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PSG KONSULT LIMITED - Unaudited Financial Results For The Six Months Ended 31 August 2014

Release Date: 08/10/2014 13:00
Code(s): KST     PDF:  
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Unaudited Financial Results For The Six Months Ended 31 August 2014

PSG Konsult Limited
(Incorporated in the Republic of South Africa)
Registration Number: 1993/003941/06
JSE Share Code: KST
NSX Share Code: KFS
ISIN Code: ZAE000191417
("PSG Konsult" or "the group" or "the company")


UNAUDITED FINANCIAL RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2014

SALIENT FEATURES

- JSE listing June 2014
- NSX listing July 2014
- Revenue +26%
- Recurring headline earnings +36%
- Recurring headline earnings per share +32%
- Funds under management +39%
- Funds under administration +33%

COMMENTARY

PSG Konsult Limited has delivered a credible first set of interim results after its successful listing 
on the JSE Limited ('JSE') in June 2014 and on the Namibian Stock Exchange ('NSX') in July 2014. Our Asset Management 
and Wealth divisions produced particularly commendable results, while results from the Insure division were slightly 
lower than expected. In particular, we are pleased with the business's top line revenue growth achievement, which has 
been a specific area of management focus and is up 26% from the prior comparative period.

PSG Wealth remains a key revenue driver and has maintained its upward revenue trend. It benefited from strong organic 
growth and positive client inflows, as well as generally favourable market conditions, resulting in the FTSE/JSE All 
Share Index increasing by 8% since 28 February 2014 and by 21% since 31 August 2013. Management fees have increased 
by 39% and brokerage income by 19%. Managed assets increased by 16% to R98.6 billion (February 2014: R84.7 billion) 
and total wealth assets by 12% to R239.5 billion (February 2014: R214.4 billion). In particular, we are pleased with 
the R8 billion in net inflows of managed assets during the period.

PSG Asset Management remains a high-growth area. Increased brand awareness has facilitated strong client inflows 
from both retail and institutional investors. PSG Asset Management attracted net inflows of R5.6 billion, including 
a new R1.0 billion institutional asset management mandate. The total assets under management increased by 39% to 
R21.9 billion (February 2014: R15.8 billion), while assets under administration increased by 24% to R60.6 billion 
(February 2014: R49.0 billion). It is further notable that there is less reliance on performance fees, with these 
fees contributing only 6% of PSG Konsult's headline earnings, compared to 9% for the six months ended 31 August 2013.

To reduce our overall exposure to operational and reputational risk, PSG Asset Management has decided to exit all 
its current non-group related white label agreements. While reducing risk, we expect that this decision will have an 
immaterial impact on PSG Konsult's profitability. 

PSG Insure achieved 29% revenue growth compared to the six-month period ended 31 August 2013 in a fiercely competitive 
market. Operating costs were well contained (increasing by only 4%) but the net claims loss ratio in Western Group
Holdings Limited ('Western') increased due to higher weather-related and commercial motor claims. Net income after 
tax prior to minorities increased by 28%, but due to the corporate transaction concluded with Santam effective  
19 September 2013, PSG Konsult's shareholding in Western diluted from 90% to 60%. This had a R5.6 million adverse 
impact on the overall headline earnings contribution of PSG Insure. 

PSG Konsult's key financial performance indicators for the six months ended 31 August 2014 are as follows:


                                                                      31 Aug 14          Change            31 Aug 13
                                                                           R000               %                 R000


Earnings attributable to ordinary shareholders                          145 494              31              111 441
Non-headline items                                                         (97)             (97)              (2 793)
Headline earnings                                                       145 397              34              108 648
Non-recurring items ­ JSE listing fees                                    1 914               ­                    ­
Recurring headline earnings                                             147 311              36              108 648

Weighted average number of shares in issue (million)                    1 259.5               3              1 220.5

Earnings per share (cents)
­ Recurring headline (basic and diluted)*                                  11.7              32                  8.9
­ Headline (basic and diluted)*                                            11.5              30                  8.9
­ Attributable (basic and diluted)*                                        11.6              28                  9.1

Dividend per share (cents)                                                  4.0               ­                  4.0

Funds under management (R billion)                                          129              39                   93
Funds under administration (R billion)                                      266              33                  200

Divisional headline earnings
 PSG Wealth                                                              93 907              33               70 882
 PSG Asset Management                                                    33 758              63               20 727
 PSG Insure                                                              17 732               4               17 039

                                                                        145 397              34              108 648


* Dilution is a function of the 35.8 million shares issued on 1 March 2014 for the adviser buy-back transaction.

DEBT FUNDING AND CASH FLOW MANAGEMENT

During the period under review, PSG Konsult focused on optimising its cash flow management and reducing its debt funding 
position to improve overall debt funding costs. We also successfully negotiated the accelerated repayment of certain 
long-term and short-term funding facility arrangements. Core business debt declined to R61.3 million (February 2014: 
R110.6 million), which has improved our debt to equity ratio to 5% from 10% at year-end.

CREDIT RATING

The rating agency Global Credit Rating Company (GCR) upgraded PSG Konsult's long-term rating to BBB+ (previously BBB). 
It also affirmed the short-term rating of A2, with the outlook accorded as Stable. This is as a result of PSG Konsult's 
strong operational performance over the past two years, the increased financial strength, and stability built into its 
business model.

Furthermore, the successful JSE listing had a positive impact in terms of raising PSG Konsult's profile and improving 
its access to capital. This combined with our low debt profile, provides substantial funding flexibility allowing us 
to consider acquisitions or similar transactions should the opportunities arise. 

We remain confident as management demonstrates its ability to unlock long-term growth in income and operating profit 
regardless of market cycles.

ACHIEVEMENTS

We are proud of the following notable milestones, achievements and industry awards:

PSG Wealth

-  Runner up in the 2014 Business Day Investors Monthly 'Top Private Bank and Wealth Manager' award and also voted 
   the top 'Wealth Manager for Successful Entrepreneurs'.

-  Consistently ranked as one of South Africa's Top 3 stockbrokers in the Business Day Investors Monthly 'Stockbroker 
   of the Year' award for the past four years, winning joint third place in 2014.

PSG Asset Management

-  PSG Asset Management still grows assets faster than the industry and has passed the R20 billion mark for assets 
   under management, and R60 billion for assets under administration. During the period, the first institutional 
   mandate in excess of R1 billion was successfully implemented.

PSG Insure

-  Awarded the 'Portfolio Administration Award for Performance Excellence' and 'National Broker Award for Performance 
   Excellence in Personal Lines' at the 2013 National Santam Broker Awards.

PEOPLE

At the period-end, PSG Konsult had 193 offices and 1 916 employees, of which 629 were financial planners, portfolio 
managers, stockbrokers and asset managers, plus 396 professional associates (accountants and attorneys). Our advisers 
increased by 11 (13 were appointed in the Wealth division while 2 left the Insure division) through a combination of 
organic growth and the selective acquisition of additional adviser books of business. In addition, we concluded a 
number of strategic hires that provides us with a strong operational platform from which to take the business into 
the future. Key appointments in the group include a chief technology officer, head of marketing and an internal 
auditor, as well as a chief executive officer for distribution at PSG Insure.

Wayne Waldeck, the current chief executive officer: PSG Wealth advised the board last year of his intention to 
retire at the end of 2014. As part of our succession planning Corrie de Bruyn, the current chief executive officer: 
PSG Life and PSG Online, was identified as his successor and has been working closely with Wayne. Corrie has been a 
member of the PSG Konsult management and executive committees for a number of years. This, in addition to the support 
of his strong management team, will ensure a smooth transition in leadership. The board would like to thank Wayne for 
his valuable contribution to PSG Konsult over the years and wish Corrie all the best in his new role.

TRANSFORMATION AND SUSTAINABILITY

PSG Konsult underwent its first broad-based black economic empowerment (BBBEE) verification process during the 
period. We were rated as a level 8 BBBEE contributor and approved as a value-adding supplier. This initial rating is 
viewed as a benchmark and PSG Konsult is committed to improving its BBBEE score. Transformation imperatives underscore 
the strategies of the three divisions and PSG Konsult as a whole.

STRATEGY

PSG Wealth's key strategy is to offer a holistic end-to-end client proposition. We achieve this by providing high-
quality advice, service excellence and products to grow and preserve our clients' wealth. Our extensive and expanding 
adviser distribution network allows us to build strong client relationships. By continually innovating and investing
in our technological capabilities and reporting platforms, we maintain proper control and custody of our clients'assets. 
We also provide them with high-quality financial reporting. Additional investment into our internal management 
information systems has enabled us to unlock operational scale and business efficiencies.

PSG Asset Management has three core areas of strategic focus. The first is delivering excellent long-term investment 
performance for our clients through our robust and consistent investment process. The second is responsibly growing 
long-term assets (with a retail emphasis) at an acceptable margin through six key channels: independent advisers, PSG 
Konsult advisers, platforms, multi-managers, institutional clients and direct clients. Our third core focus is 
ensuring that we have robust operational processes in place to deliver operational excellence and ensure sound control 
and custody of our clients' assets. In combination, and underpinned by a solid investment track record, these strategic 
objectives will allow us to build on our established and respected reputation in the local market.

PSG Insure's strategy is to offer simple, cost-effective insurance solutions and quality advice. This enables us to 
simplify complex product technicalities for our clients so that they can make clear, informed decisions. We focus on 
our top calibre advisers to target growth particularly in our commercial client base. In addition, we remain committed 
to excellence in our underwriting skills. This is both to optimise our insurance and investment risk retention levels 
and to create value-adding insurance solutions that meet our clients' needs and expectations. We have also invested 
in our short-term claims and administration platforms, which were centralised to unlock operational efficiencies. This 
means that our advisers have more face time with their clients. We also focus on building our insurance investment 
float, which we conservatively invested in short-duration financial instruments to provide additional financial 
stability.

MARKETING

For 2014, emphasis is placed on the renewed drive to build the PSG brand and solidify its status as a key player in 
the financial services industry. We have clarified our brand architecture, refreshed our corporate identity and 
established a marketing team. Supported by sustained advertising efforts and strong media relations, this helps our 
advisers to sell the PSG proposition and our clients to understand the value of our offering, ultimately translating 
into business growth.

INFORMATION TECHNOLOGY

Over the past year, PSG Konsult has invested significantly in technological infrastructure to create the required 
scale that will meet its growth targets. It has also generated operational efficiencies through the automation of 
various processes throughout the business. We believe both of these endeavours will be value generative for 
shareholders over the short to medium term.

BUSINESS COMBINATIONS

As announced previously, we concluded an asset-for-share transaction on 1 March 2014 in terms of section 42 of the 
Income Tax Act, 58 of 1962. This will standardise the revenue sharing model and give our advisers the opportunity to 
invest in PSG Konsult's future. The transaction was settled through the issue of 35.8 million PSG Konsult shares 
and a R12.5 million cash payment. This contributed (net of a R4.4 million intangible asset amortisation charge) 
R3.9 million to our headline earnings during the period under review.

CHANGES TO THE BOARD OF DIRECTORS

During the period under review, Patrick Burton and KK Combi were appointed as independent non-executive directors on 
2 March 2014 and 16 April 2014, respectively.

LOOKING FORWARD

PSG Konsult's strategic focus for the year ahead is on enhancing top-line revenue growth at acceptable levels of risk. 
Having successfully bedded down the repositioning of our business, this will allow us to unlock operational benefits. 
We will achieve growth by:

-  implementing and executing our three-year strategic plans for each of our underlying divisions;

-  building the PSG brand and positioning PSG Konsult as a fully fledged financial services business through our 
   comprehensive range of services and products;

-  optimising the synergy between business divisions to create further business development opportunities; and

-  extending PSG Konsult's share in the value chain, with a particular focus on growing our asset management and 
   short-term insurance activities.

Although the future is always uncertain, we remain cautiously optimistic about our strategy.

DIVIDEND

Given the opportunities for growth in future years, and the capital required to fund such growth, the board 
approved and declared a gross interim dividend payment of 4.0 cents per share (2013: 4.0 cents per share) 
from income reserves for the six months ended 31 August 2014, which is in line with our policy as communicated 
at the time of the JSE listing. No credits for secondary tax on companies (STC) were used as part of this declaration. 
The dividend is subject to a local dividends tax rate of 15%, resulting in a net dividend of 3.4 cents per share, 
unless the shareholder is exempt from paying dividends tax or is entitled to a reduced rate in terms of the 
applicable double-tax agreement. The number of issued ordinary shares is 1 262 484 423 at the date of this 
declaration. PSG Konsult's income tax reference number is 9550/644/07/5.

Salient dates for payment of the dividend:

Last day to trade (cum dividend)             Friday, 24 October 2014
Trading ex dividend commences                Monday, 27 October 2014
Record date                                  Friday, 31 October 2014
Date of payment                              Monday, 3 November 2014

Share certificates may not be dematerialised or rematerialised between Monday, 27 October 2014, and Friday, 
31 October 2014, both days inclusive.

The board would like to extend its gratitude to all our stakeholders, including clients, business partners, 
management and employees for their efforts and contributions during the period.

On behalf of the board


Willem Theron                            Francois Gouws
Chairman                                 Chief executive officer

Tyger Valley
8 October 2014



THE UNAUDITED FINANCIAL RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2014 IS PRESENTED BELOW:

Consolidated interim statement of financial position
at 31 August and 28 February 2014


                                                                                         Restated
                                                                   Unaudited            Unaudited             Audited
                                                                   31 Aug 14            31 Aug 13           28 Feb 14
                                                                        R000                 R000                R000
ASSETS
Intangible assets                                                    889 032              730 981             721 936
Property and equipment                                                46 202               29 856              47 590
Investment property                                                    2 245                2 036               2 245
Investment in associated companies                                    39 169               39 064              39 548
Investment in joint ventures                                          12 511                9 000              12 057
Deferred income tax                                                   72 993               25 986              52 101
Equity securities (note 5)                                           827 617              520 215             604 880
Debt securities (note 5)                                           1 642 197            1 740 574           2 121 432
Unit-linked investments (note 5)                                  11 045 876            8 850 516          10 218 629
Investment in investment contracts (note 5)                          432 825              701 888             505 444
Loans and advances                                                    97 800              123 721             109 995
Derivative financial instruments                                      19 075               19 880              21 190
Reinsurance assets                                                    75 139               50 642              66 248
Deferred acquisition costs                                             1 658                1 211               1 025
Receivables including insurance receivables                        1 856 752            1 424 263           2 129 358
Current income tax assets                                             22 509               16 073              12 878
Cash and cash equivalents (including money market investments)
 (note 5)                                                            469 038              430 959             709 184
Total assets                                                      17 552 638           14 716 865          17 375 740

EQUITY
Equity attributable to owners of the parent
Stated capital/share capital and share premium                     1 325 111            1 133 340           1 134 746
Treasury shares                                                         (546)                (547)               (546)
Other reserves                                                      (439 799)            (460 119)           (445 146)
Retained earnings                                                    451 560              279 414             399 487
                                                                   1 336 326              952 088           1 088 541
Non-controlling interest                                              95 085               24 867              86 222
Total equity                                                       1 431 411              976 955           1 174 763

LIABILITIES
Insurance contracts                                                  502 668              415 604             493 163
Deferred income tax                                                   85 015               58 559              53 423
Borrowings                                                           363 050              402 222             412 188
Derivative financial instruments                                      33 846               20 440              28 406
Investment contracts (note 5)                                     12 761 154           11 310 094          12 692 768
Third-party liabilities arising on consolidation of mutual funds     625 462              174 606             372 169
Deferred reinsurance acquisition revenue                               2 757                2 328               2 842
Trade and other payables                                           1 723 302            1 344 101           2 129 914
Current income tax liabilities                                        23 973               11 956              16 104
Total liabilities                                                 16 121 227           13 739 910          16 200 977

Total equity and liabilities                                      17 552 638           14 716 865          17 375 740

Net asset value per share (cents)                                      105.9                 78.0                89.1


Consolidated interim income statement
for the six months ended 31 August and 12 months ended 28 February 2014


                                                                                         Restated
                                                                   Unaudited            Unaudited
                                                                  Six months           Six months             Audited
                                                                       ended                ended          Year ended
                                                                   31 Aug 14            31 Aug 13           28 Feb 14
                                                                        R000                 R000                R000

Gross written premium                                                362 974              271 166             618 217
Less: Reinsurance written premium                                    (98 417)             (90 637)           (185 881)
Net premium                                                          264 557              180 529             432 336
Change in unearned premium
­ Gross                                                                9 807              (20 779)            (36 204)
­ Reinsurers' share                                                     (614)              (1 344)              2 116
Net insurance premium revenue                                        273 750              158 406             398 248
Commission and other fee income                                    1 056 475              859 909           1 805 142
Investment income                                                    198 911              175 127             380 034
Net fair value gains and losses on financial instruments           1 011 149              744 457           1 171 564
Fair value adjustment to investment contract liabilities          (1 024 359)            (751 588)         (1 239 669)
Other operating income                                                14 075               24 168              42 117
Total income                                                       1 530 001            1 210 479           2 557 436

Insurance claims and loss adjustment expenses                       (285 165)            (170 143)           (440 401)
Insurance claims and loss adjustment expenses recovered from
 reinsurers                                                           67 849               52 911             121 404
Net insurance benefits and claims                                   (217 316)            (117 232)           (318 997)
Commission paid                                                     (474 464)            (387 006)           (824 757)
Depreciation and amortisation                                        (26 339)             (20 068)            (40 596)
Employee benefit expenses                                           (252 481)            (220 914)           (451 887)
Fair value adjustment to third-party liabilities                     (79 331)             (44 523)            (79 387)
Marketing, administration and other expenses                        (185 251)            (167 324)           (325 555)
Total expenses                                                    (1 235 182)            (957 067)         (2 041 179)

Share of (losses)/profits of associated companies                       (379)               2 623               3 118
Loss on impairment of associated companies                                 ­                    ­                (342)
Share of profits of joint ventures                                       454                  318               3 375
Total profit from associated companies and joint ventures                 75                2 941               6 151

Profit before finance costs and taxation                             294 894              256 353             522 408

Finance costs                                                        (62 459)             (95 519)           (138 771)

Profit before taxation                                               232 435              160 834             383 637

Taxation                                                             (75 448)             (43 057)           (117 677)

Profit for the period                                                156 987              117 777             265 960

Attributable to:
  Owners of the parent                                               145 494              111 441             249 258
  Non-controlling interest                                            11 493                6 336              16 702
                                                                     156 987              117 777             265 960
Earnings per share (cents)
- Attributable (basic and diluted)                                      11.6                  9.1                20.4
- Headline (basic and diluted)                                          11.5                  8.9                20.0
- Recurring (basic and diluted)                                         11.7                  8.9                20.6


Consolidated interim statement of comprehensive income
for the six months ended 31 August and 12 months ended 28 February 2014


                                                                   Unaudited            Unaudited
                                                                  Six months           Six months             Audited
                                                                       ended                ended          Year ended
                                                                   31 Aug 14            31 Aug 13           28 Feb 14
                                                                        R000                 R000                R000


 
Profit for the period                                                156 987              117 777             265 960
Other comprehensive income for the period, net of taxation             (758)                  619                 985
 To be reclassified to profit and loss:
 Currency translation adjustments                                      (758)                  619                 985

Total comprehensive income for the period                            156 229              118 396             266 945

Attributable to:
 Owners of the parent                                                144 736              112 060             250 243
 Non-controlling interest                                             11 493                6 336              16 702
                                                                     156 229              118 396             266 945

Earnings and headline earnings per share


                                                                   Unaudited            Unaudited
                                                                  Six months           Six months             Audited
                                                                       ended                ended          Year ended
                                                                   31 Aug 14            31 Aug 13           28 Feb 14
                                                                        R000                 R000                R000


Profit attributable to ordinary shareholders                         145 494              111 441             249 258
Non-headline items (net of tax and non-controlling interest)
­ Profit on sale of associated companies                                   ­               (3 384)             (3 499)
­ Loss on remeasurement of previous equity interest                        ­                    ­                 128
­ (Profit)/loss on sale of intangible assets (including
   goodwill)                                                             (48)               1 633               1 622
­ Profit on sale of books of business                                      ­                    ­                (382)
­ Profit on sale of investment in subsidiaries                             ­                 (643)               (643)
­ Non-headline items of associated companies                             (97)                (314)             (2 457)
­ Other                                                                   48                  (85)                458

Headline earnings                                                    145 397              108 648             244 485
­ Recurring                                                          147 311              108 648             251 145
­ Non-recurring                                                       (1 914)                   ­              (6 660)

Earnings per share (cents)
­ Attributable (basic and diluted)                                      11.6                  9.1                20.4
­ Headline (basic and diluted)                                          11.5                  8.9                20.0
­ Recurring headline (basic and diluted)                                11.7                  8.9                20.6

Number of shares (million)
­ in issue (net of treasury shares)                                  1 262.1              1 221.0             1 221.6
­ weighted average                                                   1 259.5              1 220.5             1 220.5
 

Consolidated interim statement of changes in equity
for the six months ended 31 August and 12 months ended 28 February 2014

                                          Attributable to equity holders of the group

                                        Share
                                      capital
                                    and share
                                      premium/                                                     Non-
                                       stated      Treasury           Other      Retained   controlling
                                      capital        shares        reserves      earnings      interest         Total
                                         R000          R000            R000          R000          R000          R000
 
Balance at 1 March 2013             1 105 927          (620)       (463 262)      276 968        34 190       953 203
Comprehensive income
Profit for the year                         ­             ­               ­       111 441         6 336       117 777
Other comprehensive income                  ­             ­             619             ­             ­           619
Total comprehensive income                  ­             ­             619       111 441         6 336       118 396
Transactions with owners 
Issue of ordinary shares               27 413             ­               ­             ­             ­        27 413
Share-based payments costs ­
 employees                                  ­             ­           2 524             ­             ­         2 524
Transactions with non-controlling     
 interest                                   ­             ­               ­       (19 897)      (14 464)      (34 361)
Dividend paid                               ­             ­               ­       (89 098)         (771)      (89 869)
Other                                       ­            73               ­             ­          (424)         (351)

Balance at 31 August 2013           1 133 340          (547)       (460 119)      279 414        24 867       976 955

Comprehensive income
Profit for the year                         ­             ­               ­       137 817        10 366       148 183
Other comprehensive income                  ­             ­             366             ­             ­           366
Total comprehensive income                  ­             ­             366       137 817        10 366       148 549
Transactions with owners            
Share-based payment costs ­
 employees                                  ­             ­           3 417             ­             ­         3 417
Capital contribution by non-
 controlling interest                       ­             ­               ­             ­        16 735        16 735
Transactions with non-controlling
 interest                                   ­             ­               ­        31 094        34 563        65 657
Deferred tax on equity-settled
 share-based payments                       ­             ­          11 190             ­             ­        11 190
Dividend paid                               ­             ­               ­       (48 838)         (267)      (49 105)
Other                                   1 406             1               ­             ­           (42)        1 365

Balance at 28 February 2014         1 134 746          (546)       (445 146)      399 487        86 222     1 174 763

Comprehensive income
Profit for the year                         ­             ­               ­       145 494        11 493       156 987
Other comprehensive income                  ­             ­            (758)            ­             ­          (758)
Total comprehensive income                  ­             ­            (758)      145 494        11 493       156 229
Transactions with owners              
Issue of ordinary shares              190 365             ­               ­             ­             ­       190 365
Share-based payment costs -                 ­
 employees                                  ­             ­           6 105             ­             ­         6 105
Transactions with non-controlling
 interest                                   ­             ­               ­        (1 320)         (207)       (1 527)
Dividend paid                               ­             ­               ­       (92 101)       (2 423)      (94 524)

Balance at 31 August 2014           1 325 111          (546)       (439 799)      451 560        95 085     1 431 411



Consolidated interim statement of cash flows
for the six months ended 31 August and 12 months ended 28 February 2014


                                                                                         Restated
                                                                 Unaudited              Unaudited
                                                                Six months             Six months             Audited
                                                                     ended                  ended          Year ended
                                                                 31 Aug 14              31 Aug 13           28 Feb 14
                                                                      R000                   R000                R000

Cash flows from operating activities
Cash (utilised in)/generated by operating activities              (176 759)                94 094             153 725
Interest income                                                    169 002                125 895             299 998
Dividend income                                                     29 727                 49 234              79 651
Finance costs                                                      (20 498)               (14 956)            (35 728)
Taxation paid                                                      (62 986)               (41 134)           (124 953)
Operating cash flows before policyholder cash movement             (61 514)               213 133             372 693
Policyholder cash movement                                         (36 652)               (65 096)            (13 762)
Net cash flow from operating activities                            (98 166)               148 037             358 931

Cash flows from investing activities
Acquisition of intangible assets                                   (22 593)               (12 246)            (24 756)
Purchases of property and equipment                                 (7 828)                (8 963)            (20 144)
Other                                                                2 388                  5 025              22 753
Net cash flow from investing activities                            (28 033)               (16 184)            (22 147)

Cash flows from financing activities
Dividends paid                                                     (94 524)               (89 869)           (138 974)
Capital contributions by non-controlling interest  
 (ordinary shares)                                                       ­                      ­              16 735
Transactions with non-controlling interest                               ­                (34 000)             31 295
Other                                                              (19 131)               (47 646)             (7 930)
Net cash flow from financing activities                           (113 655)              (171 515)            (98 874)

Net (decrease)/increase in cash and cash equivalents              (239 854)               (39 662)            237 910
Cash and cash equivalents at beginning of year                     709 173                470 621             470 621
Exchange (losses)/gains on cash and cash equivalents                  (281)                     ­                 642
Cash and cash equivalents at end of year*                          469 038                430 959             709 173

Current, cheque and money market investments accounts              469 038                430 959             709 184
Bank overdrafts                                                          ­                      ­                 (11)

*  Includes the following:
   Clients' cash linked to investment contracts                     14 682                149 005              51 337

Notes to the statement of cash flow:
The movement in cash utilised/generated in operating activities can vary significantly as a result of daily fluctuations 
in cash linked to investment contracts and cash held by the stockbroking business. PSG Life Limited, the group’s linked 
insurance company, issues linked policies to policyholders (where the value of policy benefits is directly linked to the 
fair value of the supporting assets). When these policies mature, the company raises a debtor for the money receivable 
from the third-party investment provider, and raises a creditor for the amount owing to the client. Timing difference 
occurs at month end where the money was received from the third-party investment provider, but only paid out by the 
company after month end, resulting in significant fluctuations in the working capital of the company. Similar working 
capital fluctuations incur at PSG Securities Limited (previously Online Securities Limited), the group’s stockbroking 
business, mainly due to the timing of the close of the JSE in terms of client settlements. The group’s investment 
strategy applied at the two short-term insurance companies in the group also resulted in a significant outflow from 
money market investments held to low-risk income funds (management decided to invest capital held for regulatory 
purposes in portfolios generating higher yields - these funds are generally classified as debt securities or unit-
linked investments).

Refer below to the cash flow from operating activities movement analysis for salient details of the movements during the
six month period ended 31 August 2014:

                                                                                                   R000
Profit before taxation as per income statement                                                  232 435
Add back: Non-cashflow items  (Depreciation, amortisation, etc.)                                 32 259
Less: Taxation paid for the period                                                              (62 986)
Cash flow generated from core operating activities (excluding working capital movements)        201 708
Less: Policyholder cash movement                                                                (36 652)
                                                                                                165 056
Less: working capital movements during period**                                                (153 078)
Less: other investment activity movements***                                                   (110 144)
Net cash flow from operating activities                                                         (98 166)

**  The working capital movement was negatively impacted in the six-month period by the fluctuations in the working 
    capital at PSG Life Limited, with the net working capital movement for the six months being an outflow of 
    R82.5 million (due to policyholder payables at 28 February 2014 paid out after year-end). The group also utilised 
    R50 million cash during the period for the scrip lending facility at PSG Securities Limited (the scrip lending 
    facility is secured by the underlying ALSI 100 equity securities held by the clients utilising these facility), 
    earning an attractive prime interest rate on this instead of normal money market rates.

*** Other investment activity movements largely due to the transfer of cash from money market investments (classified 
    as 'Cash and cash equivalents' on the face of the statement of financial position), held by the two short-term 
    insurance companies in the group, to low-risk income funds which were classified as either debt securities or unit-
    linked investments, depending on the nature of the income fund invested in.


Notes to the condensed consolidated interim financial statements for the six months ended 31 August 2014

1. Reporting entity
   
PSG Konsult Limited is a company domiciled in the Republic of South Africa. The condensed consolidated interim 
financial statements of the company as at and for the six months ended 31 August 2014 comprise the company and its 
subsidiaries (together referred to as the "group") and the group's interests in associated companies and joint 
ventures.

2. Basis of presentation

The condensed consolidated interim financial statements have been prepared in accordance with the recognition and 
measurement principles of International Financial Reporting Standards (IFRS), including IAS 34 ­ Interim Financial 
Reporting, the Financial Reporting Guides issued by the Accounting Practices Board of SAICA as well as section 29(e) 
of the South African Companies Act, 71 of 2008, as amended and the Listings Requirements of the JSE. They do not 
include all of the information required for full annual financial statements and should be read in conjunction with 
the consolidated financial statements of the group as at and for the year ended 28 February 2014. Neither these 
condensed consolidated interim financial statements, nor any reference to future financial performance included in 
this results announcement, have been reviewed or reported on by the company's external auditor, Pricewaterhouse-
Coopers Inc. The condensed consolidated interim financial statements were prepared by Stephan van der Merwe, CA(SA),
under the supervision of the chief financial officer, Mike Smith, CA(SA).

3. Accounting policies

The accounting policies applied in the preparation of these condensed consolidated interim financial statements 
conform to IFRS and are consistent with those accounting policies applied in the preparation of the consolidated 
annual financial statements as at and for the year ended 28 February 2014.

The following new accounting standards and amendments to IFRSs, which were relevant to the group's operations, 
were effective for the first time from 1 March 2014: 

- Amendments to IFRS 10 ­ Consolidated Financial Statements, IFRS 12 ­ Disclosure of Interests in Other Entities 
  and IAS 27 ­ Consolidated and Separate Financial Statements ­ Investment entities 

- Amendment to IAS 32 ­ Financial Statements Presentation ­ Offsetting Financial Assets and Financial Liabilities 

- Amendment to IAS 36 ­ Impairment of Assets ­ Recoverable amount disclosures for non-financial assets 

- Amendment to IAS 39 ­ Financial Instruments: Recognition and measurement ­ Novation of derivatives and 
  continuation of hedge accounting 

- IFRIC 21, Levies   

These revisions have not resulted in material changes to the group's reported results and disclosures in these 
condensed consolidated interim financial statements.

4. Use of estimates and judgements

In preparing these condensed consolidated interim financial statements, the significant judgements made by management 
in applying the group's accounting policies and the key sources of estimation uncertainty were the same as those that 
applied to the consolidated annual financial statements for the year ended 28 February 2014.

5. Segment information

The composition of the reportable segments represents the internal reporting structure and the monthly reporting to 
the chief operating decision-maker (CODM). The CODM for the purpose of IFRS 8, Operating Segments, has been identified 
as the chief executive officer, supported by the group management committee (Manco). The group's internal reporting 
structure is reviewed in order to assess performance and allocated resources. The group is organised into three 
reportable segments, namely:

- PSG Wealth

- PSG Asset Management

- PSG Insure

The comparative figures have been adjusted to reflect a new refined basis of apportioning central support costs that 
we implemented this financial year. Corporate support costs refers to a variety of services and functions that are 
performed centrally for the individual business units within each business segment, as well as housing the group's 
executive office. Besides the traditional accounting and secretarial services provided to group divisions and 
subsidiaries, the corporate office also provides legal, risk, information technology (IT), marketing, human resources 
(HR), payroll, internal audit and corporate finance services. The strategic elements of IT, in terms of both services 
and infrastructure, are also centralised in the corporate office. The corporate costs were previously apportioned to 
the three reportable segments using a fixed percentage method. From 1 March 2014, in order to enhance its accuracy, 
the corporate costs were apportioned taking into account specific facts and circumstances applicable to each of the 
reportable segments and comparative segment figures have been restated applying this new methodology.

5.1. Description of business segments

PSG Wealth, which consists of five business units ­ Distribution, PSG Securities, LISP Platform, Multi Management and 
Employee Benefits ­ is designed to meet the needs of individuals, families and businesses. Through our highly skilled 
wealth managers, PSG Wealth offers a wide range of personalised services (including portfolio management, stockbroking, 
local and offshore investments, estate planning, financial planning, local and offshore fiduciary services, multi-
managed solutions, and retirement products). Our Wealth offices are fully equipped to deliver a high-quality personal 
service to our customers.

PSG Asset Management is an established investment management company with a proven investment track record. We offer 
investors a simple, but comprehensive range of local and global investment products. Our products include both local 
and international unit trust funds. 

PSG Insure, through our registered insurance brokers and PSG's short-term insurance company Western National Insurance 
Company Limited, offer a full range of tailor made short-term insurance products and services from personal (home, car 
and household insurance) to commercial (business and Agri-insurance) requirements. To harness the insurance solutions 
available to our customers effectively, our expert insurance specialists, through our strict due diligence process, 
will simplify the selection process for the most appropriate solution for our clients. In addition to the intermediary 
services we offer, PSG Short-Term Administration supports clients through the claim process, administrative issues and 
general policy maintenance, including an annual reappraisal of their portfolio.

The Manco considers the performance of reportable segments based on total income as a measure of growth and headline 
earnings as a measure of profitability. The segment information provided to Manco for the reportable segments for the 
period ended 31 August 2014 is set out in notes 5.2 and 5.3.

5.2 Headline earnings per reportable segments

                                                                                   Unaudited
                                                                            Asset
                                                     Wealth            Management            Insure            Total
Headline earnings                                      R000                  R000              R000             R000

For the six months ended 31 August 2014  
Headline earnings                                    93 907                33 758            17 732          145 397
­ recurring                                          94 749                34 179            18 383          147 311  
­ non-recurring                                        (842)                 (421)             (651)          (1 914)

For the six months ended 31 August 2013
Headline earnings                                    70 882                20 727            17 039          108 648
­ recurring                                          70 882                20 727            17 039          108 648
­ non-recurring                                           ­                     ­                 ­                ­

For the year ended 28 February 2014
Headline earnings                                   162 279                54 334            27 872          244 485
­ recurring                                         162 279                54 334            34 532          251 145
­ non-recurring                                           ­                     ­            (6 660)          (6 660)

5.3   Income per reportable segment

                                                                                   Unaudited
                                                                            Asset
                                                     Wealth            Management            Insure            Total
Total income                                           R000                  R000              R000             R000   

For the six months ended 31 August 2014                                                 
Total segment income                              1 072 668               282 074           484 678        1 839 420
Intersegment income                                (200 477)             (108 672)             (270)        (309 419)
Income from external customers                      872 191               173 402           484 408        1 530 001

For the six months ended 31 August 2013
Total segment income                                914 965               215 592           355 503        1 486 060
Intersegment income                                (185 858)              (87 598)           (2 125)        (275 581)
Income from external customers                      729 107               127 994           353 378        1 210 479

For the year ended 28 February 2014
Total segment income                              1 793 011               475 099           789 891        3 058 001
Intersegment income                                (316 846)             (181 300)           (2 419)        (500 565)
Income from external customers                    1 476 165               293 799           787 472        2 557 436

Other information provided to the Manco is measured in a manner consistent with that of the financial statements.

5.4 Statement of financial position (client vs own)

In order to evaluate the consolidated financial position of the group, the Manco segregates the statement of financial 
position of the group between own balances and client-related balances.

Client-related balances represent the investment contract liabilities and related linked client assets of PSG Life 
Limited, the broker and clearing accounts, and the settlement control accounts of the stockbroking business, the 
collective investment schemes consolidated under IFRS 10 and corresponding third-party liabilities, the short-term 
claim control accounts and related bank accounts as well as the contracts for difference assets and related liabilities.


                                                                           Unaudited ­ as at 31 August 2014
                                                                                                              Client-
                                                                                              Own             related
                                                                     Total               balances            balances
                                                                      R000                   R000                R000
ASSETS
Equity securities                                                  827 617                  3 505             824 112
Debt securities                                                  1 642 197                106 302           1 535 895
Unit-linked investments                                         11 045 876                473 320          10 572 556
Investment in investment contracts                                 432 825                      ­             432 825
Receivables including insurance receivables                      1 856 752                212 470           1 644 282
Derivative financial instruments                                    19 075                      ­              19 075
Cash and cash equivalents (including money 
 market investments)                                               469 038                447 124              21 914
Other assets*                                                    1 259 258              1 259 258                   ­
Total assets                                                    17 552 638              2 501 979          15 050 659

EQUITY
Equity attributable to owners of the parent                      1 336 326              1 336 326                   ­
Non-controlling interest                                            95 085                 95 085                   ­
Total equity                                                     1 431 411              1 431 411                   ­

LIABILITIES
Borrowings                                                         363 050                 61 252             301 798
Investment contracts                                            12 761 154                      ­          12 761 154
Third-party liabilities arising on consolidation of 
 mutual funds                                                      625 462                      ­             625 462
Derivative financial instruments                                    33 846                      ­              33 846
Trade and other payables                                         1 723 302                394 903           1 328 399
Other liabilities**                                                614 413                614 413                   ­
Total liabilities                                               16 121 227              1 070 568          15 050 659

Total equity and liabilities                                    17 552 638              2 501 979          15 050 659


                                                                           Unaudited ­ as at 31 August 2013
                                                                                                              Client-
                                                                                              Own             related
                                                                     Total               balances            balances
                                                                      R000                   R000                R000
ASSETS
Equity securities                                                  520 215                  3 601             516 614
Debt securities                                                  1 740 574                258 099           1 482 475
Unit-linked investments                                          8 850 516                218 343           8 632 173
Investment in investment contracts                                 701 888                      ­             701 888
Receivables including insurance receivables                      1 424 263                180 968           1 243 295
Derivative financial instruments                                    19 880                      ­              19 880
Cash and cash equivalents (including money market        
 investments)                                                      430 959                187 776             243 183
Other assets*                                                    1 028 570              1 028 570                   ­
Total assets                                                    14 716 865              1 877 357          12 839 508

EQUITY
Equity attributable to owners of the parent                        952 088                952 088                   ­
Non-controlling interest                                            24 867                 24 867                   ­
Total equity                                                       976 955                976 955                   ­

LIABILITIES
Borrowings                                                         402 222                157 242             244 980
Investment contracts                                            11 310 094                      ­          11 310 094
Third-party liabilities arising on consolidation of 
 mutual funds                                                      174 606                      ­             174 606
Derivative financial instruments                                    20 440                      ­              20 440
Trade and other payables                                         1 344 101                254 713           1 089 388
Other liabilities**                                                488 447                488 447                   ­
Total liabilities                                               13 739 910                900 402          12 839 508

Total equity and liabilities                                    14 716 865              1 877 357          12 839 508


                                                                           Audited ­ as at 28 February 2014

                                                                                                              Client-
                                                                                              Own             related
                                                                     Total               balances            balances
                                                                      R000                   R000                R000

ASSETS
Equity securities                                                  604 880                  4 630             600 250
Debt securities                                                  2 121 432                107 297           2 014 135
Unit-linked investments                                         10 218 629                346 833           9 871 796
Investment in investment contracts                                 505 444                      ­             505 444
Receivables including insurance receivables                      2 129 358                162 451           1 966 907
Derivative financial instruments                                    21 190                      ­              21 190
Cash and cash equivalents (including money market          
 investments)                                                      709 184                663 500              45 684
Other assets*                                                    1 065 623              1 065 623                   ­
Total assets                                                    17 375 740              2 350 334          15 025 406

EQUITY          
Equity attributable to owners of the parent                      1 088 541              1 088 541                   ­
Non-controlling interest                                            86 222                 86 222                   ­
Total equity                                                     1 174 763              1 174 763                   ­

LIABILITIES
Borrowings                                                         412 188                110 618             301 570
Investment contracts                                            12 692 768                      ­          12 692 768
Third-party liabilities arising on consolidation of 
 mutual funds                                                      372 169                      ­             372 169
Derivative financial instruments                                    28 406                      ­              28 406
Trade and other payables                                         2 129 914                499 421           1 630 493
Other liabilities**                                                565 532                565 532                   ­
Total liabilities                                               16 200 977              1 175 571          15 025 406

Total equity and liabilities                                    17 375 740              2 350 334          15 025 406


*   Other assets consist of property and equipment, investment property, intangible assets, investment in associated 
    companies, investment in joint ventures, current and deferred income tax assets, loans and advances, reinsurance 
    assets and deferred acquisition costs.

**  Other liabilities consist of deferred reinsurance acquisition revenue, current and deferred income tax liabilities 
    and insurance contracts.


5.5 Income statement (core vs other)

In order to evaluate the consolidated income statement of the group, the Manco segregates the income statement by 
eliminating the impact of the linked investment policies issued and the consolidation of the collective investment 
schemes from the core operations in the group. 

A subsidiary of the group, PSG Life Limited, is a linked insurance company and issues linked policies to policyholders 
(where the value of policy benefits is directly linked to the fair value of the supporting assets), and as such does 
not expose the business to the market risk of fair value adjustments on the financial asset as this risk is assumed by 
the policyholder.

The group consolidate collective investment schemes in terms of IFRS 10 Consolidated Financial Statements over which 
the group has control. The consolidation of these funds do not impact total earnings, comprehensive income, shareholders' 
funds or the net asset value of the group; however, it requires the group to recognise the income statement impact as 
part of that of the group.


                                                                            Unaudited ­ Six months ended
                                                                                  31 August 2014
                                                                                                               Linked
                                                                                                           investment
                                                                                             Core            business
                                                                     Total               business           and other
                                                                      R000                   R000                R000   
                                                                                               

Commission and other fee income                                  1 056 475              1 042 390              14 085
Investment income                                                  198 911                 57 444             141 467
Net fair value gains and losses on financial instruments         1 011 149                  6 051           1 005 098
Fair value adjustment to investment contract liabilities        (1 024 359)                     ­          (1 024 359)
Other*                                                             287 825                287 825                   ­
Total income                                                     1 530 001              1 393 710             136 291

Insurance claims and loss adjustment expenses                     (285 165)              (285 639)                474
Fair value adjustment to third-party liabilities                   (79 331)                     ­             (79 331)
Other**                                                           (870 686)              (870 686)                  ­
Total expenses                                                  (1 235 182)            (1 156 325)            (78 857)

Total profit from associated companies and joint ventures               75                     75                   ­

Profit before finance costs and taxation                           294 894                237 460              57 434
Finance costs                                                      (62 459)               (20 498)            (41 961)
Profit before taxation                                             232 435                216 962              15 473
Taxation                                                           (75 448)               (59 975)            (15 473)
Profit for the period                                              156 987                156 987                   ­

Attributable to:
 Owners of the parent                                              145 494                145 494                   ­
 Non-controlling interest                                           11 493                 11 493                   ­
                                                                   156 987                156 987                   ­


                                                                             Unaudited ­ Six months ended
                                                                                     31 August 2013
                                                                                                               Linked
                                                                                                           investment
                                                                                             Core            business
                                                                     Total               business           and other
                                                                      R000                   R000                R000   
                                                                                               

Commission and other fee income                                    859 909                856 819               3 090
Investment income                                                  175 127                 32 297             142 830
Net fair value gains and losses on financial instruments           744 457                  4 559             739 898
Fair value adjustment to investment contract liabilities          (751 588)                     ­            (751 588)
Other*                                                             182 574                182 574                   ­
Total income                                                     1 210 479              1 076 249             134 230

Insurance claims and loss adjustment expenses                     (170 143)              (167 154)             (2 989)
Fair value adjustment to third-party liabilities                   (44 523)                     ­             (44 523)
Other**                                                           (742 401)              (742 401)                  ­
Total expenses                                                    (957 067)              (909 555)            (47 512)

Total profit from associated companies and joint ventures            2 941                  2 941                   ­

Profit before finance costs and taxation                           256 353                169 635              86 718
Finance costs                                                      (95 519)               (14 955)            (80 564)
Profit before taxation                                             160 834                154 680               6 154
Taxation                                                           (43 057)               (36 903)             (6 154)
Profit for the period                                              117 777                117 777                   ­

Attributable to:
 Owners of the parent                                              111 441                111 441                   ­
 Non-controlling interest                                            6 336                  6 336                   ­
                                                                   117 777                117 777                   ­


                                                                               Unaudited ­ Year ended
                                                                                   28 February 2014
                                                                                                               Linked
                                                                                                           investment
                                                                                             Core            business
                                                                     Total               business           and other
                                                                      R000                   R000                R000   
                                                                                               

Commission and other fee income                                  1 805 142              1 787 617              17 525
Investment income                                                  380 034                116 484             263 550
Net fair value gains and losses on financial instruments         1 171 564                  4 498           1 167 066
Fair value adjustment to investment contract liabilities        (1 239 669)                     ­          (1 239 669)
Other*                                                             440 365                440 365                   ­
Total income                                                     2 557 436              2 348 964             208 472

Insurance claims and loss adjustment expenses                     (440 401)              (437 053)             (3 348)
Fair value adjustment to third-party liabilities                   (79 387)                     ­             (79 387)
Other**                                                         (1 521 391)            (1 521 391)                  ­
Total expenses                                                  (2 041 179)            (1 958 444)            (82 735)

Total profit from associated companies and joint ventures            6 151                  6 151                   ­

Profit before finance costs and taxation                           522 408                396 671             125 737
Finance costs                                                     (138 771)               (35 728)           (103 043)
Profit before taxation                                             383 637                360 943              22 694
Taxation                                                          (117 677)               (94 983)            (22 694)
Profit for the period                                              265 960                265 960                   ­

Attributable to:
 Owners of the parent                                              249 258                249 258                   ­
 Non-controlling interest                                           16 702                 16 702                   ­
                                                                   265 960                265 960                   ­

*  Other consists of net insurance premium revenue and other operating income.
** Other consists of insurance claims and loss adjustment expenses recovered from reinsurers, commission paid, depreciation
   and amortisation, employee benefit expenses, marketing, administration and other expenses.

Investment contracts are represented by the following financial assets:

                                                                 Unaudited              Unaudited             Audited
                                                                 31 Aug 14              31 Aug 13           28 Feb 14
                                                                      R000                   R000                R000

Equity securities                                                  824 112                516 614             600 249
Debt securities                                                    940 242              1 441 325           1 676 726
Unit-linked investments                                         10 549 293              8 501 262           9 859 012
Investment in investment contracts                                 432 825                701 888             505 444
Cash and cash equivalents                                           14 682                149 005              51 337
                                                                12 761 154             11 310 094          12 692 768

6. Receivables including insurance receivables and trade and other payables

Included under receivables are broker and clearing accounts at our stockbroking business of which R1 629.1 million 
(31 Aug 2013: R1 223.7 million; 28 Feb 2014: R1 925.9 million) represents amounts owing by the JSE for trades conducted 
during the last few days before the end of the period. These balances fluctuate on a daily basis depending on the activity 
in the market. 

The control account for the settlement of these transactions is included under the trade and other payables, with the 
settlement to the clients taking place within three days after the transaction date.

7.  Transactions with non-controlling interest
For the six months ended 31 August 2014

i)  Acquisition of an additional interest in PSG Namibia Proprietary Limited

With effect from 1 March 2014, PSG Konsult Limited (through its subsidiary PSG Distribution Holdings Proprietary Limited) 
acquired an additional 3% interest in PSG Namibia Proprietary Limited, a company incorporated in Namibia, for a consideration 
of R1.5 million. The 3% stake was bought from a minority shareholder and the consideration was paid in full on 28 February 2014. 
The group now holds 54% of the issued share capital of PSG Namibia Proprietary Limited.
    
For the year ended 28 February 2014

i)  Acquisition of an additional interest in Western Group Holdings Limited

With effect from 1 March 2013, PSG Konsult Limited acquired an additional 15% interest in Western Group Holdings Limited 
for a consideration of R33.0 million. This Namibia-based holding company has two short-term insurance licences, one in 
Namibia and the other in South Africa. The 15% stake was bought from SAAD Financial Holdings Proprietary Limited, an 
investment holding company. This transaction was subject to regulatory approval, which was obtained in May 2013. The group 
now held 90% of the issued share capital of Western Group Holdings Limited.

                                                                          R000
Carrying amount of non-controlling interest acquired                    14 428
Consideration paid to non-controlling interest                         (33 000)
Excess of consideration paid recognised in equity                      (18 572)


ii)  Acquisition of the remaining interest in PSG Nylstroom Proprietary Limited

Effective 1 August 2013, PSG Konsult Limited (through its subsidiary PSG Optimum Proprietary Limited) acquired the 
remaining 49% interest in PSG Nylstroom Proprietary Limited, a company incorporated in South Africa, for a consideration 
of R1.3 million. On 1 August 2013, 80% of the purchase consideration was paid and the remaining 20% (subject to a profit 
guarantee) was paid on 1 August 2014.

iii) Acquisition of a further interest in Western Group Holdings Limited

Effective 1 September 2013, PSG Konsult Limited acquired the remaining 10% interest in Western Group Holdings Limited 
for a consideration of R22.0 million. The 10% stake was bought from the management group of Western Group Holdings 
Limited.

The parties entered into an agreement on 3 June 2013 (following the approval by the FSB and Namfisa of the 15% 
interest acquired at the end of May 2013) in which it was agreed that PSG Konsult Limited would like to increase 
its stake in Western Group Holdings Limited from 90% to 100%, subject to approval by the FSB in South Africa and 
Namfisa in Namibia. The transaction was approved by the regulatory authorities in the beginning of September 2013, 
resulting in Western Group Holdings Limited being a wholly-owned subsidiary of PSG Konsult Limited.

                                                                          R000
Carrying amount of non-controlling interest acquired                    11 292
Consideration paid to non-controlling interest                         (22 000)
Excess of consideration paid recognised in equity                      (10 708)

iv) Disposal of interest held in Western Group Holding Limited 

PSG Konsult Limited entered into an agreement on 2 July 2013 to dispose of 40% held by it in Western Group Holdings 
Limited (following the approval by the regulatory authorities of PSG Konsult Limited's acquisition of management's 
remaining 10% interest) to Swanvest 120 Proprietary Limited ('Swanvest'), a wholly-owned subsidiary of Santam Limited, 
for R88.0 million. The transaction was approved by the regulatory authorities on 19 September 2013. Following the 
implementation of this transaction, PSG Konsult Limited holds 60% of the issued share capital of Western Group Holdings 
Limited, with the remaining 40% being held by Swanvest.

                                                                          R000
Cash consideration received                                             88 000
Carrying amount of non-controlling interest disposed of                (45 855)
Excess of consideration received recognised in equity                   42 145


8. Acquisition of subsidiaries
For the year ended 28 February 2014

i) Acquisition of collective investment scheme

The group obtained control of the PSG Diversified Income Fund (previously PSG Optimal Income Fund) towards the end of 
the 2014 financial year. As at 28 February 2014, the group held an interest of 34% in this fund and the fund was 
consolidated in accordance with IFRS 10 Consolidated Financial Statements. The PSG Diversified Income Fund is a 
collective investment scheme managed by PSG Asset Management.

Details of the net assets acquired are as follows:                        R000
Debt securities                                                        243 563
Unit-linked investments                                                 26 590
Receivables including insurance receivables                             15 771
Third-party liabilities arising on consolidation of mutual funds      (187 652)
Trade and other payables                                                (1 296)
Net asset value                                                         96 976
Fair value of equity interest held before the business combination     (96 976)
Total consideration paid                                                     ­

9. Disposal of subsidiaries
For the year ended 28 February 2014

i) Disposal of collective investment scheme

The group deconsolidated the PSG Stable Fund during the year ended 28 February 2014 as the group lost control of this
fund due to a decrease in the direct interest in the fund.

Net assets of subsidiary sold:                                            R000
Equity securities                                                       16 876
Debt securities                                                         23 422
Unit-linked investments                                                  5 439
Receivables including insurance receivables                                558
Cash and cash equivalents                                                2 401
Third-party liabilities arising on consolidation of mutual funds       (23 667)
Trade and other payables                                                  (106)
Net asset value                                                         24 923
Transfer to unit-linked investments                                    (24 923)
Total cash consideration received                                            ­
Cash and cash equivalents given up                                      (2 401)
Net cash flow on disposal                                               (2 401)

10. Other acquisitions and disposals
For the six months ended 31 August 2014

i) Standardising of revenue sharing model

Effective 1 March 2014, the group (through its subsidiary PSG Wealth Financial Planning Proprietary Limited) concluded 
an asset-for-share transaction (utilising section 42 of the Income Tax Act) with a large number of its advisers. 
The purpose of this transaction was to standardise the revenue sharing arrangements between the advisers and PSG Konsult. 
This provided the opportunity for the advisers to become shareholders in the business and be part of our loyal
shareholder base of individuals.

The consideration was paid with the issue of PSG Konsult shares (35.8 million shares at R4.50 per share) and the 
remaining R12.5 million paid in cash on the effective date. The transaction did not qualify for accounting in terms 
of IFRS 3R, Business Combinations as the assets acquired (the right to an increased share in the income stream of 
the adviser) did not constitute a business acquired.

This transaction contributed R3.9 million to our headline earnings during the period under review.

For the year ended 28 February 2014

i) Disposal of associated companies

The group disposed of various non-core investments in associated companies during the six months ended 31 August 2013. 
The group disposed of its interest in Axon Xchange Proprietary Limited, Purple Line Plastics Proprietary Limited, 
JWR Holdings Proprietary Limited and Excluwin Traders Proprietary Limited for a total consideration of R11.1 million, 
resulting in total to non-headline profits (net of tax and non-controlling interest) of R3.4 million. 

11. Financial risk management

The group's activities expose it to a variety of financial risks: market risk (including price risk, foreign currency 
risk, cash flow risk and fair value interest rate risk), credit risk and liquidity risk. Insurance activities expose 
the group to insurance risk (including pricing risk, reserving risk, underwriting risk and reinsurance risk). The group 
is also exposed to operational risk and legal risk.

The capital risk management philosophy is to maximise the return on shareholders' capital within an appropriate risk 
framework.

The condensed consolidated interim financial statements do not include all risk management information and disclosure 
required in the annual financial statements and should be read in conjunction with the group's annual financial 
statements as at 28 February 2014.

The group's financial risk management objectives and policies are consistent with those disclosed in the consolidated 
annual financial statements as at and for the year ended 28 February 2014.

Market risk (price risk, foreign currency risk and interest rate risks)
Market risk is the risk of adverse financial impact due to changes in fair values or future cash flows of financial 
instruments from fluctuations in interest rates, equity prices and foreign currency exchange rates.

A portion of the policyholders' and shareholders' investments are valued at fair value and are therefore susceptible 
to market fluctuations.

With regard to the subsidiary, PSG Life Limited, this company only invests assets into portfolios that are exposed to 
market price risk that matches linked policies to policyholders (where the value of policy benefits is directly linked 
to the fair value of the supporting assets), and as such does not expose the business to the market risk of fair value 
adjustments on the financial asset as this risk is assumed by the policyholder. Fees charged on this business are 
determined as a percentage of the fair value of the underlying assets held in the linked funds, which are subject to 
equity and interest rate risk. As a result, the management fees fluctuate, but cannot be less than nil.

Included in the equity securities of R827.6 million (31 Aug 2013: R520.2 million; 28 Feb 2014: R604.9 million) are quoted 
equity securities of R826.8 million (31 Aug 2013: R519.4 million; 28 Feb 2014: R604.0 million), of which R824.1 million 
(31 Aug 2013: R516.6 million; 28 Feb 2014: R600.3 million) relates to investments in linked investment contracts. The price 
risk of these instruments is carried by the policyholders of the linked investment contracts.

Debt securities linked to policyholder investments amounted to R940.2 million (31 Aug 2013: R1 441.3 million; 28 Feb 2014: 
R1 676.7 million) and do not expose the group to interest rate risk; cash and cash equivalents linked to policyholder 
investments amounted to R14.7 million (31 Aug 2013: R149.0 million; 28 Feb 2014: R51.3 million) and do not expose the group 
to interest rate risk.

Fair value estimation
The information below analyses financial instruments, carried at fair value, by level of hierarchy as required by IFRS 13. 
The different levels have been defined as follows:

  ­ Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).

  ­ Input other than quoted prices included within level 1 that is observable for the asset or liability, either 
    directly (that is, as prices) or indirectly (that is, derived from prices) (level 2).

  ­ Input for the asset or liability that is not based on observable market data (that is, unobservable input) 
    (level 3).

There have been no significant transfers between level 1, 2 or 3 during the period under review.

The table below analyses financial assets and liabilities, which are carried at fair value, by valuation method. There 
were no significant changes in the valuation techniques and assumptions applied since 28 February 2014.
 
Valuation techniques and main assumptions used in determining the fair value of financial assets and liabilities 
classified within level 2 can be summarised as follows:

Instrument                                 Valuation techniques                    Main assumptions

Derivative financial instruments           Exit price on recognised over-          Not applicable
                                           the-counter (OTC) platforms

Debt securities                            Valuation model that uses the           Bond interest rate curves
                                           market input (yield of                  Issuer credit ratings
                                           benchmark bonds)                        Liquidity spreads

Unit-linked investments                    Quoted put (exit) price                 Not applicable ­ prices are
                                           provided by the fund manager            publicly available

Investment in investment                   Prices are obtained from the            Not applicable ­ prices provided
contracts                                  insurer of the particular               by registered long-term insurers
                                           investment contract

Policyholder investment contract           Current unit price of                   Not applicable
liabilities ­ unit linked                  underlying unitised financial
                                           asset that is linked to the
                                           liability, multiplied by the
                                           number of units held

Third-party financial                      Quoted put (exit) price                 Not applicable ­ prices are
liabilities arising on the                 provided by the fund manager            publicly available
consolidation of mutual funds



The fair value of financial assets and liabilities measured at fair value in the statement of financial position can 
be summarised as follows:


Unaudited                                                   Level 1         Level 2         Level 3           Total
Financial assets                                               R000            R000            R000            R000

At 31 August 2014
Financial assets at fair value through profit or loss
 Derivative financial assets                                      ­          19 075               ­          19 075
 Equity securities                                          826 772               ­               ­         826 772
 Debt securities                                             27 178         826 546               ­         853 724
 Unit-linked investments                                          ­       9 701 389       1 344 487      11 045 876
 Investment in investment contracts                               ­         227 278               ­         227 278
Available-for-sale
 Equity securities                                                ­               ­             845             845
                                                            853 950      10 774 288       1 345 332      12 973 570

Financial liabilities

At 31 August 2014 
Financial liabilities at fair value through profit or loss
 Derivative financial liabilities                                 ­          33 846               ­          33 846
 Investment contracts                                             ­      10 413 034       1 344 487      11 757 521
 Trade and other payables                                         ­               ­          13 659          13 659
 Third-party liabilities arising on consolidation of
  mutual funds                                                    ­         625 462               ­         625 462
                                                                  ­      11 072 342       1 358 146      12 430 488


Unaudited                                                   Level 1         Level 2         Level 3           Total
Financial assets                                               R000            R000            R000            R000

At 31 August 2013
Financial assets at fair value through profit or loss
 Derivative financial assets                                      ­          19 880               ­          19 880
 Equity securities                                          519 370               ­               ­         519 370
 Debt securities                                             31 153         718 532         226 472         976 157
 Unit-linked investments                                          ­       6 385 337       2 465 179       8 850 516
 Investment in investment contracts                               ­         300 201               ­         300 201
Available-for-sale
 Equity securities                                                ­               ­             845             845
                                                            550 523       7 423 950       2 692 496      10 666 969

Financial liabilities

At 31 August 2013
Financial liabilities at fair value through profit or loss
 Derivative financial liabilities                                 ­          20 440               ­          20 440
 Investment contracts                                             ­       7 306 932       2 688 053       9 994 985
 Trade and other payables                                         ­               ­           4 929           4 929
 Third-party liabilities arising on consolidation of
  mutual funds                                                    ­         174 606               ­         174 606
                                                                  ­       7 501 978       2 692 982      10 194 960



Audited                                                     Level 1         Level 2         Level 3           Total
Financial assets                                               R000            R000            R000            R000

At 28 February 2014
Financial assets at fair value through profit or loss
 Derivative financial assets                                      ­          21 190               ­          21 190
 Equity securities                                          604 035               ­               ­         604 035
 Debt securities                                             35 897         960 015         237 347       1 233 259
 Unit-linked investments                                          ­       7 968 164       2 250 465      10 218 629 
 Investment in investment contracts                               ­         260 397               ­         260 397
Available-for-sale  
 Equity securities                                                ­               ­             845             845
                                                            639 932       9 209 766       2 488 657      12 338 355

Financial liabilities

At 28 February 2014
Financial liabilities at fair value through profit or loss
 Derivative financial liabilities                                 ­          28 406                ­         28 406
 Investment contracts                                             ­       9 056 872        2 487 811     11 544 683
 Trade and other payables                                         ­               ­           10 640         10 640
 Third-party liabilities arising on consolidation of 
  mutual funds                                                    ­         372 169                ­        372 169
                                                                  ­       9 457 447        2 498 451     11 955 898

The following table presents the changes in level 3 financial instruments during the reporting periods under review:

                                                                          Unaudited        Unaudited        Audited
                                                                          31 Aug 14        31 Aug 13      28 Feb 14
Assets                                                                         R000             R000           R000

Opening carrying value                                                    2 488 657        2 270 795      2 270 795
Additions                                                                 3 106 266          259 898      1 556 279
Disposals                                                                (4 386 990)        (209 595)    (1 503 664)
Gains recognised in profit and loss                                         137 399          371 398        165 258
Other movements not through profit or loss                                        ­                ­            (11)
                                                                          1 345 332        2 692 496      2 488 657
Liabilities

Opening carrying value                                                    2 498 451        2 272 810      2 272 810
Additions                                                                 3 113 635          264 264      1 562 938
Disposals                                                                (4 391 450)        (215 061)    (1 504 071)
Losses recognised in profit and loss                                        137 399          371 316        166 774
Interest and other                                                              111             (347)             ­
                                                                          1 358 146        2 692 982      2 498 451


Level 3 ­ significant fair value model assumptions and sensitivities

Financial assets and liabilities
Unit-linked investments and debt securities represent the largest portion of the level 3 financial assets and relate 
to units and debentures held in hedge funds and are priced monthly. The prices are obtained from the asset managers of 
the particular hedge funds. These are held to match investment contract liabilities, and as such any change in 
measurement would result in a similar adjustment to investment contract liabilities. The group's overall profit or loss
is therefore not materially sensitive to the input of the models applied to derive fair value.

Trade and other payables classified within level 3 have significant unobservable input, as the valuation technique used
to determine the fair values takes into account the probability (at each reporting period) that the contracted party 
will achieve the profit guarantee as stipulated in the business agreement.

The table below summarises the carrying amounts and fair values of financial instruments not presented on the statement
of financial position at fair value, for which their carrying values do not approximate their fair values:

                                                                          Unaudited        Unaudited        Audited
                                                                          31 Aug 14        31 Aug 13      28 Feb 14
                                                                               R000             R000           R000
Debt securities ­ held-to-maturity   
­ Carrying value                                                            788 473          764 417        888 173
­ Fair value                                                                800 585          764 688        889 020

Investment in investment contracts
­ Carrying value                                                            205 547          401 687        245 047
­ Fair value                                                                214 216          434 282        255 382

Total
­ Carrying value                                                            994 020        1 166 104      1 133 220
­ Fair value                                                              1 014 801        1 198 970      1 144 402

The fair value of the financial assets in the table above, is categorised in terms of level 2.

12. Related-party transactions

Related-party transactions similar to those disclosed in the group's annual financial statements for the year ended 
28 February 2014 took place during the period under review.

13. Capital commitments and contingencies


                                                                          Unaudited        Unaudited        Audited
                                                                          31 Aug 14        31 Aug 13      28 Feb 14
                                                                               R000             R000           R000

Operating lease commitments                                                  74 736           81 335         77 926


14.Events after the reporting date

No event, which is material to the financial affairs of the group, has occurred between the end of the reporting 
period and the date of approval of the condensed consolidated interim financial statements.

15. Change in accounting policy and restatements

The following changes in accounting policies and restatements were applied to the 31 August 2013 results (to 
reflect the changes in accounting policies and restatements applied to the financial results for the year ended 
28 February 2014):

IFRS 10 Consolidated Financial Statements (IFRS 10)

IFRS 10 builds on existing principles by identifying the concept of control as the determining factor in whether 
an entity should be included within the consolidated financial statements of the parent company. Under IFRS 10, 
subsidiaries are all entities (including structured entities) over which the group has control.

Previously the group consolidated collective investment schemes where the group's holding in a fund was greater than 
50%. As a result of the adoption of IFRS 10, the group no longer uses the percentage holdings referred to above as the 
defining parameter of control.

The changes resulting from the above have been applied retrospectively as required by the transitional provisions of 
IFRS 10. These reclassifications of mutual funds have resulted in a number of changes to items presented in both the 
income statement and the statement of financial position for the six months ended 31 August 2013. However, there were no 
resultant changes to the group's total earnings, comprehensive income, shareholders' funds or net asset value.

The group held an interest of 48% in the PSG Multi-Management Foreign Flexible Fund of Funds on 1 March 2013. The 
comparative figures at 31 August 2013 were restated to reflect the consolidation of this fund. This fund was also 
consolidated for the six months ended 31 August 2014.

Reclassification: Unexpired risk provision

The group previously disclosed the unexpired risk provision (URP), which forms part of the short-term insurance 
contract liabilities, as part of the provision for claims reported and loss adjustment expenses. The group decided, 
to enhance the comparability with other short-term insurance companies in Southern Africa, to reflect the URP as 
part of the unearned premium provision (UPP). This reclassification, which was done retrospectively, was done within 
the underlying breakdown of the insurance contracts liability and therefore had no impact on the statement of financial 
position. The reclassification had no impact on the 2013 interim reported earnings, diluted earnings or headline 
earnings, nor the statement of financial position, statement of changes in equity and the net cash flow for these periods.
             
                                                                                         Reclassifi-
                                                                                              cation
                                                                 As                      ­ Unexpired
                                                         previously       Restatement           risk
                                                             stated         ­ IFRS 10      provision       Restated
                                                               R000              R000           R000           R000
31 August 2013
Consolidated statement of financial position
Unit-linked investments                                   8 719 605           130 911              ­      8 850 516
Cash and cash equivalents (including money market
 investments)                                               428 126             2 833              ­        430 959
Third-party liabilities arising on consolidation
 of mutual fund                                             (41 150)         (133 456)             ­       (174 606)
Trade and other payables                                 (1 343 813)             (288)             ­     (1 344 101)

Consolidated income statement
Net fair value gains and losses on financial
 instruments                                                700 862            43 595              ­        744 457
Fair value adjustment to third-party liabilities               (928)          (43 595)             ­        (44 523)

Change in unearned premium
­ Gross                                                       2 045                 ­        (22 824)       (20 779)
Insurance claims and loss adjustment expenses              (192 967)                ­         22 824       (170 143)

Consolidated statement of cash flows
Cash flows from operating activities
Cash generated by operating activities                       93 874               220              ­         94 094

Net decrease in cash and cash equivalents                   (39 882)              220              ­        (39 662)
Cash and cash equivalents at beginning of year              468 008             2 613              ­        470 621
Cash and cash equivalents at end of year                    428 126             2 833              ­        430 959


DIRECTORATE

Non-executive directors
W Theron (Chairman), JF Mouton, PJ Mouton, J de V du Toit^, PE Burton*, ZL Combi*
(* Independent; ^ Lead independent)

Executive directors
FJ Gouws (Chief executive officer), MIF Smith (Chief financial officer)

COMPANY INFORMATION

Company secretary
PSG Management Services Proprietary Limited

PSG Konsult head office and registered office
Building A, Pro Sano Park South Gate, Carl Cronje Drive, Tyger Waterfront, Tyger Valley, Bellville, 7530
PO Box 3335, Tyger Valley, Bellville, 7536

Listing
Johannesburg Stock Exchange (JSE)
Namibian Stock Exchange (NSX)

Transfer secretary
Computershare Investor Services Proprietary Limited, 70 Marshall Street, Johannesburg, 2001
PO Box 61051, Marshalltown, 2107

Sponsors
JSE sponsor: PSG Capital Proprietary Limited
NSX sponsor: PSG Wealth Management (Namibia) Proprietary Limited, member of the Namibian Stock Exchange

Auditor
PricewaterhouseCoopers Inc.
Cape Town

Website: www.psg.co.za


Date: 08/10/2014 01:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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