Wrap Text
Unaudited Condensed Consolidated Results for the six months ended 31 August 2025 and Cash Dividend Declaration
ISA Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 1998/009608/06)
Share code: ISA
ISIN: ZAE000067344
("ISA" or "the Company")
RESULTS ANNOUNCEMENT: UNAUDITED CONDENSED CONSOLIDATED RESULTS FOR THE SIX
MONTHS ENDED 31 AUGUST 2025 AND CASH DIVIDEND DECLARATION
Unaudited Unaudited Audited
six months six months year
ended ended ended
31 Aug 25 31 Aug 24 28 Feb 25
Change R'000 R'000 R'000
Highlights from Statement
of Comprehensive Income
Turnover 52% 68,804 45,118 117,721
Profit before
other income and expenses 20% 29,883 24,854 56,090
Profit after tax 11% 14,644 13,199 26,053
Earnings per share (cents) 11% 9.4 8.5 16.7
Highlights from Statement of
Financial Position
Total assets 20% 98,941 82,553 99,187
Cash and cash equivalents 17% 26,279 22,453 37,630
Equity 3% 60,223 58,648 71,630
Total liabilities 62% 38,718 23,905 27,557
Dividends and distribution
Ordinary dividend per share
declared for the period (cents) 100% 9.4 - 16.7
Ordinary dividend per share
paid during the period (cents) 49% 16.7 11.2 11.2
Net asset value per share
at end of period (cents) 3% 38.6 37.6 45.8
Headline earnings per
share (cents)* 11% 9.4 8.5 16.7
Diluted headline earnings per
share (cents)* 11% 9.4 8.5 16.7
* There have been no reconciling items that would result in a change to the
Headline earnings per share and the Diluted headline earnings per share.
Operational Review
I am pleased to present our results for the six months ended 31 August 2025
("the current reporting period"), which continue to be underpinned by a high
proportion of recurring revenue, a robust balance sheet and strong cash
flows. Despite the challenging trading conditions in which we operate,
overall performance remains satisfactory.
Turnover increased by a pleasing 52% during the current reporting period to
R68.8 million, compared to R45.1 million in the previous corresponding
reporting period ("the prior reporting period") and continues to include a
healthy mix of third-party products, subscriptions and our Managed Security
Service offerings, which is underpinned by MSS Pulse, our internally
developed security infrastructure monitoring and reporting platform. This
growth in turnover is largely attributed to the recognition of a few sizeable
lower-margin projects completed during the current reporting period.
Profit before other income and expenses increased by 20% during the current
reporting period to R29.9 million, representing a gross margin of 43%
compared to a gross margin of 55% in the prior reporting period. This
reduction in gross margin is more reflective of the lower-margin projects
referred to previously and is less indicative of the broader margin erosion
often seen in our industry over time. Operating expenditure increased by a
modest 7% to R16.6 million compared to R15.5 million in the prior reporting
period.
Our share of profits from our equity-accounted investment ("DataProof")
unfortunately decreased by 31% to R3.8 million from R5.5 million in the prior
reporting period. This decrease is concerning and their management team have
already implemented initiatives to broaden their portfolio and geographic
reach in order to regain the positive momentum that they experienced over the
last few years.
Total comprehensive income attributable to equity shareholders for the
current reporting period increased to R14.6 million from R13.2 million in the
prior reporting period, representing an 11% increase in headline and earnings
per share to 9.4 cents, from 8.5 cents in the prior reporting period. Of
interest, if DataProof's share of profits from both the current and prior
reporting period results were to be excluded, total comprehensive income
attributable to equity shareholders for the current reporting period would
have increased by a pleasing 41%.
Trade and other receivables increased by 33% to R18.7 million from R14
million, and trade and other payables increased by 65% to R37.1 million from
R22.5 million in the prior reporting period. Management is not overly
concerned with these changes, as they are largely a factor of deal and
supplier settlement timing and product mix structuring, as opposed to any
fundamental change in cash management practices of the business.
Cash and cash equivalents increased by 17% to R26.3 million in the current
reporting period, from R22.5 million in the prior reporting period, this
after the final dividend of R26.1 million that was paid to shareholders
during the current reporting period. DataProof continues to accumulate their
cash while considering several capital allocation options available to them
at this time, and as such has not declared an interim dividend to ISA, which
would have further bolstered our cash position.
Dividend Declaration
I am pleased to announce that the board of directors of ISA ('the board") has
declared an interim dividend to shareholders for the six months ended 31
August 2025 of 9.4 cents per share, which will be subject to the dividend tax
legislation.
The salient dates will be as follows:
Declaration date Friday, 7 November 2025
Last day to trade Tuesday, 2 December 2025
Shares trade ex-dividend Wednesday, 3 December 2025
Record date Friday, 5 December 2025
Payment date Monday, 8 December 2025
Share certificates may not be dematerialised or rematerialised between
Wednesday, 3 December 2025 and Friday, 5 December 2025, both days inclusive.
In terms of the dividend tax legislation, effective 1 April 2012, the
following additional information is disclosed:
- This is a dividend as defined in the Income Tax Act, 1962, and is payable
from income reserves.
- The South African dividend tax ("DT") rate is 20%.
- The DT to be withheld by the Company in respect of the ordinary dividend
amounts to 1.88 cents per share.
- The net ordinary dividend payable to shareholders who are not exempt from
DT is therefore 7.52 cents per share, while a gross ordinary dividend
of 9.4 cents per share is payable to those shareholders who are exempt
from DT.
- The issued share capital of the Company at the declaration date comprises
170 592 593 ordinary shares.
- The Company's income tax reference number is 9340/150/71/4.
RESULTS ANNOUNCEMENT
This results announcement is the responsibility of the directors of the
Company. This results announcement does not include full or complete details
of the unaudited condensed consolidated results for the six months ended
31 August 2025 ("Results") released on SENS on 7 November 2025. The Results,
as published on SENS, can be found on the Company's website at:
https://www.isa.co.za/annualreports/unaudited condensed consolidated results
for the six months ended 31 August 2025.pdf and on the JSE's cloudlink at:
https://senspdf.jse.co.za/documents/2025/jse/isse/isa/interim25.pdf
Any investment decisions by investors or shareholders should be based on the
consideration of the Results as a whole. None of the information in this
announcement has been reviewed or reported on by the Company's auditors.
CHANGES TO THE BOARD
The board notified shareholders of its appointment of Elia Tsouros as an
independent non-executive director effective 28 October 2025, as announced on
SENS on the same day.
SUBSEQUENT EVENTS
As set out in the announcement released on SENS on 3 November 2025, ISA has
received a non-binding expression of interest ("Non-Binding Expression of
Interest") in respect of a possible transaction which, if successful, would
result in the offeror acquiring a controlling shareholding in ISA by way of a
scheme of arrangement in terms of section 114 of the Companies Act, 2008 (Act
71 of 2008), as amended, and the subsequent delisting of the Company from the
JSE. The Non-Binding Expression of Interest, which contains terms and
conditions customary for a transaction of this nature, does not constitute an
offer or a firm intention to make an offer as contemplated by section 101 of
the Companies Regulations. It is possible that no offer may result from the
process.
Shareholders have been advised to exercise caution when dealing in the
Company's securities until a further announcement is made.
SPECIAL THANKS
On behalf of the board, I would like to take this opportunity to thank the
ISA team for their continued dedication and hard work. My appreciation is
also extended to my colleagues on the board for their wise counsel and
valuable input, as well as to all stakeholders, customers and vendors for
their support.
For and on behalf of the board,
Clifford Katz
Chief Executive Officer
Johannesburg
7 November 2025
Directors: CS Katz (Chief Executive Officer), PJG Green (Chief Technical
Officer), P Mogoboya (Financial Director), AJ Naidoo#, E Tsouros*, N
Maphothi*, O Seku*(Chairperson)
# Non-executive
* Independent non-executive
Designated Adviser: Merchantec Capital
www.isaholdings.co.za
Date: 07-11-2025 11:30:00
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