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CROOKES BROTHERS LIMITED - Preliminary audited year end results and notice of AGM

12 June 2019 - 17:35 PM
CKS
Preliminary audited year end results and notice of AGM

CROOKES BROTHERS LIMITED
(Incorporated in the Republic of South Africa)
Registration No. 1913/000290/06
Share code: CKS      ISIN: ZAE000001434
("Crookes Brothers" or "the company" or "the group")


PRELIMINARY SUMMARISED AUDITED GROUP RESULTS FOR THE YEAR ENDED 31 MARCH 2019 AND NOTICE OF ANNUAL GENERAL MEETING

Commentary

The year was marked by record crops in our sugar, banana and macadamia segments
and, in a year of turmoil for the sugar industry, the results underscore the success of the
group's diversification strategy.

During the year the board took a decision to sell certain assets considered non-core to
its objective of creating long term value for shareholders. The sale of the Renishaw Hills
infrastructure and work in progress supports this strategy. Details of the proposed
disposal are reflected under discontinued operations in the group's statement of profit
or loss and other comprehensive income.

Revenue from continuing operations increased by 21% to R576,1 million (2018: R477,2 million) 
and operating profit from continuing operations increased to R73,9 million (2018: R4,1 million).

Cash generated from operations increased significantly by 419% to R117.9 million
(2018: R22.7 million).

Headline earnings increased to 145.0 cents per share. (2018: headline loss of 50.6 cents per share).

Sugar cane

Revenue from cane operations increased by 7% to R321,9 million (2018: R300,1 million)
and operating profit increased by 59% to R70,3 million (2018: R44,3 million).

The growth is attributable to a 26% increase in production to 703 000 tons (2018: 556 000 tons), 
reflecting a strong recovery from the drought.

Improved yields and volumes were diluted by a sharp decline in the SA RV (Recoverable
Value) price of 15% compared to the prior corresponding period, with similar price
decreases experienced in Swaziland and Zambia.

The implementation of the health promotion levy(sugar tax) in South Africa, which has
resulted in a substantial decline in the local consumption of sugar, in combination with
cheaper sugar imports and a weak world sugar price, has contributed to the decline in
sugar prices in Southern Africa.

Although we expect an improvement in sugar prices over the next few years, a return
to previous price levels is considered unlikely in the short term without a major structural
change in the South African sugar industry.

Deciduous

Revenue increased by 46% to R100,2 million (2018: R68.5 million) and operating profit
increased to R10,1 million (2018: operating loss R20,4 million).

The improvement in performance is due to an increase in average deciduous prices
achieved by the company. These price increases were attributable in equal parts to rand
weakness and to improved quality, with a greater % of our 2019 crop achieving export
standard quality than in previous years.

Notwithstanding the improved quality, deciduous volumes were disappointing in the
aftermath of the drought, with production declining marginally to 29 000 tons 
(2018: 29 541 tons).

With a large proportion of our deciduous area comprising young orchards, we anticipate
that yields and quality will continue to improve as these orchards continue to mature.

Macadamia Nuts

Revenue increased by 268 % to R8,1 million (2018: R2,2 million).

Operating profit increased by 231% to R18,2 million (2018: R5.5 million), driven by a
combination of increased yields as well an increase in price. In US dollar terms, the
average sales price improved by 39% as a result of improved quality and crack-out. (It
should be noted that profit exceeds revenue due to the significant impact of the year
end crop valuation resulting from the substantial growth in production from year to
year).

This year we developed new macadamia markets, selling directly to Hong Kong, as well
as to South African processors. This had a positive impact on prices and cash flow.

We expect rapid growth to continue in the macadamia division as our young orchards
mature. The yields achieved in the past 2 years have been exceptional when
compared with industry standards and our original expectations. We anticipate that our
production of dry- nut- in-shell will increase from 450 tons to around 800 tons DNIS in the
next season.

Bananas

Following a record crop of 24 000 tons (2018: 17 496 tons), revenue grew by 32% to
R117.1 million (2018: R88.5 million) and operating profit grew by 32% to R36.8 million 
(2018: R27.8 million).

Bananas constitute an integral element of our diversification strategy and with the
cessation of the drought in the Lowveld region, we have re-commenced our planting at
the QBV project in Mozambique.

Capital expenditure and financing activities

In line with our long term plans, during the year R84 million was invested in capital
expenditure (2018: R172 million). Planned capital spend for 2020 is R66 million.

Subsequent to year end the group raised a further R80 million in general banking facilities
to cover peak borrowing requirements. It is anticipated that the planned sale of non-core 
assets will further bolster our liquidity position.

Prospects

Although industry estimates reflect a welcome improvement in sugar prices in the year
ahead, these are still well below previous levels, with a meaningful recovery unlikely in
the short term. The plight of the sugar industry emphasizes the importance of the group's
diversification strategy. We expect increasing contributions from our macadamia and
deciduous divisions in the short term as these orchards mature, restoring profitability to
more acceptable levels.


The audited results of the group for the year ended 31 March 2019 together with those of the previous year are                  
set out below:                                                                                                                               
                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
SUMMARISED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME                                           31 March         31 March   
(R000's)                                                                                                        Notes            2019            2018* 
Continuing operations                                                                                                                                    
Revenue                                                                                                                       576 106          477 183   
Operating profit before biological assets                                                                                      25 847            1 487   
Change in fair value of biological assets                                                                           3          48 086            2 600   
Operating profit after biological assets                                                                                       73 933            4 087   
Share of profit of joint venture and associate companies                                                                        1 209            3 641   
Investment income                                                                                                               1 801            1 666   
Finance costs                                                                                                                (20 051)         (14 050)   
Profit/(loss) before tax                                                                                                       56 892          (4 656)   
Income tax expense                                                                                                           (14 447)            4 466   
Profit/(loss) for the year from continuing operations                                                                          42 445            (190)   
Discontinued operations                                                                                                                                  
Loss for the year from discontinued operations                                                                      1         (1 760)          (3 047)   
Profit/(loss) for the year                                                                                                     40 685          (3 237)   
Items that will not be reclassified subsequently to profit or loss:                                                                                      
Remeasurement of post-employment medical aid obligation                                                                           261            (514)   
Items that may be reclassified subsequently to profit or loss:                                                                                           
Exchange differences on translating foreign operations                                                                        (2 496)          (5 238)   
Other comprehensive loss for the year, net of income tax                                                                      (2 235)          (5 752)   
Total comprehensive income/(loss) for the year                                                                                 38 450          (8 989)   
Profit/(loss) for the year from continuing operations attributable to:                                                                                   
Owners of the company                                                                                                          26 964          (4 798)   
Non-controlling interests                                                                                                      15 481            4 608   
                                                                                                                               42 445            (190)   
Loss for the year from discontinued operations attributable to:                                                                                          
Owners of the company                                                                                                         (1 380)          (2 789)   
Non-controlling interests                                                                                                       (380)            (258)   
                                                                                                                              (1 760)          (3 047)   
Total comprehensive income/(loss) for the year from continuing operations attributable to:                                          
Owners of the company                                                                                                          24 729         (10 550)   
Non-controlling interests                                                                                                      15 481            4 608   
                                                                                                                               40 210          (5 942)   
Total comprehensive loss for the year from discontinued operations attributable to:                                                                      
Owners of the company                                                                                                         (1 380)          (2 789)   
Non-controlling interests                                                                                                       (380)            (258)   
                                                                                                                              (1 760)          (3 047)   
Earnings/(loss) per share                                                                                                                                
From continuing and discontinued operations                                                                                                              
Basic                                                                                                         (cents)           167.6           (49.7)   
Diluted                                                                                                       (cents)           167.6           (49.7)   
Earnings/(loss) per share                                                                                                                                
From continuing operations                                                                                    (cents)           176.6           (31.4)   
Basic                                                                                                         (cents)           176.6           (31.4)   
Diluted                                                                                                                                                  

* Prior year restated for revenue standard change and re-presented to account for discontinued operations.

                                                                                                         
                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
SUMMARISED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                                                                       31 March         31 March   
(R000's)                                                                                                                         2019             2018   
Shareholders' equity at beginning of year                                                                                   1 032 156        1 066 978   
Movements in:                                                                                                                                            
Share-based payment reserve                                                                                                     1 139            1 059   
Other comprehensive loss                                                                                                      (2 496)          (5 238)   
Non-controlling interests                                                                                                           -            6 899   
Changes in retained earnings                                                                                                   28 821         (37 542)   
Net profit/(loss) attributable to owners of the company                                                                        25 584          (7 587)   
Net profit attributable to non-controlling interests                                                                           15 101            4 350   
Remeasurement of post-employment obligations                                                                                      261            (514)   
Dividends paid - ordinary shareholders                                                                                              -         (22 896)   
Dividends paid - community partners                                                                                          (12 125)         (10 895)   
Shareholders' equity at end of year                                                                                         1 059 620        1 032 156   


                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION                                                                      31 March         31 March   
(R000's)                                                                                                        Notes            2019            2018*   
ASSETS                                                                                     
Non-current assets                                                                                                          1 076 056        1 052 815   
Property, plant and equipment                                                                                                 960 879          967 756   
Investment property                                                                                                            30 336           11 432   
Deferred tax assets                                                                                                            14 406            6 044   
Other financial assets                                                                                                          4 056            3 269   
Investments in joint venture and associates                                                                                    61 393           60 816   
Unsecured loans                                                                                                                 4 986            3 498   
Current assets                                                                                                                605 876          515 615   
Biological assets                                                                                                   3         260 806          213 443   
Inventories                                                                                                                    30 541          128 494   
Trade and other receivables                                                                                                   136 414          124 419   
Current tax assets                                                                                                              7 362            8 398   
Other financial assets                                                                                                            110              102   
Retirement benefit surplus                                                                                                      1 693           10 212   
Unsecured loans                                                                                                                 2 792            3 673   
Cash and bank balances                                                                                                         56 683           26 874   
                                                                                                                              496 401          515 615   
Assets classified as held for sale                                                                                  2         109 475                -   
Total assets                                                                                                                1 681 932        1 568 430   

EQUITY AND LIABILITIES                                                                                                                                   
Capital and reserves                                                                                                        1 059 620        1 032 156   
Share capital and premium                                                                                                     226 271          226 271   
Investment revaluation reserve                                                                                                    951              951   
Foreign currency translation reserve                                                                                         (31 498)         (29 002)   
Share-based payment reserve                                                                                                     4 612            3 473   
Retained earnings                                                                                                             831 316          805 471   
Equity attributable to owners of the company                                                                                1 031 652        1 007 164   
Non-controlling interests                                                                                                      27 968           24 992   
Non-current liabilities                                                                                                       267 674          207 202   
Deferred tax liabilities                                                                                                      129 596          126 986   
Borrowings - interest bearing                                                                                                  70 765           24 104   
Other financial liabilities                                                                                                    19 692            8 797   
Obligations to restore leased farmland                                                                                         44 045           44 674   
Post-employment medical aid obligation                                                                                          3 576            2 641   
Current liabilities                                                                                                           354 638          329 072   
Trade and other payables                                                                                                       76 614           45 597   
Provisions                                                                                                                     16 154            9 603   
Current tax liabilities                                                                                                         2 775              337   
Post-employment medical aid obligation                                                                                              -            7 693   
Borrowings - interest bearing                                                                                                 251 500          241 792   
Bank overdraft                                                                                                                  7 595           24 050   
Total equity and liabilities                                                                                                1 681 932        1 568 430   

* Prior year restated for revenue standard change.                                                                                                       


                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
SUMMARISED CONSOLIDATED STATEMENT OF CASH FLOWS                                                                              31 March         31 March   
(R000's)                                                                                                        Notes            2019            2018*   
Operating profit for the year from continuing operations                                                                       73 933            4 087   
Operating profit/(loss) for the year from discontinued operations                                                   1           4 569          (1 027)   
Depreciation                                                                                                                   59 989           49 290   
Change in fair value of biological assets                                                                           3        (48 086)          (2 600)   
Other non-cash items                                                                                                            5 692          (4 405)   
                                                                                                                               96 097           45 345   
Net working capital changes                                                                                                    21 851         (22 621)   
Cash generated from operations                                                                                                117 948           22 724   
Cash flows from operating activities                                                                                           79 746          (9 450)   
Cash generated from operations                                                                                                117 948           22 724   
Interest received                                                                                                               1 076            1 591   
Interest paid                                                                                                                (22 726)         (16 594)   
Income taxes paid                                                                                                            (16 552)         (17 171)   
Cash flows from investing activities                                                                                         (83 624)        (172 391)   
Proceeds on disposal of property, plant and equipment                                                                           1 538            6 402   
Investment in property, plant and equipment:                                                                                 (78 920)        (155 217)   
Investment in investment property                                                                                             (5 770)         (11 449)   
Investment in joint venture and associate companies                                                                               216          (2 525)   
Other net investing activities                                                                                                  (688)          (9 602)   
Cash flows from financing activities                                                                                           50 142          137 680   
Proceeds from loans and borrowings**                                                                                           55 000           29 210   
Repayment of loans and borrowings**                                                                                          (23 087)         (21 597)   
Increase in general banking facilities                                                                                         19 097          154 985   
Net increase in other financial liabilities                                                                                    11 257            8 873   
Dividends paid - ordinary shareholders                                                                                              -         (22 896)   
Dividends paid - community partners                                                                                          (12 125)         (10 895)   
Net increase/(decrease) in cash and cash equivalents                                                                           46 264         (44 161)   
Cash and cash equivalents at beginning of the year                                                                              2 824           46 985   
Cash and cash equivalents at end of the year                                                                                   49 088            2 824   

* Prior year restated for revenue standard change and re-presented to account for discontinued operations.
** Re-presented for improved disclosure.                                                                                                       


                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
SUMMARISED CONSOLIDATED SEGMENTAL ANALYSIS - continuing operations                                                           31 March         31 March   
(R000's)                                                                                                                         2019            2018*   
Revenue from external customers                                                                                                                     
Sugar cane                                                                                                                    321 855          300 080   
Deciduous fruit                                                                                                               100 226           68 513   
Bananas                                                                                                                       117 052           88 464   
Macadamias                                                                                                                      8 070            2 166   
Property^                                                                                                                       1 981                -   
Other operations                                                                                                               26 922           17 960   
                                                                                                                              576 106          477 183   
Operating profit before biological assets                                                                                                                
Sugar cane                                                                                                                     50 391           48 993   
Deciduous fruit                                                                                                                   140         (19 197)   
Bananas                                                                                                                        39 779           26 240   
Macadamias                                                                                                                    (2 931)          (1 398)   
Property^                                                                                                                       2 865            (498)   
Other operations                                                                                                              (3 118)          (3 667)   
Profit on disposal of property, plant and equipment and unlisted shares                                                           399              361   
Corporate expenses                                                                                                           (61 678)         (49 347)   
                                                                                                                               25 847            1 487   
Change in fair value of biological assets                                                                                                                
Sugar cane                                                                                                                     19 920          (4 684)   
Deciduous fruit                                                                                                                 9 979          (1 227)   
Bananas                                                                                                                       (2 976)            1 584   
Macadamias                                                                                                                     21 163            6 927   
                                                                                                                               48 086            2 600   
Operating profit after biological assets                                                                                                                 
Sugar cane                                                                                                                     70 311           44 309   
Deciduous fruit                                                                                                                10 119         (20 424)   
Bananas                                                                                                                        36 803           27 824   
Macadamias                                                                                                                     18 232            5 529   
Property^                                                                                                                       2 865            (498)   
Other operations                                                                                                              (3 118)          (3 667)   
Profit on disposal of property, plant and equipment and unlisted shares                                                           399              361   
Corporate expenses                                                                                                           (61 678)         (49 347)   
                                                                                                                               73 933            4 087   
* Prior year restated for revenue standard change and represented to account for discontinued operations.                                           
^ The property segment includes development, infrastructure costs and future land sales not affiliated with the                                 
  Renishaw Hills residential development, which has been represented as a discontinued operation.                                                     


                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
NOTES TO THE SUMMARISED CONSOLIDATED FINANCIAL STATEMENTS                                                                    31 March         31 March   
(R000's)                                                                                                                         2019             2018    
1. Discontinued operations - Renishaw Hills                                               
Revenue                                                                                                                        89 587           49 538   
Cost of sales                                                                                                                (81 596)         (49 692)   
Gross profit/(loss)                                                                                                             7 991            (154)   
Other gains and losses                                                                                                            471            1 929   
Operating and administration expenses                                                                                         (3 893)          (2 802)   
Operating profit/(loss)                                                                                                         4 569          (1 027)   
Finance costs                                                                                                                 (6 696)          (2 650)   
Loss before tax                                                                                                               (2 127)          (3 677)   
Tax                                                                                                                               367              630   
Loss for the year from discontinued operations                                                                                (1 760)          (3 047)   
2. Assets classified as held for sale                                                                                                                    
Inventory - Renishaw Hills                                                                                                     86 064                -   
Property, plant and equipment - Aircraft                                                                                       23 411                -   
                                                                                                                              109 475                -    

3. Biological assets                                                                                      
3.1 Growing crops at fair value                                                                           
Sugar cane                                                                                                                    189 083          169 886   
Deciduous fruit                                                                                                                28 796           18 817   
Bananas                                                                                                                        14 837           17 813   
Macadamias                                                                                                                     28 090            6 927   
Fair value at end of year                                                                                                     260 806          213 443   
Analysis of fair values of growing crops:                                                                                                                
Fair value at beginning of year                                                                                               213 443          213 272   
Gains/(losses) arising from changes attributable to volume and price:                                                                                    
Sugar cane                                                                                                                                               
- Gain arising from physical growth/yield                                                                                       6 164           19 367   
- Gain arising from area under crop to be harvested                                                                             2 305           16 989   
- Gain/(loss) arising from price changes                                                                                       11 451         (41 040)   
Deciduous fruit                                                                                                                                          
- (Loss)/gain arising from physical growth/yield                                                                                (397)            2 274   
- Gain/(loss) arising from area under crop to be harvested                                                                      3 973            (227)   
- Gain/(loss) arising from price changes                                                                                        6 403          (3 274)   
Bananas                                                                                                                                                  
- Gain arising from physical growth/yield                                                                                       1 756              923   
- Gain arising from area under crop to be harvested                                                                             1 341              203   
- (Loss)/gain arising from price changes                                                                                      (6 073)              458   
Macadamias                                                                                                                                               
- Gain arising from physical growth/yield                                                                                      16 101            6 927   
- Gain arising from area under crop to be harvested                                                                             3 477                -   
- Gain arising from price changes                                                                                               1 585                -   
Fair value changes attributable to births, deaths and ageing of livestock                                                           -              (5)   
Transfer of livestock to inventory                                                                                                  -            (916)   
Effect of foreign currency exchange differences                                                                                 (723)          (1 508)   
Fair value at end of year                                                                                                     260 806          213 443   
 
3.2 Biological asset valuations                                                                             
The following key assumptions have been used in determining the fair value of biological assets:                                                                            
Sugar cane                                                                                                  
Expected area to harvest after 31 March                                                                     
- South Africa                                                                                                    (ha)          3 954            3 901   
- Swaziland                                                                                                       (ha)          2 439            2 443   
- Zambia                                                                                                          (ha)            428              410   
Total area                                                                                                        (ha)          6 821            6 754   
Estimated yields                                                                                                                                         
- South Africa                                                                                               (tons/ha)          104.3            101.5   
- Swaziland                                                                                                  (tons/ha)          111.5            108.3   
- Zambia                                                                                                     (tons/ha)          133.9            120.9   
Weighted average                                                                                                                108.7            105.1   
Average maturity of cane at 31 March                                                                                                                     
- South Africa                                                                                                     (%)             64               64   
- Swaziland                                                                                                        (%)             64               64   
- Zambia                                                                                                           (%)             64               64   
Estimated RV price - South Africa                                                                              (Rands)          4 119            3 991   
Estimated sucrose price - Swaziland                                                                            (Rands)          3 358            2 946   
Estimated ERC price - Zambia                                                                                   (Rands)          3 943            4 044   
Deciduous fruit                                                                                                                                          
Expected area to harvest after 31 March                                                                           (ha)            254              202   
Estimated yields*                                                                                            (tons/ha)           47.4             56.9   
Average maturity of crop at 31 March                                                                               (%)           83.9             81.9   
Estimated net price per kg - apples and pears                                                                  (Rands)           4.43             3.47   
Estimated packout                                                                                                                                        
- Class 1                                                                                                          (%)           39.5             31.8   
- Class 2                                                                                                          (%)           19.2             18.5   
- Class 3                                                                                                          (%)           12.9             11.9   
- Juice                                                                                                            (%)           28.4             37.7   
Bananas                                                                                                                                                  
Expected area to harvest after 31 March                                                                           (ha)            446              415   
Estimated yields                                                                                             (tons/ha)           60.7             55.3   
Average maturity of crop at 31 March                                                                               (%)           50.0             50.0   
Estimated net price per carton                                                                                 (Rands)          81.98           103.53   
Macadamias                                                                                                                                               
Expected area to harvest after 31 March                                                                           (ha)            462              382   
Estimated yields*                                                                                            (tons/ha)           0.97             0.41   
Average maturity of crop at 31 March                                                                               (%)             95               76   
Estimated net price per ton                                                                                    (Rands)         72 111           53 741   

* Actual yield data used in 2019.                                                                                                                        


                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
RECONCILIATION OF HEADLINE EARNINGS                                                                                          31 March         31 March   
(R000's)                                                                                                                         2019             2018   
Profit/(loss) for the year attributable to owners of the company                                                               25 584          (7 587)   
Adjusted for:                                                                                                                                            
Gain on disposal of property, plant and equipment                                                                               (369)            (361)   
(Gain)/loss on disposal of available-for-sale financial assets                                                                   (30)                4   
Impairment of goodwill and investment premium                                                                                     393              150   
(Gain)/loss arising on changes in fair value of investment property                                                           (4 787)               17   
Tax effect of the adjustments                                                                                                   1 342               54   
Headline earnings/(loss)                                                                                                       22 133          (7 723)   
Headline earnings/(loss) per share                                                                          (cents)             145.0           (50.6)   
Headline earnings/(loss) per share (diluted)                                                                (cents)             145.0           (50.6) 

                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
OTHER GROUP SALIENT FEATURES                                                                                                 31 March         31 March   
(R000's)                                                                                                                         2019             2018   
Depreciation                                                                                                                   59 989           49 290   
Inventories written down to net realisable value - relating to a write off of grain stock.                                      2 500                -   
Budgeted capital expenditure                                                                                                                             
Contracted and anticipated:                                                                                                                              
- replacement                                                                                                                      95              150   
- expansion, improvement and development                                                                                        1 812           18 832   
Authorised by the directors but not yet contracted:                                                                                                      
- replacement                                                                                                                   9 791            5 310   
- expansion, improvement and development                                                                                       27 611           34 398   
- bearer asset replants                                                                                                        20 831           15 921   
                                                                                                                               60 140           74 611   
Net asset value per share                                                                                   (cents)             6 942            6 762   
Number of shares in issue                                                                                                  15 264 317       15 264 317   
Weighted average number of shares on which earnings per share (and headline                                                                              
earnings per share) are based                                                                                              15 264 317       15 264 317   

                                                                                                                         Audited year     Audited year   
                                                                                                                                  end              end   
DIVIDEND DECLARATION                                                                                                         31 March         31 March   
                                                                                                                                 2019             2018   
Dividends per share                                                                                                                                      
Ordinary dividends declared per share - interim                                                             (cents)               0.0             35.0   
Ordinary dividends declared per share - final                                                               (cents)               0.0              0.0   
                                                                                                                                  0.0             35.0   


CASH DIVIDEND DECLARATION

The board of directors, ("the board") has, resolved not to declare a final dividend for
year ended 31 March 2019.

BASIS OF PREPARATION

The preliminary summarised consolidated financial statements are prepared in
accordance with the requirements of the JSE Listings Requirements ("Listings
Requirements") for preliminary reports, and the requirements of the Companies Act of
South Africa applicable to summarised financial statements. The Listings Requirements
require preliminary reports to be prepared in accordance with the framework concepts
and the measurement and recognition requirements of International Financial
Reporting Standards (IFRS), the SAICA Financial Reporting Guides as issued by the
Accounting Practices Committee and Financial Pronouncements as issued by the
Financial Reporting Standards Council, and to also, as a minimum, contain the
information required by IAS 34, Interim Financial Reporting. The accounting policies
applied in the preparation of the consolidated annual financial statements, from which
the summarised consolidated financial statements were derived, are in terms of IFRS and
are consistent with the accounting policies applied in the preparation of the 31 March 2018 
consolidated annual financial statements except for the adoption of IFRS 15
Revenue and IFRS 9 Financial Instruments.

Certain segmental revenue is now recognised net of selling and processing costs
incurred by external customers for which the group historically has recognised as a
separate expense. Specifically with regard to the deciduous segment, revenue is now
recognised upon delivery which has been assessed as the point at which control has
passed to the external customer.

The adoption of IFRS 15 resulted in a reduction in the prior year revenue number of R131 million
offset by an equal reduction in costs with no impact on operating profit.

There has been no impact as a result of the adoption of IFRS 9.

The results have been prepared under the supervision of GL Veale CA (SA), group
financial director.The financial information has been prepared on the historical cost
basis except for the valuation of biological assets, investment property, certain financial
instruments and share- based payments, which are at fair value.

AUDITED RESULTS

These preliminary summarised consolidated financial statements for the year ended 
31 March 2019 have been audited by Deloitte & Touche who expressed an unmodified
opinion thereon. The auditor has expressed an unmodified opinion on the consolidated
annual financial statements from which these preliminary summarised consolidated
financial statements were derived.

A copy of the auditor's report on the preliminary summarised consolidated financial
statements and of the auditor's report on the consolidated annual financial statements
are available for inspection at the company's registered office, together with the
financial statements identified in the respective auditor's reports.

The auditor's report does not necessarily report on all the information contained in the
financial results. Shareholders are therefore advised that in order to obtain a full
understanding of the nature of the auditor's engagement they should obtain a copy
of the auditor's report together with the accompanying financial information from the
company's registered office.

CHANGES TO THE BOARD OF DIRECTORS

John Barton retired from the board on 1 March 2019. Roger Stewart retired from the
Board on 18 March 2019. Tasneem Abdool- Samad resigned from the board on 25 April 2019.

Larry Wilson Riddle was appointed to the board on 25 April 2019.


NOTICE OF ANNUAL GENERAL MEETING ("AGM")

Notice is hereby given to shareholders as recorded in the company's securities register
on Thursday, 21 June 2019 that the 106th annual general meeting of shareholders of
Crookes Brothers Limited ("Crookes Brothers" or "the company"), in respect of the
financial year ended 31 March 2019 will be held at the Mount Edgecombe Country Club
on Friday, 26 July 2019. Registration will commence at 09h00 thereafter the annual
general meeting will be held at 10h00.

The annual report and the Notice of the AGM will be published on or about 27th June
2019. For and on behalf of the board:

Malcolm Rutherford                                              Guy Clarke
Chairman                                                        Managing Director

Durban


Registered office and postal address
170 Flanders Drive, Mount Edgecombe, KwaZulu-Natal, 4300
PO Box 611, Mount Edgecombe, KwaZulu-Natal, 4300

Transfer secretaries
Computershare Investor Services (Pty) Ltd
PO Box 61051, Marshalltown, 2107

Sponsor
Sasfin Capital
A division of Sasfin Bank Limited

Directors
MT Rutherford* (Chairman), GS Clarke (Managing), RGF Chance*, TJ Crookes*,
TK Denton*#, P Mnganga*, LW Riddle*.
G Vaughan-Smith*#, GL Veale (Financial)

* Non-executive director     #British

Company secretary
Ziyanda Ngwenya

Website
www.cbl.co.za


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