Kelsian Group Limited (ASX:KLS) announced on 30 September 2026 that it has completed the sale of its Tourism Portfolio to Journey Beyond. The company said it received gross cash proceeds of $149.9 million on completion, reduced pro forma Leverage to approximately 2.0 times, and updated its FY27 guidance to exclude the Tourism Portfolio for the full year.

WHAT KELSIAN GROUP DOES

Kelsian is a global operator of bus, motorcoach and marine services, working with governments and private clients to deliver passenger transport. The company states that it has more than 35 years of experience and operates across complex urban and regional networks in Australia, the United Kingdom, Singapore, the United States and the Channel Islands.

Its businesses include Transit Systems, which it describes as one of Australia's largest public bus operators, All Aboard America! Holdings, Inc., which it describes as the second-largest motorcoach operator in the United States, Tower Transit, which operates in bus franchising in the United Kingdom and Singapore, and SeaLink, which provides ferry services in Australia. As at 30 June 2026, Kelsian employed over 13,300 people and operated 6,317 buses and 122 vessels, which delivered more than 384 million customer journeys over the last year.

COMPLETION OF THE TOURISM PORTFOLIO SALE

The sale of the Tourism Portfolio to Experience Group Australia Pty Ltd, trading as Journey Beyond, and its subsidiaries completed on 30 September 2026. Kelsian received gross cash proceeds of $149.9 million, which includes $4.3 million for preliminary Working Capital and net Debt adjustments. Gross proceeds are stated before Transaction Costs and tax. Tax is expected to be due and payable in April 2028 and is currently estimated at $12 million.

A footnote to the announcement states that the perimeter of the transaction was updated on 26 August 2026 to exclude SeaLink Rottnest. As a consequence, total consideration, on a cash and debt free basis and subject to customary working capital adjustments, was reduced from $161 million to $145.8 million.

Chief Executive Officer Graeme Legh said Kelsian emerges as a more focused global commuter and contracted transport business, delivering bus, motorcoach and marine transportation services with low Earnings exposure to fuel price volatility. He said the divestment reduces capital intensity and exposure to discretionary consumer spending, while enhancing stability and predictability of group earnings.

UPDATED FY27 GUIDANCE AND ESTIMATES

On 26 August 2026, Kelsian provided FY27 guidance that included the Tourism Portfolio for the entire year. The company now anticipates FY27 underlying EBITDA of between $295 million and $310 million, assuming no significant deterioration in the operating environment. This guidance excludes the Tourism Portfolio for the whole of FY27 and includes approximately $3 million of stranded costs.

Updated FY27 estimates, also excluding the Tourism Portfolio, include Depreciation of approximately $132 million, made up of core Assets of about $87 million, right-of-use assets of about $36 million and special purpose vehicle assets of about $9 million. Amortisation is estimated at approximately $23 million. The effective tax rate is expected to be between 22% and 25%, and Capital Expenditure is estimated at approximately $116 million, which includes $15.0 million deferred from FY26.

Pro forma leverage of approximately 2.0 times is calculated on the basis of underlying EBITDA excluding the Tourism Portfolio, before the impact of the Lease accounting standard AASB 16, and excluding special purpose vehicle earnings and indebtedness, as at 30 September 2026. The company said trading so far in FY27 has been in line with expectations.

RISKS AND WHAT TO WATCH

The guidance and estimates depend on stated assumptions. For capital expenditure, depreciation and interest, these include no material changes to costs, timing or scope of Kangaroo Island vessel builds and infrastructure construction, no material delays in delivery of bus and motorcoach fleet orders, no new property acquisitions, no material acquisitions or disposals other than the Tourism Portfolio sale, and no changes in exchange rates or interest rates.

FY27 underlying EBITDA guidance is subject to no significant deterioration in the operating environment. The company has noted approximately $3 million of stranded costs in the guidance. The tax payable on the sale, estimated at $12 million, is not expected to fall due until April 2028. The company also references forward-looking statements that involve risks and uncertainties outside its control.

NEXT MILESTONES

Milestones referred to or implied in the announcement include the finalisation of working capital and net debt adjustments on the sale, the payment of estimated tax of $12 million in April 2028, delivery against updated FY27 underlying EBITDA guidance, and execution of growth opportunities in the United States and United Kingdom under the company's Capital Management and Allocation Framework. The announcement was authorised for lodgement with the ASX by the Chair, Fiona Hele.