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REMGRO LIMITED - Summary of audited results for the year ended 30 June 2025 and cash dividend declaration

Release Date: 23/09/2025 07:05
Code(s): REM     PDF:  
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Summary of audited results for the year ended 30 June 2025 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 2025 AND CASH DIVIDEND DECLARATION

SALIENT FEATURES
• Headline earnings per share: up by 38.4% to R14.09
• Ordinary dividend per share: up by 30.3% to 344 cents
• Special dividend per share: 200 cents
• Earnings per share: up 165.6% to R5.95

INTRODUCTION

The positive momentum seen in the first half of this financial year in the execution against Remgro's stated strategic
objective of disciplined capital allocation and active partnership to drive performance, was sustained in the second half.
This is evidenced by continued improvements in earnings contributions across the portfolio, with more than 80% of
Remgro's portfolio achieving growth in headline earnings in this reporting period.

Remgro is pleased with the progress that has been achieved against its strategic priorities and believes that a more
focused investment thesis is starting to emerge from these results. It has now been five years since Remgro set out on
a path to simplify, optimise, and focus its portfolio. This strategy has been executed on with determination, and the results
of this execution are starting to reflect in the improved performance seen in this year; with a portfolio that is more
streamlined, has greater scarcity, is robustly capitalised, and better positioned for growth.

Focus will remain on driving returns through disciplined execution from its portfolio of quality assets and continuing the
path of sharpening and simplifying the Remgro portfolio as well as in seeking out capital allocation opportunities that will
create sustainable returns for its shareholders.

RESULTS

For the year under review, headline earnings increased by 38.6% from R5 647 million to R7 827 million, while headline
earnings per share (HEPS) increased by 38.4% from R10.18 to R14.09. The earnings growth momentum experienced in
the first half of the year under review continued during the second half, culminating in the 39% increase in headline
earnings. The increase in headline earnings can be summarised as follows:

• Improved operational performances from the majority of the investee companies, of which the most significant are:

      -   increased contributions from Mediclinic Group Limited (Mediclinic) (excluding the Mediclinic acquisition costs and
          an increase in a redemption liability in the comparative year – refer below) (+R362 million), OUTsurance Group
          Limited (+R318 million), Rainbow Chicken Limited (+R324 million) and RCL Foods Limited (RCL Foods)
          (+R264 million), due to improved operational performances;
      -   Heineken Beverages Holdings Limited (Heineken Beverages) (excluding the Heineken IFRS 3 impact – refer
          below) returning to profitability, driven by volume growth and margin recovery (+R406 million);
      -   partly offset by lower contributions from TotalEnergies Marketing South Africa Proprietary Limited (-R359 million),
          mainly due to higher negative stock revaluations, and lower dividends from Momentum Group Limited
          (-R160 million) following its disposal.

• Lower finance costs due to the redemption of the preference shares (+R403 million).

• For the year under review, the negative impact of significant corporate actions, which were implemented during
  previous financial years, amounted to R140 million (2024: R766 million). These include the following:

      -   Remgro's portion of the IFRS 3 amortisation and depreciation charges amounting to R140 million (2024:
          R257 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);
      -   Remgro's portion of an increase in a redemption liability amounting to R344 million in the comparative year,
          relating to Mediclinic's acquisition of Hirslanden La Colline Grangettes SA; and
      -   Remgro's portion of transaction costs amounting to R165 million in the comparative year, 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, of the entire issued ordinary share capital of Mediclinic
          (the Mediclinic acquisition).

Total earnings amounted to R3 303 million (2024: R1 241 million). This increase in earnings is mainly due to the increase
in headline earnings discussed above (R2 180 million), the impairment of Remgro's investment in Heineken Beverages
in the comparative year (R4 257 million) and Remgro's portion of the impairment of Heineken Beverages' goodwill that
was created through the Distell/Heineken transaction in the comparative year (R1 050 million). The increase was partially
offset by Remgro's portion of the impairment of Mediclinic's assets in Switzerland (R3 436 million), the impairment of
Remgro's investment in eMedia Investments Proprietary Limited (R502 million) and Remgro's portion of the impairment
of Capevin Holdings Proprietary Limited's (Capevin) goodwill, as well as the profit realised in the comparative year relating
to the disposal of the investment in DC Foods Proprietary Limited, Remgro's portion of the profit realised by RCL Foods
on the disposal of its Vector Logistics business and Remgro's portion of the profit realised by Capevin on the termination
of the Gordon's Gin agreement.

The headline earnings growth momentum resulted in strong cash earnings generation at the centre (Remgro head
office), mainly due to higher dividends received from investee companies, as well as lower finance cost.

INTRINSIC NET ASSET VALUE

Remgro's intrinsic net asset value per share increased by 16.5% from R251.01 at 30 June 2024 to R292.34 at
30 June 2025. The closing share price at 30 June 2025 was R158.20 (2024: R136.09), representing a discount of 45.9%
(2024: 45.8%) to the intrinsic net asset value.

DECLARATION OF CASH DIVIDEND NO. 50

Notice is hereby given that a final gross dividend of 248 cents (2024: 184 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 2025.

The total gross dividend per share, excluding the special dividend, for the year ended 30 June 2025 therefore amounts to
344 cents, compared to 264 cents for the year ended 30 June 2024.

DECLARATION OF SPECIAL DIVIDEND

Notice is hereby given that a special dividend of 200 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 2025.

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 and special dividend, to support its operations for the foreseeable future.

These dividends will be subject to dividend withholding tax of 20%, resulting in a net dividend of 198.40 cents per share
in respect of the ordinary dividend and 160 cents per share in respect of the special dividend, 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 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:
 Finalisation date for the special dividend, by 11h00                                         Tuesday, 14 October 2025
 Last day to trade in order to participate in the final and special dividend                  Tuesday, 21 October 2025
 Shares trade ex the final and special dividend                                             Wednesday, 22 October 2025
 Record date                                                                                   Friday, 24 October 2025
 Payment date                                                                                  Monday, 27 October 2025

Share certificates may not be dematerialised or rematerialised between Wednesday, 22 October 2025, and Friday,
24 October 2025, both days inclusive. The special dividend is subject to South African Reserve Bank approval.
Shareholders will be notified accordingly by the finalisation date.

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 (IFRS® Accounting Standards) as issued by the International Accounting Standards Board (IASB)
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/2025/JSE/ISSE/REM/REMJun2025.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 2025.

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 Tuesday, 23 September 2025 at the following link:

https://78449.themediaframe.com/links/remgro250923.html


Signed on behalf of the Board of Directors.


Johann Rupert                                                                     Jannie Durand
Chairman                                                                          Chief Executive Officer

Stellenbosch
Approved by the Board: 22 September 2025
SENS release date: 23 September 2025

DIRECTORATE

Non-executive directors
Johann Rupert (Chairman), S E N De Bruyn* (Deputy Chairman),
J Malherbe, P J Moleketi*, M Morobe*, P J Neethling, G G Nieuwoudt*,
K S Rantloane*, A E Rupert
(* Independent)
Messrs F Robertson and N P Mageza retired as independent non-executive directors with effect from 30 June 2025.

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
L J Joubert

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: 23-09-2025 07:05:00
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