Integrated annual report for the year ended 28 February 2017 The Great Wildebeest Migration – Kenya and Tanzania
Over one million wildebeest and several hundred thousand zebra, gazelle and other large mammal species make the world-renowned Serengeti-Mara ecosystem their home. Each year – in the world’s largest remaining mammal migration – the wildebeest move through this ecosystem in a clockwise direction. Their precise movements are influenced by rainfall and grazing but have distinct seasonal associations that revolve around rainy season calving grounds and dry season water availability. In Kenya’s Masai-Mara, the peak time to experience this concentration is from August through to October when the herds congregate along the Mara River and dramatic crossings of thousands of animals can be witnessed in the area around Governors’ Camp.
Masai Mara 1 KENYA
Ikona Loliondo Grumeti Ikorongo
Serengeti TANZANIA 5 National Park 2
4
Ngorongoro 3 Maswa Game Reserve
Makao
Migration movements
1 August to October: at the peak of the dry season, the herds mass on the grasslands adjacent to the Mara and Sand Rivers with dramatic river crossings frequently observed.
2 November: dependent on rainfall and localised grazing, the herds move south into the central Serengeti en route to their calving grounds.
3 December to March: during the long rains, the wildebeest herds calve on the short grass plains in the south of their range centred on Ndutu (90% of births occur in February).
4 April to May: dependent on rainfall and localised grazing, the herds move north into the central Serengeti along the Mbalageti River.
5 June to July: before moving north towards Kenya, the wildebeest herds concentrate along the Grumeti River in the western corridor and adjacent areas. Contents
About Wilderness ifc About this report 2 Wilderness timeline 4 Five-year review 8 At a glance – Who is Wilderness? 10 Our African footprint 12 The Wilderness business 32 Board of Directors 34 Chairman’s letter 36 Chief Executive Officer’s letter Sustainability report 41 Commerce 47 Community 73 Culture 83 Conservation Corporate governance 104 Corporate governance 110 Report of the Audit Committee 111 Report of the Remuneration and Nomination Committee 116 Report of the Social, Ethics and Sustainability Committee 117 GRI content index Annual financial statements 120 Directors’ responsibility and approval of the consolidated and separate financial statements 121 Independent auditor’s report to the shareholders of Wilderness Holdings Limited 124 Directors’ report 126 Consolidated statement of comprehensive income 127 Consolidated statement of financial position 128 Consolidated statement of changes in equity 130 Consolidated statement of cash flows 131 Summary of significant accounting policies 138 Notes to the consolidated annual financial statements 162 Company statement of comprehensive income 162 Company statement of financial position 163 Company statement of changes in equity 163 Company statement of cash flows 164 Notes to the Company annual financial statements 171 Subsidiary and associate companies of Wilderness Holdings Limited 173 Subsidiary and associate companies of Wilderness Safaris Investment and Finance Proprietary Limited 174 Analysis of ordinary shareholders Shareholders’ information 178 Notice of annual general meeting 180 Annexure A: Notice of annual general meeting – under special business 182 Contact information 183 Form of proxy 184 Notes to the form of proxy
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The online appendices referenced in the report can be found here: www.wilderness-holdings.com/integrated-annual-report-2017/ online-appendices-2017.pdf About this report
Scope and boundaries This report covers our financial year A full list of the reporting units falling from 1 March 2016 to 28 February 2017. within the scope of this report is given The scope of this report covers the The financial results reported are those online appendices: Table A. aspects deemed material in the context in the of the Wilderness Holdings Limited of the Group and its stakeholders, The main changes occurring in Group. A full list of the companies based upon the process described comparison to prior years result from the making up this Group is presented on on page 22. We have prepared this in inclusion of the Governors’ Camp group accordance with the Global Reporting pages 171 to 173. of companies, in which the Wilderness Index (GRI) Standards: Core option. Group acquired a 51% stake with effect The financial scope and boundaries However, the GRI indicators are biased from 1 July 2016, and our exit from the of this document have been set in towards manufacturing and extractive management agreement in respect of the accordance with International industries and contain many matters Ongava camps in Namibia, effective Financial Reporting Standards. Full that are not relevant to our operations. 1 October 2015. To summarise, the report details of the accounting policies These have been excluded and a note covers: adopted are given in the annual to that effect has been made in the financial statements. In terms of the • Eight offices in six countries, increased GRI checklist. At the same time, the sustainability aspects reported in because of the inclusion of the Nairobi remaining GRI aspects do not cover this document, we have adopted the office of the Governors’ Camp group of all matters which are relevant to us. In following approach to setting the scope companies; order to capture these missing items, we and boundaries: have reviewed a number of sustainable • Flying operations in four countries, tourism initiatives to identify other • We report the results associated also increased because of the possible issues and included these with operations falling directly inclusion of the Governors’ aviation in our assessment framework. The under our control. This means that business in Kenya; and resulting framework is therefore an camps which we market but do not • 50 camps in seven countries. The most amalgam of the GRI indicators which are manage have been excluded from the material changes from the numbers relevant to our business, plus additional boundaries, whereas those camps reported in the prior year were the indicators from other sources. that we manage but do not own have been included; and result of the following developments: Comments about this report and – Inclusion of the six camps in Kenya sustainability initiatives detailed herein • We have not covered impacts arising and Rwanda owned and operated can be directed to sustainability@ in our supply chain. by the Governors’ Camp group of wilderness-safaris.com. companies;
Mana Pools, Zimbabwe Little Ruckomechi Camp, set amongst the iconic albida trees, looks out over the great Zambezi River
D Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
– Exit from the management
Context and attribution Assurance Sustainability report contract for the four Ongava This report outlines and discusses We have considered the camps in Namibia; and progress across a wide range of recommendation of the King Code of – Our withdrawal from the dimensions, using the 4Cs sustainability Corporate Governance (King III and management and marketing framework which is explained in some now King IV) to seek independent third contract in respect of North Island detail in the body of the report. It is party assurance and decided against in Seychelles. important to note that our degree of this, other than the audit of the financial influence varies across these dimensions statements, because of reservations Where possible and meaningful, we and from location to location, depending regarding the value of such assurance have shown the effects of the changes upon the nature of our tenure and in comparison with the cost of receiving in scope and illustrated trends in contractual engagement, and local this. We will in future consider seeking performance. circumstances. As a consequence of external assurance of non-financial data reported, once it is clear that there is Accuracy, completeness and this, the extent to which we are solely responsible for any advance or regression real value associated with doing so. Corporate governance comparability of data in whichever dimension also varies. For This is the Group’s seventh integrated example, under the Conservation C, our report. The data reported in this degree of influence over biodiversity document is based on our seventh varies greatly and so we take care when year of reporting on sustainability claiming any direct attribution. indicators. There has been a general improvement in the quality of the data Likewise, under the Community C, the and some errors reported in prior years level of our impact on local communities have been detected and corrected. varies according to the size of the area Nonetheless, some of the data continues concerned, the size and proximity of to be based upon broad assumptions the community concerned, the nature and extrapolations and requires further of our involvement, and other factors. refinement (we have noted where this is We have taken care in these situations the case). As time goes by, we expect our to make clear the extent to which any Annual financial statements measurement and reporting activities achievements or failures under these to become more sophisticated and dimensions are a consequence of our therefore more accurate and complete. engagement. Shareholders’ information
Wilderness Holdings Limited 1 Integrated annual report 2017 1997 1996 Expansion into 1993 Opening of first Seychelles 1987 Expansion into Namibia permanent camp in (North Island) Establishment of first and South Africa, Namibia (Damaraland dedicated sales and opening of Rocktail Bay Camp) marketing office in Lodge, South Africa Johannesburg
1991 1995 Acquisition of Sefofane 1999 Air Charters (now known Expansion 1985 Renewal as Wilderness Air) into Zimbabwe of Mombo Opening of first (Nduna Lodge) permanent camps concession and (Xigera and Xaro) in development Botswana of first truly 1990 1994 up-market camp Opening of Mombo Expansion into 1983 Camp, Botswana Malawi (Mvuu Camp) Formation of the Company
Business milestones Sustainability milestones
1993 First community 1998 partnership formed, Torra Conservancy officially registered by the Rocktail Bay Lodge, Namibian government as a result of the successful South Africa business joint venture model developed between the community and Wilderness Safaris in 1996
1999 British Airways Tourism for Tomorrow award for Rocktail Bay Lodge, recognising the positive contribution to the local natural and Wilderness timeline cultural environment When the Company was formed in 1983, we commenced an exciting journey of discovery and learning. On this journey, we 2000 have reached numerous important business and sustainability The Wilderness Wildlife milestones, the most important being illustrated in the figure. Trust established (registered 2002) We are particularly proud of the fact that many of these milestones have become precedents for the industry as a whole, and not just our own organisation.
Over 30 years ago, we fell in love with remote and wild places in Africa. We realised that, unless we acted soon, some of Africa’s – and the world’s – most unique areas would be under threat and lost to future generations. Our dream was to protect these places by enabling people to visit them and to earn a living for ourselves at the same time.
2 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 3 2017 Opening of Bisate Lodge in Rwanda Wilderness Holdings Limited Integrated annual report 2017 Wilderness receives the receives Wilderness Tourism & Travel World Tourism Council 2016 Award Tomorrow for in the Environment category for the pioneering Botswana Rhino Reintroduction Project 2016 2016 Expansion into Rwanda (Bisate and Sabyinyo and Lodges) Silverback Camp (Governors’ Kenya of companies) group 2015 GEMS 80% target achieved round Third of black rhino reintroductions completed, Botswana 2016 Exited from Seychelles management contract 2014 of black Second round rhino reintroductions commences, Botswana 2015 Holdings Wilderness Presidential receives Meritorious of Order Service in “recognition serviceof exceptional to Botswana” 2011 Establishment of Environmental Group Minimum Standards (GEMS), of target 80% compliance 2016 by 2014 Disposal of Malawi investment 2010 Phase-out of bottled water use in Botswana commences 2009 First 100% solar Kalahari camp, Plains Camp 2007 ground First above plant, treatment sewerage Plains Camp Vumbura 2010 listing exchange Stock 2012 Expansion into Republic of Congo (Odzala Camps) (exited 2015) and Kenya Retreat) (Segera 2005 Camp Damaraland Tourism wins the Tomorrow for Award Conservation and in recognition of the promotion leading world’s examples of best in responsible practice tourism First reintroductions of First reintroductions white rhino, Botswana 2001 Children in the Children Wilderness established Commencement of North Ark project Island Noah’s of First reintroductions black rhino, Botswana 2003 Expansion into Zambia (Shumba and Kapinga Camps) 2006 Five-year review
Wilderness makes investments in and manages its businesses for the long run. The business has now been listed for seven years, has been maintaining detailed sustainability data for five of these years, and is thus now able to show long-term trends in data for the most important key performance indicators.
Commerce Revenue up by Occupancy rate EBITDA up 5% 18% to P1 107 million flat at 58% to P209 million
Community Community Total community We have achieved donations show partnership values a 3% reduction in a steady overall have shown steady numbers of non- increase growth across all citizens in our regions since 2013 workforce since 2013
Culture Printing and Introduction of distribution of Cultural Stories to Wilderness Ethics raise awareness Charter
Conservation Conservation Energy Solar systems contribution consumption has are producing increased by 33% reduced by 18% 6 372 kWh per day since 2013 since 2013
4 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 55
2017 2017 2016 2016 WildernessWilderness Holdings Holdings Limited Limited IntegratedIntegrated annual annual report report 2017 2017 Capital expenditure 2015 2015 to P156 million P156 to Cash generated by by Cash generated 15% up operations 2014 2014 63 58 38 101 156 143 537 204 209 2017 1 107 10.75 14.27 19.24 2013 2013 74 38 58 Cash generated by operations 139 135 120 173 199 470 935 2016 31.03 10.42 13.50 75 50
175 150 125 100 975 900 825 750 675 600
200
1 125 1 050 1 200 Pula million Pula Pula million Pula Figure 2: Turnover Figure 4: Cash flow 99 76 30 63 131 109 167 182 444 945 2015 9.08
10.95 Thebe 32.49 5 0 15 10 45 40 35 30 25 20 81 61 48 37 78 151 184 133 375 843 2014 8.56 9.99 2017 2017 2017 16.07 15 73 78 28 33 56 95 109 337 745 7.71 2013 8.37 2016 2016 2016 11.13 HEPS (thebe) 2015 2015 2015 2014 2014 2014 2013 2013 2013 Profit after tax (P million) * Occupancy refers to owned camps only. 0 10 90 80 70 60 50 40 30 20
600 550 500 450 400 350 300
65.0 63.5 62.0 60.5 59.0 57.5 56.0 54.5 53.0
Pula million Pula Pula million Pula Percentage Figure 5: Total equity Figure 3: Profitability Total equity (P million) equity (P Total Capital expenditure (P million) (P Capital expenditure Cash generated by operations operations by Cash generated million) (P HEPS (thebe) Profit after tax (P million) after tax (P Profit Tax rate (%) rate Tax Profit before tax (P million) tax (P before Profit Occupancy rate % (restated)* Occupancy rate million) (P Turnover million) (P Sustainable profit EBITDA million) (P * Occupancy refers to owned camps only. Figure 1: Occupancy rate Commerce review 1: Five-year Table USD:P exchange rate exchange USD:P USD:ZAR rate exchange Community Internal community
Figure 6: Figure 7: Total staff Non-citizens in work force 1 200 2013 60 2013 2014 2014 2015 2015 50 1 000 2016 2016 2017 2017 40 800 30
600 15 Percentage Number of staff 400 10
200 5
0 0 Botswana Kenya Namibia Seychelles South Zambia Zimbabwe Botswana Kenya Namibia Seychelles South Zambia Zimbabwe Africa Africa
External community
Figure 8: Figure 9: Total community partnership value Community donations
18 000 2 600 2013 2013 16 000 2014 2 400 2014 2015 2015 2 200 14 000 2016 2016 2017 2 000 2017 12 000 1 800 10 000 1 000 8 P’000 P’000 750 6
500 4
2 250
0 0 Banoka Damaraland Desert Doro Gomoti; Rocktail Sabyinyo Serra Vumbura Botswana Namibia Rwanda South Zambia Zimbabwe Bush Camp Rhino; Nawas Santawani Camp Silverback Cafema Plains; Africa Camp; Hoanib Little Khwai Skeleton Vumbura * The Zimbabwe figures include amounts raised by Grand Circle Discoverer; Coast Foundation (GCF) with Wilderness and CITW assisting with the Khwai selection, implementation and management of all projects initiated Adventurer with these funds.
6 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 7 2017 2016 2013 2014 2015 2016 2017 2015 Biomes 2014 Target 80% 2013
Wilderness Holdings Limited 0 Integrated annual report 2017
80 60 40 20
100 Percentage Figure 15: Group average GEMS compliance (million ha) 2017 Biodiversity footprint 2016 2015 2014 (P million) ERI overall index Target 0.08% 2013
0 Conservation contribution 0.10
0.08 0.06 0.04 0.02 9 6 3
0 15 12
tonnes CO 2 Figure 14: Carbon emissions per bednight Figure 11: Biodiversity spend and coverage 2017 2016 2013 2014 2015 2016 2017 2015 IUCN Red List 2014 Species conserved Governors’ Camps) Litres per bednight (excl Governors’ Camps) Litres per bednight ( 2013
0
1.5 1.0 4.0 3.5 3.0 2.5 2.0 0.5 Litres per bednight per Litres Figure 13: Bottled water consumption Institution collaborations 2017 2016 2015 2014 supported Wilderness Group Governors’ Collection Research projects 2013
0 0 80 60 40 20
4 000 2 000 8 000
6 000 100
10 000 16 000 14 000
12 000 18 000
tonnes CO 2 Environmental Management Systems Management Environmental Figure 12: Group carbon emissions Figure 10: Biodiversity indicators Conservation Biodiversity At a glance – Who is Wilderness?
Vision To conserve and restore Africa’s wilderness and wildlife by creating life-changing journeys and inspiring positive action.
Marienfluss Conservancy, Namibia Serra Cafema guests explore the dunes on foot
Blueprint Commerce Community
We create life-changing journeys for our guests and clients People are at the heart of our business. We hope to provide and work closely with our government partners, conservation opportunities and growth to inspire our staff and external and community stakeholders and shareholders, to ensure the communities to learn about nature, love and conserve it, ongoing financial success and sustainability of our business. and to realise the importance of ecotourism.
8 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Values Sustainability report Our values provide a moral compass and framework for decision-making and day-to-day operations within our organisation. Corporate governance
Leadership Respect Fun Dedication Annual financial statements We are accountable for We are authentic, We enjoy making a Our commitment to our actions, have the honest and ethical. difference, building the environment, our courage to innovate and relationships and people and our guests is are purpose-driven in changing lives. unwavering. shaping a better Africa.
Culture Conservation Shareholders’ information
We respect and promote our unique Wilderness culture, We aim to maximise the positive impact of our operations on as well as those of our employees and neighbouring rural biodiversity conservation and to build and manage our camps communities. We hope to positively impact a global culture in the most eco-friendly way possible to minimise of respect and care for the environment. any negative impacts.
Wilderness Holdings Limited 9 Integrated annual report 2017 Our African footprint
Total of 34 IUCN Red List species occurring in areas under our influence
Figure 16: Five-year overview of trends in the business
Sale of Exit from Ongava Malawi management business Exit from Congo contracts, management acquisition of contracts Governors’ Camp Collection
Kenya 70 1 200 Rwanda 60 1 000
50 800 Number of beds 40 600 30 400 20 Zambia Number of camps and aircraft 10 200
0 0 2013 2014 2015 2016 2017 Zimbabwe
Beds Camps Aircraft Botswana Namibia Total of 23 117 km2 under our influence South Africa 912 beds in total
50 camps owned and/or managed
39 aircraft owned and/or leased
10 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness IUCN Red List species occurring within our areas of operation The IUCN Red List species shown here only include species listed in the Critically Endangered (CE) and Endangered (E), and some of the Vulnerable (V) categories, for the Group areas of operation. For more information refer to the full table in the online appendices: Table I.
Camps Aircraft Critically Endangered Endangered Vulnerable
Areas under our influence* Beds Facilities IUCN Red List status
2 Loldia House 3 km Governors’ Camp 5 Owned Black Rhino African elephant Sustainability report Masai Mara 113 km2 Collection: 162 beds Hooded vulture Cheetah 1 Owned Ruppell’s vulture Common hippo 1 Leased White-backed vulture Leopard African Wild Dog Lion Governors’ Head Office and Egyptian Vulture Martial eagle Nairobi office Grey crowned crane Secretarybird Lappet-faced vulture Southern-ground hornbill Saker falcon Temminck’s ground pangolin Steppe eagle
Bisate 0.28 km2 Governors’ Camp 2 Owned No documented IUCN Red List Sabyinyo 0.05 km2 Collection: 20 beds species in these areas to date. Wilderness Safaris: (opening FY2018)
Doro !Nawas 4 073 km2 Wilderness Safaris: 9 Owned Black rhino Black-footed cat Corporate governance Kulala 320 km2 186 beds Hooded vulture Cape gannet Marienfluss 3 034 km2 5 Owned White-backed vulture Cheetah Palmwag 4 500 km2 5 Leased Bank cormorant Hartmann’s mountain zebra Torra 3 522 km2 Egyptian vulture Leopard Windhoek Travel Shop and Lappet-faced vulture Lion reservations office Ludwig’s bustard Martial eagle Steppe eagle Secretarybird African elephant Temminck’s ground pangolin
Busanga Plains 280 km2 Wilderness Safaris: 6 Owned White-backed vulture Lion Lufupa 230 km2 88 beds White-headed vulture Martial eagle Mosi-oa-Tunya 68 km2 1 Owned African wild dog Secretarybird Musanza 105 km2 Grey crowned crane Slaty egret Livingstone Travel Shop Lappet-faced vulture Southern-ground hornbill and reservations office Steppe eagle Taita falcon African elephant Temminck’s ground pangolin Cheetah Wattled crane Common hippo Zambia barbet Annual financial statements Leopard
Hwange 526 km2 Wilderness Safaris: 8 Owned Hooded vulture African elephant Ruckomechi 39 km2 124 beds White-backed vulture Cheetah 5 Owned White-headed vulture Common hippo African wild dog Leopard Victoria Falls Travel Shop Cape vulture Lion and reservations office Grey crowned crane Martial eagle Lappet-faced vulture Secretarybird Steppe eagle Southern-ground hornbill Temminck’s ground pangolin
Abu 1 800 km2 Wilderness Safaris: 17 Owned Black rhino Common hippo Chitabe 220 km2 298 beds 2 Managed Hooded vulture Leopard Chobe 200 km2 White-backed vulture Lion CKGR 123 km2 19 Owned White-headed vulture Martial eagle Shareholders’ information Khwai 1 800 km2 2 Leased African wild dog Secretarybird Kwedi 600 km2 Lappet-faced vulture Slaty egret Linyanti 1 210 km2 Maun and Gaborone Travel Steppe eagle Southern-ground hornbill Mombo 150 km2 Shop and reservations African elephant Temminck’s ground pangolin Santawani 60 km2 offices Black-footed cat Wattled crane Xigera 60 km2 Cheetah
Maputaland 80 km2 Wilderness Safaris: 1 Owned Cape gannet Olive Ridley turtle 34 beds Common hippo Samango monkey Johannesburg and Cape Leatherback turtle Secretarybird Town Travel Shop and Loggerhead turtle reservations offices Martial eagle * Excludes offices.
Wilderness Holdings Limited 11 Integrated annual report 2017 The Wilderness business
Wilderness Holdings had its formal employed mostly expatriates and Overview of the business beginnings in Botswana in 1983. Two sourced their supplies in neighbouring Wilderness Holdings Limited is a young overland safari guides had been South Africa. The Wilderness founders Botswana company, listed on the working in the remote, wilderness wanted to change this and accordingly Botswana Stock Exchange with a reaches of the country since 1977 and, registered a Botswana company and secondary inward listing on the JSE by the early 1980s, had decided to strike based themselves in Maun, south of the Limited. The Company acts as the out on their own. Okavango Delta. investment holding vehicle for the Their reasons for taking this plunge In retrospect, this approach was logical business. were: and today forms the cornerstone and central tenet of ecotourism the world The product sold to our guests, through • They wanted somehow to ensure over. But in the early 1980s it was a the travel trade, is vertically integrated that the financial benefits of their ground-breaking philosophy and set and comprises packages incorporating safaris flowed to Botswana and its Wilderness Safaris apart. some or all of the following elements: people and thus help to ensure the • Safari camps, lodges and mobile conservation of the country’s wildlife From these humble beginnings in explorations form the basis of the areas; and Botswana, the business gradually business; • They wanted to offer authentic expanded into the rest of southern safaris with integrity that catered for Africa. Over time, the business has • Guests, staff and camp/lodge people as passionate about nature evolved into a specialist luxury safari supplies are transported to and as they were. operation with 50 different safari camps between the camps using air and and lodges, comprising a total of ground transfers. In order to achieve At the time, most professional safari 912 beds, in seven African countries this, our flying business owns a total outfitters in the photographic side of and hosting nearly 44 000 guests of 31 aircraft and leases a further the industry were not based in Maun, per annum. eight;
Sustainable development goals for 2017
The United Nations 70th General Assembly designated 2017 as the International Year of Sustainable Tourism for Development. This has provided a unique opportunity to raise awareness of the contribution of sustainable tourism to development among public and private sector stakeholders, as well as the public, while mobilising all stakeholders to work together in making tourism a catalyst for positive change. Wilderness has, for more than 30 years, been contributing to this through developing tourism models which promote biodiversity conservation, improve local livelihoods, respect local cultures and contribute positively to local economies. The International Year is aligned with the 2030 Agenda for Sustainable Development and the Sustainable Development Goals (SDGs) and aims to support a change in policies, business practices and consumer behaviour towards a more sustainable tourism sector that can contribute to the SDGs. As outlined in this year’s report in the online appendices: Figure B, Wilderness contributes in many ways to a number of the SDGs and to promoting the development and growth of sustainable tourism in Africa.
Wilderness’ 4Cs and the Company’s tourism model align perfectly with the International Year’s aim to promote tourism’s role in the following five key areas: • Inclusive and sustainable economic growth (Commerce); • Social inclusiveness, employment and poverty reduction (Community); • Resource efficiency, environmental protection and climate change (Conservation); • Cultural values, diversity and heritage (Culture); and • Mutual understanding, peace and security (Culture, Conservation and Community).
www.tourism4development2017.org/about/
12 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 13 Wilderness Holdings Limited Integrated annual report 2017 party aircraft party rd rd 3 3 flying and road flying and transfers accommodation Tour operators Tour Other inputs Satisfied guests Wilderness Wilderness Travel Shops Travel Prospective guests Prospective for an African safari Build a complete itinerary Build a complete itinerary Owned camps Owned aircraft Travel agents Travel Wilderness ground and air operations ground Wilderness Host the guests and deliver the guest experiences Host the guests and deliver Core inputs Core Wilderness businessWilderness model The Wilderness business model is illustrated in very simple form in this diagram. in very business model is illustrated Wilderness The 17: Figure business model Wilderness online appendices: Figure A. online appendices: Figure
We operate significant ground significant ground operate We Town, businesses in Cape transfer and Livingstone; and Falls Victoria are itineraries These integrated a and booked through developed and reservations tour operating out of eight business operating This often offices in six countries. third-party incorporates products for a margin. into the itineraries, • • supported elements are These operating a finance and asset management by segment. in employed A total of 2 580 staff are these businesses. The business is supported by international and local markets, and has original of “selling proposition a value wilderness” to experiences in pure We discerning international travellers. consumers, the to experiences these sell the travel through our guests, largely The channels through our clients. trade, complex made are which these sales are and multifaceted but can be simplified as per The Group has a stable of trading has a stable of trading The Group Safaris is the Wilderness brands. of the Group brand original trading and offers safaris based out of both These are and mobile camps. fixed and travel trade supported the travel by agents specialising in the booking and These lodge of African travel. arranging supported are and camp operations by In our flying business. Air, Wilderness is the brand east Africa, the main trading Camp Collection. Governors’ has Group Wilderness in the Growth by years the over been achieved the same business model into moving significant that enjoyed those regions support our channels to market. from different into the various Our move biotic biomes (i.e. major regional specific by communities characterised and fauna, of which climate, vegetation in seven operates presently Wilderness of the 11 in Africa) was an effort to that complementary experiences ensure the tourism business. by offered are The Wilderness business continued
Value and supply chains The value and supply chains of the business are illustrated in • Other inputs, mainly the efforts of our people (which is why Figure 18 alongside. we state that our people are at the heart of our business). We also buy in various goods and services needed to The diagram shows how prospective guests are converted into operate our camps and flying businesses to the necessary actual guests by our trade partners and introduced into the standards. business. This process is facilitated by our network of offices and Travel Shops, but the main product is delivered through Finally, we also outsource elements of the value chain by our network of safari camps, largely through the use of our using third-party accommodations and flying to complete the own flying (and other transfer) businesses. The main output of itineraries of our guests. the process is hopefully satisfied customers, both the agent network and the guests themselves. This process results in some by-products, mainly waste of three forms: waste water, carbon emissions and solid and Our supply chain is two-dimensional in that it comprises: organic waste. These wastes are the focus of the Environmental • The supply of guests, through the agent network, and their Management Systems under the Conservation dimension of flow through the business; and the 4Cs, detailed in the chapter from page 92.
Wilderness Air, Botswana Toka Leya Camp, Zambia Our lodge and camp operations are supported by our own flying business Our camps are key to creating life-changing journeys
Governors’ Camp, Kenya Guests on game drive viewing cheetah
14 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 15 Wilderness Holdings Limited Integrated annual report 2017 water waste Waste Waste organic Solid and projects Emissions Conservation Waste Economic contributions Camps Rural
Trade Outputs guests Guests partners Prospective Prospective development Offices Flying The Wilderness business Wilderness The income Community Inputs Boundaries of the Boundaries of the reportintegrated Our Third Third party Satisfied people customers services suppliers goods and Purchased Purchased Impact on the environment Value and supply chains and Value Figure 18: Figure and supply chains Value The Wilderness business continued
Wilderness revenue drivers and their determinants The three most important drivers of revenue in the Wilderness business are bednight sales (occupancy rates), rates (selling prices) achieved in source currency, and the rate of exchange prevailing at the time. These drivers are in turn determined and influenced by a number of factors from global to local scale, as shown in the diagram.
Global
State of global economy Global Exchange tourism rate demand Lack of global perturbations
Regional/ National national governance political standards stability
Reported Ease and turnover cost of Regional access Quality of protected areas is influenced Demand by standards of Destination for national governance marketing Bednights tourism and PR sold products
Biological resources
High occupancy rates push Source selling prices currency Management achieved Quality of turnover of protected destinations areas
Selling prices Neighbour Quality of the achieved relations destinations influences quality National of our products
Investment in infrastructure Quality of our products and locations Ongoing maintenance of infrastructure Demand for Quality of our our products services People and and services service development
Cost of our products and services Company
Figure 19: Wilderness revenue drivers and their determinants
16 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Wilderness’ stakeholder universe
Consumers
Trade partners
Guests Sustainability report These groups of stakeholders are engaged Media with daily, and any issues raised are dealt with comprehensively, in order to sustain and Regular communication with grow Wilderness properties, as the destination journalists and other media and operator of choice. Trade partners are groups is essential for product, Staff intermediaries or agents in the travel trade who brand and corporate updates. An open door policy is promoted by promote and sell our brand to paying guests, the directors to all staff with more who are in turn engaged with at the camps formal engagements provided themselves. Our efforts to maintain product through performance reviews or quality, and therefore sound relations with these staff feedback sessions. More stakeholders, are discussed in the introduction to detail regarding staff engagement the Community chapter. can be found in the Internal Community chapter. Corporate governance
Communities Government This is a broad stakeholder group made Frequent engagement is maintained with up of staff members, community partners, the governments in the countries in which and communities that surround our we operate, with typical discussions operational areas. Ongoing engagement revolving around national tourism policy with this group of stakeholders is vital and marketing, conservation management and more detail can be found in the and fees, community relations, work External Community chapter. permits and staff development.
Landlords* Annual financial statements
Academic researchers Shareholders Shareholders are engaged annually during an AGM as well as regularly through various announcements and the Group’s investor website (www.wilderness-holdings.com), NGOs where all topics raised are considered Open lines of communication and a response provided in a are maintained with the transparent manner. NGOs with which we engage, generally for the purposes of conservation and community development.
* Communities, governments and some private individuals are our landlords. Shareholders’ information Regular engagement through formal Suppliers contract meetings and informal discussions is essential and allows us to maintain our Frequent engagement is lease arrangements and ensure greatest maintained with a vast number sustainable return for our landlords. of suppliers, predominantly for goods and services, to ensure timely distribution to our camps.
Internal influences External influences
Figure 20: Wilderness’ stakeholder universe
Wilderness Holdings Limited 17 Integrated annual report 2017 The Wilderness business continued
Stakeholders and their expectations of Wilderness The table below refers to the stakeholders identified in Figure 20, on the previous page, and discusses the expectations that these stakeholders have of the Group (as well as our expectations of them):
Table 2: Stakeholders
Stakeholder Measures adopted by us to satisfy their group1 Details Their most important expectations of us Their other expectations of us expectations Our expectations of them
Guests The guests hosted in our camps are our most • Life-changing journeys • Sustainable operations2 • Develop in best locations • Return visits and word-of-mouth important customers and stakeholders • Quality products and services in both camps and • Contributions to conservation and • Investment in quality infrastructure referrals flying operations community development • Staff development in camps and flying • Prices that are reasonable in relation to quality of operations products and services, as well as those of competitors • Sustainability initiatives • Brand development Agents (clients) Our business uses a business-to-business model • Quality products and services (in camps, flying • Sustainable operations2 • Develop in best locations • Wilderness is the supplier of that relies on our worldwide network of agents operations and travel shops) • Contributions to conservation and • Investment in quality infrastructure choice to sell our products and services • Effective, efficient and fast turnaround times and community development • Staff development in camps, flying operations • Sustainability initiatives service out of the travel shops, including the ability to and travel shops add intellectual value to the journey booked with us • Travel shop service and productivity • Prices that are reasonable in relation to quality of improvements products and services, as well as those of competitors • Sustainability initiatives • Loyalty • Brand development Staff Our staff deliver our products and services • Being part of the cause and purpose of Wilderness • Sustainable operations • Training and development initiatives • Engagement to our clients and guests and are therefore • Development and prospects • Contributions to conservation and • Remuneration and incentive structures • Deliver quality products and fundamental to the business • Rewards and recognition community development • Sustainability initiatives services to our clients and • Security guests Landlords Most of our operations are located on land • Prompt financial settlements • Contributions to conservation and • Legal and risk management • Quality conservation and leased from a variety of state, private and • Adherence to other lease/concession terms community development • Sustainability initiatives management community landholders • Sustainable operations • Promote destinations • Brand development • Security of tenure • Exclusive access Host country Our operations occur in a number of sub- • Employment and diversity • Adherence to regulations • Training and development initiatives • Political and economic stability governments Saharan African countries. The political and • Contribution to the economy • Country marketing and • Engagement in industry development initiatives • Conducive policy and legislative economic environments in those countries are • Contributions to conservation and community promotion of the country brand in • Brand development framework critical to the success of our business development international markets • Legal and risk management • Prompt decision-making • Sustainable operations • Sustainability initiatives • Land set aside for wildlife and wilderness • Progressive conservation policies and implementation thereof • Country-level marketing Local Our operations all occur in remote rural • Benefits to compensate for setting the land aside • Access to the land and resources • Training and development initiatives • Land set aside for wildlife and communities locations, often in proximity to relatively poor for wildlife and to counteract the costs of living with thereon for subsistence and • Community partnerships3 wilderness local communities, many of whom have historical wildlife cultural purposes • Community development programmes • Reduced problem animal control and cultural connections to the land • Employment • Reduced human-wildlife conflict • Other sustainability initiatives • Engagement in the business • Sustainable operations • Contribution to the local economy • Contributions to conservation • Contributions to community development
1 Any one person and/or organisation could fall into a number of these stakeholder groups. 2 We would like to see this expectation move into the ‘most important expectations’ column and become a major factor in choosing travel destinations. To date, we believe that sustainable operations might make the difference for travellers choosing between similarly priced products, but there is little evidence that buyers are prepared to pay a premium for more sustainable operations. 3 Where applicable.
18 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 19 Wilderness Holdings Limited Integrated annual report 2017 Land set aside for wildlife and wilderness animal control problem Reduced Quality conservation and Quality conservation management Security of tenure access Exclusive economic stability and Political policy and legislative Conducive framework decision-making Prompt Land set aside for wildlife and wilderness conservation Progressive policies and implementation thereof marketing Country-level Return visits and word-of-mouth visits and word-of-mouth Return referrals Engagement and quality products Deliver services and to our clients guests Wilderness is the supplier of Wilderness choice Sustainability initiatives • • Our expectations of them • • • • • • • • • • • • • • 3 Community development programmes Community development Other sustainability initiatives Training and development initiatives and development Training initiatives Engagement in industry development development Brand and risk management Legal Sustainability initiatives initiatives and development Training Community partnerships Legal and risk management Legal Sustainability initiatives development Brand Develop in best locations Develop in quality infrastructure Investment and flying in camps development Staff operations Sustainability initiatives development Brand in best locations Develop in quality infrastructure Investment in camps, flying operations development Staff shops and travel shop service and productivity Travel improvements Sustainability initiatives development Brand initiatives and development Training structures and incentive Remuneration Sustainability initiatives • • • • • • • • • • • • Measures adopted by us to satisfy their adopted by Measures expectations • • • • • • • • • • • • • • 2 2 Access to the land and resources Access to the land and resources for subsistence and thereon purposes cultural human-wildlife conflict Reduced Sustainable operations Contributions to conservation Adherence to regulations to Adherence Country marketing and in of the country brand promotion international markets Contributions to conservation and Contributions to conservation community development destinations Promote Sustainable operations and Contributions to conservation community development Sustainable operations and Contributions to conservation community development Sustainable operations and Contributions to conservation community development • • • • • • • • • • • • Their other expectations of us Their other expectations • • Benefits to compensate for setting the land aside the costs of living with for wildlife and to counteract wildlife Employment Engagement in the business Contribution to the local economy Contributions to community development Life-changing journeys and servicesQuality products in both camps and flying operations to quality of in relation reasonable that are Prices services, and products as those of competitors as well and servicesQuality products (in camps, flying shops) travel and operations times and turnaround efficient and fast Effective, shops, including the ability to service out of the travel to the journey booked with us add intellectual value to quality of in relation reasonable that are Prices services, and products as those of competitors as well Loyalty Being partWilderness of the cause and purpose of and prospects Development and recognition Rewards Security financial settlements Prompt terms to other lease/concession Adherence Sustainable operations and diversity Employment Contribution to the economy and community Contributions to conservation development Sustainable operations Their most important of us expectations • • • • • • • • • • • • • • • • • • • • • • • Details Our operations all occur in remote rural rural all occur in remote Our operations poor to relatively locations, often in proximity historical have whom of many communities, local connections to the land and cultural The guests hosted in our camps are our most camps are The guests hosted in our important customers and stakeholders Our business uses a business-to-business model our worldwide network of agents on that relies and servicesto sell our products and services our products Our staff deliver therefore to our clients and guests and are fundamental to the business located on land are Most of our operations and of state, private a variety leased from community landholders occur in a number of sub- Our operations The political and African countries. Saharan in those countries are economic environments critical to the success of our business 1 Local communities Stakeholder Stakeholder group Guests Agents(clients) Staff Landlords Host country governments The Wilderness business continued
Table 2: Stakeholders continued
Stakeholder Measures adopted by us to satisfy their group1 Details Their most important expectations of us Their other expectations of us expectations Our expectations of them
NGOs Because of our activities in conservation and • Contributions to conservation and community • Adherence to regulations • Growth of the business • Support in creation of rural development, and our engagements development • Employment and diversity • Training and development initiatives constructive relationships with local communities and host country • Sustainable operations • Contributions to local (and • Engagement in industry development initiatives with communities and host governments, we engage and work with a large • Ethical operations and transparency national) economies • Sustainability initiatives governments number of conservation and development NGOs • Legal and risk management • Support in creation of conducive policy and legislative frameworks • Land set aside for wildlife and wilderness • Progressive conservation policies and implementation thereof • Management of community expectations Shareholders The Wilderness Group is publicly listed and • Share price growth • Contributions to conservation and • Investment in quality products and services • Capital for investment and and potential traded and owned by numerous small and large • Dividends community development • Brand development development investors shareholders in Botswana, South Africa and • Sustainable business • Adherence to regulations • Productivity improvements worldwide • Security of tenure • Growth of the business • Sustainability initiatives • Legal and risk management Suppliers of Our business relies on a large number of third- • Prompt payment • Adherence to contract conditions • Legal and risk management • Quality products and services products and party suppliers of goods and services to sustain • Ongoing business • Competitive pricing 4 services our business • Reliability • Sustainable operations and sources Other business We work with a number of other business • Delivery on contract terms and conditions • Ethical and sustainable business • Investment in quality products and services • Quality products and services partners partners, primarily minority shareholders in • Prompt settlement of financial terms • Growth of the business • Brand development • Competitive pricing group subsidiaries, as well as owners of other • To be treated as genuine partners with regular • Contributions to conservation and • Productivity improvements • Sustainable operations and products (some of which we manage and/or engagement and consultation community development • Security of tenure sources market) • Ethical and transparent operations • Growth of the business • Capital for investment and • Sustainability initiatives development • Legal and risk management Media We rely heavily on various forms of media to • Contributions to conservation and community • Ethical and transparent • Sustainability initiatives • Balanced coverage promote our products and services. In addition, development operations • Brand development our activities in rural areas and conservation • Sustainable business attract media attention and it is important that this coverage is constructive
1 Any one person and/or organisation could fall into a number of these stakeholder groups. 4 As opposed to suppliers of business (agents) dealt with separately above. See Figure 18 ‘Value and supply chains’ for better explanation of the difference.
It will be noted from the above table that there are many common themes in terms of stakeholder expectations: by definition, these common themes constitute material aspects and are addressed in the section that follows. Others constitute either opportunities or risks, or are considered strategic priorities, and are also addressed in the next section.
20 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 21 Wilderness Holdings Limited Integrated annual report 2017 Quality products and servicesQuality products pricing Competitive Reliability and Sustainable operations sources and servicesQuality products pricing Competitive and Sustainable operations sources and Capital for investment development Balanced coverage development Brand Capital for investment and Capital for investment development Support of in creation relationships constructive host with communities and governments Support of in creation policy and legislative conducive frameworks Land set aside for wildlife and wilderness conservation Progressive policies and implementation thereof Management of community expectations • • • • • • • • • • Our expectations of them • • • • • • Investment in quality products and services in quality products Investment development Brand improvements Productivity Security of tenure of the business Growth Sustainability initiatives and risk management Legal Sustainability initiatives Legal and risk management Legal Investment in quality products and services in quality products Investment development Brand improvements Productivity Security of tenure of the business Growth Sustainability initiatives and risk management Legal Growth of the business Growth initiatives and development Training initiatives development Engagement in industry Sustainability initiatives and risk management Legal • • • • • • • • • • • • • • • • Measures adopted by us to satisfy their adopted by Measures expectations • • • • • Ethical and transparent Ethical and transparent operations Ethical and sustainable business of the business Growth and Contributions to conservation community development Adherence to contract conditions contract to Adherence Contributions to conservation and Contributions to conservation community development regulations to Adherence Adherence to regulations Adherence and diversity Employment (and Contributions to local national) economies • • • • • • • Their other expectations of us Their other expectations • • • Prompt payment Prompt Ongoing business Contributions to conservation and community Contributions to conservation development Sustainable business Contributions to conservation and community Contributions to conservation development Sustainable operations and transparency Ethical operations price growth Share Dividends Sustainable business terms and conditions on contract Delivery settlement of financial terms Prompt as genuine partners be treated with regular To engagement and consultation operations Ethical and transparent • • Their most important of us expectations • • • • • • • • • • • • Our business relies on a large number of third- number on a large Our business relies party of goods and services suppliers to sustain our business Details We rely heavily on various forms of media to heavily on various rely We services. and our products promote In addition, and conservation areas our activities in rural media attention and it is importantattract that is constructive this coverage Because of our activities in conservation and in conservation Because of our activities and our engagements development, rural and host country with local communities and work with a large engage we governments, NGOs and development number of conservation is publicly listed and Group Wilderness The small and large numerous by and owned traded in Botswana, South Africa and shareholders worldwide of other business work with a number We partners, in primarily minority shareholders of other as owners subsidiaries, as well group manage and/or (some of which we products market) 4 1 Media Stakeholder Stakeholder group NGOs Shareholders and potential investors Suppliers of products and services Other business partners The Wilderness business continued
Material matters, In order to identify the matters that Wilderness Group. Some constitute opportunities, risks and are material to the Wilderness Group, risks, others are opportunities, and the strategy we have: strategies developed and implemented in • Undertaken the above review of response are outlined in the table. The Global Reporting Initiative (GRI) stakeholders and their expectations defines materiality as “the threshold The emerging trend is for materiality of Wilderness. There are many at which Aspects become sufficiently assessments to be represented common themes amongst these important that they should be reported. graphically. We have in the past stakeholders and these must, by Beyond this threshold, not all material attempted to follow this trend. However, definition, constitute material Aspects are of equal importance and the we have reservations about the value matters; emphasis within a report should reflect of this approach in that the graphical the relative priority of these material • Reviewed the minutes of Board representation creates an impression of Aspects. Determining materiality for and Executive Committee (Exco) mathematical precision and rigour in the a sustainability report also includes meetings. Any matters that attract results. The reality is that producing such considering economic, environmental regular attention at either Board or graphical representations requires the and social impacts that cross a Exco level are considered material; making of assumptions in regard, firstly, threshold in affecting the ability to and to the methodology applied and, secondly, meet the needs of the present without • Consulted the Risk Register (which the data input into the methodology. The compromising the needs of future is updated on an ongoing basis results are therefore highly imprecise. generations. These material Aspects and regularly reviewed by the Risk We believe that this contradiction renders often have a significant financial impact Committee) for any residual risks the use of this graphical representation in the short term or long term on an that fit the materiality definition. inappropriate. We prefer to provide a organisation. They are therefore also discussion of each matter in relation to relevant for stakeholders who focus Based on the above process, the the stakeholders concerned and have not strictly on the financial condition of matters shown on pages 24 to 29 attempted to assign numerical values an organisation5”. are considered material to the to the materiality assessment.
5 Global Reporting Initiative, 2013. G4 Sustainability Reporting Guidelines. Reporting Principles and Standard Disclosures.
HKLM brand audit and our “14 reasons to believe”
Towards the end of 2015 and into 2016, a brand external stakeholders. This programme has continued since then via a number of audit on Wilderness Holdings was undertaken ongoing initiatives. with brand consultancy company, HKLM. The Once the internal programme was underway, there was a move towards external reason for the audit was that, with the business communication of the message with a focus on the guest experience and expanding and the increase in competition, it engaging with guests in camp, as well as through online communication around was important to evaluate how all stakeholders our “14 reasons to believe” in Wilderness Safaris which encapsulate some of our perceived the various brands, and in particular most successful stories over the past 33 years, including Children in the Wilderness, Wilderness Safaris, and how to ensure that we Botswana Rhino Reintroduction Programme, pioneering community partnerships remain the leaders in ecotourism in Africa. The and more. In the coming year, we will continue to entrench this through various outcome of the audit was a recommendation other channels as well, particularly through the travel trade in the “Why Wilderness” to improve our emotional engagement with initiative. internal and external audiences, and in particular, to focus on our success stories within For more information on the “Why Wilderness” campaign see www.why-wilderness- the business relating to Commerce, Community, safaris.com Culture and Conservation, as validation of our brand promise. We began with the internal audience and went through an intense Brand Champion Programme where 10% of all staff were trained on the Wilderness Safaris brand and the Company values in order to place these firmly back into the focus of the business. It was a great success as it reignited passion internally for what we do as well as providing staff with the tools to engage with both internal and
22 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Ntshe Hide, Savuti Camp, Botswana Guests watching elephant drink from the waterhole Sustainability report Corporate governance
Namibia Guests arrive at the remote Serra Cafema Camp by plane Annual financial statements
Ruckomechi Camp, Zimbabwe Tents overlook the floodplains of the Zambezi River Shareholders’ information
Solar power and water heating Solar systems provide sustainable energy and minimise any negative impact we may have on the environment
Wilderness Holdings Limited 23 Integrated annual report 2017 The Wilderness business continued
Table 3: Material matters Risk Opportunity Strategy
Which stakeholders Matter Why is it material? have an interest How do we manage the matter?
Growth of the Given the high levels of capacity utilisation in Botswana, and the fact that there are limited prospects Historically, the Group has effectively had no presence in east Africa, the continent’s largest safari business for further expansion in that country, material growth of the business will have to occur elsewhere. Our tourism region. This, together with the limited prospects for growth of the business in southern Africa businesses in Namibia and the Zambezi region are showing pleasing progress following the difficult years (at least in the short term), was one of the major factors influencing our expansion into east Africa that after the global financial crisis but cannot be expected to grow dramatically in the short term. occurred in the current year, through our acquisition of a 51% stake in the Governors’ Camp group of companies. This is the owner and operator of five safari camps in Kenya and Rwanda and this pivotal acquisition partners the Group with a leading safari brand in east Africa and provides an excellent basis for further expansion into the broader region. In addition to the Governors’ acquisition, the Wilderness Group is in the process of developing a new camp at Bisate in Rwanda, scheduled for opening in mid-June 2017.
Brand In a transparent, modern world, brand integrity and reputation is critical to long-term success. In the In addition to careful monitoring of social media and other media platforms, and active public relations development absence of a strong brand, all promotional, marketing and sales activities are more challenging and less programmes in source markets, a core part of managing brand reputation is to ensure a consistency of cost efficient, as are attempts to secure new development opportunities. The credibility of brand purpose brand purpose and understanding across the Company. Having this internal platform in place is critical and integrity needs to be sacrosanct and cannot be undermined. Virality of social and other media to all external brand-building efforts. To this end, we regularly review and reflect on business activities represents the biggest potential threat to this, with even unsubstantiated slurs and slights taking on larger through the prism of the vision and values of the Company and are currently engaged in creating and proportions than would have been possible in the past, thus necessitating time-consuming and expensive training an extensive team of nearly 250 brand champions and ambassadors across the organisation. remedial action. See page 22 for more on this process.
Quality of Satisfied customers, whether guests or their agents, are the most important output of our business. We also We have adopted a number of strategies to improve and maintain quality of our products and services, products and rely heavily on repeat business and word-of-mouth referrals to generate new business. For these reasons, falling broadly into the following categories: services it is critical that we maintain the quality and relevance of our products and ensure that all customers are • Training and development of the staff who are responsible for delivering the product and for delighted by their engagements with us. This is a continual focus of the business across many facets: communicating with our clients and guests before, during and after they visit. See the Internal • Agent satisfaction resulting from their engagements with our travel shops, on behalf of their customers; Community section for further discussion of these efforts; • Guest satisfaction resulting from their enjoyment of their visits to our camps and the experiences offered • Investments in the physical infrastructure so that product quality is maintained; and therein; and • Initiatives to improve the systems and processes by which the product is delivered to clients and • Ancillary aspects of our offering, including transfer services and the third-party products and services. guests. These initiatives include a number of important technological innovations.
Of course, the quality of our products and services is that much more critical if we are to gain market share. Finally, in order to measure our performance as a result of these strategies, we have reinforced our efforts to ascertain the extent to which we have matched our guests’ expectations and what must be done to improve this performance.
Strength of trade As noted in the stakeholder analysis above, our business employs a business-to-business sales model and Our marketing and sales functions are structured in response to these realities and our sales relationships we have limited contact with potential guests until they arrive in camp. This means that we are completely structures are fully aligned with agent relationships. Interactions with our agents occur regularly, in dependent on our trade partners to make the sales to potential guests, and also to do a certain amount of many cases on a daily basis, and we also rely on visits to agents, agent familiarisation visits to camps, product and brand marketing. as well as periodic meetings at trade shows around the world to further develop these relationships.
Of course, the strength of these trade relationships is also strongly influenced by the quality of our products and services (see above), guest safety and security (see below) and a range of other factors.
Sustainability Ensuring that our operations are sustainable is a critical aspect of our business for a number of reasons: The Group has implemented a sustainability strategy based on a platform known as the 4Cs. of operations • The quality of our operations, and the satisfaction of our guests, depends upon the areas in which we This strategy is discussed in detail in the next section. operate remaining pristine and unspoiled, with reasonable numbers of the animal species that would normally be expected to occur therein. Should any aspect of our operations degrade these environments, this would undermine the quality of our products and the success of our business; • As a responsible corporate citizen, it is our duty to ensure that any negative impacts resulting from our operations are minimised, and any positive impacts are maximised; • A number of our sustainability initiatives have important financial and commercial benefits through cost saving; and • This is one of the business’s most important opportunities to differentiate ourselves from our opposition.
24 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 25 Wilderness Holdings Limited Integrated annual report 2017 Critical to stakeholders to stakeholders Of interest Media partners Other business Suppliers Shareholders Shareholders and investors NGOs Local Local communities Host country governments Training and development of the staff who are responsible for delivering the product and for the product for delivering responsible of the staff who are and development Training during and after they visit. See the Internal communicating with our clients and guests before, Community section for further discussion of these efforts; quality is maintained; and product so that infrastructure in the physical Investments to clients and is delivered which the product by the systems and processes to improve Initiatives include a number of importantThese initiatives technological innovations. guests. Our marketing and sales functions are structured in response to these realities and our sales to these realities in response structured Our marketing and sales functions are in with our agents occur regularly, Interactions fully aligned with agent relationships. are structures agent familiarisation visits to camps, on visits to agents, also rely many cases on a daily basis, and we the world to further around these relationships. shows develop as periodic meetings at trade as well by the quality of our influenced is also strongly relationships of these trade Of course, the strength of other factors. and a range guest safety and security (see below) and servicesproducts (see above), as the 4Cs. based on a platform known has implemented a sustainability strategy The Group is discussed in detail in the next section. This strategy We have adopted a number of strategies to improve and maintain quality of our products and services, and maintain quality of our products to improve of strategies adopted a number have We categories: into the following falling broadly • • • our reinforced have we of these strategies, our performance as a result to measure in order Finally, expectations and what must be efforts to ascertain matched our guests’ have the extent to which we this performance. done to improve Historically, the Group has effectively had no presence in east Africa, the continent’s largest safari largest in east Africa, the continent’s had no presence has effectively the Group Historically, of the business in southern Africa for growth This, together with the limited prospects tourism region. (at least in the shortexpansion into east Africa that one of the major factors influencing our term), was of Camp group of a 51% stake in the Governors’ our acquisition through year, current in the occurred and this pivotal Kenya and Rwanda safari camps in of five and operator This is the owner companies. an excellent acquisition partners in east Africa and provides safari brand with a leading the Group acquisition, the basis for further In addition to the Governors’ region. expansion into the broader a new camp at Bisate in Rwanda, scheduled for of developing is in the process Group Wilderness opening in mid-June 2017. relations public active and platforms, media other and media social of monitoring careful to addition In a consistency of part is to ensure markets, a core reputation in source of managing brand programmes platform in place is critical Having this internal the Company. and understanding across purpose brand on business activities and reflect review regularly this end, we efforts.To to all external brand-building and engaged in creating currently of the Company and are prism of the vision and values the through the organisation. and ambassadors across champions team of nearly 250 brand an extensive training this process. on See page 22 for more How do we manage the matter? do we How
Landlords
Staff
Agents
Which stakeholders interest an have Guests The quality of our operations, and the satisfaction of our guests, depends upon the areas in which we in which we and the satisfaction of our guests, depends upon the areas The quality of our operations, species that would numbers of the animal and unspoiled, with reasonable pristine remaining operate environments, these degrade operations our of aspect any Should therein. occur to expected be normally and the success of our business; this would undermine the quality of our products our from impacts resulting that any negative it is our duty to ensure citizen, corporate As a responsible maximised; impacts are and any positive minimised, are operations important cost have benefits through financial and commercial A number of our sustainability initiatives saving; and importantmost opposition. our from opportunities ourselves differentiate to business’s the of one is This Agent satisfaction resulting from their engagements with our travel shops, on behalf of their customers; their engagements with our travel from Agent satisfaction resulting offered of their visits to our camps and the experiences their enjoyment from Guest satisfaction resulting and therein; servicesAncillary aspects of our offering, including transfer and the third-party and services. products Ensuring that our operations are sustainable is a critical aspect of our business for a number of reasons: sustainable is a critical aspect of our are Ensuring that our operations • • • • Given the high levels of capacity utilisation in Botswana, and the fact that there are limited prospects limited prospects are there utilisation in Botswana, and the fact that of capacity the high levels Given Our to occur elsewhere. of the business will have material growth for furthercountry, expansion in that years the difficult following pleasing progress showing are and the Zambezi region businesses in Namibia in the short dramatically term. crisis but cannot be expected to grow after the global financial is critical to long-term success. In the integrity and reputation modern world, brand In a transparent, challenging and less more sales activities are marketing and all promotional, brand, absence of a strong purpose of brand opportunities. credibility The new development attempts to secure cost efficient, as are of social and other media Virality and cannot be undermined. and integrity needs to be sacrosanct unsubstantiated slurs and slights taking on larger to this, with even the biggest potential threat represents time-consuming and expensive been possible in the past, thus necessitating proportions than would have action. remedial We also the most important agents, are Satisfied customers, whether guests or their output of our business. these reasons, new business. For to generate referrals business and word-of-mouth repeat heavily on rely that all customers are and ensure of our products maintain the quality and relevance it is critical that we many facets: This is a continual focus of the business across their engagements with us. delighted by • • • to gain market share. and services are critical if we Of course, the quality of our products much more is that a business-to-business sales model and our business employs As noted in the stakeholder analysis above, completely are This means that we in camp. limited contact with potential guests until they arrive have we partnersdependent on our trade a certain to make the sales to potential guests, and also to do amount of marketing. and brand product Why is it material?
Sustainability of operations Matter Growth of the business Brand development Quality of products and services Strength of trade relationships The Wilderness business continued
Table 3: Material matters continued Risk Opportunity Strategy
Which stakeholders Matter Why is it material? have an interest How do we manage the matter?
Botswana rhino By the early 1990s, poaching had wiped out Botswana’s population of black rhino and just 19 white In 2001, Wilderness Safaris and the Botswana Government, with support from a number of reintroductions rhino still survived in the country. The scarcity of white rhino, and the lack of black rhino, meant that the organisations, introduced white rhino to the Okavango Delta and this was followed in 2003 by the first Okavango ecosystem was lacking essential and charismatic components which would add immeasurably reintroductions of black rhino. This was successful but the number of black rhino introduced was too to the reputation of the destination if they could be successfully reintroduced. small to establish a viable founder population.
During 2014 and 2015, the Wilderness Group, with support from many donors, assisted the Botswana Government, in a joint initiative with the governments of South Africa, Zimbabwe and the private Malilangwe Trust, to move black rhino into the Okavango. This population is genetically viable and the Group continues to support the Government in its efforts to monitor and protect these animals.
Security of Almost all of our camps are located on land leased under a variety of long-term lease and concession We use a variety of mechanisms to ensure this goodwill persists, including paying market-related tenure agreements with either state or community landlords and partners. This means that the long-term rentals or profit shares, regular dialogue and responsible business practices. See the discussion under sustainability of the business is dependent upon the maintenance of sound business and working External Community. See also online appendices: Table D in which a summary of all leases and their relationships with the landlords in question. duration is shown.
Delays in The leases for the concessions upon which our Mombo, Little Mombo and Xigera camps are located The Group has had sight of a draft lease and indicated willingness to sign same. In addition, approval renewal expired in mid-2014. These have not yet been renewed, as the structures and the process by which these to proceed with the rebuild has been received and, accordingly, this process is underway. The of Botswana concessions are allocated and administered by the Botswana authorities are being changed in order to temporary Mombo Trails camp has been constructed and guests for Mombo and Little Mombo will leases improve stability and long-term confidence in the industry. A number of our competitors are similarly continue to be hosted in the temporary camp for the duration of construction, which is expected to be affected. until February 2018.
In the case of Mombo and Little Mombo, these delays have impacted negatively on the Group’s results because it had been expected that the leases would be renewed some time ago, allowing us to rebuild the camps. The intention was to house guests for those camps in a temporary facility erected for the duration of the rebuild. Because of the nature of this facility, a significant discount was offered to guests booking visits and yet, because of the delays, these guests have continued to occupy the existing camps and to enjoy the discounted rates at which their bookings were made.
Exchange rate Our products are largely priced in the currencies of our source markets and most of our revenues are We cannot, of course, in any way influence exchange rates. These currency risks are managed through fluctuations therefore generated and received in those currencies. The United States Dollar is our most important trading a variety of mechanisms including: currency. Conversely, most of our costs are incurred in local currencies, of which the Botswana Pula, South • The business employs a ‘natural’ or ‘internal’ hedge by borrowing, in the main, in the same
African Rand (or the linked Namibian Dollar) and the United States Dollar are the most important. Revenues currency (the United States Dollar) in which the bulk of our revenues are earned; and and costs are of course converted into Botswana Pula for reporting purposes. Fluctuations in the respective • Use of a variety of forward foreign exchange contracts (FECs) to limit our exposure on US Dollar strengths of our source, operating and reporting currencies therefore impact on our business in a number of revenues being converted into operating and reporting currencies. respects: • Through the impact on our margins where revenues are derived in source currencies but expenses are Over the last few years, as the economic fundamentals of the Rand have deteriorated and it has incurred in operating currencies; devalued against the Dollar, we have placed less reliance on these mechanisms: we have taken on • Through their impact on price and demand where some source currencies are weak when compared local currency debt and we have also reduced to zero the levels of forward exposure that are hedged with operating currencies. Our business model is predicated on the assumption that local currencies will through FECs. devalue against source currencies in reflection of the inflation and interest rate differentials between our operating countries and source markets. Where this does not occur, as in the strengthening of the Rand against the Dollar in the years following the global financial crisis, the business is placed under pressure. Currencies have largely moved in our favour during the reporting period (there have been confounding movements); • Through their impact on competitiveness of our Dollar-priced products, as compared with Rand-priced products, when the Rand devalues dramatically against the Dollar, as happened in the previous reporting period; and • Translation impacts from operating currencies in the various countries in which we operate, to the reporting currencies.
26 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 27 Wilderness Holdings Limited Integrated annual report 2017 Critical to stakeholders to stakeholders Of interest Media partners in which a summary of all leases and their Other business Suppliers Shareholders Shareholders and investors online appendices: Table D Table online appendices: NGOs Local Local communities Host country governments The business employs a ‘natural’ or ‘internal’ hedge by borrowing, in the main, in the same in borrowing, hedge by or ‘internal’ a ‘natural’ The business employs earned; and are Dollar) in which the bulk of our revenues (the United States currency (FECs) contracts on US exchange Dollar to limit our exposure foreign of forward Use of a variety being converted and reporting into operating currencies. revenues duration is shown. duration We cannot, of course, in any way influence exchange rates. These currency risks are managed through managed through risks are These currency rates. in any way influence exchange cannot, of course, We including: of mechanisms a variety • • and it has deteriorated have as the economic fundamentals of the Rand the last few years, Over taken on have on these mechanisms: we placed less reliance have we against the Dollar, devalued hedged that are exposure of forward the levels to zero also reduced have debt and we local currency FECs.through We use a variety of mechanisms to ensure this goodwill persists, including paying market-related persists, including paying market-related this goodwill of mechanisms to ensure use a variety We See the discussion under practices. responsible business regular dialogue and shares, or profit rentals See also External Community. approval lease and indicated willingness to sign same. In addition, has had sight of a draft The Group The is underway. this process and, accordingly, has been received with the rebuild to proceed and Little Mombo will camp has been constructed and guests for Mombo Trails Mombo temporary to be of construction, which is expected camp for the duration continue to be hosted in the temporary 2018. until February In 2001, Wilderness Safaris and the Botswana Government, with support a number of from Safaris and the Botswana Government, Wilderness In 2001, the first 2003 by in Delta and this was followed white rhino to the Okavango introduced organisations, too was successful but the number of black rhino introduced This was rhino. of black reintroductions founder population. small to establish a viable with support the Botswana many donors, assisted from Group, Wilderness the During 2014 and 2015, and the private Africa, Zimbabwe of South with the governments in a joint initiative Government, This population is genetically black rhino into the Okavango. to move Trust, Malilangwe in its efforts continues to support viable and the Group protect to monitor and the Government these animals. How do we manage the matter? do we How
Landlords
Staff
Agents
Which stakeholders interest an have Guests Through the impact on our margins where revenues are derived in source currencies but expenses are but expenses are currencies in source derived are revenues where the impact on our margins Through currencies; in operating incurred when compared weak are currencies some source their impact on price and demand where Through will on the assumption that local currencies Our business model is predicated currencies. with operating our between rate differentials of the inflation and interest in reflection currencies against source devalue of the Rand as in the strengthening this does not occur, Where markets. countries and source operating the global financial crisis, the business is placed under pressure. following against the Dollar in the years been confounding during the reporting have period (there in our favour moved largely have Currencies movements); with Rand-priced as compared products, of our Dollar-priced their impact on competitiveness Through reporting as happened in the previous against the Dollar, dramatically devalues when the Rand products, period; and to the operate, countries in which we in the various currencies operating impacts from Translation reporting currencies. By the early 1990s, poaching had wiped out Botswana’s population of black rhino and just 19 white population of black had wiped out Botswana’s By the early 1990s, poaching rhino, meant that the of white rhino, and the lack of black The scarcity rhino still survived in the country. immeasurably and charismatic components which would add ecosystem was lacking essential Okavango if they could be successfully reintroduced. of the destination to the reputation lease and concession of long-term located on land leased under a variety Almost all of our camps are and partners. that the long-term This means with either state or community landlords agreements the maintenance of sound business and working sustainability of the business is dependent upon in question. with the landlords relationships located camps are Mombo, Little Mombo and Xigera The leases for the concessions upon which our which these by and the process as the structures been renewed, not yet These have in mid-2014. expired to being changed in order are the Botswana authorities by allocated and administered concessions are similarly competitors are A number of our stability and long-term confidence in the industry. improve affected. results on the Group’s impacted negatively delays have In the case of Mombo and Little Mombo, these the us to rebuild some time ago, allowing would be renewed because it had been expected that the leases of for the duration erected facility was to house guests for those camps in a temporary The intention camps. to guests booking visits a significant discount was offered of this facility, Because of the nature the rebuild. the continued to occupy the existing camps and to enjoy because of the delays, these guests have and yet, made. at which their bookings were discounted rates are and most of our revenues markets of our source priced in the currencies largely are Our products Dollar is our most important The United States trading in those currencies. and received generated therefore South of which the Botswana Pula, in local currencies, incurred most of our costs are Conversely, currency. the most important. Dollar are Revenues (or the linked Namibian Dollar) and the United States African Rand of course converted for reporting into Botswana Pula and costs are in the respective purposes. Fluctuations impact on our business in a number of and reporting therefore operating currencies of our source, strengths respects: • • • • Why is it material?
Matter Botswanarhino reintroductions Security of tenure Delays in renewal of Botswana leases Exchange rate fluctuations The Wilderness business continued
Table 3: Material matters continued Risk Opportunity Strategy
Which stakeholders Matter Why is it material? have an interest How do we manage the matter?
Safety and Our operations occur in remote, wild places across seven African countries. Guests and our staff move about These risks are recognised and managed by our Safety Review Board (SRB) which is appointed by the security these areas on foot and in vehicles, boats and aircraft, often in close proximity to wildlife. Our camps are Risk Committee of the Board. The SRB is responsible for overall Group systems to prevent accidents or also unfenced and wildlife moves freely in and around them. As a result, a number of potential safety and incidents and to respond to emergencies. security risks exist for both guests and staff. A comprehensive safety programme has been developed and implemented in conjunction with our insurers and underwriters. Disaster and emergency response plans have been developed and are practised. All guests are given safety briefings on arrival in camp and when boarding vehicles, boats and aircraft. Comprehensive insurance cover is maintained.
Quality of our The quality of our operations, and therefore levels of guest satisfaction, are a function of the quality of the Our people are always on the lookout for new areas that have the potential to support quality areas areas in which our camps are located. This quality is in turn a function of the variety and density of wildlife safari tourism operations and where we believe we have the potential to make a contribution to populations, attractiveness of habitats and scenery, availability of other attractions such as Culture, as well conservation and/or development. These opportunities influence strategic planning processes as ease of access. Any threats to these factors, such as illegal wildlife offtakes or habitat destruction, will relating to growth of the business. eventually undermine the quality of our products and ultimately our business. In regard to the areas in which we are already operating, this is one of the most important functions Aligned to this is the question of our competitors: are they occupying quality areas and denying us access to of our country-level sustainability departments: to continuously satisfy ourselves that we are them or alternatively improving their respective competitive position/s? not in any way impacting negatively on these areas, that any other threats to them are identified and counteracted, and finally that any opportunities to improve these areas are identified and implemented (see also Sustainability of operations above).
Global factors Because tourism entails transporting the consumer to the product, compared to so many industries where These are of course beyond the control of the business. All we can do is be aware of these issues and the product is transported to the consumer, the business is exposed to global factors that might influence any potential threats, and ensure that the business takes any steps necessary to mitigate the effects potential guests’ willingness to travel. Examples of these include threats to the global economy, economic of such factors. issues in source markets, global sporting events and security threats including wars.
Zimbabwe Since the early 2000s, the Zimbabwe Government has been implementing an indigenisation programme The Wilderness camp-operating subsidiary in Zimbabwe, Wilderness Camps of Zimbabwe (Pvt) indigenisation intended to widen the participation of Zimbabweans in business and the economy in that country. Limited, has had 50% indigenous ownership since inception. In 2011, the Group entered into an regulations Regulations have been promulgated. This process has been controversial and remains confusing to agreement with the government to indigenise 30% of the remaining business in the country. Our understand but the fact remains that the regulations exist, as do possible penalties for non-compliance. partners to achieve this have been identified and agreement reached on the mechanisms to be used. Implementation has been delayed by the need to secure additional approvals and this process continues.
Approach On 30 June 2015, the Company received a letter from its major shareholder, Wine Investments Limited, In October 2015 the Board appointed a sub-committee of independent directors to deal with all issues by Wine indicating that Wine had increased its shareholding in the Company to the point where it had taken its and questions and to propose to the Board regarding the matter. The independent committee has Investments shareholding above the 35% threshold at which a mandatory offer to all other shareholders was required. This taken legal advice on the matter and met with the Botswana Stock Exchange to obtain guidance. The letter and supporting documents were couched in terms of an approach to the Company but at the same time Botswana Stock Exchange has confirmed that a mandatory offer to all shareholders is not required in indicating a mandatory offer was required. On 9 February 2016 Wine advised the Board that it was impractical the wake of the decision by Wine not to proceed. for them to proceed with the offer.
Share price The Company’s securities are listed on the Botswana Stock Exchange and JSE Limited. Owing to the very The matter receives ongoing attention from the Board in its efforts to increase free-float and small free-float, levels of trade in securities are restricted and the share price has in the past been subject to encourage growth in the share price. wild fluctuations, at least on the JSE. This is of course of concern to shareholders and potential investors, as well as to participants in the Wilderness Group 2011 Staff Share Scheme.
Employee share In March 2011 shareholders approved the Wilderness Group Share Plan which forms part of the Company’s The Board has authorised the issue of new shares to settle obligations arising under the Plan. During plan long-term incentive structure. A number of obligations under this plan became due during the current year. the year, a total of 4 976 402 new shares were issued to holders of these rights.
Debt raise The Company has for some years been lightly geared and financed the bulk of its capital expenditure from The Group has secured lending facilities amounting to USD34 million from Stanbic Bank Limited
internally generated funds. (Botswana) at favourable rates and on an extended repayment basis. The facilities are highly flexible and they position the Group to take advantage of any opportunities that may be presented in future.
28 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 29 Wilderness Holdings Limited Integrated annual report 2017 Critical to stakeholders to stakeholders Of interest Media partners Other business Suppliers Shareholders Shareholders and investors NGOs Local Local communities Host country governments The matter receives ongoing attention from the Board in its efforts and the Board free-float ongoing attention from to increase The matter receives price. in the share growth encourage to settle obligations arising under the Plan. During has authorised the issue of new shares The Board of these rights. issued to holders were of 4 976 402 new shares a total the year, Bank Limited Stanbic to USD34 lending facilities amounting million from has secured The Group highly flexible The facilities are basis. and on an extended repayment rates (Botswana) at favourable of any opportunities in future. to take advantage that may be presented and they position the Group The Wilderness camp-operating subsidiary in Zimbabwe, Wilderness Camps of Zimbabwe (Pvt) Camps of Zimbabwe Wilderness subsidiary in Zimbabwe, camp-operating Wilderness The into an entered Group since inception. In 2011, the Limited, has had 50% indigenous ownership Our business in the country. to indigenise 30% of the remaining the government with agreement reached on the mechanisms to be been identified and agreement partners this have to achieve and this process additional approvals the need to secure by used. Implementation has been delayed continues. to deal with all issues appointed a sub-committee of independent directors In October 2015 the Board The independent committee has the matter. regarding to the Board and questions and to propose The Exchange to obtain guidance. taken legal advice on the matter and met with the Botswana Stock in required is not Exchange has confirmed that a mandatory offer to all shareholders Botswana Stock not to proceed. Wine the wake of the decision by These are of course beyond the control of the business. All we can do is be aware of these issues and aware can do is be of the business. All we the control course beyond of These are to mitigate the effects that the business takes any steps necessary and ensure any potential threats, of such factors. These risks are recognised and managed by our Safety Review Board (SRB) the Board by which is appointed Review our Safety and managed by recognised These risks are accidents or systems to prevent Group SRBThe for overall is responsible Board. Risk Committee of the to emergencies. incidents and to respond in conjunction with our and implemented has been developed safety programme A comprehensive and are been developed plans have response and emergency and underwriters. Disaster insurers vehicles, boats in camp and when boarding safety briefings on arrival given All guests are practised. is maintained. cover insurance Comprehensive and aircraft. to support the potential that have always on the lookout for new areas quality Our people are the potential to make a contribution to have we believe we and where safari tourism operations These opportunities planning processes influence strategic and/or development. conservation of the business. to growth relating important this is one of the most operating, already functions are in which we to the areas In regard sustainability departments: are that we of our country-level to continuously satisfy ourselves identified to them are that any other threats on these areas, not in any way impacting negatively identified and are these areas any opportunities and finally that and counteracted, to improve above). implemented (see also Sustainability of operations How do we manage the matter? do we How
Landlords
Staff
Agents
Which stakeholders interest an have Guests On 30 June 2015, the Company received a letter from its major shareholder, Wine Investments Limited, Investments Wine its major shareholder, a letter from On 30 June 2015, the Company received it had taken its in the Company to the point where its shareholding had increased Wine indicating that This was required. at which a mandatory offer to all other shareholders the 35% threshold above shareholding but at the same time to the Company letter and supporting couched in terms of an approach documents were that it was impractical advised the Board Wine 2016 February On 9 indicating a mandatory offer was required. with the offer. for them to proceed Exchange and JSE listed on the Botswana Stock securities are Limited. Owing to the very The Company’s price has in the past been subject to restricted and the share in securities are of trade levels small free-float, as wild fluctuations, at least on the and potential investors, to shareholders This is of course of concern JSE. Scheme. Share 2011 Staff Group as to participantsWilderness well in the Plan which forms part Share Group of the Company’s Wilderness the approved 2011 shareholders In March year. A number of obligations under this plan became due during the current structure. long-term incentive from the bulk of its capital expenditure and financed been lightly geared The Company has for some years funds. internally generated Our operations occur in remote, wild places across seven African countries. Guests and our staff move about and our staff move African countries. Guests seven wild places across occur in remote, Our operations are to wildlife. Our camps close proximity often in and aircraft, boats on foot and in vehicles, these areas of potential safety and a number a result, them. As in and around freely moves also unfenced and wildlife both guests and staff. security risks exist for a function of the quality of the are of guest satisfaction, levels and therefore The quality of our operations, and density of wildlife This quality is in turn a function of the variety located. our camps are in which areas as well such as Culture, of other attractions availability of habitats and scenery, populations, attractiveness factors, such as illegal wildlife offtakes or habitat destruction, will to these as ease of access. Any threats and ultimately our business. undermine the quality of our products eventually us access to and denying they occupying quality areas are Aligned to this is the question of our competitors: position/s? competitive their respective improving them or alternatively industries where to so many Because tourism entails transporting compared consumer to the product, the to global factors that might influence the business is exposed is transportedthe product to the consumer, economic to the global economy, Examples of these include threats willingness to travel. potential guests’ including wars. markets, global sporting and security threats issues in source events has been implementing an indigenisation programme Government Since the early 2000s, the Zimbabwe intended to widen the participation in that country. in business and the economy of Zimbabweans confusing to and remains controversial has been This process been promulgated. have Regulations penalties for non-compliance. exist, as do possible that the regulations understand but the fact remains Why is it material? Approach Approach by Wine Investments Share price Employee share plan Debt raise Matter Safety and security Quality of our areas Global factors Zimbabwe indigenisation regulations The Wilderness business continued
The 4Cs The 4Cs is the platform upon which our sustainability initiatives are based. This concept is adopted from The Long Run Initiative ( www.thelongrun.com) and is predicated on the belief that a business will not be truly sustainable unless it specifically addresses issues arising under the dimensions of Commerce, Community, Culture and Conservation (the 4Cs). We believe that this framework is the most appropriate sustainability model for our industry and accordingly our Vision and Values are aligned to these Cs. Managing and implementing the 4Cs Our structure for managing and implementing the 4Cs is given in Figure 21 below. The Group’s sustainability policies and strategies are directed and overseen by the Sustainability Committee of the Board of Directors. The Chief Sustainability Officer (CSO) is responsible to the Chief Executive Officer (CEO) for development and execution of these policies and strategies. The CSO is a member of the Board. The CSO is assisted in the development and implementation of strategy by a structure of operations and sustainability staff that meets periodically and as required.
Day-to-day implementation of the Group’s sustainability strategies is the responsibility of the country Managing Directors and is carried out by the operational staff in the camps and other operational units. These staff are responsible for the ongoing monitoring and measurement of the various sustainability indicators. Their activities are overseen, directed and coordinated by a sustainability officer in each country. At the same time, ‘thematic’ oversight is given by a ‘C Coordinator’ at Group level. These coordinators provide advice to the operational level structures and consolidate the activities at Group
Rocktail Camp, South Africa level. The C Coordinators are given technical direction by the Group Sustainability Vulnerable leatherback turtles can be Manager who reports to the Chief Operating Officer but takes technical direction from the seen hatching on the beach Chief Sustainability Officer.
Management structure Board of Directors
Social, Ethics and Sustainability Committee
Chief Executive Officer
Chief Sustainability Officer Chief Operating Officer Southern Africa
Group Sustainability Manager MD MD MD Botswana MD Namibia MD Zambezi South Africa Rwanda
Coordinator Coordinator Coordinator Coordinator Sustainability Sustainability Sustainability Sustainability Community Culture EMS Biodiversity staff staff staff staff
Figure 21: Sustainability management structure
30 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 31
Staff best people. day-to-day life. Wilderness Holdings Limited Integrated annual report 2017 and our equivalent and our equivalent Many of our staff are Many of our staff are the brightest and the in all other aspects of value systems enable value and maintain a culture and maintain a culture themselves personally themselves sustainability, not only sustainability, and responsible living, and responsible us to attract and retain and retain us to attract within our organisation within our organisation We endeavour to create to create endeavour We within our business, but that values and promotes and promotes that values committed to biodiversity committed to biodiversity Conservation
are maximised. are Commitment citizen, it is our duty to it citizen, ensure that any negative that any negative ensure and any positive impacts and any positive operations are minimised, are operations impacts resulting from our from impacts resulting As a responsible corporate corporate As a responsible
Culture Sustainability workshop This was held. Workshop Sustainability Planning 2016, a Group In March Botswana, and sustainability staff from operations was attended by made Each region Namibia, South Africa, Zambia and Zimbabwe. opportunities on sustainability challenges in their region, presentations and the most important Anand threats, sustainability achievements. at country level being employed of sustainability strategies overview within the context of the brand occurred This process was also given. objective rise to the overarching which gave exercise repositioning Safaris the pre-eminent Wilderness that not only is which is to ensure is seen but also that the Group in the sustainable safari industry, player and recognised by major stakeholders to be the pre-eminent player. player. stakeholders to be the pre-eminent major by and recognised Sustainability Strategy a synthesised Group this workshop, Following the Social, in April 2016 by and subsequently approved was developed and Group guided has strategy This Committee. Sustainability and Ethics since. ever country sustainability endeavours Energy result in significant result For example and as For reductions in diesel reductions Communities in our operating costs. in our operating business performance. thus result in improved in improved thus result further in this discussed initiatives have important have initiatives report, in our investments Many of our sustainability efficiency by-products and by-products efficiency renewable energy supplies supplies energy renewable consumption and therefore consumption and therefore MD staff Rwanda Sustainability Guests Community The health of ecosystems in modern Africa is to a large extent dependent on the goodwill of extent dependent Africa is to a large The health of ecosystems in modern surrounding rural communities, and to this end, our fair and equitable engagement of these communities, and to this end, our fair and rural surrounding it is important to partners and our business. areas of both protected is a critical component of the sustainability of our sustainability which will result in us which will result gaining market share. commitments, and the enhance our reputation enhance our reputation In this day of discerning from our competitors and from the sincerity demonstrate actions arising therefrom. actions arising therefrom. If this can be achieved, we we If this can be achieved, will differentiate ourselves ourselves will differentiate and responsible travellers, travellers, and responsible Chief Executive Officer Chief Executive MD staff Kenya of the business. of our business. Ecosystems to biodiversity and to biodiversity would reduce their would reduce species that are the species that are from our operations our operations from the competitiveness the competitiveness the attractiveness of the attractiveness species will increase species will increase and thus the success Sustainability of the ecosystems and depends on the health our tourism operations our tourism operations attractiveness and thus attractiveness Any negative impacts on Any negative Firstly, this is enlightened this is enlightened Firstly, the environment resulting resulting the environment attractions for our guests. attractions Conversely, improvements improvements Conversely, self-interest. Our business Our self-interest. Figure 22: Figure Our sustainability objectives Commerce The Wilderness Group is committed to ensuring the sustainability of our operations. This commitment is partThis commitment of our DNA and of our operations. the sustainability is committed to ensuring Group Wilderness The important the most and objectives, a number of aims reflects of which are: Our sustainability objectives Board of Directors
Parks Tafa (50) Derek de la Harpe (57) Non-executive Director Executive Director Chairman of the Board Commercial Director and Chief Sustainability Officer Appointed: 8 April 2010 Appointed: 8 April 2010 Qualifications: LLB, University of Botswana Qualifications: Bachelor of Accounting Science (UNISA), Chartered Directorships: Wilderness Holdings Limited, Collins Newman & Co Accountant (Zimbabwe) (Partner) Directorships: Wilderness Holdings Limited, Wilderness Holdings subsidiaries Parks is currently the Managing Partner of Collins Newman & Co law firm and the former non-executive Chairman of Stanbic Bank Limited Derek is a Chartered Accountant (Zimbabwe) with 37 years’ experience and University of Botswana. He is an Attorney, Conveyancer and Notary in southern and eastern Africa. He spent 18 years with the then Price Public of the High Court of Botswana since November 1991. Waterhouse, the last eight as the partner in charge of the firm’s practice specialising in tourism and environmental consulting. He then spent eight years as the CEO of The Malilangwe Trust, a Zimbabwean NGO Michael Tollman (55) working in wildlife conservation and rural development, and with a high Independent non-executive Director profile tourism operation. He spent four years working as a freelance Deputy Chairman, and member of the Audit and Risk Committees management consultant in southern and eastern Africa, south-east Chairman of the Remuneration and Nomination Committee Asia and central America, specialising in the interface between tourism Appointed: 8 April 2010 development and wildlife and environmental conservation. He joined Qualifications: BCom (Hons), Chartered Accountant (South Africa) Wilderness as CFO early in 2010 and was appointed to his current role Directorships: Wilderness Holdings Limited, Cullinan Holdings, Red in 2014. Carnation, The Travel Corporation Limited, Contiki Holidays Limited, Trafalgar Tours Limited, Cullinan Holdings Limited and various John Hunt (62) subsidiaries of the above Independent non-executive Director Michael was appointed to the Board of Wilderness Safaris Investment Member of the Remuneration and Nomination and Social, Ethics and and Finance Proprietary Limited in 2005, of Wilderness Holdings Sustainability Committees Limited on its listing on the Botswana Stock Exchange, and appointed Appointed: 8 April 2010 Deputy Chairman of Wilderness Holdings in April 2013. He has extensive Directorships: Wilderness Holdings Limited experience in the travel and leisure industry, in the areas of finance, the travel and leisure sector, mergers and acquisitions. He has been Group John co-founded the advertising group Hunt Lascaris in 1983. In 1996, a Chief Executive Officer of Cullinan Holdings Limited, South Africa’s majority share was sold to TBWA and he became Co-Chairman. In 2003, leading JSE-listed travel and leisure services group, since 2009. John moved to New York to assume the role of Worldwide Creative Director for TBWA. In 2006 he returned to South Africa where he continues in the same capacity. John is an Executive Committee member Keith Vincent (54) of TBWA Worldwide. Executive Director Chief Executive Officer and member of the Risk Committee Roux Marnitz (72) Appointed: 18 August 2005 Directorships: Wilderness Holdings Limited, Wilderness Holdings Independent non-executive Director subsidiaries Lead Independent Director and Chairman of the Safety Review Board. Member of the Remuneration and Nomination and Risk Committees Keith was educated in Zimbabwe, where he developed a love for the Appointed: 8 April 2010 outdoors and natural history of the country. He became a professional Qualifications: BSc (Eng), MBA, BProc guide, working throughout the country for various safari companies, Directorships: Wilderness Holdings Limited, Southern Energy Company before settling in Victoria Falls in 1984. Keith has been in the safari Proprietary Limited, SEC Aviation Products Proprietary Limited, Aviation industry since 1980, working throughout southern Africa. He has been Centre Proprietary Limited involved with the Wilderness Group since 1993. Roux studied engineering at the University of Pretoria where he graduated in 1967. In 1970, he was awarded an MBA by the same Ami Azoulay (43) university and obtained the BProc degree from UNISA in 1976. He also Executive Director holds an Airline Transport Pilot’s Licence. Roux is the former chairman Chief Financial Officer of the JSE-listed IT group, Comparex Holdings Limited, former Chairman Appointed: 24 January 2014 of the Execujet Aviation Group, former Member of the Council of the Qualifications: Chartered Accountant (South Africa), Higher Diploma in University of Pretoria, and is presently a director of private investment Taxation (UJ) companies in Botswana and Namibia. Directorships: Wilderness Holdings Limited, Wilderness Holdings subsidiaries
Ami qualified as a Chartered Accountant in 2001 and subsequently completed his Higher Diploma in Advanced Taxation. He was previously a partner at an audit firm and joined the Group in 2008. He brings both technical and tourism-related experience to the Board.
32 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 33 Wilderness Holdings Limited Integrated annual report 2017 (38) (54) Christophe Vinsonneau Vinsonneau Christophe Director Non-executive Committee Member of the Investment 2015 Appointed: 1 November École from Master in Management Grande Bar, Qualifications: Paris (ESCP-Europe), Master in Paris de de Commerce École Supérieure XI in Paris Paris University Law from Financial Security and Market Holdings Limited Wilderness Directorships: Villey Maillot law firm Darrois Christophe is partner at the French non-listed entities, state entities he advises listed and where Brochier funds in connection with their M&A domestic equity as private as well Christophe started transactions. as a lawyer border his career and cross department he has been seconded to the legal with Linklaters where of bank. institution and to a major investment a major French Jochen Zeitz Director Independent non-executive and Chairman of the Social, Ethics and Sustainability Committee Committee member of the Investment Appointed: 8 April 2010 in Business Administration Qualifications: Degree Harley- Holdings Limited, Cranemere, Wilderness Directorships: Davidson and Co-Founder Team The B and Co-Chair of is Co-Founder Jochen Zeitz CEO of the Sport & Lifestyle MOCAA,of Zeitz having been a Director, Prior Kering since 2010. division and Chief Sustainability Officer of servedChairman and CEO at PUMA. as 18 years to this, Zeitz Upon an undesired 1993, Jochen turned it from CEO in becoming PUMA’s in the brands one of the top three nearing bankruptcy into brand in contributing to a new Jochen believes sporting goods industry. In 2008, sustainability. social and environmental of corporate paradigm Safety to Ecosphere for Intercultural Foundation he founded the Zeitz support community sustainable solutions that balance conservation, of Jochen is on the Board and commerce. culture, development, of of Directors been a member of the Board has of Cranemere, Directors Harley-Davidson since 2007 and has also served as the Chair of Harley- sustainability committee since its inception in 2011. Davidson’s (63) (39) (53) Gavin Tollman Tollman Gavin Director Non-executive Committee Member of the Investment Appointed: 8 April 2010 DC Washington American University, The Qualifications: BSc Finance, Holdings Limited, Contiki Holidays Limited, Wilderness Directorships: Services Limited, Technology TravCorp Contiki Properties Limited, Limited, Group Travel Limited, Insight Transportation TravCorp International Limited, Tours Limited, Contiki Busabout Operations International Tours Trafalgar Limited, Operations European Grand TravCorp Limited, Estate Real Tracon Limited, Investments Wine Limited, Tours Kings AAT Limited, Group Travel TTC Limited, Investments International Limited, Uniworld International Holdings Limited, Brendan International Holdings Limited, Cullinan Holdings Limited, and various subsidiaries of the above This industry. in the travel career executive Gavin has had a far-reaching which operators, tour and companies hotel both managing included has he is Currently and recognition. industry awards various received have escorted largest tours operator, the world’s Tours, Trafalgar the CEO of he has developed on six continents. At the company, with product initiatives. delivery and product industry leading marketing, e-strategy for responsible Corporation, Travel The of He is also a Senior Executive as the Managing Director southern Africa assets, as well the company’s their he oversees Companies Limited where Travel Leading World’s of sell division. United Kingdom direct Marcus ter Haar Marcus Director Independent non-executive Committee and member of the Audit Chairman of the Investment Committee Appointed: 8 April 2010 of East University Studies, Qualifications: BA (Hons) Development PLD Harvard of Reading, University Anglia, MA International Relations, Business School Holdings Limited Wilderness Directorships: the from Studies a BA (Hons) in Development received Marcus in degree of East Anglia in the UK,University and a Master’s He then went of Reading. the University from International Relations Executive on to join De Beers and, in 2005, was appointed the of Companies. After a Assistant to the CEO of the De Beers Group short then moved secondment with NM in 2007, Marcus Rothschild Manager for Debswana as the Group he worked to Botswana where Trading In 2010, he joined Diamond for Business Development. assisted in Marcus Company Botswana as the Head of Sales. In 2013, he became Diamond Company where establishment of the Okavango also currently Marcus role. his current the Deputy Managing Director, Khama of both the Lady capacity on the Boards serves in a voluntary Fund. Diamond Empowerment York-based and New Trust Charitable Malcolm McCulloch Malcolm McCulloch Director Non-executive Risk Committees, member of the Investment Chairman of the Audit and and Nomination Committees and Remuneration Appointed: 18 August 2005 Qualifications: BCom Chartered (Hons), (South Africa) Accountant Holdings Wilderness Holdings Limited, Wilderness Directorships: Wilderness in the subsidiaries and Children of Malcolm is a Chartered the University Accountant who studied at Management Advanced and subsequently completed an Town, Cape USA. He has Wharton, of Pennsylvania, at the University Programme since 1992. Group Wilderness with the been involved Chairman’s letter
Luxury has always been about the antithesis of utility and, in a world where resource extraction threatens climate and the future of our species, it is clear that over-indulgence is not acceptable. Instead, we believe that “Purpose is the New Luxury.”
Awards are not the yardstick by which we measure our organisation. Rather, as can be seen in the pages that precede and follow this message (as well as in the day-to-day activities of all of our staff), they are the key performance indicators in the 4Cs framework of Commerce, Community, Parks Tafa Chairman Culture and Conservation. By these measures, and despite a number of global and local challenges, we are satisfied that the past financial year has been a success. We continue to show improvement in the vast majority of all indicators and are pleased by the growing maturity of the business and Awards are not the yardstick its various divisions in working towards our vision to conserve and restore Africa’s wilderness and wildlife by creating life-changing journeys and by which we measure our inspiring positive action.
organisation. Rather, as Nonetheless the various awards we have received over the reporting can be seen in the pages period are both a gratifying and humbling endorsement of our gradual that precede and follow this achievement of our vision. This endorsement came through multiple awards across the board for commercial elements such as our new camps and message (as well as in the the guest experience, as well as for recognition of our positive impacts on day-to-day activities of all rural community livelihoods and biodiversity conservation. Perhaps most rewarding in this sphere of independent commendation this past year was of our staff), they are the the acknowledgement by National Geographic Traveller of our long-running key performance indicators black and white rhino conservation efforts in Botswana in their annual Reader Awards (Green Initiative category). Not only does an award like in the 4Cs framework of this place squarely the plight of the planet, and the role of ecotourism in Commerce, Community, addressing this, front and centre, but it validates the unique Wilderness Holdings approach to this challenge as being at the forefront. Culture and Conservation. By these measures, and despite This is a theme echoed by media coverage of our projects and efforts. In January 2017, Bloomberg described Wilderness Safaris as “the Tesla of a number of global and local African tourism … safari trailblazers at the top of their game, leading the challenges, we are satisfied industry in both conservation and community work, and offering no-holds- barred luxury out in the field.” It is also humbling to be approached by that the past financial year has many in our industry outside of Africa looking to our model in order to been a success. effect the same positive economic and sustainability outcomes in their own natural environments. In such cases, we are proud to provide pro bono consultancies and advice to help ecotourism reach its potential for far-reaching positive impacts and, in recent years, have done this in destinations as diverse as South and North America, Asia and Europe. As a global effort, we have to ensure the sustainable conservation of ecosystems like the Pantanal in Brazil, Galapagos in Ecuador, the Pyrenees in Spain and France, the prairies in the United States, the Mongolian steppe, and many more. There is no doubt that Africa leads the world in this field and can and does have something from which the rest of the world can learn and adapt. That this does indeed happen is a reality in an increasing globalised world, one that allows us to also continue learning and adapting our own model.
34 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 35 Wilderness Holdings Limited Integrated annual report 2017 June 2016 Safaris’ Wilderness Linkwasha Camp was named best one of the world’s new hotels in Condé Nast 2016 Hot List Traveller’s far closer to the guest experience, and far closer to the guest the understanding in so doing, changing Bisate, for and experience of luxury. conserveexample, exists to help the mountain gorilla Critically Endangered and its Albertine home, Rift forest guest want every we and as a result, to come away having who stays there participated understood and actively in to achieve that purpose. Mechanisms such as this include the obvious but also the planting of gorilla treks, saplings to contribute to indigenous tree programme, reforestation a far-reaching conservation with interaction in the day- involved professionals of the park and its to-day operation engagement with challenges, real and an community, the surrounding lodge itself experience in the immersive is clear employee single every where role contributes to specific their how of their purpose regardless that greater at the The experience formal position. under Lodge Silverback Sabyinyo nearby albeit is similar, brand the Governors’ emphasised focus with an appropriately their on community engagement given partnershipaward-winning with the Trust. Community SACOLA as always to the members Thank you for their sage counsel of the Board and passionate contribution to the the of the Company over direction Vincent, similarly to Keith past year; his management team and the entire Holdings family in both Wilderness Safaris and the Governors’ Wilderness Camp Collection. August 2016 Safaris was Wilderness World longlisted in the Awards Tourism Responsible in the ‘Best for poverty and inclusion’ reduction category
November 2016 November Holdings’ Wilderness ReportIntegrated won (for the sixth successive for the award year) Social Best Corporate at Programme Investment PricewaterhouseCoopers’ Corporate Best Published Report Awards The report was also listed as runner up for best report in category the Commerce a conscience in the in a conscience the trajectory the of travel and the positive the positive and travel world’s development by consciousness of luxury of consciousness Together we can change can change we Together impact it can, and indeed indeed can,it and impact the planet. must, on have #PurposeIsTheNewLuxury. introducing and entrenching would undoubtedly be more concerned would undoubtedly be more needs rather with day-to-day survival luxury of caring than having the relative that, about a cause or purpose. Beyond the ripple effect extends to ecosystems conservation. and biodiversity single The cause and purpose for every Holdings Wilderness member of the of whether employed team – regardless Safaris or Wilderness under the – is Camp Collection brands Governors’ of and restoration the conservation We wilderness and wildlife. Africa’s that contributing to this purpose believe to excited is a luxury that our guests are participate in. camps like Hoanib in Namibia Through in June (opening and Bisate Lodge bringing the are 2017) in Rwanda, we specific purpose for the overriding existence of individual lodges November 2016 November Safaris Wilderness Namibia won the Gold HAN (Hospitality Association of Award Tourism Namibia) December 2016 Safaris won Wilderness the National Geographic Award Reader Traveller for its Botswana Rhino Programme Conservation Awards More and more in the world, it is clear in the world, and more More of a purpose or cause is an that the role important critical –increasingly – even of our target lives factor in the everyday incidents like Following demographic. of late-2008 and9/11, the financial crisis the events, 2009, and other far-reaching of theconsciousness (and conscience) the luxury space, itworld has changed. In ‘permission’ said that people need is now or a to spend, whether for social approval has always Luxury conscience. guilt-free been about the antithesis of utility and extraction resource in a world where of our and the future climate threatens is species, it is clear that over-indulgence no longer acceptable. is the that “Purpose believe Instead, we New Luxury”. in itself is also the antithesis Purpose day-to-day survival of utility; your you needs must first be met before can consider a loftier purpose such as In this respect, a difference’. ‘making is ideally placed demographic our target to play a meaningful and measurable world, and many of our in a new role partnersloyal have and guests already In our been doing so for many years. in both has expression niche, this role as straightforward as well philanthropy – life- Our ‘product’ discerning travel. changing journeys – has the added of not being simply a luxury safari value palpable that impacts the traveller’s the quality of life alone, but where ripple and multiplier effect of that travel of in changing the lives is far-reaching many tens of thousands of other people it not for this mechanism, who, were Chief Executive Officer’s letter
In this, the International Year of Sustainable Tourism for Development as declared by United Nations General Assembly, it has never been more apt for us to embark on an aggressive brand activism campaign: #PurposeIsTheNewLuxury.
This is not only about ensuring that we remain true to our core reason for being and to use ecotourism to change lives, but that we Keith Vincent Chief Executive Officer lead the industry to do so as well.
After nearly 35 years in Brand activism business, it is sometimes hard To Wilderness Safaris, brand activism means being true to our vision, to remember why you started purpose and values. We believe that we have an obligation to use our out and what you originally brand profile and platform to help drive positive change in the world. This is inherent in our stated vision “to conserve and restore Africa’s wilderness hoped to achieve. Not so with and wildlife by creating life-changing journeys and inspiring positive Wilderness Safaris; our raison action”. d’être is today even more The year in review has thus been a positive one for Wilderness, with time and resources spent on entrenching our core values and purpose to our firmly defined, entrenched and staff through an internal brand engagement campaign where we have embraced than it was when cultivated an active Brand Champion process and culture. By highlighting “14 reasons to believe” in Wilderness Safaris – 14 stories of our innovative we started out in Botswana actions and achievements over the last 35 years of which we are most proud in 1983. For us, every day is a – we hope to inspire our people, our guests, trade partners and ultimately reminder of why we exist. We our competition to follow us in making a difference in Africa. are dedicated to conserving Internally this awareness campaign was known as “The Why of Wilderness”. More recently, we have begun to use the same themes in an external and restoring Africa’s campaign to stakeholders such as our travel trade partners and our guests wilderness and wildlife, and (among others). In order to resonate with a wider audience and in fact to broaden the message beyond just the work done by Wilderness Safaris we use high-end ecotourism and our other brands to the luxury ecotourism industry at large, we have to do this. We believe that characterised this as #PurposeIsTheNewLuxury.
more and more of the world’s It also made sense to consolidate all of our luxury camp offerings under discerning travellers recognise one brand, driven by the same sustainability values and sense of purpose that underpin all of our operations. We therefore dissolved Wilderness the purpose of why they travel Collection as a separate, independent brand, with all Collection camps and the positive impact of that reabsorbed back into the core Wilderness Safaris brand, and categorised as Premier Camps. All of our Premier Camps offer the most unashamed (but travel as one of modern life’s appropriate and sustainable) luxury, with each one also strongly rooted in a great luxuries. core cause or purpose, its own raison d’être. With this ‘reason for being’ forming an integral part of our holistic guest experience, we have also started rolling out the “Living the 4Cs” campaign to ensure that our sustainability projects are more tangible to guests whilst in camp.
36 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 37 Wilderness Holdings Limited Integrated annual report 2017 March 2016 March Safaris won the Wilderness in the 2016 Award’ ‘Natural Hospitality Connoisseur Circle of its in recognition Awards Botswana Rhino Conservation Programme camp offering to ensure that the original that the original camp offering to ensure retained. Mombo experience is Managing our new Botswana With (MD),Director placed at Kim Nixon, well in Botswana, the helm of our operations to opening forward also looking are we 2017 and Camp in November Qorokwe in initiatives announcing other exciting the coming months. the iconicIn Namibia, our plans to rebuild River Camp on the Kunene Cafema Serra will be and we underway, also well are the coming austral closing the camp over to facilitate the build.summer in order The new camp will be 100% solar powered lightand built with a characteristically minimal impacteco-footprint to ensure on its pristine desert location, whilst at thethe same time focusing on celebrating local Himba culture. as our Botswana After holding the reins has Woodrow MD Grant for nine years, to take on his to Johannesburg moved Officer Operating as Chief new role no for southern Africa. I have (COO) new position doubt that this exciting our focus will enable us to redouble and serviceand efforts on innovation in our operations across excellence Botswana, Namibia, South Africa, Zambia and Zimbabwe. will we near our 35th birthday, As we also look for new opportunities that and for all our shareholders value create journeys our that ensure to stakeholders Africa’s continue to conserve and restore to change wilderness and wildlife areas, action. positive and inspire lives April 2016 Safaris wonWilderness the African Responsible for Award Silver Tourism Best Contribution to Cultural ChitabeHeritage Conservation. in Award Camp won a Silver Reduction Best for Poverty April 2016 Safaris won the Wilderness Tomorrow for Tourism WTTC in the Environment Award Category for our Botswana Rhino Conservation Programme The Group’s sustainability policies sustainability policies The Group’s and in turn directed are and strategies our Chief Sustainability by overseen Social, Ethics and Officer (CSO) and the of the Board Sustainability Committee of Directors. sustainability 4Cs our to commitment Our the top from ethos is firmly entrenched the bottom up. and from down, of responsible In addition to a range Wilderness tourism accolades that we the year, throughout received Botswana won the thrilled that were Tourism & Travel World prestigious Tomorrow for Tourism Council 2017 As a Award. Destination Stewardship in Botswana company born and bred for the in 1983, this global recognition commitment to sustainable country’s our own tourism continues to mirror with of operating vision and standards as light an eco-footprint as possible. Future prospects Future of the frustrations aware are Whilst we to the the industry with regard felt by and Little Mombo of Mombo rebuild delighted are camps in Botswana, we official go-ahead the received to have partners to begin our government from looking and are process this exciting to launching both camps in forward as “the Place of early 2018. Renowned Plenty”, Mombo continues to be our flagship offering and, whilst the new camps will offer the most appropriate of such and sustainable luxury required a leading destination, they will also bush- in an authentic rooted remain May 2016 Safaris Namibia’s Wilderness programme solar conversion Globe Award won 2016 Energy category in the Fire June 2016 Holdings’ Wilderness ReportIntegrated was as 8th best in recognised the world in the Corporate ReportingRegister Awards Awards Walking the talk Walking economies in Building conservation but and patience Africa takes resilience part a core it remains of our Purpose of the imminent proud are and we – our first opening of Bisate Lodge The Rwanda. ecotourism offering in opportunity of to use our model to ecotourism to contribute responsible and community conservation positive in such a unique and empowerment is exactly why we environment, exciting about to launch are We do. do what we believe that we a world-class venture and far-reaching will make a dramatic the than ‘just’ impact on more positive While minimising mountain gorilla. impact during the our environmental construction and running of Bisate, project our ambitious reforestation a haven begun to provide has already of life endemic to the for a wide array looking forward are AlbertineWe Rift. to working closely with our Rwandan partners,Thousand Hills Africa, to many guests to this incredible welcome part Africa in the coming months. of further our ongoing demonstrate To we commitment to sustainability, Sue Snyman to a new Dr promoted business, that of within the role Her Manager. Sustainability Group includes managing the 4Cs role and Culture of Community, Coordinators integrated developing Conservation, aligned with the United strategies Sustainable Development Nations’ continue Goals, and ensuring that we in the business to underpin everything sustainability focus. with a strong Rwanda Critically endangered mountain gorilla seen in Volcanoes National Park
38 Wilderness Holdings Limited Integrated annual report 2017 Sustainability report
41 Commerce 47 Community – Internal community – External community 73 Culture 83 Conservation – Biodiversity – Environmental Management Systems
Wilderness Holdings Limited 39 Integrated annual report 2017 Kenya Il Moran Camp overlooking the Mara River
40 Wilderness Holdings Limited Integrated annual report 2017 Commerce
The Commerce C gives us the resources to make the interventions under the other three Cs. Without a viable business model, we cannot justify investing in the areas in which we operate. By the same token, even if there is a viable business model we cannot justify an investment that does not address the other three Cs.
Wilderness Holdings Limited 41 Integrated annual report 2017 Ultimately, Commerce deals with Wilderness’ ecotourism Commerce offerings and products, and is perhaps the most critical element to sustainability in the modern world. By operating a Table 4: Value added statement (for the year ended 28 February 2017) successful business, we are 29 February 2016 28 February 2017 able to conserve wildlife, P’000 % P’000 % empower local communities and protect Africa’s Revenue 935 087 1 107 467 Cost of goods and services (402 494) (555 844) wilderness areas for future Wealth created by trading generations to enjoy. operations 532 593 551 623 Finance income 1 460 1 901 Other gains 374 16 182 Total wealth created 534 427 100.0 569 706 100.0
Distributed as follows Employees Benefits and remuneration 307 191 57.5 349 616 61.4 Governments Current taxation 46 241 8.6 38 623 6.8 Providers of capital 40 530 7.6 45 878 8.0 Finance charges 5 748 1.1 11 096 1.9 Dividends to shareholders 34 782 6.5 34 782 6.1 Retained for growth 140 465 26.3 135 589 23.8 Depreciation and amortisation 64 736 12.1 76 927 13.5 Impairments (796) (0.1) 3 165 0.6 Profit for the year attributable to shareholders of the Company 76 525 14.3 55 497 9.7
534 427 100.0 569 706 100.0
Key performance Figure 23: indicators (KPIs) Total wealth created distribution
Adjusted EBITDA
Up 16% to P184 million
2016 2017 Profit after tax
Down 15% to P63 million
Cash dividend Employees Providers of capital Up 10% to 16.5 thebe per share Governments Retained for growth
42 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 43 Wilderness Holdings Limited Integrated annual report 2017 Net finance costs were 114% higher were Net finance costs million) at P9.2 million (2016: P4.3 being a consequence of the inclusion debt increased the of Governors’, and to finance capital investment as an accounting acquisitions, as well of restoration adjustment in respect costs provision. Outlook occupancy book is Our forward but the continued encouraging discounting of Mombo bednights until will the new camp opens in February on performance. continue to weigh Further of the US weakness Dollar on would place additional pressure will apply performance, but the inverse if it appreciates. in of Bisate Lodge The development and well Rwanda continues to progress on schedule to open in June remains a camps received The Governors’ 2017. facelift with further in developments the pipeline. intent is to invest strategic The Group’s in African tourism markets which offer authentic wildlife and safari experiences feel our specific we and where positive ecotourism model can have and community impacts. conservation Return shareholders to has elected to pay a dividend The Group higher than its maximum policy of it views the foreign as two times cover losses as an external factor exchange moment based on elements at a given of the in time and not as a reflection performance and fundamentals. Group’s cash reserves In addition, the Group’s support cash flows and projected the a Accordingly, dividend proposed. final dividend of 16.5 thebe per share, which is 10% higher than prior year, was declared. Governors’, bednight sales grew by 2%. by bednight sales grew Governors’, contributed brand The Governors’ 22 946 or 14% in bednight sales. increased bednights have Available 19% to 286 350 (2016: 240 748); by available Governors’, excluding The Group’s 1%. by bednights increased flat at 58%. remained occupancy rate The benefit of the 9% depreciation against the USof the Pula Dollar the first half of the experienced over its appreciation was negated by year six months. the remaining of 2% over July and During high season, between 4% by depreciated the Pula October, to against the US Dollar compared the As a result, the prior year. in weaker local currencies significantly a year did not have the first half of the as initially material impact on revenue, expected. EBITDA 21% declined from margin to 19%, primarily due to the foreign the from losses incurred exchange foreign of the Group’s translation position (comprising mainly currency US compared Dollar cash reserves) Adjusted to the gain in the prior year. EBITDA the which excludes margin, and transaction effects of the Governors’ losses, increased exchange the foreign costs, on a 19% to 20%. Operating from Governors’, basis excluding like-for-like contained and well remained have only 5%. by increased Other gains of P16 million include claims insurance from proceeds on amounting to P6 million and profit disposal of a subsidiary of P10 million. to the Impairment losses related impairment of camp assets due to damage. fire strategy, hedging Group’s the with line In percent at zero remains cover forward until, exposure of calculated forward d the Ran in the opinion of the Board, necessary. fundamentals make cover Revenue increased by 18% to by increased Revenue P1 107 million (2016: P935 million) in bednights sold. the increase by driven 18% by bednight sales increased Overall to 165 864 (2016: 140 162); excluding Financial performance The Group increased bednights sold by bednights sold by increased The Group in headline a decline 18% but recorded (HEPS)earnings per share of 38%. Governors’ acquisition include nine months of the The results been businesses which have Governors’ These 1 July 2016. consolidated from contributed P95 million and operations and EBITDA,P20 million to revenue respectively. Financial review Financial review This was a positive year overall, as the overall, year This was a positive in 18% and 5% growth achieved Group and EBITDA,revenue respectively. This is despite the significant turn in of a profit from exchange foreign P26 million to a loss of P11 million, environment currency as the volatile on headline impacted negatively is this volatility earnings. However, periodically as the expected to recur in multiple jurisdictions operates Group Trading currencies. and in different much performance was therefore in adjusted at 16% growth improved EBITDA of in an increase which resulted operations. by 15% in cash generated of key the delay of the renewals With the Group over, leases in Botswana now of Mombo has commenced the rebuild acquisition of our while the Camp, Camp in the Governors’ 51% interest and Rwanda proved Collection in Kenya highly satisfactory with pleasing results. has almost In addition, the Group completed its building of the new Bisate continued its in Rwanda, and has Lodge and systems IT in investment substantial in line of the Group the repositioning with its strategy. Commerce continued
Figure 24: Figure 25: Available bednights (0wned camps) Occupancy (0wned camps)
110 2016 80 2016 100 2017 2017 70 90 80 60
70 50 60 40 50
40 Percentage 30
Bednights (thousands) 30 20 20 10 10 0 0 Botswana Kenya Namibia Rwanda South Africa Zambezi Botswana Kenya Namibia Rwanda South Africa Zambezi
Figure 26: Figure 27: Segmental profit Capital spend
125 2016 90 2016 2017 2017 80
100 70
60 75 50
40 50 Pula million Pula million 30
25 20 10
0 0 Botswana Kenya Namibia Rwanda South Africa Zambezi Botswana Kenya Namibia Rwanda South Africa Zambezi
Figure 28: Brand share of owned bednight sales
2016 2017
Premier 12.1% Adventure 27.1% Premier 10.2% Adventure 24.1% Classic 42.5% Tour series 18.3% Classic 38.1% Tour series 13.8% Governors’ 13.8%
44 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information
Vumbura Plains Camp, Botswana Eco-retreat offering the best of the Okavango’s wildlife and diverse activities
Wilderness Holdings Limited 45 Integrated annual report 2017 Rwanda Sabyinyo Silverback Lodge is Rwanda’s first community-owned lodge
46 Wilderness Holdings Limited Integrated annual report 2017 Community
The Community chapter discusses all the people related to and part of our business, including guests, staff, community partners, shareholders, NGOs, governments and academic researchers.
Wilderness Holdings Limited 47 Integrated annual report 2017 Guests1 Owing to the wide and dynamic This is mostly achieved through a range of stakeholders, and to ensure The guests who travel with us and stay in guest feedback system which relies on more effective management of the our camps are one of our most important questionnaires completed by guests Community C, we have divided it into groups of stakeholders. Guests who when departing from each camp visited. two ‘sub-Cs’: depart satisfied and happy become brand These questionnaires are captured ambassadors for Wilderness, resulting • The internal community is our staff. into a web-based Wilderness guest in referrals or further travels with us. The They are the interface between our database and any feedback or trends same applies to the agents serving those Company and our guests – as well as emerging are used to take any corrective guests. Conversely, unhappy guests will other stakeholders – and therefore action that might be needed, including not travel with us again and, in extreme fundamental to our operations. ongoing training to further improve the cases, might hurt our brand or demand We aim to ensure that they are skills levels of our staff – be it guiding, compensation. This has a knock-on effect fulfilled, rewarded and act as valued food and beverage or front of house in two areas. One is with their respective ambassadors of the Company; management. agents: those who have unhappy clients • T he external community comprises are unlikely to send us further business, In addition, we work from Fred our neighbours, the rural while the other is when feedback is Reichheld’s formula in “The Ultimate communities that either own the posted on social media platforms such as Question”. This system takes a more land on which we operate or live TripAdvisor, to which the travelling public sceptical view of feedback received adjacent to these areas. (Many has direct access. For these reasons, and allows us to benchmark ourselves of our staff are drawn from these we obtain and manage guest feedback internationally with our competition. communities and thus form part through our dedicated Customer Care This is based on the ultimate question of both internal and external department while also tracking and being, “Would you recommend the communities.) External community monitoring the levels of guest satisfaction product to friends/family?” If we examine also includes other stakeholders, that we achieve, which is used to this question in isolation, we are pleased including NGOs and governments. determine what is required to improve that our overall net promoter score (NPS) our levels of service. for FY2017 was 86% – this compares
Figure 29: Guest feedback – Would you recommend this camp
100 90 80 70 60 50 40 Percentage 30 20 10 0 March April May June July August September October November December January February
Overall Botswana Namibia Zambia Zimbabwe
48 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report
favourably with the 84% achieved in FY2016 and the 62% average that is Wilderness Safaris published in Reichheld’s research of other high-end tourism products. demographics and origins
1 The Governors’ Camp Collection does not Wilderness Safaris’ guests form a very important part of our community, many of Corporate governance yet use the Wilderness Safaris systems for whom have travelled with us numerous times; they feel that they are very much obtaining and monitoring guest feedback. a part of the family. Whilst bookings are channelled through the trade, we are This being the case, the text that follows still able to monitor the nationalities of our guests with a large proportion of our applies only to Wilderness Safaris camps. guests coming from the USA (particularly those guests visiting our Botswana It is intended that the Governors’ camps camps). In addition to the US market, we also see significant numbers of guests will, over the course of the current financial year, migrate across to the Wilderness NPS from the United Kingdom and Germany, followed by much of the rest of Western system discussed above. Europe and Canada. Each of these markets has a strong preference towards a particular region, with the British market tending towards Zambia and Zimbabwe and the Germanic markets favouring Namibia; however there is a large amount of crossover. We are also aware of the importance of guest referrals and confident that much of the business into our camps is generated as a result of good experiences had by our guests; thus, over the past two years, there has been a bigger focus on sharing more of our conservation, community and culture stories with our guests in camp to really bring them into our community
of like-minded people and enable them to share the Wilderness Safaris story Annual financial statements onwards with their friends and families.
Figure 30: Guest feedback – General
100 90
80 Shareholders’ information 70 60 50
Percentage 40 30 20 10 0 Management Appearance Bar and dining Meals Housekeeping Guiding Activities Activities Overall Recommend and style service enjoyable sensitivity stay
Overall Botswana Namibia Zambia Zimbabwe
Wilderness Holdings Limited 49 Integrated annual report 2017 Wilderness recognises that our competitive advantage lies in our people; they deliver on our strategy and build and maintain our reputation with stakeholders. Internal community One of the focus areas in the financial year was on reigniting the fire of our employees through the brand engagement process and our unique employee During the 2017 financial year, the Wilderness workforce grew due to the acquisition of Governors’, and the Wilderness HR strategy has been rolled out offering. The launch of the to this newly integrated business. Governors’ has its own business model, and Brand Champion movement Group Human Resources (HR) therefore provides assistance on an ad hoc basis. in Wilderness, which Due to the varying operational approaches, Governors’ training needs are very different to those of Wilderness, and Governors’ continues to run this separately. included the release of our This report does not include information on Rwandan operations as this was not “14 reasons to believe”, has available at the date of reporting. had a significant impact. Management approach Our management approach emphasises service excellence, be it to the guest or our staff, commitment to continuous improvement, ethical interactions, and, compliance in all our internal and external dealings. Key performance As the business grows, we must adapt to an increasingly fast-paced and evolving indicators (KPIs) dynamic within the organisation. In this increasingly complex, diverse and dispersed business, it is important to ensure that HR continues to instil and People strategy promote the Wilderness Way through our values, leadership standards, and people practices. This needs to be done throughout the entire Company in order The Wilderness People strategy continued to ensure that we improve agility and maintain our competitive advantage. to be a key focus area with regard to talent management, people development and Fuelled by 35 years of operating experience in Africa, Wilderness HR has been empowering HR teams in the regions. tasked with developing a strategic HR function. This function will be responsible HR processes are continuously being for setting the talent framework for the Group, formalising and implementing reviewed and, where necessary, revised policy and processes, developing and promoting people practices, engaging and and tailored for each region’s unique needs. developing leadership, and being the custodian of our culture. This required the creation of a new position, Group HR Operations, which is a multifaceted role Employment of citizens and serves as an effective conduit between the Regional HR departments and the Group HR centre. There is a continued drive to employ local citizens in each area of operation. Our non- Once policies and processes are set, HR provides guidance, support and specialist citizen representation reduced significantly advice to the regions to ensure an understanding of the overall HR vision and from the previous year to 3%. strategy and consistency in the delivery of people practices across the business. Staff training People strategy Training and development continues to be To remain competitive in an ever-changing global market, Wilderness requires a priority for Wilderness and we continue leaders who can make sound decisions, have confidence and are resilient and to see consistently positive trends in the flexible. The environment in which we operate is both volatile and ambiguous, number of staff trained and training hours which is why it is imperative to have leaders who can adapt to these conditions given to each employee. and who will take our people along on the journey.
Staff retention The business strategy is delivered with and through our people. Our staff ’s passion and talent is essential as it influences the internal culture of the Staff retention remains a concern in the Company, and enables our business to provide a world-class Wilderness organisation as people are our biggest experience to our guests. asset. We continue to monitor staff turnover closely. We therefore recognise that our staff are central to our continued success.
50 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 51 1 1 1 – 3 3 3 4 2017 1 1 – 6 3 2 7 55 2016 % Non-citizens Wilderness Holdings Limited Integrated annual report 2017 – 4 4 2 4 10 40 64 2017 – 6 7 2 3 66 80 164 Non-citizens 2016 the workforce is demographically is demographically the workforce of the countries where representative is a challenge, as in This operate. we skills are some instances the required seen have we However, not available. a significant decline in the number of in Botswana, expatriates employed This is year. with the previous compared of our continuous efforts a reflection to upskill local community members into by filled previously positions which were non-citizens. expatriate representation Our overall due to a marked decrease has shown had which of Seychelles, the exclusion a high expatriate complement. – 127 267 340 299 444 2017 2 516 1 039 – Citizens 66 118 521 970 228 276 2016 2 179 have been identified and incorporated incorporated been identified and have other HRinto various functions such as performance management, and selection, reward recruitment etc. and recognition, Workforce nationalities Workforce continues to localise Wilderness as many positions as possible and is committed to ensuring that composition and nationalities Workforce 5: Table Employment demographics and diversity Wilderness 2017, At the end of February in had 2 580 people employed, comparison to 2 343 people employed do not distinguish We year. the previous are we or gender; however, race by our staff from committed to employing neighbouring communities. In South compelled are Africa and Namibia, we legislation to reportby on employment included equity and these details are below. commenced with building Wilderness Rwanda at the end of the in operations workers year and 37 temporary financial to assist with the been employed have construction of Bisate Lodge. Botswana Kenya Namibia Seychelles South Africa Zambia Zimbabwe Total Employee value proposition Value the Employee Following that was (EVP) project Proposition HR Group out by in 2015, HRrolled with the Marketing team joined forces out an internal brand roll and to create with the aim of reaffirming with process purpose and Wilderness our staff the this project of The objective values. of people, a group was to empower Champions, to spread as Brand known message brand internal Wilderness the to colleagues and other employees. focus was intended The internal brand engagement, employee to increase of top and attraction retention improve alignment within the talent, and create business which, in the end, impacts roll-out The financial performance. commenced in the Zambezi region and continued in Botswana, Namibia initiatives Various and South Africa. been undertakenhave since the initial Champions the Brand to keep process the message and ensure motivated after the continues to be spread workshops. the reignited These workshops have spark of why our people work for as bringing the as well Wilderness, closer together. teams in the regions The enthusiasm and ideas that were the workshops were from generated both leadership and HR from valuable, HR Group perspectives. will continue to work closely with the Marketing department alive to keep this energy as to embed the internal brand as well engagement firmly within the business. Wilderness regarding ideas Valuable generated and behaviours were values at the workshops and this consolidated information will assist with finalising the Wilderness. for EVP the Based on the feedback from behaviours workshops, value-aligned Community | Internal community continued
Table 6: Employment equity figures for Namibia and South Africa 2016 2017
Black/ Black/ Namibia1 Coloured White Total Coloured White Total
Male 18 – 30 years 63 1 65 – 31 – 50 years 116 9 119 7 Over 50 years 8 4 10 4 Female 18 – 30 years 77 5 82 3 31 – 50 years 101 8 115 7 Over 50 years 4 1 4 1 Total 369 28 397 395 22 417
2016 2017
South Africa2 Black Coloured White Indian Total Black Coloured White Indian Total
Male 18 – 30 years 7 1 5 – 4 – 2 – 31 – 50 years 10 1 25 – 13 4 32 – Over 50 years 2 1 9 – 1 1 10 – Female 18 – 30 years 19 2 13 1 14 4 11 – 31 – 50 years 20 8 90 8 23 12 97 11 Over 50 years – – 13 – 2 – 15 – Total 58 13 155 9 235 57 21 167 11 256
1 This number does not include Wilderness Air as it is a separate legal entity. Wilderness Air does not qualify as a relevant employer as the pilots are employed on a fixed-term basis. 2 Excludes Rocktail Camp as, for Department of Labour reporting purposes, it falls under a separate entity.
Figure 31: Workforce distribution by country Wilderness Safaris South Africa’s third Employment Equity (EE) report was submitted to the Department of Labour (DoL) in 2016. Wilderness continues to track the Company’s progress against EE goals and has successfully implemented the measures that were required in the 2016 year. The targets set in our plan are conservative given the fact that the expected growth in the Travel Shop sector did not materialise. We continue to focus on developing internal candidates to promote from within our workforce and consistent attempts are made to employ EE candidates in new vacancies.
The Namibia Affirmative Action report submitted to the Department of Labour was approved. Botswana 41.8% Kenya 13.3% Namibia 17.4% South Africa 12.0% Zambia 5.1% Zimbabwe 10.4%
52 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 53 1 1 1 1 – – – – – – – – – – – – – 6 3 2 2 2 3 5 4 2 4 4 4 21 12 10 40 64 employees Non-citizen Wilderness Holdings Limited 1 1 1 1 – – – – Integrated annual report 2017 4 7 6 3 6 2 3 14 18 18 13 13 21 44 56 24 40 28 141 105 167 218 218 505 382 1 030 Female 1 – 4 2 2 6 6 9 4 11 12 14 91 38 66 47 34 36 65 39 83 23 115 110 110 137 109 169 316 574 408 230 229 Male 1 550 1 1 5 2 3 9 8 9 4 15 91 18 52 67 32 90 78 45 96 26 131 116 155 177 134 790 220 336 344 309 269 448 Total 1 079 2 580 employees
Age Total Total Total Total Total Total group 0 – 39 years 0 – 39 years 0 – 39 years 0 – 39 years 0 – 39 years 0 – 39 years 60 – 69 years 60 – 69 years 40 – 49 years 50 – 59 years 50 – 59 years 40 – 49 years 40 – 49 years 50 – 59 years 60 – 69 years 50 – 59 years 60 – 69 years 40 – 49 years 50 – 59 years 40 – 49 years 40 – 49 years 60 – 69 years 50 – 59 years 70 – 70+ years 70 – 70+ years 70 – 70+ years 70 – 70+ years Botswana Country Kenya Namibia South Africa Zimbabwe Zambia Total WildernessTotal employees * This includes permanent staff and seasonal staff for Zambia and Zimbabwe. Gender and age breakdown of employees 7: Gender and age breakdown Table Inclusion and diversity This Wilderness. of leaders within up a small percentage in senior positions, women still make diversity Despite a push for gender under- and developing aimed at attracting HRchallenge is ongoing and initiatives continue to focus on several and the business female leaders. and future groups represented Community | Internal community continued
Local employment People are the heart of our business Wilderness is committed to employing staff Our staff inspire our guests to learn about nature and realise the importance of ecotourism from local communities
Table 8: Workforce turnover Figure 32: Workforce turnover 2016 2017 30 2016 2017 Male 25 18 – 30 years 94 95 20 30 – 50 years 133 90 Over 50 years 19 10 15 Percentage Female 10 18 – 30 years 89 122 5 30 – 50 years 97 81 0 Over 50 years 8 4 Botswana Kenya Namibia South Africa Zambia Zimbabwe Reason Resignations 198 287 Workforce turnover Dismissals 70 44 The staff turnover rate is 18% for the year, down from 19% in the previous year. This is an indication of the effort that Death 2 5 has gone into addressing retention risks and changing the Absconded 11 19 Company culture in all regions. The turnover rate is within Retrenched 0 5 acceptable levels compared to industry norms, but we continue with efforts to reduce this. Contract not renewed 29 29 We are continuously experiencing pressure as the battle Retired/transferred 130 13 for talent is growing fiercer. This is evident in the turnover Total 440 402 numbers. The Group continues to monitor the turnover levels in each category to ensure critical staff and talented individuals are retained within the business.
54 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 55
Wilderness Holdings Limited Integrated annual report 2017 opportunities to inspire and growth importancethem to learn about the of this, to achieve ecotourism. In order a responsibility have that we believe we ensuring that in their future, to invest they the tools and knowledge they have to be successful in their roles. require support continues to actively The Group both internal and all forms of training, external, not only to impart necessary the our people skills, but also to motivate a long and them to have and allow Wilderness. with successful career courses 2 718 training During the year, the for employees, presented were The female. majority of which were platforms within internal training camps, divided between are Wilderness as air as well sales and reservations, invested have we divisions. Additionally, in our service courses on and hospitality Ink virtual platform. the Lobster training departmenthas a training Each region that caters to the unique needs of its and conducts formal face-to- employees as informal courses as well face training mentoring. A Working Talent Dashboard has Dashboard Talent Working A Talent based on the been created, This ensures Management Programme. in the right people deploy that we the Group, throughout the right roles job satisfaction greater creating an ongoing This is and value-add. that is adapted along with programme imperatives. strategic the Group’s forward, It is envisaged that, going to take prepared will be well employees on new positions as required. active process, this Through engagement with our identified talent was initiated, and the consequent increased discussions have opportunities for leaders and more succession candidates to have personal around conversations frequent at work. ambitions and aspirations has Dashboard Talent Working This of been used to inform the focus areas Academy to Leadership Wilderness the further the succession pipeline develop of the Company. We believe that our people are our are that our people believe We most important our from differentiator aim to provide competitors, and we Training and development Training Talent management and Talent succession planning Our vision is to conserve and restore creating by wilderness and wildlife Africa’s and inspiring life-changing journeys this, we us to realise action. For positive the bring not only that we need to ensure our business, but right new people into and in the development invest also that we of our existing staff. retention was Management Programme Talent The with designed as a multi-phase initiative, the first phase focusing on the most critical strategic the Company’s to achieve roles started therefore withThe process goals. from team and was addressed the Executive individual perspectives. and both Group team working the Executive This involved principles around together to create support,and individualteamwork as well as assessments and critical engagement with each member. conversations the The second phase involved incumbents assessment of the current and the identification in the critical roles of high potential individuals within the undertookThese employees business. individual assessments and critical engagement conversations. Dedicated staff at work our most importantOur people are differentiator Community | Internal community continued
Training highlights
Zambezi Two staff members attended a wine advisors’ course in Cape Town, fully sponsored by Under The Influence. Under The Influence visited the region and trained our staff on wines during the course of the year. Lobster Ink also came through to train the chefs in the Zambezi region. Two Zimbabwe guides attended a mentorship training course in Botswana.
Guide training 25 guides from Botswana, Namibia, Zambia and Zimbabwe attended a two-week guide training workshop at Savuti Camp in the Linyanti, Botswana. Guides were selected by region, based on their performance in their respective camps over a period of time. It was a mixture of old and young, including a trainee guide. We were also honoured to have guest speakers from Okavango Guiding School and Paul Scheller from Red Roan. Discussion topics included tracking, photography, what makes a great guide, guiding techniques (i.e. hard skills vs soft skills), managing guest expectations, thinking aloud and interpretation vs narration.
Botswana Government Internship in Botswana The programme is a collaboration with the Botswana Government to place tourism interns in various roles in the organisation to gain exposure and work experience. The internship programme was a great success in the year with a total of 24 interns graduating. • Sixteen trainees are in the programme – no failures to date Namibia • 14 of the 16 were selected from within the Wilderness Safaris Botswana system The Emerging Guides and Managers • Five of the 16 trainees completed the Lodge Management programme Programme was run for the third consecutive year. Four guides completed • Two of the five were employed before completing the programme, as the workshop and three of the candidates Housekeeping and Maintenance managers were promoted. • People management skills were introduced into the curriculum with prime focus on developing soft skills and motivational leadership to learners. This programme included formal and informal training and has prepared the guides for promotion. The programme included two female guides, Richel Aibes and Scolastica Hishumwenye, who are both employed at Little Kulala. Wilderness Air Namibia restructured its aircraft fleet in order to achieve a faster circuit time to enhance guest experience. As this was basically a new type of aircraft flying the ‘spine’ of the Namibian flying circuit, namely the F406 twin engine turbine, a dedicated training programme involving pilot instructors, an F406 flight simulator, and our own Wilderness Air training department was established to carry out the training required to produce the crew contingent needed to man the fleet safely and effectively.
56 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 57 2016 2017 2017 Zimbabwe Zimbabwe Zambia Wilderness Holdings Limited Zambia Integrated annual report 2017 South Africa
Namibia Namibia areas. These are then addressed with with then addressed These are areas. internal attending various the employee and sometimes external training courses. formal face-to- Senior managers have face feedback sessions, which provide them with insight into their leadership as their personal abilities as well needs. development Remuneration and employee benefits policies remuneration The Group’s detailed in the reportare of the and Nomination Remuneration Committee. that our remuneration It is imperative policy is consistent and competitive of ch area and in ea the Group across parity amongst our It ensures operation. packages and remuneration employees of skill, competence, based on level are Kenya Botswana
Botswana
0 78 76 74 72 70 68 66 64 62 60
80 60 40 20
120 100
Percentage Percentage Figure 34: Lobster Ink courses Average results achieved for Figure 36: Percentage of employees trained 2016 2017 2016 2017 Zimbabwe Zimbabwe Zambia interaction between a line manager and between interaction performance The revised employee. management system was implemented for the first time in 2016. The system takes into account team performance, together with individual performance, which is then discussed formally on a bi-annual and measured has basis. In addition, each employee conversations one-on-one numerous with their year the throughout This process line managers. respective and the both the employee by is driven the opportunityline manager and gives as they areas development to address improved arise, and focuses on creating our people. engagement between The purpose of the formal discussion is fair and honest feedback to provide great to acknowledge in order performance and assist employees in identifying potential development Zambia South Africa Namibia Namibia Kenya The businesses in Kenya , Rwanda and South Africa do not make use of Lobster Ink platforms.
Botswana *
Botswana
0 0 5 000
15 000 10 000 20 000
100
500 300 600 400 200 Courses attended Courses Hours Performance management Performance management plays an Performance engagement. in employee role integral contributor to either The prevalent employee or negative positive the day-to-day engagement remains The Lobster Ink training platform is Ink training The Lobster and delivery the creation built around of detailed courses on international and product skills, standards using an online learning knowledge, to ensure and assessment environment ease of access and focused, measurable The platform offers outcomes. training well as courses as Wilderness-specific generic hospitality courses. In Botswana, the amount of training to is equivalent conducted in the year having done at least employee every sessions during the year. two training Lobster Ink training Lobster Figure 33: attended Lobster Ink training courses Figure 35: Average training hours per employee Community | Internal community continued
experience, qualifications, and level of responsibility. An to and from their place of work before and after their leave annual internal HR audit is conducted and the Company uses cycle, as well as rations and uniforms. the results to rectify any imbalances that may exist within our The Company has a medical aid fund available to all employees people practices. Further to this, the Company makes use of in Namibia and South Africa, and further options are available external benchmarking through Remchannel, an independent in Botswana, Zambia and Zimbabwe. All full-time and company of PricewaterhouseCoopers, to ensure that we permanent employees are encouraged to join the fund. remunerate in relation to the industry standards. In Botswana, Namibia and South Africa, full-time permanent Employee benefit criteria remained unchanged over the employees are required to join the Company pension or reporting period and all statutory requirements are adhered provident fund while in Zambia and Zimbabwe, the Company to in each country of operation. Over and above the normal subscribes to the requirements of the state pension fund. No statutory required benefits, all temporary, seasonal or differentiation based on seniority of position is made in any of permanent bush-based employees receive housing, transport our pension or provident funds.
Creating awareness Camp staff Passionate staff are key to getting our message Delicious meals, freshly prepared in camp of conservation across to guests
Some of our Maun based staff Our office staff across the regions form the crucial support system for the camps
58 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 59 Wilderness Holdings Limited Integrated annual report 2017 Staff wellness is environment A healthy and safe work to higher productivity related directly apply the We and engagement levels. approach than cure’ is better ‘prevention especially our staff, and try to provide the with areas, those in remote healthcare. necessary preventative a provides In Botswana, the Company mobile medical service for employees based in the bush and Maun. Camp Tele- access to given are employees medicine, a service staff can where phone a qualified medical practitioner and medicine for certain conditions to staff by and given can be prescribed In some instances, managers in camp. the authorised medical company refers hospital to the government employees for further consultation. is In Namibia, a medical practitioner the Company and visits to contracted the camps for health checks and monthly HIVvoluntary testing. In South Africa, an annual medical day in conjunction with the is organised have medical aid scheme. Employees an opportunity with various to interact and complete practitioners healthcare basic medical checks. in Zambia and Zimbabwe, Previously the servicesthe Company contracted of SHARE to assist with primary as HIV as well healthcare, testing and Employment relationship Employment relationship index (ERI) ERIThe fourthWilderness survey was The HR 2016. teams conducted in March to each camp travelled in each region to explain the survey any answer and The participationquestions. sample however was smaller in the 2016 year, a substantial portion of our workforce The ERIcompleted the surveys. survey the Governors’ was conducted before that acquisition and thus excluded business. positive were received The results been reporting has Wilderness an and each levels in engagement increase A continuous effort is made in year. to not only communicate each region the but also to understand the results, This enables trends. for the reasons to implement action plans each region aspects. the lower-ranking to address Further has been a to this, there staff conscious effort to improve not are to this end we and retention, only focused on performance, but also where on healthy work relationships with our brand. staff feel reconnected As part of the Group HR strategy, our As part HR of the Group strategy, continue construct will remuneration to to be scrutinised and updated management complement our talent process.
ERI overall index 1 6 6 6 % 14 61 65 64 63 62 60 59 58 57 Increase 2016 ERI overall index Currency BWP NAD ZAR ZMW USD 2014
Sample size
1 600 1 550 1 500 1 450 1 400 1 350 1 300 1 250 Country size Sample Botswana Namibia South Africa Zambia Zimbabwe Average increase awarded increase 9: Average Table Salary increases are awarded during awarded are Salary increases for all qualifying participants.March the average shows The table below in FY2017: awarded increases A performance-based reward system is A performance-based reward and in place with the aim of attracting best people. the retaining Figure 37: ERI survey results Staff wellness Staff AIDS office campaign in the Johannesburg World Day awareness Community | Internal community continued
counselling. SHARE has since revised its Due to the high cost of medical aid or potentially harmful incidents are focus to sexuality and gender, but part schemes, most staff members use avoided and addressed wherever of this assistance includes providing the services of government clinics. possible. HIV counselling and testing together This means that they often opt not with other wellness programme to use the Wilderness-offered HIV In the past year, there were 37 work- activities. testing programme, which has made it related injuries in Wilderness with no impossible for us to accurately report fatalities. Even though absenteeism Wilderness is aligned to the priority on HIV-prevalence rates. has substantially decreased from the areas of the regional health ministries previous year, it is still high in Botswana. and we continue our HIV/AIDS Health and safety The Company has implemented various drive with a focus on education and We aim to ensure acceptable and safe initiatives which should further decrease prevention. The Company continues to working conditions as well as a work absenteeism. supply condoms and femidoms in all our environment that is free from hazards. camps, as well as certain offices. All unsafe acts, poor working conditions
Table 10: Health statistics
2016 Botswana Kenya Namibia South Africa Zambia Zimbabwe
Injuries Number 8 – 2 – 2 – Days lost 167 – 64 – 19 – Chronic diseases Cases* 106 – – – – – Employees booked off sick 106 – – – 32 – Days lost 252 – – – 211 – Fatalities Number – – – – – – Absenteeism Paid sick leave 3 050 – 65 358 298 34 Days lost to unpaid absenteeism 4 657 – 128 53 – –
2017 Botswana Kenya Namibia South Africa Zambia Zimbabwe
Injuries Number 5 24 – – 2 6 Days lost 10 52 – – – – Chronic diseases Cases* 105 101 – – – – Employees booked off sick 80 139 – – 32 – Days lost 63 242 – – 211 – Fatalities Number – – – – – – Absenteeism Paid sick leave 4 875 242 169 358 230 597 Days lost to unpaid absenteeism 881 – 62 53 – –
* Chronic diseases: Malaria, high blood pressure, STD, low blood pressure and tuberculosis.
60 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 61 Zimbabwe 2016 2017 Zambia Wilderness Holdings Limited Integrated annual report 2017 Namibia Kenya Botswana
0
80 60 40 20
Provide the opportunity freedom people to enjoy for all our Provide of victimisation; fear from of speech, free of life for all our and better standards progress Promote people; ultimately eliminate any social and economic and Reduce inequalities and imbalances that may exist in our a fair and equitable working and promote operations, environment; into society by integration and strengthen Promote of any disparities in economic contributing to the reduction in the countries in the working environment development in; operate we assumptions about qualifications Eliminate all prejudiced and experience; our workforce; skills and empower Develop of non-discrimination balance the requirements Pragmatically and job security; and the opportunity have to all employees Ensure which incorporates and development attend training of all cultures. understanding and tolerance 100 Percentage Figure 38: Staff village average GEMS compliance all the regions where we operate. We aim to meet or exceed all aim to meet or exceed We operate. we where all the regions ethically and with dignity. global standards relevant to: strives The Group • • • • • • • • Respect and recognition for all people, cultures and genders for all people, cultures recognition and Respect Ensuring Wilderness. continue to be fundamental principles in and fair workplace is of prime importancea safe, respectful in Compliance with international labour with international Compliance standards Ethics has an anonymous ethics hotline Group Wilderness The suppliers and guests to report any to employees, available an by This hotline is monitored incidents of unethical conduct. identified or external company who notify us when risks are submitted; 10 reports were reported. In the past year, and resolved. investigated all were reported were in cases No significant corruption or fraud-related year. the financial Collective bargaining of International human rights, which include freedom Wilderness. and upheld in respected association, are belong to unions workforce Wilderness’ In all, 19% of Bargaining Collective to 14% in the prior year). (compared pertainingAgreements as to wage negotiations, as well in place with the are other basic conditions of employment, the rights of all our in protecting believe We unions. various that fair and compliant and continually ensure employees, in place. are practices employment Staff accommodation focus needed to be that more realised Wilderness In 2011, and a simple placed on the condition of our staff villages to determine the status. assessment was implemented in order Minimum Environmental in 2014 and a Group This was revisited (GEMS) used to assess Standard which is now introduced, the first When staff villages. the conditions in our and address in 2014, to this standard assessment was completed according of 30%, but with continued result a low our villages achieved of back of house facilities, this has focus on the improvement In 2017, a result in 2016. achieved with a 60% result improved of 74% GEMS for our staff villages. compliance was achieved all camps and is to have KPI the two-year Going forward, minimum of 85% GEMS at a regions compliance. Staff training Staff department has a training of operation that Each region caters to the unique needs of its employees Our external community includes all external External community stakeholders, such as community partners and neighbours, governments, NGOs, guests, other private sector businesses and Understanding external community educational institutions. The material aspects in this chapter focus specifically on our rural community stakeholders because of the positive and negative impacts that they may have on the future of our business and, in turn, the business on them, and because of the need to ensure that they benefit from their natural resources and the associated tourism. The material aspects, determined through an analysis of internal and external stakeholders (included in this report), include host country governments, landlords, local communities, NGOs, and suppliers of goods and services.
The profitability and sustainability of our business depends upon the health of the wilderness areas in which we operate and the ecosystems and species that they seek to conserve. These will be determined by the attitudes and behaviour of communities living in, or adjacent to, protected areas, and who frequently bear the costs of conservation through human-wildlife conflict and the opportunity costs of not being able to use conserved areas for settlement or agriculture. As a result, there is a direct correlation between the success of our business and the goodwill and support of surrounding communities. Our community engagements and development activities recognise these realities and broadly aim to ensure that neighbouring communities benefit from ecotourism and, therefore, value conservation areas and will ensure their long-term sustainability. Group Community Development Strategy The Group Community Development Strategy for 2015-2019 presents an alignment of the strategies, vision and goals of Children in the Wilderness (CITW) and the Wilderness community development projects. It allows for a more structured and sustainable approach to community engagements and developments. Focusing on specific areas and projects ensures that community Key performance development initiatives make a real, sustainable difference in our areas of operation. Coordinated administration and management of community projects areas (KPAs) increases accountability and transparency, and provides a more efficient and effective channel for donors. Contributions This Strategic Plan was informed by meetings with all relevant community Community partnership and staff development departments and Regional Managing Directors, past community contributions amounting to over developments and engagements, as well as the overall experience of Wilderness. P51.2 million. It includes detailed appendices for each region, outlining their specific strategic objectives, short- and long-term goals, along with guidelines on how they Community development engage with communities, and how development projects and CITW participants Raised, managed and administered funds are chosen. This strategy is relevant to the Regional Managing Directors and for community development projects Operations Managers, Community Development Liaisons, CITW Coordinators, amounting to P4.03 million. and community partners and supporting NGOs, governments, staff and any other parties involved in the administration, management or fundraising associated Children in the Wilderness with our community developments and engagements. The role of different stakeholders varies with the particular community development project or Continued support provided to Children partnership. in the Wilderness to ensure the operation and growth of an effective, sustainable Our overall community development strategy, which includes CITW, aims to: environmental education and life skills • Ensure that local communities derive an equitable share of benefits from programme. conservation and tourism;
62 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report
• Reduce poverty; All material aspects reported in this country community development staff chapter are managed by country-level to discuss their projects, the CITW • Improve living conditions; staff within seven countries of operation programme, its sustainability and the • Empower communities; and (Botswana, Kenya, Namibia, Rwanda, way forward. At these workshops, a • Enhance local education systems. South Africa, Zambia and Zimbabwe), number of CITW programme materials with support from a Group Coordinator, were discussed along with plans to These aims are largely achieved as well as Group resources which are move the programmes forward with a through forming partnerships available to all regions. focus on results-based monitoring and with local communities, improving evaluation. school infrastructure, introducing In order to maintain ethical and CITW Eco-Clubs, scholarship equitable partnerships with our external Throughout the year in each region, programmes, nutrition programmes communities, country community community development staff meet Corporate governance and the promotion of small community development staff and Group resources on a regular basis with community businesses. All of these provide local meet regularly through regional visits partners and the schools we engage communities with tangible benefits from and annual workshops. In February 2017, with, as well as other community, tourism. two Group Community Development and government, private sector, academia CITN mini-workshops brought together and NGO partners.
Engaging stakeholders: Linking to SDG 17
An important part of any community Hwange National Park. Guests travelling with Overseas Adventure Travel donate to development project is the ability to GCF and Wilderness, in consultation with the local community, develops proposals engage with numerous other stakeholders, for community development projects. Once accepted, Wilderness administers, Annual financial statements learning from one another, assisting one manages and implements the projects with the respective community. Through another and thereby improving outcomes. partnering with others, we are able to achieve more and ensure that we focus on Wilderness partners with a number of different areas where we have expertise and skills and utilise the expertise and skills of stakeholders, including other private sector partners in other areas. operators, NGOs, government and academic Engaging stakeholders can also take the form of sharing learnings and experiences. institutions. Two illustrative partnerships, both In February 2017, Dr Sue Snyman from the Sustainability Department was asked with NGOs, are described here. to present on a panel on Peace and Tourism at the 16th World Summit of Nobel At Rocktail Camp in South Africa, we have Laureates in Bogota, Colombia. Part of the trip also included visiting new ecotourism partnered with Flying for Life to bring eye, sites and meeting with government officials working on tourism and conservation, to audio and general health tests to the rural provide learnings and lessons from Africa. villages of KwaMpukane and KwaMqobela. These remote rural villages have limited access to specialised healthcare. Flying for Life, in partnership with Mercy Air, flies in doctors to Shareholders’ information do the required tests, prepare the required prescriptions and supply accordingly. In 2016, 100 people had their eyes tested and 80 pairs of glasses were distributed. This partnership will be ongoing, with Flying for Life planning visits to test hearing and provide other health services in 2017. In Zimbabwe, Wilderness partners with Grand Circle Foundation (GCF), which funds community development projects in the rural areas around
Wilderness Holdings Limited 63 Integrated annual report 2017 Community | External community continued
Overall, our community engagement partnerships with communities living in important and have developed in all goal is to establish and maintain sound, and around conservation areas, as well regions. These include: as with various NGOs and other private equitable, beneficial partnerships • The CITW programme, including Eco- partners. with the communities with whom we Clubs and annual camps; work and engage. Partnerships and relationships are only entered into after Our relationships with communities and • Other community projects, including discussions with communities and with other stakeholders are either formal libraries, scholarships, nutrition their concomitant buy-in and support. or informal and depend on the specific programmes, vegetable gardens, etc.; project and its requirements. The nature This approach ensures projects are • Sourcing of locally made curios and of the relationship will determine the sustainable, aligned with community crafts for sale to guests and use in degree of involvement of community needs, and that resultant benefits are camp design and décor; maximised. members, the level of benefits they receive and the extent of capacity • Provision of administrative, logistical building, skills development and training. and other support to NGOs, academic Our community engagement researchers and communities in our methods Formal relationships include any areas; and In order to achieve our goals we contractual agreements and take the • Empowerment and upliftment have implemented a wide range of following forms: impacts that result from joint engagements with local communities, • Joint business ventures of various business ventures, participation in including: kinds; local decision-making and improved • Our Children in the Wilderness • Employment and the associated social welfare. programme; payment of wages and salaries; Some specific projects implemented • Various formal partnerships; • Contracts with local suppliers; during the reporting period included: • Preferred employment of locals; • Contractual agreements with • Managing over 400 scholarships • Development of various community communities in regard to (primary, secondary and tertiary); and social welfare projects; and employment, supplies of goods and • Assisting with the development of other services, etc.; and • The use of local suppliers of goods livelihood diversification projects and services. • Formal, as well as on-the-job, skills through Adult Eco-Clubs; training and development. Being located in many remote and rural • Upgrading infrastructure, e.g. school areas gives us the opportunity to assist Informal relationships are not classrooms, libraries, etc.; in community development and to build contractually binding but are no less • Training and skills development;
Community staff attend a results-based monitoring and evaluation course
Seven Children in the Wilderness/community development staff attended a five-day results-based monitoring and evaluation course coordinated by the International Institute for Local Development ( www.iildev.org/), and run by Dr Richard Tobin from the USA, who is a world-renowned expert in the field, and was Manager and Lead Evaluation Specialist at the World Bank Institute Evaluation Group. The objectives of the training included: • Equipping the CITW and Wilderness staff with the knowledge and skills needed to plan and manage results-based programmes; and • Raising the capacity of the CITW and Wilderness staff so that they can plan and conduct monitoring and evaluation of their own programmes. The training was facilitated through lectures, group assignments, exercises and case studies. By the end of the course, participants had learned how to: • Structure, organise and run results-based community development programmes; • Develop monitoring and evaluation tools for a results-based programme; • Monitor and evaluate results-based programmes; and • Develop and present an evaluation report.
64 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
• Training teachers in literacy and early engagements underway and further childhood development; assists us in monitoring their progress (all newsletters can be found at • Various environmental projects; and www.wilderness-safaris.com/ • Introducing and further developing about/the-4cs/community). During existing vegetable gardens and the reporting period, the newsletter vermiculture projects. design was upgraded and loaded on to Mailchimp, improving efficiency A reduction in poverty levels is also Sustainability report and effectiveness in communicating achieved through preferred employment our progress. Our annual Community of local people and the consequent Workshop also assists us to measure increase in rural household incomes. progress, assess learnings, and identify This falls under the Human Resources/ ways to improve and to ensure that Internal Community strategy. our community development and CITW projects are sustainable and have the Although CITW is an independent maximum impact. The CITW team’s Bisate Lodge, Rwanda NGO, it is supported by Wilderness results-based monitoring and evaluation Guests visit local communities through in-kind as well as monetary course (see text box) has resulted in support. Office space for CITW staff, them developing an extensive tool to logistical and administrative support, aid monitoring and evaluation of the important multiplier effects of the etc. are all provided by Wilderness. In a programme going forward. This tool business on local stakeholders (see number of areas, CITW staff salaries are 1 will be finalised in the next reporting Snyman for academic research on this ). Corporate governance funded by Wilderness. Funds for CITW period. are raised largely through the annual 1 Snyman, S. (forthcoming). African tourism Nedbank Tour de Tuli mountain bike industry employees – where does the Promoting inclusive business tourism dollar go? event, the Wilderness Safaris Residents Programme, guest donations and In order to create long-lasting mutual support through various other grants, benefits between our community Our strategy for promoting inclusive including from the Wilderness Wildlife neighbours and the business, wherever business Trust. Community development projects possible, Wilderness promotes business In order to achieve harmonious are largely funded through grants, guest linkages with local community members relationships with our community donations and, in Zimbabwe, through as suppliers of goods and services, as partners, we need to understand the our partnership with the Grand Circle well as through various partnerships communities with whom we engage: Foundation and Arts for Animals. The with communities. These include their socio-economic situation, support, financial, administrative and community trusts (e.g. SACOLA in demographics, attitudes towards logistical, given by Wilderness to CITW is Rwanda, Mpukane Trust at Rocktail ecotourism and conservation, their Annual financial statements Camp, Okavango Community Trust at material to the operation of CITW and is needs and how best to partner with Vumbura Plains and Little Vumbura), therefore included in this report. them to improve their welfare and community conservancies (Torra, encourage development. Monitoring and evaluation Sesfontein, Anabeb, Doro !Nawas and Marienfluss in Namibia), as well as From 2008 to 2010, we conducted socio- To date, we have measured progress government agencies (e.g. National economic interviews with more than in community development and Parks in Zambia and Zimbabwe). 1 800 community members in Botswana, engagement by recording the A number of our projects also involve Malawi, Namibia, South Africa, Zambia monetary amounts paid to projects or working with NGOs and other private and Zimbabwe. The data collected was communities, as well as the approximate sector partners. Our community and analysed, reported on and published number of people impacted or affected conservation projects receive attention in academic, peer-reviewed journals, by these. Although tangible projects, from academic researchers, a number as well as a Doctoral Dissertation in such as infrastructure, are often more of whom are presently working in our Resource Economics at the University Shareholders’ information popular with donors, we attempt to regions (see Wilderness Wildlife Trust: of Cape Town. During the reporting direct donations towards intangible www.wildernesstrust.com). Other period, new socio-economic research projects such as capacity building, rural community partners include was conducted in villages adjacent to skills training and scholarships, which local suppliers of goods and services, Mosi-oa-Tunya National Park in Zambia are often more important for long-term community guides for village visits, local and further research is planned in other sustainability and poverty reduction. craft makers, formal business partners areas in the next reporting period. The A quarterly community development and our staff. results will assist in planning community newsletter is distributed to all our developments and engagements and regions, interested guests, agents and Staff spending their salaries in their will also contribute to an academic other stakeholders. The newsletter home villages also contributes to publication to share information and details community projects and local economies and results in further experiences.
Wilderness Holdings Limited 65 Integrated annual report 2017 Community | External community continued
Contractual and other (e.g. Rocktail Camp; Damaraland Camp; in biodiversity conservation and community partnerships Doro Nawas Camp) or is paid lease fees ours in ecotourism and business. (e.g. Vumbura Plains and Little Our community development and Wilderness has entered into a variety Vumbura). In both cases they are engagement in these partnerships is of equity/ownership partnerships with sharing in the benefits of the business largely informal and voluntary. local communities. Pioneering innovative, venture and there are benefits and costs mutually beneficial partnerships is for both parties. Ownership brings with Wilderness and non-Wilderness one of our ‘14 reasons to believe’ and it a sense of pride and responsibility, private landowner partnerships an important part of how we engage but also a level of risk. with local communities and why we Some of our engagements are with develop formal partnerships. The private sector partners who own the Wilderness and community level of community involvement, and camps which we either manage therefore benefits received, depends landlords and/or market, depending on the on the specific conditions of the equity In Namibia, the Community-Based specific agreement. arrangement, with a large amount of Natural Resource Management involvement occurring in community- (CBNRM) programme devolved power Wilderness operations with related based tourism (CBT), and a more limited to local conservancies and gave them philanthropy stewardship over their land. In these amount in public–private partnerships In cases such as Mombo and other 2 cases, the Conservancy is our landlord (PPPs). Research (Snyman, 2012 ) camps in the Okavango Delta in and (as noted above) for Damaraland has shown that, where communities Botswana, as well as in Hwange Camp and Doro Nawas Camp, we have have some form of vested interest National Park in Zimbabwe, the camps also developed formal joint ventures. in the business, they are generally are owned by Wilderness and any Alternatively, in the Marienfluss more positive about ecotourism and engagement with local communities is Conservancy, Serra Cafema Camp pays conservation. We have therefore voluntary, through various philanthropic the conservancy lease fees and the attempted to include local communities efforts. Engagement with communities community are our landlords, rather in our ecotourism operations, preferably in these cases also results from than formal joint venture partners. formally, though some partnerships are employing local staff and investing in more informal. Below is a list of some of their skills training and development. the partnerships in which the Group is Wilderness and government engaged: partners – Public Private 2 Snyman, S. (2012) Ecotourism joint Partnerships (PPPs) ventures between the private sector and communities: An updated analysis of Wilderness and community We are involved in a number of PPPs the Torra Conservancy and Damaraland partnerships – Joint ventures with National Park agencies in the Camp partnership, Namibia, Tourism These are formal, contractual regions where we operate. Our camps Management Perspectives, 4, 127-135. agreements with communities or in Kafue National Park in Zambia and Snyman, S. (2012). The impact of land management systems on community community trusts. In some situations, Hwange National Park in Zimbabwe attitudes towards tourism and the community is involved in the bring together the expertise of the conservation in six southern African ownership of the respective camp relevant National Parks agency countries, Parks, 18(2), 20-31.
Rwanda: contributions to local economies and livelihoods
Bisate Lodge Sabyinyo Silverback Lodge During the reporting period, Wilderness injected income into the local community Governors’ Sabyinyo Silverback Lodge around the newly developed Bisate Lodge in Rwanda. The property is around partners with SACOLA (Sabyinyo 27 hectares and the following was injected into the local economy: Community Livelihood Association), which has been registered since 2004. Payment for Paid to P’000 SACOLA received an amount of more than P792 000 in the reporting period Wages and salaries Community members 587 from Sabyinyo Silverback Lodge, as well as additional payments towards local Reforestation and nursery funds The community 70 employment, etc. Fees Local government 107 Materials and services procured (for build) The community 269 These contributions to the local economy assist with socio-economic development Compensation paid for electrical and and poverty reduction. water installation Community members 32 Total direct payments 1 065
66 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Wilderness, local government and community partnerships – Tripartite arrangements At Rocktail Camp in South Africa, Wilderness has a tripartite partnership, which includes a local Black Economic Empowerment (BEE) partner, the KwaMpukane community, and the iSimangaliso Wetland Authority (local government).
Table 11: Joint venture and other payments to community partners
Annual Staff Total Nature of value costs* payments Country Camp engagement Details P ’000 P ’000 P ’000 Sustainability report
Botswana Vumbura Plains, Formal joint A joint venture exists which 2 366 14 917 17 283 Little Vumbura venture pays lease fees to the Okavango Community Trust (OCT) Banoka Bush**, Private sector- Wilderness pays the Khwai 2 826 2 839 5 665 Khwai Discoverer, community Development Trust (KDT) an Khwai Adventurer, partnership annual lease fee Wilderness Tented Gomoti, Private sector- Wilderness pays the Sankuyo 1 008 1 277 2 285 Santawani community Community Development Trust partnership an annual lease fee Namibia Damaraland Formal joint 20% of ownership was 1 080 2 077 3 157
venture transferred to the community Corporate governance annually from years 10 to 15 of the partnership. Once they owned 100% of the camp, the community sold 60% back to Wilderness. The community currently has the remaining 40% equity stake Doro Nawas Formal joint 55:45 partnership between 834 2 233 3 067 venture Wilderness and the Doro !Nawas Conservancy Desert Rhino, Public-private- Wilderness operates the 2 735 3 992 6 727 Hoanib Skeleton community camps and pays a minimum Coast partnership fee per annum to the Big 3 (Torra, Sesfontein and Anabeb) Annual financial statements Conservancies Serra Cafema Private sector- Wilderness pays the Marienfluss 1 110 2 471 3 581 community Conservancy 8% of turnover partnership Rwanda Sabyinyo Private sector- A partnership between 3 889 2 215 6 104 Silverback community Governors’ and SACOLA. 7.5% partnership of all revenue, plus a community fee of USD92 per bednight (collected from guests), is paid to SACOLA South Africa Rocktail Public-private- A partnership between 113 3 266 3 379 community Wilderness and the KwaMpukane
partnership, Community Trust. A BEE partner Shareholders’ information including a joint owns 10% and 17.5% is owned venture with the by KwaMpukane Community community Trust. 8.5% of revenue, as well as annual turtle viewing fees, are paid to iSimangaliso Wetland Authority Total 15 961 35 287 51 248
* Staff costs include wages, bonuses, training, uniform, transport and food. ** Banoka Bush Camp was sold at the end of December 2016.
Wilderness Holdings Limited 67 Integrated annual report 2017 Community | External community continued
Contributions to community partnerships increased during the reporting period largely due to the inclusion of Governors’ Sabyinyo Silverback Lodge in Rwanda. Governors’ partnership with Sabyinyo Community Livelihood Association (SACOLA) has resulted in a significant contribution to local community development. Children in the Wilderness Children in the Wilderness (CITW) is a non-profit organisation supported by Wilderness to facilitate sustainable conservation through leadership development and educational support to rural children in Africa. Our CITW programme focuses on environmental and life skills education. It addresses the next generation of decision- makers, inspiring them to care for their natural heritage and to become the custodians of these areas in the future. For more information on the CITW programme structure presented in Figure 40, please see www.childreninthewilderness.com.
Table 12: Children in the Wilderness statistics
FY17
Number of children attending Eco-Clubs 2 706 Total number of CITW annual camps 17 Number of children participating on annual camps 427 Number of volunteers (Wilderness staff, teachers and others) 274 Total costs of programme* (P’000) 2 918
* Does not include opportunity costs associated with closing the camps to paying guests, but includes costs for Eco-Clubs, trainings, camps, and scholarship programme.
Table 13: Total spent on CITW
P ’000
2016 4 691 2017 2 918 Governors’ Camps, Kenya Ensuring that the communities that neighbour * The reduction in expenditure on CITW is largely due to Eco-Clubs reaching more children but the National Park benefit from tourism being less costly to implement than annual camps.
Figure 39: Total community partnership value
20 000
15 000
10 000 P’000
5 000
0 2016 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016 2017 Banoka Bush Damaraland Desert Rhino; Doro Gomoti; Rocktail Sabyinyo Serra Vumbura Plains; Camp; Khwai Camp Hoanib Skeleton Nawas Santawani Camp Silverback Cafema Little Vumbura Discoverer; Coast Khwai Adventurer Wilderness Tented
Partnership value Staff costs
* Sabyinyo Camp is a new addition not previously included. The reduced spend in Khwai is due to the sale of Banoka Bush Camp.
68 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report
CITW annual camps Eco-Clubs, Botswana Wilderness Air pilot teaches the children about aviation before Eco-Club projects have included beekeeping, planting vegetable gardens and they fly to camp trees, crafts and beadwork
Figure 40: Corporate governance Children in the Wilderness programme structure COMMUNITY DEVELOPMENT INITIATIVES DEVELOPMENT COMMUNITY
CAREERS Tertiary education These initiatives include scholarships school support, community and/or internships development and livelihood diversification projects to reduce poverty, improve Secondary school living conditions and scholarships enhance local education systems Provides children from our
programme, who are doing well Annual financial statements academically but whose parents are unable to afford to send them to secondary school, an opportunity to complete their schooling
Youth environmental stewardship (YES) The YES programme focuses on children with commitment and potential who have been identified in Eco-Clubs and on annual camps as showing leadership and an interest in conservation and on leadership qualities
Our Eco-Mentor training ADULT ECO-CLUBS aims to develop local community members, Assisting with skills training, including local teachers Annual camps livelihood diversification and Wilderness Safaris projects, business skills and camp staff, by upgrading A Wilderness Safaris/partner camp is closed for a few days each year, and 12 – 30 children between 10 and 17 years old are hosted in the camp providing an important link their skills in environmental between parents, elders, understanding and enabling for a four-day educational and fun-filled programme, including lessons, games, teachers and children on Shareholders’ information them to better implement practical sessions and wildlife activities our programme school and village environmental projects and initiatives
Eco-Clubs Throughout the year, we operate Eco-Clubs in rural schools in the communities with which we work.
ECO-MENTOR ANDTEACHER TRAINING They follow a structured curriculum, providing all learners interested in the environment a chance to meet, learn, discuss and expand their knowledge of environmental issues. Children participating on the camps are selected from Eco-Clubs
Wilderness Holdings Limited 69 Integrated annual report 2017 Community | External community continued
Community development Table 14: Community development project donations (all in P’000) projects Wilderness Other The majority of our community donations* donations** Total development projects are funded either by cash, in-kind or specific donations Botswana 375 – 375 from Wilderness camps or offices, Namibia 335 188 523 guests, NGOs, and various corporates. Rwanda 371 – 371 Wilderness administers and distributes these donations as required, or as South Africa 63 – 63 specified by the community. Staff and Zambia 71 219 290 transport used in the management Zimbabwe 273 2 138 2 411 and implementation of these projects also form part of our contribution Total 1 488 2 545 4 033 to community development and * Excludes in-kind contributions. CITW. These projects would not be ** Provided by external parties with Wilderness and/or CITW assisting with the selection, implemented without Wilderness’ implementation and management of all projects initiated with these funds. presence in these areas or our administrative and logistical support.
Zambia Rocktail Camp, South Africa Community surveys conducted Initiative to provide local community members with reading glasses
CITW Annual Camp Learning about wildlife and conservation
70 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Fundraising is largely done by each of Figure 41: the individual countries, although funds Community donations are also raised through the Wilderness 2 500 2016 Wildlife Trust and, for CITW, through the 2017 annual Nedbank Tour de Tuli mountain 2 000 * The Zimbabwe figures bike event and the Wilderness Safaris include amounts raised by Grand Circle Residents Programme. Some of our 1 500 Foundation (GCF) community projects are partnerships
with Wilderness Sustainability report P’000 with NGOs and other stakeholders, 1 000 and CITW assisting with the selection, who assist with fundraising, logistics implementation and and management of some of the 500 management of all projects. Funds are also raised projects initiated with these funds. Rwanda through Wilderness’ guests visiting 0 was not included in last communities and/or hearing about Botswana Namibia Rwanda South Africa Zambia Zimbabwe year’s report. projects from staff. ‘Other donations’ are funds received from donors, mostly Wilderness guests and other NGOs, Table 15: Plans for the 2017 reporting period and progress made on these to manage and implement community development projects on their behalf. FY17 goal Progress Overall, donations to communities related to Wilderness’ operations were Roll-out and effective implementation of Ongoing P3.88 million in 2016 and P4.03 million the Community Development Strategy Corporate governance in 2017. 2015-2019 Further raising awareness of CITW Ongoing and other community development initiatives amongst staff, guests, agents and other stakeholders Further development of CITW Eco-Club Resource Book Two in production and resource materials ongoing development of other material Development of CITW Youth Resource Book One in production and Environmental Stewardship resource ongoing development of other material materials Ongoing development of partnerships Ongoing
with other NGOs/partners to enhance Annual financial statements aspects of the CITW and community development programmes Publishing of second edition of Eco- Publication moved to June 2017 Stars in January 2017
Goals for FY2018 • Development of a formal Corporate Social Responsibility (CSR) strategy • Ongoing awareness raising of CITW and other community development initiatives amongst staff, guests, agents and other stakeholders • Ongoing development of CITW Eco-Club resource materials, including teaching materials, workbooks, etc. Shareholders’ information • Development of CITW Youth Environmental Stewardship resource materials • Ongoing development of partnerships with local communities and other NGOs/partners to enhance aspects of the CITW and community development programmes • Publishing of third edition of Eco-Stars in March 2018 • Working closely with Governors’ Camps to align policies and procedures related to community development Adult Eco-Clubs Focus on assisting with skills training, livelihood diversification projects and business skills
Wilderness Holdings Limited 71 Integrated annual report 2017 Governors’ Camp, Kenya Traditional Masai culture celebrated in camp
72 Wilderness Holdings Limited Integrated annual report 2017 Culture
The Culture C is multifaceted and complex. It entails respect for the cultures of all our employees, as well as those of the remote rural communities surrounding the conservation areas in which we operate. To a large degree, Culture gives context to the other three Cs, as it impacts on and is affected by them all. Culture also relates to our organisational culture – our internal Culture – which respects where we come from, where we are going and the people whose lives we touch.
Wilderness Holdings Limited 73 Integrated annual report 2017 We incorporate culture in our vision because tourism Culture has become an increasingly complex phenomenon with political, economic, social, cultural, educational, biophysical, ecological and aesthetic dimensions. The sector can be one of the Due to the ethnic diversity in the areas in which we foremost drivers of cultural operate and the number of different cultural groups exchange, providing not only whom we employ, Wilderness encourages and supports a personal experience of past an ethic of acceptance and tolerance amongst staff, as traditions, but also insight well as between guests, staff and local communities. Our into the contemporary life and business aims to offer a holistic experience and part of society of others. this relates to learning about and raising awareness of different cultures and their specific traditions.
We respect and promote our unique Wilderness culture, as well as those of our employees and neighbouring rural communities. By meaningfully incorporating culture into the organisation as a whole, our operations and guest activities, we hope to positively impact a global culture of respect and care for the environment and all cultures in the areas where we operate.
The various aspects discussed in this Culture chapter are considered material due to: Key performance • The impact that they could have on our guest activities directly and the areas (KPAs) associated reputational opportunities and risks; Wilderness Ethics Charter • The potential impact on staff from diverse cultures; and • The possible direct and long-term impacts of tourism on host communities and Increased awareness about the Wilderness their cultures. Ethics Charter and Codes of Conduct for Cultural Tourism, and integration into all All the aspects covered in this chapter are managed by country-level staff within cultural tourism activities. the seven countries in which we operate, with support and advice from Group resources. In order to ensure ethical relationships with the external communities Cultural tourism database and staff with whom we engage, regional staff and Group resources meet regularly through visits and video conferencing. Updating the database of cultural tourism products and services. Through socio-cultural surveys conducted in Botswana, Namibia and Zimbabwe in 2015, we were able to start developing best practices for incorporating culture Cultural materials in camps into tourism and ensuring that this is done in an ethical, meaningful, respectful and sustainable way. A database of cultural products and services was created, Introduction of cultural materials in camps highlighting areas for greater inclusion of culture in the business going forward, to raise guests’ awareness and increase as well as areas for improvement and development. knowledge. Encouraging staff to be proud of their culture and to integrate this into guest Cultural tourism activities activities allows guests and other employees to learn about Africa’s cultural diversity. We understand culture to be a celebration of the diverse histories and Ensuring mutually beneficial cultural traditions, art, beliefs, languages, games, clothing, sport, singing and dancing of tourism activities are conducted in areas various different ethnic groups. Cultural diversity, therefore, gives character and where we operate. uniqueness to our camps and our guest experiences.
74 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report
We engage with 50 different ethnic groups, identified among our staff and host communities. The increase in number from the previous reporting period is due to the inclusion of the Governors’ camps in Kenya and Rwanda.
Table 16: Ethnic groups represented among our staff and host communities
Botswana Kenya Namibia Rwanda South Africa Zambia Zimbabwe
baKalanga Embu baTswana European Afrikaner amaNgoni amaNdebele baKgalagadi European Caprivian Rwandese amaNdebele baBemba baKalanga baHerero Giriama Damara amaSwati baKaonde baLozi baSarwa Indian European amaXhosa baLozi baTonga baTswana Kalenjin Herero amaZulu baTonga European Corporate governance baYei Kamba Himba baPedi European maShona European Kikuyu Kavango baSotho maChewa haMbukushu Kisii Nama baTsonga Xhanakwe Luhya Ovambo baTswana Luo Riemvasmaker European Maasai San/Bushman vhaVenda Rendille Samburu Somali Taita Turkana Annual financial statements At least 32 of these ethnic groups are an important means and motivation for activities, we aim to give our guests a represented in our staff body. Due communities to care for and maintain high-quality experience which brings to this ethnic diversity, Wilderness their heritage and cultural practices. The satisfaction and enrichment, as well as encourages and supports an ethic of cultural heritage of a country is the result greater knowledge and appreciation acceptance, tolerance and respect in all of its historical evolution and therefore of natural and cultural heritage, activities and engagements throughout plays an important role in determining while at the same time promoting an the business. This is done through the its identity. understanding and appreciation of local acknowledgement and acceptance communities. One of our objectives of these differences and efforts to Incorporation of culture in the for cultural tourism is to communicate accommodate them. business its significance and the need for its maintenance to staff and guests. Reasons for the incorporation Culture consists of a number of of culture dimensions and there are many different Below is a list of the main ways culture ways to celebrate these through our Shareholders’ information At a time of increasing globalisation, the is integrated into our business: business. First and foremost, employing protection, maintenance, interpretation staff from different ethnic groups in each • Traditional nights: The majority of and presentation of the heritage and country brings the Culture C directly into Wilderness camps have traditional cultural diversity of any particular place the camps and offices. From here, staff evenings where guests experience or region is an important challenge, celebrate their culture through day-to- local culture through dance, singing, as well as an opportunity, for people storytelling and local food. In everywhere. day interactions with colleagues and guests, singing, dancing and storytelling many instances, dinner menus are announced in the local language; In order for tourism to be sustainable, in the camps, allowing them to educate it should bring direct as well as indirect and inform others about their traditions • Traditional design and décor: Where benefits to host communities and provide and customs. Through cultural tourism possible and practical, we attempt
Wilderness Holdings Limited 75 Integrated annual report 2017 Culture continued
to use traditional architecture, of cultural stories told by Wilderness in the camps and local villages. The building methods and materials in staff and their families; plan discusses the need for additional camp design and construction. We • Cultural maps and other cultural Group and regional staff to be involved in also attempt to use local artefacts, information; and cultural promotion and awareness, and such as traditional masks and woven to highlight particular activities targeted • An annual basketry, in our camp décor; Wilderness Heritage Day: to increase cultural presentations, Wilderness Heritage Day celebration village visits, camp and office activities. • Cultural visits: Where the local is held on the last Friday in August, Focusing on these specific areas and community is accessible to the camp, when staff are encouraged to wear projects will ensure that cultural tourism local village visits and tours are traditional/cultural clothing. Each and engagements by guests will make a encouraged and organised in line region celebrates in different ways, real and sustainable difference to host with the Wilderness Ethics Charter for example, cultural storytelling, communities. Coordinated administration and Codes of Conduct for Cultural food, dance and singing. Tourism (WEC). Such visits occur between Group and regional staff, in most countries and their nature Wilderness Culture Strategy and incisive management of cultural tourism, activities and presentations, will varies by location; During the previous reporting period, a increase pride and respect amongst the draft Culture Strategy was developed. • Social soccer: Wilderness and diverse Wilderness employees. This will Due to unforeseen staff changes, the Children in the Wilderness promote provide a platform to raise awareness Culture Strategy has not been finalised soccer/football clinics to recognise and highlight the importance of the the influence the game has in host and rolled out. This will be done in the people with whom we are partners and communities. In Africa, soccer/ next reporting period and will include whom we employ. This plan is informed football is played in almost every consultation with all regional staff. by an assessment of past Wilderness village, no matter how remote; This strategic plan allows for the cultural tourism activities and internal • Storytelling: Local cultural stories structured and sustainable growth literature reviews with regard to culture, are increasingly being used as of cultural tourism as a partner to research/educational visits, informal and bedtime stories for guests, with the mainstream wildlife tourism, by providing formal discussions with staff and other introduction in the reporting period diverse and informative guest activities stakeholders involved in cultural tourism.
Cultural visits, Zambia Guests have the opportunity to visit a neighbouring village to learn about the local culture
76 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Wilderness Heritage Day Botswana office celebrating their cultural heritage Sustainability report Corporate governance
Kalahari Plains Camp, Botswana Rwanda An interpretive, guided ‘Bushman Walk’ provides insights into Exploring the local markets traditional lifestyles of the San Bushman clans
Incorporating local culture into camp design
Rwandan fashion entrepreneur and founder of National Park. Bisate’s sophisticated architectural and interior design is rooted Annual financial statements Inzuki Designs, Teta Isibo, has been appointed in Rwandan building tradition as exemplified in the design of the Royal Palace of by Wilderness to source locally produced items the traditional monarch. The spherical, thatched structures echo the thousands of in order to bring a vibrant Rwandan flair to the hills that dot the Rwandan landscape. The architecture is also inspired by Bisate’s interior design of Bisate Lodge, due to open amphitheatre setting. in June 2017. Teta, who has just been named by Forbes as one of Africa’s 30 Most Promising Young Entrepreneurs for 2017, will also be sourcing unique items for guests to purchase at Bisate. Inzuki Designs is a Rwandan brand specialising in jewellery, home décor and accessories that is, according to Teta, part of a wider Rwandan cultural renaissance. Bisate’s interior design is drawn from a variety of aspects Shareholders’ information of the Rwandan lifestyle, particularly the colourful textiles and use of texture. Many of the furnishings will be decorated using “imigongo”, an art form unique to Rwanda that uses cow dung and goes back hundreds of years; the dung is mixed with soils of different colours and then painted in geometric shapes. The use of black and white cow hides will also reflect the rural way of life in the villages, and volcanic stone will be used in the fireplaces to echo the volcanoes of the adjacent Volcanoes
Wilderness Holdings Limited 77 Integrated annual report 2017 Culture continued
Cultural tourism, Namibia Guests to Serra Cafema have an opportunity to learn about the lifestyle and customs of the Himba people
Scope of the strategy: The strategy The main strategic goals include: Ethics Charter and Codes of covers cultural activities which aim to • To raise the profile of Culture within Conduct for Cultural Tourism raise cultural pride and respect among Wilderness; Wilderness staff to share with guests, as Cultural tourism is about immersion well as to promote activities that involve • Development of cultural content and in, and enjoyment of, the lifestyle of greater host community participation a database of relevant material on local people, the local area, and what wherever possible. The strategy covers cultures of staff and in communities constitutes its identity and character. a broad generalised approach to within Wilderness’ scope of The increasing number of tourists, cultural tourism and engagements in the operation; and their desire to engage with local regions. • Encouragement of an appreciation communities and cultures in the of and respect for natural, cultural countries that they visit, necessitated Aim of the strategy: To provide Group and aesthetic heritage among host the development of an Ethics Charter and regional administrative guidelines communities, guests, staff and all and Codes of Conduct for Cultural for specific, structured, ethical and other stakeholders; Tourism. This document details the kind sustainable cultural engagements, of community engagement and cultural • Encouragement of tourism aimed at increasing cultural tourism interaction that Wilderness would like development in, and to, host activities and developments in the to promote, to ensure that there is no communities, which is compatible regions; and the dissemination of exploitation of people and their cultures. relevant and informative cultural with community cultures, values, material to both staff and guests. lifestyles, and which is economically, Cultural tourism is a sensitive subject. Short- and long-term objectives will socially and environmentally Care must be taken by all staff be aligned with these guidelines, thus sustainable; and and guests to ensure that there is enabling a more accurate measurement • Streamlining of communications respect and sensitivity in all forms and analysis of current levels of cultural related to Wilderness cultures of engagement, and that all involved tourism activities. The strategy also and cultural activities to guests, parties are enriched by the experience. emphasises the reasons why we engage staff, agents and other relevant in cultural tourism and its importance to stakeholders. A comprehensive version of the host communities. Wilderness Safaris Ethics Charter (WEC)
78 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
was prepared for distribution among • Constructive management of and guests may encounter during visits staff and guests, highlighting pre- and continuous engagement with host to our camps, as well as a link to our during-cultural tour procedures and communities, including managing WEC. The maps are currently available activities. It also includes information expectations, leading to realistic in Botswana, Namibia, Zambia and on what culture means to us, and why goal-setting in terms of tourism and Zimbabwe. Over the next two years and how we incorporate this into the the associated benefits; and we hope to roll out cultural maps for business. A letter was designed to be • Encourage donations, either the remaining countries in which we included in guest information prior to operate. We will be developing a booklet in cash or kind, to be directed Sustainability report travel to ensure a mutually beneficial through Children in the Wilderness, – The Cultures of Wilderness – which interaction, should guests participate in Wilderness Wildlife Trust, the will provide more detailed, country- a cultural activity. Wilderness Safaris Community specific information relating to cultural Development and other partner activities, practices and diversity. This The community engagement projects community development is a long-term project, aimed to be and experiences entered into by departments, all of which have track as inclusive and comprehensive as Wilderness must all be sustainable: records of sustainable interventions. possible, and will, therefore, take place environmentally, ecologically, ethically over the next two to three years. and socially. This requires that we The role of culture in tourism is still identify, effectively engage and consult not fully understood and is largely Potential socio-cultural with all the relevant stakeholders for underutilised. Our internal studies and impacts any new project, destination, activity or other research have shown that the Ecotourism can have varied socio- business. It is vital that their support majority of community members do not cultural impacts, some of which may is obtained from the outset. The main participate in cultural tourism projects Corporate governance be ambiguous, with some people goals of the Wilderness Safaris Ethics due to a lack of information about the perceiving impacts as positive, and Charter and Codes of Conduct for opportunities they can create through others as negative. Our aim is to, Cultural Tourism are to: employment and entrepreneurship. wherever possible, promote positive • Ensure a high-quality experience Wilderness will, where applicable and impacts and mitigate negative ones. which brings satisfaction and possible, develop capacity-building Cultures are continuously changing and enrichment to guests. Cultural programmes for community members adapting. Some socio-cultural changes tourism must promote an as a way of creating awareness of the may therefore be a natural progression, understanding and appreciation opportunities, which can help raise their whereas others may be caused by of the local communities and their standard of living. Capacity-building increased contact with other cultures culture; programmes should also highlight the and their associated different values. potential implications of cultural tourism • Maintain and encourage an We cannot prevent cultural change to avoid exploitation of cultural values appreciation of, and respect for, or some form of commodification of by tourism practitioners from outside all natural, cultural and aesthetic culture, but believe it is important to Annual financial statements the community. Capacity building, heritage among our guests, staff, aid sustainable rural development by training and awareness raising should stakeholders, and within the promoting positive interactions. It is include focus on the type of cultural communities with whom we also important to educate our guests to activities and experiences desired by engage; respect the various cultural groups and tourists, including the quality, duration to encourage our staff to celebrate their • Promote local crafts over foreign of, and information required for, these heritage, traditions and ethnic diversity. imports for curios and artefacts activities and experiences, as well as – however, with due care that the information on how the community Social impacts are largely the result of natural environment is not degraded would like their culture incorporated the immediate effects of cultural tourism in their production; into the tourism product. on host communities, their livelihoods • Help communities to gain a better and the way they live, whereas cultural understanding of tourists and the Raising awareness and impacts occur over a longer period and tourism industry, and to optimise information provision: may include changes in social values/ Shareholders’ information the benefits that flow to them from Cultural maps morals, behaviours and attitudes. tourism; To highlight culture and provide our Below is a list of positive socio- • Ensure that tourism activities are guests and staff with the opportunity cultural impacts that we believe our planned and conducted in such a to learn more about the diverse business can and does have on local way as to allow traditional cultural cultures and ethnic groups in Africa, communities: products, activities, crafts and we use cultural maps. These include folklore to survive, flourish and a brief description of each of the main • Enhance the cultural aspects of an develop, rather than causing them to ethnic groups, as well as their history area, through continued interest degenerate, become standardised or and traditions. The map also includes in local, cultural and historical lose their authenticity; photographs of cultural aspects lifestyles;
Wilderness Holdings Limited 79 Integrated annual report 2017 Culture continued
• Promote greater awareness and alcohol abuse, littering and areas where our camps are situated. acceptance of other cultures; poaching; All staff are above the legal working age limit in the countries of operation and • Build self-esteem, confidence and • Negative transitions in values, moral no child labour is employed. pride in one’s community and conduct, community structural oneself; organisations and practices; As part of the cultural tourism • Strengthen communities through • ‘Demonstration effect’, where locals experience, a number of the camps uniting them in a common cause, imbibe the behaviours of tourists and offer traditional dancing and other especially through joint ventures; experience negative culture shock; activities, such as singing. These are also available on selected village visits. • Internalise local fashions in art, • Resultant impacts from the The performers may sometimes include ‘demonstration effect’ on host clothing, jewellery, language and children and the dance groups are music; communities that lead to petty crime paid for the performances. However, and socially negative behaviours, • Revitalise unique cultural practices, since children are not employed by for example envy or entitlement arts, crafts and stories; Wilderness and are not exploited during cultures; the traditional dancing (i.e. they are not • Promote social and rural • Economic and social competition missing school, they are performing development through employment between community members, which voluntarily, etc.), they do not fall into creation, income redistribution and could lead to disharmony; and the category of child labour. There is poverty alleviation; and therefore no need for measures to • Commodification of cultures. • Lessen the migration of youth to eliminate child or forced labour and no urban areas, and thereby assist in The Group constantly attempts to incidents to report in the period under consideration. keeping rural families closer together avoid and mitigate negative impacts through education and employment. on staff, guests and local communities Incidents of violations through raising awareness, sharing Conversely, some of the negative socio- information, stakeholder engagement involving rights of indigenous cultural impacts that may arise and are and continuous communication. peoples globally contested in any form include: During the reporting period, there were • Western influence on cultures: Forced child labour no incidents of violation of the rights language, clothes, behaviour, food, Due to the remote location of most of indigenous peoples in our areas of values and interests; Wilderness operations, the majority of operation, due either to the existence of • Negative transitions away from staff are recruited from communities our operations or any cultural tourism traditional lifestyles, including living in and around the conservation activities in which we are engaged.
Women’s groups in Zimbabwe
Wilderness guests regularly visit villages adjacent to Hwange National Park, where Children in the Wilderness and Wilderness support Adult Eco-Clubs, who make local crafts. A market is set up in the community for guests to buy traditional crafts and to experience a local market. The markets provide significant and important income to local people in the community. As one of the activities, Adult Eco-Club members help children produce handmade bracelets (beadwork) as thank-you gifts for our Nedbank Tour de Tuli cyclists. This allows Adult Eco-Club members to pass on traditional skills and cultural knowledge to CITW Eco-Club members, and forms an important part of the work that we do in the community.
80 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report
Wilderness Heritage Day Celebrating our cultural diversity across all Wilderness regions
Table 17: Plans for the reporting period and progress made on these
FY2017 goal Progress Corporate governance Increase cultural collateral for guests and staff, such as the Ethics Charter and Ongoing. Cultural bedtime stories and Codes of Conduct for Cultural Tourism, Country Cultural Booklet and regional news cultural proverbs were included in guest collateral
Seek the best mechanisms for integration of culture into guest and staff Ongoing day-to-day activities
Conduct comprehensive data collection on cultural activities and ethnic groups Not completed due to staff changes in our geographic scope and engagement areas
Integrate the Ethics Charter and Codes of Conduct for Cultural Tourism into Roll-out and related information sessions Wilderness practice in 2016-2017 reporting period
Continue data collection for the socio-cultural research project and Country Ongoing
Culture Booklet Annual financial statements
Work closely with the ‘Culture Champion’ in each country where we operate to Changes were made in terms of staffing develop cultural objectives. This person will assist and work with the Group Culture during the reporting period and this will Manager in compiling all the necessary information on the various cultures. This be revised in the next reporting period person would also be responsible for ensuring that all the culture collateral is distributed in their country and that the cultural activities are offered in the camps
Continue to find innovative ways to further integrate the Culture C into our business Ongoing through art, sport, competitions, etc.
Goals for FY2018 • Ongoing development of the Wilderness Country Culture Booklet
• Re-initiate regular cultural blogs Shareholders’ information • Innovative and creative celebration of the Wilderness Heritage Day • To (continue to) raise the profile of Culture within Wilderness, host communities, guests and agents • To continue with Ethics Charter training for staff in the regions and monitoring of the effectiveness of the Charter • Increase the number of, and improve existing, cultural tourism products and services through consultation with communities and other relevant stakeholders • Investigate starting cultural tourism research in order to better understand the cultural tourism products and activities which we offer • Collaborate with and roll out Wilderness Ethics Charter and other documents to Governors’ camps in Kenya and Rwanda
Wilderness Holdings Limited 81 Integrated annual report 2017 Volcanoes National Park, Rwanda The rare, endemic golden monkey can be viewed on a ‘trek’ by guests
82 Wilderness Holdings Limited Integrated annual report 2017 Conservation
The Conservation C is centred on one reality: without the wilderness, there is no Wilderness. This inspires our business to make investments in maximising the positive impacts arising from our activities while at the same time implementing measures to reduce any negative impacts. This respect and care for the wilderness makes for a better business and ultimately a better world.
Wilderness Holdings Limited 83 Integrated annual report 2017 Biodiversity Conservation Broadly, we view our role in biodiversity conservation as: In order to manage the The Wilderness Group operates in areas Conservation C more of exceptional wilderness or biodiversity • Ensuring the sustainable quality that enjoy varying degrees of conservation of wilderness areas and effectively, we have divided protection (including national parks, their biodiversity through creating it into two subsections, community conservancies and private viable ecotourism businesses, either land). We believe that, in almost all within formally protected areas or giving each the special cases, our presence has enhanced the on community or privately owned attention they require. conservation status of these areas and land without formal (i.e. state or specific species within them. We do not legislated) protection; The Biodiversity aspect believe that there are any situations • Ensuring that, in appropriate involves our initiatives where our operations have directly circumstances, ecotourism remains to maintain and improve impacted negatively on biodiversity. the preferred land-use in preference Rather, the opposite has been the case to less sustainable industries such the biodiversity and in that the nature of our business is such as mining, agriculture, hydroelectric ecosystems upon which our that a positive impact on biodiversity schemes and others that irrevocably (i.e. more secure ecosystems and damage biodiversity, wilderness and operations are based. The wildlife populations) is both an intended ecosystem processes; outcome and a by-product of our Environmental Management • Creating a profitable, ethical and day-to-day operations. The latter rely responsible business, based on Systems (EMS) portion, on on intact ecosystems to satisfy guest conservation, that others can imitate expectations around game viewing and the other hand, focuses on and implement in regions where we other experiences. our endeavours to ensure are not active; and that any negative impacts • Measuring and understanding our biodiversity coverage and its on the environment from our management and, where relevant, operations are minimised. enhancing indigenous species richness through reintroductions.
84 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance
Environmental Management Quantifying our conservation new locations. The new camps follow Systems (EMS) spend a tried and tested formula in which continual improvements to camp The intention of our EMS is to minimise In order to quantify our conservation design and construction are made, and/or mitigate any negative impacts spend, we need to consolidate based on experience in development that our operations might have on the operating expenses related specifically and operation of existing camps. This environment. Our camps are situated to biodiversity conservation and EMS in process results in steadily reducing in pristine wilderness areas and, failing our regions of operation. A number of environmental impacts as each new such intentions, could undermine these expenses are allocated to general product is developed. This is reflected the very attractions upon which our operating costs and it is often difficult to in the fact that our GEMS assessments operations are based. separate them out. consistently show that newer camps, Annual financial statements EMS comprise mostly our systems to In the next reporting period we will in which lessons learned have been manage our camps’ energy usage and attempt to separate out the operational incorporated in design and the latest related carbon emissions, water use, and project costs (conservation technologies employed, score higher waste production and disposal, and staff salaries, transport, research, than the older camps. the usage of materials and products. anti-poaching and project costs, All new camp developments are Minimising and/or mitigating any etc.) specifically related to our preceded by an Environmental Impact negative impacts on the environment conservation efforts per region in through our camps and operations order to quantify the amount spent Assessment conducted to the higher of creates a competitive advantage by directly on conservation and facilitating national and Group standards. From an maintaining the quality of our areas and conservation initiatives. This information environmental perspective, the thus enhancing guests’ experiences. will provide a better understanding of process is low risk in that we are well the investment that Wilderness makes in aware of any negative impacts that There are also commercial spin-offs in its conservation efforts. could arise and take steps to mitigate that our camps operate more efficiently such impacts. In addition, the temporary Shareholders’ information and save on various operational supply nature of most of these camps is such and equipment costs. Application of the that any negative impacts arising could precautionary approach quickly be reversed through removal When the Group develops new of the structure or process concerned, products, these generally take the in the unlikely event of a material form of new camp developments in negative impact.
Wilderness Holdings Limited 85 Integrated annual report 2017 A large part of the raison d’être of the Wilderness Group Biodiversity is the use of our responsible and sustainable ecotourism model to maximise the conservation (and thus tourism) value of the areas Management approach in which we operate; without The aspects discussed in this chapter are considered material either due the wilderness, there is no to the impacts they have on our operations, directly and indirectly, or alternatively Wilderness. due to the reputational risks they may pose for the business. All the material aspects covered are managed by country-level management in the seven countries in which we operate, with support from Group resources when needed.
To roll out the Group’s conservation strategy and ensure that our conservation and biodiversity targets are achieved, country-level environmental management and Group personnel meet regularly through country visits. At least one conservation workshop is held every two years where the conservation strategy is discussed and biodiversity and conservation targets assessed. Research priorities are agreed upon for the coming year, after consultation with government and conservation stakeholders. Our biodiversity coverage The biodiversity coverage of the Wilderness Group is the area of land on which we operate. We believe that Key performance our presence in these areas contributes towards the conservation indicators (KPIs) of the habitats and wildlife therein. Our commercial strategy has been built around selecting areas of operation Conservation contribution which ensure that our portfolio of camps and experiences is complementary. A concerted effort is made for each camp and its associated experiences not to Decreased by 32% from P14.8 million compete with another in the Group, and in fact to complement others with which in 2016 to P10 million in 2017. it might be combined in an itinerary or safari. In this way, we have diversified our product to the extent that we encourage repeat business. This has meant that, as Biodiversity coverage Wilderness has grown and spread geographically, we have sought out areas with complementary (and non-competing) biodiversity. Remained constant at 2.3 million hectares. Our current ecotourism model supports the conservation of a total of 2.3 million Biomes hectares (5.8 million acres). Of this, 1.4% is privately owned while 46.2% is communal land and the remaining 52.4% leased state land within national parks, Reduced from eight in 2016 to seven in 2017. game reserves and other formally protected areas. Wilderness supports the conservation of these land units in one or more of the following ways: Number of research projects supported • By contributing de facto protection through presence and monitoring; • By contributing lease or traversing fees which aid the viability of the existing Decreased by 21% from 66 in 2016 to use/s of the area and prevent changes in land-use; and 52 in 2017. • Through active conservation activities such as anti-poaching, vegetation Number of collaborations with rehabilitation, reintroduction of indigenous species and/or research, as well as institutes and stakeholders supporting other NGOs and partners in their conservation projects.
Decreased by 26% from 69 in 2016 to This expansion of conservation activities across multiple land ownership 51 in 2017. types, both within and outside of state-protected areas, indicates the potential of our ecotourism model to contribute to conservation, particularly on community- IUCN Red List species owned land. It also underscores the important responsibility we have to continue conserved assisting in the conservation of these areas.
Decreased from 39 species in 2016 to Biodiversity is the basis of life on Earth and enhances ecosystem functioning 34 species in 2017.
86 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report diversity. People are dependent on With North Island in the Seychelles no Figure 42: naturally functioning ecosystems longer forming part of the Group, there Composition of the Wilderness operational area by biome for their survival in ways not always has been a reduction in biodiversity apparent or obvious. Biodiversity boosts coverage as well as the number of IUCN ecosystem productivity; the richer the Red List species being monitored, and biodiversity on the planet, the greater our strategy to reverse this trend is to, the opportunity for medical discoveries, where possible, look for new areas to diversifying economic development and expand our business model. The recent Biome enabling adaptive responses to global expansions into Kenya and Rwanda will challenges such as climate change. assist in this regard. Most cultures have, in some way or form, their origin in biological diversity, Biomes and extent of presence Corporate governance and biodiversity decline is thus a We operate in seven different biomes Semi-desert 54.0% concern for many reasons, not least our across the African continent as Dry woodland 26.7% own survival as a species. illustrated by Figure 42. More detail can Desert 13.2% Moist woodland 4.8% be found in the online appendices: A better understanding of our coverage Afro-montane 0.0% Figure C, indicating the presence of Arid savannah 1.0% and potential impacts allows us to Wilderness camps. This has reduced East African coastal forest 0.3% focus on areas with differing, perhaps from eight biomes reported in the prior less formally conserved biodiversity. In year because of the withdrawal from addition, we can use this information North Island. to try and create conservation ‘bridges’ or ‘corridors’ to ensure genetic In addition, Wilderness camps are sustainability of sub-populations. This located in five out of the eight African Biodiversity inventory 1 latter initiative has been an important centres of endemism : Zambezian, The number of species of vertebrates Annual financial statements factor behind the Group’s historical Karoo-Namib, Cape, Afro-montane and occurring on land over which we have expansion into already well-represented Somali-Masai Regions. A map showing influence (through concessions, leases, ecosystems, while the former has led African centres of endemism and the traversing and other engagements) is to us extending our operation into presence of Wilderness camps can be presented as a minimum estimate in new areas. viewed online appendices: Figure D. Table 18.
Table 18: Biodiversity inventory of Wilderness operations*
Botswana Kenya** Namibia Rwanda** South Africa Zambia Zimbabwe
Birds 417 402 352 97 254 545 458 Mammals 111 48 104 8 120 136 104 Shareholders’ information Reptiles 83 12 77 2 85 92 75 Amphibians 48 – 22 1 30 28 35
* Excludes urban areas such as the offices in Cape Town, Gaborone, Johannesburg, Livingstone, Maun, Nairobi, Victoria Falls and Windhoek. Amphibian species numbers are not known for all regions. ** These numbers are based on current knowledge and it is likely that some of these will increase over time, as our state of knowledge improves.
1 Centres of endemism are areas that contain a high incidence of endemic species or the ranges of species that have restricted distribution. Centres of endemism can overlap with biodiversity hotspots (areas containing a significant reservoir of biodiversity threatened with destruction) and are generally considered high priorities for conservation. We have sought new biomes and centres of endemism that host differing arrays of charismatic fauna and flora and are of interest to our guests.
Wilderness Holdings Limited 87 Integrated annual report 2017 Conservation | Biodiversity continued
Rwanda Endemic Rwernzori bearded chameleon
Zimbabwe Zimbabwe Endangered grey crowned crane Anti-poaching team prepare for a patrol
Inventories of species, as summarised • What are the trends in populations of indicating the IUCN Red List species per here, are important for several reasons: these species in our areas, compared country can be seen on pages 10 and 11. • As a means of measuring to elsewhere? and Four of the five species regarded ecosystem health; • Does the Group implement or support as Critically Endangered are monitored any actions designed to improve or • They can be used to assess the in Wilderness concessions. In some monitor their conservation status? conservation importance of specific cases, this monitoring extends to areas; and No fewer than 34 species that occur in specific research either conducted or • They can (and must) be used to focus our operational areas fall into the three supported by the Wilderness Group and conservation actions and research. most threatened categories of the IUCN Wilderness Wildlife Trust, while in other Red List. Of these, three are reptiles or cases active conservation actions are For the last two reasons, our biodiversity amphibians, 11 are mammals and implemented (black rhino translocations). inventory is cross-referenced with the 20 are birds (see page 11 and the Our conservation commitment extends to IUCN Red List (see online appendices: online appendices: Table I). Five of three of the nine Endangered species Table I), particularly the three most these species are classed as Critically recorded in our areas (one of the nine threatened categories of extant species. Endangered, nine as Endangered and species is vagrant (Bank cormorant) and It is vital that our tourism operations 20 as Vulnerable. active monitoring or research is very do not compromise the conservation difficult). Monitoring is the main activity status of any species and that, wherever Only two of these species’ global conducted by the Group for these species possible, we contribute to improve populations are regarded by IUCN as but, for some species, work extends to it – this is evident, for example, in increasing, two as unknown and the active conservation interventions and our efforts regarding black rhino overwhelming majority, 30 species, are research (leopard and lion ecology conservation in Botswana. We therefore regarded as decreasing globally. What is studies). Insofar as Vulnerable species measure our conservation achievements encouraging, however, is that wherever are concerned, active monitoring, (some of which form part of our possible or practical we, in partnership research or conservation interventions Biodiversity KPIs) through considering with the Wilderness Wildlife Trust, were conducted on nine species during the following: engage in research, monitoring or active the reporting period both by Wilderness • How many species featured on the management of those species that are Group and the independent Wilderness IUCN Red List are present in our areas regarded as either Critically Endangered, Wildlife Trust as detailed in online of operation? Endangered or Vulnerable. A map appendices: Table J.
88 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
During the reporting period, conservation respects. Firstly, the presence of an The Wilderness Wildlife work has also been conducted on Near- authentic ecotourism operation that is Trust (WWT) Threatened species such as white rhino dependent on the existence of a pristine in Botswana in terms of translocations, ecosystem ensures that the integrity of WWT is an independent entity monitoring and research. that system is monitored and, where supported by the Wilderness Group necessary or possible, maintained. that facilitates fundraising and the Water is life Secondly, the existence of such an disbursement of monies to deserving operation results in higher profile and projects, allowing the Trust to reach Freshwater ecosystems occupy only Sustainability report more people, wildlife and places, both 0.8% of Earth’s surface, but harbour public exposure for the site, as well as directly and indirectly. The Wilderness nearly 6% of all known species, and yet any potential threats to it. Wildlife Trust supports a wide variety of these species and the habitats they rely projects in southern Africa focusing on on are among the most threatened on Conservation, biodiversity research and conservation, community Earth. Most of the water on Earth (93%) coverage and impact empowerment and education as well is too salty, frozen in polar ice caps, mitigation objectives or too deep underground, resulting in as education and management. These less than 1% of all water on Earth being The following have been identified as projects address the needs of wildlife usable by humans. the key objectives over the next five populations, seek solutions to conserve years for the Biodiversity section of the endangered species and provide Many of our camps are within UNESCO Conservation C: education and training for local people World Heritage Sites. Botswana’s and their communities. • Where possible, to increase the Okavango Delta became the 1 000th biodiversity coverage of our areas of site inscribed on the UNESCO World Conservation contributions from the Corporate governance operation; Heritage List in June 2014. This Wilderness Wildlife Trust (which is illustrates the global importance placed • Where commercially viable, to dependent on Wilderness Safaris for on this unique wetland. Ruckomechi expand our ecotourism operations to a large portion of its funding through Camp is located in Mana Pools National fragmented and endangered biomes Wilderness Group guest donations) Park World Heritage Site and Toka Leya and ecosystems; are listed in a separate column in online appendices: Table J. Camp is located in the Mosi-oa-Tunya/ • Continue monitoring and, wherever Victoria Falls World Heritage Site. feasible, conserving threatened species and ecosystems; Enhancing our biodiversity While conventional wisdom might coverage suggest negative impacts on natural • Re-establish or reintroduce locally We continually attempt to enhance our water bodies from commercial extinct populations into their former biodiversity coverage through endeavours, none of our operations ranges where possible (for example reintroduction of species and other have, to our knowledge, significantly continually growing reintroduced
direct conservation actions such as Annual financial statements altered any hydrological system. populations of both black and anti-poaching, fence patrols, snare Instead, we believe that our operations white rhino in the Okavango Delta, sweeps, judicious water provisioning and have either impacted positively on these reforestation of Bisate Lodge site); collaboration and logistical support for systems, or at least helped maintain • Maintain bed and vehicle densities at their integrity. a wide range of stakeholders. Beyond current levels; this, we also support, administer and Negative impacts that could result • Increase and improve the biodiversity commit substantial funds and resources from safari camp operations like ours inventories in our existing areas and to many conservation and research are related to either: excessive water extend these to enable us to better projects on specific species and abstraction relative to the sustainability understand and conserve these conservation challenges or processes. of the source; accidental discharges areas. This includes continued This contribution is made either through of either waste water or fuel; or efforts to catalogue cryptic small the operating companies themselves, the the use of environmentally harmful mammals, fish, amphibians, insects independent Wilderness Wildlife Trust, chemicals in cleaning or other functions. and reptiles across our entire through third parties where we manage Additional impacts include the size operating area; or oversee the operation, or through Shareholders’ information of road networks, camp footprints • Expand our monitoring and research generous donations by our guests and and number of vehicles in use. Our initiatives to a greater proportion of other partners. efforts to minimise any such negative IUCN Red List species including Such contributions are regarded both as impacts are amongst the subjects of our specific focus on large birds (e.g. an opportunity to foster conservation of environmental management systems vultures, cranes, slaty egret, Africa’s biodiversity and as an obligation and discussed on page 85 and in the Ludwig’s bustard, ground hornbill, arising from operating in important EMS chapter on pages 92 to 101. secretarybird); and conservation areas. We aim to entrench Our operations tend to have positive • Mitigate anthropogenic impacts on and improve biodiversity conservation impacts on water bodies in two main biodiversity. across all the areas where we operate.
Wilderness Holdings Limited 89 Integrated annual report 2017 Conservation | Biodiversity continued
Thus, during the reporting period • Growth in the populations to the positive impacts of these activities, Wilderness Holdings, in partnership of threatened species (e.g. black and as detailed above. with the Wilderness Wildlife Trust, white rhino in the Okavango Delta); participated in 52 active research and See online appendices: Table E • Enhanced understanding of the conservation projects across the seven for more detail on the operational area conservation ecology of threatened countries of operation. This entailed of the Wilderness Group and our African collaboration with more than species that has resulted in improved footprint on pages 10 and 11. 51 independent institutions ranging management of the species either in from state protected area agencies to situ or in external areas where they During the reporting period, NGOs and academic institutions from a are of more pressing conservation rehabilitation work continued in a few wide range of countries, inside and concern (e.g. lion in Botswana and locations: Namibia); outside southern Africa. • At Bisate Lodge site in Rwanda, we • The confirmation of extant have germinated and propagated During the reporting period, a conservation corridors linking some 9 300 indigenous trees in the minimum of P10 million was allocated sub-populations (e.g. elephant initial on-site nursery; and or administered directly towards and zebra movement studies in conservation. This figure is broken down • Continued rehabilitation of the Botswana); into per country contributions in vegetation at the camp site and online appendices: Table G, Table J • Efforts to mitigate human- surrounding area at Toka Leya in and includes the total consolidated wildlife conflict (e.g. Human- Zambia. conservation staff salaries across Carnivore Conflict study in Botswana); the whole Wilderness Group. Much When the site of a camp is shifted or a additional support is given in kind, • Establishment of biodiversity and camp operation is decommissioned, logistical or expert guidance and population baselines (e.g. wildlife the site is fully rehabilitated. Wherever therefore cannot be included in this monitoring indices in all regions); roads need to be closed due to figure, which is thus potentially only • Removal of artificial and increasing water levels in certain areas three-quarters of the total sum. This anthropogenic causes of wildlife (e.g. Okavango Delta), these roads are contribution should also be recognised mortality and ecosystem closed off and allowed to rehabilitate as a voluntary investment in biodiversity rehabilitation (e.g. Victoria Falls unless they are part of a wet season/ dry season road network that is not that does not consider contractual Anti-Poaching Unit and Hwange Anti- in a sensitive area. If necessary, active obligations or day-to-day operational Poaching Unit in Zimbabwe); and expenses related to tourism, which rehabilitation is carried out by ploughing may also contribute to supporting • An understanding of the potential up any compacted surfaces, such as biodiversity conservation. impacts of ecotourism-related discontinued airstrips, to speed up the activities (e.g. ecological monitoring rehabilitation process. All other conservation contributions are in Botswana and Zimbabwe listed in the “Wilderness” column in the concessions). Many camps are constructed with online appendices: Table J. However, unpaved paths on the ground or raised where part of the contribution did not All projects initiated or supported by the wooden walkways and many of the come directly from Wilderness Holdings’ Group are based on producing relevant rooms are also on raised platforms. bottom line, these amounts are listed conservation outcomes for current This allows free movement of animals separately and marked with an asterisk; challenges in biodiversity conservation, throughout camp areas and reduces for example, projects managed and not only within the Group’s operational the footprint of the camp and soil administered by the Wilderness Group, area but also beyond it in related compaction. but where the funds were raised ecosystems. externally through external donors or We define an intact ecosystem as an Wilderness’ guests or the Wilderness In terms of mitigating and managing our unbroken natural landscape or habitat Wildlife Trust. impact, the Group’s footprint of camp which is large enough to maintain and infrastructure is minimised through support a full and biodiverse indigenous Although often difficult to quantify in the very low bed and vehicle densities plant and animal community. Within the short term, it is important to appreciate relative to other forms of tourism. intact ecosystems where we operate the conservation outcomes of this work (The Group operates over a total area human activity and habitat fragmentation and investment. The longer-running of 23 117 km2 with only 1.5 km2 are kept to a minimum. We do this as projects (see online appendices: covered by operational infrastructure, we believe that the privilege of being Table J) have played a meaningful role in: representing only 0.006%.) This helps able to experience vast spaces, intact, • The reintroduction of to reduce any potentially negative functioning natural ecosystems and threatened species in areas of their impact on biodiversity from activities being able to watch timeless interactions former range (e.g. black and white and infrastructure. Any such negative between natural wildlife in its natural rhino in Botswana); impacts are negligible when compared habitat is the real luxury.
90 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Bisate Reforestation Project, Rwanda
The site of our new Bisate Lodge, outside Volcanoes National Park achieve this. Reforestation allows recovery and re-colonisation by in Rwanda, is presently undergoing an ambitious habitat restoration indigenous species that currently have very limited habitat, especially project. Comprising nearly 27 hectares in the first phase, the sub- at the lower altitudes where agriculture has dominated for decades. prime agricultural land (due to steep slopes and shallow soils) was Through our habitat restoration project, we are optimistic that as Sustainability report acquired from 103 different owners living adjacent and consolidated many as 12 bird species endemic to the Albertine Rift will move back in order to allow for the reforestation of a meaningfully sized piece into the area along with at least nine mammal species. of land. Although originally part of the national park, this land was excised in the 1950s and 1960s. Since then it has been used for agriculture (primarily Irish potatoes, pyrethrum, beans and wheat), consistent with the country’s intense agricultural model, and completely modified to the point where little, if any, indigenous vegetation remained and any fauna was largely absent. This is a common situation outside of Rwanda’s national parks. An indigenous seedling nursery was established in early 2016 and this has become the basis for the reforestation of the site, which aims to re-establish the indigenous vegetation and habitat types that occur in the adjacent national park. This will of course be a long-term process. Much has already been achieved to date however and we are proud of our achievements with this project, Corporate governance which employs five community members (see page 66 in the External community for the impacts of this). More than 15 000 trees have been planted across the site since inception of the project, ranging from large species like Hagenia abyssinica, Dombeya torrida, Neoboutonia macrocalyx and Hypericum revolutum, to Hwange National Park Anti-Poaching Unit, bamboo Arundinaria alpina, and even smaller species like Lobelia Zimbabwe and Solanecio species. The bird and mammal assemblages have already shown notable changes with species such as side-striped jackal and southern tree hyrax now regarded as resident. We believe this project will inspire further reforestation efforts in the area adjacent to the national park and are already in discussions to partner with both government and conservation organisations to Annual financial statements Hoanib Research Centre, Namibia Hoanib Research Centre was established in 2015 in the Palmwag Concession in Namibia operating out of Hoanib Skeleton Coast Camp. Wilderness Safaris Namibia provides Hwange National Park has a high rate of mortality of lion significant logistical support to projects operating out of the to accidental snaring, while evidence has shown that many research camp in terms of accommodation, food, vehicle wire snares are set for medium and large sized animals, repairs and maintenance. Additional funding to projects is including elephant and giraffe. In addition, there has been an often donated by the Wilderness Wildlife Trust. increase in the poisoning of elephant by ivory poachers. The In the past year projects that have been supported by the Scorpion Anti-Poaching Unit aims to provide the manpower Hoanib Research Centre include Cheetah Research through and resources to assist Zimbabwe’s Parks and Wildlife Leibniz Institute for Zoo and Wildlife Research, Desert Lion Management Authority (ZPWMA) to reduce levels of poaching Research, Bat Research through Colorado State University and within the boundary areas of Hwange National Park. Some the Desert Elephant Conservation Project. of the objectives include: providing a practical, on-the- ground response to the problem of bushmeat poaching and Shareholders’ information snaring by removing wire snares and arresting poachers, as well as to collect data on distribution, trends and potential impact of poaching on wildlife populations. Wilderness Safaris Zimbabwe donated the initial vehicle used by the Unit, regularly transports supplies and staff to and from their camp, and provides management oversight and coordination. Currently the running of the team, fuel and food costs, as well as costs for the APU team manager, are covered by the Wilderness Wildlife Trust. In the past, and likely in the future, Wilderness Safaris Zimbabwe will have to contribute towards these costs when funding is inadequate.
Wilderness Holdings Limited 91 Integrated annual report 2017 The purpose of our environmental management Environmental Management systems (EMS) is to minimise any negative impacts on the Systems (EMS) environment that might arise from our operations, since these would undermine the quality of our products and As noted in About this Report, the 2017 financial year saw changes to our camp and operations inventory which have had a marked influence on our EMS data ultimately harm the business. and performance, and this is explained in the relevant sections below. Substantial additions to performance measures resulting from the first-time inclusion of the Governors’ camp group were largely offset by the reductions resulting from the exclusion of North Island. New KPIs As we have completed the specified period for the KPIs alongside (2012 to 2016), and with the acquisition of the Governors’ camps, we have set new mid-term and long-term KPIs over two and five years respectively.
Mid-term KPIs (2018 to 2020) • Average GEMS compliance up to 85% in all camps • All camps and regions to be using approved environmentally friendly products and detergents.
Long-term KPIs (2018 to 2022) • Group total carbon emissions down to 13 200 tonnes CO2e • Group carbon emissions down to 0.07 tonnes CO2e per bednight • Group bottled water use down to 0.4 litres per bednight • Convert Little Vumbura, Desert Rhino Camp and Serra Cafema to 100% solar power. EMS management and implementation The various environmental aspects discussed are managed by regional leadership in the seven countries in which we operate, with technical support provided and oversight exercised by Group resources. In order to maintain a high standard of Key performance environmental performance, regional environmental management and Group indicators (KPIs) resources meet regularly through on-site visits, performance assessments and Group workshops. Monthly data is collected at each camp and analysed for any Carbon emissions anomalies at a regional and Group level (more details can be found in the story box on page 101). The updated Group Environmental Minimum Standards (GEMS) Down by 18% from 0.097 to 0.080 tonnes were implemented during the 2015 financial year, following approval by the
CO2e per bednight since 2012. Executive Committee, and are still in use.
Bottled water per bednight Setting an environmental standard for our camps (GEMS) Down to 0.46 litres from 2.06 litres in 2012 We established GEMS for our camps in order to attain and maintain the high (excluding the Governors’ camps). environmental standards that enable us to stand out from our competitors. The GEMS provide a structured framework by which our camps are developed, operated Group Environmental and, if required, ultimately decommissioned. Regional management and operations Minimum Standards staff, as well as contractors employed during new builds and refurbishments, are (GEMS) performance required to use the GEMS as an operating guide and as their minimum standard. The GEMS are updated regularly to ensure that we are utilising the latest suitable Up to 89% compliance from 85% in 2016. and sustainable technologies and following best practice.
92 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report
Measuring our camps’ environmental Figure 43: performance Average GEMS compliance scores In order to maintain the environmental 100 2016 90 2017 integrity of our camps, we evaluate their 80 performance against the GEMS bi-annually. These assessments allow us to measure our 70 camps according to the same standards and 60 help direct our efforts in instances where 50 regions or camps are not performing as 40 they should. In the current year, we have 30 made significant progress in this regard and 20 GEMS compliance average (%) achieved our target of 80% compliance in 10 Corporate governance all camps, set in 2012. In addition, some 0 performance indicators were reviewed and Botswana Kenya Namibia South Africa Zambia Zimbabwe updated to better reflect their potential Target environmental impact.
In 2017, on average the Group was 89% compliant with our GEMS (up from 85% in Figure 44: 2016). Figures 43 and 44 illustrate the results Average GEMS compliance scores by environmental performance indicator of the assessments in more detail, indicating 100 which countries and aspects require the 2016 90 2017 most attention. Overall, all regions showed a 80 substantial improvement and have achieved 70 the 80% target outlined for the 2017 financial
60 Annual financial statements year. 50 The Governors’ camps in Kenya1 were 40 assessed against the GEMS for the first 30 time, following the same process. All camps 20 GEMS compliance average (%) were largely compliant with infrastructure 10 and management practices being similar to 0 those outlined in the GEMS. Where required, Energy Energy Water Waste Products Boats Fire Staff Other management and and preven- village minor adjustments have been made, and the detergents water tion systems most practical solutions have been adopted. Target Some of the Governors’ camps practices and systems, such as grey water recycling and vehicle fleet management, will be incorporated in the GEMS going forward and Shareholders’ information suggested to other regions.
As indicated by the results alongside, staff villages and water management remain the areas requiring the most attention and, going forward, more effort and budget will be dedicated to improving these and
1 Loldia House and Sabyinyo Silverback Lodge were not assessed during the current year.
Kings Pool Camp, Botswana Regular monitoring and maintenance of solar plant
Wilderness Holdings Limited 93 Integrated annual report 2017 Conservation | Environmental Management Systems (EMS) continued
Improvement plans and timelines To correct the situations where GEMS compliance is below the required standard, all regions and camps provide improvement plans with associated timelines for each issue highlighted. The timelines are compiled by the Regional Environmental Officers and the relevant Operations Manager in conjunction with the Group Environmental Coordinator to ensure achievable timelines are provided, and the required capital and resources set aside to complete the required improvement or upgrade. These timelines are used to measure our ongoing improvements and to prioritise those issues that require immediate attention due to their environmental impact, and any cost of rectification.
EMS investment and spend In order to ascertain the spend on EMS projects, and assist in justifying and evaluating future requirements, the capital and recurrent EMS spend was consolidated for the 2017 financial year, for Botswana, Namibia and Zimbabwe. Due Supply Chain to differing inventory systems and regional seasonality, we were unable to accurately Food and supplies being delivered to camp capture these details for the other regions, however, we will endeavour to adopt the same inventory procedures in all regions in future. The total spend for the EMS projects below indicated over the 2017 financial year was P12.7 million.
Table 19: Environmental expenditure for the year ended 28 February 2017 (P’000) ensuring they comply with the minimum standards (refer to page 61 in the Internal Botswana* Namibia Zimbabwe Total community section for further details on staff villages). A substantial improvement Solar geysers and water in our energy management systems was heating 144 145 199 488 noted over the past 12 months, largely PV solar and maintenance 7 604 19 466 8 089 due to improved vehicle parking bays, Enviro detergents 1 729 401 68 2 198 fuel bunding areas and the acquisition of suitable oil/fuel spill kits and treatment Water filtration and facilities in all camps. An improvement maintenance 342 68 498 908 in management of boats and water Water testing and analysis 9 4 7 20 systems was also noted. This was due to Septic systems, upgrades and an improved boat refuelling and servicing maintenance 901 49 27 977 protocol as well as a further reduction in the use of two-stroke engines. Total 10 729 686 1 265 12 680
South Africa improved its EMS * Excludes Chitabe camps for which these data were not available. performance by 6%, becoming the best performing EMS region. As Wilderness Energy and our carbon footprint operates only one camp in this region, The vast bulk of energy consumed in our business is in the form of diesel fuel used in focused attention was placed on Rocktail generators and vehicles in camps, as well as from aviation gas and jet fuel used in our Camp, which required a considerable aircraft (Figures 46 and 47). Our camps are located in remote and pristine wilderness improvement in energy and waste areas and delivering diesel to them is a logistical challenge, a significant cost, and an management. Detailed Environmental environmental risk. Converting to alternate energies, such as solar power, is therefore Management Plans (EMP) were required an obvious way in which we can make a positive impact on the Conservation C, as well to be submitted to the Government as, in the long run, the Commerce C. Conservation Body, iSimangaliso, as Rocktail Camp is situated in a UNESCO In the reporting period, we continued with our commitment to reduce our dependence World Heritage Site, before any on fossil fuels, through further investments in solar energy in our camps, aiming alterations or additions could be made. to eventually achieve carbon neutrality of our operational business (our vehicles A number of the EMPs were approved, and aircraft are excluded from this, since presently there are no viable or practical whilst others are still pending. alternatives). One of the highlights for the financial year was the conversion of Chitabe Camp and Chitabe Lediba, located in the eastern section of the Okavango Botswana continued to perform Delta in Botswana, to 100% solar power (more details can be found in the story box well, along with Zambia, which made alongside). This brings the number of camps in the Group that are completely solar significant progress as a result of powered to 11. In addition, Serra Cafema in Namibia will be converted to 100% solar improved fire and energy management power during the camp rebuild which is scheduled for completion in the 2019 financial systems and practices. year. This conversion should greatly reduce our diesel usage in Namibia as well as
94 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Figure 45: Figure 46: Camps and their power systems Camp energy consumption by energy type Sustainability report
Generator diesel 31.4% Vehicle diesel 40.1% LP gas 7.0% 100% generator Grid Hybrid/Combination 100% solar Petrol 5.5% Wood 9.3% Paraffin 1.4% Electricity 5.3%
mitigate a significant environmental risk for 40% of the camp energy use, up Figure 47: and operating cost due to the logistics from 28% in the previous reporting Energy consumption by operational type Corporate governance of getting diesel to this isolated camp. period. Wood use has doubled due to the inclusion of the Governors’ camps in As a result of continued investment in Kenya, which utilise compressed paper/ solar power and the exclusion of North sugarcane briquettes to supplement Island, generator diesel usage has water heating through combustion. decreased by 21% across the Group A solar thermal alternative for these over the past 12 months. Coupled with camps is being considered. this, vehicle diesel usage now accounts
Camps 39.4% Offices 14.6% Wilderness Air 46.0% Annual financial statements
Chitabe Camp and Chitabe Lediba solar installations
In the 2016 financial year, the Chitabe camps were the fifth largest consumer of generator diesel in the Group, accounting for 3.1% of the total diesel used for the generation of power in all of our camps, and 10.9% of that of Botswana. The camp generators consumed a total of 39 129 litres of diesel over the course of the year. This equates to 103 tonnes CO2e for the camps over the year and 0.16 tonnes CO2e per bednight. In February 2016, both Chitabe camps were converted to 100% solar power, with the system being switched over from generator in March 2016. The installation cost a total of Shareholders’ information P2.3 million and consists of 294 x 255 W solar panels, three 25 kW SMA three-phase inverters and 96 batteries, which are all housed in a container underneath the array, producing a combined total of 75 kW. This equates to a total of 450 kWh per day of power and will result in a saving in generator fuel worth approximately P288 000 (excluding the transport cost to camp) per annum. As a result of this installation, we now have 11 camps across the Group which are 100% solar powered, producing a total of 510 kW of power, and 3 060 kWh per day.
Wilderness Holdings Limited 95 Integrated annual report 2017 Conservation | Environmental Management Systems (EMS) continued
Our performance in 2017 In 2012, our Group carbon emissions quality differ greatly. In many cases, As noted above, by February 2017, per bednight were 0.097 tonnes while the water may be suitable for CO e. These had reduced by 18% to 11 Wilderness camps were operating 2 drinking, it contains high levels of 0.080 tonnes CO e per bednight sold 100% on solar power, producing 2 calcium, which destroys water meters in 2017. This is largely a result of the 3 060 kWh (kilowatt hour) per day of and makes accurate measurement of reduction in generator fuel use in our usable energy. A further 29 camps have consumption difficult. camps. Over the last financial year, our solar-inverter hybrid systems, reducing Group carbon emissions per bednight For this reason, not all of our camps generator usage by about 50%. have reduced by 5%. are able to accurately measure water A number of camps use smaller usage and we have therefore not individual solar arrays for each guest Carbon emissions associated with our reported on all regions’ direct water unit or one single larger array to run camp operations alone decreased by consumption. In the event that water the front of house only, totalling an 17% over the last year, the previously meters become viable to measure additional 301 kWh per day of power mentioned continued solar conversions water in very saline or calcium- production. The Company also having played a significant role in this rich environments, we will install has 828 solar geysers or solar reduction. If we correct for new camps them. However, we do carefully thermodynamic geysers in place, as well as camp closures and exclusions, manage water consumption, and the further reducing reliance on generators camp carbon emissions have in fact majority of our camps operate on or electricity, and saving a total of reduced by 36%, the major decrease low-pressure systems and therefore 3 312 kWh per day. being a function of the exclusion of North Island, which had high carbon use water efficiently. As technology In 2017, we consumed 202 449 GJ of emissions per bednight. progresses, we will be able to fit energy (181 110 GJ directly
tonnes CO2e to 13 618 tonnes CO2e circuits. The operation achieved aircraft Figure 50 illustrates the water usage (12 556 tonnes CO2e directly
96 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Likewise, the slight increase in water 2012), with a Group average of consumption per bednight for Botswana 0.46 litres per bednight during 2017. and Namibia shown below is more likely to be a reflection of better quality data However, we note that the above data than of an actual increase. exclude the consumption of bottled water in the Governors’ camps which For the practical reasons reported rely heavily on bottled water. Including above, we cannot record water these, the Group’s total consumption Sustainability report consumption in all camps and therefore of bottled water per bednight is are unable to accurately report total 1.33 litres. Reverse osmosis filters are water consumption across the Group. being installed in the Governors’ camps and this will significantly reduce this Bottled water use dependence. Refer to Figure 13 in the Use of bottled water is also a concern five-year review on page 7. for us, creating environmental Wilderness Air challenges with large amounts of plastic Water consumption goal Refined flying circuits resulted in a 10% decrease in carbon emissions waste as well as the carbon emissions Our goal was to reduce consumption of associated with the production of the bottled water to less than 0.5 litres per bottles and their delivery from source bednight by the end of the 2016 financial to our camps. We have installed on-site year. This has now been achieved in all water purification systems at our camps countries except Kenya, Namibia and this year as per Figure 51 below, a Corporate governance and this continues to result in significant Rwanda. In order to achieve this goal Group bottled water use strategy will be reductions in the consumption of and to prevent an increase in bottled compiled and put into place in all camps bottled water (77% reduction since water use as we have generally seen in the next reporting year.
Figure 48: Figure 49:
Total carbon emissions Wilderness Air flying operations CO2 per passenger
15 000 14 2016 2017 12 12 000 10 e e 2 9 000 2 8 Annual financial statements 6 6 000 Tonnes CO Tonnes CO
4 3 000 2
0 0 2016 2017 Botswana Kenya Namibia Zambia Zimbabwe
Wilderness Group Governors’ Collection camps North Island
Figure 50: Figure 51: Regional water usage per bednight: arid vs wet area Bottled water consumption per bednight
2.5 2016 4.5 2016 2017 2017
3 4.0 Shareholders’ information 2.0 3.5
3.0 1.5 2.5
2.0 1.0
Consumption ( L ) 1.5
0.5 1.0 0.5 Water consumption per bednight m 0 0 Botswana Namibia Botswana Kenya Namibia Rwanda South Africa Zambia Zimbabwe
Wilderness Holdings Limited 97 Integrated annual report 2017 Conservation | Environmental Management Systems (EMS) continued
Waste and South Africa. Toka Leya Camp in Toka Leya Camp in Zambia uses the STP Zambia uses a worm farm to manage discharge water, which has undergone an The organic waste and waste water organic waste. anaerobic/aerobic process and is further from our camps are the most sensitive purified using ozone, to irrigate the categories to manage, since they are not Waste water requires careful saplings in the indigenous tree nursery. taken off-site. management and, as a result of many Inorganic waste is collected and sent With respect to organic waste, the of our camps being located in areas off-site to the nearest town or city for majority of our camps (79%) continue to with high water tables or alongside dumping in landfill, or for recycling. use pits where organic waste is allowed rivers, 32% use above-ground sewerage Recycling opportunities are limited to degrade and, once full, are covered treatment plants (STPs). These systems ensure that there is no contamination of in most of the countries in which we with soil. These areas are designed and operate, but the last three years have ground or surface water. The remaining managed to make them inaccessible to seen both our Botswana and Namibian 68% of our camps use simple septic wildlife, but some camps do continue to operations increase recycling of tank systems combined with soakaways. have problems in this regard. This local inorganic waste due to the availability of Governors’ Main Camp has constructed disposal reduces the need for additional adequate recycling centres and options. a wetland system which naturally trucks to come into our concessions This has increased the number of camps to remove waste. A further 19% of our purifies the grey water from the staff recycling tin, plastic, paper and glass camps have alternate arrangements, village, which is then used to irrigate the from just 7% in 2012 to 66% in 2017. such as local pig farmers making use of vegetable patch (more details can be the waste from some camps in Namibia found in the story box below).
Constructed wetland – Governors’ Camp
As Governors’ Main Camp is situated on 74 beds), the Governors’ team built a filter out any remaining solids. In addition the banks of the Mara River, which forms constructed wetland (CW) which purifies to the mechanical filtration, the grey water the lifeblood of this unique ecosystem, it the grey water from the staff village undergoes further filtration of heavy is vital that we maintain the integrity of through the process of natural filtration – metals and excess nutrients by indigenous this riparian environment. Being in such much the same as happens naturally in the vegetation which has been planted in close proximity to the river and water Okavango Delta. the CW. The main species of vegetation table, particular focus needs to be placed used are Typha spp and Cyprus spp. Both on the disposal of waste water, ensuring In short, the grey water is passed through are indigenous species, often occurring no harmful chemicals, heavy metals or a fat trap and then collected in a septic in riparian environments. Following this pathogens enter the hydrological system. tank, removing 60 to 80% of the large process, the discharge water is safe for solids. From there, the water is fed irrigation, cleaning and discharge into the As the staff contingent and quarters are horizontally through the CW which uses environment. quite large at Governors’ Camp (having various sizes of gravel to mechanically
Liner Inlet Outlet
Liner
Figure 52: Governors’ Camp – grey water purification system
98 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information
Waste management Camps separate waste for recycling
Wilderness Holdings Limited 99 Integrated annual report 2017 Conservation | Environmental Management Systems (EMS) continued
Nonetheless, all of our camps already kit and have constructed treatment graded (if need be) by authorised and separate their waste, whether it facilities in camp. trained staff. The relevant storm water is recycled or not, to generate a drains, culverts and mitre drains are consciousness and an ingrained mind- Our waste goals constructed where necessary. set that will allow an effortless transition Our goal was for 60% of our camps A game drive protocol has been to recycling when this is available. Most to be recycling their inorganic waste specified in the GEMS which all staff of our camps incinerate paper waste by 2017. There is still presently no adhere to and all guides undergo on-site in order to reduce transport sign of recycling options in Zambia training on how to drive sensitively and to landfill. or Zimbabwe and we will continue ethically so as to minimise damage and searching for an opportunity/facility to limit disturbance. Ongoing assessment Waste oil from our Wilderness Air recycle inorganic waste in these regions. of the roads ensures that they are operation, and the many game drive cleared of any excess vegetation, are vehicles in our camps, is carefully Road networks and vehicle repaired when damaged by water and managed and disposed of. The oil from density erosion, and closed in certain situations. the camps is stored in drums in bunded Game drives and supply logistics are We construct roads in areas which are areas (impermeable structures that an integral part of our business and not ecologically sensitive and along contain any fuel spills) to ensure no require a carefully designed and ecotones and natural contours and leaks contaminate the environment. This managed road network and driving topography. Maximum vehicle numbers is then removed from the concessions, etiquette. Roads can have direct and are set for our areas of operation in with all the other recyclable waste, to indirect impacts on the environment. an attempt to minimise the negative the nearest city from where it is usually In addition, vehicles cause pollution impact. taken to South Africa or Nairobi for (chemical, noise and light). recycling. Similarly, used oil from our In most situations, the service roads aircraft is collected and returned along The expanse of the road networks in around our camps serve as effective fire with the above-mentioned waste oil for our areas of operation is in most cases breaks and require regular maintenance safe recycling. In addition to the above regulated by the government through and inspection. safety measures, all camps have been the respective lease agreement and the supplied with a suitable oil/fuel spill majority of the roads are maintained and
Kenya Vegetable garden at Governors’ Camp
Botswana Back of house systems Vehicle wash bay, with oil traps Sewerage treatment system at Toka Leya Camp
100 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness
Monthly collection of EMS data – Group level
In order for us to accurately calculate our are within acceptable limits. Once these The above metrics, when coupled with Scope 1 and 2 carbon emissions at camp, figures have been verified, they are occupancy numbers, allow us to closely regional and Group level, each camp and submitted to the Group Environmental monitor our progress (or lack thereof) in Sustainability report office is required to record a set number of Coordinator for a final audit and analysis. reducing our carbon footprint and, when metrics and upload them to a central point necessary, allow for rapid and specific for verification on a monthly basis. This The following fields are recorded at each action. process allows us to monitor our usages camp on a monthly basis: From a research perspective, the in each camp and trace any anomalies or • Generator hours; abnormal figures which may occur, such as measurements are a valuable source a water leak or excess diesel usage, etc. • Generator diesel usage; of information and data to allow for monitoring, evaluation and any necessary • Vehicle diesel usage; The detailed data collection process adaptations. began in 2012. This has allowed us to • Propane gas consumption; Approximately 6 336 individual fields of observe certain trends and peak use • Petrol usage – all applications; periods and streamline our EMS and data/measurements from the camps were practices, further mitigating our direct and • Wood usage; submitted and analysed over the 2017 financial year, and provided much of the indirect environmental impacts associated • Paraffin usage; with operating in isolated and pristine data used to calculate our carbon footprint Corporate governance environments. An in-house digital platform • Grid electricity usage (if used) – fossil and energy use in this report. was developed which allows every camp fuel origin; to input a pre-set range of measurements • Grid electricity usage (if used) – hydro on a monthly basis. These figures are power origin; then verified by the relevant Regional • Camp water usage; and Environmental Officer and compared against previous trends to ensure usages • Camp bottled water usage. Annual financial statements Shareholders’ information
Kings Pool Camp, Botswana Regular monitoring and maintenance of solar plant
Wilderness Holdings Limited 101 Integrated annual report 2017 Masai Mara, Kenya Cheetah view the surrounding plains
102 Wilderness Holdings Limited Integrated annual report 2017 Corporate governance
104 Corporate governance 110 Report of the Audit Committee 111 Report of the Remuneration and Nomination Committee 116 Report of the Social, Ethics and Sustainability Committee 117 Global Reporting Initiative (GRI) content index
Wilderness Holdings Limited 103 Integrated annual report 2017 Corporate governance
Services, a Gaborone-based secretarial firm, is the appointed Company Secretary to the Company. The Board believes that The Board is chaired by Parks Tafa, who is supported by Michael Tollman as Deputy excellent corporate Chairman. The Wilderness Holdings Limited Board and committees post year-end governance is fundamental comprise: to ensuring a sustainable and Board of Directors successful business and as Non-executive directors Chairman Executive directors such remains committed to Malcolm McCulloch Parks Tafa Chief Executive Officer Parks Tafa Keith Vincent ensuring that the business Gavin Tollman Deputy Chairman is managed in a responsible Christophe Vinsonneau Michael Tollman Chief Financial Officer Ami Azoulay manner with integrity, Independent Lead independent non-executive directors director Commercial Director fairness, transparency and John Hunt Roux Marnitz and Chief Sustainability accountability. Roux Marnitz Officer Marcus ter Haar Derek de la Harpe Michael Tollman Jochen Zeitz In addition to complying with the guidelines of the BSE Code of Corporate Governance, the Company has complied The Board retains full and effective control over the Group and monitors the executive with the principles of King III and is management and decisions in the subsidiary companies. The Board assumes overall responsibility for the Group and its activities, including risk management and aligning itself to ensure compliance with governance. The Board is also responsible for setting the direction of the Group through the King IV Code of Good Governance by the establishment of strategic objectives and key policies. Finally, the Board is guided by end of financial year 2019. a Board charter and is supported in its role by the Board committees detailed below.
Compliance with King III The Board charter regulates how its business is to be conducted. The charter sets out The Company believes that compliance the responsibilities of the Board members collectively. More specifically, the charter with recognised best practices will confirms the Board’s responsibility for the adoption of strategic plans, monitoring of provide superior levels of performance operational performance and management, determination of policies and processes in terms of sustainable returns to all to ensure the integrity of the Group’s risk management and internal controls, as well stakeholders. The Company takes into as the nomination, orientation and evaluation of directors. consideration not only the interests of The non-executive directors draw on their experience, skills and business acumen the Company and its shareholders but to ensure impartial and objective viewpoints in decision-making processes and the wider environment such as guests, standards of conduct. The Board considers the mix of technical, environmental, social, suppliers, and employees, to name a few. entrepreneurial, financial and business skills of the directors to be balanced, thus A representative list of our stakeholders enhancing the effectiveness of the Board. is included on page 17 of this report. Keith Vincent is the Chief Executive Officer. The separation of this role from that of This report is prepared in compliance the Chairman ensures a balance of authority and precludes any one director from with the principles of King III. Where the exercising unfettered powers of decision-making. directors have found it impractical to apply certain recommended practices, The Chairman of the Board, Parks Tafa, although non-executive, is not independent the rationale is explained under the in terms of King III recommendations because he acts as a legal adviser to the relevant section. Group. Although the Chairman cannot be classified as independent in terms of the governance criteria, the Board is of the view that he brings valuable expertise, Leadership and oversight experience and skills to the Company and will exercise independent judgement. Furthermore, in accordance with the recommendations of King III, Roux Marnitz is The Company has a unitary Board a non-executive lead independent director (LID) whose main function is to provide structure. leadership and advice to the Board, without detracting from the authority of the Chairman, when the Chairman has a conflict of interest. Keith Vincent is the Chief Executive Officer and Ami Azoulay is Chief To fulfil their responsibilities adequately, directors have unrestricted access to timely Financial Officer. Derek de la Harpe financial and other information, records and documents relating to the Group. serves as Commercial Director and Chief Sustainability Officer. Desert Secretarial
104 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Board committees
Audit Committee Overview The committee operates within defined terms of reference as set out in its charter Members By invitation and the authority granted to it by the Board and meets at least twice a year with Malcolm McCulloch (Chairman) Chairman of more meetings being held when necessary. Marcus ter Haar the Board Michael Tollman Corporate The external auditors, internal auditors, Chairman, Chief Executive Officer and Office Chief Financial Officer are invited to attend. The external and internal auditors Management have unrestricted access to the Audit Committee and meet with the committee External Audit members, without management present, at least once a year. The activities of the Audit Committee are set out in the Report of the Audit Committee on page 110.
Overview
Investment Committee Sustainability report The Investment Committee was established in February 2013 as a Members By invitation sub-committee of the Board to evaluate material transactions and capital Marcus ter Haar (Chairman) Keith Vincent expenditure and make recommendations to the Board. Derek de la Harpe* Ami Azoulay Malcolm McCulloch The Investment Committee comprises executive and non-executive directors, Gavin Tollman who are appointed by the Board, and operates within defined terms of reference Christophe Vinsonneau as set out in the charter. Jochen Zeitz The committee meets on an as-required basis. Remuneration and Nomination Overview The committee operates within defined terms of reference as set out in its charter Committee and the authority granted to it by the Board and meets at least twice a year. Members By invitation The Chairman, Chief Executive Officer and Chief Financial Officer may be invited to Michael Tollman (Chairman) Chairman of attend these meetings, but they may not take any part in decisions regarding their John Hunt the Board own remuneration. Roux Marnitz Corporate Malcolm McCulloch Office The report of the Remuneration and Nomination committee is included on
Management pages 111 to 115. Corporate governance Group Human Resources Risk Committee Overview The committee operates within defined terms of reference as set out in its charter Members By invitation and the authority granted to it by the Board and meets at least twice a year. Malcolm McCulloch (Chairman) Corporate Roux Marnitz Office The Chief Financial Officer, Commercial Director and senior management are also Michael Tollman Management invited to the meeting. Keith Vincent* The committee assists the Board in reviewing the risk management process and significant risks facing the Group. The committee sets the Group’s risk strategy in liaison with the executive directors and senior management. In doing so, it makes use of generally recognised risk management and internal control models and frameworks in order to maintain a sound system of risk management and internal control as described later in this report.
Overview
Safety Review Board Annual financial statements The Safety Review Board was established in January 2012 and operates within Members By invitation defined terms of reference as set out in its charter and the authority granted to it Roux Marnitz (Chairman) Brian Cartwright by the Risk Committee to assist that committee with its duties relating to safety Derek de la Harpe* Ian du Rand and associated risks. Russel Friedman Regional Richard van der Wel Management The Safety Review Board is responsible for overseeing overall Group systems with respect to accident prevention and emergency response. The meeting is also attended by the Group’s Flight Operations and Safety Officers who provide a monthly report. Social, Ethics and Sustainability Overview The committee operates within defined terms of reference as set out in its charter Committee and the authority granted to it by the Board. Members By invitation The South African Companies Act requires the Company to have a Social and Jochen Zeitz (Chairman) Corporate Ethics Committee. In March 2015, after consideration of the mandates of Derek de la Harpe* Office the existing committees, it was agreed to widen the mandate of the existing Dr Holly Dublin (External Advisor) Management Sustainability Committee and to rename it the Social, Ethics and Sustainability John Hunt (SES) Committee. This process necessitated amendment to the mandates of the Shareholders’ information Chris Roche following existing committees: • Audit; • Remuneration and Nomination; and • Sustainability. The report of the Social, Ethics and Sustainability committee is included on page 116.
Note: * In compliance with the principle of King IV that executive directors shall not serve on Board committees, the executive directors may attend these committees by invitation in the future.
Wilderness Holdings Limited 105 Integrated annual report 2017 Corporate governance continued
Board and committee new appointments were made during and directorships which potentially meetings the current financial year. could create conflicts of interest while they serve as directors on the A minimum of four Board meetings are Rotation of directors Wilderness Board. The declarations scheduled each financial year to consider Under the Company’s constitution, received by the directors are scrutinised strategic and key issues, financial a third of the directors retire by by both the Chairman and the Group matters, operational performance rotation each year and are eligible for Company Secretary and are tabled and any specific proposals for capital re-election by shareholders at the annual at the beginning of each quarterly expenditure and investment, where general meeting. The Remuneration Board meeting. Where a conflict applicable. Additional meetings are and Nomination Committee, having arises, directors are required to recuse convened on an ad hoc basis to consider concluded its assessment, recommends themselves from the discussions. extraordinary items of importance which the re-election of the retiring directors As far as possible, the Company may require urgent attention. Michael Tollman, John Hunt and requires directors to avoid any Independence of directors Marcus ter Haar. These retiring directors potential conflicts of interest. are eligible and have offered themselves The independence of directors is for re-election at the coming annual Share dealings overseen annually by the Board, general meeting. The Company has a share dealing policy following an analysis of the to regulate dealings by its directors and circumstances of independent non- Retirement applicable employees in the Company’s executive directors. There is no set retirement age for shares. executive and non-executive directors. Malcolm McCulloch holds 4.6% of No Group director or employee may the shares of the Company and this The period in office is reviewed on an deal, directly or indirectly, in the is a significant investment for him. individual basis by the Board on the Company’s shares on the basis of Therefore, in terms of King III he is not recommendation of the Remuneration previously unpublished, price-sensitive classified an independent director. and Nomination Committee. information and during certain “closed He presently serves as Chairman of the periods”. The closed periods include the Audit Committee and also as a member Induction of directors periods between the Company’s interim of the Remuneration and Nominations New directors are provided with an and financial year-end reporting times Committee. This is contrary to the induction programme and materials and the dates on which the relevant recommendations of King III which which deal with directors’ fiduciary results are published, and any time suggests that all members of both these duties and introduce the directors to when the Company is trading under a committees should be independent. the concept of the 4Cs platform. The cautionary announcement. The Board believes that Mr McCulloch Board believes that sustainable business brings valuable expertise, experience practices in the dimensions of Commerce, Accountability and control (both inside and outside the Wilderness Community, Culture and Conservation The Board recognises its responsibility group) and skills to the Company and form the sustainability platform for the to retain full and effective control over that his equity stake is not sufficient to business. The 4Cs sustainability platform the Group to ensure sustainable growth exercise undue influence on the affairs is discussed on page 30 of this report. and to act in the best interests of the of the Company. Director training and Group and its stakeholders. The Risk Board evaluation development Committee and Safety Review Board are dedicated to monitoring the risk The Board is currently planning an All directors are expected to keep management process and reporting to external assessment of board and abreast of changes and trends in it on the likelihood and impact of risks sub-committee composition and the business and in the Group’s materialising, as well as mitigation independence to enable it to better environments and markets. Board initiatives and their effectiveness. position and structure itself and in meetings are held at site at least once a future to comply with the principles year to familiarise the directors with the Furthermore, to enable the directors to of King IV, and to establish a more operational and environmental aspects meet their responsibilities, management effective, transparent, responsible and of the business. Training programmes sets standards and implements systems accountable Board to lead the Group. on directors’ duties and corporate of internal control aimed at reducing governance are available to the directors the risk of error, fraud or loss in a cost- Newly appointed directors on request. effective manner. These controls include In terms of the Company’s constitution, the proper delegation of responsibilities new directors may only hold office until Conflicts of interest within a clearly defined framework, the next annual general meeting, at On a quarterly basis, the Company effective accounting procedures and which time they are required to retire actively solicits from its directors details adequate segregation of duties. The and offer themselves for re-election. No regarding their external shareholdings controls are independently monitored
106 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 107 Wilderness Holdings Limited Integrated annual report 2017 Group Legal Counsel Legal Group The Company has appointed a Group to Counsel as additional resource Legal Counsel Legal The Group the directors. the Executive advises the Board, Committee and all other Corporate various Office Management on and legal aspects of the commercial business. Counsel, in conjunction Legal The Group Company Secretary, with the Group monitors and manages compliance. Company Secretary countries in seven operates The Group appointed are and Company Secretaries all national in each country to ensure adhered are statutory requirements is Company Secretary The Group to. guidance for providing responsible both to the Chairman and directors, on their individually and collectively, and powers. duties, responsibilities advises Company Secretary The Group as as well governance on corporate compliance with legislation and the BSE and JSE Listings Requirements. Company this office, the Group Through for facilitating is responsible Secretary the distribution of information in a This information includes timely manner. items such as agenda items for Board Organisational and integrity ethics basis of on the operates The Group management across decentralised are countries. All employees several highest ethical to maintain the required ensuring that the Group’s in standards conducted in a are business practices is manner that, in all circumstances, believe The directors reproach. above have standards ethical that the required under review. been met during the year The Company has implemented an to to enable employees hotline’ ‘ethics report and instances of corruption, fraud This other forms of unethical behaviour. Tip-Offs service Deloitte’s by is managed absolute anonymity Anonymous where The Social, Ethics and is guaranteed. all Sustainability Committee reviews reported incidences of corruption, fraud and other forms of unethical behaviour. in our major The hotline is available in Botswana, Namibia, South centres Africa, Zambia and Zimbabwe. Political and/or economic instability and/or economic instability Political markets; in source health issues; Local climatic or environmental Local issues; policies and/or restrictive More the in the countries where regulation has lease concessions; and Group Maintaining service offering. • • • • • recently The most significant risks have into the and incorporated been reviewed ister. Risk Reg Group is satisfied with the process The Board of identifying, monitoring and managing well as with the significant risks as and systems that internal controls manage the identified in place to are the impact thereof. risk and measure does not believe the Board Accordingly, it is necessary to appoint a Chief Risk King III.recommended by as Officer, Management reportingManagement has established management The Group reporting disciplines which include the operating by of forecasts preparation and the entities. Monthly results entities are financial status of operating reported against prior periods. Profit forecasts and cash flow projections while working regularly, reviewed are facilities and bank capital, borrowing on monitored compliance are covenant an ongoing basis. Internal audit Internal Internal Audit is an independent which examines function appraisal and the the activities and evaluates of the systems of appropriateness risk management and internal control, Audit operates Internal governance. the to it by within the authority granted Audit Committee and the Board. has been process A risk register completed with an emphasis on is kept The register high-risk areas. updated and reported on to the The Risk Committee at each meeting. internal audit function is performed informed in-house and its activities are and the internal the Risk Register by The Audit identified therein. controls the activities of Committee oversees Internal Audit. Security of tenure and delays in Security of tenure of certainthe renewal key leases in Botswana; indigenisation regulations; Zimbabwe volatility; Exchange rate effectiveness; Board
Risk management has established a framework The Board risks impacting all strategic to review The major risks facing the the Group. been identified and, where have Group been have feasible, mitigating strategies is overseen This process implemented. These risks have the Risk Committee. by been assessed taking into account the of the impact on the Group’s severity to were business if such identified risks come to fruition. Some of the key risks and, to identified, monitored that are the extend feasible, managed are: • • • • The directors accept ultimate The directors of for the preparation responsibility related the financial statements and financial information that fairly the state of affairs and the represents Group. of the results The annual financial statements as set in been prepared out in this report have conformity with International Financial based on and are Reporting Standards accounting policies which appropriate been consistently applied and are have supported and prudent reasonable by judgements and estimates. Directors’ responsibilityDirectors’ for the annual financial statements throughout the Group. All employees are are All employees the Group. throughout highest ethical to maintain the required ensuring that the Group’s in standards conducted in are business practices reasonable a manner which is in all reproach. beyond circumstances of the opinion that are The directors are controls the internal accounting records financial adequate, so that the the on for preparing may be relied and maintaining financial statements accountability for assets and liabilities. This opinion is based on the information management by and explanations given and the auditors, and on comments by audit. their of results the and auditors the Corporate governance continued
meetings, corporate announcements, independent professional advice at the investor communication and any other Company’s expense. developments which may affect the Group. The Board is of the view that Bame Tumiso resigned in November 2016 and the role was taken over by Desert the Group Company Secretary has the Secretarial Services in January 2017. requisite qualifications and expertise.
All directors have access to the advice Going concern of the Group Legal Counsel and Group The directors’ assessment on the Group Company Secretary and, through the as a going concern is set out on office of the Group Legal Counsel, to page 120.
Attendance at Board and committee meetings For ease of reference, the attendance, independence, classification and length of service of directors has been consolidated in the table below:
Years’ service (rounded Remuneration Social, Ethics and to the Board Audit Committee Investment Committee and Nomination Committee Risk Committee Safety Review Board Sustainability Committee nearest meeting year) attendance Member Attendance Member Attendance Member Attendance Member Attendance Member Attendance Member Attendance
Independent non-executive directors J Hunt 7 2/3 4 3/4 4 3/3 R Marnitz 7 3/3 4 3/4 4 3/3 4 3/3 M ter Haar 7 2/3 4 1/3 4 1/1 M Tollman 7 2/3 4 2/3 4 3/4 4 2/3 J Zeitz 7 3/3 4 1/1 4 3/3 Non-independent directors M McCulloch 12 3/3 4 3/3 4 1/1 4 4/4 4 3/3 P Tafa 7 1/3 G Tollman 7 2/3 4 1/1 C Vinsonneau 2 2/3 4 1/1 Executive directors A Azoulay 4 3/3 D de la Harpe 7 3/3 4 1/1 4 3/3 4 3/3 K Vincent 12 3/3 4 3/3 Other H Dublin N/A 4 2/3 R Friedman N/A 4 3/3 C Roche N/A 4 2/3 R van der Wel N/A 4 3/3
108 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 109 3/3 3/3 3/3 2/3 2/3 Attendance Wilderness Holdings Limited Integrated annual report 2017 4 4 4 4 4 Social, Ethics and Member SustainabilityCommittee 3/3 3/3 3/3 3/3 Attendance 4 4 4 4 Safety Review Board Member 3/3 2/3 3/3 3/3 Attendance 4 4 4 4 Risk Committee Risk Member 3/4 3/4 3/4 4/4 Attendance 4 4 4 4
Remuneration Member and Nomination Committee 1/1 1/1 1/1 1/1 1/1 1/1 Attendance 4 4 4 4 4 4 InvestmentCommittee Member 1/3 2/3 3/3 Attendance 4 4 4
Audit CommitteeAudit Member 1/3 3/3 3/3 2/3 3/3 2/3 2/3 3/3 2/3 2/3 3/3 3/3 Board meeting attendance 7 7 7 7 7 7 7 2 4 7 12 12 N/A N/A N/A N/A year) to the nearest (rounded (rounded Years’ service Executivedirectors C Vinsonneau Vinsonneau C A Azoulay D de la Harpe Vincent K Other H Dublin R Friedman C Roche Wel der R van Independent non-executive directors J Hunt R Marnitz M ter Haar Tollman M J Zeitz Non-independentdirectors M McCulloch Tafa P Tollman G Attendance at Board and committee meetings and committee at Board Attendance the attendance, independence, classification and length of service has been consolidated of directors ease of reference, For in the table below: Report of the Audit Committee
• Reviewed the quality and • Satisfied itself that the Chief effectiveness of the external audit Financial Officer is appropriately The committee is pleased process, the external auditors’ report qualified and experienced to fulfil to present its report for to the committee and management’s his role and that the finance function the financial year ended responses; is suitably resourced and skilled to • Reviewed interim reports, results carry out its obligations; and 28 February 2017. The report announcements and other releases • Reviewed the text of various is presented in accordance of price-sensitive information; reports, including the going with the recommendations • Reviewed significant judgements concern statement, corporate and/or unadjusted differences governance report and directors’ contained in King III. The resulting from the audit, as well as report for inclusion in the integrated committee operates within any reporting decisions made; annual report for the year ended 28 February 2017. defined terms of reference • Recommended the re-appointment of Deloitte & Touche, F Els and C Naidoo Annual financial statements as set out in its charter and as the registered independent The Audit Committee has evaluated the authority granted to auditors: the consolidated annual financial it by the Board. – Set the terms of Deloitte & statements for the year ended Touche’s engagement; 28 February 2017 and ensured that they – Determined the fees to be comply, in all material aspects, with the requirements of the Companies Act Pre-approved permissible non-audit paid to Deloitte & Touche and and appropriate International Financial services performed by the external ensured that the fees are fair and Reporting Standards. The committee auditors include taxation and due equitable; and has, therefore, recommended the annual diligence services. Prohibited non- – Maintained a non-audit services financial statements for approval to the audit services include valuation policy which determines the Board. The Board has subsequently and accounting work where their nature and extent of any non- approved the financial statements, independence might be compromised audit services that Deloitte & which will be open for discussion at the by later auditing their own work. The Touche may provide to the Group; Audit Committee ensures that there forthcoming annual general meeting. • Ensured that the Group’s existing is appropriate independence relating combined assurance model to non-audit services provided by the Conclusion on fulfilment of addresses the significant risks facing external auditors, in accordance with duties and obligations the Group; the Group-approved policy. Given the above, the committee is of • Formed an integral component of the opinion that it has appropriately Contrary to King III, the Audit Committee the risk management process and, addressed its key responsibilities in recommends the approval of the amongst others, monitored: respect of: integrated report to the Board in so – Financial reporting risks; far as it relates to its activities. These • Internal control; include the details of material matters – Internal financial controls; • Financial accounting control; to be discussed in the report. – Fraud risks as they relate to • Selected stakeholder reporting that financial reporting; and During the period under review, the relates to the Audit Committee; and following activities, among others, – Information technology (IT) • Statutory and regulatory were carried out: risks as they relate to financial requirements. reporting; • Reviewed and commented on the The Chairman of the Audit Committee annual financial statements and the • Played an oversight role in respect of accounting policies and ensured that the internal audit function to ensure will be available at the annual general the annual financial statements of its effectiveness; meeting to answer queries about the work of the committee. the Group comply with all statutory • Reviewed developments in corporate requirements; governance and best practice • Monitored compliance with and considered their impact and accounting standards and legal implications on the Group, and in requirements; particular ensured that the principles of King III are embedded throughout Malcolm McCulloch the Group; Chairman
110 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 111
Wilderness Holdings Limited Integrated annual report 2017 Remuneration and experience. The basic element of of The element basic remuneration is a base is remuneration Life insurance, comprising a Life insurance, amount or multiple of fixed fixed remuneration; comprising Disability insurance, an amount to partially lost replace compensation during the period of medical incapacity or disability; Medical benefits, providing of supplemental or reimbursement primary medical expenses including hospitalisation, facility doctor or visits, prescription room emergency medication and dental expenses. These plans include annual limits cost sharing employees and involve and efficient purchasing; to promote savings, comprising full Retirement or partially matched (with employee) retirement contributions towards savings, subject to local competitive and legislation. practice salary that is required to to salary required is that attract a given retain and set of skills, competencies skills, set competencies of Employee benefits retirement and funding are Other components of reward These to certain given employees. local competitive subject to are The Company legislation. and practice through appropriate, where provides, parties,third additional elements of compensation: • • • •
Share appreciation appreciation Share rights shares Performance Long-term incentive (LTI) – three to five years Wilderness Group 2011 Group Wilderness Plan: Share • • Variable Annual bonus – cash payment of a thirteenth cheque or subject to thereabouts, individual and Company performance Shop Travel performance-based scheme cash incentive payment dependent on EBITDA targets incentive Executive scheme – a cash payment dependent on of cash earnings level the by achieved growth Company and individual performance Short-term incentive (STI) annual – One of the following: One of the following: • • • Salary benefits Employee funding Retirement Appropriately compensate employees for the services they provide the Company; services for the compensate employees they provide Appropriately manage the to effectively with skills required employees and retain Attract and of the business; growth and operations and its of the Company to perform in the best interests employees Motivate stakeholders. Remuneration Fixed • • • Remuneration structure Remuneration structure including the mix of short-remuneration, and long-term The mix of fixed-to-variable have executives Senior of the employee. on the level differs depending incentives, a larger proportion of their total remuneration subject to variable performance of subject to variable proportion of their total remuneration a larger the Group. detailed below: are structure The components of the remuneration Remuneration philosophy Group’s It is the operations. applies to all Group philosophy The remuneration philosophy to: • • • organisations, comparable to other positioned relative are levels Remuneration personal performance and the and individuals’ environment, economic the current remuneration elements of fixed comprises business model. Remuneration Company’s and performance-based (at-risk) remuneration. The committee is pleased to present its reportyear ended to present The committee is pleased for the financial Report and Remuneration of the Committee Nomination 28 February 2017. This report sets out the Group’s remuneration philosophy and remuneration reportThis sets out the Group’s 2017. 28 February with King III. in accordance recommendations reportThe and the recommendations will be submitted to shareholders and Nomination Committee of the Remuneration meeting. at the annual general for consideration Report of the Remuneration and Nomination Committee continued
Short-term incentives (STI) and individual (40%) measures. and quantitative factors on a 40/60 Employees have an element of The individual must achieve 20/40 basis. Awards will only be made if STI-based remuneration, comprising for their individual performance the Company achieves a minimum of 12% growth in adjusted EBITDA one of the following: measure to qualify for the individual and/or team incentive award. The compared to the prior period. Awards • Annual bonus: An annual bonus incentive award is determined by the can be further withheld should the is payable at the discretion of the performance score gained through a individual not achieve the qualitative Company and provides rewards performance review process. Awards factors that align values towards the based on a combination of individual will only be made if the Travel Shop Company’s 4Cs philosophy. Once and Company performance relative has attained its gross profit budget. 25% growth in adjusted EBITDA is to targets set at the beginning of High-performing individuals can achieved, the employee can receive each year. Employees who qualify receive a maximum incentive of three the maximum incentive. Achievement for an annual bonus do not qualify times their monthly salary, creating of established performance for the Travel Shop performance- a salary/incentive ratio of 80/20. objectives results in the payment based incentive scheme, or Executive Staff who qualify for the Travel Shop of at-risk remuneration of between Incentive Scheme. performance-based incentive scheme 20% and 60% of the employee’s • Travel Shop performance-based do not qualify for the annual bonus fixed package. No payment is made if performance does not achieve incentive scheme: For the year under or Executive Incentive Scheme. threshold levels. Staff who qualify review, all Travel Shop employees • Executive Incentive Scheme: for the Executive Incentive Scheme have individual scorecards with The Executive Incentive Scheme is do not qualify for the annual bonus performance measures that are part of the Company’s short-term or Travel Shop performance-based aligned with the Travel Shop budget incentive structure and is offered to incentive scheme. and strategy. The performance executive and senior management. measures are split into team (60%) The incentive measures qualitative
Il Moran Camp, Kenya Situated on the banks of the Mara River, in the heart of the Masai Mara Game Reserve
112 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 113 Wilderness Holdings Limited Integrated annual report 2017 Performanceshares Conditional award to receive a specified to receive Conditional award date at nil cost. at a future number of shares Vesting the date of grant. from years Three with the is subject to continued employment satisfaction of the Company and the Group performance conditions. Not applicable. termination, all of a no-fault In the event and become available shall vest shares the date of to be settled with effect from termination of employment. of a fault termination, all shares In the event shall be cancelled. vested not yet Share appreciation rights Conditional right to acquire shares at a shares Conditional right to acquire is acquired shares of the Value date. future in to appreciation reference calculated by and grant between of the shares the value to reference price is set by Grant exercise. at price of shares average weighted volume the date to 21 days preceding least seven The the Board. as determined by of grant, price is the price on the date of exercise exercise. Three equal tranches on the third, fourth on the third, tranches equal and Three date, subject to of the grant fifth anniversary and the satisfaction continued employment of Company performance conditions. date and expires Commences on the vesting of the date of grant. on the sixth anniversary is eligible to participate Deemed Any salaried employee at the invitation of the Board. of differing This negates the impact to determine the allocation quantum. applied salaries are and length influences, qualifications attributable to regional salaries which are of service. time to time. from the Board As determined by termination, all of a no-fault In the event and and become exercisable rights shall vest the date then shall be settled with effect from of termination of employment. of a fault termination, all rights In the event shall be cancelled. vested not yet 12% to 15% annual compounded growth in HEPS for 100% targeted number of shares. Performance is measured in year in HEPS in year is measured 12% to 15% annual compounded growth Performance number of shares. for 100% targeted and three; in HEPS in measured 15% to 20% annual compounded growth Performance number of shares. for 100% to 200% targeted pro-rated. per annum are 15% and 20% growth between Results three. year Share appreciation rights: in HEPS; 10% annual compounded growth Performance shares: – – Method Vesting period Exerciseperiod Participation and award levels Performancecriteria Termination of employment (No-faulttermination) Termination of employment termination) (Fault The performance conditions for all the awards that have been made to date are: been made to date are: that have The performance conditions for all the awards • • Long-term incentive (LTI) (LTI) Long-term incentive Plan Wilderness 2011 Share Group long-term The Plan forms part 2011. Company’s of the March Plan on 28 Share Group Wilderness the approved Shareholders term, being a three- the long and key personnel over senior management executive, reward and is designed to structure incentive of incentive. may be issued both or one type methods and employees The scheme consists of two period. to five-year Report of the Remuneration and Nomination Committee continued
Number of rights and awards granted
Exercised Forfeited Balance at Balance at during the during the 28 February 1 March 2016 year year 2017
Executive directors D de la Harpe 992 045 (744 684) – 247 361 A Azoulay 969 382 (744 684) – 224 698 Senior management 5 951 745 (4 268 931) – 1 682 814 Other 7 344 962 (2 373 034) (825 926) 4 146 002 Total incentive scheme 15 258 134 (8 131 333) (825 926) 6 300 875
Under the scheme, eligible employees may be awarded performance shares, share appreciation rights, or both. The maximum number of shares attributable to the scheme is 16 170 000. The maximum number of shares that may be acquired by any one participant in the scheme is 0.5% (1 155 000 shares) and in aggregate is 7%.
Movements are as follows:
Share appreciation Performance rights shares
At 1 March 2016 7 577 403 7 680 731 Settled in 2017 – (7 382 797) Exercised in 2017 (748 536) – Forfeited – terminations (527 992) (297 934)
At 28 February 2017 6 300 875 – Subsequent to year end Exercised in 2018 (612 212) – At 31 May 2017 5 688 663 –
Non-executive directors’ remuneration The remuneration for non-executive directors for the year ended 28 February 2017, as set out below, was approved by shareholders at the Company’s annual general meeting on 31 August 2016.
P’000
Chairman of the Board 480 Deputy Chairman 200 Non-executive directors 100 Chairman of the Audit Committee 50 Chairman of the Investment Committee 50 Chairman of the Remuneration and Nomination Committee 50 Chairman of the Risk Committee 50 Chairman of the Safety Review Board 50 Chairman of the Social, Ethics and Sustainability Committee 50
114 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 115 Total Total 3 116 195 4 477 831 4 127 385 4 474 894 3 980 828 4 909 974 – Wilderness Holdings Limited Integrated annual report 2017 fringe benefit 198 000 300 000 300 Housing – Shares/ Shares/ options options 1 544 710 1 565 409 2 510 3802 510 2 498 066 – and and 96 204 140 357 152 493 292 677 265 298 Employee Employee provident provident medical aid medical aid 147 125 133 750 750 133 927 907 209 898 Benefits Benefits 1 131 148 1 461 895 and bonuses and bonuses Salaries Salaries 1 812 112 1 553 3381 553 1 389 470 1 625 844 2 422 729 2 708 298 Where directors’ emoluments are paid in Rands, the amounts reflected arethe the Pula. values calculated using an average exchange rate to of R1.33 Where directors’ emoluments are paid in Rands, the amounts reflected arethe the Pula. values calculated using an average exchange rate of R1.29 to * All in Pula Ami Azoulay* King III recommends the disclosure of the salaries of the three most highly paid employees other than directors in the Company. in the Company. other than directors King III most highly paid employees of the salaries of the three the disclosure recommends is Wilderness While interest. material and of shareholder salaries are is to disclose if such understand that the intention here We to interests, nor in the Company’s that it is not necessary, has decided the Board of the recommendation, committed to the spirit rates. However, and exchange situation by geographical influenced based on the fact that the salaries are disclose such salaries market-related. and are directors those of executive below that such salaries are the assurance it can provide Executive remuneration directors’ service into fixed contracts. not entered have The directors earners Top Ami Azoulay* Michael Tollman Michael Chairman * All in Pula Derek de la Harpe* de la Harpe* Derek 2017 Vincent Keith 2016 Vincent Keith de la Harpe* Derek Report of the Social, Ethics and Sustainability Committee
Ruckomechi Built on the banks of the Zambezi River
Vumbura Camp, Botswana Toka Leya Camp, Zambia Inspiring guests to learn about conservation Reforestation project
Vumbura Camp, Botswana Hoanib Skeleton Coast Camp Vumbura Plains is part of a community participation plan Supporting the Namibia Desert Lion Conservation Project that brings the benefits of ecotourism to the communities
The committee is pleased to present its report for the financial • Oversaw the recognition of the Group’s major stakeholders year ended 28 February 2017. The committee operates within and the engagement therewith; defined terms of reference as set out in its charter and the • Approved the Group’s new strategy for sustainability and authority granted to it by the Board. community engagement; and During the period under review, the following activities, among • Reviewed and recommended to the Board the adoption others, were carried out: of the Group’s integrated report (other than the financial • Oversaw the Group’s sustainability initiatives with the aim reports, which are reviewed and recommended for adoption of holistically integrating the 4Cs into the Group’s business; by the Audit Committee). • Oversaw the Group’s engagements with neighbouring communities to ensure these are constructive and rewarding to all parties; • Monitored the implementation of the Group’s ethics and anti-corruption policies and obtained satisfaction that these Jochen Zeitz have not been contravened; Chairman
116 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 117 Wilderness Holdings Limited Integrated annual report 2017 Page number link) (or 7; 10 – 11; 88; Pages: online appendices: I Table 96 Page: 96 Page: 96 Page: – 7; 96 – 97 Pages: – 94 to 96 Pages – 15; 85; 93; 98 Pages: – – 89; 98 Pages – – – 54 Page: – – – – 60 Page: – – 57 Page: 55 Pages: 57 Pages: – 33; 53 32 Page: – 61 Page: 61 Page: 80 Page: 80 Page: – 80 Page: – – – – 65; 85 64 Pages: 79 – 80 62; Pages: – – – 60 Page: – – – – – – Disclosure Disclosure number 304-4 305-1 305-2 305-3 305-4 305-5 305-6 305-7 306-1 306-2 306-3 306-4 306-5 307-1 308-1 308-2 GRI 400 – Social 401-1 401-2 401-3 402-1 403-1 403-2 403-3 403-4 404-1 404-2 404-3 405-1 405-2 406-1 407-1 408-1 409-1 410-1 411-1 412-1 412-2 412-3 413-1 413-2 414-1 414-2 415-1 416-1 416-2 417-1 417-2 417-3 418-1 419-1 Page number link) (or inside front Pages: 10 – 13; 22 cover; 22 – 29 Pages: – inside front Pages: 12 – 13; 24 – 29 cover; cover inside front Page: cover inside front Page: cover inside front Page: cover inside front Page: cover inside front Page: 117; Pages: online appendices: B Table 1 Page: 22 – 29 Pages: 30 – 31; 40 – 101 Pages: 30 – 31; 40 – 101 Pages: 42 – 44; 67; Pages: 138 – 139; 164 – 58; 111 Pages: – – – 63 – 64 Pages: 70 Page: – 107 61; Pages: 107 61; Pages: 61 Page: – – – – 94 – 97 7; Pages: 96 Page: – 94 – 97 7; Pages: – – 97 96 Pages: – – online Page: A; Table appendices: E Table – 91 84 Pages: – 91; 86 Pages: online appendices: E Table for the comprehensive GRIfor the comprehensive index. Disclosure Disclosure number 102-46 102-47 102-48 102-49 102-50 102-51 102-52 102-53 102-54 102-55 102-56 103-1 GRI 103 – Management approach 103-2 103-3 GRI 200 – Economic 201-1 201-2 201-3 201-4 202-1 202-2 203-1 203-2 204-1 205-1 205-2 205-3 206-1 301-1 301-2 301-3 GRI 300 – Environmental 302-1 302-2 302-3 302-4 302-5 303-1 303-2 303-3 304-1 304-2 304-3 B Table online appendices:
Page number link) (or cover inside front Page: 1; 12 – 13 Pages: 182 Page: 10 – 11 Pages: 12; 174 – 175 Pages: 10 – 13 Pages: 10 – 13; 42; Pages: 126 – 127 51 – 53 Pages: 14 – 15 Pages: inside front Pages: cover 85 Page: Online appendices: M Table Online appendices: L Table 34; 37 Pages: 22 – 29 Pages: 8 – 9 Pages: 61 Page: 104 – 105 Page: 106 – 107 Pages: 30 – 31; Pages: 104 – 105 18 – 29 Pages: 32 – 33; Pages: 104 – 105 32 Pages: 106 Page: 106 Page: ; 104 30 Pages: 106 Page: 106 Pages: – 31; 30 Pages: 104 – 105; 116 – 107 106 Pages: – 29 24 Pages: – 109 106 Pages: – – – 115 111 Pages: – 59 57 Pages: – 59 57 Pages: – – – 21 17 Pages: 61 Page: 17 Page: – 21 18 Pages: – 29 22 Pages: – 173 171 Pages: Disclosure Disclosure number GRI– General disclosures 102-1 102-2 102-3 102-4 102-5 102-6 102-7 102-8 102-9 102-10 102-11 102-12 102-13 102-14 102-15 102-16 102-17 102-18 102-19 102-20 102-21 102-22 102-23 102-24 102-25 102-26 102-27 102-28 102-29 102-30 102-31 102-32 102-33 102-34 102-35 102-36 102-37 102-38 102-39 102-40 102-41 102-42 102-43 102-44 102-45 This report has been prepared in accordance with the GRI option. accordance in Core This report has been prepared Standards: to the Please refer GRI content index content GRI Toka Leya Camp, Zambia Camp, Leya Toka project Reforestation Masai Mara, Kenya Hot air ballooning over the plains
118 Wilderness Holdings Limited Integrated annual report 2017 Annual financial statements
120 Directors’ responsibility and approval of the consolidated and separate financial statements 121 Independent auditor’s report to the Shareholders of Wilderness Holdings Limited 124 Directors’ report 126 Consolidated statement of comprehensive income 127 Consolidated statement of financial position 128 Consolidated statement of changes in equity 130 Consolidated statement of cash flows 131 Summary of significant accounting policies 138 Notes to the consolidated annual financial statements 162 Company statement of comprehensive income 162 Company statement of financial position 163 Company statement of changes in equity 163 Company statement of cash flows 164 Notes to the Company annual financial statements 171 Subsidiary and associate companies of Wilderness Holdings Limited 173 Subsidiary and associate companies of Wilderness Safaris Investment and Finance Proprietary Limited 174 Analysis of ordinary shareholders
Wilderness Holdings Limited 119 Integrated annual report 2017 Directors’ responsibility and approval of the consolidated and separate financial statements
The directors are required to maintain The focus of risk management in the adequate accounting records and Group is on identifying, assessing, are responsible for the content and managing and monitoring all known integrity of the consolidated and forms of risk across the Group. separate financial statements and While operating risk cannot be fully related financial information included eliminated, the Group endeavours to in this report. It is their responsibility minimise it by ensuring that appropriate to ensure that the financial statements infrastructure, controls, systems fairly present the state of affairs of and ethical behaviour are applied the Group and Company as at the end and managed within predetermined of the financial year and the results procedures and constraints. of its operations and cash flows for the year then ended, in conformity The directors are of the opinion, based with International Financial Reporting on the information and explanations Standards. The external auditors are given by management, that the system engaged to express an independent of internal control provides reasonable opinion on the financial statements. assurance that the financial records may be relied on for the preparation The consolidated and separate of the financial statements. However, financial statements are prepared in any system of internal financial control accordance with International Financial can provide only reasonable, and not Reporting Standards and are based absolute, assurance against material upon appropriate accounting policies misstatement or loss. consistently applied and supported by reasonable and prudent judgements The directors have reviewed the Group’s and estimates. and the Company’s cash flow forecast for the year to 28 February 2018 and, in The directors acknowledge that they are the light of this review and the current ultimately responsible for the system financial position, they are satisfied of internal financial control established that the Company and Group have or by the Group and place considerable have access to adequate resources to importance on maintaining a strong continue in operational existence for the control environment. To enable the foreseeable future. directors to meet these responsibilities, the Board sets standards for internal The consolidated and separate financial control aimed at reducing the risk of statements set out on pages 124 to 170, error or loss in a cost effective manner. which have been prepared on the going The standards include the proper concern basis, were approved by the delegation of responsibilities within Board on 24 May 2017 and were signed a clearly defined framework, effective on its behalf by: accounting procedures and adequate segregation of duties to ensure an acceptable level of risk. These controls are monitored throughout the Group and all employees are required to Parks Tafa Ami Azoulay maintain the highest ethical standards Chairman Chief Financial Officer in ensuring the Group’s business is conducted in a manner that in all reasonable circumstances is above reproach.
120 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 121 Wilderness Holdings Limited Integrated annual report 2017 independence and ethical requirements requirements independence and ethical our audit of applicable to performing in Botswana. the financial statements fulfilled our other ethical have We these with accordance in responsibilities that the audit believe We requirements. is sufficient obtained have evidence we a basis for to provide and appropriate our opinion. Key audit matters those matters audit matters are Key judgement, that, in our professional in our audit of of most significance were financial the consolidated and separate period. statements of the current in the addressed These matters were context of our audit of the consolidated as financial statements and separate a whole, and in forming our opinion a do not provide we and thereon, opinion on these matters. separate Evaluating the design and implementation of the controls the design and implementation of the controls Evaluating assessment of the impairment associated to the directors’ in of the investment of goodwill and the recoverability subsidiaries; specialists to assist in evaluating Engaging our valuation cost average on the weighted based range the discount rate of capital; used in the cash flows projected Analysing the future in use calculation to determine whether value directors’ reasonable; they are rate; of the growth Assessing the reasonability cash- in use for the various of the value Recalculation units; generating and rates sensitivity analyses on the growth Performing in use; the impact of the value to evaluate discount rates of the directors’ Assessing the mathematical accuracy calculation; against historical cash flows Comparing the projected of the directors’ performance to test the reasonableness and projections; and of goodwill and disclosure Assessing the presentation on subsidiaries in the consolidated and the investment financial statements. separate How the matter was addressed in the audit matter was addressed the How In evaluating the impairment of goodwill and the recoverability of goodwill and the recoverability the impairment In evaluating in use the value reviewed in subsidiaries, we of investments with a particular the directors by focus calculations prepared rate. and discount rate on the growth included: Our audit procedures • • • • • • • • • true and fair view of the consolidated true and fair view of the Wilderness financial position of at as Group Holdings Limited and the its consolidated 2017, and 28 February financial performance and and separate cash flows consolidated and separate accordance then ended in for the year Reportingwith International Financial (IFRSs).Standards Basis for opinion in accordance conducted our audit We on with International Standards Auditing (ISAs). Our responsibilities are under those standards further described in the Auditor’s for the audit of the responsibilities financial consolidated and separate statements section of our report. in independent of the Group are We Ethics with the International accordance Code for Accountants Board Standards Accountants of Ethics for Professional (Parts together with other A and B), Growth rates; and rates; Growth Discount rate. have audited the consolidated audited the consolidated have Key audit matter Key Recoverability and impairment assessment of goodwill at a Group level and of investments in subsidiaries at a Company level As disclosed in note 9 to the consolidated financial statements, is P69 million and comprises of goodwill the carrying value conduct The directors 6% of the total assets of the Group. recoverability an annual impairment assessment to test the with IAS goodwill in accordance of 36: of the carrying value Impairment of assets. As disclosed in note 8 to the separate Limited holds Wilderness Holdings financial statements in subsidiaries, which comprises P319 million in investments 50% of the total assets of the Company. in assessing the the directors by Judgement is required of the investment impairment of goodwill and the recoverability use, using cash in This is based on the value in subsidiaries. period for each cash- a five-year covering projections, flow unit. generating The assumptions with the most significant impact on the cash are: projections flow • • identified the for the purposes of our audit, we Accordingly, as level assessment for impairment of goodwill at a Group in of investments a key audit matter and the recoverability as a key audit matter. subsidiaries at a Company level Independent auditor’s report to the shareholders shareholders the to report auditor’s Independent Limited Holdings of Wilderness We financial statements of and separate and its Holdings Limited Wilderness set out on subsidiaries (the Group) pages 126 to 170, which comprise the statements of financial position as at 2017, and the 28 February or loss and statements of profit income, the other comprehensive statements of changes in equity and for the the statements of cash flows then ended, and the notes to the year financial consolidated and separate statements, including a summary of significant accounting policies. In our opinion, the consolidated and a financial statements give separate Report on the audit of the and separate consolidated financial statements Opinion Independent auditor’s report to the shareholders of Wilderness Holdings Limited continued
Key audit matter How the matter was addressed in the audit
Recoverability of deferred taxation assets
As disclosed in note 12 to the consolidated financial Our audit procedures included: statements the Group has raised deferred taxation assets • Analysing the deferred taxation calculations for compliance in respect of certain entities to the extent that it is probable with the relevant tax legislation; that historical assessed tax losses will be realised and future • Evaluating the directors’ assessment of the estimated potential tax deductions will be available. This requires the manner in which the timing differences, including the directors’ judgement in estimating future taxable income and is recoverability of the deferred taxation assets, would be accordingly a key audit matter. realised by comparing this to evidence obtained in respect of other areas of the audit, including cash flow forecasts, budgets and business plans, minutes of directors’ meetings and our knowledge of the business; • Reviewing the directors’ estimates for potential bias; • Comparing the directors’ projections to budgets and related market data; and • Assessing the presentation and disclosure of the deferred taxation asset.
Responsibilities of the Auditor’s responsibilities for We also: directors for the consolidated the audit of the consolidated • I dentify and assess the risks of and separate financial and separate financial material misstatement of the statements statements consolidated and separate financial statements, whether due to fraud The directors are responsible for the Our objectives are to obtain reasonable or error, design and perform audit preparation and fair presentation assurance about whether the procedures responsive to those risks, of the consolidated and separate consolidated and separate financial and obtain audit evidence that is financial statements in accordance statements as a whole are free from sufficient and appropriate to provide with International Financial Reporting material misstatement, whether due to a basis for our opinion. The risk of not Standards and for such internal fraud or error, and to issue an auditor’s detecting a material misstatement control as the directors determine is report that includes our opinion. resulting from fraud is higher than for necessary to enable the preparation Reasonable assurance is a high level one resulting from error, as fraud may of consolidated and separate financial of assurance, but is not a guarantee involve collusion, forgery, intentional statements that are free from material that an audit conducted in accordance omissions, misrepresentations, or the misstatement, whether due to fraud with ISAs will always detect a material override of internal control; or error. misstatement when it exists. • Obtain an understanding of In preparing the consolidated and Misstatements can arise from fraud internal control relevant to the separate financial statements, the or error and are considered material audit in order to design audit directors are responsible for assessing if, individually or in the aggregate, procedures that are appropriate in the Group and the Company’s ability to they could reasonably be expected the circumstances, but not for the continue as a going concern, disclosing, to influence the economic decisions purpose of expressing an opinion on as applicable, matters related to going of users taken on the basis of these the effectiveness of the Group and concern and using the going concern consolidated and separate financial the Company’s internal control; basis of accounting unless the directors statements. either intend to liquidate the Group • Evaluate the appropriateness of and/or the Company to cease As part of an audit in accordance accounting policies used and the operations, or have no realistic with ISAs, we exercise professional reasonableness of accounting alternative but to do so. judgement and maintain professional estimates and related disclosures scepticism throughout the audit. made by the directors;
122 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 123 Wilderness Holdings Limited Integrated annual report 2017 We also provide the directors with a the directors also provide We complied with have statement that we regarding requirements ethical relevant communicate independence, and to and other with them all relationships be thought matters that may reasonably and where to bear on our independence, safeguards. applicable, related communicated with the matters From determine those we the directors, of most significance matters that were in the audit of the consolidated and financial statements of the separate the therefore and are period current describe these We key audit matters. report unless matters in our auditor’s public precludes law or regulation the matter or when, about disclosure we circumstances, rare in extremely determine that a matter should not be communicated in our report because of doing consequences the adverse be expected to so would reasonably benefits of the public interest outweigh such communication. Touche Deloitte & Certified Auditors 24 May 2017 Member: FC Els (19980074) Practicing Touche Deloitte & Chartered Accountants (Botswana) House Touche Deloitte & Plot 64518 Fairgrounds Gaborone Botswana Conclude on the appropriateness Conclude on the appropriateness use of the going of the directors’ and concern basis of accounting based on the audit evidence obtained, whether a material uncertainty to exists related may cast or conditions that events and Group significant doubt on the ability to continue the Company’s conclude as a going concern. If we that a material uncertainty exists, attention in to draw required are we report to the related our auditor’s the consolidated and in disclosures if financial statements or, separate inadequate, to are such disclosures modify our opinion. Our conclusions the audit evidence based on are obtained up to the date of our future report. However, auditor’s or conditions may cause the events the Company to cease and/or Group to continue as a going concern; presentation, the overall Evaluate and content of the structure consolidated and separate financial statements, including and whether the the disclosures, financial consolidated and separate the underlying statements represent in a manner and events transactions and fair presentation; that achieves audit Obtain sufficient appropriate the financial evidence regarding information of the entities or business activities within the an opinion to express Group on the consolidated financial responsible are We statements. supervisionfor the direction, and audit. performance of the group for solely responsible remain We our audit opinion. • • • communicate with the Audit We other among Committee regarding, matters, the planned scope and timing of the audit and significant audit findings, including any significant we that deficiencies in internal control identify during our audit. Directors’ report
To the members of Wilderness Holdings a final dividend in May/June each year Directorate and secretary Limited (Wilderness or the Company) due to the annual cashflow cycle of the The Board is chaired by Parks Tafa business. Nature of business who is supported by Michael Tollman as Deputy Chairman. Keith Vincent is During the year under review the Wilderness is an investment holding the Chief Executive Officer. The Group following dividend was paid to company whose principal subsidiaries Company Secretary is responsible for shareholders: are invested in safari consulting providing guidance to the Chairman (tour operating and destination Declaration date 24 May 2017 and directors, both individually management), transfer and touring Last date to trade and collectively, on their duties and (air and road), camp, lodge and safari ordinary shares responsibilities. All directors have exploration operations, as well as access to the advice of the Group finance and asset management. cum dividend 12 June 2017 Company Secretary and, through the Record date 15 June 2017 Wilderness is dedicated to responsible office of the Company Secretary, to tourism throughout the areas in which Amount paid per independent professional advice at the we operate. Our goal is to share these ordinary share Company’s expense. wild areas with guests from all over the – Botswana (thebe) 16.50 world, while at the same time helping Contact details for the South African – South Africa (cents) 20.87 to ensure the future conservation of and Botswana Company Secretaries Africa’s spectacular wildlife heritage Payment date 26 June 2017 are provided on the administrative and sharing the benefits of tourism with information page of this report. local communities. Withholding tax In terms of the Republic of Botswana Details of subsidiaries Listings Income Tax Act, as amended, Details of the Group’s interests in its The Company has been listed on the withholding tax amounting to 7.5% was subsidiaries are set out on pages 171 to Botswana Stock Exchange (BSE), deducted from the gross dividend paid 173 of this report. with a secondary inward listing on to all Botswana residents. the Main board of the Johannesburg Leases Stock Exchange Limited (JSE), since In terms of the Income Tax Act of 1962, The Group has received, and is in the 8 April 2010. as amended, a withholding tax of 20% process of finalising, its leases for the was deducted from gross dividends concessions upon which Mombo, Little The abbreviated name under which the paid to all South Africa resident Mombo and Xigera camps are located. Company is listed on the BSE and the shareholders. The re-building of Mombo camp has JSE Limited is “Wilderness” and the commenced following permission Company’s Clearing House Code Accounting policies to proceed from the Botswana is “WIL”. The Group has adopted certain Government. Financial results new standards, amendments and interpretations to existing standards Material and other resolutions Group attributable earnings for the which are effective for the financial year There were no material resolutions financial year ended February 2017 beginning on 1 March 2016. passed by the Company during the year. were P63 million (2016: P74 million) representing earnings per share of Stated capital Shareholder spread 23.74 thebe (2016: 33.00 thebe). Headline earnings per share were During the year the Company issued A comprehensive analysis of 19.24 thebe (2016: 31.03 thebe). 4 976 402 ordinary shares at no par shareholders, together with a list value (representing approximately 2.1% of shareholders beneficially holding Full details of the financial position and of the enlarged number of shares in directly or indirectly in excess of 3% results of the Wilderness Group are set issue) for no consideration to settle of the ordinary shares of the Company out in these financial statements. the share scheme obligations. At as at 28 February 2017, is set out on 28 February 2017 the number of pages 174 and 175. Dividends ordinary shares in issue and the Dividends are proposed and approved weighted average number of shares by the Board of Directors of the was 236 858 853 (2016: 231 882 451) Company. In the event that a dividend and 233 781 074 (2016: 231 882 451), is declared, it is envisaged to declare respectively.
124 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 125 % 0.1 0.1 0.1 <0.1 <0.1 <0.1 < < < 1.00 4.17 4.68 4.33 4.26 4.59 4.62 0.98 69.76 65.43 25.02 34.72 33.99 24.50 64.06 68.68 Wilderness Holdings Limited Total Integrated annual report 2017 11 000 11 000 73 428 77 054 516 418516 550 684550 2 310 000 9 884 701 2 310 000 9 884 701 80 570 511 10 035 183 10 951 80310 951 10 863 593 10 863 593 10 863 58 027 662 80 503 570 58 027 662 161 751 008 151 715 825 151 723151 825 162 675 628 162 675 – – – – – – – – – – – – – – non– Indirect beneficial 80 570 511 58 027 662 80 503 570 58 027 662 138 531 232 138 531 232 138 539 232 138 539 232 – – – – – – – – – – – – – – – – – – – – – – non– Direct beneficial – – – – – – – – – – – – – – – – Indirect 800 000 800 000 800 000 800 000 800 000 800 800 000 800 beneficial – – – – Direct 11 000 11 000 73 428 77 054 516 418516 550 684550 2 310 000 9 884 701 2 310 000 9 884 701 beneficial 10 035 183 10 951 80310 951 22 419 776 12 384 593 10 063 593 10 063 593 12 384 593 23 336 396 Total executiveTotal and non- executive directors’ interests Total Jochen Zeitz Christophe Vinsonneau Christophe Gavin Tollman Gavin Malcolm McCulloch Non-executivedirectors John Hunt Total Keith Vincent Keith Jochen Zeitz Total Total executiveTotal and non- executive directors’ interests de la Harpe Derek Christophe Vinsonneau Christophe 2016 Executivedirectors Ami Azoulay Malcolm McCulloch Gavin Tollman Gavin Directors’ interestsDirectors’ in shares Company’s the of 628 675 162 in interests indirect and direct held year the during Company the of directors the 2017, February 28 At listed below: are held per individual director 161 751 008). Details of shares (2016: shares issued ordinary Non-executivedirectors John Hunt Total Keith Vincent Keith Derek de la Harpe Derek 2017 Executivedirectors Ami Azoulay Consolidated statement of comprehensive income for the year ended 28 February 2017
2017 2016 Notes P’000 P’000
Revenue 3 1 107 467 935 087 Cost of sales (353 447) (276 186) Gross profit 754 020 658 901 Other gains and losses 16 182 374 Operating expenses (550 018) (486 206) Net foreign exchange (losses)/gains 4 (11 317) 26 241 Operating profit for the year before items listed below (EBITDA) 208 867 199 310 Net impairment reversal/(loss) 4 (3 165) 796 Depreciation and amortisation 4 (76 927) (64 736) Operating profit 4 128 775 135 370 Interest received 1 901 1 460 Financing costs 5 (11 096) (5 748) Unrealised foreign exchange loss on loans (20 806) (12 215) Share of earnings for equity-accounted investments, net of tax 11 2 600 1 502 Profit before taxation 101 374 120 369 Taxation 6 (38 623) (46 241) Profit for the year 62 751 74 128
Items that may be subsequently reclassified to profit or loss: Exchange differences on translating foreign operations 17 059 (11 824) Total comprehensive income for the year 79 810 62 304
Profit for the year attributable to: Owners of the Company 55 497 76 525 Non-controlling interest 7 254 (2 397) 62 751 74 128
Total comprehensive income for the year attributable to: Owners of the Company 73 844 62 325 Non-controlling interest 5 966 (21) 79 810 62 304
Earnings per share (thebe) – Basic 7 23.74 33.00 – Diluted 7 23.59 31.60
126 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 127 2016 1 477 P’000 5 733 9 525 19 318 72 411 10 100 17 518 32 901 23 051 10 743 47 166 43 423 28 988 24 442 95 523 (11 759) 249 131 (73 324) 481 287 156 086 933 571 378 621 391 632 933 571 554 950 483 688 350 423 469 528 342 989 464 043 Wilderness Holdings Limited 2017 (518) Integrated annual report 2017 P’000 P’000 6 603 318 19 702 61 31 952 12 700 69 152 23 182 23 818 66 142 24 080 28 586 571 121 291 167 371 138 160 617 232 181 694 119 (73 324) 536 571 393 133 461 438 226 759 688 197 428 919 507 985 140 968 795 849 1 224 768 1 224 768
8 9 11 10 15 16 12 12 13 17 14 32 18, 32 Notes Intangible assets Property, plant and equipment Property, Goodwill Non-current assets Assets Consolidated statement of financial of financial statement position Consolidated 2017 as at 28 February Common control reserve Common control Other non-distributable reserves payment reserve Share-based income Retained interest Non-controlling Stated capital Stated reserve translation currency Foreign equityTotal Non-currentliabilities Equity and liabilities Equity Equity attributable to owners of the Company Long-term liabilities Long-term Investment in associates Investment Deferred tax liabilities Deferred Total assetsTotal Deferred tax assets Deferred Current assets Inventories Currentliabilities and other payables Trade Cash and cash equivalents Trade and other receivables Trade tax receivable Current Current tax liabilities Current liabilities Total equity Total liabilitiesand Bank overdrafts Consolidated statement of changes in equity for the year ended 28 February 2017
Foreign Other Share- currency Common non- based Total Non- Stated translation control distributable payment Retained shareholders’ controlling Total capital reserve reserve reserves reserve income equity interest equity P’000 P’000 P’000 P’000 P’000 P’000 P’000 P’000 P’000
Balance at 1 March 2015 156 086 19 933 (73 324) 21 599 15 435 309 297 449 026 (4 995) 444 031 Non-controlling interests’ portion of dividend paid – – – – – – – (3 919) (3 919) Total comprehensive income for the year – (14 200) – – – 76 525 62 325 (21) 62 304 Dividends paid – – – – – (34 782) (34 782) – (34 782) Transfer from distributable reserves to re-insurance reserve – – – 617 – (617) – – – Acquisition of additional interest in subsidiary company – – – (4 845) – – (4 845) (877) (5 722) Disposal of subsidiaries – – – 1 947 – – 1 947 (1 947) – Share-based payments expense – – – – 7 616 – 7 616 – 7 616
Balance at 29 February 2016 156 086 5 733 (73 324) 19 318 23 051 350 423 481 287 (11 759) 469 528 Non-controlling interests’ portion of dividend paid – – – – – – – (3 269) (3 269) Total comprehensive income for the year – 18 347 – – – 55 497 73 844 5 966 79 810 Dividends paid – – – – – (34 782) (34 782) – (34 782) Acquisition of additional interest in subsidiary companies – – – – – – – 27 100 27 100 Disposal of subsidiaries – – – – – – – 10 548 10 548 Share-based payments expense – – – – 2 544 – 2 544 – 2 544 Share-based payments reserve utilised 11 205 – – – (26 113) – (14 908) – (14 908) Balance at 28 February 2017 167 291 24 080 (73 324) 19 318 (518) 371 138 507 985 28 586 536 571
128 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 129 Wilderness Holdings Limited Integrated annual report 2017 – – Total 7 616 P’000 2 544 equity (3 919) (5 722) (3 269) 27 100 79 810 10 548 62 304 (14 908) (34 782) 536 571 (34 782) 444 031 469 528 – – – – – – (21) Non- (877) P’000 P’000 5 966 947) (1 (3 919) (4 995) (3 269) 27 100 10 548 759) (11 28 586 interest controlling – – – – – Total 947 1 947 7 616 P’000 P’000 2 544 equity (4 845) 325 325 62 73 844 (14 908) (34 782) (34 782) 481 287 507 985 449 026 shareholders’ – – – – – – – – – (617) P’000 497 55 income 76 525 371 138 (34 782) (34 782) 423 350 309 297 Retained – – – – – – – – – – – (518) 7 616 P’000 P’000 2 544 based Share- 435 435 15 23 051 113) (26 reserve payment – – – – – – – – – – – 617 non- Other 1 947 P’000 (4 845) 318 19 318 19 21 599 reserves distributable – – – – – – – – – – – – – – P’000 P’000 control reserve (73 324) (73 324) (73 324) Common – – – – – – – – – – – – P’000 5 733 18 347 933 19 24 080 Foreign reserve (14 200) currency translation – – – – – – – – – – – – – P’000 P’000 Stated 11 205 capital 291 167 086 156 086 156 Balance at 1 March 2015 portion of dividend paid interests’ Non-controlling the year income for comprehensive Total Dividends paid reserve to re-insurance distributable reserves from Transfer in subsidiary company Acquisition of additional interest Disposal of subsidiaries payments expense Share-based Balance at 29 February 2016 portion of dividend paid interests’ Non-controlling income for the year comprehensive Total Dividends paid in subsidiary companies Acquisition of additional interest Disposal of subsidiaries payments expense Share-based utilised payments reserve Share-based Balance at 28 February 2017 Consolidated statement of cash flows for the year ended 28 February 2017
2017 2016 Notes P’000 P’000
Cash flow from operating activities Cash generated from operations 27 210 902 184 423 Interest received 1 901 1 460 Financing costs (11 096) (5 748) Taxation paid 28 (45 839) (45 113) Net cash inflow from operating activities 155 868 135 022
Cash flow from investing activities Acquisition of subsidiary companies 29 (71 705) – Disposal of subsidiary companies 30 – – Additional investment in subsidiaries – (299) Additions to property, plant and equipment 31 (141 673) (131 366) Additions to intangible assets (719) (431) Proceeds on disposal of property, plant and equipment and intangibles 4 510 2 826 Cash flows from associates – 1 000 Net cash outflow from investing activities (209 587) (128 270)
Cash flow from financing activities Non-controlling interests’ share of dividends (3 269) (3 919) Share-based payment – employee tax settlement (14 908) – Dividends paid (34 782) (34 782) Repayment of long-term liabilities (58 037) (56 999) Increases in long-term liabilities 138 857 31 021 Net cash inflow/(outflow) from financing activities 27 861 (64 679)
Net decrease in cash and cash equivalents (25 858) (57 927) Unrealised exchange (loss)/gain on foreign cash balances (5 628) 25 975 Cash and cash equivalents at beginning of year 201 965 233 917 Cash and cash equivalents at end of year 32 170 479 201 965
130 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 131 Wilderness Holdings Limited Integrated annual report 2017 a finite useful life requires the use of a requires a finite useful life those number of estimates including and residual to useful lives relating In certainvalues. instances estimates considering been determined by have manufacturers’ industry practices, aviation bluebook recommendations, and other available valuations, marketplace information. Taxation Occasionally significant judgement in the determination of is required due to income taxes amounts relating to the complexity and/or uncertainly jurisdictions. of legislation in different for which transactions are There the ultimate tax determination is uncertain course during the ordinary of business and will only be known by tax or other upon confirmation the Where periods. authorities in future final tax outcome of these matters is the amounts that were from different such differences initially recognised, will impact the income tax and deferred tax liabilities in the period in which the uncertainty is resolved. tax the net future recognises The Group tax assets related to deferred benefit that to the extent that it is probable differences the deductible temporary future. foreseeable in the will reverse of deferred Assessing the recoverability the Group requires tax assets therefore to make judgements and estimates taxable future of expectations to relating taxable income. Estimates of future cash flows based on forecast income are and the application of operations from tax laws in each jurisdiction. current cash flows the extent that future To and taxable income differ significantly estimates, the ability of the Group from tax assets the net deferred to realise at the reporting date could be recorded impacted. Significant accounting Significant accounting estimates and judgements The adoption of amendments to other The adoption of amendments not had any material has standards reportedimpact on previously figures. Useful lives valuesUseful and residual of plant and equipment and property, intangible assets useful with finite lives plant and The accounting for property, equipment and intangible assets with Impairments of non-monetary assets and goodwill basis assesses on an annual The Group indicators that the are whether there of its non-monetary carrying value Where assets may not be recoverable. the Group present such indicators are computations of determines through less costs to in use or fair value value amounts sell whether the recoverable units and of affected cash-generating individual non-monetary assets exceed Such computations the carrying value. the use of estimates and require assumptions which may be significant. A computation is performed annually to present, confirm that goodwill, where of the irrespective is not impaired or not, of any indicators of presence, impairment. 1. the consolidated and In preparing statements, financial separate to make management is required to believed estimates and assumptions that affect the amounts be reasonable the consolidated and in presented financial statements and separate Use of available disclosures. related information and the application of in the formation inherent judgement are in the future of estimates. Actual results these estimates which could differ from may be material to the consolidated and financial statements. separate Significant accounting estimates and judgements include: The Group has adopted certainThe Group amendments and new standards, to existing standards interpretations year for the financial effective which are 2016. beginning on 1 March Changes policies in accounting and comparability Items included in the consolidated and statements of each of financial separate using measured entities are the Group’s of the primary economicthe currency in which the entity operates environment The consolidated (functional currency). in presented financial statements are to the nearest (rounded Botswana Pula thousand unless otherwise stated), functional and which is the Group’s currency. presentation The consolidated and separate financial The consolidated and separate on the prepared statements are historical cost basis. and presentation Functional currency Basis of measurement The consolidated and separate financial The consolidated and separate Holdings Wilderness statements of ended Limited at and for the year 2017 comprise those of 28 February the Company and its subsidiaries and to as the Group) (together referred in associates and interest the Group’s The consolidated joint arrangements. financial statements and separate in accordance been prepared have with International Financial Reporting (IFRS).Standards Basis of preparation and and Basis of preparation measurement of compliance Statement The principal accounting policies The principal accounting of these applied in the preparation financial consolidated and separate These set out below. statements are applied been consistently policies have unless otherwise presented, to all years stated. Summary accounting significant of policies 2017 28 February ended for the year Summary of significant accounting policies continued for the year ended 28 February 2017
2. Accounting policies rights in an investee but may also • Any costs directly attributable to the include circumstances where it does purchase of the subsidiary. Revenue not but has other mechanisms such as Revenue comprises the consideration management agreements which give it The Group recognises transactions received or receivable on contracts control. Subsidiaries are consolidated with non-controlling interests which entered into with customers for the sale from the date on which effective control do not result in a change in control as of goods and services in the ordinary is transferred to the Group and are de- transactions with equity owners of the course of the Group’s activities. Revenue consolidated from the date when there Group and therefore recognises such transactions directly in equity. is shown net of taxes and discounts and is a loss of control by the Group. is recognised as and when the Group satisfies its performance obligations as All inter-company transactions, Associates set out in the contracts entered into with balances, income and expenses and An associate is an entity in which the its customers. Revenue is recognised unrealised surpluses and deficits on Group has significant influence but at the amount of the transaction price transactions between Group companies not control, generally accompanying a that is allocated to each performance have been eliminated. shareholding of between 20% and 50% obligation and this is determined at an of the voting rights. Significant influence amount that depicts the consideration On acquisition, the assets and liabilities is the power to participate in the to which the Group expects to be of a subsidiary are measured at fair financial and operating decisions of the entitled in exchange for transferring value as determined at the acquisition entity but is not control or joint control the goods and services promised to the date. To the extent that the purchase over those policies. customer. Revenue recognised excludes consideration exceeds the fair value all amounts collected on behalf of third of the identifiable net assets acquired, At acquisition any excess of the Group’s parties such as when the Group acts in the difference is recognised as share of the fair value of an associate’s an agency capacity and it collects value goodwill. Where the identifiable net identifiable net assets over the purchase added taxes. assets acquired exceed the purchase consideration is recognised in profit or consideration, the excess is recognised loss as a gain on a bargain purchase in The Group arranges leisure travel immediately as a gain on a bargain which the investment is acquired. Any experiences for its customers at purchase in profit or loss. excess of purchase consideration over properties that it owns as well as the Group’s share of the fair value of an properties that are owned by external The Group recognises any non- associate’s net assets is not recognised parties. It also provides transfer controlling interest in the acquiree on separately as goodwill but is included services to travellers. Revenue is an acquisition-by-acquisition basis, as part of the carrying amount of the recognised when services are provided either at fair value or at the non- investment in associate. to the customer from the date of controlling interest’s proportionate commencement of the travel experience share of the recognised amounts of Investments in associates are accounted for using the equity method. Under the or when the transfer service is provided. the acquiree’s identifiable net assets. equity method, the Group’s share of Some acquisitions may make use of Where the Group provides a service the post-acquisition profits or losses contingent consideration features on behalf of third parties, revenue is is recognised in profit or loss, and such as profit warrants. The fair recognised as the amount of service its share of post-acquisition other value of contingent consideration is fees receivable as determined based comprehensive income is recognised included at the date of acquisition as on the agreement entered into with in other comprehensive income. part of the determination of goodwill. the principal party. Such revenue is Unrealised gains on transactions Changes in the fair value of contingent recognised when the Group has fulfilled between the Group and its associates consideration arising subsequently its performance obligation. are eliminated to the extent of the are recognised in profit or loss and Group’s interest in the associates. do not adjust the goodwill as initially Consolidation and business Any dividends, or other distributions recognised. combinations received from the associate, are recognised as reductions in the carrying In the Company’s financial statements, Subsidiaries value of the associate. investments in subsidiaries are Subsidiary undertakings are those companies over which the Group directly carried at cost less any accumulated The use of the equity method is or indirectly has control. The Group impairment. discontinued from the date the Group controls an entity when it is exposed ceases to have significant influence over The cost of an investment in a subsidiary to, or has rights to, variable returns an associate. is the aggregate of: from its investment with the entity and has the ability to affect those returns • The fair value, at the date of exchange, In the Company’s financial statements, through its power over the entity’s of assets given, liabilities incurred an investment in an associate is activities. Typically control exists where or assumed, and equity instruments carried at cost less any accumulated the Group has the majority of voting issued by the Company; plus impairment.
132 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 133 Wilderness Holdings Limited Integrated annual report 2017 Intangible assets in a business acquired combination in a business Intangible assets acquired separately combination and recognised at recognised initially goodwill are from at the acquisition date their fair value as their cost). (which is regarded Subsequent to initial recognition, in a business intangible assets acquired reportedcombination are at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are separately. acquired Intangibles Intangible assets separately acquired Intangible assets with finite useful lives carried are separately acquired that are at cost less accumulated amortisation and accumulated impairment losses. Amortisation on a straight- is recognised estimated useful their line basis over life and The estimated useful lives. at amortisation reviewed method are the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite separately acquired that are useful lives cost less accumulated carried at are impairment losses. Depreciation is recognised in profit in profit is recognised Depreciation as partor loss, unless it is included of asset, for the initial costs of another of property, example when an item used to plant and equipment is construct another asset. and useful lives values, Residual reviewed methods are depreciation where annually and adjusted appropriate. Gains the disposal of and losses on items of property plant and equipment or loss. in profit recognised are Average useful life The lesser of or 10 years term of lease 3 – 10 years 20 – 30 years Hours flown Frames Engines Item property Leasehold furniture, Vehicles, fittings and equipment Aircraft – – Goodwill arising on the acquisition of Goodwill arising on the as an is treated operation a foreign and is operation asset of the foreign currency to the presentation translated rate. exchange at the reporting date’s Property, plant and equipment Property, plant property, The cost of an item of costs incurred and equipment includes or construct it and initially to acquire the costs of the initial estimate of the item dismantling and removing the site. Costs incurred and restoring subsequently to add to or replace part an asset, or major overhaul of capitalised, and the also costs are partcarrying amount of the replaced and All other repairs is derecognised. or to profit charged maintenance are loss when incurred. equipment is carried plant and Property, at cost less accumulated depreciation and any impairment losses. on all property, is provided Depreciation plant and equipment (other than and work in progress) land freehold the cost of the so as to write down its over value asset to its residual estimated useful life. Other than for depreciated engines, which are aircraft are useful lives based on hours flown, and depreciation determined in years basis as on a straight-line is recognised follows: Land is not depreciable. plant Each part of an item of property, and equipment with a cost that is relation to the total cost of significant in as a separately the item is depreciated component. Foreign currency translations currency Foreign Items included in the financial the Group’s statements of each of using the measured entities are of the entity. functional currency other than in currencies Transactions initially are the functional currency ruling of exchange at the rates recorded At on the dates of the transactions. each reporting currency date, foreign monetary assets and liabilities are the functional currency to translated on the reporting prevailing at the rates date. Non-monetary items that are as determined at fair value, measured are currency, to a foreign with reference at the functional currency to translated at the date of the prevailing the rates valuation. Assets and liabilities of foreign at to Pula translated are operations at the reporting prevailing the rates date. Income and expense items are rates exchange average at translated is not a reasonable (unless this average effect of the cumulative approximation on the transaction prevailing of the rates exchange dates). All resulting as a separate recognised are differences component of equity with changes in in periods recognised this item between income. other comprehensive operation On the disposal of a foreign entire (that is, a disposal of the Group’s or a operation, in a foreign interest or a loss of control, disposal involving loss of joint control, disposal involving loss of significant or a disposal involving influence), all of the exchange accumulated in equity in differences attributable to of that operation respect the equity holders of the company are or loss. to profit reclassified In the case of a partial disposal that losing in the Group does not result a operation, a foreign over control proportionate of accumulated share is re-attributed differences exchange and is not interests to non-controlling For all other or loss. in profit recognised partial disposals, a proportionate share difference of the accumulated exchange or loss. to profit is reclassified Summary of significant accounting policies continued for the year ended 28 February 2017
2. Accounting policies continued accumulated impairment losses. For Provision is made for obsolete and the purposes of impairment testing, slow-moving inventory, the amount of continued Intangibles goodwill is allocated to each of the any write-down of inventories to net Derecognition of intangible assets Group’s cash-generating units expected realisable value is recognised in profit or An intangible asset is derecognised on to benefit from the synergies of the loss. The reversal of such provisions is disposal, or when no future economic combination. Impairment losses recognised in profit or loss in the period benefits are expected from use or recognised on goodwill are not in which the reversal occurs. disposal. Gains or losses arising from reversible in future periods. derecognition of an intangible asset, Financial instruments measured as the difference between the Gains and losses on the disposal of an The Group classifies its financial net disposal proceeds and the carrying entity includes the effects resulting from instruments, or their component parts, amount of the asset, are recognised derecognition of related goodwill. on initial recognition as a financial in profit or loss when the asset is asset, a financial liability or an equity derecognised. Impairment of non-financial assets instrument when the Group becomes party to the contractual provisions of The cost of an intangible asset includes The Group assesses on an annual basis the instrument. costs incurred initially to acquire or whether there are indicators that the develop an item. carrying value of its non-monetary assets may not be recoverable. Where Financial assets Subsequent to initial recognition, all such indicators are present, the Group The Group classifies financial assets as intangible assets are measured at cost determines through computations of loans and receivables. less accumulated amortisation and value in use or fair value less costs to impairment losses. Intangible assets are Financial assets are recognised on sell whether the recoverable amounts amortised on a straight-line basis over a trade-date basis and are initially of affected cash-generating units their expected useful lives. The current measured at fair value, including and individual non-monetary estimate of useful lives is as follows: transaction costs. assets exceed the carrying value. An impairment loss is recognised Item Useful life Loans and other receivables immediately in profit or loss. Loans and receivables are non- Brands Indefinite The recoverable amount of an asset or derivative financial assets with fixed Computer software 3 – 6 years cash-generating unit is the higher of its or determinable payments that are not quoted in an active market. The main Leasehold premium Period of the fair value less costs to sell, or its value in use. components of the Group’s loans and lease receivables comprise loans to related Where an impairment loss subsequently parties, trade and other receivables Leases reverses, the carrying amount of the and cash and cash equivalents. Leases of assets where the Group asset (or cash-generating unit) is Loans and other receivables are assumes substantially all the risks and increased to the revised estimate of its subsequently measured at amortised rewards of ownership are classified recoverable amount adjusted, so that cost using the effective interest rate as finance leases. Finance leases are the increased carrying amount does method. capitalised at the inception of the lease not exceed the carrying amount that at the lower of the fair value of the would have been determined had no Appropriate allowances for estimated leased property or the present value of impairment loss been recognised for irrecoverable amounts are recognised the minimum lease payments. the asset (or cash-generating unit) in in profit or loss when there is objective prior years. A reversal of an impairment evidence that the Group will not be able The interest element of the finance cost loss is recognised immediately in profit to collect all the amounts due according is recognised as a finance cost in profit or loss. to the original terms of the receivables. or loss. Owing to the majority of sales requiring Inventories prepayment, the risk of impairment Leases which are not classified as is low. finance leases are operating leases. Inventories are stated at the lower Expenses relating to operating leases of cost and net realisable value. Cost are recognised on a straight-line basis is determined by using the weighted Financial liabilities over the term of the lease. average cost method. The Group classifies financial liabilities as financial liabilities at amortised cost. When inventories are sold, the Goodwill carrying amount of those inventories Financial liabilities are recognised on Goodwill is tested annually for is recognised as an expense when the a trade-date basis and are initially impairment and is carried at cost less related revenue is recognised. measured at fair value.
134 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 135 Wilderness Holdings Limited Integrated annual report 2017 uced to the extent that it is no longer uced to the extent that red that sufficient taxable income probable all or part to allow of will be available the asset to be recovered. Payments to defined contribution Payments as charged benefit plans are retirement an expense as they fall due. made to industry- or state- Payments schemes are managed retirement dealt with as defined contribution obligation the Group’s plans where to under the schemes is equivalent those arising in a defined contribution plan. retirement Share-based payments issues equity-settled share- The Group based payments to certain employees. payments Equity-settled share-based at the grant at fair value measured are determined at the The fair value date. date of the equity-settled share- grant the over based payments is recognised period, based on the Group’s vesting that will eventually estimate of shares increase with a corresponding vest, At the end of each reporting in equity. its estimate revises period, the Group of the number of equity instruments The impact of the expected to vest. of the original estimates, revision or loss in profit is recognised if any, expense such that the cumulative with a revised estimate, the reflects adjustment to the corresponding benefits equity-settled employee reserve. Employee benefits employee benefitsShort-term The cost of short-term employee within benefits (those payable 12 months after the service is rendered, and sick leave such as paid vacation in the and bonuses) is recognised leave period in which the service is rendered. The expected cost of profit-sharing and bonus payments is recognised is a legal as an expense when there to make obligation or constructive of past such payments as a result performance. Defined plans contribution substantively enacted. Taxable income Taxable enacted. substantively net income as reporteddiffers from in income the statement of comprehensive of income or because it includes items taxable or deductible expense that are furtherin other periods and it excludes taxable or never items that are deductible. are taxes tax and deferred Current in other comprehensive recognised to items that income if the tax relates in other comprehensive recognised are income. tax is accounted for using Deferred in respect the balance sheet approach which arise differences of temporary the carrying between differences from amount of assets and liabilities in the financial statements and the tax basis used in corresponding the computation of taxable income. income tax is not recognised Deferred of an initial recognition if it arises from other asset or liability in a transaction than a business combination that at the affects neither time of the transaction or losses. accounting nor taxable profit using income tax is determined Deferred been laws) that have (and tax rates the enacted or substantially enacted by apply to expected are reportingand date income tax deferred when the related income or the deferred asset is realised tax liability is settled. In principle, recognised tax liabilities are deferred differences for all taxable temporary recognised tax assets are and deferred that only to the extent that it is probable against taxable income will be available differences which deductible temporary can be utilised. income tax assets and Deferred is a offset when there liabilities are current offset to right enforceable legally tax liabilities tax assets against current income taxes and when the deferred to income assets and liabilities relate the same taxation levied by taxes authority on either the taxable entity or is there taxable entities where different an intention to settle the balances on a net basis. tax assets of deferred The carrying value at each reporting date and is reviewed Income tax the The tax expense represents payable sum of the tax currently The tax currently tax. and deferred payable is based on taxable income the as determined by for the year or currently as local tax requirements Stated capital classified as equity. are shares Ordinary attributable costs directly Incremental or options are to the issue of new shares in equity as a deduction, net of shown the proceeds. tax, from company purchases any Group Where capital equity share the Company’s the consideration shares), (treasury attributable paid, including any directly costs (net of income taxes) incremental equity attributable to is deducted from equity holders until the the Company’s Where cancelled or reissued. are shares subsequently reissued, are such shares net of received, any consideration attributable incremental any directly costs and the related transaction in income tax effects, is recognised equity attributable to the Company’s equity holders. Dividends when the right recognised Dividends are payment is established. to receive Equity instrumentsEquity a An equity instrument represents evidences a residual that contract net assets of an entity. in the interest the Equity instruments issued by at the proceeds recorded Company are issue costs. direct net of received, Financial liabilities at amortised non- liabilities which are These are cost financial liabilities with fixed derivative The most or determinable payments. comprise the significant items that liabilities at amortised financial Group’s and borrowings overdrafts bank cost are other payables. and and trade subsequently measured These items are at amortised cost using the effective method. rate interest Summary of significant accounting policies continued for the year ended 28 February 2017
2. Accounting policies continued factors such as reasonable expectations the difference between the purchase of future events. Provisions are not consideration and the book value of Provisions recognised for future operating losses. the assets and liabilities be recorded in A provision is recognised when there equity as a common control reserve. is a legal or constructive obligation as Common control accounting The financial statements of the a result of a past event for which it is The Group applies merger accounting purchaser incorporate the combined probable that an outflow of economic for all its common control transactions companies’ results and cash flows as if benefits will be required to settle the which requires that the assets and companies have always been combined, obligation and the amounts have been liabilities of the purchased business including the re-presentation of the reliably estimated. Provisions are be incorporated at the consolidated comparative figures. continually re-assessed and are based book value (by the ultimate parent) and on historical experience and other
Standards and amendments to published standards that are not yet effective The following new standards and amendments to existing standards have been published that are applicable for future accounting periods but have not been adopted early by the Group (only changes applicable to the Group have been listed):
New standard/ amendment Key requirement Effective date
IFRS 2: Share-based Classification and Measurement of Share-based Payment Transactions: A collection of 1 January 2017 Payments three distinct narrow-scope amendments dealing with classification and measurement of share-based payments.
The amendments address: • The effects of vesting conditions on the measurement of a cash-settled share-based payment; • The accounting requirements for a modification to the terms and conditions of a share-based payment that changes the classification of the transaction from cash- settled to equity-settled; and • Classification of share-based payment transactions with net settlement features.
The impact is not expected to be material. IFRS 9: Financial A final version of IFRS 9 has been issued which replaces IAS 39 Financial Instruments: 1 January 2018 Instruments Recognition and Measurement. The completed standard comprises guidance on Classification and Measurement, Impairment Hedge Accounting and Derecognition: • IFRS 9 introduces a new approach to the classification of financial assets, which is driven by the business model in which the asset is held and their cash flow characteristics. A new business model was introduced which does allow certain financial assets to be categorised as “fair value through other comprehensive income” in certain circumstances. The requirements for financial liabilities are mostly carried forward unchanged from IAS 39. However, some changes were made to the fair value option for financial liabilities to address the issue of own credit risk. • The new model introduces a single impairment model being applied to all financial instruments, as well as an “expected credit loss” model for the measurement of financial assets. • IFRS 9 contains a new model for hedge accounting that aligns the accounting treatment with the risk management activities of an entity, in addition enhanced disclosures will provide better information about risk management and the effect of hedge accounting on the financial statements. • IFRS 9 carries forward the derecognition requirements of financial assets and liabilities from IAS 39.
The impact will be on the measurement and timing of impairment provisions related to financial assets measured at amortised cost; whilst the Group has not yet performed a detailed assessment of the materiality of any possible impact it is expected that impairment provisions will likely be greater than currently reported under IAS 39.
We do not expect a significant change in the classification which is predominantly classified at amortised cost.
136 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 137 Effective date Effective 1 January 2017 1 January 2017 1 January 2018 1 January 2019 Wilderness Holdings Limited Integrated annual report 2017 IAS 17 Leases; IAS 17 Leases; IFRIC contains a Lease; 4 Determining whether an Arrangement and SIC-15 Leases—Incentives; Operating of a Lease. Form the Legal Involving Transactions the Substance of SIC-27 Evaluating
IFRS for lessees. requirements 16 contains expanded disclosure IFRS in IAS 17. the lessor accounting requirements 16 substantially carries forward or finance leases a lessor continues to classify its leases as operating Accordingly, leases differently. leases, and to account for those two types of lessors that will improve by IFRS to be provided enhanced disclosures 16 also requires particularly risk exposure, value to residual information disclosed about a lessor’s risk. IFRS Interpretations: and Standards 16 supersedes the following – – – – New standard that introduces a single lessee accounting model and requires a lessee to model and requires a single lessee accounting that introduces New standard than 12 months, unless all leases with a term of more assets and liabilities for recognise a right-of-use asset to recognise A lessee is required value. of low the underlying asset is asset and a lease liability representing its right to use the underlying leased representing similarly to right-of-use assets lease payments. A lessee measures its obligation to make plant and equipment) and lease liabilities (such as property, other non-financial assets recognises depreciation liabilities. As a consequence, a lessee similarly to other financial and also classifies cash on the lease liability, and interest of the right-of-use asset a principal portion of the lease liability into repayments portion and an interest and in the statement of cash flows. them presents • • • • of the impact. is continuing in its assessment The Group any significant leases. does not own The Group about entities to disclose information Amendments requiring Initiative: Disclosure to will help investors The additional disclosures changes in their financing liabilities. financing activities, including changes from arising from changes in liabilities evaluate or losses). gains exchange and non-cash changes (such as foreign cash flows The impact is not expected to be material. (Amendments to Losses Assets for Unrealised Tax of Deferred Recognition of deferred on recognition amendment to clarify the requirements IAS 12): Narrow-scope at losses on debt instruments measured tax assets for unrealised fair value. The impact is not expected to be material. involve that to use in transactions rate the exchange addresses This interpretation currency. in a foreign paid or received consideration advance published shortly the reporting an were before date; as a result These requirements yet to be assessed. assessment of the impact of this clarification has Key requirement Key IFRS Leases 16: IAS of 7: Statement Cash Flows Taxes IAS 12: Income IFRIC 22: Currency Foreign Transactions and Advance Consideration New standard/ amendment Notes to the consolidated annual financial statements for the year ended 28 February 2017
3. Revenue
2017 2016 P’000 P’000
3.1 Revenues by type of service Travel experience 990 273 836 060 Service fees 87 645 70 761 Other 29 549 28 266 1 107 467 935 087 3.2 Revenue by geographical region Botswana 477 373 468 735 Kenya 73 021 163 Namibia 176 559 162 017 Rwanda 24 192 – South Africa 731 983 679 961 Zambezi 162 432 150 071 Intergroup (538 093) (525 860) Group 1 107 467 935 087 3.3 Revenue by source market (%) Africa and the Middle East 33 33 Americas 40 43 Australasia 2 2 Europe and Asia 25 22 100 100
4. Operating profit
2017 2016 P’000 P’000
Operating profit is arrived at after taking into account the following items: Depreciation 70 964 61 472 Amortisation of intangible assets 5 963 3 264 Total depreciation and amortisation 76 927 64 736
Net impairment loss/(reversal) on property, plant and equipment 3 204 (911) Impairment (reversal)/loss on financial instruments (39) 115 Total impairment loss/(reversal) 3 165 (796)
Impairment loss on property, plant and equipment relates to the impairment of camp assets due to fire damage.
138 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 139 – 97 (11) (11) 941 454 580 2016 3 110 3 101 9 019 7 616 4 145 5 183 P’000 2 208 3 504 13 116 13 163 31 197 12 188 26 241 12 583 22 737 46 486 307 191 148 396 234 Wilderness Holdings Limited 580 2017 Integrated annual report 2017 7 100 1 087 2 491 P’000 P’000 6 281 435 2 435 5 046 2 544 5 008 (9 110) 207) (2 317) (11 12 504 69 471 249 13 (9 900) 36 183 084 13 30 853 134) (10 349 616 continued Post-employment benefits Post-employment payments Share-based Short-term benefits employee Non-executive directors’ fees directors’ Non-executive Executive directors directors Executive Unrealised Unrealised fee year Current Realised Realised Prior year over provision provision over year Prior Premises Premises Other servicesexpenses and Office and plant equipment and vehicles Aircraft Operating profit Operating profit Directors’ emoluments Directors’ Share-based payments expense Net foreign exchange (losses)/gains Auditors' remuneration Foreign exchange (losses)/gains exchange Foreign Number of employees Number of employees Net profit on disposal of subsidiaries Net profit costs Staff Net loss/(profit) on disposal of property, plant and equipment on disposal of property, Net loss/(profit) Operating lease rentals rentals lease Operating Resource royalty royalty Resource 4. Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
5. Financing costs
2017 2016 P’000 P’000
Interest paid Finance leases and loans 6 507 2 897 Provisions 888 – Bank overdraft and trade finance 3 701 2 851 11 096 5 748
6. Taxation
2017 2016 P’000 P’000
6.1 Taxation charge Current taxation Company taxation 36 788 38 911 (Over)/under provision prior year – (1 263) 36 788 37 648 Deferred taxation – current year (note 12) (414) 3 296 – prior year (note 12) – (104) – change in tax rate – 70 36 374 40 910 Withholding tax 2 249 5 331 Total taxation charge 38 623 46 241
% %
6.2 Reconciliation of taxation rate to profit before taxation Company normal tax rate – Botswana 22.0 22.0 Effect of income that is exempt from taxation (3.7) (0.9) Effect of expenses that are not deductible in determining taxable profit 10.5 7.3 Deductible expenses relating to share-based payments (1.3) – Adjustments recognised in the current year in relation to current tax of prior year – (1.0) Effect of different tax rates of subsidiaries in other jurisdictions 2.3 3.8 Effect of unused tax losses and tax offsets not recognised as deferred tax assets 7.8 4.6 Effect of utilisation of tax losses not previously recognised (1.1) (1.4) Prior year deferred tax adjustments – (0.1) Share of results of associates (0.6) (0.3) Withholding tax 2.2 4.4 Effective taxation rate 38.1 38.4
Certain subsidiaries had tax losses at the end of the financial year that are available to reduce the future taxable income of the Group estimated to be: 191 774 165 121
140 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 141 7 Net 2016 2 410 31.60 31.03 29.71 P’000 33.00 (5 021) (7 905) 44 981 (4 587) 71 945 55 497 55 76 525 10 312 906 231 882 451 231 882 451 242 195 357 Wilderness Holdings Limited 2017 (911) Integrated annual report 2017 19.12 3 204 Gross P’000 P’000 23.74 23.74 19.24 23.59 (6 128) (6 321) (6 (10 134) (10 1 464 936 233 781 074 235 246 010 236 858 853 IAS 16 – Gains on disposal and impairment of property, plant and equipment IAS Gains 16 – and impairment of property, on disposal IAS 36 – Impairment of assets IAS 27 – Gains on disposal of subsidiaries IAS 16 – Gains and compensation on disposal and impairment of property, plant and IAS 16 – Gains impairment of property, and compensation on disposal and equipment At end of year IAS 36 – Impairment of assets Shares for earnings per share Shares scheme share Staff Basic Diluted Headline Diluted headline 2017 owners of the Company attributable to Profit Headline earnings adjustments: Headline profit and earnings per share and earnings per share Headline profit Reconciliation between profit attributable to owners of the Company and headline earnings: owners of the Company and attributable to profit between Reconciliation Headline profit 2016 owners of the Company attributable to Profit Headline earnings adjustments: Reconciliation of diluted shares Number of shares in issue Headline profit Weighted average number of shares shares Add dilutive Earnings per share (thebe) – Diluted weighted average – – – 7. Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
8. Property, plant and equipment
2017 2016
Accumulated Net Accumulated Net Cost depreciation book value Cost depreciation book value P’000 P’000 P’000 P’000 P’000 P’000
Vehicles, furniture, fittings and equipment 330 745 (195 572) 135 173 259 350 (139 605) 119 745 Aircraft 230 922 (51 199) 179 723 204 062 (41 448) 162 614 Leasehold land and property 374 649 (188 019) 186 630 348 793 (164 104) 184 689 Work in progress 69 595 – 69 595 16 640 – 16 640 1 005 911 (434 790) 571 121 828 845 (345 157) 483 688
Included in property, plant and equipment are assets with a carrying amount of P160 million (2016: P93 million) which have been encumbered to secure borrowings of the Group as stated in note 16.
A register of land and buildings is maintained at the Company’s registered office and may be inspected by members of the public or their duly authorised agents.
Vehicles, furniture, Leasehold fittings and land and Work in equipment Aircraft property progress Total P’000 P’000 P’000 P’000 P’000
Movement of property, plant and equipment – 2017 Net book value at beginning of year 119 745 162 614 184 689 16 640 483 688 Subsidiaries disposed (999) – (6 920) – (7 919) Subsidiaries acquired 7 945 9 595 6 611 – 24 151 Additions 29 837 15 452 6 448 90 969 142 706 Transfers/reclassification 12 798 – 22 634 (35 432) – Translation differences 1 902 2 560 5 527 (2 582) 7 407 Disposals (3 402) (540) (802) – (4 744) Depreciation (32 500) (9 958) (28 506) – (70 964) Impairment (153) – (3 051) – (3 204) Net book value at end of year 135 173 179 723 186 630 69 595 571 121
Movement of property, plant and equipment – 2016 Net book value at beginning of year 111 017 133 045 158 888 21 684 424 634 Additions 23 953 45 111 14 325 54 949 138 338 Transfers/reclassification 20 072 169 39 255 (59 496) – Translation differences (3 749) (3 715) (7 947) (497) (15 908) Disposals (1 935) (688) (192) – (2 815) Depreciation (29 321) (9 102) (23 049) – (61 472) (Impairment)/reversal of impairment (292) (2 206) 3 409 – 911 Net book value at end of year 119 745 162 614 184 689 16 640 483 688
142 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 143 – – 617 617 719 2016 Total value 4 121 P’000 P’000 P’000 6 622 (1 763) 743 10 743 (5 963) 10 743 32 901 34 664 578 113 694 119 Net book – – 617 617 719 917 917 Wilderness Holdings Limited (811) 2017 Integrated annual report 2017 5 162 P’000 P’000 P’000 P’000 P’000 6 622 796) (2 69 152 901 32 334 35 (12 145) (12 956) 2016 software Computer Accumulated amortisation – – – Cost 4 121 P’000 P’000 4 932 (3 167) 18 767 23 699 82 852 83 806 premium leasehold Lease and – – – – value 5 162 P’000 P’000 P’000 Brand 30 726 30 726 30 726 83 806 694 119 Net book – P’000 (3 978) 061) (16 039) (20 2017 amortisation Accumulated Cost P’000 P’000 21 223 30 726 87 784 733 139 Computer software Computer software Lease and leasehold Lease premium Movement of intangibles – 2017 at beginning of year Net book value Subsidiaries acquired Intangible assets Goodwill Arising on acquisition of subsidiaries Arising on acquisition At carrying value At beginning of year Brand Brand Additions Translation differences differences Translation Amortisation Net book value at end of year Exchange differences Exchange differences An annual impairment test is performed to assess whether goodwill has been impaired. Goodwill has been allocated for Goodwill has whether goodwill has been impaired. An annual impairment test is performed to assess units (CGUs).impairment testing purposes to individual cash-generating That calculation. in use unit has been determined based on a value cash-generating amount of every The recoverable and a period five-year a covering by management approved based on financial budgets projections calculation uses cash flow The discount CGU. relevant results to the the specific (2016: 12% and 18%) that reflects 8% and 18% of between discount rate in which the dependent upon the location of the CGU, and the currency with the cash flows the risks associated vary rates growth 0% and 2% using between have been extrapolated period five-year that beyond flows Cash generated. are cash flows Management for the market in which they operate. rate growth the long-term average does not exceed rate This growth rate. recoverable units’ possible change in the key assumptions on which the individual CGU’s that any reasonable believes amount. its recoverable amounts to exceed amount is based would not cause their carrying 10. 9.
Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
10. Intangible assets continued
Lease and leasehold Computer Brand premium software Total P’000 P’000 P’000 P’000
Movement of intangibles – 2016 Net book value at beginning of year – 4 527 10 156 14 683 Additions – – 431 431 Translation differences – – (1 107) (1 107) Amortisation – (405) (2 859) (3 264) Net book value at end of year – 4 122 6 621 10 743
Brand has been assessed as having an indefinite use primarily on the basis that it has been in existence for many years and has demonstrated resilience through a variety of difficult business and economic conditions in the past. Furthermore, there are no plans to change the branding of these operations for the foreseeable future. 11. Investment in associates
Proportion of ownership interest
28 February 29 February 2017 2016 2017 2016 Name of associate % % P’000 P’000
Cost of investment in associate Frogiface (Proprietary) Limited 50 50 708 708 Ngamiland Adventure Safaris (Proprietary) Limited** 20 20 5 517 5 517 Norisco Holdings SA* 20 20 – – 6 225 6 225 Less: Impairment (708) (708) Attributable share of post-acquisition profits 7 183 4 583 At beginning of year 4 583 4 081 Share of current year earnings 2 600 1 502 Dividends received – (1 000)
Total investment in associates 12 700 10 100
Summary of the financial information of Ngamiland Adventure Safaris (Proprietary) Limited, not adjusted for the percentage interest held by the Group: Current assets 46 293 30 824 Current liabilities 17 165 10 758 Non-current assets 48 346 53 331 Non-current liabilities 17 273 26 727 Revenue 69 631 55 437 Profit after tax 12 991 7 509 Share of earnings of equity-accounted investments, net of tax 2 600 1 502
* In the process of being liquidated. ** The associate carries on the business of safari lodge operator and the principal place of business is Maun, Botswana.
The directors consider the carrying value of the Group’s interest in the associate to approximate fair value.
144 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 145 – – – 2016 2 781 9 017 3 701 1 279 P’000 (1 334) 17 518 (6 874) (3 262) 19 677 (11 470) (11 470) (11 470) 101 771 (28 988) (46 646) 103 050 414 Wilderness Holdings Limited 290 2017 Integrated annual report 2017 P’000 P’000 3 239 6 045 8 979 6 908 260) (1 23 182 470) (11 20 236 431 157 142) (66 192 154 192 (34 322) (42 960) (42 960) (30 934) (42 960) (50 806) 5 years 10 years indefinitely 5 years indefinitely 5 years 6 years Deferred tax assets/(liabilities)Deferred Subsidiaries acquired Subsidiaries acquired Balance at beginning of year year Balance at beginning of Subsidiary disposed differences Translation Amount recorded in the statement of comprehensive income (note 6) in the statement of comprehensive Amount recorded Deferred tax assets Deferred tax liabilities Deferred comprise: differences Timing Estimated tax losses Capital allowances Balance at end of year Intangibles Income received in advance in advance Income received Provisions Provisions Other temporary differences differences Other temporary Unrecognised deferred tax assets – at gross value items: following of the in respect not been recognised tax assets have Deferred differences Deductible temporary Tax losses Tax The deductible temporary differences do not expire under current legislation. The tax losses expire under the various under the various The tax losses expire legislation. under current do not expire differences The deductible temporary jurisdictions as listed below: Botswana Kenya Namibia Rwanda South Africa Zambia Zimbabwe 12.
Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
12. Deferred tax assets/(liabilities) continued The tax losses expire as follows:
2017 2016 P’000 P’000
Year of expiration 2017 – 7 587 2018 29 447 31 112 2019 3 900 4 925 2020 2 345 6 268 2021 9 125 13 251 2022 21 064 7 563 2023 and older 32 079 – 97 960 70 706
Deferred tax assets have been recognised to the extent that it is probable that taxable income will be available against which the deductible temporary differences, unused tax losses and credits can be utilised.
To the extent that the Group recognises deferred tax assets relating to tax losses these are recognised only where management is satisfied, based on its current projections, that taxable profits will be realised in the foreseeable future to utilise the estimated tax losses. 13. Inventories
2017 2016 P’000 P’000
Goods for resale 14 861 13 244 Consumables 15 244 9 321 Fuel 1 847 1 877 31 952 24 442
146 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 147 693 2016 1 123 Total 8 917 2 514 1 393 P’000 P’000 4 394 2 707 5 687 3 344 5 690 16 114 41 316 19 079 21 593 32 614 73 930 95 523 667 667 779 256 Wilderness Holdings Limited 2017 Integrated annual report 2017 5 716 3 138 1 543 3 414 P’000 P’000 P’000 P’000 4 160 3 275 3 038 31 372 10 394 54 491 532 532 35 945 50 105 436 140 968 Africa and Asia Pacific 180 716 762 320 642 (123) (168) 611 1 611 1 139 P’000 P’000 2 801 Europe UK and 24 84 237 494 257 665 USA 1 287 1 933 2 919 P’000 P’000 2 062 2017 One month past due The Group does not hold any collateral as security. The maximum exposure to credit risk at the reporting to credit date is the carrying The maximum exposure as security. does not hold any collateral The Group fair value. approximates receivables of trade value The carrying above. of each class of receivable value Trade receivables receivables Trade Two months past due Two Four months and greater past due months and greater Four 2016 One month past due past due months and greater Four Two months past due Two Three months past due Three Third partiesThird receivables Trade partiesRelated note 23) ( Other Three months past due Three Prepayments, deposits and other receivables Prepayments, Sundry debtors There were no significant long outstanding third party trade receivables which required specific impairment at year end. specific impairment at required which partyreceivables no significant long outstanding third trade were There agents and touring wholesalers with whom reputable from limited to amounts receivable are partyThird receivables trade The carrying these. is anticipated from exposure and no significant credit relationships has established long-term the Group the fair value. balances approximates of receivables value to past reference amounts, determined by irrecoverable for based on estimated assessed and provided are receivables Trade default experience. to assess the potential necessary, where agencies, use is made of local external credit accepting any new customer, Before regularly. reviewed attributed to customers are Limits by customer. limits and define credit quality credit customer’s Analysis of the age of trade receivables past due but not impaired or provided for:
14.
Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
15. Stated capital
2017 2016 P’000 P’000
Issued share capital 167 291 156 086
Number of shares in issue (thousands) 236 859 231 882
16. Long-term liabilities
2017 2016 P’000 P’000
Unsecured and interest bearing 16 230 6 529 Loans from related parties (note 16.1) 12 610 2 711 Settlement liability (note 16.2) 3 620 3 818 Unsecured and interest free 10 166 12 486 Loans from related parties (note 16.3) 1 859 1 693 Operating lease liability 8 307 10 793 Secured and interest bearing (note 16.4) 141 431 56 524 167 827 75 539 Less: Current portion included in accounts payable (note 17) (7 210) (32 116) 160 617 43 423
Due within two years 32 802 6 918 Due within three years 26 268 6 176 Due within four years 25 910 5 453 Due within five years 25 658 4 814 Due after five years 49 979 20 062 160 617 43 423
Finance leases Minimum lease payments 12 092 7 261 Less: Future finance charges (2 006) (999) 10 086 6 262
16.1 US Dollar-denominated owing to minority shareholders, bears interest at variable rates per annum and is not repayable in the next 12 months.
16.2 Botswana Pula-denominated liability, the nominal amount of P5 million bears interest at 8% per annum and is repayable in annual instalments of P500 000 with a final payment in December 2027.
16.3 South African Rand- and Namibian Dollar-denominated loans owing to minority shareholders, interest free and are not repayable in the next 12 months.
148 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 149 – – – 2016 1 791 P’000 585 6 872 2016 32 116 12 677 30 438 77 022 79 855 P’000 6 262 179 240 265 967 342 989 21 798 56 524 27 879 amount Carrying – – – 2017 Wilderness Holdings Limited 2017 7 210 P’000 P’000 Integrated annual report 2017 3 290 9 308 1 720 P’000 260 57 12 869 80 629 88 145 41 480 10 086 393 133 193 560 312 504 109 636 amount 141 431 Carrying 2021 2021 2016 2017 2023 2022 Year of Year maturity % 9.75% + 2.4% Nominal ZAR-JIBAR Libor + 2% Libor + 2% interest rate 3-month USD 3-month USD 6-month USD 3-month USD Libor + 3.25% Libor + 3.25% The facilities may be increased to USD34 million and are secured secured to USD34 million and are The facilities may be increased NAD SA Rand Currency US Dollar US Dollar US Dollar US Dollar
continued related partiesrelated (note 23) third partiesthird – – Relating to services to be rendered within 12 months services to Relating to be rendered Nedbank Limited Stanbic Bank of Botswana Limited Stanbic loan Term facility credit Revolving Other Development Bank of SA Limited (DBSA) Development Industrial Development Corporation Corporation Industrial Development of SA Limited (IDC) Trade and other payables and other Trade Long-term liabilities Institution Barclays Bank of Botswana Limited Barclays
Trade payables Trade Financialliabilities Non-financialliabilities Royalties payable Royalties portionCurrent of long-term liabilities (note 16) Accrued expenses and other payables in advance Amounts received – provision Rehabilitation The carrying value of financial liabilities approximates their fair value. Trade and other payables are generally settled in the generally and other payables are Trade value. their fair of financial liabilities approximates The carrying value will be settled within the next 12 months. and, unless specified, the amounts shown normal course of operations by a cession of bank accounts, book debts, insurance policies, rentals and rental income, as well as a deed of hypothecation income, as well rental and policies, rentals a cession of bank accounts, book debts, insurance by aircraft. over and equipment included in note 8. plant property, by The loan is secured property vehicles. and a lien over by secured and are interest loans, bearing variable Other comprises various During the current year, a new multi-currency facility amounting to USD30 million was raised. This facility may be increased to This facility may be increased facility amounting to USD30 million was raised. new multi-currency a year, During the current remainder was and the long-term borrowings existing USD2.2 million was utilised to refinance USD34 million. Approximately and acquisitions. various capital projects utilised to finance Other Nedbank Limited Stanbic Bank of Botswana Limited 17.
16.4 16.
Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
18. Bank overdrafts The facilities available and security provided are as follows: • Botswana – An overdraft facility amounting to USD5 million, secured in terms of the multi-currency facility noted under note 16 and bearing interest at 1.3% above the Bank of Botswana lending rate. • Kenya – An overdraft facility amounting to USD1.4 million secured by a lien over a lease and property. 19. Capital commitments
2017 2016 P’000 P’000
Authorised by directors and contracted for 110 006 1 783 Authorised by directors but not yet contracted for 129 381 211 534 Total capital commitments 239 387 213 317
This expenditure will be incurred in the ensuing year and will be financed from existing cash resources and the new borrowing facilities.
20. Operating lease commitments
2017 2016 P’000 P’000
Operating leases relate mainly to concession leases with average remaining lease terms of nine years. Due within one year: Property 16 929 21 369 Total operating lease commitments due within one year 16 929 21 369 Due between two and five years: Property 39 557 59 280 Total operating lease commitments due between two and five years 39 557 59 280 Due after five years: Property 66 229 89 743 Total operating lease commitments due after five years 66 229 89 743 Total non-cancellable operating lease commitments 122 715 170 392
150 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 151 Wilderness Holdings Limited Integrated annual report 2017 South Africa Namibia Commitments, and litigation liabilities, contingent guarantees A pledge of R700 000 issued by Wilderness Manzengwena Camp Proprietary Limited in favour of Standard Bank of of Standard Limited in favour Camp Proprietary Manzengwena Wilderness A pledge of R700 000 issued by South Africa Limited. parties third amounting to P2.3 million (2016 : P1.8 million). to various issued guarantees The Group Cession of book debts of Namib Wilderness Safaris (Proprietary) Limited in favour of Nedbank Limited. Limited in favour Safaris (Proprietary) Wilderness Cession of book debts of Namib of Limited in favour Company (Proprietary) The Namib Lodge assets in the name of moveable bond over notarial General Nedbank Limited. in the amount of NAD5 Limited million (Proprietary) Kulala District by farm Eensaam No 157, Maltahohe Mortgage bonds over of Nedbank Limited. in favour of Nedbank Limited. policy in favour insurance Cession of fire Properties (Proprietary) Limited, Kupenda !Nawas Camp (Proprietary) Doro between deed suretyships Unlimited across Safaris (Proprietary) Wilderness Limited, Namib Shop (Proprietary) Travel Limited, Namib (Proprietary) Limited, Kulala The Limited, (Proprietary) Taimibia Limited, Cafema Camp (Proprietary) Limited, Serra (Proprietary) Lodge Limited, Palmwag of Nedbank Limited. Limited in favour Air Namibia (Proprietary) Wilderness Limited and Company (Proprietary) Namib Lodge The Group has certain contingent liabilities resulting from litigation and claims, generally involving commercial and commercial involving certain has and claims, generally litigation The Group from resulting contingent liabilities after taking legal believes, conduct of its business. Management to the ordinary incidental are matters, which employment none of these contingencies will materially outcome of these contingencies, that on the probable appropriate advice where of the Group. results of operations or the affect the financial position noted in note 16 and note 18. those are provided and guarantees Sureties Limited letters of comfort the Group: entities within support and been issued to the following have Limited (Private) Investments Bamberg Limited Camp (Proprietary) Damaraland Limited !Nawas Camp (Proprietary) Doro Fifteen Limited Hundred Two Goodison Limited Development Imizi Eco-Tourism Limited Safaris (Proprietary) Wilderness Namib Limited Proprietary Bay Lodge Rocktail Limited (Proprietary) Safari Adventure Limited Air Namibia (Proprietary) Wilderness Air Zambia Limited Wilderness Limited (Private) Camps of Zimbabwe Wilderness Limited Camp Proprietary Manzengwena Wilderness Limited Safaris Camps of South Africa Proprietary Wilderness Limited (Private) Safaris Zimbabwe Wilderness Limited (Zambia) and its subsidiaries Tours Wilderness
21. Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
22. Financial risk management The Group’s activities expose it to a variety of financial risks: market risk (including foreign currency risk, fair value and cash flow interest rate risk), credit risk and liquidity risk. The Group’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group’s financial performance. Risk management is carried out by the Risk Committee under policies approved by the Board of Directors. The Group identifies, evaluates and hedges financial risks in close cooperation with the Group’s operating units. The Board provides principles for overall risk management, as well as policies covering specific areas, such as foreign exchange risk and interest rate risk. Financial instruments Financial instruments carried on the statement of financial position include cash and bank balances, investments, loans, receivables, trade creditors and borrowings. The particular recognition methods adopted are disclosed in the individual policy statements associated with each item.
Credit risk Owing to the fact that the majority of customers make advance payments, the Group is not exposed to significant credit risk in respect of trade and other receivables. In line with the rule that South African entities cannot be rated higher than their sovereign, the Group’s South African banks have been accordingly downgraded to non-investment grade. However, the South African banks remain financially stable and are well positioned to withstand the downgrade with strong liquidity position and a sound balance sheet. As such the Group is of the view that the credit risk for liquid funds and other short-term financial assets is considered negligible.
Market risk Foreign currency exchange risk The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the US Dollar. Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations. Foreign exchange risk arises when future commercial transactions or recognised assets or liabilities are denominated in a currency that is not the entity’s functional currency. The Group has certain investments in foreign operations, whose net assets are exposed to foreign currency translation risk. Currency exposure arising from the net assets of the Group’s foreign operations is managed primarily through borrowings denominated in the relevant foreign currencies. The following table illustrates the sensitivity of the net result for the year and equity in regard to the Group’s financial assets and liabilities against the US Dollar exchange rate. It assumes a 5% strengthening of the US Dollar against the local currencies for the year ended at 28 February 2017 (2016: 5%). The sensitivity analysis is based on the Group’s foreign currency financial instruments held at each balance sheet date. If the US Dollar strengthened by 5% (2016: 5%), then this would have the following impact:
2017 2016 P’000 P’000 Gain/(loss) Gain/(loss)
Net effect on after-tax profits 859 5 206 Equity – (561)
An equal and opposite impact would occur in a 5% weakening of the US Dollar.
Cash flow and fair value interest rate risk The Group’s income and operating cash flows are substantially independent of changes in market interest rates. The Group’s interest rate risk arises from long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. Fluctuations in interest rate impact on the value of short-term cash investment and financing activities, giving rise to interest rate risk. The cash is managed to ensure surplus funds are invested in a manner to achieve maximum returns while minimising risks. A 0,5% variation in interest rates on net interest bearing borrowings would have resulted in a decrease/ (increase) in finance costs of P0.2 million (2016: P0.3 million).
152 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 153 2016 6 918 P’000 41 316 593 21 593 64 821 47 166 16 443 20 062 43 423 44 906 249 131 156 893 312 040 Wilderness Holdings Limited 2017 Integrated annual report 2017 P’000 P’000 702 61 73 419 54 491 532 35 77 836 979 49 802 32 160 617 553 553 159 232 181 674 294674 322 204 continued continued
Capital management Financial risk management Financial risk management risk Market The Group is not subject to any externally imposed capital requirements. is not subject to any externally imposed capital requirements. The Group and equity attributable cash and cash equivalents consists of debt, which includes the borrowings, The capital structure earnings as disclosed in the statement of and retained capital, reserves comprising share to equity holders of the parent, the entity to be adequately of debt and equity and considers Management continually monitors the level changes in equity. with each class of capital. management considers the cost of capital and the risks associated funded. As part of this review, at the end of The gearing ratio of 30% to 35% as the proportion ratio gearing of net debt to equity. has set a target The Group range at 20%. the target year was below the financial Prudent liquidity risk management implies maintaining sufficient cash and marketable securities, the availability of funding cash and marketable securities, the availability management implies maintaining sufficient liquidity risk Prudent the dynamic to close out market positions. Due to facilities and the ability credit an adequate amount of committed through lines by keeping committed credit in funding aims to maintain flexibility the Group of the underlying businesses, nature available. debt servicing monitoring scheduled carefully its liquidity needs by manages for long-term financial payments The Group facilities are adequate unutilised borrowing by ensuring that in day-to-day business and due liabilities, cash outflows maintained. , 20 and 23. summarised in notes 16 maturities which are contractual liabilities have 2017, the Group’s As at 28 February due as follows: are borrowings Long-term Liquidity risk analysis One to two years One to two years Cash and cash equivalents Financialliabilities Included in borrowings portion current (excluding and other payables of long-term liabilities) Trade Three to five years years to five Three years After five Total Financial assets receivables Trade Included in other receivables Bank overdraft value. their fair of the financial assets approximates The carrying value The Group manages its capital to ensure that entities in the Group will be able to continue as a going concern while maximising will be able to continue that entities in the Group manages its capital to ensure The Group is to maintain a objective The Group’s of the debt and equity balance. the optimisation to stakeholders through the return remains policy The Group’s future. after tax for the foreseeable times profit two to three of approximately distribution cover has elected to pay a dividend higher than its maximum policy as it views the the Group However, the prior year. unchanged from of the Group’s moment in time and is not a reflection at a given losses as an external factor based on elements exchange foreign supportflows cash proposed. dividend the projected and reserves cash Group’s the addition, In fundamentals. and performance
22.
Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
23. Related party transactions Sales and purchases between Group companies are concluded at arm’s length in the ordinary course of business. For the year ended 28 February 2017, the intergroup sales of goods and provision of services amounted to P800 million (2016: P739 million).
2017 2016 P’000 P’000
Included in sales: Associates 4 593 1 178 Other 26 798 15 850 Key management personnel 366 158 31 757 17 186
Included in cost of sales and other expenses: Associates 83 357 50 398 Other 28 190 14 789 Key management personnel 2 051 113 113 598 65 300
Management fees Key management personnel 1 100 1 096 1 100 1 096
Included in trade receivables: Associates 1 325 104 Other 2 821 2 365 Key management personnel 14 45 4 160 2 514
Included in trade payables: Associates 2 912 1 736 Other 275 48 Key management personnel 103 7 3 290 1 791
Included in other receivables: Associates 376 – Other 1 041 2 032 Key management personnel 41 – 1 458 2 032
Included in other payables: Other 1 203 20 Key management personnel 746 – 1 949 20
Remuneration to key management personnel is reflected in note 4.
154 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 155 – 2016 (363 434) 4 203 801 7 680 731 3 840 364 – – Wilderness Holdings Limited 2017 Integrated annual report 2017 934) (297 7 680 731 (7 382 797) Awards exercised during the year exercised Awards Allotted during the year made of allocations previously Forfeiture Share-based payments This is an equity-settled incentive in terms of IFRS incentive This is an equity-settled certainThe plan is subjected to 2. which are performance conditions, of vesting in a geared will result against the targets earnings performance; outperformance based primarily on sustainable lapsing. in the awards underperformance will result whilst awards, necessitate. alter the performance conditions as circumstances time to time may from at their sole discretion The directors consideration is no There the date of grant. from years three allocated in terms of this plan shall vest The performance shares payable for an award. The awards and allocations of shares and share appreciation rights are granted to executives and key staff members to executives granted rights are appreciation and share and allocations of shares The awards of specified performance conditions. and the achievement within the Group employment dependent upon continued in terms of IFRS payments accounted for as equity-settled share-based are The incentives 2. associated with but include all other persons directors non-executive plans exclude under the incentive Eligible employees of the directors. discretion the Company at the sole Performance Share Plan Share Performance Summary of plan activities for the period (number of shares) in prior periods allocated to eligible employees awards share Performance – Performance share awards allocated to eligible employees at period end – – (2016: Nil). year made in the current were No awards as the performance conditions will achieve assessment that the Group is based on management’s The allotment for the year the Board. determined by
24.
Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
24. Share-based payments continued Share Appreciation Rights Plan (SAR) This is an equity-settled incentive plan, in terms of which directors have the discretion to settle the obligation either by issuing shares or cash.
At present the directors have elected to settle any benefits that may arise by issuing shares. Should this change in future periods the plan may become treated as cash settled.
In order for a SAR to vest the plan requires sustained earnings growth. If the targets are not met the vesting of the SARs will roll over until this performance criterion is achieved, but is limited to a maximum of six years from date of allocation, at which time it will lapse.
No allocations were made in the current year (2016: Nil).
The directors at their sole discretion may from time to time alter the performance conditions as circumstances necessitate.
The share appreciation rights allocated in terms of this plan shall vest in the following manner: • One third of the allocation on the third anniversary of the allocation date; • A second third of the allocation on the fourth anniversary of the allocation date; and • The final third of the allocation on the fifth anniversary of the allocation date.
2017 2016
Summary of plan activities for the period (number of shares) Share appreciation rights allocated to eligible employees in prior periods 7 577 403 8 841 267 – Awards exercised during the year (748 536) – – Forfeiture of allocations previously made (527 992) (1 263 864) Share appreciation rights allocated to eligible employees at period end 6 300 875 7 577 403
The fair value of the share appreciation rights was determined using the same methodology and assumptions as the Performance Share Plan.
2017 2016
Share-based payment expense recognised in profit or loss for the period (P’000) Staff costs 2 544 7 616 Tax effect (498) (2 037) 2 046 5 579
The total maximum number of shares authorised to be issued in terms of the plan 16 170 000 16 170 000
The accumulated total number of shares already issued to eligible employees in terms of the plan 6 126 404 1 150 002
Share-based payment expense recognised in profit or loss for the period (P’000) 2 046 5 579
Accumulated amount recognised as a share-based payment reserve in equity at the end of the period (P’000) (518) 23 051
156 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 157 – – (4) (23) 374 796 342 2016 1 502 1 460 P’000 (7 112) (1 233) (5 748) 74 128 26 241 17 787 32 067 (12 215) (31 951) (46 241) (14 824) (10 826) (64 736) 120 369 172 695 123 736 Wilderness Holdings Limited (77) Integrated annual report 2017 2017 (397) 1 901 P’000 P’000 6 914 9 523 959 8 959 2 600 737) (2 (3 165) 751 751 62 16 182 39 173 408) (6 317) (11 16 833 495) (11 096) (11 948) (17 374 101 374 (76 927) (37 942) 122 677 806) (20 (38 623) 204 002 Profit after tax Interest received Interest Associate earnings taxation before Profit Foreign exchange gains exchange Foreign Impairment reversals/(losses) paid Interest loss – loans forex Unrealised Taxation Zambezi Transactions unallocated to a segment Other gains and losses Intergroup Group Kenya South Africa Depreciation and amortisation and Depreciation Botswana Namibia Rwanda Segmental report A reportable segment is a segment that is used by the Group Executive Committee (chief operating decision maker) to make (chief operating Committee Executive A reportable the Group used by segment is a segment that is and assess performance. decisions, allocate resources key operating size. their relative by and grouped regions differentiated The reportable geographically segments are in note 3. Revenue under is reflected Segmental revenue Committee and include items directly Executive the Group by regularly reported are reviewed and results Operating external transactions basis, whether from can be attributed on a reasonable as those that as well attributable to a segment segments. with other Group transactions or from to the relate function expenses which do not directly treasury or centralised Unallocated items mainly comprise corporate basis. on a reasonable of the segments or which cannot be re-allocated activities operating attributable to the segment or directly assets and liabilities that are operating Segment assets and liabilities comprise those basis. can be allocated to the segment on a reasonable attributable to the segment and is defined as performance directly as operating or loss is measured Segment profit EBITDA gains or losses. exchange gains and losses and foreign other before Segmental profitSegmental Botswana Kenya Namibia Rwanda South Africa Zambezi 25. Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
25. Segmental report continued
2017 2016 P’000 P’000
Capital expenditure Botswana 65 569 82 636 Kenya 4 141 – Namibia 11 573 10 021 Rwanda 27 279 5 881 South Africa 4 655 12 476 Zambezi 30 209 27 755 Group 143 426 138 769
Segmental assets Botswana 705 077 516 032 Kenya 48 314 2 465 Namibia 143 138 133 357 Rwanda 70 626 6 619 South Africa 199 714 208 278 Zambezi 122 019 111 601 Central financing activities and eliminations (64 120) (44 781)
Group 1 224 768 933 571
Segmental liabilities Botswana 314 504 219 913 Kenya 51 993 2 366 Namibia 42 093 29 391 Rwanda 10 207 13 South Africa 316 512 244 700 Zambezi 38 770 37 320 Central financing activities and eliminations (85 882) (69 660) Group 688 197 464 043
No single customer contributes 10% or more to revenue in the current year or prior year. 26. Business combinations On 1 July 2016, Wilderness Holdings Limited acquired a 51% interest in Musiara Limited, Governors’ Aviation Limited, Goodison Ninety One Limited, Goodison Forty Two Limited (all registered and operating in Kenya), Governors’ Camp Rwanda Limited and Governors’ Safaris Rwanda Limited (both registered and operating in Rwanda)
The Wilderness Group’s current operations are concentrated in southern Africa, and management is of the view that acquisition of a controlling stake in the Governors’ business represents a compelling opportunity for expansion into east Africa. The parties also believe that the following synergies can be realised post-merger: • The Governors’ main market is sourced from Europe, whereas Wilderness Safaris’ main source market is the United States. This creates selling opportunities; • Best operating, in terms of lodge operations, aviation and reservations, can be shared to mutual advantage; and • Both parties are committed to a programme to boost future occupancies and revenue by renovation of the lodges and targeted marketing expenditure.
158 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 159 – – (11) 988 2016 2016 (796) (962) 7 616 P’000 P’000 4 926 5 748 4 433 (3 226) (1 502) (1 460) 12 215 (8 048) 64 736 (45 113) 184 423 184 178 (42 979) (22 737) 120 369 Wilderness Holdings Limited 234 (411) 2017 2017 Integrated annual report 2017 3 165 P’000 P’000 P’000 P’000 2 776 2 544 2 208 8 048 901) (1 (3 431) 27 127 11 096 600) (2 76 927 215) (17 513) (16 134) (10 20 806 374 101 374 (39 037) (45 839) 203 719 210 902 continued Unrealised foreign exchange gains exchange foreign Unrealised Share of equity-accounted investment earnings of equity-accounted investment Share Depreciation and amortisationDepreciation Interest received Interest Impairment loss/(gain) on disposal of subsidiary Profit Unrealised foreign exchange losses on loans exchange foreign Unrealised Financing costs Loss/(profit) on disposal of property, plant and equipment on disposal of property, Loss/(profit) Share-based payment expense Share-based Increase in inventories Increase (Increase)/decrease in accounts receivable in accounts (Increase)/decrease Increase/(decrease) in accounts payable in accounts Increase/(decrease) Net amount receivable at end of year Net amount receivable The Governors’ business also represents an ideal springboard for expansion into other east African countries using a well- into other east African countries using for expansion an ideal springboard business also represents The Governors’ with local markets and conditions. familiar and management who are local brand known and the impact on the Group’s reasons strategic for the above has made this investment Holdings Limited Wilderness potential for these assets to make a meaningful in the short is earnings will be limited that there term. It is believed and the levels to previous industry has returned safari in the medium term once the Kenyan contribution to earnings been exploited. expansion potential has the acquisition. arising from synergies of the expected value Goodwill comprises the in the at the proportionate of its interest in the acquiree share interest the non-controlling to measure elected The Group net assets. identifiable acquiree’s tax before and P14 million to profit contributed P95 million of revenue Group the date of acquisition, the Governors’ From from revenue the year, If the combination had taken place at the beginning of of the Group. operations continuing from would for the Group continuing operations tax from before been P120 million and profit would have continuing operations been P6 million. have Taxation paid Taxation Cash generated from operations from Cash generated Business combinations Net amounts receivable at beginning of year Net amounts receivable Acquisition of subsidiary Amounts charged to profit or loss excluding deferred tax deferred or loss excluding to profit Amounts charged Other movements and translation differences and translation Other movements Profit before taxation before Profit Adjustments for: Operating profit before working capital changes before profit Operating capital changes: Working
28. 27. 26. Notes to the consolidated annual financial statementscontinued for the year ended 28 February 2017
29. Acquisition of subsidiary companies Cost of investment in acquired subsidiary companies (refer to note 26)
2017 2016 P’000 P’000
The fair value of assets acquired and the liabilities assumed on the acquisition of the subsidiary companies, net of cash acquired, is as follows: Property, plant and equipment 24 151 – Intangible assets 113 578 – Inventories 4 079 – Receivables and prepayments 34 630 – Current tax asset 2 776 – Deferred tax liability (30 934) – Long-term liabilities (18 258) – Trade and other payables (66 551) – Bank balances and cash (9 547) – 53 924 – Goodwill arising on acquisition 35 334 – Non-controlling interest (27 100) – Purchase price 62 158 – Cash on acquisition 9 547 – Cash paid 71 705 –
30. Disposal of subsidiary companies Hana-Ven (Proprietary) Limited was disposed on 31 December 2016.
2017 2016 P’000 P’000
The fair value of assets disposed and the liabilities relinquished on the disposal of the subsidiary company, net of cash disposed, is as follows: Property, plant and equipment 7 919 – Deferred tax 1 260 – Receivables and prepayments 648 – Operating lease liability (3 797) – Trade and other payables (27 076) – Bank balances and cash 364 – (20 682) – Profit on sale of shares 10 134 – Non-controlling interests 10 548 – Net cash proceeds – –
160 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 161 2016 2016 1 721 P’000 2 479 4 874 P’000 17 076 22 232 24 266 20 845 37 873 131 366 (47 166) 249 131 201 965 – Wilderness Holdings Limited 896 2017 2017 Integrated annual report 2017 1 945 P’000 P’000 4 520 P’000 P’000 452 452 15 34 539 429 56 27 892 702) (61 141 673 479 479 170 232 181 Vehicles, furniture, fittings and equipment furniture, Vehicles, Aircraft Aircraft Leasehold land and property Leasehold Leasehold land and property land Leasehold Work in progress Work and equipment fittings furniture, Vehicles, Additions to property, plant and equipment property, Additions to Subsequent events Cash and cash equivalents at end of year A dividend of 16.5 thebe (2016: 15 thebe) per share has been declared and is payable on or about 26 June 2017 to those has been declared share A dividend of 16.5 thebe (2016: 15 thebe) per to shareholders The dividend shall be paid in Rand June 2017. 16 business on Friday, at the close of registered shareholders on or about 24 May 2017. rate exchange to Rand calculated at the Pula on the South African register, the reporting took place between date and the date of this report.No other material events Maintenance of operations: Cash resources Bank overdrafts Work in progress Work Expansion of operations: 31. 33. 32. Company statement of comprehensive income for the year ended 28 February 2017
2017 2016 Notes P’000 P’000
Revenue 2 88 641 47 608 Operating costs (11 917) (18 003) Foreign exchange (losses)/gains (4 218) 1 516 Operating profit before items listed below 3 72 506 31 121 Depreciation and amortisation 6,7 (2 382) (2 004) Interest received 4 410 2 630 Impairment loss on loans (1 689) (1 519) Financing costs 4 (16 701) (13 115) Unrealised foreign exchange loss on loans (23 138) (46) Profit before taxation 33 006 17 067 Taxation 5 (2 000) (3 587) Total comprehensive income for the year 31 006 13 480
Company statement of financial position as at 28 February 2017
2017 2016 Notes P’000 P’000 Assets Non-current assets 352 477 289 970 Property, plant and equipment 6 30 507 31 444 Intangible assets 7 1 477 1 824 Investment in subsidiaries 8 318 861 256 702 Intercompany loans receivable 13 1 632 – Current assets 279 987 138 363 Trade and other receivables 9 58 427 5 381 Intercompany loans receivable 13 204 406 115 438 Cash and cash equivalents 16 17 154 17 544 Total assets 632 464 428 333 Equity and liabilities Equity attributable to owners of the Company 147 205 140 628 Stated capital 10 167 291 156 086 Accumulated loss (19 234) (15 458) Share-based payment reserve (852) – Non-current liabilities 129 625 23 535 Long-term liabilities 11 129 625 23 535 Current liabilities 355 634 264 170 Other payables 12 5 608 28 987 Intercompany loans payable 13 302 916 188 017 Bank overdrafts 16 47 110 47 166 Total equity and liabilities 632 464 428 333
162 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 163 – (56) (321) 2016 Total (852) P’000 P’000 2 630 3 365 equity (3 587) 11 205 13 480 (13 115) 31 006 64 847 35 872 86 647 28 493 (52 166) (24 450) (24 827) (34 782) (58 455) (29 622) (32 987) 161 930 (34 782) 147 205 (34 782) 140 628 – – – – – – – Wilderness Holdings Limited 2017 Integrated annual report 2017 (673) (425) (852) (852) (305) (334) 4 410 P’000 P’000 P’000 000) (2 582 13 341 49 64 356 701) (16 159) (62 257) (63 (48 212) 622) (29 956) (29 reserve (34 782) 640 132 (36 483) payment Share-based – – 7 6 14 15 16 Notes Notes P’000 P’000 5 844 480 13 31 006 458) (15 234) (19 (34 782) (34 782) profit/(loss) Accumulated – – – – – P’000 P’000 Stated 11 205 capital 291 167 086 156 086 156 Balance at 1 March 2015 Dividends paid Company statement of cash flows Company statement Company statement of changes in equity statement Company 2017 28 February ended for the year Cash flow from operating activities operations by Cash (utilised)/generated Dividends received Dividends paid year for the profit comprehensive Total Balance at 28 February 2017 Net share-based payment reserve Net share-based Total comprehensive profit for the year for the profit comprehensive Total Financing costs Interest received Interest for the year ended 28 February 2017 ended 28 February for the year Balance at 29 February 2016 capital Issue of share Net cash inflow from operating activities Cash flow from investing activities Acquisition of intangible assets Taxation paid Taxation Acquisition of property, plant and equipment Acquisition of property, Acquisition of subsidiary companies Net cash outflow from investing activities in long-term liabilities Increases Cash flow from financing activities of long-term liabilities Repayment settlement payment – PAYE Share-based Dividends paid Net cash inflow/(outflow) from financing activities Net (decrease)/increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents Cash and cash equivalents at end of year Notes to the Company annual financial statements for the year ended 28 February 2017
1. Summary of accounting policies Refer to the summary of significant accounting policies as set out on pages 131 to 137. 2. Revenue
2017 2016 P’000 P’000
Revenue comprises: Dividends received from subsidiaries 64 356 35 872 Lease income 9 571 7 365 Cost recharges 14 714 4 371 88 641 47 608
Revenue has been earned from subsidiary companies. 3. Operating profit
2017 2016 P’000 P’000
Operating profit is arrived at after taking into account the following items: Auditors’ remuneration Current year fees 212 204 Prior year under/(over) provision 54 (24) Other expenses 121 8 387 188
Foreign exchange gains/(losses) Realised 304 63 Unrealised (4 521) 1 453 Share-based payment expense 213 – Staff costs 11 772 10 472 Directors' emoluments Executive directors 5 022 5 907
4. Financing costs
2017 2016 P’000 P’000
Bank overdraft 2 726 2 834 Loans Subsidiaries 9 637 8 172 Third parties 4 338 2 109 16 701 13 115
164 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 165 % 7.1 Net 425 335 17.1 21.0 21.0 2016 Total 22.0 158 8 158 (46.2) P’000 P’000 P’000 P’000 3 587 3 587 164) (1 362) (1 31 109 31 444 31 444 31 444 30 507 24 450 book value % 381 6.1 6.1 (1.7) Wilderness Holdings Limited 338 2017 1 028 1 409 Integrated annual report 2017 P’000 P’000 22.0 22.6 P’000 P’000 (42.9) P’000 P’000 7 870 164) (1 2 000 2 000 028) (1 31 109 31 109 267 24 267 30 283 2016 Aircraft depreciation Accumulated 716 87 Cost 183 335 335 335 P’000 P’000 224 288 (136) (198) 32 137 32 853 P’000 P’000 Furniture, equipment fittings and Net 224 P’000 P’000 30 507 30 283 book value 579 2 771 192 2 192 P’000 P’000 2017 depreciation Accumulated 803 Cost P’000 475 475 32 33 278 operty, plant and equipment plant operty, Taxation Taxation charge Taxation Reconciliation of taxation rate to profit before taxation before profit to Reconciliation of taxation rate Pr Effect of expenses that are not deductible in determining taxable profit not deductible Effect of expenses that are tax assets as deferred recognised Effect of unused tax losses and tax offsets not tax on dividends received Withholding Total taxationTotal charge Company normal tax rate income Exempt Withholding tax on dividends received tax on dividends Withholding Additions Depreciation assets with a carrying amount of P30 million (2016: P31 million) which have plant and equipment are Included in property, as stated in note 16 of the consolidated financial statements. the Group of borrowings to secure been encumbered Movement of property, plant and equipment – 2017 at beginning of year Net book value Additions Depreciation Net book value at end of year Movement of furniture, fittings and equipment – 2016 at beginning of year Net book value Net book value at end of year Effective taxation rate Aircraft The Company has estimated total accumulated tax losses of P38.3 million (2016: P33.7 million) available for set-off against for tax losses of P38.3 million (2016: P33.7 million) available The Company has estimated total accumulated profit. taxable future Furniture, fittings and equipment fittings and Furniture, Total 5.1 5. 6. 5.2
Notes to the Company annual financial statementscontinued for the year ended 28 February 2017
7. Intangible assets
2017 2016 P’000 P’000
Intangibles at cost 4 929 4 256 Accumulated amortisation (3 452) (2 432) Net book value at end of year 1 477 1 824
Net book value at beginning of year 1 824 2 343 Additions 673 321 Amortisation (1 020) (840) Balance at end of year 1 477 1 824
8. Investment in subsidiaries
2017 2016 P’000 P’000
Shares at cost less impairments Represented by: Okavango Wilderness Safaris (Proprietary) Limited (Botswana) 59 450 59 450 Sefofane Aviation Holdings (Proprietary) Limited (Botswana) 28 505 28 505 Wilderness Tours Limited (Zambia) 68 548 68 548 Wilderness Safaris Finance & Investments Company (Private) Limited (Zimbabwe) 82 82 Wilderness Safaris Investment and Finance Proprietary Limited (South Africa) 104 361 104 361 Northern Air Maintenance (Proprietary) Limited (Botswana) 1 801 1 801 Wilderness Safaris Limited (Bermuda)* – – Wilderness Air Zambia Limited (Zambia) 8 8 Wilderness Air Botswana (Proprietary) Limited (Botswana) 2 522 2 522 Goodison Two Hundred Fifteen Limited* – – Wilderness Safaris Rwanda Limited 7 7 Imizi Eco-Tourism Development Limited 49 49 Musiara Limited 4 024 – Goodison Ninety One Limited 6 028 – Goodison Forty Two Limited 1 897 – Governors’ Aviation Limited 9 – Governors’ Camp Rwanda Limited 50 192 – Governors’ Safaris Rwanda Limited 9 – 327 492 265 333 Less: Impairments: Wilderness Safaris Finance & Investments Company (Private) Limited (Zimbabwe) (82) (82) Wilderness Tours Limited (Zambia) (8 549) (8 549) 318 861 256 702
* Amounts less than one thousand Pula.
166 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 167 – – – 2016 2016 2016 2016 P’000 P’000 5 381 5 381 P’000 P’000 2 845 4 343 4 343 26 142 21 798 14 849 28 987 27 879 23 535 23 535 (26 142) 156 086 – – – – Wilderness Holdings Limited 2017 2017 2017 2017 Integrated annual report 2017 P’000 P’000 P’000 P’000 P’000 P’000 P’000 P’000 5 608 5 608 39 281 640 19 58 427 58 427 23 568 23 568 23 568 291 167 129 625 129 625 129 625 Trade and other receivables Trade Long-term liabilities Stated capital Stated Other payables Other receivables and prepayments Other receivables The year end. impairment at specific require which partyreceivables outstanding third no significant long trade were There their fair value. approximates of receivables carrying values Industrial Development Corporation of South Africa Limited Corporation Industrial Development of Botswana Limited Bank Barclays Stanbic Bank of Botswana Limited Stanbic Current portion Current ) included in accounts payable (note 12 Less: Long-termportion Repayable within two years Repayable years within three Repayable within four years Repayable years within five Repayable Repayable after five years after five Repayable accounts. Details of the terms and conditions of the IDC in note 16 of the Group reflected loan are Issued and fully paid of no par value shares 236 858 853 (2016: 231 882 451) ordinary Accrued expenses and other payables portionCurrent of long-term liabilities (note 11) for details of related party 13 for details of related to note Refer balances included in total above. their fair value. of liabilities approximates The carrying values 9. 11. 10. 12.
Notes to the Company annual financial statementscontinued for the year ended 28 February 2017
13. Intercompany loans
2017 2016 P’000 P’000
Intercompany loans receivable – Non-current Wilderness Tours Limited (13.4) 1 014 – Wilderness Safaris Zimbabwe (Private) Limited (13.4) 618 – 1 632 – Intercompany loans receivable – Current Goodison Ninety One Limited (13.2) 1 141 – Imizi Eco-Tourism Development Limited (13.1) 60 924 6 280 Musiara Limited (13.2) 9 283 – Northern Air Maintenance (Proprietary) Limited (13.1) 7 021 3 664 The Namib Lodge Company (Proprietary) Limited (13.2) 4 617 4 221 Wilderness Air Botswana (Proprietary) Limited (13.1) – 933 Wilderness Air Zambia Limited (13.2) 5 836 – Wilderness Camps of Zimbabwe (Private) Limited (13.2) 3 192 4 126 Wilderness Safaris Investment and Finance Proprietary Limited (13.1) 1 816 1 576 Wilderness Safaris Proprietary Limited (13.1) 1 424 7 573 Wilderness Safaris Zimbabwe (Private) Limited (13.2) 73 280 62 988 Wilderness Safaris Zimbabwe (Private) Limited (13.4) 1 386 – Wilderness Tours Limited (13.1) 15 861 15 861 Wilderness Tours Limited (13.2) 16 308 8 216 Wilderness Tours Limited (13.4) 2 317 – 204 406 115 438 206 038 115 438
Intercompany loans payable Okavango Wilderness Safaris (Proprietary) Limited (13.2) 109 642 89 122 Sefofane Aviation Holdings (Proprietary) Limited (13.2) 38 111 27 170 Wilderness Safaris Limited (13.1) 10 354 25 273 Wilderness Safaris Proprietary Limited (13.1) 144 802 46 347 Wilderness Safaris Rwanda Limited (13.1) 7 7 Wilderness Tours Limited (13.1) – 98 302 916 188 017
13.1 The loans are unsecured, interest free with no fixed terms of repayment. 13.2 The loans are unsecured, bear interest at varying rates with no fixed terms of repayment. 13.3 The entities listed above are all subsidiaries of Wilderness Holdings Limited. 13.4 The loans are unsecured, bear interest at varying rates with fixed terms of repayment.
168 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 169 – – – 46 2016 2016 2016 1 519 P’000 P’000 P’000 3 587 3 587 2 004 13 115 (4 751) (2 630) 17 544 98 681 17 067 64 847 (47 166) (29 622) (29 083) (35 872) – – Wilderness Holdings Limited 213 2017 2017 Integrated annual report 2017 2017 P’000 P’000 P’000 P’000 P’000 P’000 1 689 2 000 2 000 363 8 363 2 382 154 17 (4 410) 16 701 23 138 110) (47 99 795 33 006 956) (29 356) (64 (36 483) (144 641) Share-based payment expense Share-based Operating loss before working capital changes before loss Operating capital changes: Working receivable in accounts Increase payable in accounts Increase Cash generated by operations Cash generated tion paid Taxa Financial risk management Cash and cash equivalents at end of year Impairment loss on loans Dividends received Profit before taxation: before Profit Adjustments for: and amortisationDepreciation received Interest loss exchange foreign net Unrealised Financing costs Refer to note 22 of the consolidated financial statements. to note Refer The Company’s activities expose it to a variety of financial risks: market risk (including currency risk, fair value and cash flow and cash flow value risk, fair risk (including currency of financial risks: market activities expose it to a variety The Company’s focuses on the risk management programme overall The Company’s risk and liquidity risk. risk and price risk), credit rate interest financial performance. effects on the Company’s of financial markets and seeks to minimise potential adverse unpredictability Risk management is carried out by the Risk Committee under policies approved by the Board of Directors. The Company identifies, of Directors. the Board by the Risk Committee under policies approved Risk management is carried out by principles for provides The Board units. operating with the Company’s and hedges financial risks in close cooperation evaluates rate risk. risk and interest exchange such as foreign specific areas, as policies covering risk management, as well overall Amounts unpaid at beginning of year or loss to profit Amounts charged Amount unpaid at end of year Bank overdrafts Cash resources in note 18 of the consolidated financial statements. reflected are Details of the terms and conditions of the bank overdraft 14. 15.
17. 16.
Notes to the Company annual financial statementscontinued for the year ended 28 February 2017
17. Financial risk management continued
Loans and receivables Fair value P’000 P’000
Financial assets 2017 Included in other receivables 51 605 51 605 Cash and cash equivalents 17 154 17 154 68 759 68 759
2016 Included in other receivables 5 381 5 381 Cash and cash equivalents 17 544 17 544 22 925 22 925
Liabilities at amortised cost Fair value P’000 P’000
Financial liabilities 2017 Interest bearing borrowings 129 625 129 625 Other payables (excluding current portion of long-term liabilities) 5 608 5 608 Bank overdraft 47 110 47 110 182 343 182 343
2016 Interest bearing borrowings 49 677 49 677 Other payables (excluding current portion of long-term liabilities) 2 845 2 845 Bank overdraft 47 166 47 166 99 688 99 688
2017 2016 P’000 P’000
Foreign currency sensitivity If the Pula had weakened against the US Dollar by 5% (2016: 5%), then this would have had the following impact : Net increase in profit before tax 2 255 1 152
Interest rate sensitivity If the interest rate increased by 0.5% (2016: 0.5%), then this would have had the following impact: Net (decrease)/increase in profit before tax (294) 250
18. Subsequent events Refer to note 33 of the consolidated financial statements for subsequent events.
170 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 171 – – – – % 2016 44.61 53.71 50.00 50.00 89.00 99.00 49.00 70.00 50.00 95.00 97.00 50.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 – % 2017 53.71 51.00 51.00 51.00 51.00 44.61 97.00 70.00 50.00 50.00 50.00 50.00 95.00 99.00 89.00 Wilderness Holdings Limited 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 Integrated annual report 2017 Effective holding 100 100 100 100 100 100 100 100 100 100 100 102 100 300 1 000 5 000 5 000 2 698 12 000 10 000 10 000 10 000 Shares 50 000 40 000 in issue 100 000 100 000 300 000 750 000 500 000 5 000 000 20 000 000 C C C C C C B B B B B B B B B B B B B B B B B D D D D D D D D business Nature of Safari Consultancy Camp, lodges and safari explorations Finance and asset management Transfer and touring Non-trading = = = = = Incorporated in South Africa Limited and Finance Proprietary Safaris Investment Wilderness Musiara Limited Musiara Governors’ Aviation Limited Aviation Governors’ Goodison Forty Two Limited Two Goodison Forty Wilderness Safaris Finance & Investments Company (Private) Limited (Private) Company Safaris Finance & Investments Wilderness Incorporated in Bermuda Safaris Limited Wilderness Incorporated in Kenya Fifteen Limited Hundred Two Goodison Goodison Ninety One Limited Wilderness Safaris Zimbabwe (Private) Limited (Private) Safaris Zimbabwe Wilderness Limited (Private) Camps of Zimbabwe Wilderness Incorporated in Zambia African Experience Limited Limited Lodge Luamfwa Limited Tours Wilderness Air Zambia Limited Wilderness Incorporated in Zimbabwe Limited (Private) Investments Bamberg Underneath Trading (Private) Limited (Private) Trading Underneath Santawani Partnership (Proprietary) Limited Santawani Partnership (Proprietary) Wilderness Air Botswana (Proprietary) Limited Air Botswana (Proprietary) Wilderness Limited Holdings (Proprietary) Sefofane Aviation Limited (Proprietary) Tours of Africa Waves Limited (Proprietary) Hana-Ven Safari Adventure (Proprietary) Limited (Proprietary) Safari Adventure Micheletti Bates Safaris (Proprietary) Limited Micheletti Bates Safaris (Proprietary) Northern Limited Air Maintenance (Proprietary) Limited Safaris (Proprietary) Wilderness Okavango Limited (Proprietary) Safaris Lodges Wilderness Okavango Limited Safaris (Proprietary) Paddle Great Explorations (Proprietary) Limited Explorations (Proprietary) Great Limited (Proprietary) Linyanti Investments Flamingo Investments (Proprietary) Limited (Proprietary) Flamingo Investments Active subsidiaries Incorporated in Botswana Limited (Proprietary) Baobab Safari Lodges Subsidiary associate and companies of Limited Holdings Wilderness A B C D E Subsidiary and associate companies of Wilderness Holdings Limited continued
Effective holding
Nature of Shares 2017 2016 business in issue % %
Non-trading companies Botswana Mowana Consultants (Proprietary) Limited E 100 Frogiface (Proprietary) Limited E 150
Incorporated in Luxembourg Norisco Holdings SA C 19 600 20.00 20.00
Zimbabwe Berryland Investments (Private) Limited B 10 000 42.11 42.11 Mana Pools Wildlife Safaris (Private) Limited B 250 000 42.11 42.11 Birding Safaris (Private) Limited E 100 Ruckomechi (Private) Limited E 100 Werburgh Marketing (Private) Limited E 100 Muroti Investments (Private) Limited E 10 000 Woodvalley Lodge (Private) Limited E 100
Zambia The Zambian Touring Company Limited E 5 000 000
A = Safari Consultancy B = Camp, lodges and safari explorations C = Finance and asset management D = Transfer and touring E = Non-trading
172 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 173 – – % 2016 19.00 55.00 99.00 72.50 60.00 55.00 89.50 90.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 % 2017 51.00 51.00 19.00 72.50 55.00 55.00 89.50 Wilderness Holdings Limited 60.00 99.00 90.00 Integrated annual report 2017 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 Effective holding 101 101 500 500 100 100 100 100 100 100 100 100 100 100 100 100 100 200 400 200 300 Shares in issue 100 000 466 000 1 333 333 E C A B B B B B B B B B B B B B B B B B D D D A, B business Nature of Safari Consultancy Camp, lodges and safari explorations Finance and asset management Transfer and touring Non-trading = = = = = A B C D E Subsidiary associate and companies of Wilderness Safaris Proprietary and Finance Limited Investment Incorporated in South Africa Limited Proprietary Centre Cultural Gugulesizwe Limited Camp Proprietary Pafuri Rocktail Bay Lodge Proprietary Limited Proprietary Bay Lodge Rocktail Limited Cape Proprietary Touring Wilderness Wilderness Air South Africa Proprietary Limited Air South Africa Proprietary Wilderness Wilderness Manzengwena Camp Proprietary Limited Camp Proprietary Manzengwena Wilderness Wilderness Safari and Adventure Company Proprietary Limited Proprietary Company Safari and Adventure Wilderness Wilderness Safaris Proprietary Limited Safaris Proprietary Wilderness Wilderness Safaris Camps of South Africa Proprietary Limited Safaris Camps of South Africa Proprietary Wilderness Incorporated in Namibia Limited Camp (Proprietary) Damaraland Doro !Nawas Camp (Proprietary) Limited Camp (Proprietary) !Nawas Doro Kulala (Proprietary) Limited (Proprietary) Kulala Kupenda Properties (Proprietary) Limited Properties (Proprietary) Kupenda Namib Travel Shop (Proprietary) Limited Shop (Proprietary) Travel Namib Namib Wilderness Safaris (Proprietary) Limited Safaris (Proprietary) Wilderness Namib Palmwag Lodge (Proprietary) Limited (Proprietary) Lodge Palmwag Wilderness Air Namibia (Proprietary) Limited Air Namibia (Proprietary) Wilderness Serra Cafema Camp (Proprietary) Limited Camp (Proprietary) Cafema Serra Taimibia (Proprietary) Limited (Proprietary) Taimibia The Namib Lodge Company (Proprietary) Limited Company (Proprietary) The Namib Lodge Incorporated in Rwanda Safaris Rwanda Limited Wilderness Imizi Eco-Tourism Development Limited Development Imizi Eco-Tourism Governors’ Camp Rwanda Limited Governors’ Governors’ Safaris Rwanda Limited Governors’ Analysis of ordinary shareholders as at 28 February 2017
Shareholder spread
Number of % of total Number of % of shares shareholdings shareholdings shares in issue
1 – 1 000 shares 342 53.27 127 199 0.05 1 001 – 10 000 shares 184 28.66 635 248 0.27 10 001 – 100 000 shares 81 12.62 3 145 504 1.33 100 001 – 1 000 000 shares 18 2.80 7 018 848 2.96 1 000 001 shares and over 17 2.65 225 932 054 95.39 Total 642 100.00 236 858 853 100.00
Distribution of shareholders
Number of % of total Number of % of shares shareholdings shareholdings shares in issue
Private companies 23 3.58 88 177 973 37.23 Individuals 573 89.25 40 619 213 17.15 Public companies 3 0.47 58 104 518 24.53 Nominees and trusts 26 4.05 8 580 706 3.62 Other corporations 3 0.47 130 669 0.06 Pension funds 13 2.02 41 244 774 17.41 Close corporations 1 0.16 1 000 – Total 642 100.00 236 858 853 100.00
Shareholder type
Number of % of total Number of % of shares shareholdings shareholdings shares in issue
Non-public shareholders (Directors and >10%) 13 2.02 190 606 185 80.47 Public shareholders 629 97.98 46 252 668 19.53 Total 642 100.00 236 858 853 100.00
174 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 175 5.78 6.75 7.00 6.00 4.90 5.20 4.80 4.21 4.17 Pula 4.59 4.45 5.20 Rand 11.79 87.70 87.70 24.50 33.99 12.00% in issue 406 316 28 042 054 % of shares % of shares Wilderness Holdings Limited Integrated annual report 2017 shares 9 973 810 9 884 701 Number of 80 511 570 10 863 593 10 535 339 27 930 557 58 027 662 207 727 232 Closing price 29 February 2016 Closing price 29 February 2017 Closing price 28 February Closing high for the period for the period Closing low traded volume Total in issue shares as a % of weighted traded Volume BSE share price performance price BSE share JSE share price performance price JSE share Beneficial shareholders with a holding greater than 3% of the shares in issueof the shares than 3% Beneficial shareholders with a holding greater Closing price 29 February 2016 Closing price 29 February 2017 Closing price 28 February Closing high for the period for the period Closing low traded volume Total Botswana Opportunities Partnership Fund Puma SE/Pinault-Printemps-Redoute (PPR)/Kering (PPR)/Kering SE/Pinault-Printemps-Redoute Puma McCulloch, MW Wine Investments Limited Limited Investments Wine Fund Pension Officers Botswana Public R Friedman, Vincent, KNW Vincent, Total Masai Mara, Kenya Guided nature walks
176 Wilderness Holdings Limited Integrated annual report 2017 Shareholders’ information
178 Notice of annual general meeting 180 Annexure A: Notice of annual general meeting – under special business 182 Contact information 183 Form of proxy 184 Notes to the form of proxy
Wilderness Holdings Limited 177 Integrated annual report 2017 Notice of annual general meeting
Wilderness Holdings Limited Incorporated in Botswana | (Registration number 2004/2986) Registered as an external company in South Africa (Registration number 2009/022894/10) | Share code: WIL | ISIN: BW0000000868 (Wilderness or the Company)
Notice is hereby given that the in terms of clause 18.2.1 of the ending 28 February 2018 are Mr Freddie eighth annual general meeting of Constitution, and who are eligible and Els and Ms Carmeni Naidoo. shareholders of Wilderness Holdings have offered themselves for re-election: Limited will be held at Deloitte House, 7. Ordinary resolution 4.1.1 John Hunt Plot 64518, Fairgrounds Office Park, number 4 Gaborone, Botswana on Wednesday, 4.1.2 Marcus ter Haar Remuneration of external auditors 30 August 2017 at 9:30, for the purpose 4.1.3 Michael Tollman of transacting the following agenda. To authorise the Audit Committee to Brief CVs in respect of each director determine the remuneration of the Agenda offering himself for re-election are external auditors and the auditors’ terms of reference. 1. Presentation of annual contained in the integrated annual financial statements and report. 8. Ordinary resolution report 5. Ordinary resolution number 5 To receive, consider and adopt the number 2 Remuneration of non-executive audited financial statements for the year directors ended 28 February 2017. The complete Re-election of members of the To approve remuneration of non- set of the consolidated audited annual Audit Committee executive directors for the financial financial statements, together with To re-elect, each by way of a separate year ended 28 February 2017, in terms the auditor’s report and report of the vote, the following non-executive of clause 20.4 of the Constitution, as Audit Committee and the report of directors as members of the Audit recommended by the Board and set the Remuneration and Nomination Committee: out in the note below. Committee, are contained in the 5.1 Malcolm McCulloch integrated annual report. Non-executive remuneration for the 5.2 Marcus ter Haar financial year ended 28 February 2017: 2. Dividend 5.3 Michael Tollman To note that a dividend of 16.5 thebe per Pula share was declared on 24 May 2017 as The members’ appointment shall be a final dividend. effective from the conclusion of the Chairman of the Board 480 000 annual general meeting at which this Deputy Chairman 200 000 resolution is passed until the conclusion Resolutions Non-executive directors 100 000 3. Special resolution of the next annual general meeting of the Company. Chairman of the Amendment of clause 13 of the Audit Committee 50 000 Constitution of the Company Brief CVs in respect of each member Chairman of the To amend the Constitution of the offering himself for re-election are Investment Committee 50 000 contained in the integrated annual Company by deleting clause 13 in its Chairman of the report. entirety, and substituting it with a new Remuneration and clause 13 as set out in Annexure “A”, Nomination Committee 50 000 allowing the Company, inter alia, to 6. Ordinary resolution purchase its own shares, and hold them number 3 Chairman of the Risk Committee 50 000 as treasury shares, either in the name of Re-appointment of external the Company or through a subsidiary. auditors Chairman of the Safety Review Board 50 000 To re-appoint Deloitte & Touche, 4. Ordinary resolution Chairman of the Social, upon the recommendation of the number 1 Ethics and Sustainability Audit Committee, as the independent Committee 50 000 Re-election of directors of registered auditors of the Company, the Company and to take note that the individual To re-elect, each by way of a separate registered auditors who will undertake vote, the following directors retiring, the audit during the financial year
178 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 179 Wilderness Holdings Limited Integrated annual report 2017 Other shareholders who hold their who hold their Other shareholders in uncertificatedshares a form through Participant Depository Securities Central vote and who wish to (CSDP) or broker at the annual general way of proxy by or CSDP their meeting, should provide instructions, with their voting broker agreement in terms of the custody such shareholders into between entered These or broker. and their CSDP to the instructions must be provided the cut-off time and by or broker CSDP for or broker the CSDP date advised by however, If, instructions of this nature. wish to attend the such shareholders then meeting in person, annual general or their CSDP they will need to request of them with a Letter to provide broker of the custody in terms Representation the into between entered agreement and their dematerialised shareholder broker. or CSDP Board of the By order de la Harpe Derek Director Commercial Registered office Botswana Deloitte House, Plot 64518, Fairgrounds Gaborone, Botswana South Africa Rivonia Boulevard, 373 Rivonia South Africa 2128, South Africa 5219, Rivonia, PO Box
General General 11. as may such other business transact To at an annual general be transacted meeting. and proxies Voting A member entitled to attend and vote to attend and vote may appoint a proxy need and such proxy on their behalf, The not be a member of the Company. instrument appointing such a proxy must be deposited at the Secretary’s the office not less than 24 hours before form is enclosed with meeting. A proxy this notice. every voice, of hands or by On a show of the Company present shareholder proxy by in person or represented in respect only one vote shall have he holds or of the number of shares represents. of shareholder On a poll, every in person or the Company present shall have proxy by represented held in the share for every one vote or for such shareholder Company by a proxy. by represented share every shall be put to the vote A resolution of hands or by a show decided by unless a poll is demanded (on or voice on of the result the declaration before not less than five of hands) by a show having the right to vote shareholders at the meeting, a shareholder 10% of the not less than representing rights of all shareholders total voting at the meeting having the right to vote or the Chairperson of the meeting. who hold their shares Shareholders “own-name in certificated form or are shareholders dematerialised registered” unable to attend the and who are meeting, but wish to annual general at the annual general be represented themeeting, must complete and return attached in accordance form of proxy with the instructions contained therein office the Secretary’s by to be received thenot less than 24 hours before meeting. remuneration philosophy as set out in philosophy remuneration and the Report of the Remuneration in the integrated Nomination Committee annual report. Advisory endorsement of Special business: Increasing and/or broadening the broadening and/or Increasing the general held by number of shares float; public as free the liquidity, Enhancing or creating of the shares demand and/or trading on the BSE and JSE, respectively, stock or on any other recognised of the on which the shares exchange time to Company may be listed from time; and/or technical strategic, Attracting and institutional investors; and/or pursuant Implementation of, incentive share to an employee scheme. 10. philosophy the remuneration a non-binding endorse through To the Company’s advisory vote, 9. Ordinary number resolution 6 buy-back Authority for share authorising the pass a resolution To Constitution in terms of the Company, a specific way of (as amended), by and/or to purchase approval itself or by shares its own acquire to the Act, Subject any subsidiary. and the JSEthe BSE Requirements to prejudice but without Requirements, of sections 66, 69, 70 and the provisions of section 78 98, and the provisions of the subsection (6), the purchase done on-market or may be shares off-market. The Company shall further be entitled to in terms of the shares own its purchase to the authority and/or mandate given for the purposes of hereunder, Board of the following achieving one or more objectives: • • • • with the provisions In accordance of clause 13 of the Constitution (as amended), the acquisition or purchase may value in aggregate shares of own five year exceed not in any financial of (5%) of the issued shares percent held are the shares the Company where and may not, in any the Company, by (10%) ten percent exceed year, financial of the Company of the issued shares held by are the shares where a subsidiary of the Company. Annexure A Notice of annual general meeting – under special business
Wilderness Holdings Limited market, or otherwise acquire 13.1.5 Subject to the Act, the BSE – amendments to the its own shares. Requirements and the JSE Constitution of the Company 13.1.2 The Company shall further Requirements, and pursuant be entitled, as determined to the authority granted under this clause 13, the Board Amendments to clause 13 of by, and with the approval shall in the exercise of its the Constitution – purchase of the Board, and an discretion, determine, resolve of own shares ordinary resolution of the and/or specify, from time to shareholders, to purchase “13 Purchase of own shares time in each financial year: its own shares on-market 13.1 Subject to the provisions of or off-market, or otherwise 13.1.5.1 the maximum number of section 66 of the Act, and acquire its own shares, shares authorised to be without prejudice to any for achieving one or more acquired by the Company; rights attaching to existing of the following objectives, 13.1.5.2 the price and/or the amount shares, the Company may and for the purposes of: with the approval of the Board of the consideration to be and by ordinary resolution of 13.1.2.1 returning surplus cash to the paid by the Company for the the Shareholders purchase shareholders; purchase or acquisition of such shares; or enter into a contract to 13.1.2.2 increasing earnings per share; purchase all or any of its own 13.1.5.3 whether the number of 13.1.2.3 increasing and/or broadening fully paid up shares of any shares so purchased shall the number of shares held class. be held by the Company by the general public as free and/or its subsidiaries as the float; 13.2 A member may at any time Treasury Shares (as defined request the Company to 13.1.2.4 enhancing or creating the in clause 13.2 below), which purchase all or part of his liquidity, demand and/or shares, shall not be deemed shares and, if such request trading of the shares on the cancelled; is made, the Company shall BSE and JSE, respectively, or 13.1.5.4 the manner in which such purchase his shares. on any other recognised stock shares shall be purchased exchange on which the shares 13.3 In the event that the Company or acquired by the Company, of the Company may be listed purchases its own shares, whether on-market, off- from time to time; those shares shall be market, by means of a circular cancelled and the amount of 13.1.2.5 increasing the net assets per to all the shareholders, tender the Company’s stated capital share; offers, or sale and purchase shall be reduced by the 13.1.2.6 attracting strategic, technical agreements to all or individual amount of the consideration and/or institutional investors shareholders or otherwise; paid by the Company for the 13.1.5.5 the price and/or the amount shares.” 13.1.2.7 increasing the gearing of the Company; and of the consideration to be Clause 13 is hereby amended paid by the Company for 13.1.2.8 implementation of, and/or the purchase or acquisition by deleting it in its entirety, and pursuant to an employee substituting it with the following text: of such shares which price share incentive scheme. shall be fair and reasonable “13 Purchase of own shares 13.1.3 The approval pursuant to to the Company and to all clauses 13.1.1 and 13.1.2 its existing shareholders in 13.1 Authority to purchase own may be a general approval accordance with sections 53 shares or a specific approval for a (1) (b), 66 (4) and 70 (1) of the 13.1.1 Subject to the Act, the BSE particular acquisition. Act; and Requirements and the JSE 13.1.4 If the approval granted in 13.1.5.6 in all cases, that there are Requirements, but without accordance with clause reasonable grounds for prejudice to the provisions 13.1.1 and 13.1.2 is a general believing that the Company of sections 66, 69, 70 and approval, it shall be valid would satisfy the solvency 98, and the provisions of only until the next annual test in accordance with section 78 subsection (6), meeting or it may be revoked sections 4, 58, 65 (5) and the Company may with the or varied by ordinary 71 (2) of the Act. approval of the Board and resolution by any general an ordinary resolution of the meeting of the Company at 13.2 Treasury Shares shareholders, purchase its any time prior to such annual 13.2.1 Upon a purchase of shares own shares on-market or off- meeting. in accordance with the
180 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 181 Wilderness Holdings Limited Integrated annual report 2017 Financing the Purchase of Financing the Purchase Shares Treasury The Company shall be entitled to finance the sale Treasury of the and purchase means of one or by Shares of the following: more of the distributable profits Company; of a new issue of the proceeds made for the purpose shares of of financing the purchase Shares; Treasury the rights issues, capital raising, and/or debt instruments; funding and/or debt; raising and/or underwriting the agreements Shares.” Treasury sale of the resolve that, in its opinion, resolve is fair the consideration to the and reasonable and to all existing Company, shareholders. grant The Company shall not Shares Treasury or sell any or enter into any obligations Treasury such to transfer the Company where Shares in writing notice has received or scheme, of a takeover the BSEwhere makes a public notification to the share offer market that a takeover percent than twenty for more (20%) of the Company’s is to be made. issued shares Treasury Cancellation of the Shares The Company may cancel Shares Treasury any of the amount of the the whereon stated capital Company’s accordingly shall be reduced so the amount of shares by cancelled.
13.6.1 13.6.1.1 13.6.1.2 13.6.1.3 13.6.1.4 13.6.1.5 13.4.2.2 13.4.3 13.5 13.6 Prior to a sale of any of the Prior pursuant Shares Treasury to clause 13.4.1.1, the Board shall: determine the amount of the for which the consideration shall be sold Shares Treasury and and transferred; Where the shares are held as are the shares Where the Company Shares, Treasury may at any time: (or any sell the shares of them) for a cash or consideration; (or any the shares transfer of them) for the purposes of or pursuant to an employee scheme. incentive share Disposal of the Treasury Treasury Disposal of the Shares Nothing in this clause 13 shall shares of allotment an prevent as fully paid bonus shares Treasury the of in respect or the payment Shares, of any amount payable of the on the redemption (if they are Shares Treasury shares). redeemable as fully allotted Any shares in respect paid bonus shares shall Shares Treasury of the by if purchased as be treated at the time they the Company, allotted, in circumstances were in which this clause 13.3 Treasury of Rights of (Exercise applies or applied.Shares) Company, the Company shall the Company Company, not be entitled to exercise of the any rights in respect nor attend Shares, Treasury at any meetings, and/or vote and any purported of exercise such rights shall be void. and No dividend may be paid, no other distribution (whether the in cash or otherwise) of assets (including Company’s any distribution of assets to members on a winding up) may be made to the Company, Treasury the of in respect Shares.
13.4.2.1 13.4.1.1 13.4.1.2 13.4.2 13.4.1 13.3.4 13.3.4 13.4 13.3.2 13.3.3 Exercise of Rights of Treasury Treasury of Rights of Exercise Shares Treasury that the In the event the held by are Shares Upon the purchase and/or Upon the purchase Treasury acquisition of the the Company or by Shares notice shall its subsidiary, the Company be issued by as the case or its subsidiary, may be, to the Registrar within thirty (30) days of the and/ or acquisition. purchase provisions of clause 13.1 provisions the Company may: above, (or any hold the shares of them) itself in treasury or Shares”), Treasury (“the Shares Treasury hold the in in a subsidiary company with section 78(6) accordance of the Act; deal with any of the at any Shares, Treasury with the time, in accordance of this clause 13; provisions and Treasury cancel any of the at any time, in Shares, with the accordance of this clause 13. provisions Shares Treasury the Where Company, the held by are of the value the aggregate held shall Shares Treasury year, not, in any financial (5%) percent five exceed of the of the issued shares Company. Shares Treasury the Where of the a subsidiary held by are value the aggregate Company, held Shares Treasury of the year, shall not, in any financial (10%) ten percent exceed of the of the issued shares Company. and/or Upon the purchase acquisition, the name of the Company or its subsidiary (as the case may be) as the Shares, Treasury holder of the share the into entered be shall as the shareholder register Shares. Treasury holding the
13.3.1 13.3 13.2.1.1 13.2.1.2 13.2.1.3 13.2.2 13.2.3 13.2.4 13.2.5 Contact information
Botswana corporate Bankers South Africa corporate information Stanbic Bank Limited information Incorporated in the Republic Stanbic House Registered as an external company Plot 50672 of Botswana in South Africa Off Machel Drive, Fairground Registration number 2004/2986 Private Bag 00168, Gaborone, Botswana Registration number 2009/022894/10
Registered address First National Bank of Botswana Registered address Deloitte House Ngami Centre 373 Rivonia Boulevard Plot 64518 Plot 152 Rivonia, South Africa Fairgrounds Office Park Maun, Botswana PO Box 5219, Rivonia, 2128 Gaborone, Botswana Private Bag 231, Maun, Botswana South Africa Private BR 159, Broadhurst Gaborone, Botswana Transfer secretaries Secondary listing Transaction Management Services Johannesburg Stock Exchange Company Secretary (Proprietary) Limited JSE Limited One Exchange Square Desert Secretarial Services trading as Corpserve Botswana Gwen Lane, Sandown, 2196 (Proprietary) Limited Unit 206, 2nd Floor Private Bag X991174, Sandton, 2146 Deloitte & Touche House Plot 64516 South Africa Plot 64518 Showgrounds Close Fairgrounds Office Park Fairgrounds Office Park Auditors in South Africa Gaborone, Botswana Gaborone, Botswana PO Box 1583, AAD , Gaborone, Botswana Deloitte & Touche Building 1 Primary listing A member of the IFSC The Woodlands, Woodlands Drive Botswana Stock Exchange Woodmead, South Africa Exchange House Botswana International Financial Private Bag X6, Gallo Manor, 2052 Office Block 6 Plot 64511 Fairgrounds Services Centre South Africa Private Bag 00417, Gaborone, Botswana Plot 50676 Fairgrounds Office Park Bankers Private Bag 160, Gaborone, Botswana Auditors in Botswana The Standard Bank of Deloitte & Touche Legal advisers South Africa Limited Deloitte & Touche House 7th Floor, Standard Bank Centre Plot 64518 Collins Newman & Co 3 Simmonds Street Fairgrounds Office Park Dinatla Court Johannesburg, 2001 Gaborone, Botswana Plot 4863 South Africa PO Box 778, Gaborone, Botswana Gaborone, Botswana PO Box 882, Gaborone, Botswana Sponsor Arbor Capital Proprietary Limited Ground Floor, One Health Building Woodmead North Office Park 54 Maxwell Drive, Woodmead, 2191 South Africa
Transfer secretaries Computershare Investor Services Proprietary Limited Rosebank Towers,15 Biermann Avenue Rosebank, 2196, South Africa PO Box 61051, Marshalltown, 2107 South Africa
182 Wilderness Holdings Limited Integrated annual report 2017 About Wilderness Sustainability report Corporate governance Annual financial statements Shareholders’ information 183 2017
Abstain or failing him/her or failing him/her Wilderness Holdings Limited Integrated annual report 2017 Against number of ordinary shares, hereby appoint hereby shares, number of ordinary For Telephone (home) Telephone code and number) (area on (Registration number 2004/2986) number in Botswana | (Registration Incorporated company in South Africa as an external Registered WIL | ISIN: code: 2009/022894/10) | Share number (Registration BW0000000868 or the Company) (Wilderness Wilderness Holdings Limited John Hunt ter Haar Marcus Tollman Michael Malcolm McCulloch ter Haar Marcus Tollman Michael Name LETTERS(Name in BLOCK please) Signature me Assisted by capacity names of signatory/ies if signing in a representative Full LETTERS(name in BLOCK please) Only for use by shareholders of Wilderness shares in certificated or dematerialised “own-name registered” form. Other dematerialised shareholders must form. Other dematerialised shareholders registered” “own-name in certificated shares Wilderness or dematerialised of shareholders Only for use by Park, Office Gaborone, Plot 64518, Fairgrounds meeting to be held at Deloitte House, annual general of their intention to attend the or broker inform their CSDP to attend, or of Representation may issue them with the necessary Letters or broker that the CSDP August 2017 at 9:30, in order 30 Wednesday, Botswana, on meeting in person. the annual general instructions should they not wish to attend with their voting or broker the CSDP provide I/We LETTERS name in BLOCK please) (Full of (address) (work) Telephone (area code and number) (area and holder of Wilderness of being a shareholder 1. 2. at Deloitte House, meeting of the Company to be held to act for me/us at the annual general as my/our proxy meeting 3. the Chairman of the annual general Plot 64518, Fairgrounds Office Park, Gaborone, Botswana, on Wednesday, 30 August 2017 at 9:30 and at any adjournment thereof for the purpose of considering, any adjournment thereof 30 August 2017 at 9:30 and at Wednesday, Park, Botswana, on Office Gaborone, Plot 64518, Fairgrounds at the said resolution to be considered voting as indicated on the from resolutions and/or abstain the and if deemed fit, passing with or without modification, meeting. Special resolution: Amendment of clause 13 of the Constitution of the Company Amendment Special resolution: number 1 resolution Ordinary • • • number 2 resolution Ordinary • • • number 3 resolution Ordinary number 4 resolution Ordinary number 5 resolution Ordinary shares own number 6: Authority to purchase resolution Ordinary philosophy Advisory endorsement of the remuneration Signed at Form of proxy Form Notes to the form of proxy
Instructions for signing and not exceed the total of the votes 8. Forms of proxy must be received lodging this form of proxy exercisable by the shareholder or by the Secretary, Wilderness by his/her proxy. Holdings Limited, Deloitte House, 1. A Wilderness shareholder may Plot 64518, Fairgrounds Office insert the name of a proxy or the 3. The date must be filled in on this Park, Gaborone, Botswana, email: names of two alternative proxies proxy form when it is signed. companysecretary@wilderness- of the Wilderness shareholder’s holdings.com at any time before 4. The completion and lodging of this choice in the space/s provided, the start of the meeting. with or without deleting “the form of proxy will not preclude the Chairman of the annual general relevant Wilderness shareholder 9. The Chairman of the annual general meeting”, but any such deletion from attending the annual general meeting may reject or, provided must be initialled by the Wilderness meeting and speaking and voting that the Chairman is satisfied as shareholder concerned. The person in person thereat to the exclusion to the manner in which a member whose name appears first on the of any proxy appointed in terms wishes to vote, accept any form of form of proxy and who is present hereof. Where there are joint proxy, in his absolute discretion, at the annual general meeting will holders of shares, the vote of the which is completed other than in be entitled to act as proxy to the senior joint holder who tenders a accordance with these notes. exclusion of those whose names vote, as determined by the order follow. in which the names appear in 10. If required, additional forms the register of members, will be of proxy are available from the 2. Please insert an “X” in the relevant accepted. transfer secretaries. spaces according to how you wish your votes to be cast. However, 5. Documentary evidence establishing 11. Wilderness shareholders who are if you wish to cast your votes in the authority of a person unable to attend any adjourned respect of a lesser number of signing this form of proxy in a meeting may lodge their form of shares than you own in Wilderness, representative capacity must be proxy for such adjourned meeting insert the number of ordinary attached to this form of proxy with the Company at any time before the start of the meeting. shares held in respect of which you unless previously recorded by the transfer secretaries or waived desire to vote. Failure to comply by the Chairman of the annual 12. Dematerialised shareholders, other with the above will be deemed to general meeting of Wilderness than with “own-name registration”, authorise the proxy to vote or to shareholders. must NOT complete this form abstain from voting at the annual of proxy and must provide their general meeting as he/she deems 6. Any alterations or corrections CSDP or broker with their voting fit in respect of all the shareholder’s made to this form of proxy must be instructions in terms of the custody votes exercisable thereat. initialled by the signatory/ies. agreement entered into between A Wilderness shareholder or his/ such shareholders and their CSDP her proxy is not obliged to use 7. A minor must be assisted by his/ or broker. all the votes exercisable by the her parent or guardian unless the Wilderness shareholder or by his/ relevant documents establishing her proxy, but the total of the his/her legal capacity are produced votes cast and in respect whereof or have been registered by transfer abstentions are recorded may secretaries.
184 Wilderness Holdings Limited Integrated annual report 2017
“The opportunity to use the Wilderness Safaris model of responsible ecotourism to contribute to positive conservation and community empowerment in such a unique and exciting environment is exactly why we do what we do.” Keith Vincent, Group CEO.
Masai Mara, Kenya Guests viewing lions while on game drive
Cover image: Masai Mara, Kenya Wildebeest crossing the Mara River Thank you
We would like to thank the many people and organisations who supported us during the year and made our operations possible. We have received enthusiastic support from a wide range of trade and other partners, host governments and their respective agencies, local communities and non-government organisations. And, of course, the business would not begin to function without the guests who visit our operations from all over the world. Finally, and perhaps most importantly, our staff are at the heart of the business and we would like to acknowledge and thank them for the pivotal role that they have played. We are proud of what we have achieved during the year and the contributions that we have made to conservation and to the societies and economies in which we operate. This has been a joint effort and we thank everyone who has joined us on this journey.
www.wilderness-holdings.com