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CURRO HOLDINGS LIMITED - Reviewed Provisional Results For The Year Ended 31 December 2013

Release Date: 18/02/2014 08:30
Code(s): COH     PDF:  
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Reviewed Provisional Results For The Year Ended 31 December 2013

Curro Holdings Limited 
Incorporated in the Republic of South Africa 
(Registration Number: 1998/025801/06)
JSE Share Code: COH 
ISIN: ZAE000156253 
("Curro" or "the Company" or "the Group")

REVIEWED PROVISIONAL RESULTS
FOR THE YEAR ENDED 31 DECEMBER 2013

Learners increased by 69%
Revenue increased by 80%       
EBITDA increased by 114%      
PAT increased by 145%
HEPS increased by 87%

Condensed consolidated statement of comprehensive income
                                                                      Reviewed        Audited
                                                      Percentage   31 Dec 2013    31 Dec 2012
                                                        increase         R'000          R'000
Revenue*                                                     80%       659 128        365 749
Operating expenses                                                   (545 460)      (312 535)
Earnings before interest, taxation, depreciation and
amortisation (EBITDA)                                       114%       113 668         53 214
– Schools                                                              154 988         78 870
– Head office                                                         (41 320)       (25 656)
Depreciation and amortisation                                         (36 966)       (17 848)
Earnings before interest and taxation (EBIT)                117%        76 702         35 366
Investment income                                                        3 802          1 502
Income from equity accounted investments                                 1 000              –
Finance costs                                                         (26 199)       (16 618)
Profit before taxation                                      173%        55 305         20 250
Taxation                                                              (15 584)        (5 573)
Profit for the year                                         171%        39 721         14 677
Other comprehensive income:
Net fair value loss on cash flow hedge                                   (489)              –
Total comprehensive income                                  167%        39 232         14 677
Profit attributable to:
Owners of the parent                                        145%        37 049         15 104
Non-controlling interest                                                 2 672          (427)
                                                                        39 721         14 677
Total comprehensive income attributable to:
Owners of the parent                                                    36 560         15 104
Non-controlling interest                                                 2 672          (427)
                                                                        39 232         14 677
Reconciliation of headline earnings
Earnings attributable to owners of the parent                           37 049         15 104
Adjusted for:
Profit on disposal of property, plant and equipment                      (360)          (125)
Taxation effect thereon                                                    101             35
Headline earnings                                           145%        36 790         15 014

EBITDA margin                                                              17%            15%
EBITDA margin for schools                                                  25%            23%
Earnings per share (cents)
– Basic                                                      86%          13.2            7.1
– Diluted                                                    87%          13.1            7.0
Headline earnings per share (cents)
– Basic                                                      87%          13.1            7.0
– Diluted                                                    85%          13.0            7.0
Number of shares in issue (millions)
– Basic                                                                  294.8          240.4
– Diluted                                                                300.6          245.7
Weighted average number of shares in issue (millions)
– Basic                                                                  281.2          213.0
– Diluted                                                                283.6          215.5

Note:
* A reallocation of R9.8 million was done between revenue and other income to align prior year disclosure with current year disclosure 

Condensed consolidated statement of financial position

                                                     Reviewed       Audited
                                                  31 Dec 2013   31 Dec 2012
                                                        R'000         R'000
ASSETS
Non-current assets                                  2 516 174     1 426 179
Property, plant and equipment                       2 131 811     1 209 758
Goodwill                                              271 748       148 861
Intangible assets                                      97 607        67 560
Investment in and loans to associates                  12 680             –
Other loans                                             2 328             –
Current assets                                        117 573        57 520
Inventories                                             6 817             –
Current tax receivable                                  1 592         1 288
Trade and other receivables                            30 231        27 728
Cash and cash equivalents                              78 933        28 504

Total assets                                        2 633 747     1 483 699
EQUITY AND LIABILITIES
EQUITY
Equity attributable to equity holders of parent     1 560 199       861 211
Share capital                                       1 500 671       843 710
Reserves                                                7 310         4 065
Retained income                                        52 218        13 436
Non-controlling interest                                3 180           507
Total equity                                        1 563 379       861 718
LIABILITIES
Non-current liabilities                               874 426       320 572
Loans and other financial liabilities                 755 145       236 243
Deferred tax                                          119 281        84 329
Current liabilities                                   195 942       301 409
Loans from related parties                                  –         5 033
Loans and other financial liabilities                  69 885       125 275
Current tax payable                                     1 173         2 216
Trade and other payables                               48 439        21 285
Prepaid school fees and deposits                       61 131        36 400
Acquisition payables                                   15 314        36 660
Bank overdraft                                              –        74 540

Total liabilities                                   1 070 368       621 981

Total equity and liabilities                        2 633 747     1 483 699
Net asset value per share (cents)                       529.2         358.2

Condensed consolidated statement of cash flows
                                                                      Reviewed         Audited
                                                       Percentage  31 Dec 2013     31 Dec 2012
                                                         increase        R'000           R'000
Net cash generated from operating activities                  88%      105 574          56 165
Net cash utilised in investing activities                          (1 086 976)       (726 907)
Net cash from financing activities                                   1 106 371         614 869
Cash and cash equivalents movement for the year                        124 969        (55 873)
Cash and cash equivalents at the beginning of the year                (46 036)           9 837
Cash and cash equivalents at the end of the year*                       78 933        (46 036)
* Consists of:
– Cash and cash equivalents                                             78 933          28 504
– Bank overdraft                                                             –        (74 540)
                                                                        78 933        (46 036)
Condensed consolidated statement of changes in equity

                                             Reviewed        Audited
                                          31 Dec 2013    31 Dec 2012
                                                R'000          R'000
Balance at the beginning of the year          861 718        369 774
Total comprehensive income for the year        39 232         14 677
Issue of shares                               666 405        475 632
Share issue costs                             (9 443)        (1 710)
Recognition of share-based payments             5 467          3 345
Balance at the end of the year              1 563 379        861 718

Notes to the financial statements

1. Statement of compliance
   The condensed consolidated financial information for the year ended 31 December 2013
   has been prepared 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 and Financial
   Reporting Pronouncements as issued by the Financial Reporting Standards Council, the
   information as required by IAS 34: Interim Financial Reporting, the listing requirements of
   the JSE and the requirements of the Companies Act of South Africa. The report has been
   prepared using accounting policies that comply with IFRS which are consistent in all material
   respects with those applied in the financial statements for the year ended 31 December
   2012. The reviewed provisional results have been prepared by DN Hartshorne, CA (SA) and
   supervised by the Chief Financial Officer, B van der Linde, CA (SA) CFA.

2. Review conclusion
   The condensed consolidated financial information for the year ended 31 December 2013
   has been independently reviewed by the Group's auditor, Deloitte & Touche. The review was
   conducted in accordance with ISRE 2410 "Review of Interim Financial Information performed
   by the Independent Auditor of the Entity". A copy of their unmodified review conclusion is
   available for inspection at the Company's registered office. Any reference to future financial
   performance included in this announcement, has not been reviewed or reported on by the
   Group's auditors.

   The auditor's report does not necessarily cover all of the information contained in this
   announcement/financial report. Shareholders are therefore advised that in order to obtain
   a full understanding of the nature of the auditor's work they should obtain a copy of that
   report together with the accompanying financial information from the registered office of
   the Company.

3. Accounting policies
   The accounting policies adopted in the preparation of the condensed consolidated financial
   information are consistent with those of the annual financial statements for the year ended 31
   December 2012. For a full list of standards and interpretations which have been adopted, we
   refer you to our 31 December 2012 annual financial statements.

4. Issued capital
   Effective 10 May 2013, 50.5 million shares were issued through a 21 for 100 shares rights
   issue at R12.00 per share. On 29 May 2013, 2.8 million shares were issued through a specific
   issue at R19.75 per share.

5. Operating Segments
   Due to all of the services being education-related and within South Africa, the Group has
   only one reportable segment. All historical information presented represents the financial
   information of this single segment.

6. Events after the reporting period
   Effective 1 January 2014, the Group acquired the business operations and properties of
   Grantleigh, an independent school situated on the north coast of Kwazulu-Natal, for a
   consideration of R30 million.

Other key ratios
                            2011      2012      2013     2014*
Number of schools             12        22        26        31
Number of learners         5 777    12 473    21 027    26 463
Learners per school          463       567       809       854
Staff                        654     1 630     2 472     2 829
Teachers                     446     1 151     1 283     1 304
Learner/teacher ratio         12        11        16        20
Building size (m2)        75 000   169 024   261 004   264 441
Land size (ha)               107       153       188       223
Capital investment (Rm)      328       782     1 076
– Current campuses            80       223       602
– New campuses               175       237       242
– Acquisitions                73       322       232
* As at 31 January 2014

The tables below illustrate the J-Curve effect from newly established schools to more mature
schools.

For the year ended 31 December 2012

 % of eventual               Number of   Learner    EBITDA*     EBITDA
 capacity                      schools   numbers      R'000     margin
 0-25                                5     1 316    (6 234)      (20%)
 25-50                               6     3 107      9 510        12%
 50-75                               5     3 590     32 465        27%
 75-100                              6     4 460     43 129        35%
                                    22    12 473     78 870        23%

For the year ended 31 December 2013

 % of eventual               Number of    Learner   EBITDA*     EBITDA
 capacity                      schools    numbers     R'000     margin
 0-25                                7      2 668   (2 653)       (4%)
 25-50                               6      4 017    24 094        21%
 50-75                               8      6 119    43 553        21%
 75-100                              5      8 223    89 994        38%
                                    26     21 027   154 988        25%

The tables below illustrate the J-Curve effect from newly established schools to more mature
schools per school brand.

For the year ended 31 December 2012

                            Number of    Learner    EBITDA*   EBITDA
Brands                        schools    numbers      R'000   margin
Curro**                            19     11 072     72 900      20%
Meridian                            3      1 401      5 970      35%
                                   22     12 473     78 870      23%

For the year ended 31 December 2013

                            Number of    Learner    EBITDA*   EBITDA
 Brands                       schools    numbers      R'000   margin
 Curro**                           22     14 638    120 733      22%
 Meridian                           4      6 389     34 255      32%
                                   26     21 027    154 988      25%

The tables below illustrate the J-Curve effect from newly established schools to more mature
schools per school origin.

For the year ended 31 December 2012

                            Number of    Learner    EBITDA*   EBITDA
Origin                        schools    numbers      R'000   margin
Acquired                           10      5 125     54 744      35%
Developed                          12      7 348     24 126      12%
                                   22     12 473     78 870      23%

For the year ended 31 December 2013

                            Number of    Learner    EBITDA*   EBITDA
 Origin                       schools    numbers      R'000   margin
 Acquired                          10     10 300    103 044      35%
 Developed                         16     10 727     51 944      16%
                                   26     21 027    154 988      25%
Note:
* EBITDA at school level (excluding net head office costs and teacher college results)
** Curro schools incorporating Select schools and Curro Castles

Commentary

Curro has become the largest for profit independent school group in South Africa. 
It has 31 campuses accommodating 27 263 learners including the teachers college accommodating 800 students.

Curro has achieved this through:

- Good academic results combined with excellence in sport and cultural activities;
- Support from its clients for the value for money offering;
- Dedication from its teachers to provide a quality service; and
- Capital from its shareholders and funders to develop and acquire schools.

Curro serves clients in 3 segments

Model                                                                                               Average monthly
                                                                                                    school fees
Curro schools incorporating  Smaller class sizes (20-25 learners) with a variety of subject         Primary school R2 600
Select schools               choices and extra mural activities.                                    High school R3 700
Meridian schools             Larger class sizes (30-50 learners) with a selection of key subjects   R1 400
                             and an academic focus. Boarding facilities at most of the campuses.
Curro Castles                Full day care facilities incorporating a structured cognitive          R2 550
                             development programme for children from 3 months to 4 years.

These schools are augmented by the Embury Institute for Teacher Education. The Institute also offers short course
training to teachers in the public and private sectors.

Academic results
                                         IEB           NSC
Number of learners                       380           632
Pass rate                               100%           92%
University exemption                     79%           56%
Average number of A's per leaner         1.1           0.6
Average                                  65%           56%
Average > 60%                            68%           49%
Maths (taken and average)            56%/62%       49%/48%

Through the Curro Centre for Educational Excellence, we support, train and develop our teachers to ensure that they stay
abreast of best practice regarding content and methodology. We also monitor learner performance at the level of grades 3,
6 and 9 to ensure that we can intervene where it may be needed. With the Embury Institute for Teacher Education, we also
drive a research agenda which guides our strategic approach to in-service as well as pre-service teacher education.

Develop and acquire
During 2013, in addition to expansion at existing campuses, Curro developed two new Curro schools in Ballito (KwaZulu-
Natal) and Port Elizabeth (Eastern Cape), one new Meridian school in Karino (Nelspruit), one additional Meridian campus
in Polokwane and a new Curro Castle in George (Western Cape).

Curro has also acquired the following schools and teacher training centre:

- Embury Institute for Teacher Education with effect from 1 January 2013;
- Northern Academy — a school with 4500 learners with effect from 1 April 2013; and
- Grantleigh — a school with approximately 700 learners with effect from January 2014.

For the 2014 year, Curro aims to develop 10 new Curro schools and there will
also be expansion projects at approximately 7 existing campuses across the group.

To ensure a constant supply of developable sites for schools after 2014, Curro is looking to land-bank approximately
15 sites during 2014.

Results
Revenue increased by 80% to R659 million and EBITDA 114% to R114 million for the year ended 31 December 2013. This
was due to organic growth in existing schools as well as the acquisition of profitable businesses.

The increasing occupation rates at our schools meant that the EBITDA margin has increased from 15% to 17% for this
financial year.

Balance sheet and funding
During 2013 Curro invested more than R1 billion for the development, expansion and acquisition of schools.

Apart from R106 million in cash generated from operating activities, additional funding was also obtained from the
following sources:

- A R606 million rights issue;
- R397 million of available funding of which R306 million has been drawn down, from the Schools and Education Impact Investment
  Fund of South Africa, ring-fenced for the Meridian schools;
- R150 million in 15-year funding from the Development Bank of South Africa;
- R150 million in 5-year bonds through a Domestic Medium Term Note Programme. The offer was 8 times oversubscribed; and
- A R250 million 18-month revolving credit facility. At year end, R130 million was drawn on this facility.

For the 2014 year, Curro will
-   Raise up to R1 billion in bond and/or long term bank funding; and
-   Raise R589 million through a 1 for 10 shares rights issue at R20.00 per share, which will be underwritten and completed by
    June 2014. Shareholders are referred to the detailed rights issue declaration announcement released simultaneously
    with this results announcement.

Dividend
No dividend has been declared for the period under review.

Changes to the Board of Directors and Company Secretary
Dr SWF Muthwa was appointed as independent non-executive director effective 1 May 2013.
Mr AJF Greyling resigned as Company Secretary effective 1 October 2013.
Ms R van Rensburg was appointed Company Secretary effective 1 October 2013.

Prospects
Curro remains well on track to achieve its stated target of 80 schools by 2020.

On behalf of the Board

SL Botha                                      CR van der Merwe
Chairman                                      CEO

18 February 2014

Curro Holdings Limited Incorporated in the Republic of South Africa (Registration Number: 1998/025801/06)
JSE Share Code: COH ISIN: ZAE000156253 ("Curro" or "the Company" or "the Group")

Directors: SL Botha** (Chairman), CR van der Merwe (CEO), AJF Greyling (COO), B van der Linde (CFO), HG Louw (CIO),
PJ Mouton*, B Petersen**, ZL Combi**, SWF Muthwa**
* Non-executive, ** Independent non-executive

Registered office: 38 Oxford Street, Durbanville, 7550

Transfer secretaries: Computershare Investor Services (Pty) Ltd
70 Marshall Street, Johannesburg, 2001| PO Box 61051, Marshalltown, 2107

Corporate advisor and sponsor: PSG Capital

These results are available at www.curro.co.za
Date: 18/02/2014 08:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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