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RAND MERCHANT INSURANCE HLDGS LTD - Summarised, unaudited interim results and cash dividend declaration for the six months ended 31 December 2013

Release Date: 06/03/2014 08:00
Code(s): RMI     PDF:  
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Summarised, unaudited interim results and cash dividend declaration for the six months ended 31 December 2013

RAND MERCHANT INSURANCE HOLDINGS LIMITED
(RMI)

Registration number: 2010/005770/06
JSE ordinary share code: RMI
ISIN code: ZAE000153102

Summarised, unaudited interim results announcement and cash dividend declaration for the six months ended 31 December 2013

FINANCIAL HIGHLIGHTS

Normalised earnings +18% to 90.1 cents per share

Ordinary dividend +15% to 46.0 cents per share

Market value +33% to 2 745 cents per share

THE RMI GROUP AT A GLANCE

The interests of RMI comprise a portfolio of South Africa's premier insurance brands:

Discovery
Effective interest 25.8%
Discovery Limited (Discovery) services the healthcare funding and insurance markets in South Africa, the UK, the USA and Asia. As a pre-eminent developer of
integrated financial services products, it operates under a number of brand names, the more significant of which are Discovery Health, Discovery Life, Discovery
Invest, DiscoveryCard, Discovery Insure, Vitality, PruHealth, PruProtect and Ping An Health.

MMI Holdings

Effective interest 25.2%
The core businesses of MMI Holdings Limited (MMI) are life insurance, employee benefits, investment and savings, healthcare solutions and short-term insurance.
Product solutions are provided to all market segments in South Africa, the rest of Africa and selected international countries, principally under the Momentum
and Metropolitan brand names.

OUTsurance

Effective interest 84.8%
OUTsurance Holdings Limited (OUTsurance) is a direct personal lines and small business short-term insurer. Pioneers of the OUTbonus concept, it has grown rapidly
by applying a scientific approach to risk selection, product design and claims management. Its South African direct life insurance business has reached critical
mass and is fast gaining traction. The launch of Youi, its direct personal lines initiative in Australia has been successful and is exceeding expectations.

RMB Structured Insurance

Effective interest 79.1%
RMB Structured Insurance Limited (RMBSI) holds both short-term and life insurance licences. It creates bespoke insurance and financial risk solutions for South
Africa's large corporations by using sophisticated risk techniques and innovative financial structures. In addition, it partly owns a portfolio of underwriting
management agencies.

Basis of preparation

This report covers the unaudited financial results of RMI for the six months ended 31 December 2013. These summarised results have been prepared in
accordance with:

- International Financial Reporting Standards (IFRS), including IAS 34: Interim financial reporting;
- the requirements of the South African Companies Act, Act 71 of 2008, as amended; and
- the Listings Requirements of the JSE Limited.

The primary results and accompanying commentary are presented on a normalised basis. We believe this most accurately reflects underlying economic
performance. The normalised earnings have been derived from the unaudited IFRS financial results. A reconciliation of the adjustments made to derive normalised
earnings is presented in the accompanying schedules.

The accounting policies applied are consistent with those applied in the previous financial year, except for changes required by the mandatory adoption of new
and revised IFRS. The adoption of IFRS 10: Consolidated financial statements, had resulted in the consolidation and non-consolidation of certain entities by RMI's
associates without any impact on the profit or net asset value of these associates in previous accounting periods. As a result of this, the restatements made by
RMI's associates as required by IFRS 10 had no impact on RMI's results as previously reported.

Schalk Human, CA(SA), prepared these consolidated financial results under the supervision of Peter Cooper, CA(SA). The board of directors takes full responsibility
for the preparation of this announcement.

Operating environment

The South African macro-economic environment for the first six months of the financial year continued to be challenging. From a local economic perspective we
had to contend with a far less benign global financial environment. South Africa, with its current account deficit and large financing requirement, was particularly
vulnerable to slowing capital flows and the Rand weakened rapidly. This placed upward pressure on inflation and led to the South African Reserve Bank's decision
to increase the repo rate by 50 basis points in January 2014.

These external headwinds, combined with a slowdown in real income growth, resulted in continued pressure on South African households. GDP growth in South
Africa remains subdued. Capacity constraints and labour market unrest negatively impacted the supply side of the economy.

As a result, consumer confidence remained uncertain, with the above-mentioned labour uncertainty and unemployment reducing disposable and/or investible
income. For our group companies this resulted in an environment where operating conditions remained challenging and highly competitive during the period
under review.


Overview of results

Notwithstanding such an uncertain backdrop, most of the businesses in which RMI is invested produced gratifying results for the half year, with strong positive
growth in normalised earnings being recorded by Discovery and OUTsurance:

                                                                                              Six months        Six months
                                                                                                   ended             ended                        Year ended
                                                                                             31 December       31 December                           30 June
                                                                                                    2013              2012                %             2013
R million                                                                                      Unaudited         Unaudited           change          Audited
Discovery                                                                                          1 650             1 349               22            2 787
MMI                                                                                                1 690             1 501               13            3 241
OUTsurance                                                                                           594               493               20            1 161
RMBSI                                                                                                 24                55              (56)              89
- Discovery's growth stemmed from strong performances by its core businesses in South Africa (Life, Health and Invest) while PruProtect in the UK also grew
  strongly.
- OUTsurance's growth was driven by a significant improvement in Youi's loss position as well as a satisfactory performance by the SA short-term insurance
  operations.

RMI's attributable share of this outcome for the six months ended 31 December 2013 was as follows:

                                                                                              Six months        Six months
                                                                                                   ended             ended                        Year ended
                                                                                             31 December       31 December                           30 June
                                                                                                    2013              2012                %             2013
R million                                                                                      Unaudited         Unaudited           change          Audited
Normalised earnings from:
- Discovery                                                                                          413               337               23              699
- MMI                                                                                                419               368               14              803
- OUTsurance                                                                                         502               412               22              990
- RMBSI                                                                                               20                42              (52)              70
                                                                                                   1 354             1 159               17            2 562
Funding and holding company costs                                                                    (16)              (22)              27              (37)
Normalised earnings                                                                                1 338             1 137               18            2 525
Normalised earnings per share (cents)                                                               90.1              76.5               18            169.9
The gross interim dividend of 46.0 cents per share represents a 15% increase and is covered 2.0 times by the normalised earnings (2012: 1.9 times).

Market value of investments

On the back of strong financial performance, Discovery benefited from a significant market re-rating during the period, with its JSE market capitalisation
increasing by 36% on a year-on-year basis. Over the year, RMI's market capitalisation increased by 33%.

On a "look-through" basis, the market value attributed to RMI's interest in OUTsurance (83.4% held) and RMBSI (76.4% held) increased by 44% to R18.4 billion,
reflecting market recognition of the progress made in building out OUTsurance's Australian initiative and the strength of its South African franchise.

                                                                                                   As at             As at                             As at
                                                                                             31 December       31 December                           30 June
                                                                                                    2013              2012                              2013
R million                                                                                      Unaudited         Unaudited         % change          Audited
Market value of interest in:
- Discovery                                                                                       12 510             9 207               36           12 445
- MMI                                                                                              9 929             8 701               14            8 701
Market value of listed investments                                                                22 439            17 908               25           21 146
Implied market value of unlisted investments                                                      18 377            12 757               44           16 337
Gross market value of portfolio                                                                   40 816            30 665               33           37 483
Net liabilities of the holding company                                                               (34)              (90)             (62)             (44)
RMI market capitalisation                                                                         40 782            30 575               33           37 439
RMI closing share price (cents)                                                                    2 745             2 058               33            2 520

At 31 December 2013 the net borrowings carried at the corporate centre by RMI was insignificant.

Interim dividend payment

RMI follows a stated practice of returning to shareholders net dividends (after providing for funding and operational costs incurred at the centre) received by it in
the ordinary course of business.

Having due regard to the interim dividends receivable from our underlying investments and applying the dividend practice outlined above, the board of RMI has
resolved to declare a gross interim dividend of 46.0 cents per ordinary share (2012: 40.0 cents). Such dividend is covered 2.0 times by normalised earnings per
share (2012: 1.9 times).

Dividend Withholding Tax (DWT) at a rate of 15% is levied on dividends paid to shareholders who are not exempt from DWT. RMI has accumulated Secondary Tax
on Companies (STC) credits that have been used to reduce the DWT liability arising, which will result in a net dividend of 39.14671 cents per ordinary share for
those shareholders who are not exempt.

The board is of the opinion that RMI is adequately capitalised at this stage and that the company will be able to meet its obligations in the foreseeable future
after payment of the interim dividend.
In evaluating the likely rate of growth in future dividends from RMI, shareholders should take cognisance of the fact that OUTsurance, which currently contributes
some 49% of RMI's dividend flow, has embarked on an accelerated growth plan in Australia and will be entering the New Zealand market on an incremental
basis. This will require greater re-investment of earnings in the initiatives. In the medium term the rate of growth in dividends that RMI receives from OUTsurance
may lag behind the rate of growth in earnings accruing from that source.

Outlook for the coming year

South Africa's dependence on foreign capital flows to fund the wide current account deficit continues to introduce uncertainty and vulnerability to the macro-
economic outlook. The recent increase in the repo rate is likely to be the first in an interest rate hiking cycle. This will place further pressure on the South African
consumer and growth in new insurance business volumes will continue to be dependent on a recovery in employment and improved disposable income levels.

- Discovery sees the progress made over the last six months as positioning it strongly for continued growth and profitability into the future.
- MMI believes that it has identified and is implementing innovative strategies to unlock value over time.
- OUTsurance believes that conditions in its South African business will remain largely unchanged. It expects to continue to penetrate the Australian market giving
  rise to strong topline growth together with enhanced economies of scale.

From a shareholder perspective, we believe that all the strategic imperatives required to enable the group to continue to deliver real growth in earnings are in
place.

The information provided above is not an earnings forecast and has not been reviewed and reported on by the company's external auditors.

For and on behalf of the board.

GT Ferreira       P Cooper
Chairman          Chief executive officer
Sandton
6 March 2014

DIVIDEND DECLARATION

Interim cash dividend declaration

Notice is hereby given that a gross interim dividend of 46.0 cents per ordinary share payable out of income reserves was declared on 6 March 2014 in respect of
the six months ended 31 December 2013.

The company has utilised STC credits amounting to 0.31140 cents per ordinary share. The balance of the dividend will be subject to DWT at a rate of 15%, which
will result in a net dividend of 39.14671 cents per ordinary share for those shareholders who are not exempt. The company's tax reference number is
9469/826/16/9. Its issued share capital at the declaration date is 1 485 688 346 ordinary shares and 648 001 redeemable preference shares.

Shareholders' attention is drawn to the following important dates:
- Last day to trade in order to participate in this dividend     Thursday, 20 March 2014
- Shares commence trading "ex dividend" on                         Monday, 24 March 2014
- The record date for the dividend payment will be                 Friday, 28 March 2014
- Dividend payment date                                            Monday, 31 March 2014

No de-materialisation or re-materialisation of share certificates may be done between Monday, 24 March 2014 and Friday, 28 March 2014 (both days inclusive).

By order of the board.

JS Human
Company secretary
6 March 2014

REVIEW OF INVESTMENT PERFORMANCE

For a comprehensive review of the investment performance of RMI's investee companies, shareholders are referred to www.rminsurance.co.za.

Summarised consolidated income statement
                                                                                                   Six months ended                           Year ended
                                                                                                      31 December                           30 June 2013
                                                                                                     2013            2012             %
R million                                                                                       Unaudited       Unaudited        change          Audited
Earned premiums net of reinsurance                                                                  4 741           3 670            29            7 869
Fee income                                                                                             82              67            22              146
Investment income                                                                                     218             234            (7)             631
Profit on sale of subsidiary                                                                            -              42          (100)              38
Net fair value gains on financial assets                                                              454             479            (5)             560
Income                                                                                              5 495           4 492            22            9 244
Net claims paid                                                                                    (2 671)         (2 157)           24           (3 873)
Fair value adjustment to investment contracts and insurance contract provisions                      (342)           (259)           32           (1 027)
Fair value adjustment to financial liabilities                                                        (85)            (85)            -             (201)
Acquisition, marketing and administration expenses                                                 (1 473)         (1 151)           28           (2 418)
Profit before finance costs, share of after tax results of associates and taxation                    924             840            10            1 725
Net finance costs                                                                                     (46)            (66)          (30)            (125)
Share of after tax results of associates                                                            1 026             685            50            1 179
Profit before taxation                                                                              1 904           1 459            31            2 779
Taxation                                                                                             (255)           (224)           14             (371)
Profit for the period                                                                               1 649           1 235            34            2 408
Attributable to:
Equity holders of RMI                                                                               1 553           1 146            36            2 214
Non-controlling interests                                                                              96              89             8              194
Profit for the period                                                                               1 649           1 235            34            2 408


Computation of headline earnings
                                                                                                   Six months ended                           Year ended
                                                                                                      31 December                           30 June 2013
                                                                                                     2013            2012             %
R million                                                                                       Unaudited       Unaudited        change          Audited
Earnings attributable to equity holders                                                             1 553           1 146            36            2 214
Adjustment for:
 (Profit)/loss on dilution of shareholding                                                           (145)              4                             11
 Realised profit on sale of available-for-sale financial assets                                        (9)             (1)                            (1)
 Goodwill and other impairments                                                                         4               -                              1
 Loss on disposal of property and equipment                                                             3               -                              -
 Profit on sale of subsidiary                                                                           -             (26)                           (24)
Headline earnings attributable to equity holders                                                    1 406           1 123            25            2 201


Sources of headline earnings
                                                                                                   Six months ended                           Year ended
                                                                                                      31 December                           30 June 2013
                                                                                                     2013            2012             %
R million                                                                                       Unaudited       Unaudited        change          Audited
Headline earnings from:
- Discovery                                                                                           446             330            35              551
- MMI                                                                                                 449             350            28              628
- OUTsurance                                                                                          505             421            20              990
- RMBSI                                                                                                22              44           (50)              69
                                                                                                    1 422           1 145            24            2 238
Funding and holding company costs                                                                     (16)            (22)           27              (37)
Headline earnings                                                                                   1 406           1 123            25            2 201


Computation of earnings per share
                                                                                                   Six months ended                           Year ended
                                                                                                      31 December                           30 June 2013
                                                                                                     2013            2012             %
R million                                                                                       Unaudited       Unaudited        change          Audited
Earnings attributable to equity holders                                                             1 553           1 146            36            2 214
Headline earnings attributable to equity holders                                                    1 406           1 123            25            2 201
Number of shares in issue (millions)                                                                1 486           1 486             -            1 486
Weighted average number of shares in issue (millions)                                               1 483           1 483             -            1 483
Earnings per share (cents)                                                                          104.7            77.3            35            149.2
Diluted earnings per share (cents)                                                                  103.7            77.0            35            148.2
Headline earnings per share (cents)                                                                  94.8            75.7            25            148.4
Diluted headline earnings per share (cents)                                                          93.7            75.4            24            147.4
Dividend per share (cents)
Interim dividend                                                                                     46.0            40.0            15             40.0
Final dividend                                                                                          -               -             -             55.0
Total dividend                                                                                       46.0            40.0            15             95.0


Summarised consolidated statement of comprehensive income
                                                                                                   Six months ended                           Year ended
                                                                                                      31 December                           30 June 2013
                                                                                                     2013            2012             %
R million                                                                                       Unaudited       Unaudited        change          Audited
Profit for the period                                                                               1 649           1 235            34            2 408
Other comprehensive income for the period
Items that may subsequently be reclassified to income, before and after taxation
 Currency translation differences                                                                      30              42           (29)              62
 Fair value movement on available-for-sale financial assets                                            42              26            62               19
Share of other comprehensive income of associates                                                      98              77            27              173
Items that may subsequently be reclassified to income, after taxation                                  84              64            31              173
Items that will not be reclassified to income, after taxation                                          14              13             8                -

Other comprehensive income for the period                                                             170             145            17              254
Total comprehensive income for the period                                                           1 819           1 380            32            2 662
Total comprehensive income attributable to:
Equity holders of RMI                                                                               1 712           1 281            34            2 457
Non-controlling interests                                                                             107              99             8              205
Total comprehensive income for the period                                                           1 819           1 380            32            2 662


Summarised consolidated statement of financial position
                                                                                     As at         As at            As at
                                                                            31 December 31      December          30 June
                                                                                      2013          2012             2013
R million                                                                        Unaudited     Unaudited          Audited
Assets
Property and equipment                                                                 525           442              460
Goodwill and other intangible assets                                                    28            55               43
Investments in associates                                                           11 145        10 061           10 442
Financial assets                                                                     7 917         7 244            7 781
Loans and receivables including insurance receivables                                1 719         1 208            1 668
Taxation                                                                                16             7                -
Deferred acquisition cost                                                               30            30               38
Reinsurance contracts                                                                  425           335              275
Deferred taxation                                                                      431           444              414
Cash and cash equivalents                                                            3 256         2 457            2 664
Total assets                                                                        25 492        22 283           23 785
Equity
Share capital and premium                                                           13 590        13 615           13 632
Reserves                                                                               826          (693)             (67)
Capital and reserves attributable to equity holders of the company                  14 416        12 922           13 565
Non-controlling interests                                                              750           545              586
Total equity                                                                        15 166        13 467           14 151
Liabilities
Insurance contracts                                                                  5 798         4 532            4 855
Share-based payment liability                                                           44            29               50
Financial liabilities                                                                3 308         3 246            3 601
Payables and provisions                                                                993           681              913
Deferred taxation                                                                      174           311              176
Taxation                                                                                 9            17               39
Total liabilities                                                                   10 326         8 816            9 634
Total equity and liabilities                                                        25 492        22 283           23 785


Statement of changes in equity
                                                                       Share                Transactions
                                                                     capital        Equity     with non-                                   Non-
                                                                         and     accounted   controlling        Other      Retained controlling     Total
Unaudited                                                            premium      reserves     interests     reserves      earnings   interests    equity
Balance as at 1 July 2012                                             13 614           420        (2 071)          88         1 133         626    13 810
Total comprehensive income for the period                                  -            77             -           57         1 146          99     1 379
Dividends paid                                                             -             -             -            -        (1 560)       (123)   (1 683)
Income of associates retained                                              -            79             -            -           (79)          -         -
Movement in treasury shares                                                1             6             -            -             -           -         7
Transactions with non-controlling interests                                -            23             -            -             -           -        23
Sale of subsidiary                                                         -             -             -           (1)           (1)        (76)      (78)
Share-based payment reserve                                                -             -             -            1             -           -         1
Change from equity-settled to cash-settled scheme                          -             -             -           (9)           (2)         (2)      (13)
Change in reserves due to a change in holding                              -             -             -           14           (14)         21        21
Balance as at 31 December 2012                                        13 615           605        (2 071)         150           623         545    13 467
Balance as at 1 July 2013                                             13 632           935        (2 071)         162           907         586    14 151
Total comprehensive income for the period                                  -            98             -           61         1 553         107     1 819
Dividends paid                                                             -             -             -            -          (817)        (86)     (903)
Income of associates retained                                              -           625             -            -          (625)          -         -
Movement in treasury shares                                              (42)            3             -            -             -           -       (39)
Transactions with non-controlling interests                                -             -            (5)           -             -          (2)       (7)
Issue of share capital by a subsidiary                                     -             -             -            -             -         112       112
Change in reserves due to a change in holding                              -             -             -           43           (43)         33        33
Balance as at 31 December 2013                                        13 590        1 661         (2 076)         266           975         750    15 166
Summarised consolidated statement of cash flows
                                                                                                 Six months ended             Year ended
                                                                                                     31 December            30 June 2013
                                                                                                   2013           2012
R million                                                                                     Unaudited      Unaudited           Audited
Cash available from operating activities                                                          1 346          2 056             3 076
Dividends paid                                                                                     (817)        (1 560)           (2 154)
Investment activities                                                                               195            261               351
Financing activities                                                                               (174)          (789)           (1 164)
Net increase/(decrease) in cash and cash equivalents                                                550            (32)              109
Unrealised foreign currency translation adjustments                                                  42             27                93
Cash and cash equivalents at the beginning of the period                                          2 664          2 462             2 462
Cash and cash equivalents at the end of the period                                                3 256          2 457             2 664


Computation of normalised earnings
                                                                                                 Six months ended                             Year ended
                                                                                                    31 December                             30 June 2013
                                                                                                    2013            2012             %
R million                                                                                      Unaudited       Unaudited        change           Audited
Headline earnings attributable to equity holders                                                   1 406           1 123            25             2 201
RMI's share of normalised adjustments made by associates:                                            (46)             38                             341
Amortisation of intangible assets relating to business combinations                                   80              87                             171
Basis and other changes and investment variances                                                     (16)             (3)                             92
Finance costs raised on puttable non-controlling interest financial liability                         19              20                              41
Fair value adjustment to puttable non-controlling interest financial liability                       (26)              -                              33
Non-controlling interest allocation if no put options                                                (10)             (8)                            (10)
Net realised and fair value gains on shareholders' assets                                           (100)            (58)                            (85)
Once-off costs                                                                                         7               -                              15
Recapture of reinsurance                                                                               -               -                              84
Group treasury shares                                                                                (22)            (24)                            (17)
Normalised earnings attributable to equity holders                                                 1 338           1 137            18             2 525


Computation of normalised earnings per share
                                                                                                  Six months ended                             Year ended
                                                                                                     31 December                             30 June 2013
                                                                                                    2013            2012             %
                                                                                               Unaudited       Unaudited        change            Audited
Weighted average number of shares in issue (millions)                                              1 486           1 486                            1 486
Normalised earnings per share (cents)                                                               90.1            76.5            18              169.9
Diluted normalised earnings per share (cents)                                                       89.1            76.3            17              168.6
Dividend cover (dividend relative to normalised earnings)                                            2.0             1.9                              1.8

Effective interest

RMI's effective interest in the group entities is different from the actual holdings as a result of the following consolidation adjustments:

-   treasury shares held by the group entities;
-   shares held by consolidated share incentive trusts;
-   "deemed" treasury shares arising from BEE transactions entered into; and
-   "deemed" treasury shares held by policyholders and mutual funds managed by them.

At 31 December 2013 the effective interest held by RMI can be compared to the actual interest in the statutory issued share capital of the companies as follows:

                                                                                                      31 December 2013                     31 December 2012
                                                                                                Effective            Actual        Effective              Actual
                                                                                                Unaudited         Unaudited        Unaudited           Unaudited
Discovery                                                                                           25.8%             25.0%            26.7%               25.0%
MMI                                                                                                 25.2%             25.0%            25.2%               25.0%
OUTsurance                                                                                          84.8%             83.4%            85.3%               83.4%
RMBSI                                                                                               79.1%             76.4%            79.1%               76.4%


Segment report
The segmental analysis is based on the management accounts prepared for the group.
                                                                                       Discovery          MMI       OUTsurance       RMBSI  Other(1)   RMI group
R million                                                                              Unaudited    Unaudited        Unaudited   Unaudited Unaudited   Unaudited
Six months ended 31 December 2013
Operating profit                                                                               -            -              843          37        44         924
Finance costs                                                                                  -            -                -          (7)      (39)        (46)
Share of after tax results of associates                                                     455          453                4          (1)      115       1 026
Profit before taxation                                                                       455          453              847          29       120       1 904
Taxation                                                                                       -            -             (248)         (5)       (2)       (255)
Profit for the period                                                                        455          453              599          24       118       1 649
Normalised earnings                                                                          413          419              594          24      (112)      1 338
Assets                                                                                         -            -            8 383       5 286       650      14 319
Associates                                                                                 5 013        6 066               19          47         -      11 145
Intangible assets                                                                              -            -               25           1         2          28
Total assets                                                                               5 013        6 066            8 427       5 334       652      25 492
Total liabilities                                                                              -            -            4 706       4 930       690      10 326
Six months ended 31 December 2012
Operating profit                                                                               -            -              776          67        (3)        840
Finance costs                                                                                  -            -                -         (11)      (55)        (66)
Share of after tax results of associates                                                     331          369                6           -       (21)        685
Profit before taxation                                                                       331          369              782          56       (79)      1 459
Taxation                                                                                       -            -             (220)         (1)       (3)       (224)
Profit for the period                                                                        331          369              562          55       (82)      1 235
Normalised earnings                                                                          337          368              493          55      (116)      1 137
Assets                                                                                         -            -            6 975       4 618       574      12 167
Associates                                                                                 4 235        5 798               18          10         -      10 061
Intangible assets                                                                              -            -               51           1         3          55
Total assets                                                                               4 235        5 798            7 044       4 629       577      22 283
Total liabilities                                                                              -            -            3 518       4 226     1 072       8 816
(1) "Other" includes RMI Holdings Limited, consolidation of treasury shares and other consolidation entries.

Geographical segments
                                                                                             South
                                                                                            Africa         Australia             Total
R million                                                                                Unaudited         Unaudited         Unaudited
Six months ended 31 December 2013
Profit/(loss) before taxation                                                                1 907                (3)            1 904
Taxation                                                                                      (256)                1              (255)
Profit/(loss) for the period                                                                 1 651                (2)            1 649
Total assets                                                                                21 931             3 561            25 492
Total liabilities                                                                            7 734             2 592            10 326
Six months ended 31 December 2012
Profit/(loss) before taxation                                                                1 529               (70)            1 459
Taxation                                                                                      (245)               21              (224)
Profit/(loss) for the period                                                                 1 284               (49)            1 235
Total assets                                                                                19 956             2 327            22 283
Total liabilities                                                                            7 282             1 534             8 816
Financial instruments measured at fair value


The group's activities expose it to a variety of financial risks. The interim results announcement does not include all financial risk management
information and disclosures required in the annual financial statements and should be read in conjunction with the group's annual integrated report
for the year ended 30 June 2013.

The table below analyses financial instruments carried at fair value by level in the fair value hierarchy. The different levels are based on the extent
that quoted prices are used in the calculation of the fair value of the financial instruments. These levels are defined as follows:

Level 1 - fair value is based on quoted market prices (unadjusted) in active markets for identical instruments as measured at the reporting date.

Level 2 - fair value is determined through valuation techniques based on observable market inputs. These valuation techniques maximise the use
          of observable market data where it is available and rely as little as possible at entity specific estimates.

Level 3 - fair value is determined through valuation techniques which use significant unobservable inputs.
                                                                                                                                             Total
Unaudited                                                                                                                                 carrying
R million                                                                                     Level 1        Level 2        Level 3         amount
31 December 2013
Financial assets
Equity securities
- available-for-sale                                                                              719              -              -            719
- at fair value through profit or loss                                                          2 388             26              -          2 414
Debt securities
- available-for-sale                                                                                -            538              -            538
- at fair value through profit or loss                                                            905          2 828            423          4 156
Derivative asset                                                                                    -             11              -             11
Total financial assets recognised at fair value                                                 4 012          3 403            423          7 838
Financial liabilities
Convertible debentures                                                                              -             15              -             15
Financial liabilities at fair value through profit or loss                                          -              -             85             85
Derivative liability                                                                                -             17              -             17
Investment contracts                                                                              863            419              -          1 282
Total financial liabilities recognised at fair value                                              863            451             85          1 399



                                                                                                                               Six months ended
                                                                                                                                  31 December
Unaudited
R million                                                                                                                      2013           2012
Reconciliation of movement in level 3 assets
Balance at the beginning of the period                                                                                          441            477
Amount received in the current period                                                                                            (5)             -
Investment income accrued                                                                                                        17             18
Dividends received from the OUTsurance Investment Trust                                                                         (30)           (45)
Balance at the end of the period                                                                                                423            450
Reconciliation of movement in level 3 liabilities
Balance at the beginning of the period                                                                                          110            115
Preference dividends charged to the income statement in respect of cell captive arrangements and profit shares                   85             85
Preference dividends paid                                                                                                      (110)          (114)
Balance at the end of the period                                                                                                 85             86


                                                                                                                                             Total
Unaudited                                                                                                                                 carrying
R million                                                                                     Level 1        Level 2        Level 3         amount
31 December 2012
Financial assets
Equity securities
- available-for-sale                                                                              683              -              -            683
- at fair value through profit or loss                                                          1 711             29              -          1 740
Debt securities
- available-for-sale                                                                                -            663              -            663
- at fair value through profit or loss                                                            959          2 670            450          4 079
Total financial assets recognised at fair value                                                 3 353          3 362            450          7 165
Financial liabilities
Convertible debentures                                                                              -             15              -             15
Financial liabilities at fair value through profit or loss                                          -              -             86             86
Investment contracts                                                                              826            420              -          1 246
Total financial liabilities recognised at fair value                                              826            435             86          1 347
The fair values of the above instruments were determined as follows:

Level 1
The level 1 equity securities comprise listed preference share and ordinary share investments which are listed on a securities exchange. The fair values of these
investments are calculated based on the closing bid prices on the last business day of the reporting period. The ordinary share investments include an investment
in a listed exchange traded fund which tracks the performance of the top forty companies listed on the JSE. Debt securities represent South African government
issued interest securities and other listed interest securities on the Bond Exchange of South Africa. The carrying amount represents the closing bid prices on the
last business day of the reporting period. Investment contract liabilities are valued with reference to the fair value of the underlying assets.

Level 2
The level 2 fair value instruments include unlisted preference shares that are redeemable with a notice period ranging from thirty days to three years. Dividend
yields range from 50.8% to 70% of the prime overdraft rate. The fair value of the preference shares which are redeemable within one year from the reporting
date is deemed to equal the redemption value. The fair value of the preference shares with a maturity date of longer than one year is calculated on a discounted
cash flow basis with the discount rate adjusted for changes in credit risk of the ultimate counterparty, being one of the large South African banks. Due to the
redeemable nature, the preference shares are deemed to be debt securities. The fair values of collective investment schemes investments are determined by the
closing unit price as quoted by the collective investment schemes. The collective investment schemes are not listed. The fair value of money market instruments
and other interest securities are determined based on observable market inputs. The derivative asset and liability are valued with reference to the closing bid prices
of the underlying listed equities they relate to. Investment contract liabilities are valued with reference to the fair value of the underlying assets.

Level 3
The level 3 financial asset at fair value through profit or loss represents an investment in the OUTsurance Investment Trust, the value of which is not significantly
sensitive to an increase or decrease in the counterparty credit rating due to the collateralised nature of the transaction.The financial liabilities at fair value through
profit or loss represent profits arising out of the cell captives and profit sharing arrangements that accrue on a monthly basis and which are distributed as
preference dividends on a six monthly basis.

ADMINISTRATION

Directors

GT Ferreira (Chairman), P Cooper (CEO), L Crouse, LL Dippenaar, JW Dreyer, JJ Durand, PM Goss, PK Harris, TV Mokgatlha, O Phetwe, (Ms) SEN Sebotsa and KC Shubane

Alternate: (Ms) A Kekana

Secretary and registered office

JS Human

Physical address: 3rd Floor, 2 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton 2196
Postal address: PO Box 786273, Sandton 2146
Telephone: +27 11 282 8166
Telefax: +27 11 282 4210
Web address: www.rminsurance.co.za

Sponsor

(in terms of the JSE Limited Listings Requirements)

Rand Merchant Bank
(a division of FirstRand Bank Limited)
Physical address: 1 Merchant Place, corner of Fredman Drive and Rivonia Road, Sandton 2196

Transfer secretaries
Computershare Investor Services Proprietary Limited

Physical address: Ground Floor, 70 Marshall Street, Johannesburg 2001
Postal address: PO Box 61051, Marshalltown 2107
Telephone: +27 11 370 5000
Telefax: +27 11 688 5221

Date: 06/03/2014 08:00:00 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.

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