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GRINDROD LIMITED - Unaudited interim results and dividend announcement for the six months ended 30 June 2015

Release Date: 21/08/2015 07:05
Code(s): GNDP GND     PDF:  
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Unaudited interim results and dividend announcement for the six months ended 30 June 2015

GRINDROD LIMITED
Registration number: 1966/009846/06
Incorporated in the Republic of South Africa
Share code: GND & GNDP
ISIN: ZAE000072328 and ZAE000071106

UNAUDITED INTERIM RESULTS AND DIVIDEND ANNOUNCEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2015

Highlights
The group continued to position itself for long-term growth, progressing the strategic capital projects and making further investments, expanding its
integrated source-to-destination logistics services, in both commodity and geographic diversification.

-EBITDA remained flat at R943 million, inclusive of joint ventures (H1 2014: R945 million)
-Headline earnings up 2% to R327.9 million (H1 2014: R320.6 million)
-Headline earnings per share down 16% to 43.6 cents (H1 2014: 52.0 cents)
-Earnings per share down 64% to 40.3 cents (H1 2014: 112.5 cents)
-Net asset value per share up to 2 316 cents (H1 2014: 2 125 cents)
-Interim ordinary dividend per share remains unchanged at 13.6 cents per share (H1 2014: 13.6 cents)
-Net cash R88.8 million (H1 2014: R244.8 million)
-Weighted average number of ordinary shares in issue up 22% to 751.6 million (H1 2014: 616.3 million)


CONDENSED CONSOLIDATED INCOME STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2015

                                                                      Unaudited  Unaudited      Audited
                                                                        30 June    30 June  31 December
                                                                           2015       2014*        2014
                                                                           R000       R000         R000
Revenue                                                               5 066 427  8 245 901   13 912 482
Earnings before interest, taxation, depreciation and amortisation       605 932    604 702    1 166 011
Depreciation and amortisation                                          (321 472)  (253 787)    (547 143)
Operating profit before interest and taxation                           284 460    350 915      618 868
Non-trading items                                                       (23 528)   369 556      235 256
Interest received                                                       127 256     78 615      234 687
Interest paid                                                          (118 547)  (123 482)    (216 621)
Profit before share of joint venture and associate companies' profit    269 641    675 604      872 190
Share of joint venture companies' profit after taxation                 151 615    146 698      314 265
Share of associate companies' profit after taxation                      17 806     23 038       83 145
Profit before taxation                                                  439 062    845 340    1 269 600
Taxation                                                               (107 890)  (108 907)    (193 623)
Net profit for the period                                               331 172    736 433    1 075 977
Attributable to:
Ordinary shareholders                                                   303 216    693 656    1 001 191
Preference shareholders                                                  29 870     28 804       59 094
Owners of the parent                                                    333 086    722 460    1 060 285
Non-controlling interests                                                (1 914)    13 973       15 692
                                                                        331 172    736 433    1 075 977
Exchange rates (R/USD)
Opening exchange rate                                                     11.57      10.55        10.55
Closing exchange rate                                                     12.17      10.64        11.57
Average exchange rate                                                     11.92      10.73        10.88

* Restated to disclose the Commodity Logistics businesses and Financial Services division as continuing operations.

                                                                      Unaudited  Unaudited      Audited
                                                                        30 June    30 June  31 December
                                                                           2015       2014         2014
                                                                           R000       R000         R000
Reconciliation of headline earnings
Profit attributable to ordinary shareholders                            303 216    693 656    1 001 191
Adjusted for:                                                            24 650   (373 093)    (271 804)
Impairment of goodwill                                                        -          -       20 000
Impairment of other investments                                          25 000          -       64 759
Impairment of ships, intangibles, plant and equipment                     4 004     83 802      233 396
Net profit on disposal of investments                                    (2 389)  (424 352)    (436 169)
Net (profit)/loss on disposal of plant and equipment                       (318)       469        6 023
Negative goodwill realised                                               (2 645)   (23 187)     (23 521)
Foreign currency translation reserve release                               (124)    (6 289)     (99 744)
Joint ventures:
Foreign currency translation reserve release                              2 254          -            -
Net (profit)/loss on disposal of plant and equipment                        (11)    (3 536)         162
Impairment of ships, plant and equipment                                      -          -        3 698
Total taxation effects of adjustments                                    (1 121)         -      (40 408)

Headline earnings                                                       327 866    320 563      729 387

Ordinary share performance
Number of shares in issue less treasury shares             (000s)       751 479    752 874      751 619
Weighted average number of shares (basic)                  (000s)       751 585    616 344      678 348
Diluted weighted average number of shares                  (000s)       754 375    620 300      681 330
Earnings per share:                                       (cents)
Basic                                                                      40.3      112.5        147.6
Diluted                                                                    40.2      111.8        146.9
Headline earnings per share:                              (cents)
Basic                                                                      43.6       52.0        107.5
Diluted                                                                    43.5       51.7        107.1
Dividends per share:                                      (cents)          13.6       13.6         33.6
Interim                                                                    13.6       13.6         13.6
Final                                                                         -          -         20.0
Dividend cover (headline)                                 (times)           3.2        3.8          3.2

CONDENSED CONSOLIDATED STATEMENT OF  OTHER COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2015

                                                                      Unaudited   Unaudited      Audited
                                                                        30 June     30 June  31 December
                                                                           2015        2014         2014
                                                                           R000        R000         R000
Profit for the period                                                   331 172     736 433    1 075 977
Other comprehensive income:
Items that may be reclassified subsequently to profit and loss
Exchange differences on translating foreign operations                  516 701      71 461      844 873
Net movement in cash flow hedges                                         33 045         217      (77 368)
Business combination acquisition                                           (901)          -       (1 455)

Items that will not be reclassified subsequently to profit and loss
Actuarial gains                                                               -           -        1 147
Total comprehensive income for the period                               880 017     808 111    1 843 174
Total comprehensive income attributable to:
Owners of the parent                                                    881 939     793 998    1 827 181
Non-controlling interest                                                 (1 922)     14 113       15 993
                                                                        880 017     808 111    1 843 174


CONDENSED CONSOLIDATED STATEMENT  OF FINANCIAL POSITION
AS AT 30 JUNE 2015

                                                                      Unaudited   Unaudited      Audited
                                                                        30 June     30 June  31 December
                                                                           2015        2014         2014
                                                                           R000        R000         R000
Ships, property, terminals, vehicles and equipment                    7 340 814   6 831 332    7 328 376
Intangible assets                                                     1 532 342   1 508 576    1 552 439
Investments in joint ventures                                         4 072 215   3 517 010    3 883 263
Investments in associates                                               871 047     807 683      849 303
Deferred taxation                                                       208 986      90 536      191 704
Other investments and derivative financial assets                     1 334 925     617 840    1 175 380
Recoverables on cancelled ships                                               -     258 457      300 723
Total non-current assets                                             15 360 329  13 631 434   15 281 188
Loans and advances to bank customers                                  4 678 322           -    4 306 693
Liquid assets and short-term negotiable securities                    1 237 986           -      990 024
Bank balances and cash                                                5 164 120   2 599 648    7 404 912
Other current assets                                                  4 947 656   4 069 975    4 303 617
Non-current assets held for sale                                        308 225  10 112 719      513 586
Total assets                                                         31 696 638  30 413 776   32 800 020
Shareholders' equity                                                 18 107 901  16 678 673   17 432 296
Non-controlling interests                                                41 052      62 115       48 185
Total equity                                                         18 148 953  16 740 788   17 480 481
Interest-bearing borrowings                                           1 912 946   2 108 496    2 263 292
Financial services funding instruments                                  324 408           -      362 717
Deferred taxation                                                       187 842     125 732      131 643
Other non-current liabilities                                           107 018     148 225      156 665
Non-current liabilities                                               2 532 214   2 382 453    2 914 317
Deposits from bank customers                                          6 486 472           -    7 809 523
Current interest-bearing borrowings                                   1 322 142     574 705    1 232 421
Financial services funding instruments                                  941 729           -      922 550
Other liabilities                                                     2 174 368   2 345 396    2 322 993
Non-current liabilities associated with assets held for sale             90 760   8 370 434      117 735
Total equity and liabilities                                         31 696 638  30 413 776   32 800 020

Net worth per ordinary share - at book value (cents)                      2 316       2 125        2 227
Net debt:equity ratio                                                  (0.01):1    (0.01):1     (0.03):1
Capital expenditure                                                     232 966   1 080 555    1 645 526

                                                                        30 June     30 June      30 June  30 June  31 December  31 December
                                                                           2015        2015         2014     2014         2014         2014
                                                                           R000      USD000         R000   USD000         R000       USD000
Capital commitments                                                     132 055      57 735      230 312   56 806       82 500       15 561
Authorised by directors and contracted for                               87 055      53 749      139 154   22 206       81 290       15 561
Due within one year                                                      70 330      52 241      138 291   19 754       79 974          517
Due thereafter                                                           16 725       1 508          863    2 452        1 316       15 044
Authorised by directors not yet contracted for                           45 000       3 986       91 158   34 600        1 210            -

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2015

                                                                                                    Unaudited    Unaudited      Audited
                                                                                                      30 June      30 June  31 December
                                                                                                         2015         2014*        2014*
                                                                                                         R000         R000         R000
Operating profit before working capital changes                                                       673 901      505 223    1 222 860
Working capital changes*                                                                                3 600      166 639      619 164
Cash generated from operations                                                                        677 501      671 862    1 842 024
Net interest paid                                                                                      (8 933)     (64 867)     (34 563)
Net dividends paid                                                                                    (49 126)    (117 257)    (170 107)
Taxation paid                                                                                        (114 851)     (93 338)    (223 789)
                                                                                                      504 591      396 400    1 413 565
Net bank advances to customers and other short-term negotiables                                    (1 942 642)  (2 480 671)    (783 085)
Deposits - Retail Banking                                                                          (1 785 324)  (2 461 848)    (768 862)
Other                                                                                                (157 318)     (18 823)     (14 223)

Net cash flows (utilised in)/generated from operating activities before ship sales and purchases   (1 438 051)  (2 084 271)     630 480
Refund on ships under construction cancelled                                                          315 477            -            -
Proceeds on disposal of ships                                                                         158 414      233 149      234 317
Cash payments on ship options exercised                                                                     -     (115 390)    (116 221)
Capital expenditure on ships                                                                           (7 773)     (15 405)    (192 694)
Net cash flows (utilised in)/generated from operating activities                                     (971 933)  (1 981 917)     555 882
Acquisition of investments, subsidiaries, property, terminals, vehicles and equipment                (274 325)    (602 748)    (955 954)
Net (outflow)/proceeds from disposal of property, terminals, vehicles, equipment and investments       (8 358)      32 403      383 273
Net receipt from/(payments made to acquire) finance lease receivables                                   1 559      (66 151)      (4 834)
Intangible assets acquired                                                                             (2 035)     (11 170)     (58 248)
Proceeds from disposal of intangible assets                                                               957          304            -
Funds advanced to joint ventures and associate companies*                                            (530 104)     (85 359)    (327 486)
Acquisition of preference share investment                                                                  -     (400 000)    (400 000)
Acquisition of additional investments in subsidiaries, joint ventures and associates                  (64 066)     (77 460)    (183 634)
Net cash flows utilised in investing activities                                                      (876 372)  (1 210 181)  (1 546 883)
Net proceeds from issue of ordinary share capital                                                       6 255    3 488 335    3 978 573
Acquisition of treasury shares                                                                        (19 027)           -      (37 563)
Proceeds from disposal of treasury shares                                                                   -            -          144
Long-term interest-bearing debt raised                                                                 67 075      199 720      726 945
Payment of capital portion of long-term interest-bearing debt                                        (617 201)    (491 260)  (1 080 843)
Short-term interest-bearing debt raised/(repaid)                                                       40 063   (1 329 631)  (1 588 273)
Net cash flows (utilised in)/generated from financing activities                                     (522 835)   1 867 164    1 998 983
Net (decrease)/increase in cash and cash equivalents                                               (2 371 140)  (1 324 934)   1 007 982
Cash and cash equivalents at beginning of the period                                                7 188 626    6 131 503    6 131 503
Difference arising on translation                                                                      46 461       (3 807)      49 141
Cash and cash equivalents at end of the period                                                      4 863 947    4 802 762    7 188 626

* The comparative consolidated statement of cash flows has been restated to disclose funds provided to joint ventures as investing activities in
  terms of IAS 7: Statement of Cash Flows.

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2015

                                                                  Unaudited   Unaudited      Audited
                                                                    30 June     30 June  31 December
                                                                       2015        2014         2014
                                                                       R000        R000         R000
Share capital and share premium                                   5 977 044   6 027 860    5 982 924
Balance at beginning of the period                                5 982 924   2 036 992    2 036 992
Share options vested                                                  6 892           -        4 778
Share issue                                                           6 255   3 990 868    3 978 573
Treasury shares acquired                                            (19 027)          -      (37 563)
Treasury shares sold                                                      -           -          144
Preference share capital                                                  2           2            2
Balance at beginning of the period                                        2           2            2
Equity compensation reserve                                          57 802      56 937       57 566
Balance at beginning of the period                                   57 566      50 551       50 551
Share-based payments                                                  7 128       6 386       11 793
Share options vested                                                 (6 892)          -       (4 778)
Foreign currency translation reserve                              3 175 921   1 980 759    2 661 342
Balance at beginning of the period                                2 661 342   1 916 514    1 916 514
Foreign currency translation realised                                (2 130)     (6 289)     (99 744)
Foreign currency translation adjustments                            516 709      70 534      844 572
Other non-distributable statutory reserves                         (108 618)    (34 487)    (123 092)
Balance at beginning of the period                                 (123 092)    (23 151)     (23 151)
Financial instrument hedge settlement                                27 589           -            -
Foreign currency translation adjustments                             (5 053)        787       (1 455)
Fair value adjustment on hedging reserve                              9 608         217      (76 975)
Deferred tax effect on cash flow hedge                                    -           -         (393)
Net business combination acquisition                                (17 670)    (12 340)     (21 118)
Movement in accumulated profit                                    9 005 750   8 647 602    8 853 554
Balance at beginning of the period                                8 853 554   8 055 520    8 055 520
Actuarial gains recognised                                                -           -        1 147
Profit for the period                                               333 086     722 460    1 060 285
Ordinary dividends paid                                            (151 020)   (101 574)    (204 304)
Preference dividends paid                                           (29 870)    (28 804)     (59 094)
Total interest of shareholders of the company                    18 107 901  16 678 673   17 432 296
Equity attributable to non-controlling interests of the company      41 052      62 115       48 185
Balance at beginning of the period                                   48 185      96 239       96 239
Foreign currency translation adjustments                                 (8)        140          301
Business acquisitions                                                     -      13 211       21 548
Non-controlling interest disposed                                    (1 494)    (55 633)     (78 685)
(Loss)/profit for the period                                         (1 914)     13 973       15 692
Dividends paid                                                       (3 717)     (5 815)      (6 910)
Total equity attributable to shareholders of the company         18 148 953  16 740 788   17 480 481

SEGMENTAL ANALYSIS
FOR THE SIX MONTHS ENDED 30 JUNE 2015

                                                                     Unaudited    Unaudited       Audited
                                                                       30 June      30 June   31 December
                                                                          2015         2014*         2014
                                                                          R000         R000          R000
Revenue
Freight Services                                                     2 603 574    2 569 792     5 653 512
Shipping                                                            11 382 230   10 816 309    22 106 063
Financial Services                                                     238 308      188 663       376 912
Group                                                                  216 426    3 690 849     4 580 465
                                                                    14 440 538   17 265 613    32 716 952
Segmental adjustments **                                            (9 374 111)  (9 019 712)  (18 804 470)
                                                                     5 066 427    8 245 901    13 912 482
Earnings before interest, taxation, depreciation and amortisation
Freight Services                                                       561 616      544 991     1 053 611
Shipping                                                               376 031      271 659       638 913
Financial Services                                                     109 530      142 139       175 210
Group                                                                 (104 188)     (13 890)      (42 750)
                                                                       942 989      944 899     1 824 984
Segmental adjustments **                                              (337 057)    (340 197)     (658 973)
                                                                       605 932      604 702     1 166 011
Operating profit/(loss) before interest and taxation
Freight Services                                                       367 020      395 489       732 073
Shipping                                                               153 063       71 677       227 421
Financial Services                                                     107 276      140 419       171 401
Group                                                                 (106 839)     (19 967)      (58 597)
                                                                       520 520      587 618     1 072 298
Segmental adjustments **                                              (236 060)    (236 703)     (453 430)
                                                                       284 460      350 915       618 868
Share of associate companies' profit after taxation
Freight Services                                                        17 806       19 431        79 538
Group                                                                        -        3 607         3 607
                                                                        17 806       23 038        83 145
Profit/(loss) attributable to ordinary shareholders
Freight Services                                                       177 536      470 434       613 269
Shipping                                                                97 258      182 382       223 765
Financial Services                                                      73 877       94 931       111 979
Group                                                                  (45 455)     (54 091)       52 178
                                                                       303 216      693 656     1 001 191

*  The prior period has been restated to disclose the Commodity Logistics businesses and Financial Services division as continuing operations and a
   change in basis of segmentation.
** Joint venture earnings are reviewed together with subsidiaries by the key decision-makers. Segmental adjustments relate to joint ventures and are
   necessary to reconcile to IFRS presentation.

FAIR VALUE OF FINANCIAL INSTRUMENTS
AS AT 30 JUNE 2015
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1
to 3 based on the degree to which the fair value is observable:
Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2 - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or
indirectly (i.e. derived from prices)
Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs)

                                                                     Unaudited    Unaudited    Unaudited    Unaudited
                                                                       30 June      30 June      30 June      30 June
                                                                          2015         2015         2015         2015
                                                                          R000         R000         R000         R000
                                                                       Level 1      Level 2      Level 3        Total
Financial assets
Derivative financial assets                                                  -          318            -          318
Financial assets designated at fair value through profit or loss        29 252      289 459      565 178      883 889
Total                                                                   29 252      289 777      565 178      884 207
Financial liabilities
Derivative financial instruments                                             -      (54 833)           -      (54 833)
Total                                                                        -      (54 833)           -      (54 833)

                                                                     Unaudited    Unaudited    Unaudited    Unaudited
                                                                       30 June      30 June      30 June      30 June
                                                                          2014         2014         2014         2014
                                                                          R000         R000         R000         R000
                                                                       Level 1      Level 2      Level 3        Total
Financial assets
Derivative financial assets                                                  -       54 793            -       54 793
Derivative financial assets^                                                 -       68 866            -       68 866
Financial assets designated at fair value through profit or loss^       32 615      271 802      388 992      693 409
Total                                                                   32 615      395 461      388 992      817 068
Financial liabilities
Derivative financial instruments                                             -       (4 883)           -       (4 883)
Derivative financial instruments^                                            -      (16 785)           -      (16 785)
Total                                                                        -      (21 668)           -      (21 668)
^ Included in assets classified as held-for-sale.
                                                                       Audited      Audited      Audited      Audited
                                                                   31 December  31 December  31 December  31 December
                                                                          2014         2014         2014         2014
                                                                          R000         R000         R000         R000
                                                                       Level 1      Level 2      Level 3        Total
Financial assets
Financial assets designated at fair value through profit or loss        23 762      252 999      435 392      712 153
Total                                                                   23 762      252 999      435 392      712 153
Financial liabilities
Derivative financial instruments                                             -      (88 540)           -      (88 540)
Total                                                                        -      (88 540)           -      (88 540)

Reconciliation of Level 3 fair value measurements of financial assets

                                                                     Unaudited    Unaudited      Audited
                                                                       30 June      30 June  31 December
                                                                          2015         2014         2014
                                                                          R000         R000         R000
Opening balance                                                        435 392      342 501      342 501
Additions                                                              120 989       18 069       51 402
Disposals                                                               (5 757)        (102)     (19 803)
Profit and loss                                                         14 554       28 524       61 292
Closing balance                                                        565 178      388 992      435 392


CONTINGENT ASSETS/LIABILITIES
AS AT 30 JUNE 2015

The company guaranteed loans and facilities of subsidiaries and joint ventures amounting to R5 390 349 000 (December 2014: R6 263 550 000) of which 
R2 446 839 000 (December 2014: R2 231 427 000) had been utilised at the end of the period.

The company has guaranteed charter-hire payments of subsidiaries amounting to R1 143 586 000 (December 2014: R1 137 690 000). The charter-hire payments
are due by the subsidiaries in varying amounts from 2015 to 2022.

On 2 July 2015, as a result of the decline in the share price, Grindrod placed R107 462 326 on deposit as security with the funders of the BEE consortium
to secure the structure. Grindrod continues to have the ability, but no obligation, to increase its funding within the structure should the current
lenders wish to exit.

BUSINESS REVIEW

Overview

The volatile markets and slow economies experienced in the first half of 2015 presented Grindrod with numerous opportunities and challenges.

Lower oil prices resulted in good earnings for the recently increased owned tanker fleet. The increased volumes also benefited the Marine-Fuels business,
which was expanded in the prior year to increase coverage in the Far East.

The continued weak dry-bulk shipping market, in part as a result of oversupplied tonnage, together with a significant Madagascar contract win, presented
ship operating with the opportunity to improve its performance. The owned dry-bulk fleet suffered, with rates remaining well below the cost base.

The southern African Container Feeder and Coastal Tanker business performed well on increased volumes.

Weak commodity prices affected volume through the mineral terminals despite good support from corridor partners. The ability to substitute magnetite and
coal has been of great benefit. The port of Maputo did well to offset the reduced subconcession volumes with significant chrome shipments. Financial close
on the port capital dredge and the berth offset project is expected in the fourth quarter of 2015, with all internal approvals complete. The project will
boost the competitiveness of the port, and the phase 4 expansion of the Matola magnetite terminal will follow on improved demand. The Richards Bay
expansion to 4.5 million tonnes per annum should be complete in the first quarter of 2016. Regulatory delays on the Coega liquid-bulk terminal development
have delayed construction and commencement of construction is expected in the first quarter 2016.

The weaker commodity prices also impacted the Rail businesses negatively. Notwithstanding this, new locomotive orders have been signed for second half
delivery. Progress on delivering a sustainable solution on the north-south rail corridor and the north-west rail project is hampered by significant excess
road haul capacity. Development of a rail siding in Chingola, Zambia, will assist with the solution. The recovery of the Sierra Leone leased locomotive
position (force majeure declared by lessee) was an important achievement. Delays in the award of tenders have impacted earnings in the Rail Construction 
and Signalling businesses.

The Integrated Logistics business performed positively despite the closure of the Minerals Intermodal business and low volumes through the new Maputo
Intermodal facility. Earnings were boosted by profitable contracts acquired in the clearing and forwarding business. The new Denver facility in
Johannesburg is operational and the rail siding will be complete by year-end.

Carrier Logistics businesses similarly performed well, producing profits in both the automotive and fuel markets on lower volumes, following the
rightsizing and productivity improvement initiatives in the prior year.

The Agricultural Logistics business, after good capacity utilisation and following the bumper crop in the prior year, is experiencing much reduced
utilisation due to the droughts in 2015.

All the Financial Services businesses are performing well and key drivers of assets under management, core funding and advances showed good increases.

Headline earnings increased by two per cent to R327.9 million (H1 2014: R320.6 million), with headline earnings per share decreasing by 16 per cent to
43.6 cents (H1 2014: 52.0 cents). Attributable earnings of R303.2 million is below prior period earnings of R693.7 million, largely as a consequence of
the profit that was recognised on the acquisition of the minority interests in the B-BBEE joint ventures in the prior period.

Earnings per share is calculated on a weighted average of 751.6 million shares (H1 2014: 616.3 million shares) primarily as a result of the 161.3 million
shares issued in the prior period. Earnings per share is down 64 per cent to 40.3 cents (H1 2014: 112.5 cents).

The interim ordinary dividend remains unchanged from the prior period and has been declared at 13.6 cents per share.

Capital expenditure and commitments

                      Capital expenditure         Capital commitments             Split as follows
                                                                                 Approved  Approved
                                                                                 not con-  and con-
R million                         H1 2015           H2 2015  2016  2017+  Total   tracted   tracted
Freight Services                      209               157    19      5    181        34       147
Port and Terminals                    105                73    13      2     88         -        88
Rail                                   34                33     6      3     42        34         8
Carrier Logistics                       6                46     -      -     46         -        46
Integrated Logistics                   64                 5     -      -      5         -         5
Shipping                              134               592   468     19  1 079         -     1 079
Dry-bulk                              116               371   279     14    664         -       664
Tankers                                18               221   189      5    415         -       415
Financial Services                     19                 -     -      -      -         -         -
Group                                   7                 2     -      -      2         -         2
                                      369               751   487     24  1 262        34     1 228
Split as follows:
Subsidiaries                          233               507   208     23    738         -       738
Joint ventures                        136               244   279      1    524        34       490

The above represents board-approved capital commitments. These commitments exclude planned expenditure, which is subject to final board consideration.

Capital continues to be committed to the strategic investment areas of port, terminal and rail infrastructure as well as the dry-bulk shipping fleet.

Total capital and investment expenditure was R369.0 million (H1 2014: R1 412.4 million), of which 75 per cent was expansionary and the balance maintenance
or replacement capital expenditure. The capital expenditure mainly comprised payments on the acquisition of dry-bulk vessels, the maintenance and upgrade
of terminals handling equipment, increased investment into locomotives and the acquisition of the remaining shareholding in the Asset Management business.

Future capital continues to be committed to the expansion of terminal capacity, rail infrastructure, locomotives and ships.

Cash flow and borrowings

The financial position reflects net cash of R88.8 million (H1 2014 net cash: R244.8 million). Operating profit before working capital adjustments was
R673.9 million (H1 2014: R505.2 million). Working capital contributed to a net inflow of R3.6 million (H1 2014: R166.6 million net inflow).

Statement of financial position

With total assets of R31.7 billion (December 2014: R32.8 billion) and no net debt (H1 2014: no net debt), the group's financial position remains strong.
Book net asset value per share is 2 316 cents (H1 2014: 2 125 cents).

Shareholders' equity increased to R18.1 billion (December 2014: R17.4 billion) as a result of earnings and a gain in the foreign currency translation
reserve. The net increase of R514.6 million to the foreign currency translation reserve was due to the weakening of the Rand/US Dollar exchange rate from
R11.57/USD to R12.17/USD.

Ordinary shares in issue increased to 762 553 314 shares (December 2014: 762 053 314).

Basis of preparation

These unaudited condensed interim results for the six months ended 30 June 2015 have been prepared and presented 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, Financial Reporting Pronouncements as issued by the Financial Reporting Standards Council, the Listings Requirements
of the JSE Limited, the information as required by IAS 34: Interim Financial Reporting, and the requirements of the South African Companies Act, No 71 of
2008. The accounting policies applied in preparation of these condensed interim results are in terms of IFRS and are consistent with those applied in the
previous annual financial statements.

Following the board's decision to retain the Financial Services business, the business has been re-instated as a segment in continuing operations. The
Commodity Logistics businesses are disclosed as continuing operations. In the Interim Results at June 2014 these items had been disclosed as discontinued
items.

In addition, funds provided to joint ventures were previously disclosed as operating cash flows as they were utilised for working capital by the joint
ventures. The consolidated statement of cash flows has been restated to disclose funds provided to joint ventures as investing activities in terms of 
IAS 7: Statement of Cash Flows.

The comparative information has been restated. There is no impact on profit/loss and statement of financial position.

The report was prepared under the supervision of the Group Financial Director, Mr AG Waller CA(SA), and has not been audited by the group's external
auditors.

The unaudited condensed interim results were approved by the board of directors on 20 August 2015.

Accounting policies

The accounting policies adopted and methods of computation used in the preparation of these unaudited condensed interim financial statements are in terms
of IFRS and are consistent with those of the previous consolidated annual financial statements for the year ended 31 December 2014.

Post balance sheet events

There are no material post balance sheet events to report.

Change in directorate

Grindrod is pleased to announce the appointment of Bongiwe Ntuli to the board as Executive Director: Port, Terminals and Rail. Bongiwe joined the company 
on 1 May 2008 as Chief Financial Officer for the Freight Services division, appointed as Executive: Corporate Services on 1 December 2012 and thereafter 
promoted to Executive: Port, Terminals and Rail on 20 August 2014. Bongiwe, a Chartered Accountant, is a director of various major local and international 
subsidiary companies and associates. The board congratulates Bongiwe on her new appointment and responsibilities and looks forward to her continued valuable 
contributions.

Prospects

Grindrod, with its ungeared balance sheet, is well positioned to develop key capital projects and to further capitalise on opportunities. Current
depressed commodity prices and dry-bulk shipping rates, although off their recent lows, will continue to put pressure on earnings in the near term.

For and on behalf of the board

MJ Hankinson                                  AK Olivier
Chairman                                      Chief Executive Officer
20 August 2015                                20 August 2015

DECLARATION OF INTERIM DIVIDEND

Preference dividend

Notice is hereby given that a gross interim dividend of 404.0 cents per cumulative, non-redeemable, non-participating and non-convertible preference share
(H1 2014: 389.0 cents) has been declared out of income reserves for the six-month period ended 30 June 2015, payable to preference shareholders in
accordance with the timetable below.

At 21 August 2015, there are 7 400 000 cumulative, non-redeemable, non-participating and non-convertible preference shares in issue. The interim net
preference dividend is 343.40000 cents per share for preference shareholders who are not exempt from dividends tax.

Ordinary dividend

Notice is hereby given that an interim gross dividend of 13.6 cents per ordinary share (H1 2014: 13.6 cents) has been declared out of income reserves for
the six-month period ended 30 June 2015, payable to ordinary shareholders in accordance with the timetable below.

At 21 August 2015, there are 762 553 314 ordinary shares in issue. The interim net ordinary dividend is 11.56000 cents per share for ordinary
shareholders who are not exempt from dividends tax.

With respect to the preference and ordinary dividends, in terms of the dividends tax effective since 1 April 2012, the following additional information is
disclosed:
- The local dividends tax rate is 15 per cent; and
- Grindrod Limited's tax reference number is 9435/490/71/0.

Timetable

Declaration and finalisation date      Friday, 21 August 2015
Last day to trade cum-dividend         Friday, 11 September 2015
Shares commence trading ex-dividend    Monday, 14 September 2015
Record date                            Friday, 18 September 2015
Dividend payment date                  Monday, 21 September 2015

No dematerialisation or rematerialisation of shares will be allowed for the period Monday, 14 September 2015, to Friday, 18 September 2015, both days
inclusive.

The dividends are declared in the currency of the Republic of South Africa.

By order of the board

Mrs CI Lewis
Group Company Secretary
20 August 2015

CORPORATE INFORMATION

Directors
MJ Hankinson (Chairman)**, AK Olivier (Chief Executive Officer), H Adams**, AC Brahde** (Norwegian), JJ Durand*, MR Faku**, T Fubu**, WD Geach**, 
GG Gelink**, B Ntuli, DA Polkinghorne, NL Sowazi**, PJ Uys (Alternate)*, MR Wade (British), AG Waller (Group Financial Director), SDM Zungu**
* Non-executive, ** Independent non-executive

Registered office
Quadrant House
115 Margaret Mncadi Avenue
Durban
4001
PO Box 1, Durban, 4000

Transfer secretaries
Computershare Investor Services Proprietary Limited
70 Marshall Street
Johannesburg
2001
PO Box 61051, Marshalltown, 2107

Auditors
Deloitte & Touche
Designated Audit Partner: Craig Sagar CA(SA)

Sponsor
Grindrod Bank Limited
Fourth Floor
Grindrod Tower
8A Protea Place
Sandton
2196
PO Box 78011, Sandton, 2146

For more information, please refer to www.grindrod.co.za


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