Provisional audited results for the year ended 28 February 2021; declaration of cash dividend with scrip alternative
Provisional audited results for the year ended 28 February 2021; declaration of cash dividend with scrip alternative DATATEC LIMITED Incorporated in the Republic of South Africa Registration number: 1994/005004/06 Share code JSE: DTC ISIN: ZAE000017745 ("Datatec", the "Company" or the "Group") Provisional audited results for the year ended 28 February 2021; declaration of cash dividend with scrip alternative Datatec Limited ("Datatec", the "Company" or the "Group", JSE DTC), the international information and communications technology (ICT) group, today publishes its audited provisional results for the year ended 28 February 2021 ("the Period" or "FY21") on the Stock Exchange News Service ("SENS") which are available on www.datatec.com and via the JSE link: https://senspdf.jse.co.za/documents/2021/JSE/ISSE/DTC/FY21.pdf Operational highlights - Solid operational execution across all divisions in challenging Covid-19 environment - Digitisation trend shifting demand towards network centric software and services - Excellent operating cash generation and efficient working capital management - Enhanced liquidity following refinancing of key facilities - Resumption of ordinary dividend (100 SA cents per share) FY21 FY20 % Movement Revenue (US$ million) 4 109.5 4 214.4^ (2%) Gross profit (US$ million) 690.5 741.6 (7%) Adjusted EBITDA**(US$ million) 141.0 158.7 (11%) Underlying* earnings per share (US cents) 13.6 9.9 37% Earnings per share (US cents) 1.3 6.8 (81%) Headline Earnings per share (US cents) 1.8 5.9 (69%) Dividend (SA cents) 100 - - Net Debt (US$ million) 60.9 139.9 (56%) ^FY20 revenue restated Enquiries Datatec Limited (www.datatec.com) Jens Montanana - Chief Executive Officer +27 (0) 11 233 1000 Ivan Dittrich - Chief Financial Officer +27 (0) 11 233 1000 Sharne Prozesky - Group Financial Controller +27 (0) 11 233 3235 Instinctif Partners Frederic Cornet +27 (0) 11 447 3030 Commentary Jens Montanana, Chief Executive of Datatec, commented: "Datatec's solid execution during a year beset with unprecedented Covid-19 pandemic-related disruptions has proven our operational resilience. Our divisions provide many of the products and services required to support a remote IT networked-based way of doing business. This digitisation trend is set to continue and we have already seen a structural shift in our business away from many forms of traditional hardware to software and services with growing annuity revenue. "All the Group's divisions delivered strong results and operating cash flows as well as excellent working capital management. The Group also ended FY21 with much reduced net debt and enhanced liquidity following the refinancing of key facilities, including with new banking partners, on substantially improved terms, reflecting the improvement in fundamentals across the business over the last few years. Based on this strong financial base, the Board has decided to reinstate ordinary dividend distributions. "Although uncertainty remains around the Covid-19 pandemic with many countries still in lockdown, Datatec is well positioned to support its customers' requirements and we anticipate the positive momentum generated in FY21 to continue into the current financial year." STRATEGIC OVERVIEW Datatec's strategy is to improve shareholder returns over the medium term through a combination of corporate and business development actions aimed at enhancing the competitiveness and profitability of its subsidiaries and operating divisions. The Group achieved a solid operational performance in FY21 with all divisions showing resilient trading with strong operating cash flows and significantly enhanced liquidity. This was achieved despite the challenging socio-economic environment resulting from the declaration of Covid-19 as a pandemic by the World Health Organization ("WHO") on 11 March 2020, at the start of FY21. The multi-year investments in Westcon International's advanced systems and business automation enabled business continuity plans to be deployed effectively with almost the entire workforce switching to remote working. Most of Logicalis' global workforce was also able to work remotely, limiting operational disruptions during lockdown periods. Although some delays and supply disruptions were experienced, especially in countries with highly restrictive lockdowns, the business operations coped very well and performed ahead of the expectations set at the start of the Period. Datatec's divisions are focusing on the products and services required to support the digitisation trend prevailing in the industry, which has been driven faster by the demand for remote IT networking during the pandemic. This trend has already seen a repositioning of our business away from many forms of traditional hardware to software and services withgrowing annuity revenue. Logicalis Logicalis is the largest contributor to the Group in terms of profitability. The division also has the widest geographical exposure and Datatec intends to continue to develop and grow Logicalis globally, both organically and through acquisitions. Logicalis revenue reduced by 13.8% to US$1.45 billion compared to US$1.68 billion^ restated revenue for the year ended 29 February 2020 ("the Comparable Period" or "FY20"). Revenue increased in Europe but declined in other regions with Latin America particularly impacted by adverse currency translation. Operating costs were lower than in the Comparable Period. Adjusted** EBITDA was US$96.1 million compared to US$123.9 million in FY20 which included the impact of The Tax Credit in Brazil. Even though global trading uncertainties are expected to persist for the short to medium-term, Logicalis is confident in its ability to continue to respond to market needs caused by Covid-19 disruptions. The technology segments that Logicalis specialises in are key parts of cloud infrastructure and the remote access computing solutions necessary for enterprises to adjust. Westcon International Westcon International revenue increased by 4.6% to US$2.6 billion (FY20: US$2.5 billion^ restated revenue) on strong demand for networked cloud computing, remote access solutions for mobile working and virtual office environments, unified communications and enhanced network security. Adjusted** EBITDA was US$52.5 million (FY20: US$40.0 million). Westcon International remains focused on profitability by driving business improvement through revenue growth and margin expansion supported by cost controls. Whilst several macro-economic risks exist, the FY21 results highlight Westcon International's ability to respond effectively to challenging circumstances. In June 2020, Datatec strengthened Westcon International's stand-alone statement of financial position by converting US$80m of inter-company loans to equity in order to enable the division to obtain improved commercial terms. Prior to this capitalisation, Westcon International was 90% owned by Datatec following the sale of Westcon Americas to SYNNEX Corporation ("SYNNEX") which held the other 10% of Westcon International. After the capitalisation, Datatec (via Datatec PLC, an intermediate holding company), increased its shareholding in Westcon International to 92.1% and the minority interest of SYNNEX decreased to 7.9%. Westcon International completed two significant refinancing arrangements during FY21: - A two-year US$80 million new receivables securitisation facility for its Asia-Pacific subsidiaries ("Westcon APAC"). - A three-year EUR275 million new invoice assignment facility for its European subsidiaries ("Westcon Europe"). These new facilities considerably enhance Westcon International's liquidity. CURRENT TRADING AND OUTLOOK While the Covid-19 pandemic continues to cause unpredictable business disruptions, economic uncertainty and currency volatility, the Group's divisions are in a strong position with solid order book related to remote working, cloud access and fixed or mobile secured networking. The trend towards digitisation is set to continue and the structural shift away from many forms of traditional hardware to increasing software and services with growing annuity revenue is already benefitting our divisions as they provide many of the products and services required to support a remote IT networked based way of doing business. The trends experienced during FY21 have continued into FY22. Operationally, the Group continues to reap the benefits of the investments in business automation and the technology systems rolled out over the past few years. The improved liquidity following the refinancing of the major subsidiaries of Westcon International on more favourable terms during FY21 will provide greater flexibility and reduce interest expense going forward. The global semiconductor shortage due to Covid-19-related constraints is impacting all technology participants across the entire value chain and Datatec continues to monitor and mitigate the impact on availability and costs where possible. Dividend policy The Group's policy is to maintain a fixed three times cover relative to underlying* earnings when declaring ordinary dividends. The Board declared a cash dividend with scrip alternative of 100 South African cents per share (approximately 7.1 US cents per share), which is in excess of the amount determined under the policy. This decision was informed by the strength of the balance sheet and enhanced liquidity in the Group, positive operating profitability across all divisions of the Group and the cautiously optimistic trading outlook for the Group. GROUP RESULTS All divisions delivered solid performances as falling operating costs offset the effect of lower gross profits due to a change in revenue mix that saw an increased contribution from the distribution segment which has lower margins. Overall revenue was broadly flat with good growth in Westcon International balancing a decline in Logicalis. Emerging markets such as Brazil, Argentina, Chile, Mexico, Indonesia and South Africa were impacted by local currency weakness in FY21 which reduced their dollar-reported contribution to the results. Revenue Group revenue was US$4.1 billion in FY21, down by 2.5% on the US$4.2 billion restated^ revenue recorded in the the Comparable Period. ^FY20 revenue restatement During FY21, the volumes of software, software services and cloud computing solutions which include Infrastructure as a Service ('IaaS') and Software as a Service ('SaaS') sold by Datatec, have grown in significance. As a result, the Group revisited the revenue recognition for these arrangements leading to the decision to restate its consolidated statement of comprehensive income, reflecting a decrease in revenue and a corresponding decrease in cost of goods sold in FY20. There was no impact on gross profit or items below gross profit and hence, there was no impact on earnings or earnings per share. The amount of the restatement for FY20 is shown in the table below. FY20 Before restatement After restatement Total restatement Revenue (US$ million) 4,304.8 4,214.4 (90.4) Cost of sales (US$ million) (3,563.2) (3,472.8) 90.4 Gross profit (US$ million) 741.6 741.6 - Gross margin (%) 17.2 17.6 0.4 The Group's vendors continuously change the way in which they bring their products and services to market and there is a significant amount of judgement involved in determining whether or not the Group acts as an agent or principal with regards to these arrangements. In its reassessment, the Group concluded that in those arrangements where the software service is delivered remotely entirely by the vendor, or where the updates and cloud access are critical to the effectiveness of the solution and there is no material "on-premise" component to the solution, the Group will recognise revenue at the time of invoice on a net basis as the Group is acting as an agent in the transaction. The restated consolidated statement of comprehensive income reflects only the fees earned, for acting as an agent in these arrangements, as revenue. Note that, despite the revenue being disclosed on a net basis, the Group has a contractual right to the gross amount of cash related to the gross revenue and therefore, for any amounts remaining unpaid at the period end, the Group continues to present these amounts as gross trade receivables in the consolidated statement of financial position. The restatement has no impact on the consolidated statement of financial position or consolidated statement of cash flows. FY20 EBITDA included a tax credit in Logicalis Brazil of approximately US$14 million relating to certain overpaid indirect taxes. FY20 interest income included US$7.5 million relating to these overpaid taxes ("the Tax Credit"). Group gross margins in FY21 were 16.8% (FY20: 17.6% restated) with the FY20 gross margin being enhanced by the Tax Credit. Gross profit was US$690.5 million (FY20: US$741.6 million). Overall operating costs (including FY21 restructuring costs of US$22.4 million) were US$571.9 million (FY20: US$582.9 million). Restructuring costs of US$22.4 million relate to fundamental reorganisations and restructuring as a result of Covid-19, which is considered fundamental in nature and would not otherwise have been incurred. US$5.9 million of restructuring costs were incurred in the first half of FY21, with $16.5 million being incurred in the second half as the Covid-19 pandemic intensified. The restructuring had the greatest impact on the Logicalis business, Datatec's most people-intensive division. EBITDA was US$118.6 million (FY20: US$158.7 million including The Tax Credit of approximately US$14.0 million) and included US$7.9 million of foreign exchange losses (FY20: US$1.7 million). EBITDA margin was 2.9% (FY20: 3.8% restated). Excluding restructuring costs, adjusted** EBITDA was US$141.0 million (no restructuring costs in FY20) and adjusted** EBITDA margin was 3.4% (FY20: 3.8% restated). Foreign exchange losses consisted of unrealised foreign exchange losses of US$0.3 million (FY20: US$1.2 million) and realised foreign exchange losses of US$7.6 million (FY20: US$0.5 million). Unrealised foreign exchange differences are excluded from underlying* earnings per share ("UEPS"). Depreciation and amortisation decreased to US$68.6 million (FY20: US$76.1 million) and operating profit was US$50.0 million (FY20: US$82.6 million). The net interest charge decreased slightly to US$25.7 million (FY20: US$25.9 million). The FY20 charge was mitigated by US$7.5 million interest income recognised by Logicalis Brazil in FY20 pursuant to the Tax Credit, so the underlying decrease was notably more as the new finance facilities took effect and net debt reduced. Profit before tax was US$25.2 million (FY20: US$58.5 million). A tax charge of US$19.5 million has arisen on profits of US$25.2 million. The effective tax rate of 77.4% continues to be adversely affected by losses arising in Westcon International's Asia and South African operations for which no deferred tax assets have been recognised and its UK operation for which deferred tax assets are only partially recognised at a low rate of tax credit. In addition, Logicalis has incurred taxation arising from the reorganisation of its Latin American holding structure which saw FY21's mix of profits move towards higher taxed jurisdictions. As at 28 February 2021, there are estimated tax loss carry forwards of US$240.5 million with an estimated future tax benefit of US$52.6 million, of which only US$24.8 million has been recognised as a deferred tax asset. The Group expects a much lower effective tax rate from FY22 onwards, as Westcon International continues to become more profitable with an improved mix of profits across the Group. The Group's net asset value per share increased by 1.5% to 292.6 US cents per share (FY20: 288.3 US cents per share). UEPS were 13.6 US cents (FY20: 9.9 US cents). Headline earnings per share were 1.8 US cents (FY20: 5.9 US cents). Earnings per share were 1.3 US cents (FY20: 6.8 US cents from continuing and discontinued operations). The FY20 earnings metrics all reflect the impact of The Tax Credit. Cash The Group generated US$234.4 million of cash from operations during FY21 (FY20: US$215.6 million) and ended the period with a net debt of US$60.9 million (FY20: US$139.9 million). Excluding lease liabilities, net cash would have been US$53.4 million (FY20: net debt US$10.4 million). The net debt has been calculated as: cash resources of US$488.6 million (FY20: US$347.2 million), bank overdrafts of US$131.4 million (FY20: US$263.8 million); short-term borrowings and current portion of long-term debt of US$297.9 million (FY20: US$109.5 million); and long-term debt of US$120.2 million (FY20: US$113.8 million). During the second half of FY21, Westcon International replaced its previous European invoice financing facility with a new invoice assignment facility. The new invoice assignment facility is accounted for as short-term debt compared to the previous facility which was accounted for as part of bank overdrafts. The Group restated its FY20 statement of cash flows to exclude certain bank overdrafts from cash and cash equivalents. Bank overdrafts that are repayable on demand under certain circumstances, but not unconditionally repayable on demand have now been excluded from cash and cash equivalents and cash flows associated with these bank overdrafts are now shown as cash flows from financing activities. The restatement relates to banking arrangements that form an integral part of the Group's cash management. This restatement did not impact the balance sheet or the net cash/debt for the Group or its subsidiaries. Acquisitions Effective 1 April 2020, Analysys Mason acquired 100% of the shares in Allolio&Konrad for US$7.8 million. The consideration paid included US$6.7 million to settle debt of Allolio&Konrad with the seller. Allolio&Konrad is a consultancy based in Bonn, Germany with an excellent track record in the telecommunications industry and long-term client relationships with Europe's leading telecom operators. The acquisition accounting has been finalised at the reporting date. Acquisition-related costs of US$0.3 million have been incurred. Effective 4 November 2020, Logicalis Asia acquired 65% of the shares in iZeno Private Limited ("iZeno") for a cash consideration of US$8.2 million. A specialist in Digital Transformation solutions based in Singapore, iZeno has additional operations in Malaysia, Indonesia and Thailand. Acquisition-related costs of US$0.2 million have been incurred. Effective 31 July 2020, PromonLogicalis Latin America Limited (PLLAL), a 65% owned subsidiary of the Group, acquired 30% of the shares in Cirrus Participacoes S.A. ("Kumulus") for US$1.2 million. There is a put and call option for PLLAL to acquire an additional interest of 20.1% in Kumulus US$1.2 million which PLLAL exercised in March 2021. The Kumulus FY21 results have been equity-accounted for in the Group's results. On 30 September 2020, Logicalis acquired the outstanding minority stake of 49% in NubeliU Limited for US$0.6 million. NubeliU subsequently became a 100% subsidiary of PLLAL. Liquidity and borrowing facilities The Group continues to actively assess the outlook for liquidity in its divisions to ensure that sufficient cash will continue to be generated to settle liabilities as they fall due. In February 2020, Logicalis completed a new three-year US$155 million banking facility for its subsidiaries. This senior facility covers Logicalis' operations throughout the world, excluding Latin America, which has its own separate uncommitted credit facilities. The facility is used to fund working capital requirements and also includes a new acquisition credit line. In addition, the Latin American credit facilities are considered adequate in the current environment. In August 2020, Westcon Europe entered into a EUR275 million new invoice assignment facility with a European banking syndicate, led by Credit Agricole Leasing & Factoring ("CAL&F"). This invoice assignment facility replaced Westcon Europe's previous invoice financing facility of US$224 million with effect from 1 October 2020. The new committed facility is for an initial period of three years. It will be used to fund Westcon Europe's working capital requirements and will bear interest at a much reduced rate compared to the previous facility. The CAL&F facility replaced the previous syndicated invoice finance facility led by HSBC ("HIF facility"). The HIF facility was disclosed under bank overdrafts in the statement of financial position. Due to the different nature of the CAL&F facility, it is disclosed under short-term interest-bearing liabilities in the statement of financial position. Both facilities form part of the net cash/debt of the business. Westcon APAC also entered into a two-year US$80 million new receivables securitisation facility with Westpac Banking Corporation, replacing Westcon APAC's previous financing facilities in Australia, New Zealand and Singapore. This provides an incremental US$25 million working capital facility at improved interest rates for Westcon APAC, compared to its previous uncommitted facilities. This became effective on 25 September 2020. The Group has performed covenant projections for the next twelve months to confirm that banking covenants are expected to be met. The new financing facilities, as well as the very strong operating cash flow generated during FY21, have significantly improved the Group's liquidity position despite the Covid-19 pandemic. Foreign exchange translation Losses of US$6.4 million (FY20: US$38.2 million) arising on translation to presentation currency are included in total comprehensive loss of US$1.3 million (FY20: US$8.1 million). The majority of these losses arise from the weakening in the Brazilian Real/US$ exchange rate from 4.47 at 29 February 2020 to 5.60 at 28 February 2021. CASH DIVIDEND WITH SCRIP DISTRIBUTION ALTERNATIVE Introduction Notice is hereby given that the Board of Datatec has declared a final distribution for the year ended 28 February 2021, by way of a cash dividend of 100 ZAR cents per Datatec ordinary share ("Cash Dividend") payable to the ordinary shareholders (the "Shareholders"), which will be in proportion to your ordinary shareholding in Datatec at the close of business on the Record Date, being Friday, 16 July 2021. Shareholders will be entitled, in respect of all or part of their shareholding, to elect to receive new, fully paid ordinary Datatec shares in proportion to their ordinary shareholding on the Record Date as an alternative to the cash dividend (the "Scrip Distribution"). The Cash Dividend has been declared and paid out of Datatec's distributable retained profits. A dividend withholding tax of 20% will be applicable in respect of the Cash Dividend to all Shareholders not exempt therefrom after deduction of which, the net Cash Dividend is 80 ZAR cents per share. The new ordinary shares will, pursuant to the Scrip Distribution, not be subject to a dividend withholding tax, and the issue price of the Scrip Distribution (which will equal the volume weighted average price ("VWAP") of Datatec's ordinary shares traded on the JSE for the 30-day trading day period ending on Tuesday, 6 July 2021) will be settled by way of a capitalisation of Datatec's distributable retained profits. The Company's total number of issued ordinary shares as at 25 May 2021 is 201,450,000. Datatec's income tax reference number is 9999/493/71/2. Terms of the Cash Dividend and Scrip Distribution The Shareholders will be entitled to receive the Cash Dividend of 100 ZAR cents per ordinary Datatec share in respect of their shareholding as at the close of trading on the JSE at the close of business on the Record Date, being Friday, 16 July 2021, in proportion to their ordinary shareholding in Datatec and to the extent that such Shareholders have not elected to receive the Scrip Distribution alternative in respect of all or a part of their shareholding. Shareholders will, however, be entitled to elect to receive a Scrip Distribution of new, fully paid Datatec ordinary shares in respect of their shareholding in Datatec as at the Record Date, in respect of all or part of their ordinary shareholding, instead of the Cash Dividend. The number of Scrip Distribution shares to which each of the Shareholders will become entitled pursuant to the Scrip Distribution (subject to their election thereto) will be determined by reference to such Shareholder's ordinary shareholding in Datatec (at the close of business on the Record Date, being Friday, 16 July 2021) in relation to the ratio that 100 ZAR cents bears to the VWAP of a Datatec ordinary share traded on the JSE during the 30-day trading period ending on Tuesday, 6 July 2021, provided that, where the application of this ratio gives rise to a fraction of an ordinary share, the rounding principles will be applied. Where a Shareholder's entitlement to new Datatec ordinary shares calculated in accordance with the above formula gives rise to a fraction of a new ordinary share, such fraction of a new ordinary share will be rounded down to the nearest whole number, resulting in allocations of whole ordinary shares and a cash payment for the fraction. The applicable cash payment will be determined with reference to the VWAP of an ordinary Datatec share traded on the JSE on Wednesday, 14 July 2021, (being the day on which Datatec ordinary shares begin trading "ex' the entitlement to receive the Cash Dividend or the Scrip Distribution alternative), discounted by 10%. Details of the ratio will be announced on the Stock Exchange News Service ("SENS") of the JSE in accordance with the timetable below. Circular and salient dates A circular providing Shareholders with full information on the Cash Dividend or Scrip Distribution alternative, including a Form of Election to elect to receive the Scrip Distribution alternative will be distributed to Shareholders on or about Thursday, 3 June 2021. The salient dates of events thereafter are as follows: EVENT 2021 Audited financial results of Datatec for the year ended 28 February 2021 and declaration of Cash Dividend with Scrip Dividend Alternative announced on SENS on Tuesday, 25 May Audited financial results of Datatec for the year ended 28 February 2021 and declaration of Cash Dividend with Scrip Dividend Alternative published in the South African press on Wednesday, 26 May Distribution of Circular announced on SENS on Thursday, 3 June Circular and Form of Election distributed on Thursday, 3 June Distribution of Circular announcement published in the South African press on Friday, 4 June Announcement released on SENS in respect of the ratio applicable to the Scrip Distribution alternative, based on the 30-day VWAP ending on Monday, 5 July 2021, by 11h00 on Tuesday, 6 July Announcement published in the South African press of the ratio applicable to the Scrip Distribution alternative, based on the 30-day VWAP ending on Monday, 5 July 2021 on Wednesday, 7 July Last day to trade in order to be eligible for the Cash Dividend and the Scrip Distribution alternative Tuesday, 13 July Ordinary shares trade "ex" the Cash Dividend and the Scrip Distribution on Wednesday, 14 July Listing and trading of maximum possible number of Datatec ordinary shares on the JSE in terms of the Scrip Distribution alternative from the commencement of business on Wednesday, 14 July Announcement released on SENS in respect of the cash payment applicable to fractional entitlements, based on the VWAP of a Datatec ordinary share traded on the JSE on Wednesday, 14 July 2021, discounted by 10%, by 11h00 on Thursday, 15 July Last day to elect to receive the Scrip Distribution alternative instead of the Cash Dividend, Forms of Election to reach the Transfer Secretaries by 12h00 on Friday, 16 July Record Date in respect of the Cash Dividend and the Scrip Distribution alternative Friday, 16 July Cash Dividend payments made, CSDP/broker accounts credited/updated on Monday, 19 July Announcement relating to the results of the Cash Dividend and the Scrip Distribution alternative released on SENS on Monday, 19 July Announcement relating to the results of the Cash Dividend and the Scrip Distribution alternative published in the South African press on Tuesday, 20 July JSE listing of Datatec ordinary Shares in respect of the Scrip Distribution alternative adjusted to reflect the actual number of ordinary shares issued in terms of the Scrip Distribution alternative at the commencement of business on or about Tuesday, 20 July All times provided are South African local times. The above dates and times are subject to change. Any material change will be announced on SENS. Share certificates may not be dematerialised or rematerialised between Wednesday, 14 July 2021 and Friday, 16 July 2021, both days inclusive. If Datatec maintains a certificated register, then the register will be closed from Wednesday, 14 July 2021 and Friday, 16 July 2021, both days inclusive. DISCLAIMER This announcement may contain statements regarding the future financial performance of the Group which may be considered to be forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty, and although the Group has taken reasonable care to ensure the accuracy of the information presented, no assurance can be given that such expectations will prove to have been correct. The Group has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements and there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. It is important to note, that: (i) unless otherwise indicated, forward-looking statements indicate the Group's expectations and have not been reviewed or reported on by the Group's external auditors; (ii) actual results may differ materially from the Group's expectations if known and unknown risks or uncertainties affect its business, or if estimates or assumptions prove inaccurate; (iii) the Group cannot guarantee that any forward-looking statement will materialise and, accordingly, readers are cautioned not to place undue reliance on these forward-looking statements; and (iv) the Group disclaims any intention and assumes no obligation to update or revise any forward-looking statement even if new information becomes available, as a result of future events or for any other reason, other than as required by the JSE Limited Listings Requirements. On behalf of the Board SJ Davidson Chairman JP Montanana Chief Executive Officer IP Dittrich Chief Financial Officer 25 May 2021 DIRECTORS #SJ Davidson (Chairman), #JP Montanana (CEO), IP Dittrich (CFO), M Makanjee, *JF McCartney, #CRK Medlock, MJN Njeke, *E Singh-Bushell *American #British Short form announcement The contents of this short form announcement are the responsibility of the Board of Directors of the Company ("the Board"). Shareholders are advised that this short form announcement represents a summary of the information contained in the full announcement (which has been independently audited by the Group's auditors, PricewaterhouseCoopers Inc.), published on SENS via the JSE link and on Datatec's website http://www.datatec.com/investors-results-presentations.php on 25 May 2021, and does not contain full or complete details of the financial results. While the short form announcement itself is not audited but extracted from audited results, the full set of audited consolidated financial statements and unmodified audit opinion with the key audit matters from PwC is available for inspection at the registered offices of the Company and at https://www.datatec-reports.co.za/annual-2021/pdf/afs-2021.pdf Any investment decisions by investors and/or shareholders should be based on consideration of the full announcement as a whole and shareholders are encouraged to review the full announcement, which is available as set out above. The full announcement is also available for inspection at the registered office of the Company at no charge during normal business hours from 25 May 2021 to 25 June 2021 and at the offices of Datatec's sponsor, Rand Merchant Bank (a division of FirstRand Bank Limited). Copies of the full announcement may be requested from firstname.lastname@example.org. The JSE link is as follows: https://senspdf.jse.co.za/documents/2021/JSE/ISSE/DTC/FY21.pdf * Excluding impairments of goodwill and intangible assets, profit or loss on sale of investments and assets, amortisation of acquired intangible assets, unrealised foreign exchange movements, acquisition-related adjustments, fair value movements on acquisition-related financial instruments, restructuring costs relating to fundamental reorganisations and the taxation effect on all of the aforementioned. ** Adjusted EBITDA excludes restructuring costs Registered office: Third Floor, Sandown Chambers, Sandown Village Office Park, 81 Maude Street, Sandown Sponsor: Rand Merchant Bank (a division of FirstRand Bank Limited), 1 Merchant Place, Transfer secretaries: Computershare Investor Services (Pty) Ltd Date: 25-05-2021 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.
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