FY2026 highlights

Revenue

R5 753m +3% (constant currency)

Adjusted EBITDA

R624m +21%

Operating Profit

R483m +15%

Profit after tax

R357m +39%

EPS and HEPS (cents)

57 cents +42%

Return on Equity

35%

New multi-year wins

R2.1b

iOCO is one of South Africa’s largest technology services providers delivering end-to-end digital, information technology and operational technology solutions by leveraging specialist expertise together with proprietary innovations and technologies from leading OEMs.

Directors’ report

THE DIRECTORS PRESENT THEIR REPORT FOR THE YEAR ENDED 31 JULY 2026

NATURE OF BUSINESS

iOCO Limited (iOCO or the Company) is a holding company domiciled in South Africa that is listed on the JSE Limited under the category Technology: Software and Computer Services. iOCO is one of the largest information and communications technology (ICT) services providers in South Africa and is committed to providing the technology, knowledge, skills and organisational ability critical to the development and growth of the markets it serves.

The consolidated financial statements, as at 31 July 2026 and for the year then ended, comprise the Company and its subsidiaries (together referred to as the Group).

FINANCIAL STATEMENTS AND RESULTS

The Group's results and financial position are reflected below.

STATED CAPITAL

Authorised

Ordinary shares: 7 500 000 000 no par value shares
(2025: 7 500 000 000).
A shares: 40 000 000 no par value shares
(2025: 40 000 000).

Issued

Ordinary shares: 638 083 421 no par value shares
(2025: 638 083 421).
A shares: 40 000 000 no par value shares
(2025: 40 000 000).

DIRECTORS

The list of directors for the financial year is as follows:

Directorate

Non-executive

Jabu Moleketi* (Chairman)
Andrew Marshall (Lead Independent Non-executive Director)
Nompumelelo Mokou
Lerato Pule (appointed effective 4 December 2025)
Veronica Motloutsi (resigned effective 3 December 2025).

* Non-independent Non-executive Director.

Executive

Rhys Summerton (Group Chief Executive Officer)
Ashona Kooblall (Group Chief Financial Officer)
Dennis Venter (Joint Group Chief Executive Officer) (resigned effective 25 February 2026).

DIRECTORS' INTEREST IN SHARES

The directors' interest in shares is set out in note 34 of the consolidated financial statements.

DIRECTORS' EMOLUMENTS

The emoluments of directors and prescribed officers of the Group are set out in note 35 of the consolidated financial statements.

RELATED-PARTY CONTRACTS

During the course of the year, no director had a material interest in any contract of significance with the Company or any of its subsidiaries that could have given rise to a conflict of interest.

Transactions, defined as related-party transactions in terms of IFRS Accounting Standards, between the Company or its subsidiaries and the directors or their associates are disclosed in note 37 of the consolidated financial statements.

GOVERNANCE AND INTERNAL CONTROLS

iOCO's combined assurance model has maintained a robust environment in terms of the Group's preventative and detective controls in the current year, also becoming more relevant and effective in achieving its governance objectives. The Group utilises extensive entity-level controls and governance processes, including a detailed delegation of authority with dedicated heads of compliance, a thorough attestation process and key strongpoints in the ERP system, with continuous monitoring and review.

GOING CONCERN

Based on the going concern assessment detailed in note 2.2 of the consolidated financial statements, the Board is of the view that the Group and the Company have adequate resources to continue in operation for the foreseeable future and, accordingly, the consolidated and separate financial statements have been prepared on a going concern basis.

The Board is not aware of any new material changes that may adversely impact the Group.

LITIGATION STATEMENT

The Group is involved in various litigious matters, most of which arise from the ordinary course of business. Each of these matters is at various stages in the litigious process, therefore, it is not possible to predict the outcome of any of these matters, nor what portion of any costs will be attributable to the Group, or whether all or any portion of such costs will be covered by insurance or will be recoverable from other sources. Notwithstanding the aforementioned, management has no reason to believe that the disposition of these matters will have a materially adverse effect on the financial position of the Group and Company. Further information is set out in note 32 of the consolidated financial statements.

SUBSIDIARIES

Details of the Company's investments in subsidiaries are set out in note 1 of the separate financial statements and the full list of Group operating entities is included in Annexure 1.

BUSINESS COMBINATION

On 12 March 2026, the Group entered into a binding agreement to acquire 100% of the issued share capital of the MySky group of companies (MySky).

The Group has taken control of MySky effective from 1 May 2026, being the date from which MySky has been consolidated into the consolidated financial statements. Details are reflected in note 14 of the consolidated financial statements.

DIVIDENDS

The Board has not declared any dividends for the year ended 31 July 2026 (2025: Rnil).

SPECIAL RESOLUTIONS

On 3 December 2025, shareholders approved the following special resolutions at the AGM:

Provision of financial assistance in terms of sections 44 and 45 of the Companies Act
Remuneration of the Non-executive Directors
General authority to acquire shares.

SUBSEQUENT EVENTS

Details are reflected in note 39 of the consolidated financial statements.

Figures in Rand thousand	Notes	2026	2025
ASSETS
Non-current assets
Property, plant, equipment and right-of-use assets	5	145 854	115 279
Intangible assets	6	94 939	78 321
Goodwill	7	608 091	570 178
Other financial assets	8	23 983	21 564
Deferred taxation	9	130 366	120 887
Finance lease receivables	10	–	336
		1 003 233	906 565
Current assets
Inventories	11	41 836	68 801
Other financial assets	8	9 608	7 832
Current taxation receivable		7 976	9 094
Finance lease receivables	10	801	16 614
Trade and other receivables	12	1 413 963	1 389 942
Cash and cash equivalents	13	417 050	399 264
		1 891 234	1 891 547
Total assets		2 894 467	2 798 112
EQUITY AND LIABILITIES
Equity
Stated capital	16	4 729 667	4 774 521
Other reserves	17	(22 274)	12 132
Accumulated loss		(3 703 051)	(4 070 027)
Equity attributable to the owners of iOCO Limited		1 004 342	716 626
Non-controlling interests		30 129	36 679
Total equity		1 034 471	753 305
LIABILITIES
Non-current liabilities
Other financial liabilities	18	448 636	481 717
Lease liabilities	19	52 038	23 290
Deferred taxation	9	8 791	8 437
		509 465	513 444
Current liabilities
Other financial liabilities	18	170 701	176 877
Current taxation payable		42 475	34 593
Lease liabilities	19	26 740	28 896
Trade and other payables	20	1 104 025	1 271 542
Provisions	21	6 590	19 455
		1 350 531	1 531 363
Total liabilities		1 859 996	2 044 807
Total equity and liabilities		2 894 467	2 798 112

Figures in Rand thousand

Notes

2026

2025

ASSETS

Non-current assets

Property, plant, equipment and right-of-use assets

145 854

115 279

Intangible assets

94 939

78 321

Goodwill

608 091

570 178

Other financial assets

23 983

21 564

Deferred taxation

130 366

120 887

Finance lease receivables

–

336

1 003 233

906 565

Current assets

Inventories

41 836

68 801

Other financial assets

9 608

7 832

Current taxation receivable

7 976

9 094

Finance lease receivables

801

16 614

Trade and other receivables

1 413 963

1 389 942

Cash and cash equivalents

417 050

399 264

1 891 234

1 891 547

Total assets

2 894 467

2 798 112

EQUITY AND LIABILITIES

Equity

Stated capital

4 729 667

4 774 521

Other reserves

(22 274)

12 132

Accumulated loss

(3 703 051)

(4 070 027)

Equity attributable to the owners of iOCO Limited

1 004 342

716 626

Non-controlling interests

30 129

36 679

Total equity

1 034 471

753 305

LIABILITIES

Non-current liabilities

Other financial liabilities

448 636

481 717

Lease liabilities

52 038

23 290

Deferred taxation

8 791

8 437

509 465

513 444

Current liabilities

Other financial liabilities

170 701

176 877

Current taxation payable

42 475

34 593

Lease liabilities

26 740

28 896

Trade and other payables

1 104 025

1 271 542

Provisions

6 590

19 455

1 350 531

1 531 363

Total liabilities

1 859 996

2 044 807

Total equity and liabilities

2 894 467

2 798 112

Figures in Rand thousand	Notes	2026	2025
Revenue	22	5 732 561	5 583 220
Cost of sales		(4 145 903)	(3 983 118)
Gross profit		1 586 658	1 600 102
Net financial asset impairment (losses)/reversals	23	(837)	5 562
Operating expenses		(1 102 684)	(1 184 709)
Operating profit	24	483 137	420 955
Investment income	25	7 128	7 128
Finance costs	26	(67 724)	(96 231)
Profit before taxation		422 541	331 852
Taxation	27	(65 414)	(74 280)
Profit for the year		357 127	257 572
Other comprehensive income
Items that may be reclassified to profit or loss
Exchange differences on translation of foreign operations^		(16 062)	(11 645)
Other comprehensive loss for the year		(16 062)	(11 645)
Total comprehensive income for the year		341 065	245 927
Profit attributable to:
Owners of iOCO Limited		351 010	250 834
Non-controlling interests		6 117	6 738
		357 127	257 572
Total comprehensive income attributable to:
Owners of iOCO Limited		339 468	240 559
Non-controlling interests		1 597	5 368
		341 065	245 927
Earnings per share (cents)
Earnings per share	28	57	40
Diluted earnings per share	28	56	39

Figures in Rand thousand

Notes

2026

2025

Revenue

5 732 561

5 583 220

Cost of sales

(4 145 903)

(3 983 118)

Gross profit

1 586 658

1 600 102

Net financial asset impairment (losses)/reversals

(837)

5 562

Operating expenses

(1 102 684)

(1 184 709)

Operating profit

483 137

420 955

Investment income

7 128

Finance costs

(67 724)

(96 231)

Profit before taxation

422 541

331 852

Taxation

(65 414)

(74 280)

Profit for the year

357 127

257 572

Other comprehensive income

Items that may be reclassified to profit or loss

Exchange differences on translation of foreign operations^

(16 062)

(11 645)

Other comprehensive loss for the year

(16 062)

(11 645)

Total comprehensive income for the year

341 065

245 927

Profit attributable to:

Owners of iOCO Limited

351 010

250 834

Non-controlling interests

6 117

6 738

357 127

257 572

Total comprehensive income attributable to:

Owners of iOCO Limited

339 468

240 559

Non-controlling interests

1 597

5 368

341 065

245 927

Earnings per share (cents)

Earnings per share

Diluted earnings per share

Figures in Rand thousand	Stated capital	Other reserves	Accumulated loss	Equity attributable to the owners of iOCO Limited	Non-controlling interests	Total equity
Balance at 1 August 2024	4 774 521	31 140	(4 338 449)	467 212	31 311	498 523
Profit for the year	–	–	250 834	250 834	6 738	257 572
Other comprehensive loss	–	(10 275)	–	(10 275)	(1 370)	(11 645)
Total comprehensive (loss)/income	–	(10 275)	250 834	240 559	5 368	245 927
Transfer within equity*	–	(17 588)	17 588	–	–	–
Share-based payments	–	9 418	–	9 418	–	9 418
Share-based payments paid out during the year	–	(563)	–	(563)	–	(563)
Balance at 31 July 2025	4 774 521	12 132	(4 070 027)	716 626	36 679	753 305
Profit for the year	–	–	351 010	351 010	6 117	357 127
Other comprehensive loss	–	(11 542)	–	(11 542)	(4 520)	(16 062)
Total comprehensive (loss)/income	–	(11 542)	351 010	339 468	1 597	341 065
Dividends declared to non-controlling interests	–	–	–	–	(8 147)	(8 147)
Movement in treasury shares – settlement of share-based payments	23 982	(23 982)	–	–	–	–
Share buybacks	(68 836)	–	–	(68 836)	–	(68 836)
Transfer within equity*	–	(15 966)	15 966	–	–	–
Share-based payments	–	17 084	–	17 084	–	17 084
Balance at 31 July 2026	4 729 667	(22 274)	(3 703 051)	1 004 342	30 129	1 034 471
Notes	16	17

Figures in Rand thousand

Stated
capital

Other
reserves

Accumulated
loss

Equity
attributable
to the owners
of iOCO
Limited

Non-controlling
interests

Total
equity

Balance at 1 August 2024

4 774 521

31 140

(4 338 449)

467 212

31 311

498 523

Profit for the year

–

250 834

6 738

257 572

Other comprehensive loss

–

(10 275)

–

(10 275)

(1 370)

(11 645)

Total comprehensive (loss)/income

–

(10 275)

250 834

240 559

5 368

245 927

Transfer within equity*

–

(17 588)

17 588

–

Share-based payments

–

9 418

–

9 418

–

9 418

Share-based payments paid out during the year

–

(563)

–

(563)

–

(563)

Balance at 31 July 2025

4 774 521

12 132

(4 070 027)

716 626

36 679

753 305

Profit for the year

–

351 010

6 117

357 127

Other comprehensive loss

–

(11 542)

–

(11 542)

(4 520)

(16 062)

Total comprehensive (loss)/income

–

(11 542)

351 010

339 468

1 597

341 065

Dividends declared to non-controlling interests

–

(8 147)

Movement in treasury shares – settlement of share-based payments

23 982

(23 982)

–

Share buybacks

(68 836)

–

(68 836)

–

(68 836)

Transfer within equity*

–

(15 966)

15 966

–

Share-based payments

–

17 084

–

17 084

–

17 084

Balance at 31 July 2026

4 729 667

(22 274)

(3 703 051)

1 004 342

30 129

1 034 471

Notes

Figures in Rand thousand	Notes	2026	2025
Cash flows from operating activities
Cash generated from operations	30	367 957	566 596
Investment income received		4 709	4 446
Interest paid		(67 410)	(95 995)
Taxation paid	31	(66 323)	(51 920)
Net cash inflow from operating activities		238 933	423 127
Cash flows from investing activities
Acquisition of property, plant and equipment		(38 852)	(22 411)
Proceeds from disposal of property, plant, equipment and intangible assets		7 451	3 680
Acquisition of intangible assets		(43 087)	(31 886)
Cash outflow from disposal of businesses	15	(3 765)	(2 542)
Acquisition of a subsidiary, net of cash acquired	14	7 914	–
Cash inflow relating to other financial assets	8	–	6 640
Cash outflow relating to other financial assets	8	(1 800)	(4 200)
Increase in restricted cash		(26)	(108)
Decrease in restricted cash		–	2 013
Net cash outflow from investing activities		(72 165)	(48 814)
Cash flows from financing activities
Proceeds from other financial liabilities	18	1 770	–
Repayment of other financial liabilities	18	(61 538)	(102 538)
Share repurchases		(68 836)	–
Principal elements of lease payments		(28 295)	(26 425)
Net cash outflow from financing activities		(156 899)	(128 963)
Net increase in cash and cash equivalents		9 869	245 350
Cash and cash equivalents at the beginning of the year	13	399 264	154 637
Exchange gains/(losses) on cash and cash equivalents		7 917	(723)
Cash and cash equivalents at the end of the year	13	417 050	399 264

Figures in Rand thousand

Notes

2026

2025

Cash flows from operating activities

Cash generated from operations

367 957

566 596

Investment income received

4 709

4 446

Interest paid

(67 410)

(95 995)

Taxation paid

(66 323)

(51 920)

Net cash inflow from operating activities

238 933

423 127

Cash flows from investing activities

Acquisition of property, plant and equipment

(38 852)

(22 411)

Proceeds from disposal of property, plant, equipment and intangible assets

7 451

3 680

Acquisition of intangible assets

(43 087)

(31 886)

Cash outflow from disposal of businesses

(3 765)

(2 542)

Acquisition of a subsidiary, net of cash acquired

7 914

–

Cash inflow relating to other financial assets

–

6 640

Cash outflow relating to other financial assets

(1 800)

(4 200)

Increase in restricted cash

(26)

(108)

Decrease in restricted cash

–

2 013

Net cash outflow from investing activities

(72 165)

(48 814)

Cash flows from financing activities

Proceeds from other financial liabilities

1 770

–

Repayment of other financial liabilities

(61 538)

(102 538)

Share repurchases

(68 836)

–

Principal elements of lease payments

(28 295)

(26 425)

Net cash outflow from financing activities

(156 899)

(128 963)

Net increase in cash and cash equivalents

9 869

245 350

Cash and cash equivalents at the beginning of the year

399 264

154 637

Exchange gains/(losses) on cash and cash equivalents

7 917

(723)

Cash and cash equivalents at the end of the year

417 050

399 264

Annual financial
statements
for the year ended 31 july 2026

FY2026 highlights

Revenue

Adjusted EBITDA

Operating Profit

Profit after tax

EPS and HEPS (cents)

Return on Equity

New multi-year wins

Directors’ report

NATURE OF BUSINESS

FINANCIAL STATEMENTS AND RESULTS

STATED CAPITAL

DIRECTORS

DIRECTORS' INTEREST IN SHARES

DIRECTORS' EMOLUMENTS

RELATED-PARTY CONTRACTS

GOVERNANCE AND INTERNAL CONTROLS

GOING CONCERN

LITIGATION STATEMENT

SUBSIDIARIES

BUSINESS COMBINATION

DIVIDENDS

SPECIAL RESOLUTIONS

SUBSEQUENT EVENTS

Consolidated statement of financial position

Consolidated statement of profit or loss and other comprehensive income

Consolidated statement of changes in equity

Consolidated statement of cash flows

Annual financialstatements for the year ended 31 july 2026

FY2026 highlights

Revenue

Adjusted EBITDA

Operating Profit

Profit after tax

EPS and HEPS (cents)

Return on Equity

New multi-year wins

Directors’ report

NATURE OF BUSINESS

FINANCIAL STATEMENTS AND RESULTS

STATED CAPITAL

DIRECTORS

DIRECTORS' INTEREST IN SHARES

DIRECTORS' EMOLUMENTS

RELATED-PARTY CONTRACTS

GOVERNANCE AND INTERNAL CONTROLS

GOING CONCERN

LITIGATION STATEMENT

SUBSIDIARIES

BUSINESS COMBINATION

DIVIDENDS

SPECIAL RESOLUTIONS

SUBSEQUENT EVENTS

Consolidated statement of financial position

Consolidated statement of profit or loss and other comprehensive income

Consolidated statement of changes in equity

Consolidated statement of cash flows

Annual financial
statements
for the year ended 31 july 2026