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Summary of audited results for the year ended 30 June 2024 and cash dividend declaration
Remgro Limited
Registration number 1968/006415/06
ISIN ZAE000026480
JSE and A2X Share code REM
SUMMARY OF AUDITED RESULTS FOR THE YEAR ENDED 30 JUNE 2024 AND CASH DIVIDEND DECLARATION
SALIENT FEATURES
• Ordinary dividend per share: up by 10.0% to 264 cents
• Intrinsic net asset value per share as at 30 June 2024: up by 1.0% to R251.01
• Headline earnings per share: down by 18.8% to 1 018 cents
• Earnings per share: down by 86.9% to 224 cents
INTRODUCTION
The 2024 financial year was a challenging period with the continued focus on concluding and integrating a series of
transformative corporate actions that still impacts on Remgro's results. While strong contributions were made by some
of Remgro's investee companies, considerable work still needs to be done to bed down the operational performance of
a number of its key investments. Remgro remains committed to the portfolio repositioning and optimisation, enabled by
the aforementioned corporate actions, and even as the current unsatisfactory performance overshadows continued
progress on some of its key strategic initiatives, Remgro maintains a disciplined and long-term approach in deploying
and managing its resources.
Last year, Remgro listed some of the challenges faced by South African businesses, notably the continuation of high
interest rates, the disruption of business operations due to load shedding, local infrastructure and logistics related
challenges due to geopolitical instability, and exchange rate volatility.
Although some of these challenges persisted, there were some encouraging macroeconomic improvements, including
an improvement in inflation, a substantial reduction in load shedding and – more recently - a reduction in fuel prices.
The difficult business environment was compounded by the political uncertainty leading up to the national elections in
May. Since then, and the subsequent establishment of the Government of National Unity (GNU), investor sentiment
towards South Africa has improved and we too believe there is reason to be hopeful about improved economic
prospects.
While the Group's results for the year under review did not meet expectations, Remgro's focus remains on disciplined
capital allocation and actively partnering with management teams to drive sustainable performance at its underlying
investee companies in order to deliver long-term value for its shareholders.
RESULTS
For the year under review, headline earnings decreased by 20.0% from R7 056 million to R5 647 million, while headline
earnings per share (HEPS) decreased by 18.8% from 1 254 cents to 1 018 cents. The difference of 120bps in the HEPS
measure compared to headline earnings, represents the accretive impact of shares repurchased during the 2023
financial year and the beginning of the year under review.
A significant driver of the decline in headline earnings relates to the effect of the corporate actions implemented in the
recent past, the majority of which are non-recurring items. The difficult operating environment, particularly in relation to
the trading results of Heineken Beverages Holdings Limited (Heineken Beverages), also contributed to the material
decline in headline earnings. The decrease in headline earnings can be summarised as follows:
• The negative impact of significant corporate actions implemented throughout the Group amounting to R766 million
(2023: positive impact of R581 million), which include the following:
• Remgro's portion of IFRS 3 amortisation and depreciation charges amounting to R257 million (2023:
R56 million) relating to the additional assets identified when Heineken Beverages obtained control over Distell
Group Holdings Limited (Distell) and Namibia Breweries Limited (the Distell/Heineken transaction) (Heineken
IFRS 3 impact), as well as Remgro's portion of transaction costs amounting to R196 million, which were incurred
by Distell in the comparative year;
• Remgro's portion of an increase in a redemption liability amounting to R344 million (2023: decrease in liability
of R338 million), relating to Mediclinic Group Limited's (Mediclinic) acquisition of Hirslanden La Colline
Grangettes SA;
• Remgro's portion of transaction costs amounting to R165 million (2023: R612 million), which were incurred in
respect of the acquisition, through Remgro's 50% interest in Manta Bidco Limited, which is jointly owned by
Remgro and MSC Mediterranean Shipping Company SA (MSC), of the entire issued ordinary share capital of
Mediclinic (the Mediclinic acquisition), as well as a foreign exchange gain of R522 million relating to the
Mediclinic acquisition in the comparative year;
• Remgro's portion of a debt forgiveness gain amounting to R227 million that was accounted for by Kagiso Tiso
Holdings Proprietary Limited (KTH) in the comparative year (a lender waived its right to receive an outstanding
amount of a loan to KTH) as part of the disposal of its investment in Actom Investment Holdings Proprietary
Limited; and
• a dividend received from the Pembani Remgro Infrastructure Fund of R358 million relating to its disposal of the
ETG Group in the comparative year.
• Excluding the impact of the above-mentioned corporate actions, the muted headline earnings performance resulted
from mixed operational performances from investee companies of which the most significant are:
• Increased contributions from RCL Foods Limited, TotalEnergies Marketing South Africa Proprietary Limited,
OUTsurance Group Limited, Siqalo Foods Proprietary Limited and Air Products South Africa Proprietary Limited,
due to improved operational performances;
• an increased loss contributed by Heineken Beverages (excluding the Heineken IFRS 3 impact) of R297 million,
partly offset by a higher contribution from Capevin Holdings Proprietary Limited of R65 million, compared to
Distell's contribution of R751 million (excluding the transaction costs) in the comparative year; and
• a lower contribution from Community Investment Ventures Holdings Proprietary Limited mainly due to higher
finance costs resulting from increased interest rates and higher security and maintenance costs to ensure high
network uptime.
Total earnings amounted to R1 241 million (2023: R9 624 million). This decrease in earnings is mainly due to the
decrease in headline earnings discussed above (R1 409 million), the impairment of Remgro's investment in Heineken
Beverages (R4 257 million) and Remgro's portion of the impairments of Heineken Beverages' goodwill that was created
through the Distell/Heineken transaction (R1 050 million). For the 2023 financial year, Remgro accounted for a profit on
disposal of R3 384 million in respect of the Distell/Heineken transaction.
INTRINSIC NET ASSET VALUE
Remgro's intrinsic net asset value per share increased by 1.0% from R248.47 at 30 June 2023 to R251.01 at
30 June 2024. The closing share price at 30 June 2024 was R136.09 (2023: R147.05), representing a discount of 45.8%
(2023: 40.8%) to the intrinsic net asset value.
DECLARATION OF CASH DIVIDEND NO. 48
Notice is hereby given that a final gross dividend of 184 cents (2023: 160 cents) per share has been declared out of
income reserves in respect of both the ordinary shares of no par value and the unlisted B ordinary shares of no par
value, for the year ended 30 June 2024.
The Board is satisfied that the Company is solvent and liquid, thus confirming that the Company has sufficient capital
and reserves after the payment of the final dividend, to support its operations for the foreseeable future.
A dividend withholding tax of 20% or 36.80 cents per share will be applicable, resulting in a net dividend of 147.20 cents
per share, unless the shareholder concerned is exempt from paying dividend withholding tax or is entitled to a reduced
rate in terms of an applicable double-tax agreement.
The total gross dividend per share for the year ended 30 June 2024 therefore amounts to 264 cents, compared to
240 cents for the year ended 30 June 2023.
The issued share capital at the declaration date is 529 217 007 ordinary shares and 39 056 987 B ordinary shares. The
income tax number of the Company is 9500-124-71-5.
Dates of importance:
Last day to trade in order to participate in the dividend Tuesday, 12 November 2024
Shares trade ex dividend Wednesday, 13 November 2024
Record date Friday, 15 November 2024
Payment date Monday, 18 November 2024
Share certificates may not be dematerialised or rematerialised between Wednesday, 13 November 2024, and Friday,
15 November 2024, both days inclusive.
In terms of the Company's Memorandum of Incorporation, dividends will only be transferred electronically to the bank
accounts of shareholders. In the instance where shareholders do not provide the Transfer Secretaries with their banking
details, the dividend will not be forfeited but will be marked as "unclaimed" in the share register until the shareholder
provides the Transfer Secretaries with the relevant banking details for payout.
CONSOLIDATED ANNUAL FINANCIAL STATEMENTS (AFS) AND SUMMARY CONSOLIDATED RESULTS
The financial information in this announcement is a summary only and does not contain full details. Therefore, any
investment decisions should be based on information contained in the consolidated AFS.
The AFS were audited by Ernst & Young Inc., who issued an unmodified audit opinion thereon. The summary
consolidated results are consistent with the audited AFS but do not include all the disclosures required by International
Financial Reporting Standards and the Companies Act. Ernst & Young Inc. have issued an unmodified opinion on the
summary consolidated results in accordance with International Standard on Auditing (ISA) 810 (Revised), Engagements
to Report on Summary Financial Statements.
The consolidated AFS and the summary consolidated results, which include the respective auditor's reports, are
available on the JSE's cloudlink at
https://senspdf.jse.co.za/documents/2024/JSE/ISSE/REM/REMJun2024.pdf and on the Company's website at
www.remgro.com.
INTEGRATED ANNUAL REPORT
The Integrated Annual Report will be mailed to those shareholders who requested to receive a hard copy and will be
available on the website during October 2024.
RESULTS WEBCAST AND PRESENTATION
Shareholders and other interested parties are invited to join management in discussing Remgro's year-end results via
webcast at 09:00 am SAST on Thursday, 19 September 2024 at the following link:
https://78449.themediaframe.com/links/remgro240919.html
Signed on behalf of the Board of Directors.
Johann Rupert Jannie Durand
Chairman Chief Executive Officer
Stellenbosch
Approved by the Board: 18 September 2024
SENS release date: 19 September 2024
DIRECTORATE
Non-executive directors
Johann Rupert (Chairman), F Robertson* (Deputy Chairman),
S E N De Bruyn*, N P Mageza*, J Malherbe, P J Moleketi*,
M Morobe*, P J Neethling, G G Nieuwoudt*,
K S Rantloane*, A E Rupert
(* Independent)
Executive directors
J J Durand (Chief Executive Officer),
M Lubbe, N J Williams, C P F Vosloo (Alternate to J J Durand)
CORPORATE INFORMATION
Secretary
D I Dreyer
Listings
Primary listing - JSE Limited
Sector: Financials – Financial Services – Investment Banking and Brokerage Services – Diversified Financial Services
Secondary listing – A2X
Business address and registered office
Millennia Park, 16 Stellentia Avenue, Stellenbosch 7600
(PO Box 456, Stellenbosch 7599)
Transfer Secretaries
Computershare Investor Services Proprietary Limited,
Rosebank Towers, 15 Biermann Avenue, Rosebank 2196
(Private Bag X9000, Saxonwold 2132)
Auditors
Ernst & Young Inc.
Cape Town, South Africa
Sponsor
Rand Merchant Bank (A division of FirstRand Bank Limited)
FOR MORE INFORMATION
www.remgro.com
Date: 19-09-2024 07:05:00
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