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MOTUS HOLDINGS LIMITED - Interim results for the six months ended 31 December 2018

Release Date: 26/02/2019 08:00
Code(s): MTH     PDF:  
 
Wrap Text
Interim results for the six months ended 31 December 2018

Motus Holdings Limited 
Incorporated in the Republic of South Africa
Registration number 2017/451730/06
Share code: MTH
ISIN: ZAE000261913
"Motus" or "the Company"

Interim results for the six months ended 31 December 2018


MOTUS is South Africa's leading automotive group with over 18 500 employees

Business overview
Motus is a Johannesburg Stock Exchange (JSE) listed South African-based automotive holding company. 

Motus Holdings Limited was listed on the JSE in November 2018, following its unbundling from Imperial
Holdings Limited. 

A three-year history of our results has been published in the prelisting statement and can be found on 
the website www.motuscorp.co.za.

Our unique business model is fully integrated across the automotive value chain through four key business
segments.


Business segments
1. Import and Distribution
2. Retail and Rental
3. Motor-Related Financial Services
4. Aftermarket Parts


Key investment highlights
1. Diversified (non-manufacturing) business in the automotive sector with a leading position in South Africa
   and selected international presence (primarily in the United Kingdom (UK) and Australia).
2. Fully integrated business model in South Africa across the vehicle value chain: Import and Distribution,
   Retail and Rental, Motor-Related Financial Services and Aftermarket Parts.
3. Unrivalled scale in South Africa underpins a differentiated value proposition to OEMs, suppliers,
   customers and business partners, providing multiple customer touch points supporting customer loyalty 
   through the entire vehicle ownership cycle.
4. Profitability from high free cash flow generation underpinned by annuity income streams, with Return on
   Invested Capital (ROIC) exceeding Weighted Average Cost of Capital (WACC) and providing a platform for an
   attractive dividend yield.
5. Defined organic growth trajectory through portfolio optimisation, continuous operational enhancements and
   innovation, with a selective acquisition growth strategy inside and outside South Africa leveraging
   best-in-class expertise.
6. Highly experienced management team with deep industry knowledge of regional and global markets, and a
   proven track record with years of collective experience, including an independent and diversified board.
   
    
Group financial highlights

        Revenue stable                     Operating profit up 7%                     EPS down 7%
       R39 379 million                        R1 838 million                           436 cents
    (2017: R39 358 million)                (2017: R1 721 million)                      per share
                                                                               (2017: 468 cents per share)

   
         HEPS down 2%                      Normalised EPS up 10%                 Normalised HEPS up 15%
          456 cents                              516 cents                             536 cents
          per share                              per share                              per share
  (2017: 465 cents per share)           (2017: 468 cents per share)            (2017: 465 cents per share)

   HEPS: Headline earnings per share
   EPS: Earnings per share
   Normalised: this excludes the once-off impact of share-based payment expenses amounting to R160 million


  Cash generated from operations down          Net Debt to Equity up                     Return on Equity up
             R382 million                             63,4%                                    16,8%
        (2017: R2 321 million)                     (2017: 72,4%)                         (June 2018: 16,7%)


     Return on Invested Capital up       Weighted Average Cost of Capital up               Dividend up 15%
                 14,3%                                 10,8%                                  240 cents
             (2017: 12,7%)                          (2017: 10,6%)                             per share
                                                                                (2017 pro forma*: 209 cents per share)
                                                                                  
   ROE, ROIC and WACC are calculated on a rolling 12-month basis
   * Pro forma: Group was not listed in the prior period.


Environment
The South African operations generated revenue and operating profit of 68% and 92% respectively, for the six
months ended to December 2018, with the remainder generated mainly in the United Kingdom and Australia.

We are operating in a subdued economic environment with pressure on disposable income expected to continue
until the South African and global economic and political situation settles down. The current electricity
crisis and the elections in May will not provide economic stability in the short term. Economic growth will 
only kick in when the global economy stabilises and the President's revised economic action plans produce 
positive GDP growth. President Ramaphosa's State of the Nation Address (SONA) to parliament in February was 
well delivered and generated confidence in the President's ability to lead South Africa. The address contained 
a number of encouraging features, such as the general drive to improve education and skills, the commitment to 
fighting corruption and state capture, restructuring of State-Owned Enterprises (SOEs), restructuring of some 
of the oversight bodies, including the National Prosecuting Authority (NPA), the South African Revenue Service
(SARS), the State Security Agency (SSA) and the National Security Council (NSC). The challenge now is on the 
South African government and the private sector to turn these initiatives into job creation and economic growth. 
Should the implementation thereof be effective, economic growth could be enhanced in the short to medium term, 
albeit at a slow pace. 

According to NAAMSA, South Africa retailed 552 000 vehicles (1,0% down from the prior year) and exported 351
000 vehicles (4,0% up from the prior year) for the 2018 calendar year. The downward trend is continuing, as
January new vehicle sales declined by 7,4% year on year and passenger vehicle sales declined by 10,8% year on
year. 

The Importers maintained their retail sales, but reduced car rental sales. We expect consumers to be
cautious in the first half of the calendar year, with some improvement in the second half of the 2019 
calendar  year. We project no growth year-on-year in national vehicle sales for the 2019 calendar year at 
around 550 000 units. Our retail market share is 19,3% at December 2018 (June 2017: 19,9%).

We continue to see structural risks to vehicle ownership in South Africa namely the emergence of ride
sharing and car sharing behaviour, increasing pressure on vehicle affordability and concentration of vehicle
ownership in urban areas. Industry margins will remain under pressure as the market remains highly competitive 
and consumers continue to trade down to smaller, more affordable vehicles. With no new jobs being created, 
political uncertainty locally and globally, Rand volatility, and no imminent interest rate cuts, there is no 
real economic growth in sight in the short term. This does not bode well for the consumer and economic growth 
in the short term. 

Brexit in the UK is creating uncertainty in that market although our UK operations were largely unaffected
by this to date. The UK economic growth has been suppressed with the latest GDP growth recorded at 1,3%. 

The Australian economy has performed well, with the latest GDP growth recorded at 2,8% but in a competitive
environment. Looking forward, the GDP growth in Australia is expected to reach an average of 2,4% in the 
next 12 months.

Performance
We produced solid results in challenging trading conditions and recorded an improvement in key financial
metrics in the six months to December 2018. Participation across the automotive value chain and a 
diversified portfolio in the industry provided resilience amid the market deterioration.
The passenger and commercial vehicle business (including the UK and Australia), retailed 68 725 new units
(2017: 72 570) and 41 071 pre-owned units (2017: 40 067) during the six months. This is due to a decline in
vehicle sales to the consumers, as a result of market contraction and reduced sales to the car rental 
industry, where the margins are lower. UK and Australia acquisitions have contributed positively to sales 
volumes. 

National unit vehicle sales declined by 1% as reported by NAAMSA. The market has experienced a decline in
sales of luxury brands, in favour of entry level vehicles and small SUVs, as consumers continue to trade 
down. Our fully integrated business model and representation across all business segments have provided a 
competitive advantage from which many of the brands which we represented have benefited.

Revenue remained stable for the period despite reduced sales volumes attributed to market contraction and
the sales mix enhanced by price increases and acquisitions. The Import and Distribution segment reported 
low growth in revenue with a 28% increase in operating income, the Retail and Rental segment reported 
unchanged revenue and operating income, the Motor-Related Financial Services segment reported an increase 
of 5% and 3% in revenue and operating income respectively and the Aftermarket Parts segment reported an 
increase of 8% and 20% in revenue and operating income respectively. 

For the group and in the Aftermarket Parts segment, the prior period's revenue was restated to recognise
that certain revenue raised relating to wholesale procurement arrangements as a principal, will now have 
to be excluded (parts ordered but delivered directly to customers). Under the revised revenue accounting 
standard, certain revenue of the business will now be accounted for as an agent only. There is no impact 
on operating profit, as the cost of sales was reduced by the same amount. The December 2017 revenue and 
cost of sales was reduced by R326 million.

Operating margin improved from 4,4% to 4,7% as a result of the Importer segment benefiting from price
increases, fewer vehicles sold to car rental companies resulting in higher margins realised on sales 
through the dealer channel, enhanced by improved retail execution at the dealership level, the 
acquisitions  in the Aftermarket Parts segment and general cost control initiatives during these 
economically challenging  times. Management remains focused on financial discipline and cost 
containment. 

A full reconciliation of earnings to headline earnings is provided in the financial performance section.

An interim dividend of 240 cents per ordinary share has been declared compared to a prior period 
(pro forma) dividend of 209 cents per ordinary share, representing an increase of 15%.

Net working capital increased by 20% to R8 415 million from a low base in December 2017 of 
R 6 998 million and an increase of 25% compared to June 2018. This can be attributed to the normalisation 
of inventory levels at the Importers as vehicle supply normalised, higher inventory carried at the 
dealerships arising from recent acquisitions and a market slowdown in vehicle sales. In the Aftermarket 
Parts segment additional inventory was carried due to acquisitions, customer requirements to improve 
inventory availability and the strategy of wider brand representation to capture lower-end consumers.

Net Debt to Equity is 63,4% (June 2018: 50,7%). Debt is higher in December than in June due to the 
increase in working capital attributed to the normalisation of working capital levels. The current Net 
Debt to Equity is within the target levels of 55% to 75%. The Debt to Equity ratios are expected to 
improve by June 2019.

ROIC is 14,3% and increased mainly due to increased profitability and benefits from lower average 
invested capital during the last twelve months. The ROIC is expected to reduce marginally during the 
next six-month period to June 2019, as Importer working capital levels normalise.

WACC is 10,8% and increased marginally from 10,6% in December 2017 and 10,7% in June 2018.

While we have provided separate ROIC, WACC and Net Debt to Equity ratios for each business segment, 
these ratios should not be analysed in isolation as the business segments in the group operate as an 
integrated business, to optimise client offerings and market penetration with numerous cross-selling 
initiatives throughout the automotive value chain.

Segment performance
Import and Distribution          Retail and Rental                 Motor-Related Financial Services      Aftermarket Parts             
- Exclusive South African        South Africa                      - Developer and distributor           - Distributor, wholesaler     
  importer of Hyundai, Kia,      - Represents 23 OEMs:               of innovative vehicle-related         and retailer of accessories 
  Renault and Mitsubishi           359 vehicle dealerships           financial products and services       and parts for older vehicles
- Operates in South Africa       - Car rental (Europcar and          to more than 730 000 clients        - Operates in Southern        
  and neighbouring countries       Tempest): 133 outlets in        - Manager and administrator             Africa and the Far East     
- Exclusive distribution           Southern Africa                   of service, maintenance and         - 35-owned branches,          
  rights for Nissan in four      - Retail more than 100 000          warranty plans                        43-owned retail stores and  
  East African countries           new vehicles annually and       - Provider of fleet                     a network of                
- Approximately 80 000             more than 80 000                  management services                   720 franchised outlets      
  vehicles imported                pre-owned vehicles              - Operates a call centre             - Franchise base comprises:    
  annually                       - 19,3% market share                                                   -  Resellers (Midas,          
- Approximately 15%                vehicle retail                                                          Transerve and Team Car)     
  market share in                - Approximately 25%                                                    -  Specialised workshops      
  South Africa                     market share vehicle                                                                                
- Car parc approximately           rental                                                                                              
  1,1 million vehicles                                                                                                                  
                                  United Kingdom                                                                                       
                                  - 121 dealerships                                                                                    
                                   (passenger and commercial)                                                                          
                                  Australia                                                                                            
                                  - 27 dealerships                                                                                     
                                   (passenger only)                                                                                    
  22% of group revenue            69% of group revenue              2% of group revenue                   7% of group revenue          
  20% of group operating profit   42% of group operating profit     25% of group operating profit         13% of group operating profit
  3,8% operating margin           2,5% operating margin             42,4% operating margin                7,5% operating margin        
  ROIC: 16,1%                     ROIC: 9,2%                        ROIC: 47,1%                           ROIC: 18,5%       


Segment performance
1. Import and Distribution
Exclusive South African importer and distributor of Hyundai, Kia, Renault and Mitsubishi vehicles and parts,
which collectively have approximately 15% market share in South Africa. 

Overview
The segment operates in South Africa and neighbouring countries with approximately 80 000 vehicles imported
annually. 

We have the exclusive distribution rights for Nissan in four East African countries, namely Kenya, Zambia,
Tanzania and Malawi. 

The Import and Distribution segment provides a differentiated value proposition to the dealership model,
enhancing the revenue and profits of the entire automotive value chain.

Financial performance
                                                                           %                            %     
                                                                   change on                    change on    
                                       HY1 2019      HY1 2018       HY1 2018      HY2 2018       HY2 2018    
Revenue (Rm)                             10 104        10 043              1        10 085              0    
Operating profit (Rm)                       388           303             28           485            (20)   
Operating margin (%)                        3,8           3,0                          4,8                   
Return on invested capital (%)             16,1           9,2                                                
Weighted average cost of capital (%)       11,8          10,7                                                
Debt to equity ratio (%)                   56,3          48,5                                                

Revenue improved by 1% from the prior period despite volumes increasing by 2,5% due to price increases and
the change in vehicle mix aligned to market demand as a result of fewer luxury vehicles sold. 

Operating profit improved by 28% from the prior period mainly due to optimal margins realised on sales
through the dealer channel and cost containment. For the period, operating profit growth was recorded for 
all our major importers and the East African operations.

Hyundai and Kia have forward cover on the US Dollar and Euro to September 2019, at average rates of R13,75
to the US Dollar and R15,90 to the Euro. As agreed between the shareholders, Renault does not take forward
cover on committed orders. As an interim measure forward cover has been taken to June 2019.With the 
exception of Renault, the current guideline is to cover a minimum of seven months' orders limited to 75% 
of annual forecast orders, as stipulated by the South African Reserve Bank.

The distributorships in East Africa have recorded significant improvement in profits for the period, due 
to improved retail execution and financial disciplines. The African distributors' loan accounts were 
capitalised and in-country borrowings established, reducing foreign exchange exposures.

During the period ROIC increased to 16,1% from 9,2%, due to improved profitability, lower average working
capital levels and a lower investment in vehicles for hire to car rental companies over the period.


2. Retail and Rental
We retail vehicles through dealerships based primarily in South Africa, with a selected presence in the
United Kingdom and Australia. We have a leading retail market share in South Africa. Car rental operates 
through Tempest and Europcar brands.

Overview
South Africa
We represent 23 OEMs through 359 vehicle dealerships, including 104 pre-owned dealerships, these include 
236 passenger vehicle dealerships and 19 commercial vehicle dealerships. 

We operate a centralised finance and insurance business across the dealer network, which executes group
financial services strategies and provides economies of scale.

The car rental segment operates under the Europcar and Tempest brands. Each brand has different target
markets, operating through 117 car rental outlets in South Africa and 16 outlets in neighbouring 
countries. The market share in South Africa is approximately 25%.

The Retail and Rental segment's unrivalled footprint of strategically located dealerships and in growing
urban areas, underpins its leading market share. The South African retail market share is 19,3% compared 
to 19,9% in June 2018.

United Kingdom
We have 85 commercial vehicle dealerships and 36 passenger vehicle dealerships in the UK following the
acquisition of dealerships in December 2018. Further acquisitions in the UK market for passenger and 
commercial dealerships will be driven by the introduction of additional brands and regional expansion. 

Australia
The group operates 27 passenger vehicle dealerships in Australia, located in New South Wales and Victoria.
Further acquisitions in the Australian market will be driven by the introduction of additional brands and
regional expansion. 

Financial performance                                                                                       
                                                                          %                            %     
                                                                  change on                    change on    
                                      HY1 2019      HY1 2018       HY1 2018      HY2 2018       HY2 2018    
Revenue (Rm)                            32 226        32 359              0        30 400              6    
Operating profit (Rm)                      816           814              0           873             (7)   
Operating margin (%)                       2,5           2,5                          2,9                   
Return on invested capital (%)             9,2           8,6                                                
Weighted average cost of capital (%)       9,9           9,9                                                
Debt to equity ratio (%)                  91,0          85,3                                                

The Retail and Rental segment reported no growth in revenue and operating income for the six months, mainly
due to market contraction, the slow-down in luxury brand vehicle sales and carbon emission issues impacting
inventory availability. The acquisitions in the UK and Australia were included for the full six months and
contributed positively to revenue and operating profit. 

Worldwide Harmonised Light Vehicle Test Procedure (WLTP) has negatively affected sales volumes in the
vehicle passenger business in South Africa, the UK and to a lesser extent, in Australia.

In South Africa, the total vehicle market declined by 1% for the six months ended 31 December 2018. Our
South African retail and rental operating profit improved by 7%, due to cost containment, turnaround 
processes at dealerships and disposal or closure of unprofitable dealerships. The recent changes to 
leverage the expertise of one finance and insurance sales structure across the retail vehicle segment 
is providing a competitive advantage for the business. Higher volumes in entry level and small SUV 
vehicle sales in South Africa have assisted profit margins, however, this was negatively impacted by 
the reduction in profitability of luxury brand vehicle sales. 

UK revenue improved due to increased sales volumes. The UK operation has largely been unaffected by the
political uncertainty arising from Brexit. Operating profit declined from the prior period. The DAF 
commercial and Pentagon passenger dealerships have performed well in a competitive market and remain 
profitable. The Mercedes commercial business was negatively impacted due to once-off restructuring costs 
and carbon emission issues, resulting in a lack of inventory availability and the reduction in variable 
margin due to a decline in volumes. The prior period included the sales of the London Taxi vehicles, 
which resulted in significant once-off income.

The revenue from the Australia operations increased for the period, notwithstanding the decline in the
Australian market (the Australian new car market sales declined for the first time in four years). This 
is due to acquisitions that have been included for the six months. The operating profit declined from 
the prior period. The recently acquired Melbourne operation performed in line with expectations. The 
Sydney  operation was negatively impacted by the over exposure to certain brands that underperformed in 
the market and relocating one of the Sydney dealerships and the Parts Distribution Centre. The 
relocation resulted in once-off costs and will improve profitability in the future.

Car rental reported growth in revenue for the period, in line with inflation, despite the decline in
international tourism volumes. Rental utilisation was maintained at 70%. We gained rental market 
share over the past 18 months.

During the period, ROIC increased from 8,6% to 9,2% due to a lower investment in vehicles for hire 
and the sale of non-strategic properties.


3. Motor-Related Financial Services 
We innovate develop and distribute vehicle-related financial products and services through importers 
and distributors, dealers, finance houses, call centres and digital channels.

Overview
The segment is a manager and administrator of service, maintenance and warranty plans and develops 
and sells vehicle-related value-added products and services to more than 730 000 clients. We are also 
a provider of fleet management services to corporate customers including fleet maintenance, fines 
management, licensing and registration services. 

Innovation of services and products represent a profit opportunity for the business. We have invested 
in technology to leverage consumer data, enabling us to offer personalised services enhancing the 
customer experience and improving customer retention.

This business segment complements and leverages the automotive value chain, providing high-margin 
annuity earnings. The business' ability to analyse proprietary data enables the accurate pricing of 
its offerings, profiling for the fleet business and management of claims. 

Through its leading service, maintenance and warranty plans, the segment unlocks revenue for the 
Import and Distribution and Retail and Rental businesses, by bringing customers back to its 
dealerships.

Financial performance
                                                                           %                            %     
                                                                   change on                    change on    
                                       HY1 2019      HY1 2018       HY1 2018      HY2 2018       HY2 2018    
Revenue (Rm)                              1 138         1 088              5         1 078              6    
Operating profit (Rm)                       482           470              3           419             15    
Operating margin (%)*                      42,4          43,2                         38,9                   
Return on invested capital (%)             47,1          45,9                                                
Weighted average cost of capital (%)       10,8          11,8                                                
Debt to equity ratio (%)#                 (97,5)        (70,2)                                               
* Operating margin includes profit streams without associated revenue.
# In a cash position due to pre-payment of maintenance funds.

Revenue increased by 5% mainly due to fund income released to revenue on maturity, higher client 
penetration through digital marketing of value-added products and vehicle for hire contract extensions.

Financial Services improved operating income by 3% mainly due to the positive contribution from the
realisation of profits on maturity of funds and lower operating expenses. Management remain focused on 
financial discipline and cost containment while innovating its product offerings.

We continue to drive development of the fleet management business, building synergies within the vehicle
retail businesses and integration of the M-Sure business.

ROIC increased from 45,9% to 47,1% due to higher profitability during the six-month period. 


4. Aftermarket Parts
Distributor, wholesaler and retailer of accessories and parts for out-of-warranty vehicles through 35-owned
branches, 43-owned retail stores and a network of 720 franchised outlets.

Overview
The Aftermarket Parts segments' large national and growing footprint enables it to leverage its buying power
to distribute and sell competitively priced products for a continually growing car parc of vehicles out of
warranty. Expanding into other developing markets such as Africa constitutes a significant opportunity for 
this business. Increased participation in this segment will include vertical integration in order to 
eliminate intermediaries in the wholesale supply chain. In March 2018, the segment acquired an additional 
11% shareholding resulting in a 60% controlling share in ARCO Motor Industry Company Limited in Taiwan to 
support this strategy of procuring at competitive prices. 

Aftermarket Parts franchise base comprises:
- Resellers: Midas, Transerve and Team Car. 
- Specialised workshops: ADCO, CBS, Motolek and Battery Hub.

Financial performance
                                                                           %                            %     
                                                                   change on                    change on    
                                       HY1 2019      HY1 2018       HY1 2018      HY2 2018       HY2 2018    
Revenue (Rm)                              3 259         3 028              8         2 946             11    
Operating profit (Rm)                       246           205             20           242              2    
Operating margin (%)                        7,5           6,8                          8,2                   
Return on invested capital (%)             18,5          19,4                                                
Weighted average cost of capital (%)       11,1          11,0                                                
Debt to equity ratio (%)                  103,3          72,9                                                

Revenue and operating profit increased by 8% and 20% respectively, mainly due to the international vertical
integration strategy (inclusion of ARCO as a subsidiary) and cost containment. 

In South Africa, we continue to experience lower demand for commoditised products and a shift by the
consumers from higher-priced premium products to more affordable products. This results in delivering more parts to
customers at lower margins and higher distribution costs.

Working capital was negatively affected by the expansion of inventory to represent a wider brand of products
to capture lower-end consumers thereby improving availability and longer lead times. This impact should
normalise in the short term. The acquisitions further impacted working capital. However, this should normalise in
the short term.

ROIC decreased from 19,4% to 18,5% due to increased working capital.


Financial overview

Group profit or loss (extract)
                                                            Total          Total                   %         
                                                         HY1 2019       HY1 2018              change     
                                                               Rm             Rm                                
Revenue                                                    39 379         39 358                   0          
Operating profit                                            1 838          1 721                   7          
Operating profit (%)                                         4,7%           4,4%                              
Forex losses                                                  (42)           (50)                (16)      
Net finance costs                                            (363)          (396)                 (8)       
Share of results of associates and                                                        
joint ventures and other                                      (31)            (5)   greater than 100       
Profit before tax and IFRS 2 charge                         1 402          1 270                  10        
Issue of shares at a discount and                                                         
modification of share appreciation rights                    (160)             -    greater than 100       
Profit before tax                                           1 242          1 270                  (2)       
Income tax expense                                           (363)          (348)                            
Profit for the year                                           879            922                  (5)       
Attributable to non-controlling interests                      (8)            24                               
Attributable to shareholders of Motus Holdings                871            946                  (8)       
Effective tax rate (%)                                         29             28                               
Return on invested capital                                   14,3           12,7                             
Weighted average cost of capital (%)                         10,8           10,6                             
Note: WACC for each business segment of the group is calculated by making appropriate country risk adjustments 
for the cost of equity and cost of debt. The group WACC calculation is a weighted average of the respective 
segment WACCs. See glossary of terms. ROIC is calculated based on taxed operating profit plus income from 
associates divided by the 12-month average invested capital (total equity and net interest-bearing borrowings).

Group profit before tax (before once-off IFRS 2 charge), improved by 10% due to:
- a 7% increase in operating profit (R117 million);
- a 8% reduction in finance costs (R33 million) due to lower average debt levels;
- a 16% decline in foreign exchange losses (R8 million); and
  was offset by impairment losses of R56 million relating to investments and loans in the Zimbabwean
  associates and R31 million relating to goodwill on acquisitions of dealerships reduced by the 
  derecognition of loans on the deregistration of subsidiaries R36 million. Goodwill below R10 million per 
  acquisition has been written off in line with our policy.

The issue of shares to a black economic partner (Ukhamba) relates to the once-off costs of issuing unlisted
deferred ordinary shares at a discount to their fair value (R141 million) and for the modification of share
appreciation rights on unbundling (R19 million), totalling R160 million.

Profits attributable to non-controlling interests increased, mainly due to improved results in Renault and
the inclusion of ARCO as a subsidiary. In March 2018, a further 11% shareholding was acquired resulting in 
a 60% controlling share.

The effective tax rate increased by 1%, mainly due to the once-off cost of the issue of shares to Ukhamba 
at a discount and exceptional items relating to impairments of goodwill, associates and other (R51 million),
which do not qualify for a tax deduction.

Any pro forma financial information contained in this announcement, and in particular the information as set 
out in the table below which shows the calculations of the normalised earnings and headline earnings are the 
responsibility of the directors and have been prepared for illustrative purposes and due to their nature, may 
not fairly present Motus' financial position in accordance with International Financial Reporting Standards. 

They have the effect of removing the once-off impact of share based equity costs that have no cash flow
effect. In the opinion of the directors normalised earnings give users a useful view of the trading results. 
In addition, as 45% of HEPS is used to calculate the dividend pay-out it would have an unnecessary 
distortion on the dividend paid. 

Reconciliation from earnings to headline earnings
                                                         HY1 2019      HY1 2018                      %  
                                                               Rm            Rm                 change  
                                                                                                        
Earnings                                                      871           946                     (8) 
Profit on disposal of assets/investments                      (12)          (41)                   (71) 
Impairment of goodwill and other assets                        85            27       greater than 100  
Derecognition of loans on deregistration                                                    
of subsidiaries                                               (36)           (1)      greater than 100  
Tax and non-controlling interests                               3             9                    (67) 
Headline earnings                                             911           940                     (3) 
Adjustments to calculate normalised earnings                                                            
Issue of shares at a discount to a black                                                    
economic empowerment partner (Ukhamba)*                       141             -       greater than 100  
Modification of share appreciation                                                          
rights on unbundling*                                          19             -       greater than 100  
Normalised earnings                                         1 031           946                      9  
Normalised headline earnings                                1 071           940                     14  
Weighted average number of ordinary shares                    200           202                     (1) 
 * Due to the once-off nature of this expense and that there is no cash flow impact, this amount has been 
   added back to create normalised earnings and headline earnings.


Earnings and headline earnings per a share
                              HY1 2019        HY1 2018        % change   
Basic EPS (cents)                  436             468              (7)  
Basic HEPS (cents)                 456             465              (2)  
Normalised EPS (cents)             516             468              10   
Normalised HEPS (cents)            536             465              15   




Motus Holdings Limited Financial Position                                                   
                                                  31 December          30 June           %  
                                                         2018             2018      change  
                                                           Rm               Rm                
ASSETS                                                                                      
Goodwill and intangible assets                          1 272            1 230           3  
Property, plant and equipment                           7 034            6 786           4  
Investments in associates and joint ventures              281              348         (19) 
Vehicles for hire                                       4 067            3 924           4  
Investments and other financial assets                    607              653          (7) 
Net working capital                                     8 415            6 731          25  
Other assets                                            1 080              917          18  
Assets held-for-sale                                      208              235         (11) 
Net debt                                               (7 690)          (5 900)         30  
Deferred funds                                         (2 752)          (2 724)          1  
Other liabilities                                        (372)            (535)        (30) 
Liabilities held-for-sale                                 (20)             (21)         (5) 
Total shareholders' equity                            (12 130)         (11 644)          4  
Total assets                                           37 202           36 716           1  
Total liabilities                                     (25 072)         (25 072)          -  

Financial overview
Factors impacting the financial position at 31 December 2018 compared to 30 June 2018

Goodwill and intangibles increased by 3% compared to June 2018, mainly due to acquisitions of 
dealerships in the UK and South Africa, at the end of December 2018. 

Property plant and equipment increased by 4% due to the expansion of the dealership footprint 
in South Africa and the UK.

Investments in associates and joint ventures declined by 19% mainly as a result of the impairments 
in the two Zimbabwean associates amounting to R56 million.

Vehicles for hire increased by 4% due to:
- the increase in seasonal demand over the December period;
- the change in the mix of vehicles; and
- partially offset by the decline in vehicles placed with car rental companies by the importers.

Investments and other financial assets declined by 7%. This is due to the decline in investments 
in cell captives based on a change in regulatory solvency calculations. 

Net working capital increased by 25% to R8 415 million (June 2018: R 6 731 million), mainly 
impacted by:
- Net working capital in the Importer segment normalised during the six months, as the supply 
  of inventory from the OEMs improved, as well as accounts payable being lower and a reduction 
  in the buy-back liability from the sales of vehicles to car rental companies;
- Retail and Rental's inventory increased compared to June 2018, mainly due to recent acquisitions 
  in South Africa and the UK, and the slow-down in sales in December in South Africa; and
- Aftermarket Parts net working capital increased as a result of an increase in inventory to 
  improve brand representation to capture lower-end consumers and improve inventory availability. 
  This impact should normalise in the short term. 

Other assets increased by 18% as a result of an increase in deferred tax assets arising on the 
remeasurement of foreign currency instruments in the hedging reserve and provisional tax payments.
 
Assets held for sale are non-strategic properties, mainly relating to Retail and Rental properties 
held for sale in South Africa and Australia. 

Net debt increased by 30% (R1 790 million) which is aligned with the higher working capital levels 
across all segments. 

Deferred funds, mainly relating to service and maintenance plans, remained largely stable.

The decrease in other liabilities by 30% is mainly due to the decline in current and deferred 
taxation liabilities. Other financial liabilities declined as a result of a reduction in loans due 
to associates. 

In addition to attributable profits, shareholders' equity was impacted by the:
- Repurchase of 1 965 459 treasury shares to hedge share scheme obligations amounting to 
  R165 million;
- Dividend paid to the former parent company of R567 million;
- Issue of shares at a discount to the black economic empowerment partner (Ukhamba) amounting to 
  R141 million; and
- Additional shares issued to the former parent company prior to unbundling of R167 million.


CASH FLOW                                                                                    
                                                                    H1 2019       H1 2018    
                                                                         Rm            Rm    
Cash generated from operations before movements 
in net working capital                                                2 398         2 252    
Movements in net working capital                                     (1 572)          785    
Cash generated by operations before interest, 
tax paid and capital expenditure on vehicles 
for hire                                                                826         3 037    
Finance costs paid                                                     (394)         (440)   
Finance income received                                                  31            44    
Dividend income                                                         299           120    
Tax paid                                                               (380)         (440)   
Cash generated by operations before capital 
expenditure on vehicles for hire                                        382         2 321    
Net capital expenditure - vehicles for hire                            (613)       (1 161)  
Cash generated by operations                                           (231)        1 160    
Net cash utilised on acquisitions of businesses                        (368)         (653)   
Net cash generated by disposals of businesses                             9             -    
Capital expenditure (excluding vehicles for hire)                      (229)           20    
Movements in investments in associates                                   12          (193)   
(Increase)/decrease in investments and loans                            (77)          112    
Shares repurchased                                                     (165)            -    
Change in non-controlling interests                                     (28)          221    
Dividends paid                                                         (604)       (1 635)   
Other                                                                     -           (44)   
Increase in net debt (excludes currency adjustments)                 (1 681)       (1 012)   
Free cash flow                                                          101         1 819    
Free cash flow to headline earnings                                     0,1           1,9    

Cash generated by operations after working capital movements, interest and tax payments was 
R382 million (2017: R2 321 million).

Net working capital absorption occurred mainly due to normalisation of working capital within 
the Importer segment and higher levels of inventory within the Vehicle Retail and Rental and 
Aftermarket Parts segments.

The cash outflow on vehicles for hire is lower due to a decline in sales to external car 
rental companies.

The cash outflow on businesses acquired is R368 million, relating mainly to the new dealerships 
in the UK and expansion of the dealership footprint in South Africa.

The prior period's capital expenditure included proceeds on the sale of properties. 

The movement in associates is as a result of the inclusion of the Aftermarket Parts acquisition 
in the prior period.

Shares repurchased related to treasury shares of 1 965 459 ordinary shares amounting to 
R165 million.

The change in non-controlling interest outflow relates to cash paid for the buy-out of 
non-controlling interests. The prior period's inflow related mainly to the Renault 
recapitalisation.

A final dividend was paid to Imperial Holdings Limited during September 2018 amounting to 
R567 million.

Net debt increased by 30% from June 2018 in line with working capital increases, however,  
declined by 5% year on year.

Liquidity
The liquidity position is strong with R4,8 billion unutilised banking facilities, excluding 
asset-backed finance facilities. In total, 66% of the group debt is long term in nature and 
27% of the debt is at fixed rates. The group is currently assessing the appropriate mix between 
fixed and floating interest rates. 

Dividend
An interim dividend of 240 (2017 pro forma: 209) cents per ordinary share has been declared, 
in line with our targeted pay-out ratio of 45% of normalised HEPS. This is an increase of 15% 
from the prior period pro forma dividend. Normalised HEPS excludes the once-off and non-cash 
flow item amounting to R160 million.

Board changes 
Messrs MJN Njeke, S Mayet and Mrs K Moloko joined the board as non-executive directors with effect 
from 22 November 2018 and Mr RJA Sparks and Mrs T Skweyiya retired from the board with effect from 
the same date.

The board thanks the retiring members for their services and we wish them well in their new 
endeavours. We welcome the new members and look forward to working with them.

Strategy
We are well positioned to maintain our leading automotive retail market share in South Africa and 
grow in selected international markets. We aim to sustain best-in-class earnings, targeted returns 
and generate high free cash flows and provide a platform for a consistent dividend pay-out through 
the cycle.

We have a strategic focus on deepening our competitiveness and relevance across the automotive 
value chain, by driving organic growth through optimisation and innovation, and with selective 
acquisitions.

Prospects
The group has produced solid financial results for the six-month period under challenging trading
conditions. We anticipate satisfactory operating and financial results to June 2019, subject to 
stable currencies and economic growth in the economies in which we operate.

For the financial year to 30 June 2019 we expect:
- challenging economic trading conditions to remain in all geographies where we operate;
- to increase revenue;
- to maintain operating profit;
- to improve working capital efficiency and reduce debt; and
- to achieve growth in normalised HEPS.

On behalf of the board we thank all stakeholders for their support, and we will continue to 
execute on our strategies.

OS Arbee
Chief Executive Officer

OJ Janse van Rensburg
Chief Financial Officer

26 February 2019

The forecast financial information herein has not been reviewed or reported on by Motus' auditors.


Dividend declaration
Declaration of interim ordinary dividend  for the six months ended 31 December 2018

Notice is hereby given that a gross interim ordinary dividend in the amount of 240,00 cents per 
ordinary share has been declared by the board of Motus, payable to the holders of the 201 971 450 
ordinary shares. The dividend will be paid out of reserves.

The ordinary dividend will be subject to a local dividend tax rate of 20%. The net ordinary 
dividend, to those shareholders who are not exempt from paying dividend tax, is therefore 
192,00 cents per share.

The company has determined the following salient dates for the payment of the ordinary 
dividend: 

                                                                                 2019    
 Last day for ordinary shares to trade cum ordinary dividend         Monday, 18 March    
 Ordinary shares commence trading ex-ordinary dividend              Tuesday, 19 March    
 Record date                                                         Friday, 22 March    
 Payment date                                                        Monday, 25 March    

The company's income tax number is 983 671 2167.

Share certificates may not be dematerialised/rematerialised between Tuesday, 19 March 2019 and Friday, 
22 March 2019, both days inclusive.

On Monday, 25 March 2019, amounts due in respect of the ordinary dividend will be electronically transferred
to the bank accounts of certificated shareholders that utilise this facility. In respect of those who do not,
cheques dated 25 March 2019 will be posted on or about that date. Shareholders who have dematerialised their
shares will also have their accounts, held at their CSDP or broker, credited on Monday, 25 March 2019.

On behalf of the board

RA Venter
Company Secretary

26 February 2019

Financial performance

Condensed consolidated statements of financial position
at 31 December 2018
                                                               Unaudited          Unaudited        Audited     
                                                             31 December        31 December        30 June     
                                                                    2018               2017           2018  
                                                  Notes               Rm                 Rm             Rm  
ASSETS                                                                                                        
Non-current assets                                                10 088             10 296          9 799    
Goodwill                                              7            1 017                893            953    
Intangible assets                                                    255                256            277    
Investments in associates and joint ventures                         281                482            348    
Property, plant and equipment                                      7 034              6 731          6 786    
Deferred tax                                                         894                939            782    
Investments and other financial instruments                          607                995            653    
Current assets                                                    26 906             25 418         26 682    
Inventories                                                       17 024             14 913         15 633    
Vehicles for hire                                                  4 067              4 489          3 924    
Taxation                                                             186                 92            135    
Trade and other receivables                                        4 720              4 910          4 821    
Derivative financial assets                                          121                 62            432    
Cash resources                                                       788                952          1 737    
Assets classified as held-for-sale                                   208                491            235    
Total assets                                                      37 202             36 205         36 716    
EQUITY AND LIABILITIES                                                                                        
Capital and reserves                                                                                          
Stated capital                                                    23 525             23 358         23 358    
Treasury shares                                                    (360)                  -              -    
Common control reserve                                          (19 558)           (19 753)       (19 753)    
Hedge accounting reserve                                             227              (202)            198    
Other reserves                                                     (516)              (805)          (716)    
Retained income                                                    8 849              8 617          8 553    
Attributable to owners of Motus                                   12 167             11 215         11 640    
Non-controlling interests                                           (37)               (50)              4    
Total equity                                                      12 130             11 165         11 644    
Liabilities                                                                                                   
Non-current liabilities                                            7 524              2 037          1 914    
Deferred funds                                                     1 570              1 636          1 447    
Deferred tax                                                          27                 17             31    
Interest-bearing debt                                              5 589                 80             81    
Provisions                                                           316                228            301    
Other financial liabilities                                           22                 76             54    
Current liabilities                                               17 528             22 983         23 137    
Provisions                                                           419                291            373    
Deferred funds                                                     1 182              1 137          1 277    
Trade and other payables                                          12 681             11 752         13 435    
Derivative financial liabilities                                      34                616             46    
Taxation                                                             323                234            450    
Interest-bearing debt                                              2 889              8 953          7 556    
Liabilities relating to assets classified 
as held-for-sale                                                      20                 20             21    
Total equity and liabilities                                      37 202             36 205         36 716    
                                                                                                              


Condensed consolidated statements of profit or loss
for the six months ended 31 December 2018                                                                     Restated
                                                                           Unaudited           Restated         twelve  
                                                                          six months         six months         months 
                                                                               ended              ended*         ended*
                                                                         31 December        31 December        30 June 
                                                                %               2018               2017           2018
                                               Notes       change                 Rm                 Rm             Rm
                                                                                                                  
Revenue                                                         0             39 379             39 358         77 001    
Net operating expenses                                                       (36 902)           (36 934)       (72 055)    
Earnings before interest, taxation,              
depreciation and amortisation                                                  2 477              2 424          4 946    
Depreciation, amortisation and impairments                                      (639)              (703)        (1 353)    
Operating profit                                                7              1 838              1 721          3 593    
Profit on sale of properties, net                
of impairments                                                                    25                 14            617    
Amortisation of intangible assets arising        
on business combinations                                                          (9)                (6)           (15)    
Net foreign exchange losses                                                      (42)               (50)           (43)    
Issue of shares at a discount to a black         
economic empowerment partner (Ukhamba)                                          (141)                 -              -    
Modification of share appreciation rights                                        (19)                 -              -    
Other non-operating items                          6                             (55)               (26)          (244)    
Profit before net financing costs                              (3)             1 597              1 653          3 908    
Finance costs                                                 (10)              (394)              (440)          (803)    
Finance income                                                                    31                 44             66    
Profit before share of results of                
associates and joint ventures                                                  1 234              1 257          3 171    
Share of results of associates                   
and joint ventures                                                                 8                 13             39    
Profit before tax                                              (2)             1 242              1 270          3 210    
Income tax expense                                                              (363)              (348)          (897)    
Profit for the year                                            (5)               879                922          2 313    
Net profit attributable to:                                                                                               
Owners of Motus                                                (8)               871                946          2 346    
Non-controlling interests                                                          8                (24)           (33)    
                                                                                 879                922          2 313    
Earnings per share (cents)                                                                                                
Total earnings per share                                                                                                  
- Basic                                                        (7)               436                468          1 162    
- Diluted                                                      (9)               425                468          1 162    
* Revenue and net operating expenses were restated, please refer to note 3. The original 30 June 2018 amounts were 
  audited, the December 2017 amounts and the restatement have not been audited.


Condensed consolidated statements of other comprehensive income
for the six months ended 31 December 2018                                                                     Audited
                                                                         Unaudited          Unaudited          twelve    
                                                                        six months         six months          months    
                                                                             ended              ended           ended     
                                                                       31 December        31 December         30 June    
                                                                              2018               2017            2018     
                                                                                Rm                 Rm              Rm  
Profit for the year                                                            879                922           2 313    
Other comprehensive income/(loss)                                               19               (235)            231    
Exchange (losses)/gains arising on translation                                                            
of foreign operations                                                          (10)               (57)              9    
Movement in hedge accounting reserve (net of tax)                               29               (178)            222    
- Net change in the fair value of the cash flow hedges                        (225)              (447)            292    
- Rolling of open hedging instruments                                          193                150              11    
- Deferred tax relating to the hedge accounting                                                           
  reserve movements                                                             61                119             (81)    
Total comprehensive income for the year                                        898                687           2 544    
Total comprehensive income attributable to:                                                                              
Owners of Motus                                                                892                725           2 579    
Non-controlling interests                                                        6                (38)            (35)    
                                                                               898                687           2 544    


Earnings per share information                                                                                         
for the six months ended 31 December 2018                                                                              
                                                                    Unaudited            Unaudited            Audited    
                                                                  six months           six months          financial     
                                                                       ended                ended         year ended    
                                                        %        31 December          31 December            30 June     
                                                   change               2018                 2017               2018    
                                                                          Rm                   Rm                 Rm
Headline earnings reconciliation                                                                                       
Earnings                                                                 871                  946              2 346    
Recoupment for disposal of property,                                                                    
plant and equipment (IAS 16)                                             (25)                 (41)              (716)   
Loss on the disposal of intangible                                                                      
assets (IAS 38)                                                           13                    -                  5    
(Impairment reversal)/impairment of                                                                      
property, plant and equipment (IAS 36)                                    (2)                  27                103    
Impairment of goodwill (IAS 36)                                           31                    -                 63    
Impairment of investments in associates and                                                              
joint ventures (IAS 28)                                                   56                    -                  8    
Profit/loss on disposal of subsidiaries and                                                              
businesses (IFRS 10)                                                       -                    -                 (4)   
Impairment loss on assets of disposal groups                               -                    -                 (3)   
Derecognition of loans on deregistration                                                                 
of subsidiaries                                                          (36)                  (1)                 -    
Tax effects of remeasurements                                              2                    9                189    
Non-controlling interests share                                                                          
of remeasurements                                                          1                    -                  -    
Headline earnings                                                        911                  940              1 991    
Headline earnings per share (cents)                                                                                     
Total operations                                                                                                        
- Basic                                                (2)               456                  465                986    
- Diluted                                              (5)               444                  465                986    
                                                                                                                        
Additional information                                                                                                  
Net asset value per share (cents)                      11              6 145                5 552              5 762    
Tangible net asset value per ordinary                                                                    
share (cents)                                                          5 503                4 983              5 153    
Number of ordinary shares in issue (million)                                                                            
- total shares                                                           202                  202                202    
- net of shares repurchased                                              198                  202                202    
- weighted average for basic                                             200                  202                202    
- weighted average for diluted                                           205                  202                202    


Condensed consolidated statements of changes in equity
for the six months ended 31 December 2018
                                                                                Common            Hedge                  
                                                 Stated          Shares        control       accounting         Other    
                                                capital     repurchased        reserve          reserve       reserves* 
                                                    Rm              Rm              Rm               Rm            Rm
Opening balance as at 1 July 2017 audited        23 358               -        (19 753)             (34)         (683)   
Total comprehensive income for the year               -               -              -             (168)          (53)   
Attributable profit for the year                      -               -              -                -             -    
Other comprehensive income                            -               -              -             (168)          (53)   
Incremental interest purchased from                                                                         
non-controlling interests                             -               -              -                -            (6)   
Additional investment by                                                                                    
non-controlling interests                             -               -              -                -             -    
Net acquisitions/(disposals) of                                                                             
non-controlling interests                             -               -              -                -             -    
Hedge premiums paid on share-based equity             -               -              -                -          (152)   
Share-based equity costs charged to the                                                                     
statement of profit or loss                           -               -              -                -            52    
Dividends paid                                        -               -              -                -             -    
Transfers to other reserves                           -               -              -                -            45    
Other movements                                       -               -              -                -            (8)   
As at 31 December 2017 unaudited                 23 358               -        (19 753)            (202)         (805)   
Total comprehensive income for the year               -               -              -              400            54    
Attributable profit for the year                      -               -              -                -             -    
Other comprehensive income                            -               -              -              400            54    
Incremental interest purchased from                                                                         
non-controlling interests                             -               -              -                -           (17)   
Net acquisitions/(disposals) of                                                                             
non-controlling interests                             -               -              -                -             1    
Hedge premiums paid on share-based equity             -               -              -                -           (63)   
Share-based equity costs charged to the                                                                     
statement of profit or loss                           -               -              -                -            69    
Dividends paid                                        -               -              -                -             -    
Transfers to other reserves                           -               -              -                -            45    
Other movements                                       -               -              -                -             -    
As at 30 June 2018 audited                       23 358               -        (19 753)             198          (716)   
Total comprehensive income for the year               -               -              -               29            (8)   
Attributable profit for the year                      -               -              -                -             -    
Other comprehensive income                            -               -              -               29            (8)   
Additional shares issued                            167               -              -                -             -    
Repurchase of 1 965 459 shares at an                                                                        
average price of R84,13 per share                     -            (165)             -                -             -    
1 853 342 shares acquired at an average                                                                     
price of R105,02 from former parent                                                                         
prior to unbundling                                   -            (195)           195                -             -    
Incremental interest purchased from                                                                         
non-controlling interests                             -               -              -                -           (18)    
Hedge premiums paid on share-based equity             -               -              -                -           (23)    
Share-based equity costs charged to the                                                                     
statement of profit or loss                           -               -              -                -            67     
Issue of shares at a discount to a black                                                                    
economic empowerment partner (Ukhamba)
and modification of share appreciation rights         -               -              -                -           160     
Dividends paid                                        -               -              -                -             -     
Transfers to other reserves                           -               -              -                -             8    
Other movements                                       -               -              -                -            14     
As at 31 December 2018 unaudited                 23 525            (360)       (19 558)             227          (516)    
* Other reserves relate to the foreign currency translation reserve, share-based payment reserve and premiums paid on 
  purchase of non-controlling interests.


Condensed consolidated statements of changes in equity (continued)
for the six months ended 31 December 2018
                                                                
                                                                  Attributable                Non-            
                                                  Retained           to owners         controlling         Total 
                                                    income            of Motus           interests        equity
                                                        Rm                  Rm                  Rm            Rm
Opening balance as at 1 July 2017 audited            9 308              12 196                (274)       11 922 
Total comprehensive income for the year                946                 725                 (38)          687 
Attributable profit for the year                       946                 946                 (24)          922 
Other comprehensive income                               -                (221)                (14)         (235)
Incremental interest purchased from                                                                     
non-controlling interests                                -                  (6)                  6             - 
Additional investment by                                                                                
non-controlling interests                                -                   -                 220           220 
Net acquisitions/(disposals) of                                                                         
non-controlling interests                                -                   -                  38            38 
Hedge premiums paid on share-based equity                -                (152)                  -          (152)
Share-based equity costs charged to the                                                                 
statement of profit or loss                              -                  52                   -            52 
Dividends paid                                      (1 635)             (1 635)                  -        (1 635)
Transfers to other reserves                            (45)                  -                   -             - 
Other movements                                         43                  35                  (2)           33 
As at 31 December 2017 unaudited                     8 617              11 215                 (50)       11 165 
Total comprehensive income for the year              1 400               1 854                   3         1 857 
Attributable profit for the year                     1 400               1 400                  (9)        1 391 
Other comprehensive income                               -                 454                  12           466 
Incremental interest purchased from                                                                     
non-controlling interests                                -                 (17)                (18)          (35)
Net acquisitions/(disposals) of                                                                         
non-controlling interests                                -                   1                  71            72 
Hedge premiums paid on share-based equity                -                 (63)                  -           (63)
Share-based equity costs charged to the                                                                 
statement of profit or loss                              -                  69                   -            69 
Dividends paid                                      (1 504)             (1 504)                 (1)       (1 505)
Transfers to other reserves                            (45)                  -                   -             - 
Other movements                                         85                  85                  (1)           84 
As at 30 June 2018 audited                           8 553              11 640                   4        11 644 
Total comprehensive income for the year                871                 892                   6           898 
Attributable profit for the year                       871                 871                   8           879 
Other comprehensive income                               -                  21                  (2)           19 
Additional shares issued                                 -                 167                   -           167 
Repurchase of 1 965 459 shares at an                                                                    
average price of R84,13 per share                        -                (165)                  -          (165)
1 853 342 shares acquired at an average                                                                 
price of R105,02 from former parent                                                                     
prior to unbundling                                      -                   -                   -            -  
Incremental interest purchased from                                                                     
non-controlling interests                                -                 (18)                (10)          (28) 
Hedge premiums paid on share-based equity                -                 (23)                  -           (23) 
Share-based equity costs charged to the                                                                 
statement of profit or loss                              -                  67                   -            67  
Issue of shares at a discount to a black                                                                
economic empowerment partner (Ukhamba)
and modification of share appreciation rights            -                 160                   -           160  
Dividends paid                                        (567)               (567)                (37)         (604) 
Transfers to other reserves                             (8)                  -                   -            -  
Other movements                                          -                  14                   -            14  
As at 31 December 2018 unaudited                     8 849              12 167                 (37)       12 130  
* Other reserves relate to the foreign currency translation reserve, share-based payment reserve and premiums paid on 
  purchase of non-controlling interests.


Condensed consolidated statements of cash flows                                                                                           
for the six months ended 31 December 2018                                                                                     Audited
                                                                                    Unaudited             Unaudited            twelve    
                                                                                   six months            six months            months      
                                                                                        ended                 ended*            ended*    
                                                                                  31 December           31 December           30 June       
                                                                            %            2018                  2017              2018 
                                                            Notes       change             Rm                    Rm                Rm
CASH FLOWS FROM OPERATING ACTIVITIES                                                                                                     
Cash generated from operations before                                                                                        
movements in net working capital                                             6          2 398                 2 252             4 607    
Movements in net working capital                                                       (1 572)                  785             2 141    
Cash generated by operations before                                                                                          
interest, tax paid and capital                                                                                               
expenditure on vehicles for hire                                           (73)           826                 3 037             6 748    
Finance costs paid                                                                       (394)                 (440)             (803)    
Finance income received                                                                    31                    44                66    
Dividend income                                                                           299                   120               230    
Tax paid                                                                                 (380)                 (440)             (861)    
Cash generated by operations before                                                                                          
capital expenditure on vehicles for hire                                   (84)           382                 2 321             5 380    
Net capital expenditure - vehicles for hire                                              (613)               (1 161)           (1 079)    
- Expansion                                                                              (356)                 (417)             (293)    
- Replacement                                                                            (257)                 (744)             (786)    
                                                                                                                                         
                                                                                         (231)                1 160             4 301    
CASH FLOWS FROM INVESTING ACTIVITIES                                                                                                     
Net cash utilised on acquisitions of businesses                                          (368)                 (653)             (731)    
Net cash generated by disposals of businesses                                               9                     -                57    
Expansion of property, plant, equipment                                                                                      
and intangible assets                                                                    (205)                 (222)             (390)    
Net replacements of property, plant, equipment                                                                               
and intangible assets                                                                     (24)                  242             1 146    
Movements in investments in associates                                                     12                  (193)              (45)    
(Increase)/decrease in investments                                                        (77)                  106                18    
Repayments of other loans                                                                   -                     6                 6    
                                                                                         (653)                 (714)               61    
                                                                                                                             
CASH FLOWS FROM FINANCING ACTIVITIES                                                                                                        
Repurchase of ordinary shares                                                            (165)                     -                 -    
Dividends paid to Imperial Holdings Limited                                              (567)               (1 635)           (3 139)    
Dividends paid to non-controlling interests                                               (37)                     -               (1)    
Acquisition of non-controlling interests                                                  (28)                     -              (35)    
Capital raised from non-controlling interests                                                  -                221               220    
Repayment of other financial liabilities                                                       -                (44)              (20)    
Issue of preference shares to non-controlling interests                                        -                 41                40    
Increase in floorplan facilities                                                          244                   515                81    
(Repayments)/advances in unsecured loans with             
Imperial Holdings Limited                                                              (7 066)                  237            (1 350)    
Advances in banking facilities                                                           7 241                     -                 -    
                                                                                         (378)                 (665)           (4 204)    
Net (decrease)/increase in cash and cash equivalents                                   (1 262)                 (219)               158    
Effects of exchange rate changes on cash and              
cash equivalents                                                                           15                   (2)                86    
Cash and cash equivalents at beginning of the year                                      1 187                   943               943    
Cash and cash equivalents at end of year                        8                         (60)                  722             1 187    
* The capital expenditure on vehicles for hire, property, plant and equipment and intangibles was represented to disclose expansion 
and net replacement capital expenditure.


Segment financial position                                                                                                           
as at 31 December 2018                                                                                                               
                                                                                             Import                            Retail  
                                                                                               and                               and  
                                                             Motus                          Distribution                        Rental 
                                                       2018          2017                2018         2017                2018        2017
                                                         Rm            Rm                  Rm           Rm                  Rm          Rm
Financial position                                                                                                                        
Assets                                                                                                                                    
Goodwill and intangible assets                        1 272         1 149                 109          125                 677         645
Equity investment in associates and joint ventures      196           387                  20           23                  32          32
Property, plant and equipment                         7 034         6 731                 745          626               5 720       5 593
Investments and other financial instruments             607           995                   4            4                   -           -
Inventories                                          17 024        14 913               3 996        3 486              11 170       9 891
Vehicles for hire                                     4 067         4 489               1 706        2 102               2 302       2 378
Trade and other receivables(1)                        4 841         4 972               1 932        2 234               3 139       3 057
Operating assets                                     35 041        33 636               8 512        8 600              23 040      21 596
- South Africa                                       25 749        25 874               8 512        8 600              13 956      13 834
- International                                       9 292         7 762                   -            -               9 084       7 762
Liabilities                                                                                                                               
Deferred funds                                        2 752         2 773                   -            -                   -           -
Provisions                                              735           519                 104          101                 114          69
Trade and other payables(1)                          12 715        12 368               4 382        5 438               9 301       8 657
Other financial liabilities                              22            76                  10           57                  11          17
Operating liabilities                                16 224        15 736               4 496        5 596               9 426       8 743
- South Africa                                       10 847        11 002               4 496        5 596               4 094       4 009
- International                                       5 377         4 734                   -            -               5 332       4 734
Net working capital                                   8 415         6 998               1 442          181               4 894       4 222
- South Africa                                        6 599         5 650               1 442          181               3 141       2 874
- International                                       1 816         1 348                   -            -               1 753       1 348
Net debt                                              7 690         8 081               1 527        1 228               6 525       6 095
- South Africa                                        5 757         6 463               1 527        1 228               4 507       4 481
- International                                       1 933         1 618                   -            -               2 018       1 614
Net capital expenditure                                (842)       (1 141)               (174)        (374)               (543)       (757)
- South Africa                                         (756)       (1 039)               (174)        (374)               (459)       (655)
- International                                         (86)         (102)                  -            -                 (84)       (102)
(1) Includes amounts pertaining to derivative financial instruments.


Segment financial position (continued)
as at 31 December 2018
                                                          Motor-                                                                      
                                                          Related                                                           Head        
                                                         Financial                        Aftermarket                    office and
                                                          Services                            Parts                     eliminations
Rm                                                    2018         2017                 2018         2017            2018          2017 
Financial position                                                                                                                      
Assets                                                                                                                                  
Goodwill and intangible assets                          11           18                  450          360              25             1 
Equity investment in associates and joint ventures      53           61                   91          271               -             - 
Property, plant and equipment                          110          105                  435          424              24           (17) 
Investments and other financial instruments            567          842                    -          153              36            (4) 
Inventories                                            306          269                1 596        1 340             (44)          (73) 
Vehicles for hire                                    1 797        2 130                    -            -          (1 738)       (2 121) 
Trade and other receivables(1)                         384          355                  754          614          (1 368)       (1 288) 
Operating assets                                     3 228        3 780                3 326        3 162          (3 065)       (3 502) 
- South Africa                                       3 228        3 780                3 118        3 162          (3 065)       (3 502) 
- International                                          -            -                  208            -               -             - 
Liabilities                                                                                                                             
Deferred funds                                       2 632        2 657                    -            -             120           116 
Provisions                                             309          318                    2           31             206             - 
Trade and other payables(1)                            632          510                1 170        1 014          (2 770)       (3 251) 
Other financial liabilities                              -            -                    -            2               1             - 
Operating liabilities                                3 573        3 485                1 172        1 047          (2 443)       (3 135) 
- South Africa                                       3 573        3 485                1 127        1 047          (2 443)       (3 135) 
- International                                          -            -                   45            -               -             - 
Net working capital                                   (251)        (204)               1 178          909           1 152         1 890 
- South Africa                                        (251)        (204)               1 115          909           1 152         1 890 
- International                                          -            -                   63            -               -             - 
Net debt                                            (1 490)        (733)               1 079          889              49           602 
- South Africa                                      (1 490)        (733)               1 169          889              44           598 
- International                                          -            -                  (90)           -               5             4 
Net capital expenditure                               (152)        (301)                 (34)          (4)             61           295 
- South Africa                                        (152)        (301)                 (32)          (4)             61           295 
- International                                          -            -                   (2)           -               -             - 
(1) Includes amounts pertaining to derivative financial instruments.


Segment profit or loss                                                                                                                 
for the six months ended 31 December 2018                                                                                              
                                                                                     Import                             Retail
                                                                                       and                                and       
                                                       Motus                        Distribution                         Rental     
                                                 2018          2017               2018          2017                2018          2017 
                                                   Rm            Rm                 Rm            Rm                  Rm            Rm
PROFIT or LOSS                                                                                                                         
Revenue(1)                                     39 379        39 358             10 104        10 043              32 226        32 359 
- South Africa                                 26 831        27 815             10 104        10 043              19 899        20 816 
- International                                12 548        11 543                  -             -              12 327        11 543 
Operating profit                                1 838         1 721                388           303                 816           814 
- South Africa                                  1 692         1 564                388           303                 708           659 
- International                                   146           157                  -             -                 108           155 
Depreciation, amortisation, impairments 
and recoupments                                  (623)         (695)              (171)         (307)               (399)         (366)
- South Africa                                   (572)         (648)              (171)         (307)               (349)         (319)
- International                                   (51)          (47)                 -             -                (50)           (47)
Interest expense                                 (363)         (396)               (81)         (171)               (289)         (261)
- South Africa                                   (292)         (346)               (81)         (171)               (221)         (211)
- International                                   (71)          (50)                 -             -                 (68)          (50)
Profit before tax and exceptional items         1 293         1 289                281            78                 532           562 
- South Africa                                  1 224         1 190                281            78                 498           463 
- International                                    69            99                  -             -                  34            99 
Exceptional items                                 (51)          (19)               (20)           (4)                 26             5 
- South Africa                                    (51)          (19)               (20)           (4)                 26             5 
- International                                     -             -                  -             -                   -             - 
Profit before tax                               1 242         1 270                261            74                 558           567 
- South Africa                                  1 173         1 171                261            74                 524           468 
- International                                    69            99                  -             -                  34            99 
Additional segment information                                                                                                         
Analysis of revenue by type                                                                                                            
Sale of goods                                  34 747        35 062              3 781         3 959              27 968        28 403 
Rendering of services                           4 632         4 296                109           115               3 813         3 590 
                                               39 379        39 358              3 890         4 074              31 781        31 993 
Inter-group revenue                                 -             -              6 214         5 969                 445           366 
                                               39 379        39 358             10 104        10 043              32 226        32 359 
Analysis of depreciation, amortisation, 
impairments and recoupments                      (623)         (695)              (171)         (307)               (399)         (366)
Depreciation and amortisation                    (629)         (703)              (177)         (297)               (417)         (380)
Recoupments and impairments                        15            14                  6           (10)                 21            18 
Amortisation and impairment of intangible 
assets arising on business combinations            (9)           (6)                 -             -                  (3)           (4)
Associate income included in pre-tax profits        8            13                  3             2                  (5)            2 
Operating margin %(1)                             4,7           4,4                3,8           3,0                 2,5           2,5 
(1) Prior year has been restated. This reduced total revenue and revenue related to Aftermarket Parts, with a corresponding reduction in 
    operating expenses, the operating profit remains the same with an increase in operating profit margins.
Please refer to note 3.


Segment profit or loss (continued)
for the six months ended 31 December 2018
                                                    Motor-Related                                                     Head office
                                                      Financial                        Aftermarket                        and
                                                       Services                           Parts                        eliminations
                                                   2018          2017               2018          2017                2018          2017 
                                                     Rm            Rm                 Rm            Rm                  Rm            Rm
PROFIT or LOSS                                                                                                                           
Revenue(1)                                        1 138         1 088              3 259         3 028              (7 348)       (7 160)
- South Africa                                    1 138         1 088              3 038         3 028              (7 348)       (7 160)
- International                                       -             -                221             -                   -             - 
Operating profit                                    482           470                246           205                 (94)          (71)
- South Africa                                      482           470                208           205                 (94)          (73)
- International                                       -             -                 38             -                   -             2 
Depreciation, amortisation, impairments 
and recoupments                                     (80)          (86)               (26)          (16)                 53            80 
- South Africa                                      (80)          (86)               (25)          (16)                 53            80 
- International                                       -             -                 (1)            -                   -             - 
Interest expense                                    (28)          (20)               (54)          (31)                 89            87 
- South Africa                                      (28)          (20)               (51)          (31)                 89            87 
- International                                       -             -                 (3)            -                   -             - 
Profit before tax and exceptional items             455           450                191           179                (166)           20 
- South Africa                                      455           450                156           179                (166)           20 
- International                                       -             -                 35             -                   -             - 
Exceptional items                                     -             -                (57)          (20)                  -             - 
- South Africa                                        -             -                (57)          (20)                  -             - 
- International                                       -             -                  -             -                   -             - 
Profit before tax                                   455           450                134           159                (166)           20 
- South Africa                                      455           450                 99           159                (166)           20 
- International                                       -             -                 35             -                   -             - 
Additional segment information                                                                                                           
Analysis of revenue by type                                                                                                              
Sale of goods                                         -             -              3 258         2 964                (260)         (264)
Rendering of services                               715           545                  1             1                  (6)           45 
                                                    715           545              3 259         2 965                (266)         (219)
Inter-group revenue                                 423           543                  -            63              (7 082)       (6 941)
                                                  1 138         1 088              3 259         3 028              (7 348)       (7 160)
Analysis of depreciation, amortisation, 
impairments and recoupments                         (80)          (86)               (26)          (16)                 53            80 
Depreciation and amortisation                       (81)          (86)               (21)          (20)                 67            80 
Recoupments and impairments                           1             -                  1             6                 (14)            - 
Amortisation and impairment of intangible assets                                                                 
arising on business combinations                      -             -                 (6)           (2)                  -             - 
Associate income included in pre-tax profits          2             1                  8             8                   -             - 
Operating margin %(1)                              42,4          43,2                7,5           6,8                                   
(1) Prior year has been restated. This reduced total revenue and revenue related to Aftermarket Parts, with a corresponding reduction in 
    operating expenses, the operating profit remains the same with an increase in operating profit margins.
Please refer to note 3.


Notes to the condensed consolidated financial statements
1. Basis of preparation
   The unaudited consolidated financial statements have been prepared in accordance with and contain the information required by the 
   International Financial Reporting Standards (IFRS) and its interpretations adopted by the International Accounting Standards Board (IASB) 
   in issue and effective for the group at 31 December 2018 and 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 results are presented in 
   accordance with IAS 34 - Interim Financial Reporting and comply with the Listings Requirements of the Johannesburg Stock Exchange Limited 
   and the Companies Act of South Africa, 2008. These unaudited condensed consolidated financial statements do not include all the information 
   required for full annual financial statements and should be read in conjunction with the consolidated annual financial statements as at and 
   for the year ended 30 June 2018.
   
   These unaudited condensed consolidated financial statements have been prepared under the supervision of Mr OJ Janse Van Rensburg, CA(SA) 
   and were approved by the board of directors on 25 February 2019.
   
2. Accounting policies
   The accounting policies adopted and methods of computation used in the preparation of the unaudited condensed consolidated financial 
   statements are in accordance with IFRS and are consistent with those of the annual financial statements for the year ended 30 June 2018, 
   with the exception of new policies as required by new and revised International Financial Reporting Standards issued and in effect.
   
3. Adoption of standards issued and effective and restatement of prior periods
   International Financial Reporting Standards that have become applicable to Motus for the 2019 financial year include IFRS 9 - Financial 
   Instruments and IFRS 15 - Revenue from Contracts with Customers (both standards are effective for Motus from 1 July 2018).
   IFRS 9 - Financial Instruments
   The standard requires that impairment provisions for receivables are to be calculated on an expected loss basis rather than incurred loss 
   basis. This is mainly effective in our Motus Financial Services segment, where the banks are now required to accelerate their provision for 
   bad debts on non-arrear portfolios resulting in lower impairments when the loans become irrecoverable. This has a minor impact on the 
   results of the profit share arrangements that Motus has with the banks. The change from the incurred loss to the expected loss model will 
   also apply to other receivables within the group and due to the credit policy in place for sales to external customers the impact is minor.
   The standard has also resulted in a more simplified approach to hedge accounting which affects the Motus Import and Distribution segment.
   The application of IFRS 9 had no material impact on amounts reported in respect of the group's financial assets and financial liabilities. 
   However, there is a requirement for increased disclosure.
   IFRS 15 - Revenue from Contracts with Customers
   A detailed review of the potential impact of IFRS 15 has been finalised. All material contracts have been assessed for any impact in terms 
   of the five-step approach. The only change that this review resulted in, was a change to the application of the principal and agency decision 
   processes in the recognition of revenue. As a retailer, the nature of the sales process is that transactions are completed in a short space 
   of time and so the impact of the new accounting standard would be expected to be minor.
   Under the previous accounting standard (IAS 18 - Revenue Recognition) one of the indicators relating to the principal and agency decision 
   processes was who took on the credit risk. In terms of the agreements with certain of the suppliers in the Aftermarket Parts division, one of 
   the entities agreed to carry the credit risk and reimburse the suppliers in the event of default. As this was seen as an unusual practise in 
   the industry, it was agreed in that entity to treat the accounting as a principle arrangement and recognise the revenue accordingly.
   Under the new accounting standard, IFRS 15, credit risk is no longer an indicator, requiring that the transactions are now accounted for on 
   the basis of an agency relationship.


   The restatement had no impact on profits, cash flows and the financial position, it only affected revenue and net operating expenses as 
   detailed below. Due to there being no impact on the statement of financial position, an additional statement of financial position was 
   not disclosed.
   Rm                                                                       2018 HY1      2018 FY    
   Statement of profit or loss
   Revenue decrease                                                             (326)        (658)      
   Net operating expenses                                                        326          658        
   Profit from operations before depreciation and recoupments (no impact)          -            -          


4. New and revised International Financial Reporting Standards in issue but not yet effective
   International Financial Reporting Standards that will become applicable to the group in future reporting periods is IFRS 16 - Leases 
   (effective for Motus from 1 July 2019). Details of these standards were outlined in the 30 June 2018 annual financial statements. An update 
   of the group's assessment of the potential impacts of the new standards on the group's financial statements is as follows:
   Based on an assessment of operating leases that would be raised as assets and liabilities relating to 30 June 2018, adopting IFRS 16 would 
   have the following indicative impact, with the Retail and Rental segment being the main contributor.
   As at 30 June 2018 the right of use asset for the leases would amount to R1 828 million. This balance is the take-on balance at inception 
   of the leases being the present value of the minimum lease payments less the amortisation to 30 June 2018. The related lease liability would 
   amount to R2 074 million being the present value of the minimum lease payments plus the related interest less the rental payments to 
   30 June 2018. The difference between the asset and the liability would be adjusted to retained income.      
   In total, operating expenses would decrease due to a reduced rental expense partially offset by an increased amortisation on the right of 
   use asset. Interest would be increased by the interest on the lease liability. The impact on net profit before tax would be minor.

5. Exchange Rates
                                       Closing rates                                 Average rates
                          December         June       December         December             June       December     
                               2018         2018           2017             2018             2018           2017    
   US Dollar                  14,39        13,71          12,31            14,17            12,86          13,43    
   British Pound              18,42        18,10          16,64            18,34            17,31          17,69    
   Australian Dollar          10,14        10,13           9,62            10,27             9,97          10,45    
   Euro                       16,46        16,01          14,77            16,32            15,34          15,79    

6. Other non-operating items
                                                                       Unaudited        Unaudited        Audited    
   Rm                                                                31 December      31 December        30 June    
                                                                            2018             2017           2018    
   Derecognition of loans on deregistration of subsidiaries                  (36)              (1)             -    
   (Gain) on derecognition of financial instruments                            -                -             (5)    
   Impairment of goodwill                                                     31                -             63    
   Impairment of non-current receivable                                        -               20            173    
   Impairment of associates and joint ventures                                56                -              8    
   Other non-operating items                                                   -                -             (2)    
   Total exceptional items                                                    51               19            237    
   Business acquisition costs                                                  4                7              7    
                                                                              55               26            244    

                                                                       Unaudited        Unaudited        Audited    
   Rm                                                                31 December      31 December        30 June    
                                                                            2018             2017           2018       
7. Goodwill                                                                                                         
   Carrying value at beginning of period                                     953              539            539    
   Net acquisition of subsidiaries and businesses                             86              400            447    
   Impairments                                                               (31)               -            (63)    
   Currency adjustments                                                        9              (46)            30    
   Carrying value at end of period                                         1 017              893            953    

                                                                       Unaudited        Unaudited        Audited    
   Rm                                                                31 December      31 December        30 June    
                                                                            2018             2017           2018    
8. Cash resources                                                                                                   
   Cash resources                                                            788              952          1 737    
   Bank overdrafts                                                         (848)            (230)          (550)    
                                                                            (60)              722          1 187    

9. Fair value of financial instruments
9.1 Fair value hierarchy
    The group's financial instruments carried at fair value are classified in three categories defined as follows:
    Level 1 financial instruments are those that are valued using unadjusted quoted prices in active markets for identical financial 
    instruments.
    Level 2 financial instruments are those valued using techniques based primarily on observable market data. Instruments in this 
    category are valued using quoted prices for similar instruments or identical instruments in markets which are not considered to 
    be active; or valuation techniques where all the inputs that have a significant effect on the valuation are directly or 
    indirectly based on observable market data.     

    Level 3 financial instruments are those valued using techniques that incorporate information other than observable market data. 
    Instruments in this category have been valued using a valuation technique where at least one input, which could have a significant 
    effect on the instrument's valuation, is not based on observable market data.

9.2 Fair values of financial assets and liabilities
    The fair values of the remainder of the group's financial assets and financial liabilities approximate their carrying values.

The following table presents the valuation categories used in determining the fair values of financial instruments carried at fair 
value.

   31 December 2018                                                  Total      Level 1      Level 2      Level 3    
   Rm                                                                                                                
   Financial assets carried at fair value                                                                            
   Listed investments (included in investments)                         40           40            -            -    
   Unlisted investments (included in investments)                      552            -            -          552    
   Foreign exchange contracts and other derivative instruments         121            -          121            -    
   Financial liabilities carried at fair value                                                                       
   Foreign exchange contracts and other derivative instruments          34            -           34            -    
   
There were no transfers between the fair value hierarchies during the period.

Movements in level 3 financial instruments measured at fair value

The following table shows a reconciliation of the opening and closing balances of level 3 financial instruments carried at fair value.
                                                                                                                     
   Financial assets                                                                                         Total    
   Rm                                                                                                                
   Carrying value at beginning of period                                                                      637    
   Fair valued through profit or loss                                                                         104    
   Cash receipts                                                                                             (266)   
   Additional investments                                                                                      77    
   Carrying value at end of period                                                                            552    

   Level 2 valuations techniques
   The valuation technique utilised to measure the fair value of foreign exchange contracts is based on the discounted future gains or 
   losses on the underlying instruments. The future gain or losses are determined by taking the rate implicit in the underlying instrument 
   in comparison to a forward rate which is calculated on the current spot rate plus forward points to the date of maturity of said 
   instrument.
   
   Level 3 sensitivity information
   The fair values of the level 3 financial instruments of which consists of the fair value of the preference shares and the accrued 
   dividend income were estimated by applying a cash flow projection technique. Cash flow projections are based on expected dividends 
   receivable. These cash flow projections cover a five-year forecast period, which are then extrapolated into perpetuity using a discount 
   rate of 17%. The fair value measurement is based on significant inputs that are not observable in the market. Key assumptions used in the 
   valuations includes the assumed probability of achieving targets and the discount rates applied. The assumed profitabilities were based 
   on historical performances but adjusted for expected growth. The following table shows how the fair value of the level 3 financial assets 
   as at 31 December 2018 would change if the significant assumptions were to be replaced by a reasonable possible alternative.      

                                                                                                               Increase in      Decrease in 
                                                                                                   Carrying       carrying         carrying 
                                                                                                      value          value            value 
   Financial instruments            Valuation technique     Key assumption                               Rm             Rm               Rm 
   Unlisted investments (asset)     Income approach         Present value of expected cash flows        552             10              (10)


10.Contingencies and commitments
                                31 December      31 December      30 June    
   Rm                                  2018             2017         2018    
   Capital commitments#                 233               69          343    
   Contingent liabilities*            3 330            3 049        3 700    
   # The capital commitments relate to the construction of buildings to be utilised by Motus.
   * The contingent liabilities include letters of credit and guarantees issued by banks with the corresponding guarantee by the group to the bank.


11.Acquisitions and disposals during the period
   Acquisitions
   Please refer to acquisitions for the period.
   Disposals
   There were no material disposals noted during the period.
   
   
12.Events after the reporting period
   Shareholders are to be advised that an ordinary dividend has been declared by the board of Motus Holdings Limited on 25 February 2019. For 
   further details, please refer to the dividend declaration.      

   Business combinations during the period                                                                                               
   Businesses acquired                     Nature of business                      Operating segment      Date acquired         Rm     
   Pentagon Ford                           Based in the United Kingdom,            Retail and Rental      December 2018        266    
                                           this relates to three dealerships                                                          
                                           that primarily retail Ford                                                                 
                                           motor vehicles.                                                                            
   Individually immaterial acquisitions                                                                                        102    
                                                                                                                               368    

   FAIR VALUE OF ASSETS ACQUIRED AND LIABILITIES ASSUMED AT DATE OF ACQUISITION*
   Rm                                                                     Individually            
                                                           Pentagon         immaterial       Total    
                                                               Ford       acquisitions       Motus    
   Assets                                                                                             
   Property, plant and equipment                                103                  5         108    
   Investments and other financial instruments                    -                 35          35    
   Inventories                                                  127                 68         195    
   Trade and other receivables                                    1                  -           1    
   Deferred tax assets                                            -                 13          13    
   Income tax assets                                              -                 68          68    
                                                                231                189         420    
   Liabilities                                                                                        
   Interest-bearing borrowings                                   15                 32          47    
   Other financial liabilities                                    -                  2           2    
   Trade and other payables and provisions                        -                 89          89    
                                                                 15                123         138    
   Net assets acquired                                          216                 66         282    
   Purchase consideration transferred (cash paid)               266                102         368    
   Excess of purchase price over net assets acquired             50                 36          86    
   * The initial accounting for the business combinations is incomplete and based on provisional figures.


   Process involved with obtaining control
   The acquisitions related to the purchase of the underlying assets and liabilities of businesses. The underlying businesses were included 
   into Motus as operating divisions.
   
   Reasons for the acquisitions
   The acquisitions are in line with the group's objective of increasing market penetration globally, through achieving economies of scale 
   via selective acquisitions in local and international markets that complement the group's existing networks.
   
   Acquisition costs
   Acquisition costs for business acquisitions concluded during the year amounted to R4 million and have been recognised as an expense in 
   profit or loss in the "other non-operating items" line.
   
   Impact of the acquisition on the results of the group
   From the dates of acquisition, the businesses acquired during the period contributed revenue of R151 million and after tax loss of 
   R4 million. Had all the acquisitions been consolidated from 1 July 2018, they would have contributed revenue of R1 099 million and an 
   after tax loss of R11 million (including the after tax impact of funding costs). The group's total revenue would have been R40 327 million 
   and an after tax profit of R872 million (also including the after tax impact of funding costs).    
   
   Other details
   Trade and other receivables had gross contractual amounts of R1 million. None of the goodwill is deductible for tax purposes.


Glossary of terms
   Net asset value per share                      Equity attributable to owners of Motus divided by total ordinary shares in issue net of 
                                                  shares repurchased.
   Tangible net asset value per ordinary share    Equity attributable to owners of Motus less goodwill and other intangible assets divided 
                                                  by total ordinary shares in issue net of shares repurchased.
   Net debt                                       Is the aggregate of interest-bearing borrowings less cash resources.
   Net capital expenditure                        Includes expansion and net replacement expenditure of property, plant and equipment, 
                                                  intangible assets and vehicles for hire.
   Net working capital                            Is inventories plus trade and other receivables (including derivative assets) less trade 
                                                  and other payables (including derivative liabilities) and total provisions.
   Operating assets                               Total assets less loans receivable, cash and cash equivalents, tax assets and assets 
                                                  classified as held for sale.
   Operating liabilities                          Total liabilities less interest-bearing borrowings, tax liabilities and liabilities 
                                                  classified as held for sale.
   Operating profit margin (%)                    Operating profit divided by revenue.
   Exceptional items                              Impairment of goodwill and profit or loss on sale of investment in subsidiaries, 
                                                  associates and joint ventures and other businesses.
   Return on equity (%)                           The return is calculated as the headline earnings divided by the average shareholders' 
                                                  equity attributable to owners of Motus Holdings.
   Return on invested capital (%)                 This is the return divided by invested capital.
                                                  The return is calculated by reducing the operating profit by a blended tax rate, which is 
                                                  an average of the actual tax rates applicable in the various jurisdictions in which Motus 
                                                  operates, increased by the share of result of associates and joint ventures.
                                                  Invested capital is a 12-month average of total equity plus interest-bearing borrowings 
                                                  less cash resources.
   Weighted average cost of capital (WACC) (%)    Is calculated by multiplying the cost of each capital component by its proportional weight, 
                                                  therefore: WACC = (after tax cost of debt % multiplied by average debt weighting) plus 
                                                  (cost of equity multiplied by average equity weighting). The cost of equity is blended 
                                                  recognising the cost of equity in the different jurisdictions in which Motus operates.
   Free cash flow                                 Is calculated by adjusting the cash flow from operating activities to exclude the expansion 
                                                  capital expenditure on vehicles for hire and deducting replacement capital expenditure on 
                                                  other assets.


Johannesburg
26 February 2019

Directors
GW Dempster (Chairman)*
OS Arbee (CEO)
OJ Janse van Rensburg (CFO)
MJN Njeke*
P Langeni*
S Mayet*
A Tugendaft
K Moloko*
*Independent non executive

Company Secretary
RA Venter

Group investor relations manager
Nicole Varty

Business address and registered office
1 Van Buuren Road
Corner Geldenhuis and Van Dort Streets
Bedfordview, 2007
(PO Box 1719, Edenvale, 1610)

Transfer secretaries
Computershare Investor Services Proprietary Limited
1st Floor Rosebank Towers
15 Biermann Avenue
Rosebank
Johannesburg, 2196

Auditors
Deloitte and Touche
20 Woodlands Drive
The Woodlands
Woodmead
2025

Sponsor
The Standard Bank of South Africa Limited
30 Baker Street
Rosebank
Johannesburg, 2196

1 Van Buuren Road
cnr Van Dort and Geldenhuis Streets 
Bedfordview 
2008 
South Africa

Tel: +27 (0)10 493 4335

www.motuscorp.co.za
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