Finally, I would like to advise all participants that this call is being recorded. I'd now like to welcome Graeme Legh, Group CEO, to begin.
Thank you, Paulie. Good morning again, everyone. Firstly, I would like to again apologize for the delay in commencing this morning but also like to welcome you to the belated half-year results presentation, six-month period ending 31 December 2025. Today, I'll provide an overview of the results and also talk this morning in relation to our tourism portfolio, which was identified for divestment last year. Andrew Muir, who I'll hand to shortly to run through the detailed financial performance for the adults, before I conclude with an update on our outlook for the remaining. If we move into the presentation, I'm delighted to be delivering a record result today for the six-month period to 31 December, to our earnings guidance for FY 2026.
Pleasingly, the record result was delivered through revenue and earnings growth. For the group, revenue was up 10.6% to AUD 1.186 billion, was driven by the expansion of key contracts on top of the revenue indexation mechanisms. These mechanisms provide a natural hedge against inflationary pressures and reinforce the defensive characteristics of our contracted earnings. The group delivered improved earnings margin 16.4% to AUD 153.8 million, EBIT up by an impressive 26.5% to AUD 75.3 million tax and before amortization, up 32.2% to AUD 52.5 million.
This earnings result and the group's margin expansion was driven by employee shuttle contracts in the U.S., the ongoing contribution of the Bankstown Rail Replacement Bus Service in Sydney, and strong trading from across the marine and tourism portfolio. Cash flows, with net operating cash flow increasing by 26.1% to AUD 83.1 million during the period. Leverage at the end of the period was up, and we remain on track to reach our target leverage range by the end. The result this period demonstrates the defensive nature of our business with our diversified portfolio of long-term transport service earnings and cash flows. On the back of the trading performance in the first half, we are upgrading our earnings guidance for the full year.
Underlying EBITDA for FY 2026 is now expected to be between $303 million and $312 million, $7 million-$310 million range set at our full year. I'll come back to discuss outlook in more detail later in the presentation. Key operational highlights for the period set out on slide four. Alongside our half-year results, we've also today announced that we have entered binding agreements for the sale of our tourism portfolio for cash consideration of $161 million. We first announced the intention to divest the portfolio of tourism assets in April 2025, soliciting interest from multiple domestic and international parties. Today's announcement is a culmination of this process and will now work through the required regulatory approvals, half of FY 2027. I'll provide further details about the divestment announced.
From a strategic perspective, several other notable. Within the Australian Bus Division, we continue to work, to work towards finalizing the two-year contract extension for our Sydney Region 6 contract. 1 July 2026 will be characterized by revised contract terms alongside a step change in the shift towards a zero-emission bus public transport network in Sydney, with transforming new electric vehicles to the Region 6 fleet. Another highlight was the [Queenslanders], the contract to deliver new bus services in Ipswich and Logan areas. Our first brand services commenced in November 2025 and are expected to expand over time, buses to be operated from a new state-owned depot. Queensland remains a key long-term growth market for the division and our position in the state. In the U.K., we completed the acquisition of South Wales Transport.
Founded in 2004, the business has a strong reputation for service reliability and deep regional expertise. We intend to leverage Kelsian's global best practice in bus business for the upcoming contract opportunities in Wales. The Marine and Tourism Division was successfully re-awarded the Mobil and Southern Moreton Bay processes, reflecting the strength of our operational performance and long-standing partnerships in the region. Of momentum and service growth across our employee shuttle contracts in the U.S., we're investing further in the Gulf Coast region and have leased two new depots to support our operations, including associated facilities and work, continues to deploy new growth capital to increase the fleet size in this region. This investment will support our expanding footprint, safe and reliable services as the scale of our operations increase. A highlight of the half was the operational performance from across the marine and tourism portfolio.
This improved performance was driven by several implemented and the ongoing enhancement of our yield management solutions. Services were operated successfully throughout the period and will now continue at least until the end of the financial year. That's when our government clients in leasing the 60 buses that were acquired for this project when the Bankstown services come to an end. Additional challenges across our Sydney bus operations. These relate to delays in the electric case and of depots and maintenance costs as we continue to run aging diesel fleets. The need has been recognized by the New South Wales Government, and a program of improvement is now being implemented. The initial stage of these improvements were successfully delivered in September. I'll now hand to Andrew, who will provide a detailed run-through of the financial-
Good morning, everyone. Kelsian has delivered a record financial result for the six-month period ending 31 December 2025, and margin improvement across the group. Underlying EBITDA increased by 16.4%, and underlying EBIT increased by 26.5% compared to the prior year. Taken together, these results demonstrate the resilient revenue base and the operating scale benefits coming through the portfolio. Let me now walk through. Slide six provides a high-level comparison of the consolidated first half results for FY 2026, compared with the six months to December 2024. The revenue increase of just over 10% was the contract indexation mechanisms we have in the majority of Australian bus contracts, a full effect in Sydney, which began in September 2024.
The ramp-up of a number of existing and new contracts in the USA, and good growth in the marine and tourism business. Overall, the group delivered an additional AUD 21.6 in EBITDA compared to the same half last year. Was at the lower end of guidance, reflecting the geographic earnings mix and ongoing marine training incentives consistent with prior periods. After tax and before amortization for the half was up 32.2% to AUD 58 per share and before amortization of AUD 0.193 increased by 31.9% compared to the prior year, operating discipline. We've maintained the fully franked interim dividend of AUD 0.08 per share, which is the same as last year, and we continue to offer a dividend discount. That's between net profit after tax for the period increased by 62% to AUD 32.4 million.
The period totaling AUD 3.4 million on a post-tax basis. These are primarily associated with the implementation of our global finance. To the cash flow on slide seven. The quality of earnings remains strong under the revenues across the portfolio, with a cash conversion of nearly 95%, translating to gross operating cash flow of AUD 100. During the half, we invested AUD 78.3 million in new and replacement assets, including vessels, buses, motor coaches. Expenditure remains in line with our previously announced capital program and guidance. We finished with a healthy cash reserve of AUD 141.9 million. Turning to the balance, at period end, we had net debt of AUD 664.9 million. This includes the financing of AUD 83.8 million relating to government shortly.
From a leverage perspective, we finished the period with pro forma leverage at 2.7x , down from 3.2 x at December 2020. SPV government-backed contracted assets and all bank covenants are comfortably met. The main changes to the balance sheet during the period relate to assets acquired as part of a capital program, right of use, asset, and liability associated with leasehold properties in the U.S.A. and WA, and operating leases for motor coaching. We continue to hold approximately AUD 33.5 million in government-backed contracted assets on our balance sheet, which haven't yet moved into a ring-fenced SPV structure. SPV structure at the next contract renewal date. Excluding these from our leverage calculation times. Finally, we may remain on track to be within our target leverage range by 30. Turning briefly to the special purpose limited recourse arrangements on the next slide.
Since July 2023, its financing arrangements, whereby Kelsian warehouses government-backed contracted bus assets on balance sheet for the duration of the relevant government contract. These SPV facilities effectively enable unlimited scalability for governments across the globe seeking to improve and upgrade public transport buses and infrastructure. Limited recourse financing facilities are excluded when we calculate our bank covenants. Structurally, the asset value rise over the contract term, and if the contract is not renewed, the assets and corresponding debt revert to government. There is no residual risk or financial exposure from a Kelsian Group perspective. At 31 December, contracted assets totaled AUD 117.3 million, of which AUD 83.8 million are in the. Turning now to capital expenditure on slide 10. Net capital expenditure during the period totaled AUD 76 million.
This comprised gross CapEx of AUD 78.3 million, offset by proceeds of AUD 2.3 million from routine asset sales and disposals. This was in line with expectations. It included ongoing expenditure on new vessels and landside infrastructure for our Kangaroo Island ferry service. The final payment for the second Southeast Queensland vessel, which was delivered and commenced services during the half, for the purchase of new motor coaches for the two LNG contract wins in the USA. Full year FY 2026 CapEx is now expected to be AUD 135 million. This includes from FY 2025 that we flagged at the full-year results in August and an additional AUD 7 million of growth CapEx to meet the demand and increased scope of services we are experiencing and providing to clients in the USA. To a brief overview of divisional performance.
Starting with the Australian Bus Division on slide 12, was underpinned by the contract indexation mechanisms we have in our government contracts. We continue on a rail project, which we anticipate will continue to operate at least for the remainder of FY 2026 . During replacement work in Perth, this was in part replaced by a tram replacement project in Adelaide. The Adelaide tram project commenced in August and ended in July this year. The Bus Division's margin was impacted by a small number of largely temporary- Australia and New South Wales. These included delays in service change, repairs, and maintenance costs associated with an aging diesel fleet, delivery of government-funded electric replacement, replacement buses. Importantly, stable, and we expect a progressive improvement in the second half. Reliability and drive performance penalties, these issues are implemented.
Margins were also affected by the non-cash accounting impact arising from depot sale and leaseback arrangements we had in WA. We're on track to commence a two-year extension of our Region 6 contract, effective July 1, 2026. This is our largest contract and historically delivered lower margins. The extension provides improved pricing certainty and operational stability, and something we are really looking forward to. We were awarded a new contract to operate bus services in the Ipswich, Logan area. This is our first contested- Both buses and depots are provided by government. This contract commenced in November 2025, and although some foothold from which to expand. Finally, our natural resources and charter team was awarded to operate zero-emission buses for South32 in the Pilbara. Overall, turning now to slide 13, the International Bus segment, with operations in the USA, Singapore, and the U.K.
Overall, the international segment delivered very strong revenue growth. Costs were well managed, margins improved, and underlying EBIT increased by more than 130%. The AAAHI business performed very well. The performance reflects our ability to scale rapidly in complex project environments, cost control. Throughout the period, we saw good levels of Port Arthur LNG projects, along with the commencement and ramp-up of LNG contracts, which we announced in June, that with potential extension options. To support this growth, we acquired a combination of new on these new contracts. To further support our position in the region, we procured two new leasehold depot locations, one in Texas and one in Louisiana, the expanded fleet and improved motor coach availability. In the corporate and tech shuttles space, business activity levels and volumes have also increased.
In Singapore, we commenced operating the new capital light contract to provide bus services on the island of Sentosa. This contract is for five years and commenced. Operationally, the business continues to receive performance incentives, albeit at low levels. In the U.K., we completed a regional bus operator in Swansea, Wales. South Wales Transport provides us with access to buses. We are confident this acquisition will further strengthen our relationship. From a tendering perspective, the priority and focus of the U.K. team is on the upcoming tender. We're unsuccessful in tranche one of the Liverpool tender. We remain competitively positioned for a number of upcoming school bus contracts and Liverpool Tranche two. To Marine and Tourism on slide 14. We are delighted with the results from the Marine and Tourism Division. The division delivered very good top-line growth and a fit EBIT.
The strong operating performance supported the value case as the divestment pro quality and earnings potential of these assets. All business units performed in line with, it was pleasing to see the improved performance from our Sydney, K'gari, and Northern Territory businesses. Increases were implemented throughout the half, the dynamic pricing initiatives we have in place contributed to improving returns. During the period, we had a number of our larger fleet go through their scheduled out-of-water maintenance, as a result, of additional repairs and maintenance costs compared with the previous period. Two new Kangaroo Island vessels and works to upgrade the landing infrastructure, we are focused on preparations for the revised mobilization plan and service commencement. Finally, we took delivery of the second of two South Moreton Bay Island Vessels in November, this an improved operational performance to the region.
To corporate costs on slide 15, reflect several factors, a number of which, first, the underperformance of our captive insurance structure has seen us recognize approximately AUD 2.5 million due to claims performance and elevated claims activity generally. We've continued to across the group, we also recognized a higher non-cash expense incentive program. Finally, there were implementation costs associated with an HR platform. While the Workday implementation costs impact short-term earnings, the support margin stability and cost discipline over time through efficiency, governance, and control benefits. Both are standardized legacy platforms across the group. I'll now hand back to Graeme to talk about growth, strategy, and outlook.
Thanks, Andrew. Before we look at the specific outlook for the group, I would like to provide some further details on the important announcement we made today, agreements with Journey Beyond to divest the tourism portfolio. As detailed on slide 17, we are happy to announce that all operating businesses last year will be sold to Journey Beyond for total cash AUD million dollars. After running an extensive sale process, it is pleasing to reach this significant milestone today, and we get three approvals, including from the ACCC and FIRB. Transaction completion will occur in the first half of FY 2027. Folio contributed AUD 23.7 million of EBITDA for FY 2025, and on a pro forma basis, the expected net transaction proceeds would have a range of between 2x and 2.5 x underlying EBITDA. I'd like to take this chance to thank the tourism teams.
I acknowledge it, it has been a difficult period for you, your professionalism, and the dedication you have shown in continuing to deliver this every day. In addition to the tourism assets, including two properties, will be sold to separate parties. The additional proceeds from these transactions is expected to be approximately AUD 3 million. Following the sale of the tourism portfolio as a streamlined global commuter and contracted transport business, delivering essential passenger carriage and marine operations. Onsite attachment will mean for our retained marine operations. The retained marine businesses have similar infra bus public transport contracts. Revenue from the division will be less sensitive to changes in economic conditions and will be backed by long-term, high-quality service contracts and the retained capital intensity. Details of the business units that are set out in a table on this slide.
The solid foundation we now have to deliver sustainable long-term growth. The growth pipeline is significant, and we have positioned ourselves in each of our markets to capitalize on the opportunity in front of us. Our operational-- and provides a platform from which we plan to continue our long track record of delivering organic growth, service expansions and new contract wins. In Australian bus, contract extensions and service growth opportunities, many government clients have acknowledged that patronage levels have grown and congestion is making new investments into bus services and service quality that we have not seen since before the COVID pandemic. In addition, new contract opportunities will be pursued in existing markets and in bus contracts in New South Wales and bus contracts in Wellington. Our international bus division has material growth opportunities in each of our three markets.
The oral contracts in the U.S. remain significant and historically elevated. In the U.K., we now own two small regional operators, which gives to bid for the very significant pipeline, with some 10,000 buses to be contracted over the next three to five years. The management team outcome of contracts with bid for in Liverpool and is actively working on the next round of franchise opportunities in Liverpool and in West Yorkshire. For a further LTA bus contract is in the market, with bids due later this half for a 400 buses in 2027. Our Marine Division continues to deliver improved performance from our investing in higher capacity vessels, and we expect this to continue with island vessels later this year. We also actively possess the outcome of Auckland Transport's ferry service tender, expected before the end of FY.
Looking forward, we will continue to focus on capital-light, organic, selectively pursuing investments that both meet target returns and bring a strategic advantage for our... To the outlook for the remainder of FY 2026 and our guidance update, as set out, January 2026 trading was in line with expectations, with continued strong performance delivered by the International Bus Division. The trading month for the Marine and Tourism Division. It performed in line with expectations. Second half, in general, we expect the key trends and drivers of performance. We will continue to see expansion of our employee shuttle contracts in the US. The Bankstown rail replacement bus services will now operate the financial year. The operational challenges across, albeit some improvement is expected as additional services are added to networks and more electric vehicles are introduced.
To me, AUD 4 million of mobilization costs as the new Kangaroo Island vessels come online. Contract opportunities in New Zealand and the U.K. are expected to be announced. The separation of the divested tourism portfolio, as we work towards completion of this transaction in the first half of FY 2027. As for our earnings guidance, as flagged in the introduction, off the back of the strong first half result and the solid momentum heading into the second half, our guidance range has been revised upwards, with full-year EBITDA expected to AUD 412 million. In conclusion, I'm very pleased to deliver the record result for the half today, alongside the update on the tourism portfolio divestment. Set us up well as we look ahead to the remainder of the financial year and beyond.
Before we take questions, I would like to say a few words about Neil Smith, who announced his retirement. Neil was one of the founders of our Transit Systems and Tower Transit in Perth back in 1995. Neil built the dominant Australian and then took this success offshore, taking Tower Transit into the U.K. and Singapore. Neil's unrivaled passion for has driven the culture of our bus operations and this passion in the industry. I've had the privilege of working with Neil for the last 16 years. Throughout that time, I've benefited enormously the public transport, his drive to solve the transport problems of our major cities and his- On behalf of the board and all of our employees, I would like to sincerely thank Neil for what he has done. Andrew and I will now take your questions.
Thank you. As mentioned, we will now begin the Q&A. In the queue, please press star one. To withdraw your question, press the star one again. From the line of James Wilson at Macquarie, please go ahead. James, your line is open. I'll return James to the queue. They might be on mute. We have Allan Franklin of Canaccord Genuity. Please go ahead.
Good morning, all. Hope you're well. Thank you for your time. Well, maybe just sort of in that, in that vein, on the asset sale, just when we're thinking about the remaining assets with an Australian Bus, how do we think it's moving forward, if there's any sort of draw outs, during with those mobilization cost streams?
Yeah, Allan, there's not a lot of seasonality in the, the Kangaroo Island services, sort of peaks over holiday periods, but the rest of the remaining portfolio is, is very stable, sort of see.
Just on KI, any sort of risk that gets pushed further out, or do we think that that format in the second half of 2026, and then we get clean operations thereafter?
Yeah, that's what we're currently working towards, Allan.
Yep, following. Just in the U.S., just to sort of clarify, majority, if not all of that sort of uplift in, in EBITDA coming out of the U.S., is that from? Then just looking into the second half in a heavy charter work period, are there any items you'd like to call out of the second half costs of the depots, as an example, might, might want possibly?
Yeah, that's correct. Assuming the majority of the uplift in national buses in the U.S., some positive trade in the half. Yes, the majority of the improvement is out of the U.S. We're comfortable with how things are tracking in the U.S. Underlying charter businesses are performing well, not the really busy months as we speak and head into the warmer months over there. Initial indications are everything is for the second half.
Yep, I'm going to assume that the guide, is that a headwind into FY 2027 at all, or is it not material?
No, they're, they're not. They are rolled into the guidance, but it's certainly not a material cost.
All fine. Thank you.
Before we move on to the next question, a reminder, if you would like to join the queue, to press star on the line o f Aryan Norozi of Jarden, please go.
Hi, guys. Can you hear me?
Yep.
That's fine. I think in fiscal 2025, you guided to abnormal costs from the finance HR systems of AUD 9 million, and then in the preso today, you said you incur taking that cost above the line versus below before.
Uh-
Okay, out of the AUD 21 million of cost, oh, sorry.
Incurred in the half.
Yeah. Okay, so out of the AUD 20 million of corporate costs, so it's a AUD 60 million, about a AUD 5 million step-up year-on-year.
Yep.
How do we think about how that steps down into second half of FY 2026 and then moving forward, does that fall by AUD 3 million-AUD 4 million for the costs you called out?
million for the self-insurance costs, driver of that, so the performance of our captive in Singapore, which we don't expect to repeat, and there's some other costs we've invested in and around IT, which are one-off in nature. There's sort of AUD 3.5 million in the, in those, between those.
Color around the how much of the AUD 85 million of sustaining CapEx is now divided to assets?
Yeah, I mean, we'll provide a full update, you know, but, you know, I don't have that number to hand it.
Last one. Oh, yeah, sorry.
Sorry, I was going to say, I mean, I think the key thing there is if you look at the retained marine businesses that we set out on the slide, they are either businesses where we've recently invested significantly in the fleet or businesses that are capital light, with the assets provided by... It'll be a material step down in the capital intensity of the marine division moving-
Last one, just on, at the U.S. LNG part of the business. Obviously, CP2 on LA LNG this financial year, assuming you can't recycle buses because Golden Pass potentially continues for, for longer, how much more CapEx do you need to incur to get you to the full manpower, deliver full run rate of earnings?
Yeah, as we flagged in the presentation, there was the AUD 23 last period, plus another AUD 7 that we expect to incur this period in, in growth, growth CapEx. That, that gets us to, to what we need based on what we know today. The upside in those projects, if they ramp up faster than expected or the client puts on more people than they originally. Comfortable with what we've got in the pipe, the contracted pipelines, but potential further upside with new things coming online in relation to those.
These, these contracts do AUD 30 million plus revenue per annum at full run rate and good margin. Yours is to deliver that AUD 30 million per annum revenue, Aussie dollar terms, in FY 2027 onwards full run rate of earnings?
Yeah. As we sit today, we're, we're happy with that, with acknowledging that these, these projects do move pretty fast, and we, we do think there's potential more upside addition to what we've allowed for in the CapEx at the moment.
Great. Thanks, guys.
That does. I hand back to Graeme for closing remarks.
Thank you, everyone, for joining us and for your time today. Again, I sincerely apologize for the delay. I know it's late for everyone, but I appreciate those of you who stuck around and got there. Thank you very much for joining us. Thank you.