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Barloworld Ld BWO Full Year Results 2012

  Barloworld Ld (BWO) - Full Year Results 2012

RNS Number : 4144R
Barloworld Ld
19 November 2012




Barloworld Limited

Barloworld Limited

(Incorporated in the Republic of South Africa)

(Registration number 1918/000095/06)

(Income Tax Registration number 9000/051/71/5)

(Share code: BAW)

(JSE ISIN: ZAE000026639)

(Share code: BAWP)

(JSE ISIN: ZAE000026647)

(Bond issuer code: BIBAW)

("Barloworld" or "the Company")



Audited results for the year ended 30 September 2012

Salient features

Revenue up 18% to R58.6 billion

Operating profit up 31% to R2 988 million

Profit before exceptional items up 38% to R2 119 million

HEPS up 46% to 680 cents (2011: 465 cents)

Return on net operating assets 18.8% (2011: 17.1%)

Total dividend of 230 cents per share up 48%

Acquired Bucyrus mining distribution businesses in southern Africa for R1 381
million

Disposed of Handling US and UK businesses for approximately R1 091 million



Clive Thomson, CEO of Barloworld, said:

The group delivered a very pleasing result for 2012 with operating profits up
31% and HEPS increasing by 46%. Our Equipment businesses in southern Africa
and Russia achieved record mining deliveries and Automotive and Logistics
delivered strong results in all trading segments.

We also concluded a number of important strategic transactions. The most
significant was the acquisition of the Bucyrus distribution businesses in
southern Africa for R1.4 billion which now provides us with the most complete
mining equipment product range in the industry. Importantly, we finalised the
disposals of our materials handling businesses in the US and UK for R1.1
billion, which continues our redeployment of capital into higher returning
opportunities.

There is more uncertainty in the global and local economy for the year ahead
which has led to some deferment in mining capital expenditure plans. This will
impact equipment demand and deliveries but overall we expect the group to
continue to make solid progress across most of our businesses.

19 November 2012





Chairman and Chief Executive's report

OVERVIEW

The world economy remains subject to a number of economic and geopolitical
headwinds which are creating uncertainty for business. Europe appears to be
re-entering recession and slowing economic growth in China has impacted
commodity prices and levels of mining investment.

In South Africa, economic growth is being impacted by the aftermath of the
Marikana tragedy including escalating labour disputes, credit downgrades and
faltering foreign and domestic investment.

Against this backdrop the group has delivered a very strong result for the
2012 financial year.

Operating profit of R2 988 million is 31% up, net profit is up 51% and
headline earnings per share of 680 cents is 46% above last year. The total
dividend for the year of 230 cents is 48% up on the prior year.

STRATEGIC DEVELOPMENTS

We had a busy year pursuing various strategic initiatives which position the
business for future growth and continue the process of redeploying capital
into higher return opportunities.

We acquired the distribution businesses of Bucyrus Africa and Eqstra Mining
Services in southern Africa for $164million (R1 381 million), which provides
us with the most extensive surface and underground mining product range in the
industry.

In November we signed an agreement to acquire the Bucyrus distribution and
support business based in Novokuznetsk, Russia for $50 million (R436 million)
and expect the transaction to close on 3 December 2012.

We have reached agreement with our partners to extend the original 10 year
50:50 joint venture in Katanga Province, Democratic Republic of the Congo by a
further 50 years and are in the process of finalising legal arrangements.

We entered into agreements with Caterpillar subsidiaries Progress Rail
Services and Electromotive Diesel (EMD) to form the EMD Africa joint venture
to capture locomotive and rail services opportunities across southern Africa.

Following the Caterpillar acquisition of gas engine manufacturer MWM, we were
awarded MWM distribution rights in our southern African and Russian dealership
territories. This will enable us to capture the growing gas engine
opportunities in our power business.

A number of niche acquisitions were made in our Automotive division during the
year including Avis Coach Charter and a fuel management company. Together with
the Maponya family, we opened the Soweto Toyota and Soweto Volkswagen
dealerships in Gauteng. We acquired the remaining 50% of Phakisaworld
servicing the National Department of Transport contract in South Africa and
secured the entry of Avis Fleet Services into Ghana.

By integrating our Logistics business into the Automotive division we were
able to leverage synergies and improve the financial performance of our
logistics business. The acquisition of a specialised chemical transporter,
formation of a joint venture with Manline and the purchase of the 25% minority
in Logistics Africa, position this business to continue on its aggressive
growth path.

In our Handling division, we successfully concluded the disposal of our US
business to Briggs and Lift One for $60million (R465 million) and also
disposed of our Handling UK business to Briggs realising £47 million
(R626million) in gross proceeds. In line with an agreed expansion roadmap
with our principal AGCO we have established agriculture businesses in Siberia,
Western Russia and Mozambique.

OPERATIONAL REVIEW

Equipment

Southern Africa

Operating profits were up 25% as the commodity cycle reached a highpoint
during the current year, driven by demand from China. Equipment demand from
mining and contract mining customers grew strongly and we won the majority
share of contract awards.

Revenue for the year of R16.3 billion is 30% ahead of last year which in turn
was 50% up on the 2010 level. Deliveries of large mining units increased by
19%, ensuring that 2012 represents the best year for mining ever achieved in
southern Africa.

South Africa continues to be the major source of revenue for the region (64%
of total) followed by Zambia, Botswana, Mozambique and Angola.

The construction business continued to show growth in South Africa but more so
in Angola where government spending on infrastructure has accelerated.

Activity in the Bartrac joint venture operation in the Katanga province of the
DRC was extremely strong in the year. Our share of the after tax income from
this associate company of R138 million was 120% up on 2011.

Iberia

Both the Spanish and the Portuguese economies are now back in recession and
forecast to remain there until 2014.

The wide ranging austerity measures implemented by the Spanish government to
reduce the fiscal deficit impacted many facets of our traditional business.

Revenue for the year was 8% above the prior year mainly on the back of low
margin export sales to large customers in Spain and Portugal for contract work
outside of Iberia. The power business also acted somewhat as a buffer against
weakness in the construction sector.

Further restructuring was necessary as the underlying Spanish market declined
by 35% in the current year off an already low base. The total restructuring
cost of €8.6 million in Spain and €1.1 million in Portugal significantly
contributed to the current year operating loss of €13.4 million.

Russia

Russia achieved an excellent result with operating profit for the year of $43
million increasing by 31% on the back of a 28% increase in revenue to $471
million.

This was supported by good growth in machine sales to the mining segment which
represents 45% of the total revenue mix. The major demand for machines came
from gold, coal, nickel and diamond mining.

The Power businesses demonstrated strong growth with installations in a number
of diverse electric power and cogeneration applications.

The after sales business again contributed more than 25% of total revenue
which supported an improved operating margin of 9.1%.

Automotive and Logistics

The division produced a record operating profit of R1 152 million which was
26% up on the prior year. This profit growth was particularly pleasing in that
revenue only increased by 12% to R29.5 billion.

Car Rental

Rental days grew by 11% assisted by improved demand from all market segments.
The all-important rate per day increased by 3% despite strong competitive
pressures and a further improved fleet utilisation to 76% remains well ahead
of the industry average.

Motor retail

In South Africa, new vehicle sales for the calendar year to September 2012
were approximately 10% above the previous year, supported by low prevailing
interest rates and benign new vehicle inflation. Revenue grew by 8%, while
operating profit increased by 26% to R352 million and operating margin
improved to 2.3%.

Australian new vehicle sales for the calendar year to September increased by
9%. In local currency, revenue increased by 13%, while operating profit
improved by 9%, driven by strong performances in our Mercedes-Benz and
Volkswagen dealerships.

Avis Fleet Services

Revenue for the year increased by 29% generating an operating profit of R349
million which was 23% up on the previous year. Total fleet under management
grew by 17%.

During the year fleet services took over the interim management of the City of
Johannesburg contract, with the main contract likely to be finalised and
implemented early in the new financial year.

Logistics

The recovery in the logistics business continued during the current year.
Revenue was in line with the prior year, however with a pleasing improvement
in operating profit.

The supply chain management operations increased margins from improved volumes
and supported by higher gain shares earned. Dedicated transport services
increased total kilometres travelled by 16% while achieving efficiency and
maintenance cost savings. The freight management and services business
continued to face difficult trading conditions.

Handling

The divisional result has been impacted by the sale of the US handling
business in April 2012 and the sale of the UK handling business at the end of
September.

Revenue from the division of £379 million was £44 million below the prior year
but showed good growth in Belgium and Agriculture.

Operating profit of £3 million was well down on the prior year figure of £6.3
million but was impacted by losses in the US and UK handling operations linked
to the disposal and by start-up losses in the Agriculture businesses in Russia
as well as adverse currency impacts in South Africa.

SUSTAINABLE DEVELOPMENT AND TRANSFORMATION

Improving safety statistics reflect our determination to ensure a safe and
healthy work environment. Tragically a road accident resulted in one
work-related fatality in the newly acquired Bucyrus business.

We continue to make progress in the area of Empowerment and Transformation and
the group B-BBEE rating of Level 2 was retained. Changes in the dti's B-BBEE
scorecard include increased performance thresholds and these will receive
attention in the year ahead.

Progress is being made against our aspirational non-renewable energy and
greenhouse gas emissions efficiency improvement targets. Water stewardship
initiatives resulted in increased recycling activities and more efficient
consumption patterns.

Stakeholder engagement underpins our value creation activities and commitment
in this regard is evidenced by executive director responsibility at board
level.

DIRECTORATE

Mr J Njeke and Advocate SAM Baqwa resigned from the board on 29 February 2012
and 10 May 2012 respectively and we would like to thank them for their
valuable contribution.

The diversity of the board was enhanced by the appointment of Ms Babalwa
Ngonyama and Ms Neo Dongwana as non-executive directors with effect from 1 May
2012. In addition, Ms Ngonyama was appointed to the audit committee with
effect from 1 May 2012 subject to approval by shareholders at the annual
general meeting.

OUTLOOK

Economic growth in China has moderated during the course of the past year with
a concomitant impact on the demand for, and prices of, commodities. While
economic growth now appears to have stabilised, we have seen a slowing of our
mining order intake particularly from contract miners since March 2012. This
is reflected in a reduced firm order book in Equipment southern Africa which
at September stands at R3.9 billion (excluding Bucyrus) compared to R5.2
billion at September last year. If one includes the orders for the legacy
Bucyrus product range our total order book now stands at R5.3 billion.

The impact of the current wave of strike actions in the South African mining
industry is likely to impact new investment adversely. This is expected to be
partly mitigated by on-going projects elsewhere in southern Africa.

Overall we expect reduced mining deliveries into 2013 although there are some
signs of a modest improvement in construction activity and aftermarket
revenues should hold up well.

In Iberia, while certain of the announced package deal orders have been
cancelled following suspension of government subsidies to Spanish miners, a
number of machines will still be delivered in the upcoming year. The Iberian
order book is currently dominated by Power systems projects particularly in
the Marine segment.

The restructuring executed over the last few years in Spain has significantly
reduced our cost base and will contribute to an expected improvement in the
year ahead.

The outlook for Russia is dominated by mining. The firm order book at
September of $77 million is up on September 2011 levels. This, together with a
number of major mining projects currently under discussion and the Bucyrus
order book to be acquired when the transaction closes, should ensure another
solid performance nextyear.

The growth outlook for vehicle sales in South Africa in 2013 has been tempered
by the recent reduction in economic growth estimates, together with a
weakening of the currency, which will impact vehicle pricing. The local
consumer faces increased inflationary pressure and we are consequently
forecasting single digit vehicle growth next year.

Our car rental business will continue to face competitive market conditions
and our fleet services business is currently evaluating a number of
opportunities which should ensure sustained growth and profitability.

We expect the positive momentum in the logistics business to continue and the
business is well positioned for growth.

In our Handling division the outlook for agriculture remains mixed. On the
positive side, the impact of the droughts experienced in SA and Russia, are
likely to increase prices for commodities which should stimulate demand for
agricultural equipment.

There is more uncertainty in the global and local economy for the year ahead
which has led to some deferment in mining capital expenditure plans. This will
impact equipment demand and deliveries but overall we expect the group to
continue to make solid progress across most of our businesses.

DB Ntsebeza CB Thomson
Chairman    Chief Executive







Group financial review

Revenue for the year increased by 18% to R58.6 billion. Improved trading
conditions particularly in the mining sector resulted in 30% and 49% increases
in revenue earned in Equipment southern Africa and Russia, respectively.

Earnings before interest, taxation, depreciation and amortisation (EBITDA)
increased by 23% to R4 905 million and operating profit rose by 31% to R2 988
million.

Operating profit in Equipment southern Africa increased by 25% to R1 535
million. This result is notable in that it exceeds the record operating
profits reported in 2008, immediately preceding the global financial crisis.
The Russian equipment business delivered an excellent result, contributing
R344 million ($43 million), up by 52% on last year, to the group's operating
profit. Equipment Iberia incurred a loss as demand continued to decline in
Spain and Portugal as the respective governments grappled with their debt and
infrastructure spending remained constrained.

The Automotive and Logistics division performed well in a competitive trading
environment, increasing revenue by 12% and operating profit by 26% to a record
R1 152 million for the year. The Handling division recorded reduced profits in
difficult trading conditions in certain regions. This was compounded by the
disruption and costs incurred with the sale of the US and UK handling
businesses in April and September 2012 respectively.

Redundancy and restructuring charges of R102 million were incurred this year
(2011: R73 million), principally in Spain. The increase in the company's share
price since September 2011 resulted in an increased charge of R25 million in
respect of the provision required for cash-settled Share Appreciation Rights
previously awarded to employees (2011: R33 million). A change in the statutory
measure of inflation for the UK pensioner increases reduced the company's
pension fund liability in the year giving rise to a once-off benefit to
operating profit of R74million (£6.1 million).

The total negative fair value adjustments on financial instruments of R93
million (2011: R65 million) mainly comprised the cost of forward points in
foreign exchange contracts in Equipment southern Africa.

Finance costs increased by R72 million to R827 million mainly owing to higher
average debt. Additional interest charges of R23 million were incurred on the
debt to fund the acquisition of the Bucyrus businesses for the last three
months of the year.

Exceptional gains of R190 million mainly comprise net gains arising from the
disposals of the Handling businesses in the US and UK (R500 million) including
realised foreign currency translation gains of R593 million, profits on
disposals of properties (R9 million), reduced by impairments of goodwill in
equipment Iberia (R213 million) and Logistics Middle East (R142 million).

Taxation, before Secondary Tax on Companies (STC), increased by 39% to R789
million. The charge includes the impairment of the deferred tax asset in
Handling USA (R61 million) and the partial impairment of the deferred tax
asset in Spain (R41 million). The effective taxation rate (excluding STC,
prior year taxation and taxation on exceptional items) was 32.7% (2011:
34.2%). The effective rate is lower than last year mainly owing to increased
profits earned in lower taxed jurisdictions. Unrelieved tax losses in Spain
increased the effective tax rate by 3.0% (2011: 3.0%).

Income from associates almost doubled to R141 million (2011: R71 million)
owing to a substantially increased contribution from the Bartrac equipment
joint venture in the DRC.

The non-controlling interest in the current year's earnings includes R27
million representing the dividends paid to the holders of 14 485 013 ordinary
shares in terms of the BEE transaction concluded in 2008. These shares are not
included in issued shares for purposes of calculating headline earnings per
share (HEPS).

HEPS increased by 46% to 680 cents (2011: 465 cents).

Cash flow and debt

Working capital increased by R3.1 billion to support the growth in revenue,
particularly in Equipment southern Africa and Russia. This resulted in a net
outflow of funds this year of R2.9 billion (2011: R0.9 billion inflow).

A total of R1.4 billion ($164 million) was outlayed to acquire the Bucyrus
businesses in southern Africa. The disposals of the handling businesses in the
US and UK realised gross proceeds of R465 million and R626 million,
respectively.

Total assets employed in the group increased by R4 878 million to R35 810
million. The increase was driven by the acquisition of the Bucyrus businesses
(R1 381 million) and increased inventories and trade receivables
(R3319million), which were up by 26%. The disposals of the handling
businesses reduced assets by R1 424 million.

Total interest bearing debt at 30 September 2012 increased to R10 088 million
(2011: R7 243 million). Cash and cash equivalents amounted to R2 624 million
(2011: R2 754 million). Net interest bearing debt at 30 September 2012 of R7
464 million (2011: R4 489 million) was R592 million lower than at March 2012
despite the acquisition of Bucyrus.

The group's funding maturity profile is well-balanced with only 6% of
long-term debt maturing next year and a further 28% in 2014. Long-term debt
raised during the year included three corporate bonds totalling R1 759 million
(BAW12 to 14). The funds raised were utilised to pay for the South African
tranche of the Bucyrus transactions and to fund growth in working capital. The
long-term debt maturity profile at 30 September 2012 was 70% (2011:76%).

Debt maturity profile

R million    Borrowings

             September        Redemption
                                             2016

                   2012  2013  2014  2015 onwards
South Africa      8 958 2 138 1 933 1 862   3 025
Offshore          1 130   902   175    17      36
Total            10 088 3 040 2 108 1 879   3 061



In South Africa, short-term debt due for redemption in 2012 include commercial
paper (CP) totalling R900 million. The CP market has remained liquid during
the current year with spreads narrowing and we expect to maintain our
participation in this market. The company has unutilised debt facilities with
domestic banks totalling R3 297 million at 30 September 2012. The offshore
facilities include five bilateral loans totalling £100 million (R1 332
million) which were undrawn at 30 September 2012. Other offshore unutilised
bank lines amounted to the equivalent of R1 794 million.

Debt in the three segments utilised in the group for gearing purposes are as
follows:

Total debt to equity (%) Trading   Leasing Car rental Group debt     Group net
                                                                          debt
Target range             30 - 50 600 - 800  200 - 300
Ratio at 30 September         50       472        217         77            57
2012
Ratio at 30 September         30       577        196         57            36
2011



Going forward

The group achieved a return on net operating assets (excluding goodwill) of
18.8% in the current year. This was up on the 17.1% achieved last year. The
group continues to focus on improving the return and the disposal of
underperforming assets this year, together with an expected improvement in the
Equipment Iberia performance, should contribute to a further increase next
year.



DG Wilson

Finance director







Operational reviews

EQUIPMENT
                                            Operating
                                                              Net operating
                          Revenue         profit/(loss)          assets
                     Year ended 30 Sept Year ended 30 Sept       30 Sept
R million                 2012     2011      2012     2011      2012      2011
- Southern Africa      16 326   12 578     1 535    1 228     6 587     3 395
- Europe                4 180    3 574     (139)    (102)     2 177     2 288
- Russia                3 767    2 535       344      226     1 836       939
                        24 273   18 687     1 740    1 352    10 600     6 622
Share of associate
income                                        146       59

Net operating assets exclude goodwill of R115 million (2011: R318 million)

Barloworld Equipment produced pleasing results driven largely by mining and
contract mining activity in southern Africa. The profit was boosted by
increased demand for mining machinery and associated parts and services in
South Africa, Zambia and Botswana.

Approval for the Bucyrus transaction was granted by the South African
competition authorities on 27 June 2012 and we commenced sales and support of
the legacy Bucyrus range of opencast and underground mining machines in all
our southern African territories on 2 July 2012.

A softening in the commodity cycle led by the slowdown in Chinese domestic
growth and uncertainty in the South African mining sector, started to impact
our mining operations in mid-2012. The last three months of the financial year
saw several mining houses announce plans to defer or curtail project
investment. Accordingly, the firm order book in southern Africa, excluding
Bucyrus is lower at R3.9 billion compared to R5.2 billion at 30 September
2011.

The Joint Venture with Tractafric produced an excellent result, with the
Equipment equity accounted share of the profits more than doubling from R63
million to R138 million. The term of the JV agreement, which was scheduled to
terminate in 2017, has been extended by 50 years from October 2012.

Iberia continued to trade amidst rising economic and political turmoil in the
Eurozone leading to further reductions in the new machines market. The
delivery of large mining equipment packages in Spain were hampered following
the Spanish government's decision to cut subsidies to the mining sector
resulting in the cancellation of a portion of mining equipment orders.

However, the Iberian business maintained their position as market leader, with
management focusing on available market opportunities, maintaining a strong
control over costs, asset efficiency and cash flows. Staff reductions at a
cost of €9.7 million were implemented during the year to further align the
cost base to prevailing activity levels and will position the business for an
expected improvement next year.

Barloworld Global Power continued to gain traction with focus on the
recruitment of specialised resources to further the development of the group´s
capabilities in the various power market segments.

Favourable conditions in the mining and power segments in our Russian
territory enabled Equipment Russia to achieve record revenues and operating
profits. Total customer firm orders amounted to $77 million (2011:
$70million) and the outlook for 2013 remains positive with a high level of
activity coming from customers operating in the gold industry.

In November Barloworld announced the acquisition of the Bucyrus distribution
business for the Siberian and Russian Far East territories which will bolster
revenues in the year ahead.

Growth in skilled people and expanding our branch infrastructure throughout
Siberia and the Russian Far East remain strategic priorities to ensure
sustainable growth.



AUTOMOTIVE AND LOGISTICS
                                                  Operating
                                                                 Net operating
                                   Revenue      profit/(loss)       assets
                                Year ended 30
                                    Sept      Year ended 30 Sept    30 Sept
R million                         2012   2011       2012    2011   2012   2011
Car rental Southern Africa       3 555  3 341        251     220  1 966  1 642
Motor retail                    20 256 17 895        479     379  3 096  2 727
- Southern Africa              15 209 14 050        352     279  1 669  1 471
- Australia                     5 047  3 845        127     100  1 427  1 256
Fleet services Southern Africa   2 294  1 779        349     285  2 587  2 173
Logistics                        3 385  3 400         73      27    354    461
- Southern Africa               2 535  2 294         92      49    224    316
- Europe, Middle East
 and Asia                       850  1 106       (19)    (22)    130    145
                                29 490 26 415      1 152     911  8 003  7 003
Share of associate
(loss)/income                                        (7)       9

Net operating assets exclude goodwill of R1 622 million (2011: R1 733 million)

The division produced a record result in a competitive trading environment.
The operating margin improved to 3.9% from 3.4% in the prior year. The
division generated good positive operating cash flow, which was reinvested
into leasing and rental assets. Growing revenue by 12% improved the overall
operating profit by 26%.

Avis Rent a Car southern Africa improved operating profit by 14% despite
difficult trading conditions in the new luxury coach charter business. The
business further improved its high fleet utilisation, grew rental day volumes
and increased revenue per rental day.

The southern African motor retail operations delivered a good result. Improved
margins, cost containment and a strong finance and insurance contribution
supported the result, while service hours were marginally lower than the prior
period. The Australian operations continued to perform well.

Avis Fleet Services produced a solid result in the current low interest rate
environment. The remaining shares in Phakisaworld Fleet Solutions were
acquired during the year and the business was consolidated with effect from
January.

The logistics business has improved on the back of focused management actions.
New contracts awarded in southern Africa supported the result. Overall volumes
and margins remain under pressure in the international businesses, however
opportunities to improve the mix of business continue to be progressed.

Associates include our Soweto and Sizwe BEE joint ventures which performed in
line with expectations. The Soweto Toyota and Soweto Volkswagen dealerships
will take time to mature in this developing market and have performed better
in the second half of the financial year.



HANDLING
                                           Operating
                                                             Net operating
                            Revenue      profit/(loss)    assets/(liabilities)
                         Year ended 30
                             Sept      Year ended 30 Sept       30 Sept
R million                 2012   2011      2012     2011      2012       2011
- Southern Africa        1 484  1 141        61       76       581        457
- Europe                 2 277  1 983       (9)      (2)       167        634
- North America          1 013  1 585      (14)      (2)      (15)        430
                          4 774  4 709        38       72       733      1 521
Share of associate
income                                         2        3

Net operating assets exclude goodwill of R22 million (2011: R41 million)

The market for new forklift trucks was flat in all our territories apart from
Netherlands where it shrank. UK, Belgium and Netherlands in particular have
slowed largely as a result of the Eurozone debt crisis.

Revenue grew in all businesses apart from the UK and the Netherlands which
were down on last year. Orders on hand at the end of September were 9% up on
last year-end, with Handling in South Africa more than 60% ahead. While our
used business was robust, margins elsewhere came under pressure. Short-term
rental utilisation has moderated but this is for larger fleets in some
countries.

Agricultural sentiment was good for the first half of the year but drought
conditions in certain parts of South Africa and Russia caused a large drop in
demand in the second half. Price competition in the low cost tractor sector
further reduced returns in South Africa. The new agricultural operation in
Mozambique almost broke even while the market in Siberia was down more than
50% from last year. Nevertheless future prospects remain bright for the
agriculture businesses. The SEM activity in South Africa again showed growth.

Overall operating profits are down largely due to currency impacts and the
drought. Market shares improved in the UK, SEM and Agriculture SA.

Agriculture stock levels ended the year too high in Russia and South Africa as
a result of lower sales growth following the drought. All other businesses
reduced net assets.

The Handling business in the US was sold at the end of April, generating some
$60 million of cash and the Handling business in the UK was sold at the end of
September, generating some £47 million of cash.

The trading outlook for 2013 is positive for the agriculture businesses
assuming the drought has abated. Slowing order intake as a result of the
Eurozone debt crisis will depress returns in the Netherlands and Belgium. The
Handling business in South Africa and SEM should grow profitably in the new
year.



CORPORATE
                                   Operating
                                                         Net operating
                  Revenue        profit/(loss)        assets/(liabilities)
               Year ended 30
                    Sept       Year ended 30 Sept           30 Sept
R million        2012    2011      2012     2011            2012         2011
- Southern
Africa              17      12      (10)     (32)             739          587
- Europe                             68     (14)         (1 154)        (889)
                    17      12        58     (46)           (415)        (302)

Corporate comprises the activities of the corporate offices, including the
treasuries, in South Africa and the United Kingdom. In Europe a change in the
statutory measure for inflation on UK pension increases reduced the company's
pension fund liability giving rise to a once-off benefit to operating profit
of R74 million (£6.1 million)

DIVIDEND DECLARATION

Dividend number 168

Notice is hereby given that final dividend number 168 of 150 cents (gross) per
ordinary share in respect of the year ended 30 September 2012 has been
declared subject to the applicable dividends tax levied in terms of the Income
Tax Act (Act No. 58 of 1962)(as amended) ("the Income Tax Act").

In accordance with paragraphs 11.17(a)(i) to (x) and 11.17(c) of the JSE
Listings Requirements the following additional information is disclosed:

• The dividend has been declared out of income reserves;

• Local dividends tax rate is 15% (fifteen per centum);

• Secondary Tax on Companies (STC) credits utilised are R7 500 000;

• Barloworld has 231 011 981 ordinary shares in issue;

• The STC credit per share is accordingly 3.24658 cents;

• The gross dividend for determining dividends tax is 146.75342 cents and
dividends tax payable is 22.01301 cents
 per share for shareholders who are not exempt;

• The net dividend payable to shareholders who are not exempt will therefore
be 127.98699 cents per share.

In compliance with the requirements of Strate and the JSE Limited, the
following dates are applicable:

• Dividend declared              Monday, 19 November 2012
• Last day to trade cum dividend Friday, 4 January 2013
• Shares trade ex-dividend       Monday, 7 January 2013
• Record date                  Friday, 11 January 2013
• Payment date                 Monday, 14 January 2013



Share certificates may not be dematerialised or rematerialised between Monday,
7 January 2013 and Friday,11January 2013, both days inclusive.



On behalf of the board

B Ngwenya

Group company secretary

Condensed consolidated income statement

for the year ended 30 September



                                                          Audited
                                                         2012    2011

                                                Notes      Rm      Rm % change
Revenue                                               58 554  49 823   18
Operating profit before items listed below
(EBITDA)                                               4 905  3 993
Depreciation                                          (1 806) (1 620)
Amortisation of intangible assets                       (111)    (84)
Operating profit                                       2 988  2 289      31
Fair value adjustments on financial instruments          (93)    (65)
Finance costs                                           (827)   (755)
Income from investments                                   51     62
Profit before exceptional items                        2 119  1 531      38
Exceptional items                                  3    190     62
Profit before taxation                                 2 309  1 593
Taxation                                                (789)   (566)
Secondary taxation on companies                          (26)    (18)
Profit after taxation                                  1 494  1 009
Income from associates and joint ventures                141     71
Net profit                                             1 635  1 080
Net profit attributable to:
Owners of Barloworld Limited                           1 559  1 017
Non-controlling interest in subsidiaries                  76     63
                                                       1 635  1 080
Earnings per share (cents)
- basic                                                 739.9   482.7
- diluted                                               734.5   479.1





Condensed consolidated statement of comprehensive income

for the year ended 30 September



                                                                    Audited
                                                                   2012   2011

                                                                     Rm     Rm
Profit for the year                                              1 635 1 080
Items that may be reclassified subsequently to profit or loss:    (452)  1 243
Exchange gains on translation of foreign operations                276 1 048
Translation reserves realised on disposal of foreign joint
venture and subsidiaries                                          (593)    11
(Loss)/gain on cash flow hedges                                   (178)   246
Deferred taxation on cash flow hedges                               43   (62)
Items that will not be reclassified to profit or loss:            (133)  (274)
Actuarial losses on post-retirement benefit obligations           (149)  (351)
Taxation effect                                                     16    77
Other comprehensive income for the year                           (585)   969
Total comprehensive income for the year                          1 050 2 049
Total comprehensive income attributable to:
Owners of Barloworld Limited                                       974 1 986
Non-controlling interest in subsidiaries                            76    63
                                                                 1 050 2 049





Condensed consolidated statement of financial position

for the year ended 30 September



                                                               Audited
                                                                  2012    2011

                                                         Notes      Rm      Rm
ASSETS
Non-current assets                                             13 470 12 667
Property, plant and equipment                                  9 473  8 743
Goodwill                                                       1 759  2 092
Intangible assets                                               1 049    421
Investment in associates and joint ventures                       430    329
Finance lease receivables                                         125    286
Long-term financial assets                                         97    147
Deferred taxation assets                                          537    649
Current assets                                                 22 340 18 252
Vehicle rental fleet                                            1 908  1 695
Inventories                                                    10 855  7 323
Trade and other receivables                                     6 916  6 448
Taxation                                                           37     32
Cash and cash equivalents                                       2 624  2 754
Assets classified as held for sale                           4             13
Total assets                                                   35 810 30 932
EQUITY AND LIABILITIES
Capital and reserves
Share capital and premium                                         309    304
Other reserves                                                  2 433  3 016
Retained income                                                10 127  9 069
Interest of shareholders of Barloworld Limited                 12 869 12 389
Non-controlling interest                                          298    263
Interest of all shareholders                                   13 167 12 652
Non-current liabilities                                         8 964  7 279
Interest-bearing                                                7 048  5 522
Deferred taxation liabilities                                     371    229
Provisions                                                        254    265
Other non-interest-bearing                                      1 291  1 263
Current liabilities                                            13 679 10 996
Trade and other payables                                        9 548  8 395
Provisions                                                        839    633
Taxation                                                          252    247
Amounts due to bankers and short-term loans                     3 040  1 721
Liabilities directly associated with assets classified
as held for sale                                             4              5
Total equity and liabilities                                   35 810 30 932



Condensed consolidated statement of changes in equity

for the year ended 30 September



                                        Attributable
                                                  to

                Share                     Barloworld        Non-      Interest
              capital
                         Other Retained      Limited controlling        of all
                  and
              premium reserves   income shareholders    interest share-holders

                   Rm       Rm       Rm           Rm          Rm            Rm
Balance at 1
October 2010     295   1 750   8 548      10 593        233       10 826
Total
comprehensive
income
for the year            1 243     743       1 986         63        2 049
Transactions
with owners,
recorded
directly in
equity
Other reserve
movements                  23       1          24          1           25
Dividends                         (223)        (223)        (34)         (257)
Treasury
shares issued      3                             3                        3
Shares issued
in current
year               6                             6                        6
Balance at 30
September
2011             304   3 016   9 069      12 389        263       12 652
Total
comprehensive
income
for the year             (452)   1 426         974         76        1 050
Transactions
with owners,
recorded
directly in
equity
Other reserve
movements                (131)      25        (106)          9          (97)
Dividends                         (393)        (393)        (50)         (443)
Treasury
shares issued      3                             3                        3
Shares issued
in current
year               2                             2                        2
Balance at 30
September
2012             309   2 433  10 127      12 869        298       13 167





Condensed consolidated statement of cash flows

for the year ended 30 September



                                                                  Audited
                                                                  2012    2011

                                                                    Rm      Rm
CASH FLOWS FROM OPERATING ACTIVITIES
Operating cash flows before movements in working capital        5 199  4 528
Increase in working capital                                    (3 128)    (27)
Cash generated from operations before investment in rental
assets                                                          2 071  4 501
Net investment in fleet leasing assets                        (1 481) (1 013)
Net investment in vehicle rental fleet                          (633)   (384)
Cash (utilised in)/generated from operations                      (43)  3 104
Finance costs                                                    (827)   (755)
Realised fair value adjustments on financial instruments          (19)   (172)
Dividends received from investments, associates and joint
ventures                                                           82     67
Interest received                                                  49     60
Taxation paid                                                    (596)   (389)
Cash (outflow)/inflow from operations                          (1 354)  1 915
Dividends paid (including non-controlling interest)              (443)   (257)
Cash (applied to)/retained from operating activities           (1 797)  1 658
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of subsidiaries, investments and intangibles       (1 589)   (271)
Proceeds on disposal of subsidiaries, investments and
intangibles                                                       931    185
Net investment in leasing receivables                              98     56
Acquisition of other property, plant and equipment               (824)   (880)
Replacement capital expenditure                                  (334)   (305)
Expansion capital expenditure                                    (490)   (575)
Proceeds on disposal of property, plant and equipment             264    198
Net cash used in investing activities                          (1 120)   (712)
Net cash (outflow)/inflow before financing activities          (2 917)    946



CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds on share issue                                             2      6
Shares repurchased for forfeitable share plan                     (24)    (21)
Non-controlling equity loans                                        9
Proceeds from long-term borrowings                              3 842  2 653
Repayment of long-term borrowings                              (2 474) (1 470)
Increase/(decrease) in short-term interest-bearing liabilities  1 360 (1 346)
Net cash from/(used in) financing activities                    2 715   (178)
Net (decrease)/increase in cash and cash equivalents             (202)    768
Cash and cash equivalents at beginning of year                  2 754  1 928
Cash and cash equivalents held for sale at beginning of year                6
Effect of foreign exchange rate movement on cash balances          72     52
Cash and cash equivalents at end of year                        2 624  2 754
Cash balances not available for use due to reserving
restrictions                                                      182    503





Notes to the condensed consolidated financial statements

for the year ended 30 September



1. BASIS OF PREPARATION
   The condensed financial information has been prepared in accordance with
   the framework concepts and the measurement and recognition requirements of
   International Financial Reporting Standards (IFRS), the AC 500 standards as
   issued by the Accounting Practices Board and the information as required by
   IAS 34: Interim Financial Reporting and the requirements of the Companies
   Act of South Africa. The report has been prepared using accounting policies
   that comply with IFRS which are consistent with those applied in the
   financial statements for the year ended 30 September 2011, except for the
   new or amended Standards and new Interpretations adopted as detailed in
   note8.
                                                             Audited
                                                            2012          2011

                                                              Rm            Rm
   Reconciliation of net profit to headline
2. earnings
   Net profit attributable to Barloworld
   shareholders                                           1 559        1 017
   Adjusted for the following:
   Profit on disposal of subsidiaries and
   investments (IAS 27)                                    (571)         (73)
   Realisation of translation reserve on disposal
   of foreign joint venture                                                11
   Profit on disposal of properties (IAS 16)                 (9)        (213)
   Impairment of goodwill (IFRS 3)                          363          211
   Reversal of impairment of investments in
   associates (IAS 28) and
   joint ventures (IAS 31)                                                (3)
   Impairment of plant and equipment (IAS 16) and
   intangibles (IAS 38)                                      31            5
   Profit on sale of intangible assets (IAS 38)                             1
   Profit on sale of plant and equipment excluding
   rental assets (IAS 16)                                     2          (7)
   Taxation effects of remeasurements                        59           30
   Non-controlling interests in remeasurements               (2)
   Headline earnings                                      1 432          979
   Weighted average number of ordinary shares in
   issue during
   the year (000)
   - basic                                              210 693      210 708
   - diluted                                            212 244      212 261
   Headline earnings per share (cents)
   - basic                                                679.7        464.6
   - diluted                                              674.7        461.2
3. EXCEPTIONAL ITEMS
   Profit on disposal of properties, investments
   and subsidiaries                                         586          286
   Realisation of translation reserve on disposal
   of foreign joint venture                                               (11)
   Impairment of goodwill                                  (363)         (211)
   (Impairment)/reversal of investments in
   associates and joint ventures                             (2)            3
   Impairment of plant and equipment                        (31)           (5)
   Gross exceptional profit                                 190           62
   Taxation charge on exceptional items                     (59)          (30)
   Net exceptional profit before non-controlling
   interest                                                 131           32
   Non-controlling interest on exceptional items              2
   Net exceptional profit                                   133           32
                                                             Audited
                                                            2012          2011

                                                              Rm            Rm
4. DISCONTINUED OPERATIONS AND ASSETS CLASSIFIED
   AS HELD FOR SALE
   Assets classified as held for sale consist of
   the following:
   - Automotive dealerships sold                                           13
                                                                           13
   Liabilities directly associated with assets
   classified as held for sale consist of the
   following:
   - Automotive dealerships sold                                            5
                                                                            5
5. DIVIDENDS
   Ordinary shares
   Final dividend No 166 paid on 16 January 2012:
   105 cents per share
   (2011: No 164 - 55 cents per share)                      223          117
   Interim dividend No 167 paid on 18 June 2012:
   80 cents per share
   (2011: No 165 - 50 cents per share)                      170          106
                                                            393          223
   Paid to non-controlling interest                          50           34
                                                            443          257
   Dividends per share (cents)                              230          155
   - interim (declared May)                                  80           50
   - final (declared November)                              150          105
6. CONTINGENT LIABILITIES
   Bills, lease and hire-purchase agreements
   discounted with recourse, other guarantees and
   claims                                                 1 440        1 316
   Litigation, current or pending, is not
   considered likely to have a material adverse
   effect on the group.
   The group has given guarantees to the purchaser
   of the coatings Australian business relatingto
   environmental claims. The guarantees are for a
   maximum period of eight years up to July 2015
   and are limited to the sales price received for
   the business. Freeworld Coatings Limited is
   responsible for the first AUD5million of any
   claim in terms of the unbundling arrangement.
   Buyback and repurchase commitments not
   reflected on the statement of financial
   position                                                 131          161
   The related assets are estimated to have a value at least equal to the
   repurchase commitment.
   There are no material contingent liabilities in joint venture companies.
   Subsequent to year-end a customer notified the company of an equipment
   failure which will become the subject of a warranty claim on the company.
   The cause of the failure and the cost of rectification has not yet been
   determined. The company has insurance cover and reciprocal warranty
   agreements with suppliers and contractors and as a result does not expect a
   materialloss.



7.  COMMITMENTS                                                           
    Capital expenditure commitments to be                                 
    incurred:
    Contracted                                      1 355         1 236 
    Approved but not yet contracted                   201            80 
                                                    1 556         1 316 
    Operating lease commitments                     1 810         2 009 
    Finance lease commitments                         546           634 
                                                                          
    Capital expenditure will be financed by funds generated by the
    business, existing cash resources and borrowing facilities available  
    to the group.
8.  ACCOUNTING POLICIES
    The group adopted the following new and amended Standards and new
    Interpretations during the current year:

    - IAS 24 Related party disclosure (Revised)

    - IFRS 7 Disclosures - Transfers of financial assets

    - IFRS 1 Severe hyperinflation and removal of fixed dates for first-time
    adopters

    - IAS 12 Deferred tax: Recovery of underlying assets

    - Annual improvements project 2010

    - IAS 1 Presentation of Items of Other Comprehensive Income

    - IFRIC 20 Stripping costs in the production phase of a surface mine

    - Circular 3/2012 Headline Earnings
9.  RELATED PARTY TRANSACTIONS
    There has been no significant change in related party relationships since
    the previous year.
    On 25 September 2012 Barloworld Logistics (Pty) Limited (a wholly owned
    subsidiary of Barloworld Limited) acquired the minority shareholding of
    25% in Barloworld Logistics Africa (Pty) Limited from Old Priory
    Investments (Pty) Limited. Mr Isaac Shongwe, a director of Barloworld
    Limited, is a shareholder of Old Priory Investments (Pty) Limited and
    therefore the transaction is a small related party transaction as defined
    in terms of the JSE Listings Requirements. The purchase price of this
    shareholding is considered to be at fair value. The cash consideration of
    R125 million for the shares and R50 million loan funding was outstanding
    at 30 September 2012.
    Other than in the normal course of business, there have been no other
    significant transactions during the year with associate companies, joint
    ventures and other related parties.
10. EVENTS AFTER THE REPORTING PERIOD
    On 9 November 2012 certain Barloworld subsidiaries concluded an agreement
    with Caterpillar Global Mining LLC to acquire assets and assume
    liabilities in respect of the Bucyrus distribution and support business in
    our Caterpillar dealership territories in Russia. The transaction is
    expected to close in December 2012. The purchase consideration is US$50
    million (R436 million) subject to adjustments for working capital at
    closing date.



11. AUDIT OPINION
    The auditors, Deloitte & Touche have issued their opinion on the group's
    financial statements for the year ended 30September 2012. The audit was
    conducted in accordance with International Standards on Auditing. They
    have issued an unmodified audit opinion. These summarised provisional
    financial statements have been derived from the group financial statements
    and are consistent in all material respects, with the group financial
    statements. A copy of their audit report is available for inspection at
    the company's registered office. Any reference to future financial
    performance included in this announcement, has not been reviewed or
    reported on by the company's auditors.
    The auditor's report does not necessarily cover all of the information
    contained in this announcement/financial report. Shareholders are
    therefore advised that in order to obtain a full understanding of the
    nature of the auditor's work they should obtain a copy of that report
    together with the accompanying financial information from the registered
    office of the company.
    In addition, Deloitte & Touche, has issued a limited assurance report on
    the non-financial salient features. Their report was issued in accordance
    with International Standards 3000 for Assurance Engagements other than
    audits or reviews of historical financial information. They have issued an
    unmodified limited assurance report.
12. PREPARER OF FINANCIAL STATEMENTS
    These condensed consolidated financial statements have been prepared under
    the supervision of IG Stevens BCom CA(SA).





Operating segments



                                                     Operating
                                       Fair value  profit/(loss) Net operating
                                      adjustments    including      assets/
                          Operating   on financial  fair value
              Revenue   profit/(loss) instruments   adjustments  (liabilities)
            Year ended
                         Year ended    Year ended   Year ended
                30
             September  30 September  30 September 30 September  30 September
             2012  2011   2012   2011   2012  2011   2012   2011   2012   2011

               Rm    Rm     Rm     Rm     Rm    Rm     Rm     Rm     Rm     Rm
               24    18
Equipment     273   687  1 740  1 352   (62)  (89)  1 678  1 263 10 600  6 622
Automotive
and            29    26
Logistics     490   415  1 152   911    12    3  1 164   914  8 003  7 003
Handling    4 774 4 709    38    72   (44)   17    (6)    89   733  1 521
Corporate     17   12    58   (46)     1    4    59   (42)  (415)  (302)
               58    49
Total group   554   823  2 988  2 289   (93)  (65)  2 895  2 224 18 921 14 844

Net operating assets/(liabilities) exclude goodwill of R1 759 million (2011:
R2 092 million).



Salient features

for the year ended 30 September



                                                                 Audited
                                                                2012      2011
FINANCIAL
Headline earnings per share (cents)                              680       465
Dividend per share (cents)                                       230       155
Operating margin (%)                                             5.1      4.6
Net asset turn (times)                                          2.7      2.7
EBITDA/interest paid (times)                                    5.9      5.3
Net debt/equity (%)                                            56.7     35.5
Return on net operating assets (%)                             18.8     17.1
Net asset value per share including investments at fair
value (cents)                                                 6 062    5 839
Number of ordinary shares in issue, including BEE shares
(000)                                                       231 012  230 878
NON-FINANCIAL#
Energy consumption (GJ)                                    1 921 347 1 807 244
Greenhouse gas emissions (CO[2]e tons)                      197 489  189 043
Water consumption (ML)                                           799       767
Number of employees                                          19 238   18 671
LTIFR*                                                          1.22      1.31
Fatalities                                                         1         2
Corporate social investment (R million)                           17        16
dti^ B-BBEE rating (level)+                                        2         2
# Limited assurance (note 11).

* Lost-time injuries x 200 000 divided by total hours worked.

^ Department of Trade and Industry (South Africa).

+ Audited and verified by Empowerdex.
                                       Closing rate           Average rate
                                         2012         2011      2012      2011

                                         Rand         Rand      Rand      Rand
Exchange rates
United States dollar                    8.25        8.04     8.02     6.91
Euro                                   10.62       10.79    10.45     9.67
British sterling                       13.32       12.52    12.69    11.12





About Barloworld

Barloworld is a distributor of leading international brands providing
integrated rental, fleet management, product support and logistics solutions.
The core divisions of the group comprise Equipment (earthmoving and power
systems), Automotive and Logistics (car rental, motor retail, fleet services,
used vehicles and disposal solutions, logistics management and supply chain
optimisation) and Handling (materials handling and agriculture). We offer
flexible, value adding, integrated business solutions to our customers backed
by leading global brands. The brands we represent on behalf of our principals
include Caterpillar, Hyster, Avis, Audi, BMW, Ford, General Motors, Mazda,
Mercedes-Benz, Toyota, Volkswagen, Massey Ferguson and others.

Barloworld has a proven track record of long-term relationships with global
principals and customers. We have an ability to develop and grow businesses in
multiple geographies including challenging territories with high growth
prospects. One of our core competencies is an ability to leverage systems and
best practices across our chosen business segments. As an organisation we are
committed to sustainable development and playing a leading role in empowerment
and transformation. The company was founded in 1902 and currently has
operations in 27 countries around the world with approximately 65% of our
nineteen thousand employees in South Africa.

Corporate information

Barloworld Limited

(Incorporated in the Republic of South Africa)

(Registration number 1918/000095/06)

(Income Tax Registration number 9000/051/71/5)

(Share code: BAW)

(JSE ISIN: ZAE000026639)

(Share code: BAWP)

(JSE ISIN: ZAE000026647)

(Bond issuer code: BIBAW)

("Barloworld" or "the Company")

Registered office and business address

Barloworld Limited, 180 Katherine Street, PO Box 782248, Sandton, 2146, South
Africa

Tel +27 11 445 1000

Email invest@barloworld.com

Directors

Non-executive: DB Ntsebeza (Chairman), NP Dongwana, AGK Hamilton*, SS
Mkhabela, B Ngonyama, SSNtsaluba,

TH Nyasulu, SB Pfeiffer•, G Rodriguez de Castro de los Rios†

Executive: CB Thomson (Chief Executive), PJ Blackbeard, PJ Bulterman, M
Laubscher, OI Shongwe, DGWilson

*British †Spanish •American

Group company secretary

Bethuel Ngwenya

Enquiries: Barloworld Limited: Jacey de Gidts

Tel +27 11 445 1000

E-mail invest@barloworld.com

College Hill: Jacques de Bie, Tel +27 11 447 3030

E-mail Jacques.deBie@collegehill.co.za

For background information visit www.barloworld.com

                     This information is provided by RNS
           The company news service from the London Stock Exchange

END


FR DKLBFLFFZFBX -0- Nov/19/2012 07:51 GMT
 
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