Remgro Ltd Ord

Good morning everybody. Thank you for joining us this morning and welcome to our final results presentation for the year ended 30 June 2026. Today's presentation follows a structure set out on the screen. I will start with a performance overview, focusing on the key financial and operational features of the year, as well as the strategic progress made in simplifying and strengthening the portfolio. Carel Vosloo will then take you through the delivery against some of our other strategic priorities, and Neville Williams will follow with the summarized results for the year. We will then spend some time on the major NBST company updates, Juergens Meiberg, the CFO, will cover MediClinic and the meaningful progress made on the restructure. Ronnie van der Merwe, the CA of Mediclinic is not with us today and will be retiring in mid-2027 post the conclusion of the operational separation of Mediclinic. We as Remgra are very grateful to Ronnie for his contribution over the years. It is also my privilege to announce that somebody of Jurgen's caliber will take responsibility for Remgra's healthcare exposure post the implementation of that restructuring in 2027. He will assume the role of CA of Remgrove Healthcare Holdings. Then, the CA of Heineken Beverage, Jordy Barrow Bort and CFO Radwan Sokorski will cover Heineken Beverages with some very pleasing momentum building in that portfolio. After that, the CA of RCL, Paul Kruschenk, will speak to the RCL food results. And finally, Ditlof Maria will unpack CIVH and the opportunities created by the completion of the massive transactions with Vodacom and Herotel. I will then close with a few comments on the outlook and our areas of focus going forward before we open the floor for questions. This morning I am very pleased to present a very good set of results for the year ended 30 June 2026. This is the second consecutive year where the benefits of deliberate effort started to come through more clearly in the numbers as you can see. Headline earnings growth was strong. Cash generation improved meaningfully, and most importantly, that translated into a significantly higher dividend for our shareholders, and in addition, created the capacity for a special dividend of R5.50 per share. We are delighted to be able to return this kind of value to shareholders. This brings the total cash payout for shareholders for the year to R11.45 per share. These are the outcomes we have been focused on delivering. The main contributors to performance in the period were Mediclinic, Rainbow, CIVH, Altsurance and Heineken beverages. These are businesses where we have spent considerable time with management over the past few years and where we have supported or undertaken key portfolio actions to unlock value. It is very encouraging to see the impact coming through in the numbers. The increase in INAV is close to 5%, but adjusted for distributions mainly from dividends during the year, that increases to almost 9%. Overall, these results reflect the quality and the resilience of our portfolio, the considerable work undertaken by our investee company management teams, Lwanda Zingitwa Lwanda Zingitwa Lwanda Zingitwa Lwanda Zingitwa Lwanda Zingitwa I am very pleased to see how the stronger operational performance across the portfolio is now increasingly converting into earnings, cash flow and shareholder returns. This is exactly what we set out to achieve. Over the years we have reported back in a consistent manner on how we believe we have delivered against the strategic priorities that we have articulated, which I remind you on this slide again. The past year was characterized by undlowing global uncertainty, fluid capital markets, and continued pressure on consumers. Against that backdrop, I am very pleased to report what I believe is healthy progress on each of these objectives. I must remind you that this is a journey, and the work is never completed. We have a slide on each of these, so I won't spend much time talking through them here, but I will reflect on the corporate actions and then Carel will talk about the traction on performance organization, capital allocation and sustainability. The first objective is one we've been talking about over many reporting periods, implementing corporate transactions to reposition the portfolio. We have been on a journey over the last few years of transforming the composition of our portfolio. On the left-hand side of the slide, you'll see the meaningful transactions between 2021 and this year. Although, of course, it really started earlier than that with the RMH and RMI transactions, which were the first meaningful steps on this journey. The initiative was partly about increasing the scarcity of the assets in our portfolio and having fewer listed entry points. But the more meaningful theme was about focus and simplification. Building the portfolio around assets where we can genuinely have an impact, where we have strong partnership for focus delivery and compounding results over time. Refining a portfolio is dynamic work and is never really complete. But we also don't want to be talking about portfolio transformation as a distinct initiative forever. With the merger of Massiv and Vodacom assets concluded, and the restructuring of our MediClink exposure mostly done, we're pleased to be able to draw a line under it. Over the same period, we've also exited a number of capital market exits, and we've concluded that this year, with the disinvestment of our residual stake in First Rand, Those were obviously easier to execute, but they matter and illustrate our commitment to a sharper investment thesis. So where does it leave us looking forward? We believe this transformation of the portfolio provides a renewed platform to build on. The last two years have been strong, and we realize things don't always move in a straight line. But let me hand over to Carle to talk a bit about how we see this translating into performance and capital allocation. I will now hand over to Carle.

Thank you, Yanni, and good morning, everyone. So this first slide still deals with that first priority that Yanni spoke about, which is active performance optimization. So Yanni has hit the highlights already, so I'm not going to repeat those. But suffice it to say that Remgrove's performance is really some of the parts of the performance of the underlying investee companies. And credit for the strong performance this year really belongs to the management teams and the wider teams in those investee companies. As Yanni did mention, we are very proud, though, that for the second consecutive year is a broad-based performance improvement across the portfolio. Comfortably, more than 90% of the INAV reported an increase in earnings over the year. Some of the bigger contributors are mentioned there on the slide, so MediClinic and Outurance, both at around 24%, CAVH, Rainbow, Heineken Beverages, all of those more than 100%. RCL Foods had a tough year, unfortunately, down by a third, I think for reasons that are mostly appreciated by now, but Paul will again speak about that a little bit later, and certainly they're good plans afoot for turning that around. But I think the important point that we would like to make is that Remgrove's performance is not just a function of what we buy and what we sell, but really importantly of what we choose to hold, and then importantly what we do with those assets while we hold them. This is where we think that our philosophy of a deeply engaged shareholder is critically important. It allows us to create an ecosystem of ongoing continued performance improvement. We can ask better questions. We can make quicker decisions. We can join the dots between things that we see in different parts of the portfolio, hold each other accountable, and intervene when it's required. I think we have to be candid that those are not the things that will translate into earnings increases or cash flow increases from one year to another, but we do believe that those are the things that will create a culture of ongoing improvement and hopefully compounding performance over time. On the next slide, we look at capital allocation and we've shared with you before how we think about capital allocation priorities. And we've got the four buckets there on the left-hand side of the slide. And we've always said that the most primary priority for us is to ensure that RemGrow's balance sheet at the center is robust. Lwanda Zingitwa Lwanda Zingitwa Lwanda Zingitwa But I think it's fair to say that with slightly more than 10% of our INAV in cash, that even in what we consider to be a highly uncertain global backdrop, we think that the RemGro balance sheet is very secure and that priority is well catered for. The second priority we've always indicated is that we will also retain enough capital to be able to support our portfolio companies where those might need capital injections. During the last year, we didn't have to inject any meaningful capital into any of our portfolio companies, but I think it's fair to comment that two of those transactions that Yanni mentioned, both the CAVH Vodacom transaction and also the Medictinic restructuring transaction, Deon Annandale, Deon Annandale, Deon Annandale, Deon Annandale, Deon Annandale, Deon Annandale, Deon Annandale, Deon Annandale, Deon Annandale, Deon Annandale, But the combination of the increase in earnings and the reduction in the coverage means that the dividend is up by a compelling 73% over the period. As Yanni mentioned, we are also declaring a special dividend of R3 billion or R550 per share and indeed very pleased that the improvement in earnings translates into an improvement in cash flows and that's translating into an increase in dividends to our shareholders. We will continue to weigh up repurchases. We feel strongly about the compelling merits of those. We'll weigh that up against alternative capital deployment opportunities that's available to us. So that also certainly remains on the menu. Lwanda Zingitwa We will need healthy conviction that any new investment will add to our investment thesis and indeed create value for our shareholders. The last slide I want to talk about is sustainability, that third objective or strategic priority that Yanni mentioned. And this does sometimes feel like a topic where the words can get in the way of the message. I'll speak about it really simply. There were two themes during the year where we invested meaningful effort. The first one of those was embedding ESG and sustainability in our investment team and investment processes. So not only in new investments where we've really built ESG considerations into our diligence processes, but also in our existing Portfolio in how we engage and set expectations and also share experiences with our existing Investees, this has become a much more prominent topic of discussion. So I can confidently say that we've made good strides at embedding ESG in our investment processes and also in our risk management processes. Very closely related to this is being able to understand the data and have good data against which we can measure ourselves. Lwanda Zingitwa Lwanda Zingitwa Lwanda Zingitwa Deon Annandale, Deon Annandale, Deon Annandale, Deon Annandale,

Thank you, thank you, Carel. I'm pleased to now take everyone through our financial results in a bit more detail. I will focus on three key performance measures, namely headline earnings, the intrinsic net asset value, as well as cash generation at the center. As Yanni mentioned earlier, RemGrow delivered a strong performance in this financial year, with headline earnings up by 42.3% to R11.1 billion and headline earnings per share up by 42.2% to R20.03. The earnings growth momentum experienced during 2025 continued in this financial year, culminating in the strong growth in headline earnings. Referring to the right-hand side of this slide, this 42.3% increase was, however, amplified by wants of items amounting to over R1 billion, consisting of a tax benefit relating to the impairment of intercompany loans, as well as a tariff provision release both in MediClinic Switzerland Division and a wants-of-transnet pipeline cost refund at Total Energies. Excluding these once-offs, headline earnings increased by 29.3% to 10.1 billion, which actually demonstrates the underlying quality of the results, as the growth was supported by stronger operational performances across key investee companies. The key contributors were Rainbow, up by 610 million, and that was driven by an exceptional performance by the Chicken Division. Followed by MediClinic, up by 562 million, and that's in the number excluding the ones-offs, due to a robust operating performance. CVH was up by 412 million, as they turned around from a loss of 93 million to a profit contribution of 319 million, mainly driven by revenue growth of 15% at Masef. Deon Annandale, Lwanda Zingitwa Deon Annandale, Lwanda Zingitwa Deon Annandale, Lwanda Zingitwa Deon Annandale, Lwanda Zingitwa Deon Annandale, Lwanda Zingitwa Through increased finance income on higher average cash balances following the first Rand disposal, while finance costs reduced to zero after the redemption of the preference shares in the prior year. These gains were partly offset by a lower contribution from RCL Foods, largely due to weaker performances from Sugar and their pet food operations. The investment portfolio contributed R9.9 billion to headline earnings adjusted for once-offs, representing an increase of 23.4% on the prior year. The in-bar labels show each investee's contribution to headline earnings adjusted for once-offs of R10.1 billion. As you can see, the top three investments contributed 57% to headline earnings adjusted for once-offs. MediClinic is the largest contributor with 29%, Outsurance Group contributed 17%, while Rainbow delivered outstanding growth contributing 11%. Jurgens will unpack MediClinic's results later in the presentation, while Outsurance and Rainbow have already released their results in the market. I'll quickly talk to Air Products and Cicalo. Air Products contributed $686 million to RemGrow's headline earnings, representing an increase of 6.7%. For the 12 months ended 31st March 2026, turnover increased by 5.8% and operating profit by 6.7%. The on-site plant and pipeline business recorded moderate growth, with stable and reliable plant operations supporting cost containment. The packaged gas business achieved steady volume growth across all segments, with margin gains and ongoing cost-efficiency improvements contributing to the overall performance. Sekalu Foods' contribution was broadly in line with the prior year, The result was resilient in a challenging trading environment with ongoing pressure on consumer disposable income. Sales volume performance remained constrained, declining by 1.8%. As a result, the operational EBITDA decreased by 4.2%, reflecting that impact of lower sales volumes and the deliberate increase in brand marketing investment. For completeness, Central Treasury contributed $606 million while net corporate cost reduced the headline earnings adjusted for once-offs by $378 million. On the valuation of the top five unlisted investments, I'll start by making a few comments about our valuation methodology overall, before I speak to certain specifics. Firstly, our valuation process is robust, market benchmarked and subject to strong governance oversight, including review by the Audit and Risk Committee. It's valuation subcommittee as well as the independent auditors Ernest and Young. Secondly, we apply standardized methodologies consistently from period to period. And lastly, we continue to use the discounted cash flow methodology as our primary valuation approach and use observed peer multiples as the reasonability checks of our outcomes. Just some context for this year ends valuations. The cost of capital fell significantly in FY2026, with that benefit landing in the first half to 31 December 2025. Against this, we moderate the terminal Growth assumptions to reflect lower implied long-term inflation. And in the second half, long bond rates rose slightly and we're seeing that trend continue since year end too. Despite the slightly higher risk-free rate in the second half, we've kept our moderated terminal growth assumptions as we believe conservatism is suitable at this time. The continued tough economy along with the second order effects of the Iran war on our economy, especially through increased energy costs, inflation, pressures, logistics and weather demand, weaker demand are reflected in management's forecast and in the risk discounts we apply in our valuations. So we believe the outcome is valuations which are reasonable but conservative. The graphs show the movement of the valuations and implied multiples of the five largest unlisted investments in Remgrove's portfolio across the three reporting periods. These five investments represent 83% of Remgrove's unlisted portfolio at 30 June 2026. In summary, changes in valuations have mainly been driven by the lower cost of capital, But with downward adjustments to financial forecasts and a moderation of terminal growth assumptions in most cases. So overall the multiples have remained reasonable when compared on a marketable, non-controlling basis to the observed peer set. Please note that MediClinic's valuation reflects Remgro's 50% ownership in MediClinic Holdings at 30 June, which includes 100% of each of MediClinic South Africa, MediClinic Middle East and East London in Switzerland. The MediClinic ownership restructure was implemented on 1 July after year end. Referring to the table on this graph, the unlisted valuation process resulted in a modest 1% increase in the unlisted portfolio to R94.3 billion. Inclusive of dividends received from these unlisted investments amounting to R5.2 billion, the CumDiv growth was 6.5%. The listed investments market value decreased by 8.3% to 58.2 billion since the prior year, mainly due to the disposal of our interest in first-rand. Outsurance and discovery contribute approximately 83% to listed value. The INAV breach shows cash at the center increased by 12 billion as the first-rand disposal converted listed value into cash. with listed assets such as Discovery and Rainbow contributing steady double-digit growth. So the INAV per share increased by 4.6% to R305.80 including distributions to shareholders during the year under review consisting of the final dividend of 2025, a special dividend of R2 per share As well as the final, the interim dividend of 2026, together with the e-media unbundling, the total growth was 8.9%. Turning to cash at the center, we ended at 20.4 billion Rand at year end. On the 1st of July, Remgro received an equalization dividend of 129.7 million dollars. Approximately 2.1 billion rand with the implementation of the MediClinic Restructuring Increasing the cash at the center to 22.5 billion on 1 July 2026 The free cash flow at the center is an internal performance measure focused on cash generated at Remgrove's corporate center and is disclosed in the interest of transparency Free cash flow at the center and adjusted free cash flow at the center constitute pro forma financial information, non-IFRS, and are presented to assist users in assessing operating cash flow generation at investment holding company level, so at Remgrove at the center. Remgrove delivered strong free cash flow at the centre in FY2026 increasing by 105.6% to 8.3 billion Rand mainly driven by higher dividends received, including the 3.1 billion of pre-implementation dividends from CAVH following the CAVH Vodacom and Herotel transactions. Excluding these special dividends from corporate actions at investee companies, the adjusted free cash flow increased by 28.6% to 4.95 billion or R8.91 per share. And this increase was supported by a 23.8% increase in ordinary dividends received to 4.6 billion rand. This breach explains the 12 billion rand increase in cash at the center during the year. The increase was driven mainly by the free cash flow at the center of 8.3 billion rand, together with net proceeds from the first rand disposal Deon Annandale, Lwanda Zingitwa Deon Annandale, Lwanda Zingitwa Deon Annandale, Lwanda Zingitwa Deon Annandale, Lwanda Zingitwa Deon Annandale, Lwanda And this was driven primarily by a higher dividends received from investing companies over the last five years. The difference between dividends received and adjusted free cash flow at the center reflects the result of central treasuries net finance income or cost together with net corporate cost. Following the full redemption of preference debt in December 2024, RemGro has zero gearing at the center, and Central Treasury has since contributed positively to adjusted free cash flow. The Board declared a final dividend of 422 cents per share for financial year 2026, Representing an increase of 70.2% from the previous year. This brings the total ordinary dividend for the year to 5.95 cents per share, up 73% year on year. This 73% increase reflects the 28.6% growth in adjusted free cash flow per share to 8.91 cents. Amplified by a higher pay-out ratio of approximately 67% of adjusted free cash flow compared with a 50% in the prior year. The dividend guidance is a cover of 1.5 times by adjusted free cash flow for the foreseeable future. The Board also declared a special dividend of 550 cents per share. These cash dividends, the final, ordinary and the special dividend Amounting to R9.72 per share are payable on the 26th of October 2026. This concludes my results presentation. Thank you. I hand over to Jurgens now.