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GNDE - GRINDROD LIMITED - Unaudited interim results and dividend announcement for the six months ended 30 June 2016

25/08/2016 07:05:00

GND GNDP 201608250004A
Unaudited interim results and dividend announcement for the six months ended 30 June 2016

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 2016
KEY FINANCIAL INFORMATION

The group continues to position itself for a turn in the commodity cycle. Focusing on integrating source-to-destination logistics services. Progressing
capital projects and aligned investments.

- EBITDA R299.2 million inclusive of joint ventures (H1 2015: R943.0 million)
- Headline loss per share of 50.8 cents (Headline earnings per share H1 2015: 43.6 cents)
- Headline loss of R381.1 million (Headline earnings H1 2015: R327.9 million)
- Rail carrying value impairment of R675.3 million
- Loss per share 149.2 cents (Earnings per share H1 2015: 40.3 cents)
- Net asset value per share 2 228 cents (H1 2015: 2 316 cents)
- Cash generated by operations R216.7 million (H1 2015: R677.5 million)
- Low gearing of 4% (H1 2015: net cash)
- The group declared no interim ordinary dividend (H1 2015: 13.6 cents)
CONDENSED CONSOLIDATED INCOME STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2016
Unaudited Unaudited Audited
30 June 30 June 31 December
2016 2015 2015
R000 R000 R000
Revenue 4 649 789 5 066 427 10 192 369
Earnings before interest, taxation, depreciation and amortisation 197 161 605 932 1 098 900
Depreciation and amortisation (332 193) (321 472) (675 482)
Operating (loss)/profit before interest and taxation (135 032) 284 460 423 418
Non-trading items (760 112) (23 528) (1 587 631)
Interest received 163 270 127 256 254 063
Interest paid (123 161) (118 547) (220 731)
(Loss)/profit before share of joint venture and associate companies' profit (855 035) 269 641 (1 130 881)
Share of joint venture companies' (loss)/profit after taxation (135 314) 151 615 (120 097)
Share of associate companies' (loss)/profit after taxation (7 165) 17 806 72 660
(Loss)/profit before taxation (997 514) 439 062 (1 178 318)
Taxation (76 026) (107 890) (190 255)
Net (loss)/profit for the period (1 073 540) 331 172 (1 368 573)
Attributable to:
Ordinary shareholders (1 120 044) 303 216 (1 426 473)
Preference shareholders 33 501 29 870 61 141
Owners of the parent (1 086 543) 333 086 (1 365 332)
Non-controlling interests 13 003 (1 914) (3 241)
(1 073 540) 331 172 (1 368 573)
Exchange rates (ZAR/USD)
Opening exchange rate 15.60 11.57 11.57
Closing exchange rate 14.73 12.17 15.60
Average exchange rate 15.38 11.92 12.78

Unaudited Unaudited Audited
30 June 30 June 31 December
2016 2015 2015
R000 R000 R000
Reconciliation of headline earnings
(Loss)/profit attributable to ordinary shareholders (1 120 044) 303 216 (1 426 473)
Adjusted for: 738 948 24 650 1 985 296
Impairment of other investments 257 090 25 000 612 365
Impairment of ships, intangibles, vehicles, terminals and equipment 131 959 4 004 1 205 990
Net loss/(profit) on disposal of investments 18 945 (2 389) (216 919)
Net loss/(profit) on disposal of plant and equipment 1 832 (318) (448)
Negative goodwill realised - (2 645) (13 233)
Impairment of goodwill 350 146 - -
Foreign currency translation reserve release - (124) (124)
Joint ventures and associates:
Foreign currency translation reserve release - 2 254 2 447
Net loss/(profit) on disposal of plant and equipment 287 (11) (471)
Impairment of ships and plant and equipment 9 340 - 382 428
Impairment of other investments - - 17 252
Total non-controlling interest effects of adjustments (2 962) - (2 233)
Total taxation effects of adjustments (27 689) (1 121) (1 758)
Headline (loss)/earnings (381 096) 327 866 558 823
Ordinary share performance
Number of shares in issue less treasury shares (000s) 750 648 751 479 750 959
Weighted average number of shares (basic) (000s) 750 565 751 585 751 452
Diluted weighted average number of shares (000s) 753 691 754 375 754 146
(Loss)/earnings per share: (cents)
Basic (149.2) 40.3 (189.8)
Diluted (149.2) 40.2 (189.8)
Headline (loss)/earnings per share: (cents)
Basic (50.8) 43.6 74.4
Diluted (50.8) 43.5 74.1
Dividends per share: (cents) 13.6 19.6
Interim - 13.6 13.6
Final - - 6.0
Dividend cover (headline) (times) 3.2 3.8



CONDENSED CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2016

Unaudited Unaudited Audited
30 June 30 June 31 December
2016 2015 2015
R000 R000 R000
(Loss)/profit for the period (1 073 540) 331 172 (1 368 573)
Other comprehensive (loss)/income:

Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations (611 054) 516 701 3 396 262
Net movement in cash flow hedges 41 170 33 045 21 045
Business combination 2 207 (901) (6 906)
Items that will not be reclassified subsequently to profit or loss
Actuarial losses - - (45)
Fair value gain arising on available-for-sale instruments - - 1 493
Total comprehensive (loss)/income for the period (1 641 217) 880 017 2 043 276
Total comprehensive (loss)/income attributable to:
Owners of the parent (1 663 005) 881 939 2 054 339
Non-controlling interest 21 788 (1 922) (11 063)
(1 641 217) 880 017 2 043 276

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2016
Unaudited Unaudited Audited
30 June 30 June 31 December
2016 2015 2015
R000 R000 R000
Ships, property, terminals, vehicles and equipment 6 543 623 7 340 814 7 632 489
Intangible assets 1 156 512 1 532 342 1 604 159
Investments in joint ventures 4 365 163 4 072 215 4 806 687
Investments in associates 893 948 871 047 922 350
Deferred taxation 149 054 208 986 205 705
Other investments and derivative financial assets 1 828 338 1 334 925 1 757 307
Total non-current assets 14 936 638 15 360 329 16 928 697
Loans and advances to bank customers 5 222 504 4 678 322 4 915 854
Liquid assets and short-term negotiable securities 1 664 651 1 237 986 1 065 730
Bank balances and cash 5 928 574 5 164 120 8 393 256
Other current assets 4 756 584 4 947 656 4 871 336
Non-current assets held for sale 1 407 141 308 225 281 892
Total assets 33 916 092 31 696 638 36 456 765
Shareholders' equity 17 405 936 18 107 901 19 146 165
Non-controlling interests 61 733 41 052 (6 274)
Total equity 17 467 669 18 148 953 19 139 891
Interest-bearing borrowings 1 978 308 1 912 946 2 061 818
Financial Services funding instruments 741 192 324 408 798 288
Deferred taxation 263 641 187 842 224 675
Other non-current liabilities 96 438 107 018 89 191
Non-current liabilities 3 079 579 2 532 214 3 173 972
Deposits from bank customers 9 352 593 6 486 472 9 979 739
Current interest-bearing borrowings 1 043 186 1 322 142 1 326 418
Financial Services funding instruments 222 968 941 729 173 005
Other liabilities 2 043 552 2 174 368 2 573 890
Non-current liabilities associated with assets held for sale 706 545 90 760 89 850
Total equity and liabilities 33 916 092 31 696 638 36 456 765
Net worth per ordinary share - at book value (cents) 2 228 2 316 2 450
Net debt:equity ratio 0.04:1 (0.01):1 (0.00):1
Capital expenditure 515 799 232 966 913 042

30 June 30 June 30 June 30 June 31 December 31 December
2016 2016 2015 2015 2015 2015
R000 USD000 R000 USD000 R000 USD000
Capital commitments 458 250 1 700 132 055 57 735 122 723 41 845
Authorised by directors and contracted for 435 769 1 379 87 055 53 749 122 723 25 304
Due within one year 323 769 1 379 70 330 52 241 11 020 25 146
Due thereafter 112 000 - 16 725 1 508 111 703 158
Authorised by directors not yet contracted for 22 481 321 45 000 3 986 - 16 541

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED 30 JUNE 2016

Unaudited Unaudited Audited
30 June 30 June 31 December
2016 2015 2015
R000 R000 R000
Operating profit before working capital changes 271 966 673 901 1 190 897
Working capital changes (55 222) 3 600 221 723
Cash generated from operations 216 744 677 501 1 412 620
Net interest received/(paid) 32 264 (8 933) (9 403)
Net dividends paid (12 721) (49 126) (150 996)
Taxation paid (46 335) (114 851) (188 251)
189 952 504 591 1 063 970
Net (advances to)/deposits from customers and other short-term negotiables (1 532 717) (1 942 642) 1 485 349
Deposits - Retail Banking (1 320 057) (1 785 324) 1 253 006
Other (212 660) (157 318) 232 343
Net cash flows (utilised in)/generated from operating activities before ship sales and purchases (1 342 765) (1 438 051) 2 549 319
Refund on ships under construction cancelled - 315 477 319 838
Proceeds on disposal of ships - 158 414 158 414
Capital expenditure on ships (402 200) (7 773) (198 980)
Net cash flows (utilised in)/generated from operating activities (1 744 965) (971 933) 2 828 591
Acquisition of investments, subsidiaries, property, terminals, vehicles and equipment (168 218) (274 325) (616 269)
Net proceeds from disposal of property, terminals, vehicles, equipment and investments 200 229 (8 358) 68 301
Net receipt from finance lease receivables - 1 559 19 931
Intangible assets acquired (793) (2 035) (26 035)
Proceeds from disposal of intangible assets - 957 1 027
Funds advanced to joint ventures and associate companies (614 194) (530 104) (264 028)
Acquisition of preference share investment - - (14 650)
Acquisition of additional investments in subsidiaries, joint ventures and associates (32 255) (64 066) (307 723)
Net cash flows utilised in investing activities (615 231) (876 372) (1 139 446)
Net proceeds from issue of ordinary share capital - 6 255 6 255
Acquisition of treasury shares (7 471) (19 027) (25 710)
Proceeds from disposal of treasury shares 914 - 366
Long-term interest-bearing debt raised 512 934 67 075 499 225
Payment of capital portion of long-term interest-bearing debt (430 953) (617 201) (1 459 032)
Short-term interest-bearing debt (repaid)/raised (72 370) 40 063 51 443
Net cash flows generated from/(utilised in) financing activities 3 054 (522 835) (927 453)
Net (decrease)/increase in cash and cash equivalents (2 357 142) (2 371 140) 761 692
Cash and cash equivalents at beginning of the period 8 340 917 7 188 626 7 188 626
Difference arising on translation (89 923) 46 461 390 599
Cash and cash equivalents at end of the period 5 893 852 4 863 947 8 340 917
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2016
Unaudited Unaudited Audited
30 June 30 June 31 December
2016 2015 2015
R000 R000 R000
Share capital and share premium 5 972 919 5 977 044 5 970 727
Balance at beginning of the period 5 970 727 5 982 924 5 982 924
Share options vested 6 892 6 892 6 892
Share issue - 6 255 6 255
Treasury shares acquired (7 471) (19 027) (25 710)
Treasury shares sold 2 771 - 366
Preference share capital 2 2 2
Balance at beginning of the period 2 2 2
Equity compensation reserve 62 939 57 802 63 643
Balance at beginning of the period 63 643 57 566 57 566
Share-based payments 6 188 7 128 12 969
Share options vested (6 892) (6 892) (6 892)
Foreign currency translation reserve 5 443 264 3 175 921 6 063 103
Balance at beginning of the period 6 063 103 2 661 342 2 661 342
Foreign currency translation realised - (2 130) (2 323)
Foreign currency translation adjustments (619 839) 516 709 3 404 084
Other non-distributable statutory reserves (82 925) (108 618) (126 302)
Balance at beginning of the period (126 302) (123 092) (123 092)
Financial instrument hedge settlement 42 536 27 589 65 483
Foreign currency translation adjustments 3 234 (5 053) (22 540)
Fair value adjustment on hedging reserve 1 515 9 608 (34 607)
Deferred tax effect on cash flow hedge (3 908) - 5 804
Net business combination acquisition - (17 670) (17 350)
Movement in accumulated profit 6 009 737 9 005 750 7 174 992
Balance at beginning of the period 7 174 992 8 853 554 8 853 554
Fair value gain arising on available-for-sale financial instruments - - 1 493
Actuarial losses recognised - - (45)
(Loss)/profit for the period (1 086 543) 333 086 (1 365 332)
Ordinary dividends paid (45 211) (151 020) (253 537)
Preference dividends paid (33 501) (29 870) (61 141)
Total interest of shareholders of the company 17 405 936 18 107 901 19 146 165
Equity attributable to non-controlling interests of the company 61 733 41 052 (6 274)
Balance at beginning of the period (6 274) 48 185 48 185
Foreign currency translation adjustments 8 785 (8) (7 822)
Non-controlling interest disposed 48 373 (1 494) (1 494)
Profit/(loss) for the period 13 003 (1 914) (3 241)
Dividends paid (2 154) (3 717) (41 902)
Total equity attributable to shareholders of the company 17 467 669 18 148 953 19 139 891
SEGMENTAL ANALYSIS
FOR THE SIX MONTHS ENDED 30 JUNE 2016
Unaudited Unaudited Audited
30 June 30 June 31 December
2016 2015 2015
R000 R000 R000
Revenue
Freight Services 2 266 251 2 603 574 5 059 813
Shipping 8 574 232 11 382 230 22 058 351
Financial Services 226 139 238 308 452 756
Group 4 546 216 426 424 499
11 071 168 14 440 538 27 995 419
Segmental adjustments * (6 421 379) (9 374 111) (17 803 050)
4 649 789 5 066 427 10 192 369
Earnings/(loss) before interest, taxation, depreciation and amortisation
Freight Services 245 849 561 616 837 685
Shipping (26 823) 376 031 662 177
Financial Services 131 617 109 530 255 011
Group (51 411) (104 188) (7 415)
299 232 942 989 1 747 458
Segmental adjustments * (102 071) (337 057) (648 558)
197 161 605 932 1 098 900
Operating profit/(loss) before interest and taxation
Freight Services 31 830 367 020 438 528
Shipping (274 079) 153 063 169 473
Financial Services 128 663 107 276 250 318
Group (51 519) (106 839) (12 159)
(165 105) 520 520 846 160
Segmental adjustments * 30 073 (236 060) (422 742)
(135 032) 284 460 423 418
Share of associate companies' (loss)/profit after taxation
Freight Services (7 165) 17 806 71 879
(7 165) 17 806 71 879
Segmental adjustments* - - 781
(7 165) 17 806 72 660
(Loss)/profit attributable to ordinary shareholders
Freight Services (732 222) 177 536 (108 994)
Shipping (417 903) 97 258 (1 495 674)
Financial Services 77 071 73 877 164 662
Group (46 990) (45 455) 13 533
(1 120 044) 303 216 (1 426 473)
* 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 2016

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
2016 2016 2016 2016
R000 R000 R000 R000
Level 1 Level 2 Level 3 Total
Financial assets
Derivative financial assets - 2 975 - 2 975
Financial assets designated at fair value through profit or loss 41 303 602 705 986 878 1 630 886
Total 41 303 605 680 986 878 1 633 861
Financial liabilities
Derivative financial instruments - (43 711) - (43 711)
Financial liabilities designated at fair value through profit or loss - (87 522) - (87 522)
Total - (131 233) - (131 233)

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 29 252 291 226 692 067 1 012 545
Total 29 252 291 544 692 067 1 012 863
Financial liabilities
Derivative financial instruments - (54 833) - (54 833)
Financial liabilities designated at fair value through profit or loss - (100 981) - (100 981)
Total - (155 814) - (155 814)
* Comparative figures have been revised to reflect more appropriate disclosures of financial instruments.

Audited Audited Audited Audited
31 December 31 December 31 December 31 December
2015 2015 2015 2015
R000 R000 R000 R000
Level 1 Level 2 Level 3 Total
Financial assets
Derivative financial instruments - 8 290 - 8 290
Financial assets designated at fair value through profit or loss 23 758 483 602 880 936 1 388 296
Total 23 758 491 892 880 936 1 396 586
Financial liabilities
Derivative financial instruments - (102 773) - (102 773)
Financial liabilities designated at fair value through profit or loss - (97 127) - (97 127)
Total - (199 900) - (199 900)


Reconciliation of Level 3 fair value measurements of financial assets
Unaudited Unaudited Audited
30 June 30 June 31 December
2016 2015* 2015*
R000 R000 R000
Opening balance 880 936 552 329 552 329
Additions 70 280 131 335 276 757
Disposals - (5 757) (25 815)
Total gains recognised
- in other comprehensive income 35 662 - 2 206
Profit and loss - 14 160 75 459
Closing balance 986 878 692 067 880 936

* Comparative figures have been revised to reflect more appropriate disclosures of financial instruments.

CONTINGENT ASSETS/LIABILITIES
AS AT 30 JUNE 2016

The company guaranteed loans and facilities of subsidiaries and joint ventures amounting to R6 168 713 000 (December 2015: R5 895 868 000) of which
R2 970 358 000 (December 2015: R2 714 947 000) had been utilised at the end of the period.
The company guaranteed charter-hire payments of subsidiaries amounting to R885 327 000 (December 2015: R1 082 546 000). The charter-hire payments are
due by the subsidiaries in varying amounts from 2016 to 2022.
During the prior year, as a result of the decline in the share price, Grindrod placed R190 618 106 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
Low global growth continued in the first half of 2016 resulting in low commodity prices and shipping rates. The board and management remain focused on
mitigating the adverse impacts of subdued market conditions on business performance and retaining shareholder value.

The Board has reviewed the group's strategy and decided to sell the locomotive assembly business. Due to the continued depressed state of the market, it
has been necessary to raise an impairment of R675.3 million in the Rail businesses. The impairment includes R379.1 million in goodwill and intangible that
arose on the BEE transaction concluded in 2014.

The persistent decline in dry-bulk shipping rates continued through the first quarter reaching unprecedented levels. The subsequent recovery of the market
continues to be weak despite increased Chinese iron ore imports and higher coal prices. All dry-bulk ship-owning sectors have been loss-making in the
current period, despite good employment and the inclusion of 17 third-party owned ships in the IVS handysize commercial pool.
The tanker shipping rates slid in the second quarter following weaker demand and delivery of newbuildings. A positive result, despite the fall in rates,
was affected by the USD4.7 million impairment of a 13 year old tanker being held for sale.
Ship-Operating businesses including the coastal tanker and bunker barges performed well. The Marine-Fuels business recorded a loss which included a UKGBP2.8
million charge for the discontinuation of the supply-base operation on the Thames River.

Despite a 23 per cent drop in volumes on prior year, Port earnings held well, falling only five per cent due to volume improvement on high margin own
volumes.

First quarter Terminal volumes were down on an already poor 2015 fourth quarter. Improvements in the coal price and reduced margins in the logistics
services saw volumes improve in the second quarter. The improvements were unable to recover the first quarter loss by the half year.
With the renewal of customer contracts, the Maputo Port channel dredge and Matola terminal quay offset projects commenced in the second quarter.

The Rail operating and leasing businesses made good profits in the first half of the year but the lack of contracts for locomotive and rail construction
resulted in this segment recording a loss before the impairment referred to above.

The Integrated Logistics business showed good earnings in the clearing and forwarding and ships agency businesses. The Intermodal business which is
undergoing significant restructuring remained loss-making.
Carrier Logistics business, impacted by subdued car volumes and tight margins, remained profitable in the first half. The business continues to benefit
from rightsizing and productivity improvement initiatives made in the prior year.
Agricultural Logistics business reported significantly lower earnings due to reduced handling revenues and higher debtor provisioning as a consequence of
the drought.

Financial Services business continued to grow and increased its earnings for the first half of the year as a result of an increase in interest income and
private equity income.

Net foreign exchange losses of R76.5 million impacted earnings in the first half of the year.
A headline loss of R381.1 million (Headline earnings H1 2015: R327.9 million), with headline loss per share of 50.8 cents (Headline earnings per share H1
2015: 43.6 cents). Attributable loss of R1 120.0 million is below prior period earnings of R303.2 million, largely as a result of lower trading income and
impairments in the rail businesses.
Loss per share is calculated on a weighted average of 750.6 million shares (Earnings per share H1 2015: 751.6 million shares).
Capital expenditure and commitments

Split as follows
Capital commitments Approved Approved
Capital expenditure H2 not and
R million H1 2016 2016 2017 2018+ Total contracted contracted
Freight Services 98 612 114 - 726 27 699
Port and Terminals 31 207 2 - 209 5 204
Rail 23 83 - - 83 - 83
Carrier Logistics 25 30 2 - 32 9 23
Integrated Logistics 18 14 110 - 124 13 111
Agricultural Logistics 1 278 - - 278 - 278
Shipping 711 74 - - 74 - 74
Dry-bulk 317 57 - - 57 - 57
Tankers 394 17 - - 17 - 17
Financial Services 3 2 - - 2 - 2
Group - - - - - - -
812 688 114 - 802 27 775
Split as follows:
Subsidiaries 516 371 114 - 485 27 458
Joint venture 296 317 - - 317 - 317

Total capital and investment expenditure was R812.0 million (H1 2015: R369.0 million), of which 90 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 and a product tanker acquired
against long-term contracted employment.

Cash flow and borrowings
The financial position reflects net debt of R732.7 million (H1 2015 net cash: R88.8 million). The group generated operating profit before working capital
cash flows of R272.0 million (H1 2015: R673.9 million) during the half year. Working capital contributed to a net outflow of R55.2 million (H1 2015: R3.6
million net inflow).

Statement of financial position
With total assets of R33 916 million (December 2015: R36 457 million) and low gearing of four per cent, the group's financial position remains strong. Book
net asset value per share is 2 228 cents (H1 2015: 2 316 cents).

Shareholders' equity decreased to R17 406 million (December 2015: R19 146 million) mainly as a result of losses, the asset impairment and strengthening of
the Rand. The decrease of R619.8 million to the foreign currency translation reserve was due to the weakening of the Rand/US Dollar exchange rate from
R15.60/USD to R14.73/USD.
Ordinary shares in issue remained unchanged at 762 553 314 shares (December 2015: 762 553 314 shares).
Following the board's decision to exit the locomotive assembly business, this business has been transferred to non-current assets and liabilities
associated with assets held for sale.
Basis of preparation

The condensed consolidated financial statements have been prepared in accordance with the recognition and measurement criteria of International Financial
Reporting Standards (IFRS) and its Interpretations adopted by the International Accounting Standards Board (IASB) in issue and effective for the Group at
30 June 2016 and the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and financial reporting pronouncements as issued by
the Financial Reporting Standards Council. The results are presented in accordance with IAS 34 - Interim Financial Reporting and comply with the Listings
Requirements of the JSE Limited and the Companies Act of South Africa, 2008.
These unaudited summarised consolidated interim results have been prepared under the supervision of AG Waller, CA (SA) and were approved by the board of
directors on 24 August 2016 and has not been audited by the group's external auditors.

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 2015.
Post balance sheet events

There are no material post balance sheet events to report.
Change in directorate

Mrs Tantaswa Nyoka (previously Fubu) resigned from the Board in April 2016 due to her appointment to another financial institution. The board thanks Mrs
Nyoka for her contributions and wish her well with her future endeavours.

Mr Gerhard Kotze was appointed as non-executive alternate director to Mr Mkhuseli Faku effective 1 August 2016. Mr Kotze is a managing executive of
Brimstone Investment Corporation. The board congratulates Mr Kotze on his appointment.

Prospects
Grindrod with its low gearing 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 and asset carrying values in the near term.
For and on behalf of the board

MJ Hankinson AK Olivier
Chairman Chief Executive Officer
24 August 2016 24 August 2016

DECLARATION OF INTERIM DIVIDEND
Preference dividend

Notice is hereby given that a gross interim dividend of 453.0 cents per cumulative, non-redeemable, non-participating and non-convertible preference share
(H1 2015: 404.0 cents) has been declared out of income reserves for the six-month period ended 30 June 2016, payable to preference shareholders in
accordance with the timetable below.

At 25 August 2016, there are 7 400 000 cumulative, non-redeemable, non-participating and non-convertible
preference shares in issue. The interim net preference dividend is 385.05000 cents per share for preference
shareholders who are not exempt from dividends tax.

Ordinary dividend
Notice is hereby given that no interim dividend has been declared out of income reserves for the six-month period ended 30 June 2016 (H1 2015: 13.6 cents).

At 25 August 2016, there were 762 553 314 ordinary shares in issue.
With respect to the preference dividend, 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 Thursday, 25 August 2016
Last day to trade cum-dividend Tuesday, 13 September 2016
Shares commence trading ex-dividend Wednesday, 14 September 2016
Record date Friday, 16 September 2016
Dividend payment date Monday, 19 September 2016
No dematerialisation or rematerialisation of shares will be allowed for the period Wednesday 14 September 2016, to Friday, 16th September 2016, both days
inclusive.
The dividend is declared in the currency of the Republic of South Africa.
By order of the board

Mrs CI Lewis
Group Company Secretary
24 August 2016
CORPORATE INFORMATION
Directors
MJ Hankinson (Chairman) *, AK Olivier (Chief Executive Officer), H Adams*, MR Faku*, WD Geach*, GG Gelink*, G Kotze (Alternate)*, RSM Ndlovu (Alternate)*,
B Ntuli, DA Polkinghorne, NL Sowazi*, PJ Uys*, MR Wade (British), AG Waller (Group Financial Director), SDM Zungu*
* 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 and additional analyst information, please refer to www.grindrod.com

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