Title of each class
|
Name of each exchange on which registered
|
American Depositary Shares (“ADSs”), each representing 25
ordinary shares, no par value
|
New York Stock Exchange
|
Ordinary Shares, no par value
|
New York Stock Exchange (for listing purposes only)
|
Large accelerated filer
o
|
Accelerated filer
x
|
Non-accelerated filer
o
|
|
|
Emerging growth company
x
|
U.S. GAAP
o
|
International Financial Reporting Standards as issued by the International Accounting Standards Board
x
|
Other
o
|
|
|
Page
|
|
|
|
|
||
|
||
Part I
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
Part II
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
Part III
|
|
|
|
||
|
||
|
||
|
|
For the year ended March 31,
|
||||||||||||||||||||||
|
2018
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Revenue
|
|
$144,813
|
|
|
|
R1,712,482
|
|
|
|
R1,540,058
|
|
|
|
R1,465,021
|
|
|
|
R1,389,380
|
|
|
|
R1,271,658
|
|
Cost of sales
|
(49,635
|
)
|
|
(586,963
|
)
|
|
(498,785
|
)
|
|
(439,305
|
)
|
|
(449,663
|
)
|
|
(422,034
|
)
|
||||||
Gross profit
|
95,178
|
|
|
1,125,519
|
|
|
1,041,273
|
|
|
1,025,716
|
|
|
939,717
|
|
|
849,624
|
|
||||||
Sales and marketing
|
(15,642
|
)
|
|
(184,978
|
)
|
|
(181,601
|
)
|
|
(203,767
|
)
|
|
(171,948
|
)
|
|
(148,012
|
)
|
||||||
Administration and other charges
(1)
|
(61,358
|
)
|
|
(725,589
|
)
|
|
(721,810
|
)
|
|
(682,865
|
)
|
|
(617,908
|
)
|
|
(530,114
|
)
|
||||||
Operating profit
|
18,178
|
|
|
214,952
|
|
|
137,862
|
|
|
139,084
|
|
|
149,861
|
|
|
171,498
|
|
||||||
Finance (cost)/income - net
|
(6
|
)
|
|
(69
|
)
|
|
10,391
|
|
|
150,327
|
|
|
80,778
|
|
|
40,660
|
|
||||||
Profit before taxation
|
18,172
|
|
|
214,883
|
|
|
148,253
|
|
|
289,411
|
|
|
230,639
|
|
|
212,158
|
|
||||||
Taxation
|
(2,849
|
)
|
|
(33,690
|
)
|
|
(26,812
|
)
|
|
(106,920
|
)
|
|
(81,623
|
)
|
|
(60,574
|
)
|
||||||
Profit for the year
|
|
$15,323
|
|
|
|
R181,193
|
|
|
|
R121,441
|
|
|
|
R182,491
|
|
|
|
R149,016
|
|
|
|
R151,584
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Owners of the parent
|
|
$15,318
|
|
|
181,134
|
|
|
121,458
|
|
|
182,989
|
|
|
149,622
|
|
|
151,589
|
|
|||||
Non-controlling interests
|
5
|
|
|
59
|
|
|
(17
|
)
|
|
(498
|
)
|
|
(606
|
)
|
|
(5
|
)
|
||||||
|
|
$15,323
|
|
|
|
R181,193
|
|
|
|
R121,441
|
|
|
|
R182,491
|
|
|
|
R149,016
|
|
|
|
R151,584
|
|
(1)
|
Includes other income/(expenses) - net.
|
(2)
|
See note 29 to our consolidated financial statements for further details on earnings per share.
|
(3)
|
Adjusted earnings per share is a non-IFRS financial measure. See “Adjusted earnings per share” as described on page 7 below.
|
(4)
|
See note 30 to our consolidated financial statements for further details on dividends.
|
|
For the year ended March 31,
|
||||||||||||||||||||||
|
2018
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
|
(In thousands, except subscribers)
|
||||||||||||||||||||||
Subscription revenue
|
|
$121,315
|
|
|
|
R1,434,615
|
|
|
|
R1,239,914
|
|
|
|
R1,158,229
|
|
|
|
R998,335
|
|
|
|
R853,716
|
|
Adjusted EBITDA
(1)
|
|
$37,366
|
|
|
|
R441,866
|
|
|
|
R301,613
|
|
|
|
R277,215
|
|
|
|
R282,994
|
|
|
|
R280,678
|
|
Subscribers
(2)
|
676,866
|
|
|
676,866
|
|
|
622,062
|
|
|
566,177
|
|
|
512,344
|
|
|
450,502
|
|
(1)
|
See “Adjusted EBITDA and Adjusted EBITDA margin” below for our definition of Adjusted EBITDA and Adjusted EBITDA margin and a reconciliation of Adjusted EBITDA and Adjusted EBITDA margin to profit for the year, the most directly comparable financial measure presented in accordance with IFRS.
|
(2)
|
As at March 31.
|
|
For the year ended March 31,
|
|
|
||||||||||
|
2018
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||
|
(In thousands)
|
||||||||||||
Cash and cash equivalents
|
$26,067
|
|
R308,258
|
|
R375,782
|
|
R877,136
|
|
R945,381
|
|
R830,449
|
||
Total assets
|
168,559
|
|
1,993,325
|
|
|
1,906,689
|
|
|
2,378,281
|
|
2,228,608
|
|
1,977,100
|
Working capital
|
27,797
|
|
328,689
|
|
|
340,659
|
|
|
931,696
|
|
996,085
|
|
849,204
|
Total indebtedness
(1)
|
1,498
|
|
17,720
|
|
|
19,449
|
|
|
17,477
|
|
20,469
|
|
31,551
|
Total equity
(2)
|
$128,299
|
|
R1,517,181
|
|
R1,442,931
|
|
R1,919,808
|
|
R1,864,572
|
|
R1,671,630
|
(1)
|
Total indebtedness includes amounts outstanding at the balance sheet date for bank overdraft and borrowings.
|
(2)
|
Includes non-controlling interest.
|
Reconciliation of Adjusted EBITDA to profit for the year
|
|||||||||||||||||||||||
|
For the year ended March 31,
|
||||||||||||||||||||||
|
2018
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Adjusted EBITDA
|
|
$37,366
|
|
|
|
R441,866
|
|
|
|
R301,613
|
|
|
|
R277,215
|
|
|
|
R282,994
|
|
|
|
R280,678
|
|
Add:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net profit on sale of property, plant and equipment and intangible assets
|
107
|
|
|
1,264
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
97
|
|
||||||
Insurance reimbursement
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,237
|
|
|
—
|
|
||||||
Decrease in restructuring cost provision
|
63
|
|
|
741
|
|
|
—
|
|
|
333
|
|
|
—
|
|
|
—
|
|
||||||
Reversal of impairment
(2)
|
—
|
|
|
—
|
|
|
791
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Less:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Depreciation
(3)
|
(12,849
|
)
|
|
(151,945
|
)
|
|
(98,508
|
)
|
|
(75,037
|
)
|
|
(61,099
|
)
|
|
(47,887
|
)
|
||||||
Amortization
(4)
|
(5,406
|
)
|
|
(63,926
|
)
|
|
(44,734
|
)
|
|
(47,586
|
)
|
|
(46,294
|
)
|
|
(44,941
|
)
|
||||||
Impairment
(5)
|
(228
|
)
|
|
(2,696
|
)
|
|
(3,166
|
)
|
|
(4,776
|
)
|
|
(1,646
|
)
|
|
(379
|
)
|
||||||
Share-based compensation costs
|
(875
|
)
|
|
(10,352
|
)
|
|
(3,311
|
)
|
|
(5,820
|
)
|
|
(7,578
|
)
|
|
(4,611
|
)
|
||||||
Equity-settled share-based compensation costs
|
(761
|
)
|
|
(9,000
|
)
|
|
(2,247
|
)
|
|
(7,838
|
)
|
|
(5,220
|
)
|
|
(4,611
|
)
|
||||||
Cash-settled share-based compensation costs
(6)
|
(114
|
)
|
|
(1,352
|
)
|
|
(1,064
|
)
|
|
2,018
|
|
|
(2,358
|
)
|
|
—
|
|
||||||
Net loss on sale of property, plant and equipment and intangible assets
|
—
|
|
|
—
|
|
|
(262
|
)
|
|
(208
|
)
|
|
(456
|
)
|
|
—
|
|
||||||
Increase in restructuring costs provision
(7)
|
—
|
|
|
—
|
|
|
(14,561
|
)
|
|
—
|
|
|
(11,267
|
)
|
|
(2,745
|
)
|
||||||
Non-recurring initial public offering costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,503
|
)
|
||||||
Transaction costs arising from the acquisition of a business
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(93
|
)
|
|
(211
|
)
|
||||||
Transaction costs arising from investigating strategic
alternatives
(8)
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,037
|
)
|
|
—
|
|
|
—
|
|
||||||
Net litigation costs
(9)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,937
|
)
|
|
—
|
|
||||||
Operating profit
|
18,178
|
|
|
214,952
|
|
|
137,862
|
|
|
139,084
|
|
|
149,861
|
|
|
171,498
|
|
||||||
Finance (cost)/income - net
|
(6
|
)
|
|
(69
|
)
|
|
10,391
|
|
|
150,327
|
|
|
80,778
|
|
|
40,660
|
|
||||||
Taxation
|
(2,849
|
)
|
|
(33,690
|
)
|
|
(26,812
|
)
|
|
(106,920
|
)
|
|
(81,623
|
)
|
|
(60,574
|
)
|
||||||
Profit for the year
|
|
$15,323
|
|
|
|
R181,193
|
|
|
|
R121,441
|
|
|
|
R182,491
|
|
|
|
R149,016
|
|
|
|
R151,584
|
|
(6)
|
Cash-settled share-based payments are described in note 20 to our consolidated financial statements.
|
•
|
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements;
|
•
|
Adjusted EBITDA does not reflect changes in, or cash requirements for, our working capital needs;
|
•
|
Adjusted EBITDA does not consider the potentially dilutive impact of equity-based compensation;
|
•
|
Adjusted EBITDA does not reflect tax payments that may represent a reduction in cash available to the Company; and
|
•
|
other companies, including companies in our industry, may calculate Adjusted EBITDA differently, which reduces its usefulness as a comparative measure.
|
Reconciliation of adjusted earnings
|
|||||||||||||||||||||||
|
For the year ended March 31,
|
||||||||||||||||||||||
|
2018
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Profit attributable to owners of the parent
|
|
$15,318
|
|
|
|
R181,134
|
|
|
|
R121,458
|
|
|
|
R182,989
|
|
|
|
R149,622
|
|
|
|
R151,589
|
|
Net foreign exchange losses/(gains)
|
429
|
|
|
5,073
|
|
|
(1,476
|
)
|
|
(144,038
|
)
|
|
(73,525
|
)
|
|
(38,128
|
)
|
||||||
Income tax effect on the above component
|
(2,486
|
)
|
|
(29,403
|
)
|
|
(15,307
|
)
|
|
48,647
|
|
|
25,873
|
|
|
10,458
|
|
||||||
Adjusted earnings attributable to owners of the parent
|
|
$13,261
|
|
|
|
R156,804
|
|
|
|
R104,675
|
|
|
|
R87,598
|
|
|
|
R101,970
|
|
|
|
R123,919
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Weighted average number of ordinary shares in issue
|
|
|
|
|
|
|
|
|
|||||||||||||||
Basic (’000)
|
561,088
|
|
|
561,088
|
|
|
629,626
|
|
|
775,139
|
|
|
789,316
|
|
|
732,171
|
|
||||||
Diluted (’000)
|
573,981
|
|
|
573,981
|
|
|
631,819
|
|
|
783,414
|
|
|
804,385
|
|
|
768,306
|
|
|
High
|
|
Low
|
|
Average
|
|
Period-end
|
Fiscal year ended March 31,
|
|
|
|
|
|
|
|
2018
|
14.4645
|
|
11.5526
|
|
12.9039
|
|
11.8255
|
2017
|
15.8673
|
|
12.4379
|
|
14.0340
|
|
13.4124
|
2016
|
16.8231
|
|
11.7694
|
|
13.8856
|
|
14.8330
|
2015
|
12.4792
|
|
10.3068
|
|
11.0646
|
|
12.0907
|
2014
|
11.3573
|
|
8.8762
|
|
10.2102
|
|
10.5953
|
|
|
|
|
|
|
|
|
Month
|
|
|
|
|
|
|
|
June 2018 (through June 15, 2018)
|
13.4287
|
|
12.5927
|
|
12.9662
|
|
13.4287
|
May 2018
|
12.7716
|
|
12.2748
|
|
12.5313
|
|
12.6025
|
April 2018
|
12.4553
|
|
11.8271
|
|
12.0962
|
|
12.4060
|
March 2018
|
12.0296
|
|
11.6548
|
|
11.8473
|
|
11.8255
|
February 2018
|
12.0949
|
|
11.5526
|
|
11.8212
|
|
11.7548
|
January 2018
|
12.4308
|
|
11.8627
|
|
12.2021
|
|
11.8922
|
•
|
the belief that our solutions are not required for their needs or are not cost-effective;
|
•
|
a desire to reduce discretionary spending;
|
•
|
a belief that our competitors’ solutions provide a better value;
|
•
|
changes in our customers’ businesses, and regulations impacting our customers’ businesses that may decrease the need for our fleet and mobile asset management solutions;
|
•
|
economic downturn in our customers’ industries;
|
•
|
economic downturn in the geography in which our customers' operate;
|
•
|
a reduction in discounts offered by insurers to vehicle owners who have installed our products; or
|
•
|
a belief that a return on investment cannot be demonstrated.
|
•
|
issue additional equity securities that would dilute our shareholders;
|
•
|
use cash that we may need in the future to operate our business;
|
•
|
incur debt on terms unfavorable to us or that we are unable to repay or that may place burdensome restrictions on our operations;
|
•
|
incur large charges or substantial liabilities; or
|
•
|
become subject to adverse tax consequences, or substantial depreciation or amortization, deferred compensation or other acquisition-related accounting charges.
|
•
|
functionality and reliability;
|
•
|
total cost of ownership;
|
•
|
breadth and depth of application functionality for fleet deployments;
|
•
|
product performance;
|
•
|
interoperability;
|
•
|
brand and reputation;
|
•
|
customer service;
|
•
|
distribution channels, including a global footprint and ability to service multinationals;
|
•
|
regional geographic expertise, including localized language support, support for applicable government regulations and the ability to comply with local Internet and data privacy regulations;
|
•
|
size of customer base and reference accounts within key industry segments;
|
•
|
ability to deliver ongoing value and return on investment;
|
•
|
ease of deployment and use;
|
•
|
relevant industry domain expertise and functionality; and
|
•
|
the financial resources of the vendor.
|
•
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the effectiveness and reliability of solutions;
|
•
|
fluctuations in fuel and vehicle maintenance costs, which are significant drivers of customer demand for fleet management solutions;
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•
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assumptions regarding general mobile workforce inefficiency and the extent to which efficiency can be improved through fleet management solutions;
|
•
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the level of governmental and regulatory burden on the fields of transportation and occupational health and safety;
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•
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the price, performance, features and availability of products and services that compete with ours;
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•
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our ability to maintain high levels of customer satisfaction; and
|
•
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the rate of acceptance of web-based solutions generally.
|
•
|
accepting mobile asset location technologies such as ours as a preferred security product;
|
•
|
providing premium discounts for using location and recovery products and services such as ours; and
|
•
|
mandating the use of our products and services, or similar products and services, for certain vehicles.
|
•
|
lack of familiarity with local markets, including legal and regulatory requirements;
|
•
|
difficulties in finding and maintaining, or potentially replacing, local dealers and distributors;
|
•
|
competing with established local competitors;
|
•
|
laws favoring local competitors;
|
•
|
the cost and burden of monitoring and complying with legal and regulatory requirements in new territories, and/or changes to existing legal and regulatory requirements, including those relating to the Internet and data privacy and security;
|
•
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fluctuations in currency exchange rates or restrictions on currency exchange;
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•
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potentially adverse tax consequences, including the complexities of transfer pricing, value added or other tax systems, double taxation and restrictions and/or taxes on the repatriation of earnings;
|
•
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dependence on third parties, including some commercial partners with whom we may not have extensive experience;
|
•
|
increased financial accounting and reporting burdens and complexities;
|
•
|
political, social, and economic instability, terrorist attacks, and security concerns in general;
|
•
|
reduced or varied protection for intellectual property rights in some countries; and
|
•
|
increased exposure and vulnerability to claims that we have infringed on the intellectual property of third parties.
|
•
|
political and economic instability, including higher rates of inflation and currency fluctuations;
|
•
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higher levels of corruption, including bribery of public officials;
|
•
|
loss due to civil strife, acts of war or terrorism, guerrilla activities and insurrection;
|
•
|
a lack of well-developed legal systems which could make it difficult for us to enforce our intellectual property and contractual rights;
|
•
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logistical and communications challenges;
|
•
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potential adverse changes in laws and regulatory practices, including import and export license requirements and restrictions, tariffs, legal structures and tax laws;
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•
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difficulties in staffing and managing operations and ensuring the safety of our employees;
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•
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restrictions on the right to convert or repatriate currency or export assets;
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•
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greater risk of uncollectable accounts and longer collection cycles; and
|
•
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introduction or changes to indigenization and empowerment programs.
|
•
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actual or anticipated fluctuations in our financial results or the financial results of our competitors;
|
•
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loss of existing customers or inability to attract new customers;
|
•
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actual or anticipated changes in our growth rate;
|
•
|
our announcement of results for a financial reporting period that are lower than expected, whether caused by our results of operations or by currency fluctuations;
|
•
|
changes in estimates of our financial results or recommendations by securities analysts;
|
•
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failure of any of our solutions to achieve or maintain market acceptance;
|
•
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changes in market valuations of similar companies;
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•
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changes in our capital structure, including issuances or repurchases of securities or the incurrence of debt;
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•
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announcements by us or our competitors of significant products, technologies, services, contracts, acquisitions, or strategic alliances;
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•
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success of competitive products or services;
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•
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regulatory developments in South Africa, the United States or other countries;
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•
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actual or threatened litigation involving us or our industry;
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•
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additions or departures of key personnel;
|
•
|
breaches of security;
|
•
|
general perception of the future of the fleet and mobile asset management market or our solutions;
|
•
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sales of ADSs or ordinary shares by our shareholders;
|
•
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ADS price and volume fluctuations attributable to inconsistent trading volume levels of the ADSs; and
|
•
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changes in general economic, industry, and market conditions.
|
•
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the court that pronounced the judgement had jurisdiction to entertain the case according to the principles recognized by South African law with reference to the jurisdiction of foreign courts;
|
•
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the judgement is final and conclusive (that is, it cannot be altered by the court which pronounced it);
|
•
|
the judgement has not lapsed or been satisfied;
|
•
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the recognition and enforcement of the judgement by South African courts would not be contrary to public policy, including observance of the rules of natural justice which require that the documents initiating the United States proceeding were properly served on the defendant and that the defendant was given the right to be heard and represented by counsel in a free and fair trial before an impartial tribunal;
|
•
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the judgement was not obtained by fraudulent means;
|
•
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the judgement does not involve the enforcement of a penal or revenue law of the foreign state; and
|
•
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the enforcement of the judgement is not otherwise precluded by the provisions of the South African Protection of Businesses Act of 1978, as amended.
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•
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the last day of fiscal year 2019;
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•
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the last day of the fiscal year in which our annual gross revenues are $1 billion or more;
|
•
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the date on which we have, during the previous three-year period, issued more than $1 billion in non-convertible debt securities; or
|
•
|
the last day of any fiscal year in which the market value of our ordinary shares held by non-affiliates exceeded $700 million as of the end of the second quarter of that fiscal year.
|
•
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as an ADS holder, we will not treat you as one of our shareholders and you will not be able to exercise shareholder rights, except through the depositary as permitted by the deposit agreement;
|
•
|
distributions on the ordinary shares represented by your ADSs will be paid to the depositary, and before the depositary makes a distribution to you on behalf of your ADSs, any withholding taxes that must be paid will be deducted.
|
•
|
we and the depositary may amend or terminate the deposit agreement without the ADS holders’ consent in a manner that could prejudice ADS holders.
|
Country
|
Office location
|
South Africa
|
Midrand, Stellenbosch, Durban, Cape Town and Nelspruit
|
United States
|
Boca Raton, Florida and Houston, Texas
|
United Kingdom
|
Birmingham and Swindon
|
Australia
|
Perth and Brisbane
|
United Arab Emirates
|
Dubai
|
Brazil
|
S
ã
o Paulo
|
Thailand
|
Bangkok
|
Uganda
|
Kampala
|
Romania
|
Bucharest
|
•
|
Significant operating costs
. Fuel costs represent a significant cost for fleet operators. For example, the American Transportation Research Institute estimates that fuel and oil, driver wages and benefits, repair and maintenance and truck insurance premium costs collectively represented approximately 79% of total trucking operational costs per mile in 2016. Certain driving behaviors, such as speeding, harsh acceleration, harsh braking and excessive idling contribute to poor fuel efficiency as well as increased wear and tear and maintenance costs.
|
•
|
Poor visibility into fleet operations
. Fleet operators frequently maintain vehicles across multiple geographic regions and often lack visibility into their fleets and oversight of their drivers. Poor fleet visibility makes it challenging to optimize fleet utilization, vehicle fleet size and miles driven while still meeting core business and customer servicing requirements. Poor driver oversight makes it difficult for operators to validate hours worked or customers visited, incentivize greater efficiency and discourage unproductive, undesirable or dangerous worker behavior.
|
•
|
Challenges in maintaining regulatory compliance
. Internal compliance and reporting is driven by legislative and regulatory requirements, which are often subject to change, from regulatory authorities in nearly every jurisdiction globally. This can be particularly burdensome for fleet operators managing large vehicle fleets in multiple jurisdictions. For example, in the United States, fleet operators can face numerous complex regulatory requirements, including mandatory hours of service compliance and fuel tax reporting and more recently electronic logging devices (“ELD”) legislation that requires truck drivers to log their hours of service electronically.
|
•
|
Challenges in managing risk
. Fleet operators are responsible for hiring, training and identifying risks associated with their drivers. Vehicle crashes are a leading cause of workplace injury and lead to significant costs for fleet operators, including financial liability and increased insurance premiums. Fleet operators need visibility into driving behavior to proactively identify and remediate drivers with poor driving habits.
|
•
|
Inefficient data management
. Fleet operators receive operational information from many disparate sources, including communications from their technicians and customers, paper-based reports, third-party receipts for items such as fuel purchases, vehicle maintenance logs and customer invoices. While simply collecting this unstructured data is burdensome, organizing and analyzing the data to identify trends and other actionable business intelligence can be even more challenging.
|
•
|
Managing the impact of crime
. Vehicle crime rates in developing regions of the world often far exceed those in the United States and Western Europe, resulting in potentially significant costs for fleet operators and consumers. For example, we estimate that the rate of vehicle theft in South Africa is more than double than that in the United States.
|
•
|
Reducing insurance costs
. In developed and developing regions, insurers often provide incentives for fleet operators and consumers who subscribe to a safety and security mobile asset management solution. Some insurance providers will not insure vehicles that lack a tracking solution, or will make the insurance premium cost prohibitive without one. Furthermore, insurance provider interest in safety and security solutions has increased following the introduction of driver performance monitoring solutions, which can enable innovative usage-based insurance and claims management initiatives.
|
•
|
Complying with regulatory mandates
. The growing introduction of stringent occupational health and safety legislation in developing markets is adding pressure to fleet operators, who need to fulfill their duty of care while also complying with laws regulating driving hours, rest time, fuel taxes, etc.
|
•
|
Highly scalable solutions
. Our software solutions are built to scale and support geographically distributed fleets of any size. As of March 31, 2018 we provided services to more than
676,000
subscribers, with customers ranging from small fleet operators and consumers to large enterprise fleets with more than 10,000 subscribers.
|
•
|
Robust portfolio of features addressing a full range of customer needs
. We believe that we offer one of the broadest ranges of features for fleet and mobile asset management available. For example, for fleet efficiency, we offer vehicle tracking and analysis, fuel consumption and mileage analysis; for regulatory compliance, we offer compliance monitoring, hours of service tracking and fuel tax reporting; for driver improvement, we offer in-vehicle video monitoring and in-cab real-time driver feedback; for risk management, we offer driver scoring and analysis and journey management; and for safety and security, we offer vehicle and asset tracking, crash notifications and vehicle theft recovery.
|
•
|
Insightful business intelligence and reporting
. Our fleet management software is designed to provide our customers with insightful, actionable business intelligence on demand. For example, our premium fleet solution, MiX Fleet
|
•
|
Easily accessible, intuitive applications
. Our web-based solutions are accessible from fixed and mobile computing devices, and provide vehicle and fleet information, dashboard views and alerts and the ability to generate analytical reports from an office or a remote location. Our customers can choose to access our solution via an intuitive web-based interface or through our custom mobile applications developed for the Android and iOS mobile platforms. Fleet operators can also use our software development kits and application program interfaces to integrate our solution directly with their software systems, such as transportation management software, route planning systems and enterprise resource management software.
|
•
|
Software-as-a-service powered by a proven, reliable infrastructure
. Our use of a multi-tenant SaaS architecture allows us to deliver fleet management applications that are highly functional, flexible and fast while reducing the cost and complexity associated with customer adoption. We support our SaaS delivered solutions with a proven infrastructure of redundant servers and other hardware located in secure third-party data centers. We have continued to maintain overall system uptime of over 99.8%, calculated over a rolling period of 5 years.
|
•
|
MiX Fleet Manager
. MiX Fleet Manager is our premier commercial fleet management solution. It is built on a modern, scalable software platform for managing vehicle fleets of all sizes. Fleet management systems provide a wide variety of complex data pertaining to driver behavior and the location, status and operational activity of vehicles and fleets. MiX Fleet Manager is an interactive, web-based system providing secure access to this complex data in a simple, intuitive manner. MiX Fleet Manager gives users live and historical views of driver and vehicle performance information, including vehicle tracking and status information as well as alerts and notifications. Together with our integrated MiX Insight Reports, the solution provides fleet managers with actionable business intelligence in the form of reports and fleet analytics. Customers can also subscribe to premium subscription-based applications supported on MiX Fleet Manager, such as:
|
◦
|
MiX Insight Agility,
an extension to the MiX Insight Reports suite that allows for dynamic data interaction in Microsoft Excel. Unlike static reports, users have the power to create and shape customized reports in the format they prefer.
|
◦
|
MyMiX,
an innovative driver engagement platform that provides professional drivers with easy 24-hour access, via the web or a mobile device, to key information about their performance. Driver scoring, a module available on MyMiX, boasts a sleek, engaging and user-friendly interface accessible from iOS or Android mobile devices.
|
◦
|
MiX Vision, an on-road and in-vehicle video recording solution
, that allows fleet managers to record video footage related to driving behavior and events. We believe MiX Vision addresses an important market need for in-vehicle surveillance, and MiX Vision is fully integrated with our premium fleet management solutions to enable event-driven or time based video recording. We have recently expanded the MiX Vision solution to optionally support two additional external cameras.
|
◦
|
MiX Rovi
, an in-vehicle display and communications system allowing fleet operators to streamline their fleet operations through improved communication between drivers and their back offices. Customized data inputs are configured in MiX Fleet Manager and can be updated locally or remotely via the Internet. For example, a fleet operator of delivery vehicles can set custom data inputs for information relating to deliveries, such as quantities delivered and collected, times of arrival and departure or time spent at unscheduled stops. MiX Rovi is electronic logging devices legislation (“ELD”) compliant.
|
◦
|
MiX RIBAS
, an in-cab driving aid that helps drivers improve their driving style. Using an unobtrusive system of symbols with red, amber and green status lights accompanied by audible warning tones, drivers receive feedback on their driving style in real-time, enabling customers to manage improvements in driver and vehicle performance and reductions in fuel consumption and accident rates.
|
◦
|
MiX Hours of Service (“Hours of Service”),
allows for the real-time monitoring and compliance of legislated or regulated hours of work for the United States, Canada and Europe. Recently mandated ELD legislation in the United States requires truck drivers to log their hours of service electronically. European customers can also use our optional MiX 3D service to download and archive digital tachograph data as required by European law. This add-on has also been extended to accommodate regions with non-regulated driving hours legislation, such as the Middle East and Africa, allowing fleet operators to easily set their own driving hours rules and measure activity to reduce fatigue related incidents.
|
◦
|
MiX Journey Management,
offers an easy-to-use electronic alternative to paper-based systems that ensures all risks relating to journeys are readily visible to decision makers when it matters most. MiX Journey Management suits fleet operators across diverse industries, and is ideal for those with large fleets of vehicles that travel long distances and carry passengers or cargo.
|
◦
|
MiX Go,
is a mobile phone based task management solution for effective communication and engagement with mobile fieldworkers, combining all the benefits of navigation, tracking and template-driven e-forms. Managers can create tasks for their employees via the MiX Fleet Manager platform, and track the progress of these tasks from start to finish.
|
•
|
Matrix
. Our Matrix suite of mobile asset management solutions is designed for entry-level fleets and consumers. The Matrix range of solutions can provide real-time and historical vehicle tracking and positioning, unauthorized vehicle use alerts, panic emergency response, crash alerts, driver behavior alerts, fuel tax logbooks and vehicle maintenance notifications. Users can access their Matrix subscription functionality via a web-based interface or our mobile applications.
|
•
|
Beam-e
. Beam-e leverages our large network of subscribers as a crowdsourcing platform to locate vehicles without the expense of utilizing a traditional cellular network connection. Each Beam-e device communicates with other nearby devices in order to form a crowdsourced network that interfaces with our systems. Rental car companies, consumers and owners of high-value mobile assets can use Beam-e to provide entry-level tracking and recovery services at an upfront cost and monthly subscription price point that is well below the cost of traditional vehicle tracking solutions. We currently offer Beam-e in South Africa and are evaluating opportunities for expansion into other geographies which are similar to South Africa.
|
•
|
MiX Asset Manager.
We recently introduced a suite of wireless asset tracking products including MiX Tabs, which is
a highly effective solution, based on our Beam-e technology. By keeping track of valuable assets including generators, light towers, storage tanks and pumps, our asset management solution allows for increased visibility of corporate assets, resulting in improved asset utilization and reduced loss.
|
•
|
Vehicle tracking
. Our vehicle tracking functionality allows our customers to pinpoint the exact locations of vehicles using real-time data. Notifications about vehicle activity and status are accessed through a web-based interface or our mobile applications. Our customers also have the ability to access historical tracking data for analysis.
|
•
|
Location management
. Our location management and geofencing features allow customers to easily designate geographic areas in which vehicles are allowed or not allowed to travel, or areas deemed dangerous or high risk. Customers receive notifications when a vehicle enters or exits unauthorized regions or locations.
|
•
|
Vehicle security
. Our vehicle security solution provides our customers with security options tailored to individual requirements. We offer vehicle tracking and recovery features, providing safety and security for our customers and their vehicles and helping to reduce the costs associated with theft.
|
•
|
Reporting
. We provide our customers with on-demand reports enabling access to a wide range of fleet data. Our reports contain detailed information about driver behavior, vehicle location, idle time, miles and hours driven, average speed, acceleration, crash analysis and vehicle diagnostics. We also offer premium data visualization and business intelligence tools.
|
•
|
Regulatory compliance
. Customers can use our solutions to assist in regulatory compliance, for example hours of service and fuel tax reporting.
|
•
|
Vehicle and driver management
. We provide functionality for customers to manage licenses, registrations, certifications, in-vehicle video monitoring and other vehicle and driver requirements.
|
•
|
Messaging
. With MiX Rovi and MiX Go, fleet operators can communicate efficiently and effectively with their drivers. Custom menus direct driver workflow, jobs and navigation, ensuring drivers arrive at the correct destination and improving communication between fleet operators and their drivers.
|
•
|
Mobile access
. We provide information to users via a variety of mobile platforms, including iOS and Android, and provide our customers with access to actionable business intelligence on their vehicles and mobile assets from the office or remotely.
|
•
|
Application integration
. Our software development kits allow our customers to integrate our applications with their existing enterprise software systems and allow for increased customization of our fleet reports, vehicle tracking alerts and location management features.
|
•
|
Real time monitoring.
We offer active real time driver behavior monitoring and risk management services.
|
•
|
Globalized sales, distribution and support capabilities
. We currently maintain a direct and indirect sales and support presence, with localized application support in multiple languages, in countries across Africa, Australasia, Europe, the Middle East, North America and South America. We believe our global presence gives us an important advantage in competing for business from multinational enterprise fleet customers such as Baker Hughes, Bechtel Corporation, BP, Chevron, DHL, G4S, Halliburton, LafargeHolcim, Nestlé, PepsiCo, Praxair, Scania, Schlumberger, Shell, The Linde Group, Total and Weatherford, who often prefer to consolidate disparate fleet management systems.
|
•
|
Solutions adaptable to multiple customer segments
. We believe that by leveraging our common core technologies, personnel and systems, we can cost-effectively develop and sell a range of subscription-based fleet and mobile asset management solutions that are designed to meet the functionality and price needs of multiple customer segments, including fleet operators and consumers. Our fleet management solutions include targeted functionality to address the distinct needs of key industry segments, including oil and gas, transportation and logistics, government and municipal, bus and coach, and rental and leasing, as well as for the needs of consumers. We believe that offering a range of subscription-based solutions maximizes our ability to serve the addressable market and offers an appealing value proposition to our customers, while distinguishing ourselves from competitors that offer a single, one-size-fits-all solution.
|
•
|
Focus on safety and security
. Most of our solutions incorporate safety and security features that enable our customers to enhance their drivers’ and passengers’ personal safety, encourage safe driving behavior and protect vehicle investments. We also offer web-based driver training, proactive journey management and other related services to provide a turnkey safety and security solution to manage risk and fatigue-related incidents. Our differentiated safety and security features have particularly strong appeal to customers in regulated industries, such as oil and gas, customers in industries exposed to liability concerns, such as bus and coach, and customers operating in high crime regions. We perform training and land transport assessments for customers to assist them in establishing and maintaining safety levels. We believe our safety and security offerings also help our customers to reduce operating costs associated with the training of drivers.
|
•
|
Track record of innovation
. Our investment in software development is core to our business strategy. Our software teams employ an agile software development methodology. We have made a significant investment in product development, and we have routinely been among the first to market with innovative solutions and features that cater to the needs of our customers. For example, in fiscal year 2016, we released MiX Insight Agility, an Iridium alternative
|
•
|
Longstanding, established market position
. We have a 22-year history, a geographically diverse sales and marketing footprint, a large established network of distributors and dealers, and a large base of satisfied customers. Our robust and referenceable customer base, including numerous Forbes Global 2000 enterprises, is a critical selling point to both large enterprise fleets and small fleet operators.
|
•
|
Acquiring new customers and increasing sales to existing customers
. We believe the market for fleet and mobile asset management solutions is large and growing, creating a significant opportunity for us to expand our customer base. Additionally, we believe we have the opportunity to expand our fleet management market share among our existing customer base by demonstrating our value proposition, growing with the customer, introducing new and innovative value-added solutions and displacing legacy fleet management solutions.
|
•
|
Expanding our geographic presence
. We market and distribute our solutions directly and through a global network of more than 120 dealers outside of South Africa. We are expanding our penetration in attractive geographic regions, such as Brazil, and continue to expand our network of strategic and sales distribution partners in other regions of the world. In addition to our primary hosted data centers that serve multiple geographies, we also established two hosted data centers in specific countries where local conditions require that the data be retained in-country.
|
•
|
Broadening our customer segment focus
. We currently have customers across numerous industry segments, with the resources of our direct sales organization focused on premium customers in certain key segments, including oil and gas, transportation and logistics, government and municipal, bus and coach, and rental and leasing. In the future, we may increase our product development initiatives and sales and distribution efforts in other industry segments, such as service fleets, and in other customer segments, such as small business fleets and as well as mobile asset management. We regularly evaluate opportunities to expand our target customer focus.
|
•
|
Continuing to introduce new, innovative solutions to address market demand
. In fiscal year 2016, we added Journey Management, MiX Insight Agility, MiX Go, an Iridium alternative in addition to our traditional Inmarsat Satcomms solution and extended our Hours of Service solution for non-regulated markets. In fiscal 2017, we introduced an innovative asset positioning system called MiX Tabs and extended our MiX Vision solution to support two additional external cameras. In fiscal year 2018, we extended our Hours of Service solution to support the requirements of the ELD legislation, revamped large parts of our back-end database system and completed the development of our new generation hardware platform which we plan to release in fiscal 2019. We are continually innovating and extending our solutions portfolio based on our assessment of market demand and trends.
|
•
|
Pursuing strategic acquisitions
. Our industry is highly fragmented. Including the OmniBridge acquisition, we have consummated six acquisitions worldwide since our listing on the JSE in November 2007. We intend to selectively evaluate acquisition opportunities in certain geographic regions and industry segments.
|
•
|
Direct Sales
. We focus our direct selling efforts on targeting, acquiring, servicing and upselling our premium solutions to large enterprise fleet operators and small fleet operators. We maintain sales offices in Australia, Brazil, South Africa, Thailand, Uganda, the United Arab Emirates, the United Kingdom and the United States. These offices sell directly to large enterprise fleet operators and small fleet operators in their respective regions and are also responsible for channel management of fleet solution distribution partners throughout their regions. Our sales and marketing approach with fleet customers is generally based on a combination of return on investment and the improvements in safety and security delivered by our solutions. Our South African sales offices also sell directly to consumers.
|
•
|
Indirect Sales – Enterprise Fleet
. We have over 130 fleet dealers supporting customers in approximately
120
countries worldwide. These dealers are responsible for sales, marketing, technical support, installation and training of customers in their regions. We operate a partner accreditation program in order to assure a consistent customer experience across our dealers worldwide. We also offer marketing and support services to our dealers in order to enhance their selling success. We believe our large network of dealers provides us with a geographically diverse, highly effective channel for reaching local customers in countries where we do not currently have a direct presence.
|
•
|
Indirect Sales – Small Fleet Operators and Consumers
. We currently manage a network of more than 900 distribution partners for our small fleet operator and consumer customers. Our distribution partners include automobile dealers, aftermarket automotive parts and service suppliers, automobile insurers and retailers. We believe our indirect distribution strategy for the small fleet operator and consumer markets provides us with a differentiated, cost-effective customer acquisition and sales model.
|
•
|
Baker Hughes
|
•
|
Barloworld
|
•
|
Basic Energy
|
•
|
Bidvest Group
|
•
|
C&J Energy Services
|
•
|
Chevron
|
•
|
DHL
|
•
|
Eskom
|
•
|
Europcar
|
•
|
G4S
|
•
|
Go Ahead Group
|
•
|
Halliburton
|
•
|
PepsiCo
|
•
|
Schlumberger
|
•
|
Total
|
•
|
Unitrans
|
•
|
An extension to our Hours of Service solution to support the requirements of the ELD legislation in the United States.
|
•
|
The revamp of a large part of our back-end database system to reduce cost while supporting scalability and growth.
|
•
|
We completed the development of our new generation hardware platform which we will release in fiscal year 2019.
|
•
|
More than 15 platform updates with enhancements and extensions to all major product lines including MiX Fleet Manager, MiX Hours of Service, MiX Insight Reports, MiX Journey Management and MiX Go.
|
•
|
regional geographic expertise including localized language support and support for applicable government regulations;
|
•
|
size of customer base and reference accounts within key industry segments;
|
•
|
ability to deliver ongoing value and return on investment;
|
•
|
ease of deployment and ease of use;
|
•
|
relevant industry domain expertise and functionality; and
|
•
|
the financial resources of the vendor.
|
|
As of March 31,
|
|||||||
|
2018
|
|
2017
|
|
2016
|
|||
South Africa
|
840
|
|
|
833
|
|
|
866
|
|
United States
|
58
|
|
|
51
|
|
|
62
|
|
United Kingdom
|
53
|
|
|
56
|
|
|
49
|
|
United Arab Emirates
|
34
|
|
|
47
|
|
|
52
|
|
Australia
|
35
|
|
|
36
|
|
|
37
|
|
Brazil
|
22
|
|
|
17
|
|
|
14
|
|
Uganda
|
4
|
|
|
5
|
|
|
5
|
|
Romania
|
5
|
|
|
10
|
|
|
3
|
|
Thailand
|
3
|
|
|
1
|
|
|
1
|
|
Total
|
1,054
|
|
|
1,056
|
|
|
1,089
|
|
|
|
|
|
|
|
|||
Full-time
|
983
|
|
|
1,032
|
|
|
1,067
|
|
Part-time
|
71
|
|
|
24
|
|
|
22
|
|
Total
|
1,054
|
|
|
1,056
|
|
|
1,089
|
|
Property
|
|
Owned or
Leased
|
|
Square
Footage
|
|
South Africa
|
|
|
|
|
|
Howick Close, Waterfall Park, Midrand, South Africa
|
|
Leased
|
|
46,499
|
|
Howick Mews, Waterfall Park, Midrand, South Africa
|
|
Leased
|
|
11,364
|
|
Blaauwklip Office Development & Park, Stellenbosch, South Africa
|
|
Owned
|
|
17,158
|
|
Blaauwklip Office Development & Park, Stellenbosch, South Africa
|
|
Leased
|
|
10,936
|
|
7/8 Holwood Crescent, La Lucia Ridge, South Africa
|
|
Leased
|
|
6,953
|
|
Unit B6, Arden Grove, Montague Gardens, Cape Town, South Africa
|
|
Leased
|
|
2,196
|
|
21 Van Rensburg Street, Nelspruit, South Africa
|
|
Leased
|
|
915
|
|
United States
|
|
|
|
|
|
Suite 100 and 310, 750 Park of Commerce Blvd., Boca Raton, Florida, USA
|
|
Leased
|
|
10,260
|
|
Suite 110, 16770 Imperial Valley Drive, Houston, Texas, USA
|
|
Leased
|
|
2,500
|
|
Suite 27, 1181 S Rogers Circle, Boca Raton, Florida, USA
|
|
Leased
|
|
2,326
|
|
United Kingdom
|
|
|
|
|
|
6170 & 6180, Birmingham Business Park, Solihull Parkway, Birmingham, UK
|
|
Leased
|
|
5,280
|
|
Suites 39-40 Cherry Orchard North, Kembrey Park, Swindon, Wiltshire, UK
|
|
Leased
|
|
2,906
|
|
Australia
|
|
|
|
|
|
Suite 3, 281 Hay Street, Subiaco, Australia
|
|
Leased
|
|
5,091
|
|
Suite 1, 28 Fortescue Street, Spring Hill, Brisbane, Queensland, Australia
|
|
Leased
|
|
1,679
|
|
United Arab Emirates
|
|
|
|
|
|
Building 6EA, Office 610, Dubai Airport, Freezone, Dubai, United Arab Emirates
|
|
Leased
|
|
3,592
|
|
Brazil
|
|
|
|
|
|
543 Doutor Costa Junior Street, Sao Paulo, Brazil
|
|
Leased
|
|
4,306
|
|
Thailand
|
|
|
|
|
|
9th Floor, 571 RSU Tower, Sukhumvit Road, Klong Ton Nue, Wattana, Bangkok, Thailand
|
|
Leased
|
|
215
|
|
Uganda
|
|
|
|
|
|
7th Floor, Course View Towers, Kitane Road, Kampala, Uganda
|
|
Leased
|
|
570
|
|
Romania
|
|
|
|
|
|
3rd floor, Office 314, Charles de Gaulle Plaza, 15th Charles de Gaulle Square, Sector 1, Bucharest, Romania
|
|
Leased
|
|
91
|
|
|
|
Fiscal Year Ended March 31,
|
||||||||||||
|
|
2018
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
|
(In thousands, unless otherwise indicated)
|
||||||||||||
Subscription revenue
|
|
|
$121,315
|
|
|
R1,434,615
|
|
R1,239,914
|
|
|
R1,158,229
|
|
||
Subscription revenue growth (%)
|
|
|
|
15.7
|
%
|
|
7.1
|
%
|
|
16.0
|
%
|
|||
Hardware and other revenue
|
|
23,498
|
|
|
277,867
|
|
|
300,144
|
|
|
306,792
|
|
||
Hardware and other revenue decline (%)
|
|
|
|
(7.4
|
%)
|
|
(2.2
|
%)
|
|
(21.5
|
%)
|
|||
Total revenue
|
|
144,813
|
|
|
1,712,482
|
|
|
1,540,058
|
|
|
1,465,021
|
|
||
Total revenue growth (%)
|
|
|
|
11.2
|
%
|
|
5.1
|
%
|
|
5.4
|
%
|
|||
Operating profit
|
|
18,178
|
|
|
214,952
|
|
137,862
|
|
139,084
|
|||||
Operating profit growth/(decline) (%)
|
|
|
|
55.9
|
%
|
|
(0.9
|
%)
|
|
(7.2
|
%)
|
|||
Operating profit margin (%)
|
|
|
|
12.6
|
%
|
|
9.0
|
%
|
|
9.5
|
%
|
|||
Adjusted EBITDA
(1)
|
|
37,366
|
|
|
441,866
|
|
301,613
|
|
277,215
|
|||||
Adjusted EBITDA growth/(decline) (%)
|
|
|
|
46.5
|
%
|
|
8.8
|
%
|
|
(2.0
|
%)
|
|||
Adjusted EBITDA margin (%)
(1)
|
|
|
|
25.8
|
%
|
|
19.6
|
%
|
|
18.9
|
%
|
|||
Profit for the year
(2)
|
|
15,323
|
|
|
181,193
|
|
121,441
|
|
182,491
|
|||||
Profit for the year growth/(decline) (%)
|
|
|
|
49.2
|
%
|
|
(33.5
|
%)
|
|
22.5
|
%
|
|||
Profit for the year margin (%)
|
|
|
|
10.6
|
%
|
|
7.9
|
%
|
|
12.5
|
%
|
(1)
|
Adjusted EBITDA and Adjusted EBITDA margin are non-IFRS financial measures. See “Item 3A. Selected financial and operating data” for a description of this measure and a reconciliation to profit for the year.
|
(2)
|
Profit for the year includes net foreign exchange losses of R5.1 million, net foreign exchange gains of R1.5 million and net foreign exchange gains of R144.0 million in fiscal years 2018, 2017 and 2016, respectively.
|
|
|
Fiscal Year Ended March 31,
|
||||||||||||||
|
|
2018
|
|
2018
|
|
2017
|
|
2016
|
||||||||
|
|
(In thousands, except basic adjusted earnings per share and subscriber data)
|
||||||||||||||
Subscription revenue
|
|
|
$121,315
|
|
|
|
R1,434,615
|
|
|
|
R1,239,914
|
|
|
|
R1,158,229
|
|
Adjusted EBITDA
|
|
37,366
|
|
|
441,866
|
|
|
301,613
|
|
|
277,215
|
|
||||
Basic adjusted earnings per share ($/R)
|
|
|
$0.02
|
|
|
|
R0.28
|
|
|
|
R0.17
|
|
|
|
R0.11
|
|
Subscribers
|
|
676,866
|
|
|
676,866
|
|
|
622,062
|
|
|
566,177
|
|
|
|
Fiscal Year Ended March 31,
|
||||||||||||||
|
|
2018
|
|
2018
|
|
2017
|
|
2016
|
||||||||
|
|
(In thousands, except subscriber data)
|
||||||||||||||
Hardware revenue
|
|
|
$19,260
|
|
|
|
R227,752
|
|
|
|
R222,315
|
|
|
|
R221,306
|
|
% movement
|
|
|
|
2.4
|
%
|
|
0.5
|
%
|
|
(25.9
|
%)
|
|||||
% of total revenue
|
|
|
|
13.3
|
%
|
|
14.4
|
%
|
|
15.1
|
%
|
|||||
Hardware gross margin %
|
|
|
|
50.6
|
%
|
|
53.7
|
%
|
|
54.9
|
%
|
|
|
Fiscal Year Ended March 31,
|
||||||||||||
|
|
2018
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
|
(In thousands, unless otherwise indicated)
|
||||||||||||
Subscription revenue
|
|
|
$121,315
|
|
|
R1,434,615
|
|
R1,239,914
|
|
|
R1,158,229
|
|
||
Subscription revenue growth (%)
|
|
|
|
15.7
|
%
|
|
7.1
|
%
|
|
16.0
|
%
|
|||
Total revenue
|
|
144,813
|
|
|
1,712,482
|
|
|
1,540,058
|
|
|
1,465,021
|
|
||
Total revenue growth (%)
|
|
|
|
11.2
|
%
|
|
5.1
|
%
|
|
5.4
|
%
|
|||
Operating expenses
|
|
(77,359
|
)
|
|
(914,813
|
)
|
|
(903,837
|
)
|
|
(887,876
|
)
|
||
Operating expenses growth (%)
|
|
|
|
1.2
|
%
|
|
1.8
|
%
|
|
11.9
|
%
|
|||
Operating profit
|
|
18,178
|
|
|
214,952
|
|
137,862
|
|
139,084
|
|||||
Operating profit growth/(decline) (%)
|
|
|
|
55.9
|
%
|
|
(0.9
|
%)
|
|
(7.2
|
%)
|
|||
Operating profit margin (%)
|
|
|
|
12.6
|
%
|
|
9.0
|
%
|
|
9.5
|
%
|
|||
Adjusted EBITDA
(1)
|
|
37,366
|
|
|
441,866
|
|
301,613
|
|
277,215
|
|||||
Adjusted EBITDA growth/(decline) (%)
|
|
|
|
46.5
|
%
|
|
8.8
|
%
|
|
(2.0
|
%)
|
|||
Adjusted EBITDA margin (%)
(1)
|
|
|
|
25.8
|
%
|
|
19.6
|
%
|
|
18.9
|
%
|
(1)
|
Adjusted EBITDA and Adjusted EBITDA margin are non-IFRS financial measures. See “Item 3A. Selected financial and operating data” for a description of these measures and a reconciliation to operating profit, profit and profit margin for the year.
|
|
Average exchange rate for Fiscal Year Ended March 31,
|
|||||||
|
2018
|
|
2017
|
|
2016
|
|||
South African Rand for U.S. Dollars (per $1.00)
|
12.99
|
|
|
14.06
|
|
|
13.78
|
|
% movement
|
(7.6
|
%)
|
|
2.0
|
%
|
|
24.6
|
%
|
South African Rand for British Pound (per £1.00)
|
17.21
|
|
|
18.42
|
|
|
20.63
|
|
% movement
|
(6.6
|
%)
|
|
(10.7
|
%)
|
|
15.8
|
%
|
|
For the year ended March 31,
|
||||||||||||||
|
2018
|
|
2018
|
|
2017
|
|
2016
|
||||||||
|
(In thousands, unless otherwise indicated)
|
||||||||||||||
Revenue
|
|
$144,813
|
|
|
|
R1,712,482
|
|
|
|
R1,540,058
|
|
|
|
R1,465,021
|
|
Cost of sales
|
(49,635
|
)
|
|
(586,963
|
)
|
|
(498,785
|
)
|
|
(439,305
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Gross profit
|
95,178
|
|
|
1,125,519
|
|
|
1,041,273
|
|
|
1,025,716
|
|
||||
Sales and marketing
|
(15,642
|
)
|
|
(184,978
|
)
|
|
(181,601
|
)
|
|
(203,767
|
)
|
||||
Administration and other charges
(1)
|
(61,358
|
)
|
|
(725,589
|
)
|
|
(721,810
|
)
|
|
(682,865
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Operating profit
|
18,178
|
|
|
214,952
|
|
|
137,862
|
|
|
139,084
|
|
||||
Finance (cost)/income - net
|
(6
|
)
|
|
(69
|
)
|
|
10,391
|
|
|
150,327
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Profit before taxation
|
18,172
|
|
|
214,883
|
|
|
148,253
|
|
|
289,411
|
|
||||
Taxation
|
(2,849
|
)
|
|
(33,690
|
)
|
|
(26,812
|
)
|
|
(106,920
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Profit for the year
|
|
$15,323
|
|
|
|
R181,193
|
|
|
|
R121,441
|
|
|
|
R182,491
|
|
|
|
|
|
|
|
|
|
||||||||
Attributable to:
|
|
|
|
|
|
|
|
||||||||
Owners of the parent
|
|
$15,318
|
|
|
181,134
|
|
|
121,458
|
|
|
182,989
|
|
|||
Non-controlling interests
|
5
|
|
|
59
|
|
|
(17
|
)
|
|
(498
|
)
|
||||
|
|
$15,323
|
|
|
|
R181,193
|
|
|
|
R121,441
|
|
|
|
R182,491
|
|
(1)
|
Includes other income/(expenses) – net.
|
|
For the year ended March 31,
|
|||||||||||||
|
2018
|
|
2018
|
|
2017
|
|
% Change
|
|||||||
|
(In thousands, except for percentages)
|
|||||||||||||
Subscription revenue
|
|
$121,315
|
|
|
|
R1,434,615
|
|
|
|
R1,239,914
|
|
|
15.7
|
%
|
Hardware sales
|
19,260
|
|
|
227,752
|
|
|
222,315
|
|
|
2.4
|
%
|
|||
Driver training, installation and other
|
4,238
|
|
|
50,115
|
|
|
77,829
|
|
|
(35.6
|
%)
|
|||
|
|
$144,813
|
|
|
|
R1,712,482
|
|
|
|
R1,540,058
|
|
|
11.2
|
%
|
•
|
Subscription revenue grew by
R194.7
million, or
15.7%
from fiscal year 2017 to fiscal year 2018. Subscription revenue represented
83.8%
of our total revenue for fiscal year 2018 compared to
80.5%
for the prior year. Our growth in subscription revenue is primarily attributable to both an increase in subscribers, which increased by 8.8% from 622,062 at March 31, 2017, to 676,866 at March 31, 2018 and an increase in average revenue per user (“ARPU”). We again saw ARPU expansion in certain regions such as Africa, Brazil and the Americas, where our fleet ARPUs have continued to increase as a result of bundled deals. Further information in this regard is shown below as part of the discussion of third party revenue and subscription revenue by geography. The growth in Subscription revenue was offset by a decline of R39.9 million or 3.2% as a result of the stronger South African Rand. On a constant currency basis, subscription revenue increased by 18.9% from fiscal year 2017 to fiscal year 2018.
|
•
|
Hardware revenue increased by
R5.4
million, or
2.4%
, from fiscal year 2017 to fiscal year 2018. The increase in hardware revenues in fiscal year 2018 mainly resulted from the European segment, where hardware revenue was R12.9 million higher in fiscal year 2018 than in fiscal year 2017, due to increased sales through both the continental Europe and North African dealer channels. With the exception of Europe and Africa, where hardware revenue was higher, all of the other operating segments recognized lower hardware revenues in fiscal year 2018.
|
•
|
Driver training, installation and other revenue declined by
R27.7
million, or
35.6%
, from fiscal year 2017 to fiscal year 2018. The decrease is primarily related to a decline in installation revenue of R8.4 million in Australia, a decline in driver training revenue of R7.2 million in the Middle East segment and a decline in other revenue of R8.1 million in the Africa segment.
|
|
|
For the Year Ended March 31,
|
||||||||||||||||||||||
|
|
2018
|
|
2018
|
|
2017
|
|
2018
|
|
2018
|
|
2017
|
||||||||||||
|
|
(In thousands)
|
||||||||||||||||||||||
|
|
Total Revenue
|
|
Subscription Revenue
|
||||||||||||||||||||
Africa
|
|
|
$80,968
|
|
|
|
R957,478
|
|
|
|
R859,169
|
|
|
|
$73,794
|
|
|
|
R872,646
|
|
|
|
R772,224
|
|
Americas
|
|
19,246
|
|
|
227,605
|
|
|
160,419
|
|
|
16,480
|
|
|
194,890
|
|
|
121,462
|
|
||||||
Middle East and Australasia
|
|
23,565
|
|
|
278,665
|
|
|
304,450
|
|
|
16,933
|
|
|
200,241
|
|
|
199,474
|
|
||||||
Europe
|
|
16,343
|
|
|
193,260
|
|
|
177,331
|
|
|
9,742
|
|
|
115,199
|
|
|
113,223
|
|
||||||
Brazil
|
|
4,601
|
|
|
54,430
|
|
|
37,811
|
|
|
4,290
|
|
|
50,735
|
|
|
32,653
|
|
||||||
CSO
|
|
90
|
|
|
1,044
|
|
|
878
|
|
|
76
|
|
|
904
|
|
|
878
|
|
||||||
Total
|
|
|
$144,813
|
|
|
|
R1,712,482
|
|
|
|
R1,540,058
|
|
|
|
$121,315
|
|
|
|
R1,434,615
|
|
|
|
R1,239,914
|
|
|
For the year ended March 31,
|
|||||||||||||
|
2018
|
|
2018
|
|
2017
|
|
% Change
|
|||||||
|
(In thousands, except for percentages)
|
|||||||||||||
Cost of sales
|
|
$49,635
|
|
|
|
R586,963
|
|
|
|
R498,785
|
|
|
17.7
|
%
|
Gross profit margin
|
65.7
|
%
|
|
65.7
|
%
|
|
67.6
|
%
|
|
|
||||
Gross profit margin - subscription
|
70.1
|
%
|
|
70.1
|
%
|
|
72.7
|
%
|
|
|
||||
Gross profit margin - hardware
|
50.6
|
%
|
|
50.6
|
%
|
|
53.7
|
%
|
|
|
|
|
For the year ended March 31,
|
|||||||||
|
2018
|
|
2018
|
|
2017
|
|
% Change
|
||||
|
(In thousands, except for percentages)
|
||||||||||
Taxation
|
$2,849
|
|
R33,690
|
|
R26,812
|
|
25.7
|
%
|
|||
Effective tax rate
|
15.7
|
%
|
|
15.7
|
%
|
|
18.1
|
%
|
|
|
|
For the year ended March 31,
|
|||||||||
|
2017
|
|
2016
|
|
% Change
|
|||||
|
(In thousands, except for percentages)
|
|||||||||
Subscription revenue
|
|
R1,239,914
|
|
|
|
R1,158,229
|
|
|
7.1
|
%
|
Hardware sales
|
222,315
|
|
|
221,306
|
|
|
0.5
|
%
|
||
Other
|
77,829
|
|
|
85,486
|
|
|
(9.0
|
%)
|
||
|
|
R1,540,058
|
|
|
|
R1,465,021
|
|
|
5.1
|
%
|
•
|
Subscription revenue, which grew by R81.7 million, or 7.1%. Subscription revenue represented 80.5% of our total revenue for fiscal year 2017 compared to 79.1% for the prior year. Our growth in subscription revenue was primarily attributable to an increase in subscribers, which increased by 9.9% from 566,177 at March 31, 2016, to 622,062 at March 31, 2017, and the effect of the weaker South African Rand, which added R5.3 million, or 0.5%, to our subscription revenue as a result of translating the results of our foreign operations to South African Rand at a higher average rate in the 2017 fiscal year (refer to “Factors Affecting our Performance” above). Overall, there was no significant fluctuation in our ARPU, on a constant currency basis. In certain regions, particularly Brazil and the Americas, our fleet ARPUs have started to increase as a result of higher levels of bundled deals. Further information in this regard is shown below as part of the discussion of third party revenue and subscription revenue by geography.
|
•
|
Hardware revenue increased marginally by R1.0 million, or 0.5%, from fiscal year 2016 to fiscal year 2017. Due to certain large enterprise fleet orders received, hardware revenue was R12.5 million higher than in fiscal year 2016 in our Europe segment. With the exception of Europe and Brazil, where hardware revenue was marginally higher, all the other operating segments recognized lower hardware revenues in fiscal year 2017.
|
•
|
Other revenue declined by R7.7 million, or 9
.0%
, from fiscal year 2017 to fiscal year 2016. The decrease is primarily related to a decline in installation revenue of R7.7 million, mainly resulting from the Africa segment.
|
|
|
For the Year Ended March 31,
|
||||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
|
(In thousands)
|
||||||||||||||
|
|
Total Revenue
|
|
Subscription Revenue
|
||||||||||||
Africa
|
|
|
R859,169
|
|
|
|
R807,907
|
|
|
|
R772,224
|
|
|
|
R711,208
|
|
Europe
|
|
177,331
|
|
|
161,987
|
|
|
113,223
|
|
|
110,251
|
|
||||
Americas
|
|
160,419
|
|
|
156,940
|
|
|
121,462
|
|
|
115,413
|
|
||||
Middle East and Australasia
|
|
304,450
|
|
|
313,927
|
|
|
199,474
|
|
|
202,163
|
|
||||
Brazil
|
|
37,811
|
|
|
23,129
|
|
|
32,653
|
|
|
18,063
|
|
||||
CSO
|
|
878
|
|
|
1,131
|
|
|
878
|
|
|
1,131
|
|
||||
Total
|
|
|
R1,540,058
|
|
|
|
R1,465,021
|
|
|
|
R1,239,914
|
|
|
|
R1,158,229
|
|
|
For the year ended March 31,
|
|||||||||
|
2017
|
|
2016
|
|
% Change
|
|||||
|
(In thousands, except for percentages)
|
|||||||||
Cost of sales
|
|
R498,785
|
|
|
|
R439,305
|
|
|
13.5
|
%
|
Gross profit margin
|
67.6
|
%
|
|
70.0
|
%
|
|
|
|||
Gross profit margin - subscription
|
72.7
|
%
|
|
75.8
|
%
|
|
|
|||
Gross profit margin - hardware
|
53.7
|
%
|
|
54.9
|
%
|
|
|
|
For the year ended March 31,
|
|||||||
|
2017
|
|
2016
|
|
% Change
|
|||
|
(In thousands, except for percentages)
|
|||||||
Taxation
|
R26,812
|
|
R106,920
|
|
(74.9
|
%)
|
||
Effective tax rate
|
18.1
|
%
|
|
36.9
|
%
|
|
|
•
|
assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;
|
•
|
income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions);
|
•
|
all resulting exchange differences are recognized in other comprehensive income; and
|
•
|
equity items are measured in terms of historical cost at the time of recording, translated at the rate on the date of recording and are not retranslated to closing rates at reporting dates.
|
–
|
Capitalized commission asset with a net book value of between R43.0 million and R48.0 million; and
|
–
|
Additional recurring commission liability of between R6.0 million and R8.0 million.
|
–
|
Right-of-use asset with a net book value of between R29.0 million and R32.0 million
|
–
|
Lease liability (net of accruals/prepayments already recognized) of between R31.0 million and R35.0 million.
|
|
|
Fiscal Year Ended March 31,
|
||||||||||||||
|
|
2018
|
|
2018
|
|
2017
|
|
2016
|
||||||||
|
|
(In thousands)
|
||||||||||||||
Cash generated from operating activities
|
|
|
$29,869
|
|
|
|
R353,208
|
|
|
|
R323,571
|
|
|
|
R240,434
|
|
Cash used in investing activities
|
|
(28,931
|
)
|
|
(342,135
|
)
|
|
(292,894
|
)
|
|
(249,714
|
)
|
||||
Cash used in financing activities
|
|
(5,286
|
)
|
|
(62,494
|
)
|
|
(519,576
|
)
|
|
(223,229
|
)
|
||||
Effects of exchange rate (losses)/gains on cash
|
|
(1,216
|
)
|
|
(14,374
|
)
|
|
(15,530
|
)
|
|
165,856
|
|
||||
Net decrease in cash and cash equivalents
|
|
|
($5,564
|
)
|
|
|
(R65,795
|
)
|
|
|
(R504,429
|
)
|
|
|
(R66,653
|
)
|
|
|
Fiscal Year Ended March 31,
|
||||||||||
|
|
2018
|
|
2018
|
|
2017
|
||||||
|
|
(In thousands)
|
||||||||||
Cash and cash equivalents, net of overdrafts
|
|
|
$24,569
|
|
|
|
R290,538
|
|
|
|
R356,333
|
|
|
|
For the Quarter Ended,
|
||||||||||||||||||||||
|
|
Mar 31, 2018
|
|
Dec 31, 2017
|
|
Sep 30, 2017
|
|
Jun 30, 2017
|
|
Mar 31, 2017
|
|
Dec 31, 2016
|
|
Sep 30, 2016
|
|
Jun 30, 2016
|
||||||||
Subscription Revenue (R’000)
|
|
373,623
|
|
|
376,364
|
|
|
349,262
|
|
|
335,367
|
|
|
321,708
|
|
|
310,695
|
|
|
301,337
|
|
|
306,174
|
|
Subscribers
|
|
676,866
|
|
|
664,816
|
|
|
640,158
|
|
|
625,602
|
|
|
622,062
|
|
|
605,317
|
|
|
584,994
|
|
|
577,950
|
|
|
|
Total
|
|
Less than
1 Year
|
|
1 – 3
Years
|
|
3 – 5
Years
|
|
More
than 5
Years
|
|||||||||
|
|
(In thousands)
|
|||||||||||||||||
Operating lease obligations
|
|
|
R27,778
|
|
|
|
R14,625
|
|
|
|
R10,894
|
|
|
|
R2,259
|
|
|
—
|
|
Approved and committed capital commitments
|
|
28,647
|
|
|
28,647
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Outstanding purchase obligations
|
|
23,663
|
|
|
23,579
|
|
|
84
|
|
|
—
|
|
|
—
|
|
||||
Total
|
|
R80,088
|
|
R66,851
|
|
R10,978
|
|
2,259
|
|
|
—
|
|
Name
|
|
Age
|
|
Position
|
Senior Management
|
|
|
|
|
Stefan Joselowitz
|
|
59
|
|
President and Chief Executive Officer / Director
|
Paul Dell
|
|
36
|
|
Interim Chief Financial Officer / Director
|
Charles Tasker
|
|
54
|
|
Chief Operating Officer / Director
|
Catherine Lewis
|
|
43
|
|
Executive Vice President — Technology
|
Gert Pretorius
|
|
50
|
|
Executive Vice President — Africa
|
|
|
|
|
|
Non-Executive Directors
|
|
|
|
|
Robin Frew
|
|
58
|
|
Chairman
|
Enos Banda
|
|
52
|
|
Director
|
Richard Bruyns
|
|
65
|
|
Director
|
Fundiswa Roji-Maplanka
|
|
42
|
|
Director
|
Ian Jacobs
|
|
41
|
|
Director
|
Anthony Welton
|
|
70
|
|
Director
|
|
|
Annual Fee
|
||
Description
|
|
(In thousands)
|
||
Director’s fee
|
|
|
R330
|
|
Audit and Risk Committee member *
|
|
170
|
|
|
Nominations and Remuneration Committee member *
|
|
70
|
|
|
Social and Ethics Committee member *
|
|
55
|
|
|
Chairman of the Board *
|
|
360
|
|
|
Lead Independent Director *
|
|
240
|
|
|
Chairman of the Audit and Risk Committee **
|
|
240
|
|
|
Chairman of the Nominations and Remuneration Committee **
|
|
105
|
|
|
Chairman of the Social and Ethics Committee **
|
|
100
|
|
|
Fiscal Year ended March 31,
|
||||||
|
2018
|
|
2018
|
||||
Non-Executive Directors
|
(In thousands)
|
||||||
Richard Bruyns
(1)
|
|
$65
|
|
|
|
R773
|
|
Enos Banda
|
41
|
|
|
486
|
|
||
Christopher Ewing
(1) (2)
|
29
|
|
|
348
|
|
||
Robin Frew
(1)
|
63
|
|
|
746
|
|
||
Ian Jacobs
|
33
|
|
|
386
|
|
||
Anthony Welton
|
52
|
|
|
614
|
|
||
Fundiswa Roji-Maplanka
(3)
|
25
|
|
|
292
|
|
||
Sub-total
|
308
|
|
|
3,645
|
|
||
Value-added tax
(1)
|
22
|
|
|
266
|
|
||
Total
|
|
$330
|
|
|
|
R3,911
|
|
(1)
|
Value-added tax included as part of certain invoices received. Directors’ fees shown exclude value-added tax.
|
(2)
|
Resigned from the Board with effect from November 7, 2017.
|
(3)
|
Appointed to the Board with effect from October 3, 2017.
|
•
|
total rewards are set at levels that are considered to be responsible and competitive within the relevant market;
|
•
|
total incentive-based rewards are earned through the achievement of demanding growth and return targets consistent with shareholder interests over the short, medium and long-term:
|
•
|
Incentive plans, performance measures and targets are structured to operate soundly throughout the business cycle; and
|
•
|
the design of long-term incentive plans is prudent and does not expose shareholders to unreasonable financial risk.
|
•
|
basic salary and travel allowances;
|
•
|
bi-annual incentive bonuses;
|
•
|
share incentive plans; and
|
•
|
retirement and other benefits including group life and health insurance.
|
(1)
|
Each of the listed executives is party to an employment contract with us as described in “Executive Employment Contracts”.
|
(2)
|
Allowances include cost of living and travel allowances.
|
(3)
|
Other benefits represent group life and health insurance.
|
(4)
|
Performance bonuses are based on actual amounts paid during the financial year.
|
(5)
|
Individual paid in U.S. Dollars. The amounts paid to individuals in U.S. Dollars have been translated into South African Rand at the exchange rate applicable at the time of payment.
|
Share options
|
|
November 7,
2012 (In thousands) |
|
September 10,
2014 (In thousands) |
|
Total
(In thousands) |
|||
Stefan Joselowitz
(1)
|
|
2,500
|
|
|
—
|
|
|
2,500
|
|
Charles Tasker
(1)
|
|
2,000
|
|
|
1,500
|
|
|
3,500
|
|
Gert Pretorius
|
|
1,100
|
|
|
1,000
|
|
|
2,100
|
|
Catherine Lewis
|
|
—
|
|
|
1,000
|
|
|
1,000
|
|
|
|
5,600
|
|
|
3,500
|
|
|
9,100
|
|
Option strike price (cents per share)
|
|
246
|
|
|
411
|
|
|
|
|
JSE share price on grant date (cents per share)
|
|
300
|
|
|
411
|
|
|
|
|
Expiry date
|
|
November 7, 2018
|
|
|
September 10, 2020
|
|
|
|
|
Performance conditions
|
|
|
|
|
|
||||
Minimum shareholder return of
|
|
10
|
%
|
|
10
|
%
|
|
|
SARs
|
|
August 31,
2015 000s |
May 30,
2016
000s
|
November 24,
2016
000s
|
May 30,
2017 000s |
|
Total
000s |
|||||
Stefan Joselowitz
(1)
|
|
1,000
|
|
1,000
|
|
—
|
|
1,100
|
|
|
3,100
|
|
Charles Tasker
(1)
|
|
750
|
|
750
|
|
875
|
|
1,100
|
|
|
3,475
|
|
Paul Dell
(1)
|
|
200
|
|
200
|
|
875
|
|
1,100
|
|
|
2,375
|
|
Gert Pretorius
|
|
500
|
|
500
|
|
875
|
|
1,100
|
|
|
2,975
|
|
Catherine Lewis
|
|
500
|
|
500
|
|
875
|
|
1,100
|
|
|
2,975
|
|
|
|
2,950
|
|
2,950
|
|
3,500
|
|
5,500
|
|
|
14,900
|
|
JSE share price on grant date (cents per share)
|
|
319
|
|
289
|
|
328
|
|
345
|
|
|
|
|
Expiry date
|
|
August 31, 2021
|
|
May 30, 2022
|
|
November 24, 2022
|
|
May 30, 2023
|
|
|
|
|
Performance conditions
|
|
|
|
|
|
|
|
|||||
Minimum shareholder return of
|
|
10
|
%
|
10
|
%
|
10
|
%
|
10
|
%
|
|
|
•
|
Executives are eligible to receive, in addition to their annual cost to company salary package, an annual performance bonus that will be paid out on a semi-annual basis. The amount of the annual bonus varies from year to year and is determined by our Nominations and Remuneration Committee. Executives are entitled to participate in our equity incentive plans, and are provided with a mobile phone for business use. Certain broadband costs are also paid by us.
|
•
|
Employment may be terminated at any time if executives are found guilty of misconduct or have committed a breach of a material obligation under the employment agreement. Contracts may also be terminated if executives consistently perform poorly, are incompatible with our culture or become incapacitated and unable to perform.
|
•
|
The inclusion of confidentiality, assignment of inventions and restraint of trade agreements.
|
•
|
Stefan Joselowitz.
Stefan Joselowitz is paid an annual cost to company salary package of $536,954.
|
•
|
Paul Dell
. Paul Dell is paid an annual cost to company salary package of R2,120,000 ($179,274).
|
•
|
Charles Tasker
. Charles Tasker is paid an annual cost to company salary package of $423,300.
|
•
|
Gert Pretorius
. Gert Pretorius is paid an annual cost to company salary package of R3,605,000 ($304,850).
|
•
|
Catherine Lewis
. Catherine Lewis is paid an annual cost to company salary package of R2,991,357 ($252,958).
|
•
|
advance expenses to a director, or directly or indirectly indemnify a director in respect of the defense of legal proceedings, as set forth in Section 78(4) of the Companies Act of South Africa;
|
•
|
indemnify a director in respect of liability as set forth in Section 78(5) of the Companies Act; and
|
•
|
purchase insurance to protect us or a director as set forth in Section 78(7) of the Companies Act.
|
Non-Executive Director
|
|
Initial appointment to the Board of Directors
|
|
Year Current Term Expires
|
|
|
|
|
|
Richard Bruyns
|
|
August 2007
|
|
2018*
|
Enos Banda
|
|
May 2013
|
|
2019
|
Fundiswa Roji-Maplanka
(1)
|
|
October 2017
|
|
2020
|
Robin Frew
|
|
January 1996
|
|
2019
|
Anthony Welton
|
|
February 2008
|
|
2020
|
Ian Jacobs
|
|
June 2016
|
|
2018*
|
|
|
|
|
|
Executive Director
|
|
|
|
|
Stefan Joselowitz
|
|
January 1996
|
|
Indefinite
|
Paul Dell
|
|
February 2017
|
|
Indefinite
|
Charles Tasker
|
|
August 2007
|
|
Indefinite
|
*
|
Proposed re-election to be approved by shareholders at our annual general meeting to be held on September 26, 2018.
|
(1)
|
Appointed to the board with effect from October 3, 2017. Appointment to be confirmed by shareholders at our annual general meeting to be held on September 26, 2018.
|
•
|
reviewing internal control systems developed by management;
|
•
|
evaluating the effectiveness of the internal audit process in terms of its scope, execution, coverage, independence, skills, performance and position within the organization;
|
•
|
reviewing internal controls over financial reporting, which include disclosure controls and procedures;
|
•
|
evaluation of the effectiveness of the internal control frameworks and reviewing whether recommendations made by the external and internal auditors and advisers have been implemented;
|
•
|
considering the security of our computer systems and evaluating contingency plans in the event of systems breakdowns and disasters;
|
•
|
annually recommending the appointment of a registered and independent external auditor and determining the scope of engagement, fees and considering their independence;
|
•
|
overseeing the financial reporting process and reviewing the quarterly results announcements, interim financial statements, annual financial statements, the annual report, SEC filings including the Form 20-F, preliminary announcements and special documents prior to release;
|
•
|
reviewing, with management and the external auditor, the financial statements, key accounting policies, practices and estimates, any changes to accounting policies and estimates and judgements, significant adjustments, unadjusted differences and any disagreements;
|
•
|
reviewing processes to ensure that reliable and efficient risk management strategies (including a combined assurance model), policies and risk insurance programs are in place; and
|
•
|
reviewing the process for monitoring compliance with laws and regulations, including the King IV Report on Corporate Governance in South Africa.
|
•
|
overseeing that the Company’s remuneration strategy is market-related, competitive and business relevant in order to attract, retain and motivate diverse talent required to drive the desired behavior;
|
•
|
reviewing and approving the Company’s Remuneration Policy and Implementation Report, based on principles of fair, responsible and transparent remuneration and as required by the King IV Report on Corporate Governance in South Africa;
|
•
|
attending to the remuneration and benefits of senior executives and executive directors;
|
•
|
advising on non-executive directors’ fees and fees for those directors who are members of Board committees, which are approved by shareholders at the annual general meeting;
|
•
|
advising on senior executive and executive director appointments;
|
•
|
reviewing succession planning at the executive level;
|
•
|
confirming the share incentive plan and the allocation of awards under the plan; and
|
•
|
selecting and recommending candidates for appointment to our Board of Directors.
|
•
|
social and economic development, including our standing in terms of the goals and purposes of: (a) the ten principles set out in the United Nations Global Compact Principles; (b) the Organization for Economic Cooperation and Development recommendations regarding corruption; (c) the South African Employment Equity Act; and (d) the B-BBEE Act;
|
•
|
good corporate citizenship;
|
•
|
the environment, health and public safety, including the impact of our activities, products and services;
|
•
|
consumer relationships, including our advertising, public relations and compliance with consumer protection laws;
|
•
|
reviewing the process for monitoring compliance with laws, regulations and our Code of Ethics and Conduct; and
|
•
|
labor and employment, including our standing in terms of the International Labor Organization Protocol on decent work and working conditions, our employment relationships and our contribution toward the educational development of our employees.
|
|
As of March 31,
|
|||||||
|
2018
|
|
2017
|
|
2016
|
|||
South Africa
|
840
|
|
|
833
|
|
|
866
|
|
United States
|
58
|
|
|
51
|
|
|
62
|
|
United Kingdom
|
53
|
|
|
56
|
|
|
49
|
|
United Arab Emirates
|
34
|
|
|
47
|
|
|
52
|
|
Australia
|
35
|
|
|
36
|
|
|
37
|
|
Brazil
|
22
|
|
|
17
|
|
|
14
|
|
Uganda
|
4
|
|
|
5
|
|
|
5
|
|
Romania
|
5
|
|
|
10
|
|
|
3
|
|
Thailand
|
3
|
|
|
1
|
|
|
1
|
|
Total
|
1,054
|
|
|
1,056
|
|
|
1,089
|
|
|
|
|
|
|
|
|||
Full-time
|
983
|
|
|
1,032
|
|
|
1,067
|
|
Part-time
|
71
|
|
|
24
|
|
|
22
|
|
Total
|
1,054
|
|
|
1,056
|
|
|
1,089
|
|
|
|
June 15, 2018
|
||||
|
|
Number of ordinary shares beneficially owned (In thousands)
|
|
Percentage of beneficial ownership
|
||
Non-executive
|
|
|
|
|
||
Richard Bruyns
(1)
|
|
3,697
|
|
|
*
|
|
Enos Banda
|
|
—
|
|
|
—
|
|
Robin Frew
(2)
|
|
63,847
|
|
|
11.3
|
%
|
Anthony Welton
(3)
|
|
—
|
|
|
—
|
|
Fundiswa Roji-Maplanka
|
|
—
|
|
|
—
|
|
Ian Jacobs
(4)
|
|
241
|
|
|
*
|
|
Executive
|
|
|
|
|
||
Stefan Joselowitz
(5)
|
|
28,842
|
|
|
5.1
|
%
|
Charles Tasker
(6)
|
|
4,807
|
|
|
*
|
|
Gert Pretorius
(7)
|
|
1,938
|
|
|
*
|
|
Catherine Lewis
(8)
|
|
2,025
|
|
|
*
|
|
Paul Dell
|
|
1
|
|
|
*
|
|
All directors and executive officers as a group
(9)
|
|
105,398
|
|
|
18.7
|
%
|
(1)
|
Includes 3,696,563 ordinary shares held by IS Wealth Creator SPI SR Bruyns. IS Wealth Creator SPI SR Bruyns is an endowment policy entity owned by Richard Bruyns. Voting and investment power over the ordinary shares held by IS Wealth Creator SPI SR Bruyns is exercised by Richard Bruyns.
|
(2)
|
Includes 60,410,880 ordinary shares held by Masalini Capital Proprietary Limited and 799,366 ordinary shares held by Masalini Investments No. 3 Proprietary Limited. Masalini Capital Proprietary Limited is 100% owned by the Masalini Trust (previously known as the Robin Frew Family Trust), of which Robin Frew is one of three trustees and a beneficiary. Voting and investment power over the ordinary shares held by Masalini Capital Proprietary Limited is exercised by majority consent of Robin Frew and the other trustees, Philip Kilroe and Juanita Lou Koster. Voting and investment power over the ordinary shares held by Masalini Investments No. 3 Proprietary Limited is exercised by Robin Frew. Includes 2,637,040 ordinary shares held by Thynk Capital Proprietary Limited (“Thynk”). Thynk is now wholly owned by Robin Frew and he is also the sole director and therefore has full voting and investment power over the shares owned by Thynk. Excludes 70,261,440 ordinary shares held by the GAF Family Trust, as to which Robin Frew disclaims beneficial ownership as he is a discretionary beneficiary but not a trustee.
|
(3)
|
Excludes 235,000 ordinary shares owned by Anthony Welton’s spouse, as to which he disclaims beneficial ownership.
|
(4)
|
Ian Jacobs disclaims beneficial ownership with respect to any shares other than the shares owned directly and of record by Ian Jacobs.
|
(5)
|
Includes options to purchase 2,500,000 ordinary shares that are currently or will be exercisable within 60 days after June 15 2018, provided that the performance conditions in respect of minimum shareholder return have been met.
|
(6)
|
Includes options to purchase 2,750,000 ordinary shares that are currently or will be exercisable within 60 days after June 15, 2018, provided that the performance conditions in respect of minimum shareholder return have been met. Excludes 2,428,154 shares held by his spouse, to which Charles Tasker disclaims beneficial ownership.
|
(7)
|
Includes options to purchase 1,600,000 ordinary shares that are currently or will be exercisable within 60 days after June 15, 2018, provided that the performance conditions in respect of minimum shareholder return have been met.
|
(8)
|
Includes options to purchase 500,000 ordinary shares that are currently or will be exercisable within 60 days after June 15, 2018, provided that the performance conditions in respect of minimum shareholder return have been met.
|
(9)
|
Includes options to purchase 7,350,000 ordinary shares that are currently or will be exercisable within 60 days after June 15, 2018, provided that the performance conditions in respect of minimum shareholder return have been met.
|
Name of beneficial owner
(1)
|
|
Total
shareholding
|
|
% of shares
in issue
(2)
|
||
GAF Trust
(3)
|
|
70,261,440
|
|
|
11.6
|
%
|
Masalini Capital Proprietary Limited
(4)
|
|
60,410,880
|
|
|
10.0
|
%
|
MiX Telematics Investments Proprietary Limited
(5)
|
|
40,000,000
|
|
|
6.6
|
%
|
(1)
|
Shares shown in the table above include shares held in the beneficial owner’s name or jointly with others, or in the name of a bank, nominee or trustee for the beneficial owner’s account.
|
(2)
|
The percentages shown are based on 604,586,438 ordinary shares issued and outstanding as of June 15, 2018.
|
(3)
|
Liane Frew, an immediate family member of Robin Frew, is one of three trustees of the GAF Trust. The other trustees of the GAF Trust are Michael Bloom and David Nathan. Voting and investment power over the ordinary shares held by the GAF Trust is exercised by the majority consent of the trustees.
|
(4)
|
Masalini Capital Proprietary Limited is 100% owned by the Masalini Trust (previously known as the Robin Frew Family Trust), of which Robin Frew is one of three trustees and a beneficiary. Voting and investment power over the ordinary shares held by Masalini Capital Proprietary Limited is exercised by majority consent of Robin Frew and the other trustees, Philip Kilroe and Juanita Lou Koster.
|
(5)
|
40,000,000 treasury shares are held by MiX Telematics Investments Proprietary Limited, a wholly owned subsidiary of the Group.
|
|
|
JSE (“MIX”)
|
|
Average daily
trading volume
(1)
|
|||||
|
|
High
|
|
Low
|
|
||||
|
|
(R)
|
|
(in shares)
|
|||||
Fiscal year ended March 31,
|
|
|
|
|
|
|
|||
2018
|
|
7.51
|
|
|
2.92
|
|
|
385,715
|
|
2017
|
|
4.25
|
|
|
2.25
|
|
|
456,282
|
|
2016
|
|
3.90
|
|
|
2.10
|
|
|
250,250
|
|
2015
|
|
4.75
|
|
|
2.67
|
|
|
310,704
|
|
2014
|
|
6.50
|
|
|
3.10
|
|
|
323,455
|
|
Fiscal quarter ended
|
|
|
|
|
|
|
|||
March 31, 2018
|
|
7.51
|
|
|
5.49
|
|
|
189,578
|
|
December 31, 2017
|
|
6.59
|
|
|
5.10
|
|
|
568,460
|
|
September 30, 2017
|
|
5.45
|
|
|
4.00
|
|
|
347,568
|
|
June 30, 2017
|
|
4.15
|
|
|
2.92
|
|
|
436,560
|
|
March 31, 2017
|
|
4.25
|
|
|
3.23
|
|
|
391,882
|
|
December 31, 2016
|
|
3.70
|
|
|
3.10
|
|
|
139,680
|
|
September 30, 2016
|
|
3.52
|
|
|
2.60
|
|
|
821,816
|
|
June 30, 2016
|
|
3.10
|
|
|
2.25
|
|
|
460,997
|
|
Month
|
|
|
|
|
|
|
|||
June 2018 (through June 15, 2018)
|
|
10.35
|
|
|
9.66
|
|
|
361,020
|
|
May 2018
|
|
9.99
|
|
|
8.44
|
|
|
545,512
|
|
April 2018
|
|
8.44
|
|
|
7.29
|
|
|
420,627
|
|
March 2018
|
|
7.51
|
|
|
6.00
|
|
|
415,380
|
|
February 2018
|
|
6.67
|
|
|
5.68
|
|
|
94,632
|
|
January 2018
|
|
6.60
|
|
|
5.49
|
|
|
70,618
|
|
December 2017
|
|
6.59
|
|
|
6.00
|
|
|
459,709
|
|
Source:
|
JSE
|
|
|
NYSE (“MIXT”)
|
|
Average daily
trading volume
(1)
|
|||||
|
|
High
|
|
Low
|
|
||||
|
|
($)
|
|
(in ADSs)
|
|||||
Fiscal year ended March 31,
|
|
|
|
|
|
|
|||
2018
|
|
16.03
|
|
|
5.72
|
|
|
73,411
|
|
2017
|
|
8.02
|
|
|
3.79
|
|
|
46,321
|
|
2016
|
|
8.13
|
|
|
3.40
|
|
|
36,616
|
|
2015
|
|
11.70
|
|
|
5.49
|
|
|
39,273
|
|
2014 (from August 9, 2013)
|
|
18.12
|
|
|
10.29
|
|
|
100,382
|
|
Fiscal quarter ended
|
|
|
|
|
|
|
|||
March 31, 2018
|
|
16.03
|
|
|
11.46
|
|
|
91,921
|
|
December 31, 2017
|
|
12.95
|
|
|
9.69
|
|
|
62,227
|
|
September 30, 2017
|
|
9.94
|
|
|
7.66
|
|
|
80,230
|
|
June 30, 2017
|
|
8.25
|
|
|
5.72
|
|
|
59,852
|
|
March 31, 2017
|
|
8.02
|
|
|
6.30
|
|
|
98,913
|
|
December 31, 2016
|
|
6.74
|
|
|
5.74
|
|
|
27,948
|
|
September 30, 2016
|
|
6.39
|
|
|
4.52
|
|
|
28,833
|
|
June 30, 2016
|
|
5.18
|
|
|
3.79
|
|
|
30,946
|
|
Month
|
|
|
|
|
|
|
|||
June 2018 (through June 15, 2018)
|
|
20.08
|
|
|
17.65
|
|
|
174,091
|
|
May 2018
|
|
20.69
|
|
|
16.77
|
|
|
146,636
|
|
April 2018
|
|
16.90
|
|
|
15.43
|
|
|
87,281
|
|
March 2018
|
|
16.03
|
|
|
13.38
|
|
|
149,676
|
|
February 2018
|
|
14.00
|
|
|
12.68
|
|
|
78,868
|
|
January 2018
|
|
12.74
|
|
|
11.46
|
|
|
45,976
|
|
December 2017
|
|
12.95
|
|
|
11.11
|
|
|
58,620
|
|
Source:
|
NYSE
|
(1)
|
Calculated based on the total volume traded over the number of trading days during the respective period.
|
•
|
Agreement of Lease, dated October 2, 2007, between Thynk Industrial One Proprietary Limited and Matrix Vehicle Tracking Proprietary Limited (now MiX Telematics Africa Proprietary Limited) and the addendums thereto, the last of which took effect on April 1, 2017
(Exhibit numbers 4.3 and 4.15)
|
•
|
Updated Terms and Conditions of Employment of Stefan Joselowitz, dated November 18, 2008
(Exhibit number 4.4)
|
•
|
Offer of Employment and Standard Terms and Conditions, dated December 7, 2009, between the Company and Megan Pydigadu
(Exhibit number 4.5)
|
•
|
Standard Terms and Conditions of Employment, dated January 1, 2012, between the Company and Brendan Patrick Horan
(Exhibit number 4.6)
|
•
|
Restraint of Trade, dated January 1, 2012, between the Company and Brendan Patrick Horan
(Exhibit number 4.7)
|
•
|
Standard Terms and Conditions of Employment, effective October 1, 2016, between the Company and Gert Pretorius
(Exhibit number 4.8)
|
•
|
Restraint of Trade, dated January 1, 2012, between the Company and Gert Pretorius
(Exhibit number 4.9)
|
•
|
Standard Terms and Conditions of Employment, dated December 1, 2013, between the Company and Catherine Lewis
(Exhibit number 4.14)
|
•
|
Executive Employment Agreement entered into between the Company and Paul Dell, dated February 22, 2017
(Exhibit number 4.17)
|
•
|
Restraint of Trade entered into between the Company and Paul Dell, dated February 22, 2017
(Exhibit number 4.18)
|
•
|
Updated Terms and Conditions of Employment, effective April 1, 2017, between the Company and Charles Tasker
(Exhibit number 4.19)
|
•
|
Facility Letter, dated February 25, 2013, between The Standard Bank of South Africa Limited and the Company
(Exhibit number 4.10)
|
•
|
Facility Letter, dated March 25, 2013, between Nedbank Limited and MiX Telematics Africa Proprietary Limited
(Exhibit number 4.11)
|
•
|
Provision of Cellular Telephony Network Services Agreement, effective August 1, 2000, between Mobile Telephone Networks Proprietary Limited (“MTN”) and MiX Telematics Africa Proprietary Limited (“MiX Africa”), as amended by an addendum effective July 10, 2012
(Exhibit number 4.12)
|
•
|
Agreement, effective October 1, 2017, between MiX Telematics Africa Proprietary Limited (“MiX Africa”) and Super Group Trading Proprietary Limited (“Super Group”)
(Exhibit number 4.13)
|
•
|
AWS Customer Agreement, effective October 1, 2014, between Amazon Web Services, Inc. (“AWS”) and MiX Telematics International Proprietary Limited (“MiX International”)
(Exhibit number 4.20).
|
•
|
Transfers of up to R2 billion per annum from the parent company (MiX Telematics Limited) to MiX Investments will be allowed without prior approval being required from the FSD. These amounts may be freely deployed to fund our foreign operations. Additional amounts will be subject to prior approval from the FSD;
|
•
|
MiX Investments will be allowed to freely raise and deploy capital offshore, provided these funds are without recourse to South Africa. Additional domestic capital (i.e. in excess of the R2 billion per annum referred to above) and guarantees will be allowed to fund foreign direct investments in accordance with the current foreign direct investment allowance. This allowance is discussed in the foreign investments section;
|
•
|
MiX Investments will be allowed to operate as our cash management center and cash pooling will be allowed without limitations;
|
•
|
Local income generated from cash management will be freely transferable; and
|
•
|
MiX Investments may operate foreign currency accounts as well as South African Rand-denominated accounts.
|
•
|
Such individual is “ordinarily resident” in South Africa. This expression is not defined in the Income Tax Act, No. 58 of 1962, or the “Income Tax Act”, and therefore its meaning is determined according to guidelines established by the courts. Generally, a person’s ordinary residence will be “the country to which he would naturally and as a matter of course return from his wandering; as contrasted with other lands it might be called his usual or principal residence and it would be described more aptly than other countries as his real home”.
|
•
|
The requirements of the physical presence test are met. If not ordinarily resident in South Africa, an individual is considered a South African resident if the individual is physically present in South Africa for more than 91 days, in aggregate, in the relevant tax year and each of the preceding five tax years, and also for more than 915 days, in aggregate, in the preceding five tax years.
|
Type of Taxpayer
|
|
Inclusion Rate of the
Capital Gain
to be Included in
Taxable Income
|
|
Statutory
Income
Tax Rate
|
|
Effective
Rate
|
|||
|
|
(%)
|
|
(%)
|
|
(%)
|
|||
Individuals
|
|
40.0
|
|
|
0 – 45.0
|
|
|
0 – 18.0
|
|
Trusts
|
|
|
|
|
|
|
|||
Special
|
|
40.0
|
|
|
0 – 45.0
|
|
|
0 – 18.0
|
|
Other
|
|
80.0
|
|
|
45.0
|
|
|
36.0
|
|
Life assurers
|
|
|
|
|
|
|
|||
Individual policyholder fund
|
|
40.0
|
|
|
30.0
|
|
|
12.0
|
|
Company policyholder fund
|
|
80.0
|
|
|
28.0
|
|
|
22.4
|
|
Risk policy or Corporate fund
|
|
80.0
|
|
|
28.0
|
|
|
22.4
|
|
Untaxed policyholder fund
|
|
—
|
|
|
—
|
|
|
—
|
|
Most companies
|
|
80.0
|
|
|
28.0
|
|
|
22.4
|
|
Permanent establishments (branches) of non-resident companies
|
|
80.0
|
|
|
28.0
|
|
|
22.4
|
|
Collective investment schemes
|
|
—
|
|
|
—
|
|
|
—
|
|
•
|
certain financial institutions;
|
•
|
insurance companies;
|
•
|
dealers or traders in securities who use a mark-to-market method of tax accounting;
|
•
|
persons holding ordinary shares or ADSs as part of a hedging transaction, straddle, wash sale, conversion transaction or integrated transaction or persons entering into a constructive sale with respect to the ordinary shares or ADSs;
|
•
|
persons whose functional currency for U.S. federal income tax purposes is not the U.S. Dollar;
|
•
|
entities classified as partnerships for U.S. federal income tax purposes;
|
•
|
tax-exempt entities, including “individual retirement accounts” or “Roth IRAs”;
|
•
|
persons holding ordinary shares or ADSs in connection with a trade or business conducted outside of the United States; or
|
•
|
persons who own directly, indirectly, or constructively, 10% or more of the total combined voting power of all classes of our ordinary shares and/or ADSs.
|
•
|
a corporation, or other entity taxable as a corporation, created or organized in or under the laws of the United States, any state therein or the District of Columbia;
|
•
|
a trust if (1) a court within the United States is able to exercise primary supervision for the administration of the trust, and one or more United States persons have the authority to control all substantial decisions of the trust; or (2) the trust has validly elected under applicable Treasury regulations to be treated as a United States person; or
|
•
|
an estate the income of which is subject to U.S. federal income taxation regardless of its source.
|
•
|
at least 75% of its gross income for such year is passive income; or
|
•
|
at least 50% of the value of its assets (based on an average of the quarterly values of the assets) during such year is attributable to assets that produce passive income or are held for the production of passive income.
|
•
|
the excess distribution or recognized gain will be allocated ratably over the U.S. Holder’s holding period for the ADSs or ordinary shares;
|
•
|
the amount allocated to the current taxable year, and any taxable years in the U.S. Holder’s holding period prior to the first taxable year in which we were a PFIC, will be treated as ordinary income; and
|
•
|
the amount allocated to each other taxable year will be subject to the highest tax rate in effect for individuals or corporations, as applicable, for each such year and the interest charge generally applicable to underpayments of tax will be imposed on the resulting tax attributable to each such year.
|
Persons depositing or withdrawing shares or ADS holders must pay the following fees:
|
|
In respect of the following services:
|
$5.00 (or less) per 100 ADSs (or portion of 100 ADSs)
|
|
Issuance of ADSs, including issuances resulting from a distribution of shares or rights or other property
Cancellation of ADSs for the purpose of withdrawal, including if the deposit agreement terminates
|
|
|
|
$0.05 (or less) per ADS
|
|
Any cash distribution to ADS holders
|
|
|
|
A fee equivalent to the fee that would be payable if securities distributed to you had been shares and the shares had been deposited for issuance of ADSs
|
|
Distribution of securities distributed to holders of deposited securities which are distributed by the depositary to ADS holders
|
|
|
|
$0.05 (or less) per ADSs per calendar year
|
|
Depositary services
|
|
|
|
Registration or transfer fees
|
|
Transfer and registration of shares on our share register to or from the name of the depositary or its agent when you deposit or withdraw shares
|
|
|
|
Expenses of the depositary
|
|
Cable, telex and facsimile transmissions (when expressly provided in the deposit agreement)
Converting foreign currency to U.S. Dollars
|
|
|
|
Taxes and other governmental charges the depositary or the custodian have to pay on any ADS or share underlying an ADS, for example, stock transfer taxes, stamp duty or withholding taxes
|
|
As necessary
|
|
|
|
Any charges incurred by the depositary or its agents for servicing the deposited securities
|
|
As necessary
|
|
|
In thousands ($)
|
|
Proceeds received from IPO
|
|
65,472
|
|
Interest received
|
|
250
|
|
Share issue costs paid from the proceeds
|
|
(1,786
|
)
|
Loan to MiX Telematics Serviços De Telemetria E Rastreamento De Veículos Do Brazil Limitada
(1)
|
|
(5,600
|
)
|
Loan to MiX Telematics Europe Limited
(2)
|
|
(1,580
|
)
|
Loan to MiX Telematics North America, Inc.
(2)
|
|
(16,039
|
)
|
ADS and share repurchases
(3)
|
|
(7,817
|
)
|
Cash converted to South African Rand to facilitate specific repurchase of shares from related party
(4)
|
|
(30,647
|
)
|
Provisional tax payment on foreign exchange gains arising from South African Rand bank accounts
|
|
(1,002
|
)
|
Settlement of loan from MiX Telematics Limited
|
|
(1,250
|
)
|
Bank charges
|
|
(1
|
)
|
Balance of remaining proceeds held in MiX Investments’ deposit accounts as at June 15, 2018
|
|
—
|
|
(1)
|
These loans were extended to our subsidiary in Brazil in order to facilitate the planned expansion in the region and to provide financing for in-vehicle devices for bundled deals. The loans are denominated in Brazilian Real.
|
(2)
|
These loans were extended to these subsidiaries to facilitate growth, investments in infrastructure and sales and marketing and to provide financing for in-vehicle devices for bundled deals. The loan extended to MiX Telematics Europe Limited was denominated in British Pound while the loan extended to MiX Telematics North America, Inc. was denominated in U.S. Dollars.
|
(3)
|
See below for further details on the fiscal year 2016 share repurchase program:
|
•
|
The Group could repurchase its shares from time to time in its discretion through open-market transactions and block trades, based on ongoing assessments of the capital needs of the Group, the market price of its securities and general market conditions.
|
•
|
This share repurchase program could be discontinued at any time by the Board of Directors, and the Group had no obligation to repurchase any amount of its securities under the program.
|
•
|
The repurchase program was funded out of existing cash resources
|
(4)
|
See note 13 to our consolidated financial statements for further details on the fiscal year 2017 specific share repurchase agreement from related party.
|
•
|
Appointing key finance staff with extensive controls experience;
|
•
|
Ongoing training of finance staff on control procedures;
|
•
|
Ongoing testing and review of key controls by the group risk function; and
|
•
|
Ongoing oversight from head office finance regarding monitoring controls.
|
|
|
2018
|
|
2018
|
|
2017
|
||||||
|
|
(In thousands)
|
||||||||||
Audit fees
(1)
|
|
|
$1,021
|
|
|
|
R12,076
|
|
|
|
R8,821
|
|
Tax fees
(2)
|
|
62
|
|
|
730
|
|
|
721
|
|
|||
All other fees
(3)
|
|
14
|
|
|
167
|
|
|
583
|
|
|||
Total
(4)
|
|
|
$1,097
|
|
|
|
R12,973
|
|
|
|
R10,125
|
|
(1)
|
In fiscal year 2018, audit fees include R2.2 million in respect of fees paid to PricewaterhouseCoopers Inc. and the balance relates to Deloitte & Touche.
|
(2)
|
In fiscal year 2018, tax fees includes R0.2 million in respect of fees paid to PricewaterhouseCoopers Inc. and the balance relates to Deloitte & Touche.
|
(3)
|
In fiscal year 2018, other fees includes R0.1 million in respect of fees paid to PricewaterhouseCoopers Inc. and the balance relates to Deloitte & Touche.
|
(4)
|
In respect of our Audit and Risk Committee approval process, all of the non-audit and audit fees paid to Deloitte & Touche and PricewaterhouseCoopers Inc. have been pre-approved by the Audit and Risk Committee.
|
Period
|
|
Total number of shares repurchased
|
|
Average price paid per share
(1)
|
|
Shares canceled under the share repurchase program
|
|
Total number of shares purchased as part of publicly announced programs
|
|
Maximum number of shares that may yet be purchased under the programs
|
|||||
Month
|
|
|
|
|
|
|
|
|
|
|
|||||
August 2016
|
|
200,828,260
|
|
|
2.36
|
|
|
(200,828,260
|
)
|
|
200,828,260
|
|
|
—
|
|
|
|
200,828,260
|
|
|
|
|
(200,828,260
|
)
|
|
200,828,260
|
|
|
|
Period
|
|
Total number of shares repurchased
|
|
Average price paid per share
(1)
|
|
Shares canceled under the share repurchase program
|
|
Total value of shares purchased as part of publicly announced program
|
|
Maximum value of shares that may yet be purchased under the program
|
|||||
Month
|
|
|
|
|
|
|
|
|
|
|
|||||
June 2017
|
|
5,015,660
|
|
|
3.72
|
|
|
5,015,660
|
|
|
18,666,376
|
|
|
251,333,624
|
|
|
|
5,015,660
|
|
|
|
|
5,015,660
|
|
|
18,666,376
|
|
|
251,333,624
|
|
•
|
The NYSE Listing Standards require that the non-management directors of United States listed companies meet at regularly scheduled executive sessions without management. Although the JSE Listings Requirements do not require such meetings, the board ordinarily meets without executives on a biannual basis as it is a requirement of King IV.
|
•
|
The NYSE Listing Standards require United States listed companies to have an audit committee composed of at least three independent directors. An FPI may be exempted from the requirement that all members of the audit committee qualify as independent under the NYSE Listing Standards provided, among other requirements, that the members of the audit committee are independent under Exchange Act Rule 10A-3. All of our Audit and Risk Committee members are independent, both under the NYSE Listing Standards and the JSE Listings Requirements.
|
•
|
The NYSE Listing Standards require United States listed companies to have a nominating/corporate governance committee composed entirely of independent directors. The NYSE Listing Standards also require United States listed companies to have a compensation committee composed entirely of independent directors. The JSE Listings Requirements require the appointment of a remuneration committee, and stipulate that all members of this committee must be non-executive directors, the majority of whom must be independent. We have a combined Nominations and Remuneration Committee which currently comprises three non-executive directors, all of whom are independent under the NYSE Listings Requirements. One of these directors is not considered independent in terms of the JSE Listings Requirements due to his significant shareholding in the Company.
|
•
|
Under NYSE Listing Standards, shareholders of United States companies must be given the opportunity to vote for the establishment of and material amendments to equity compensation plans, transactions involving below market price issuances in private placements of more than 20% of outstanding shares, or issuances that result in a change in control, with limited exceptions set forth in the NYSE Listing Standards. The JSE Listings Requirements provides that a share incentive plan and material amendments thereto must be approved by shareholders passing an ordinary resolution (requiring a 75% majority of the votes cast in favor of such a resolution). The JSE Listings Requirements further specifies the information that must be included in the share incentive plan and includes
inter alia
provisions relating to who is an eligible participant, the aggregate number of shares that may be utilized for the purposes of the share incentive plan, the maximum number of shares for any one participant, the amount that is payable upon acceptance and conditions for awarding of shares. The JSE Listings Requirements requires any issue of shares for cash (both general or specific) to be approved by shareholders passing an ordinary resolution (requiring a 75% majority of the votes cast in favor of such a resolution) and limits the number of shares that may be issued and the discount at which the shares are issued.
|
•
|
Under NYSE Listing Standards, each related party transaction is to be reviewed and evaluated by an appropriate group within the listed company involved. While the NYSE does not specify who should review related party transactions, the NYSE believes that the audit committee or another comparable body might be considered as an appropriate forum for this task. The NYSE Listing Standards state that, following the aforementioned review, the Company should determine whether or not a particular relationship serves the best interest of the Company and its shareholders and whether the relationship should be continued or eliminated. The NYSE’s related party guidance applies to listed companies acquiring their own shares or conducting repurchases through affiliates. In general, the NYSE Listing Standards are not otherwise implicated with respect to share repurchases. The JSE Listings Requirements allow for the acquisition by a company of its own securities or the acquisition by a subsidiary of securities in its holding company, in accordance with the Companies Act. The JSE Listings Requirements requires any repurchase of shares (both general or specific) to be approved by shareholders passing a special resolution (requiring a 75% majority of the votes cast in favor of such a resolution). The requirements for a repurchase differ depending upon whether the repurchase takes the form of a general authority to repurchase securities, or a specific authority to repurchase securities.
|
|
|
Page
|
Report of Independent Registered Public Accounting Firm: Deloitte & Touche
|
|
|
Report of Independent Registered Public Accounting Firm: PricewaterhouseCoopers Inc.
|
|
|
Statement of Financial Position at March 31, 2018 and March 31, 2017
|
|
*
|
Income Statement for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
*
|
Statement of Comprehensive Income for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
*
|
Statement of Changes in Equity for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
*
|
Statement of Cash Flows for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
*
|
Notes to the Financial Statements
|
|
*
|
Exhibit
number
|
|
Description
|
1.1*
|
|
Memorandum of Incorporation of the Company as amended
|
4.1**
|
|
Form of Deposit Agreement among the Company, The Bank of New York Mellon, as depositary, and the holders from time to time of American depositary shares issued thereunder, including the form of American depositary receipts
|
4.2**
|
|
TeliMatrix Group Executive Incentive Scheme, adopted by TeliMatrix Limited, dated October 8, 2007, including the Deed of Amendment, dated January 31, 2011, and the Second Deed of Amendment, dated September 13, 2011
|
4.3**
|
|
Agreement of Lease, dated October 2, 2007, between Thynk Industrial One Proprietary Limited and Matrix Vehicle Tracking Proprietary Limited and addendum thereto
|
4.4**
|
|
Updated Terms and Conditions of Employment of Stefan Joselowitz, dated November 18, 2008
|
4.5**
|
|
Offer of Employment and Standard Terms and Conditions, dated December 7, 2009, between the Company
and Megan Pydigadu
|
4.6**
|
|
Standard Terms and Conditions of Employment, dated January 1, 2012, between the Company and Brendan Patrick Horan
|
4.7**
|
|
Restraint of Trade, dated January 1, 2012, between the Company and Brendan Patrick Horan
|
4.8††
|
|
Standard Terms and Conditions of Employment, effective October 1, 2016, between the Company and Gert Pretorius
|
4.9**
|
|
Restraint of Trade, dated January 1, 2012, between the Company and Gert Pretorius
|
4.10**
|
|
Facility Letter, dated February 25, 2013, between The Standard Bank of South Africa Limited and the Company
|
4.11**
|
|
Facility Letter, dated March 25, 2013, between Nedbank Limited and MiX Telematics Africa Proprietary Limited
|
4.12†***
|
|
Provision of Cellular Telephony Network Services Agreement, effective August 1, 2000, between Mobile Telephone Networks Proprietary Limited and the Company, as amended by Addendum effective July 10, 2012
|
4.13†
|
|
|
4.14**
|
|
Standard Terms and Conditions of Employment, dated December 1, 2013, between the Company and Catherine Lewis
|
4.15
|
|
|
4.16****
|
|
MiX Telematics Limited Long-Term Incentive Plan
|
4.17††
|
|
Executive Employment Agreement, dated February 22, 2017, between the Company and Paul Dell
|
4.18††
|
|
Restraint of Trade Agreement, dated February 22, 2017, between the Company and Paul Dell
|
4.19††
|
|
Updated Terms and Conditions of Employment, effective April 1, 2017, between the Company and Charles Tasker
|
4.20††
|
|
AWS Customer Agreement, effective October 1, 2014, between Amazon Web Services, Inc. (“AWS”) and MiX Telematics International Proprietary Limited (“MiX International”)
|
8.1
|
|
|
12.1
|
|
|
12.2
|
|
|
13.1
|
|
|
15.1
|
|
|
15.2
|
|
|
99.1
|
|
|
99.2
|
|
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
Exhibit
number
|
|
Description
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
Incorporated by reference to the Registrant’s Annual Report on Form 20-F for the year ended March 31, 2014 filed on July 30, 2014 (File No. 001-36027).
|
**
|
Previously filed with the Registration Statement on Form F-1 (Registration No. 333-189799) filed by the Registrant on July 3, 2013.
|
***
|
Previously filed with Amendment No. 1 to the Registration Statement filed by the Registrant on July 22, 2013.
|
****
|
Previously filed with Registration Statement on Form S-8 (Registration No. 333-199908) filed by the Registrant on November 6, 2014.
|
†
|
Portions of this exhibit have been omitted pursuant to a request for confidential treatment.
|
††
|
Incorporated by reference to the Registrant’s Annual Report on Form 20-F for the year ended March 31, 2017 filed on July 14, 2017 (File No. 001-36027).
|
1.1
|
In this Agreement, unless otherwise required or indicated by the context, the singular shall include the plural and vice versa and masculine gender shall include all other genders and vice versa, natural persons shall include legal and juristic persons and vice versa.
|
1.2
|
The annexures attached to this Agreement form part hereof and words and expressions defined in this Agreement shall bear, unless the context otherwise indicates, the same meanings in such annexures.
|
1.3
|
The headings used in this Agreement shall be deemed not be part of the Agreement and will not be taken into consideration in the interpretation or construction of this Agreement.
|
1.4
|
In this Agreement, unless otherwise required or indicated by the context, the following expressions and words shall have the meanings assigned to them hereunder:-
|
1.4.1
|
“Agreement” means this Agreement and all annexures hereto;
|
1.4.2
|
“Ancillary Services” means those services supplied by agreement between the parties as recorded in annexure E;
|
1.4.3
|
“Anti-Bribery Law” means any bribery, fraud, kickback, or other similar anti-corruption law or regulation of South Africa;
|
1.4.4
|
“B-BBEE Act” means the Broad-Based Black Economic Empowerment Act, 53 of 2003, as amended from time to time;
|
1.4.5
|
“B-BBEE Certification” means a valid and current B-BBEE certificate in the case of a Generic Enterprise and a Level 3 B-BBEE contributor Qualifying Small Enterprise or a certified affidavit for all Exempted Micro Enterprises or Level 1 and Level 2 B-BBEE contributor Qualifying Small Enterprises;
|
1.4.6
|
“B-BBEE Codes” means the Department of Trade and Industry’s Revised B-BBEE Codes of Good Practice 2013, issued in terms of the B-BBEE Act;
|
1.4.7
|
“B-BBEE Minimum Requirements” means at least the following level, depending on the turnover of the Supplier, as per the B-BBEE Codes;
|
1.4.7.1
|
Level 3 B-BBEE contributor for a Generic Enterprise (turnover of R50 million and above);
|
1.4.7.2
|
Level 3 B-BBEE contributor for a Qualifying Small Enterprise (turnover of between R10 million and R50 million); and
|
1.4.7.3
|
Level 2 B-BBEE contributor for an Exempted Micro Enterprise (turnover of less than R10 million)
|
1.4.8
|
“business day” means any day which is not a Saturday, Sunday or public holiday in the Republic of South Africa;
|
1.4.9
|
“Customer” shall mean any party who has an agreement with MiX for the supply of tracking and/or recovery services;
|
1.4.10
|
“Equipment” shall mean the direction finding antennae and devices associated with tracking and monitoring;
|
1.4.11
|
“Helicopter Services” shall mean a Helicopter no smaller than a Robinson 44 type, fitted with Equipment and piloted by a suitably qualified commercial pilot. The pilot shall also have been trained in the use of the Equipment, failing which an observer shall be supplied with each helicopter team to operate the Equipment (if applicable);
|
1.4.12
|
“Installed Vehicle” shall mean any motor vehicles or other trackable asset in which a MiX trackable unit has been installed;
|
1.4.13
|
“Intellectual Property” shall mean all intellectual property of every nature whatever owned and/or controlled by MiX including, without limiting the generality of the aforegoing, the trade marks, marks, logos and trade names and all of MiX’s right, title and interest in and to all technology, trade secrets, insignias, designs, patents and copyrights relating to MiX’s trackable units and products, whether registered or not;
|
1.4.14
|
“Public Announcement” shall mean any communication whether written or oral, whether conveyed by an employee, manager or contractor, which is intended or could reasonably be anticipated to result in any information about MiX or any Customer of MiX appearing in any media;
|
1.4.15
|
“Recovery Dispatcher” shall mean a person nominated by the Contractor as their representative for operational management of the Services;
|
1.4.16
|
“Recovery Team” shall mean a motor vehicle in good working order which is manned by no less than 2 (two) fully trained security officers;
|
1.4.17
|
“Services” shall mean:
|
1.4.17.1
|
the supply of Recovery Teams as set out in annexure A;
|
1.4.17.2
|
the supply of the Helicopter Services set out in annexure E;
|
1.4.17.3
|
the tracking and recovery of Installed Vehicles;
|
1.4.17.4
|
such additional services as may be agreed between the Parties from time to time;
|
1.4.18
|
“Standard Procedures” shall mean the standard procedures with regard to the Services as may be agreed in writing between MiX and the Contractor and which procedure shall form an integral part of this Agreement;
|
1.4.19
|
“System/System Software” means the software owned by and/or licensed to MiX and used by MiX to track MiX’s tracking units;
|
1.4.20
|
“Targeted Level” means a B-BBEE compliance Level 2 for a Generic Enterprise and Level 2 for a Qualifying Small Enterprise and Exempted Micro Enterprise;
|
1.4.21
|
“Uncontrollable Costs” means those costs which are outside the control of the Contractor and are specified as such in the annexures;
|
1.4.22
|
“VAT” means Value Added Tax in terms of the VAT Act of the Republic of South Africa;
|
1.4.23
|
“VAT Act” means the Value Added Tax Act, No 89 of 1991, as amended;
|
1.5
|
any reference to any legislation is to such legislation as at the signature date and as amended or re-enacted from time to time;
|
1.6
|
if any provision in a definition is a substantive provision conferring any right or imposing any obligation on any party, then notwithstanding that it is only in the interpretation clause, effect shall be given to it as if it were a substantive provision in this Agreement; and
|
1.7
|
when any number of days is prescribed, such number shall exclude the first and include the last day unless the last day falls on a Saturday, Sunday or public holiday in the Republic of South Africa, in which case the last day shall be the next succeeding day which is not a Saturday, Sunday or public holiday in the Republic of South Africa.
|
2.
|
Introduction
|
2.1
|
MiX Telematics Africa (Proprietary) Limited (“MiX”) is a company with limited liability duly incorporated in terms of the company laws of the Republic of South Africa.
|
2.2
|
The Contractor, Super Group Trading (Proprietary) Limited, is a company with limited liability duly incorporated in terms of the company laws of the Republic of South Africa.
|
2.3
|
MiX requires the Contractor to render the Services.
|
2.4
|
The Contractor has the necessary expertise and experience to render the Services to MiX.
|
2.5
|
The parties herein record the terms and conditions by which they wish their relationship to be governed.
|
3.
|
Commencement and Term
|
3.1
|
This Agreement shall commence on 1 October 2017 (“Commencement Date”) and shall endure indefinitely until terminated in terms of clause 9 or clause 11 hereof.
|
4.
|
Price and Payment
|
4.1
|
The prices to be paid by MiX for the Services are set out in the annexures hereto and shall remain as such until altered by mutual written agreement between the parties, once per year on the anniversary of the Commencement Date, which increase shall be at the Consumer Price Index, but not less than ***.
|
4.2.1
|
monthly in advance for all fixed monthly retainers, provided suitable tax invoices have been furnished to MiX by the Contractor; and
|
4.2.2
|
after receipt of taxation invoices, which invoices must have attached the basis upon which the amount has been calculated. Details to be disclosed on the invoice for each service provided include,
inter-alia
:
|
4.2.2.1
|
type of Service;
|
4.2.2.2
|
date and time;
|
4.2.2.3
|
duration;
|
4.2.2.4
|
description of the incident;
|
|
to enable MiX to verify proof of delivery of Service together with any other documents that may be relevant and payment shall be made thirty (30) days after the date of the statement which shall show all the invoices due for payment.
|
4.3
|
Statements must be dated the last day of the month in which relevant invoices were raised and received by MiX.
|
4.4
|
The Contractor will provide MiX with its banking details, VAT registration documents and a cancelled cheque together with the first invoice sent to MiX.
|
5.
|
Obligations of the Contractor
|
5.1
|
The Contractor undertakes:-
|
5.1.1
|
to provide all necessary labour, materials and equipment necessary to effectively render the Services to the standards as specified in the annexures;
|
5.1.2
|
to take all reasonable and necessary precautions to ensure the safety of its employees;
|
5.1.3
|
to operate with the highest ethical standards and take all reasonable and necessary steps to ensure the honesty and integrity of all employees and sub-contractors, including,
inter-alia
, polygraph testing every twelve (12) months and rigorous background checking;
|
5.1.4
|
take the utmost care to avoid injuring any third party, employee or sub-contractor or damaging any property during the execution of the Services;
|
5.1.5
|
to ensure that the quality of the Services is and will remain in accordance with industry standards and the requirements specified herein;
|
5.1.6
|
to execute the Services in terms of this Agreement and in compliance with the laws, regulations or any other statutory or Government Act governing the Contractor and the Services;
|
5.1.7
|
to use all reasonable endeavours to track MiX tracking units as directed by MiX and recover the Installed Vehicles in good condition;
|
5.1.8
|
to comply with all reasonable instructions of MiX;
|
5.1.9
|
that recovery resources dedicated to MiX shall sorely be used for MiX’s work unless MiX expressly agrees to the contrary in writing;
|
5.1.10
|
that when there are conflicting demands on recovery resources, the Contractor and all his sub-contractors, shall at all times give preference to MiX’s requirements;
|
5.1.11
|
that Recovery Vehicles shall be unbranded, until such time as MiX decides to brand such vehicles, which branding shall be determined with input from the Contractor, with the costs of any such branding being paid by MiX;
|
5.1.12
|
the Contractor shall ensure that no Customer shall interact with any Recovery Team bearing the brand of any competitor of MiX;
|
5.1.13
|
to allow any authorised representative of MiX access to any facilities, maintained by the Contractor and from which the Services are provided, to evaluate the quality of the operations of the Contractor;
|
5.1.14
|
not to do, permit or omit to do anything which might have the effect of prejudicing or impeding the
bona fide
activities of MiX or its Customers and bring it into disrepute;
|
5.1.15
|
not to provide any service to any third party other than those listed in annexure D without the prior written permission of MiX, which permission shall be given or withheld at MiX’s absolute discretion;
|
5.1.16
|
not to make, or allow any employee or agent to make, any Public Announcement without the express written permission of MiX;
|
5.1.17
|
to be responsible for the security and maintenance of the Equipment supplied by MiX, other than any costs resulting from fair wear and tear which shall be borne by MiX;
|
5.1.18
|
to, during the currency of this Agreement and for thirty six (36) months thereafter, maintain the confidentiality of all know-how which it may acquire in relation to-
|
5.1.18.1
|
the intellectual property;
|
5.1.18.2
|
the MiX tracking units and the Services;
|
5.1.18.3
|
MiX’s software;
|
5.1.18.4
|
MiX’s business operations and its relationship with any business
|
5.1.18.5
|
MiX employees,
|
6.
|
Contractor warranties
|
6.1
|
The Contractor warrants:
|
6.1.1
|
that it has the necessary licenses, approvals and authority to render the Services to MiX, and the Contractor indemnifies MiX from all claims by any third party to the contrary;
|
6.1.2
|
that it has suitable insurance cover in place including public liability insurance;
|
6.1.3
|
that the Contractor specifically indemnifies and holds MiX harmless from and against any loss, claim, action, damage or expense suffered or sustained by any member of the Contractor’s personnel in the course of effecting the Services and the Contractor
|
6.1.4
|
that the Contractor specifically indemnifies and holds MiX harmless from and against any claim or action from a Customer as a consequence of the actions or inaction of the Contractor. This includes an indemnity against claims arising from damage to, or loss of, any Customer’s vehicle during the course of any recovery procedure;
|
6.1.5
|
that the Contractor shall at all times have a suitable contingency plan which will enable the Contractor to continue to deliver the Services without disruption.
|
7.
|
MiX’s Obligations
|
7.1.1
|
provide the necessary Equipment and software which is proprietary to MiX, and which is required to facilitate the tracking of MiX’s tracking units, in the quantities which the Contractor may reasonably require to provide the Services;
|
7.1.2
|
timeously report all incidents which require the Contractor to supply Services in order to maximize the chances of recovery and reduce the costs of providing the Services;
|
7.1.3
|
communicate all material information to the Contractor to assist the Contractor to efficiently provide the Services;
|
7.1.4
|
allow all reasonable access to MiX’s sites so that the Contractor may provide the Services and to allow the Contractor to connect and/or remove its Systems should this Agreement terminate;
|
7.1.5
|
during the currency of this Agreement and for thirty six (36) months thereafter, maintain the confidentiality of all know-how which it may acquire in relation to-
|
7.1.5.1
|
the Contractor’s business operations and its relationship with any business Associate and client;
|
7.1.5.2
|
the Contractor’s employees;
|
7.1.6
|
timeously pay all amounts owing to the Contractor for Services which have been rendered in accordance with the terms of this Agreement.
|
8.
|
Impossibility of performance
|
8.1
|
Should any party (“the requisitionist”) be prevented or delayed from fulfilling any of its obligations in terms of this Agreement as a result of any circumstances beyond its control, the requisitionist shall, subject to the provisions if clauses 6.1.5 and 8.3, be excused from performing that particular obligation or part thereof for so long as such circumstances exist,
|
8.2
|
For the purposes of this clause 8 “circumstances beyond its control” shall mean vis major (including without limiting the generality of the aforegoing, any act of God and any other occurrence that is generally understood as constituting vis major including war, hostilities, insurrection, embargo, riot, fire, flood, cyclone, earthquake, landslide or explosion).
|
8.3
|
The requisitionist shall not be excused from performing any obligation in terms of this Agreement as a result of any such circumstances beyond its control if –
|
8.3.1
|
the requisitionist fails to inform the other party of such circumstances as soon as is reasonably possible after any such circumstances occurs; and
|
8.3.2
|
the requisitionist fails to take all steps reasonably possible to prevent, avoid or limit the duration and effects of any such circumstances; or
|
8.3.3
|
any act or omission on that part if the requisitionist caused the circumstances envisaged in clause 8.1 to arise.
|
9.
|
Breach
|
9.1
|
If either party breaches any provision or term of this Agreement and fails to remedy such breach within seven (7) days of the date of receipt of written notice requiring it to do so, then the aggrieved party may declare a dispute in writing whereupon the parties will arrange to meet forthwith to resolve the dispute and failing the resolution of the dispute then the aggrieved party shall be entitled, in addition to any other remedy available to it at law, to cancel this Agreement on thirty (30) days’ written notice or to hold the other party to the terms of this Agreement and claim specific performance, in either event without prejudice to the aggrieved party’s rights to claim damages.
|
10.1
|
Save where otherwise provided in this Agreement, in the event of any dispute or difference arising between the parties hereto relating to or arising out of this Agreement, including the validity, implementation, execution, interpretation, rectification, termination, or cancellation of this Agreement, the parties shall forthwith meet to attempt to settle such dispute or difference and shall, on written demand by any party to the dispute, be submitted to arbitration in Johannesburg in accordance with the rules of the Arbitration Foundation of Southern Africa (“the Foundation”) by an arbitrator or arbitrators appointed by the Foundation and agreed to by the parties.
|
10.2
|
Should the parties fail to agree in writing on an arbitrator within ten (10) days after arbitration has been demanded, the arbitrator shall be nominated at the request of any party to the dispute by the Foundation.
|
10.3
|
The parties irrevocably agree that the submission to arbitration in terms of this clause is subject to the parties’ rights of appeal set out hereunder.
|
10.3.1
|
Any party to the arbitration may appeal the decision of the arbitrator within a period of twenty one (21) days after the arbitrator’s ruling has been handed down by giving written notice to that effect to the party or parties to the arbitration. The appeal shall be dealt with in accordance with the rules of the Foundation by a panel of three (3) arbitrators appointed by the Foundation.
|
10.3.2
|
The decision of the arbitrator shall be final and binding on the parties to the arbitration after the expiry of the period of twenty-one (21) days from date of the arbitrator’s ruling if no appeal has been lodged by any party. A decision which becomes final and binding in terms of the clause 10.3.2 may be made an order of court at the instance of any party to the arbitration.
|
10.4
|
Nothing herein contained shall be deemed to prevent or prohibit any party from applying to the appropriate Court for urgent relief.
|
11.2
|
Either party may terminate this Agreement upon ninety (90) days’ written notice to the other party, however, such notice may not be given before 31 January 2018.
|
12.1
|
Each party chooses as its
domicilium citandi et executandi
(“domicilium”) for all purposes under this Agreement, whether for serving any court process or documents, giving any notice, or making any other communications of whatsoever nature and for any other purpose arising from this Agreement (“notice”) as follows:-
|
12.2
|
Any notice required or permitted to be given under this Agreement shall be valid and effective only if in writing.
|
12.3
|
Any party may by notice to the other party change its domicilium to another physical address in the Republic of South Africa and such change shall take effect on the seventh day after the date of the receipt by the other party of the notice.
|
12.4
|
Any notice to a party contained in a correctly addressed envelope and delivered by hand to a responsible person during ordinary business hours at its domicilium shall be deemed to have been received on the date of delivery.
|
12.5
|
Notwithstanding anything to the contrary herein, a written notice actually received by a party, including a notice sent by e-mail (“the first notice”) shall be adequate notice to it notwithstanding that it was not sent or delivered to its chosen domicilium, provided that, within the next three (3) succeeding business days a copy of the first notice is delivered to the chosen domicilium accompanied by a notice giving the following particulars:-
|
12.5.1
|
where the first notice was sent by e-mail, the date and time of dispatch and the e-mail address to which it was sent; and
|
12.5.2
|
where the first notice was delivered in a manner other than by e-mail, the date on which it was delivered.
|
13.
|
B-BBEE
|
13.1
|
It is hereby recorded that, as at the Commencement Date, the Contractor’s B-BBEE rating is a Level 2 (“Initial Level”) and that the Contractor complies with the B-BBEE Minimum Requirements. The Contractor shall submit valid and current B-BBEE Certification to MiX and such certification will constitute a warranty by the Contractor of such Initial Level status.
|
13.2
|
The Contractor shall be B-BBEE compliant and maintain at least the Targeted Level for the purposes of this Agreement.
|
13.3
|
The Contractor shall use its best endeavours to maintain its Initial Level.
|
13.4
|
The Contractor shall furthermore, for the duration of the Agreement, submit to MiX valid B-BBEE Certification every twelve (12) months, on expiry of the then current B-BBEE Certification or an “in process” letter from the verification agency two (2) months prior to the expiry of the then current B-BBEE Certification, stating that a recertification process has been initiated, if applicable.
|
13.5
|
The Contractor hereby undertakes to comply with the Preferential Procurement Policies of MiX (as revised from time to time).
|
13.6
|
Should the Contractor’s B-BBEE contribution Level be downgraded for whatsoever reason, MiX shall give the Contractor a period of twelve (12) months from the date of its downgrade, to meet or better the contribution Level held before such downgrade or such level as may be expressly agreed by MiX in writing. In the event of such a downgrade, the Contractor shall submit a transformation plan to MiX within three (3) months of such downgrade, which clearly demonstrates the steps that shall be taken by the Contractor to comply with this clause, including the proposed time frames by which the Contractor shall satisfy the required contribution Level. The transformation plan must be acceptable to MiX, at its sole and absolute discretion, and recorded in writing by the parties.
|
13.7
|
In the event that the Contractor subcontracts its services, it must ensure that each of the sub-contractors will at least maintain the B-BBEE contributor Level evidenced by their respective verification certificates or affidavits as at the Commencement Date of this Agreement.
|
13.8
|
MiX hereby reserves the right to unilaterally amend the B-BBEE commitments provided for in this Agreement or its Preferential Procurement Policy, in the event of any change in the B-BBEE Codes or any applicable laws.
|
13.9
|
MiX shall further be entitled to terminate this Agreement, at its sole discretion, in the event that:
|
13.9.1
|
the representations made by the Contractor relating to its Initial Level or future B-BBEE contributor Levels are false
;
|
13.9.2
|
the Contractor fails to maintain valid B-BBEE Certification in the case of a Generic Enterprise or Qualifying Small Enterprise that is less than 51% black owned;
|
13.9.3
|
the Contractor’s B-BBEE contributor Level changes during the duration of the Agreement and an agreed transformation plan is not submitted within the three (3) month period from date of change in status;
|
13.9.4
|
the Contractor breaches any of its obligations in terms of the B-BBEE clause contained in this Agreement; or
|
13.9.5
|
the Contractor fails to inform MiX, within a period of thirty (30) days from the date of material change, which implies a decline in its B-BBEE ownership status.
|
14.1
|
The parties agree not to violate any applicable Anti-Bribery Laws.
|
14.2
|
Each party has and must at all times implement adequate procedures designed to prevent it or any associated person (a person who, by reference to all the relevant circumstances, performs services for or on a party’s behalf in any capacity and including, without limitation, employees, agents, subsidiaries, representatives and subcontractors) from engaging in any activity which would constitute an offence under any applicable Anti-Bribery Law.
|
14.3
|
Each party represents that, in connection with this Agreement, no improper financial or other advantage has been, will be or is agreed to be given to any person (whether working for or engaged by the other party or any third party) by or on behalf of the other party or its associated persons.
|
14.4
|
Breach of any of the provisions in this clause or of any applicable Anti- Bribery Law is a material breach of this Agreement for the purpose of clause
11
and, without prejudice to any other right, relief or remedy, entitles the non-breaching party to terminate this Agreement immediately and without further notice.
|
15.
|
Economic Sanctions
|
15.1
|
Neither party shall engage in any business or dealings with any embargoed countries, blocked persons, United States Bureau of Industry and Security (“BIS”) restricted parties, or individuals or entities listed as a sanctions target by the United States (for example, the United States Department of the Treasury's Office of Foreign Assets Control (OFAC)), United Kingdom and/or European Union legislation (including to facilitate transactions with third parties that involve embargoed countries, blocked persons or BIS restricted parties).
|
15.2
|
Breach by a party of any of the provisions in this clause or of any applicable economic sanction laws and/or provisions is a material breach of this Agreement for the purpose of clause
11
and, without prejudice to any other right, relief or remedy, entitles the non-breaching party to terminate this Agreement immediately and without further notice.
|
16
.
|
Non-Solicitation
|
16.1
|
Both parties undertake that they will not during the term of this Agreement and for a period of twelve (12) months after the termination thereof for any reason, directly or indirectly employ or persuade, induce, encourage or procure any officer or employee of the other, or any person who was an officer or employee of the other during the previous twelve (12) months, to become employed by or through them or to terminate his or her employment with the other party or any of its affiliates.
|
16.2
|
The provisions of clause 16.1 do not prohibit either of the parties from giving consideration to any application for employment submitted on an unsolicited basis or response to a general advertisement of employment opportunities.
|
17.
|
General
|
17.1
|
This Agreement and its annexures constitute the sole record of the Agreement between the parties in relation to the subject matter hereof.
|
17.2.
|
No party shall be bound by any representation, warranty, promise or the like not recorded herein.
|
17.3
|
The parties will at all times owe each other a duty of the utmost good faith.
|
17.4
|
No addition to, variation, or agreed cancellation of this Agreement shall be of any force or effect unless in writing and signed by or on behalf of the parties.
|
17.5
|
No indulgence which either party may grant to the other shall constitute a waiver of any of the rights of the grantor, who shall not thereby be precluded from exercising any rights against the grantee which may have arisen in the past or which might arise in the future.
|
17.6
|
This Agreement supersedes prior agreements, undertakings and arrangements existing between the parties relating to the subject matter hereof.
|
17.7
|
Nothing in this Agreement shall be constructed as creating a partnership between the parties or as creating an agency or employment relationship between the parties.
|
17.8
|
Neither party may cede or assign that party’s rights or delegate that party’s obligations without the prior written consent of the other party which consent shall not be unreasonably withheld or delayed.
|
17.9
|
Each party represents that it has authority to enter into this Agreement and to do all things necessary to procure the fulfilment of its obligations in terms of this Agreement.
|
18.
|
Governing law
|
18.1
|
This Agreement and the relationship of the parties in connection with the subject matter of this Agreement and each other shall be governed and determined in accordance with the laws of the Republic of South Africa.
|
18.2
|
The parties hereby submit to the non-exclusive jurisdiction of the Gauteng High Court, Johannesburg Division.
|
19.
|
Severability
|
19.1
|
In the event of any one or more of the provisions of this Agreement being held for any reason to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement and this Agreement shall be constructed as if such invalid, illegal or unenforceable provision was not a part of this Agreement, and the Agreement shall be carried out as nearly as possible in accordance with its original terms and intent.
|
For: MiX Telematics Africa (Proprietary) Limited
|
Warranting authority hereto
|
For: Super Group Trading (Proprietary) Limited
|
Warranting authority hereto
|
REGION
|
CURRENT RETAINER COST EX VAT
|
50% SPLIT EX VAT
|
|
|
|
***
|
***
|
***
|
***
|
***
|
***
|
***
|
***
|
***
|
|
|
|
OTHER AREAS - NATIONAL
|
***
|
***
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
|
|
|
OTHER AREAS - CROSS BORDER
|
|
|
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
***
|
|
|
|
***
|
•
|
Temporary variation, which, if necessary, will be implemented after the monthly review meeting of the parties, to cater for current hotspots (i.e. when and where active car syndicates are identified). The Contractor shall notify MiX of any such additional costs in writing within five (5) days of MiX’s request for the site variation. Temporary relocations only apply to the
***
Recovery Teams; or
|
•
|
Permanent variation, which shall require thirty (30) days’ notice.
|
•
|
***
(to be provided by
***
)
|
•
|
***
(to be provided by
***
)
|
•
|
***
(to be provided by
***
)
|
•
|
***
(to be provided by
***
)
|
•
|
***
for
***
(to be provided by
***
)
|
•
|
***
(to be provided by
***
)
|
•
|
***
(to be provided by
***
)
|
•
|
***
Hourly Rate =
***
|
•
|
***
Hourly Rate (Other Areas as per table)(excluding
***
) =
***
|
•
|
***
Hourly Rate =
***
|
•
|
***
Hourly Rate =
***
|
•
|
***
Hourly rate =
***
(
***
Ad Hoc)
|
•
|
Other areas Ad Hoc =
***
|
•
|
***
Hourly Rate =
***
|
1
|
The Contractor shall ensure that Recovery Teams and the Recovery Dispatcher are available twenty four (24) hours per day seven (7) days per week and at least
***
percent (
***
%) of telephone calls from MiX shall be answered within
***
(
***
) seconds.
|
3
|
The Contractor shall provide a detailed written recovery report to MiX by
***
hrs on the business day immediately after any incident.
|
1
|
MiX shall despatch the appropriate Recovery Team or teams. If MiX deems it appropriate, it will instruct the Recovery Despatcher to use the Helicopter Services.
|
2
|
MiX shall contact the Recovery Dispatcher telephonically and inform him of the incident to enable the Contractor to ensure the appropriate service levels are maintained.
|
3
|
MiX, the Recovery Dispatcher and the Recovery Team will be in constant contact for updates and / or positional changes throughout the recovery process.
|
4
|
The Recovery Dispatcher shall be responsible for enlisting the necessary support from the various police services however it shall be at MiX’s sole discretion to authorise the use of Helicopter Services or any other air support, which might be deemed appropriate
|
5
|
MiX will decide when the Recovery Team and the Helicopter are to stand down.
|
6
|
Once a vehicle has been recovered the Contractor and/or its sub-contractors will return the said vehicle to the rightful owner, unless the South African Police Service demands possession of the vehicle. Should a vehicle towing service be required, the Contractor shall, upon MiX’s authorization and at MiX’s expense, organize with the Customer for the vehicle to be taken to a safe place as determined by MiX.
|
1.
|
A Helicopter Service shall be permanently available to MiX, from
***
, twenty four (24) hours per day, seven (7) days per week.
|
2.
|
The dedicated helicopter shall be airborne within
***
(
***
) minutes for at least
***
percent (
***
%) of call outs. If a second helicopter is required for a recovery after the first helicopter has had to land for whatsoever reason, the second helicopter will be airborne within
***
(
***
) minutes from the time the first helicopter lands.
|
3.
|
The sub-contractor shall endeavour to have additional suitably equipped helicopters available should more than
***
(
***
) helicopter be required at any
***
(
***
) time. The helicopter will be airborne within
***
(
***
) minutes for at least
***
(
***
%) of call outs.
|
4.
|
The Helicopter Service shall be terminable upon ninety (90) days’ written notice.
|
5.
|
The costs (excluding VAT) which shall be:
|
5.1
|
Monthly retainer to be charged monthly in advance, which retainer may be reviewed every six months:
As from 1st October 2017 option 2 will apply
.
|
5.1.2
|
Fixed Monthly Lease rate:
***
-
***
hours per month (with no rollover)
***
,
***
|
5.1.3
|
Fixed Monthly Lease rate:
***
–
***
hours per month (with no rollover)
|
5.3
|
Any landing fees incurred when MiX requires that a helicopter lands for refuelling at any airport other than the home base airport.
|
5.4
|
In the event that MiX exceeds the retainer hours/fees stipulated at clause 5.1 or if MiX requires a bigger helicopter, the following hourly charge per hour flown, charged monthly in arrears, will apply:
|
5.4.1
|
Hourly rate for Robinson 44 =
***
|
6.
|
Subject to proof satisfactory to MiX, the rates may be adjusted from time to time to allow for any increase in the price of fuel used by the helicopter for the purposes of conducting the Helicopter Service, this review shall happen monthly.
|
1.
|
Introduction
|
1.1.
|
The Parties previously entered in to the Lease Agreement and the First Addendum to Agreement of Lease.
|
1.2.
|
The Landlord and the Tenant would like to extend the duration of the First Addendum to Agreement of Lease, and record further amendments to same in writing.
|
1.3.
|
Accordingly, the Parties agree as set out below herein.
|
2.
|
Definitions and Interpretation
|
2.1.
|
In this Second Addendum to Agreement of Lease the following terms and expressions shall, unless otherwise stated or inconsistent with the context in which they appear, bear the following meanings and other words derived from the same origins as such words shall bear corresponding meanings:
|
2.1.1.
|
“
First Addendum to Agreement of Lease
” means the document entitled “Addendum to Agreement of Lease” and signed by both of the parties in and during 2012;
|
2.1.2.
|
“
Second Addendum to Agreement of Lease
” means this written document entitled “Second Addendum to Agreement of Lease” as well as any schedules or annexures to this document, as well as documents incorporated by reference, which are all deemed to form part of hereof, as amended from time to time in accordance with the terms hereof; and
|
2.1.3.
|
“
Signature Date of this Second Addendum to Agreement of Lease
” means, when this Second Addendum to Agreement of Lease has been signed by each party hereto, the latest of the date on which this Second Addendum to Agreement of Lease was signed by such party signing latest in time.
|
2.2.
|
Unless the context requires otherwise, all words defined in the Lease Agreement and the First Addendum to Agreement of Lease (but not herein defined) and used in this Second Addendum to Agreement of Lease shall have the meanings ascribed to them in the Lease Agreement and the First Addendum to Agreement of Lease, respectively.
|
2.3.
|
The amendments to the Lease Agreement and the First Addendum to Agreement of Lease, respectively, as provided for in this Second Addendum to Agreement of Lease shall constitute an integral part of each of the Lease Agreement and the First Addendum to Agreement of Lease, respectively, and must be read together. Other than amendments effected to the Lease Agreement and the First Addendum to Agreement of Lease, respectively, all of the provisions of the Lease Agreement and the First Addendum to Agreement of Lease, respectively, shall remain unchanged, and be of full force and effect.
|
2.4.
|
If there is any conflict between either:
|
2.4.1.
|
the Lease Agreement and this Second Addendum to Agreement of Lease, or
|
2.4.2.
|
the First Addendum to Agreement of Lease and this Second Addendum to Agreement of Lease;
|
2.5.
|
The interpretation of this Second Addendum to Agreement of Lease will be subject to the same rules of interpretation as are applicable to the Lease Agreement.
|
3.
|
Renewal & Extension of Duration of Lease
|
3.1.
|
Notwithstanding that the First Addendum to Agreement of Lease provided in clause 4.1 that the term of the lease would be terminating on 31 March 2017, it is hereby agreed that the lease period will be deemed to have been renewed as from 01 April 2017.
|
3.2.
|
Notwithstanding anything to the contrary in the Lease Agreement or the First Addendum to Agreement of Lease, the lease of the premises will be deemed to have continued as from 01 April 2017, up to the end of the calendar month in which the Signature Date of this Second Addendum to Agreement of Lease has occurred, and will thereafter continue in force for further successive periods of 1 (one) calendar month each, unless terminated by either party on 1 (one) calendar months’ prior written notice to the other party.
|
4.
|
Rental
|
4.1.
|
Notwithstanding clause 4.2 (Rental) of the First Addendum to Agreement of Lease, the net monthly rental payable exclusive of VAT, on and with effect from the Signature Date of this Second Addendum to Agreement of Lease is R479, 546.96 per month.
|
4.2.
|
Accordingly, the escalation provided for in clause 4.3 of the First Addendum to Agreement of Lease will not continue to operate with regards to the rental payable by the Tenant, and there will be no escalation in the rental or any other amount paid by the Tenant to the Landlord, unless otherwise agreed in writing between the Tenant and the Landlord.
|
5.
|
New Clauses to Apply as between the Landlord and the Tenant
|
5.1.
|
Clause 6 (Anti-Corruption and Anti-Bribery) and clause 7 (Economic Sanctions), below, will as of the Signature Date of this Second Addendum to Agreement of Lease apply and be of full force and effect for the whole duration of the period of the lease between the parties.
|
6.
|
Anti-Corruption and Anti-Bribery
|
6.1.
|
The Landlord agrees not to violate any applicable means any bribery, fraud, kickback, or other similar anti-corruption law or regulation of any relevant country (hereafter “
Anti-Bribery Law
”).
|
6.2.
|
The Landlord has and must at all times implement adequate procedures designed to prevent it or any associated person (a person who, by reference to all the relevant circumstances, performs services for or on the Promoters behalf in any capacity and including, without limitation, employees, agents, subsidiaries, representatives and subcontractors) from engaging in any activity which would constitute an offence under any applicable Anti-Bribery Law.
|
6.3.
|
The Landlord represents that, in connection with this Addendum, and the Agreement of Lease, and / or the Offer to Lease, no improper financial or other advantage has been, will be or is agreed to be given to any person (whether working for or engaged by the Tenant or any third party) by or on behalf of the Tenant or its associated persons.
|
6.4.
|
Breach of any of the provisions in this clause 6 or of any applicable Anti-Bribery Law is a material breach of this Addendum and the Agreement of Lease, and / or the Offer to Lease, and without prejudice to any other right, relief or remedy, entitles the Tenant to terminate this Addendum immediately and without further notice.
|
7.
|
Economic Sanctions
|
7.1.
|
Each of the Tenant and the Landlord shall comply with all applicable laws pertaining to its respective obligations under this Addendum, and the Agreement of Lease, and the Offer to Lease, with respect to the import, export, distribution, sales and marketing of its equipment, services, products, software and the like.
|
7.2.
|
Furthermore, the Landlord shall not engage in any business or dealings with any embargoed countries, blocked persons, United States Bureau of Industry and Security (“BIS”) restricted parties, or individuals or entities listed as a sanctions target by the United States (for example, the United States Department of the Treasury's Office of Foreign Assets Control (OFAC)), United Kingdom and/or European Union legislation (including to facilitate transactions with third parties that involve embargoed countries, blocked persons or BIS restricted parties).
|
7.3.
|
Breach by the Landlord of any of the provisions in this clause 7 or of any applicable economic sanction laws and/or provisions is a material breach of this Addendum and the Agreement of Lease, and / or the Offer to Lease and, without prejudice to any other right, relief or remedy, entitles the Tenant to terminate this Addendum immediately and without further notice.
|
8.
|
General
|
8.1.
|
This Second Addendum to Agreement of Lease constitutes the whole of the agreement between the Parties hereto relating to the subject matter hereof and the Parties will not be bound by any terms, conditions or representations whether written, oral or by conduct and whether express or tacit not recorded herein.
|
8.2.
|
The Parties warrant that they have not been induced to enter into this Second Addendum to Agreement of lease by any prior representations, warranties or guarantees, whether oral or in writing, except as expressly contained in this Second Addendum to Agreement of Lease.
|
8.3.
|
No variation, addition to or cancellation of this Second Addendum to Agreement of Lease and no waiver of any right under this Second Addendum to Agreement of Lease will be of any force or effect unless reduced to writing and signed by or on behalf of the Parties in pen and ink, and excluding by electronic communication.
|
8.4.
|
The signatories hereto acting in representative capacities warrant that they are authorised to act in such capacities.
|
8.5.
|
The failure by any party to enforce any provision of this Second Addendum to Agreement of Lease will not affect in any way that party's right to require performance of the provision at any time in the future, nor will the waiver of any subsequent breach nullify the effectiveness of the provision. No waiver will be effective unless it is expressly stated in writing and signed by the party giving it.
|
8.6.
|
Clause and sub-clause headings have been inserted for convenience only and will not be used for nor assist or affect the interpretation of this Second Addendum to Agreement of Lease.
|
8.7.
|
This Second Addendum to Agreement of Lease may be executed in any number of counterparts (including electronic or faxed counterparts) and all of such counterparts taken together will be deemed to constitute one and the same instrument.
|
Name of Subsidiary
|
Jurisdiction of
Incorporation
|
MIX TELEMATICS AFRICA PROPRIETARY LIMITED
|
Republic of South Africa
|
MIX TELEMATICS INTERNATIONAL PROPRIETARY LIMITED
|
Republic of South Africa
|
MIX TELEMATICS EUROPE LIMITED
|
United Kingdom
|
MIX TELEMATICS NORTH AMERICA INCORPORATED
|
United States of America
|
MIX TELEMATICS AUSTRALASIA PROPRIETARY LIMITED
|
Australia
|
MIX TELEMATICS MIDDLE EAST FZE
|
United Arab Emirates
|
MIX TELEMATICS ENTERPRISE SA PROPRIETARY LIMITED
|
Republic of South Africa
|
MIX TELEMATICS SERVIÇOS DE TELEMETRIA E RASTREAMENTO DE
VEÍCULOS DO BRAZIL LIMITADA
|
Brazil
|
MIX TELEMATICS FLEET SUPPORT PROPRIETARY LIMITED
|
Republic of South Africa
|
MIX TELEMATICS EAST AFRICA LIMITED
|
Uganda
|
MIX TELEMATICS INVESTMENTS PROPRIETARY LIMITED
|
Republic of South Africa
|
MIX TELEMATICS ROMANIA SRL
|
Romania
|
MIX TELEMATICS (THAILAND) LIMITED
|
Thailand
|
1.
|
I have reviewed this annual report on Form 20-F of MiX Telematics Limited;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;
|
4.
|
The company’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and
|
5.
|
The company’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.
|
1.
|
I have reviewed this annual report on Form 20-F of MiX Telematics Limited;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;
|
4.
|
The company’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and
|
5.
|
The company’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.
|
1.
|
the report, as filed with the Securities and Exchange Commission, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
the information contained in the report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Consolidated statement of financial position
|
|
|
|
|
|
|
|
|
at March 31, 2018 and March 31, 2017
|
|
|
Notes
|
|
March 31, 2018
|
|
|
March 31, 2017
|
|
|
|
R
’
000
|
|
|
R
’
000
|
|
|
|
|
|
|
|
|
||
ASSETS
|
|
|
|
|
|
||
Non-current assets
|
|
|
|
|
|
||
Property, plant and equipment
|
6
|
|
334,038
|
|
|
294,120
|
|
Intangible assets
|
7
|
|
898,527
|
|
|
881,900
|
|
Finance lease receivable
|
8
|
|
—
|
|
|
22
|
|
Deferred tax assets
|
18
|
|
40,717
|
|
|
28,130
|
|
Total non-current assets
|
|
|
1,273,282
|
|
|
1,204,172
|
|
|
|
|
|
|
|
||
Current assets
|
|
|
|
|
|
||
Assets classified as held for sale
|
6
|
|
17,058
|
|
|
—
|
|
Inventory
|
9
|
|
57,013
|
|
|
26,449
|
|
Trade and other receivables
|
10
|
|
286,406
|
|
|
260,576
|
|
Finance lease receivable
|
8
|
|
—
|
|
|
140
|
|
Taxation
|
28
|
|
30,373
|
|
|
26,302
|
|
Restricted cash
|
11
|
|
20,935
|
|
|
13,268
|
|
Cash and cash equivalents
|
12
|
|
308,258
|
|
|
375,782
|
|
Total current assets
|
|
|
720,043
|
|
|
702,517
|
|
Total assets
|
|
|
1,993,325
|
|
|
1,906,689
|
|
|
|
|
|
|
|
||
EQUITY
|
|
|
|
|
|
||
Stated capital
|
13
|
|
846,405
|
|
|
854,345
|
|
Other reserves
|
14
|
|
(51,614
|
)
|
|
(4,370
|
)
|
Retained earnings
|
|
|
722,380
|
|
|
594,514
|
|
Equity attributable to owners of the parent
|
|
|
1,517,171
|
|
|
1,444,489
|
|
Non-controlling interest
|
|
|
10
|
|
|
(1,558
|
)
|
Total equity
|
|
|
1,517,181
|
|
|
1,442,931
|
|
|
|
|
|
|
|
||
LIABILITIES
|
|
|
|
|
|
||
Non-current liabilities
|
|
|
|
|
|
||
Deferred tax liabilities
|
18
|
|
82,658
|
|
|
100,067
|
|
Provisions
|
19
|
|
2,132
|
|
|
1,833
|
|
Total non-current liabilities
|
|
|
84,790
|
|
|
101,900
|
|
|
|
|
|
|
|
||
Current liabilities
|
|
|
|
|
|
||
Trade and other payables
|
16
|
|
350,519
|
|
|
309,110
|
|
Taxation
|
|
|
2,832
|
|
|
4,521
|
|
Provisions
|
19
|
|
20,283
|
|
|
28,778
|
|
Bank overdraft
|
12
|
|
17,720
|
|
|
19,449
|
|
Total current liabilities
|
|
|
391,354
|
|
|
361,858
|
|
Total liabilities
|
|
|
476,144
|
|
|
463,758
|
|
Total equity and liabilities
|
|
|
1,993,325
|
|
|
1,906,689
|
|
|
|
|
|
|
|
Consolidated income statement
|
|
|
|
|
|
|
|
|
for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
|
Notes
|
|
|
March 31, 2018
|
|
|
March 31, 2017
|
|
|
March 31, 2016
|
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
||
|
|
|
|
|
|
|
|
||||
Revenue
|
21
|
|
|
1,712,482
|
|
|
1,540,058
|
|
|
1,465,021
|
|
Cost of sales
|
|
|
(586,963
|
)
|
|
(498,785
|
)
|
|
(439,305
|
)
|
|
|
|
|
|
|
|
|
|
||||
Gross profit
|
|
|
1,125,519
|
|
|
1,041,273
|
|
|
1,025,716
|
|
|
Other income/(expenses) — net
|
22
|
|
|
4,246
|
|
|
426
|
|
|
1,244
|
|
Operating expenses
|
|
|
(914,813
|
)
|
|
(903,837
|
)
|
|
(887,876
|
)
|
|
Sales and marketing
|
|
|
(184,978
|
)
|
|
(181,601
|
)
|
|
(203,767
|
)
|
|
Administration and other charges
|
|
|
(729,835
|
)
|
|
(722,236
|
)
|
|
(684,109
|
)
|
|
|
|
|
|
|
|
|
|
||||
Operating profit
|
23
|
|
|
214,952
|
|
|
137,862
|
|
|
139,084
|
|
Finance (costs)/income — net
|
|
|
(69
|
)
|
|
10,391
|
|
|
150,327
|
|
|
Finance income
|
24
|
|
|
8,951
|
|
|
16,068
|
|
|
152,164
|
|
Finance costs
|
25
|
|
|
(9,020
|
)
|
|
(5,677
|
)
|
|
(1,837
|
)
|
|
|
|
|
|
|
|
|
||||
Profit before taxation
|
|
|
214,883
|
|
|
148,253
|
|
|
289,411
|
|
|
Taxation
|
28
|
|
|
(33,690
|
)
|
|
(26,812
|
)
|
|
(106,920
|
)
|
Profit for the year
|
|
|
181,193
|
|
|
121,441
|
|
|
182,491
|
|
|
|
|
|
|
|
|
|
|
||||
Attributable to:
|
|
|
|
|
|
|
|
||||
Owners of the parent
|
|
|
181,134
|
|
|
121,458
|
|
|
182,989
|
|
|
Non-controlling interests
|
|
|
59
|
|
|
(17
|
)
|
|
(498
|
)
|
|
|
|
|
181,193
|
|
|
121,441
|
|
|
182,491
|
|
|
Earnings per share
|
|
|
|
|
|
|
|
||||
Basic (R)
|
29
|
|
|
0.32
|
|
|
0.19
|
|
|
0.24
|
|
Diluted (R)
|
29
|
|
|
0.32
|
|
|
0.19
|
|
|
0.23
|
|
|
|
|
|
|
|
|
|
Consolidated statement of comprehensive income
|
|
|
|
|
|
|
|
|
for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
Consolidated statement of changes in equity
|
|
|
|
|
|
|
|
|
for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
|
|
|
Attributable to owners of the parent
|
|
|
|
|
|
|
||||||||||
|
Notes
|
|
Stated
capital
R’000
|
|
|
Other
reserves*
R’000
|
|
|
Retained
earnings
R’000
|
|
|
Total
R’000
|
|
|
Non-
controlling
interest
R’000
|
|
|
Total
equity
R’000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance at April 1, 2015
|
1,436,993
|
|
|
(21,894
|
)
|
|
450,347
|
|
|
1,865,446
|
|
|
(874
|
)
|
|
1,864,572
|
|
||
Total comprehensive income
|
—
|
|
|
88,318
|
|
|
182,989
|
|
|
271,307
|
|
|
(617
|
)
|
|
270,690
|
|
||
Profit for the year
|
|
—
|
|
|
—
|
|
|
182,989
|
|
|
182,989
|
|
|
(498
|
)
|
|
182,491
|
|
|
Other comprehensive income/(loss)
|
—
|
|
|
88,318
|
|
|
—
|
|
|
88,318
|
|
|
(119
|
)
|
|
88,199
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total transactions with owners
|
(116,038
|
)
|
|
7,838
|
|
|
(107,254
|
)
|
|
(215,454
|
)
|
|
—
|
|
|
(215,454
|
)
|
||
Shares issued in relation to share options exercised
|
|
7,722
|
|
|
—
|
|
|
—
|
|
|
7,722
|
|
|
—
|
|
|
7,722
|
|
|
Share-based payment transaction
|
|
—
|
|
|
7,838
|
|
|
—
|
|
|
7,838
|
|
|
—
|
|
|
7,838
|
|
|
Dividends declared
|
30
|
|
—
|
|
|
—
|
|
|
(107,254
|
)
|
|
(107,254
|
)
|
|
—
|
|
|
(107,254
|
)
|
Share repurchase
|
|
(123,760
|
)
|
|
—
|
|
|
—
|
|
|
(123,760
|
)
|
|
—
|
|
|
(123,760
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance at March 31, 2016
|
1,320,955
|
|
|
74,262
|
|
|
526,082
|
|
|
1,921,299
|
|
|
(1,491
|
)
|
|
1,919,808
|
|
||
Total comprehensive income
|
—
|
|
|
(80,879
|
)
|
|
121,458
|
|
|
40,579
|
|
|
(67
|
)
|
|
40,512
|
|
||
Profit for the year
|
|
—
|
|
|
—
|
|
|
121,458
|
|
|
121,458
|
|
|
(17
|
)
|
|
121,441
|
|
|
Other comprehensive loss
|
—
|
|
|
(80,879
|
)
|
|
—
|
|
|
(80,879
|
)
|
|
(50
|
)
|
|
(80,929
|
)
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total transactions with owners
|
(466,610
|
)
|
|
2,247
|
|
|
(53,026
|
)
|
|
(517,389
|
)
|
|
—
|
|
|
(517,389
|
)
|
||
Shares issued in relation to share options exercised
|
13
|
|
7,072
|
|
|
—
|
|
|
—
|
|
|
7,072
|
|
|
—
|
|
|
7,072
|
|
Share-based payment transaction
|
14
|
|
—
|
|
|
2,247
|
|
|
—
|
|
|
2,247
|
|
|
—
|
|
|
2,247
|
|
Dividends declared
|
30
|
|
—
|
|
|
—
|
|
|
(53,026
|
)
|
|
(53,026
|
)
|
|
—
|
|
|
(53,026
|
)
|
Share repurchase
|
13
|
|
(473,682
|
)
|
|
—
|
|
|
—
|
|
|
(473,682
|
)
|
|
—
|
|
|
(473,682
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance at March 31, 2017
|
854,345
|
|
|
(4,370
|
)
|
|
594,514
|
|
|
1,444,489
|
|
|
(1,558
|
)
|
|
1,442,931
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated statement of changes in equity
|
|
|
|
|
|
|
|
|
for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
|
|
|
Attributable to owners of the parent
|
|
|
|
|
|
|
||||||||||
|
Notes
|
|
Stated
capital
R’000
|
|
|
Other
reserves*
R’000
|
|
|
Retained
earnings
R’000
|
|
|
Total
R’000
|
|
|
Non-
controlling
interest
R’000
|
|
|
Total
equity
R’000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Total comprehensive income
|
—
|
|
|
(60,576
|
)
|
|
181,134
|
|
|
120,558
|
|
|
67
|
|
|
120,625
|
|
||
Profit for the year
|
|
—
|
|
|
—
|
|
|
181,134
|
|
|
181,134
|
|
|
59
|
|
|
181,193
|
|
|
Other comprehensive (loss)/income
|
—
|
|
|
(60,576
|
)
|
|
—
|
|
|
(60,576
|
)
|
|
8
|
|
|
(60,568
|
)
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total transactions with owners
|
(7,940
|
)
|
|
13,332
|
|
|
(53,268
|
)
|
|
(47,876
|
)
|
|
1,501
|
|
|
(46,375
|
)
|
||
Shares issued in relation to share options and share appreciation rights exercised
|
13
|
|
10,726
|
|
|
—
|
|
|
—
|
|
|
10,726
|
|
|
—
|
|
|
10,726
|
|
Share-based payment transaction
|
14
|
|
—
|
|
|
9,000
|
|
|
—
|
|
|
9,000
|
|
|
—
|
|
|
9,000
|
|
Share-based payment — excess tax benefit
|
14
|
|
—
|
|
|
5,833
|
|
|
—
|
|
|
5,833
|
|
|
—
|
|
|
5,833
|
|
Transactions with non-controlling interests
|
20
|
|
—
|
|
|
(1,501
|
)
|
|
—
|
|
|
(1,501
|
)
|
|
1,501
|
|
|
—
|
|
Dividends declared
|
30
|
|
—
|
|
|
—
|
|
|
(53,268
|
)
|
|
(53,268
|
)
|
|
—
|
|
|
(53,268
|
)
|
Share repurchase
|
13
|
|
(18,666
|
)
|
|
—
|
|
|
—
|
|
|
(18,666
|
)
|
|
—
|
|
|
(18,666
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance at March 31, 2018
|
846,405
|
|
|
(51,614
|
)
|
|
722,380
|
|
|
1,517,171
|
|
|
10
|
|
|
1,517,181
|
|
Consolidated statement of cash flows
|
|
|
|
|
|
|
|
|
for the years ended March 31, 2018, March 31, 2017 and March 31, 2016
|
|
|
|
|
|
|
|
|
March 31, 2018
|
|
|
March 31, 2017
|
|
|
March 31, 2016
|
|
|
|
Notes
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
|
|
|
|
|
|
|
|
||||
Cash flows from operating activities
|
|
|
|
|
|
|
|
||||
Cash generated from operations
|
31.2
|
|
|
413,025
|
|
|
377,115
|
|
|
293,808
|
|
Interest received
|
|
|
8,576
|
|
|
14,737
|
|
|
7,936
|
|
|
Interest paid
|
|
|
(3,731
|
)
|
|
(5,680
|
)
|
|
(1,831
|
)
|
|
Taxation paid
|
|
|
(64,662
|
)
|
|
(62,601
|
)
|
|
(59,479
|
)
|
|
Net cash generated from operating activities
|
|
|
353,208
|
|
|
323,571
|
|
|
240,434
|
|
|
|
|
|
|
|
|
|
|
||||
Cash flows from investing activities
|
|
|
|
|
|
|
|
||||
Purchases of property, plant and equipment
|
6
|
|
|
(238,646
|
)
|
|
(180,230
|
)
|
|
(155,584
|
)
|
Proceeds on sale of property, plant and equipment and intangible assets
|
|
|
4,388
|
|
|
369
|
|
|
633
|
|
|
Purchases of intangible assets
|
7
|
|
|
(99,615
|
)
|
|
(115,293
|
)
|
|
(86,276
|
)
|
Acquisition of business, net of cash acquired
|
|
|
—
|
|
|
—
|
|
|
(18,000
|
)
|
|
Deferred consideration paid
|
|
|
—
|
|
|
(1,103
|
)
|
|
(1,361
|
)
|
|
Decrease in restricted cash
|
|
|
127
|
|
|
6,951
|
|
|
19,346
|
|
|
Increase in restricted cash
|
|
|
(8,389
|
)
|
|
(3,588
|
)
|
|
(8,472
|
)
|
|
Net cash used in investing activities
|
|
|
(342,135
|
)
|
|
(292,894
|
)
|
|
(249,714
|
)
|
|
|
|
|
|
|
|
|
|
||||
Cash flows from financing activities
|
|
|
|
|
|
|
|
||||
Proceeds from issuance of shares
|
13
|
|
|
10,726
|
|
|
7,072
|
|
|
7,722
|
|
Share repurchase
|
13
|
|
|
(18,666
|
)
|
|
(473,682
|
)
|
|
(123,760
|
)
|
Dividends paid to Company’s owners
|
|
|
(53,201
|
)
|
|
(52,966
|
)
|
|
(107,150
|
)
|
|
Repayments of borrowings
|
|
|
—
|
|
|
—
|
|
|
(41
|
)
|
|
Acquisition of non-controlling interest
|
20
|
|
|
(1,353
|
)
|
|
—
|
|
|
—
|
|
Net cash used in financing activities
|
|
(62,494
|
)
|
|
(519,576
|
)
|
|
(223,229
|
)
|
||
Net decrease in cash and cash equivalents
|
|
(51,421
|
)
|
|
(488,899
|
)
|
|
(232,509
|
)
|
||
Net cash and cash equivalents at the beginning of the year
|
|
356,333
|
|
|
860,762
|
|
|
927,415
|
|
||
Exchange (losses)/gains on cash and cash equivalents
|
|
|
(14,374
|
)
|
|
(15,530
|
)
|
|
165,856
|
|
|
Net cash and cash equivalents at the end of the year
|
12
|
|
|
290,538
|
|
|
356,333
|
|
|
860,762
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2.1
|
Basis of preparation
|
•
|
International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”);
|
•
|
IFRS Interpretations Committee (“IFRIC”) interpretations applicable to companies reporting under IFRS;
|
•
|
SAICA Financial Reporting guides as issued by the Accounting Practices Committee;
|
•
|
Financial Pronouncements as issued by the Financial Reporting Standards Council (“FRSC”);
|
•
|
the requirements of the South African Companies Act, No. 71 of 2008; and
|
•
|
the JSE Listings Requirements.
|
2.1.1
|
Changes in accounting policy and disclosures
|
2.1.1.1
|
New standards, amendments and interpretations adopted by the Group
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2.2
|
Consolidation
|
(a)
|
Subsidiaries
|
(b)
|
Business combinations
|
•
|
fair values of the assets transferred;
|
•
|
liabilities incurred to the former owners of the acquired business;
|
•
|
equity interests issued by the Group;
|
•
|
fair value of any asset or liability resulting from a contingent consideration arrangement; and
|
•
|
fair value of any pre-existing equity interest in the subsidiary.
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
•
|
consideration transferred;
|
•
|
amount of any non-controlling interest in the acquired entity; and
|
•
|
acquisition-date fair value of any previous equity interest in the acquired entity
|
(c)
|
Changes in ownership interests in subsidiaries without a change of control
|
2.3
|
Segment reporting
|
2.4
|
Foreign currency translation
|
(a)
|
Functional and presentation currency
|
(b)
|
Transactions and balances
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
(c)
|
Group companies
|
(i)
|
Assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position;
|
(ii)
|
Income and expenses for each income statement presented are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions);
|
(iii)
|
All resulting exchange differences are recognized in other comprehensive income; and
|
(iv)
|
Equity items are measured at historical cost at the time of recording, translated at the rate on the date of the recording and are not retranslated to closing rates at reporting dates.
|
2.5
|
Property, plant and equipment
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2.6
|
Intangible assets
|
(a)
|
Goodwill
|
(b)
|
Patents and trademarks
|
(c)
|
Customer relationships
|
(d)
|
Computer software, technology, in-house software and product development costs
|
•
|
It is technically feasible to complete the software or product so that it will be available for use;
|
•
|
Management intends to complete the software or product and use or sell it;
|
•
|
There is an ability to use or sell the software or product;
|
•
|
It can be demonstrated how the software or product will generate probable future economic benefits;
|
•
|
Adequate technical, financial and other resources to complete the development and use or sell the software or product are available; and
|
•
|
The expenditure attributable to the software or product during its development can be reliably measured.
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2.7
|
Impairment of non-financial assets
|
2.8
|
Financial assets
|
2.8.1
|
Classification
|
2.8.2
|
Recognition and derecognition
|
2.8.3
|
Measurement
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2.8.4
|
Impairment of financial assets
|
2.9
|
Fair value
|
•
|
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities;
|
•
|
Level 2: Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either
|
•
|
Level 3: Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).
|
2.10
|
Offsetting financial instruments
|
2.11
|
Inventories
|
2.12
|
Trade receivables
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2.13
|
Net cash and cash equivalents
|
2.14
|
Restricted cash
|
2.15
|
Stated capital
|
2.16
|
Trade and other payables
|
2.17
|
Non-current assets held for sale
|
2.18
|
Taxation
|
2.18.1.
|
Current and deferred income taxes
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
•
|
Deferred tax liabilities are recognized, except to the extent that the Group is able to control the timing of the reversal of the temporary differences, and it is probable that they will not reverse in the foreseeable future.
|
•
|
Deferred tax assets are recognized only to the extent that it is probable the temporary differences will reverse in the foreseeable future and there is sufficient taxable profit available against which the temporary differences can be utilized.
|
2.18.2.
|
Dividends tax
|
2.19
|
Employee benefits
|
(a)
|
Short-term benefits
|
(b)
|
Defined contribution plan
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
(c)
|
Short-term incentives — bonus plans
|
(d)
|
Termination benefits
|
2.20
|
Share-based payments
|
•
|
Including any market performance conditions;
|
•
|
Excluding the impact of any service and non-market performance vesting conditions (for example, remaining an employee of the entity over a specified time period); and
|
•
|
Including the impact of any non-vesting conditions.
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2.21
|
Provisions
|
2.22
|
Revenue recognition
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
(a)
|
Subscription revenue
|
(b)
|
Hardware sales
|
(c)
|
Driver training and other services
|
(d)
|
Rental revenue
|
(e)
|
Installation revenue
|
2.23
|
Interest income
|
2.24
|
Dividend income
|
2.25
|
Leases
|
2.25.1.
|
The Group as a lessor
|
2.25.2.
|
The Group as a lessee
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2.26
|
Dividend distribution
|
3.
|
Financial risk management
|
3.1
|
Financial risk factors
|
(a)
|
Market risk
|
(i)
|
Foreign exchange risk
|
(ii)
|
Interest rate risk
|
(iii)
|
Price risk
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
(b)
|
Credit risk
|
(c)
|
Liquidity risk
|
3.2
|
Capital risk management
|
4.
|
Critical accounting estimates and judgements
|
(a)
|
Warranty claims
|
(b)
|
Maintenance provision
|
(c)
|
Current and deferred income taxes
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
(d)
|
Impairment estimates
|
(e)
|
Customer relationships
|
(f)
|
Product development cost
|
(g)
|
Provision for impairment of trade receivables
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
|
|
Subscription revenue
R'000
|
|
|
Hardware and other revenue
R'000
|
|
|
Total
revenue
R’000
|
|
|
Adjusted EBITDA
R’000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Regional Sales Offices
|
|
|
|
|
|
|
|
|
|
|
|
||||
Africa
|
|
|
|
872,646
|
|
|
84,832
|
|
|
957,478
|
|
|
440,900
|
|
|
Europe
|
|
|
|
115,199
|
|
|
78,061
|
|
|
193,260
|
|
|
65,326
|
|
|
Americas
|
|
|
|
194,890
|
|
|
32,715
|
|
|
227,605
|
|
|
79,127
|
|
|
Middle East and Australasia
|
|
|
|
200,241
|
|
|
78,424
|
|
|
278,665
|
|
|
106,835
|
|
|
Brazil
|
|
|
|
50,735
|
|
|
3,695
|
|
|
54,430
|
|
|
16,747
|
|
|
Total Regional Sales Offices
|
|
|
|
1,433,711
|
|
|
277,727
|
|
|
1,711,438
|
|
|
708,935
|
|
|
Central Services Organization
|
|
|
|
904
|
|
|
140
|
|
|
1,044
|
|
|
(149,878
|
)
|
|
Total Segment Results
|
|
|
|
1,434,615
|
|
|
277,867
|
|
|
1,712,482
|
|
|
559,057
|
|
|
Corporate and consolidation entries
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(117,191
|
)
|
|
Total
|
|
|
|
1,434,615
|
|
|
277,867
|
|
|
1,712,482
|
|
|
441,866
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
|
|
Subscription revenue
R'000 |
|
|
Hardware and other revenue
R'000 |
|
|
Total
revenue R’000 |
|
|
Adjusted EBITDA
R’000
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Regional Sales Offices
|
|
|
|
|
|
|
|
|
|
|
||||
Africa
|
|
|
|
772,224
|
|
|
86,945
|
|
|
859,169
|
|
|
344,077
|
|
Europe
|
|
|
|
113,223
|
|
|
64,108
|
|
|
177,331
|
|
|
52,369
|
|
Americas
|
|
|
|
121,462
|
|
|
38,957
|
|
|
160,419
|
|
|
26,804
|
|
Middle East and Australasia
|
|
|
|
199,474
|
|
|
104,976
|
|
|
304,450
|
|
|
91,149
|
|
Brazil
|
|
|
|
32,653
|
|
|
5,158
|
|
|
37,811
|
|
|
9,394
|
|
Total Regional Sales Offices
|
|
|
|
1,239,036
|
|
|
300,144
|
|
|
1,539,180
|
|
|
523,793
|
|
Central Services Organization
|
|
|
|
878
|
|
|
—
|
|
|
878
|
|
|
(127,828
|
)
|
Total Segment Results
|
|
|
|
1,239,914
|
|
|
300,144
|
|
|
1,540,058
|
|
|
395,965
|
|
Corporate and consolidation entries
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(94,352
|
)
|
Total
|
|
|
|
1,239,914
|
|
|
300,144
|
|
|
1,540,058
|
|
|
301,613
|
|
|
|
|
|
Subscription revenue
R'000 |
|
|
Hardware and other revenue
R'000 |
|
|
Total
revenue R’000 |
|
|
Adjusted EBITDA
R’000
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Regional Sales Offices
|
|
|
|
|
|
|
|
|
|
|
||||
Africa
|
|
|
|
711,208
|
|
|
96,699
|
|
|
807,907
|
|
|
320,466
|
|
Europe
|
|
|
|
110,251
|
|
|
51,736
|
|
|
161,987
|
|
|
35,359
|
|
Americas
|
|
|
|
115,413
|
|
|
41,527
|
|
|
156,940
|
|
|
2,908
|
|
Middle East and Australasia
|
|
|
|
202,163
|
|
|
111,764
|
|
|
313,927
|
|
|
107,279
|
|
Brazil
|
|
|
|
18,063
|
|
|
5,066
|
|
|
23,129
|
|
|
1,931
|
|
Total Regional Sales Offices
|
|
|
|
1,157,098
|
|
|
306,792
|
|
|
1,463,890
|
|
|
467,943
|
|
Central Services Organization
|
|
|
|
1,131
|
|
|
—
|
|
|
1,131
|
|
|
(113,403
|
)
|
Total Segment Results
|
|
|
|
1,158,229
|
|
|
306,792
|
|
|
1,465,021
|
|
|
354,540
|
|
Corporate and consolidation entries
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(77,325
|
)
|
Total
|
|
|
|
1,158,229
|
|
|
306,792
|
|
|
1,465,021
|
|
|
277,215
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
|
|
|
March 31, 2017
|
|
|
March 31, 2016
|
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
|
|
|
|
|
|
|
|||
Reconciliation of Adjusted EBITDA to profit for the year
|
|
|
|
|
|
|
|||
Adjusted EBITDA
|
|
441,866
|
|
|
301,613
|
|
|
277,215
|
|
Add:
|
|
|
|
|
|
|
|||
Net profit on sale of property, plant and equipment and intangible assets
|
|
1,264
|
|
|
—
|
|
|
—
|
|
Reversal of impairment
(1)
|
|
—
|
|
|
791
|
|
|
—
|
|
Decrease in restructuring cost provision
|
|
741
|
|
|
—
|
|
|
333
|
|
Less:
|
|
|
|
|
|
|
|||
Depreciation
(2)
|
|
(151,945
|
)
|
|
(98,508
|
)
|
|
(75,037
|
)
|
Amortization
(3)
|
|
(63,926
|
)
|
|
(44,734
|
)
|
|
(47,586
|
)
|
Impairment
(4)
|
|
(2,696
|
)
|
|
(3,166
|
)
|
|
(4,776
|
)
|
Share-based compensation costs
|
|
(10,352
|
)
|
|
(3,311
|
)
|
|
(5,820
|
)
|
Equity-settled share-based compensation costs
|
|
(9,000
|
)
|
|
(2,247
|
)
|
|
(7,838
|
)
|
Cash-settled share-based compensation costs
(5)
|
|
(1,352
|
)
|
|
(1,064
|
)
|
|
2,018
|
|
Net loss on sale of property, plant and equipment and intangible assets
|
|
—
|
|
|
(262
|
)
|
|
(208
|
)
|
Increase in restructuring cost provision
(6)
|
|
—
|
|
|
(14,561
|
)
|
|
—
|
|
Transaction costs arising from investigating strategic alternatives
(7)
|
|
—
|
|
|
—
|
|
|
(5,037
|
)
|
Operating profit
|
|
214,952
|
|
|
137,862
|
|
|
139,084
|
|
Add:
Finance (costs)/income — net
|
|
(69
|
)
|
|
10,391
|
|
|
150,327
|
|
Less:
Taxation
|
|
(33,690
|
)
|
|
(26,812
|
)
|
|
(106,920
|
)
|
Profit for the year
|
|
181,193
|
|
|
121,441
|
|
|
182,491
|
|
|
|
|
|
|
|
|
(1)
|
The reversal of impairment of
R0.8 million
in fiscal 2017 related to in-vehicle devices in the Brazil segment.
|
(2)
|
Includes depreciation of property, plant and equipment (including in-vehicle devices).
|
(3)
|
Includes amortization of intangible assets (including capitalized in-house development costs and intangible assets identified as part of a business combination).
|
(4)
|
In fiscal 2018, asset impairments relate to the impairment of capitalized product development costs of
R2.3 million
in the Africa segment and
R0.4 million
in the CSO segment. In fiscal 2017, asset impairments related to the impairment of capitalized product development costs of
R2.6 million
in the Africa segment and
R0.5 million
in the CSO segment. In fiscal 2016 includes
R2.9 million
impairment of in-house software and
R1.9 million
related to in-vehicle devices.
|
(5)
|
Cash-settled share-based payments are described in note 20.
|
(6)
|
Restructuring costs incurred in fiscal 2017 are described in note 19.
|
(7)
|
Transaction costs incurred in 2016 arising from investigating strategic alternatives are described in note 23.
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
Notes to the annual financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
Property
R’000
|
|
|
Plant,
equipment,
vehicles
and other
R’000
|
|
|
Computer
and radio equipment
R’000
|
|
|
In-vehicle
devices
uninstalled
R’000
|
|
|
In-vehicle
devices
installed
R’000
|
|
|
Total
owned
R’000
|
|
|
|
|
|
|
|
|
|
|
||||||||||
At April 1, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cost
|
|
22,288
|
|
|
51,474
|
|
|
65,160
|
|
|
61,989
|
|
|
216,862
|
|
|
417,773
|
|
Accumulated depreciation and impairments
|
|
(4,324
|
)
|
|
(33,759
|
)
|
|
(51,186
|
)
|
|
(387
|
)
|
|
(92,533
|
)
|
|
(182,189
|
)
|
Net book amount
|
|
17,964
|
|
|
17,715
|
|
|
13,974
|
|
|
61,602
|
|
|
124,329
|
|
|
235,584
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Year ended March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Opening net book amount
|
|
17,964
|
|
|
17,715
|
|
|
13,974
|
|
|
61,602
|
|
|
124,329
|
|
|
235,584
|
|
Additions
|
|
—
|
|
|
4,712
|
|
|
6,698
|
|
|
158,600
|
|
|
—
|
|
|
170,010
|
|
Transfers
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(161,532
|
)
|
|
161,532
|
|
|
—
|
|
Reversal of impairment (notes 5, 23, 29, 31.2)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
791
|
|
|
791
|
|
Disposals*
|
|
—
|
|
|
(181
|
)
|
|
(80
|
)
|
|
—
|
|
|
(370
|
)
|
|
(631
|
)
|
Depreciation charge (notes 5, 23, 31.2)
|
|
(453
|
)
|
|
(6,759
|
)
|
|
(7,785
|
)
|
|
—
|
|
|
(83,511
|
)
|
|
(98,508
|
)
|
Currency translation differences
|
|
—
|
|
|
(616
|
)
|
|
(487
|
)
|
|
(3,200
|
)
|
|
(8,823
|
)
|
|
(13,126
|
)
|
Closing net book amount
|
|
17,511
|
|
|
14,871
|
|
|
12,320
|
|
|
55,470
|
|
|
193,948
|
|
|
294,120
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
At March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cost
|
|
22,288
|
|
|
48,186
|
|
|
58,048
|
|
|
55,470
|
|
|
333,057
|
|
|
517,049
|
|
Accumulated depreciation and impairments
|
|
(4,777
|
)
|
|
(33,315
|
)
|
|
(45,728
|
)
|
|
—
|
|
|
(139,109
|
)
|
|
(222,929
|
)
|
Net book amount
|
|
17,511
|
|
|
14,871
|
|
|
12,320
|
|
|
55,470
|
|
|
193,948
|
|
|
294,120
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Year ended March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Opening net book amount
|
|
17,511
|
|
|
14,871
|
|
|
12,320
|
|
|
55,470
|
|
|
193,948
|
|
|
294,120
|
|
Additions
|
|
—
|
|
|
4,090
|
|
|
4,630
|
|
|
229,528
|
|
|
—
|
|
|
238,248
|
|
Transfers
|
|
—
|
|
|
(613
|
)
|
|
613
|
|
|
(232,050
|
)
|
|
232,050
|
|
|
—
|
|
Assets classified as held for sale
|
|
(17,058
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,058
|
)
|
Impairment (notes 5, 23, 29, 31.2)
|
|
—
|
|
|
(6
|
)
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
(9
|
)
|
Disposals**
|
|
—
|
|
|
(606
|
)
|
|
(165
|
)
|
|
—
|
|
|
(1,165
|
)
|
|
(1,936
|
)
|
Depreciation charge (notes 5, 23, 31.2)
|
|
(453
|
)
|
|
(5,237
|
)
|
|
(6,772
|
)
|
|
—
|
|
|
(139,483
|
)
|
|
(151,945
|
)
|
Currency translation differences
|
|
—
|
|
|
(280
|
)
|
|
(253
|
)
|
|
(2,777
|
)
|
|
(24,072
|
)
|
|
(27,382
|
)
|
Closing net book amount
|
|
—
|
|
|
12,219
|
|
|
10,370
|
|
|
50,171
|
|
|
261,278
|
|
|
334,038
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the annual financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
Property
R’000
|
|
|
Plant,
equipment,
vehicles
and other
R’000
|
|
|
Computer
and radio equipment
R’000
|
|
|
In-vehicle
devices
uninstalled
R’000
|
|
|
In-vehicle
devices
installed
R’000
|
|
|
Total
owned
R’000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Year ended March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cost
|
|
—
|
|
|
47,066
|
|
|
46,735
|
|
|
50,171
|
|
|
470,545
|
|
|
614,517
|
|
Accumulated depreciation and impairments
|
|
—
|
|
|
(34,847
|
)
|
|
(36,365
|
)
|
|
—
|
|
|
(209,267
|
)
|
|
(280,479
|
)
|
Net book amount
|
|
—
|
|
|
12,219
|
|
|
10,370
|
|
|
50,171
|
|
|
261,278
|
|
|
334,038
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the annual financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Non-current assets
|
|
|
|
|
||
Property, plant and equipment
|
|
334,038
|
|
|
294,120
|
|
Current assets
|
|
|
|
|
||
Assets classified as held for sale
|
|
17,058
|
|
|
—
|
|
Total property, plant and equipment
|
|
351,096
|
|
|
294,120
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
Goodwill
R’000
|
|
|
Patents and
trademarks
R’000
|
|
|
Customer
relationships
R’000
|
|
|
Product
development
costs
R’000
|
|
|
Computer software, technology, in-house software
and
other
R’000
|
|
|
Total
R’000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
At April 1, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cost
|
|
654,329
|
|
|
3,036
|
|
|
40,165
|
|
|
206,836
|
|
|
93,801
|
|
|
998,167
|
|
Accumulated amortization and impairments
|
|
—
|
|
|
(1,413
|
)
|
|
(10,180
|
)
|
|
(76,875
|
)
|
|
(62,848
|
)
|
|
(151,316
|
)
|
Net book amount
|
|
654,329
|
|
|
1,623
|
|
|
29,985
|
|
|
129,961
|
|
|
30,953
|
|
|
846,851
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Year ended March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Opening net book amount
|
|
654,329
|
|
|
1,623
|
|
|
29,985
|
|
|
129,961
|
|
|
30,953
|
|
|
846,851
|
|
Additions
|
|
—
|
|
|
119
|
|
|
—
|
|
|
78,020
|
|
|
41,269
|
|
|
119,408
|
|
Disposals*
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Amortization charge (notes 23 and 31.2)
|
|
—
|
|
|
(816
|
)
|
|
(6,762
|
)
|
|
(28,847
|
)
|
|
(8,309
|
)
|
|
(44,734
|
)
|
Impairment loss (notes 5, 23, 29 and 31.2)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,166
|
)
|
|
—
|
|
|
(3,166
|
)
|
Currency translation differences
|
|
(35,419
|
)
|
|
—
|
|
|
—
|
|
|
(179
|
)
|
|
(861
|
)
|
|
(36,459
|
)
|
Closing net book amount
|
|
618,910
|
|
|
926
|
|
|
23,223
|
|
|
175,789
|
|
|
63,052
|
|
|
881,900
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
At March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cost
|
|
618,910
|
|
|
3,155
|
|
|
40,165
|
|
|
265,637
|
|
|
130,131
|
|
|
1,057,998
|
|
Accumulated amortization and impairments
|
|
—
|
|
|
(2,229
|
)
|
|
(16,942
|
)
|
|
(89,848
|
)
|
|
(67,079
|
)
|
|
(176,098
|
)
|
Net book amount
|
|
618,910
|
|
|
926
|
|
|
23,223
|
|
|
175,789
|
|
|
63,052
|
|
|
881,900
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Year ended March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Opening net book amount
|
|
618,910
|
|
|
926
|
|
|
23,223
|
|
|
175,789
|
|
|
63,052
|
|
|
881,900
|
|
Additions
|
|
—
|
|
|
31
|
|
|
5,300
|
|
|
65,342
|
|
|
23,965
|
|
|
94,638
|
|
Transfers
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(365
|
)
|
|
365
|
|
|
—
|
|
Disposals**
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,188
|
)
|
|
—
|
|
|
(1,188
|
)
|
Amortization charge (notes 23 and 31.2)
|
|
—
|
|
|
(513
|
)
|
|
(7,516
|
)
|
|
(37,639
|
)
|
|
(18,258
|
)
|
|
(63,926
|
)
|
Impairment loss (notes 5, 23, 29, 31.2)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,687
|
)
|
|
—
|
|
|
(2,687
|
)
|
Currency translation differences
|
|
(7,266
|
)
|
|
—
|
|
|
(356
|
)
|
|
(235
|
)
|
|
(2,353
|
)
|
|
(10,210
|
)
|
Closing net book amount
|
|
611,644
|
|
|
444
|
|
|
20,651
|
|
|
199,017
|
|
|
66,771
|
|
|
898,527
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
At March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Cost
|
|
611,644
|
|
|
1,031
|
|
|
44,990
|
|
|
312,338
|
|
|
145,387
|
|
|
1,115,390
|
|
Accumulated amortization and impairments
|
|
—
|
|
|
(587
|
)
|
|
(24,339
|
)
|
|
(113,321
|
)
|
|
(78,616
|
)
|
|
(216,863
|
)
|
Net book amount
|
|
611,644
|
|
|
444
|
|
|
20,651
|
|
|
199,017
|
|
|
66,771
|
|
|
898,527
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
Year ended March 31,
|
||||||||||||||||||||
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
2025
|
|
2026
|
|
2027
|
|
2028
|
|
R’000
|
1,694
|
|
611
|
|
748
|
|
457
|
|
334
|
|
303
|
|
158
|
|
106
|
|
106
|
|
27
|
|
|
|
March 31, 2017
R’000
|
|
|
Foreign currency translation differences
R'000
|
|
|
March 31, 2018
R’000
|
|
|
|
|
|
|
|
|
|||
Central Services Organization
|
|
103,119
|
|
|
—
|
|
|
103,119
|
|
Europe
|
|
109,610
|
|
|
(986
|
)
|
|
108,624
|
|
Middle East and Australasia
|
|
53,131
|
|
|
(6,280
|
)
|
|
46,851
|
|
Africa
|
|
353,050
|
|
|
—
|
|
|
353,050
|
|
Total
|
|
618,910
|
|
|
(7,266
|
)
|
|
611,644
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
2018
|
|
Central Services Organization
|
|
Africa
|
|
Europe
|
|
Middle
East and Australasia |
|
|
|
|
|
|
|
|
|
Discount rate
|
|
|
|
|
|
|
|
|
– pre-tax discount rate applied to the cash flow projections (%)
|
|
17.1
|
|
17.3
|
|
9.2
|
|
13.3
|
Growth rate
|
|
|
|
|
|
|
|
|
– growth rate used to extrapolate cash flow beyond the budget period (%)
|
|
5.4
|
|
5.4
|
|
2.2
|
|
2.9
|
|
|
|
|
|
|
|
|
|
2017
|
|
Central Services Organization
|
|
Africa
|
|
Europe
|
|
Middle
East and Australasia |
|
|
|
|
|
|
|
|
|
Discount rate
|
|
|
|
|
|
|
|
|
– pre-tax discount rate applied to the cash flow projections (%)
|
|
17.6
|
|
18.6
|
|
9.8
|
|
16.0
|
Growth rate
|
|
|
|
|
|
|
|
|
– growth rate used to extrapolate cash flow beyond the budget period (%)
|
|
5.5
|
|
5.5
|
|
2.3
|
|
2.5
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Total finance lease receivable
|
|
—
|
|
|
162
|
|
Short-term portion receivable within 12 months
|
|
—
|
|
|
140
|
|
Long-term portion receivable after 12 months
|
|
—
|
|
|
22
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Gross finance lease receivable – minimum lease payments:
|
|
|
|
|
||
Not later than one year
|
|
—
|
|
|
145
|
|
Later than one year but not later than five years
|
|
—
|
|
|
22
|
|
|
|
—
|
|
|
167
|
|
Unearned finance income
|
|
—
|
|
|
(5
|
)
|
Net investment in finance leases
|
|
—
|
|
|
162
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Not later than one year
|
|
—
|
|
|
140
|
|
Later than one year but not later than five years
|
|
—
|
|
|
22
|
|
Net investment in finance leases
|
|
—
|
|
|
162
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Inventory – finished goods
|
|
57,013
|
|
|
26,449
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Trade receivables
|
|
248,878
|
|
|
220,402
|
|
Less
: Provision for impairment of trade receivables
|
|
(17,523
|
)
|
|
(8,783
|
)
|
Trade receivables — net
|
|
231,355
|
|
|
211,619
|
|
Pre-payments
|
|
27,240
|
|
|
24,772
|
|
Sundry debtors
|
|
27,811
|
|
|
24,185
|
|
|
|
286,406
|
|
|
260,576
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
Gross
R’000
|
|
|
Provision for
impairment
R’000
|
|
|
Net
R'000
|
|
|
|
|
|
|
|
|
|||
2018
|
|
|
|
|
|
|
|||
Not past due
|
|
145,346
|
|
|
(334
|
)
|
|
145,012
|
|
Past due by 1 to 30 days
|
|
51,844
|
|
|
(2,518
|
)
|
|
49,326
|
|
Past due by 31 to 60 days
|
|
24,763
|
|
|
(3,732
|
)
|
|
21,031
|
|
Past due by more than 60 days
|
|
26,925
|
|
|
(10,939
|
)
|
|
15,986
|
|
Total
|
|
248,878
|
|
|
(17,523
|
)
|
|
231,355
|
|
|
|
|
|
|
|
|
|
|
Gross
R’000
|
|
|
Provision for
impairment
R’000
|
|
|
Net
R'000 |
|
|
|
|
|
|
|
|
|||
2017
|
|
|
|
|
|
|
|||
Not past due
|
|
129,121
|
|
|
(920
|
)
|
|
128,201
|
|
Past due by 1 to 30 days
|
|
54,340
|
|
|
(1,350
|
)
|
|
52,990
|
|
Past due by 31 to 60 days
|
|
20,999
|
|
|
(1,854
|
)
|
|
19,145
|
|
Past due by more than 60 days
|
|
15,942
|
|
|
(4,659
|
)
|
|
11,283
|
|
Total
|
|
220,402
|
|
|
(8,783
|
)
|
|
211,619
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
South African Rand
|
|
98,148
|
|
|
80,037
|
|
Australian Dollar
|
|
24,016
|
|
|
21,754
|
|
Brazilian Real
|
|
19,129
|
|
|
15,684
|
|
Euro
|
|
28,192
|
|
|
24,411
|
|
Great Britain Pound
|
|
18,883
|
|
|
18,535
|
|
United Arab Emirates Dirham
|
|
2,578
|
|
|
3,354
|
|
United States Dollar
|
|
91,105
|
|
|
94,441
|
|
Other
|
|
4,355
|
|
|
2,360
|
|
|
|
286,406
|
|
|
260,576
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Opening balance
|
|
(13,346
|
)
|
|
(12,438
|
)
|
Increase in provision for impairment (note 31.2)
|
|
(24,143
|
)
|
|
(17,713
|
)
|
Receivables written off during the year as irrecoverable — net
|
|
19,354
|
|
|
16,429
|
|
Foreign currency translation differences
|
|
612
|
|
|
376
|
|
Closing balance
|
|
(17,523
|
)
|
|
(13,346
|
)
|
|
|
|
|
|
||
The Group’s provision for impairment of trade and other receivables includes:
|
|
|
|
|
||
Trade receivables
|
|
(17,523
|
)
|
|
(8,783
|
)
|
Sundry debtors
|
|
—
|
|
|
(4,563
|
)
|
Closing balance
|
|
(17,523
|
)
|
|
(13,346
|
)
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Cash securing guarantee issued in terms of the Mobile Telephone Networks Proprietary Limited incentive agreement (denominated in South African Rand)
|
|
1,000
|
|
|
1,000
|
|
Cash securing guarantees issued in respect of lease agreements entered into (denominated in South African Rand)
|
|
393
|
|
|
393
|
|
Tax refund received erroneously (denominated in South African Rand)
|
|
7,188
|
|
|
—
|
|
Cash securing guarantees issued in respect of products sold by MiX Telematics Europe Limited (denominated in Euro)
|
|
1,447
|
|
|
1,422
|
|
Cash securing guarantees issued in respect of MiX Telematics Middle East FZE relating to employee visas in the UAE (denominated in UAE Dirham)
|
|
3,616
|
|
|
4,192
|
|
Cash held for purposes of distribution to MiX Telematics Enterprise BEE Trust and MiX Telematics Fleet Support Trust beneficiaries (denominated in South African Rand)
|
|
6,257
|
|
|
5,118
|
|
Cash securing guarantees issued in respect of property lease agreements entered into by MiX Telematics Australasia (denominated in Australian Dollar)
|
|
1,034
|
|
|
1,143
|
|
|
|
20,935
|
|
|
13,268
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Cash and cash equivalents
|
|
308,258
|
|
|
375,782
|
|
|
877,136
|
|
Bank overdraft (note 15)
|
|
(17,720
|
)
|
|
(19,449
|
)
|
|
(16,374
|
)
|
|
|
290,538
|
|
|
356,333
|
|
|
860,762
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Cash and cash equivalents
|
|
|
|
|
|
|
|||
AA
|
|
110,854
|
|
|
197,873
|
|
|
743,600
|
|
A
|
|
82,738
|
|
|
78,605
|
|
|
48,757
|
|
BBB
|
|
33,962
|
|
|
99,304
|
|
|
84,779
|
|
BB
|
|
80,704
|
|
|
—
|
|
|
—
|
|
|
|
308,258
|
|
|
375,782
|
|
|
877,136
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Great Britain Pound
|
|
37,209
|
|
|
48,540
|
|
|
45,017
|
|
Brazilian Real
|
|
3,787
|
|
|
2,987
|
|
|
3,625
|
|
South African Rand
|
|
171,223
|
|
|
100,721
|
|
|
87,675
|
|
Australian Dollar
|
|
22,912
|
|
|
19,574
|
|
|
25,451
|
|
United States Dollar
|
|
48,354
|
|
|
178,768
|
|
|
698,166
|
|
Euro
|
|
4,300
|
|
|
4,649
|
|
|
(55
|
)
|
Other
|
|
2,753
|
|
|
1,094
|
|
|
883
|
|
|
|
290,538
|
|
|
356,333
|
|
|
860,762
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
Number of
shares
000s
|
|
|
Stated
capital
R’000
|
|
|
|
|
|
|
||
|
|
|
|
|
||
At April 1, 2016
|
|
759,138
|
|
|
1,320,955
|
|
Shares issued in relation to share options exercised
|
|
5,125
|
|
|
7,072
|
|
Share repurchase from Imperial Corporate Services Proprietary Limited
|
|
(200,828
|
)
|
|
(473,682
|
)
|
Balance at March 31, 2017
|
|
563,435
|
|
|
854,345
|
|
Shares issued in relation to share options and share appreciation rights exercised
|
|
6,001
|
|
|
10,726
|
|
Share repurchase under the Share Repurchase Program
|
|
(5,016
|
)
|
|
(18,666
|
)
|
|
|
|
|
|
||
Balance at March 31, 2018
|
|
564,420
|
|
|
846,405
|
|
|
|
|
|
|
|
Total number of
shares
repurchased
000s
|
|
Average price paid per share
(1)
R
|
|
Shares canceled
under the share
repurchase
program
000s
|
|
Total value of shares
purchased as part of
publicly announced
program
R’000
|
|
Maximum value of
shares that may yet
be purchased under
the program
R’000
|
|
|
|
|
|
|
|
|||||
June 2017
|
5,015,660
|
|
3.72
|
|
5,015,660
|
|
18,666
|
|
251,334
|
|
|
5,015,660
|
|
|
5,015,660
|
|
18,666
|
|
251,334
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
Weighted
average
exercise price
2018
cents per share
|
|
|
Number of
options
2018
000s
|
|
|
Weighted
average exercise price 2017 cents per share |
|
|
Number of
options 2017 000s |
|
|
|
|
|
|
|
|
|
|
||||
Outstanding at the beginning of the year
|
|
266
|
|
|
14,613
|
|
|
235
|
|
|
28,913
|
|
Exercised
|
|
195
|
|
|
(5,513
|
)
|
|
138
|
|
|
(5,125
|
)
|
Forfeited
|
|
—
|
|
|
—
|
|
|
312
|
|
|
(5,875
|
)
|
Expired
|
|
—
|
|
|
—
|
|
|
112
|
|
|
(3,300
|
)
|
Outstanding at the end of the year
|
|
309
|
|
|
9,100
|
|
|
266
|
|
|
14,613
|
|
Exercisable at the end of the year
|
|
285
|
|
|
7,350
|
|
|
217
|
|
|
8,825
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
000's |
|
|
March 31, 2017
000's |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Annual shareholder return
|
|
Grant date
|
|
Expiry date
|
|
Exercise price
|
|
|
|
|
|
||
5%
|
|
September 13, 2011
|
|
September 13, 2017
|
|
130
|
cents
|
|
—
|
|
|
263
|
|
10%
|
|
January 3, 2012
|
|
January 3, 2018
|
|
154
|
cents
|
|
—
|
|
|
2,750
|
|
10%
|
|
November 7, 2012
|
|
November 7, 2018
|
|
246
|
cents
|
|
5,600
|
|
|
8,100
|
|
10%
|
|
September 10, 2014
|
|
September 10, 2020
|
|
411
|
cents
|
|
3,500
|
|
|
3,500
|
|
|
|
|
|
|
|
|
|
9,100
|
|
|
14,613
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
Weighted
average award price 2018 cents per share |
|
|
Number of
options 2018
000s
|
|
|
Weighted
average award price 2017 cents per share |
|
|
Number of
options 2017
000s
|
|
|
|
|
|
|
|
|
|
|
||||
Outstanding at the beginning of the year
|
|
309
|
|
|
20,810
|
|
|
311
|
|
|
14,435
|
|
Granted on May 30, 2016
|
|
—
|
|
|
—
|
|
|
294
|
|
|
9,950
|
|
Granted on November 24, 2016
|
|
—
|
|
|
—
|
|
|
328
|
|
|
4,000
|
|
Granted on May 30, 2017
|
|
346
|
|
|
10,000
|
|
|
—
|
|
|
—
|
|
Exercised
|
|
310
|
|
|
(1,709
|
)
|
|
—
|
|
|
—
|
|
Forfeited
|
|
314
|
|
|
(1,062
|
)
|
|
303
|
|
|
(7,575
|
)
|
Outstanding at the end of the year
|
|
322
|
|
|
28,039
|
|
|
309
|
|
|
20,810
|
|
Exercisable at the end of the year
|
|
313
|
|
|
1,306
|
|
|
305
|
|
|
725
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
000's |
|
|
March 31, 2017
000's |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Annual shareholder return
|
|
Grant date
|
|
Expiry date
|
|
Award price
|
|
|
|
|
|
||
10%
|
|
December 16, 2014
|
|
December 16, 2020
|
|
305
|
|
|
—
|
|
|
725
|
|
10%
|
|
August 31, 2015
|
|
August 31, 2021
|
|
313
|
|
|
7,764
|
|
|
9,160
|
|
10%
|
|
May 30, 2016
|
|
May 30, 2022
|
|
294
|
|
|
6,525
|
|
|
6,925
|
|
10%
|
|
November 24, 2016
|
|
November 24, 2022
|
|
328
|
|
|
4,000
|
|
|
4,000
|
|
10%
|
|
May 30, 2017
|
|
May 30, 2023
|
|
346
|
|
|
9,750
|
|
|
—
|
|
|
|
|
|
|
|
|
|
28,039
|
|
|
20,810
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
|
|
Total
shareholder return |
|
|
|
|
|
|
|
|
|
Grant date
|
|
|
|
May 30, 2017
|
|
|
Fair value (cents per share)
|
|
|
|
128.4
|
|
|
Award price (cents per share)
|
|
|
|
346
|
|
|
JSE share price on grant date (cents per share)
|
|
|
|
345
|
|
|
Expiry date
|
|
|
|
May 30, 2023
|
|
|
Performance conditions
|
|
|
|
|
|
|
– Total shareholder return of (%)
|
|
|
|
10.0
|
|
|
Remaining contractual life at March 31, 2018
|
|
|
|
5.17
|
|
|
|
|
|
|
|
|
|
Valuation assumptions and drivers
|
|
|
|
|
|
|
Volatility (%)
|
|
|
|
41.5
|
|
|
Anticipated forfeiture rate (%)
|
|
|
|
5.0
|
|
|
Anticipated dividend yield (%)
|
|
|
|
3.84
|
|
|
Annual risk-free interest rate (%)
|
|
|
|
7.51
|
|
|
|
|
|
|
|
|
|
|
Total
shareholder return |
|
|
Total
shareholder return |
|
|
|
|
|
|
|
|
||
Grant date
|
|
November 24, 2016
|
|
|
May 30, 2016
|
|
|
Fair value (cents per share)
|
|
131.5
|
|
|
111.9
|
|
|
Award price (cents per share)
|
|
328
|
|
|
294
|
|
|
JSE share price on grant date (cents per share)
|
|
328
|
|
|
289
|
|
|
Expiry date
|
|
November 24, 2022
|
|
|
May 30, 2022
|
|
|
Performance conditions
|
|
|
|
|
|
||
– Total shareholder return of (%)
|
|
10.0
|
|
|
10.0
|
|
|
Remaining contractual life at March 31, 2018
|
|
4.65
|
|
|
4.17
|
|
|
|
|
|
|
|
|
||
Valuation assumptions and drivers
|
|
|
|
|
|
||
Volatility (%)
|
|
41.8
|
|
|
40.3
|
|
|
Anticipated forfeiture rate (%)
|
|
5.0
|
|
|
5.0
|
|
|
Anticipated dividend yield (%)
|
|
2.98
|
|
|
3.57
|
|
|
Annual risk-free interest rate (%)
|
|
8.20
|
|
|
8.74
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
|
|
November 7,
2012 000s |
|
|
September 10,
2014 000s |
|
|
Total
000s |
|
S Joselowitz
(1)
|
|
|
|
2,500
|
|
|
—
|
|
|
2,500
|
|
C Tasker
(1)
|
|
|
|
2,000
|
|
|
1,500
|
|
|
3,500
|
|
G Pretorius
|
|
|
|
1,100
|
|
|
1,000
|
|
|
2,100
|
|
C Lewis
|
|
|
|
—
|
|
|
1,000
|
|
|
1,000
|
|
|
|
|
|
5,600
|
|
|
3,500
|
|
|
9,100
|
|
Option strike price (cents per share)
|
|
|
|
246
|
|
|
411
|
|
|
|
|
JSE share price on grant date (cents per share)
|
|
|
|
300
|
|
|
411
|
|
|
|
|
Expiry date
|
|
|
|
November 7, 2018
|
|
|
September 10, 2020
|
|
|
|
|
Performance condition
|
|
|
|
|
|
|
|
|
|||
Minimum shareholder return of
|
|
|
|
10
|
%
|
|
10
|
%
|
|
|
|
|
August 31,
2015 000s |
|
|
May 30,
2016 000s |
|
|
November 24,
2016 000s |
|
|
May 30,
2017 000s |
|
|
Total
000s |
|
S Joselowitz
(1)
|
|
1,000
|
|
|
1,000
|
|
|
—
|
|
|
1,100
|
|
|
3,100
|
|
C Tasker
(1)
|
|
750
|
|
|
750
|
|
|
875
|
|
|
1,100
|
|
|
3,475
|
|
P Dell
(1)
|
|
200
|
|
|
200
|
|
|
875
|
|
|
1,100
|
|
|
2,375
|
|
G Pretorius
|
|
500
|
|
|
500
|
|
|
875
|
|
|
1,100
|
|
|
2,975
|
|
C Lewis
|
|
500
|
|
|
500
|
|
|
875
|
|
|
1,100
|
|
|
2,975
|
|
|
|
2,950
|
|
|
2,950
|
|
|
3,500
|
|
|
5,500
|
|
|
14,900
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
JSE share price on grant date (cents per share)
|
|
319
|
|
|
289
|
|
|
328
|
|
|
345
|
|
|
|
|
Expiry date
|
|
August 31, 2021
|
|
|
May 30, 2022
|
|
|
November 24, 2022
|
|
|
May 30, 2023
|
|
|
|
|
Performance condition
|
|
|
|
|
|
|
|
|
|
|
|||||
Minimum shareholder return of
|
|
10
|
%
|
|
10
|
%
|
|
10
|
%
|
|
10
|
%
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
Date of
exercise |
|
Options
exercised |
|
|
Grant date
|
|
Strike price
(cents per share) |
|
|
Performance
condition (R share price or % minimum shareholder return) |
|
|
Exercise
date share price (cents per share) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
C Tasker
|
|
November 29, 2017
|
|
2,000,000
|
|
|
January 3, 2012
|
|
154
|
|
|
10
|
%
|
|
628
|
|
G Pretorius
|
|
August 8, 2017
|
|
400,000
|
|
|
November 7, 2012
|
|
246
|
|
|
10
|
%
|
|
451
|
|
G Pretorius
|
|
November 22, 2017
|
|
750,000
|
|
|
January 3, 2012
|
|
154
|
|
|
10
|
%
|
|
648
|
|
C Lewis
|
|
March 2, 2018
|
|
1,500,000
|
|
|
November 7, 2012
|
|
246
|
|
|
10
|
%
|
|
600
|
|
|
|
January 3,
2012 000s |
|
|
November 7,
2012 000s |
|
|
September 10,
2014 000s |
|
|
Total
000s |
|
S Joselowitz
(1)
|
|
—
|
|
|
2,500
|
|
|
—
|
|
|
2,500
|
|
C Tasker
(1)
|
|
2,000
|
|
|
2,000
|
|
|
1,500
|
|
|
5,500
|
|
G Pretorius
|
|
750
|
|
|
1,500
|
|
|
1,000
|
|
|
3,250
|
|
C Lewis
|
|
—
|
|
|
1,500
|
|
|
1,000
|
|
|
2,500
|
|
|
|
2,750
|
|
|
7,500
|
|
|
3,500
|
|
|
13,750
|
|
Option strike price (cents per share)
|
|
154
|
|
|
246
|
|
|
411
|
|
|
|
|
JSE share price on grant date (cents per share)
|
|
160
|
|
|
300
|
|
|
411
|
|
|
|
|
Expiry date
|
|
January 3, 2018
|
|
|
November 7, 2018
|
|
|
September 10, 2020
|
|
|
|
|
Performance condition
|
|
|
|
|
|
|
|
|
||||
Minimum shareholder return of
|
|
10
|
%
|
|
10
|
%
|
|
10
|
%
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
August 31,
2015 000s |
|
|
May 30,
2016 000s |
|
|
November 24,
2016 000s |
|
|
Total
000s |
|
S Joselowitz
(1)
|
|
1,000
|
|
|
1,000
|
|
|
—
|
|
|
2,000
|
|
C Tasker
(1)
|
|
750
|
|
|
750
|
|
|
875
|
|
|
2,375
|
|
P Dell
(1)
|
|
200
|
|
|
200
|
|
|
875
|
|
|
1,275
|
|
G Pretorius
|
|
500
|
|
|
500
|
|
|
875
|
|
|
1,875
|
|
C Lewis
|
|
500
|
|
|
500
|
|
|
875
|
|
|
1,875
|
|
|
|
2,950
|
|
|
2,950
|
|
|
3,500
|
|
|
9,400
|
|
|
|
|
|
|
|
|
|
|
||||
JSE share price on grant date (cents per share)
|
|
319
|
|
|
289
|
|
|
328
|
|
|
|
|
Expiry date
|
|
August 31, 2021
|
|
|
May 30, 2022
|
|
|
November 24, 2022
|
|
|
|
|
Performance condition
|
|
|
|
|
|
|
|
|
||||
Minimum shareholder return of
|
|
10
|
%
|
|
10
|
%
|
|
10
|
%
|
|
|
|
|
Date of
exercise |
|
Options
exercised |
|
|
Grant date
|
|
Strike price
(cents per share) |
|
|
Performance
condition (R share price or % minimum shareholder return) |
|
|
Exercise
date share price (cents per share) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
M Pydigadu
(1)
|
|
May 30, 2016
|
|
600,000
|
|
|
June 4, 2010
|
|
112
|
|
|
10
|
%
|
|
289
|
|
M Pydigadu
(1)
|
|
November 07, 2016
|
|
750,000
|
|
|
November 07, 2012
|
|
246
|
|
|
10
|
%
|
|
323
|
|
S Joselowitz
|
|
June 03, 2016
|
|
1,500,000
|
|
|
June 4, 2010
|
|
112
|
|
|
10
|
%
|
|
301
|
|
B Horan
(2)
|
|
June 07, 2016
|
|
250,000
|
|
|
January 3, 2012
|
|
154
|
|
|
10
|
%
|
|
300
|
|
|
|
Date of
exercise |
|
Options
exercised |
|
|
Grant date
|
|
Strike price
(cents per share) |
|
|
Performance
condition (R share price or % minimum shareholder return) |
|
|
Exercise
date share price (cents per share) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
R Botha
|
|
June 1, 2016
|
|
1,375,000
|
|
|
June 4, 2010
|
|
112
|
|
|
10
|
%
|
|
308
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Opening balance
|
|
(4,370
|
)
|
|
74,262
|
|
Foreign currency translation*
|
|
(60,576
|
)
|
|
(80,879
|
)
|
– Movement for the year — Gross
|
|
(60,339
|
)
|
|
(80,820
|
)
|
– Tax effect of movement
|
|
(237
|
)
|
|
(59
|
)
|
Share-based payments (notes 23 and 31.2)
|
|
14,833
|
|
|
2,247
|
|
– Transaction
|
|
9,000
|
|
|
2,247
|
|
– Excess tax benefit
|
|
5,833
|
|
|
—
|
|
Transaction with non-controlling interests**
|
|
(1,501
|
)
|
|
—
|
|
Closing balance
|
|
(51,614
|
)
|
|
(4,370
|
)
|
|
|
|
|
|
||
Foreign currency translation*
|
|
42,226
|
|
|
102,802
|
|
Reserve on transaction with non-controlling interest**
|
|
(138,939
|
)
|
|
(137,438
|
)
|
Share-based payments
|
|
45,099
|
|
|
30,266
|
|
Closing balance
|
|
(51,614
|
)
|
|
(4,370
|
)
|
|
|
|
|
|
|
|
Interest rate
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
|
|
||
Undrawn borrowing facilities at floating rates include:
|
|
|
|
|
|
|
||
— Standard Bank Limited:
|
|
|
|
|
|
|
||
Overdraft
|
|
Prime less 1.2%
|
|
52,280
|
|
|
50,551
|
|
Vehicle and asset finance
|
|
Prime less 1.2%
|
|
8,500
|
|
|
8,500
|
|
— Nedbank Limited overdraft
|
|
Prime less 2%
|
|
10,000
|
|
|
10,000
|
|
|
|
|
|
70,780
|
|
|
69,051
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
•
|
an unrestricted cession of book debts by the following entities:
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Trade payables
|
|
98,094
|
|
|
79,892
|
|
Accruals
|
|
176,963
|
|
|
152,323
|
|
Revenue received in advance
|
|
66,120
|
|
|
62,990
|
|
Value added taxes
|
|
6,646
|
|
|
6,624
|
|
Other
|
|
2,696
|
|
|
7,281
|
|
|
|
350,519
|
|
|
309,110
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Deferred tax liabilities
|
|
|
|
|
||
Capital allowances for tax purposes
|
|
42,828
|
|
|
33,616
|
|
Intangible assets
|
|
57,084
|
|
|
49,807
|
|
Pre-payments
|
|
2,857
|
|
|
2,815
|
|
Deferred foreign currency gains
|
|
33,858
|
|
|
61,616
|
|
Other
|
|
887
|
|
|
1,106
|
|
Gross deferred tax liabilities
|
|
137,514
|
|
|
148,960
|
|
Set-off of deferred tax balances
|
|
(54,856
|
)
|
|
(48,893
|
)
|
Net deferred tax liabilities
|
|
82,658
|
|
|
100,067
|
|
Deferred tax assets
|
|
|
|
|
||
Revenue received in advance
|
|
15,730
|
|
|
14,304
|
|
Capital allowances for tax purposes
|
|
30,556
|
|
|
22,107
|
|
Provisions, accruals and lease straight-lining
|
|
33,910
|
|
|
28,731
|
|
Assessable losses
|
|
5,892
|
|
|
10,736
|
|
Share-based payments
|
|
8,187
|
|
|
—
|
|
Other
|
|
1,298
|
|
|
1,145
|
|
Gross deferred tax assets
|
|
95,573
|
|
|
77,023
|
|
Set-off of deferred tax balances
|
|
(54,856
|
)
|
|
(48,893
|
)
|
Net deferred tax assets
|
|
40,717
|
|
|
28,130
|
|
Net deferred tax liability
|
|
(41,941
|
)
|
|
(71,937
|
)
|
|
|
|
|
|
||
The gross movement in net deferred tax assets/(liabilities) is as follows:
|
|
|
|
|
||
Beginning of the year
|
|
(71,937
|
)
|
|
(90,976
|
)
|
Foreign currency translations
|
|
(578
|
)
|
|
(878
|
)
|
Credited/(charged) to equity (note 14)
|
|
5,596
|
|
|
(59
|
)
|
Income statement charge (note 28)
|
|
24,978
|
|
|
19,976
|
|
End of the year
|
|
(41,941
|
)
|
|
(71,937
|
)
|
|
|
|
|
|
•
|
South Africa
28%
(2017:
28%
)
|
•
|
Australia
30%
(2017:
30%
)
|
•
|
Brazil
34%
(2017:
34%
)
|
•
|
Romania
16%
(2017:
16%
)
|
•
|
Thailand
20%
(2017:
20%
)
|
•
|
Uganda
30%
(2017:
30%
)
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
•
|
United Arab Emirates
0%
(2017:
0%
)
|
•
|
United Kingdom
19%
(2017:
19%
)
|
•
|
United States of America
27%
(2017:
34%
)
|
|
|
March 31, 2017
|
|
|
Charged/ (credited) to the income statement (note 28)
|
|
|
Charged/ (credited) directly to equity (note 14)
|
|
|
Foreign
currency translation differences |
|
|
March 31, 2018
|
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Deferred tax liabilities
|
|
|
|
|
|
|
|
|
|
|
|||||
Capital allowances for tax purposes
|
|
33,616
|
|
|
9,185
|
|
|
—
|
|
|
27
|
|
|
42,828
|
|
Intangible assets
|
|
49,807
|
|
|
7,279
|
|
|
—
|
|
|
(2
|
)
|
|
57,084
|
|
Pre-payments
|
|
2,815
|
|
|
68
|
|
|
—
|
|
|
(26
|
)
|
|
2,857
|
|
Deferred foreign currency gains
|
|
61,616
|
|
|
(28,318
|
)
|
|
237
|
|
|
323
|
|
|
33,858
|
|
Other
|
|
1,106
|
|
|
105
|
|
|
—
|
|
|
(324
|
)
|
|
887
|
|
|
|
148,960
|
|
|
(11,681
|
)
|
|
237
|
|
|
(2
|
)
|
|
137,514
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Deferred tax assets
|
|
|
|
|
|
|
|
|
|
|
|||||
Revenue received in advance
|
|
(14,304
|
)
|
|
(1,426
|
)
|
|
—
|
|
|
—
|
|
|
(15,730
|
)
|
Capital allowances for tax purposes
|
|
(22,107
|
)
|
|
(8,503
|
)
|
|
—
|
|
|
54
|
|
|
(30,556
|
)
|
Provisions, accruals and lease straight-lining
|
|
(28,731
|
)
|
|
(5,572
|
)
|
|
—
|
|
|
393
|
|
|
(33,910
|
)
|
Assessable losses
|
|
(10,736
|
)
|
|
4,713
|
|
|
—
|
|
|
131
|
|
|
(5,892
|
)
|
Share-based payments
|
|
—
|
|
|
(2,354
|
)
|
|
(5,833
|
)
|
|
—
|
|
|
(8,187
|
)
|
Other
|
|
(1,145
|
)
|
|
(155
|
)
|
|
—
|
|
|
2
|
|
|
(1,298
|
)
|
|
|
(77,023
|
)
|
|
(13,297
|
)
|
|
(5,833
|
)
|
|
580
|
|
|
(95,573
|
)
|
Net deferred tax liability
|
|
71,937
|
|
|
(24,978
|
)
|
|
(5,596
|
)
|
|
578
|
|
|
41,941
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2016
|
|
|
Charged/ (credited) to the income statement (note 28)
|
|
|
Charged/ (credited) directly to equity (note 14)
|
|
|
Foreign
currency translation differences |
|
|
March 31, 2017
|
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
|
R’000
|
|
Deferred tax liabilities
|
|
|
|
|
|
|
|
|
|
|
|||||
Capital allowances for tax purposes
|
|
27,603
|
|
|
6,013
|
|
|
—
|
|
|
—
|
|
|
33,616
|
|
Intangible assets
|
|
39,088
|
|
|
10,721
|
|
|
—
|
|
|
(2
|
)
|
|
49,807
|
|
Pre-payments
|
|
1,970
|
|
|
845
|
|
|
—
|
|
|
—
|
|
|
2,815
|
|
Deferred foreign currency gains
|
|
87,878
|
|
|
(25,834
|
)
|
|
(428
|
)
|
|
—
|
|
|
61,616
|
|
Other
|
|
1,268
|
|
|
(163
|
)
|
|
—
|
|
|
1
|
|
|
1,106
|
|
|
|
157,807
|
|
|
(8,418
|
)
|
|
(428
|
)
|
|
(1
|
)
|
|
148,960
|
|
Deferred tax assets
|
|
|
|
|
|
|
|
|
|
|
|||||
Revenue received in advance
|
|
(13,166
|
)
|
|
(1,138
|
)
|
|
—
|
|
|
—
|
|
|
(14,304
|
)
|
Capital allowances for tax purposes
|
|
(25,609
|
)
|
|
3,478
|
|
|
—
|
|
|
24
|
|
|
(22,107
|
)
|
Provisions, accruals and lease straight-lining
|
|
(25,617
|
)
|
|
(3,495
|
)
|
|
—
|
|
|
381
|
|
|
(28,731
|
)
|
Assessable losses
|
|
(1,043
|
)
|
|
(10,178
|
)
|
|
—
|
|
|
485
|
|
|
(10,736
|
)
|
Deferred foreign currency losses
|
|
(487
|
)
|
|
—
|
|
|
487
|
|
|
—
|
|
|
—
|
|
Other
|
|
(909
|
)
|
|
(225
|
)
|
|
—
|
|
|
(11
|
)
|
|
(1,145
|
)
|
|
|
(66,831
|
)
|
|
(11,558
|
)
|
|
487
|
|
|
879
|
|
|
(77,023
|
)
|
Net deferred tax liability
|
|
90,976
|
|
|
(19,976
|
)
|
|
59
|
|
|
878
|
|
|
71,937
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Product warranties
|
|
|
|
|
||
Beginning of the year
|
|
11,538
|
|
|
16,564
|
|
Income statement charge
|
|
5,772
|
|
|
1,797
|
|
Utilized
|
|
(3,452
|
)
|
|
(5,476
|
)
|
Foreign currency translation differences
|
|
(73
|
)
|
|
(1,347
|
)
|
End of the year
|
|
13,785
|
|
|
11,538
|
|
Non-current portion
|
|
(516
|
)
|
|
—
|
|
Current portion
|
|
13,269
|
|
|
11,538
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Maintenance provision
|
|
|
|
|
||
Beginning of the year
|
|
3,511
|
|
|
4,413
|
|
Income statement charge
|
|
13,695
|
|
|
15,182
|
|
Utilized
|
|
(12,604
|
)
|
|
(15,944
|
)
|
Foreign currency translation differences
|
|
(173
|
)
|
|
(140
|
)
|
End of the year
|
|
4,429
|
|
|
3,511
|
|
Non-current portion
|
|
—
|
|
|
(409
|
)
|
Current portion
|
|
4,429
|
|
|
3,102
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Decommissioning provision
|
|
|
|
|
||
Beginning of the year
|
|
1,424
|
|
|
1,812
|
|
Finance costs
|
|
213
|
|
|
—
|
|
Foreign currency translation differences
|
|
(21
|
)
|
|
(388
|
)
|
End of the year
|
|
1,616
|
|
|
1,424
|
|
Non-current portion
|
|
(1,616
|
)
|
|
(1,424
|
)
|
Current portion
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Restructuring provision
|
|
|
|
|
||
Beginning of the year
|
|
11,465
|
|
|
523
|
|
Income statement (reversal)/charge (note 23)
|
|
(741
|
)
|
|
14,561
|
|
Utilized
|
|
(10,653
|
)
|
|
(2,834
|
)
|
Foreign currency translation differences
|
|
(47
|
)
|
|
(785
|
)
|
End of the year
|
|
24
|
|
|
11,465
|
|
Non-current portion
|
|
—
|
|
|
—
|
|
Current portion
|
|
24
|
|
|
11,465
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
|
|||
Other provisions
|
|
|
|
|
|||
Beginning of the year
|
|
2,673
|
|
|
11,261
|
|
|
Income statement charge
|
|
224
|
|
|
281
|
|
|
Utilized
|
|
—
|
|
|
(8,600
|
)
|
|
Foreign currency translation differences
|
|
(336
|
)
|
|
(269
|
)
|
|
End of the year
|
|
2,561
|
|
|
2,673
|
|
|
Non-current portion
|
|
—
|
|
|
—
|
|
|
Current portion
|
|
2,561
|
|
—
|
|
2,673
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Total provisions
|
|
|
|
|
||
Product warranties
|
|
13,785
|
|
|
11,538
|
|
Maintenance provision
|
|
4,429
|
|
|
3,511
|
|
Decommissioning provision
|
|
1,616
|
|
|
1,424
|
|
Restructuring provision
|
|
24
|
|
|
11,465
|
|
Other provisions
|
|
2,561
|
|
|
2,673
|
|
Total provision
|
|
22,415
|
|
|
30,611
|
|
Non-current portion
|
|
(2,132
|
)
|
|
(1,833
|
)
|
Current provision
|
|
20,283
|
|
|
28,778
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Movement in share-based payment liability for the year
|
|
|
|
|
||
Opening balance
|
|
—
|
|
|
—
|
|
Share-based payment expense recognized during the year
|
|
1,352
|
|
|
1,064
|
|
Payment made in settlement of the share-based payment liability
|
|
(1,353
|
)
|
|
(1,064
|
)
|
Foreign currency translation differences
|
|
1
|
|
|
—
|
|
Closing balance
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
March 31, 2017
|
|
|
Discount rate
|
|
– pre-tax discount rate applied to the cash flow projections (%)
|
21.0
|
Growth rate
|
|
– growth rate used to extrapolate cash flow beyond the budget period (%)
|
4.5
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Subscription revenue
|
|
1,434,615
|
|
|
1,239,914
|
|
|
1,158,229
|
|
Hardware sales
|
|
227,752
|
|
|
222,315
|
|
|
221,306
|
|
Driver training, installation and other
|
|
50,115
|
|
|
77,829
|
|
|
85,486
|
|
|
|
1,712,482
|
|
|
1,540,058
|
|
|
1,465,021
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Insurance reimbursement relating to operating costs
|
|
2,500
|
|
|
—
|
|
|
—
|
|
Profit/(loss) on disposal of property, plant and equipment and intangible assets (note 31.2)
|
|
1,264
|
|
|
(262
|
)
|
|
(208
|
)
|
Other
|
|
482
|
|
|
688
|
|
|
1,452
|
|
|
|
4,246
|
|
|
426
|
|
|
1,244
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Operating profit is stated after accounting for the following charges:
|
|
|
|
|
|
|
|||
Amortization (notes 7 and 31.2)
|
|
63,926
|
|
|
44,734
|
|
|
47,586
|
|
Depreciation (notes 6 and 31.2)
|
|
151,945
|
|
|
98,508
|
|
|
75,037
|
|
Impairment of intangible assets (notes 7 and 31.2)
|
|
2,687
|
|
|
3,166
|
|
|
2,871
|
|
Impairment/(reversal of impairment) of property, plant and equipment (notes 6 and 31.2)
|
|
9
|
|
|
(791
|
)
|
|
1,905
|
|
Operating lease charges — premises, vehicles and equipment
|
|
24,622
|
|
|
24,690
|
|
|
23,536
|
|
Restructuring costs (note 19)
|
|
(741
|
)
|
|
14,561
|
|
|
(333
|
)
|
Write-down of inventory to net realizable value (notes 9 and 31.2)
|
|
9,294
|
|
|
9,967
|
|
|
5,317
|
|
Research expenditure
|
|
1,624
|
|
|
2,398
|
|
|
1,540
|
|
Transaction costs arising from investigating strategic alternatives
|
|
—
|
|
|
—
|
|
|
5,037
|
|
Professional fees
|
|
32,689
|
|
|
22,358
|
|
|
24,940
|
|
Staff costs
|
|
601,656
|
|
|
587,474
|
|
|
573,165
|
|
– Salaries, wages and other costs
|
|
564,207
|
|
|
554,793
|
|
|
540,227
|
|
– Pension costs (note 17)
|
|
27,097
|
|
|
29,370
|
|
|
27,118
|
|
– Equity-settled share-based payments (notes 14 and 31.2)
|
|
9,000
|
|
|
2,247
|
|
|
7,838
|
|
– Cash-settled share-based payments (note 20)
|
|
1,352
|
|
|
1,064
|
|
|
(2,018
|
)
|
|
|
|
|
|
|
|
|||
Number of employees at the end of the year
|
|
1,054
|
|
|
1,056
|
|
|
1,089
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Current accounts and short-term bank deposits
|
|
8,508
|
|
|
14,052
|
|
|
7,292
|
|
Finance lease receivable income
|
|
3
|
|
|
20
|
|
|
267
|
|
Other
|
|
440
|
|
|
520
|
|
|
567
|
|
|
|
8,951
|
|
|
14,592
|
|
|
8,126
|
|
|
|
|
|
|
|
|
|||
Net foreign exchange gains
|
|
—
|
|
|
1,476
|
|
|
144,038
|
|
|
|
|
|
|
|
|
|||
|
|
8,951
|
|
|
16,068
|
|
|
152,164
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Overdraft
|
|
(2,324
|
)
|
|
(2,259
|
)
|
|
(1,490
|
)
|
Impact of discounting related to the fiscal 2017 share repurchase transaction (note 13)
|
|
—
|
|
|
(3,222
|
)
|
|
—
|
|
Other long-term loans
|
|
—
|
|
|
(50
|
)
|
|
(186
|
)
|
Decommissioning provision (note 19)
|
|
(213
|
)
|
|
—
|
|
|
—
|
|
Other
|
|
(1,410
|
)
|
|
(146
|
)
|
|
(161
|
)
|
|
|
|
|
|
|
|
|||
|
|
(3,947
|
)
|
|
(5,677
|
)
|
|
(1,837
|
)
|
|
|
|
|
|
|
|
|||
Net foreign exchange losses
|
|
(5,073
|
)
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|||
|
|
(9,020
|
)
|
|
(5,677
|
)
|
|
(1,837
|
)
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Auditors’ remuneration
|
|
12,076
|
|
|
8,821
|
|
|
7,426
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
Group
|
|
Directors’
fees R’000 |
|
|
Salary and
allowances R’000 |
|
|
Other
benefits R’000 |
|
|
Retirement
fund R’000 |
|
|
Performance
bonuses (1) R’000 |
|
|
12 months
R’000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
2018
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-executive directors
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
R Bruyns
(2)
|
|
773
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
773
|
|
C Ewing
(2),(3)
|
|
348
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
348
|
|
R Frew
(2)
|
|
746
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
746
|
|
E Banda
|
|
486
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
486
|
|
A Welton
|
|
614
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
614
|
|
I Jacobs
|
|
386
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
386
|
|
F Roji-Maplanka
(4)
|
|
292
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
292
|
|
|
|
3,645
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,645
|
|
Value added tax
(2)
|
|
266
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
266
|
|
Executive committee
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
S Joselowitz
(6)
|
|
—
|
|
|
6,841
|
|
|
—
|
|
|
—
|
|
|
6,737
|
|
|
13,578
|
|
C Tasker
(6)
|
|
—
|
|
|
5,393
|
|
|
—
|
|
|
—
|
|
|
4,133
|
|
|
9,526
|
|
P Dell
(7)
|
|
—
|
|
|
1,844
|
|
|
100
|
|
|
71
|
|
|
1,750
|
|
|
3,765
|
|
G Pretorius
|
|
—
|
|
|
2,573
|
|
|
268
|
|
|
433
|
|
|
3,299
|
|
|
6,573
|
|
C Lewis
|
|
—
|
|
|
2,570
|
|
|
122
|
|
|
130
|
|
|
2,603
|
|
|
5,425
|
|
|
|
3,911
|
|
|
19,221
|
|
|
490
|
|
|
634
|
|
|
18,522
|
|
|
42,778
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-executive directors
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
R Bruyns
|
|
794
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
794
|
|
C Ewing
(3)
|
|
570
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
570
|
|
R Frew
(2)
|
|
566
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
566
|
|
E Banda
|
|
470
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
470
|
|
A Welton
|
|
650
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
650
|
|
M Lamberti
(2), (8)
|
|
115
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
115
|
|
I Jacobs
(9)
|
|
277
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
277
|
|
G Nakos
(10)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
3,442
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,442
|
|
Value added tax
(2)
|
|
95
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
95
|
|
Executive committee
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
S Joselowitz
(6)
|
|
—
|
|
|
7,219
|
|
|
—
|
|
|
—
|
|
|
3,404
|
|
|
10,623
|
|
M Pydigadu
(11)
|
|
—
|
|
|
2,101
|
|
|
98
|
|
|
80
|
|
|
1,206
|
|
|
3,485
|
|
C Tasker
(6)
|
|
—
|
|
|
3,612
|
|
|
178
|
|
|
256
|
|
|
1,511
|
|
|
5,557
|
|
B Horan
(12)
|
|
—
|
|
|
1,215
|
|
|
63
|
|
|
47
|
|
|
1,456
|
|
|
2,781
|
|
P Dell
(7)
|
|
—
|
|
|
275
|
|
|
14
|
|
|
11
|
|
|
—
|
|
|
300
|
|
G Pretorius
|
|
—
|
|
|
2,096
|
|
|
129
|
|
|
335
|
|
|
1,147
|
|
|
3,707
|
|
C Lewis
|
|
—
|
|
|
2,328
|
|
|
—
|
|
|
144
|
|
|
1,099
|
|
|
3,571
|
|
|
|
3,537
|
|
|
18,846
|
|
|
482
|
|
|
873
|
|
|
9,823
|
|
|
33,561
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
Group
|
|
Directors’
fees R’000 |
|
|
Salary and
allowances R’000 |
|
|
Other
benefits R’000 |
|
|
Retirement
fund R’000 |
|
|
Performance
bonuses (1) R’000 |
|
|
12 months
R’000 |
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-executive directors
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
R Bruyns
|
|
910
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
910
|
|
C Ewing
(3)
|
|
538
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
538
|
|
R Frew
(2)
|
|
387
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
387
|
|
E Banda
|
|
442
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
442
|
|
A Welton
|
|
604
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
604
|
|
M Lamberti
(2), (8)
|
|
286
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
286
|
|
|
|
3,167
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,167
|
|
Value added tax
(2)
|
|
94
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
94
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Executive committee
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
S Joselowitz
(6)
|
|
—
|
|
|
7,006
|
|
|
—
|
|
|
—
|
|
|
3,806
|
|
|
10,812
|
|
R Botha
(13), (14)
|
|
—
|
|
|
390
|
|
|
1,979
|
|
|
15
|
|
|
728
|
|
|
3,112
|
|
M Pydigadu
(11)
|
|
—
|
|
|
2,304
|
|
|
109
|
|
|
87
|
|
|
1,299
|
|
|
3,799
|
|
H Scott
(13), (15)
|
|
—
|
|
|
586
|
|
|
100
|
|
|
—
|
|
|
1,054
|
|
|
1,740
|
|
C Tasker
(6)
|
|
—
|
|
|
3,288
|
|
|
45
|
|
|
264
|
|
|
1,691
|
|
|
5,288
|
|
B Horan
(12)
|
|
—
|
|
|
2,292
|
|
|
118
|
|
|
90
|
|
|
1,365
|
|
|
3,865
|
|
G Pretorius
|
|
—
|
|
|
1,906
|
|
|
118
|
|
|
308
|
|
|
1,120
|
|
|
3,452
|
|
C Lewis
|
|
—
|
|
|
2,026
|
|
|
52
|
|
|
180
|
|
|
1,446
|
|
|
3,704
|
|
|
|
3,261
|
|
|
19,798
|
|
|
2,521
|
|
|
944
|
|
|
12,509
|
|
|
39,033
|
|
(1)
|
Performance bonuses are based on actual amounts paid during the fiscal year.
|
(2)
|
Value added tax (“VAT”) included as part of certain invoices received. Directors’ fees shown exclude VAT.
|
(3)
|
Resigned from the Board with effect from November 7, 2017.
|
(4)
|
Appointed to the Board with effect from October 3, 2017.
|
(5)
|
All prescribed officers of the Company are included as part of the executive committee.
|
(6)
|
Executive director as at March 31, 2018, March 31, 2017 and March 31, 2016.
|
(7)
|
Appointed as Group executive committee member from February 1, 2017 and to the Board with effect from February 9, 2017. Executive director as at March 31, 2018 and March 31, 2017.
|
(8)
|
Appointed to the Board with effect from November 19, 2014, resigned from the Board with effect from August 18, 2016.
|
(9)
|
Appointed to the Board with effect from June 1, 2016.
|
(10)
|
Appointed as alternate director to Mark Lamberti with effect from November 4, 2015. Subsequently resigned as alternate director to Mark Lamberti with effect from August 18, 2016.
|
(11)
|
Resigned from the Board with effect from February 9, 2017.
|
(12)
|
Resigned with effect from September 30, 2016.
|
(13)
|
Resigned from the Board with effect from August 9, 2013 but remained as Group executive committee member. Subsequently retired from the Group executive committee on May 31, 2015.
|
(14)
|
Other benefits paid to R Botha include notice pay, severance pay and gratuity payments made as compensation for loss of office. Refer to note 13 for further details of share options held and exercised by this retired executive.
|
(15)
|
Other benefits paid to H Scott comprise gratuity payments made upon retirement.
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Major components of taxation expense
|
|
|
|
|
|
|
|||
Normal taxation
|
|
(58,668
|
)
|
|
(46,788
|
)
|
|
(57,545
|
)
|
– Current
|
|
(55,385
|
)
|
|
(43,434
|
)
|
|
(53,626
|
)
|
– Over-provision prior years
|
|
325
|
|
|
589
|
|
|
175
|
|
– Foreign tax paid
|
|
(2,880
|
)
|
|
(3,711
|
)
|
|
(3,768
|
)
|
– Withholding tax
|
|
(728
|
)
|
|
(232
|
)
|
|
(326
|
)
|
|
|
|
|
|
|
|
|||
Deferred taxation (note 18)
|
|
24,978
|
|
|
19,976
|
|
|
(49,375
|
)
|
– Current year
|
|
25,658
|
|
|
20,748
|
|
|
(49,365
|
)
|
– Under-provision prior years
|
|
(680
|
)
|
|
(772
|
)
|
|
(10
|
)
|
|
|
(33,690
|
)
|
|
(26,812
|
)
|
|
(106,920
|
)
|
|
|
|
|
|
|
|
|
|
Before tax
R’000
|
|
|
Tax impact
R’000
|
|
|
After tax
R’000
|
|
|
|
|
|
|
|
|
|||
2018
|
|
|
|
|
|
|
|||
Exchange differences on translating foreign operations
|
|
(60,331
|
)
|
|
(237
|
)
|
|
(60,568
|
)
|
|
|
(60,331
|
)
|
|
(237
|
)
|
|
(60,568
|
)
|
|
|
|
|
|
|
|
|
|
Before tax
R’000
|
|
|
Tax impact
R’000
|
|
|
After tax
R’000
|
|
|
|
|
|
|
|
|
|||
2017
|
|
|
|
|
|
|
|||
Exchange differences on translating foreign operations
|
|
(80,870
|
)
|
|
(59
|
)
|
|
(80,929
|
)
|
|
|
(80,870
|
)
|
|
(59
|
)
|
|
(80,929
|
)
|
|
|
Before tax
R’000
|
|
|
Tax impact
R’000
|
|
|
After tax
R’000
|
|
|
|
|
|
|
|
|
|||
2016
|
|
|
|
|
|
|
|||
Exchange differences on translating foreign operations
|
|
90,665
|
|
|
(2,466
|
)
|
|
88,199
|
|
|
|
90,665
|
|
|
(2,466
|
)
|
|
88,199
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
Profit before taxation
|
|
214,883
|
|
|
148,253
|
|
|
289,411
|
|
Tax at the applicable tax rate of 28%
|
|
60,167
|
|
|
41,511
|
|
|
81,035
|
|
Tax effect of:
|
|
(26,477
|
)
|
|
(14,699
|
)
|
|
25,885
|
|
– Income not subject to tax
|
|
(552
|
)
|
|
—
|
|
|
(398
|
)
|
– Expenses not deductible for tax purposes
(1)
|
|
6,460
|
|
|
7,409
|
|
|
6,869
|
|
– (Non-taxable)/non-deductible foreign exchange movements
(2)
|
`
|
(28,184
|
)
|
|
(15,884
|
)
|
|
9,376
|
|
– Withholding tax
|
|
728
|
|
|
232
|
|
|
326
|
|
– Utilization of prior year assessed losses
(3)
|
|
(6,452
|
)
|
|
(1,461
|
)
|
|
—
|
|
– Foreign tax paid
(4)
|
|
2,880
|
|
|
3,711
|
|
|
3,768
|
|
– Tax rate differential
|
|
(2,546
|
)
|
|
1,281
|
|
|
(6,551
|
)
|
– Deferred tax not recognized on assessed losses
|
|
517
|
|
|
4,049
|
|
|
12,833
|
|
– Deferred tax asset previously not recognized
|
|
(1,122
|
)
|
|
(5,342
|
)
|
|
(531
|
)
|
– Under/(over)-provision prior years
|
|
355
|
|
|
183
|
|
|
(165
|
)
|
– Tax incentives in addition to incurred cost
(5)
|
|
(3,258
|
)
|
|
(10,387
|
)
|
|
—
|
|
– Share-based payment expense previously not deductible
|
|
(1,049
|
)
|
|
—
|
|
|
—
|
|
– Imputation of controlled foreign company income
|
|
2,365
|
|
|
1,453
|
|
|
358
|
|
– Transfer pricing imputation
|
|
3,381
|
|
|
57
|
|
|
—
|
|
|
|
33,690
|
|
|
26,812
|
|
|
106,920
|
|
|
|
|
|
|
|
|
(1)
|
These non-deductible expenses consist primarily of items of a capital nature and costs attributable to exempt income.
|
(2)
|
The (non-taxable)/non-deductible foreign exchange movements arise as a result of the Group’s internal loan structures.
|
(3)
|
The utilization of assessed losses arises mainly in Europe, the Americas and Brazil where historical assessed losses are being utilized, as these entities are now generating taxable profits. During prior years, deferred tax assets have not been recorded for assessed losses in the Americas and Brazil.
|
(4)
|
The foreign tax paid relates primarily to withholding taxes on revenue earned in jurisdictions where the Group does not have a legal entity.
|
(5)
|
The tax incentives relate mainly to the section 11D allowance detailed below.
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Profit attributable to owners of the parent
|
|
181,134
|
|
|
121,458
|
|
|
182,989
|
|
Weighted average number of ordinary shares in issue (000s)
|
|
561,088
|
|
|
629,626
|
|
|
775,139
|
|
Basic earnings per share (R)
|
|
0.32
|
|
|
0.19
|
|
|
0.24
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Diluted profit attributable to owners of the parent
|
|
181,134
|
|
|
121,458
|
|
|
182,989
|
|
|
|
|
|
|
|
|
|||
Weighted average number of ordinary shares in issue (000s)
|
|
561,088
|
|
|
629,626
|
|
|
775,139
|
|
Adjusted for:
|
|
|
|
|
|
|
|||
— potentially dilutive effect of share appreciation rights
|
|
7,230
|
|
|
—
|
|
|
—
|
|
— potentially dilutive effect of share options
|
|
5,663
|
|
|
2,193
|
|
|
8,275
|
|
Diluted weighted average number of ordinary shares in issue (000s)
|
|
573,981
|
|
|
631,819
|
|
|
783,414
|
|
Diluted earnings per share (R)
|
|
0.32
|
|
|
0.19
|
|
|
0.23
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Reconciliation of adjusted earnings
|
|
|
|
|
|
|
|||
Profit attributable to owners of the parent
|
|
181,134
|
|
|
121,458
|
|
|
182,989
|
|
Net foreign exchange losses/(gains)
|
|
5,073
|
|
|
(1,476
|
)
|
|
(144,038
|
)
|
Income tax effect on the above component
(1)
|
|
(29,403
|
)
|
|
(15,307
|
)
|
|
48,647
|
|
Adjusted earnings attributable to owners of the parent
|
|
156,804
|
|
|
104,675
|
|
|
87,598
|
|
|
|
|
|
|
|
|
(1)
|
The income tax effect is mainly influenced by the Group’s internal loan structures (note 28).
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Adjusted earnings attributable to owners of the parent
|
|
156,804
|
|
|
104,675
|
|
|
87,598
|
|
Weighted average number of ordinary shares in issue (000s)
|
|
561,088
|
|
|
629,626
|
|
|
775,139
|
|
Basic adjusted earnings per share (R)
|
|
0.28
|
|
|
0.17
|
|
|
0.11
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Diluted adjusted earnings attributable to owners of the parent
|
|
156,804
|
|
|
104,675
|
|
|
87,598
|
|
Diluted adjusted weighted average number of ordinary shares in issue (000s)
|
|
573,981
|
|
|
631,819
|
|
|
783,414
|
|
Diluted adjusted earnings per share (R)
|
|
0.27
|
|
|
0.17
|
|
|
0.11
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Reconciliation of headline earnings
|
|
|
|
|
|
|
|||
Profit attributable to owners of the parent
|
|
181,134
|
|
|
121,458
|
|
|
182,989
|
|
(Profit)/loss on disposal of property, plant and equipment and intangible assets (note 31.2)
|
|
(1,264
|
)
|
|
262
|
|
|
208
|
|
Impairment of intangible assets (notes 5, 7 and 31.2)
|
|
2,687
|
|
|
3,166
|
|
|
2,871
|
|
Impairment/(reversal of impairment) of property, plant and equipment (notes 5, 6 and 31.2)
|
|
9
|
|
|
(791
|
)
|
|
1,905
|
|
Non-controlling interest effects of adjustments
|
|
—
|
|
|
8
|
|
|
(244
|
)
|
Income tax effect on the above components
|
|
(380
|
)
|
|
(661
|
)
|
|
2
|
|
Headline earnings attributable to owners of the parent
|
|
182,186
|
|
|
123,442
|
|
|
187,731
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Headline earnings attributable to owners of the parent
|
|
182,186
|
|
|
123,442
|
|
|
187,731
|
|
Weighted average number of ordinary shares in issue (000s)
|
|
561,088
|
|
|
629,626
|
|
|
775,139
|
|
Basic headline earnings per share (R)
|
|
0.32
|
|
|
0.20
|
|
|
0.24
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Diluted headline earnings attributable to owners of the parent
|
|
182,186
|
|
|
123,442
|
|
|
187,731
|
|
Diluted weighted average number of ordinary shares in issue (000s)
|
|
573,981
|
|
|
631,819
|
|
|
783,414
|
|
Diluted headline earnings per share (R)
|
|
0.32
|
|
|
0.20
|
|
|
0.24
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Dividends declared
|
|
53,268
|
|
|
53,026
|
|
|
107,254
|
|
|
|
|
|
|
|
|
•
|
In respect of the fourth quarter of fiscal 2017, a dividend of
R11.3 million
was declared on May 23, 2017 and paid on June 19, 2017. Using shares in issue of
563,514,561
(excluding
40,000,000
treasury shares), this equated to a dividend of
2 cents
per share.
|
•
|
In respect of the first quarter of fiscal 2018, a dividend of
R14.0 million
was declared on August 1, 2017 and paid on August 28, 2017. Using shares in issue of
558,498,901
(excluding
40,000,000
treasury shares), this equated to a dividend of
2.5 cents
per share.
|
•
|
In respect of the second quarter of fiscal 2018, a dividend of
R14.0 million
was declared on October 31, 2017 and paid on November 27, 2017. Using shares in issue of
559,418,095
(excluding
40,000,000
treasury shares), this equated to a dividend of
2.5 cents
per share.
|
•
|
In respect of the third quarter of fiscal 2018, a dividend of
R14.0 million
was declared on January 30, 2018 and paid on February 26, 2018. Using shares in issue of
562,320,145
(excluding
40,000,000
treasury shares), this equated to a dividend of
2.5 cents
per share.
|
•
|
In respect of the fourth quarter of fiscal 2016, a dividend of
R15.2 million
was declared on May 24, 2016 and paid on June 20, 2016. Using shares in issue of
761,337,500
(excluding
40,000,000
treasury shares), this equated to a dividend of
2 cents
per share.
|
•
|
In respect of the first quarter of fiscal 2017, a dividend of
R15.3 million
was declared on August 4, 2016 and paid on August 29, 2016. Using shares in issue of
763,087,500
(excluding
40,000,000
treasury shares), this equated to a dividend of
2 cents
per share.
|
•
|
In respect of the second quarter of fiscal 2017, a dividend of
R11.3 million
was declared on November 3, 2016 and paid on November 28, 2016. Using shares in issue of
563,434,240
(excluding
40,000,000
treasury shares), this equated to a dividend of
2 cents
per share.
|
•
|
In respect of the third quarter of fiscal 2017, a dividend of
R11.2 million
was declared on February 2, 2017 and paid on February 27, 2017. Using shares in issue of
563,434,240
(excluding
40,000,000
treasury shares), this equated to a dividend of
2 cents
per share.
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
•
|
In respect of fiscal 2015, a dividend of
R61.5 million
was declared on August 25, 2015 and paid on September 21, 2015. Using shares in issue of
768,601,150
(excluding
24,573,850
treasury shares), this equated to a dividend of
8 cents
per share.
|
•
|
In respect of the first quarter of fiscal 2016, a dividend of
R15.4 million
was declared on August 25, 2015 and paid on September 21, 2015. Using shares in issue of
768,601,150
(excluding
24,573,850
treasury shares), this equated to a dividend of
2 cents
per share.
|
•
|
In respect of the second quarter of fiscal 2016, a dividend of
R15.3 million
was declared on November 5, 2015 and paid on November 30, 2015. Using shares in issue of
764,140,181
(excluding
30,334,819
treasury shares), this equated to a dividend of
2 cents
per share.
|
•
|
In respect of the third quarter of fiscal 2016, a dividend of
R15.1 million
was declared on February 4, 2016 and paid on February 29, 2016. Using shares in issue of
755,137,500
(excluding
40,000,000
treasury shares), this equated to a dividend of
2 cents
per share.
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Profit before taxation
|
|
214,883
|
|
|
148,253
|
|
|
289,411
|
|
Adjustments
|
|
279,727
|
|
|
197,023
|
|
|
33,779
|
|
– (Profit)/loss on disposal of property, plant and equipment and intangible assets (note 22)
|
|
(1,264
|
)
|
|
262
|
|
|
208
|
|
– Depreciation (notes 6 and 23)
|
|
151,945
|
|
|
98,508
|
|
|
75,037
|
|
– Amortization (notes 7 and 23)
|
|
63,926
|
|
|
44,734
|
|
|
47,586
|
|
– Impairment of intangible assets (notes 7 and 23)
|
|
2,687
|
|
|
3,166
|
|
|
2,871
|
|
– Impairment/(reversal of impairment) of property, plant and equipment (notes 6 and 23)
|
|
9
|
|
|
(791
|
)
|
|
1,905
|
|
– Finance income (note 24)
|
|
(8,951
|
)
|
|
(14,592
|
)
|
|
(8,126
|
)
|
– Finance costs (note 25)
|
|
3,947
|
|
|
5,677
|
|
|
1,837
|
|
– Equity-settled share-based payments (notes 14 and 23)
|
|
9,000
|
|
|
2,247
|
|
|
7,838
|
|
– Cash-settled share-based payments (notes 20 and 23)
|
|
1,352
|
|
|
—
|
|
|
(2,018
|
)
|
– Foreign exchange losses/(gains) (notes 24 and 25)
|
|
5,073
|
|
|
(1,476
|
)
|
|
(144,038
|
)
|
– Impairment of receivables (note 10)
|
|
24,143
|
|
|
17,713
|
|
|
14,735
|
|
– Write-down of inventory to net realizable value (notes 9 and 23)
|
|
9,294
|
|
|
9,967
|
|
|
5,317
|
|
– Increase in provisions
|
|
18,950
|
|
|
31,821
|
|
|
29,731
|
|
– Lease straight-line adjustment
|
|
(384
|
)
|
|
(213
|
)
|
|
(174
|
)
|
– Finance lease fair value adjustment
|
|
—
|
|
|
—
|
|
|
1,070
|
|
Cash generated from operations before working capital changes
|
|
494,610
|
|
|
345,276
|
|
|
323,190
|
|
|
|
|
|
|
|
|
|||
Changes in working capital
|
|
(81,585
|
)
|
|
31,839
|
|
|
(29,382
|
)
|
– (Increase)/decrease in inventories
|
|
(39,858
|
)
|
|
28,073
|
|
|
(30,872
|
)
|
– (Increase)/decrease in trade and other receivables
|
|
(49,601
|
)
|
|
17,404
|
|
|
(46,297
|
)
|
– Decrease in finance lease receivable
|
|
165
|
|
|
1,009
|
|
|
4,655
|
|
– Increase in trade and other payables
|
|
8,519
|
|
|
21,993
|
|
|
46,712
|
|
– Decrease in provisions
|
|
(26,709
|
)
|
|
(32,854
|
)
|
|
(24,669
|
)
|
– Foreign currency translation differences on working capital
|
|
25,899
|
|
|
(3,786
|
)
|
|
21,089
|
|
|
|
|
|
|
|
|
|||
Cash generated from operations
|
|
413,025
|
|
|
377,115
|
|
|
293,808
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
|
|
March 31, 2017
|
||||||||||||||
|
|
Direct
000s
|
|
|
Indirect
000s
|
|
|
Associate
000s
|
|
|
Direct
000s |
|
|
Indirect
000s |
|
|
Associate
000s |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-executive
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
R Bruyns
|
|
—
|
|
|
3,697
|
|
|
—
|
|
|
—
|
|
|
3,697
|
|
|
—
|
|
C Ewing
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
R Frew
|
|
—
|
|
|
63,848
|
|
|
70,261
|
|
|
—
|
|
|
63,848
|
|
|
70,261
|
|
A Welton
|
|
—
|
|
|
—
|
|
|
235
|
|
|
—
|
|
|
—
|
|
|
235
|
|
E Banda
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
I Jacobs
(2)
|
|
241
|
|
|
14,296
|
|
|
—
|
|
|
191
|
|
|
—
|
|
|
14,281
|
|
F Roji-Maplanka
(3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Executive
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
S Joselowitz
|
|
26,342
|
|
|
—
|
|
|
—
|
|
|
26,342
|
|
|
—
|
|
|
—
|
|
C Tasker
|
|
2,057
|
|
|
—
|
|
|
2,428
|
|
|
900
|
|
|
—
|
|
|
2,428
|
|
P Dell
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
G Pretorius
|
|
338
|
|
|
—
|
|
|
—
|
|
|
35
|
|
|
—
|
|
|
—
|
|
C Lewis
|
|
1,525
|
|
|
—
|
|
|
—
|
|
|
1,525
|
|
|
—
|
|
|
—
|
|
|
|
30,504
|
|
|
81,841
|
|
|
72,924
|
|
|
28,994
|
|
|
67,545
|
|
|
87,205
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Resigned from the Board with effect from November 7, 2017.
|
(2)
|
Appointed to the Board with effect from June 1, 2016.
|
(3)
|
Appointed to the Board with effect from October 3, 2017.
|
Name of director
|
|
Related party
|
|
Nature of relationship with the Group
|
|
|
|
|
|
R Bruyns
|
|
Insight Consultancy Close Corporation
|
|
Provides directors’ services
|
R Frew
|
|
TPF Investments Proprietary Limited
|
|
Lease agreement: Midrand office
|
R Frew
|
|
Masalini Capital Proprietary Limited
|
|
Provides directors’ services
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Sales of goods and services
|
|
—
|
|
|
22,263
|
|
|
78,564
|
|
– Imperial Group Limited*
|
|
—
|
|
|
22,263
|
|
|
78,564
|
|
Purchases of goods and services
|
|
8,277
|
|
|
11,206
|
|
|
35,595
|
|
– TPF Investments Proprietary Limited**
|
|
8,277
|
|
|
5,277
|
|
|
7,148
|
|
– Imperial Group Limited*
|
|
—
|
|
|
5,929
|
|
|
28,447
|
|
Corporate and social investment
|
|
—
|
|
|
—
|
|
|
257
|
|
– Heartbeat centre for community development***
|
|
—
|
|
|
—
|
|
|
257
|
|
Year-end balance of receivables (included in trade and other receivables – note 10)
|
|
—
|
|
|
—
|
|
|
11,144
|
|
– Imperial Group Limited*
|
|
—
|
|
|
—
|
|
|
11,144
|
|
Year-end balance of payables (included in trade and other payables – note 16)
|
|
—
|
|
|
—
|
|
|
3,209
|
|
– TPF Investments Proprietary Limited**
|
|
—
|
|
|
—
|
|
|
—
|
|
– Imperial Group Limited*
|
|
—
|
|
|
—
|
|
|
842
|
|
– C Tasker****
|
|
—
|
|
|
—
|
|
|
2,367
|
|
|
|
|
|
|
|
|
*
|
Related party until August 1, 2016. See
“
Fiscal 2017 specific share repurchase
”
in note 13 for additional information.
|
**
|
Previously known as Thynk Property Fund Proprietary Limited.
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Property, plant and equipment
|
|
—
|
|
|
—
|
|
|
—
|
|
Intangible assets
|
|
56,406
|
|
|
58,036
|
|
|
63,670
|
|
|
|
56,406
|
|
|
58,036
|
|
|
63,670
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Property, plant and equipment
|
|
11,601
|
|
|
50,074
|
|
|
22,471
|
|
Intangible assets
|
|
17,046
|
|
|
24,726
|
|
|
33,234
|
|
|
|
28,647
|
|
|
74,800
|
|
|
55,705
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Land and buildings
|
|
|
|
|
|
|
|||
Within one year
|
|
12,324
|
|
|
15,201
|
|
|
19,896
|
|
One to five years
|
|
10,862
|
|
|
20,354
|
|
|
9,767
|
|
|
|
23,186
|
|
|
35,555
|
|
|
29,663
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
March 31, 2016
R’000 |
|
|
|
|
|
|
|
|
|||
Office equipment
|
|
|
|
|
|
|
|||
Within one year
|
|
716
|
|
|
853
|
|
|
874
|
|
One to five years
|
|
674
|
|
|
495
|
|
|
1,032
|
|
|
|
1,390
|
|
|
1,348
|
|
|
1,906
|
|
|
|
|
|
|
|
|
|||
Vehicles
|
|
|
|
|
|
|
|||
Within one year
|
|
1,585
|
|
|
1,507
|
|
|
836
|
|
One to five years
|
|
1,617
|
|
|
1,626
|
|
|
167
|
|
|
|
3,202
|
|
|
3,133
|
|
|
1,003
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
|
||
USD denominated instruments
|
Increase of 10 basis points
|
|
*
|
|
|
143
|
|
|
Decrease of 10 basis points
|
|
*
|
|
|
(143
|
)
|
|
|
|
|
|
|
||
ZAR denominated instruments
|
Increase of 100 basis points
|
|
1,811
|
|
|
1,000
|
|
|
Decrease of 100 basis points
|
|
(1,811
|
)
|
|
(1,000
|
)
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
|
|
Increase/(decrease) in profit
before taxation
|
|
||||
|
|
Change in
exchange
rate
%
|
|
Result of
weakening in
functional
currency
R’000
|
|
|
Result of
strengthening
in functional
currency
R’000
|
|
|
|
|
|
|
|
|
|
|
||
2018
|
|
|
|
|
|
|
|
||
Denominated currency: Functional currency
|
|
|
|
|
|
|
|
||
EUR:GBP
|
|
5
|
|
710
|
|
|
(710
|
)
|
|
USD:GBP
|
|
5
|
|
(149
|
)
|
|
149
|
|
|
USD:ZAR
|
|
5
|
|
814
|
|
|
(814
|
)
|
|
EUR:ZAR
|
|
5
|
|
368
|
|
|
(368
|
)
|
|
GBP:ZAR
|
|
5
|
|
(78
|
)
|
|
78
|
|
|
ZAR:USD
|
|
5
|
|
2
|
|
|
(2
|
)
|
|
EUR:USD
|
|
5
|
|
231
|
|
|
(231
|
)
|
|
USD:AUD
|
|
5
|
|
(33
|
)
|
|
33
|
|
|
AUD:ZAR
|
|
5
|
|
598
|
|
|
(598
|
)
|
|
ZAR:GBP
|
|
5
|
|
(22
|
)
|
|
22
|
|
|
USD:BRL
|
|
5
|
|
(33
|
)
|
|
33
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
||
2017
|
|
|
|
|
|
|
|
||
Denominated currency: Functional currency
|
|
|
|
|
|
|
|
||
EUR:GBP
|
|
5
|
|
152
|
|
|
(152
|
)
|
|
USD:GBP
|
|
5
|
|
(19
|
)
|
|
19
|
|
|
USD:ZAR
|
|
5
|
|
8,028
|
|
|
(8,028
|
)
|
|
EUR:ZAR
|
|
5
|
|
422
|
|
|
(422
|
)
|
|
GBP:ZAR
|
|
5
|
|
(25
|
)
|
|
25
|
|
|
ZAR:USD
|
|
5
|
|
(41
|
)
|
|
41
|
|
|
EUR:USD
|
|
5
|
|
29
|
|
|
(29
|
)
|
|
USD:AUD
|
|
5
|
|
(73
|
)
|
|
73
|
|
|
EUR:AUD
|
|
5
|
|
(3
|
)
|
|
3
|
|
|
AUD:ZAR
|
|
5
|
|
320
|
|
|
(320
|
)
|
|
ZAR:GBP
|
|
5
|
|
(9
|
)
|
|
9
|
|
|
ZAR:AUD
|
|
5
|
|
(43
|
)
|
|
43
|
|
|
USD:BRL
|
|
5
|
|
(124
|
)
|
|
124
|
|
|
ZAR:BRL
|
|
5
|
|
(2
|
)
|
|
2
|
|
|
NGN:ZAR
|
|
5
|
|
228
|
|
|
(228
|
)
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
|
|
March 31, 2018
R’000 |
|
|
March 31, 2017
R’000 |
|
|
|
|
|
|
||
Cash and cash equivalents, net of overdrafts (note 12)
|
|
290,538
|
|
|
356,333
|
|
|
|
|
|
|
|
|
Payable within 1
month or on
demand
R’000
|
|
|
Between 1
month and 1
year
R’000
|
|
|
Between 1
year and 2
years
R’000
|
|
|
Between 2
years and 5
years
R’000
|
|
|
More than 5
years
R’000
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
March 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|||||
Trade payables
|
|
58,085
|
|
|
40,009
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Accruals and other payables
|
|
92,318
|
|
|
68,646
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Bank overdraft
|
|
17,720
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
|
168,123
|
|
|
108,655
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|||||
Trade payables
|
|
42,720
|
|
|
37,172
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Accruals and other payables
|
|
92,353
|
|
|
47,610
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Bank overdraft
|
|
19,449
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
|
154,522
|
|
|
84,782
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
March 31, 2018
|
|
|
March 31, 2017
|
|
|
March 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|||
ZAR:USD
|
|
– closing
|
|
11.83
|
|
|
13.41
|
|
|
14.83
|
|
|
|
– average
|
|
12.99
|
|
|
14.06
|
|
|
13.78
|
|
ZAR:GBP
|
|
– closing
|
|
16.60
|
|
|
16.75
|
|
|
21.31
|
|
|
|
– average
|
|
17.21
|
|
|
18.42
|
|
|
20.63
|
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial statements
|
|
|
|
|
|
|
|
|
for the year ended March 31, 2018
|
|
Name
|
|
Principal activity
|
|
Place of
incorporation
|
|
Legal % ownership
|
|||
March 31, 2018
%
|
|
|
March 31, 2017
% |
||||||
|
|
|
|
|
|
|
|
|
|
Direct
|
|
|
|
|
|
|
|
|
|
MiX Telematics Investments Proprietary Limited
|
|
Treasury company
|
|
RSA
|
|
100
|
|
|
100
|
MiX Telematics Africa Proprietary Limited
|
|
Asset tracking and fleet management products and services
|
|
RSA
|
|
100
|
|
|
100
|
MiX Telematics International Proprietary Limited
|
|
Fleet management products and services and research and development
|
|
RSA
|
|
100
|
|
|
100
|
MiX Telematics Europe Limited
|
|
Fleet management products and services
|
|
UK
|
|
100
|
|
|
100
|
MiX Telematics North America Incorporated
|
|
Fleet management products and services
|
|
USA
|
|
100
|
|
|
100
|
MiX Telematics Serviços De Telemetria E Rastreamento De Veículos Do Brazil Limitada
|
|
Fleet management products and services
|
|
Brazil
|
|
95
|
|
|
95
|
|
|
|
|
|
|
|
|
|
|
Indirect
|
|
|
|
|
|
|
|
|
|
MiX Telematics Technology Holdings Proprietary Limited
|
|
Deregistered
|
|
RSA
|
|
—
|
|
|
100
|
MiX Telematics Middle East FZE
|
|
Fleet management products and services
|
|
UAE
|
|
100
|
|
|
100
|
MiX Telematics Enterprise SA Proprietary Limited
(1)
|
|
Fleet management products and services
|
|
RSA
|
|
85.1
|
|
|
85.1
|
MiX Telematics Fleet Support Services Proprietary Limited
|
|
Fleet management products and services
|
|
RSA
|
|
100
|
|
|
100
|
MiX Telematics East Africa Limited
|
|
Fleet management products and services
|
|
Uganda
|
|
99.9
|
|
|
99.9
|
MiX Telematics Romania SRL
(2)
|
|
Fleet management services
|
|
Romania
|
|
99
|
|
|
99
|
MiX Telematics (Thailand) Limited
|
|
Fleet management products and services
|
|
Thailand
|
|
100
|
|
|
100
|
MiX Telematics Australasia Proprietary Limited
|
|
Fleet management products and services
|
|
Australia
|
|
100
|
|
|
100
|
MiX Telematics Serviços De Telemetria E Rastreamento De Veículos Do Brazil Limitada
(3)
|
|
Fleet management products and services
|
|
Brazil
|
|
5
|
|
|
—
|
|
|
|
|
|
|
|
|
|
(1)
|
The remaining shareholding in this company is owned by a structured entity, the MiX Telematics Enterprise BEE Trust (which holds a
14.9%
interest in MiX Telematics Enterprise SA Proprietary Limited), which has been fully consolidated. Control of the structured entity was assessed when IFRS 10 Consolidated Financial Statements was adopted with effect from April 1, 2013 and there was no change to the historical accounting treatment applied by the Group. This trust was set up in prior years to invest in the specified Group company and to hold such investment for its beneficiaries.
|
(2)
|
During fiscal 2015, MiX Telematics Middle East FZE incorporated MiX Telematics Romania SRL and obtained a
99%
interest therein. The
1%
non-controlling interest is held by management.
|
(3)
|
MiX Investments Proprietary Limited acquired Edge’s
5%
equity interest in MiX Brazil during the year. See note 20 for more information.
|