Calgro M3 Holdings Limited

Calgro M3 Holdings Limited

370.00
ZAC
+1.00
(+0.27%)
49.29BMarket Cap
May 17Next Earn

Q2 FY2027 · Earnings Call TranscriptOctober 19, 2026

Ben Pierre Malherbe

Good afternoon and thank you for everyone who has joined us for us today for feedback on the interim results for the period ended 31 August 2026. I'm joined today by our CFO Sayuri Naicker, and we will be taking you through the presentation and will answer questions at the end of the presentation.

You are welcome to start queuing questions, and we will get back to them at the end of the presentation session, if not addressed during the presentation. This afternoon, we will take you through strategic progress made, provide feedback on the period under review and underlying business performance.

Sayuri will take you through the financial review. We will then have a look at the interpretation of the future, what the future holds.

Starting with a look at the strategic progress made: during the six months period, the group continued to actively execute its refined strategy as approved by the board. We made progress on advancing the sale of non-core assets, although the effects of our efforts are not yet reflected in the numbers.

We continued the construction of and trading out of non-core projects, this while, and important to note, ensuring core projects remained appropriately serviced and ready for implementation. While we indicated we would reduce debt levels in the long term, as predicted, levels first moved in the wrong direction in support of the execution of the strategy in the short term.

We will go into more detail during the presentation in a slide or two. We made meaningful process in reducing stock levels held on non-core projects and advanced the installation of bulk and link infrastructure on the BDC development, both these key milestones in execution of the group strategy.

Before I go into the detail, I want to start with a reminder of the four strategic pillars, as previously shared. These are, firstly, the sale of non-core assets and the trading out of non-core projects.

These initiatives are progressing well, although not reflected in the numbers. I will go into more detail and timelines on the next slide.

Secondly, we indicated that we want to focus on integrated developments of scale. We've stated a maximum five integrated developments to be executed at a time, while expanding Memorial Parks business.

Thirdly, we said we want a reduction of debt in the long term. This is a work in progress while trading out non-core projects and investing in infrastructure on the BDC project to ensure sustainability.

This ratio moved in the wrong direction, as predicted. The fourth pillar, strategic skills development: this is progressing well via the investment in training of staff and appointment of specialist consultants for the transfer of skills.

This will allow the group to grow into the BDC project, with different densities and skillsets required, setting a new benchmark for integrated developments. All this while keeping an eye on capital allocation, cash generation, and return on invested capital.

These initiatives will allow the group to strengthen our financial position by unlocking capital invested, support sustainable growth by investing in strategic infrastructure, and improve shareholder returns. Taking a deeper look at progress on each pillar, I will start with the sale of non-core assets.

We know the value of these projects, and it's not the group's intention to dispose of these assets at all costs, but extract realistic values. It needs to be noted that there is nothing wrong with these projects classified as non-core.

The group can simply not afford to roll out these projects all at the same time and in the current environment, and not developing them erodes group return on invested capital. Let's start with the sale of non-core assets.

The sale of these assets are divided into three buckets, namely short term, medium term, and long term. Our target is the extraction of the maximum value of these assets in a structured way over the next five years.

Looking at bucket one, which is short term, we take a 12 months view, includes KwaNobuhle and the Vrederus projects. Both these projects were aimed at the higher segment of the residential market and no longer classified as core business.

Looking at KwaNobuhle, we accepted an offer to purchase for the land parcel. The deal will become unconditional upon finalization of a due diligence process, it's in process.

Vrederus, also a short-term project, memorandum of understanding in relation to the structured exit has been received. Due diligence is expected to be finalized in the second half of the financial year, also in process.

Moving to bucket two, planned to be executed in the medium term. This include the mid- to high properties acquired for the development of the higher segment of the market previously.

In that regard, four remaining land parcels, three land parcels are being investigated for repurposing as Memorial Parks. Support for the rezoning of two of these land parcels were received in the period.

Subdivision process commenced on the fourth land parcel, allowing for the outright sale of the properties. Also in the second bucket is the Kraaifontein project.

The reinstatement of rights is in the process and is expected to be completed in the current financial year. Property will be actively marketed once rights are in place, allowing for maximum value to be unlocked.

The third bucket, which is a longer term, we look at Witpoortjie. The Witpoortjie project requires the installation of electrical bulk infrastructure and currently competes for capital with the group's core integrated property pipeline.

The entrance road of the project, which is a JRA asset, sustained damage due to undermining and require municipal budget allocation to fund the repairs. Various options are currently being explored with the city.

There's no fixed formula that is followed, and various options are being considered, considering holding costs, opportunity cost, etc. Secondly, we said we will trade out of non-core developments, allowing the group to focus on integrated developments of scale, while expanding the Memorial Parks footprint.

We are making progress. If we look at Scottsdene, 12 months ago, the project had 300 half-built units that were invaded and illegally occupied years ago.

Currently, 140 of the remaining 120 units are under construction, with a guaranteed take-off agreement with a rental investor. We expect construction to be completed in the financial year, leaving 18 80 units to be constructed to complete the project.

Looking at Vista, the bulk and link and phase one internal services are completed and handed over to the municipal-owned entities, unlocking 2,000 residential opportunities. Sales of service stands will commence once clearance is obtained from the local municipality.

The group will not carry construction or sales risk and sell the serviced opportunities. Looking at Jabulani, bulk electrical infrastructure was upgraded in the period, allowing for units previously handed over to the province to be occupied.

Construction of an additional 704 units, contracted for sale to the provincial government, can commence once budget allocation for units are finalized, resulting in 293 units to be sold to complete the project. The mid- to high portfolio, unit sales have remained ongoing, while making good progress in reducing stock on hand on the La Vie Nouvelle retirement project.

The intention is to complete the construction of the last 25 units in the new financial year, allowing the group to exit this project. The expansion of the Memorial Parks business is ongoing, with group strategically investigating the repurpose of group-owned land previously acquired for the mid- to high segment of the market.

The objective remains the opening of a new Memorial Park every two years. Getting back to core business, it's important to balance the focus of the disposal of non-core assets and trading out of projects with sustaining the development pipeline.

The reason for trading out non-core asset is to allow the group to focus on core business. The business will continue delivering value for money homes within integrated developments, catering for a broad spectrum of market segments, with particular emphasis on addressing housing demand in the underserved communities.

This core development pipeline remains strong with more than 30,000 units to be developed. Looking at the pipeline classified as core business more closely: we start with the Bankenveld District City, previous referred to as BDC development, yielding 20,000 opportunities.

The bulk and link infrastructure for phase one is currently being installed, resulting in 5,900 residential opportunities being unlocked in the first phase. Moving to Fleurhof, the bulk and link for seven for 4,700 opportunities completed, and internal infrastructure for 600 units is ready for development.

South Hills, installation of electrical bulk and link currently underway that will unlock 4,500 opportunities on the western side of the project. Moving to the Western Cape and Belhar, 620 student beds scheduled for completion in third quarter of the 2027 financial year, and 968 units contracted to commence construction before year-end.

We're actively looking at replacement of project in Belhar that is expected to reach end of life in the next three years. It's important to note that focusing on a maximum of five core projects without the distraction of non-core assets and project nearing end of life will assist the group to improve the implementation timelines from date of investment to unlocking capital investment.

Looking at the period under review, I'll only be highlighting the key metrics, and Sayuri will take you through the detail. The group grew net asset value, with earnings per share and headline earnings per share declining in a difficult trading environment.

Profit margins were retained, and debt moved in the wrong direction while trading out non-core projects. Net debt-to-equity increased, like I said, and the rolling return on incremental invested capital improving in the comparable period.

Sayuri will unpack the numbers and underlying reasons for these movements. Moving away from the numbers, let's look at the underlying business performance.

Starting with the development business, revenue is up, and profit margin was retained. The segment delivered a consistent performance in a challenging market, with the end-user constrained and the affordable housing recovery slower than expected.

The increased focus on investor market was sustained. Through our sales-led model, the group has 1,418 opportunities under construction or held in stock, with 55% of those opportunities sold via guaranteed offtake agreements to investor buyers.

A further 968 opportunities, as previously mentioned, are contracted ahead of the construction start in the second half of the financial year. The reduction in revenue reflects capital tied up in work in progress to be recognized on completion.

As mentioned previously, progress were made on the reduction and disposal of non-core assets held in stock, with strong reductions at La Vie Nouvelle and South Hills Lifestyle Estate projects. The completion of bulk and link infrastructure on the Bankenveld project is on track for quarter one in the 2028 financial year, with USDG funding agreement with the City of Johannesburg recommended for council approval during the period.

We're now awaiting the finalization of agreements that will allow the group to start recovering the capital invested in bulk and link infrastructure. Diversification in the product offerings of the affordable market segment saw the successful rollout of a product mix consisting of bachelor, one-bedroom, and two-bedroom units in Fleurhof, and attracted strong demand.

Looking at growth, the an agreement was entered for the acquisition of a land parcel adjacent to the Fleurhof project, adding a minimum of 968 additional unit units, capitalizing on the bulk and link infrastructure created during the project's lifespan. The Western Cape expansion discussion is still ongoing.

Looking at the Memorial Parks, the Memorial Parks business experienced another year of growth in revenue, with revenue reaching R47.8 million, compared to R39.8 million in the previous comparable year, positively impacted by maturing lay-bye sales, which constituted 26.2% of the segment revenue. The gross margin remained robust and above 50%.

The successful launch of the Rustenburg Memorial Park contributed R1 million in sales and half a million in cash contributions. Encouragingly, time from launch to contributing improved in comparison with previous parks launched.

Some 60% of the new park sales were concluded on a lay-bye basis, confirming the offering as an effective entry point into new markets. Infrastructure rollout continued, with completion expected within the financial period.

Looking at growth opportunities, repurposing of group-owned land previously acquired for the mid- to high segment is being investigated, as previously mentioned. The lay-bye remains resilient, increasing by 23% in the period, and remains the primary lever for reducing the barrier to entry.

Cash collections remained strong.

Sayuri Naicker

Good afternoon, all, and thank you for joining us today. Before I dive into the detail, four numbers to hold on to: revenue, R465.7 million, against R460 million last year; gross margin, at 29.46%, above our blended target range of 20% to 25%; earnings per share and headline earnings per share, down, driven primarily by the R12.7 million modification loss on the joint venture loan facility, and not through operations, underlying trading improved; Memorial Parks, revenue is up 22% to R47.8 million, margin up to 55% from 50%, on strong grave sale and burial volume growth; covenants, fully compliant with regulated covenant levels, debt service cover ratio at 1.35 against a minimum of 1.2, net debt-to-equity at 0.86, up due to deliberate investment in executing the group's strategic pillars.

Now, looking to the detail: starting with the statement of comprehensive income, revenue for the six-month period was R465.7 million, up slightly from R460 million in the comparative year. Gross margin held at 29.46% against 29.43% last year, staying above our 20% to 25% target range.

Memorial Parks drove the margin strength, with revenue up 22% to R47.8 million, whilst delivering a strong gross profit margin of 55%. Residential revenue was flat at R417.9 million.

Other expenses increased to R13.2 million from close to nil. This is due to the impact of the IFRS 9 modification loss on the renegotiated joint venture loan interest rate, which arose as a result of the shift in the underlying operations within the joint venture, a one-off non-cash adjustment which drove the reduction in EBIT and profit after tax.

In summary, revenue and margins remain stable, with a negative impact on earnings per share driven by a one-off non-cash item. Moving to the statement of cash flow: cash has been invested into construction activities, which will be recovered on transfer or completion.

Cash opened the period at R183.7 million and closed at R52.3 million. Operating activities used R159.9 million, against R88.4 million last year, tied up in infrastructure work in progress at Fleurhof, Jabulani, and Bankenveld, with unit construction close to completion in Scottsdene, South Hills, and Belhar, of which 60% of these units have guaranteed offtake agreements in place, which is anticipated to be transferred towards the end of the financial year.

Financing activities generated R56.1 million, down from R126.7 million, reflecting R203 million drawn against R136 million repaid. In the period, an early refinance on the maturing note within the group's DMTN program was executed, raising R50 million against the previous R33 million note.

Looking at the statement of financial position: total assets grew to R3.8 billion from R3.4 billion a year ago and R3.7 billion at the February year-end. Construction contracts drove this up to R2.4 billion from R2.1 billion, reflecting the sectional title units under construction and infrastructure spend in the period, both of which are to be recovered.

Looking at the equity and liability section: borrowings remains the largest obligation for the group. As explained, borrowings increased to R1.5 billion from R1.3 billion, in line with previous expectations of debt increases to execute the group's strategic pillars, as well as further investment in Bankenveld's infrastructure, the detail of which is included within the borrowing maturities.

Outstanding capital, excluding the impact of transaction costs and accrued interest, closed the period at R1.4 billion. The movement includes the early refinance of the maturing note and the impact of the short-term working capital facility utilized in the period.

Our maturity profile is manageable. The remaining maturity on the bond exchange for FY 2027 has been refinanced subsequent to period-end.

The remaining maturity profile shows the largest repayment year in FY 2029 at R515 million. Nothing near term is a concern, with discussions underway for debt restructuring with funders in the longer term.

On covenants, the group remains fully compliant with regulated covenants. Net debt-to-equity, as mentioned, increased to 0.86 against a maximum of 1.5, from 0.74 at February, resultant of the deliberate investment made to execute non-core projects and dispose non-core assets, as well as the continual investment into Bankenveld's infrastructure.

Debt service cover reported at 1.35 against a minimum of 1.2, down from 1.54 at February, still within an acceptable range. This concludes the financial review.

Ben Pierre Malherbe

Thank you, Sayuri. In closing, let's take a look at what we believe the future holds.

Looking ahead, the group expects the operating environment to remain constrained, with end-user demand and the pace of recovery of affordable housing market continuing to be affected by broader macroeconomic and political headwinds. The upcoming municipal elections and associated local government budget uncertainty are expected to add further complexity to approval and service delivery timelines in the near term.

This risk is mitigated by the group's sufficient service opportunities on hand, which support development activity independent of near-term municipal processes. Notwithstanding these constraints, the group will remain focused on the disciplined execution of its approved strategy, prioritizing the continued disposal of non-core assets, the investment in strategic infrastructure, the reduction of net debt, and the expansion of the Memorial Parks segment.

Touching on the residential development side, the market demand remains entrenched. Sustained investor buy interest, macroeconomic watch due to the oil price and transport living cost will be monitored, the election and political uncertainty remains a watch item, and the public sector commitment to infrastructure spending remains strong.

Looking at the Memorial Parks segment, the market demand for premium burial sites remains high, and we intend to strengthen and sustain sustainability of the segment through organic expansion. Operational parks are performing well, with improved timelines from launch to a contribution monitored.

Organic expansion through repurposing group-owned land previously acquired for mid- to high segment of the market is currently being explored. On the outlook, in summary: during this constrained consumer environment, we see the demand for affordable housing in well-located areas to be retained, in close proximity to job opportunities.

Internal construction activity will remain underpinned by a sales-led approach, with offtake agreements prior to construction, managing our exposure. Continuous investment into strategic infrastructure, including the Bankenveld project, in support of the group long-term development pipeline to deliver sustainable growth.

The group takes a positive, but measured outlook amid current market uncertainties, with a focus on infrastructure mid-market uncertainty. As a group, we've been through these election cycles before, acknowledging that the election does not resolve all uncertainties, and we will continue to manage these cycles and uncertainties with the utmost care.

That brings us to the end of our presentation, and we will now take questions. I think you can go straight into the question and answers.

Allistiar, will you read them as they come through, and then we'll address them?

Allistiar Langson

Then Sayuri, Sayuri, I've got three questions from Ray Walbrugh. First question is: once deals and due diligence are finalized, what revenue amounts are the KwaNobuhle and Vrederus sales expected to raise, and will the funds from these sales mainly be used to repay debt?

Ben Pierre Malherbe

Just go on the numbers. Let's start with the numbers on them.

We said we'll take a five-year view. We don't want to give these assets away.

The intention is to unlock about R600 million in the next two years, two and a half years, maybe, to start off the disposal of non-core assets. At the same time, these projects that's nearing completion, there's about R300 million locked up in these projects that we're currently trading out.

You'll see that starting to come through in the full-year results and then take a period to roll out. Although we said it will take us five years to get here, the intention is not to wait five years.

You'll start seeing them through the numbers in the next six months.

Allistiar Langson

Second question from Ray as well: of the R2.4 billion in construction contracts, roughly how much is completed or nearly complete units? How much is homes still being built, and how much is bulk infrastructure, including BDC?

Once the City of Johannesburg's grant agreement for BDC is signed, how much of your infrastructure spend will it repay, over what period, and does the 4 November election put the council approval date at risk? The grant is the Urban Settlements Development Grant.

Ben Pierre Malherbe

I think the first question, let's just address the elections on the 4th of November. The 4th of November shouldn't affect our approval processes.

We've gone through the mayoral committee and council out there. This is now handed over to the city manager and is in the hands of the officials.

We don't see that. Saying that, the 4th of November doesn't solve everything.

There will be a change of guard, and there will be delays. What we currently sitting with, we're sitting with 1,700 serviced opportunities that we can build on.

We don't need any approvals for that. We don't need to ask permission for those.

We've got sufficient to develop. At the same time, I think we reported 1,400-odd units under construction and held in stock.

Those are sufficient to see us through the next six months. We don't expect everything to be sorted by November.

We'll go through this process, but we've got sufficient stock on hand to keep on trading and enough service opportunities to go in there. Allistiar, is there something I did not answer on that?

Allistiar Langson

Of the R2.4 billion in construction contracts, roughly how much is completed or nearly complete units?

Sayuri Naicker

I think of the complete work balance, you're looking at roughly R300 million-ish of completed units. Then, bulk and link is the largest contributor to that.

It sits as the large contributor in that particular asset base. Also, that includes what we've spent to date on Bankenveld, which is yet to be recovered.

Allistiar Langson

Another question from Ray: Calgro ended August with R52 million of cash and R150 million of debt due before 28 February 2027. How much committed, undrawn bank funding does Calgro have today?

Were the R50 million and R33 million notes due on 2 October repaid in full? How much operating cash, before interest, do you expect from the Scottsdene, South Hills, and Belhar transfers in the second half, and at what repo rate does your debt service covenant ratio fall to the 1.2 minimum?

Sayuri Naicker

Let's start with the refi. We have two bonds which were up for maturity on the 2nd of October.

One of them was moved forward into the reporting period. That is the R17 million uplift in the one bond.

The second bond of R50 million was refinanced on the second of October, so that has been settled. From committed facilities, the group has signed the Proparco facility, which is a €20 million facility, which We've just finalized the CPs on that particular facility for distribution.

That is current committed facilities. We have a few others, but they're still in the negotiation phases.

Then, am I missing anything? There were lots of parts.

Allistiar Langson

How much operating cash, before interest, do you expect from the Scottsdene, South Hills, and Belhar transfers in the second half?

Sayuri Naicker

I think roughly anywhere between, and I must just now quickly do some math in my head, about R150 million-ish, with the Belhar and the Scottsdene.

Allistiar Langson

Lastly, at what repo rate does your debt service covenant ratio fall to the 1.2 minimum?

Sayuri Naicker

Sure, that one, I think, I'm going to have to come back to you. Currently, our average debt rate is about 11%, and we're sitting just above that.

Allistiar Langson

Got two questions from Rowan Goeller. We'll deal with the first one: where are you in the cash investment and development cycle, and what is the target debt level after non-core sales?

Sayuri Naicker

It depends on the project, we need to look at it project for project. We currently quite heavily investing in the Bankenveld project, we definitely in an investment phase on that particular cycle without seeing much returns.

Second part of that question?

Ben Pierre Malherbe

I think, just quickly on that, Sayuri, I think it's important to note that the investment in Bankenveld as where we currently find ourselves, we investing into the first phase of the bulk and link infrastructure. It's scheduled for completion in April 2027, next year.

We're reaching completion on that, and that will unlock the first 5,900 opportunities. We're in a heavy investing cycle currently.

As soon as we reach that, and the roads are handed over, we'll be in a position where we can invest in internal infrastructure and the construction of units. Those are much shorter cycles.

That's on extension-specific, where we will start servicing 1,000 units on a specific stand, and then the construction is taking place, we'll be able to unlock that. The long-term investment phase for Bankenveld will reach at first maturity in April, where we would have invested the capital to allow us to start.

Then as we go on, we'll start investing into the second phase, but there's no need to immediately start investing in that second phase as yet. Just

Sayuri Naicker

on the cash investment cycle, Bankenveld is obviously heavily cash investing at the moment. The other non-core projects and more non-core projects and non-core assets also are in a bit of an investment phase, where you need to put the money into the ground in order to liquidate the particular asset.

We do see ourselves in an investing phase, hence the reason for the uptick in the debt balance. As those are liquidated, we would look to reduce that debt balance on an ongoing basis.

In with regards to the where do we anticipate the debt level to sit, currently, we'd like to bring it closer to the R1 billion mark over the long term. However, as I say, we will need to invest in order to liquidate.

Allistiar Langson

Rowan's second question: are lenders still actively lending into the sub-R1 million housing sector?

Ben Pierre Malherbe

Yes, we definitely see the support in that market segment. Saying that, the consumer are staying under pressure, there's no doubt about that, and we sustained our focus into the segment where is the investor buyer.

We did a lot more sales this reporting period aimed at the rental market, not the man in the street, and I think that's just a function of the consumer still under pressure. There is support from the financial institutions.

One thing we've also noted that the demand hasn't gone away. Our ability to convert those sales into bankable transactions, that's what you see coming through with the consumer under pressure.

There's a definite focus on better located projects, there's no doubt about that. The market is still there, but the days of developing on the periphery of the cities and the metros, I think you need to have better located projects to attract this market segment in the current environment.

Allistiar Langson

There are currently no further questions.

Sayuri Naicker

Okay.

Ben Pierre Malherbe

Thank you. Thank you.

If there's anything else, you've got our contact details. You're welcome to contact us.

We'll come back to you on questions that we haven't got.

Allistiar Langson

There's one that has just come through from Richard Cheesman: congratulations for the solid results in a tough environment. Please, can you walk us through the group's sales markup and revenue recognition policy, especially with point in time sales now being a fraction of over time revenue for the property development division?

How many property sales make up this period's revenue, and how many contributed to the prior period?

Ben Pierre Malherbe

I think I'm going to start, and Sayuri, you can add to that. Our margin is higher than our target market.

We target a market between 20% and 25% return. That's the return we would like to see on average over the development cycle of the integrated developments.

The reason why we are a little bit higher than the market segment is because we haven't got as much exposure to the lower segment of the market. The subsidized segments got lower margins, and going through these uncertainties leading up to the elections, we did not have a big exposure building for the public sector.

That firstly resulted on the margin a little bit higher than expected, and that will normalize as soon as we have a bigger exposure to the lower segment of the market.

Sayuri Naicker

Then as for the revenue recognition, Calgro utilizes two accounting methodologies for our revenue recognition, be it point in time or over time. The over time contracts are driven through these guaranteed offtake agreements.

In a contract, when you have a guaranteed agreement with someone to purchase the unit, you can recognize revenue over the period of construction, whereas if you have sectional title developments where we build on our own balance sheet and sell to the end-user, those particular transactions are recognized at a point in time when those units transfer to the end-user.

Ben Pierre Malherbe

I think that's why I made the comment earlier to say, the trading out of these projects nearing end of life is not reflected in these numbers. We're investing into them and like Scottsdene, like Sayuri mentioned, we're currently putting the cash in there to build these units, and on transfer, which is scheduled for before February year-end, you will see the cash coming back on those investments.

Yeah. If there's nothing else, you're welcome to send us a mail.

We'll come back to you. Thank you.

Thanks for joining us this afternoon.

Sayuri Naicker

Thank you.