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CLIENTELE LIMITED - Condensed Group Results for the year ended 30 June 2014

Release Date: 18/08/2014 17:00
Code(s): CLI     PDF:  
Wrap Text
Condensed Group Results for the year ended 30 June 2014

Clientèle Limited
(Registration number 2007/023806/06)
Share code: CLI ISIN: ZAE000117438

Condensed Group Results for the year ended 30 June 2014

Highlights

Value of New Business increased by 111% from R302,1 million to a record level of R638,2 million

Recurring Return on Embedded Value of 24%

Recurring Embedded Value Earnings increased by 27% from R635,9 million to a record level of R805,3 million

Dividend declared per share increased by 5% from 74,00 cents to 78,00 cents

Return on average shareholders' interest of 57%

Diluted headline earnings per share increased by 4% from 89,57 cents to 93,53 cents

Net insurance premiums increased by 14% from R1,15 billion to R1,31 billion

Comments

Introduction

The on-going focus on quality and the process of ingraining sustainability practices and principles is bearing fruit and the Board is pleased to announce that the Clientèle Group ("the Group")
has achieved good operating results for the year, despite the tough economic environment. The strong production experienced in the second half of the 2013 financial year has continued
throughout this year while the quality of new business written has improved on last year.

This has translated into a substantial increase in the Value of New Business ("VNB") of 111% from R302,1 million last year to a record level of R638,2 million this year, and an increase in
Recurring Embedded Value Earnings of 27% from R635,9 million last year to a record level of R805,3 million this year. New Business profit margins have also improved from 20% last year to
27,5% this year as a result of good cost control, strong production of good quality new business and an increase in average premiums providing higher benefits to policyholders.

Headline earnings for the Group of R307,6 million are 5% higher than the headline earnings of R293,3 million achieved last year. Headline earnings have been impacted negatively by the
expensing of acquisition costs relating to the substantial growth in VNB. This increase has also been negatively impacted by the fair value adjustment in respect of zero coupon fixed deposits
in African Bank Limited ("ABL") and positively impacted by good investment returns and the release of a discretionary margin as more fully explained below.

The Group achieved a return on average shareholders' interests of 57% for the year compared to 65% for last year.

Operating Results

Group Statement of Comprehensive Income

The Group increased its diluted headline earnings per share for the year by 4% from 89,57 cents to 93,53 cents.

Net insurance premium revenue, on the back of the increase in the production of good quality business over the last eighteen months, has increased by 14% from R1,15 billion last year to
R1,31 billion this year.

Net insurance benefits and claims of R311,1 million have decreased by 8% from R339,8 million in the prior financial year. The majority of the decrease is related to lower policyholder surrender
rates in respect of unitised endowment policies for the current year.

Policyholder liabilities under insurance contracts decreased by R42,7 million (2013: decreased by R44,1 million). Stripping out the release of the discretionary margin referred to below, reveals
an increase of R7,2 million for the year.

The increase in marketing and other acquisition costs incurred to support the substantial VNB growth has resulted in operating expenses for the year increasing by 13% from R818,6 million last
year to R927,9 million this year. This should be viewed in conjunction with the Group's conservative accounting practice of eliminating negative reserves (a discretionary margin) and expensing
acquisition costs upfront and deferring profit release over the life of the policy. The present value of discretionary margins amounts to R2,3 billion (2013: R1,9 billion).

As reported in the December 2013 results, the Group has now released the portion of the discretionary margin in the Clientèle Life's Actuarial Liabilities, of R49,9 million (R35,9 million after tax),
which was held in respect of policyholder unit-linked business, as experience has shown that this discretionary margin is no longer required.

In view of ABL's deteriorating financial position during the current financial year, the Group reviewed its shareholders' exposure to ABL and consequently fair valued its zero coupon fixed
deposits of R286,5 million in ABL at the year end. This has resulted in a charge to the Group Statement of Comprehensive Income of R32,5 million (after-tax effect of R23,5 million). This has
been allowed for in the Embedded Value ("EV") results as at 30 June 2014, and gave rise to a corresponding reduction in the EV.

Group Embedded Value

The sustained momentum in the production of good quality business has driven the 111% increase in the VNB to a record level of R638,2 million (2013: R302,1 million). The Recurring
Embedded Value Earnings of R805,3 million translates into a Recurring Return on Embedded Value ("ROEV") of 24% (2013: 21%) and the profit margin on new business has increased from
20% last year to 27,5% this year as a consequence of the high new business volumes combined with well controlled expenses. The Group EV has increased from R3,55 billion last year to
R3,94 billion this year, an increase of 11%. Whilst withdrawal experience on new business has been better than expectation, the withdrawal experience on existing business has been worse
than assumption, as a result of the tough economic environment for consumers, which has resulted in a change in withdrawal and unpaid premium assumptions on existing older duration
business of R116,7 million for the year. This is receiving management's attention and withdrawals in respect of this segment of business have shown signs of improvement in the second half of
the year.

The Risk Discount Rate ("RDR"), has been set at 11,1% (2013: 10,4%). The calculation is comprehensively explained in the Group EV results section of the results, and a sensitivity analysis is
also provided.

The release of the discretionary margin has had an immaterial impact on the EV as it was essentially a release from the Present Value of In-Force business ("PVIF") into the Net Asset Value
("NAV").

Segment Results

Clientèle Life - Long-term insurance

Clientèle Life's Long-term insurance segment remains the major contributor to Group performance. It accounts for 86% (2013: 75%) or R550,6 million (2013: R227,8 million) of the Group's
R638,2 million of VNB, and recorded Recurring EV Earnings of R677,0 million (2013: R475,2 million) for the year. The segment generated R283,4 million (2013: R257,0 million) net profit for the
year, an increase of 10%, which has been positively impacted by the release of the discretionary margin and negatively impacted by the expensing of acquisition costs related to the strong
VNB and the fair value adjustment of zero coupon fixed deposits in ABL.

The Investment Contracts operating segment reported a R13,9 million net loss for the year (2013: R5,1 million profit) impacted by the fair value adjustment of zero coupon fixed deposits in ABL.
"Financial liabilities - investment contracts" has shown a material reduction, this mainly relates to five year insurance contracts that have matured. These contracts are matched by financial
assets and consequently "Financial assets held at fair value through profit or loss" has shown a similar reduction.

Clientèle General Insurance (Clientèle Legal) - Short-term insurance

Clientèle Legal accounts for R85,5 million (2013: R65,3 million) of the Group's VNB for the year, and recorded Recurring EV Earnings of R135,5 million (2013: R124,0 million) and generated
R40,8 million net profit for the year, a 35% increase on the R30,1 million net profit reported for last year despite the negative impact of higher acquisition costs related to new business as
reflected in the 22% increase in operating expenses.

Other Segments

The personal loans business, Clientèle Loans Direct ("CLD"), as previously reported, no longer enters into new business contracts as reflected by the substantial decrease in both the "Loans
and receivables including insurance receivables" and "Financial liabilities - loans at amortised cost" balances as reflected in the Condensed Group Statement of Financial Position. New
business contracts are now being concluded in accordance with a Profit Sharing Arrangement ("PSA") in respect of unsecured personal loans with WesBank (a division of FirstRand Bank
Limited) and Direct Axis (SA) Proprietary Limited.

Prospects

The Board's focus for the future will be on customer centricity and quality new business volumes building on the sustainability principles and practices, which have now been ingrained, in order
to continue the momentum that has been built in production and to maintain the quality of new business written. Significant attention will also be given to initiatives to improve withdrawals in
respect of older duration policies. The Board remains focused on providing products and services that are relevant to its policyholders' needs and thereby growing a sustainable Financial
Services Group and creating on-going value for all its Stakeholders.

Dividend Declared

Notice is hereby given that the directors have declared a final gross dividend of 78,00 cents (2013: 74,00 cents) per share on 18 August 2014 for the year ended 30 June 2014.

The Board of Clientèle Limited confirms that the Group will satisfy the solvency and liquidity tests immediately after completion of the dividend distribution.

The dividend will be subject to dividends tax. In accordance with the JSE Listings Requirements, the following additional information is disclosed:

-   The dividend has been declared out of income reserves;
-   The local dividends tax rate is 15% (fifteen percent);
-   The gross local dividend amount is 78,00 cents (2013: 74,00 cents) per ordinary share for shareholders exempt from the dividends tax;
-   The net local dividend amount is 66,30 cents (2013: 62,90 cents) per ordinary share for shareholders liable to pay the dividends tax;
-   The local dividends tax amount is 11,70 cents (2013: 11,10 cents) per ordinary share for shareholders liable to pay the dividend withholding tax;
-   No STC credits are utilised;
-   Clientèle Limited currently has 329 218 449 (2013: 328 007 083) ordinary shares in issue;
-   Clientèle Limited's income tax reference number is 9465071166.

In compliance with the requirements of Strate Limited, the electronic settlement and custody system used by the JSE Limited, the following salient dates for the payment of the dividend are
applicable:

Last day to trade                                         Friday, 12 September 2014
Shares commence trading "ex" dividend                     Monday, 15 September 2014
Record date                                               Friday,19 September 2014
Payment date                                              Monday, 22 September 2014

Share certificates may not be dematerialized or rematerialized between Monday, 15 September 2014 and Friday, 19 September 2014, both days inclusive.

By order of the Board

GQ Routledge                              BW Reekie
Chairman                                  Managing Director
Johannesburg
18 August 2014

Reviewed

Condensed Group Statement of Comprehensive Income

                                                                                                                  Year ended 30 June              %
(R'000's)                                                                                                         2014           2013        Change
Revenue
Insurance premium revenue                                                                                    1 406 175      1 224 459
Reinsurance premiums                                                                                          (100 005)       (78 596)

Net insurance premiums                                                                                       1 306 170      1 145 863           14%
Other income                                                                                                   171 194        168 847
Interest income                                                                                                 53 169         76 320
Fair value adjustment to financial assets at fair value through profit or loss                                 181 556        249 881

Net income                                                                                                   1 712 089      1 640 911
Net insurance benefits and claims                                                                             (311 102)      (339 755)
Decrease in policyholder liabilities under insurance contracts                                                  42 727         44 074
Decrease in reinsurance assets                                                                                     (95)          (508)
Fair value adjustment to financial liabilities at fair value through profit or loss - investment contracts     (49 184)       (71 222)
Interest expense                                                                                               (12 393)       (19 139)
Impairment of advances                                                                                         (31 719)       (38 194)
Operating expenses                                                                                            (927 937)      (818 555)          13%

Profit before tax                                                                                              422 386        397 612            6%
Tax                                                                                                           (115 870)      (104 206)          11%

Net profit for the year                                                                                        306 516        293 406            4%

Attributable to:
- Non-controlling interest - ordinary shareholders                                                              (1 295)           311
Equity holders of the Group - ordinary shareholders                                                            307 811        293 095            5%

Net profit for the year                                                                                        306 516        293 406            4%

Other comprehensive income:
Gains on property revaluation                                                                                   20 296         10 599
Income tax relating to gains on property revaluation                                                            (5 014)        (3 218)

Other comprehensive income for the year - net of tax                                                            15 282          7 381

Total comprehensive income for the year                                                                        321 798        300 787            7%

Attributable to:
- Non-controlling interest - ordinary shareholders                                                              (1 295)           311
Equity holders of the Group - ordinary shareholders                                                            323 093        300 476            8%

Condensed Group Statement of Financial Position
                                                                                                                  Year ended 30 June
(R'000's)                                                                                                         2014           2013
Assets
Intangible assets                                                                                               23 461         19 657
Property and equipment                                                                                          23 389         25 962
Owner-occupied properties                                                                                      224 009        188 240
Deferred tax                                                                                                    25 744         26 856
Inventories                                                                                                      1 860          1 123
Reinsurance assets                                                                                               3 242          3 337
Financial assets at fair value through profit or loss                                                        2 043 394      2 287 980
Loans and receivables including insurance receivables                                                          113 348        223 304
Current tax                                                                                                      6 317            643
Cash and cash equivalents                                                                                      183 246        180 011

Total assets                                                                                                 2 648 010      2 957 113

Total equity and reserves                                                                                      618 846        529 420

Liabilities
Policyholder liabilities under insurance contracts                                                             703 924        746 651
Financial liabilities - investment contracts                                                                 1 046 721      1 326 415

- at fair value through profit or loss                                                                         998 337      1 283 311
- at amortised cost                                                                                             48 384         43 104

Financial liabilities - loans at amortised cost                                                                 10 000        134 996
Employee benefits                                                                                               98 423         66 383
Deferred tax                                                                                                    33 727         27 420
Accruals and payables including insurance payables                                                             134 909        120 962
Current tax                                                                                                      1 460          4 866

Total liabilities                                                                                            2 029 164      2 427 693

Total equity and liabilities                                                                                 2 648 010      2 957 113

Tax
                                                                                                                  Year ended 30 June
(R'000's)                                                                                                         2014           2013
Current and deferred tax                                                                                      (114 734)       (98 877)
Capital gains tax                                                                                                 (714)        (3 702)
Underprovision in prior years                                                                                     (422)        (1 627)

Tax                                                                                                           (115 870)      (104 206)

The Individual Policyholder Fund has an estimated tax loss of R2,4 billion (2013: R2,1 billion)

Reconciliation of Net Profit to Headline Earnings
                                                                                                                  Year ended 30 June              %
(R'000's)                                                                                                         2014           2013        Change

Net profit for the year attributable to equity holders of the Group                                            307 811        293 095            5%
Less: Profit on disposal of property and equipment                                                                (202)           (46)
Add: Investment in associate written off                                                                             -            291

Headline earnings for the year                                                                                 307 609        293 340            5%


Ratios per Share

                                                                                                                  Year ended 30 June              %
(Cents)                                                                                                           2014           2013        Change

Headline earnings per share                                                                                      93,58          89,62            4%
Diluted headline earnings per share                                                                              93,53          89,57            4%

Earnings per share                                                                                               93,64          89,54            5%
Diluted earnings per share                                                                                       93,59          89,49            5%

Net asset value per share                                                                                       187,97         161,41           16%
Diluted net asset value per share                                                                               188,16         161,65           16%

Dividends per share - paid                                                                                       74,00          67,00           10%
Dividends per share - declared                                                                                   78,00          74,00            5%

Ordinary shares in issue ('000)                                                                                329 218        328 007
Weighted average ordinary shares ('000)                                                                        328 722        327 325
Diluted average ordinary shares ('000)                                                                         328 901        327 508

Condensed Group Statement of Cash Flows
                                                                                                                  Year ended 30 June
(R'000's)                                                                                                         2014           2013

Cash flows from operating activities                                                                            49 245         28 235

Profit from operations adjusted for non-cash items                                                             418 720        330 090
Working capital changes                                                                                        (95 884)      (144 286)
Separately disclosable items1                                                                                  (49 005)       (48 120)
Decrease in financial liabilities2                                                                            (334 158)      (100 815)
Net disposal of investments3                                                                                   426 142        265 808
Interest received                                                                                               30 145         31 606
Dividends received                                                                                              18 860         16 514
Dividends paid                                                                                                (243 030)      (219 012)
Tax paid                                                                                                      (122 545)      (103 550)

Cashflows from investing activities4                                                                           (46 010)       (16 737)

Net increase in cash and cash equivalents                                                                        3 235         11 498
Cash and cash equivalents at beginning of the year                                                             180 011        168 513

Cash and cash equivalents at end of the year                                                                   183 246        180 011

1. Interest and dividends
2. Financial liabilities - investment contracts
3. Investments in respect of insurance operations and investment contracts
4. Mainly relates to the acquisition of intangible assets, property and equipment

Notes to the Results

The results have been reviewed by the Group's external auditors, PricewaterhouseCoopers Incorporated, in terms of International Standards on Review Engagements 2410. The scope of the
review was to enable the external auditors to report that nothing came to their attention to cause them to believe that the accompanying condensed preliminary consolidated financial
information is not presented in all material respects, in accordance with the South African Companies Act 71 of 2008, as amended and the JSE Limited Listings Requirements. A copy of the
unqualified review opinion is available on request at the Company's registered offices.

The condensed consolidated preliminary Financial Statements were prepared under the supervision of Mr I B Hume (CA(SA), ACMA), the Group Financial Director.

Changes to the Board

Mr G J Soll's designation changed to Non-Executive Director on 30 June 2014.

Mr M P Matlwa was appointed on 1 July 2014 as a Non-Executive Director.

Accounting Policies

Statement of compliance

The condensed consolidated preliminary Financial Statements are prepared in accordance with the JSE Limited Listings Requirements for preliminary reports and the requirements of the
Companies Act of South Africa. The Listings Requirements require preliminary reports to be prepared in accordance with the framework concepts, the measurement and recognition
requirements of International Financial Reporting Standards ("IFRS"), the SAICA Financial Reporting Guides as issued by the Accounting Practices Committee and must also, as a minimum,
contain the information required by IAS 34 Interim Financial Reporting. The accounting policies applied in the preparation of the condensed consolidated preliminary Financial Statements are in
terms of IFRS and are consistent with those applied in the previous consolidated Annual Financial Statements.

The preparation of the condensed consolidated preliminary Financial Statements in accordance with IFRS requires the use of certain critical accounting estimates and judgments. The reported
amounts in respect of the Group's insurance contracts, employee benefits and unquoted financial instruments are affected by accounting estimates and judgments. The Group has now
released the portion of the discretionary margin in the Life Company's Actuarial Liabilities, of R49,9 million (R35,9 million after tax), which was held in respect of policyholder unit-linked business
as experience has shown that this discretionary margin is no longer required. This change in estimate has resulted in a once-off release of this discretionary margin.

Apart from the discretionary margin referred to above, there was no significant impact due to changes in previous assumptions and estimates.

Capital Commitments

The Group's wholly owned subsidiary, Clientèle Properties East, is in the process of developing a new office building within the Clientèle Office Park. The capitalised costs of this are estimated
to be R203,0 million. It is the Group's intention that the building will be occupied by the Group in December 2015.

Related Party Transactions

Transactions between Clientèle Limited and its subsidiaries have been eliminated on consolidation. There were no major related party transactions during the year.

Segment Information

The Group's results are analysed across South Africa ("SA") - geographical segment.

The Group's main operating segments are Long-term insurance, Investment contracts, Short-term insurance and Other (which is predominantly Clientèle Loans). The vast majority of policies
are written in respect of individuals.

Segment Assets and Liabilities
                                                                                                                  Year ended 30 June
(R'000's)                                                                                                         2014           2013
Long-term insurance                                                                                          1 454 656      1 371 736
Investment contracts                                                                                         1 047 977      1 328 452
Short-term insurance                                                                                           150 153        129 408
Other                                                                                                           86 105        211 196
Inter segment                                                                                                  (90 881)       (83 679)

Total Group Assets                                                                                           2 648 010      2 957 113

Long-term insurance                                                                                            933 007        933 280
Investment contracts                                                                                         1 046 721      1 326 415
Short-term insurance                                                                                            36 085         26 102
Other                                                                                                          104 232        225 575
Inter segment                                                                                                  (90 881)       (83 679)

Total Group Liabilities                                                                                      2 029 164      2 427 693

Segment Statements of Comprehensive Income
                                                                                                                                                Inter
                                                                                                                                              segment
                                                                                       Long-term     Investment    Short-term              (revenue)/
(R'000's)                                                                              insurance      contracts     insurance      Other      expense          Total

30 June 2014
Insurance premium revenue                                                              1 211 029                      195 146                              1 406 175
Reinsurance premiums                                                                     (99 568)                        (437)                              (100 005)

Net insurance premiums                                                                 1 111 461                      194 709                              1 306 170
Other income                                                                             151 740         13 071           102     11 469       (5 188)       171 194
Interest income                                                                           14 478                          916     45 636       (7 861)        53 169
Fair value adjustment to financial assets at fair value through profit or loss           140 741         26 726        14 089                                181 556

Segment revenue                                                                        1 418 420         39 797       209 816     57 105      (13 049)     1 712 089
Segment expenses and claims                                                           (1 033 869)       (59 132)     (154 897)   (54 854)      13 049     (1 289 703)

Net insurance benefits and claims                                                       (287 212)                     (23 890)                              (311 102)
Decrease in policyholder liabilities under insurance contracts                            41 396                        1 331                                 42 727
Decrease in reinsurance assets                                                               (95)                                                                (95)
Fair value adjustment to financial liabilities at fair value through profit or loss                     (49 184)                                             (49 184)
Interest expense                                                                                         (5 280)                 (14 974)       7 861        (12 393)
Impairment of advances                                                                                                           (31 719)                    (31 719)
Operating expenses                                                                      (787 958)        (4 668)     (132 338)    (8 161)       5 188       (927 937)

Profit/(loss) before tax                                                                 384 551        (19 335)       54 919      2 251            -        422 386
Tax                                                                                     (101 130)         5 414       (14 155)    (5 999)                   (115 870)

Net profit/(loss) for the year                                                           283 421        (13 921)       40 764     (3 748)           -        306 516

Attributable to:
Non-controlling interest - ordinary shareholders                                                                                  (1 295)                     (1 295)
Equity holders of the Group - ordinary shareholders                                      283 421        (13 921)       40 764     (2 453)           -        307 811


30 June 2013
Insurance premium revenue                                                              1 069 000                      155 459                              1 224 459
Reinsurance premiums                                                                     (78 240)                        (356)                               (78 596)

Net insurance premiums                                                                   990 760                      155 103                              1 145 863
Other income                                                                             143 461         12 482             3     22 573       (9 672)       168 847
Interest income                                                                           11 943                          834     70 573       (7 030)        76 320
Fair value adjustment to financial assets at fair value through profit or loss           162 195         75 926        11 760                                249 881

Segment revenue                                                                        1 308 359         88 408       167 700     93 146      (16 702)     1 640 911
Segment expenses and claims                                                             (959 886)       (81 304)     (127 339)   (91 472)      16 702     (1 243 299)

Net insurance benefits and claims                                                       (320 719)                     (19 036)                              (339 755)
Decrease in policyholder liabilities under insurance contracts                            43 581                          493                                 44 074
Decrease in reinsurance assets                                                              (508)                                                               (508)
Fair value adjustment to financial liabilities at fair value through profit or loss                     (71 222)                                             (71 222)
Interest expense                                                                                         (4 704)                 (21 465)       7 030        (19 139)
Impairment of advances                                                                                                           (38 194)                    (38 194)
Operating expenses                                                                      (682 240)        (5 378)     (108 796)   (31 813)       9 672       (818 555)

Profit before tax                                                                        348 473          7 104        40 361      1 674            -        397 612
Tax                                                                                      (91 507)        (1 989)      (10 242)      (468)                   (104 206)

Net profit for the year                                                                  256 966          5 115        30 119      1 206            -        293 406

Attributable to:
Non-controlling interest - ordinary shareholders                                                                                     311                         311
Equity holders of the Group - ordinary shareholders                                      256 966          5 115        30 119        895            -        293 095

Condensed Group Statement of Changes in Equity
                                                                                                                                     SAR
                                                                                                                               and Bonus
                                                                                   Common                                         Rights             NDR:                      Non-
                                                      Share         Share         control          Sub-       Retained            Scheme            Reva-        Sub-   controlling
(R'000's)                                           capital       premium         deficit         total       earnings           reserve+         luation       total      interest        Total

Balance as at 1 July 2012                             6 534       253 678        (220 273)       39 939        356 415             9 957           38 559     444 870        (4 866)     440 004
Ordinary dividends                                                                                            (219 060)                                      (219 060)                  (219 060)
Total comprehensive income                                                                                     293 095                              7 381     300 476           311      300 787

- Net profit for the year                                                                                      293 095                                        293 095           311      293 406
- Other comprehensive income                                                                                                                        7 381       7 381                      7 381

Transfer of contingency reserve                          26        15 304                        15 330                                                        15 330                     15 330
Shares issued                                                                                                                      7 689                        7 689                      7 689
SAR and Bonus Rights Scheme allocated                                                                          (12 750)           (2 580)                     (15 330)                   (15 330)

Balance as at 30 June 2013                            6 560       268 982        (220 273)       55 269        417 700            15 066           45 940     533 975        (4 555)     529 420

Balance as at 1 July 2013                             6 560       268 982        (220 273)       55 269        417 700            15 066           45 940     533 975        (4 555)     529 420
Ordinary dividends                                                                                            (243 069)                                      (243 069)                  (243 069)
Total comprehensive income                                                                                     307 811                             15 282     323 093        (1 295)     321 798

- Net profit/(loss) for the year                                                                               307 811                                        307 811        (1 295)     306 516
- Other comprehensive income                                                                                                                       15 282      15 282                     15 282

Shares issued                                            24        16 636                        16 660                                                        16 660                     16 660
SAR and Bonus Rights Scheme allocated                                                                                             10 697                       10 697                     10 697
Transfer from shares issued                                                                                    (14 078)           (2 582)                     (16 660)                   (16 660)

Balance as at 30 June 2014                            6 584       285 618        (220 273)       71 929        468 364            23 181           61 222     624 696        (5 850)     618 846

+ SAR Scheme - the Clientèle Limited Share Appreciation Rights Scheme
+ Bonus Rights Scheme - the Clientèle Limited Bonus Rights Scheme


Unaudited group embedded value results 

Group Embedded Value

The Embedded Value ("EV") represents an estimate of the value of the Group, exclusive of goodwill attributable to future new business. The EV comprises:
- the Free Surplus; plus,
- the Required Capital identified to support the in-force business; plus,
- the Present Value of In-force ("PVIF") business; less,
- the Cost of Required Capital ("CoC").

The PVIF business is the present value of future after tax profits arising from covered business in force as at 30 June 2014.

All material business written by the Group has been covered by EV Methodology as outlined in Advisory Practice Notice, APN 107 of the Actuarial Society of South Africa, including:
- all long-term insurance business regulated in terms of the Long-Term Insurance Act, 1998;
- Legal insurance business where EV Methodology has been used to determine future shareholder entitlements;
- annuity income arising from non-insurance contracts where EV Methodology has been used to determine future shareholder entitlements; and
- Loans and Mobile business where EV Methodology has been used to determine future shareholder entitlements.

The EV calculations have been certified by the Group's independent actuaries, Aon Hewitt (Actuarial). The EV can be summarised as follows:

                                                                                                                         Year ended 30 June
(R'000's)                                                                                                                2014           2013
Free surplus                                                                                                          287 353        311 614
Required capital                                                                                                      312 387        231 817

Adjusted Net Worth ("ANW") of covered business                                                                        599 740        543 431

CoC                                                                                                                   (58 308)       (44 959)
PVIF                                                                                                                3 397 262      3 048 168

EV of covered business                                                                                              3 938 694      3 546 640

The ANW of covered business is defined as the excess value of all assets attributed to the covered business, but not required to back the liabilities of covered business. Free Surplus is the
ANW less the Required Capital attributed to covered business.

Reconciliation of Total Equity to ANW

                                                                                                                         Year ended 30 June
(R'000's)                                                                                                                2014           2013
Total equity and reserves per the Statement of Financial Position                                                     618 846        529 420
Removal of Deferred Profits and impact of compulsory margins on investment business(net impact after tax)              12 793         16 449
Removing minority interests                                                                                             5 850          4 555
Adjusting subsidiaries to Net Asset Value                                                                              20 148         15 129
SAR and Bonus Rights Scheme adjustment                                                                                (57 897)       (22 122)

ANW                                                                                                                   599 740        543 431

The CoC is the opportunity cost of having to hold the Required Capital of R312,4 million as at 30 June 2014. The Required Capital has been set at the greater of the Statutory Termination
Capital Adequacy Requirement and 1,25 times the Statutory Ordinary Capital Adequacy Requirement for the Life company plus the Required Statutory Capital for the Short-term company.

The SAR and Bonus Rights Scheme adjustment recognises the future dilution in EV, on a mark to market basis, as a result of the SAR and Bonus Rights Schemes. Clientèle Life's Statutory
Capital Adequacy Requirement cover ratio at 30 June 2014 was 2,03 times (30 June 2013: 2,44 times) on the statutory valuation basis.

Clientèle General Insurance's Statutory Capital Adequacy Requirement cover ratio at 30 June 2014 was 1,57 times (30 June 2013: 1,83 times) on the statutory valuation basis.

Value of New Business ("VNB")

                                                                                                                         Year ended 30 June
(R'000's)                                                                                                                2014           2013
Total VNB                                                                                                             638 154        302 140
Present Value of New Business premiums                                                                              2 319 368      1 509 582
New Business profit margin                                                                                              27,5%          20,0%

The VNB (excluding any allowance for the Management incentive scheme) represents the present value of projected after tax profits at the point of sale on new covered business commencing
during the year ended 30 June 2014 less the CoC pertaining to this business.

The New Business profit margin is the VNB expressed as a percentage of the present value of future premiums (and other annuity fee income) pertaining to the same business.

Long-term Economic Assumptions

                                                                                                                         Year ended 30 June
(%)                                                                                                                      2014           2013
Risk discount rate                                                                                                       11,1           10,4
Non-unit investment return                                                                                                7,6            6,9
Unit investment return                                                                                                    9,0            6,9
Expense inflation                                                                                                         6,1            5,4
Corporate tax                                                                                                            28,0           28,0

The risk discount rate ("RDR") has been determined using a top-down weighted average cost of capital approach, with the equity return calculated using Capital Asset Pricing Model ("CAPM")
theory. In terms of current actuarial guidance, the RDR has been set as the risk free rate plus a beta multiplied by the assumed equity risk premium. It has been assumed that the equity risk
premium (i.e. the long-term expected difference between equity returns and the risk free rate) is 3,5%. The beta pertaining to the Clientèle share price is relatively low, which is partially a
consequence of the relatively small free-float of shares. After consideration, the Board has decided to continue to use a more conservative beta of 1, as opposed to its actual beta of 0,13 in the
calculation of the RDR. The Board draws the reader's attention to the RDR sensitivity analysis in the table below which allows for sensitivity comparisons using various alternative RDR's.

The resulting RDR utilised for the South African business as at 30 June 2014 was 11,1% (30 June 2013: 10,4%).

RDR Sensitivities

(R'000's)                                                                                                           EV           VNB
RDR 9,1%                                                                                                     4 578 085       820 295
RDR 10,1%                                                                                                    4 229 276       720 117
RDR 10,4% (as at June 2013)                                                                                  4 129 857       693 777

RDR 11,1%                                                                                                    3 938 694       638 154

RDR 12,1%                                                                                                    3 693 281       569 272
RDR 13,1%                                                                                                    3 483 463       511 310

Demographic and other changes

A withdrawal and unpaid premium loss was experienced during the year. This is the net impact of a loss on existing business and a profit on new business. The assumptions were adjusted to
allow for the actual experience, resulting in a decrease in the EV of R116,7 million. The impact of the assumption changes made for new business is allowed for in the VNB and is an increase of
R65,5 million.

A discretionary margin in respect of unit-linked policies has been released this year. This discretionary margin of R49,9 million before tax was released during the current financial year. The
release of this margin has an immaterial impact on EV, but has resulted in a move between components of the EV i.e between ANW, PVIF and CoC.

The majority of the item "Impact of other once-off items" in the "EV earnings Analysis" below relates to the once-off EV impact of the release in the discretionary margin as outlined above and
the once-off fair value adjustment relating to zero coupon fixed deposits in ABL.

EV per Share

                                                                                                                         Year ended 30 June
(Cents)                                                                                                                  2014           2013
EV per share                                                                                                         1 196,38       1 081,27
Diluted EV per share                                                                                                 1 195,73       1 080,67

Segment Information

The EV can be split between segments as follows:

(R'000's)                                                                                                          ANW           PVIF          CoC            EV
30 June 2014
SA - Long-term insurance                                                                                       500 170      2 868 411      (41 066)    3 327 515
SA - Short-term insurance                                                                                      111 976        518 714      (17 242)      613 448
SA - Investment contracts                                                                                            -          3 051            -         3 051
Other                                                                                                          (12 406)         7 086            -        (5 320)

Total                                                                                                          599 740      3 397 262      (58 308)    3 938 694

30 June 2013
SA - Long-term insurance                                                                                       450 078      2 592 886      (31 249)    3 011 714
SA - Short-term insurance                                                                                      103 306        439 375      (13 709)      528 972
SA - Investment contracts                                                                                            -          4 080            -         4 080
Other                                                                                                           (9 953)        11 827            -         1 874

Total                                                                                                          543 431      3 048 168      (44 959)    3 546 640

The VNB can be split between segments as follows:

                                                                                                                         Year ended 30 June
(R'000's)                                                                                                                2014           2013
SA - Long-term insurance                                                                                              550 551        227 788
SA - Short-term insurance                                                                                              85 507         65 309
SA - Investment contracts                                                                                                 745          2 479
Other                                                                                                                   1 351          6 564

Total                                                                                                                 638 154        302 140

Embedded Value Earnings Analysis

EV earnings (per APN 107) comprises the change in EV for the year after adjusting for capital movements and dividends paid as they pertain to the Group.

                                                                                              Year ended 30 June 2014                                        Year ended        Year ended
                                                                                                                                                           30 June 2014      30 June 2013
(R'000's)                                                                            ANW                       PVIF                      CoC                         EV                EV
A: EV at the end of the year                                                     599 740                  3 397 262                  (58 308)                 3 938 694         3 546 640
EV at the beginning of the year                                                  543 431                  3 048 168                  (44 959)                 3 546 640         3 259 044
Dividends paid                                                                  (243 069)                         -                        -                   (243 069)         (219 060)

B: Adjusted EV at the beginning of the year                                      300 362                  3 048 168                  (44 959)                 3 303 572         3 039 985

EV earnings (A - B)                                                              299 378                    349 093                  (13 349)                   635 122           506 655

Less: Impact of once-off economic assumption changes                                (688)                  (139 580)                     832                   (139 436)         (129 294)
Less: Impact of other once-off items                                              11 046                    (35 028)                  (6 736)                   (30 718)                -

Recurring EV earnings                                                            289 020                    523 701                   (7 445)                   805 276           635 949
Recurring Return on EV                                                                                                                                            24,4%             20,9%

Return on EV                                                                                                                                                      19,2%             16,7%

Components of EV earnings

VNB                                                                             (248 208)                   892 647                   (6 285)                   638 154           302 140
Expected return on covered business (unwinding of RDR)                                 -                    341 121                    3 112                    344 233           276 146
Expected profit transfer                                                         518 989                   (518 989)                       -                          -                 -
Withdrawal and unpaid premium experience variance                                  1 721                    (17 931)                    (765)                   (16 975)           14 770
Claims experience variance                                                        (1 451)                      (808)                       -                     (2 259)           (9 656)
Sundry experience variance                                                         3 805                      1 406                        1                      5 212              (730)
Change in withdrawals and unpaid premium assumptions                              13 291                   (128 508)                  (1 495)                  (116 712)           44 592
Other Changes in modelling/basis                                                   3 416                    (29 004)                  (2 013)                   (27 601)          (28 431)
Once-off costs                                                                         -                          -                        -                          -            (9 057)
Expected return on ANW                                                            29 385                          -                        -                     29 385            24 510
SAR and Bonus Rights Scheme dilution                                             (25 078)                         -                        -                    (25 078)            7 909
Goodwill and Medium-term incentive schemes                                       (47 594)                   (16 233)                       -                    (63 827)          (27 322)

EV operating return                                                              248 276                    523 701                   (7 445)                   764 532           594 871

Investment return variances on ANW                                                40 744                          -                        -                     40 744            41 078

Recurring EV earnings                                                            289 020                    523 701                   (7 445)                   805 276           635 949

Effect of economic assumption changes                                               (688)                  (139 580)                     832                   (139 436)         (129 294)
Impact of other once-off items                                                    11 046                    (35 028)                  (6 736)                   (30 718)                -

EV earnings                                                                      299 378                    349 093                  (13 349)                   635 122           506 655

website: www.clientele.co.za e-mail: info@clientele.co.za

Sponsor: PricewaterhouseCoopers Corporate Finance Proprietary Limited

Registered office:
Clientèle Office Park, Cnr Rivonia and Alon Roads, Morningside 2196, South Africa, PO Box 1316, Rivonia 2128, South Africa

Transfer secretaries: Computershare Investor Services Proprietary Limited, 70 Marshall Street, Johannesburg 2001, South Africa, PO Box 61051, Marshalltown 2107, South Africa

Directors: G Q Routledge BA LLB (Chairman); G J Soll CA(SA) (Vice Chairman); B W Reekie BSc(Hons), FASSA* (Managing Director); A D T Enthoven BA, PhD (Political Science);
B Frodsham BCom*; P R Gwangwa BProc LLB, LLM; I B Hume CA(SA), ACMA*; M P Matlwa CA(SA), MBA, MCom (Tax); B A Stott CA(SA); R D Williams, BSc(Hons), FASSA

Company secretary: W van Zyl CA(SA)

*Executive Director

Date: 18/08/2014 05:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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