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THE BIDVEST GROUP LIMITED – Unaudited results for the half-year ended 31 December 2016

SENS announcement for JSE listed company: BVT
                        

BVT 201702270001A
Unaudited results for the half-year ended 31 December 2016

The Bidvest Group Limited
(‘Bidvest’ or ‘the Group’ or ‘the Company’)
Incorporated in the Republic of South Africa
Registration number: 1946/021180/06
Share code: BVT
ISIN: ZAE000117321

Unaudited results for the half-year ended
31 December 2016

Salient features
– A robust trading result before investment income, up 7,5%
– Bidvest South Africa recorded commendable increases in trading profits despite challenging economic
conditions
– Basic earnings per share up 39,6% to 587,4 cents
– Headline earnings increased by 5,6% to R1,7 billion HEPS increased by 4,4% to 510,3 cents
– Strong balance sheet maintained and solid operating cash generation, up 30,1%
– Interim dividend declared of 227 cents per share

Bidvest is a leading trading, distribution and services group, operating through seven divisions: Services, Freight,
Automotive, Office and Print, Commercial Products, Financial Services and Electrical. The Group owns 52% of Bidvest
Namibia and a significant Bidvest occupied property portfolio. Bidvest continues to hold investments in Adcock Ingram
(38,4%), Comair (27,2%), Cullinan Holdings (19,5%) and Mumbai Airport (6,75%), as well as other listed and unlisted
investments.

+ 4,1%
Revenue up to R36,0 billion
(H1 2016: R34,6 billion)

(52,9)%*
Distribution per share down to 227 cents
(H1 2016: 482,0 cents)

+ 3,2%
Trading profit up to R2,8 billion
(H1 2016: R2,7 billion)

+ 2,3%
EBITDA up to R3,63 billion (H1 2016: R3,55 billion)

+ 4,4%
Headline earnings per share up to 510,3 cents
(H1 2016: R489,0 cents)

+ 30,1%
Cash generated by operations up to R1,8 billion
(H1 2016: R1,4 billion)

* Dividend paid pre-unbundling of foodservice business

Financial statistics
for the
Six months Six months
ended ended
31 December 31 December
2016 2015
Unaudited Unaudited Change %
Turnover R billion 47,2 46,3 2,0
Revenue R billion 36,0 34,6 4,1
Gross profit margin(1) % 28,0 28,1 down
Operating Expense ratio(1) % 20,1 20,5 down
EBITDA R billion 3,63 3,55 2,3
Trading result (excluding investment income) R billion 2,9 2,7 7,5
Trading profit R billion 2,8 2,7 3,2
Trading profit margin(1) % 7,8 7,9 down
Effective tax rate % 29,0 28,3 up
Basic earnings R billion 2,0 1,4 41,2
Headline earnings R billion 1,7 1,6 5,6
EPS cents 587,4 420,9 39,6
HEPS cents 510,3 489,0 4,4
DPS cents 227,0 482,0 (52,9)
EBITDA interest cover times 7,0 7,9 down
Net debt/equity ratio % 42,7 41,3 up
Fixed debt ratio % 33,3 29,5 up
Average funds employed R billion 28,3 26,2 6,9
Average return on funds employed (ROFE) % 21,4 21,5 up
Weighted number of shares million 332,9 329,0 1,2
(1) As % of revenue

Condensed consolidated income statement
for the
Half-year ended Year ended
31 December 30 June
2015
2016 Unaudited % 2016
R’000 Unaudited Re-presented# change Audited
Turnover 47 198 870 46 277 924 2,0 91 755 042
Revenue 36 035 871 34 610 933 4,1 68 241 101
Cost of revenue (25 955 901) (24 892 996) 4,3 (48 342 240)
Gross income 10 079 970 9 717 937 3,7 19 898 861
Operating expenses (7 252 262) (7 101 665) 2,1 (14 602 043)
Sales and distribution expenses (4 574 668) (4 557 257) (9 361 693)
Administration expenses (1 726 309) (1 704 102) (3 683 769)
Other expenses (951 285) (840 306) (1 556 581)
Other income 77 350 85 089 299 967
Trading result 2 905 058 2 701 361 7,5 5 596 785
Income from investments (98 247) 17 708 156 694
Trading profit 2 806 811 2 719 069 3,2 5 753 479
Share-based payment expense (69 659) (60 861) (139 698)
Acquisition costs (14 546) (5 051) (8 416)
Net capital items 229 306 (227 874) (1 175 240)
Operating profit 2 951 912 2 425 283 21,7 4 430 125
Net finance charges (521 289) (451 784) 15,4 (922 114)
Finance income 23 355 16 874 194 617
Finance charges (544 644) (468 658) (1 116 731)
Share of profit of associates 200 883 93 823 114,1 149 983
Profit before taxation 2 631 506 2 067 322 27,3 3 657 994
Taxation (638 248) (619 135) 3,1 (1 215 487)
Profit for the period from continuing operations 1 993 258 1 448 187 37,6 2 442 507
Profit after tax from discontinued operations – 1 661 576 79 253 352
Profit for the period 1 993 258 3 109 763 81 695 859
Attributable to:
Shareholders of the Company – continuing operations 1 955 364 1 384 934 41,2 2 285 850
Shareholders of the Company – discontinued operations – 1 644 170 79 215 705
Non-controlling interest – continuing operations 37 894 63 253 (40,1) 156 657
Non-controlling interest – discontinued operations – 17 406 37 647
1 993 258 3 109 763 (35,9) 81 695 859
Shares in issue
Total# 333 603 330 451 332 672
Weighted (’000)# 332 897 329 013 330 036
Diluted weighted (’000)# 333 208 330 797 331 210
Basic earnings per share (cents) – continuing operations 587,4 420,9 39,6 692,6
Diluted basic earnings per share (cents) – continuing
operations 586,8 418,7 40,1 690,2
Headline earnings per share (cents) – continuing operations 510,3 489,0 4,4 1 054,1
Diluted headline earnings per share (cents) – continuing
operations 509,8 486,4 4,8 1 050,4
Basic earnings per share (cents) – discontinued operations 499,7 24 002,2
Diluted basic earnings per share (cents) – discontinued
operations 497,0 23 917,0
Dividends per share (cents)* 227,0 482,0 (52,9) 714,0
Interim 227,0 482,01 (52,9) 482,0
Final – – 232,0
Dividend in specie per share (cents) 27 818,0
# Refer to re-presentation of comparative information in basis of presentation of condensed consolidated financial
statements below.
* H1 2016 dividend paid pre-unbundling of foodservice businesses.

Half-year ended Year ended
31 December 30 June
2015
2016 Unaudited % 2016
R’000 Unaudited Re-presented# change Audited
Headline earnings
The following adjustments to profit attributable to
shareholders were taken into account in the
calculation of headline earnings:
Profit attributable to shareholders of the Company
(from continuing operations) 1 955 364 1 384 934 41,2 2 285 850
Impairment (reversal) of property, plant and
equipment; goodwill and intangible assets (190) 146 153 475
Property, plant and equipment (264) 203 34 995
Goodwill – – 52 111
Intangible assets – – 102 021
Tax charge (relief) 74 (57) (35 652)
Net loss (profit) on disposal of interests in
subsidiaries and disposal and closure of businesses 6 338 – 139 001
Loss on disposal and closure 11 782 – 178 176
Tax relief (5 444) – (39 175)
Net loss (profit) on disposal, impairment and
reversal of impairment of investments in associates (220 646) 230 080 810 759
Impairment of investments in associates 103 267 216 916 760 764
Reversal of impairment of investments in associates (319 830) – –
Net loss (profit) on change in shareholding in
associates (4 083) 13 164 49 995
Net loss (profit) on disposal of property, plant and
equipment and intangible assets (5 335) (4 807) 2 265
Property, plant and equipment 57 (2 409) 5 601
Intangible assets (9 000) – 887
Tax relief (18) (4 231) (2 843)
Non-controlling interest 3 626 1 833 (1 380)
Gain on bargain purchase (11 235) – (9 310)
Non-headline items included in equity accounted
earnings of associate companies (25 659) (1 478) 96 961
Headline earnings 1 698 637 1 608 875 5,6 3 479 001
# Refer to re-presentation of comparative information in basis of presentation of condensed consolidated financial
statements below.

Condensed consolidated statement of other comprehensive income
for the
Half-year ended Year ended
31 December 30 June
2016 2015 2016
R’000 Unaudited Unaudited Audited
Profit for the period 1 993 258 3 109 763 81 695 859
Other comprehensive income (expense) (56 917) 4 064 909 4 179 959
Items that may be reclassified subsequently
to profit or loss (56 917) 4 064 909 4 170 310
Foreign currency translation reserve
Exchange differences arising during the period (46 676) 4 050 223 4 170 535
Available-for-sale financial assets
Net fair value loss on available-for-sale financial assets (130) (6 334) (2 244)
Cash flow hedges
Fair value profit (loss) arising during the period (14 043) 28 992 2 257
Tax relief (charge) for the period 3 932 (7 972) (238)
Items that will not be reclassified subsequently
to profit or loss – – 9 649
Defined benefit obligations
Net remeasurement of defined benefit obligations
during the period – – 14 796
Taxation effects
Tax charge for the period – – (5 147)
Total comprehensive income for the period 1 936 341 7 174 672 85 875 818
Attributable to
Shareholders of the Company 1 903 201 7 061 997 85 658 410
Non-controlling interest 33 140 112 675 217 408
1 936 341 7 174 672 85 875 818

Condensed consolidated statement of cash flows
for the
Half-year ended Year ended
31 December 30 June
2015
2016 Unaudited 2016
R’000 Unaudited Re-presented# Audited
Cash flows from operating activities (83 799) (520 339) 3 148 537
Operating profit 2 951 912 2 425 283 4 430 125
Dividends from associates 57 359 73 314 138 689
Acquisition costs 14 546 5 051 8 416
Depreciation and amortisation 828 482 833 862 1 586 940
Other cash and non-cash items (170 083) 72 599 573 022
Cash generated by operations before changes in working
capital 3 682 216 3 410 109 6 737 192
Changes in working capital (1 873 884) (2 019 865) 296 577
Cash generated by operations 1 808 332 1 390 244 7 033 769
Net finance charges paid (513 759) (442 713) (851 371)
Taxation paid (527 575) (569 978) (1 191 426)
Dividends paid by – Company (772 306) (1 572 605) (3 149 552)
– subsidiaries (78 491) (91 635) (128 194)
Net operating cash flows from discontinued operations – 766 348 1 435 311
Cash effects of investment activities (1 367 341) (3 400 178) (5 646 310)
Net disposals/(additions) to vehicle rental fleet (139 179) 28 212 (77 995)
Net additions to property, plant and equipment (988 037) (1 827 705) (2 404 062)
Net additions to intangible assets (27 564) (64 796) (113 525)
Net acquisition of subsidiaries, businesses, associates
and investments (212 561) (476 187) (786 872)
Net investing cash flows from discontinued operations – (1 059 702) (2 263 856)
Cash effects of financing activities (870 934) 1 548 593 1 577 560
Proceeds from shares issued – Company – 82 506 82 506
Disposal of treasury shares 112 771 418 970 1 265 277
Net borrowings raised (repaid) (983 705) 1 280 067 (941 399)
Net financing cash flows from discontinued operations – (232 950) 1 171 176
Net decrease in cash and cash equivalents (2 322 074) (2 371 924) (920 213)
Net cash and cash equivalents at the beginning of the
period 2 706 226 5 818 512 5 818 512
Exchange rate adjustment from continuing operations 8 126 2 324 9 686
Exchange rate adjustment from discontinued operations – 695 909 814 703
Cash disposed from unbundled operations – – (3 016 462)
Net cash and cash equivalents at end of the period 392 278 4 144 821 2 706 226
Net cash and cash equivalents comprise:
Cash and cash equivalents 3 566 407 6 298 693 3 911 927
Bank overdrafts shown as short-term portion of
interest-bearing borrowings (3 174 129) (2 153 872) (1 205 701)
392 278 4 144 821 2 706 226
# Refer to re-presentation of comparative information in basis of presentation of condensed consolidated financial
statements below.

Condensed consolidated statement of financial position
as at
31 December 30 June
2016 2015 2015
R’000 Unaudited Unaudited Audited
ASSETS
Non-current assets 23 980 597 49 152 075 21 846 083
Property, plant and equipment 10 247 335 21 053 008 9 700 907
Intangible assets 972 036 2 248 624 929 960
Goodwill 3 527 268 16 546 020 2 537 036
Deferred taxation assets 585 094 922 814 618 192
Defined benefit pension surplus 180 035 146 954 180 035
Interest in associates 4 687 124 4 822 142 4 190 496
Investments 2 827 975 2 524 116 2 869 822
Banking and other advances 953 730 888 397 819 635
Current assets 24 124 871 52 656 498 23 215 161
Vehicle rental fleet 1 331 662 1 262 758 1 318 581
Inventories 8 989 473 18 045 879 7 996 103
Short-term portion of banking and other advances 729 610 705 957 878 627
Trade and other receivables 9 507 719 26 343 211 9 098 345
Taxation – – 11 578
Cash and cash equivalents 3 566 407 6 298 693 3 911 927
Total assets 48 105 468 101 808 573 45 061 244
EQUITY AND LIABILITIES
Capital and reserves 20 975 140 43 446 557 19 746 080
Attributable to shareholders of the Company 19 641 236 42 153 184 18 459 474
Non-controlling interest 1 333 904 1 293 373 1 286 606
Non-current liabilities 7 333 237 12 559 806 7 459 037
Deferred taxation liabilities 751 293 1 071 514 882 847
Life assurance fund 23 971 25 861 24 761
Long-term portion of borrowings 6 133 248 9 086 978 6 138 900
Post-retirement obligations 78 880 298 149 79 128
Puttable non-controlling interest liabilities 50 741 1 084 404 49 167
Long-term portion of provisions 140 167 830 058 163 887
Long-term portion of operating lease liabilities 154 937 162 842 120 347
Current liabilities 19 797 091 45 802 210 17 856 127
Trade and other payables 9 536 312 31 305 906 11 016 386
Short-term portion of provisions 401 179 998 197 278 830
Vendors for acquisition 52 691 650 035 28 534
Taxation 78 711 480 696 –
Amounts owed to bank depositors 3 902 707 3 096 947 3 689 161
Short-term portion of borrowings 5 825 491 9 270 429 2 843 216
Total equity and liabilities 48 105 468 101 808 573 45 061 244
Net tangible asset value per share (cents)# 4 539 7 069 4 507
Net asset value per share (cents)# 5 888 12 756 5 549
# Refer to re-presentation of comparative information in basis of presentation of condensed consolidated financial
statements below.

Condensed consolidated statement of changes in equity
for the
Half-year ended Year ended
31 December 30 June
2016 2015 2016
R’000 Unaudited Unaudited Audited
Shareholders’ interest
Issued share capital 16 770 16 770 16 770
Balance at beginning of the period 16 770 16 758 16 758
Shares issued during the period – 12 12
Share premium arising on shares issued 379 792 379 792 379 792
Balance at beginning of the period 379 792 297 298 297 298
Shares issued during the period – 82 580 82 580
Share issue costs – (86) (86)
Foreign currency translation reserve 350 967 9 167 601 393 429
Balance at beginning of the period 393 429 5 149 394 5 149 394
Arising during the period (41 922) 4 018 207 4 147 359
Realisation of reserve on disposal and or unbundling of
subsidiaries and or associates (540) – (8 903 324)
Hedging reserve 15 415 46 403 25 526
Balance at beginning of the period 25 526 25 383 25 383
Fair value gains (losses) arising during the period (14 043) 28 992 2 257
Deferred tax recognised directly in reserve 3 932 (7 972) (238)
Realisation of reserve on disposal and or unbundling of
subsidiaries and or associates – – (1 876)
Equity-settled share-based payment reserve 50 644 117 734 67 002
Balance at beginning of the period 67 002 310 416 310 416
Arising during the period 69 346 112 433 259 226
Deferred tax recognised directly in reserve 27 598 39 891 146 745
Utilisation during the period (113 302) (345 006) (762 053)
Realisation of reserve on disposal and or unbundling of
subsidiaries and or associates – – 3 205
Transfer from retained earnings – – 109 463
Retained earnings 18 245 954 32 991 139 17 108 032
Balance at the beginning of the period 17 108 032 31 558 166 31 558 166
Attributable profit 1 955 364 3 029 104 81 501 555
Change in fair value of available-for-sale financial assets (130) (6 334) (2 244)
Net remeasurement of defined benefit obligations during
the period – – 9 721
Transfer of reserves as a result of changes in shareholding
of, and other transactions with subsidiaries (94 060) (17 192) (45 592)
Deferred tax direct in equity arising from transactions
with subsidiaries 49 054 – –
Remeasurement of put option liability – – (787)
Dividends paid (772 306) (1 572 605) (3 149 552)
Dividend in specie on unbundling of subsidiaries – – (92 533 240)
Deferred tax direct in equity arising from dividend in specie – – (120 532)
Transfer from equity-settled share-based payment reserve – – (109 463)
Treasury shares 581 694 (566 255) 468 923
Balance at the beginning of the period 468 923 (985 225) (985 225)
Shares disposed of with the unbundling of subsidiaries – – 420 288
Reduction in the value of treasury shares arising on receipt
of unbundled shares – – (231 417)
Shares disposed of in terms of share incentive scheme 112 771 418 970 1 265 277
19 641 236 42 153 184 18 459 474
Equity attributable to non-controlling interest
Balance at beginning of the period 1 286 606 1 338 044 1 338 044
Other comprehensive income 33 140 112 675 217 408
Attributable profit 37 894 80 659 194 304
Movement in foreign currency translation reserve (4 754) 32 016 23 176
Net remeasurement of defined benefit obligations during
the period – – (72)
Dividends paid (78 491) (100 862) (141 302)
Movement in equity-settled share-based payment reserve 313 235 562
Changes in shareholding (1 724) (73 911) (6 686)
Grant of put options to non-controlling interests – – (68 944)
Transfer of reserves as a result of changes in shareholding of,
and other transactions with subsidiaries 94 060 17 192 45 592
Non-controlling interest of unbundled subsidiaries – – (98 068)
1 333 904 1 293 373 1 286 606
Total equity 20 975 140 43 446 557 19 746 080

Condensed segmental analysis
for the
Half-year ended Year ended
31 December 30 June
2015
2016 Re-presented# % 2016
R’000 Unaudited Unaudited change Audited
REVENUE
Bidvest South Africa 34 845 560 33 646 687 3,6 67 298 077
Automotive 12 371 585 12 149 439 1,8 24 062 557
Commercial Products 3 735 196 2 992 545 24,8 6 013 106
Electrical 2 733 679 2 682 768 1,9 5 375 014
Financial Services 2 003 082 1 509 218 32,7 3 336 302
Freight 2 447 272 3 006 686 (18,6) 6 013 814
Office and Print 5 080 027 5 151 281 (1,4) 10 076 465
Services 6 474 719 6 154 750 5,2 12 420 819
Bidvest Namibia 2 172 638 2 045 915 6,2 3 858 949
Bidvest Corporate 803 347 837 298 (4,1) 1 726 387
Properties 239 040 207 672 15,1 411 938
Corporate and Investments 564 307 629 626 (10,4) 1 314 449
37 821 545 36 529 900 3,5 72 883 413
Inter Group eliminations (1 785 674) (1 918 967) (4 642 312)
36 035 871 34 610 933 4,1 68 241 101
TRADING PROFIT
Bidvest South Africa 2 811 730 2 648 796 6,2 5 295 391
Automotive 364 496 357 814 1,9 674 709
Commercial Products 332 117 242 507 37,0 463 654
Electrical 146 078 138 965 5,1 317 440
Financial Services 301 956 264 671 14,1 582 204
Freight 543 851 512 397 6,1 1 019 816
Office and Print 357 470 415 325 (13,9) 706 295
Services 765 762 717 117 6,8 1 531 273
Bidvest Namibia 23 416 120 662 (80,6) 296 662
Bidvest Corporate (28 335) (50 389) (43,8) 161 426
Properties 207 394 184 038 12,7 366 583
Corporate and Investments (235 729) (234 427) 0,6 (205 157)
2 806 811 2 719 069 3,2 5 753 479

Message to shareholders
Highlights
Bidvest has delivered a pleasing result against the backdrop of significant and continuing market challenges. The
quality of earnings is evident in the performance of the South African trading operations, which delivered solid
results. Despite the competitive and difficult operating environment, five of the divisions managed to maintain or
increase margins through enhanced efficiencies and cost control.

South African operations delivered a good trading profit, increasing by 6,2% notwithstanding revenue only increasing
3,6%. Bidvest Namibia continued to be impacted by declining fish quotas and tough economic conditions in that country.
Numerous options are being considered to improve the current situation and return these assets to profitability.

Basic earnings per share increased by 39,6% to 587,4 cents (H1 2016: 420,9 cents) and headline earnings per share by
4,4% to 510,3 cents (H1 2016: 489,0 cents). The difference in the increase between basic earnings and headline earnings
per share is primarily due to the reversal of impairments arising from an increase in the market values of associate
companies, Adcock Ingram Holdings Limited (Adcock Ingram) and Comair Limited (Comair), due to strong profitability
gains.

Financial overview
Group revenue increased 4,1% to R36,0 billion (H1 2016: R34,6 billion).

Gross profit margin was stable. Portfolio mix benefits were achieved by replacing low profit margin companies, with
Brandcorp, which is a better margin business. Bidvest Namibia’s margin continued to diminish as a result of increased
fishing quota costs. Operating expenses were well controlled, increasing by a modest 2,1%. The operating expense ratio
reduced to 20,1% (H1 2016: 20,5%).

All the divisions apart from Office and Print and Bidvest Namibia contributed positively to the 7,5% growth in the
trading result and stable trading profit margin. Mark-to-market adjustments on our investments reduced the growth in
trading profit to 3,2% or R2,8 billion (H1 2016: R2,7 billion).

The investments in Adcock Ingram, Comair and Cullinan benefited from positive mark-to-market adjustments of
R319,8 million, relative to negative adjustments of R216,9 million in the corresponding period and R760,8 million
for the full 2016 financial year.

Net finance charges were 15,4% higher at R521,3 million (H1 2016: R451,8 million), driven by a 1% increase in the
prime interest rate and an increase in net debt due to the Brandcorp acquisition.

Income from associates more than doubled to R200,9 million (H1 2016: R93,8 million), due to significant improvements
in the financial results of Adcock Ingram and Comair.

Bidvest’s headline earnings increased by 5,6% to R1,7 billion (H1 2016: R1,6 billion).

Cash generated by operations at R1,8 billion was, on a like-for-like basis, 30,1% higher than the R1,4 billion
generated in the prior year. The Group absorbed R1,9 billion of working capital in the current period compared to
R2,0 billion in the prior period.

The balance sheet remains robust and net debt levels are acceptable at R8,4 billion given Brandcorp’s recent
inclusion. Net debt to equity at 42,7% (H1 2016: 41,3%) and EBITDA interest cover of 7,0 times (H1 2016:
7,9 times), are comfortably above the Group’s conservative self-imposed targets, providing ample capacity for
further expansion.

Moody’s Investors Service affirmed the Bidvest Group’s local currency global and national scale long-term issuer
ratings of Baa2/Aa1.za and short-term ratings of P-2/P-1.za, with a negative outlook, in December 2016. The
negative outlook relates to the challenging and low growth economic environment in South Africa.

Acquisitions
The Brandcorp acquisition was finalised with effect from 1 October 2016 and the focus is currently on the integration
of this business into the Commercial Products fold. Several small bolt-on acquisitions have been bedded down.

Prospects
It is anticipated that current trading conditions will continue for the remainder of the year, although a gradual
improvement is anticipated, supported by drought relief and improved business confidence.

Expense control and asset management remain essential pillars of our high-performance philosophy and will continue to
be closely monitored.

The Group is continuously assessing and implementing plans for real growth and pursuing selective local and international
opportunities to complement existing product and service offerings. This growth drive is supported by Bidvest’s sound
financial position and strong cash generation, which provides adequate headroom to accommodate expansion opportunities.

Divisional review
Services
This is a large and diverse division operating in numerous areas of service. The Services division continues to perform
well, with a 6,8% increase in trading profit for the period. Expense control and good asset management remain features
of the division. Excellent results were achieved by Facilities Management Services, Security Services and Allied Services.
Industrial Services produced steady results, while the Travel Services business remains a concern. The division has a
positive outlook for the remainder of 2017, and will benefit from the inclusion of some bolt-on acquisitions and the
start up of several new contracts.

Freight
The Freight division reported a commendable trading profit increase of 6,1%, despite a decrease in revenue following
the sale of the Manica business. Results in the second quarter were particularly good. The increased profits were
supported by maize import volumes resulting from the drought in southern Africa. Commodity export volumes continued to
be below expectations, although manganese and chrome exports have started to improve. Good cost control has contributed
to the improved performance.

Automotive
The Motor Retail and Car Rental division reported a pleasing increase of 1,9% in trading profit, against a new vehicle
market that has contracted by 13,0% in the six months to December 2016. Used vehicles performed well, increasing
revenue by more than 9%. The focus on used vehicles has been critical to offset double-digit volume declines and margin
pressures in the new vehicle market. The luxury new vehicle component continued to contract at a faster rate than the
overall market. Bidvest Car Rental experienced a strong price recovery, despite increased competition in the market. This
was achieved through changes in the mix towards higher margin business, leading to a good increase in trading profit.

Office and Print
Revenue declined by 1,4%, mainly due to the non-recurrence of the Tanzanian voter registration project and the
disposal of Kolok Mozambique. The division’s trading profit result was negatively impacted by currency movements in
Konica Minolta and Kolok, which masked solid performances by the other operations. Margins and expenses were generally
well controlled.

Commercial Products
The division produced another set of excellent results, delivering a 37% increase in trading profit. The results
include the Brandcorp acquisition effective 1 October 2016. Excluding Brandcorp, trading profit increased by a
solid 7,5%, despite tough trading conditions. The Industrial segment (excluding Brandcorp) achieved a pleasing
performance, growing trading profit by 18%, on revenue growth of 9%. G Fox and Plumblink recorded exceptional
performances. The Consumer division experienced some headwinds, with Yamaha bearing the brunt of tough trading
conditions and volumes under pressure. Brandcorp’s performance was in line with expectation. Cash generation in
this division was particularly strong.

Financial Services
Bidvest Bank and the Insurance cluster reported a pleasing set of results. Trading profit increased by 14,1%, with
strong contributions from Bidvest Bank, as well as an improved return on the investment portfolio in the insurance
business. Bidvest Bank’s performance was driven mainly by increased profits in the Fleet and Asset Finance businesses,
as well as an enhanced customer programme and product offering. Bidvest Bank corporate advances increased by 12,9% and
deposits grew by 23,7%. The Insurance Group showed good premium growth in the Commercial and Travel Insurance channels,
while Compendium produced outstanding results.

Electrical
The division has performed well given the infrastructure development, mining and construction sectors in South Africa
remain constrained. The 5,1% increase in operating profit on revenue growth of 1,9% is commendable. Solid State Power
generated an excellent set of results, while Voltex managed to improve margins in a tough trading environment. Asset
management and a reduction in expenses remain focus areas.

Other investments
Bidvest Namibia (52% share)
Difficult macro-economic factors in Namibia contributed to a disappointing overall performance, with trading profit
declining by 80,6%. All operations apart from Properties, reported a decline in profitability, with Bidfish and Food and
Distribution generating losses for the six months. The extremely difficult trading conditions are expected to continue in
the short term. Various initiatives have been implemented to improve the operating performance. The size of the vessel
fleet is being reduced and cost reduction programmes have been put in place.

Bidvest Corporate
Bidvest Properties performed well with a 12,7% increase in trading profit. Mark-to-market adjustments negatively
impacted the performance of investments. Ontime Automotive and the DH Mansfield Group,reduced their losses and robust
action plans are in place to further improve performance.

Directorate
There were no changes to the board during the period.

For and on behalf of the board

CWL Phalatse LP Ralphs
Chairman Chief executive

Johannesburg
27 February 2017

Dividend declaration
In line with the Group dividend policy, the directors have declared an interim gross cash dividend of 227 cents
(181,6000 cents net of dividend withholding tax, where applicable) per ordinary share for the six months ended
31 December 2016. The interim dividend is not comparable to the prior year interim dividend, which was declared as
part of the larger Bidvest Group, prior to the unbundling of the foodservice businesses.

The dividend has been declared from income reserves. A dividend withholding tax of 20% will be applicable to all
shareholders who are not exempt.

Share code BVT
ISIN ZAE000117321
Company registration number 1946/021180/06
Company tax reference number 9550162714
Gross cash dividend amount per share 227
Net dividend amount per share 181,6000
Issued shares at declaration date 335 404 212
Declaration date Monday, 27 February 2017
Last day to trade cum dividend Tuesday, 14 March 2017
First day to trade ex dividend Wednesday, 15 March 2017
Record date Friday, 17 March 2017
Payment date Monday, 20 March 2017

Share certificates may not be dematerialised or rematerialised between Wednesday, 15 March 2017, and Friday, 17 March
2017, both days inclusive.

For and on behalf of the board

CA Brighten
Company secretary
Johannesburg

27 February 2017

Basis of presentation of condensed consolidated financial statements
These interim condensed consolidated financial statements have been prepared in accordance with IAS 34 Interim
Financial Reporting 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. They do not include
all the information required for a complete set of International Financial Reporting Standards (IFRS) financial
statements. However, selected explanatory notes are included to explain events and transactions that are significant
to an understanding to the changes in the Group’s financial position and performance since the last annual
consolidated financial statements as at and for the year ended 30 June 2016.

In preparing these interim condensed consolidated financial statements, management make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities,
income and expense. Actual results may differ from these estimates.

The significant judgements made by management in applying the Group’s accounting policies and the key sources of
estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for
the year ended 30 June 2016.

Significant accounting policies
The accounting policies applied in these interim condensed consolidated financial statements are the same as those
applied in the Group’s consolidated financial statements as at and for the year ended 30 June 2016.

#Re-presentation of December 2015 comparative information
Following the unbundling and separate listing of the Group’s foodservice businesses as Bid Corporation Limited, the
Group’s condensed consolidated income statement, condensed consolidated statement of cash flows and condensed segmental
analysis have been re-presented to take into account of the effects of the application of IFRS 5 Non-current Assets Held
For Sale and discontinued operations. The Group’s condensed consolidated statement of other comprehensive income,
condensed consolidated statement of financial position and condensed consolidated statement of changes in equity are not
required to be re-presented.

Included in the net assets unbundled were 3 614 487 Bidvest shares (treasury shares) held by Bid Corporation Limited.
These shares have been treated as shares issued without a corresponding change in resources, in terms of IAS 33 Earnings
per Share, and the comparative total, weighted average and diluted weighted average number of shares in issue have been
restated to include these shares for the basic, diluted basic, headline and diluted headline earnings per share
calculations; and net asset and net tangible asset value per share calculations.

In addition, during the period certain operations were reclassified between segments. The comparative periods’ segmental
information have been restated to reflect these insignificant changes.

Net acquisition of businesses, subsidiaries, associates and investments
During the period the Group acquired 100% of the share capital of Brandcorp Holdings Proprietary Limited (Brandcorp)
with effect from 1 October 2016. Brandcorp is a value-added distributor of niche industrial and consumer products trading
under the industrial brands, Matus, Rentech, Burncrete, Moto/Leisure Quip and consumer brands, Cellini and MIC Prestige.
The acquisition forms part of the Bidvest Commercial Products segment and will enable the Group to expand its range of
complementary products and services provided by Bidvest Commercial Products. Although the acquisition has been funded
in the interim with a combination of short-term borrowings and existing cash resources the intention is to secure
long-term funding before the financial year end.

The Group also made a number of less significant acquisitions and disposals during the year. Certain of these
acquisitions resulted in insignificant bargain purchase gains. These acquisitions were funded from existing cash
resources.

The final accounting for all the acquisitions had not been completed at the time that these condensed consolidated
interim financial statements were issued. However the following table summarises the provisional amounts of assets
acquired and liabilities assumed which have been included in these results from the respective dates.

R’000 Brandcorp Other Total
Property, plant and equipment 219 513 56 262 275 775
Deferred taxation 24 786 (1 808) 22 978
Interest in associates 36 457 97 308 133 765
Investments and advances – 71 602 71 602
Inventories 588 961 24 094 613 055
Trade and other receivables 450 488 19 262 469 750
Cash and cash equivalents 120 865 48 264 169 129
Borrowings (1 980 171) (20 307) (2 000 478)
Trade and other payables and provisions (361 217) (49 005) (410 222)
Taxation 21 607 (6 052) 15 555
Intangible assets 15 108 33 731 48 839
(863 603) 273 351 (590 252)
Non-controlling interest – 1 724 1 724
Realisation of foreign currency translation reserve – 540 540
Gain on bargain purchase – (11 235) (11 235)
Goodwill 863 603 126 875 990 478
Net assets acquired – 391 255 391 255
Settled as follows:
Cash and cash equivalents acquired (169 129)
Acquisition costs 14 546
Net loss on disposal of operations 2 254
Net change in vendors for acquisition (26 365)
Net acquisition of businesses, subsidiaries, associates and investments 212 561

The acquisition of Brandcorp contributed R535 million to revenue and R71 million to operating profit. Had the Brandcorp
acquisition taken place 1 July 2016 the contribution to revenue would have been R1 082 million and R97 million to
operating profit.

Subsequent event
The directors are not aware of any other matters or circumstances arising after the reporting period up to the date of
this report not otherwise dealt with in this report that require an adjustment to the financial results at reporting
date.

Fair value of financial instruments
The Group’s investments of R2 828 million (H1 2016: R2 524 million) include R84 million (H1 2016: R497 million)
recorded at cost, R1 908 million (H1 2016: R1 040 million) recorded and measured at fair values using quoted prices
(level 1) and R835 million (H1 2016: R987 million) recorded and measured at fair value using factors not based on
observable data (level 3). Level 3 investments are valued using discounted cash flows with a discount rate of 15,3%
(H1 2016: 15,3%). Fair value losses on level 3 investments recognised in the income statement total R26 million
(H1 2016: R60 million gain) and other reductions of R73 million relate to net sales and net foreign exchange losses
of R1 million recognised in the currency translation reserve.

The carrying values all financial assets and liabilities approximate their fair values, with the exception of
borrowings of R11 939 million whose carrying value is R11 959 million.

Unaudited results
These results have not been audited or reviewed by the Group’s auditors. The interim condensed consolidated
financial statements have been prepared under the supervision of the Group financial officer, HP Meijer
(BCompt, MBL) and were approved by the board of directors on 27 February 2017.

Pro forma comparative balance sheet
The pro forma 31 December 2015 balance sheet is presented for illustrative purposes only and has been reproduced,
without alteration, from the Circular to Bidvest shareholders dated 14 April 2016. The aforementioned Circular
provides a full and detailed reconciliation from the previously reported unaudited balance sheet of 31 December
2015 to the pro forma balance sheet presented below.

2015
2016 Unaudited
R’000 Unaudited Pro forma
ASSETS
Non-current assets 23 980 597 22 333 478
Property, plant and equipment 10 247 335 9 890 267
Intangible assets 972 036 852 025
Goodwill 3 527 268 2 730 002
Deferred taxation assets 585 094 339 109
Defined benefit pension surplus 180 035 146 954
Interest in associates 4 687 124 4 682 809
Investments 2 827 975 2 803 916
Banking and other advances 953 730 888 397
Current assets 24 124 871 21 695 216
Vehicle rental fleet 1 331 662 1 262 758
Inventories 8 989 473 8 595 083
Short-term portion of banking and other advances 729 610 705 957
Trade and other receivables 9 507 719 9 002 287
Cash and cash equivalents 3 566 407 2 129 131

Total assets 48 105 468 44 028 694
EQUITY AND LIABILITIES
Capital and reserves 20 975 140 20 018 581
Attributable to shareholders of the Company 19 641 236 18 810 640
Non-controlling interest 1 333 904 1 207 941
Non-current liabilities 7 333 237 7 591 648
Deferred taxation liability 751 293 570 563
Life assurance fund 23 971 25 861
Long-term portion of borrowings 6 133 248 6 534 140
Post-retirement obligations 78 880 95 104
Puttable non-controlling interest liabilities 50 741 25 793
Long-term portion of provisions 140 167 180 524
Long-term portion of operating lease liabilities 154 937 159 663
Current liabilities 19 797 091 16 418 465
Trade and other payables 9 536 312 9 488 055
Short-term portion of provisions 401 179 412 860
Vendors for acquisition 52 691 18 389
Taxation 78 711 45 598
Amounts owed to bank depositors 3 902 707 3 096 947
Short-term portion of borrowings 5 825 491 3 356 616
Total equity and liabilities 48 105 468 44 028 694
Net tangible asset value per share (cents) 4 539 4 608
Net asset value per share (cents) 5 888 5 692

Administration
The Bidvest Group Limited
(‘Bidvest’ or ‘the Group’ or ‘the Company’)
Incorporated in the Republic of South Africa

Directors
Independent non-executive chairman: CWL Phalatse

Independent non-executive directors: DDB Band, EK Diack, AK Maditsi, S Masinga, NG Payne, T Slabbert

Non-executive director: B Joffe

Executive directors: LP Ralphs (Chief executive), AW Dawe, NT Madisa, GC McMahon, HP Meijer* (Group financial officer)
(*Netherlands)

Company secretary
CA Brighten

Transfer secretaries
Computershare Investor Services Proprietary Limited
Registration number 2004/003647/07
Rosebank Towers, 15 Biermann Ave, Rosebank, Johannesburg, 2196, South Africa
PO Box 61051, Marshalltown, 2107, South Africa
Telephone +27 (11) 370 5000
Telefax +27 (11) 688 7717

Sponsor
Investec Bank Limited
100 Grayston Drive, Sandown, Sandton, South Africa, 2196

Registered office
Bidvest House, 18 Crescent Drive, Melrose Arch, Melrose
Johannesburg, 2196, South Africa
PO Box 87274, Houghton, Johannesburg, 2041, South Africa

Registered office South Africa
Bidvest House, 18 Crescent Drive, Melrose Arch, Melrose, Johannesburg, 2196, South Africa
Telephone: +27 (11) 772 8700
Email: info@bidvest.co.za

Further information regarding our Group can be found on the Bidvest website:

www.bidvest.com
Date: 27/02/2017 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (‘JSE’).
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.

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