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WILDERNESS HOLDINGS LIMITED - Audited provisional announcement of consolidated financial results for the year ended 28 February 2017

Release Date: 26/05/2017 14:00
Code(s): WIL     PDF:  
Wrap Text
Audited provisional announcement of consolidated financial results for the year ended 28 February 2017

Wilderness Holdings Limited
“Wilderness” or “the Company” or “the Group” 
Share code: WIL ISIN: BW0000000868
Registration number: 2004/2986
BSE: Primary Listing
JSE: Secondary Listing
Tax reference number: C075372-01-01-7

Audited provisional announcement of consolidated financial results 
for the year ended 28 February 2017

www.wilderness-holdings.com

Highlights
- Revenue up 18% to P1 107 million
- EBITDA up 5% to P209 million
- Adjusted EBITDA* up 16% to P184 million
- TRevPAR** up 18%
- Profit after tax down 15% to P63 million
- Cash generated by operations up 15% to P156 million
- Cash dividend up 10% to 16.5 thebe per share
- Occupancy rate flat at 58%

* Adjusted EBITDA excludes the effects of the Governors’ acquisition and 
foreign exchange (losses)/gains.
** Total revenue per available room (TRevPar) is calculated as total
revenue from travel experience divided by total available rooms.

Summarised consolidated statement of comprehensive income

                                         Audited                 Audited
                                      Year ended              Year ended
P’000                                28 Feb 2017    Change   29 Feb 2016
Revenue                                1 107 467       18%       935 087
Cost of sales                           (353 447)               (276 186)
Gross profit                             754 020                 658 901
Other gains                               16 182                     374
Operating expenses                      (550 018)      13%      (486 206) 
Foreign exchange (losses)/gains          (11 317)                 26 241
Operating profit for year before 
items listed below (EBITDA)              208 867        5%       199 310
Impairment (loss)/gain                    (3 165)                    796
Depreciation and amortisation            (76 927)                (64 736) 
Operating profit                         128 775       (5%)      135 370
Net finance costs                         (9 195)                 (4 288)
Unrealised foreign exchange
loss on loans                            (20 806)                (12 215)
Share of associate company profit          2 600                   1 502
Profit before taxation                   101 374      (16%)      120 369
Taxation                                 (38 623)                (46 241) 
Profit for the year                       62 751      (15%)       74 128
Other comprehensive income/(loss)
Items that may be subsequently 
reclassified to profit or loss
Exchange differences on translating 
foreign operations:                       17 059                 (11 824)
Equity holders of the Company             14 248                  (1 950) 
Non-controlling interest                  (1 288)                  2 376
Net investment in foreign operations       4 099                 (12 250)
Total comprehensive income
for the year                              79 810                  62 304
Profit attributable to:
Owners of the Company                     55 497                  76 525
Non-controlling interest                   7 254                  (2 397)
                                          62 751                  74 128
Total comprehensive income 
attributable to:
Owners of the Company                     73 844                  62 325
Non-controlling interest                   5 966                     (21)
                                          79 810                  62 304
Number of shares issued (thousands)
Issued                                   236 859                 231 882
Weighted average                         233 781                 231 882
Diluted weighted average                 235 246                 242 195
Earnings per share (thebe)
Basic                                      23.74      (28%)        33.00
Diluted                                    23.59      (25%)        31.60


Summarised consolidated statement of financial position

                                                  Audited        Audited
                                                    as at          as at
P’000                                         28 Feb 2017    29 Feb 2016
Assets
Non-current assets                                795 849        554 950
Property, plant and equipment                     571 121        483 688
Goodwill                                           69 152         32 901
Intangible assets                                 119 694         10 743
Investments and loans in associates                12 700         10 100
Deferred tax assets                                23 182         17 518
Current assets                                    428 919        378 621
Inventories                                        31 952         24 442
Receivables and prepayments                       140 968         95 523
Current tax receivable                             23 818          9 525
Bank balances and cash                            232 181        249 131
Total assets                                    1 224 768        933 571
Equity and liabilities
Equity attributable to the owners 
of the Company                                    507 985        481 287
Stated capital                                    167 291        156 086
Foreign currency translation reserve               24 080          5 733
Common control reserve                            (73 324)       (73 324) 
Other non-distributable reserves                   19 318         19 318
Share-based payment reserve                          (518)        23 051
Retained income                                   371 138        350 423
Non-controlling interest                           28 586        (11 759) 
Total equity                                      536 571        469 528
Non-current liabilities                           226 759         72 411
Borrowings                                        160 617         43 423
Deferred tax liabilities                           66 142         28 988
Current liabilities                               461 438        391 632
Trade and other payables                          385 923        310 873
Borrowings – current portion                        7 210         32 116
Current tax liabilities                             6 603          1 477
Bank overdrafts                                    61 702         47 166
Total liabilities                                 688 197        464 043
Total equity and liabilities                    1 224 768        933 571


Additional disclosure

                                                  Audited        Audited
                                               Year ended     Year ended
P’000                                         28 Feb 2017    29 Feb 2016
Reconciliation between profit 
attributable to owners of the 
Company and headline earnings
Profit attributable to owners 
of the Company                                     55 497         76 525
Adjustments
Gains and compensation on disposal and 
impairment of property, plant and
equipment                                          (6 128)        (6 321)
Profit on disposal of interests in
subsidiaries                                      (10 134)             -
Impairment of assets                                3 204           (911) 
Tax effects of adjustments                          2 841          2 402
Minority interest                                    (299)           250
Headline earnings                                  44 981         71 945
Headline earnings per share
Basic                                               19.24          31.03
Diluted                                             19.12          29.71
Commitments
Capital
Authorised by directors and contracted for        110 006          1 783
Not yet contracted for but authorised by
directors                                         129 381        211 534
                                                  239 387        213 317
It is intended to finance capital expenditure 
from working capital generated and existing 
borrowing facilities
Operating leases
Minimum lease payments due
– within one year                                  16 929         21 369
– in second to fifth year inclusive                39 557         59 280
– after fifth year                                 66 229         89 743
                                                  122 715        170 392
Borrowings
Non-current
Interest bearing                                  157 661         63 053
Non-interest bearing                               10 166         12 486
Less: Current portion of long-term liabilities     (7 210)       (32 116)
                                                  160 617         43 423


Summarised consolidated statement of cash flows

                                                  Audited        Audited
                                               Year ended     Year ended
P’000                                         28 Feb 2017    29 Feb 2016
Net cash generated from operating
activities                                        155 868        135 022
Net cash used in investing activities            (209 587)      (128 270)
Net cash used in financing activities              27 861        (64 679)
Net decrease in cash and cash equivalents         (25 858)       (57 927)
Unrealised exchange (losses)/gains on
foreign cash balances                              (5 628)        25 975
Cash and cash equivalents at the
beginning of the period                           201 965        233 917
Cash and cash equivalents at the end of
the period                                        170 479        201 965


Summarised consolidated statement of changes in equity

                                                  Audited        Audited
                                               Year ended     Year ended
P’000                                         28 Feb 2017    29 Feb 2016
Opening balance                                   469 528        444 031
Share issue on settlement of share scheme          11 205              –
Minority portion of dividend paid                  (3 269)        (3 919)
Dividends paid                                    (34 782)       (34 782)
Total comprehensive income for the period          79 810         62 304
Net share-based payment reserve                   (23 569)         7 616
Acquisition of subsidiary                          27 100              –
Disposal of subsidiary                             10 548              – 
Acquisition of additional interest                      –         (5 722) 
Closing balance                                   536 571        469 528
Comprising:
Stated capital                                    167 291        156 086
Foreign currency translation reserve               24 080          5 733
Common control reserve                            (73 324)       (73 324) 
Other non-distributable reserves                   19 318         19 318
Share-based payment reserve                          (518)        23 051
Retained income                                   371 138        350 423
Total shareholders' equity                        507 985        481 287
Non-controlling interest                           28 586        (11 759) 
Total equity                                      536 571        469 528


Segmental information

                                                  Audited        Audited
                                               Year ended     Year ended
P’000                                         28 Feb 2017    29 Feb 2016
Segment profit
Botswana                                          122 677        123 736
Kenya                                               9 523         (1 233) 
Namibia                                            16 833         17 787
Rwanda                                              6 914              – 
South Africa                                       39 173         32 067
Zambezi                                             8 959            342
Intergroup                                            (77)            (4) 
Group                                             204 002        172 695
Depreciation and amortisation
Botswana                                          (37 942)       (31 951) 
Kenya                                              (2 737)           (23) 
Namibia                                           (11 495)       (10 826) 
Rwanda                                               (397)             – 
South Africa                                       (6 408)        (7 112) 
Zambezi                                           (17 948)       (14 824) 
Group                                             (76 927)       (64 736) 
Transactions unallocated to a segment
Other gains                                        16 182            374
Foreign exchange (losses)/gains                   (11 317)        26 241
Impairment losses                                  (3 165)           796
Interest paid                                     (11 096)        (5 748) 
Interest received                                   1 901          1 460
Unrealised forex loss – loans                     (20 806)       (12 215) 
Associate earnings                                  2 600          1 502
Profit before taxation                            101 374        120 369
Taxation                                          (38 623)       (46 241) 
Profit after tax                                   62 751         74 128
Segmental assets
Botswana                                          705 077        516 032
Kenya                                              48 314          2 465
Namibia                                           143 138        133 357
Rwanda                                             70 626          6 619
South Africa                                      199 714        208 278
Zambezi                                           122 019        111 601
Central financing activities and 
eliminations                                      (64 120)       (44 781)
Group                                           1 224 768        933 571

Founded in Botswana in 1983, Wilderness Holdings is an award- winning and 
globally respected ecotourism company present in the prime wilderness and 
wildlife areas of southern and east Africa. Pivoted off the continent’s 
most diverse portfolio of luxury safari camps, the Group operates a 
vertically integrated business model that combines the ownership of 
product (safari camps), support services (bush airline, and touring and 
transfer services), and marketing, sales and reservations businesses. 
Collectively, these are termed “the travel experience” and serve to ensure 
certainty of supply, ownership of the supply chain and a seamless service 
to both the client (the travel trade) and the consumer (our guest).

Commentary
This was a positive year overall, as the Group achieved 18% and 5% growth 
in revenue and EBITDA, respectively. This is despite the significant turn 
in foreign exchange from a profit of P26 million to a loss of P11 million, 
as the volatile currency environment impacted negatively on headline 
earnings. However, this volatility is expected to recur periodically as 
the Group operates in multiple jurisdictions and in different currencies. 
Trading performance was therefore much improved at 16% growth in Adjusted 
EBITDA which resulted in an increase of 15% in cash generated by operations. 
With the delay of the renewals of key leases in Botswana now over, the 
Group has commenced the rebuild of Mombo camp, while the acquisition of 
our 51% interest in the Governors’ Camp Collection in Kenya and Rwanda 
proved highly satisfactory with pleasing results. In addition, the Group 
has almost completed its building of the new Bisate Lodge in Rwanda, and 
has continued its substantial investment in IT systems and the repositioning 
of the Group in line with its strategy.

Financial review
The Group increased bednights sold by 18% but recorded a decline in headline 
earnings per share (HEPS) of 38%.

Governors’ acquisition
The results include nine months of the Governors’ businesses which have 
been consolidated from 1 July 2016. These operations contributed P95 million 
and P20 million to revenue and EBITDA, respectively.

Financial performance
Revenue increased by 18% to P1 107 million (2016: P935 million) driven by the 
increase in bednights sold. Overall bednight sales increased by 18% to 165 864 
(2016: 140 162); excluding Governors’, bednight sales grew by 2%. The Governors’ 
brand contributed 22 946 or 14% in bednight sales. Available bednights have 
increased by 19% to 286 350 (2016: 240 748); excluding Governors’, available 
bednights increased by 1%. The Group’s occupancy rate remained flat at 58%.

The benefit of the 9% depreciation of the Pula against the US Dollar experienced 
over the first half of the year was negated by its appreciation of 2% over the 
remaining six months. During high season, between July and October, the Pula 
depreciated by 4% against the US Dollar compared to the prior year. As a result, 
the significantly weaker local currencies in the first half of the year did not 
have a material impact on revenue, as initially expected.

EBITDA margin declined from 21% to 19%, primarily due to the foreign exchange 
losses incurred from the translation of the Group’s foreign currency position 
(comprised mainly of US Dollar cash reserves) compared to the gain in the prior 
year. Adjusted EBITDA margin, which excludes the effects of the Governors’ 
transaction and the foreign exchange losses, increased from 19% to 20%. 
Operating costs, on a like for like basis excluding Governors’, have remained 
well contained and increased by only 5%.

Other gains of P16 million include proceeds from insurance claims amounting to 
P6 million and profit on disposal of a subsidiary of P10 million. Impairment 
losses related to the impairment of camp assets due to fire damage.

In line with the Group’s hedging strategy, forward cover remains at zero percent 
of calculated forward exposure until, in the opinion of the Board, the Rand 
fundamentals make cover necessary.

Net finance costs were 114% higher at P9.2 million (2016: P4.3 million), being 
a consequence of the inclusion of Governors’, the increased debt to finance 
capital investment and acquisitions, as well as an accounting adjustment in 
respect of restoration costs provision.

The Group’s effective tax rate has remained steady at 38%. The tax rate is 
higher than the nominal tax rate due to the higher tax rates applicable in other 
tax jurisdictions, losses incurred where deferred tax assets could not be 
recognised, as well as unrealised foreign exchange losses which are generally 
not claimable for tax purposes.

Geographical operations
The Zambezi region recorded good growth with segmental profit at P9 million 
compared to a break-even position in the prior year. The growth was driven 
predominantly by improved sales mix and higher demand for our road transfer 
business. South Africa recorded 22% growth in profit attributed to the weaker 
average exchange rates and an increase in demand for local non-Wilderness 
product resulting in higher service fees. Kenya and Rwanda, comprising 
substantially the Governors’ brand, contributed to the remaining growth. 
Botswana was flat due to the discounting of Mombo camp bednights in the 
expectation that the rebuild would already be underway, necessitating the 
relocation of guests to a temporary facility, while Namibia, which was 
negatively impacted by the flying operations, recorded a decline in profit 
of 5%.

Financial position and cash flow
Capital expenditure and commitments
Taking into account the lease renewals, new or development capital expenditure 
is set to continue at the current high levels and, in line with the Group’s 
philosophy to ensure our properties and assets remain in pristine condition, 
the Group continues to spend material amounts annually on maintenance capital.

Excluding acquisitions, capital expenditure for the year amounted to 
P143 million. Approximately P40 million was spent on new camp developments, 
P26 million on rebuilding existing camps and once-off or timing related costs 
amounting to P18 million made up of aircraft engines, solar plant, vehicles 
and camp improvements following fire damage. The balance of P60 million is 
defensive or maintenance in nature.

The Board has approved P239 million in capital expenditure for the next year 
comprising new or strategic projects amounting to P166 million, including 
Mombo camp, and the rebuilding of an existing camp.

Shares in issue
During the year the Company issued 4 976 402 ordinary shares at no par value 
(representing approximately 2.1% of the enlarged number of shares in issue) for 
no consideration to settle the share scheme obligations. At 28 February 2017 
the number of ordinary shares in issue and the weighted average number of 
shares was 236 858 853 (2016: 231 882 451) and 233 781 074 (2016: 231 882 451), 
respectively.

Bank and cash
Cash balances, less overdrafts, have decreased by 16% to P170 million as a 
portion of the capital expenditure, acquisition of Governors’ and other 
financing activities were financed out of internally generated cash 
and existing cash reserves.

A new multi-currency facility comprising long-term debt amounting to 
USD30 million and a short-term overdraft of USD5 million, was raised. The 
facility is favourably priced and flexible to allow for expansion opportunities 
into other countries. At year end, USD12.5 million of the long-term facility 
had been utilised.

Dividend
The Group has elected to pay a dividend higher than its maximum policy of 
two times cover as it views the foreign exchange losses as an external factor 
based on elements at a given moment in time and not a reflection of the Group’s 
performance and fundamentals. In addition, the Group’s cash reserves and 
projected cash flows support the dividend proposed.

Accordingly, notice is hereby given that a final dividend for the year ended 
28 February 2017 of 16.5 thebe per share (15.2625 thebe per share net of 
Botswana withholding tax) was declared on Wednesday, 24 May 2017. The dividend 
has been declared out of income reserves. Botswana dividends withholding tax 
of 7.5% is applicable to all shareholders who are not exempt and registered 
on the Botswana share register. The foreign dividend shall be paid in Rand 
to shareholders on the South African register, calculated at the Pula to 
Rand exchange rate on Wednesday, 24 May 2017 which was P1/R1.2648 
and accordingly the gross dividend payable is 20.87 cents per share 
(16.696 cents per share net of South African withholding tax). South African 
dividends withholding tax of 20% is applicable to all shareholders who are 
not exempt and are registered on the South African share register. The issued 
shares at the declaration date are 236 858 853 (2016: 231 882 451).

The salient dates of the dividend will be as follows: 
Last date to trade ‘cum’ dividend on the 
JSE share register                                      Monday, 12 June 2017
Shares commence trading ‘ex’ the dividend
on the JSE share register                              Tuesday, 13 June 2017
Record date for JSE shareholders recorded
in the share register                                 Thursday, 15 June 2017
Record date for the BSE shareholders
recorded in the share register                          Friday, 16 June 2017
Payment date                                            Monday, 26 June 2017

The South African branch register will be closed for the purposes of 
dematerialisation and rematerialisation within the South African register, 
and transfers between the South African and Botswana registers may not take 
place, between Monday, 12 June 2017 and Thursday, 15 June 2017, both days 
inclusive.

Tax implications for non-resident shareholders on the South African branch 
register:
Foreign dividends received by non-resident shareholders on the South African 
branch register during this financial year would have been subject to South 
African dividends withholding tax at 20%, unless the rate was reduced in terms 
of any applicable agreement for the avoidance of double taxation between South 
Africa and the country of residence of the non-resident shareholder (DTA: 
Double Tax Agreement) or if any specific exemption applied. A reduced dividend 
withholding rate in terms of the applicable DTA or the foreign dividend 
exemption in section 64F(j) would only have been relied on if the non-resident 
shareholder provided the following forms (both in the form prescribed by the 
Commissioner of the South African Revenue Services) to their Central Securities 
Depository Participant (CSDP) or broker, as the case may be, in respect of 
certificated shares before the date of payment of the relevant dividend:
– A declaration that the dividend was subject to a reduced rate as a result 
of the application of the DTA before the date of payment of the relevant 
dividend; and
– A written undertaking to inform their CSDP or broker, as the case may be, 
should the circumstances affecting the reduced rate have changed or the 
beneficial owner ceased to be the beneficial owner.

If applicable, where the applicable documents were not received by the date 
of payment of the relevant dividend, and the reduced rate or exemption was 
not applied at the time the dividend was paid, the non-resident shareholders 
are advised to contact their CSDP or broker, as the case may be, to arrange 
for the abovementioned documents to be submitted in order for a refund of the 
over-withheld amount of dividends withholding tax. Please note that the 
necessary documents must be submitted within three years after the date of 
payment of the relevant dividend.

Subsequent events
No material events have occurred between the reporting date and the date of 
this report.

Leases
As previously advised, the Botswana government has renewed several leases to 
existing operators. The Group has now received its draft leases for the 
concessions upon which Mombo, Little Mombo and Xigera camps are located and 
these are in the process of being finalised. Accordingly, the Group expects 
the leases for the concessions upon which Vumbura Plains and Little Vumbura are 
situated to follow suit. The rebuilding of Mombo camp has commenced following 
permission to proceed from the Botswana Government.

Clarification of recent press reports related to Air Botswana 
The Group has submitted an Expression of Interest in the privatisation of 
Air Botswana in response to a public invitation from Government in February 
but there has been no further progress in the matter. Investors will be kept 
advised in the normal manner should there be any further concrete 
developments in this regard.

Basis of preparation
The provisional summarised financial information has been prepared in 
accordance with the framework concepts and the measurement and recognition 
requirements of International Financial Reporting Standards and the 
information as required by IAS 34 Interim Financial Reporting. The report 
has been prepared using accounting policies that comply with International 
Financial Reporting Standards, in a manner that is consistent with those 
applied in the prior year financial statements.

Changes in accounting policies and comparability
The Group has adopted certain new standards, amendments and interpretations 
to existing standards which are effective for the financial year beginning 
1 March 2016. The adoption of amendments to these standards has not had any 
material impact on previously reported figures.

Independent auditor’s opinion
The auditors, Deloitte & Touche, have issued their opinion on the 
consolidated financial statements for the year ended 28 February 2017. The 
audit was conducted in accordance with International Standards on Auditing. 
They have issued an unmodified audit opinion. These summarised consolidated 
financial statements have been derived from the consolidated financial 
statements and are consistent in all material respects thereof. A copy of 
their audit report 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.

Outlook
Our forward occupancy book is encouraging but the continued discounting 
of Mombo bednights until the new camp opens in December or January will 
continue to weigh on performance. Further weakness of the US Dollar would 
place additional pressure on performance, but the inverse will apply if it 
appreciates as well.

The development of Bisate Lodge in Rwanda continues to progress well and 
remains on schedule to open in June 2017. The Governors’ camps received a 
facelift with further developments in the pipeline.

The Group’s strategic intent is to invest in African tourism markets which 
offer authentic wildlife and safari experiences and where we feel our 
specific ecotourism model can have positive conservation and community 
impacts.

By order of the Board

Keith Vincent                             Ami Azoulay
Chief Executive Officer                   Chief Financial Officer

24 May 2017

Wilderness Holdings Limited
Registered office (Botswana): Deloitte House, Plot 64518, Fairgrounds, 
Gaborone, Botswana

External company registration number: 2009/022894/10

Registered office (South Africa): 373 Rivonia Boulevard, Rivonia, 
South Africa. PO Box 5219, Rivonia 2128, South Africa

BSE: Primary Listing

JSE: Secondary Listing

JSE Sponsor: Arbor Capital Proprietary Limited

Transfer secretaries: Corpserve Botswana – Computershare 

Directors: BBP Tafa (Chairman), M Tollman (Deputy Chairman), 
KNW Vincent (CEO), A Azoulay (CFO), DA de la Harpe, JM Hunt, RJ Marnitz, 
MW McCulloch, GB Tollman, MPK ter Haar, C Vinsonneau, J Zeitz

Group Company Secretary: Desert Secretarial Services (Proprietary) Limited
Date: 26/05/2017 02:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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