 000
23 000



114 400






25 000
27 000
23 000
114 400
47,36
31,80
35,35
19,71
0,09
0,80
0,77
4,11
2
22
18
470
75 000 114 400 189 400 513
Forfeitable shares – no
performance conditions
2012/02/16
2013/03/15
2014/02/18
2015/05/29
15 500
8 400
9 000



18 400
15 500






8 400
9 000
18 400



18,95 294 17,10
17,10
17,10
144
154
315
32 900 18 400 15 500 35 800 613
Forfeitable shares – with
performance conditions
2012/02/16
2013/03/15
2014/02/18
19 500
13 900
15 100



19 500


13 900
15 100



17,10

258
48 500 19 500 29 000 258
Total 294 1 383

All instruments are equity settled, unless otherwise indicated.

* Instruments subject to a future performance condition have been reflected as if the performance condition will be fully satisfied, although circumstances may result in a different outcome.

** Instruments subsequently forfeited on date of resignation.

106 PPC Ltd Annual financial statements 2015

==> picture [484 x 68] intentionally omitted <==

----- Start of picture text -----

nUmBER pRICE on
nUmBER nUmBER EXERCISED/ nUmBER EXERCISE
aLLoCaTED aLLoCaTED vESTED FoRFEITED DaTE/ EXERCISE/ CURREnT vaLUE
In In In In GRanT vESTInG vESTInG UnIT aT yEaR
pRIoR CURREnT CURREnT CURREnT CLoSInG pRICE pRICE GaIn vaLUE EnD
aWaRD DaTE yEaRS yEaR yEaR yEaR nUmBER (R) (R) (R’000) (R) (R000)
----- End of picture text -----*

prescribed offcers
continued
JJ Taljaard
Share appreciation rights
2015/05/29
Forfeitable shares – no
performance conditions
2012/02/16
2013/03/15
2014/02/18
2015/05/29

11 500
11 800
13 100
151 000



24 300

11 500






151 000

11 800
13 100
24 300
19,71



18,00 207 4,11
17,10
17,10
17,10
621
202
224
416
36 400 24 300 11 500 49 200 842
Forfeitable shares – with
performance conditions
2012/02/16
2013/03/15
2014/02/18
14 300
19 700
21 900




14 300


19 700
21 900



17,10

374
55 900 14 300 41 600 374
Total 207 1 837
RS Tomes (resigned
23/10/2014)
Share appreciation rights
2007/08/08 cash settled
Forfeitable shares – no
performance conditions
2012/02/16
2013/03/15
2014/02/18
33 000
9 100
9 200
12 500






33 000
9 100
9 200
12 500



43,00


30 800 30 800
Forfeitable shares – with
performance conditions
2012/02/16
2013/03/15
2014/02/18
11 300
15 400
20 800




11 300
15 400
20 800




47 500 47 500
Total
Retired directors
SG Helepi (resigned
14 February 2013)
Share appreciation rights
2007/08/08 cash settled
18 000 18 000 43,00 0,09 2
Total 2

All instruments are equity settled, unless otherwise indicated.

* Instruments subject to a future performance condition have been reflected as if the performance condition will be fully satisfied, although circumstances may result in a different outcome.

PPC Ltd Annual financial statements 2015 107

ppC SHaREHoLDER anaLySIS

as at 30 September 2015

==> picture [484 x 506] intentionally omitted <==

----- Start of picture text -----

number of number
shareholders % of shares %
SHaREHoLDER SpREaD
1 – 1 000 shares 7 360 54,86 3 050 049 0,50
1 001 – 10 000 shares 4 859 36,22 15 761 726 2,60
10 001 – 100 000 shares 877 6,54 25 343 774 4,19
100 001 – 1 000 000 shares 243 1,81 76 931 583 12,71
1 000 001 shares and over 78 0,58 484 292 516 80,00
Total 13 417 100 605 379 648 100
DISTRIBUTIon oF SHaREHoLDERS
Banks 94 0,70 154 014 342 25,44
Broad-based black ownership 17 0,13 145 378 510 24,01
Brokers 74 0,55 24 055 932 3,97
Close corporations 119 0,89 670 568 0,11
Endowment funds 45 0,34 1 273 571 0,21
Individuals 10 686 79,65 26 665 251 4,40
Insurance companies 82 0,61 11 607 418 1,92
Investment companies 16 0,12 768 941 0,13
Medical aid schemes 10 0,07 246 364 0,04
Mutual funds 214 1,59 85 788 709 14,17
Nominees and trusts 1 539 11,47 11 933 888 1,97
Other corporations 72 0,54 831 840 0,14
Pension funds 177 1,32 130 285 890 21,52
Private companies 270 2,01 10 189 801 1,68
Sovereign wealth fund 2 0,01 1 668 623 0,28
Total 13 417 100 605 379 648 100
pUBLIC/non-pUBLIC SHaREHoLDERS
non-public shareholders 21 0,16 238 499 689 39,40
Directors’ holdings 3 0,02 163 243 0,03
Broad-based black ownership 17 0,13 145 378 510 24,01
Strategic holdings (10% or more) 1 0,01 92 957 936 15,36
public shareholders 13 396 99,84 366 879 959 60,60
Total 13 417 100 605 379 648 100
number
of shares %
BEnEFICIaL SHaREHoLDERS HoLDInG 3% oR moRE oF THE ISSUED SHaRE CapITaL
Government Employees Pension Fund 92 957 936 15,36
PPC SBP Consortium Funding SPV (Pty) Ltd 39 988 926 6,61
PPC Masakhane Employee Share (Est) Trust 26 757 780 4,42
----- End of picture text -----

108 PPC Ltd Annual financial statements 2015

COrPOrATE iNfOrmATiON

PPC LTd

(Incorporated in the Republic of South Africa) Company registration number: 1892/000667/06 JSE code: PPC JSE ISIN code: ZAE000170049 ZSE code: PPC

dirECTOrS

Executive: DJ Castle (chief executive officer), MMT Ramano (chief financial officer) Non-executive: BL Sibiya (chairman), N Goldin, ZJ Kganyagi, TJ Leaf-Wright, MP Malungani, T Mboweni, SK Mhlarhi, B Modise, T Mayo*, CH Naude, PE Nelson, TDA Ross

*Zimbabwean

AudiTOrS

Deloitte & Touche Deloitte Place The Woodlands Woodlands Drive Woodmead, Sandton Private Bag X6 Gallo Manor, 2052, South Africa Telephone +27 11 806 5000 Telefax +27 11 806 5111

SECrETAry ANd rEgiSTErEd OffiCE

JHDLR Snyman 148 Katherine Street, Sandton, South Africa PO Box 787416 Sandton, 2146, South Africa Telephone +27 11 386 9000 Telefax +27 11 386 9001 Email [email protected]

SPONSOr: SOuTh AfriCA

Merrill Lynch SA (Pty) Ltd 138 West Street Sandown, Sandton PO Box 651987 Benmore, 2010, South Africa Telephone +27 11 305 5555 Telefax +27 11 305 5600

TrANSfEr SECrETAriES: SOuTh AfriCA

Computershare Services (Pty) Ltd 70 Marshall Street Marshalltown Johannesburg 2001 PO Box 61051 Marshalltown, 2107, South Africa Telephone +27 11 370 5000 Telefax +27 11 688 5200 Email [email protected]

TrANSfEr SECrETAriES: ZimbAbwE

Corpserve Pvt Limited 4th Floor, Intermarket Centre Corner First Street and Kwame Nkrumah Avenue Harare, Zimbabwe PO Box 2208 Harare, Zimbabwe Telephone +263 4 758 193/751 559 Telefax +263 4 752 629

SPONSOr: ZimbAbwE

Imara Edwards Securities Pvt Limited Block 2, Tendeseka Office Park Samora Machel Avenue Harare, Zimbabwe PO Box 1475 Harare, Zimbabwe Telephone +263 4 790 090 Telefax +263 4 791 345

fiNANCiAL CALENdAr

==> picture [484 x 37] intentionally omitted <==

----- Start of picture text -----

Financial year-end 30 September
Annual general meeting 25 January 2016
----- End of picture text -----*

rEPOrTS
Preliminary announcement of annual results Published June
Interim results for half year to September Published November
Annual fnancial statements Published July
dividENdS
Interim If declared November
Paid January
Final If declared June
Paid August

*The company has changed its year-end to March with effect from the 2016 financial year.

==> picture [66 x 65] intentionally omitted <==

www.ppc.co.za