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RMI - Rand Merchant Insurance Holdings Limited - Summarised, unaudited

Release Date: 07/03/2012 08:00
Code(s): RMI
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RMI - Rand Merchant Insurance Holdings Limited - Summarised, unaudited interim results announcement and cash dividend declaration for the six months ended 31 December 2011 RAND MERCHANT INSURANCE HOLDINGS LIMITED Registration number: 2010/005770/06 JSE ordinary share code: RMI ISIN code: ZAE000153102 ("RMI Holdings") SUMMARISED, UNAUDITED INTERIM RESULTS ANNOUNCEMENT AND CASH DIVIDEND DECLARATION FOR THE SIX MONTHS ENDED 31 DECEMBER 2011 Normalised earnings R1,03 billion or 69,1 cents Dividend R0,45 billion or 30,0 cents Intrinsic value R21,52 billion or 1 448 cents GROUP RESTRUCTURING Shareholders are referred to the restructuring implemented by RMB Holdings Limited ("RMBH") at the beginning of March 2011. In the context of Rand Merchant Insurance Holdings Limited ("RMI Holdings") this included, inter alia, the following steps: the separation of RMBH`s insurance and banking interests, through the transfer of RMBH`s insurance interests to RMI Holdings (then a wholly-owned subsidiary); and the unbundling of RMI Holdings to RMBH`s ordinary shareholders on a one-for- one basis and the separate listing of RMI Holdings on the JSE as an insurance- focused investment entity. After the restructuring and further subsequent acquisitions, the interests of RMI Holdings comprise an investment portfolio of South Africa`s premier insurance brands: 25% of Discovery Holdings Limited ("Discovery"); 26% of MMI Holdings Limited ("MMI"); 90% of OUTsurance Holdings Limited ("OUTsurance"); and 76% of RMB Structured Insurance Limited ("RMBSI"). RMI Holdings was incorporated on 24 March 2010. The effective date of the transfer of the investments from RMBH was 1 March 2011. RMI Holdings thus had no activity during the prior comparative reporting period ended 31 December 2010. Where reference is made to the prior year in this announcement, it refers to the performance as recorded within the underlying entities. THE RMI HOLDINGS GROUP AT A GLANCE RMI Holdings is a strategic investor in some of Southern Africa`s most prominent insurance groups. Our interests include: Discovery (effective interest: 26,7%*) Discovery services the healthcare funding and insurance markets in South Africa, the United Kingdom, United States and China. It is a pre-eminent developer of integrated financial services products and operates under a number of brand names, the more important of which are Discovery Health, Discovery Life, Discovery Invest, DiscoveryCard, Vitality, PruHealth, PruProtect and Ping An. MMI (effective interest: 26,3%*) MMI was formed from the merger of Momentum and Metropolitan, both sizeable insurance-based financial services players in South Africa to create South Africa`s third largest insurer. The core businesses of MMI are long-term insurance, asset management, investment, healthcare administration and employee benefits. Product solutions are provided to all market segments. MMI operates in 12 countries outside of South Africa. It provides for the assurance needs of individuals in the lower, middle and upper income markets, principally under the Momentum and Metropolitan brand names. OUTsurance (effective interest: 92,3%*) OUTsurance is a direct personal lines and small business short-term insurer. As pioneers of the OUTbonus concept, it has grown rapidly by applying a scientific approach to risk selection, product design and claims management. Youi, its direct personal lines initiative in Australia, and its South African direct life insurance business are fast gaining traction. RMBSI (effective interest: 80,5%*) RMBSI holds both short-term and life insurance licenses. It creates bespoke insurance and financial risk solutions for South Africa`s large corporations by using sophisticated risk techniques and innovative financial structures. In addition, it partly owns a portfolio of underwriting management agencies. * RMI Holdings` effective interest in these group entities shows variations from the actual holdings as a result of consolidation adjustments by such entities of treasury shares held by them; shares held in them by their staff share incentive trusts; "deemed" treasury shares arising from BEE transactions entered into as well as "deemed" treasury shares held in them by policyholders and mutual funds managed by them. At 31 December 2011 the effective interest held as recorded above can be compared to the actual interest of RMI Holdings in the statutory issued share capital of the companies as follows: Effective Actual Discovery 26,7% 25,0% MMI 26,3% 26,0% OUTsurance 92,3% 89,9% RMBSI 80,5% 76,4% OPERATING ENVIRONMENT In the six months to 31 December 2011, an already fragile global economic recovery was negatively affected by a number of unprecedented events, including the downgrade of the USA`s credit rating and the Eurozone crisis. Sentiment was further depressed by heightened concern that China would experience a significant slowdown in growth. Developed markets continued to experience muted growth but generally have limited policy space to support further expansion. While lower inflation and the easing of monetary policy should support growth in emerging economies, some of these countries continue to face structural risks associated with their growth models. Africa`s economic recovery continued and sub-Saharan Africa (excluding South Africa) is expected to grow GDP by between 6% and 7% in the current financial year, making it one of the developing regions with the highest growth prospects. Growth rates in South Africa moderated. The global slowdown was further amplified by local factors such as significant industrial action in the third quarter which depressed manufacturing and mining output. Supported by real income growth, households continued to drive the expansion, while capital investment and overall corporate activity remained subdued (albeit with pockets of moderate growth). Single digit growth in credit extension was below the increase in nominal GDP. The SARB maintained a monetary policy stance designed to stimulate economic activity. OVERVIEW OF RESULTS Notwithstanding this fragile economic backdrop, all of the significant businesses in which RMI Holdings is invested, produced good results for the half year, with strong positive to exceptional growth being recorded in (unaudited) normalised earnings by Discovery and OUTsurance: Six months ended Year 31 December ended R million 2011 2010 % 30 June Unaudited Unaudited change 2011 Unaudited Discovery 1 125 941 20 2 028 MMI 1 294 1 243 4 2 588 OUTsurance 490 318 54 746* RMBSI 5 15 (67) 92 * The normalised earnings of OUTsurance for the year ended 30 June 2011 have been restated to take into account the effect of a change in a profit sharing arrangement with FNB. RMI Holdings` attributable share of the outcome for the six months ended 31 December 2011 was as follows: Six months ended
31 December 2011 2011 Unaudited Unaudited R million Cents per
share Attributable earnings 934 63,0 Headline earnings 917 61,9 Normalised earnings 1 027 69,1 RMI Holdings considers normalised earnings per share to most accurately represent operational performance as this removes the impact of non-recurring items and financial reporting anomalies. The commentary below focuses on normalised earnings as its main measurement. A reconciliation of the adjustments made to derive normalised earnings is presented in the accompanying schedules. The computation of normalised earnings has not been audited. RMI Holdings already held its interest in the underlying investments at the stage that the dividends for the six months ended 31 December 2010 were paid by the underlying entities. The interim dividend declared by RMI Holdings for the six months ended 31 December 2011 may thus be compared to the prior period as follows: Interim Year ended 31 December March % change 30 June Cents 2011 2011 2011 RMI Holdings 30,0 22,8 32 56,5 The interim dividend is covered 2.3 times by the normalised earnings of 69,1 cents per share. SOURCES OF INCOME Predominantly sourced from Southern Africa, RMI Holdings` well-diversified income stream is drawn from the full spectrum of insurance business: - Health 12% - Life 46% - Short-term 40% - Asset management 2% INTRINSIC VALUE The group`s intrinsic value reflected the recovery in financial sector equity values experienced over the period: As at 31 December 30 June R million 2011 2011 % change Market value of interest in: - Discovery 6 440 5 707 13 - MMI 6 697 6 654 1 Directors` valuation of interests in 8 736 7 754 13 unlisted subsidiaries Total market and directors` valuation 21 873 20 115 9 Net borrowings (353) (536) 34 Total intrinsic value 21 520 19 579 10 Market capitalisation 19 908 18 348 9 Discount (%) (7,5) (6,3) Intrinsic value per RMI Holdings 1 448 1 318 10 share (cents) Market price per RMI Holdings share 1 340 1 235 9 (cents) The gross preference share liability carried at the centre amounted to R1,45 billion at 31 December 2011 while the funding cost incurred thereon during the half year amounted to R55 million, giving rise to an extrapolated annualised funding cost of 7,5% p.a. INTERIM DIVIDEND PAYMENT RMI Holdings follows a stated intention of returning net dividends (after providing for funding and operational costs incurred at the centre) received by it in the ordinary course of business to shareholders. The board is of the opinion that RMI Holdings is adequately capitalised at this stage and that the company will be able to meet its obligations in the foreseeable future after payment of the interim dividend. Having due regard to the interim dividend receivable from our underlying investments and applying the dividend practice outlined above, the board of RMI Holdings has resolved to declare an interim dividend of 30,0 cents per share (2010: 22,8 cents). Such dividend is covered 2,3 times by the normalised earnings per share. This interim dividend accrues to shareholders before the advent of Dividend Withholding Tax on 1 April 2012. The liability for Secondary Tax on Companies resides with RMI Holdings. OUTLOOK FOR THE COMING YEAR We expect that domestic economic conditions will remain subdued for the remainder of the current financial year. Of our core investments: Discovery has developed a powerful ambition of becoming a multinational organisation. To achieve this, it is making a significant reinvestment of profitability into building out Discovery businesses. Notably, a continued investment is being made in existing South African businesses and in new businesses such as Discovery Insure as well as pursuing its international ambitions, albeit with a capital-light model wherein significant international expansion can leverage the capital strength, brand and presence of its international partners. MMI expects that growth in new business volumes will remain dependent on the economic environment, including a recovery in employment and stronger disposable income levels. It has implemented strategic plans and integration processes to identify and optimise structures, operations, target markets, distribution channels and product offerings. It believes that these are appropriate to unlock value and generate a satisfactory return on capital over time. OUTsurance expects its South African personal lines business to remain under pressure as consumers strive to reduce personal debt levels and defer new asset acquisitions. Its commercial lines business is expected to continue to gain market share. Youi is expected to reach monthly profitability in the new financial year. The quality of RMI Holdings` investments and their respective strategies should underpin the group`s ability to provide us, as shareholders, with sustainable superior returns. The restructuring of the RMI Holdings group has been well received by both shareholders and market participants. We are extremely pleased that Royal Bafokeng Holdings saw fit to increase their shareholding in RMI Holdings to 15%. We trust that their vote of confidence will in due course be amply rewarded. For and on behalf of the board GT Ferreira Chairman P Cooper Chief executive officer Sandton 7 March 2012 REVIEW OF INVESTMENT PERFORMANCE Discovery Discovery`s performance over the six months to 31 December 2011 was excellent and reflected a continuation of the strategy laid out previously. The organisation`s strategy is predicated on a core purpose that aims to make a profound impact on the people it serves and a commitment to positive societal change. Discovery`s businesses can be characterised into three distinct groupings: established businesses that typically exceed five years of age; developing businesses with a maturity of between 3 years to 5 years; and emerging businesses with less than three years since inception. It is within this context that the results should be considered. Operating profit before tax from established businesses grew by 11% to R1 544 million, that of developing businesses by 523% to R243 million while the investment in emerging businesses consumed R158 million of earnings (prior period R95 million). This translated into a financial performance that exceeded expectation, with: new business volumes of R4,5 billion (+21%) on an Annual Premium Income basis; while normalised headline earnings increased by 20% to R1,13 billion; and embedded value increased by 18% to R28,4 billion. RMI Holdings included R281 million of Discovery`s earnings in its normalised earnings for the six month period. For an in-depth review of Discovery`s performance, RMI Holdings` shareholders are referred to www.discovery.co.za. MMI MMI`s operating environment for the period under review remained difficult. Although significant progress has been made to restructure the group and to start the integration of people, processes and systems, the financial benefits of the merger are not yet reflected to any material extent in the results. Certain restructuring costs are incurred as part of the integration process, whereas the savings will only accrue over time as the synergies are being realised over the next two to three years. Group merger savings of approximately R90 million were achieved to 31 December 2011, but were largely neutralised by merger related costs. The largest single cost in this regard related to the Redeployment Centre that houses employees who may not be retrenched as a consequence of the Competition Tribunal condition in respect of the merger approval. The key features of the MMI Holdings results for the six months ended 31 December 2011 compared to the results for the six months ended 31 December 2010 for segmental reporting purposes are as follows: an increase of 4% in core headline earnings for the group to R1 294 million; a reduction of 3% in overall new business volumes to R2 920 million on an Annual Premium Equivalent basis; a 13% reduction in the value of new business to R311 million; a reduction in MMI`s overall new business margin from 1,6% to 1,5%; and an embedded value of R30,8 billion as at 31 December 2011, representing an annualised return on embedded value of 7,1%. RMI Holdings included R323 million of MMI`s earnings in its normalised earnings for the six month period. For an in-depth review of MMI`s performance, RMI Holdings` shareholders are referred to www.mmiholdings.co.za. OUTsurance OUTsurance delivered an exceptional performance for the half year by growing headline and normalised earnings by 36% and 54% respectively. Normalised earnings attributable to ordinary shareholders amounted to R490 million for the six months. The key drivers behind the growth were a continuing favourable claims environment in South Africa and a significant decrease in the start-up loss of Youi, the Australian personal lines initiative launched in August 2008. A significant contributor to the earnings performance was the continued favourable claims environment in South Africa, characterised by benign weather conditions, a decrease in crime related claims and a strong Rand translating into lower replacement car part prices. These resulted in a claims ratio of 49% (prior period: 55%). The South African short-term insurance operation continued to expand market share. Premium growth came under pressure due to weak economic activity, low levels of premium inflation and an increasing competitive landscape. OUTsurance Life`s fully underwritten product for the South African market which was launched during August 2010, continues to gain traction. Youi continued to entrench its brand and its personal lines product offering and showed impressive new growth during the six months under review. The business continues to track expectations and is expected to achieve breakeven during the 2013 financial year. RMI Holdings included R441 million of OUTsurances`s earnings in its normalised earnings for the six month period. For an in-depth review of OUTsurance`s performance, RMI Holdings` shareholders are referred to www.outsurance.co.za. RMBSI RMBSI continues to focus on a diversified business strategy to bolster its retainer base income on the back of the more traditional insurance business. This is beginning to bear fruit and the business mix is trending in the right direction. RMI Holdings included R4 million of RMBSI`s earnings in its normalised earnings for the six month period. summarised consolidated income statement for the period ended 31 December 30 June
R million 2011 2011 Unaudited Audited Share of after tax results in associates 503 318 Earned premiums net of reinsurance 3 286 2 071 Fee income 59 50 Investment income 329 (58) Income 4 177 2 381 Net claims paid (1 508) (306) Investment contract benefits and insurance (243) (323) provisions Fair value adjustment to financial liabilities (106) (54) Acquisition, marketing and administration expenses (955) (595) Operating profit 1 365 1 103 Net finance costs (66) (46) Profit before taxation 1 299 1 057 Taxation (322) (342) Profit for the period 977 715 Attributable to: Equity holders of RMI Holdings 934 570 Non-controlling interests 43 145 Profit for the period 977 715 summarised consolidated statement of comprehensive income for the period ended 31 December 30 June
R million 2011 2011 Unaudited Audited Profit for the period 977 715 Other comprehensive income/(loss), net of taxation Currency translation differences 80 8 Fair value movement on available-for-sale 25 (3) financial assets Share of other comprehensive income/(loss) of 94 (31) associates Other comprehensive income/(loss) for the period 199 (26) Total comprehensive income for the period 1 176 689 Total comprehensive income attributable to: Equity holders of RMI Holdings 1 124 542 Non-controlling interests 52 147 Total comprehensive income for the period 1 176 689 computation of headline and normalised earnings for the period ended 31 December 30 June R million 2011 2011 Unaudited Audited
Earnings attributable to equity holders 934 570 Share of adjustments made by associates: (17) (45) Realised profit on sale of available-for-sale (22) (1) financial assets Goodwill and other impairments 5 - Realised profit on intellectual property - (15) Realised profit on investment property - (29) Headline earnings attributable to equity holders 917 525 Share of normalised adjustments made by 136 129 associates: Amortisation of intangible assets relating to 79 50 business combinations Basis changes and investment variances 40 47 Finance costs raised on puttable non-controlling 19 - interest financial liability BEE costs and share based expenses 6 1 Net realised and fair value (gains)/losses on (24) 19 excess Other 16 12 Share of normalised adjustments made by - (3)* subsidiaries Group treasury shares (26) (18) Normalised earnings attributable to equity 1 027 633 holders** Normalised earnings from: Discovery 281 165 MMI 323 223 OUTsurance 441 200* RMBSI 4 48 1 049 636 Funding and holding company costs (22) (3) Normalised earnings attributable to equity 1 027 633 holders** * The normalised earnings of OUTsurance for the period ended 30 June 2011 have been restated to take into account the effect of a change in a profit sharing arrangement with FNB. ** Unaudited. summarised consolidated statement of financial position as at 31 December 30 June
R million 2011 2011 Unaudited Audited ASSETS Property and equipment 290 211 Goodwill and other intangible assets 20 32 Investments in associates 9 600 9 274 Financial assets 7 266 6 287 Loans and receivables including insurance 386 526 receivables Deferred acquisition cost 38 44 Reinsurance contracts 287 239 Deferred taxation 313 316 Cash and cash equivalents 2 463 2 456 Total assets 20 663 19 385 EQUITY Share capital and premium 13 619 13 571 Reserves (1 915) (2 549) Capital and reserves attributable to equity 11 704 11 022 holders of the company Non-controlling interests 310 281 Total equity 12 014 11 303 LIABILITIES Insurance contracts 4 353 4 018 Financial liabilities 3 523 3 338 Payables and provisions 529 481 Deferred taxation 190 220 Taxation 54 25 Total liabilities 8 649 8 082 Total equity and liabilities 20 663 19 385 summarised consolidated statement of cash flows for the period ended 31 December 30 June
R million 2011 2011 Unaudited Audited Cash available from operating activities 1 661 829 Dividends paid (501) (339) Investment activities (1 050) (4 214) Financing activities (179) 3 625 Net decrease in cash and cash equivalents (69) (99) Unrealised foreign currency translation 76 24 adjustments Cash and cash equivalents acquired* - 2 531 Cash and cash equivalents at the beginning of the 2 456 - period Cash and cash equivalents at the end of the period 2 463 2 456 * Cash and cash equivalents acquired relate to cash balances held by subsidiaries acquired. computation of earnings per share for the period ended 31 December 30 June R million 2011 2011 Unaudited Audited
Earnings and headline earnings per share Earnings attributable to equity holders 934 570 Headline earnings attributable to equity holders 917 525 Number of shares in issue (millions) 1 486 1 486 Weighted average number of shares in issue 1 481 493 (millions) Earnings per share (cents) 63,0 115,6 Diluted earnings per share (cents)* 62,9 114,2 Headline earnings per share (cents) 61,9 106,4 Diluted headline earnings per share (cents)* 61,8 105,0 Normalised earnings per share** Normalised earnings attributable to equity holders 1 027 633 Weighted average number of shares in issue 1 486 495 (millions) Normalised earnings per share (cents) 69,1 127,8 Diluted normalised earnings per share (cents)* 68,6 125,0 Dividend per share (cents) Interim 30,0 22,8 Final - 33,7 Total 30,0 56,5 Dividend cover (relative to headline earnings) 2,1 1,9 Dividend cover (relative to normalised earnings)** 2,3 2,3 * The diluted earnings calculations give cognisance to the adjustments made by Discovery and MMI in similar calculations, as well as group treasury shares. ** Unaudited. summarised consolidated statement of changes in equity R million Share Equity Trans- Other non- capital accounted actions distributable and reserves with non- reserves premium controlling interests
Shares issued 13 657 - - - Recognition of - - - - non-controlling interest Acquisition of - - (2 657) - additional interest in subsidiaries Total comprehensive - (31) - 3 income for the period Dividend paid - - - - Reserve movements - - - 20 relating to subsidiaries Reserve movements - (96) - - relating to associates Income of - 9 - - associates retained Movement in (86) 1 - - treasury shares Balance at 13 571 (117) (2 657) 23 30 June 2011 (audited) Sale of shares in - - 10 - subsidiary Total comprehensive - 94 - 96 income for the period Dividend paid - - - - Reserve movements - - - 22 relating to subsidiaries Reserve movements - (3) - - relating to associates Income of - 183 - - associates retained Movement in 48 5 - - treasury shares Balance at 13 619 162 (2 647) 141 31 December 2011 (unaudited) summarised consolidated statement of changes in equity R million Retained Non- Total earnings controlling equity interests Shares issued - - 13 657 Recognition of non-controlling - 1 592 1 592 interest Acquisition of additional interest - (1 352) (4 in subsidiaries 009) Total comprehensive income for the 570 147 689 period Dividend paid (339) (104) (443) Reserve movements relating to (20) (2) (2) subsidiaries Reserve movements relating to - - (96) associates Income of associates retained (9) - - Movement in treasury shares - - (85) Balance at 30 June 2011 (audited) 202 281 11 303 Sale of shares in subsidiary - 5 15 Total comprehensive income for the 934 52 1 176 period Dividend paid (501) (37) (538) Reserve movements relating to (23) 9 8 subsidiaries Reserve movements relating to - - (3) associates Income of associates retained (183) - - Movement in treasury shares - - 53 Balance at 31 December 2011 429 310 12 014 (unaudited) DIVIDEND DECLARATION Notice is hereby given that an interim dividend of 30,0 cents per share was declared on 7 March 2012 in respect of the six month period ended 31 December 2011. Shareholders` attention is drawn to the following important dates: * Last day to trade in order to participate in this dividend Friday, 23 March 2012 * Shares commence trading "ex dividend" on Monday, 26 March 2012 * The record date for the dividend payment will be Friday, 30 March 2012 * Dividend payment date Monday, 2 April 2012 No dematerialisation or rematerialisation of share certificates may be done between Monday, 26 March 2012 and Friday, 30 March 2012 (both days inclusive). By order of the board JS Human Company secretary 7 March 2012 BASIS OF PREPARATION OF RESULTS The accompanying summarised financial results for the six months ended 31 December 2011 reflect: the consolidation of the operations of RMI Holdings and its subsidiaries, including OUTsurance and RMBSI; and RMI Holdings` proportionate interest in its associates, Discovery and MMI, which have been equity accounted. The summarised financial results for the six months ended 31 December 2011 were prepared in accordance with: International Financial Reporting Standards (IFRS), including IAS 34: Interim Financial Reporting; the requirements of the South African Companies Act, Act 71 of 2008, as amended; and the Listings Requirements of the JSE Limited. The accounting policies applied in the preparation of the summarised financial results for the six months ended 31 December 2011 are consistent with those applied in the previous financial reporting period ended 30 June 2011. There is no comparative financial information for the six months ended 31 December 2010, as the effective date for the transfer of RMI Holdings` investments from RMBH was 1 March 2011. Therefore the information provided for the period ended 30 June 2011 effectively includes income from the underlying investments for the four months ended 30 June 2011, which represented the first financial reporting period of RMI Holdings. The results are unaudited and have been prepared under the supervision of Peter Cooper CA(SA). RAND MERCHANT INSURANCE HOLDINGS LIMITED ("RMI Holdings") Registration number: 2010/005770/06 JSE ordinary share code: RMI ISIN code: ZAE000153102 Directors: GT Ferreira (Chairman), P Cooper (CEO), LL Dippenaar, JW Dreyer, JJ Durand, PM Goss, PK Harris, TV Mokgatlha, (Ms) SEN Sebotsa, KC Shubane and MH Visser Alternates: NDJ Carroll (appointed 18 October 2011), L Crouse (appointed 18 October 2011) Secretary: AL Maher (resigned 19 October 2011), JS Human (appointed 19 October 2011) Physical address and registered office: 3rd Floor, 2 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton, 2196 Postal address: PO Box 786273, Sandton, 2146 Telephone: +27 11 282 8166 Telefax: +27 11 282 4210 Web address: www.rminsurance.co.za Sponsor: (in terms of JSE Limited Listings Requirements) Rand Merchant Bank (a division of FirstRand Bank Limited) Physical address: 1 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton, 2196 Transfer secretaries: Computershare Investor Services (Pty) Limited Physical address: Ground Floor, 70 Marshall Street, Johannesburg, 2001 Postal address: PO Box 61051, Marshalltown, 2107 Telephone: +27 11 370 5000 Telefax: +27 11 688 5221 Date: 07/03/2012 08:00:03 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. 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