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OML - Old Mutual Plc - Interim results for the six months ended 30 June 2011

Release Date: 05/08/2011 08:02
Code(s): OML
Wrap Text

OML - Old Mutual Plc - Interim results for the six months ended 30 June 2011 Index to the financial information For the six months ended 30 June 2011 Statement of directors` responsibilities in respect of the half-yearly financial statements 34 Interim review report for the six months ended 30 June 2011 to Old Mutual plc 35 Consolidated income statement 36 Consolidated statement of comprehensive income 38 Reconciliation of adjusted operating profit to profit after tax 39 Consolidated statement of financial position 40 Condensed consolidated statement of cash flows 41 Consolidated statement of changes in equity 42 Notes to the consolidated financial statements A: Accounting policies 48 B: Segment information 48 C: Other key performance information 66 D: Other income statement notes 76 E: Borrowed funds 78 F: Other notes 81 G: Discontinued operations 82 Group Market Consistent Embedded Value statement of earnings 84 Adjusted operating Group MCEV earnings per share 85 Components of Group MCEV and adjusted Group MCEV information 86 Notes to the Old Mutual Market Consistent Embedded Value basis supplementary information A: MCEV policies 88 B: Segment information 95 C: Other key performance information 115 D: Other income statement notes 122 E: Sensitivity tests 124 Shareholder information 126 Statement of directors` responsibilities in respect of the half-yearly financial statements For the six months ended 30 June 2011 We confirm that to the best of our knowledge: - the consolidated financial information has been prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards adopted by the EU and in accordance with the requirements of IAS 34 `Interim Financial Reporting` - the MCEV supplementary information has been prepared in accordance with the Market Consistent Embedded Value Principles (Copyright Copyright Stichting CFO Forum Foundation 2008) issued in June 2008 and updated in October 2009 by the CFO Forum (`the Principles`) and the basis of preparation as set out on page 88. - the interim management report includes a fair review of the information required by: (a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and (b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so. Julian Roberts Philip Broadley Group Chief Executive Group Finance Director 5 August 2011 5 August 2011 Interim review report for the six months ended 30 June 2011 to Old Mutual plc Introduction We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2011 which comprises the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of financial position, the consolidated statement of changes in equity, the condensed consolidated statement of cash flows and the related notes which include the Reconciliation of Adjusted Operating Profit to Profit after Tax. We have also been engaged by the Company to review the Market Consistent Embedded Value (MCEV) basis supplementary information (`the supplementary information`) for the six months ended 30 June 2011. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements or the supplementary information. This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the Disclosure and Transparency Rules (the DTR) of the UK`s Financial Services Authority (the UK FSA) and also to provide a review conclusion to the Company on the supplementary information. Our review of the condensed set of financial statements has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. Our review of the supplementary information has been undertaken so that we might state to the Company those matters we have been engaged to state in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached. Directors` responsibilities The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the DTR of the UK FSA. The directors have accepted responsibility for preparing the supplementary information contained in the half-yearly financial report on an MCEV basis in accordance with the CFO Forum MCEV Principles as issued in June 2008 and updated in October 2009 (`the MCEV Principles`). As disclosed in note A, the annual financial statements of the Group are prepared in accordance with IFRS as adopted by the EU. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU. The supplementary information has been prepared in accordance with the MCEV principles, using the methodology and assumptions as detailed in the basis of preparation of the supplementary information. The supplementary information should be read in conjunction with the Group`s condensed set of financial statements. Our responsibility Our responsibility, is to express to the Company a conclusion, based on our review, on the condensed set of financial statements and the supplementary information in the half-yearly financial report. Scope of review We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the UK. A review of interim financial information and supplementary information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2011 is not prepared, in all material respects, in accordance with IAS 34 as adopted by the EU and the DTR of the UK FSA. Based on our review, nothing has come to our attention that causes us to believe that the supplementary information for the six months ended 30 June 2011 is not prepared, in all material respects, in accordance with the MCEV principles, using the methodology and assumptions as detailed in the basis of preparation of the supplementary information. Philip Smart for and on behalf of KPMG Audit Plc Chartered Accountants, 15 Canada Square, London, E14 5GL, 5 August 2011 Consolidated income statement For the six months ended 30 June 2011 GBPm 6 months 6 months Year ended
ended 30 June ended 30 June 31 December Notes 2011 2010* 2010 Revenue Gross earned premiums B3 1,944 1,700 3,582 Outward reinsurance (167) (147) (305) Net earned premiums 1,777 1,553 3,277 Investment return (non-banking) 843 1,274 10,791 Banking interest and similar income 1,994 2,005 4,082 Banking trading, investment and similar income 103 82 204 Fee and commission income, and income from service activities 1,635 1,420 3,061 Other income 94 107 159 Total revenues 6,446 6,441 21,574 Expenses Claims and benefits (including change in insurance contract provisions) (1,701) (1,351) (5,039) Reinsurance recoveries 108 118 227 Net claims and benefits incurred (1,593) (1,233) (4,812) Change in investment contract liabilities (13) (876) (6,899) Losses on loans and advances (253) (285) (552) Finance costs (85) (127) (269) Banking interest payable and similar expenses (1,154) (1,252) (2,519) Fee and commission expenses, and other acquisition costs (496) (406) (963) Other operating and administrative expenses (1,966) (1,736) (3,715) Change in third party interest in consolidated funds (66) 28 (388) Amortisation of PVIF and other acquired intangibles C1(b) (117) (145) (297) Total expenses (5,743) (6,032) (20,414) Share of associated undertakings` profit after tax 4 2 7 Loss on disposal of subsidiaries, associated undertakings and strategic investments C1(c) - (22) (22) Profit before tax 707 389 1,145 Income tax expense D1(a) (205) (129) (456) Profit from continuing operations after tax 502 260 689 Discontinued operations Profit/(loss) from discontinued operations after tax G1 130 120 (713) Profit/(loss) after tax for the financial period 632 380 (24) Attributable to Equity holders of the parent 489 265 (282) Non-controlling interests Ordinary shares 112 84 196 Preferred securities 31 31 62 Profit/(loss) after tax for the financial period 632 380 (24) Earnings per share Basic earnings per share based on profit from continuing operations (pence) 7.0 2.6 8.2 Basic earnings per share based on profit/(loss) from discontinued operations (pence) 2.7 2.5 (14.7) Basic earnings per ordinary share (pence)C3(a) 9.7 5.1 (6.5) Diluted earnings per share based on profit from continuing operations (pence) 6.4 2.4 7.4 Diluted earnings per share based on profit/(loss) from discontinued operations 2.4 2.3 (13.5) Diluted earnings per ordinary share (pence) C3(a) 8.8 4.7 (6.1) Weighted average number of shares - millions 4,897 4,849 4,859 * The results for the six months ended 30 June 2010 have been restated to reflect US Life as a discontinued operation (see note A1). Consolidated statement of comprehensive income For the six months ended 30 June 2011 GBPm
6 months 6 months Year ended ended 30 June ended 30 June 31 December 2011 2010* 2010 Profit/(loss) after tax for the financial period 632 380 (24) Other comprehensive income for the financial period Fair value gains/(losses) Property revaluation - 5 26 Net investment hedge (25) (34) (87) Available-for-sale investments Fair value gains 5 22 32 Recycled to the income statement (5) 1 - Shadow accounting - (17) (15) Currency translation differences/exchange differences on translating foreign operations (296) 254 1,039 Other movements (40) 11 31 Income tax relating to components of other comprehensive income 6 6 13 Total other comprehensive income for the financial period from continuing operations (355) 248 1,039 Total other comprehensive income for the financial period from discontinued operations (130) 182 112 Total other comprehensive income for the financial period (485) 430 1,151 Total comprehensive income for the financial period 147 810 1,127 Attributable to Equity holders of the parent 105 640 594 Non-controlling interests Ordinary shares 11 139 428 Preferred securities 31 31 105 Total comprehensive income for the financial period 147 810 1,127 * The results for the six months ended 30 June 2010 have been restated to reflect US Life as a discontinued operation (see note A1). Reconciliation of adjusted operating profit to profit after tax For the six months ended 30 June 2011 GBPm 6 months 6 months Year ended ended 30 June ended 30 June 31 December
2011 2010* 2010 Notes Core operations Long Term Savings B2 474 447 897 Nedbank B2 359 266 601 M&F B2 47 33 103 USAM B2 47 40 87 927 786 1,688
Finance costs (60) (68) (128) Long-term investment return on excess assets 18 16 31 Net interest payable to non-core operations (9) (9) (39) Other shareholders` expenses (31) (11) (71) Adjusted operating profit before tax 845 714 1,481 Adjusting items C1(a) (212) (260) (482) Non-core operations 23 (65) (3) Profit before tax (net of policyholder tax) 656 389 996 Income tax attributable to policyholder returns B2 51 - 149 Profit before tax 707 389 1,145 Total income tax expense D1(a) (205) (129) (456) Profit from continuing operations after tax 502 260 689 Profit/(loss) from discontinued operations after tax G1 130 120 (713) Profit/(loss) after tax for the financial period 632 380 (24) Adjusted operating profit after tax attributable to ordinary equity holders of the parent GBPm 6 months 6 months Year ended
ended 30 June ended 30 June 31 December 2011 2010* 2010 Notes Adjusted operating profit before tax 845 714 1,481 Tax on adjusted operating profit D1(c) (191) (155) (347) Adjusted operating profit after tax 654 559 1,134 Non-controlling interest - ordinary shares (120) (95) (217) Non-controlling interest - preferred securities (31) (31) (62) Adjusted operating profit after tax attributable to ordinary equity holders 503 433 855 Adjusted weighted average number of shares (millions) C3(b) 5,397 5,342 5,359 Adjusted operating earnings per share (pence) C3(b) 9.3 8.1 16.0 * The results for the six months ended 30 June 2010 have been restated to reflect US Life as a discontinued operation (see note A1). Basis of preparation The reconciliation of adjusted operating profit has been prepared so as to reflect the directors` view of the underlying long-term performance of the Group. The statement reconciles adjusted operating profit to profit after tax as reported under IFRS as adopted by the EU. For core life assurance and general insurance businesses, adjusted operating profit is based on a long-term investment return, including investment returns on life funds` investments in Group equity and debt instruments, and is stated net of income tax attributable to policyholder returns. For the US Asset Management business it includes compensation costs in respect of certain long- term incentive schemes defined as non-controlling interests in accordance with IFRS. For all core businesses, adjusted operating profit excludes goodwill impairment, the impact of acquisition accounting, revaluations of put options related to long-term incentive schemes, profit/(loss) on disposal of subsidiaries, associated undertakings and strategic investments, dividends declared to holders of perpetual preferred callable securities, and fair value profits/(losses) on certain Group debt instruments. Bermuda and US Life, which are non-core, are not included in adjusted operating profit. Adjusted operating earnings per ordinary share is calculated on the same basis as adjusted operating profit. It is stated after tax attributable to adjusted operating profit and non-controlling interests. It excludes income attributable to Black Economic Empowerment trusts of listed subsidiaries. The calculation of the adjusted weighted average number of shares includes own shares held in policyholders` funds and Black Economic Empowerment trusts. Consolidated statement of financial position At 30 June 2011 GBPm
At At At 30 June 30 June 31 December 2011 2010 2010 Notes
Assets Goodwill and other intangible assets 4,833 5,003 4,965 Mandatory reserve deposits with central banks 1,073 985 1,079 Property, plant and equipment 962 871 1,015 Investment property 1,980 2,026 2,040 Deferred tax assets 396 668 416 Investments in associated undertakings and joint ventures 176 145 162 Deferred acquisition costs 1,565 3,096 1,534 Reinsurers` share of life assurance policyholder liabilities 1,114 1,325 982 Reinsurers` share of general insurance liabilities 115 125 122 Loans and advances 49,417 45,071 51,778 Investments and securities 106,428 102,270 106,153 Current tax receivable 151 166 156 Client indebtedness for acceptances 254 159 190 Trade, other receivables and other assets 4,144 3,780 3,934 Derivative financial instruments - assets 1,770 1,933 2,503 Cash and cash equivalents 4,526 3,267 4,132 Non-current assets held for sale 6 18 12,391 Total assets 178,910 170,908 193,552 Liabilities Life assurance policyholder liabilities 97,429 96,826 98,631 General insurance liabilities 386 389 397 Third party interests in consolidated funds 4,711 2,860 3,584 Borrowed funds E1 4,497 3,928 4,204 Provisions 230 226 260 Deferred revenue 773 661 730 Deferred tax liabilities 830 930 858 Current tax payable 244 198 238 Trade, other payables and other liabilities 5,106 4,899 5,661 Liabilities under acceptances 254 159 190 Amounts owed to bank depositors 51,564 47,116 53,236 Derivative financial instruments - liabilities 1,355 1,460 1,870 Non-current liabilities held for sale - - 12,219 Total liabilities 167,379 159,652 182,078 Net assets 11,531 11,256 11,474 Shareholders` equity Equity attributable to equity holders of the parent 9,031 9,047 8,951 Non-controlling interests Ordinary shares 1,783 1,492 1,763 Preferred securities 717 717 760 Total non-controlling interests 2,500 2,209 2,523 Total equity 11,531 11,256 11,474 Condensed consolidated statement of cash flows For the six months ended 30 June 2011 GBPm 6 months 6 months Year ended ended 30 June ended 30 June 31 December 2011 2010* 2010
Cash flows from operating activities Profit before tax 707 389 1,145 Non-cash movements in profit before tax 631 1,081 (7,398) Changes in working capital 918 1,506 10,229 Taxation paid (185) (187) (413) Net cash inflow from operating activities 2,071 2,789 3,563 Cash flows from investing activities Net acquisitions of financial investments (2,261) (2,560) (2,222) Acquisition of investment properties (23) (224) (162) Proceeds from disposal of investment properties 2 19 272 Acquisition of property, plant and equipment (54) (69) (152) Proceeds from disposal of property, plant and equipment 9 10 - Acquisition of intangible assets (31) (30) (78) Acquisition of interests in subsidiaries 46 (124) (75) Net movement of interests in subsidiaries, associated undertakings and strategic investments (including cash and cash equivalents disposed of) (353) 2 (16) Net cash outflow from investing activities (2,665) (2,976) (2,433) Cash flows from financing activities Dividends paid to Ordinary equity holders of the Company (53) (62) (102) Non-controlling interests and preferred security interests (107) (99) (196) Interest paid (excluding banking interest paid) (36) (38) (79) Proceeds from issue of ordinary shares 4 4 5 Net purchase of treasury shares (18) (29) (25) Issue of subordinated and other debt 831 584 492 Subordinated and other debt repaid (448) (41) (104) Net cash inflow/(outflow) from financing activities 173 319 (9) Net (decrease)/increase in cash and cash equivalents - continuing operations (421) 132 1,121 Net increase/(decrease) in cash and cash equivalents - discontinued operations 148 (329) (104) Effects of exchange rate changes on cash and cash equivalents (185) 128 376 Cash and cash equivalents at beginning of the period 6,154 4,761 4,761 Cash and cash equivalents at end of the period 5,696 4,692 6,154 Consisting of Cash and cash equivalents in the statement of financial position 4,526 3,267 4,132 Mandatory reserve deposits with central banks 1,073 985 1,079 Short-term cash balances held in policyholder funds 97 440 522 Cash and cash equivalents included in assets held for sale - - 421 Total 5,696 4,692 6,154 * The results for the six months ended 30 June 2010 have been restated to reflect US Life as a discontinued operation (see note A1). Cash flows presented in this statement include all cash flows relating to policyholders` funds for life assurance. Except for mandatory reserve deposits with central banks, short-term cash balances held in policyholder funds and cash and cash equivalents subject to consolidation of funds, management do not consider that there are any material amounts of cash and cash equivalents which are not available for use in the Group`s day-to-day operations. Mandatory reserve deposits are, however, included in cash and cash equivalents for the purposes of the cash flow statement in line with market practice in South Africa. Consolidated statement of changes in equity For the six months ended 30 June 2011 GBPm Millions
Number of Attributable to shares issued equity holders Six months ended 30 June 2011 Notes and fully paid of the parent Shareholders` equity at beginning of the period 5,695 8,951 Profit after tax for the financial period - 489 Other comprehensive income Fair value gains/(losses) Net investment hedge - (25) Available-for-sale investments - Fair value gains - 53 Recycled to the income statement - (10) Realised on disposal - (157) Exchange differences realised on disposal - 24 Shadow accounting - (43) Currency translation differences/exchange differences on translating foreign operations - (210) Other movements - (25) Income tax relating to components of other comprehensive income - 9 Total comprehensive income for the financial period - 105 Dividends for the period C4 - (167) Net acquisition of treasury shares - (18) Change in participation in subsidiaries - - Reclassification of translation differences on non-controlling interests - 43 Shares issued in lieu of cash dividend 69 92 Exercise of share options 4 3 Other issues of ordinary share capital by the Company - 1 Change in share-based payments reserve - 21 Transactions with shareholders 73 (25) Shareholders` equity at end of the period 5,768 9,031 Total non-controlling Total Six months ended 30 June 2011 interests equity Shareholders` equity at beginning of the period 2,523 11,474 Profit after tax for the financial period 143 632 Other comprehensive income Fair value gains/(losses) Net investment hedge - (25) Available-for-sale investments Fair value gains - 53 Recycled to the income statement - (10) Realised on disposal - (157) Exchange differences realised on disposal - 24 Shadow accounting - (43) Currency translation differences/exchange differences on translating foreign operations (86) (296) Other movements (15) (40) Income tax relating to components of other comprehensive income - 9 Total comprehensive income for the financial period 42 147 Dividends for the period (84) (251) Net acquisition of treasury shares - (18) Change in participation in subsidiaries 50 50 Reclassification of translation differences on non-controlling interests (43) - Shares issued in lieu of cash dividend 6 98 Exercise of share options - 3 Other issues of ordinary share capital by the Company - 1 Change in share-based payments reserve 6 27 Transactions with shareholders (65) (90) Shareholders` equity at end of the period 2,500 11,531 GBPm Share Share Other Six months ended 30 June 2011 capital premium reserves Notes
Attributable to equity holders of the parent at beginning of the period 570 795 3,391 Profit for the financial period attributable to equity holders of the parent - - - Other comprehensive income Fair value gains/(losses) Net investment hedge - - - Available-for-sale investments Fair value gains - - 53 Recycled to income statement - - (10) Realised on disposal - (157) Exchange differences realised on disposal - - Shadow accounting - - (43) Currency translation differences/exchange differences on translating foreign operations - - - Other movements - - (42) Income tax relating to components of other comprehensive income - - 3 Total comprehensive income for the financial period - - (196) Dividends for the period C4 - - - Net acquisition of treasury shares - - - Reclassification of translation differences on non-controlling interests - - - Shares issued in lieu of cash dividends 7 - Exercise of share options - 3 - Other issues of ordinary share capital by the Company - 1 - Change in share-based payments reserve - - 21 Transactions with shareholders 7 4 21 Attributable to equity holders of the parent at end of the period 577 799 3,216 Perpetual
preferred Translation Retained callable Six months ended 30 June 2011 reserve earnings securities Total Attributable to equity holders of the parent at beginning of the period 1,176 2,331 688 8,951 Profit for the financial period attributable to equity holders of the parent - 473 16 489 Other comprehensive income Fair value gains/(losses) Net investment hedge (25) - - (25) Available-for-sale investments Fair value gains - - - 53 Recycled to income statement - - - (10) Realised on disposal - - - (157) Exchange differences realised on disposal 24 - - 24 Shadow accounting - - - (43) Currency translation differences/exchange differences on translating foreign operations (210) - - (210) Other movements - 17 - (25) Income tax relating to components of other comprehensive income - - 6 9 Total comprehensive income for the financial period (211) 490 22 105 Dividends for the period - (145) (22) (167) Net acquisition of treasury shares - (18) - (18) Reclassification of translation differences on non-controlling interests 43 - - 43 Shares issued in lieu of cash dividends - 85 - 92 Exercise of share options - - - 3 Other issues of ordinary share capital by the Company - - - 1 Change in share-based payments reserve - - - 21 Transactions with shareholders 43 (78) (22) (25) Attributable to equity holders of the parent at end of the period 1,008 2,743 688 9,031 GBPm Other reserves attributable to Available- Property equity holders of the parent Merger for-sale revaluation reserve reserve reserve At beginning of the period 2,845 225 101 Fair value gains/(losses) Available-for-sale investments Fair value gains - 53 - Recycled to income statement - (166) - Shadow accounting - (43) - Other movements - - (1) Income tax relating to components of other comprehensive income - 3 - Change in share-based payments reserve - - - At end of the period 2,845 72 100 Other reserves attributable to Share-based equity holders of the parent payments Other reserve reserves Total At beginning of the period 215 5 3,391 Fair value gains/(losses) Available-for-sale investments Fair value gains - - 53 Recycled to income statement (1) - (167) Shadow accounting - - (43) Other movements (41) - (42) Income tax relating to components of other comprehensive income - - 3 Change in share-based payments reserve 21 - 21 At end of the period 194 5 3,216 Retained earnings were reduced by GBP528 million at 30 June 2011 in respect of own shares held in policyholders` funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings. GBPm Millions Number of Attributable to
shares issued equity holders Six months ended 30 June 2010 Notes and fully paid of the parent Shareholders` equity at beginning of the period 5,518 8,464 Profit after tax for the financial period - 265 Other comprehensive income Fair value gains: Property revaluation - 5 Net investment hedge - (34) Available-for-sale investments Fair value gains/(losses) - 473 Recycled to the income statement - (43) Shadow accounting - (246) Currency translation differences/exchange differences on translating foreign operations - 259 Other movements - 14 Income tax relating to components of other comprehensive income - (53) Total comprehensive income for the financial period - 640 Dividends for the period C4 - (99) Net acquisition of treasury shares - (29) Acquisition of non-controlling interest in Mutual & Federal F1 147 51 Change in participation in subsidiaries F1 - - Shares issued in lieu of cash dividend 14 15 Exercise of share options 2 3 Other issues of ordinary share capital by the Company 1 1 Change in share-based payments reserve - 1 Transactions with shareholders 164 (57) Shareholders` equity at end of the period 5,682 9,047 Total non-
controlling Total Six months ended 30 June 2010 interest equity Shareholders` equity at beginning of the period 2,247 10,711 Profit after tax for the financial period 115 380 Other comprehensive income Fair value gains: Property revaluation - 5 Net investment hedge - (34) Available-for-sale investments Fair value gains/(losses) (1) 472 Recycled to the income statement - (43) Shadow accounting - (246) Currency translation differences/exchange differences on translating foreign operations 59 318 Other movements (3) 11 Income tax relating to components of other comprehensive income - (53) Total comprehensive income for the financial period 170 810 Dividends for the period C4 (77) (176) Net acquisition of treasury shares - (29) Acquisition of non-controlling interest in Mutual & Federal F1 (51) - Change in participation in subsidiaries F1 (81) (81) Shares issued in lieu of cash dividend - 15 Exercise of share options - 3 Other issues of ordinary share capital by the Company - 1 Change in share-based payments reserve 1 2 Transactions with shareholders (208) (265) Shareholders` equity at end of the period 2,209 11,256 GBPm Share Share Other Six months ended 30 June 2010 Notes capital premium reserves Attributable to equity holders of the parent at beginning of the period 552 771 3,087 Profit for the financial period attributable to equity holders of the parent - - - Other comprehensive income Fair value gains/(losses) Property revaluation - - 5 Net investment hedge - - - Available-for-sale investments Fair value gains - - 473 Recycled to income statement - - (43) Shadow accounting - - (246) Currency translation differences/exchange differences on translating foreign operations - - - Other movements - - 7 Income tax relating to components of other comprehensive income - - (59) Total comprehensive income for the financial period - - 137 Dividends for the period C4 - - - Net acquisition of treasury shares - - - Acquisition of non-controlling interest in Mutual & Federal F1 15 - 129 Shares issued in lieu of cash dividend F1 1 3 - Exercise of share options - 3 - Other issues of ordinary share capital by the Company - 1 - Change in share-based payments reserve - - 1 Transactions with shareholders 16 7 130 Attributable to equity holders of the parent at end of the period 568 778 3,354 Perpetual preferred Translation Retained callable
Six months ended 30 June 2010 reserve earnings securities Total Attributable to equity holders of the parent at beginning of the period 469 2,897 688 8,464 Profit for the financial period attributable to equity holders of the parent - 249 16 265 Other comprehensive income Fair value gains/(losses) Property revaluation - - - 5 Net investment hedge (34) - - (34) Available-for-sale investments Fair value gains - - - 473 Recycled to income statement - - - (43) Shadow accounting - - - (246) Currency translation differences/exchange differences on translating foreign operations 259 - - 259 Other movements - 7 - 14 Income tax relating to components of other comprehensive income - - 6 (53) Total comprehensive income for the financial period 225 256 22 640 Dividends for the period - (77) (22) (99) Net acquisition of treasury shares - (29) - (29) Acquisition of non-controlling interest in Mutual & Federal - (93) - 51 Shares issued in lieu of cash dividend - 11 - 15 Exercise of share options - - - 3 Other issues of ordinary share capital by the Company - - - 1 Change in share-based payments reserve - - - 1 Transactions with shareholders - (188) (22) (57) Attributable to equity holders of the parent at end of the period 694 2,965 688 9,047 Other reserves attributable to equity holders of the parent GBPm Available- Property Merger for-sale revaluation reserve reserve reserve
At beginning of the period 2,716 82 87 Fair value gains/(losses) Property revaluation - - 5 Available-for-sale investments Fair value gains - 473 - Recycled to income statement - (43) - Shadow accounting - (241) (5) Other movements - - (1) Income tax relating to components of other comprehensive income - (59) - Acquisition of non-controlling interest in Mutual & Federal F1 129 - - Change in share-based payments reserve - - - At end of the period 2,845 212 86 Share- based payments Other reserve reserves Total
At beginning of the period 191 11 3,087 Fair value gains/(losses) Property revaluation - - 5 Available-for-sale investments Fair value gains - - 473 Recycled to income statement - - (43) Shadow accounting - - (246) Other movements 8 - 7 Income tax relating to components of other comprehensive income - - (59) Acquisition of non-controlling interest in Mutual & Federal F1 - - 129 Change in share-based payments reserve 1 - 1 At end of the period 200 11 3,354 Retained earnings were reduced by GBP381 million at 30 June 2010 in respect of own shares held in policyholders` funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings. GBPm Millions Number of Attributable to
shares issued equity holders Year ended 31 December 2010 Notes and fully paid of the parent Shareholders` equity at beginning of the year 5,518 8,464 (Loss)/profit after tax for the financial year - (282) Other comprehensive income Fair value gains/(losses) Property revaluation - 21 Net investment hedge - (87) Available-for-sale investments Fair value gains - 562 Recycled to the income statement - (12) Shadow accounting - (349) Currency translation differences/exchange differences on translating foreign operations - 794 Other movements - 1 Income tax relating to components of other comprehensive income - (54) Total comprehensive income for the financial year - 594 Dividends for the year C4 - (175) Net acquisition of treasury shares - (25) Acquisition of non-controlling interest in Mutual & Federal F1 147 51 Change in participation in subsidiaries F1 - - Shares issued in lieu of cash dividend 24 30 Exercise of share options 6 5 Other issues of ordinary share capital by the Company - 3 Change in share-based payments reserve - 4 Transactions with shareholders 177 (107) Shareholders` equity at end of the year 5,695 8,951 Total non-controlling Total Year ended 31 December 2010 interests equity Shareholders` equity at beginning of the year 2,247 10,711 (Loss)/profit after tax for the financial year 258 (24) Other comprehensive income Fair value gains/(losses) Property revaluation 5 26 Net investment hedge - (87) Available-for-sale investments Fair value gains - 562 Recycled to the income statement - (12) Shadow accounting - (349) Currency translation differences/exchange differences on translating foreign operations 274 1,068 Other movements (4) (3) Income tax relating to components of other comprehensive income - (54) Total comprehensive income for the financial year 533 1,127 Dividends for the year C4 (152) (327) Net acquisition of treasury shares - (25) Acquisition of non-controlling interest in Mutual & Federal F1 (51) - Change in participation in subsidiaries F1 (57) (57) Shares issued in lieu of cash dividend - 30 Exercise of share options - 5 Other issues of ordinary share capital by the Company - 3 Change in share-based payments reserve 3 7 Transactions with shareholders (257) (364) Shareholders` equity at end of the year 2,523 11,474 GBPm Share Share Other Year ended 31 December 2010 Notes capital premium reserves Attributable to equity holders of the parent at beginning of the year 552 771 3,087 (Loss)/profit for the financial year attributable to equity holders of the parent - - - Other comprehensive income Fair value gains/(losses) Property revaluation - - 21 Net investment hedge - - - Available-for-sale investments Fair value gains - - 562 Recycled to income statement - - (12) Shadow accounting - - (349) Currency translation differences/exchange differences on translating foreign operations - - - Other movements - - 15 Income tax relating to components of other comprehensive income - - (66) Total comprehensive income for the financial year - - 171 Dividends for the year C4 - - - Net acquisition of treasury shares - - - Acquisition of non-controlling interest in Mutual & Federal F1 15 - 129 Shares issued in lieu of cash dividends 2 17 - Exercise of share options 1 4 - Other issue of ordinary share capital by the Company - 3 - Change in share-based payments reserve - - 4 Transactions with shareholders 18 24 133 Attributable to equity holders of the parent at end of the year 570 795 3,391 Perpetual preferred Translation Retained callable Year ended 31 December 2010 reserve earnings securities Total Attributable to equity holders of the parent at beginning of the year 469 2,897 688 8,464 (Loss)/profit for the financial year attributable to equity holders of the parent - (314) 32 (282) Other comprehensive income Fair value gains/(losses) Property revaluation - - - 21 Net investment hedge (87) - - (87) Available-for-sale investments Fair value gains - - - 562 Recycled to income statement - - - (12) Shadow accounting - - - (349) Currency translation differences/exchange differences on translating foreign operations 794 - - 794 Other movements - (14) - 1 Income tax relating to components of other comprehensive income - - 12 (54) Total comprehensive income for the financial year 707 (328) 44 594 Dividends for the year C4 - (131) (44) (175) Net acquisition of treasury shares - (25) - (25) Acquisition of non-controlling interest in Mutual & Federal - (93) - 51 Shares issued in lieu of cash dividends - 11 - 30 Exercise of share options - - - 5 Other issue of ordinary share capital by the Company - - - 3 Change in share-based payments reserve - - - 4 Transactions with shareholders - (238) (44) (107) Attributable to equity holders of the parent at end of the year 1,176 2,331 688 8,951 Other reserves attributable to equity holders of the parent GBPm Available- Property
Merger for-sale revaluation reserve reserve reserve At beginning of the year 2,716 82 87 Fair value gains/(losses) Property revaluation - - 21 Available-for-sale investments Fair value gains - 562 - Recycled to income statement - (12) - Shadow accounting - (343) (6) Other movements - 2 (1) Income tax relating to components of other comprehensive income - (66) - Acquisition of non-controlling interest in Mutual & Federal F1 129 - - Change in share-based payments reserve - - - At end of the year 2,845 225 101 Share- based payments Other
reserve reserves Total At beginning of the year 191 11 3,087 Fair value gains/(losses) Property revaluation - - 21 Available-for-sale investments Fair value gains - - 562 Recycled to income statement - - (12) Shadow accounting - - (349) Other movements 20 (6) 15 Income tax relating to components of other comprehensive income - - (66) Acquisition of non-controlling interest in Mutual & Federal - - 129 Change in share-based payments reserve 4 - 4 At end of the year 215 5 3,391 Retained earnings were reduced by GBP478 million at 31 December 2010 in respect of own shares held in policyholders` funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings. Notes to the consolidated financial statements For the six months ended 30 June 2011 A Accounting policies A1 Basis of preparation The Group financial information contained herein has been prepared in accordance with the recognition and measurement principles of International Financial Reporting Standards adopted by the EU and in accordance with the requirements of IAS 34 `Interim Financial Reporting`. The Group`s results for the six months ended 30 June 2011 and the position at that date have been prepared using accounting policies consistent with those applied in the preparation of the Group`s 2010 Annual Report and Accounts. The Group financial information has been prepared on the going concern basis which the directors believe appropriate having tak en into consideration the matters discussed in the Group Finance Director`s Review in the section headed Risk and Uncertainties. The comparative figures for the financial year ended 31 December 2010 are not the Company`s statutory accounts for that financial year. Those accounts have been reported on by the Company`s auditors and delivered to the Registrar of Companies. The report of the auditors was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006. As previously reported the Group was in advanced stage negotiations at 31 December 2010 for the disposal of its life assurance operations in the United States, which represented almost the entirety of the US Life operating segment. Following US regulatory approval the disposal of US Life was completed on 7 April 2011. The sale represented the Group`s exit from the life assurance market in the United States and therefore met the criteria of a discontinued operation. Consequently the comparative information in the income statement, statement of comprehensive income, statement of cash flows and the related notes has been restated where applicable to reflect this. For the purposes of adjusted operating profit, US Life is classified as a non-core operation for the six months ended 30 June 2011. In preparing the comparative information for the six months ended June 2011 this has required restatement of the published comparatives. The statement of financial position at 30 June 2010 has not required restatement as US Life was not considered held for sale at that point in time. Comparative information for the year ended 31 December 2010 has not required restatement as the US Life operations were already classified as non- core and discontinued at the time of reporting full-year results for that period. Details of the impact are provided in notes G1 and G2. In preparing the consolidated financial statements for the six months ended 30 June 2011 the Emerging Markets business has included its Namibian business but excluded all other African businesses on the basis of their size and political uncertainties related to the ability to access economic benefits. This is consistent with prior periods but will be reconsidered for the full year. Nedbank and Mutual & Federal consolidate the results of all African businesses under their control. B Segment information B1 Basis of segmentation The Group`s core operations are Emerging Markets, Nordic, Retail Europe and Wealth Management (collectively Long Term Savings), Nedbank, Mutual & Federal, US Asset Management and Other (including the Group head office functions). The Bermuda business is regarded as non-core. This is consistent with the manner in which management and the Board of Directors considers information when making operating decisions and is the basis on which resources are allocated and performance assessed by management and the Board of Directors. It is consistent with that reported in the previous financial year. This information is presented to the Board in local currency but in preparing these financial statements has been presented in pounds sterling, the presentation currency of the Group. As detailed above US Life is classified as discontinued and as a result also non- core with the comparative segment information restated accordingly, resulting in a reduction in adjusted operating profit before tax and non-controlling interests of GBP14 million for the six months ended 30 June 2011. The Group generates revenue from four principal business activities: life assurance, asset management, banking and general insurance. The types of products and services from which each operating segment derives its revenues are as follows: Core operations Long Term Savings - Emerging Markets - life assurance and asset management - Nordic - life assurance, asset management and banking - Retail Europe - life assurance and asset management - Wealth Management - life assurance and asset management Other core operations - Nedbank - banking and asset management - Mutual & Federal - general insurance - US Asset Management - asset management - Other - other operating segments and business activities Non-core operations Non-core operations comprise Bermuda and, up until completion of disposal, US Life, with both businesses engaged in life assurance. Consolidation adjustments Adjusted operating profit is one of the key measures reported to the Group`s management and Board of Directors for their consideration in the allocation of resources to and the review of performance of the segments. The Group utilises additional measures to assess the performance of each of the segments, in particular the level of net client cash flow and funds under management. Additional performance measures considered by management and the Board of Directors in assessing the performance of the segments can be found in the Market Consistent Embedded Value supplementary information. Performance measures In the analysis that follows, consolidation adjustments include the elimination of inter-segment revenues, expenses, assets and liabilities together with the impacts of the consolidation of the Group`s interest in unit trusts, mutual funds and similar entities. B2 Adjusted operating profit statement - segment information six months ended 30 June 2011 GBPm Long Term Savings
Emerging Retail Markets Nordic Europe Revenue Gross earned premiums 1,321 65 14 Outward reinsurance (44) (4) (4) Net earned premiums 1,277 61 10 Investment return (non-banking) 1,006 (366) (55) Banking interest and similar income - 113 - Banking trading, investment and similar income - (2) - Fee and commission income, and income from service activities 198 135 101 Other income 32 4 1 Inter-segment revenues 28 11 3 Total revenues 2,541 (44) 60 Expenses Claims and benefits (including change in insurance contract provisions) (1,327) (51) (11) Reinsurance recoveries 47 4 1 Net claims and benefits incurred (1,280) (47) (10) Change in investment contract liabilities (324) 417 61 Losses on loans and advances - (2) (1) Finance costs (including interest and similar expenses) - - - Banking interest payable and similar expenses - (61) - Fee and commission expenses, and other acquisition costs (103) (33) (43) Other operating and administrative expenses (508) (141) (43) Change in third party interest in consolidated funds - - - Amortisation of PVIF and other acquired intangibles - - - Income tax attributable to policyholder returns (28) (27) - Inter-segment expenses (1) - (2) Total expenses (2,244) 106 (38) Share of associated undertakings` profit/(loss) after tax 2 (2) - Loss on disposal of subsidiaries, associated undertakings and strategic investments - - - Adjusted operating profit/(loss) before tax and non-controlling interests 299 60 22 Income tax (expense)/credit (65) (2) (7) Non-controlling interests - - - Adjusted operating profit/(loss) after tax and non-controlling interests 234 58 15 Adjusting items net of tax and non-controlling interests (41) (27) (15) Profit/(loss) after tax from continuing operations 193 31 - Profit from discontinued operations after tax - - - Profit/(loss) after tax attributable to equity holders of the parent 193 31 - Total Wealth Long Term Management Savings
Revenue Gross earned premiums 169 1,569 Outward reinsurance (40) (92) Net earned premiums 129 1,477 Investment return (non-banking) 184 769 Banking interest and similar income - 113 Banking trading, investment and similar income - (2) Fee and commission income, and income from service activities 493 927 Other income 8 45 Inter-segment revenues 2 44 Total revenues 816 3,373 Expenses Claims and benefits (including change in insurance contract provisions) (136) (1,525) Reinsurance recoveries 38 90 Net claims and benefits incurred (98) (1,435) Change in investment contract liabilities (167) (13) Losses on loans and advances - (3) Finance costs (including interest and similar expenses) - - Banking interest payable and similar expenses - (61) Fee and commission expenses, and other acquisition costs (268) (447) Other operating and administrative expenses (173) (865) Change in third party interest in consolidated funds - - Amortisation of PVIF and other acquired intangibles - - Income tax attributable to policyholder returns 4 (51) Inter-segment expenses (21) (24) Total expenses (723) (2,899) Share of associated undertakings` profit/(loss) after tax - - Loss on disposal of subsidiaries, associated undertakings and strategic investments - - Adjusted operating profit/(loss) before tax and non-controlling interests 93 474 Income tax (expense)/credit (13) (87) Non-controlling interests - - Adjusted operating profit/(loss) after tax and non-controlling interests 80 387 Adjusting items net of tax and non-controlling interests (42) (125) Profit/(loss) after tax from continuing operations 38 262 Profit from discontinued operations after tax - - Profit/(loss) after tax attributable to equity holders of the parent 38 262 B2 Adjusted operating profit statement - segment information six months ended 30 June 2010 (restated) continued Consolidation Nedbank M&F USAM Other adjustments - 375 - - - - (75) - - -
- 300 - - - - 28 8 28 89 1,881 - - - - 105 - - - - 515 16 223 - - 20 - 6 - 13 13 10 3 7 (88) 2,534 354 240 35 14 - (212) - - - - 18 - - - - (194) - - - - - - - -
(250) - - - - - - - (60) - (1,089) - - - - (1) (55) (6) - (23) (806) (46) (187) (39) (13) - - - - (66) - - - - - - - - - -
(29) (12) - (22) 88 (2,175) (307) (193) (121) (14) - - - 4 - - - - - -
359 47 47 (82) - (93) (11) (10) 10 - (128) (4) - (19) - 138 32 37 (91) - 6 (8) (5) (33) - 144 24 32 (124) - - - - - - 144 24 32 (124) - Adjusted Adjusting operating items Non-core IFRS Income profit (Note C1) operations* statement 1,944 - - 1,944 (167) - - (167) 1,777 - - 1,777 922 (86) 7 843 1,994 - - 1,994 103 - - 103 1,681 (46) - 1,635 84 - 10 94 (11) - 11 - 6,550 (132) 28 6,446 (1,737) - 36 (1,701) 108 - - 108 (1,629) - 36 (1,593) (13) - - (13) (253) - - (253) (60) (25) - (85) (1,150) (4) - (1,154) (532) 65 (29) (496) (1,956) 1 (11) (1,966) (66) - - (66) - (117) - (117)
(51) 51 - - 1 - (1) - (5,709) (29) (5) (5,743) 4 - - 4
- - - - 845 (161) 23 707 (191) (12) (2) (205) (151) 8 - (143) 503 (165) 21 359 (165) 165 - - 338 - 21 359 - - 130 130
338 - 151 489 * Non-core operations relates to Bermuda with the exception of GBP(4) million of inter-segment revenue and expenses and the profit from discontinued operations after tax, with these reflecting the results of US Life which has been classified as a discontinued operation as detailed in notes A1 and B1. Bermuda profit after tax for the six months ended 30 June 2011 was GBP25 million. Further detail on the results of discontinued operations is provided in note G1. B2 Adjusted operating profit statement - segment information six months ended 30 June 2010 (restated) GBPm Long Term Savings Emerging Retail
Markets Nordic Europe Revenue Gross earned premiums 1,111 61 13 Outward reinsurance (35) (3) (4) Net earned premiums 1,076 58 9 Investment return (non-banking) 541 190 238 Banking interest and similar income - 79 (1) Banking trading, investment and similar income - - - Fee and commission income, and income from service activities 180 114 99 Other income 20 9 - Inter-segment revenues 32 9 2 Total revenues 1,849 459 347 Expenses Claims and benefits (including change in insurance contract provisions) (891) (41) (14) Reinsurance recoveries 44 - 2 Net claims and benefits incurred (847) (41) (12) Change in investment contract liabilities (201) (141) (231) Losses on loans and advances - (2) (1) Finance costs (including interest and similar expenses) - - - Banking interest payable and similar expenses - (36) - Fee and commission expenses, and other acquisition costs (99) (29) (37) Other operating and administrative expenses (436) (128) (40) Change in third party interest in consolidated funds - - - Amortisation of PVIF and other acquired intangibles - - - Income tax attributable to policyholder returns 8 (24) - Inter-segment expenses (5) (1) (1) Total expenses (1,580) (402) (322) Share of associated undertakings` profit after tax - 1 - Loss on disposal of subsidiaries, associated undertakings and strategic investments - - - Adjusted operating profit/(loss) before tax and non-controlling interests 269 58 25 Income tax (expense)/credit (61) (13) (7) Non-controlling interests - - - Adjusted operating profit/(loss) after tax and non-controlling interests 208 45 18 Adjusting items net of tax and non-controlling interests (19) (39) (15) Profit/(loss) after tax from continuing operations 189 6 3 Profit from discontinued operations after tax - - - Profit/(loss) after tax attributable to equity holders of the parent 189 6 3 Total Long Wealth Term
Management Savings Revenue Gross earned premiums 163 1,348 Outward reinsurance (38) (80) Net earned premiums 125 1,268 Investment return (non-banking) 358 1,327 Banking interest and similar income - 78 Banking trading, investment and similar income - - Fee and commission income, and income from service activities 433 826 Other income 6 35 Inter-segment revenues 3 46 Total revenues 925 3,580 Expenses Claims and benefits (including change in insurance contract provisions) (151) (1,097) Reinsurance recoveries 38 84 Net claims and benefits incurred (113) (1,013) Change in investment contract liabilities (303) (876) Losses on loans and advances - (3) Finance costs (including interest and similar expenses) - - Banking interest payable and similar expenses - (36) Fee and commission expenses, and other acquisition costs (223) (388) Other operating and administrative expenses (186) (790) Change in third party interest in consolidated funds - - Amortisation of PVIF and other acquired intangibles - - Income tax attributable to policyholder returns 16 - Inter-segment expenses (21) (28) Total expenses (830) (3,134) Share of associated undertakings` profit after tax - 1 Loss on disposal of subsidiaries, associated undertakings and strategic investments - - Adjusted operating profit/(loss) before tax and non-controlling interests 95 447 Income tax (expense)/credit (11) (92) Non-controlling interests - - Adjusted operating profit/(loss) after tax and non-controlling interests 84 355 Adjusting items net of tax and non-controlling interests (45) (118) Profit/(loss) after tax from continuing operations 39 237 Profit from discontinued operations after tax - - Profit/(loss) after tax attributable to equity holders of the parent 39 237 B2 Adjusted operating profit statement - segment information year ended 31 December 2010 continued Consolidation Nedbank M&F USAM Other adjustments - 352 - - - - (67) - - - - 285 - - - - 25 (2) 35 (2) 1,927 - - - - 82 - - - - 408 11 231 - (5) 50 1 6 - 4 10 12 2 16 (95) 2,477 334 237 51 (98) - (233) - - - - 34 - - - - (199) - - - - - - - - (282) - - - - - - - (68) - (1,207) - - - - (2) (53) (9) - (19) (688) (42) (188) (33) (6) - - - - 28 - - - - - - - - - - (32) (8) - (22) 95 (2,211) (302) (197) (123) 98 - 1 - - - - - - - - 33 40 (72) - 266 (53) (8) (4) 2 - (106) (1) - (19) - 107 24 36 (89) - 6 (19) (17) (75) - 113 5 19 (164) - - - - - - 113 5 19 (164) - Adjusted Adjusting operating items Non-core IFRS Income profit (Note C1) operations* statement 1,700 - - 1,700 (147) - - (147) 1,553 - - 1,553 1,383 (71) (38) 1,274 2,005 - - 2,005 82 - - 82 1,471 (51) - 1,420 96 - 11 107 (9) (2) 11 - 6,581 (124) (16) 6,441 (1,330) - (21) (1,351) 118 - - 118 (1,212) - (21) (1,233) (876) - - (876) (285) - - (285) (68) (59) - (127) (1,243) (9) - (1,252) (471) 77 (12) (406) (1,747) 22 (11) (1,736) 28 - - 28 - (145) - (145) - - - - 5 - (5) -
(5,869) (114) (49) (6,032) 2 - - 2 - (22) - (22) 714 (260) (65) 389 (155) 26 - (129) (126) 11 - (115) 433 (223) (65) 145 (223) 223 - - 210 - (65) 145 - - 120 120 210 - 55 265 * Non-core operations relates to Bermuda with the exception of GBP(11) million of inter-segment revenue and expenses and the profit from discontinued operations after tax, with these reflecting the results of US Life which has been classified as a discontinued operation as detailed in notes A1 and B1. Bermuda loss after tax for the six months ended 30 June 2010 was GBP(54) million. Further detail on the results of discontinued operations is provided in note G1. B2 Adjusted operating profit statement - segment information year ended 31 December 2010 GBPm Long Term Savings Emerging Retail Markets Nordic Europe
Revenue Gross earned premiums 2,353 122 28 Outward reinsurance (72) (5) (8) Net earned premiums 2,281 117 20 Investment return (non-banking) 4,072 1,144 392 Banking interest and similar income - 169 - Banking trading, investment and similar income - 5 - Fee and commission income, and income from service activities 372 238 198 Other income 72 8 - Inter-segment revenues 54 20 5 Total revenues 6,851 1,701 615 Expenses Claims and benefits (including change in insurance contract provisions) (3,943) (83) (25) Reinsurance recoveries 83 5 5 Net claims and benefits incurred (3,860) (78) (20) Change in investment contract liabilities (1,261) (1,066) (382) Losses on loans and advances - (4) (1) Finance costs (including interest and similar expenses) - - - Banking interest payable and similar expenses - (78) - Fee and commission expenses, and other acquisition costs (219) (62) (75) Other operating and administrative expenses (941) (255) (84) Change in third party interest in consolidated funds - - - Amortisation of PVIF and other acquired intangibles - - - Income tax attributable to policyholder returns (32) (48) - Inter-segment expenses (2) (2) (2) Total expenses (6,315) (1,593) (564) Share of associated undertakings` profit/(loss) after tax 3 2 - Loss on disposal of subsidiaries, associated undertakings and strategic investments - - - Adjusted operating profit/(loss) before tax and non-controlling interests 539 110 51 Income tax (expense)/credit (146) (20) (13) Non-controlling interests (1) - - Adjusted operating profit/(loss) after tax and non-controlling interests 392 90 38 Adjusting items net of tax and non-controlling interests (1) (87) (25) Profit/(loss) after tax from continuing operations 391 3 13 Loss from discontinued operations after tax - - - Profit/(loss) after tax attributable to equity holders of the parent 391 3 13 Total Wealth Long Term Management Savings
Revenue Gross earned premiums 351 2,854 Outward reinsurance (79) (164) Net earned premiums 272 2,690 Investment return (non-banking) 4,409 10,017 Banking interest and similar income - 169 Banking trading, investment and similar income - 5 Fee and commission income, and income from service activities 912 1,720 Other income 11 91 Inter-segment revenues 12 91 Total revenues 5,616 14,783 Expenses Claims and benefits (including change in insurance contract provisions) (303) (4,354) Reinsurance recoveries 75 168 Net claims and benefits incurred (228) (4,186) Change in investment contract liabilities (4,190) (6,899) Losses on loans and advances - (5) Finance costs (including interest and similar expenses) - - Banking interest payable and similar expenses - (78) Fee and commission expenses, and other acquisition costs (500) (856) Other operating and administrative expenses (390) (1,670) Change in third party interest in consolidated funds - - Amortisation of PVIF and other acquired intangibles - - Income tax attributable to policyholder returns (69) (149) Inter-segment expenses (43) (49) Total expenses (5,420) (13,892) Share of associated undertakings` profit/(loss) after tax 1 6 Loss on disposal of subsidiaries, associated undertakings and strategic investments - - Adjusted operating profit/(loss) before tax and non-controlling interests 197 897 Income tax (expense)/credit (44) (223) Non-controlling interests - (1) Adjusted operating profit/(loss) after tax and non-controlling interests 153 673 Adjusting items net of tax and non-controlling interests (140) (253) Profit/(loss) after tax from continuing operations 13 420 Loss from discontinued operations after tax - - Profit/(loss) after tax attributable to equity holders of the parent 13 420 B2 Adjusted operating profit statement - segment information year ended 31 December 2010 continued Consolidation Nedbank M&F USAM Other adjustments - 728 - - - - (140) - - - - 588 - - - - 56 16 61 435 3,913 - - - - 199 - - - - 946 28 465 1 - 35 - 9 (1) 3 20 20 4 29 (207) 5,113 692 494 90 231 - (436) - - - - 58 - - - - (378) - - - - - - - - (548) - - 1 - - - - (128) - (2,422) - - - - (3) (109) (23) - (36) (1,485) (83) (384) (93) (14) - - - - (388) - - - - - - - - - - (54) (20) - (77) 207 (4,512) (590) (407) (297) (231) - 1 - - - - - - - - 601 103 87 (207) - (128) (24) (17) 45 - (232) (5) - (41) - 241 74 70 (203) - 10 (11) (20) (151) - 251 63 50 (354) - - - - - - 251 63 50 (354) - Adjusted Adjusting operating items Non-core IFRS Income profit (Note C1) operations* statement 3,582 - - 3,582 (304) - (1) (305) 3,278 - (1) 3,277 10,585 (93) 299 10,791 4,082 - - 4,082 204 - - 204 3,160 (99) - 3,061 137 - 22 159 (43) - 43 - 21,403 (192) 363 21,574 (4,790) - (249) (5,039) 226 - 1 227 (4,564) - (248) (4,812) (6,899) - - (6,899) (552) - - (552) (128) (141) - (269) (2,500) (19) - (2,519) (1,027) 149 (85) (963) (3,729) 40 (26) (3,715) (388) - - (388) - (297) - (297)
(149) 149 - - 7 - (7) - (19,929) (119) (366) (20,414) 7 - - 7
- (22) - (22) 1,481 (333) (3) 1,145 (347) (113) 4 (456) (279) 21 - (258) 855 (425) 1 431 (425) 425 - - 430 - 1 431 - - (713) (713)
430 - (712) (282) * Non-core operations relates to Bermuda with the exception of GBP(21) million of inter-segment revenue and expenses and the loss from discontinued operations after tax, with these reflecting the results of US Life which has been classified as a discontinued operation as detailed in notes A1 and B1. Bermuda profit after tax for the year ended 31 December 2010 was GBP22 million. Further detail on the results of discontinued operations is provided in note G1. B3 Gross earned premiums GBPm Long Term Savings Emerging Retail Six months ended 30 June 2011 Markets Nordic Europe Life assurance - insurance contracts 819 65 14 Life assurance - investment contracts with discretionary participation features 502 - - General insurance - - - Gross earned premiums 1,321 65 14 Life assurance - other investment contracts recognised as deposits 1,030 627 318 Total
Wealth Long Term Six months ended 30 June 2011 Management Savings Life assurance - insurance contracts 169 1,067 Life assurance - investment contracts with discretionary participation features - 502 General insurance - - Gross earned premiums 169 1,569 Life assurance - other investment contracts recognised as deposits 3,000 4,975 Total - Total core Non-core continuing Nedbank M&F USAM operations operations operations - - - 1,067 - 1,067 - - - 502 - 502 - 375 - 375 - 375 - 375 - 1,944 - 1,944 - - - 4,975 - 4,975 GBPm Long Term Savings Emerging Retail
Markets Nordic Europe Six months ended 30 June 2010 Life assurance - insurance contracts 726 61 13 Life assurance - investment contracts with discretionary participation features 385 - - General insurance - - - Gross earned premiums 1,111 61 13 Life assurance - other investment contracts recognised as deposits 983 561 365 Total Wealth Long Term Management Savings
Six months ended 30 June 2010 Life assurance - insurance contracts 163 963 Life assurance - investment contracts with discretionary participation features - 385 General insurance - - Gross earned premiums 163 1,348 Life assurance - other investment contracts recognised as deposits 3,489 5,398 Total - continuing Total core Non-core operations Nedbank M&F USAM operations operations Restated - - - 963 - 963 - - - 385 - 385 - 352 - 352 - 352 - 352 - 1,700 - 1,700 - - - 5,398 - 5,398 GBPm Long Term Savings Emerging Retail
Year ended 31 December 2010 Markets Nordic Europe Life assurance - insurance contracts 1,498 122 28 Life assurance - investment contracts with discretionary participation features 855 - - General insurance - - - Gross earned premiums 2,353 122 28 Life assurance - other investment contracts recognised as deposits 1,829 1,040 656 Total Wealth Long Term Year ended 31 December 2010 Management Savings Life assurance - insurance contracts 351 1,999 Life assurance - investment contracts with discretionary participation features - 855 General insurance - - Gross earned premiums 351 2,854 Life assurance - other investment contracts recognised as deposits 6,287 9,812 Total - Total core Non-core continuing
Nedbank M&F USAM operations operations operations - - - 1,999 - 1,999 - - - 855 - 855 - 728 - 728 - 728 - 728 - 3,582 - 3,582 - - - 9,812 - 9,812 B4 Impairments of financial assets GBPm
6 months 6 months Year ended ended ended 30 June 2011 30 June 2010 31 December 2010 Nordic - 3 4 Total Long Term Savings - 3 4 Nedbank 22 282 547 Total 22 285 551 B5 Funds under management GBPm Long Term Savings Emerging Retail As at 30 June 2011 Markets Nordic Europe Life assurance policyholder funds 29,570 11,923 4,529 Unit trusts and mutual funds 10,475 1,640 387 Third party client funds 10,757 - - Total client funds under management 50,802 13,563 4,916 Shareholder funds 2,764 483 255 Total funds under management 53,566 14,046 5,171 Total Wealth Long Term
As at 30 June 2011 Management Savings Life assurance policyholder funds 41,062 87,084 Unit trusts and mutual funds 15,625 28,127 Third party client funds - 10,757 Total client funds under management 56,687 125,968 Shareholder funds 1,023 4,525 Total funds under management 57,710 130,493 Nedbank M&F USAM Total core Non-core operations operations Total 868 - 3,444 91,396 2,459 93,855 5,697 - 4,813 38,637 - 38,637 3,977 - 153,104 167,838 - 167,838 10,542 - 161,361 297,871 2,459 300,330 - 200 228 4,953 - 4,953 10,542 200 161,589 302,824 2,459 305,283 GBPm
Long Term Savings Emerging Retail As at 30 June 2010 Markets Nordic Europe Life assurance policyholder funds 25,636 9,509 3,731 Unit trusts and mutual funds 8,677 1,465 370 Third party client funds 9,469 - - Total client funds under management 43,782 10,974 4,101 Shareholder funds 2,370 408 199 Total funds under management 46,152 11,382 4,300 Total Wealth Long Term As at 30 June 2010 Management Savings Life assurance policyholder funds 35,636 74,512 Unit trusts and mutual funds 12,239 22,751 Third party client funds - 9,469 Total client funds under management 47,875 106,732 Shareholder funds 899 3,876 Total funds under management 48,774 110,608 Total core Non-core Nedbank M&F USAM operations operations Total 711 - 7,667 82,890 9,935 92,825 4,341 - 3,992 31,084 - 31,084 3,973 - 150,706 164,148 - 164,148 9,025 - 162,365 278,122 9,935 288,057
- 171 192 4,239 - 4,239 9,025 171 162,557 282,361 9,935 292,296 GBPm Long Term Savings
Emerging Retail As at 31 December 2010 Markets Nordic Europe Life assurance policyholder funds 31,750 11,722 4,317 Unit trusts and mutual funds 10,613 1,800 398 Third party client funds 11,732 - - Total client funds under management 54,095 13,522 4,715 Shareholder funds 2,882 431 245 Total funds under management 56,977 13,953 4,960 Total Wealth Long Term As at 31 December 2010 Management Savings Life assurance policyholder funds 40,401 88,190 Unit trusts and mutual funds 14,525 27,336 Third party client funds - 11,732 Total client funds under management 54,926 127,258 Shareholder funds 958 4,516 Total funds under management 55,884 131,774 Total core Non-core Nedbank M&F USAM operations operations Total 846 - 3,846 92,882 13,489 106,371
5,713 - 4,974 38,023 - 38,023 4,164 - 157,555 173,451 - 173,451 10,723 - 166,375 304,356 13,489 317,845 - 210 226 4,952 - 4,952
10,723 210 166,601 309,308 13,489 322,797 B6 Statement of financial position - segment information at 30 June 2011 GBPm Long Term Savings
Emerging Retail At 30 June 2011 Markets Nordic Europe Assets Goodwill and other intangible assets 125 981 530 Mandatory reserve deposits with central banks - - - Property, plant and equipment 357 10 4 Investment property 1,610 - - Deferred tax assets 83 83 28 Investments in associated undertakings and joint ventures 24 4 - Deferred acquisition costs 130 77 345 Reinsurers` share of life assurance policyholder liabilities 34 15 7 Reinsurers` share of general insurance liabilities - - - Loans and advances 419 5,521 1 Investments and securities 33,130 13,851 4,692 Current tax receivable 11 1 14 Client indebtedness for acceptances - - - Trade, other receivables and other assets 986 161 66 Derivative financial instruments - assets 527 11 - Cash and cash equivalents 217 538 88 Non-current assets held for sale - - - Inter-segment assets 1,189 207 64 Total assets 38,842 21,460 5,839 Liabilities Life assurance policyholder liabilities 33,816 12,465 4,692 General insurance liabilities - - - Third-party interests in consolidated funds - - - Borrowed funds 276 2 - Provisions 157 (46) 5 Deferred revenue 18 2 225 Deferred tax liabilities 235 102 111 Current tax payable 104 35 19 Trade, other payables and other liabilities 1,903 237 76 Liabilities under acceptances - - - Amounts owed to bank depositors - 6,769 - Derivative financial instruments - liabilities 162 9 - Inter-segment liabilities 163 - 3 Total liabilities 36,834 19,575 5,131 Net assets 2,008 1,885 708 Equity Equity attributable to equity holders of the parent 2,007 1,885 708 Non-controlling interests 1 - - Non-controlling interests - ordinary shares 1 - - Non-controlling interests - preference shares - - - Total equity 2,008 1,885 708 Total Wealth Long Term At 30 June 2011 Management Savings Assets Goodwill and other intangible assets 1,412 3048 Mandatory reserve deposits with central banks - - Property, plant and equipment 14 385 Investment property - 1,610 Deferred tax assets 31 225 Investments in associated undertakings and joint ventures - 28 Deferred acquisition costs 885 1,437 Reinsurers` share of life assurance policyholder liabilities 1,029 1,085 Reinsurers` share of general insurance liabilities - - Loans and advances 194 6,135 Investments and securities 41,471 93,144 Current tax receivable 66 92 Client indebtedness for acceptances - - Trade, other receivables and other assets 337 1,550 Derivative financial instruments - assets - 538 Cash and cash equivalents 455 1,298 Non-current assets held for sale 5 5 Inter-segment assets 258 1,718 Total assets 46,157 112,298 Liabilities Life assurance policyholder liabilities 42,327 93,300 General insurance liabilities - - Third-party interests in consolidated funds - - Borrowed funds - 278 Provisions 49 165 Deferred revenue 518 763 Deferred tax liabilities 198 646 Current tax payable 41 199 Trade, other payables and other liabilities 593 2,809 Liabilities under acceptances - - Amounts owed to bank depositors 4 6,773 Derivative financial instruments - liabilities 1 172 Inter-segment liabilities 468 634 Total liabilities 44,199 105,739 Net assets 1,958 6,559 Equity Equity attributable to equity holders of the parent 1,958 6,558 Non-controlling interests - 1 Non-controlling interests - ordinary shares - 1 Non-controlling interests - preference shares - - Total equity 1,958 6,559 Nedbank M&F USAM Bermuda 604 28 1,140 - 1,073 - - - 537 24 13 1 19 - - -
21 15 135 - 108 2 8 - 1 17 12 98 29 - - -
- 115 - - 43,221 2 - - 7,180 452 220 2,052 57 - - -
254 - - - 697 90 149 959 763 - - - 1,081 137 142 59 1 - - - 227 25 2 604 55,873 907 1,821 3,773 848 - - 3,281
- 386 - - - - - - 2,511 - 10 - (6) 30 2 -
- 10 - - 155 11 - - 5 2 4 1 1,204 125 179 19 254 - - - 44,791 - - - 819 - - 1 688 2 737 -
51,269 566 932 3,302 4,604 341 889 471 2,599 322 860 471 2,005 19 29 - 1,734 19 29 - 271 - - - 4,604 341 889 471 Consolidation
Other adjustments Total 13 - 4,833 - - 1,073 2 - 962
- 351 1,980 - - 396 30 - 176 - - 1,565
- - 1,114 - - 115 59 - 49,417 54 3,326 106,428
2 - 151 - - 254 39 660 4,144 138 331 1,770
781 1,028 4,526 - - 6 982 (3,558) - 2,100 2,138 178,910 - - 97,429 - - 386 - 4,711 4,711 1,698 - 4,497 39 - 230 - - 773 18 - 830 33 - 244
110 660 5,106 - - 254 - - 51,564 38 325 1,355
1,497 (3,558) - 3,433 2,138 167,379 (1,333) - 11,531 (1,779) - 9,031 446 - 2,500 - - 1,783 446 - 717 (1,333) - 11,531 B6 Statement of financial position - segment information at 30 June 2010 GBPm Long Term Savings Emerging Retail
At 30 June 2010 Markets Nordic Europe Assets Goodwill and other intangible assets 109 960 510 Mandatory reserve deposits with central banks - - - Property, plant and equipment 345 11 3 Investment property 1,648 - - Deferred tax assets 66 94 70 Investments in associated undertakings and joint ventures 28 1 - Deferred acquisition costs 126 56 261 Reinsurers` share of life assurance policyholder liabilities 19 8 7 Reinsurers` share of general insurance liabilities - - - Loans and advances 285 4,444 1 Investments and securities 28,185 11,145 3,854 Current tax receivable 6 4 18 Client indebtedness for acceptances - - - Trade, other receivables and other assets 727 164 55 Derivative financial instruments - assets 322 6 - Cash and cash equivalents 384 374 73 Non-current assets held for sale - - - Inter-segment assets 1,078 44 31 Total assets 33,328 17,311 4,883 Liabilities Life assurance business policyholder liabilities 29,364 9,704 3,852 General insurance liabilities - - - Third-party interests in consolidated funds - - - Borrowed funds 283 2 - Provisions 143 (14) 4 Deferred revenue 22 1 148 Deferred tax liabilities 203 109 172 Current tax payable 64 25 2 Trade, other payables and other liabilities 1,456 260 76 Liabilities under acceptances - - - Amounts owed to bank depositors - 5,666 - Derivative financial instruments - liabilities 109 14 4 Inter-segment liabilities 87 4 1 Total liabilities 31,731 15,771 4,259 Net assets 1,597 1,540 624 Equity Equity attributable to equity holders of the parent 1,593 1,540 624 Non-controlling interests 4 - - Non-controlling interests - ordinary shares 4 - - Non-controlling interests - preference shares - - - Total equity 1,597 1,540 624 Total
Wealth Long Term At 30 June 2010 Management Savings Assets Goodwill and other intangible assets 1,536 3,115 Mandatory reserve deposits with central banks - - Property, plant and equipment 14 373 Investment property - 1,648 Deferred tax assets 24 254 Investments in associated undertakings and joint ventures - 29 Deferred acquisition costs 828 1,271 Reinsurers` share of life assurance policyholder liabilities 744 778 Reinsurers` share of general insurance liabilities - - Loans and advances 165 4,895 Investments and securities 36,151 79,335 Current tax receivable 106 134 Client indebtedness for acceptances - - Trade, other receivables and other assets 243 1,189 Derivative financial instruments - assets - 328 Cash and cash equivalents 223 1,054 Non-current assets held for sale 7 7 Inter-segment assets 250 1,403 Total assets 40,291 95,813 Liabilities Life assurance business policyholder liabilities 36,531 79,451 General insurance liabilities - - Third-party interests in consolidated funds - - Borrowed funds - 285 Provisions 33 166 Deferred revenue 481 652 Deferred tax liabilities 138 622 Current tax payable 38 129 Trade, other payables and other liabilities 515 2,307 Liabilities under acceptances - - Amounts owed to bank depositors - 5,666 Derivative financial instruments - liabilities - 127 Inter-segment liabilities 169 261 Total liabilities 37,905 89,666 Net assets 2,386 6,147 Equity Equity attributable to equity holders of the parent 2,386 6,143 Non-controlling interests - 4 Non-controlling interests - ordinary shares - 4 Non-controlling interests - preference shares - - Total equity 2,386 6,147 Nedbank M&F USAM Other 568 31 1,233 13
985 - - - 454 23 18 3 18 - - - 36 10 162 9
83 1 8 24 2 16 26 - 27 - - - - 125 - -
40,117 2 - - 6,341 464 184 39 32 - - - 159 - - -
541 93 128 58 1,115 - - 89 704 90 160 299 - - 11 -
161 29 - 1,467 51,343 884 1,930 2,001 712 - - - - 389 - -
- - - - 2,237 - - 1,406 (4) 25 3 36 1 8 - -
153 7 - 22 13 1 8 39 1,164 120 171 106 159 - - -
41,450 - - - 952 - - 50 496 - 1,324 1,483 47,333 550 1,506 3,142 4,010 334 424 (1,141) 2,296 321 392 (1,587) 1,714 13 32 446 1,443 13 32 - 271 - - 446 4,010 334 424 (1,141) Consolidation Bermuda US Life adjustments Total 1 42 - 5,003 - - - 985 - - - 871 - - 360 2,026 - 197 - 668 - - - 145 192 1,589 - 3,096 - 520 - 1,325 - - - 125 - 57 - 45,071 2,870 11,264 1,773 102,270 - - - 166 - - - 159 919 276 576 3,780 6 57 338 1,933 55 8 897 3,267 - - - 18 614 62 (3,736) - 4,657 14,072 208 170,908 4,224 12,439 - 96,826 - - - 389 - - 2,860 2,860 - - - 3,928 - - - 226 - - - 661 - 126 - 930 6 2 - 198 8 261 762 4,899 - - - 159 - - - 47,116 - 9 322 1,460 - 172 (3,736) - 4,238 13,009 208 159,652 419 1,063 - 11,256 419 1,063 - 9,047 - - - 2,209 - - - 1,492 - - - 717 419 1,063 - 11,256 B6 Statement of financial position - segment information at 31 December 2010 GBPm Long Term Savings Emerging Retail At 31 December 2010 Markets Nordic Europe Assets Goodwill and other intangible assets 120 995 522 Mandatory reserve deposits with central banks - - - Property, plant and equipment 396 12 3 Investment property 1,679 - - Deferred tax assets 96 78 27 Investments in associated undertakings and joint ventures 26 4 - Deferred acquisition costs 139 66 316 Reinsurers` share of life assurance policyholder liabilities 24 12 8 Reinsurers` share of general insurance liabilities - - - Loans and advances 343 5,216 1 Investments and securities 34,519 13,392 4,466 Current tax receivable 4 1 9 Client indebtedness for acceptances - - - Trade, other receivables and other assets 854 191 58 Derivative financial instruments - assets 557 10 - Cash and cash equivalents 1,141 198 93 Non-current assets held for sale - - - Inter-segment assets 947 58 56 Total assets 40,845 20,233 5,559 Liabilities Life assurance policyholder liabilities 35,676 12,248 4,460 General insurance liabilities - - - Third-party interests in consolidated funds - - - Borrowed funds 291 2 - Provisions 158 (38) 4 Deferred revenue 22 1 197 Deferred tax liabilities 225 98 124 Current tax payable 123 12 4 Trade, other payables and other liabilities 2,246 259 94 Liabilities under acceptances - - - Amounts owed to bank depositors - 5,957 - Derivative financial instruments - liabilities 135 10 - Non-current liabilities held for sale - - - Inter-segment liabilities 123 1 4 Total liabilities 38,999 18,550 4,887 Net assets 1,846 1,683 672 Equity Equity attributable to equity holders of the parent 1,847 1,683 672 Non-controlling interests (1) - - Non-controlling interests - ordinary shares (1) - - Non-controlling interests - preference shares - - - Total equity 1,846 1,683 672 Total
Wealth Long Term At 31 December 2010 Management Savings Assets Goodwill and other intangible assets 1,463 3,100 Mandatory reserve deposits with central banks - - Property, plant and equipment 16 427 Investment property - 1,679 Deferred tax assets 27 228 Investments in associated undertakings and joint ventures 1 31 Deferred acquisition costs 855 1,376 Reinsurers` share of life assurance policyholder liabilities 907 951 Reinsurers` share of general insurance liabilities - - Loans and advances 185 5,745 Investments and securities 40,856 93,233 Current tax receivable 95 109 Client indebtedness for acceptances - - Trade, other receivables and other assets 274 1,377 Derivative financial instruments - assets - 567 Cash and cash equivalents 336 1,768 Non-current assets held for sale 6 6 Inter-segment assets 294 1,355 Total assets 45,315 111,952 Liabilities Life assurance policyholder liabilities 41,468 93,852 General insurance liabilities - - Third-party interests in consolidated funds - - Borrowed funds 1 294 Provisions 50 174 Deferred revenue 498 718 Deferred tax liabilities 224 671 Current tax payable 65 204 Trade, other payables and other liabilities 544 3,143 Liabilities under acceptances - - Amounts owed to bank depositors - 5,957 Derivative financial instruments - liabilities - 145 Non-current liabilities held for sale - - Inter-segment liabilities 99 227 Total liabilities 42,949 105,385 Net assets 2,366 6,567 Equity Equity attributable to equity holders of the parent 2,366 6,568 Non-controlling interests - (1) Non-controlling interests - ordinary shares - (1) Non-controlling interests - preference shares - - Total equity 2,366 6,567 Nedbank M&F USAM Other 637 33 1,181 14 1,079 - - - 546 25 16 1 19 - - 1
28 12 148 - 96 2 8 25 1 19 14 - 31 - - -
- 122 - - 46,032 1 - - 6,886 553 218 109 47 - - -
190 - - - 943 84 138 62 1,350 - - 109 841 131 171 458
1 - - - 202 23 4 975 58,929 1,005 1,898 1,754 846 - - -
- 397 - - - - - - 2,456 - 11 1,443 (4) 40 3 47
1 11 - - 158 13 - 16 12 1 7 13 1,717 114 210 120 190 - - - 47,279 - - - 1,172 - - 102 - - - -
431 2 803 1,860 54,258 578 1,034 3,601 4,671 427 864 (1,847) 2,643 409 832 (2,293) 2,028 18 32 446 1,714 18 32 - 314 - - 446 4,671 427 864 (1,847) Consolidation Bermuda US Life adjustment Total - - - 4,965 - - - 1,079
- - - 1,015 - - 341 2,040 - - - 416 - - - 162
124 - - 1,534 - - - 982 - - - 122 - - - 51,778
2,567 - 2,587 106,153 - - - 156 - - - 190 1,038 - 292 3,934 1 - 476 2,503 74 - 689 4,132 - 12,384 - 12,391 874 47 (3,480) -
4,678 12,431 905 193,552 3,933 - - 98,631 - - - 397 - - 3,584 3,584
- - - 4,204 - - - 260 - - - 730 - - - 858
1 - - 238 7 - 350 5,661 - - - 190 - - - 53,236
- - 451 1,870 - 12,219 - 12,219 - 157 (3,480) - 3,941 12,376 905 182,078 737 55 - 11,474 737 55 - 8,951 - - - 2,523 - - - 1,763
- - - 760 737 55 - 11,474 C Other key performance information C1 Operating profit adjusting items (a) Summary of adjusting items In determining the adjusted operating profit of the Group certain adjustments are made to profit before tax to reflect the directors` view of the underlying long-term performance of the Group. The following table shows an analysis of those adjustments from adjusted operating profit to profit before and after tax. GBPm Long Term Savings Emerging Retail
Six months ended 30 June 2011 Notes Markets Nordic Europe Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (1) (29) (20) Short-term fluctuations in investment return C1(d) (23) - - Investment return adjustment for Group equity and debt instruments held in life funds C1(e) (31) - - Dividends declared to holders of perpetual preferred callable securities C1(f) - - - Credit-related fair value adjustments on Group debt instruments C1(h) - - - Total adjusting items (55) (29) (20) Tax on adjusting items 14 2 5 Non-controlling interest in adjusting items - - - Total adjusting items after tax and non-controlling interests (41) (27) (15) Wealth Long Term Six months ended 30 June 2011 Management Savings Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (43) (93) Short-term fluctuations in investment return C1(d) (14) (37) Investment return adjustment for Group equity and debt instruments held in life funds C1(e) - (31) Dividends declared to holders of perpetual preferred callable securities C1(f) - - Credit-related fair value adjustments on Group debt instruments - - Total adjusting items (57) (161) Tax on adjusting items 15 36 Non-controlling interest in adjusting items - - Total adjusting items after tax and non-controlling interests (42) (125) Nedbank M&F USAM Other Total C1(b) (3) - (2) - (98) C1(d) - (11) - (6) (54) C1(e) - - - - (31) C1(f) - - - 22 22 C1(h) (4) - - (47) (51) (7) (11) (2) (31) (212)
2 2 1 (2) 39 11 1 (4) - 8 6 (8) (5) (33) (165) GBPm
Long Term Savings Emerging Retail Six months ended 30 June 2010* Notes Markets Nordic Europe Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (1) (40) (21) Loss on disposal of subsidiaries, associated undertakings and strategic investments C1(c) - - - Short-term fluctuations in investment return C1(d) (39) - - Investment return adjustment for Group equity and debt instruments held in life funds C1(e) 19 - - Dividends declared to holders of perpetual preferred callable securities C1(f) - - - US Asset Management equity plans and non-controlling interests C1(g) Credit-related fair value adjustments on Group debt instruments - - - C1(h) - - - Total adjusting items (21) (40) (21) Tax on adjusting items 2 1 6 Non-controlling interest in adjusting items - - - Total adjusting items after tax and non-controlling interests (19) (39) (15) Wealth Long Term Six months ended 30 June 2010* Management Savings Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (38) (100) Loss on disposal of subsidiaries, associated undertakings and strategic investments C1(c) - - Short-term fluctuations in investment return C1(d) (19) (58) Investment return adjustment for Group equity and debt instruments held in life funds C1(e) - 19 Dividends declared to holders of perpetual preferred callable securities C1(f) - - US Asset Management equity plans and non-controlling interests C1(g) - - Credit-related fair value adjustments on Group debt instruments C1(h) - - Total adjusting items (57) (139) Tax on adjusting items 12 21 Non-controlling interest in adjusting items - - Total adjusting items after tax and non-controlling interests (45) (118) Nedbank M&F USAM Other Total C1(b) - - (1) - (101) C1(c) (2) - (20) - (22) C1(d) - (19) - (12) (89) C1(e) - - - - 19 C1(f) - - - 22 22 C1(g) - - 1 - 1 C1(h) (9) - - (81) (90) (11) (19) (20) (71) (260) 3 - 6 (4) 26 14 - (3) - 11
6 (19) (17) (75) (223) * The results for the six months ended 30 June 2010 have been restated to reflect US Life as a discontinued operation. GBPm
Long Term Savings Emerging Year ended 31 December 2010 Notes Markets Nordic Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (2) (89) Loss on disposal of subsidiaries, associated undertakings and strategic investments C1(c) - - Short-term fluctuations in investment return C1(d) 1 (1) Investment return adjustment for Group equity and debt instruments held in life funds C1(e) (10) - Dividends declared to holders of perpetual preferred callable securities C1(f) - - US Asset Management equity plans and non-controlling interests C1(g) - - Credit-related fair value adjustments on Group debt instruments C1(h) - - Total adjusting items (11) (90) Tax on adjusting items 10 3 Non-controlling interest in adjusting items - - Total adjusting items after tax and non-controlling interests (1) (87) Retail Wealth Long Term Year ended 31 December 2010 Europe Management Savings Income/(expense) Goodwill impairment and impact of acquisition accounting C1(b) (41) (74) (206) Loss on disposal of subsidiaries, associated undertakings and strategic investments C1(c) - - - Short-term fluctuations in investment return C1(d) 1 (71) (70) Investment return adjustment for Group equity and debt instruments held in life funds C1(e) - - (10) Dividends declared to holders of perpetual preferred callable securities C1(f) - - - US Asset Management equity plans and non-controlling interests C1(g) - - - Credit-related fair value adjustments on Group debt instruments C1(h) - - - Total adjusting items (40) (145) (286) Tax on adjusting items 15 5 33 Non-controlling interest in adjusting items - - - Total adjusting items after tax and non-controlling interests (25) (140) (253) Nedbank M&F USAM Other Total C1(b) (6) - (2) - (214) C1(c) (1) - (21) - (22) C1(d) - (7) - (6) (83) C1(e) - - - - (10) C1(f) - - - 44 44 C1(g) - - 6 - 6 C1(h) (20) - - (183) (203) (27) (7) (17) (145) (482) 7 (4) 6 (6) 36 30 - (9) - 21
10 (11) (20) (151) (425) (b) Goodwill impairment and impact of acquisition accounting In applying acquisition accounting in accordance with IFRS deferred acquisition costs and deferred revenue are not recognised. These are reversed in the acquisition statement of financial position and replaced by goodwill, other intangible assets and the value of the acquired present value of in- force business (`acquired PVIF`). In determining its adjusted operating profit the Group recognises deferred revenue and acquisition costs in relation to policies sold by acquired businesses pre-acquisition, and excludes the impairment of goodwill and the amortisation of acquired other intangibles and acquired PVIF. Goodwill impairment and acquisition accounting adjustments to adjusted operating profit are summarised below: GBPm Emerging Retail Wealth Six months ended 30 June 2011 Markets Nordic Europe Management Amortisation of acquired PVIF - (26) (10) (36) Amortisation of acquired deferred costs and revenue - 11 (3) 11 Amortisation of other acquired intangible assets (1) (14) (7) (18) (1) (29) (20) (43) Six months ended 30 June 2011 Nedbank USAM Total Amortisation of acquired PVIF - - (72) Amortisation of acquired deferred costs and revenue - - 19 Amortisation of other acquired intangible assets (3) (2) (45) (3) (2) (98) GBPm Emerging Retail Wealth
Six months ended 30 June 2010* Markets Nordic Europe Management Amortisation of acquired PVIF - (57) (10) (38) Amortisation of acquired deferred costs and revenue - 13 (4) 14 Amortisation of other acquired intangible assets (1) (13) (7) (18) Change in acquisition date provisions - 17 - 4 (1) (40) (21) (38) Six months ended 30 June 2010* Nedbank USAM Total Amortisation of acquired PVIF - - (105) Amortisation of acquired deferred costs and revenue - - 23 Amortisation of other acquired intangible assets - (1) (40) Change in acquisition date provisions - - 21 - (1) (101) GBPm
Emerging Retail Wealth Year ended 31 December 2010 Markets Nordic Europe Management Amortisation of acquired PVIF - (116) (21) (77) Amortisation of acquired deferred costs and revenue - 23 (7) 34 Amortisation of other acquired intangible assets (1) (26) (13) (35) Change in acquisition date provisions - 30 - 4 Goodwill impairment (1) - - - (2) (89) (41) (74) Year ended 31 December 2010 Nedbank USAM Total Amortisation of acquired PVIF - - (214) Amortisation of acquired deferred costs and revenue - - 50 Amortisation of other acquired intangible assets (6) (2) (83) Change in acquisition date provisions - - 34 Goodwill impairment - - (1) (6) (2) (214) * The results for the six months ended 30 June 2010 have been restated to reflect US Life as a discontinued operation. (c) Loss on disposal of subsidiaries, associated undertakings and strategic investments The loss on the disposal of subsidiaries, associated undertakings and strategic investments is analysed below. GBPm 6 months 6 months Year ended ended 30 June ended 30 June 31 December 2011 2010 2010
Nedbank - (2) (1) USAM - (20) (21) Loss on disposal of subsidiaries, associated undertakings and strategic investments - (22) (22) (d) Long term investment return Profit before tax includes actual investment returns earned on the shareholder assets of the Group`s life assurance and general insurance businesses. Adjusted operating profit is stated after recalculating shareholder asset investment returns based on a long-term investment return rate. The difference between the actual and the long-term investment returns are short-term fluctuations in investment return. Long-term rates of return are based on achieved real rates of return appropriate to the underlying asset base, adjusted for current inflation expectations, default assumptions, costs of investment management and consensus economic investment forecasts, and are reviewed frequently, usually annually, for appropriateness. These rates of return have been selected with a view to ensuring that returns credited to adjusted operating profit are consistent with the actual returns expected to be earned over the long term. For Emerging Markets, the return is applied to an average value of investible shareholders` assets, adjusted for net fund flows. For Nordic, Retail Europe, and Wealth Management, the return is applied to average investible assets. For M&F general insurance business, t he return is an average value of investible assets supporting shareholders` funds and insurance liabilities, adjusted for net fund flows. (d) Long-term investment return continued %
6 months 6 months Year ended ended 30 June ended 30 June 31 December Long-term investment rates 2011 2010 2010 Emerging Markets 9.0 9.4 9.4 Nordic 1.7 1.8 1.8 Retail Europe 2.1 2.5 2.5 Wealth Management 2.0 2.0 2.0 M&F 9.0 9.4 9.4 Analysis of short-term fluctuations in investment return GBPm Emerging Retail Wealth Six months ended 30 June 2011 Markets Nordic Europe Management Long-term investment return 52 3 1 35 Less: Actual shareholder investment return 29 3 1 21 Short-term fluctuations in investment return 23 - - 14 Total Long Six months ended 30 June 2011 Term Savings M&F Other Total Long-term investment return 91 28 18 137 Less: Actual shareholder investment return 54 17 12 83 Short-term fluctuations in investment return 37 11 6 54 GBPm Emerging Retail Wealth Six months ended 30 June 2010** Markets Nordic Europe Management Long-term investment return 52 - 1 61 Less: Actual shareholder investment return 13 - 1 42 Short-term fluctuations in investment return 39 - - 19 Total Long Six months ended 30 June 2010** Term Savings M&F Other Total Long-term investment return 114 27 16 157 Less: Actual shareholder investment return 56 8 4 68 Short-term fluctuations in investment return 58 19 12 89 GBPm
Emerging Retail Wealth Year ended 31 December 2010 Markets Nordic Europe Management* Long-term investment return 108 2 1 132 Less: Actual shareholder investment return 109 1 2 61 Short-term fluctuations in investment return (1) 1 (1) 71 Total Long
Year ended 31 December 2010 Term Savings M&F Other Total Long-term investment return 243 56 31 330 Less: Actual shareholder investment return 173 49 25 247 Short-term fluctuations in investment return 70 7 6 83 * Wealth Management long-term investment return includes GBP28 million (six months ended 30 June 2010: GBP56 million; year ended 31 December 2010: GBP121 million) in respect of income tax attributable to policyholder returns. ** The results for the six months ended 30 June 2010 have been restated to reflect US Life as a discontinued operation. (e) Investment return adjustment for Group equity and debt instruments held in life funds Adjusted operating profit includes investment returns on policyholder investments in Group equity and debt instruments held by the Group`s life funds. These include investments in the Company`s ordinary shares, and the subordinated liabilities and ordinary securities of Nedbank. These investment returns are eliminated within the consolidated income statement in arriving at profit before tax, but are included in adjusted operating profit. In the six months ended 30 June 2011 the investment return adjustment increased adjusted operating profit by GBP31 million (six months ended 30 June 2010: decrease of GBP19 million; year ended 31 December 2010: increase of GBP10 million). (f) Dividends declared to holders of perpetual preferred callable securities Dividends declared to the holders of the Group`s perpetual preferred callable securities were GBP22 million for the six months ended 30 June 2011 (six months ended 30 June 2010: GBP22 million; year ended 31 December 2010: GBP44 million). These are recognised in finance costs on an accruals basis for the purpose of determining adjusted operating profit. In the IFRS financial statements this cost is recognised in the consolidated statement of changes in equity. (g) US Asset Management equity plans and non-controlling interests US Asset Management has entered into a number of long term incentive arrangements with its asset management affiliates. In accordance with IFRS requirements the cost of these schemes is disclosed as being attributable to non-controlling interests. However, this is treated as a compensation expense in determining adjusted operating profit. The gain/loss recognised in the six months ended 30 June 2011 was GBPnil (six months ended 30 June 2010: GBP1 million loss; year ended 31 December 2010: GBP9 million loss). The Group has issued put options to employees as part of some of its US affiliate incentive schemes. The impact of revaluing these instruments is recognised in accordance with IFRS, but excluded from adjusted operating profit. As at 30 June 2011 these instruments were revalued, the impact of which was GBPnil (six months ended 30 June 2010: GBPnil; year ended 31 December 2010: GBP3 million). (h) Credit-related fair value gains on Group debt instruments The narrowing of credit spread of the Group`s debt instruments in the market price has resulted in losses in the six months ended 30 June 2011 of GBP47 million (six months ended 30 June 2010: gains of GBP81 million; year ended 31 December 2010: losses of GBP183 million) on Other operating segments and losses in the six months ended 30 June 2011 of GBP4 million (six months ended 30 June 2010: GBP9 million; year ended 3 1 December 2010: losses of GBP20 million) in Nedbank being recorded in the Group`s income statement for those instruments that are recorded at fair value. In the directors` view, such movements are not reflective of the underlying performance of the Group and will reverse over time. They have therefore been excluded from adjusted operating profit. C2 Foreign currencies The principal exchange rates used to translate the operating results, assets and liabilities of foreign operations to Sterling are: Statement of
Income statement financial position (average rate) (closing rate) 30 June 2011 Rand 11.1428 10.8616 US Dollars 1.6165 1.6067 Swedish Kronor 10.3023 10.1564 Euro 1.1513 1.1073 30 June 2010 Rand 11.4878 11.4531 US Dollars 1.5265 1.4963 Swedish Kronor 12.2744 11.6254 Euro 1.1487 1.2208 31 December 2010 Rand 11.3095 10.2796 US Dollars 1.5459 1.5530 Swedish Kronor 11.1364 10.4227 Euro 1.1650 1.1614 C3 Earnings and earnings per share (a) Basic and diluted earnings per share Basic earnings per share is calculated by dividing the profit for the financial period attributable to ordinary equity shareholders by the weighted average number of ordinary shares in issue during the period excluding own shares held in policyholder funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings. GBPm 6 months 6 months Year ended ended 30 June ended 30 June 31 December 2011 2010 2010
Profit for the financial period attributable to equity holders of the parent from continuing operations 359 145 431 Profit/(loss) for the financial period attributable to equity holders of the parent from discontinued operations 130 120 (713) Profit/(loss) for the financial period attributable to equity holders of the parent 489 265 (282) Dividends declared to holders of perpetual preferred callable securities (16) (16) (32) Profit/(loss) attributable to ordinary equity holders 473 249 (314) Total dividends declared to holders of perpetual preferred callable securities of GBP16 million for the six months ended 30 June 2011 (six months ended 30 June 2010: GBP22 million; year ended 31 December 2010: GBP44 million) are stated net of tax credits of GBP6 million (six months ended 30 June 2010: GBP6 million; year ended 31 December 2010: GBP12 million). Millions
6 months 6 months Year ended ended 30 June ended 30 June 31 December 2011 2010 2010 Weighted average number of ordinary shares in issue 5,470 5,397 5,422 Shares held in charitable foundations (7) (7) (7) Shares held in ESOP trusts (66) (48) (56) Adjusted weighted average number of ordinary shares 5,397 5,342 5,359 Shares held in life funds (201) (206) (205) Shares held in Black Economic Empowerment trusts (299) (287) (295) Weighted average number of ordinary shares 4,897 4,849 4,859 Basic earnings per ordinary share (pence) 9.7 5.1 (6.5) Diluted earnings per share recognises the dilutive impact of share options held in ESOP trusts and Black Economic Empowerment trusts which are currently in the money in the calculation of the weighted average number of shares, as if the relevant shares were in issue for the full period. Millions 6 months 6 months Year ended ended 30 June ended 30 June 31 December
2011 2010 2010 Weighted average number of ordinary shares 4,897 4,849 4,859 Adjustments for share options held by ESOP trusts 149 173 137 Adjustments for shares held in Black Economic Empowerment trusts 299 287 295 5,345 5,309 5,291 Diluted earnings per ordinary share (pence) 8.8 4.7 (6.1) C3 Earnings and earnings per share continued (b) Adjusted operating earnings per ordinary share Adjusted operating earnings per ordinary share is determined based on adjusted operating profit. Adjusted operating profit represents the directors` view of the underlying performance of the Group. For long-term and general insurance business adjusted operating profit is based on a long-term investment return, includes investment returns on life funds` investments in Group equity and debt instruments and is stated net of income tax attributable to policyholder returns. For the US Asset Management business it includes compensation costs in respect of certain long-term incentive schemes defined as non-controlling interests in accordance with IFRS. For all core businesses, adjusted operating profit excludes goodwill impairment, the impact of acquisition accounting, revaluations of put options related to long-term incentive schemes, profit/(loss) on disposal of subsidiaries, associated undertakings and strategic investments, dividends declared to holders of perpetual preferred callable securities, and fair value profits/(losses) on certain Group debt instruments. Bermuda and US Life, which are non-core, are not included in adjusting operating profit. The reconciliation of profit/(loss) for the financial period to adjusted operating profit after tax attributable to ordinary equity holders is as follows: GBPm 6 months 6 months ended 30 June Year ended ended 30 June 2010 31 December
2011 Restated 2010 Profit/(loss) for the financial period attributable to equity holders of the parent 489 265 (282) Adjusting items 212 260 482 Tax on adjusting items (39) (26) (36) Non-core operations (21) 65 (1) (Profit)/loss from discontinued operations - US Life (130) (120) 713 Non-controlling interest on adjusting items (8) (11) (21) Adjusted operating profit after tax attributable to ordinary equity holders 503 433 855 Adjusted weighted average number of ordinary shares (millions) 5,397 5,342 5,359 Adjusted operating earnings per ordinary share (pence) 9.3 8.1 16.0 (c) Headline earnings per share In accordance with the JSE Limited (JSE) Listings Requirements, the Group is required to calculate a `headline earnings per share` (HEPS), determined by reference to the South African Institute of Chartered Accountants` circular 8/2007 `Headline Earnings`. The table below sets out a reconciliation of basic earnings per ordinary share and HEPS in accordance with that circular. Disclosure of HEPS is not a requirement of International Financial Reporting Standards. GBPm 6 months ended 30 June
2011 Gross Net Profit/(loss) for the financial period attributable to equity holders of the parent 489 489 Dividends declared to holders of perpetual preferred callable securities (16) (16) Profit/(loss) attributable to ordinary equity holders 473 473 Adjustments: Impairments of goodwill and intangible assets - - Impairment of discontinued operations - - Loss on disposal of subsidiaries, associated undertakings and strategic investments 29 29 Realised gains (including impairments) on available-for-sale financial assets (167) (167) Exchange differences realised on disposal 24 24 Headline earnings 359 359 Weighted average number of ordinary shares 4,897 4,897 Diluted weighted average number of ordinary shares 5,345 5,345 Headline earnings per share (pence) 7.3 7.3 Diluted headline earnings per share (pence) 6.7 6.7 6 months ended 30 June 2010 Restated
Gross Net Profit/(loss) for the financial period attributable to equity holders of the parent 265 265 Dividends declared to holders of perpetual preferred callable securities (16) (16) Profit/(loss) attributable to ordinary equity holders 249 249 Adjustments: Impairments of goodwill and intangible assets - - Impairment of discontinued operations - - Loss on disposal of subsidiaries, associated undertakings and strategic investments 22 16 Realised gains (including impairments) on available-for-sale financial assets (43) (43) Exchange differences realised on disposal - - Headline earnings 228 222 Weighted average number of ordinary shares 4,849 4,849 Diluted weighted average number of ordinary shares 5,309 5,309 Headline earnings per share (pence) 4.7 4.6 Diluted headline earnings per share (pence) 4.3 4.2 Year ended 31 December 2010
Gross Net Profit/(loss) for the financial period attributable to equity holders of the parent (282) (282) Dividends declared to holders of perpetual preferred callable securities (32) (32) Profit/(loss) attributable to ordinary equity holders (314) (314) Adjustments: Impairments of goodwill and intangible assets 20 20 Impairment of discontinued operations 827 827 Loss on disposal of subsidiaries, associated undertakings and strategic investments 22 17 Realised gains (including impairments) on available-for-sale financial assets (12) (12) Exchange differences realised on disposal - - Headline earnings 543 543 Weighted average number of ordinary shares 4,859 4,859 Diluted weighted average number of ordinary shares 5,291 5,291 Headline earnings per share (pence) 11.2 11.1 Diluted headline earnings per share (pence) 10.1 10.0 C4 Dividends Dividends paid were as follows: GBPm
6 months 6 months Year ended ended 30 June ended 30 June 31 December 2011 2010 2010 2009 Final dividend paid - 1.5p per 10p share - 77 77 2010 Interim dividend paid - 1.1p per 10p share - - 54 2010 Final dividend paid - 2.9p per 10p share 145 - - Dividends to ordinary equity holders 145 77 131 Dividends declared to holders of perpetual preferred callable securities 22 22 44 Dividend payments for the period 167 99 175 Dividends paid to ordinary equity holders, as above, are calculated using the number of shares in issue at the record date, less treasury shares held in ESOP trusts, life funds of Group companies, Black Economic Empowerment trusts and related undertakings. As a consequence of the exchange control arrangements in place in certain African territories, dividends to ordinary equity holders on the branch registers of those countries (or, in the case of Namibia, the Namibian section of the principal register) are settled through Dividend Access Trusts established for that purpose. In March 2011 GBP22 million was declared and paid to holders of perpetual preferred callable securities (March 2010: GBP22 million; November 2010: GBP22 million). An interim dividend of 1.5 pence per 10p share has been declared by the directors. The dividend will be paid on 30 November 2011 to shareholders on the register at the close of business on 14 October 2011. The dividend will absorb an estimated GBP74 million of shareholders` funds. The Company is planning to offer a scrip dividend alternative for eligible shareholders. D Other income statement notes D1 Income tax expense (a) Analysis of total income tax expense GBPm 6 months 6 months Year ended ended 30 June ended 30 June 31 December 2011 2010 2010
Restated Current tax United Kingdom tax 17 16 23 Overseas tax South Africa 155 128 346 United States 2 - (4) Europe 41 25 61 Secondary Tax on Companies (STC) 9 (2) 4 Prior year adjustments (26) - (1) Total current tax 198 167 429 Deferred tax Origination and reversal of temporary differences 13 (50) (10) Changes in tax rates/bases (4) - (4) Write-down/recognition of deferred tax assets (2) 12 41 Total deferred tax 7 (38) 27 Total income tax expense 205 129 456 D1 Income tax expense continued (b) Reconciliation of total income tax expense GBPm 6 months 6 months Year ended ended 30 June ended 30 June 31 December
2011 2010 2010 Restated Profit before tax 707 389 1,145 Tax at standard rate of 26.5% (2010: 28%) 188 111 321 Different tax rate or basis on overseas operations 3 11 (22) Untaxed and low taxed income (43) (66) (171) Disallowable expenses 13 22 124 Net movement on deferred tax assets not recognised 20 60 92 Effect on deferred tax of changes in tax rates (3) - (7) STC 14 (1) (3) Income tax attributable to policyholder returns 37 2 134 Other (3) (10) (12) Prior year adjustments (21) - - Total income tax expense 205 129 456 (c) Income tax on adjusted operating profit GBPm 6 months 6 months Year ended ended 30 June ended 30 June 31 December 2011 2010 2010
Restated Income tax expense 205 129 456 Tax on adjusting items Impact of acquisition accounting 18 14 35 Loss/profit on disposal of subsidiaries, associated undertakings and strategic investments - 5 5 Short-term fluctuations in investment return 26 11 3 Income tax attributable to policyholders returns (51) - (149) Tax on dividends declared to holders of perpetual preferred callable securities recognised in equity (6) (6) (12) Fair value gains and losses on group debt instruments 1 3 5 Tax on non-core operations (2) (1) 4 Income tax on adjusted operating profit 191 155 347 E Borrowed funds E1 Borrowed funds GBPm Group At excluding 30 June Nedbank Nedbank 2011
Senior debt securities and term loans 539 1,464 2,003 Mortgage backed securities - 97 97 Subordinated debt securities (net of Group holdings) 1,447 950 2,397 Borrowed funds 1,986 2,511 4,497 Other issues treated as equity for accounting purposes USD750 million cumulative preference securities 458 EUR500 million perpetual preferred callable securities 338 GBP350 million perpetual preferred callable securities 350 Total: Book value 3,132 Nominal value of the above 3,277 GBPm
Group At excluding 30 June Nedbank Nedbank 2010 Senior debt securities and term loans 622 1,061 1,683 Mortgage backed securities - 114 114 Subordinated debt securities (net of Group holdings) 1,069 1,062 2,131 Borrowed funds 1,691 2,237 3,928 Other issues treated as equity for accounting purposes USD750 million cumulative preference securities 458 EUR500 million perpetual preferred callable securities 338 GBP350 million perpetual preferred callable securities 350 Total: Book value 2,837 Nominal value of the above 3,085 GBPm Group At
excluding 31 December Nedbank Nedbank 2010 Senior debt securities and term loans 550 1,186 1,736 Mortgage backed securities - 112 112 Subordinated debt securities (net of Group holdings) 1,198 1,158 2,356 Borrowed funds 1,748 2,456 4,204 Other issues treated as equity for accounting purposes USD750 million cumulative preference securities 458 EUR500 million perpetual preferred callable securities 338 GBP350 million perpetual preferred callable securities 350 Total: Book value 2,894 Nominal value of the above 3,045 E1 Borrowed funds continued (a) Senior debt securities and term loans GBPm
At At At 30 June 30 June 31 December 2011 2010 2010 Floating rate notes 1 927 737 806 Fixed rate notes 2 1,043 946 928 Revolving credit facility 3 - - - Term loan and other loans 33 - 2 Total senior debt securities and term loan 2,003 1,683 1,736 Senior debt securities and term loans comprise: 1. Floating rate notes Group excluding Nedbank - R550 million repayable August 2010 at 3 month ZAR - JIBAR-SAFEX + 4.5% - repaid. - R100 million repayable February 2011 at 3 month ZAR - JIBAR-SAFEX + 4.5% - repaid. - US$50 million repayable September 2011 at 3 month LIBOR plus 0.50%. - GBP3 million note repayable in December 2010, with holders having the option to elect for early redemption every six months with coupon referenced against six month LIBOR less 0.50% - repaid. Nedbank - R1,690 million unsecured senior debt repayable September 2012 at 3 month JIBAR + 1.5%. - R1,044 million unsecured senior debt repayable September 2015 at JIBAR + 2.20%. - R1,750 million unsecured senior debt repayable March 2013 inflation linked (3.9% real yield). - R98 million unsecured senior debt repayable March 2013 inflation linked (3.8% real yield). - R1,552 million unsecured senior debt repayable April 2013 JIBAR +1.48%. - R1,027 million unsecured senior debt repayable April 2015 JIBAR +1.75%. - R80 million unsecured senior debt repayable April 2020 JIBAR +2.15%. - R837 million unsecured senior debt repayable March 2014 JIBAR +1.05%. - R677 million unsecured senior debt repayable March 2016 JIBAR + 1.25%. - R500 million unsecured senior debt repayable April 2014 JIBAR + 1.0%. 2. Fixed rate notes Group excluding Nedbank - GBP500 million Euro bond repayable October 2016 at 7.125%. - USD16.5 million secured senior debt repayable August 2014 at 5.23%. - EURO30 million Euro bond repayable July 2010, capital and interest swapped into fixed rate US dollars at 5.28% - repaid. - EUR10 million Euro bond repayable December 2010, capital and interest swapped into floating rate US dollars at 3 month LIBOR + 0.95% - repaid. Nedbank - R130 million unsecured senior debt repayable October 2024 at zero coupon. - R3,244 million unsecured senior debt repayable September 2015 at 10.55%. - R762 million unsecured senior debt repayable September 2019 at 11.39%. - R478 million unsecured senior debt repayable April 2015 at R157 + 1.75%. - R450 million unsecured senior debt repayable March 2014 at R206 + 1.28%. - R1,137 million unsecured senior debt repayable March 2016 at R157 + 1.5%. The total fair value of the swap derivatives associated with the senior notes is GBPnil (June 2010: GBP5 million; December 2010: GBPnil). The movement from the prior year is caused by the close out of the Eurobond notes in 2010. 3. Revolving credit facilities and irrevocable letters of credit In April 2011 the Group signed a new GBP1,200 million five-year multi-currency revolving credit facility, replacing the GBP1,232 million facility due to mature in September 2012. At 30 June 2011 GBP174 million (June 2010: GBP517 million; December 2010: GBP499 million) of this facility was utilised, GBPnil (June 2010: GBPnil; December 2010: GBPnil) in the form of drawn debt and GBP174 million (June 2010: GBP517 million; December 2010: GBP499 million) in the form of irrevocable letters of credit. The Group has a SEK1,500 million revolving credit facility, which had a maturity date of 1 July 2011 which has subsequently been extended, at the amount of SEK1,000 million to 1 July 2012. At 30 June 2011 this facility was undrawn (June 2010 and December 2010: undrawn). E1 Borrowed funds continued (b) Mortgage backed securities - Nedbank GBPm
At At At 30 June 30 June 31 December 2011 2010 2010 R291 million notes (class A1) repayable 18 November 2039 (11.467%) - 17 4 R1.4 billion notes (class A2A) repayable 18 November 2039 (11.817%) 85 87 96 R98 million notes (class B note) repayable 18 November 2039 (12.067%) 7 6 7 R76 million notes (class C note) repayable 18 November 2039 (13.317%) 5 4 5 97 114 112
(c) Subordinated debt securities GBPm At At At 30 June 30 June 31 December
2011 2010 2010 Nedbank R1.5 billion repayable 24 April 2016 (7.85%)(1) - 132 148 R1.8 billion repayable 20 September 2018 (9.84%)(2) 175 160 186 R500 million repayable on 30 December 2010 (8.38%) - repaid(3) - 44 - R650 million repayable 8 February 2017 (9.03%)(4) 63 58 67 R1.7 billion repayable 8 February 2019 (8.9%)(5) 165 147 171 R2.0 billion repayable 6 July 2022 (3 month JIBAR plus 0.47%)(6) 187 178 198 R500 million repayable 15 August 2017 (3 month JIBAR plus 0.45%)(7) 46 44 49 R1.0 billion repayable 17 September 2020 (10.54%)(8) 98 92 105 R500 million repayable 14 December 2017 (3 month JIBAR plus 0.70%)(9) 46 44 49 R120 million repayable 14 December 2017 (10.38%)(10) 11 11 12 R487 million repayable 20 November 2018 (15.05%)(11) 48 45 51 R1,265 million repayable 20 November 2018 (JIBAR plus 4.75%)(12) 118 112 125 R300 million repayable on 4 December 2013 (JIBAR + 2.5%)(13) 14 13 15 USD100 million repayable on 3 March 2022 (3 month USD LIBOR)(14) 63 67 65 1,034 1,147 1,241 Less: banking subordinated debt securities held by other Group companies (84) (85) (83) Banking subordinated debt securities (net of Group holdings) 950 1,062 1,158 Group excluding Nedbank R3.0 billion repayable 27 October 2020 (8.9%)(15) 276 262 293 GBP300 million repayable 21 January 2016 (5.0%) - repaid(16) - 273 296 R250 million preference shares repayable 9 June 2011 - repaid(17) - 22 - EUR750 million repayable 18 January 2017 (4.5%)(18) 671 512 609 GBP500 million repayable 3 June 2021 (8.0%)(19) 500 - - 1,447 1,069 1,198 Total subordinated liabilities 2,397 2,131 2,356 E1 Borrowed funds continued (c) Subordinated debt securities The subordinated notes rank behind the claims against the Group depositors and other unsecured, unsubordinated creditors. None of the Group`s subordinated notes are secured. 1. Unsecured secondary callable note was issued 24 April 2006 with a call date of 24 April 2011. 2. Unsecured secondary callable note was issued 20 September 2006 at R1.5 billion with a call date of 20 September 2013. On 18 May 2007 an additional R0.3 billion was issued. 3. Unsecured callable Bonds issued 30 March 2006 - repaid. 4. Unsecured secondary callable note was issued 8 February 2007 with a call date of 8 February 2012. 5. Unsecured secondary callable note was issued 8 February 2007 at R1.0 billion. On 19 March 2007 an additional R0.7 billion was issued. 6. Unsecured secondary capital callable note issued 6 July 2007 and has a call date of 6 July 2017. 7. This bond issued on 15 August 2007 is an unsecured secondary capital callable floating rate note with a call date 15 August 2012. 8. This bond issued on 17 September 2007 is an unsecured fixed rate note with a term of 13 years (non-call 8 year). 9. This bond issued on 14 December 2007 is a 10 year (non-call 5 year) floating rate note. After its call date on 14 December 2012 its terms become JIBAR plus 1.70% until maturity. 10. This bond issued on 14 December 2007 is a 10 year (non-call 5 year) fixed rate note. After its call date its terms become floating 3 month JIBAR plus initial margin over mid swaps plus 1.0% until maturity. 11. This bond issued on 20 May 2008 is a perpetual (non-call 10 year) fixed rate note with a call date on 20 November 2018. 12. This bond issued on 20 May 2008 is a perpetual (non-call 10 year) floating rate note with a call date of 20 November 2018. 13. This bond issued on 4 December 2008 is a floating rate note with a call date of 4 December 2013. 14. Dated Tier 2 notes issued 3 March 2009 with call date 3 March 2017. 15. These bonds have a maturity date of 27 October 2020 and pay a coupon of 8.92% to 27 October 2015 and 3 month JIBAR plus 1.59% thereafter. The Group has the option to repay the bonds at par on 27 October 2015 and at 3 monthly intervals thereafter. 16. These bonds, issued on 20 January 2006, have a maturity date of 21 January 2016 and pay a coupon of 5.0% to 21 January 2011 and 6 month LIBOR plus 1.13% thereafter. The coupon on the bonds was swapped into floating rate of 6 month STIBOR plus 0.50%. The Group had the option to repay the bonds at par on 21 January 2011 and at 6 monthly intervals thereafter. These bonds were redeemed at the first call date of 21 January 2011. 17. These preference shares were redeemable on 9 June 2011 and paid a variable cumulative coupon of 61.0% of the Prime Rate as quoted by Nedbank Limited. The Group had the option to redeem the shares at par at any time before the final redemption date but after giving an agreed period of notice, with the Group electing to redeem in 2010. 18. This bond, issued on 16 January 2007, has a maturity date of 18 January 2017 and pays a coupon of 4.5% to 17 January 2012 and 6 month EURIBOR plus 0.96% thereafter. The principal and coupon on the bond were swapped equally into Sterling and US Dollars with coupons of 6 month LIBOR plus 0.34% and 6 month US LIBOR plus 0.31% respectively. The Group has the option to repay the bonds at par on 17 January 2012 and at 6 monthly intervals thereafter. The Group redeemed 550 million of the bond on 1 July 2011. 19. This bond, issued on 3 June 2011, has a maturity date of 3 June 2021 and pays a coupon of 8%. The coupon on the bonds was swapped into floating rate of quarterly STIBOR plus 5.46%. The currency swaps have a 5 year mandatory break clause. F Other notes F1 Acquisition of non-controlling interests Acquisition of non-controlling interest in Mutual & Federal On 5 February 2010, the Group completed the acquisition of the remaining non- controlling shareholdings in Mutual & Federal Insurance Company Limited, following the fulfilment of all outstanding conditions precedent. On 8 February 2010, 147,313,449 new Old Mutual plc ordinary shares were issued in exchange for Mutual & Federal shares and listed on the London Stock Exchange, of which 68,378,851 were issued to Black Economic Empowerment trusts and 78,934,598 to other previous holders. Other acquisitions On 8 February 2010 Nedbank announced that it had obtained regulatory approval for the acquisition of the remaining 49.9% indirect interest in Imperial Bank Limited thereby satisfying all conditions precedent for the acquisition. The purchase consideration was approximately GBP162 million (GBP155 million plus a Johannesburg Interbank Agreed Rate (JIBAR) factor applied up to 5 February 2010) which was settled in four instalments out of existing cash resources of Nedbank Limited. The total amount, which involved interest at the three-month JIBAR, amounted to GBP165 million. F2 Events after the reporting date Following a market tender, on 1 July 2011 the Group redeemed 550 million of the 750 million subordinated debt security repayable 18 January 2017. G Discontinued operations G1 Discontinued operations The results of the Group`s United States life business, US Life, are shown as a discontinued operation in these financial statements. At 31 December 2010 the Group had entered into an agreement to dispose of the controlling interest in US Life to Harbinger OM LLC, an affiliate of Harbinger Capital Partners, and was seeking to gain regulatory approval for the sale. Following regulatory approval the disposal was completed on 7 April 2011. Analysis of the results is given below. (a) Income statement from discontinued operations GBPm Period from 6 months Year ended 1 January 2011 ended 30 June 31 December to 7 April 2011 2010 2010
Revenue 342 758 1,608 Expenses (330) (704) (1,557) Profit before tax from discontinued operations 12 54 51 Impairment on remeasurement to fair value less costs to sell - - (827) Loss on disposal (29) - - Realised available-for-sale investment gains and exchange differences on disposal 133 - - Profit/(loss) before tax 116 54 (776) Income tax credit 14 66 63 Profit/(loss) from discontinued operations after tax 130 120 (713) (b) Statement of comprehensive income from discontinued operations GBPm Period from 6 months Year ended
1 January 2011 ended 30 June 31 December to 7 April 2011 2010 2010 Profit/(loss) after tax for the financial period 130 120 (713) Other comprehensive income for the financial period - - Fair value (losses)/gains - - Available-for-sale investments Fair value gains/(losses) 48 452 530 Recycled to the income statement (5) (43) (12) Realised on disposal (157) - - Exchange differences on disposal 24 - - Shadow accounting (43) (229) (334) Currency translation differences/exchange differences realised on translating foreign operations - 61 29 Other movements - - (34) Aggregate tax on transfers from equity 3 (59) (67) Total other comprehensive (loss)/income for the financial period (130) 182 112 Total comprehensive income/(loss) for the financial period - 302 (601) Attributable to Equity holders of the parent - 302 (601) Total comprehensive income/(loss) for the financial period - 302 (601) c) Net cash flows from discontinued operations GBPm Period from 6 months Year ended 1 January 2011 ended 30 June 31 December to 7 April 2011 2010 2010
Operating activities 2 (25) (167) Investing activities 146 (304) 63 Net cash flows 148 (329) (104) G2: Contingent liabilities in respect of the disposal of US Life Following completion of the disposal of US Life to the Harbinger group (`Harbinger`) on 7 April 2011, the Group has retained certain residual commitments and contingent liabilities. These relate to sale warranties and indemnities that are typical in transactions of this nature including in respect of litigation (including class actions) and regulatory enforcement actions arising from events occurring before completion. The specific conditions are in effect for varying periods of time, the longest dated of these will expire on 31 December 2015. The main elements are summarised below: - Harbinger intends to establish certain internal reinsurance arrangements which are subject to regulatory approval. In the event that regulatory approval of the full amount of reinsurance is not forthcoming there is potential for a reduction in the purchase price, up to a maximum of US$50 million. - US statutory regulations require reserving on a worst case scenario basis for deferred annuity policies that permit free partial withdrawals (`CARVM Reserves`). As such there is redundancy when comparing the worst case scenario and the economic scenarios. These CARVM redundant reserves are currently reinsured from US Life to Old Mutual Reassurance until no later than the end of 2015. Old Mutual plc provides a $280 million letter of credit to back these redundant reserves. In the event that this letter of credit is drawn upon Harbinger are obligated to fully reimburse Old Mutual plc. - US statutory regulations require reserving on a worst case scenario basis in respect of guarantees included in universal life and term assurance products (`XXX and AXXX Reserves`). As such there is redundancy when comparing the worst case scenario and the economic scenarios. These XXX and AXXX Reserves are currently reinsured from US Life to their own reinsurance vehicle. Prior to close Old Mutual arranged a $535 million third party letter of credit to back the redundant component of these reserves. In the event that this letter of credit is drawn upon Harbinger are obligated to fully reimburse the third party. Old Mutual stands behind Harbinger`s commitments. In addition if redundant reserving requirements change Old Mutual must provide further letter of credit financing up to $200 million. Harbinger must replace all XXX and AXXX redundant reserve financing and take Old Mutual fully off risk no later than the end of 2012. Harbinger has announced that it has entered into an agreement with Wilton Re to reinsure this business and therefore meet its commitment to Old Mutual. Date: 05/08/2011 08:01:50 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.