Barloworld Limited (BAW) Earnings Call Transcript & Summary

January 29, 2021

Johannesburg Stock Exchange ZA Industrials shareholder_meeting 39 min

Earnings Call Speaker Segments

Operator

operator
#1

Good day ladies and gentlemen, and welcome to the Barloworld Q1 voluntary trading update. [Operator Instructions] Please note that This call is being recorded. I would now like to turn the conference over to Dominic Sewela, the group CEO. Please go ahead, sir.

Dominic Sewela

executive
#2

Thank you. Good afternoon everybody. I hope most of you have had an opportunity to read the trading update. Just by way of introduction, on the call, I have Nopasika Lila, the FD, with me. I also have Nwabisa Piki. Most of you might have met her, but some of you may not know her. She has just replaced Zanele, who is our Investor Relations Executive. I also have Quinton McGeer. It is important that if there are questions particularly on the trading update relating to Mongolia, we could cover that. And I also have Chris on the line just to walk us through if there’s a need just to talk about the current sale of the Motor Retail business. And I have Garth Macpherson on the line of Ingrain. We've had 2 months of trading with Ingrain, and I think we've also included that in the update. I think it's important just to say, obviously, year-end to September, we've had a lot of exceptional items. We've also had a lot of expenses due to Section 189 arbitrations. So it was very pleasing to actually release this update to our trading. Obviously, logistics, we still have challenges in that particular area. But I guess I'll open up to questions to allow us -- to allow you guys who have read the update to ask specific questions.

Operator

operator
#3

[Operator Instructions] Our first question is from James Twyman of Prescient Securities.

James Twyman

analyst
#4

Yes, I've got 2 questions, and thank you very much for this update. It's extremely helpful. The first question on Mongolia. That's obviously performing, but can you give us some idea of what we're comparing it with, so what the profits and sales were in the previous year? So we know what -- whether this improvement, what this improvement is compared with. And then secondly, on your rental fleet, could you give us some idea about what the size of that business is now compared with pre-COVID?

Dominic Sewela

executive
#5

Okay. Chris, I'll ask you to just answer Mongolia, and then I'll answer the rental question.

Christopher Whitaker

executive
#6

Thank you, Dominic. Good afternoon to everyone. Yes, the first quarter in Mongolia, it's tracking definitely better, firstly, than expectations. We bought the business in a very difficult time when the country was basically in a hard lockdown. And just as we acquired the business, the country came out of lockdown. And we had sort of a normal trading during the first quarter, except maybe for the last part of December when the country went into a hard lockdown again. But despite all of that, it was a very pleasing first quarter, a strong prime product sales, good aftermarket sales. And comparing to prior years, we don't have the breakdown by quarter as we didn't have that information. We just received information from -- on an annual basis. But taking into account the environment in which we operate, we are very, very happy in terms of the first quarter's results. And with a lot of activity currently in Mongolia, the challenges between Australia and China from a coal perspective also impacting the Mongolian coal sector positively. And I think linked to that as well is the fact that Mongolia has embarked on putting a rail infrastructure in place. They just secured quite a big $57 million locomotive, which will also assist the Mongolian coal sector because, currently, coal is transported via the route. And when that rail infrastructure is in place, that will increase export capability, which will then also be positive for the economy and our business in totality.

Dominic Sewela

executive
#7

Okay. Thanks, Chris. And I think in terms of the rental business, last year, around this time, pre-COVID, we're sitting close to about 27,000 vehicles. We're currently sitting in the range of about 13,000 to 14,000 vehicles.

Operator

operator
#8

Our next question is from Howard van der Merwe of SCM.

Howard van der Merwe

analyst
#9

On the sale of your automotive business to the JV partner, are you limited to tell us what your plans are with the proceeds?

Dominic Sewela

executive
#10

I mean, not that I can say. But I think it's important to realize that first thing is to prioritize returning back the money to the shareholders. Given the fact that if you look at our balance sheet, even with the starch business, we are still sitting very comfortable. So my view is that the priority would be looking at the Board to authorize us restating the dividend because 2020 has been a difficult year for everybody, including the shareholders.

Howard van der Merwe

analyst
#11

And if I could just ask one more question. You did cover it in the update with regard to the purchase of starch, and it sounds like the business is doing well. But currently, based on this new lockdown, how are you seeing that business being affected by the alcohol restrictions currently in place?

Dominic Sewela

executive
#12

Okay. Thanks. I'm going to ask Garth to respond to that. Garth?

Garth Macpherson

attendee
#13

Thanks, Dominic. Yes, I think, obviously, I mean, there has been a ban on the sale of alcoholic beverages during the period. But unlike the very first lockdown that we had in April, May 2020, what has been allowed to continue at this point in time is for the movement of -- the brewing of alcohol and the movement of stock between DCs. So we have seen a decline in terms of normal levels of activity. But at this point in time, it's not down to the levels that we saw last year. And we await, obviously, the announcements going forward from this particular sector. The other thing just to say, well, is that what -- when we went into this current lockdown, stocks across all the major brewers and everything were at very low levels. And they've also taken this opportunity to read all their stocks within the system, and we expect to see a very similar offtake that we saw coming out of lockdown 2 in August and September, where we've seen very strong recovery in demand.

Operator

operator
#14

Our next question is from Nomandla Duma of Allan Gray.

Nomandla Duma

analyst
#15

I just wanted to ask as it relate to the sale of the automotive business. From your numbers, what multiples did you guys -- earnings multiples that you guys pay for the business? And then the other question that I have is that, is the long-term intention to exit the automotive business altogether?

Dominic Sewela

executive
#16

Yes. Thank you. Chris, do you want to respond to the Motor Retail sale?

Christopher Whitaker

executive
#17

Thank you, Dominic. Good afternoon, everyone. I think just to answer the question, in terms of Motor Retail, we had a very difficult 2020. But I think going backwards, you would have realized that Motor Retail or Motor Trading would have historically reported about ZAR 500 million of operating profit historically. I think just in terms of that ZAR 500 million operating, I just want to bring to your attention that about ZAR 300 million of that ZAR 500 million represented the Motor Retail business that we're selling today. The other ZAR 125 million of that number represented the 11 months of trading of NMI that was included while it was a subsidiary in the group. And then the balance, also, just over ZAR 100 million, was made up of the contribution from our used vehicle and disposal business, which includes SMD, which sells the insurance vehicles on behalf of insurers and others that have been in motor vehicle accidents, et cetera. So the subject of this transaction is only in the Motor Retail business that is going. And in the 2020 numbers, we reported an operating loss of ZAR 12 million in the segment. ZAR 66 million was the loss in Motor Retail and about ZAR 54 million of that was the profit that was generated out of SMD and the other used vehicle trading platform that we have. So I'm giving you that context within the structure of how we look at the multiple going forward. The resultant multiple that we've worked out on the basis of a normalized -- a return to normalized trading environment with volumes recovering, et cetera, would represent a PE of roughly 10 to 12x on a forward look, and that obviously is taking into account the impact of the restructuring that we've taken and then a return to more normal levels in that business over the next year or 2 years. But in terms of how we calculated the price, we very much used the industry norms, which is a net asset value type valuation on the inventories, working capital and underlying plant and equipment in the dealership, thus a profitability premium to arrive at the ZAR 400 million premium for the business. Dominic, do you want to take the question on the longer-term intentions on Motor?

Dominic Sewela

executive
#18

Yes. Thanks, Chris. I think it's important to understand that Barloworld has got a multitude of OEMs in that motor space. So if we were to do an outright sale immediately, it was just to complicate our lives. I mean it'd probably take forever to do the transactions. Given the fact that most of them are aware of our partner being -- the NMI, our partners, being the Akoo family over this last 17 years, it's more palatable for OEMs to be able to agree to this transaction. And obviously, it makes it easy then to do the second transaction thereafter. What I said is that our view is to exit automotive and logistics entirely over the next 3 years or so. And largely, it's because of the current condition that we're finding ourselves at. If you were to put a sales process for rent a car and leasing, I don't think that will be accretive to shareholders. And we do take into account that logistics is not going to be an easy sale, but that's -- and the process is ongoing. And yes, that would answer your question, I hope.

Operator

operator
#19

Our next question is from Roy Campbell of RMB Morgan Stanley.

Roy Campbell

analyst
#20

A few questions from my side. Maybe just for Quinton on the Eurasia area, where we're just talking about Mongolia and the base. In the note, that's -- what I think it says is that Mongolia is up well above comparative -- the comparative period. Maybe you can just talk through Russia in that case just on a like-for-like basis, if you can just strip out Mongolia and just discuss what Russia is and maybe the impact of the slowdown in the aftermarket. And then second question is related to the operations. Just in the Bartrac JV, is the performance to date, is that lower than what you were expecting? And so is it likely that this kind of market continues, and so your expectations of a recovery this year has maybe changed? Now I've got another question, if you don't mind, but I'll leave it there for now.

Dominic Sewela

executive
#21

Okay. Let me start with the DRC, and then I'll get Quinton to answer your first question. You are correct. I think in terms of expectations, is that as of this quarter, we are still in a loss-making situation. And our view is that we will have to actually take out costs in terms of people, close to about 20% of the employees. We have about 500 more people. So we'll take about 100-odd people by end of March, and we expect those costs to come through between now and March. So come to March, we still think there will be improvement. And I think we'll begin to see the improvement in the tail end of the calendar year, not so much so our year end. That's when we think the loss will be less. Lastly, it's because our [indiscernible] is still under care and maintenance. And you also have -- now actively picking up with TFM. But what's currently carrying that is KCC. And our view is that it is lower than what we thought initially initiative. So Quinton, do you want to talk about VT?

Quinton McGeer

executive
#22

Thank you, Dominic. Yes, from a Russian perspective, the first quarter has been very, very similar to the prior year in comparison from a revenue perspective, very close to the prior year. And then from a bottom line perspective, after tax, slightly better than prior year. So with the slowdown in aftermarket, prime product sales has picked up. And that cushioned the revenue number. So with that as well, the firm order book has grown as well from September quite substantially, where we sit today. So despite the slowdown in aftermarket, where it was driven by a little bit of the coal market that was depressed as well as the impact of COVID, where there was a slowdown and companies did [indiscernible] a little bit on these practices, the overall results satisfactory in line with the prior year and linked to that positive growth on the term order book.

Roy Campbell

analyst
#23

Thanks, Quinton. And so just to -- you mentioned the rate of restructure and the $57 million. So well, the $57 million you referred to, was that order intake? Or is that spend from Mongolian's perspective?

Quinton McGeer

executive
#24

So yes, that's not a deal that we did. It's a deal that we were involved that we facilitated and was acting as an agent for the transaction. So it's not revenue that will be reflected in our books. But I think the positive part of it, it's a deal, locomotives from Caterpillar with Caterpillar engines. And we acted as an agent because that's not part of our product line, locomotives. And then the overall positive impact on the country, and I think that's quite important for us.

Roy Campbell

analyst
#25

Okay. Good. Right. And then just maybe for Chris, just 2 questions on the disposal of automotive. If you can just talk through some of the economics of the deal. So is there any recourse on Barloworld on the debt that will be raised within the JV? That's one question. And then, obviously, the dealerships that you'd be selling into the JV would form part of the kind of the propco, opco deal that was structured recently. Do those properties go -- get sold with the operating companies? Or if you can just -- maybe just give us a bit of economics behind that.

Christopher Whitaker

executive
#26

Thanks for the question, Roy. I think let's first have a look at the issue on the importance of the deal. I think we've seen that we've got capacity on NMI's balance sheet to introduce some leverage against their property portfolio. So we'll be utilizing that to fund just sort of the proceeds of the transaction. Currently, Barloworld does have quite substantial guarantees out to the financial providers of the floor plan facilities, which have been netted off in that -- in the number that we've shown as the tangible net asset value. So at 30 September, that number was just over ZAR 1.1 billion with the floor plan funding that moves across with the working capital in this transaction. So in terms of that, we're aiming to negotiate with the funds, and we're currently in those discussions to obviously transfer the floor plan to NMI. And in terms of our shareholders' agreement, we do have, let's call it, a proportional -- a provision for proportional guarantees, should the Board of NMI deem them necessary. So I think our first priority here would be to obtain 100% release of all guarantees in respect of the facilities that do move across, and probably our fallback position would be to guarantee 50%. So in a worst-case scenario, we would release 50% of the guarantees that we currently have in place against those floor plan facilities. And then turning our attention to the transaction. What is negotiated at this point, Roy, is to feed and assign all leases, so both the internal ones with Khula Sizwe and the property restructure that we did as well as the third-party leases. And so those obligations are expected to transfer with their rentals currently intact into the joint venture. So there's been no talk of renegotiation of those leases to different rates or anything. They're part and parcel of the trading of the business and should move across with the business as a whole.

Operator

operator
#27

Our next question is from Ross Krige of JPMorgan.

Ross Krige

analyst
#28

Just 3 questions from me. Firstly, on the underlying profit growth at group level, operating profit growth, I realize there's a lot of moving parts here. But if you can maybe comment if it's fair to conclude that underlying operating profit growth was positive in Q1. Secondly, just on Southern African equipment, if you could just comment on the sequential change in the order book and perhaps some comments into the run rate and aftermarket post Q1. And then finally, just on the logistics business and the planned disposal there, if there's been any progress on that front.

Dominic Sewela

executive
#29

Okay. Thanks, Ross. And just on the first one around profit, you're correct. Yes, profit is not expanding with things like [indiscernible]. Can I ask you, if you can just put it to mute. There is feedback. Thank you. So I think we feel very good, you would see that we are positive on the profit for the first quarter. And when we talk about the order book for the Equipment business, it's at the same level as it was in September, which remains very strong because we delivered between now and the period. As we deliver, we continue to get an order book. And we are seeing a mix change largely because the sales have been strong in the first quarter in favor of sales. And you will see the margins slightly lower in terms of equipment. And lastly, the bulk of the activities is coming out the diamond industry as well as the coal industry in SA and platinum sector. And there are other orders that we're picking up on the construction side and the contract mining activity. But I think mainly it was what I would regard as mining sales led first quarter.

Operator

operator
#30

Our next question is from Shaun Bruyns of Mazi Asset Management.

Shaun Bruyns

analyst
#31

I think it's -- my question's partially been answered by Chris, just in terms of the recourse. But just maybe a further clarification. So if you go to your segmentals, I think the operating assets for the retail business, and it's probably the total business was about ZAR 3 billion and the NAV was, including the goodwill, will get us about, you said about ZAR 950 million. So that's the goodwill of -- I mean, is the rest of it all debt that would transfer across? So if I take your operating capital less your equity, I mean, that difference there, is that third-party debt that transfers across into the JV? I just want to maybe pick up from where you left it with Roy.

Dominic Sewela

executive
#32

Chris, can you take that?

Christopher Whitaker

executive
#33

Shaun, So yes, it's a good question. Shaun, I think in the ZAR 3.6 billion that you're looking at there, there are a couple of other elements in there. There is -- first of all, it's the investment that we hold in NMI-DSM is also accounted for in that line. So that represents about ZAR 650 million worth of investment in that line. And then the other element that sits in there as well is the balance sheet that supports the SMB and DDS business, including their right-of-use assets, which is about ZAR 500 million as well. So the balancing number that you're looking for because the ZAR 1.1 billion is actually netted off against the working capital that sits in that line, but it includes the right-of-use assets, which are about ZAR 1.6 billion in the segmental reporting that goes in. So we've actually stripped the rights-of-use under IFRS 16 out of the tangible net asset value that we've disclosed the sale, but that's the balancing number that gets you to that ZAR 3.6 billion on the segmental reporting as 30 September.

Shaun Bruyns

analyst
#34

Yes. So I mean, Chris, I guess what I was trying to get to is, I mean, there's going to be, just on a consolidated basis, assuming that your recourse drops down to 50% of the floor plan, there's quite a big swing in the aggregate debt at group, I would think.

Christopher Whitaker

executive
#35

Shaun, yes, I think as you look at this, I mean, what we'd expect to see at group level is the release of the floor plan facilities as well as the -- and the right-of-use liability is applicable to this business. So those are going to be the 2 big numbers that are going to move out. And if I take those 2 numbers together, we're looking at somewhere between ZAR 2.5 billion and ZAR 3 billion worth of debt funding that should come off the group's balance sheet, albeit not all shown in -- below the line in debt because some of those floor plans are shown in working capital. But from an overall, let's call it, looking at the debt levels in the business, we should see a big reduction in them as a result of this transaction.

Operator

operator
#36

Our next question is from Paul Steegers of Bank of America.

Paul Steegers

analyst
#37

Just on logistics, given the tough trading conditions and fixed cost base, have you seen any sort of cost savings in the quarter that have at least helped a little bit to offset the weaker trading? I'm just trying to get a sense of where you are relative to your budgets and whether or not you'd still be looking to potentially break even from the logistics business. So any sort of color on revenue, costs and margins and where you are relative to budget, please?

Dominic Sewela

executive
#38

Yes. I think when you look at logistics for the first quarter, basically, we are making a loss on our operating profit levels, and this is largely due to 3 areas: what we call mega transport, which is the business that moves a huge equipment. It also moves some of Igrain's equipment, as well as general freight and total freight services. And I think it speaks to the difficulty we still find ourselves in a COVID environment with freight inbound where we start with clearing and forwarding. We're taking a lot of pressure in that area. And basically with a lot -- availability of trucks available, it's not very competitive to actually keep some of the trucks on them. So we have almost a fleet of that trade business parked and is still carrying on the cost of the drivers and, basically, similarly with mega trades. So currently, we are looking at probably taking even more actions during this quarter over and above what we've done because all the other businesses, except for those 3 areas in logistics, are actually performing better in terms of what we've done, has been good enough, and you're seeing the benefit thereof. And my view is that we will have to take more people out, and it will be mainly drivers in the logistics business. And because if you look at some of the interest that we found, we've found that people are more interested in the piece of the business, not the whole. Some people are interested in looking at what we call the global -- I mean, supply chain. Others are looking at transport. And obviously, when we put out a proper sales process, initially, we're just looking at the bids and we will -- and make sure that the business has been run properly. And I think given our past experience with Section 189 and how robust we run the process, we think we'll be done by the end of March and we will officially put the sales process in place because these were unsolicited bids that we're reviewing.

Paul Steegers

analyst
#39

Maybe just a follow-up question on the Motor Retail automotive sale. Just on your budgets, what you're getting in the proceeds, the discussion we've just had on the floor plan and debt and the movements there and the guarantees. And then also, obviously, we are all forecasting an improvement in operating profit for that segment this year, rightly or wrongly. Do you think this deal, as it stands with you retaining 50% of the business, is going to be earnings accretive or earnings dilutive?

Dominic Sewela

executive
#40

Okay. Thank you. Chris, do you want to comment on that?

Christopher Whitaker

executive
#41

Yes. So I think those are all good points. I think let's start with the business itself. Trading and the actions that we've taken, I think, are certainly supporting the underlying businesses. I think as we go into moving the deal into NMI-DSM and we look at the way that the deal is structured in that we should see earnings accretion at the after tax level from associates out of the business once it settles into NMI, so we're not -- we're certainly not seeing it as being earnings dilutive at the associate level for NMI given what we're seeing in trading in the business right now.

Paul Steegers

analyst
#42

Okay. So sorry, just to be clear, at the Barloworld net income level, but maybe that's what you're saying, you'd expect this still to be accretive to group earnings. Is that correct? Because you just mentioned the associate line, but maybe that's your point.

Christopher Whitaker

executive
#43

Yes. Sorry. So my implication if the associate itself is profitable, we should see those earnings come through in terms of about 50% on the associate line in Barloworld as well, and we're expecting it to be earnings-accretive on that line as well.

Operator

operator
#44

[Operator Instructions] We have a follow-up question from Nomandla Duma of Allan Gray.

Nomandla Duma

analyst
#45

Dominic, just as a question to ask you with your vision. So now that we -- it's kind of looking clear that you're kind of looking to exit the automotive business and you have a strong position, I think, in the equipment business, and now you just bought the starch business, are you looking to kind of find other new opportunities and acquire other businesses that -- in different industries? Or are you trying to -- are you at a stage you're trying to consolidate the business, like exiting the loss-making businesses, the logistics and the difficult trading environment and the automotive business and focusing on stock and equipment going forward? Or are you still looking for other opportunities?

Dominic Sewela

executive
#46

No, Nomandla, I think this is basically it. Once we exit the entirety of the automotive and have updated the time line, if all goes well, the focus will really be consolidating on the Equipment business. I think if you look at organically in this category, there's still scope to grow. I mean, as I've said previously, it's not easy to find other dealerships actually in the areas we operate in. So if there are opportunity for growth on -- to both in Equipment business to increase our services to existing customers, we'll look at those. And similarly, on the starch side, our view is that in terms of the ingredients, we'll look at opportunities to say what else do we do in the food ingredient businesses to bolster our starch business, and that's about it. We won't be looking at any other acquisition.

Operator

operator
#47

We have another follow-up question from Howard van der Merwe of SCM.

Howard van der Merwe

analyst
#48

Just the history of that starch deal is quite public, and it looked like you withdrew from the deal with Tongaat, and you did so for various reasons. Went to arbitration and you lost the arbitration. Were the reasons for not wanting to proceed with the deal, are those reasons forever present? And what are your concerns then and now, now that you kind of were forced to take on that particular asset? And are you happy that you have now been forced to take it over?

Dominic Sewela

executive
#49

Yes. I think the fact that the deal was public, it created a misconception. From the get-go, when we signed an SDA with Tongaat on the deal, that -- because it was a regulated transaction, given the size of the deal to Tongaat. So there are certain things that have to be done in public. So to secure interest in the event of any eventuality, there were certain clauses that we put in there, like the MAC clause that you're referring to. Because on the similar side, we had a similar provision in the Mongolia transaction. What you don't know about Mongolia, we went through the same process, but obviously, that's not a public transaction. And hence, we've had a huge reduction of price on the Mongolian transaction. I think, COVID, to us, did present a challenge, and we felt -- we all knew at the time that this meant that we should have to go through a process. And by the very nature of MAC, when you put that [ district ] in place, the other party disputes that for their reasons because they understand the business, they run business. And all what we went through, it was all provided for in the SDA, including the arbitrator who had to sort of arbitrate in the transaction. And obviously, there's posturing because some of the people have thought I'm trying to angle for a lower price. And certainly, if indeed I was found to be right that the MAC has been triggered, and I would have angled for a lower price. But the fact that it was not forced on me, I mean, it was the fact that when you lose the reason of MAC, you get the business, but what is -- became clear is that, in fact, Tongaat was right. This business is currently defensive, even with the COVID issues, with the alcohol ban. So to that extent, I mean, if you look at the performance of the business in that period and what it's doing currently, it's good that we bought that business so fast. Because sometimes you buy a business, and you find problems underlying. With this one, that MAC provided us an opportunity to test before we even bought the business. So it was not forced upon us, we paid for it and we think the price that we paid [indiscernible].

Operator

operator
#50

It seems to have no further questions on the line. Sir, would you like to make any closing comments?

Dominic Sewela

executive
#51

Thank you very much, ladies and gents who participated on the line. And we hope to see you pretty soon. I think we have an AGM on the 11th. And if there's any other update, it'd probably be likely just closer to around March. But most of you, if you have any other questions, feel free to call Nwabisa or send an e-mail and we will try and answer your questions as quick as we could. Thank you very much. Cheers, everybody.

Operator

operator
#52

Ladies and gentlemen, that concludes this conference. Thank you for joining us. You may now disconnect your lines.

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