INTEGRATED ANNUAL REPORT 2012 - Ellies Holdings

Transcription

INTEGRATED ANNUALREPORT 2012TV & VIDEOCARBONCREDITSBRACKETS& MOUNTSSATELLITESHOWER HEADSSHELVINGLIGHTINGSOLAR GEYSERSAUDIOREMOTE WORLDHOME SECURITYLIGHTBULBSLED LIGHTSTOUCHSCREENACCESSORIESAV SOLUTIONSPV PANELSBATTERIESCOMPUTERGEYSER TIMERSDATA ONMINI-SUBSCCTVELECTRICALMV SWITCHGEARNETWORKINGTELECOMSGENERATORSMULTIMEDIA

Scope of thisreportAnnual Integrated ReportThis is Ellies first step to deliveringa fully integrated reportEllies Holdings Limited (Ellies) is a leading South Africanmanufacturer, wholesaler, importer and distributor indiversified sectors, including consumer goods, renewableenergy and power and telecommunications infrastructure,servicing the local and African market. A detailed groupstructure can be found on page 4 of this integrated report.This report covers the period 1 May 2011 to 30 April 2012.The previous year’s report was published in October 2011.The report deals with the annual financial statements,operational and strategic overview, as well as non-financialhighlights.Ellies will for the first time be reporting according to a selfdeclared level C, integrated annual report, in accordance withthe Global Reporting Initiatives standards (GRI G3). As this isthe first integrated report produced by the group, this reporthas not been externally assured, however an assuranceprocess will be put in place going forward. The GRI Index canbe found on the company’s website. This is the first step in theprocess to deliver a fully integrated report to stakeholders.The annual financial statements can be found onpages 49 to 92 of this report and have been audited by PKF(Jhb) Inc., the group’s external auditors. The independentauditors’ report can be found on page 52 of this report.The financial statements were prepared in accordancewith the International Financial reporting Standards (IFRS),the requirements of the Companies Act of South Africa,regulations of the JSE Limited (JSE) and recommendationsof King III.Throughout this report Ellies has highlighted case studies,based on the following: BladeRoom (page 2), Elltrix (page 13),Project Power Save (page 20), the rebranding of both Elliesand Megatron (page 26) as well as the Store-within-a-storeconcept (page 45). The case studies are aimed at providingmore details around these subjects.As stated in the Ellies 2011 annual report, costs saved on the2011 report were redirected and made available to the ElliesEngage initiative. A detailed CSI report, covering the ElliesEngage initiatives of the year under review, can be found onpages 42 to 44 of this report.Any queries regarding this integrated report or its contentsshould be directed to:Irwin LipworthTel: 011 490 381794 Eloff Street ExtVillage DeepJohannesburg, 2001Email: irwin.lipworth@ellies.co.za

ContentsSCOPE OF THIS REPORTIFCCase study one: BladeRoom2GROUP OVERVIEW3Group structure4Mission statement7Milestones: Inception to present11Key indicators12Case study two: Elltrix13LEADERSHIPBoard of directors14Executive management16Chairman’s and Chief Executive Officer’s report17Case study three: Project Power Save20PERFORMANCE SUMMARYChief Financial Officer’s Report21Financial highlights24Wealth distribution24Ellies as an investment24Five-year review25Case study four: Rebranding26SUSTAINABILITY AND CORPORATEGOVERNANCESHAREHOLDER INFORMATIONAnalysis of shareholders46Interaction with shareholders47Shareholders’ diary47Share trading statistics48Engaging with stakeholders27Corporate governance report31ANNUAL FINANCIAL STATEMENTS49Risk management and internal controls37NOTICE OF ANNUAL GENERAL MEETING93Sustainability report40ANNEXURE A99Corporate Social Investment42FORM OF PROXY10145CORPORATE INFORMATIONIBCCase study five: Store within a store

Case study: oneDATA CENTREBackgroundThe company behind the BladeRoomGroup has over 20 years’ experiencein designing and producing missioncritical modular facilities for bluechip and government clients worldwide. The organisation began inthe catering field, deploying largescale modular kitchens for eventssuch as the Olympics and for theUK government. In 2002 the BritishArmy commissioned their expertisein precise control of pressureregimes, utilisation of free outsideair and extensive filtration systemsto build a turnkey operating theatreto be deployed in Basra. Sincethen 65 operating theatres havebeen delivered around the world.A need for highly filtered, free aircooling in the data centre world wasidentified and led to the inventionand development of the BladeRoomsystem.ELLIES INTEGRATED ANNUAL REPORT 2012 2Energy savingBladeRoom and MegatronThe design features of the productresulted in a critical benefitfor customers’ energy savings.BladeRoom offers a product with aproven Power Usage Effectiveness(PUE) of 1.20 in comparisonwith other Johannesburg datacentres, which have a PUE of 1.9.The BladeRoom modules aremanufactured in the UK usingintelligent Building ManagementSystems (BMS) to directly matchthe free air cooling to the demandof the IT, which reduces the energyconsumption of the data centre.This combined with intelligentfire suppression; N 1 redundancyon all components and the quickmanufacturing and deployment timesmakes this a market leading product.The Telecoms Division of MegatronFederal has been appointed asBladeRoom’s Integration Partnersfor Africa, making Megatron theonly supplier of this product on thecontinent. The first BladeRoom inAfrica was completed by Megatron asa proof of concept project in January2012 and is in the process of beingsold. Many other negotiations aretaking place with potential customersaround Africa.AwardsMegatrons’ design for this datacentre won the most innovativedesign in its category at the WorldData Centre awards which werehosted in London in December 2011.The award recognised Megatron’sachievement in innovation in themedium data centre arena, with theestablishment of Africa and SouthAfrica’s first green data park inCenturion.

GroupoverviewEllies Holdings LimitedThe group was established in 1979with only five employeesThe Ellies Group was established in 1979 in Johannesburg,by founder Ellie Salkow, with only five employees. Today Elliescomprises two divisions, the Consumer Goods and Servicesdivision and the Infrastructure division. The ConsumerGoods and Services division is the largest manufacturer,importer, wholesaler and distributor of television receptionrelated electronic products as well as domestic electronicand industrial audio products and employees in excess of1 400 individuals. The Consumer Goods and Services divisionoffer services to retail, furniture, hardware and independentmarket places in Southern Africa, with exports into Africa,Europe and Australia. The group controls the packaging,marketing, sale and distribution of both its own manufacturedand imported products.In May 2008 Ellies acquired Megatron Federal, which nowforms Ellies’ Infrastructure division. This division offers awide range of products and services in the field of powergeneration, transmission, distribution, construction andtelecommunications. The company’s key focus is themanufacturing of transformers, medium voltage withdrawableand fixed pattern switchgear, diesel generator sets, miniaturesub-stations and sheet metal products, with servicesthat include: engineering and installation, construction,complete outdoor yard solutions and civil building works.In November 2011, Megatron acquired the Andrews Towersbusiness from Commscope in America.In 2010 Ellies established In-Toto Solutions, in partnershipwith Intoto Technology Investments, specialising in bothinfrastructure and renewable energy projects in theGovernment and Corporate sectors.Ellies holds a 45% vested interest in SkyeVine as a jointventure with Q-KON. SkyeVine’s core business is satellitebased broadband designed for the home user and smallenterprise markets.The group was listed on the Johannesburg Stock Exchange’s(JSE) Alternative Exchange (AltX) on 5 September 2007, underEllies Holdings Limited (ELI). In November 2010 the groupmoved to the Main Board of the JSE, listed as part of the“Electronics & Electrical” sector.The group currently has a level 6 (Value Add) BEE rating andthe management team are in the process of putting a plan inplace to improve this rating over the next two years. The groupis also ISO 9001:2008 certified.ELLIES INTEGRATED ANNUAL REPORT 2012 3

Group overview (continued)Group structure(PTY) LTDPROPERTIES (PTY) LTDELLIESConsumer Goodsand Services (page 5)63%Infrastructure (page 8) Distribution and LogisticsSales and MerchandisingMarketing and designManufacturing and EngineeringResearch and DevelopmentPackagingELLIES INTEGRATED ANNUAL REPORT 2012 4Port ElizabethEast LondonBloemfonteinNelspruitPart of DurbanMEGATRON FEDERAL Four new factoriesbuilt in Chloorkop Office parkMegatron Federal: Power Products Infrastructure Products TelecommunicationsSUPPORTED BYEllies/ElsatElsat RentalsEllies CorporateEllies Renewable EnergySUPPORTED BY37%CONTRIBUTION TO REVENUE Manufacturing Turnkey projects International partnerships

The distribution and logistics department employ 172employees.Consumer Goods and ServicesDistribution and LogisticsThe group maintains extensive warehousing throughoutSouthern Africa to ensure ‘just-in-time’ deliveries tocustomers. These warehouses store products manufacturedby the group as well as imported goods, with sufficientinventory to best meet orders processed.Sales and MerchandisingEllies operates its own vehicle fleet and uses courier servicesthat specialise in deliveries to retail, furniture chains andindependents in rural areas. These courier services haveoffices on site at Ellies head office in Johannesburg.Most goods are delivered to customers anywhere in southernAfrica with a 48-hour turnaround, with extensive containerloading facilities for expediting export orders. The company’sforwarding and clearing agents have offices on site at headoffice.The distribution163 g and DesignThis department was also in charge of the rebranding of Elliesthis year. Not only did Ellies Holdings undergo a rebrandingexercise, but the entire product range has been rebranded.The rationale behind the rebranding was to strengthen thebrand, as well as create stronger brand awareness. The newbranding is currently being rolled-out throughout the country.Distribution and LogisticsThe marketing and design department employ 13 employees.Marketing and %20%18%7%Sales and MerchandisingThe sales force comprises over 170 sales representatives,managers, product knowledge representatives andmerchandisers throughout southern Africa. The group’ssix key customer areas are: Retail chain stores Furniture chain stores Hardware chain stores Independent stores Exports uring and EngineeringEllies has a dedicated R&D department with experiencedengineers, which holds patents for many of its manufacturedproducts. The facility comprises three key manufacturingdivisions:Aluminium and plastics manufacturingProduct development and the manufacturing of antennaeusing specialised machinery.ELLIES INTEGRATED ANNUAL REPORT 2012 5

Group overview (continued)Light metal manufacturingThis sub-division manufactures the following products in anadvanced light metal-fabricating plant: Furniture Computer stands Wall brackets TV, VCR, LCD and plasma mounts Shelving Satellite and terrestrial mounting brackets Satellite dishesEllies manufactures the above products catering for bothcoastal and inland conditions using steel, stainless steeland galvanised materials. Ellies has its own tool and diemanufacturing capabilities and powder coating plant,ensuring self-sufficiency. The group also has its ownscreen-printing capability, giving it the flexibility to meetthe requirements of the original equipment manufacturers(OEMs) to which it exports products. The company alsocompleted the installation of a galvanising plant that enablesit more control over manufacturing volumes and costs.products relevant to its core business. This includes relatedindustries such as wireless remote extenders, surge andsecurity products.The research and development department employs fiveemployees.Research and ectronics manufacturingThe plant incorporates advanced manufacturing facilities forsurface mount devices (SMDs), amplifiers, remote extenders,video senders and other related electronic products using‘pick and place’ SMD machines. Ellies manufactures a largerange of internationally renowned remote control extendersunder its own brand name ‘Remote Blaster’.The manufacturing and engineering department employs 183employees.Electronics ManufacturingMaleFemale56%44%PackagingEllies has one of the largest packaging plants in the country,with specialised facilities including cryovacing and plasticblister packaging. An in-house marketing division creates andimplements innovative strategies to ensure continued growthand brand awareness. Artwork for packaging and promotionsis designed by the in-house art department.The packaging department employs 55 7%1%Research and DevelopmentMany of Ellies’ products are designed and manufacturedin South Africa. These are developed and supported by ourResearch and Development Department. Some examplesof these products are: the market leading Wizard RemoteBlaster, TV antennas, Wizard Audio/Video Sender, minisubs, transformers and telecommunication solutions. Thecompany strives to continually re-invent itself by developingELLIES INTEGRATED ANNUAL REPORT 2012 6MaleFemale18%82%AfricanColouredWhite73%24%3%

Ellies geographical mfonteinSOUTHAFRICACape TownMOZZAMBIQUEZAEDurbanEast LondonPort ElizabethELLIES OWNEDELLIES AGENTMission statementWe at Ellies endeavour to: Put a human face on our operations and continually enhance confidencein our products and services. Provide value to customers through providing useful products, engineeredto exceptional standards. Be socially responsible and remain mindful of all stakeholders.ELLIES INTEGRATED ANNUAL REPORT 2012 7

Group overview (continued)Infrastructure divisionMegatron Federal offers a wide range of products throughten impressive manufacturing plants in Johannesburg,and distributor agreements with numerous global industryleaders, resulting in a company which is able to providea diverse range of products. This, coupled with extensivedesign and development capabilities together with a solidproject management track record, forms a company which isable to provide tailor-made turnkey solutions to virtually anyinfrastructure project within their fields of expertise.The Megatron Federal business is structured into threeprimary business units, namely: Power products Infrastructure products TelecommunicationsELLIES INTEGRATED ANNUAL REPORT 2012 8Power productsThis business unit is a manufacturer and distributor of arange of power-related products including: Medium Voltage Withdrawable Switchgear Medium Voltage Fixed Pattern Switchgear (Ormazabal) Low Voltage Switchgear Miniature sub-stations Generators Distribution TransformersInfrastructure productsThe infrastructure products unit offers turnkey project servicesin the following key areas of infrastructure development:Project FinanceThe project finance team provide in-house project finance,export credit finance as well as IPP programmes to Megatron’scustomers.

Civils and ConstructionData CentresThe Construction division specialises in turnkey constructionservices in civil and commercial construction as well as theproperty development market.BladeRoom System Highly efficient modular design PUE of 1.20 in Johannesburg at tier 4 specifications Reduced energy costs BladeRoom data centres can be up and running in24 weeks compared to 72 weeks for brick and mortarsystems Capital expenditure is reduced by approximately 50%Electrical and InstrumentationThe electrical and instrumentation division executes electricaland instrumentation works for various clients in the Mining,Energy, Food, Petrochemical, Power and Heavy IndustrialSectors in South Africa and certain parts of Africa.Water Infrastructure Fresh water Waste water StormwaterPowerThis sub-division provides turnkey project solutions,incorporating engineering and design solutions, with a focuson medium and high voltage electrical systems. In-houseexpertise and product ranges sets this division apart, alongwith competitive lead times and pricing.Types of projects undertaken: Complete containerised sub-stations Supply, installation and commissioning of PFC solutions Supply and installation of complete sub-stations upto 400kV Supply and installation of power transformersCore design principles Extract maximum heat from the data hall Deploy mechanical cooling as rarely as possible Utilise ambient air with evaporative cooling in order toachieve maximum free air coolingMore information on BladeRoom can be found on page 2 ofthis integrated annual report.Diesel Generator OptimisationMegatron Federal, in conjunction with General Electric, hasdeveloped a solution for off-grid diesel generator-poweredsites, taking particular aim at the Africa telecommunicationssector. This unique product has been made possible throughthe development of innovative battery technology togetherwith patented Megatron Federal technology. The purposeof the system is to significantly reduce the operating costsassociated with running off-grid sites which are traditionallypowered by diesel generators throughout Africa.Renewable EnergyIn keeping with the company’s philosophy of providinginfrastructure solutions, this division offers turnkey projectservices for power generation projects which are based uponrenewable energy technologies and provides a completeservice offering including: design, finance, supply of anextensive range of products and services, construction, gridconnection, commissioning and operation and maintenance.Megatron Federal TelecommunicationsThe Megatron Federal telecommunications division offers arange of products and services engineered specifically for thetelecommunications industry, including:TowersThe Towers division, incorporating Andrews Towers, offersa diverse family of innovative, modular, lattice towerconfigurations for any client application requiring unmatchedstrength and versatility, standard fabrication techniques,cost-effective transport and ease of field assembly.Off-grid and “green sites”The off-grid and “green site” facilitate the deployment ofinfrastructure such as base transceiver stations in remoteareas which do not have access to the electricity grid andis an attractive alternative to diesel powered sites. Thesesites utilise proven solar technology which can be matedwith wind generators and the solar modules have a 25-yearperformance guarantee.ELLIES INTEGRATED ANNUAL REPORT 2012 9

Group overview (continued)Megatron geographical sCÔTE SUDANUGANDACONGOKinshasaETHOPIAKENYATANZANIADR CONGOMALAWIMEGATRON ndhoekALSO ONELLIES INTEGRATED ANNUAL REPORT 2012 10SOUTHAFRICALETSOTHOMADAGASCAR

Milestones: Inception to present19791985Established by currentChairman, Ellie Salkow inJohannesburg, Gauteng withfive employees, selling onlytelevision aerialsCape Townbranch opened byRaymond Berkman19871988 -1996Open secondbranc

with other Johannesburg data centres, which have a PUE of 1.9. The BladeRoom modules are manufactured in the UK using intelligent Building Management Systems (BMS) to directly match the free air cooling to the demand of the IT, which reduces the energy consumption of the data centre. This c