Directors' report

Nature of business

Barloworld Limited (Barloworld or company) is a registered holding company for a group that is a distributor of leading international brands providing integrated rental, fleet management, product support and logistics solutions. Barloworld comprises businesses that fit the strategic profile above, meet strict performance criteria and demonstrate good growth potential.

Barloworld maintains a primary listing on the main board of the JSE Limited. The company also has secondary listings on the London and Namibia stock exchanges.

The core divisions of the group comprise:

  • Equipment (earthmoving and power systems)
  • Automotive (car rental, motor retail, fleet services, used vehicles and disposal solutions)
  • Logistics (logistics management and supply chain optimisation), and
  • Corporate Office (group headquarters and treasury in Johannesburg, the treasury in Maidenhead (United Kingdom) and the captive insurance company).
Financial results

The following commentary reflects results from continuing operations.

Revenue for the year of R63.4 billion and operating profit of R4.4 billion were up against last year on the back of record results in Equipment Russia and the turnaround of our Logistics business. Profit after tax (before associates) of R2.0 billion was ahead of the prior year, and the strong performance of our joint venture in the Katanga region of the DRC contributed to growth in profit to 2.3 billion (2017: 2.0 billion). Headline earnings per share (HEPS) of 1 151 cents is an increase of 176 cents (18%) over the prior year.

The group generated a strong cash inflow before financing activities of R2.6 billion mainly driven by proceeds on the sale of Equipment Iberia of R2.5 billion. Net debt of R3.3 billion was R2.5 billion down on September 2017 net debt of R5.8 billion.

The consolidated and company financial statements are available on the company’s website, www.barloworld.com.

Share capital

The authorised share capital as at 30 September 2018:

  • 400 000 000 ordinary par value shares of R0.05 each
  • 500 000 6% cumulative preference shares of R2 each.

The issued share capital as at 30 September 2018:

  • 212 692 583 ordinary par value shares of R0.05 each
  • 375 000 6% cumulative preference shares of R2 each.
Major shareholders

Shareholders holding beneficially, directly or indirectly, in excess of 3% of the issued share capital of the company at 30 September 2018 is detailed in the Consolidated seven-year summary of the integrated report.

Dividends

Details of the dividends and distributions declared and paid are shown below:

Final dividend number 180 of 317 cents (gross) per ordinary share

Dividend declared
Monday, 19 November 2018
Last day to trade cum dividend
Tuesday, 8 January 2019
Shares trade ex-dividend
Wednesday, 9 January 2019
Record date
Friday, 11 January 2019
Payment date
Monday, 14 January 2019

The directors concluded that the company would be both solvent and liquid subsequent to such dividend declarations.

Changes in directorate and executive management

At the AGM scheduled for 14 February 2018, Ms Sibongile Mkhabela and Mr Isaac Shongwe will retire as directors of the board and Mr Donald Wilson will retire as a member of the board and finance director. In line with a structured board nomination process for appointment of non-executive directors of Barloworld Limited Ms Neo Mokhesi and Mr Hugh Molotsi were appointed independent non-executive directors effective 1 February 2019.

Ms Olufunke Ighodaro was appointed as an executive director of the board and CFO designate of the company effective 1 October 2018. She will succeed Mr Wilson as finance director of Barloworld at the AGM in February 2019.

Company secretary and registered office

Following the resignation of Lerato Manaka as the company secretary, Ms Andiswa Ndoni was appointed company secretary effective 1 September 2018 and her business address and that of the registered office appear on the inside back cover.

Auditors

Deloitte & Touche continued in office as auditors for the company and its significant subsidiaries. Barloworld continues to engage emerging and black-owned professional service providers to drive diversity in its supply chain and provide them with access to the broader market.

SizweNtsalubaGobodo-Grant Thornton performed the 2018 external audit for the Logistics division.

At the forthcoming AGM, shareholders will be requested to reappoint Deloitte & Touche as the registered independent external auditors of Barloworld Limited for the 2019 financial year and to confirm Mr B Nyembe, as the lead independent external auditor.

Acquisitions and disposals

Acquisitions in the year were limited to the buyout of the minorities in the SMD Motor Trading business. As previously communicated, our Equipment Iberia business was sold in June 2018. This sale generated a profit on disposal of R1.6 billion including R1.5 billion relating to the recycling of foreign currency translation reserves to retained income. Consistent with the prior year, Logistics Middle East has been presented as assets and liabilities held for sale, In the current year, the decision was taken to dispose of our interests in KLL and SmartMatta within our Logistics business and these operations have also been classified as held for sale. The businesses of the group disclosed as held for sale are not so significant to be presented as discontinued operations.

Going concern

The directors consider that the group and company have adequate resources to continue operating for the foreseeable future and that it is therefore appropriate to adopt the going concern basis in preparing the consolidated and separate financial statements. The directors have satisfied themselves that the group and company are in a sound financial position and that they have access to sufficient borrowing facilities to meet foreseeable cash requirements.

Events after the reporting period

On 15 November 2018 the board approved a proposed B-BBEE transaction to be known as Khula Sizwe. This proposed transaction seeks to have participation from our employees, management and the general public in South Africa. The proposed transaction is subject to the approval by shareholders and will be voted on at the annual general meeting scheduled for February 2019.

To the knowledge of the directors no other material events have occurred between the statement of financial position date and the date of approval of these financial statements that would affect the ability of the users of the financial statements to make proper evaluations and decisions.