To view the PDF file, sign up for a MySharenet subscription.

IMPERIAL HOLDINGS LIMITED - Unaudited Interim Results for the Six Months Ended 31 December 2013

Release Date: 27/02/2013 07:05
Code(s): IPL IPLP     PDF:  
Wrap Text
Unaudited Interim Results for the Six Months Ended 31 December 2013


Imperial Holdings Limited 

Registration number: 1946/021048/06
Ordinary share code: IPL ISIN: ZAE000067211
Preference share code: IPLP ISIN: ZAE000088076
 
Unaudited interim results for the six months ended 31 December 2012

Highlights and key data

Revenue 18% higher at R45 262 million            
Operating profit improved 12% to R2 939 million       
HEPS up 14% to 829 cps                   
Core EPS up 15% to 872 cps                 
Cash generated by operations up 111% to R2 061 million   
Interim dividend increased 27% to 380 cps          


Overview of results
Imperial group achieved a good first half performance with varied results across its portfolio, amid challenging
trading conditions in South Africa and Europe. 

Revenue was 18% higher at R45,3 billion and operating profit increased by 12% to R2,9 billion. Core EPS improved by
15%. The annualised return on equity of the group was 22% and despite share buybacks and significant recent acquisitions,
the balance sheet remains healthy with a net debt to equity ratio (excluding preference shares) of 52%.

Imperials retail cluster of businesses (Distributorships, Automotive Retail and Financial Services) performed well in
the circumstances and each unit delivered growth. Revenue and operating profit in this cluster of businesses were up
14% and 19% respectively. This was achieved notwithstanding new vehicle volume growth and sales mix being negatively
impacted by supply disruptions experienced by the Distributorships division due to strike action and shortened work hours in
the manufacturing plants of Hyundai and Kia in Korea during the period. The Automotive Retail division, which is not
involved in the importation of vehicles, performed well. The Financial Services division had an excellent six months,
showing strong operating profit growth. Investment returns benefited from the robust growth in equity markets during the
period. Higher used car sales and further improvements in annuity streams from service, parts and related financial products
also contributed to the pleasing performance of this business cluster. 

The Logistics division increased its revenue by 27%; however, operating profit reduced by 1%. Trading conditions in
both our Southern African and International Logistics divisions were challenging. The Southern African Logistics division
was negatively impacted by the transport workers strike during the period and the International Logistics division had
to contend with a slowing German economy, late in the second quarter. 

Revenue in the Car Rental and Tourism division was flat, mainly due to a decline in revenue days, the growth in lower
rate insurance replacement business and a particularly weak performance of our tourism unit. Operating profit reduced by
13% as costs rose ahead of revenue improvement. Accident and theft costs were significantly higher in the Car Rental
business and the disappointing performance of the Tourism division also contributed to the decline in operating profit
from the prior period.

The group operating margin reduced from 6,8% to 6,5%. This was caused by the reduced margins experienced in the
Distributorships and Logistics divisions. The Distributorships division achieved an operating margin of 8,3% against 8,6% in
the prior period. This decline was mainly caused by the aforementioned supply disruptions, the impact on sales mix and
the weakening of the Rand. Automotive Retail improved its margin to 2,7% from 2,6%, with revenue up by 11%. The margin in
the combined Southern African and European Logistics business declined to 4,4% from 5,7%, primarily due to the transport
workers strike in South Africa during the period and challenging trading conditions experienced in both the SA and
International Logistics divisions. 

The Financial Services division performed well, achieving operating profit growth of 43%. Revenue in the insurance
business grew by 12%, and investment income was higher than in the prior period, due to a larger exposure to equity
markets, which performed favourably. The underwriting margin declined to 7,2% from 9,0%. This performance was satisfactory
considering the high claims that affected the short-term insurance industry during the period. The life insurance unit grew
premium income by 20% while the rest of Africa insurance businesses continue to show good growth. Operating profit from
other financial services, which is mainly represented by LiquidCapital improved strongly from the annuity income streams
that include service and maintenance plans, vehicle financing alliances and a growing range of value added financial
products.

Operating profit generated in Africa outside South Africa rose by 36% to R183 million for the half year and has nearly
doubled over two years. The acquisition of RTT Health Sciences, now Imperial Health Sciences, which became effective
from January 2013 will further contribute to this growth. Operating profit from international activities inclusive of
Lehnkering increased to 18% of the group result. 

The cluster of businesses involved in aftermarket parts, components and industrial equipment performed well. These
include Jurgens, Beekman Canopies, Midas, Turbo Exchange, Alert Engine parts, Goscor, E-Z-GO and the recently acquired
Datadot, Sedgeway, Bobcat and access equipment businesses. In total, across the group including NAC, these businesses
contributed turnover of R3,9 billion and operating profit of R282 million, 11% and 16% respectively better than the prior
period. 

In aggregate, the groups operating profit grew by 12%, and core earnings per share (core EPS) increased by 15%. The
table below summarises the reconciliation from HEPS to Core EPS:



  Cents per share                                                                       Dec 2012     Dec 2011   
  HEPS                                                                                       829          727   
  Amortisation on intangibles other than goodwill arising from business combinations          57            7   
  Business acquisition costs                                                                   3           28   
  Core earnings adjustments included in income from associates                                 1                       
  CGT on post-acquisition earnings of associates disposed                                                   1   
  Headline earnings from discontinued operations                                              (1)          (5)  
  Tax                                                                                        (17)          (2)  
  Core EPS                                                                                   872          756   



Net finance costs increased by 19% to R362 million on higher debt, which was mainly incurred for the acquisition of
Lehnkering, that was effective from 2 January 2012. Despite the higher net finance costs, interest covered by operating
profit remains healthy at 8,1 times (2011: 8,6 times).

The effective tax rate of 28% is in line with the statutory rate.

Income from associates showed a positive contribution of R3 million compared to a loss of R17 million in the prior
period. MixTelematics, in which Imperial holds a 28% interest, performed well and contributed R17 million (2011: R9
million). This was offset by the contribution from smaller associates, which declined from the prior year. Ukhamba was
negatively impacted by a higher finance charge due to the debt incurred for the distributions to its shareholders.

Balance sheet 
Total assets increased by 20% to R48 billion (2011: R40 billion) mainly due to the acquisition of Lehnkering, which
was effective 2 January 2012, organic growth and expansion of existing businesses.
 
Intangible assets rose to R4,4 billion from R1,9 billion at December 2011 again primarily as a result of the
Lehnkering acquisition.

Net debt to equity (excluding preference shares) at 52% was higher than the prior year (39%) because of the Lehnkering
acquisition. It was also higher than at the end of June 2012 (39%) due to the share buyback of R474 million and
seasonal impacts on our working capital that occur in December. The net debt level is below the target gearing range of 60% to
80% and leaves significant room for further expansion of the group. The groups liquidity position is strong with R3,5
billion in unutilised facilities (excluding asset-based finance facilities). 

Net working capital decreased by R374 million compared to December 2011 as a consequence of NACs net working capital
being classified as assets held for sale in the current period and inventories at our Distributorships division not
being fully replenished by period end. Overall, working capital was well managed during the period with the net working
capital turn improving to 8,0 times compared to 6,6 times after adjusting for the NAC asset reclassification.

Shareholders equity increased due to higher retained income and the weakening of the Rand which resulted in gains on
the foreign currency translation reserve accounted for in the statement of comprehensive income. This was offset by
dividends paid and by R474 million utilised for the repurchase and cancellation of 2,6 million shares in the open market.

New business written on service, maintenance and warranty contracts generated by the Financial Services division, on
the back of strong vehicle sales, resulted in insurance, investment, maintenance and warranty contracts growing to R3,6
billion which is up by 29% (2011: R2,8 billion). 

Cash flow
Cash generated by operations before capital expenditure on rental assets was 54% higher than the prior period at R2,8
billion. After financing costs, tax payments and capital expenditure on rental assets, net cash flow from operating
activities increased to R1,1 billion, up from R170 million in the prior period. This was mainly due to a lower absorption of
cash by working capital compared to the prior period. Capital expenditure on rental assets was lower than in the
corresponding period in 2011.

Net replacement and expansion capital expenditure excluding car rental vehicles, was slightly higher than the prior
period. A net R41 million was spent on acquisitions and R79 million was received for businesses disposed of during the
period. 

Cash flows during the six-month period from investing activities were impacted by our insurance business increasing
its exposure to equity markets which benefited the group through good equity returns.

Under financing activities, 2,6 million shares worth R474 million were repurchased from the open market. 

Business conditions in Imperials markets
Although trading conditions in the automotive retail market continue to be favourable, growth is slowing down. Reduced
disposable income, a weaker currency and the high base created by strong volume growth in the last three years all
present potential headwinds for growth. The new vehicle market grew by 9% for calendar year 2012 compared to 16% in 2011.
Demand has been underpinned by low interest rates, low vehicle price inflation and increased appetite by banks for vehicle
finance. The commercial vehicle market, while reversing its negative trend, lagged the upturn in passenger vehicle
sales. The used car market is improving and expected new vehicle price increases could see further improvements, as the
price gap between new and used vehicles widens.

Industrial action impacted the group over the period and could affect the group from time to time. Supply from Korea
was disrupted by strike action and shortened work hours at the Hyundai and Kia plants. In South Africa, the national
transport industry strike in the last week of September and first two weeks of October significantly curtailed our ability
to service our South African transport clients for more than three weeks. 

In SA Logistics, in addition to industrial action, trading was characterised by difficult market conditions where
volumes and price increases remained under continued pressure, especially within our manufacturing customer base. 

The slowing German economy, especially in the second quarter, impacted our businesses negatively. Volumes in our
customer base, particularly in the steel industry were under pressure. Inland shipping volumes across the industry in Germany
declined compared to the previous year.

Lower volumes in the international and local leisure car rental segments persist and competition remains fierce in
this industry. The tourism business continues to operate under challenging market conditions with low inbound group travel
volumes and an oversupply of coaches in the market. 

Insurance underwriting conditions in the short-term industry were more challenging particularly due to a number of
severe hail storms over the Gauteng area. Investment markets were more favourable as a result of a better performing equity
market. 

The current growth cycle in the motor industry favours our Financial Services division. Strong vehicle sales enable us
to generate high volumes of new contracts which provide a valuable underpin to our earnings.

Vehicle sales 
In South Africa, the group sold 60 997 new and 32 590 used vehicles in the period, respectively 6% and 10% more than
the prior period. The national vehicle market grew by 9% year on year for the six-month period to December 2012,
according to NAAMSA. 

The Australian and United Kingdom operations sold 5 446 new vehicles, which was in line with the prior year, and 2 215
used vehicles, which was 6% lower.

Acquisitions and disposals during the period
Acquisitions during the period consisted of
- Midas acquiring 80% of Afintapart SA (Pty) Limited, a commercial vehicle parts distributor;
- 60% of LTS Kenzam (Pty) Limited, a logistics business that distributes bituminous products throughout southern Africa
to sites in SA and cross-border to Mozambique, Malawi, Zimbabwe, Zambia, Botswana, Democratic Republic of Congo,
Lesotho, Swaziland as well as Namibia; and
- Effective January 2013, 100% of the pharmaceutical distribution and healthcare supply chain services business
conducted by RTT Group (Pty) Limited (RTT Health Sciences) was acquired. The business is now branded Imperial Health Sciences
and is one of Africas leading pharmaceutical distributor and healthcare supply chain service providers. Imperial Health
Sciences specialises in multi-channel solutions for delivering essential medicines and consumer health products in South
Africa as well as to developing markets across the African continent, including inter alia, Namibia, Botswana,
Mozambique, Zimbabwe, Zambia, Kenya, Tanzania, Malawi, Uganda, Ethiopia, Rwanda, Ghana, Côte dIvoire and Nigeria. 

The group continues to focus on the strategic fit and returns of its businesses. As a result, the following disposals
were made:
- Our 60% of Megafreight, a freight forwarding business; and
- On 15 February 2013, our 62% of NAC, the aircraft distributor and aviation services business was sold, releasing R433
million of capital.

Logistics
Southern African Logistics


  R million            H1 2013    H1 2012    Change    H2 2012    Change     
                                                 %               % on H2    
                                                                    2012       
  Revenue                8 677      8 311      4,4       8 146       6,5        
  Operating profit         400        513    (22,0)        397       0,8        
  Operating margin %       4,6        6,2                  4,9                   


The division faced a challenging trading environment and a transport workers strike in September and October had a
material impact on profitability across all South African business units. Volumes and rates in our customer base,
especially those involved in manufacturing were depressed. The Africa division, including CIC, which is involved in the
distribution of FMCG products into many African markets, however, performed well and has good prospects. If the impact of the
strike is eliminated, the division would have been able to maintain operating margins when compared to the prior period.

The Transport and Warehousing business, which services the manufacturing, mining, commodities and construction
industries, was under pressure as a result of the industrial action and lower volumes in tough trading conditions. 

Although also impacted by the strike, the Specialised Freight business has performed well. The LTS Kenzam Bulk
Transport acquisition was concluded and the operation was integrated into this division with effect from 1 October 2012. The
business was successful in obtaining significant new contract gains during the period.
 
The Consumer Logistics business was negatively impacted by weak volumes, mainly in the manufacturing client base. This
affected all businesses in the supply chain, including our warehousing and distribution operations. The Cold Chain
continues to impact results negatively as difficult trading conditions persist. Despite a difficult trading environment, the
business was successful in gaining some significant new contracts and will benefit from the inclusion of the FMCG and
South African consumer healthcare components of the new Imperial Health Sciences business. 

The Integration Services business continues to make a valuable contribution to the intellectual capital of the group,
specifically by assisting other businesses to expand and integrate client solutions and offer value added services to
their customers. Megafreight was only included for two months versus six months in the prior period as we disposed of our
shareholding during the period.

In the Africa business, the CIC operation continues to grow and perform well. Transport volumes were also better and
the business was less affected by the transport workers strike. The business increased its revenue and operating profit
by 24% and 22% respectively. The rest of Africa component of the new Imperial Health Sciences business will contribute
significantly to our distribution footprint in Africa and will lead to further opportunities to grow the business across
the continent. 

The net investment in the fleet is lower than the prior period, as significant investment was made in the prior year,
in line with the scheduled replacement cycle. We incurred gross capital expenditure of R579 million.

International Logistics
International Logistics (EUR)


  EUR million          H1 2013    H1 2012    Change    H2 2012    Change     
                                                  %              % on H2    
                                                                    2012       
  Revenue                  669        397      68,5        690      (3,0)      
  Operating profit          29         20      45,0         39     (25,6)     
  Operating margin %       4,3        5,0                  5,7                   



International Logistics (ZAR)


  R million             H1 2013    H1 2012    Change    H2 2012    Change     
                                                   %              % on H2    
                                                                     2012       
  Revenue                 7 211      4 149      73,8      7 088       1,7        
  Operating profit          307        202      52,0        396     (22,5)     
  Operating margin %        4,3        4,9                  5,6                   



The prior period is not directly comparable as the acquisition of Lehnkering was effective on 2 January 2012. The
division faced tougher trading conditions as the result of a slowing German economy, especially late in the second quarter.
Volumes became generally depressed across most industries but the steel industry was particularly poor. Transport
volumes across the German inland shipping industry were 6% down. 

The groups shipping activities, including those of Lehnkering, have been integrated into one unit, namely the
Imperial Shipping Group. The division experienced difficult trading conditions with dry bulk volumes significantly lower than
that of the prior period. Freight rates are expected to weaken further. To counter this, we are enhancing business
processes and optimising our fleet of contracted vessels. Gas shipping, which was acquired as part of Lehnkering achieved good
results assisted by healthy volumes.

Lehnkering, which after restructuring of our operations, houses all our non-shipping chemical industry logistics
activities, including warehousing, road transport and chemical manufacturing services, experienced normal seasonally low
activity levels and was impacted by some once-off costs. The agrochemicals industry typically generates higher revenues in
the second half of our financial year. 

Panopa, which provides parts distribution and in-plant logistics services to automotive, machinery and steel
manufacturers, performed well despite a depressed steel market and the slowing European automotive industry. Contract gains and
renewals were the main drivers of good performance. The integration of Lehnkerings steel and retail contract logistics
divisions into Panopa was successfully completed and is performing in line with expectations. 

Neska, the terminal operator, was affected by one client being placed under administration and another having a fire
which disrupted operations at our container terminal in Krefeld. The remaining terminals performed satisfactorily.

Gross capital expenditure of R150 million was incurred, in line with the prior year. 

Car Rental and Tourism


  R million            H1 2013    H1 2012    Change    H2 2012    Change     
                                                 %               % on H2    
                                                                    2012       
  Revenue                1 924      1 939      (0,8)     1 862       3,3        
  Operating profit         183        210     (12,9)       170       7,6        
  Operating margin %       9,5       10,8                  9,1                   



Trading conditions in the Car Rental business remain tough and the performance was below expectation. International
inbound and leisure rental rates and volumes remain a concern in an extremely competitive market. Revenue growth was flat
in the Car Rental business as revenue days declined 2% with revenue per day increasing by only 2%. The revenue per day
was impacted by the growth in the lower rate replacement business. Revenue per day grew by 4% if the replacement business
is excluded. 

Utilisation reduced from 70% to 69% due to the increase in the number of vehicles at the panelshops following the
damage caused by hail storms. The average rental fleet size was in line with the prior year. 

Operating margins were under pressure as costs increased ahead of revenue. Accident and theft costs were significantly
higher in the Car Rental business and the disappointing performance of the Tourism division also contributed to the
decline in operating margins.

Retail unit sales at Auto Pedigree were higher and the business improved its performance significantly from the prior
period. The stock level and stock profile at Auto Pedigree have also improved.

The panel business performed better than the prior year. This was due to management actions taken and improved
activity levels, assisted by recent hail storms. As a result, the panelshops were running at full capacity.

Our tourism subdivision performance was disappointing as inbound group travel demand continues to be slow and the
tough trading conditions persist. This continues to affect the profitability of our Springbok Atlas tourism operations. 

Distributorships


  R million           H1 2013    H1 2012    Change    H2 2012    Change     
                                                 %              % on H2    
                                                                   2012       
  Revenue              15 843     13 590      16,6     14 728       7,6        
  Operating profit      1 316      1 162      13,3      1 294       1,7        
  Operating margin %      8,3        8,6                  8,8                   



The Distributorships division performed well considering the negative impact of the stock availability constraints due
to the industrial action experienced by our principals in Korea. Excluding the Australian operation, new vehicle
registrations as reported to NAAMSA by Associated Motor Holdings (AMH) (including TATA) and Amalgamated Automobile
Distributors (AAD) were 6% higher, compared to a market increase of 9%. Volume growth in used car sales was better and strong
growth was achieved in annuity revenue streams generated from after-sales parts and service. The growing vehicle parc of our
imported brands will secure good future levels of after-market activity for our dealerships, which are performing
better. 

Our Mitsubishi vehicle distribution business has been in operation for approximately 18 months and the brand is being
reestablished in key market segments notwithstanding a challenging currency situation relative to the Yen. 

Vehicle distribution margins declined as a result of the impact of a weaker Rand exchange rate, and stock shortages
which caused a suboptimal sales mix. Forward exchange contracts enabled us to manage the impact of the very volatile
currency throughout the period.

In Australia, new and used retail unit sales were down 3% and 10% respectively. The dealerships in Australia had to
realign their business away from selling to rental companies and selling more to retail, which impacted volumes
negatively.

In the Auto Parts division, Midas and the engine parts businesses performed satisfactorily in a sluggish market. In
line with the groups strategy to extend into other areas of parts distribution, 80% of Afintapart SA (Pty) Limited, a
commercial vehicle parts distributor, was acquired by Midas during the period.

The Goscor Group continues to make a good contribution, trading ahead of expectations. Crown and Doosan increased
market share while maintaining a strong order book. 

The contribution from businesses that augment and are allied to our motor related activities, which include Car Find,
Bid 4 Cars and the recently acquired Datadot, continue to grow well. 

NACs results were included for the period, as the disposal was only concluded after the reporting period. The
business performed in line with the prior year which was satisfactory, as aircraft sales were subdued. Demand for chartering
and flight services operations into Africa were, however, strong and showed growth. 

Automotive Retail


  R million            H1 2013    H1 2012    Change    H2 2012    Change     
                                                  %              % on H2    
                                                                    2012       
  Revenue              10 926       9 877      10,6      9 683      12,8       
  Operating profit        299         261      14,6        312      (4,2)      
  Operating margin %      2,7         2,6                  3,2                   



The division performed well and produced good growth in operating profit for the year. Growth in new vehicle retail
sales units from South African operations was 9% in line with the industry. Used vehicle sales also improved compared to
the prior year. 

The commercial vehicle market in SA continues to lag the increase in passenger cars, producing a rise of 5% in unit
sales across all brands.

Growth in after sales service revenue was slow but parts revenue has improved well for the period as we continue to
focus on growing our revenue streams that arise out of after sales activities. The significant increase in new car sales
over the last few years bodes well for the future parts and services revenue of the division.

In the UK, the truck dealerships grew in a depressed market. The strategy to add an LCV business to our existing
footprint was successful and contributed positively. 

Beekman Canopies was a good performer with sales up on last year. Although the operating profit improved, sales
volumes at Jurgens Ci were flat due to a caravan market suffering from lower consumer spending on leisure activities.

Financial Services


   R million                                           Change    H2 2012    Change     
                                 H1 2013    H1 2012         %              % on H2    
                                                                              2012       
  Insurance                                                                            
  Revenue                         1 659        1 481      12,0      1 631      1,7   
  Operating profit                  270          213      26,8        206     31,1   
  Adjusted investment income        151           80      88,8         95     58,9   
  Adjusted underwriting result      119          133     (10,5)       111      7,2   
  Operating margin %               16,3         14,4                 12,6              
  Underwriting margin %             7,2          9,0                  6,8              
  Other financial services                                                             
  Revenue                           506          352      43,8        535      (5,4)  
  Operating profit                  221          131      68,7        225      (1,8)  
  Operating margin %               43,7         37,2                 42,1              
  Total financial services                                                             
  Revenue                         2 165        1 833      18,1      2 166              
  Operating profit                  491          344      42,7        431      13,9   
  Operating margin %               22,7         18,8                 19,9              


Note: 
The profit before tax of an insurance business is made up of the underwriting result and investment return.
Policyholder investment returns include investment income and fair value gains for the benefit of policyholders. The above table
reflects a reallocation of policyholder investment returns from investment income to the underwriting result. The
adjusted underwriting result and investment return more accurately reflect the performance from a shareholder point of view.

The Financial Services division had an excellent six months. 

Investment returns were significantly higher than the prior year as a result of a larger exposure to equity markets,
which performed favourably during the period. Management increased Regents exposure to equity markets from the prior
year while maintaining conservative management of the portfolio.

Regents underwriting result declined by 11% from R133 million to R119 million, primarily driven by a deteriorating
claims experience in the short-term motor comprehensive business impacted by the severe hail storms during the period. The
Broker division at Regent also underperformed. In contrast, Regents other significant product lines in the short-term
insurance business (Adcover, Paintech and Warranties) delivered excellent results and showed healthy growth from the
prior year. 

Regent Life also performed well, with gross written premiums up 20% for the year. 

Botswana and Lesotho continue to grow and the exposure to other African countries is becoming a much more meaningful
contributor to the division.

Other Financial Services, mainly represented by LiquidCapital, performed well. The rise in the number of new
maintenance plans written in the strong new vehicle market provides a valuable annuity earnings underpin to our future profits.

The advances book generated through our joint ventures with financial institutions has grown encouragingly, as have
the funds held under service and maintenance plans, warranties and roadside assistance.

The release from the funds created on the sale of service and maintenance plans was significantly higher than the
prior year due to a change in accounting estimate which was implemented in the second half of the previous financial year.
 
Volumes in Imperial Fleet Management continue improving as we gain new contracts. Ariva, a private leasing joint
venture with JD Group targeting the entry-level car market, is performing in line with expectations and presents growth
potential in a largely untapped market.


Skills development and Corporate Social Investment
Building a robust internal skills pipeline
We recognise that skilled people offer the business a powerful competitive advantage, particularly in a global
environment of critical skills shortages, and skills development is therefore a key business driver across Imperials many
diverse operations. 

Skills development delivers a range of other sustainable benefits in areas such as employment equity and
transformation, staff retention and employee satisfaction. Among the many new initiatives launched is the expansion of our artisan
and technician training centres to include two new facilities, which will increase our training capacity. Our Car Rental
division also opened its new Europcar Learning Centre, which will host the training of its employees. 

Investing in education 
The development of a sustainable skills pipeline in South Africa requires investment in the education of the next
generation. 

To assist in achieving this objective, Imperial Holdings together with its empowerment partner, Ukhamba, has made a
strategic investment in the upliftment of education facilities and teaching in eight schools in the greater Gauteng area
in which we operate. This is carried out through the Imperial and Ukhamba Community Development Trust, to which each
division contributes on an annual basis. 

The Trust plays a hands-on role in uplifting education in the beneficiary schools, ensuring that learners have
sufficient stationery and that educators have access to suitable teaching resources and materials, receive curriculum training
and are assisted by mentors. The Trust has assisted in establishing libraries at some of these schools. In addition,
learners are exposed to a range of cultural, sporting and extracurricular activities. The Trust touches the lives of
approximately 9 800 children.

Leading corporate citizenship initiatives
Imperial also places strategic emphasis on establishing itself as a leading corporate citizen. The IMPERIAL I-Pledge
campaign is our flagship project and has recorded 121 000 pledges from individuals in South Africa. It seeks to promote
safer, friendlier roads by encouraging South Africans to commit to safer driving practices. Fewer road accidents are a
key goal for the Imperial group. Current initiatives highlight the vulnerability of children on our roads and projects
launched during this period were our car seat campaign which collected 750 car seats for refurbishment and distribution, as
well as our scholar patrol initiative which to date has refurbished equipment for 100 school scholar patrols and
reached over 61 000 primary school learners in road safety awareness. 


Strategic intentions
Our strategic focus remains on generating higher returns on capital while investing in growing the business in existing
and related industries and geographies. 

The development of African economies and the world-wide trend towards outsourcing offer good growth potential in the
logistics industry, both in Africa and abroad. Imperial is expanding its footprint in this industry as illustrated by
recent acquisitions in the SA Logistics, Rest of Africa and International Logistics businesses. Our Rest of Africa
Logistics business will place its emphasis on consumer logistics and distribution growth opportunities while also ensuring that
it is a strong transport operator on certain key corridors of the continent.

We continue to optimise the value chain in our motor vehicle businesses. Our experience in this field stands us in
good stead and will enable us to earn increasing annuity income streams as the vehicle parc of brands we distribute
exclusively grows, and we refine the use of technology and market intelligence.

The distribution of products which carry strong brands in the automotive and industrial markets remain a core focus.
We continually seek and investigate expansion opportunities into potential new areas of distribution, including new
regions.


Ordinary dividend
An interim ordinary dividend of 380 cents per share, reflecting a 27% increase (2012: 300 cents per share), has been
declared. 


Prospects
The group holds leading positions in its main markets and is well positioned to take advantage of growth opportunities
as they arise.
 
Trading conditions in South African Logistics will remain challenging. Pressure on the mining, construction and
manufacturing client base persists. The market has also become more competitive. The acquisition of RTT Health Sciences will
have a positive impact on results in the second half and the expansion into Africa will continue to gain momentum. The
fundamentals of the logistics industry are good and given Imperials infrastructure and network, it is ideally positioned
to capitalise on these growth opportunities and gain more business.

We expect the performance of our International Logistics division, which comes off a high base, to be impacted by a
slowing German economy. The Lehnkering acquisition and the favourable terms of the financing arrangements will have a
positive impact on results as it will make a contribution for the full year in 2013 compared to six months in the previous
year. Our businesses remain well positioned in attractive niches in the logistics industry in Germany and acquisitions
could be a further growth driver.

Conditions in the car rental and tourism industries will continue to be challenging. Some improvement can be expected
in the used car market as the price differential widens between used and new cars. 

The outlook for new vehicle sales is for a slower rate of growth. Reduced disposable income, a weaker currency and the
high base created by strong volume gains in the last three years all present potential headwinds for growth. While our
inventory position has improved post the impact of the strike in Korea, product supply remains tight but stable. We
will, however, continue benefiting from the growth in parts and service revenue streams as the car parc of our imported
brands increases further. 

The Autoparts business is not affected directly by new vehicle sales and should continue to perform solidly as
initiatives to expand its product range and geographic footprint bear fruit despite the increasingly competitive market. Goscor
will perform well as it capitalises on a strong order book, grows its rental business and after sales maintenance
opportunities. 

While short-term insurance underwriting conditions and equity markets are unpredictable, other earnings in the
Financial Services division should be robust as it generates increasing annuity income due to new business being placed on its
book. The investment portfolio continues to be conservatively managed despite our increased exposure to equities.

Imperials balance sheet remains strong despite significant organic and acquisitive growth in the recent past. As a
result, the group is well positioned to take advantage of attractive organic growth and acquisition opportunities as they
arise.

Given current market conditions, we expect subdued growth in the 2013 financial year. 

By order of the board


TS Gcabashe
Chairman


HR Brody
Chief Executive


AH Mahomed
Financial Director


Declaration of dividends for the six months ended 31 December 2012 

Ordinary shareholders
Notice is hereby given that a gross ordinary dividend in an amount of 380 cents per ordinary share has been declared
payable, by the board of Imperial, to holders of ordinary shares.

The ordinary dividend will be subject to a local dividend tax rate of 15%. The companys STC credits have been fully
utilised and consequently there are no further credits available to reduce the withholding tax payable. The net ordinary
dividend, to those shareholders who are not exempt from paying dividend tax, is therefore 323 cents per share. The number 
of ordinary shares in issue as at the declaration date is 209 964 264 shares.

Preference shareholders
Notice is hereby given that a gross preference dividend of 354,2979 cents per preference share has been declared
payable, by the board of Imperial, to holders of non-redeemable, non-participating preference shares.

The preference dividend will be subject to a local dividend tax rate of 15%. The companys STC credits have been fully
utilised and consequently there are no further credits available to reduce the withholding tax payable.The net
preference dividend, to those shareholders who are not exempt from paying dividend tax, is therefore 301,15322 cents per share.
The number of preference shares in issue as at the declaration date is 4 540 041 shares.

The company has determined the following salient dates for the payment of the preference dividend and ordinary
dividend:


                                                                                                                                                2013   
 Last day for preference shares and ordinary shares respectively to trade cum-preference dividend and cum-ordinary dividend      Wednesday, 20 March   
 Preference and ordinary shares commence trading ex-preference dividend and ex-ordinary dividend respectively                       Friday, 22 March   
 Record date                                                                                                                      Thursday, 28 March   
 Payment date                                                                                                                       Tuesday, 2 April   

The company's income tax number is 9825778719.

Share certificates may not be dematerialised/rematerialised between Friday, 22 March 2013 and Thursday, 28 March 2013,
both days inclusive.

On Tuesday, 2 April 2013, amounts due in respect of the preference dividend and the ordinary dividend will be
electronically transferred to the bank accounts of certificated shareholders that utilise this facility. In respect of those who
do not, cheques dated 2 April 2013 will be posted on or about that date. Shareholders who have dematerialised their
shares will have their accounts, held at their CSDP or broker, credited on Tuesday, 2 April 2013.

On behalf of the board

RA Venter
Group Company Secretary

26 February 2013


Condensed consolidated income statement


  for the six months ended                                       %         Unaudited        Unaudited        Audited     
                                                                 change     December         December           June        
                                                                                2012             2011           2012        
                                                                                  Rm               Rm             Rm          
  Revenue                                                            18       45 262           38 385         80 830      
  Net operating expenses                                                     (41 310)         (34 930)       (73 402)    
  Profit from operations before depreciation and recoupments                   3 952            3 455          7 428       
  Depreciation, amortisation, impairments and recoupments                     (1 013)            (834)        (1 790)     
  Operating profit                                                   12        2 939            2 621          5 638       
  Recoupments from sale of properties, net of impairments                         19              (38)           (32)        
  Amortisation of intangibles arising on business combinations                  (110)             (13)          (128)       
  Foreign exchange gains                                                          47                9             16         
  Fair value losses on foreign exchange derivatives                              (42)              (9)           (26)        
  Business acquisition costs                                                      (5)             (53)           (51)        
  Realised gain on sale of available-for-sale investment                          10                                         
  Exceptional (loss) profit                                                       (9)                3           (12)        
  Profit before net financing cost and associates                    13        2 849             2 520         5 405       
  Net finance cost including fair value gains and losses                        (362)             (305)         (681)       
  Income from associates and joint ventures                                        3               (17)           46         
  Profit before tax                                                  13        2 490             2 198         4 770       
  Income tax expense                                                            (703)             (664)       (1 382)     
  Net profit for the period                                                    1 787             1 534         3 388       
  Net profit attributable to:                                                                                          
  Owners of Imperial                                                           1 579             1 350         2 980       
  Non-controlling interests                                                      208               184           408        
                                                                               1 787             1 534         3 388       
  Earnings per share (cents)                                                                                           
   Basic                                                            17          821               703         1 552       
   Diluted                                                          18          786               666         1 474       


Condensed consolidated statement of comprehensive income


  for the six months ended                                                             Unaudited     Unaudited   Audited    
                                                                                        December      December      June       
                                                                                            2012          2011      2012       
                                                                                              Rm            Rm        Rm         
  Net profit for the period                                                                1 787         1 534     3 388      
  Other comprehensive income  to be subsequently reclassified to profit or loss              78           770       653       
   Exchange gains arising on translation of foreign operations                              251           199       210       
   Movement in valuation reserves                                                            10                      19        
   Reclassification of gain on sale of available-for-sale investments                       (10)          (23)      (19)       
   Movement in hedge accounting reserves                                                   (175)          576       409       
   Share of associates and joint ventures hedging reserves                                   (3)           18        18        
   Income tax relating to components of other comprehensive income                            5                      16        
                                                                                                                            
  Total comprehensive income for the period                                                1 865         2 304     4 041      
  Total comprehensive income attributable to:                                                                               
  Owners of Imperial                                                                       1 653         2 040     3 578      
  Non-controlling interests                                                                  212           264       463       
                                                                                           1 865         2 304     4 041      


Earnings per share information


  for the six months ended                                                              %    Unaudited      Unaudited   Audited    
                                                                                    change    December       December      June       
                                                                                                  2012           2011      2012       
                                                                                                    Rm             Rm        Rm         
  Headline earnings reconciliation                                                                                                  
  Earnings  basic                                                                               1 579          1 350      2 980   
  Saving of finance costs by associate on sale of Imperial shares                                   20                        21   
  Earnings  diluted                                                                             1 599          1 350      3 001   
  Profit on disposal of assets (IAS 16, IAS 38)                                                    (29)           (19)       (29)  
  Impairment of assets (IAS 36)                                                                      1             46         49   
  Exceptional loss (profit)                                                                          9             (3)        12   
  Exceptional loss included in income from associates and joint ventures                            12             48         19   
  Realised gain on sale of available-for-sale investments (IAS 39)                                 (10)           (23)       (19)  
  Tax effects of remeasurements                                                                     27              3          9   
  Non-controlling interests in remeasurements                                                        6             (6)        (14)  
  Headline earnings  diluted                                                                    1 615          1 396       3 028   
  Saving of finance costs by associate on sale of Imperial shares                                  (20)                       (21)  
  Headline earnings  basic                                                                      1 595          1 396       3 007   
  Earnings per share (cents)                                                                                                        
   Basic                                                                               17         821            703       1 552   
   Diluted                                                                             18         786            666       1 474   
  Headline earnings per share (cents)                                                                                               
   Basic                                                                               14         829            727       1 566   
   Diluted                                                                             15         794            688       1 487   

  Core earnings reconciliation                                                                                              
  Headline earnings  basic                                                                      1 595          1 396       3 007   
  Saving of finance costs by associate on sale of Imperial shares                                   20                         21   
  Headline earnings  diluted                                                                    1 615          1 396       3 028   
  Amortisation of intangibles arising on business combinations                                     110             13         128   
  Business acquisition costs                                                                         5             53          51   
  Headline earnings from discontinued operations                                                    (2)            (9)        (34)  
  Core earnings adjustments included in income from associates and joint ventures                    2                           
  CGT on post-acquisition earnings of associates disposed                                                           2           2   
  Tax effects of core earnings adjustments                                                         (34)            (3)        (47)  
  Non-controlling interests in core earnings adjustments                                                                       10   
  Core earnings  diluted                                                                        1 696          1 452       3 138   
  Saving of finance costs by associate on sale of Imperial shares                                  (20)                       (21)  
  Core earnings  basic                                                                          1 676          1 452       3 117   
  Core earnings per share (cents)                                                                                                   
    Basic                                                                               15        872            756       1 623   
    Diluted                                                                             16        834            716       1 541   
  Additional information                                                                                                            
  Net asset value per share (cents)                                                      10      7 768          7 052       7 479   
  Dividend per ordinary share (cents)                                                    27        380            300         680   
  Number of ordinary shares in issue (million)                                                                                      
   total shares                                                                                 210,0          209,8       209,8   
   net of shares repurchased                                                                    196,2          196,1       196,1   
   weighted average for basic                                                                   192,3          192,0       192,0   
   weighted average for diluted                                                                 203,4          202,8       203,6   
  Number of other shares in issue (million)                                                                                         
   Deferred ordinary shares                                                                      13,0           14,1        14,1   




  Details of net finance cost and exceptional (loss) profit
  
  for the six months ended                                                                                          Unaudited       Unaudited        Audited    
                                                                                                                     December        December           June       
                                                                                                                         2012            2011           2012       
                                                                                                                           Rm              Rm             Rm         
  Net finance cost                                                                                                                                        
  Net interest paid                                                                                                      (362)          (305)            (681)  
  Foreign exchange loss on monetary items                                                                                (122)          (106)             (88)  
  Fair value gain on interest-rate swap instruments                                                                       122            106               88   
                                                                                                                         (362)          (305)            (681)  
  Exceptional (loss) profit                                                                                                                                     
  Impairment of goodwill                                                                                                                 (31)            (123)  
  Net profit (loss) on disposal and rationalisation of investments in subsidiaries, associates and joint ventures                          8               (1)  
  Remeasurement on disposal groups and discontinued operations                                                             (9)            26              112   
                                                                                                                           (9)             3              (12)  
                                                                                                                                          

Condensed consolidated statement of financial position


   at 31 December                                                       Unaudited           Unaudited            Audited    
                                                                         December            December               June       
                                                                             2012                2011               2012       
                                                                               Rm                  Rm                 Rm         
  ASSETS                                                                                                                      
  Intangible assets                                                         4 420              1 921               4 234      
  Investments in associates and joint ventures                                902                759                 889       
  Property, plant and equipment                                             8 545              6 970               8 080      
  Transport fleet                                                           4 399              3 999               4 336      
  Vehicles for hire                                                         2 688              2 587               2 321      
  Deferred tax assets                                                       1 034                766                 930       
  Investments and loans                                                     3 236              2 604               2 433      
  Non-current financial assets                                                254                259                 242       
  Inventories                                                               8 851              9 295               9 218      
  Tax in advance                                                              295                192                 195       
  Trade and other receivables                                              10 202              8 860               9 275      
  Cash resources                                                            2 590              2 203               3 545      
  Assets classified as held for sale                                          630                                              
  Total assets                                                             48 046             40 415              45 698     
  EQUITY AND LIABILITIES                                                                                                      
  Capital and reserves                                                                                                        
  Share capital and share premium                                             333                 22                  22        
  Shares repurchased                                                         (227)              (220)               (220)      
  Other reserves                                                              433                818                 503       
  Retained earnings                                                        14 701             13 209              14 361     
  Attributable to owners of Imperial                                       15 240             13 829              14 666     
  Non-controlling interests                                                 1 254              1 125               1 223      
  Total equity                                                             16 494             14 954              15 889     
  Liabilities                                                                                                                 
  Non-redeemable, non-participating preference shares                         441                441                 441       
  Retirement benefit obligations                                              643                250                 590       
  Interest-bearing borrowings                                              11 088              8 099               9 747      
  Insurance, investment, maintenance and warranty contracts                 3 633              2 825               3 222      
  Deferred tax liabilities                                                  1 266                548               1 107      
  Non-current financial liabilities                                           274                243                 348       
  Trade and other payables and provisions                                  13 467             12 195              13 886     
  Current tax liabilities                                                     543                860                 468       
  Liabilities directly associated with assets classified as held for sale     197                                              
  Total liabilities                                                        31 552             25 461              29 809     
  Total equity and liabilities                                             48 046             40 415              45 698     
  Capital commitments                                                         483                437               1 112      
  Contingent liabilities                                                      208                 57                  46        


Condensed consolidated statement of cash flows


  for the six months ended                                                      Unaudited       Unaudited            Audited    
                                                                                 December        December               June       
                                                                                 2012                2011               2012       
                                                                                 Rm                    Rm                 Rm         
  Cash flows from operating activities                                                                                            
  Cash generated by operations before movements in net working capital           4 285              3 842              8 198      
  Movements in net working capital                                              (1 489)            (2 021)              (758)      
  Cash generated by operations before capital expenditure on rental assets       2 796              1 821              7 440      
  Expansion capital expenditure  rental assets                                   (439)              (671)              (352)      
  Net replacement capital expenditure  rental assets                             (296)              (174)              (505)      
   Expenditure                                                                 (1 188)            (1 022)            (2 120)    
   Proceeds                                                                       892                848              1 615      
                                                                                                                                  
  Cash generated by operations                                                   2 061                976              6 583      
  Net finance costs paid                                                          (362)              (305)              (681)      
  Tax paid                                                                        (598)              (501)            (1 522)    
                                                                                 1 101                170              4 380      
  Cash flows from investing activities                                                                                            
  Net disposal (acquisition) of subsidiaries and businesses                         38                (77)            (1 868)    
  Expansion capital expenditure  excluding rental assets                         (597)              (346)              (773)      
  Net replacement capital expenditure  excluding rental assets                   (531)              (655)              (962)      
  Dividend received from Ukhamba Holdings (Pty) Limited                                               387                387       
  Net movement in other associates and joint ventures                              (25)               (37)               (94)       
  Net movement in investments, loans and non-current financial instruments        (854)              (173)               (63)       
                                                                                (1 969)              (901)            (3 373)    
  Cash flows from financing activities*                                                                                           
  Hedge cost premium paid                                                           (8)                                 (105)      
  Repurchase of ordinary shares                                                     (7)                                              
  Ordinary shares repurchased and cancelled                                       (474)                                            
  Repayment of IC 02 corporate bond                                                                                    (522)      
  Proceeds on the Euro-syndicated bank term loan raised                                                               2 482      
  Net increase (decrease) in interest-bearing borrowings                         1 190                 89            (1 432)    
  Change in non-controlling interests                                                5               (137)             (177)      
  Dividends paid                                                                  (877)              (620)           (1 350)    
                                                                                  (171)              (668)           (1 104)    
  Net decrease in cash resources                                                (1 039)            (1 399)              (97)       
  * There has been no cash flow for the shares issued under the share schemes.                                                        
                                                                                                                       

Condensed consolidated statement of changes in equity

  
  for the six months ended                                                                                      Share    Shares re-         Other       Retained    Attribu-            Non-          Total      
                                                                                                              capital     purchased      reserves       earnings    table to     controlling         equity     
                                                                                                                  and            Rm             Rm            Rm   owners of       interests             Rm         
                                                                                                                share                                               Imperial             Rm                         
                                                                                                              premium                                                     Rm                                      
                                                                                                                   Rm                                                                                           
  Balance at 30 June 2011  Audited                                                                                 9          (220)           111       12 073       11 973         1 043           13 016     
  Total comprehensive income for the period                                                                                                    690        1 350        2 040           264            2 304      
  Movement in statutory reserves                                                                                                                 4           (4)                                                  
  Share-based equity reserve transferred to retained earnings on vesting                                                                         8           (8)                                                  
  Share-based equity reserve utilisation including hedging cost                                                                                (12)                      (12)                           (12)       
  Share-based equity reserve charged to the income statement                                                                                    63                        63                             63        
  Issue of 115 060 ordinary shares                                                                                 13                                                     13                             13        
  Ordinary dividends paid                                                                                                                                  (507)        (507)                          (507)      
  Dividend declared by Ukhamba Holdings (Pty) Limited on unrecognised fair value adjustments on Imperial shares                                             305          305                            305       
  Non-controlling interests arising on business combinations                                                                                                                           (7)               (7)        
  Net decrease in non-controlling interests                                                                                                   (46)                       (46)         (62)             (108)      
  Non-controlling interests share of dividends                                                                                                                                       (113)             (113)      
  Balance at 31 December 2011  Unaudited                                                                          22         (220)           818        13 209       13 829        1 125            14 954     
  Total comprehensive income for the period                                                                                                   (92)        1 630        1 538          199             1 737      
  Movement in statutory reserves                                                                                                             (137)          137                                                 
  Share-based equity reserve transferred to retained earnings on vesting                                                                       31           (31)                                                 
  Share-based equity reserve utilisation including hedging cost                                                                              (124)                      (124)          (2)             (126)      
  Share-based equity reserve charged to the income statement                                                                                   44                         44            5                49        
  Ordinary dividends paid                                                                                                                                  (584)        (584)                          (584)      
  Non-controlling interests arising on business combinations, net of disposals                                                                                                         43                43        
  Net decrease in non-controlling interests                                                                                                   (37)                      (37)           (1)              (38)       
  Non-controlling interests share of dividends                                                                                                                                       (146)             (146)      
  Balance at 30 June 2012  Audited                                                                                22         (220)           503        14 361      14 666         1 223            15 889     
  Total comprehensive income for the period                                                                                                    74         1 579       1 653           212             1 865      
  Movement in statutory reserves                                                                                                               3            (3)                                                  
  Share-based equity reserve transferred to retained earnings on vesting                                                                       19           (19)                                                 
  Share-based equity reserve utilisation including hedging cost                                                                              (222)                     (222)         (11)             (233)      
  Share-based equity reserve charged to the income statement                                                                                   57                        57            3                60        
  Ordinary dividends paid                                                                                                                                  (743)       (743)                          (743)      
  Issue of 1 620 884 ordinary shares                                                                              311                                                   311                            311       
  Cancellation of 2 631 559 ordinary shares repurchased from the open market                                                                               (474)       (474)                          (474)      
  39 000 ordinary shares acquired by a subsidiary                                                                               (7)                                      (7)                            (7)        
  Non-controlling interests disposed, net of acquisitions                                                                                                                            (45)              (45)       
  Net increase in non-controlling interests                                                                                                    (1)                       (1)           6                 5         
  Non-controlling interests share of dividends                                                                                                                                      (134)             (134)      
  Balance at 31 December 2012  Unaudited                                                                         333          (227)          433        14 701      15 240        1 254            16 494     


Notes to the condensed consolidated financial statements


  Basis of preparation                                                                           
  The condensed consolidated financial statements have been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS) and its interpretations adopted by the International 
  Accounting Standards Board (IASB) in issue and effective for the Group at 31 December 2012 and the AC 500 standards issued by the Accounting Practices Board or its successor. The results are presented in accordance with IAS 34  Interim 
  Financial Reporting and comply with the Listings Requirements of the JSE Limited and the Companies Act of South Africa, 2008. These financial statements do not include all the information required for full annual financial statements and 
  should be read in conjunction with the consolidated financial statements as at and for the year ended 30 June 2012.                                     
  These condensed consolidated financial statements have not been reviewed or audited by the Groups auditors.                                     
  These condensed consolidated financial statements have been prepared under the supervision of R Mumford, CA(SA) and were approved by the board of directors on 26 February 2013.                                     
  
  Accounting policies                                                                            
  The accounting policies adopted and methods of computation used in the preparation of the condensed consolidated financial statements are in accordance with IFRS and are consistent with those of the annual financial statements for the 
  year ended 30 June 2012 except where the Group has adopted new or revised accounting standards.                                     
 
  Revised accounting standards/circulars                                                         
  The Group adopted amendments to the following accounting standards and interpretations that became applicable during the current reporting period:                                     
  IAS 1  Presentation of Financial Statements  Amendments to the presentation of other comprehensive income.                                     
  IAS 12  Taxes  Deferred Tax: recovery of underlying assets.                                     
  IAS 34  Interim Financial Reporting  Disclosure of significant events and transactions.                                     
  The group also adopted Circular 3/2012 - Headline Earnings as issued by the South African Institute of Chartered Accountants (SAICA).                                     
  These amendments had no significant impact on the groups accounting policies and methods of computation.                                     
  
  Standards and interpretations issued but not yet effective                                     
  Following the withdrawal of Statements of Generally Accepted Accounting Practice for years beginning on or after 1 December 2012, the Accounting Practices Committee (APC) has issued the relevant AC 500  series of Statement of Generally 
  Accepted Accounting Practice as a Financial Reporting Guide (FRG). This change will become applicable to the Group in the 2014 financial year with no impact on the existing accounting policies and methods of computation.                                     
  For a list and impact of other standards and interpretations that will become applicable to the Group in future reporting periods please refer to note 2 of the Groups 2012 annual financial statements.                                     
  
  Core earnings                                                                                  
  The Group reports a core earnings number which excludes significant non-operational items of income and expenditure from reported headline earnings.                                     
  
  Discontinued operations                                                                        
  Discontinued operations are immaterial to the Group. Their results are included in continuing operations in the income statement and under Head Office and Eliminations on the segment report. The impact on the trading result is insignificant.                                     
  
  Changes to the composition of the Group                                                        
  Acquisitions                                                                                   
  For details about the acquisitions please refer to the business combinations section on page 17.                                     
  
  Disposals                                                                                      
  The group disposed of its 60% interest in Megafreight for R80 million in September 2012.                                     
  
  Disposal group                                                                                 
  The sale of NAC became highly probable in September 2012. As a result, assets of R630 million and liabilities of R197 million are shown as held for sale on the statement of financial position.                                     
  The assets and liabilities were measured in accordance with IFRS 5  Non-current Assets Held for Sale and Discontinued Operations.                                     
                                                                                                 
  Foreign exchange rates                                        December     December     June   
                                                                    2012         2011     2012   
  The following major rates of exchange were used:                                               
  SA Rand:European Union                                                                         
   closing                                                        11,21        10,52    10,39   
   average                                                        10,79        10,47    10,38   
  SA Rand:US Dollar                                                                              
   closing                                                         8,50         8,13     8,20   
   average                                                         8,47         7,59     7,75   
 
  Related party transactions                                                                     
  The company and its subsidiaries, in the ordinary course of business, entered into various sale and purchase transactions with related parties.                                     
  These transactions were subject to terms that are no less favourable than those arranged with third parties.                                     
  
  Events after the reporting period                                                              
  On 9 January 2013, Imperial acquired the pharmaceutical and consumer healthcare supply chain services business conducted by RTT Group (Pty) Limited for a total enterprise value of R515 million. The businesses acquired, collectively referred 
  to as RTT Health Sciences, include RTT Medical, RTT Trans Africa, RTT Consumer Health and RTT Essentials as well as 100% of Fuel Africa Logistics (Pty) Limited, RTT Kenya and RTT Ghana. The acquisition was funded from existing funding 
  resources. The net assets acquired, prior to the purchase price allocation, amounted to R121 million. For details about the acquisitions please refer to the business combinations section on page 17.                                     
  The sale of NAC was concluded on 15 February 2013.                                             
  Shareholders are advised that a preference dividend and an ordinary dividend has been declared by the Board of Imperial on 26 February 2013. For more details please refer to the dividend declaration on page 10.                                     
  
  Operational segmental reporting                                                                
  For management purposes, the Group is organised into five major operating divisions  Logistics, Car Rental and Tourism, Distributorships, Automotive Retail and Financial Services. These divisions are the basis on which the Group reports 
  its primary segment information.                                     
  The principal services and products of each of these divisions are as follows:                                     
  
  Logistics  provides complete logistics solutions including transportation, warehousing, inland waterway shipping, container handling, manufacturing and packaging of chemicals and related value added services.                                     
  
  Car Rental and Tourism  vehicle rental operations span the domestic corporate and leisure sectors as well as inbound tourists, with extensive support services. Tourism operations include inbound tour operations and niche tourism services.                                      
  
  Distributorships  this segment imports and distributes a range of passenger and commercial vehicles, automotive products, industrial equipment and motorcycles.                                     
  
  
  Automotive Retail  consists of a large network of motor vehicle and commercial vehicle dealerships in South Africa and represents most of the major original equipment manufacturers (OEMs). It also manufactures and sells caravans and canopies.                                     
 
  Financial Services  comprises insurance operations which are focused on a range of short-, medium- and long-term insurance and assurance products that are predominantly associated with the automotive market, the sale of warranty and 
  maintenance products, income from joint ventures on the sale of financial services, cell captive arrangements and factoring of premium finance operations.                                     




  Business combinations (including businesses acquired after the reporting period)                                                                                                           
  Subsidiaries and businesses acquired        Nature of                 Operational         Date               Interest      Acquired           Acquired    
                                              business                  segment             acquired           acquired    during the        ccafter the   
                                                                                                                     (%)    reporting          reporting   
                                                                                                                               period             period    
                                                                                                                                   Rm                 Rm   
  Afintapart SA (Pty) Limited                 Truck part distributor    Distributorships    September 2012           80            40                              
  LTS Kenzam (Pty) Limited                    Specialised freight       Logistics           October 2012             60            29                              
  RTT Health Sciences                         Supply chain services     Logistics           January 2013            100                               515   
  Total purchase consideration transferred                                                                                         69                 515   
                                                                                                                               


  Reason for the acquisitions                                                                            
  These businesses were acquired to complement and expand our distribution and logistics businesses within South Africa and the rest of Africa.                                       
  Assets acquired and liabilities assumed at date of acquisition:*       Aggregate of       RTT Health     
                                                                           immaterial        Sciences*      
                                                                        acquisitions*               Rm             
                                                                                  Rm                              
  Assets                                                                                              
  Intangible assets                                                               41                 9   
  Property, plant and equipment                                                   14                55   
  Transport fleet                                                                 19                     
  Inventories                                                                     19                23   
  Trade and other receivables                                                     50               256   
  Cash resources                                                                   3                15   
                                                                                 146               358   
  Liabilities                                                                                            
  Interest-bearing borrowings                                                     22                 2            
  Deferred tax liabilities                                                         4                     
  Non-current financial liabilities                                                8                     
  Trade and other payables and provisions                                         46               233   
  Current tax liabilities                                                          1                 2   
                                                                                  81               237   
  Acquirees carrying amount at acquisition                                       65               121   
  Less: Non-controlling interests                                                (16)                    
  Net assets acquired                                                             49               121   
  Purchase consideration transferred                                              69               515   
   Cash                                                                          44               515   
   Contingent consideration                                                      25                     
                                                                                                         
  Excess of purchase price over net assets acquired                               20               394   
  Trade and other receivables acquired had gross contractual amounts of R313 million of which R7 million was doubtful. None of the resulting goodwill is expected to be deductible for tax purposes. Non-controlling interests 
  has been calculated based on their proportionate share in net assets.                                       
  
  Details of contingent consideration                                                                    
  The contingent consideration requires the group to pay the vendors an additional total amount of R25 million over three years if the entitys net profit after tax exceeds certain earnings targets.                                       
  
  Acquisition costs                                                                                      
  Acquisition costs, for acquisitions concluded during the period, amounted to R1 million and has been recognised as an expense in the income statement within business acquisition costs.                                       
  
  Impact of the acquisitions on the results of the Group                                                 
  From the dates of acquisition the businesses acquired during the reporting period contributed revenue of R112 million and net profit of R5 million.                                       
  Had all the acquisitions been consolidated from 1 July 2012 the Groups revenue and net profit would have been R46 015 million and R1 804 million respectively, with the new acquisitions contributing revenue of R753 million and net 
  profit of R17 million after adjusting for the funding costs on the acquisitions.                                       
  As the initial accounting for the business acquisitions were incomplete depreciation and amortisation of assets were calculated on their pre-acquisition carrying values before any purchase price allocation.                                       
  *The values of the assets acquired and the liabilities assumed are provisional as the initial accounting for the business combinations are incomplete.                                       


 Segmental information  Financial position 


                                                                                                                                                                                                                                         Head Office     Head Office     
                                                                                                                      Car Rental     Car Rental        Distri-       Distri-      Automotive   Automotive    Financial    Financial             and             and             
                                                                     Group      Group      Logistics    Logistics    and Tourism    and Tourism     butorships    butorships         Retail       Retail      Services     Services     Eliminations    Eliminations    
                                                                      2012       2011           2012         2011           2012           2011          2012*          2011           2012         2011          2012         2011             2012            2011            
  at 31 December                                                        Rm         Rm             Rm           Rm             Rm             Rm            Rm             Rm            Rm           Rm            Rm           Rm               Rm              Rm              
  Business segmentation                                                                                                                                                                                                                                              
  Assets                                                                                                                                                                                                                                                             
  Intangible assets                                                  4 420        1 921        3 713        1 265            76             84             451           418           156          129            30           29               (6)             (4)             
  Investments, associates and joint ventures                         3 605        2 701          150          118             8              7             170           140            16           (2)        3 227        2 426               34              12             
  Property, plant and equipment                                      8 545        6 970        3 144        1 998           454            440           2 622         2 437         2 009        1 766           141          129              175             200            
  Transport fleet                                                    4 399        3 999        4 445        4 050                                                                                                                               (46)            (51)            
  Vehicles for hire                                                  2 688        2 587                                   2 059          2 119             474           320                                      602          582             (447)           (434)           
  Non-current financial assets                                         254          259                                                                                                                           254          259                                             
  Inventories                                                        8 851        9 295          495          296           225            416           5 459         6 075        2 419         2 259           330          301             (77)             (52)            
  Trade and other receivables                                       10 202        8 860        6 253        5 341           363            290           2 170         1 961          994           864           490          549             (68)            (145)           
  Cash resources in financial services businesses                      806          973                                                                                                                           806          973                                             
  Operating assets                                                  43 770       37 565       18 200       13 068         3 185          3 356          11 346        11 351        5 594         5 016         5 880        5 248            (435)            (474)           
  Deferred tax assets                                                1 034          766                                                                                                                                                                                        
  Loans to associates and other investments                            533          662                                                                                                                                                                                        
  Tax in advance                                                       295          192                                                                                                                                                                                        
  Cash resources                                                     1 784        1 230                                                                                                                                                                                       
  Assets classified as held for sale                                   630                                                                                                                                                                                                     
  Total assets per statement of financial position                  48 046       40 415                                                                                                                                                                                      
  Liabilities                                                                                                                                                                                                                                                                 
  Retirement benefit obligations                                       643          250          643           250                                                                                                                                                              
 Insurance, investment, maintenance and warranty contracts           3 633        2 825                                                                     83            33                                     3 550        2 792                                            
  Trade and other payables and provisions                           13 467       12 195        6 170         4 886          539            330           3 593         4 034         1 972         1 826         1 463        1 365            (270)           (246)           
  Non-current financial liabilities                                    274          243           78           131                                          33                                                                                  163             112            
  Non-interest-bearing liabilities                                  18 017       15 513        6 891         5 267          539            330           3 709         4 067         1 972         1 826         5 013        4 157            (107)           (134)           
  Non-redeemable, non-participating preference shares                  441          441                                                                                                                                                                                        
  Interest-bearing borrowings                                       11 088        8 099                                                                                                                                                                                       
  Deferred tax liabilities                                           1 266          548                                                                                                                                                                                        
  Current tax liabilities                                              543          860                                                                                                                                                                                        
 Liabilities directly associated with assets classified as                                                                                                                                                                                 
 held for sale                                                         197                                                                                                                                                                                                     
  Total liabilities per statement of financial position             31 552       25 461                                                                                                                                                                                      
                                                                                                                                                                                                                                            
 Geographic segmentation                                                                                                                                                                                                                                                     
  Operating assets                                                  43 770       37 565       18 200       13 068         3 185          3 356          11 346        11 351        5 594          5 016         5 880        5 248            (435)           (474)           
   South Africa                                                    29 946       30 660        7 674        8 437         3 128          3 316          10 133        10 309        4 783          4 318         4 871        4 836            (643)           (556)           
   Rest of Africa                                                   3 264        1 795        2 026        1 276            57             40             166            68            6                        1 009          412                              (1)             
   Rest of world                                                   10 560        5 110        8 500        3 355                                        1 047           974           805           698                                        208              83             
  Non-interest-bearing liabilities                                  18 017       15 513        6 891        5 267           539            330           3 709         4 067         1 972         1 826         5 013        4 157            (107)           (134)           
   South Africa                                                    12 730       12 680        3 080        3 217           523            314           3 513         3 895         1 516         1 452         4 420        3 978            (322)           (176)           
   Rest of Africa                                                   1 287          773          625          534            16             16              49            38             5                         593          179             (1)               6              
   Rest of world                                                    4 000        2 060        3 186        1 516                                          147           134           451           374                                       216               36             
  Interest-bearing borrowings                                       11 088        8 099        6 877        3 601         1 354          1 778           2 927         2 711         1 602         1 257        (1 342)        (987)          (330)            (261)           
   South Africa                                                     4 500        4 493        2 794        2 691         1 303          1 812           2 108         1 975         1 414         1 145        (1 342)        (987)        (1 777)          (2 143)         
   Rest of Africa                                                     746          419          510          337            51            (34)            185           117                                                                                     (1)             
   Rest of world                                                    5 842        3 187        3 573          573                                          634           619           188           112                                     1 447            1 883           
  Gross capital expenditure                                          3 022        2 894          729          851           903           1 182            432           258           390           157           513          474             55              (28)            
   South Africa                                                     2 741        2 627          528          618           888           1 174            404           249           352           140           512          474             57              (28)            
   Rest of Africa                                                      82           87           51           79            15               8             16                                                       1                          (1)                             
   Rest of world                                                      199          180          150          154                                           12             9            38            17                                        (1)                             
  Gross capital expenditure                                          3 022        2 894          729          851           903           1 182            432           258           390           157           513          474             55              (28)            
  Less: Proceeds on disposal                                        (1 159)      (1 048)        (190)        (147)         (314)           (523)          (101)          (39)          (40)          (22)         (512)        (313)            (2)              (4)             
  Net capital expenditure                                            1 863        1 846          539          704           589            659             331           219           350           135             1          161             53              (32)            
  * The assets and liabilities of NAC were classified as held for sale.                                                                                                                                                                                                          
                                                                                                                                                                                                                                            
                                                                                
Segmental information  Income statement


                                                                                                                                                                                                                                 Head Office     Head Office     
                                                                                                               Car Rental     Car Rental        Distri-       Distri-    Automotive    Automotive      Financial    Financial            and             and             
                                                                 Group        Group    Logistics   Logistics  and Tourism    and Tourism     butorships    butorships        Retail        Retail       Services     Services   Eliminations    Eliminations    
                                                                  2012         2011         2012        2011         2012           2011           2012          2011          2012          2011           2012         2011           2012            2011            
 for the six months ended 31 December                               Rm           Rm           Rm          Rm           Rm             Rm             Rm           Rm             Rm            Rm            Rm           Rm              Rm              Rm              
 Business segmentation 
 Revenue                                                                                                                                                                                                                                                           
  Sale of goods                                                 26 193      23 245       1 930        1 959         649            575          13 937        12 037         9 689         8 667                                        (12)             7              
  Rendering of services                                         17 479      13 708      13 844       10 419       1 218          1 301           1 240           889           908           821           253          314              16             (36)            
  Gross premiums received                                        1 528       1 374                                                                                                                       1 528        1 374                                         
  Other                                                             62          58          61           59                                                                                                  1                                           (1)             
                                                                 45 262      38 385      15 835       12 437       1 867          1 876          15 177        12 926        10 597        9 488          1 782        1 688               4             (30)            
 Inter-segment revenue                                                                       53           33          57             63             666           664           329          389            383          145          (1 488)         (1 294)         
                                                                 45 262      38 385      15 888       12 470       1 924          1 939          15 843        13 590        10 926        9 877          2 165        1 833          (1 484)         (1 324)         
 Operating expenses including cost of sales                     (41 535)    (35 062)    (14 642)     (11 360)     (1 486)        (1 480)        (14 422)      (12 349)      (10 574)      (9 570)        (1 882)      (1 582)          1 471           1 279           
 Investment income                                                   89          97                                    1                                                                                    141          136             (53)            (39)            
 Fair value gains on investments                                    136          35                                                                                                                         136           35                                          
 Depreciation, amortisation and impairments                      (1 023)       (847)       (553)        (406)        (256)         (250)           (101)          (80)          (52)         (46)           (69)         (78)              8              13             
 Recoupments (excluding properties)                                  10          13          14           11                          1              (4)            1            (1)                                                       1                              
 Operating profit                                                 2 939       2 621         707          715          183            210          1 316         1 162           299          261            491          344             (57)            (71)            
 Recoupments from sale of properties, net of impairments             19         (38)          2                                                      17           (44)                                                     6                                           
 Amortisation of intangibles arising on business combinations      (110)        (13)       (107)         (11)                                        (3)           (2)                                                                                                 
 Foreign exchange gains (losses)                                     47           9          (6)           3                                         10           (18)                         1                                          43              23             
 Fair value (losses) gains on foreign exchange derivatives          (42)         (9)                                                                  1            12                                                                    (43)            (21)            
 Business acquisition costs                                          (5)        (53)         (5)         (51)                                                      (2)                                                                                                 
 Realised gain on sale of available-for-sale investment              10                      10                                                                                                                                                                       
 Profit before net finance cost and exceptional (loss) profit     2 858       2 517         601          656          183            210          1 341          1 108           299          262           491          350             (57)            (69)            
 Net finance cost including fair value gains and losses            (362)       (305)       (216)        (108)         (54)           (66)          (108)          (108)          (62)         (52)           (5)                          83              29             
 Income from associates and joint ventures                            3         (17)          8           14                                         12             15                          1            16            9             (33)            (56)            
 Profit before tax and exceptional (loss) profit                  2 499       2 195         393          562          129            144          1 245          1 015           237          211           502          359              (7)            (96)            
 Geographic segmentation                                                                                                                                                                                                                                            
 Revenue                                                         45 262      38 385      15 888       12 470        1 924          1 939         15 843         13 590        10 926        9 877         2 165        1 833          (1 484)         (1 324)         
  South Africa                                                  32 142      29 154       6 388        6 462        1 867          1 865         13 999         11 830         9 497        8 675         1 885        1 694          (1 494)         (1 372)         
  Rest of Africa                                                 2 788       2 201       2 289        1 849           57             74            157            139             4                        280          139               1                              
  Rest of world                                                 10 332       7 030       7 211        4 159                                      1 687          1 621         1 425        1 202                                          9              48             
 Operating profit                                                 2 939       2 621         707          715          183            210          1 316          1 162           299          261           491          344             (57)            (71)            
  South Africa                                                   2 400       2 245         300          431          177            196          1 291          1 135           275          243           415          305             (58)            (65)            
  Rest of Africa                                                   183         135         100           82            6             14              1              1                                       76           39                              (1)             
  Rest of world                                                    356         241         307          202                                         24             26            24           18                                          1              (5)             
 Net finance cost including fair value gains and losses             362         305         216          108           54             66            108            108            62           52             5                          (83)            (29)            
  South Africa                                                     234         255         115           97           51             66             88             90            59           50             5                          (84)            (48)            
  Rest of Africa                                                    26          14          17           10            3                             6              3                                                                                     1              
  Rest of world                                                    102          36          84            1                                         14             15            3             2                                          1              18             
                                                                                                                                                                                                                                                                    


The results announcement is available on the Imperial website: www.imperial.co.za

Non-executive directors: TS Gcabashe (Chairman), SL Botha, T Dingaan, S Engelbrecht, RL Hiemstra, P Langeni, MJ
Leeming, MV Moosa, RJA Sparks, A Tugendhaft (Deputy Chairman), Y Waja 
Executive directors: HR Brody (Chief Executive), OS Arbee, MP de Canha, AH Mahomed, GW Riemann (German), M Swanepoel 
Other executive committee members: M Akoojee, BJ Francis, M Mosola, PB Michaux, JJ Strydom
Company Secretary: RA Venter 
Business address and registered office: 
Imperial Place, Jeppe Quondam, 79 Boeing Road East, Bedfordview, 2007 
Share transfer secretaries: 
Computershare Investor Services (Pty) Limited, 70 Marshall Street, Johannesburg, 2001 
Sponsor: 
Merrill Lynch SA (Pty) Limited, 138 West Street, Sandown Sandton, 2196


Date: 27/02/2013 07:05:00 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.

Share This Story