INVESTORS

UNAUDITED INTERIM FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2020

FINANCIAL HIGHLIGHTS:
The Group’s operations in Africa and the United Kingdom once again produced solid results over
the first six months of the financial year amidst a challenging environment. Despite further losses incurred within the infrastructure business in Australia, both the Australian building operations and the wider Group returned to profitability.

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FINANCIAL PERFORMANCE:
The Group results were severely affected this year by the impact of two material loss-making projects
in Australia and the COVID-19 global pandemic.
– Revenue for the year increased by 6% to R43 billion (2019: R41 billion)
– Earnings per share decreased by 200% to a loss per share of 937 cents (2019: earnings of 939 cents per share)
– Headline earnings per share decreased by 199% to a headline loss per share of 923 cents (2019: earnings of 932 cents per share)
– The net asset value amounts to R5,9 billion (2019: R6,1 billion)
– Cash and cash equivalents increased by 28% to R7,6 billion (2019: R6 billion)
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Shareholders are referred to the JSE general announcement published on SENS on 8 July 2020 advising the market that the
outbreak of the COVID-19 pandemic and subsequent national lockdown in South Africa has caused significant financial reporting
challenges for issuers.

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The group delivered mixed results over the period where a solid performance from the African operations (including South Africa) and a strong first half from the United Kingdom (UK) operations were tainted by further losses provided for within the Australian operations.

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The group produced mixed results this year where solid performances from both the African
operations (including South Africa) and United Kingdom (UK) operations were overshadowed by the recognition of a significant provision in respect of anticipated losses on the Western Roads Upgrade (WRU) project in Australia.
– Revenue for the year increased by 16% to R41 billion (2018: R35 billion)
– Earnings per share decreased by 39% to 939 cents per share (2018: 1 534 cents per share)
– Headline earnings per share decreased by 34% to 932 cents per share (2018: 1 415 cents per share)
– Final dividend declared of 190 cents per share resulting in a total dividend for the year of 190 cents per share (2018: 475 cents per share)
– The net asset value amounts to R6.1 billion (2018: R6 billion)

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The group delivered disappointing results over the first six months of the financial year principally due to the recognition of a provision in respect of anticipated future losses on the Western Roads Upgrade (WRU) project (previously referred to as OSAR) in Australia.

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“Group revenue increased from R15,4 billion to R18,1 billion at 31 December 2017. Overall revenue growth of 17% consisted of strong growth of 29% in Australia following the award of a number of large-scale projects in FY17; 64% growth from the rest of Africa due to increased activity in Botswana and progress on mining infrastructure projects in Ghana, Guinea and Burkina Faso; and a 6% decline in revenue from South Africa, partly due to Edwin Construction now being recognised as an associate and exacerbated by subsiding building markets which were only partially offset by good growth from the local Roads and earthworks division. Activity in the local construction materials market and particularly the supply of long-steel products remains challenging and revenue from Reinforced Mesh Solutions (RMS), before the elimination of inter-company sales, decreased from R433 million to R397 million over the first six months of the year.”

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Revenue from continuing operations amounting to R15,4 billion was in line with the revenue achieved in the comparative period. Revenue growth from the group’s Building division offset lower revenue derived from the Civil engineering and Roads and earthworks divisions. The growth in revenue from the local Building divisions together with a heavier weighting of local work within the Roads and earthworks division resulted in an increase of 16% in revenue derived from South Africa. The lack of mining activity in the rest of Africa continues to impact revenue streams from the region which decreased by 42% over the comparative period. Australian revenue in rands
remained largely flat.

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Revenue from continuing operations increased by 7% from R14,4b to R15,4b largely due to growth of 19% from Australia. Revenue from the African operations declined by 5%. Significantly lower activity experienced within civil engineering markets continues to affect the group across all its geographies. The impact is most evident in the 17% decline in revenue from the Roads and earthworks division. The current high volumes of local building work assisted in lessening this effect on the Building and civil engineering division which achieved growth of 2%. Similarly, strong growth of 38% in building revenue in Australia offset declining civil engineering related revenue which was impacted by both market conditions and the restructuring of the civil division in the prior year. Revenue from construction materials, which now consists only of the steel reinforcing business within Capital Africa Steel (Pty) Ltd (CAS), increased by 2%.

Operating profit before non-trading items at 31 December 2015 increased by 29% to R495m from R384m in the prior period. This is largely attributable to an improved performance from Australia following the losses recognised on three civil engineering contracts in FY15. The margin of 3,2% achieved continues to be impacted by the heavier weighting of lower margin building and road work within the group’s overall project portfolio. The devaluation of the Rand in December 2015 resulted in unrealized currency gains improving overall profitability by R30m, a large portion of which was attributable to Australia. The Australian margin was negatively affected by the cost of the WBHO Infrastructure strategy implementation. The margin within the Building and civil engineering division has improved from 4,4% achieved in the comparative period but remains consistent with the 4,8% achieved at 30 June 2015 and reflects the strength in the building market. Margins within the Roads and earthworks division remain under pressure having declined further to 6,3% in the current six month period when compared to the 7,2% margin achieved in the previous financial period. A sustained lack of mining activity and increased competition in other lower margin sectors remain key factors behind the decline in margin.

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Wilson Bayly Holmes-Ovcon Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1982/011014/06)
Share code: WBO
ISIN: ZAE000009932

Acquisition of securities by clients of Allan Gray Proprietary Limited (“Allan Gray”)

In accordance with section 122(3)(b) of the Companies Act, 71 of 2008 (“the Act”), and section 3.83(b) of the JSE Listing Requirements, shareholders are advised that Wilson Bayly Holmes-Ovcon Limited has received formal notification that clients of Allan Gray, have, in aggregate, acquired an interest in the ordinary shares of the Company, such that the total interest in the ordinary shares of the Company held by Allan Gray’s clients now amounts to 10.4119% of the total issued ordinary shares of the Company.

Wilson Bayly Holmes-Ovcon Limited hereby confirms that it has received the required notice from Allan Gray in terms of Section 122(1) of the Act. As required in terms of section 122(3) (a) of the Act, Wilson Bayly Holmes- Ovcon Limited has filed the required notice with the Takeover Regulation Panel.

Sponsor: Investec Bank Limited

Johannesburg
18 March 2015

Revenue increased by 11% from R12b to R13,4b for the six months to December 2013, approximately 6% of which related to the full consolidation of Capital Africa Steel in the period.

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