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CALGRO M3 HOLDINGS LIMITED - Audited consolidated financial statements for the year ended 28 February 2026 and dividend declaration

Release Date: 18/05/2026 07:05
Code(s): CGR CGR56 CGR59 CGR60 CGR54 CGR62 CGR61     PDF:  
Wrap Text
Audited consolidated financial statements for the year ended 28 February 2026 and dividend declaration

CALGRO M3 HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2005/027663/06)
JSE Share code: CGR
ISIN: ZAE000109203
Company Alpha Code: CGRI1
LEI: 3789003B0859E9438F25
("Calgro M3" or "the Company" or "Group")

AUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED
28 FEBRUARY 2026 AND DIVIDEND DECLARATION

1. SALIENT FEATURES

     -      Bankenveld District City ("BDC") commencement of infrastructure installation
     -      Significant progress on the trade-out of non-core projects — 70% of FY26 units transferred
            originated from non-core developments
     -      Strong organic growth from Memorial Parks: revenue up 26% to R86 million (2025: R69 million)
     -      Gross margin decreased to 27.20% (2025: 29.43%) — above the 20%–25% strategic target
            band
     -      Net debt to equity at 0.74 (2025: 0.65)
     -      Final dividend of 8.63703 cents per share was declared (2025: 8.63703 cents per share) —
            representing 5.54% of HEPS, above the 5% policy minimum
     -      Net asset value ("NAV") increased to R16.46 per share (2025: R14.86 per share)
     -      Earnings per share ("EPS") decreased to 167.36 cents per share (2025: 171.72 cents per
            share)
     -      Headline earnings per share ("HEPS") decreased to 156.76 cents per share (2025: 171.36
            cents per share)
     -      Net cash utilised in operating activities of R99 million (2025: R34 million generated), reflecting
            deliberate investment in construction work-in-progress and BDC bulk infrastructure;
     -      Combined development pipeline of R31.8 billion (R29.4 billion residential opportunities; R2.4
            billion Memorial Parks) underpins long-term growth

   The 2026 financial year saw the Group implement refined strategic priorities focused on four key
   pillars, aimed at driving long-term sustainable growth.

   These pillars focus on the disposal of non-core assets, the accelerated completion of non-core
   projects while expanding the Memorial Parks footprint, the reduction of net debt in the medium
   term, and the development of a sustainable talent pipeline.

   These strategic priorities informed both performance and capital allocation decisions during the
   year, with the Group directing its sales and construction efforts towards the non-core project
   pipeline, comprising developments outside the Group's large-scale integrated core portfolio. This
   resulted in a notable shift in revenue, with 70% of units transferred during the year originating from
   Scottsdene, La Vie Nouvelle, South Hills Lifestyle Estate, Jabulani and 32-on-Pine, predominantly
   within the mid-to high-end product range. In conjunction with the commencement of Phase 1
   infrastructure at BDC, the Group is positioned to enhance liquidity and improve shareholder
   returns.

   This targeted approach supports the phased completion and close-out of non-core projects,
   enabling the release of financial, operational, and management capacity for redeployment into core
   developments.

   The combined pipeline remains robust, comprising approximately 31 874 residential opportunities
   and 114 827 burial opportunities. This pipeline reflects projects aligned with the Group's strategic
   focus and long-term growth objectives and provides a combined total of R31.8 billion.

   The Group bought back 1,327,525 shares during the period, (representing 1.17% of issued share
   capital), with the full earnings-per-share benefit expected in FY2027.

   Residential Property Development

   The Residential Property Development sector remains the largest contributor to Group
   performance.

   The segment formally commenced the BDC integrated housing project, a landmark project, that
   will grow into the anchor development within the business. This project broke ground during the
   year with the rollout of bulk and link infrastructure, including the construction of key arterial and
   connector roads and bridges within the precinct. The project is expected to deliver a minimum of
   20 000 housing opportunities across a range of affordable housing typologies, strategically located
   within walking distance of the Marlboro Gautrain Station, in close proximity to job opportunities in
   the adjacent Linbro Park Industrial Area as well as the Sandton and Waterfall City Central Business
   Districts ("CBDs").

   The initial phase of infrastructure delivery, encompassing both bulk and link and internal
   infrastructure, is expected to yield approximately 6 000 serviced opportunities over the next five
   years, to be rolled out in phases.

   Revenue for the segment increased marginally to R806 million (2025: R800 million), while the
   gross profit margin of 24% (2025: 27%), reflecting the deliberate trade out of legacy non-core
   projects. Combined revenue of R942 million (2025: R1.1 billion), reflects reduced joint-venture
   activity and the impact of the change in accounting treatment of the BDC development from a joint
   venture to a joint operation (refer to the financial commentary in the Integrated Annual Report 2026
   for further detail). Bulk and link infrastructure continued to be installed within Fleurhof, Belhar and
   Jabulani, collectively delivering 968 serviced opportunities into the pipeline for development in the
   next financial year.

   The acquisition of additional land parcels remains a key strategic priority for the business,
   especially land parcels in close proximity to existing integrated developments, enabling the Group
   to leverage ongoing bulk and link infrastructure investments and achieve operational efficiencies.
   In addition, the identification and acquisition of new land parcels in the Western Cape remains a
   focus supporting continued geographic diversification of the development pipeline.

   Memorial Parks

   During the year, the Memorial Parks business successfully launched the Rustenburg Memorial
   Park, expanding its footprint into the North West province. The new park delivered strong
   performance, with burial rates and sales volumes exceeding those of comparable parks at a similar
   stage of development.

   Revenue increased to R86 million (2025: R68 million) through both increasing market share and
   the completion of layby sales in the year.

   The business maintains a semi-fixed cost structure and improvements in sales volumes positively
   impacted the gross profit margin of 54.90% (2025: 50.90%). A key strategic objective for this
   business is to maintain cash collections at a level that fully covers Group overheads, enabling the
   Group to launch integrated developments of scale where initial cash flows are lumpy. The medium-
   term goal is to generate sufficient, stable income to also absorb the Group's financing costs; the
   long-term objective is to deliver a ROIC in line with the Group targets.

   Layby cash receipts grew by 24% to R30.42 million, underscoring the effectiveness of the strategy
   to reduce the barrier to entry. The successful adoption of the layby offering across all the parks
   indicates that consumer demand remains strong and increased market share can be leveraged by
   lowering the barrier to entry. The layby sales increased by 59% to R45 million in the current year,
   with the active layby book ending in the current year at R59.7 million, showing a 29.7% increase
   year-on-year, with the cancellation/default rate on laybys remaining within 5% of the total sign-up
   value.

   Management continues to drive the expansion of the layby book. This assists in stabilising future
   cash flows and mitigating seasonal fluctuations in cash collections, while assisting our customer
   base to prepare for the future. The revenue recognition policy for these laybys remains
   conservative, recognising revenue only upon successful collection of the full purchase amount.

2. RESULTS ANNOUNCEMENT

   This results announcement is the responsibility of the directors of the Company. It contains only a
   summary of the information in the full annual financial statements of the Company for the year
   ended 28 February 2026 ("AFS") and does not contain full or complete details. The AFS can be
   found on the JSE cloudlink at:
   https://senspdf.jse.co.za/documents/2026/JSE/ISSE/CGRE/FY2026.pdf

   The AFS are also available for viewing on the Company's website at
   https://www.calgrom3.com/index.php/investors/annual-reports. Stakeholders and shareholders are
   encouraged to read further details in the "Message to stakeholders from the CEO and CFO".

   Any investment decisions by investors and/or shareholders should be based on consideration of
   the AFS, as a whole.

   The AFS have been audited by the Company's auditors, Forvis Mazars, who expressed an
   unmodified audit opinion thereon. The auditor's report is available, along with the AFS, on the
   Company's website at https://www.calgrom3.com/index.php/investors/annual-reports.

3. DIVIDEND DECLARATION

   Notice is hereby given that the board of directors of Calgro ("Board") has approved and declared a
   gross final cash dividend of 8.63703 cents per share (2025: 8.63703 cents per share), in respect of
   the year ended 28 February 2026, on Monday 18 May 2026. The net cash dividend payable to
   shareholders subject to dividend tax is 6.90962 cents per share (2025: 6.90962 cents per share).

   As of this announcement's date, the Company has 113 054 050 shares in issue, of which
   17 673 449 are held in treasury. The total dividend payable is R9.76 million (2025: R9.87 million).

   The Board has confirmed that the solvency and liquidity test as contemplated by the Companies
   Act, No. 71 of 2008, has been duly considered, applied and satisfied. This is a dividend as defined
   in the Income Tax Act 58, 1962, and is payable from income reserves. The dividend is subject to a
   South African dividend withholding tax rate of 20%, resulting in a net dividend of 6.90962 cents per
   ordinary share, unless the shareholder is exempt from paying dividend tax or is entitled to a reduced
   rate of dividend tax in terms of an applicable double-taxation agreement.

   The income tax number of the Company is 9613501155.

   The salient dates for this dividend distribution are as follows:
   Declaration date                                                   Monday, 18 May 2026
   Last day to trade cum dividend                                     Monday, 15 June 2026
   Commence trading ex-dividend                                       Wednesday, 17 June 2026
   Record date                                                        Friday, 19 June 2026
   Dividend payable                                                   Monday, 22 June 2026

   Share certificates may not be dematerialised and rematerialised between Wednesday, 17 June
   2026 and Friday, 19 June 2026, both dates inclusive.

4. MAINTENANCE PROVISION RECLASSIFICATION

   The Maintenance provision has been reclassified from trade and other payables (previously
   "Maintenance liability – Memorial Parks") to a separate line item on the statement of financial
   position. This presentation, made following the JSE's proactive monitoring review concluded in May
   2025, better reflects the item's nature as a provision for future maintenance obligations, rather than
   a payable. The reclassification has no impact on prior-year reported earnings, equity or cash flows.

5. OUTLOOK

   Calgro M3 enters FY2027 with a clear strategy, a R31.8 billion combined development pipeline, the
   bulk and link infrastructure at Bankenveld District City under way, and a maintained dividend —
   supported by a balance sheet deliberately positioned to deliver the next phase of integrated-housing
   growth.

  By order of the Board

  Ben Pierre Malherbe                                            Hatla Ntene
  Chief Executive Officer                                        Chairperson

  Johannesburg
  18 May 2026

  Equity and Debt Sponsor
  PSG Capital

Date: 18-05-2026 07:05:00
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