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SUMMARY OF THE AUDITED CONSOLIDATED RESULTS AND FINAL CASH DIVIDEND DECLARATION FOR THE YEAR ENDED 28 FEBRUARY 2026

ADCORP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1974/001804/06
Share code: ADR
ISIN: ZAE000000139
(“Adcorp” or “the Company” or “the Group”)


SUMMARY OF THE AUDITED CONSOLIDATED RESULTS AND FINAL CASH DIVIDEND DECLARATION FOR THE YEAR ENDED 28 FEBRUARY 2026


SALIENT HIGHLIGHTS

  • Revenue decreased by 5.9% to R12,46 billion (2025: R13,24 billion)
  • Gross profit decreased by 5.1% to R1,24 billion (2025: R1,30 billion)
  • Operating profit increased by 3.3% to R177,3 million (2025: R171,6 million)
  • Profit for the year increased by 3.6% to R146,0 million (2025: R140,9 million)
  • Earnings per share increased by 5.3% to 141,9 cents per share (2025: 134,7 cents per share)
  • Headline earnings per share increased by 13.0% to 153,0 cents per share (2025: 135,4 cents per share)
  • Net unrestricted cash position of R342,1 million (2025: R442,1 million)
  • Final gross dividend declared of 46.91759 cents per share (2025: 50,01817 cents per share)
  • Total gross dividend declared of 71.69440 cents per share (2025: 63.41817 cents per share)
  • B-BBEE level 1 rating in South Africa maintained

PERFORMANCE OVERVIEW
The 2026 financial year marked an important transition point for Adcorp. The Group operated in an environment characterised by subdued economic activity, geopolitical tensions, and elevated uncertainty arising from broader global macroeconomic developments. These conditions contributed to cautious client demand, ongoing cost pressure and uneven trading conditions across several of our markets. Against this backdrop, the Group remained focused on disciplined execution, operational efficiency and protecting the quality of earnings rather than pursuing revenue growth at any cost.

This year also marked the conclusion of the Brandshift Adcorp phase of the Group’s strategic journey. Over the past five years, the focus of Brandshift Adcorp has been to stabilise the business, strengthen the balance sheet, improve cash generation, and restore sustainable profitability. That strategy has now substantially achieved its objectives. Adcorp today is a materially stronger, more focused and operationally disciplined business than it was at the start of that process, providing a stable platform for the Group’s next phase of development.

During the year, the Group formally transitioned to its next strategic phase under Adcorp Horizon. Our Horizon strategy reflects a deliberate shift from recovery and stabilisation towards disciplined long-term growth, portfolio quality and scalability. The strategy moves Adcorp toward being a technology-enabled workforce solutions business, with a greater focus on operational workforce outsourcing, selective international growth and continued optimisation of the Group’s operating model. Management continued to invest in improving operational efficiencies, strengthening our commercial capability, and entering new sectors and services, while maintaining disciplined capital allocation and financial prudence across the business.

FINANCIAL OVERVIEW
The Group delivered a solid financial performance for the year ended 28 February 2026 against a challenging macroeconomic backdrop and subdued levels of economic activity across several of its operating markets. While revenue declined by 5.9% from R13,24 billion to R12.46 billion, the decline was more moderate at 4.1% on a constant-currency basis. The Group maintained a continued focus on margin quality, operational efficiency and liquidity preservation, supporting continued profitability growth and a strong financial position.

Gross profit decreased by 5.1% to R1,24 billion (2025: R1,30 billion), with the decline limited to 3.5% on a constant-currency basis. Gross margin improved to 9.9% (2025: 9.8%), reflecting the Group’s continued focus on higher-quality revenue streams, pricing discipline and active management of client and service mix.

Operating expenses reduced by 7.3% to R1,07 billion (2025: R1,15 billion), reflecting the benefits of ongoing cost optimisation initiatives, operational efficiencies and prudent expenditure management across the Group. As a result, operating profit increased by 3.3% to R177,3 million (2025: R171,6 million), despite lower revenue levels during the year. Operating profit for the year includes a R15,8 million impairment on right-of-use assets relating to the subletting of a portion of its head office space at rates below the original lease cost. Profit before taxation improved by 10.5% to R151,8 million (2025: R137,3 million), supported by lower net finance costs. Profit for the year increased to R146,0 million (2025: R140,9 million), representing growth of 3.6% year-on-year.

The Group recorded an effective tax charge of R5,8 million for the year compared to a tax credit of R3,6 million in the prior year. The current-year effective tax rate of 3.8% is influenced by the reversal of deferred tax liabilities, utilisation of assessed losses and tax incentives relating to employment tax incentives.

Liquidity, cash flow and financial position
Cash generated from operations before working capital movements increased by 7.5% to R292,9 million (2025: R272,5 million), reflecting continued focus on operational efficiency and cash management. Working capital movements during the year were impacted by reductions in trade and other payables and the settlement of prior-year provisions, resulting in lower operating cash generation compared to the prior year.

The Group closed the year with cash and cash equivalents of R342,1 million (2025: R442,1 million), excluding restricted cash in Angola of R47,0 million, after dividend distributions of R78,1 million, maintaining a healthy liquidity position.

During the year, the Group successfully renegotiated and renewed its South African funding facilities, with the revised facilities becoming effective from 1 November 2025, further strengthening liquidity and funding flexibility. In Australia, the Group is at an advanced stage of renegotiating and renewing its existing borrowing-base facility, which is due to expire in June 2026. Management remains confident of concluding the renewal process successfully while continuing to maintain balance-sheet strength and financial flexibility within the current operating environment.

DIVIDEND DECLARATION
Shareholders are hereby advised that the board of directors (“the Board”) of Adcorp has approved and declared a final gross dividend of 46.91759 cents per ordinary share (2025: final gross dividend of 50,01817 cents per ordinary share) from income reserves, for the year ended 28 February 2026.

The dividend is subject to a South African dividend withholding tax rate of 20%, resulting in a net final dividend of 37.53407 cents per ordinary share (2025: net final dividend of 40,01453 cents per ordinary share), unless the shareholder is exempt from paying dividend tax or is entitled to a reduced rate of dividend tax in terms of an applicable double-taxation agreement.

As at the date of this announcement, the Company has 109 880 974 ordinary shares in issue.

The Company’s income tax reference number is 9233680710.

Salient dates and times
Shareholders are hereby advised of the following salient dates and times for the payment of the dividend:

Publication of declaration data and finalisation information Thursday, 28 May 2026
Last day to trade cum dividend Tuesday, 11 August 2026
Securities commence trading ex dividend Wednesday, 12 August 2026
Record date for purposes of determining the registered holders of ordinary shares to participate in the dividend at close of business on Friday, 14 August 2026
Payment date Monday, 17 August 2026

Share certificates may not be dematerialised or rematerialised between Wednesday, 12 August 2026 and Friday,14 August 2026, both dates inclusive.

OUTLOOK
While macroeconomic conditions continue to remain uncertain, and trading conditions across several of our markets are expected to remain uneven in the near term, the Group enters FY2027 from a strong operational and financial position. Management is focused on disciplined execution of the Horizon strategy, with continued emphasis on improving the quality of earnings, driving operational efficiency and maintaining balance sheet resilience. The Group will continue to prioritise margin improvement, cash generation, and prudent capital allocation, while selectively investing in opportunities that support scalability, technology enablement, and long-term competitiveness across our workforce solutions platform.

The structural demand drivers underpinning flexible workforce solutions, operational outsourcing and specialised skills are supportive over the medium term. Adcorp believes its diversified service offering, established client relationships and strengthened operating model position the Group well to navigate the environment and respond to changing workforce dynamics. The Group remains committed to creating sustainable long-term value for shareholders while maintaining financial flexibility within a cautious operating environment.

SHORT-FORM ANNOUNCEMENT
This short-form announcement is the responsibility of the directors and is only an extract of the information contained in the audited consolidated annual financial statements of the Group for the year ended 28 February 2026 (“Annual Financial Statements”) and does not contain full or complete details. The Annual Financial Statements are available on the JSE cloudlink at  https://senspdf.jse.co.za/documents/2026/jse/isse/ADR/YE2026.pdf and on the Company’s website at https://www.adcorpgroup.com/wp-content/uploads/2026/05/Consolidated-annual-financial-statements-AHL-28052026.pdf

Any investment decision should be based on the contents of the Annual Financial Statements available on the JSE’s cloudlink and the Group’s website, as a whole, as the information in this announcement does not provide all of the details.

The Annual Financial Statements, from which the information contained in this short-form announcement was extracted, have been audited by the Company’s auditors, KPMG Inc., who expressed an unmodified audit opinion on the Annual Financial Statements in their report dated 28 May 2026. The report also includes communication of key audit matters. Key audit matters are those matters that, in their professional judgement, were of most significance in their audit of the Annual Financial Statements. The full audit report along with the Annual Financial Statements are available for viewing on the Group’s website.

On behalf of the Board

GT Serobe                              Dr J Wentzel                                       N Prendergast
Chairman                           Chief Executive Officer                       Chief Financial Officer

28 May 2026

Directors

Executive
Dr J Wentzel (Chief Executive Officer)
N Prendergast (Chief Financial Officer)

Non-executive
GT Serobe (Chairman)
C Smith

Independent non-executive
M Lubega
Dr P Mnganga (Lead Independent)
T Mokgabudi
R Radley (appointed effective 2 June 2025)
H Singh
R van Dijk

Sponsor
Valeo Capital Proprietary Limited, Unit G02, Skyfall Building, De Beers Ave, Paardevlei, 7130

Registered office
Adcorp Holdings Limited, Adcorp Place, 102 Western Service Road, Gallo Manor Ext 6

Chief Governance Officer and Group Secretary
Charissa de Jager, Adcorp Place, 102 Western Service Road, Gallo Manor Ext 6

Transfer secretaries
CTSE Registry Services (Pty) Ltd, 5th Floor, Block B, The Woodstock Exchange Building, 66-68 Albert Road, Woodstock, Cape Town South Africa, 7915

External auditors
KPMG Inc., 58 Empire Road, Parktown, Johannesburg, 2193

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