Wrap Text
Reviewed Preliminary Annual Results for the year ended 31 December 2018
Old Mutual Limited
Incorporated in the Republic of South Africa
Registration number: 2017/235138/06
ISIN: ZAE000255360
LEI: 213800MON84ZWWPQCN47
JSE Share Code: OMU
NSX Share Code: OMM
("Old Mutual" or "the Company")
Ref 01/19
11 March 2019
Old Mutual Limited Reviewed Preliminary Annual Results for the year ended 31 December 2018
STRATEGIC DELIVERY
Delivering against many of our eight
battlegrounds, continued progress
in the turnaround of Old Mutual
Insure and strong sales in Corporate,
Wealth and Investments as well as Mass and
Foundation Cluster
Successful listing of Old Mutual
Limited on five stock exchanges on
26 June 2018 and the unbundling
of 32% of Nedbank on 15 October 2018
marked the completion of Managed
Separation. We were awarded deal
of year at the 19th annual DealMakers
awards
R45.9 billion returned to shareholders
in 2018, with further returns of at least
R5.6 billion expected in 2019 reflecting
final dividend and share buyback
Achieved approximately R750 million of recurring
expense savings in 2018. On track to achieve expense
efficiency target of R1 billion of run rate savings
by the end of 2019 and to manage expense growth
within inflation thereafter
Good progress on technology
refresh and customer experience
improvements. On track to deliver
further enhancements in 2019
Segment leadership positions filled
at Old Mutual Insure and Wealth and
Investments
FINANCIAL RESULTS
HEADLINE EARNINGS (HE)
R14,241 million
(FY 2017: R13,144 million)
IFRS PROFIT AFTER TAX ATTRIBUTABLE TO
EQUITY HOLDERS OF THE PARENT
R36,566 million
(FY 2017: R14,372 million)
RESULTS FROM OPERATIONS (RFO)
R9,963 million
(FY 2017: R10,367 million)
ADJUSTED HEADLINE EARNINGS (AHE)
R11,512 million
(FY 2017: R12,947 million)
AHE PER SHARE
239.1 cents per share
(FY 2017: 271.1 cents per share)
FINAL DIVIDEND
72 cents per share
RONAV
18.6%
(FY 2017: 22.9%)
GROUP SOLVENCY RATIO
170%
(FY 2017: 161%)
MESSAGE FROM THE CEO
"I am pleased with the progress we
made on our eight battlegrounds.
We delivered particularly good sales
and NCCF in a tough economic and
competitive environment. We delivered
very well against the promises we made
to investors. Sadly we did not meet our
Results from Operations (RFO) growth
target of GDP+2%. We are still confident
that we will meet all our targets in
the medium term noting that the
RFO target will be difficult given the
negative growth in 2018.
We have improved our customer
experience through digital enhance-
ments and the delivery of key phases
of our IT refresh journey. Whilst we
continue to see economic headwinds
in the near term, our Group is resilient,
well capitalised and managing its costs
tightly."
PETER MOYO
2018 was a momentous year for our Group. We completed
the Managed Separation, highlighted by our successful
listing on 26 June 2018. This was followed by the unbundling
of 32% of Nedbank on 15 October 2018, returning a total
of R38.8 billion to our shareholders and retaining 19.9%. In
addition, we have distributed and declared R10.7 billion
in special and ordinary dividends. We have also made
good progress on accelerating the conversion of Residual
plc net asset value to cash with the repayment of all
outstanding international debt. We delivered well against
the commitments we made to our investors, with the
exception of Results from Operations. I am pleased with
the progress we made on our eight battlegrounds. These
results were delivered in a difficult operating environment.
We have conducted our operations in a responsible way
and managed the business within our risk appetite.
OPERATING ENVIRONMENT
2018 was characterised by volatility in global equity, currency
and bond markets due to escalating global trade tensions.
These global dynamics, in addition to weak local economic
data, negatively affected the South African economic
landscape resulting in low GDP growth in 2018.
Persistently high unemployment rates, a Value Added Tax
(VAT) rate increase and fuel hikes contributed to lower
real disposable incomes for our retail customers in South
Africa. This adversely affected our customer acquisition and
persistency, especially in the middle income market. The
economic outlook has marginally improved relative to the
previous year, when political uncertainty prevailed and credit
downgrades led to an even weaker operating environment.
Improvements in governance and accountability taking
place at State Owned Entities (SOEs) have resulted in some
increase in business and consumer confidence. However,
investor confidence is still fragile with concerns around
government debt levels and policy uncertainty particularly
around the proposed policy on land expropriation without
compensation.
The South African equity market declined with the JSE
SWIX down 14% in the year and down 9% from the end of
the first half of 2018.
Inflation continued to remain within the South African
Reserve Bank (SARB) target range at a 12-month average of
4.6% for 2018. The inflation outlook is benign, although it is
expected to be closer to the upper end of the target range
in the short to medium term due to upward pressures from
effects such as rising utility, transport costs and oil prices.
Although a new government under President Mnangagwa
came into power in the year, economic and political
instability still persists in Zimbabwe. Equity markets were
volatile, with a 40% rise in the second half of the year,
resulting in substantial mark to market gains. In order to
mitigate shortages of physical currency (US dollars) in
Zimbabwe, the use of electronic money was encouraged.
This is facilitated through the Real Time Gross Settlement
(RTGS) system. The increased reliance on RTGS, which
is purely a mechanism for settlement of Bond Notes,
effectively became a de facto currency. On 20 February 2019,
the Reserve Bank of Zimbabwe announced that the RTGS
would be recognised as an official currency and that an
inter-bank foreign exchange market would be established
to formalise trading in RTGS balances with other currencies.
In line with industry consensus on this matter we have
applied a reporting change to the functional currency for
our businesses in Zimbabwe from 1 October 2018. This
change has reduced both reported profits and net asset
value in 2018.
Macroeconomic indicators in Kenya remained broadly
stable in 2018 with overall inflation within target, GDP
growth and short term interest rates remaining low. Equity
markets remained volatile with a decline in the levels over
the period.
In Nigeria, economic growth accelerated in the third quarter
of 2018, assisted by improved dynamics in both the oil and
non-oil economy. Oil output increased in the second half of
the year following a reduction in pipeline disruptions.
FINANCIAL PERFORMANCE
We delivered our 2018 financial results in tough economic
and market conditions in our key markets. Strong sales and
excellent Net Client Cash Flow (NCCF) supported average
Funds under Management (FUM) levels which rose in the
year. Closing FUM of R1.044 billion declined by 3% from the
end of 2017, largely reflecting lower equity market levels in
the fourth quarter.
Return on Net Asset Value (RoNAV) of 18.6% was ahead of
our Cost of Equity (COE)+4% target of 17.4%.
Results from Operations (RFO) of R9,963 million decreased
by 4% over the period reflecting net reserve movements,
and mortality and morbidity losses in Personal Finance in
the first half of 2018 and the change in functional currency
in Zimbabwe.
We delivered Adjusted Headline Earnings (AHE) of
R11,512 million, a decrease of 11% compared to the prior
period. The primary cause of this was the lower RFO, lower
investment income in South Africa as a result of weaker
equity markets and in Zimbabwe, the change in functional
currency in the fourth quarter. This decrease was partially
offset by higher income from associates, reflecting higher
earnings from our stake in Nedbank.
We have delivered R750 million of cost savings, putting us
in a good position to meet our R1 billion efficiency target
next year.
The Group solvency ratio1 increased to 170% (FY 2017: 161%),
reflecting the robust capital position of the Group.
OUR BATTLEGROUND SCORECARD REVIEWS
We remain committed to delivering value in the medium term through our strategic priorities, which are
defined through our eight battlegrounds.
DEFEND AND GROW Mass and Foundation Cluster
SOUTH AFRICAN MARKET - Maintained strong sales in the mass market despite ongoing
SHARE IN MASS AND competition from existing players and new entrants
CORPORATE MARKETS
- Opened 25 branches, increasing our branch footprint to 348 branches,
contributing to strong sales growth
- Growth in loan book, with low credit losses, as we continued to lend
responsibly
- Investment in technology has resulted in reduced claims payout
time from 24 hours to 8 hours, and 4 hours for those initiated via the
Money Account app
- Online funeral policy launched in 2018
Old Mutual Corporate
- Market leader with attractive offering for customers, excellent cost of
delivery and strong underwriting capabilities, backed by our strong
balance sheet
- Strong flows into our umbrella proposition, producing an improved
business mix, even with the lumpy nature of the business
- Good traction on management actions to improve Group Risk
underwriting experience
- Launch of self service portal for retirement members
(1) The Group solvency ratio is presented consistent with the disclosure in the pre-listing statement except for the use of the iterative risk margin approach.
DEFEND AND GROW IN - A number of initiatives launched to meet customer needs and
THE SOUTH AFRICAN enhance our product offering, including the launch of Old Mutual
PERSONAL FINANCE Rewards and enhancements to our savings and risk propositions
MARKET
- Mortality losses stabilised in H2 2018, management actions
determined at H1 2018 to improve mortality and morbidity profits are
being implemented. We continue to actively monitor the experience
in this area
- Overall sales were affected by the tough environment but we
continue to maintain and grow our position in this market
- Distribution channels contributed a total of R69.2 billion in gross
flows, R37.2 billion to Wealth and Investments
IMPROVE THE - Improved investment performance across diversified asset base
COMPETITIVENESS
OF WEALTH AND - Strong NCCF and record high transaction activity in Specialised
INVESTMENTS Finance
- Made good progress on building our internal distribution capability
CONTINUED TURNAROUND - Improved underwriting margin, now at upper end of target range
OF OLD MUTUAL INSURE
- Substantial completion of remediation and claims management
processes
- Launch of MyOMInsure, a digital platform for claims registration
TURNAROUND EAST - Staff reorganisation completed in East Africa during the first half
AFRICAN BUSINESS AND of 2018 to optimise staffing levels and eliminate duplication. This is
IMPROVE RETURNS expected to create savings going forward
ACROSS THE REST OF
AFRICA - Positive RFO delivered by East Africa for the first time since acquisition
- Southern Africa continues to generate strong profit growth, particularly
in Malawi and Zimbabwe
- Appointment of a new Managing Director of West Africa in November
2018
- Launched Dream Enabler, a sales and servicing mobile application
WIN THE WAR - Embarked on a cultural transformation journey to align
FOR TALENT behaviours to our values
- Attracting and retaining the talent that we want in the
organisation, evident in the appointment of Garth Napier and Khaya
Gobodo as Managing Directors of Old Mutual Insure and Wealth and
Investments, respectively
REFRESH THE - Focused on execution, with protection solutions for Mass and
TECHNOLOGY OFFERING Foundation Cluster and Personal Finance segments expected to be
activated during 2019
- Introduced robotics processes and system automations which have
improved our customer service turnaround time
- Launched MyOldMutual, a new secure customer portal, on cloud
infrastructure
COST EFFICIENCY - In 2018 we saved approximately R750 million of recurring cost
LEADERSHIP
- On track to meet R1 billion target and contain expense growth
within inflation thereafter
NEDBANK UNBUNDLING
We completed the distribution of 158,726,732 Nedbank
shares worth R38.8 billion to our shareholders in the
fourth quarter of 2018. We continue to view our remaining
shareholding of 19.9% as a long-term investment and this ownership
underpins significant commercial benefits we derive from
the continuation of this relationship. During 2018, around
R900 million of insurance premiums arose in Old Mutual
Limited sourced via the Nedbank distribution channels.
OUR ROLE IN SOCIETY
Having entered a new phase in our journey following
the completion of Managed Separation, we continue to
build a business with a conscience. During 2018 we paid
R91.5 billion in claims and benefits. This includes insurance
claims, annuity payouts and investment maturities. We
also regularly review the value our products provided to
customers and assess whether they adequately provide for
the identified need.
Developing our people is crucial to achieving our targets.
As such, we supported our employees through learning and
development activities to the value of c. R165 million.
We remain committed to uplifting the communities in
which we operate. During 2018 we allocated R500 million
to a ring-fenced Enterprise Supplier Development Fund to
support small and black-owned businesses, in recognition of
the commitment made under the Framework Agreement
agreed with the Minister of Economic Development ahead
of the listing of Old Mutual Limited. The Fund's intention
is to generate additional jobs in the Group's ecosystem to
be evidenced by the end of June 2021. By the end of 2018,
R50 million of the Fund had been allocated to the Black
Distributors Trust, an entity that promotes the development
and advancement of black advisers in the tied and
broker segment of the insurance industry. The remaining
R450 million will be allocated in the near term.
The completion of our water filtration plant at our Mutualpark
office will help us save 10 million litres of municipal water
per month. This will help alleviate the water requirement
pressures faced by Cape Town.
We remain committed to transforming our organisation to
reflect the societies we operate in.
For the 2018 period, we maintained a level 2 B-BBEE
contributor status.
As part of our Managed Separation and listing process
we committed to the Economic Development Department in
South Africa to achieve an effective black ownership level
of 25% within three years of listing and to be best in class,
as measured at the time of listing, within five years of
listing. We are formulating a plan to achieve this through
internal and if necessary external mechanisms. This will be
guided by a close review of the shareholder value to be created
by achieving the score and facilitating transformation
in South Africa.
CAPITAL MANAGEMENT, DIVIDENDS AND SHARE BUYBACK
We continue to develop our capital management to support
the delivery of total return to shareholders both in recurring
and sustainable ordinary dividend and one-off capital
returns where appropriate.
For 2018, we have declared a final dividend of 72 cents per
share to be paid on 29 April 2019. In accordance with our
stated dividend policy, consideration has been given to
the Group's underlying cash generation, fungibility of
earnings, targeted liquidity and solvency levels, business
strategic requirements and market conditions. We paid an
interim dividend of 45 cents per share in October 2018 which
brings the total ordinary dividend for 2018 to 117 cents per
share and is covered 2.04 times by AHE per share. This is in line with
our dividend policy. Further details of the timetable for the
exchange rate conversion for dividends payable in currencies
other than Rand will be communicated in due course.
We are also pleased to announce a share buyback
programme. Following a review of all capital available at
31 December 2018, and taking into account capital and
liquidity projections to the end of the 2019 financial year,
we have identified sufficient excess capital available to
conduct on market share buybacks for up to R2 billion.
Going forward, we anticipate future cash inflows from the
completion of the sale of Latin America and further inter
company dividends as we carry on converting Residual plc
net asset value into cash. We will assess the capacity for further
returns when such proceeds are received, taking into account
our solvency capital position and projections at the time.
OUTLOOK
Global growth is still expected to continue for 2019,
assuming trade tensions and equity market risks do not
result in a loss of confidence. This presents the opportunity
for our operations in those regions to grow our consumer
base and develop our product lines.
GDP forecast for 2019
South Africa 1.4%
Sub Saharan Africa 3.5%
Zimbabwe 4.2%
Nigeria 2.0%
Ghana 7.6%
East Africa 6.1% - 7.8%
Source: International Monetary Fund
National elections are planned for 8 May 2019 in South
Africa and elections in several other key markets are also
planned, and in the case of Nigeria, have occurred during
the first half of 2019.
At a segment level we are encouraged by the strong flows
secured in Corporate and operational improvements in Old
Mutual Insure. In Mass and Foundation Cluster and Personal
Finance, we are focussed on driving further growth through
expanding our multi-channel distribution capabilities. We
remain on track to deliver R1 billion in recurring expense
savings in 2019, and grow expenses within inflation thereafter.
Our RFO target of GDP+2% CAGR will become increasingly challenging
to achieve over our three year target period due to negative RFO
growth in 2018. AHE will continue to be influenced by investment returns
in South Africa and the Rest of Africa. Despite the weak growth outlook
in South Africa, the above macroeconomic risks and strong competitive
pressures, we remain confident in delivering our medium term targets.
FINANCIAL REVIEW
GROUP HIGHLIGHTS
Rm (unless otherwise indicated) FY 2018 FY 2017 % change
Key financial indicators
Gross flows(1) 181,800 173,317 5%
Life APE sales(1) 12,311 11,512 7%
NCCF (Rbn)(1) 10.7 5.6 91%
FUM (Rbn)(1) 1,043.7 1,072.3 (3%)
Results from Operations (RFO)(1) 9,963 10,367 (4%)
Adjusted Headline Earnings (AHE)(1) 11,512 12,947 (11%)
Return on net asset value (RoNAV)(1) (%) 18.6% 22.9% (430 bps)
Free Surplus Generated from Operations(1) 6,585 7,842 (16%)
% of AHE converted to free surplus(1) 57% 61% (400 bps)
Group Solvency ratio (%)(2) 170% 161% 900 bps
IFRS profit after tax attributable to equity holders of the parent 36,566 14,372 >100%
Headline earnings (HE) 14,241 13,144 8%
Basic earnings per share (cents) 788.1 304.7 >100%
Adjusted Headline Earnings per share (cents)(3) 239.1 271.1 (12%)
Final Dividend per share (cents) 72 n/a n/a
(1) Comparatives have been re-presented to exclude Latin America and India (sold in October 2017) as these businesses have been classified as discontinued
operations.
(2) The Group solvency ratio includes our remaining stake in Nedbank and is presented consistent with the disclosure in the pre-listing statement, except for the
use of the iterative risk margin
(3) WANS used in the calculation of Adjusted Headline Earnings per share is 4,815 million (FY 2017: 4,776 million).
IMPACT OF THE CHANGE IN FUNCTIONAL CURRENCY OF ZIMBABWE
FY 2018 FY 2018 % change
Rm (unless otherwise indicated) Before FC(1) Impact(1) Reported(2) Before FC FY 2018 FY 2017
Gross flows 183,538 (1,738) 181,800 6% 5% 173,317
NCCF (Rbn) 11.2 (0.5) 10.7 100% 91% 5.6
FUM (Rbn) 1,083.8 (40.1) 1,043.7 1% (3%) 1,072.3
Loans and advances 31,913 (8,175) 23,738 37% 2% 23,311
Results from Operations (RFO) 10,186 (223) 9,963 (2%) (4%) 10,367
Adjusted Headline Earnings (AHE) 13,057 (1,545) 11,512 1% (11%) 12,947
Return on Net Asset Value (RoNAV) (%) 20.1% (150 bps) 18.6% (280 bps) (430 bps) 22.9%
Free Surplus Generated from
Operations 6,585 - 6,585 (16%) (16%) 7,842
Group Solvency ratio (%) 161% 900 bps 170% - 900 bps 161%
(1) Reflects the key financial indicators of the Group before applying the functional currency change.
(2) The application of the change in functional currency has been applied prospectively in our financial results for the 2018 reporting period. For inclusion
in the condensed consolidated income statement of the Group, Zimbabwe results have been translated at the average US dollar exchange rate for the period up to
30 September 2018 and at a RTGS US Dollar exchange rate of 3.3 to 1 for the remaining three months of the financial year. For inclusion in the condensed
consolidated statement of financial position, Zimbabwe results have been translated RTGS US Dollar exchange rate of 3.3 to 1.
ACCOUNTING IMPLICATIONS OF
MANAGED SEPARATION
Managed Separation resulted in the separate listings of Old
Mutual Limited and Quilter. The majority of the shares in
Quilter (86.6%) were distributed to existing Old Mutual plc
shareholders with the sale of 9.6% to new shareholders. The
listing of Old Mutual Limited was effected via a UK court
scheme of arrangement which inserted Old Mutual Limited
as the new holding company of Old Mutual plc, after the
Quilter distribution, by way of a share for share exchange.
From an accounting perspective Managed Separation was
treated as a reorganisation of an existing group. The insertion
of a holding company between shareholders and an existing
group does not result in any change in the economic
substance of the reported group. As such, the condensed
consolidated financial statements of Old Mutual Limited
have been prepared on a predecessor basis. Consequently,
the current period results up to listing and the comparatives
presented for Old Mutual Limited reflect the values from
the financial statements of the previous
Old Mutual plc Group with the exception of the equity structure
that has been adjusted to reflect that of the new entity,
being Old Mutual Limited. Refer to Note A1 in the condensed
consolidated financial statements for additional information.
Other accounting impacts of Managed Separation
include the recognition of a profit of R4,023 million and
R19,152 million in respect of the distribution and sale of
Quilter shares and the unbundling of circa 32% of Nedbank
Group Limited, respectively. The profit on the distribution of
Quilter includes a profit on the recycling of foreign currency
translation reserves of R1,352 million. The profit recognised
on the unbundling of Nedbank has been calculated as the
difference between the market value and the consolidated
net asset value of the Group's shareholding in Nedbank on
the date of distribution. Directly attributable costs incurred
to execute these transactions has been offset against the
profits recognised. Refer to Note G5 in the condensed
consolidated financial statements for additional information.
The share for share exchange and the distribution of Quilter
and Nedbank shares led to an after tax accelerated vesting
charge of R354 million recognised in the condensed consolidated
income statement. This was as a result of the modification
of the underlying share awards subject to the existing share-
based payment arrangements of the former Old Mutual
plc Group.
ACCOUNTING IMPACT OF ZIMBABWE
The continued us dollar shortages experienced in Zimbabwe
have led to the increased use of electronic money through
the Real Time Gross Settlement (RTGS) system, giving rise to
parallel market activities and multiple pricing mechanisms
where bond notes and RTGS balances have been trading at
a discount to the official US dollar exchange rate. Consensus
has developed to apply a change in functional currency for
our businesses operating in Zimbabwe from 1 October 2018,
being the date that the Reserve Bank of Zimbabwe (RBZ)
directed all banks to ring-fence Nostro foreign currency
accounts (FCAs) by separating them into two categories,
namely Nostro FCAs and RTGS FCAs.
During February 2019, a trading mechanism for RTGS
balance and bond notes with international currencies was
established, however before this, authorities maintained
that the US dollars represented in the RTGS system were
at a 1:1 exchange rate. We have estimated a RTGS US dollar
exchange rate of 3.3 to 1 (RTGS rate) by assessing various
inputs that impact inflation. The inputs considered in this
estimate include the relative food and fuel prices and the
official inflation rate. A further observable input taken into
consideration was the premium at which the Old Mutual
and PPC shares trade on the Zimbabwe stock exchange
relative to the Johannesburg Stock Exchange.
The application of the change in functional currency has
been applied prospectively in our financial results for the
2018 reporting period. For inclusion in the condensed consolidated
income statement of the Group, results in respect of
Zimbabwe have been translated at the average US dollar
exchange rate for the period up to 30 September 2018 and
at the estimated RTGS rate for the remaining three months
of the financial year. For inclusion in the condensed consolidated
statement of financial position, results have been translated
at the estimated RTGS rate.
The following table highlights the sensitivity of our key
financial measures to the estimated RTGS rate.
RTGS: Reported RTGS:
USD FY 2018 USD
Metric (Rm) 2.5:1 3.3:1 5:1
Adjusted Headline Earnings 11,754 11,512 11,279
RoNAV (%) 18.8% 18.6% 18.3%
Profit after tax attributable 36,809 36,566 36,333
to equity holders of
the parent
Equity attributable to the
equity holders of the parent 78,792 78,021 77,203
SUPPLEMENTARY INCOME STATEMENT
Rm Note FY 2018 FY 2017 % change
Mass and Foundation Cluster 3,129 3,052 3%
Personal Finance 2,021 3,150 (36%)
Wealth and Investments 1,611 1,490 8%
Old Mutual Corporate 1,703 1,576 8%
Old Mutual Insure 670 524 28%
Rest of Africa 1,254 1,081 16%
Central expenses A (425) (506) 16%
Results from Operations 9,963 10,367 (4%)
Shareholder investment return B 2,880 4,920 (41%)
Finance costs C (601) (622) 3%
Income from associates D 2,593 2,305 13%
Adjusted Headline Earnings before tax and
non-controlling interests 14,835 16,970 (13%)
Shareholder tax (2,947) (3,535) 17%
Non-controlling interests (376) (488) 23%
Adjusted Headline Earnings 11,512 12,947 (11%)
RFO is the primary measure of the business performance
of each of the operating segments. Activities related to the
Group's management of the capital structure and central
costs form part of the Other Group Activities segment, to
the extent that they are not managed as part of operating
segments.
A Central Expenses
Central expenses were R425 million in 2018, a decrease of
16% or R81 million from R506 million in the prior period. The
main driver for the decrease was a change in the central cost
allocation methodology implemented by the Group in 2018.
As part of an increased effort to more accurately measure the
economic contribution of each segment, project costs that
were previously accounted for centrally have been allocated
to segments. This was offset by an increase in costs to establish
and capacitate reporting and management functions for Old
Mutual Limited as a standalone listed entity.
B Shareholder investment return
Shareholder investment return was R2,880 million in 2018,
a decrease of 41% or R2,040 million from R4,920 million in
the prior period. South African equity markets declined by
14% during the year which contributed to lower shareholder
investment return. The majority of the shareholder return
in Rest of Africa is generated by Zimbabwe, where equity
markets have continued to be volatile, with a 40% rise in
the second half of the year, resulting in substantial mark to
market gains. The positive investment returns generated in
Zimbabwe equity markets was impacted by the translation
of shareholder investment return at the RTGS rate for the last
three months of the year.
C Finance costs
Finance costs on long term debt, that supports the capital
structure of the Group, decreased by 3% to R601 million in 2018
(FY 2017: R622 million). Finance costs related to subordinated
debt instruments issued by Old Mutual Insure in November
2017, to the nominal value of R500 million were incurred for
the full period contributing to an increase in finance costs. Fair
value gains earned on interest rate swaps more than offset the
increase in finance costs during the period.
D Income from associates
After the completion of the Nedbank unbundling, effective
15 October 2018, the Group retained a minority shareholding
of 19.9% in Nedbank in its shareholder funds. Nedbank is
managed as part of Other Group Activities and it has been
included on this basis in AHE. An odd-lot offer was executed
by Nedbank on 21 December 2018 which increased the
Group's shareholding to 20.2%. Income from associates, as
reflected in AHE, increased by 13% to R2,593 million (FY 2017:
R2,305 million) as Ecobank Transnational Incorporated
(ETI) returned to profitability which had a positive impact
on Nedbank's headline earnings. Our investment in China,
which is also reported in income from associates generated
a loss of R88 million (FY 2017: R41 million loss).
RECONCILIATION OF AHE TO IFRS PROFIT AFTER TAX
Rm Note FY 2018 FY 2017 % change
Adjusted Headline Earnings 11,512 12,947 (11%)
Investment return for Group equity and debt instruments in
life funds(1) (219) (1,355) 84%
Impact of restructuring(2) (700) (54) >(100%)
Discontinued operations A 8,129 8,870 (8%)
Income from associates(3) (2,132) (2,346) 9%
Residual plc B (2,349) (4,918) 52%
Headline earnings 14,241 13,144 8%
Impairment of goodwill and other intangibles (627) (1,080) 42%
Impairment of associated undertakings (265) - (100%)
Profit/(loss) on disposal of fixed assets 51 (26) >100%
Profit on disposal of subsidiaries, associated undertakings
and strategic investments(4) 23,166 2,081 >100%
Profit after tax for the financial year attributable to
ordinary equity holders of the parent 36,566 14,119 >100%
Dividends on preferred securities - 253 (100%)
Profit after tax for the financial year attributable to
equity holders of the parent 36,566 14,372 >100%
(1) IFRS does not allow the recognition of investment returns on Group debt and equity instruments held by life policyholder funds, however, these returns are
recognised in the valuation of the related policyholder liabilities. This creates a mismatch in IFRS, which is eliminated in AHE. The movement is a function of the
fair value movement for the period.
(2) Represents the elimination of non-recurring expenses or income related to material acquisitions, disposals or a fundamental restructuring of the Group. These
items are removed from AHE as they do not represent operating activities of the Group. Amounts in the current period largely reflect the accelerated vesting
of the IFRS 2 charge as a result of the share for share exchange and the distribution of Nedbank and Quilter shares. Current and comparative period includes
Managed Separation costs.
(3) AHE includes associate income in respect of 19.9% shareholding in Nedbank for the full period as if the unbundling took place on 1 January 2018. Earnings for 9.5 months
are removed as part of this reconciliation as the associate earnings for the 2.5 months post unbundling is included in the IFRS results.
(4) The majority of the profit on disposal of subsidiaries, associated undertakings and strategic investments relates to the profit on distribution of Quilter and Nedbank,
A Discontinued operations
Nedbank
Nedbank delivered a resilient financial performance with
Headline Earnings of R13.5 billion, an increase of 14%, assisted
by the ongoing turnaround in the share of associate income
from ETI. Strong performance was further supported by
accelerated revenue growth in the second half of the year
partially offset by a gradual increase in impairments.
Nedbank was classified as held for distribution and
presented as part of discontinued operations up to the date
of unbundling, effective 15 October 2018. We subsequently
ceased to consolidate Nedbank in our financial results and
have equity accounted our retained stake, in shareholder
funds, as an associated undertaking. The retained portion of
Nedbank shares was recorded at the market value prevailing
on the effective date of unbundling. An IFRS profit of
R19,152 million was recognised as a result of the transaction.
Latin America
Profits of our businesses in Latin America increased to
R318 million (FY17: R7 million loss). We saw continued
good profits as a result of the growth in pension offerings
in Colombia and higher asset based fees in Mexico, and
good expense management. AIVA profits also grew
following reduction in expenses and growth in Funds under
Management.
The sale of our businesses in Latin America is subject to
required regulatory approvals in the relevant jurisdictions.
All required regulatory approvals have been received. As the
date of this announcement, the sale of businesses in Latin
America remains on track to be completed in the first half
of 2019.
Quilter
As a result of applying predecessor accounting our results
for 2018 includes profit generated by Quilter up to its listing
on 25 June 2018. Quilter's contribution to the Group's profit
from discontinued operations, in addition to the profit on
distribution, was R1,275 million (FY 2017: R1,451 million).
Refer to Note G5 in the condensed consolidated financial
statements for additional information on discontinued
operations.
Old Mutual Bermuda
Old Mutual Bermuda was deregistered as an insurer with the
Bermuda Monetary Authority in October 2018 subsequent
to all of the Guaranteed Minimum Accumulations Benefit
(GMAB) reinsurance obligations maturing. Old Mutual
Bermuda contributed R34 million to the Group's profit,
reflecting favourable developments in the run-off of the
book during 2018. The liquidation provision established at
the end of December 2017 has been sufficient to cover all
operational losses incurred during 2018.
B Residual plc
The loss in Residual plc reduced by 52% to R2,349 million
largely due to lower finance costs incurred during 2018. The
purchase of remaining debt securities, at a lower premium
than that in 2017 when previous tranches of debt securities
were repurchased contributed towards lower finance costs in
2018. Higher advisory costs were incurred given the heightened
activity leading up to the listing of both Old Mutual Limited
and Quilter in the first half of 2018. Other income increased
following the release of a deferred tax provision.
IFRS PROFIT AFTER TAX
Profit after tax increased by more than 100% from the prior period largely due the distribution and sale of Quilter shares
and the unbundling of Nedbank shares resulting in the recognition of a profit of R23,175 million in the consolidated results.
Included within this profit is a loss on the recycling of foreign currency translation reserves of R1,352 million.
Rm FY 2018 FY 2017 % change
Mass and Foundation Cluster 2,167 2,104 3%
Personal Finance 1,461 2,270 (36%)
Wealth and Investments 1,173 1,399 (16%)
Old Mutual Corporate 1,389 1,134 22%
Old Mutual Insure 528 736 (28%)
Rest of Africa 1,659 2,505 (34%)
Other Group Activities(1) (2,984) (6,302) 53%
Consolidation adjustments(2) (396) (465) >(15%)
IFRS profit from continuing operations after tax 4,997 3,381 48%
IFRS profit from discontinued operations after tax(3) 37,711 16,983 >100%
IFRS profit after tax for the financial year 42,708 20,364 >100%
Attributable to:
Equity holders of the parent 36,566 14,372 >100%
Non-controlling interests 6,142 5,992 3%
Profit after tax for the financial year 42,708 20,364 >100%
Basic earnings per share (cents)(4) 788.1 304.7 >100%
(1) Includes central areas, Residual plc and our investment in China.
(2) These entries relate to the elimination of inter-company transactions between continuing and discontinued operations.
(3) Discontinued operations includes the results of Nedbank, Latin America, Quilter, Old Mutual Bermuda and India in the comparative period and the profit on the
sale and distribution of Quilter shares as well as the Nedbank unbundling.
(4) WANS used in the calculation of basic earnings per share is 4,815 million in FY 2018 (FY 2017: 4,776 million)
FREE SURPLUS GENERATION AND UTILISATION
FY 2018 FY 2017
Free Free
Rm Surplus AHE % Surplus AHE %
Gross operating segments 8,912 8,831 101% 10,904 10,601 >100%
Capital requirements (2,510) - - (2,237) - -
Net operating segments 6,402 8,831 72% 8,667 10,601 82%
Nedbank (19.9%) 1,340 2,681 50% 1,173 2,346 50%
Before fungibility restriction 7,742 11,512 67% 9,840 12,947 76%
Fungibility restriction(1) (1,157) - - (1,998) - -
Free Surplus generated from
Operations 6,585 11,512 57% 7,842 12,947 61%
(1) Fungibility restriction represents the free surplus generated in Zimbabwe which cannot be remitted.
Operating segments generated gross free surplus of
R8,912 million, representing 101% of AHE, demonstrating
the high level of cash earnings generated by our businesses.
After allowing for capital requirements the free surplus
conversion decreases to 72% of AHE, compared to 82% in
the prior period. The increase in capital requirements
reflects an increase in capital requirements in our Banking
and Lending business in line with the increase in Loans and
Advances. We also increased the levels of capital held in
our Life and Savings businesses during 2018. This increase
in capital held at subsidiary level is to ensure that each of
our operating subsidiaries has appropriate levels of capital
where the risks are managed. In the prior year the amount
of capital required benefitted from a release of capital
related to the Property and Casualty business as a result
of the transition to the Prudential Standards. Nedbank
generates free surplus of 50% of AHE, which is in line with
their dividend policy of 1.75 - 2.25x covered by Headline Earnings. Cash
generated by our business in Zimbabwe is not recognised in
our free surplus measure as it is not fungible. The lower cash
conversion rate of Nedbank earnings and the fungibility
restriction in respect of Zimbabwe earnings reduces the
overall group free surplus generation to 57% of AHE.
BALANCE SHEET METRICS
Rbn (unless otherwise indicated) Note FY 2018 FY 2017 % change
Operating Segments1 46.0 43.3 6%
Non-core operations2 A 4.9 17.2 (72%)
Investment in Associates3 24.8 ? 100%
Assets held for sale or distribution4 4.1 78.9 (95%)
Consolidation adjustments5 (1.8) (2.7) 33%
Equity attributable to ordinary shareholders of the parent 78.0 136.7 (43%)
South Africa 36.3 31.8 14%
Rest of Africa 9.7 11.5 (16%)
Equity attributable to operating segments 46.0 43.3 6%
Nedbank at 19.9%3 18.6 16.4 13%
Closing Adjusted IFRS Equity 64.6 59.7 8%
South Africa 51.4 45.7 12%
Rest of Africa(6) 10.7 10.8 (1%)
Average Adjusted IFRS Equity 62.1 56.5 10%
South Africa 17.8% 21.0% (320 bps)
Rest of Africa 22.0% 31.1% (910 bps)
RoNAV B 18.6% 22.9% (430 bps)
South Africa 23.2 22.2 5%
Rest of Africa 11.3 14.4 (22%)
Invested Shareholder Assets(7) C 34.5 36.6 (6%)
Gearing ratio(8) D 12.5% 13.0% 50 bps
Interest cover 25.7 28.3 (9%)
(1) Comprises of the net asset value of the operating segments of the Group. This net asset value forms the basis for key balance sheet metrics on which the Group
is managed from a capital perspective, and is the same perimeter on which AHE is presented.
(2) Comprises mostly of the net asset value of Old Mutual plc of R4.9 billion at 31 December 2018 (R15.1 billion at 31 December 2017) and Old Mutual Bermuda of
R50 million at 31 December 2018 (R2.1 billion at 31 December 2017).
(3) Per IFRS requirements, we recorded our remaining stake in Nedbank at fair value on the date of unbundling. For purposes of calculating RoNAV, our stake in
Nedbank is included at net assets value in Closing Adjusted IFRS equity.
(4) Comprises of the net asset value of assets classified as held for sale which includes Latin America. 54% of Nedbank and Quilter's net asset value is included in
the comparative period.
(5) Consolidation adjustments reflect own shares held by consolidated investment funds, which are treated as treasury shares under IFRS.
(6) Average Adjusted IFRS Equity for Rest of Africa, before the functional currency change, is R13.4 billion for FY 2018.
(7) The prior period has been re-presented to better reflect management's view of invested shareholder assets.
(8) Gearing ratios are calculated based on the IFRS equity attributable to operating segments. As such this excludes equity related to non-core entities and assets
held for sale
Capital management
We actively manage the supply and demand of the
Group's capital to maximise shareholder value, within
our risk appetite. In achieving this objective, we balance
the requirements of key stakeholders including investors,
regulators and our customers.
In terms of the supply of capital, we manage debt and equity
levels to minimise the weighted average cost of capital,
within our risk appetite, which allows the Group to maintain
strong interest coverage and an acceptable leverage ratio
post a moderate stress event. Our target gearing ratio is in
the range of 15% to 20%.
In term of capital demand, RoNAV serves as the Group's key
capital efficiency measure for directing capital investments.
We aim to maximize shareholder value by deploying capital
to entities and initiatives that are able to deliver a RoNAV that
supports the Group achieving its target of cost of equity +4%.
The Group has an optimal solvency capital coverage ratio
target of 155% - 175%. The range has been set to ensure
that we maintain a strong balance sheet to protect
policyholders whilst returning excess capital to shareholders.
As at 31 December 2018, the Group had a capital coverage of
170% which is within the target ratio.
All material entities within the Group have solvency capital
coverage targets to ensure that appropriate capital is held
where risks are managed. The risk appetite and requirements
of relevant regulators, customers and other key stakeholders
are considered when determining the level of capital that is
required for the relevant entities.
We target a dividend cover, based on AHE, of 1.75x to 2.25x.
When determining the appropriateness of a dividend, we
consider the underlying cash generated from operations,
fungibility of earnings, targeted liquidity and solvency levels
as well as the Group's strategy.
On 21 February 2019, Standard & Poor's (S&P) affirmed a
South African National Scale Rating of zaAAA for OMLACSA
and zaAA- for its subordinated debt. Further to this, S&P
upgraded the capital and earnings strength rating of
OMLACSA due to continued improvement in OMLACSA's
capital adequacy and management.
A Residual plc
Old Mutual Bermuda has completed its run off process, with
the last reinsurance obligations maturing in August 2018.
Old Mutual Bermuda has been deregistered as an insurer
with the Bermuda Monetary Authority in October 2018, and
surplus capital of R389 million ($27 million) was repatriated
to Old Mutual plc. This brings the total capital repatriated
during 2018 from Old Mutual Bermuda to Old Mutual plc
to R2,127 million ($167 million). The remainder of the surplus
capital is expected to be repatriated following the ultimate
closure and final dissolution of the business during early 2019.
Following the listing of Old Mutual Limited, Old Mutual plc
(which was re-registered as a Private Company Limited in
February 2019 under the name of OM Residual UK Limited) is
now a wholly owned, non-operating subsidiary of the Group.
The decrease in net asset value of 68% to R4.9 billion at 31
December 2018 (R15.1 billion at 31 December 2017) is largely
due to the payment of dividends of R4,681 million to Old
Mutual Limited in the second half of the year. The settlement
of certain intercompany loans between Old Mutual plc and
Quilter in anticipation of the listing of Quilter had a negative
impact on net asset value. This decrease was offset by the
cash proceeds received by Old Mutual plc following the sale
offer of 9.6% of Quilter shares to new shareholders.
During 2018, Old Mutual plc settled the final transaction
and advisory costs incurred to execute Managed Separation.
Certain corporate costs continue to be incurred until the
head office wind down is completed. These costs remain in
line with previous guidance.
The realisable economic value of Residual plc at
December 2018 is estimated at R4,052 million (GBP221 million),
a decrease of R3,634 million (GBP203 million) from June 2018.
This decrease is largely due to the dividends paid to Old
Mutual Limited partially offset by a release of R979 million
(GBP54 million) of surplus following the settlement of debt.
Further dividends to Old Mutual Limited will remain subject
to inter alia, the undertaking to the UK Court as described in
the announcement dated 20 June 2018 in respect of Old
Mutual plc. The UK court scheme allows for reviews of the
surplus assets on a quarterly basis that commenced on
1 October 2018. Any potential transfer will need to take
into account the developments and future assessments
by the board of OM Residual UK Limited, at such a point in time,
of liabilities and contingent liabilities and in line with its
fiduciary duties. The final development of economic value
and surplus assets is subject to changes in estimates and
uncertainty.
B RoNAV
RoNAV decreased by 430 bps to 18.6% (FY 2017: 22.9%).
The change in functional currency of Zimbabwe negatively
impacted RoNAV by 150 bps.
RoNAV in South Africa decreased by 320 bps to 17.8%
(FY 2017: 21.0%). AHE attributable to South Africa reduced
by 5% due to reduced investment income and lower
profit in Personal Finance. The increase in average equity of 12%
was a result of the dividend received from Residual plc of
R4,681 million (GBP255 million) and retained profits partially
offset by dividends paid to external shareholders and the
impact of IFRS 9 - Financial Instruments which results in
higher day one provisions for expected credit losses.
RoNAV in Rest of Africa decreased by 910 bps to 22.0%
(FY 2017: 31.1%). Before the application of the functional
currency change for Zimbabwe, RFO for Rest of Africa
increased by R396 million or 37% in 2018 as a result of strong
operational performance. AHE for Rest of Africa increased by
R603 million or 18% mainly due to an increase in shareholder
investment return from strong equity market performance
in Zimbabwe albeit lower than in the second half of 2017.
The increase in operating profits and the weakening of the
Rand against the Kenyan Shilling were the main drivers of an
increase in average Adjusted IFRS equity of 24% (before
functional currency change).
Reported AHE for Rest of Africa decreased by 29% with
a corresponding decline in average Adjusted IFRS equity
of 1% mainly due to the change in functional currency
change that resulted in the translation of Zimbabwe results
at the RTGS rate.
C Invested Shareholder Assets
Invested shareholder assets decreased by 6% to R34.5 billion
(FY 2017: R36.6 billion). The asset base in South Africa saw a
R1 billion or 5% increase over the period, mostly due to net
increase in cash reflecting profits earned less dividends paid
out and continued positive shareholder investment returns.
Despite strong shareholder investment return generated
in Zimbabwe during the period which increased the asset
base, there was a decrease of R3.1 billion or 22% in Rest of
Africa. This was largely a result of the change in functional
currency in Zimbabwe which resulted in the translation of
shareholder asset balances at the RTGS rate.
For the listed equities held in South Africa we aim to
limit capital losses through the use of hedges. The impact
of weak equity markets in 2018 was reduced due to our
hedging strategy. The hedging strategy is executed in the
form of a zero-cost collar where the downside is limited to
5% - 15% whilst capping the upside.
D Gearing
Gearing ratios as calculated for the Group exclude the
equity and debt relating to non-core and assets held for
sale and distribution. The gearing ratio decreased by 50 bps
in 2018 mainly due an increase of R2,698 million or 6% in
equity attributable to operating segments. The increase is
largely a result of a dividend of R4,681 million (GBP255 million)
received from Residual plc in addition to operating profits.
This was partially offset by higher dividends paid to external
shareholders, considering the special dividend of 100 cents
per share, and the impact of IFRS 9 - Financial Instruments
which results in higher day one provisions for expected
credit losses. Interest cover decreased to 25.7 times (FY 2017:
28.3 times) mainly as a result of a decrease of 11% in AHE
from the prior period.
EMBEDDED VALUE
The table below sets out the components of embedded value.
Rm/% FY 2018 FY 2017 % change
Adjusted Net Worth (ANW) 34,542 29,966 15%
Value in Force (VIF) 31,856 33,695 (5%)
Embedded Value 66,398 63,661 4%
Return on Embedded value 12.6% 14.1% (150 bps)
The return on embedded value remained strong at 12.6%,
despite a decrease of 150 bps from 14.1% for FY 2017.
Operating EV earnings decreased by 3% to R7,990 million
(FY 2017: R8,244 million) mainly due to a less profitable mix
of new business sold in Rest of Africa during the year and
lower positive assumption changes when compared to the
prior period.
Positive experience variances, which increased by R253 million
compared to the prior period, coupled with improved
expense variances had a positive impact on Operating EV
earnings. This was partially offset by worse claims experience
in Personal Finance. Persistency experience improved during
the year, but remained negative reflecting the continued
challenges created by the macro environment. Overall claims
experience was positive despite the unfavourable experience
in Personal Finance. Poor group disability experience in
Old Mutual Corporate with some improvement during the
period. Recurring expenses remained lower than assumed,
reflecting continued progress in achieving our cost efficiency
targets across the business. Investment returns on equities
were significantly lower than in 2017, resulting in a negative
investment variances compared to positive variances in the
prior year.
SOLVENCY
Optimal FY 2018 FY 2017(1)
Rbn target range Pro forma % change Pro forma
OMLACSA
Eligible Own Funds 78.2 2% 76.4
Solvency Capital Requirement (SCR) 34.8 4% 33.4
Estimated solvency ratio (%) >200% 225% (400 bps) 229%
Group
Eligible Own Funds 100.6 4% 97
Solvency Capital Requirement (SCR) 59.1 (2%) 60.4
Solvency ratio (%) (Pro forma) 155% to 175% 170% 900 bps 161%
(1) FY 2017 amounts have been represented to exclude the use of the iterative risk margin approach in calculating solvency capital requirements.
The Insurance Act came into effect on 1 July 2018 and to
date we have not yet been designated as an Insurance
Group. For OMLACSA we have presented our best estimate
of the solvency ratio based on approvals received from the
Prudential Authority to date. The Group solvency ratio is
presented consistent with the disclosure in the pre-listing
statement, except for the use of the iterative risk margin
approach in calculating solvency capital requirements.
The increase of the Group solvency ratio to 170% at
December 2018, was largely due the remittance of
dividends from Old Mutual plc to Old Mutual Limited and
the change in the functional currency in Zimbabwe. The
change in the functional currency for Zimbabwe reduces
its contribution to the Group, increasing the solvency ratio.
Own Funds of Zimbabwe are deemed non-fungible, and
therefore only an amount equal to its Solvency Capital
Requirement is taken into account for the Group solvency
ratio. As at 31 December 2018, the Group was and is
expected to remain financially sound on a regulatory basis
for the foreseeable future.
OUTLOOK
PERFORMANCE
KPI FINANCIAL TARGET FY 2018 OUTLOOK
RETURNS
Average COE + 4%
(weighted average 18.6% Improving
RoNAV COE of 13.4%1)
CAGR of Nominal GDP
GROWTH
Results Improving
from + 2% over the three years to but
Operations 2020 (average nominal GDP -4% challenging
growth for FY 2018: c. 4.7%)
R1 billion by the end of 2019
Cost Pre-tax run-rate cost savings,
efficiencies net of costs to achieve it. Based R750 million On track
off 2017 IFRS operating and
administrative cost base.
Expect to maintain cost growth within
inflation thereafter.
EFFICIENCY
Underwriting OM Insure underwriting Upper
result margin of 4% - 6% in 5.3% end of
near term range
Solvency Upper
Ratio Old Mutual Limited: 155% - 175% 170% end of
range
CAPITAL
Upper
OMLACSA: Greater than 200% 225% end of
range
CASH Full year ordinary dividends covered
RETURNS by AHE between 1.75 to 2.25 times.
Dividend Interim dividend at 40% of the Within
cover current year interim AHE. 117 cents range
DIVIDEND DECLARATIONS
The Board of directors has approved and declared a final dividend of 72 cents per ordinary share.
The final dividend of 72 cents per share, results in a full dividend cover of 2.04 for the 2018 year which is in line with
Old Mutual Limited's dividend cover target of 1.75x to 2.25x. The final dividend will be paid out of distributable reserves
and is payable on 29 April 2019 to all ordinary shareholders recorded on the record date. The dividend of 72 cents
per ordinary share will be subject to a local dividend tax rate of 20% which will result in a net final dividend, to those
shareholders who are not exempt from paying dividend tax, of 57.6 cents per ordinary share. International shareholders
who are not exempt or are not subject to a reduced rate in terms of a double taxation agreement will be subject to
dividend withholding tax at a rate of 20%.
Shareholders on the London, Malawian, Namibian and Zimbabwean registers will be paid in the local currency
equivalents of the final dividend. In Malawi, Namibia and Zimbabwe these distributions will be made through dividend
access trust or similar arrangements established in each country and will not be subject to South African withholding tax.
Old Mutual Limited's income tax number is 9267358233. The number of ordinary shares in issue in the company's share
register at the date of declaration is 4,942,048,355.
Declaration date Monday, 11 March 2019
Finalisation announcement and exchange rates announced Monday, 18 March 2019
Transfers suspended between registers Close of business on
Monday, 18 March 2019
Last day to trade cum dividend for shareholders on the South African Register Tuesday, 26 March 2019
and Malawi, Namibia and Zimbabwe branch registers
Ex-dividend date for shareholders on the South African Register and Malawi, Wednesday, 27 March 2019
Namibia and Zimbabwe branch registers
Last day to trade cum dividend for shareholders on the UK register Wednesday, 27 March 2019
Ex-dividend date for shareholders on the UK register Thursday, 28 March 2019
Record date (all registers) Close of business on
Friday, 29 March 2019
Transfers between registers restart Opening of business on
Monday, 1 April 2019
Final Dividend payment date Monday, 29 April 2019
Share certificates for shareholders on the South African register may not be dematerialised or rematerialised between
Wednesday, 27 March and Friday, 29 March 2019, both dates inclusive. Transfers between the registers may not take
place between Tuesday, 19 March and Friday, 29 March 2019, both dates inclusive. Trading in shares held on the
Namibian section of the principal register through Old Mutual (Namibia) Nominees (Pty) Limited will not be permitted
between Tuesday, 19 March and Friday, 29 March 2019, both dates inclusive.
Shareholders that are tax resident in jurisdictions other than South Africa may qualify for a reduced rate
under a double taxation agreement with South Africa. To apply for this reduced rate, non-SA taxpayers should
complete and submit a declaration form to the respective registrars. The declaration form can be found at:
https://www.oldmutual.com/investor-relations/dividend-information/dividend-tax-considerations.
SHARE REPURCHASE
Shareholders are advised that Old Mutual Limited ("OML" or "the Company") intends to commence a share repurchase
programme of the Company's ordinary shares up to a maximum consideration of R2.0 billion. The repurchase of OML
shares will take place on both the Johannesburg and London Stock Exchanges during the period 12 March 2019 until the
next annual general meeting ("AGM") of the Company on 24 May 2019. The share repurchase programme will be effected
in accordance with the General Authority received by way of a shareholder resolution passed at the AGM, held on 6 March
2018, allowing the Company to repurchase up to 247 102 418 ordinary shares, equivalent to 5% of the issued share capital
of the Company. OML has received approval from the Prudential Authority for the share repurchase programme.
The OML Board believes that OML is trading at a discount to its intrinsic value and is of the view that a share repurchase
programme will deliver longer term incremental value to shareholders. The management team remains committed to
following a disciplined trading approach under the share repurchase programme and will only repurchase shares to the
extent that market conditions are favourable. The purpose of the repurchase programme is to reduce the share capital
of the Company.
SEGMENT REVIEWS
MASS AND FOUNDATION CLUSTER REVIEW
DEFEND AND GROW OUR SHARE OF THE SOUTH AFRICAN MASS MARKET
We maintained our leading position in the mass market despite a challenging macroeconomic environment and
increased competitor activity in our market. Consumers remain under pressure with high unemployment rates, VAT
and fuel price increases through 2018 contributing to lower disposable income.
We opened 25 new branches in 2018 increasing our total retail branch network to 348. Improved sales force productivity
has translated into strong life and loan sales growth, even though challenging market conditions persisted in H2 2018.
Old Mutual Money Account remains one of the most competitive transactional solutions in the South African market.
We have opened 1 million Money Accounts since inception of which 0.4 million were during 2018. The number of
active accounts increased by 67% in 2018 with nearly a quarter of accounts opened to date being active. We have
made continuous process improvements to pay funeral claims faster, which led to an improved customer experience.
We have reduced pay out times of qualifying funeral claims from 24 hours to less than 8 hours. Claims initiated via the
Money Account app and call centre are typically paid within 4 hours.
Rm (except where otherwise indicated) FY 2018 FY 2017 % change
RFO 3,129 3,052 3%
Gross flows 13,700 12,022 14%
Life APE sales 4,579 4,091 12%
NCCF (Rbn) 6.5 6.1 7%
FUM (Rbn) 12.7 12.4 2%
VNB 1,222 1,236 (1%)
VNB margin (%) 10.3% 10.6% (30 bps)
Loans and Advances 16,518 12,070 37%
Net lending margin (%) 13.7% 16.2% (250 bps)
PERFORMANCE HIGHLIGHTS
Gross flows increased by 14% to R13,700 million due to
strong life sales and annual premium increases on in-force
book, combined with good growth in savings flows into
Money Accounts. Life APE sales of R4,579 million showed
strong growth of 12%, despite the expected moderation
that took place in H2 2018 due to continued pressure on
the consumer. The increase in life sales is largely due to
growth in adviser headcount and productivity, premium
increases and higher credit life sales off the back of growth
in loans disbursed, which contributed to a R0.4 billion or
7% increase in NCCF to R6.5 billion. The retail branch
network contributed 30% of Life APE sales and continues to
deliver better persistency and productivity experience than
other distribution channels.
Gross loans and advances increased by 37% to R16,518 million.
Process enhancements in terms of customer take-on
increased consultant productivity and we deployed a more
risk sensitive scorecard that aligned the market offering in
terms of loan size and term to the risk profile of our customer
base. This allowed us to better compete, and achieve
significant growth, in lower risk scored customers while
keeping overall loan approval rates consistent with prior
years. After taking into account growth in disbursements in
2018, we still have less than 10% of the unsecured lending
market and we see opportunities for further market share
growth.
The net lending margin of 13.7% decreased by 250 bps in
line with expectations as good credit experience was offset
by higher financing charges resulting from the growth in
our book.
RFO of R3,129 million marginally increased by 3% with flat
Life and Savings profits and 29% growth in Banking and
Lending profits. Life and Savings profits were affected by a
12% reduction in credit life profits following price cuts for
lower risk rated customers giving better customer value
for money. The remainder of Life and Savings profits were
impacted by positive growth in the book and good cost
management which was partially offset by less positive year
end assumption changes and lower new business profits.
Banking and Lending profits mostly benefited from the
decrease in amortisation of acquired intangibles related
to Old Mutual Finance compared to 2017. The provision for
loans disbursed following the implementation of IFRS 9 -
Financial Instruments was R90 million higher than it would
have been under the previous applicable IFRS standard. This
was more than offset by the unwind of R214 million of the
day one transitional adjustment provision recorded in equity
as a result of excellent collections experience and improved
behavioural scores during 2018. The current year provision
release is in line with a prior year release that related to the
alignment of provisioning models to payment behaviour in
anticipation of IFRS 9 - Financial Instruments.
The credit loss ratio of 5.9% was 90 bps worse than 2017,
mainly due to a decrease in the collections experience of
previously written off bad debts and is influenced by both
the size and the pace of growth of the loan book. The ratio
remains well within our expected range. Whilst we plan to
grow our market share, the pace of growth could moderate
in future periods.
VNB of R1,222 million decreased by 1% but remains healthy
at a margin of 10.3% despite the decrease of 30 bps during
the year. This is due to the margin mix of risk products sold
during the period driven by sales promotions. An increase
in the portion of debit order sales versus payroll deduction
further negatively impacted VNB.
OUTLOOK FOR 2019
The start of the year is seasonally slow from a sales perspective with the added backdrop of a strained consumer
environment. High levels of competitor activity in our market means we will need to drive our business to maintain
our market position.
We will continue to grow our retail branch network and gradually add to the number of Old Mutual branded ATMs.
One Financial Plan, an advice enablement tool, is being rolled out to our tied agent force, further strengthening our
advice value proposition to customers. We remain vigilant on collections experience on both insurance and lending,
actively supporting customers during the tougher economic times. We will do this by highlighting appropriate
features in our product solutions, like premium holidays and premium cashback benefits, and promoting our
affordable transactional account with fully accessible savings functionality.
PERSONAL FINANCE REVIEW
DEFEND AND GROW IN THE SOUTH AFRICAN PERSONAL FINANCE MARKET
Consumer confidence remained subdued in the second half of the year due to a continued weak economic
environment. Lower than inflation average salary increases and VAT and fuel price increases have had an adverse
impact on consumer disposable income, customer acquisition and retention especially in the middle income market.
Intense competition remains a characteristic of this market.
A number of management actions and initiatives were taken during 2018 to drive flows and sales in the tough
economic environment. These included the re-pricing of guaranteed annuity products and tactical improvements to
the pricing of disability and severe illness to improve competitiveness. We launched the Old Mutual Rewards loyalty
programme in an effort to strengthen our penetration in the middle income market. In the fourth quarter of 2018 we
extended our risk product proposition with the launch of Greenlight Sickness Benefits to support recurring risk sales.
Our distribution channels performed well, generating gross flows of R69.2 billion in 2018 with a contribution of
R37.2 billion to Wealth and Investments and R6.5 billion to Corporate. Good growth was seen in new digital channels
with saving sales up 29%, and Life APE sales sold through iWYZE was up more than 300% albeit off a low base.
Our adviser force in Old Mutual Finance branches grew by 67% to 315 advisers and we now have presence in over 181
branches country wide. In line with our vision to become life time financial partners to our customers through
meeting their core needs every day, we have been able to meet 3+ needs of 33.3% of our customer base. In the
Black Middle Income group, a key growth market segment for us, nearly half of our customers have 3+ needs met with Old Mutual.
Rm (except where otherwise indicated) FY 2018 FY 2017 % change
RFO 2,021 3,150 (36%)
Gross flows 26,165 24,947 5%
Life APE sales 2,556 2,502 2%
NCCF (Rbn) (3.6) (2.8) (29%)
FUM (Rbn) 181.4 193.7 (6%)
VNB 418 366 14%
VNB margin 2.6% 2.4% 20 bps
PERFORMANCE HIGHLIGHTS
Gross flows increased by 5% to R26,165 million mainly
due to 9% increase in single premium sales and positive
growth in recurring flows across Life and Savings and Asset
Management businesses.
Despite improvement in mortality and morbidity claim
levels in the second half of the year, NCCF for the year was
adversely affected by poor claims experience and higher
disinvestments. Negative NCCF of R3.6 billion was recorded
for the year, a decrease of R0.8 billion from the prior year.
Legacy NCCF was recorded at negative R9.8 billion (R0.4 billion
lower than the prior year) while NCCF related to new generation
products was R6.2 billion, R0.4 billion lower than the prior year.
NCCF outflows and the decline in the South African equity
markets contributed to a decrease of 6% in FUM to R181.4
billion at 31 December 2018.
Life APE sales grew modestly by 2% to R2,556 million
due to good growth in single premium savings sales and
guaranteed annuity sales due to improved pricing. Growth
was partially offset by slightly lower recurring premium sales
on savings and risk products reflecting pricing competition
in the market.
RFO of R2,021 million decreased by 36% when compared to
the prior period. Net positive reserve releases that occurred
in 2017 were not repeated and had a negative impact on
the year on year profit growth rate. Higher than expected
death and disability claims, with a number of larger death
claims which fell below the reinsurance threshold during
the first half of 2018 negatively impacted profit levels. Claims
experience was approximately R300 million higher than
expected as a result. Claims levels returned to expected
levels in the second half of the year. Several management
actions have been put in place in response to the negative
claims experience including an analysis of causes of death,
non-disclosure trends and a review of medical testing
practices.
VNB increased by 14% to R418 million mainly due to
higher sales in annuity products at improved margin. This
was partially offset by lower margin due to mix on other
products which negatively impacted VNB. The VNB margin
increased by 20 bps to 2.6%.
OUTLOOK FOR 2019
Although we saw some good improvement in mortality experience in the second half of 2018 we will continue to monitor our
claims experience carefully during 2019. The actions we are taking in response to the mortality experience will only have
impacts on our financial results in the second half of 2019.
We expect a constrained environment for our customers if the challenging economic climate and political uncertainty
persists in South Africa. This may reduce their ability to make investment decisions and could therefore have an adverse
effect on our growth.
We are on track to launch a new protection proposition, a technology enabled advice model, in the first half of 2019. This
will provide enhanced product features and will simplify and digitise journeys for the intermediaries and customers to
improve overall customer experience.
WEALTH AND INVESTMENTS REVIEW
IMPROVE THE COMPETITIVENESS OF WEALTH AND INVESTMENTS
We delivered a good set of results in the context of a challenging macroeconomic environment, declining equity
markets and high levels of competition. Strong retail NCCF was supported by an improved Wealth proposition and
solid investment performance in our core funds. This outcome demonstrates a strengthened market position in tough
industry conditions. The institutional flows in our Asset Management business held steady with marginally positive
NCCF, despite absorbing approximately R5 billion of net outflows relating to index funds that were internalised
by the relevant fund providers in line with industry trends. Record high transaction activity in Specialised Finance
and the benefit from our continued participation in South Africa's renewable energy sector through Alternatives
demonstrate the diversification benefits of our segment. Khaya Gobodo was appointed as Managing Director, effective
1 January 2019, succeeding Dave Macready who retired at the end of December 2018.
Rm (except where otherwise indicated) FY 2018 FY 2017 % change
RFO 1,611 1,490 8%
Gross flows 89,214 88,250 1%
NCCF (Rbn) 10.8 14.1 (23%)
AUM (Rbn)(1) 724.4 736.6 (2%)
FUM 502.7 498.1 1%
Intergroup assets 334.3 340.4 (2%)
AuMA(2) 837.0 838.5 (0.2%)
Assets under administration (112.6) (101.9) (11%)
Total revenue 5,013 4,889 3%
Annuity 4,498 4,358 3%
Non-annuity 515 531 (3%)
(1) AUM comprises FUM as defined for the Group, as well as funds managed on behalf of other entities
in the Group, which is reported as FUM in respect of segments. Assets under administration that are
managed externally are not included in AUM.
(2) AuMA is AUM including Assets under Administration.
PERFORMANCE HIGHLIGHTS
Gross flows of R89,214 million increased marginally by 1%
due to strong sales in Old Mutual International and the
retail Wealth platform, partially offset by lower institutional
inflows to Asset Management. Positive NCCF of R10.8
billion was supported by strong flows into the retail Wealth
platform, up 35% from prior year, and good flows in the
institutional Asset Management business resulting from
improved investment performance. Outflows were higher
due to mandate terminations by certain multi-managers
following their decision to internalise indexation capabilities
and asset realisations in Alternatives. AUM was slightly
down from the prior year, with the positive impact of strong
retail and institutional inflows offset by outflows in the form
of asset realisations, and weak equity market performance
during 2018.
Total revenue increased by 3% to R5,013 million. Annuity
revenue increased by 3% compared to the prior period
supported by an increase in average AUM compared to the
prior period despite closing AuM ending 2% lower than
2017. This growth was pleasing in an environment which
exhibited some margin compression, primarily in the retail
business. Non-annuity revenue has been at exceptional
levels in 2017 and 2018. For 2018, development fees earned
on renewable energy investments in Alternatives and
strong gains in the credit portfolio of Specialised Finance
combined with origination income contributed to non-
annuity revenue. Non-annuity revenue is down 3% as result
of high non-recurring investment returns in the Alternatives
boutique in the prior period.
RFO was R1,611 million, an increase of 8% from the prior
year. The increase is largely attributable to acquisition-
related intangibles being fully amortised in 2017 and higher
asset based fees on the 7% higher average AUM during the
period. The diversified asset base of the Wealth and Asset
Management businesses, which include bonds, cash and
offshore equities, supported growth in RFO.
RFO for the Wealth and Asset Management business
increased by 3% compared to 2017. The diversified nature of
assets it manages mitigated the impact of poor performance
of South African equities. However, the industry margin
pressure, primarily in the retail space resulted in some drag
on the earnings growth.
Our Alternatives business had an exceptionally strong year
in RFO, up by 89% from 2017 due to high non-annuity
revenue, largely contributed by development fees in the
unlisted infrastructure space. The goodwill amortisation
in 2017 was not repeated in 2018 and contributed to the
increase in RFO. Annuity fee income held up well during
the year in line with average AUM, despite closing AUM
ending slightly lower at year end as a result of distributing
value to investors through asset realisations in one of the
infrastructure funds.
The Specialised Finance business performed well during
2018 benefitting from higher asset origination levels. The
quality of the balance sheet portfolio reduced the impact of
market wide credit spread contraction. The RFO decreased
by 8% largely due to increased funding cost as a result of
the implementation of a revised Group funding approach.
Our core funds continue to show strong investment
performance. Retail funds performed well with 75% of
core funds above median over three years and 88% over
five years. Institutional funds also performed well with
75% of core funds above median over three and five years.
Our multi-asset funds performed strongly in 2018 with all
eight core retail and institutional offerings above median
over 3 years. The Flexible Fund remains top quartile over
three and five years with our flagship retail Balanced Fund
top quartile over three years. All four core retail multi-asset
funds are 4* Morning star rated.
OUTLOOK FOR 2019
During 2018, our business generated high levels of annuity revenue that contributed 90% of the total revenues.
In particular our Wealth and Asset Management businesses contributed 80% of the annuity revenue. The outlook
remains challenging for 2019 given increasing pressure on revenue margins in the industry, despite some recovery in
equity market levels during the early part of the year.
Our business is geared to equity market levels which are influenced by the broader economic environment and
investor confidence, We anticipate some challenges ahead with limited GDP growth forecast for the near term. The
Alternatives business, which is the biggest contributor to the non-annuity flows, is likely to experience limitations
around deal flow and fund raising if these conditions persist.
OLD MUTUAL CORPORATE REVIEW
DEFEND AND GROW OUR SHARE OF THE SOUTH AFRICAN CORPORATE MARKET
After more than 50 years of delivering value to our customers, we are pleased that members of retirement funds can
continue to invest in our industry leading smoothed bonus investment offering subsequent to the introduction of the
new default investment portfolios regulations 37.
We continue to invest in improving the customer experience of the Old Mutual SuperFund umbrella with the launch
of a new self-service portal in 2018. The SuperFund umbrella continues to attract good flows from both converting
standalone schemes as well as customers moving from competitor umbrella funds. OMCC OnTrack is our new
consulting tool that measures the health of retirement outcomes at member level and promotes awareness of
retirement goals and planning. This will be a valuable tool to improve retirement outcomes.
Management actions undertaken to improve Group Risk underwriting experience gained good traction. These actions
included income protection re-pricing and the launch of the new Well4Work range of four flexible Group Income
Protection benefits that allow clients to tailor the desired balance between benefits and price. Management actions
continue to be taken to further improve Group Income Protection underwriting margins to expected long-term levels.
We continued to strengthen our industry profile and thought leadership credentials by winning in three categories
at the 2018 Imbasa Yegolide Awards. These awards recognise service providers in the employee benefits industry who
meet the needs and expectations of retirement fund members by delivering excellent service. In addition, the Institute
of Retirement Funds awarded Old Mutual Corporate with two best practice certificates for "Financial Management
and Reporting" and "Stakeholder Engagement and Education".
Rm (except where otherwise indicated) FY 2018 FY2017 % change
RFO 1,703 1,576 8%
Gross flows 42,669 35,671 20%
Life APE sales 3,133 2,719 15%
NCCF (Rbn) 2.0 (7.1) >100%
FUM (Rbn) 254.6 255.6 (0.4%)
VNB 309 254 22%
VNB margin 1.1% 1.0% 10 bps
PERFORMANCE HIGHLIGHTS
Gross flows increased by 20% to R42,669 million due to
a combination of improved Life APE sales and strong
institutional multi-manager flows. Life APE sales achieved
growth of 15% to R3,133 million, despite a large recurring
premium SuperFund deal in the prior period, with good
growth across all major product lines except annuities.
Strong inflows from new mandates together with improved
termination experience contributed to a significant
improvement in NCCF of R9.1 billion to R2.0 billion. FUM of
R254.6 billion remained flat with the growth in NCCF being
more than offset by the impact of declining equity markets.
At R309 million, VNB grew by 22% largely as a result of sales
growth and a change in capital allocation across products
and segments to align with the new regulatory solvency
system. The VNB margin improved by 10 bps to 1.1%.
RFO of R1,703 million increased by 8% from the prior year
due to significantly improved Group Risk underwriting
experience, underpinned by lower Group Life Assurance
claims volumes and improved Group Income Protection
pricing. In addition, active management and a resolution of
risk exposures resulted in a net one off release of provisions
of approximately R85 million.
OUTLOOK FOR 2019
We continue to invest in Old Mutual Superfund to improve customer experience and drive growth of the umbrella
offering. We have a good pipeline of deals we are working on. It is important to note there is a time lag between the
recognition of the recurring premium flow (in respect of future service contributions) and the single premium flow
in respect of the related asset transfer on these types of deals due to the section 14 transfer process. Management
actions continue to be taken to further improve Group Disability underwriting margins to expected long-term levels.
Earnings will continue to be impacted by market levels during 2019.
OLD MUTUAL INSURE REVIEW
CONTINUED TURNAROUND OF OLD MUTUAL INSURE
Old Mutual Insure reported a solid underwriting result for the year, through a deliberate focus on improved service to
brokers and disciplined underwriting. The absence of catastrophe events and improved weather conditions in South
Africa supported the result. In addition, claims cost control initiatives and the ongoing remediation of the large risk
pool have led to a reduction in attritional claims for intermediated businesses.
Organic growth continued to be muted by tough market conditions and slower than anticipated new business
volumes. Inorganic growth was targeted through a significant focus on building pipeline opportunities and specific
initiatives, including strategic partnerships with four underwriting manager agencies during 2018 to support our
diversification strategy. These partnerships are expected to contribute to growth in 2019.
We have made significant improvement in our digital service channels to continuously improve customer experience
during the claims process. The rollout of MyOMInsure, a digital platform for claims registration and scheduling
appointments with approved auto body repairers, is a key initiative in growing our digital business. We appointed
Garth Napier as Managing Director of Old Mutual Insure in October 2018. His focus will be on the reconstruction of the
portfolio and further improvement of the underwriting and claims processes.
Rm (except where otherwise indicated) FY 2018 FY 2017 % change
Gross written premiums 13,218 12,481 6%
Personal 3,677 3,445 7%
Commercial 4,261 4,216 1%
Specialty 4,115 3,710 11%
CGIC 1,165 1,110 5%
Personal(1) 380 179 >100%
Commercial 102 166 (39%)
Specialty (55) (90) 39%
CGIC 102 60 70
Central expenses (49) (3) >(100%)
Underwriting result 480 312 54%
Investment return on insurance funds 244 200 22%
Other income and expenses (54) 12 >(100%)
Results from Operations 670 524 28%
Underwriting margin 5.3% 3.7% 160 bps
Insurance margin 7.4% 6.1% 130 bps
(1) Includes iWYZE profit.
PERFORMANCE HIGHLIGHTS
Gross written premiums increased by 6% to R13,218 million
in challenging market conditions. The increase from the
prior year is a result of pricing increases and strategic
partnerships with underwriting manager agencies to
generate new business. Strong growth was delivered by
iWYZE, pursuing a profitable growth strategy that leverages
operational efficiencies, strategic partnerships and focused
marketing. CGIC reported good top line growth, despite the
low real annual GDP growth rate which is directly linked to
CGIC's GWP performance. This was partially offset by lower
growth in commercial and agriculture portfolios as a result
of specific remediation of the loss-making risk pool, tough
market conditions and the impact of weather conditions
delaying planting season for farmers.
RFO was R670 million, an increase of 28% compared to
2017, largely due to an improved underwriting margin,
as a result of improved claims process efficiencies, and
procurement optimisation, especially in the Personal lines
portfolio. Profit growth was also supported by the general
environment with a relatively benign claims environment
and with lower significant catastrophe losses. This was
partially offset by the cost of a financial liability relating to
strategic partnerships that was recognised for the first time
in 2018, and the increased cost of reinsurance following the
adverse large loss and catastrophe experience of 2017 in
South Africa.
The strong improvement in the net underwriting result in
2018 led to an improved net underwriting margin of 5.3%
which is at the upper end of the Group's target range of
between 4% and 6%. The insurance margin improved by
130 bps to 7.4% as a result of an increase of 60 bps in the
return on insurance funds due to an increase in interest
rates compared to the prior period.
We had exceptionally good claims experience in Personal
and Commercial lines in the first half of the year following
favourable weather conditions and no catastrophe claims.
Attritional losses and the volume of larger losses increased
during the second half of the year across all of our core
divisions in line with normal seasonality trends.
Personal lines reported an excellent underwriting profit for
the year of R320 million, an increase of 101%. This was a
result of a favourable claims experience in the market with
claims efficiencies across the division which led to lower
attritional losses. No significant catastrophe losses have
been reported in the period. Solid year to date results were
reported by iWYZE with a profit of R60 million, more than
100% increase from the R20 million in 2017, due to improved
claims management, a favourable claims environment and
benefits arising from a review of technical reserves.
The net underwriting result of the commercial lines portfolio
was negatively impacted by large fire claims reported
for the year, with a largely adverse experience in the last
quarter of the year. The agriculture portfolio was negatively
impacted by the adverse hail claims experience in the first
half of the year.
Both the Specialty division and CGIC took strain from
large claims reported during the period with losses mostly
incurred in CGIC's bonds portfolio, constituting only 2% of
the total CGIC book. The core trade credit business of CGIC,
however, delivered strong underwriting results in poor
economic conditions, well above results reported by peers
in the market. In the Specialty division, losses reported
in 2018 exceeded both the 13-year average as well as the
prior year.
Attritional losses across our core divisions reduced in 2018
when compared to 2017 and 2016. This was due to the
remediation performed on the large risk pool over a three
year period, improved weather conditions in South Africa
and claims process efficiencies implemented which has
started to have a noticeable positive impact on the overall
underwriting performance.
OUTLOOK FOR 2019
Despite 2018 being a year characterised by a relatively benign claims environment, the economic climate remained
challenging for the short-term insurance industry. Continued low real annual GDP growth and volatility in the Rand
had a negative impact on policy unit growth as well as claims costs. The construction industry in particular has been
under pressure, with an increased number of businesses entering into business rescue arrangements.
We will continue to focus on first class service delivery, a modernised distribution strategy, product upgrades and the
continuous improvement or enhancement of our claims processes. We expect headwinds in 2019 if a normalised
claims environment returns, but remain confident in the delivery of 2019 targets.
REST OF AFRICA REVIEW
TURNAROUND EAST AFRICAN BUSINESS AND IMPROVE RETURNS
ACROSS THE REST OF AFRICA
During the first half of 2018 we completed a staff reorganisation to optimise staffing levels and eliminate duplication
across our East African businesses. This reorganisation was facilitated through the automation of several processes and
the merging of disparate IT systems within the business. The reorganisation cost approximately R70 million, which is
expected to drive ongoing savings despite the impact to profits in 2018. In our property business we have actively increased
occupancy levels across our portfolio of properties. Our Banking and Lending business has focused the majority of its
lending on lower risk loan portfolios and this had a positive impact on non-performing loans.
Southern Africa continues to be the key contributor to Rest of Africa results. The strong performance is despite the continued
recession in Namibia and the currency challenges faced in Zimbabwe. The continued US dollar shortages in Zimbabwe during
2018 has led to the increased use of electronic and plastic money through the Real Time Gross Settlement ('RTGS')
system. During February 2019, a trading mechanism for RTGS balance and bond notes with international currencies was
established, however before this, authorities maintained that the US dollars represented in the RTGS system were at a
1:1 exchange rate. We have estimated a RTGS: US dollar exchange rate of 3.3 to 1 by assessing various inputs that impact
inflation. The application of the change in functional currency has been applied prospectively in our financial results for
the 2018 reporting period. For inclusion in the condensed consolidated income statement of the Group, Zimbabwe results have been
translated at the average US dollar exchange rate for the period up to 30 September 2018 and at the estimated RTGS rate
for the remaining three months of the financial year. For inclusion in the condensed consolidated statement of financial position,
Zimbabwe results have been translated at the RTGS rate.
In Nigeria, following the delayed Bancassurance license approval in May 2018, we now have a presence in 113 Ecobank
branches across the country. Our Property and Casualty business experienced significant oil and gas claims in the first half
of the year which adversely impacted underwriting results. Management actions have been taken in the second half of the
year to limit further exposure. We appointed a new Managing Director in West Africa in November 2018, who will focus on
developing an executable and credible business plan to support the capital that we deploy in the region.
FY 2018 Reported Before FC FY 2018
Rm Before FC(1) Impact(1) FY 2018(2) % % FY 2017
Results from Operations(3) 1,477 (223) 1,254 37% 16% 1,081
Gross flows 22,597 (1,738) 20,859 6% (2%) 21,306
Life APE sales 1,178 (50) 1,128 (13%) (16%) 1,347
NCCF (Rbn) 4.4 (0.5) 3.9 100% 77% 2.2
FUM (Rbn) 137.6 (40.1) 97.5 32% (6%) 104.0
VNB 113 (12) 101 (58%) (62%) 267
VNB margin (%) 1.9% - 1.9% (240 bps) (240 bps) 4.3%
Banking and Lending(4)
Loans and advances 15,394 (8,175) 7,219 37% (36%) 11,241
Net lending margin (%(5) 10.9% (0.2%) 10.7% (50 bps) (70 bps) 11.4%
Credit loss ratio (%) 1.2% n/a 1.2% 80 bps 80 bps 0.4%
Property and Casualty
Gross written premiums 3,629 (117) 3,512 (1%) (4%) 3,654
Net earned premiums 2,719 n/a 2,719 (3%) (3%) 2,800
Underwriting margin (%)(6) (4.3%) n/a (4.3%) (320 bps) (320 bps) (1.1%)
(1) Reflects the key financial indicators of the Group before applying the functional currency change.
(2) The application of the change in functional currency has been applied prospectively in our financial results for the 2018 reporting period. For inclusion in the condensed
consolidated income statement of the Group, Zimbabwe results have been translated at the average US dollar exchange rate for the period up to 30 September 2018
and at a RTGS US Dollar exchange rate of 3.3 to 1 for the remaining three months of the financial year. For inclusion in the condensed consolidated statement of
financial position, Zimbabwe results have been translated RTGS US Dollar exchange rate of 3.3 to 1.
(3) Net interest margin plus non-interest revenue minus credit losses, as a percentage of average loans and advances over the period.
(4) Underwriting margin is calculated with reference to Results from Operations.
PERFORMANCE HIGHLIGHTS
Life and Savings RFO increased by 28% from the prior year
mainly driven by the reversal of a stamp duty provision raised
in the prior year and the securing of a large government group
life assurance (GLA) contract in Malawi. Zimbabwe and Malawi
delivered strong Life APE sales as a result of strategic focus on
growing retail sales through increased advisor productivity.
This was supported by improved expense performance in East
Afica. Asset Management RFO grew by 73% from the prior year
driven by higher fees on the back of growth in funds under
management in Zimbabwe and good inflows into money
market funds in Malawi. Banking and Lending RFO increased
by 8% due to good growth in loan books across our regions on
a lower risk portfolio driving higher non-interest income and
net interest income. Property and Casualty RFO decreased by
360% mainly due to significantly lower top line growth across
all regions, higher expenses and negative claims experience in
Zimbabwe, East and West Africa.
OUTLOOK FOR 2019
Elections are planned to take place in Namibia, Malawi, Botswana and Nigeria but we expect 2019 to be politically
stable. In Zimbabwe, monetary policy reforms are contributing to continued uncertainty whilst the peace deal signed
recently in South Sudan is expected to result in an improved economic environment. Despite challenging operating
conditions experienced in 2018, we believe the markets we operate in present attractive growth opportunities. Real
GDP growth is expected to be muted in our dominant Southern Africa markets as both Namibia and Zimbabwe face
economic headwinds. Strong GDP growth is expected in both our East and West African markets.
We have begun to see positive results from the continued turnaround of the East African businesses. We will continue
to drive profit growth predominantly through enhancing our customer value propositions in our Property and
Casualty business, expanding our Banking and Lending offerings and improving occupancy levels in the property
portfolio. In West Africa we will focus on the remediation of our business by right-sizing the cost base and growing
our business through strategic partnerships in these markets.
SOUTHERN AFRICA Change
FY 2018 Reported Before FC FY 2018
Rm Before FC(1) Impact(1) FY 2018(2) % % FY 2017
Results from Operations 1,812 (223) 1,589 19% 5% 1,519
Gross flows 19,021 (1,738) 17,283 10% (0%) 17,291
Life APE sales 964 (50) 914 (15%) (19%) 1,131
NCCF (Rbn) 3.5 (0.5) 3.0 >100% >100% 1.0
FUM (Rbn) 107.2 (40.1) 67.1 35% (15%) 79.3
VNB 184 (12) 172 (45%) (49%) 337
VNB margin (%) 3.5% - 3.5% (250 bps) (250 bps) 6.0%
Banking and Lending
Loans and advances 12,690 (8,175) 4,515 38% (51%) 9,167
Net lending margin(%)(3) 10.4% (0.3%) 10.1% (60 bps) (90 bps) 11.0%
Credit loss ratio(%) 1.4% 0.1% 1.5% 120 bps 130 bps 0.2%
Property and Casualty
Gross written premiums 1,423 (117) 1,306 5% (4%) 1,361
Net earned premiums 955 n/a 955 (6%) (6%) 1,016
Underwriting margin (%)(4) 4.6% n/a 4.6% (260 bps) (260 bps) 7.2%
(1) Reflects the key financial indicators of the Group before applying the functional currency change.
(2) The application of the change in functional currency has been applied prospectively in our financial results for the 2018 reporting period. For inclusion in the condensed
consolidated income statement of the Group, Zimbabwe results have been translated at the average US dollar exchange rate for the period up to 30 September 2018
and at a RTGS US Dollar exchange rate of 3.3 to 1 for the remaining three months of the financial year. For inclusion in the condensed consolidated statement of
financial position, Zimbabwe results have been translated RTGS US Dollar exchange rate of 3.3 to 1.
(3) Net interest margin plus non-interest revenue minus credit losses, as a percentage of average loans and advances over the period.
(4) Underwriting margin is calculated with reference to Results from Operations.
Lines of business
LIFE AND ASSET BANKING AND PROPERTY AND
SAVINGS MANAGEMENT LENDING CASUALTY
Southern Africa
Botswana - -
Malawi - -
Namibia - - - -
eSwatini - -
Zimbabwe - - - -
PERFORMANCE HIGHLIGHTS
The application of the change in functional currency has
been applied prospectively in our financial results for
the 2018 reporting period. As it relates to sales and profit
related KPIs, Zimbabwe results have been translated at
the average US dollar exchange rate for the period up to
30 September 2018 and at estimated RTGS rate for the
remaining three months of the financial year. As it relates to
balance sheet KPIs, Zimbabwe results have been translated
at the RTGS rate. The commentary below references amounts
before the functional currency change.
Gross flows improved by 10% to R19,021 million despite
the tough economic conditions in Namibia and the
currency crisis in Zimbabwe. There were good inflows into
money market funds and one-off flows secured in Malawi.
In Zimbabwe the increase in gross flows was due to higher
unit trust and asset management inflows from our existing
customer base and a one-off flow related to a property
mandate secured during the year. NCCF rose by more than
100% to R3.5 billion due to strong inflows into Money Market
Funds in Malawi and the non-repeat of large outflows of
R3.2 billion that occurred in the prior year due to a portfolio
rebalancing by SOEs in Namibia. In Zimbabwe, effective
management actions to improve retention of flows
combined with good claims experience contributed to the
improved NCCF.
Life APE sales decreased by 15% to R964 million primarily
driven by lower retail sales in Namibia where productivity
was impacted by the downturn in the economy and lower
credit life sales following regulatory changes. The lower APE
sales witnessed in Malawi were due to a material sale to the
Public Service Fund in 2017 of R227 million that was not
repeated in 2018. This adverse performance in Namibia and
Malawi was partially offset by higher retail sales driven by
good productivity in Zimbabwe.
Gross written premiums increased by 5% to R1,423 million,
driven by growth in Zimbabwe as a result of management
actions to acquire new business. Namibia experienced flat
growth due to tough economic conditions which led to
increased competitive pricing. This together with adverse
claims experience in Zimbabwe led to a decrease of 260 bps
in underwriting margin.
Loans and advances increased by 38% to R12,690 million
driven by strong growth in OMF Namibia as a result of access
to the government payroll which introduced a new market
segment and continued economic pressure on household
liquidity which has led to increased borrowing. The growth
in the CABS loan book is attributable to an increase in
new business and personal loans as the business seeks to
continue growing in lower risk markets. Despite the growth
in loans and advances in the tough economic climate, there
was an improvement in our non-performing loans.
RFO increased by 19% to R1,812 million largely due to
strong performance in Zimbabwe and Malawi. RFO for
Zimbabwe increased by 22% from the prior year due to
strong performance across all lines of businesses, except for
Property and Casualty due to higher claims and increased
operating expenses. Profits benefited from the quality of
the lending book in CABS and tight expense management.
Malawi contributed to RFO growth through improved life profits
in group life assurance (GLA) driven by top line growth in the
second half of year. Increased rental income due to improved occupancy
rates and higher asset management fee income further contributed to
profit growth. This was partially offset by lower profits in Namibia
as a result of weak revenue conditions in Life and Savings as
well as our Property and Casualty businesses.
VNB decreased by 45% to R184 million with a corresponding
decrease in VNB margin of 250 bps. This was mainly due to
a less profitable mix of new business sold during the year,
discount promotions on risk products and assumption
changes related to future terminations of the smoothed
bonus product in Namibia.
EAST AFRICA
Rm (except where otherwise indicated) FY 2018 FY 2017 % change
RFO 11 (67) >100%
Gross flows 3,259 3,735 (13%)
Life APE sales 123 100 23%
NCCF (Rbn) 0.7 1.1 (36%)
FUM (Rbn) 29.3 23.8 23%
VNB (25) (38) 34%
VNB margin (11.8%) (22.2%) 1 040 bps
Loans and advances 2,704 2,074 30%
Net lending margin 13.2% 12.8% 40 bps
Gross written premiums 2,101 2,145 (2%)
Net earned premiums 1,726 1,741 (1%)
Underwriting margin (1.8%) (0.9%) (90 bps)
Lines of business
LIFE AND ASSET BANKING AND PROPERTY AND
SAVINGS MANAGEMENT LENDING CASUALTY
East Africa
Kenya - - - -
Rwanda -
South Sudan - - -
Tanzania -
Uganda - - -
PERFORMANCE HIGHLIGHTS
Gross flows decreased by 13% driven by a decline in asset
management flows and a slowdown in money market
inflows as yields became less attractive compared to other
cash deposit offerings. Life APE sales increased by 23%
to R123 million due to improved productivity in the retail
business and higher corporate business in Kenya. This was
partly offset by lower sales in Uganda and South Sudan from
lower productivity and a shrinking market as a result of the
civil conflict, respectively. NCCF decreased by 36% to R0.7
billion due to a significant decline in asset management
inflows despite lower withdrawals.
Gross written premiums decreased by 2% to R2,101 million.
This was due to increased competitor activity in Kenya and
Uganda that led to the loss of key accounts and tough
economic conditions. This lead to a 90 bps decrease in
underwriting margin.
Loans and advances increased by 30% to R2,704 million due
to a focused effort in Faulu to grow its lower risk loans through
payroll deductions which had a positive contribution to profit.
RFO of R11 million is significantly above prior year reflecting
the ongoing efforts of the East Africa turnaround strategy. This
improvement was despite the impact the staff reorganisation
of c. R70 million had on profit. Higher asset management
income earned on average FUM and improved property rental
income from higher occupancy rates in Kenya contributed
to improved RFO. This was partially offset by losses in our
Property and Casualty business due to constrained top line
growth and an adverse claims experience.
East Africa's negative VNB of R25 million reflects an
improvement of 34% compared to 2017. The increase is mainly
due to an increase in volumes of products sold with a better
margin mix. This has resulted in an improvement in the VNB
margin of 1 040 bps.
WEST AFRICA
Rm (except where otherwise indicated) FY 2018 FY 2017 % change
RFO (255) (183) (39%)
Gross flows 317 280 13%
Life APE sales 91 116 (22%)
NCCF (Rbn) 0.2 0.2 0%
FUM (Rbn) 1.2 0.9 33%
VNB (47) (32) (47%)
VNB margin (17.3%) (8.1%) (920 bps)
Gross written premiums 104 148 (30%)
Net earned premiums 39 43 (9%)
Underwriting margin (%) (246.4%) (104.7%) (14 170 bps)
Lines of business
LIFE AND ASSET PROPERTY AND
SAVINGS MANAGEMENT CASUALTY
West Africa
Ghana - -
Nigeria - -
PERFORMANCE HIGHLIGHTS
Gross flows increased by 13% to R317 million as a result of
a large one off flow related to the pension administration
business in Ghana in the second half of the year. Life APE
sales in Nigeria underperformed relative to the prior year
as a result of regulatory changes and lower credit life flows
as a result of the continued slowdown in the Banking
and Lending industry. The Life and Savings business
in Ghana faced challenges with the collections and
on boarding of Bancassurance customers.
Gross written premiums is 30% down due to a challenging
business environment. Lower business volumes in Nigeria
followed the caution in writing new business in the oil
and gas business as a result of poor industry wide claims
experience. This led to a significant decrease of 14 170 bps in
underwriting margin.
RFO decreased by 39% to a loss of R255 million from the
prior year mostly due to claims experience in the Property
and Casualty business as well as an increase in actuarial
reserving in the Life and Savings business.
Negative VNB of R47 million, a decrease of 47% from the
prior year is largely due to lower sales volumes in Nigeria
and Ghana. Lower sales in Nigeria is mainly a result of the
regulator's directive for improved pricing of risk products
in the corporate business. As a result the mix of new
business was weighted towards retail products which are
less profitable. This has resulted in a decrease in the VNB
margin of 920 bps.
REVIEWED CONDENSED FINANCIAL STATEMENTS
BACKGROUND INFORMATION
In March 2016, Old Mutual plc announced that its board believed that the long term interests of Old Mutual plc
shareholders and other stakeholders would be best served by separating the four businesses then owned by the Old
Mutual plc Group from each other so that they could operate as fully independent businesses. These four businesses
were Old Mutual Emerging Markets, OM Asset Management plc (OMAM, now Brightsphere Investment Group),
Nedbank and Old Mutual Wealth (now Quilter plc). As at 31 December 2017, OMAM had already been separated from
the Old Mutual plc Group following a phased sell-down.
To effect the above strategy, referred to as Managed Separation, the following steps were executed during year
ended 31 December 2018:
- The listing of Quilter plc on the London Stock Exchange (LSE) and the Johannesburg Stock Exchange (JSE), the
distribution of 86.6% of its total share capital to Old Mutual plc shareholders and the sale of up to 9.6% by way of
a cash placing to institutional investors on 25 June 2018.
- The formation and listing on the JSE (primary), LSE and the stock exchanges of Malawi, Namibia and Zimbabwe,
of a new entity, being Old Mutual Limited on 26 June 2018. Immediately prior to the listing, Old Mutual Limited
became the new holding company of Old Mutual plc and its subsidiaries, which mainly comprised the remaining
operating businesses namely Old Mutual Emerging Markets and Nedbank. The results and position of this new
Group have been presented within this set of condensed consolidated financial statements (financial statements).
More details on the basis of preparation and the comparative information presented in these financial statements
has been presented in note A1.
- The unbundling (in terms of South African law) of the issued share capital of Nedbank to shareholders of Old Mutual
Limited, whilst retaining a minority interest of 19.9% in the shareholder funds on 15 October 2018. An odd lot offer
was executed by Nedbank on 21 December 2018, which increased the Group's shareholding to 20.2%. Due to the
close proximity to year end, the Group continued to equity account for its stake in Nedbank at 19.9%.
Further details on Managed Separation and the transactions that have occurred during the period are set out in note
A2. More information on the businesses classified as held for sale and distribution and as discontinued operations
is set out in note G5.
Independent auditors' review report on condensed
consolidated financial statements
TO THE SHAREHOLDERS OF OLD MUTUAL LIMITED
We have reviewed the condensed consolidated financial statements of Old Mutual Limited, contained in the accompanying
preliminary report set out on pages 57 to 112, which comprise the condensed consolidated statement of financial position as at
31 December 2018 and the condensed consolidated income statement, condensed consolidated statement of comprehensive
income, condensed consolidated supplementary income statement, condensed consolidated statement of changes in equity
and condensed consolidated statement of cash flows for the year then ended, and selected explanatory notes.
DIRECTORS' RESPONSIBILITY FOR THE CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
The directors are responsible for the preparation and presentation of these condensed consolidated financial statements in
accordance with the requirements of the JSE Limited Listings Requirements for preliminary reports, as set out in note A1 to
the financial statements, and the requirements of the Companies Act of South Africa, and for such internal control as the
directors determine is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
AUDITORS' RESPONSIBILITY
Our responsibility is to express a conclusion on these condensed consolidated financial statements. We conducted our review
in accordance with International Standard on Review Engagements (ISRE) 2410, which applies to a review of historical information
performed by the independent auditor of the entity. ISRE 2410 requires us to conclude whether anything has come to our attention
that causes us to believe that the financial statements are not prepared in all material respects in accordance with the
applicable financial reporting framework. This standard also requires us to comply with relevant ethical requirements.
A review of financial statements in accordance with ISRE 2410 is a limited assurance engagement. We perform procedures,
primarily consisting of making inquiries of management and others within the entity, as appropriate, and applying analytical
procedures, and evaluate the evidence obtained.
The procedures performed in a review are substantially less than those performed in an audit conducted in accordance
with International Standards on Auditing. Accordingly, we do not express an audit opinion on these financial statements.
CONCLUSION
Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated financial
statements of Old Mutual Limited for the year ended 31 December 2018 are not prepared, in all material respects, in
accordance with the requirements of the JSE Limited Listings Requirements for preliminary reports, as set out in note A1 to
the financial statements, and the requirements of the Companies Act of South Africa.
KPMG Inc.
Per: Gary Pickering
Chartered Accountant (SA)
Registered Auditor
Director
10 March 2019
KPMG Crescent
85 Empire Road
Parktown
2193
Deloitte & Touche
Per: Alex Arterton
Chartered Accountant (SA)
Registered Auditor
Partner
10 March 2019
1st Floor The Square
Cape Quarter
27 Somerset Road
Green Point
8005
Condensed consolidated income statement
For the year ended 31 December 2018
2017
Rm Notes 2018 (Re-presented)(1)
Continuing operations
Revenue
Gross insurance premium revenue 78,729 72,323
Outward reinsurance (6,683) (6,693)
Net earned premiums 72,046 65,630
Investment return (non-banking) 20,511 94,232
Banking interest and similar income 4,532 4,118
Banking trading, investment and similar income 90 97
Fee and commission income, and income from service activities 11,031 9,990
Other income 1,667 1,860
Total revenue 109,877 175,927
Expenses
Gross claims and benefits (including change in insurance
contract provisions) (65,488) (92,787)
Reinsurance recoveries 5,607 5,404
Net claims and benefits incurred (59,881) (87,383)
Change in investment contract liabilities 5,855 (30,358)
Credit impairment charges (1,060) (715)
Finance costs (1,338) (4,024)
Banking interest payable and similar expenses (1,005) (1,002)
Fee and commission expenses, and other acquisition costs(2) (9,773) (8,873)
Change in third-party interest in consolidated funds (8,928) (11,405)
Other operating and administrative expenses(2) (25,845) (25,052)
Total expenses (101,975) (168,812)
Income from associated undertakings and joint ventures profit/(loss) after tax 550 (23)
(Loss)/profit on disposal of subsidiaries and associated undertakings (2) 30
Profit before tax 8,450 7,122
Income tax expense (3,453) (3,741)
Profit after tax from continuing operations 4,997 3,381
Discontinued operations
Profit after tax from discontinued operations G5 37,711 16,983
Profit after tax for the financial year 42,708 20,364
Attributable to
Equity holders of the parent 36,566 14,372
Non-controlling interests
Ordinary shares 5,641 5,402
Preferred securities 501 590
Profit after tax for the financial year 42,708 20,364
Earnings per ordinary share
Basic earnings per share - continuing operations (cents) 105.1 70.5
Basic earnings per share - discontinued operations (cents) 683.0 234.2
Basic earnings per ordinary share (cents) C1(a) 788.1 304.7
Diluted earnings per share - continuing operations (cents) 104.0 69.4
Diluted earnings per share - discontinued operations (cents) 674.1 228.1
Diluted earnings per ordinary share (cents) C1(b) 778.1 297.5
(1) The year ended 31 December 2017 has been re-presented to reflect the Latin American businesses, Kotak Mahindra Old Mutual Life Insurance Limited (Kotak) and
Old Mutual Bermuda as discontinued operations. Refer to notes A2 and G5 for more information.
(2) During the year ended 31 December 2018, the Group reviewed the classification of certain expenses included in the condensed consolidated income statement.
As a result of this review certain expenses relating to the disbursement of loans and advances were reclassified from other operating and administrative expenses
to fee and commission expenses, and other acquisition costs (R514m) to better reflect the nature of these costs and align the treatment of these expenses with
the treatment of similar expenses related to the distribution of life insurance contracts.
Condensed consolidated statement of comprehensive income
For the year ended 31 December 2018
Rm Notes 2018 (Re-presented)(1)
Continuing operations
Profit after tax for the financial year 42,708 20,364
Other comprehensive income for the financial year
Items that will not be reclassified to profit or loss
Gains on property revaluations 176 109
Remeasurement gains/(losses) on defined benefit plans 46 (966)
Equity accounted investees - Share of other comprehensive income (5) -
Shadow accounting(2) (201) (154)
Income tax on items that will not be reclassified to profit or loss 10 (95)
26 (1,106)
Items that may be reclassified to profit or loss
Fair value adjustments on net investment hedges 44 446
Fair value adjustments on available-for-sale investments - 46
Debt investments at FVOCI: Net change in fair value (62) -
Fair value movement related to credit risk on borrowed funds 250 -
Currency translation differences on translating foreign operations (253) (3,200)
Exchange differences recycled to profit or loss on disposal of businesses (1,352) (1,343)
Realisation of net investment hedge on disposal of businesses - 2,680
Equity accounted investees - Share of other comprehensive income (150) -
Other movements 243 (321)
Income tax on items that may be reclassified to profit or loss - 43
(1,280) (1,649)
Total other comprehensive income for the financial year from
continuing operations (1,254) (2,755)
Discontinued operations
Total other comprehensive income for the financial year from
discontinued operations after tax G5 496 149
Total other comprehensive income for the financial year (758) (2,606)
Total comprehensive income for the financial year 41,950 17,758
Attributable to
Equity holders of the parent 35,707 12,036
Non-controlling interests
Ordinary shares 5,742 5,132
Preferred securities 501 590
Total comprehensive income for the financial year 41,950 17,758
(1) The year ended 31 December 2017 has been re-presented to reflect the Latin American businesses, Kotak and Old Mutual Bermuda as discontinued operations.
Refer to notes A2 and G5 for more information.
(2) Shadow accounting is an adjustment, permitted by IFRS 4 'Insurance contracts', to allow for the impact of recognising unrealised gains or losses on insurance
assets and liabilities in a consistent manner to the recognition of the unrealised gain or loss on financial assets that have a direct effect on the measurement of
the related insurance assets and liabilities.
Condensed consolidated supplementary income statement
For the year ended 31 December 2018
Rm 2018 2017
Mass and Foundation Cluster 3,129 3,052
Personal Finance 2,021 3,150
Wealth and Investments 1,611 1,490
Old Mutual Corporate 1,703 1,576
Old Mutual Insure 670 524
Rest of Africa 1,254 1,081
Central expenses (425) (506)
Results from Operations 9,963 10,367
Shareholder investment return 2,880 4,920
Finance costs (601) (622)
Income from associated undertakings and joint ventures 2,593 2,305
Adjusted Headline Earnings before tax and non-controlling interests 14,835 16,970
Shareholder tax (2,947) (3,535)
Non-controlling interests (376) (488)
Adjusted Headline Earnings 11,512 12,947
Reconciliation of Adjusted Headline Earnings to IFRS profit after tax
Rm Notes 2018 2017
Adjusted Headline Earnings 11,512 12,947
Investment return on Group equity and debt instruments held in
policyholder funds B3(a) (219) (1,355)
Impact of restructuring B3(b) (700) (54)
Discontinued operations B3(c) 8,129 8,870
Income from associated undertakings B3(d) (2,132) (2,346)
Residual plc B3(e) (2,349) (4,918)
Headline earnings 14,241 13,144
Impairment of goodwill and other intangible assets (627) (1,080)
Impairment of associated undertakings (265) -
Profit/(loss) on disposal of property, plant and equipment 51 (26)
Profit on disposal of subsidiaries and associated undertakings after tax 23,166 2,081
Profit after tax for the year attributable to ordinary equity holders of the parent 36,566 14,119
Dividends on preferred securities - 253
Profit after tax for the financial year attributable to equity holders of the parent 36,566 14,372
Condensed consolidated statement of financial position
At 31 December 2018
Rm Notes 2018 2017
Assets
Goodwill and other intangible assets 5,831 6,653
Mandatory reserve deposits with central banks 145 94
Property, plant and equipment 7,741 8,081
Investment property 34,512 31,903
Deferred tax assets 938 1,084
Investments in associated undertakings and joint ventures 26,679 1,789
Deferred acquisition costs 1,925 3,086
Reinsurers' share of policyholder liabilities F1 7,902 4,220
Loans and advances 21,243 21,483
Investments and securities 708,050 722,249
Current tax receivable 429 1,064
Trade, other receivables and other assets 18,315 21,875
Derivative financial instruments 2,779 4,101
Cash and cash equivalents 32,339 30,761
Assets held for sale and distribution 12,787 2,188,443
Total assets 881,615 3,046,886
Liabilities
Life insurance contract liabilities F1 143,926 159,514
Investment contract liabilities with discretionary participating features F1 188,355 193,425
Investment contract liabilities F1 287,774 288,164
Property and Casualty liabilities F1 9,099 8,285
Third-party interests in consolidated funds 77,445 81,573
Borrowed funds F2 16,888 18,866
Provisions and accruals 1,799 2,385
Deferred revenue 472 1,378
Deferred tax liabilities 4,059 5,088
Current tax payable 1,385 1,711
Trade, other payables and other liabilities 47,737 42,355
Amounts owed to bank depositors 7,213 12,440
Derivative financial instruments 5,327 4,498
Liabilities held for sale and distribution 8,716 2,043,759
Total liabilities 800,195 2,863,441
Net assets 81,420 183,445
Shareholders' equity
Equity attributable to equity holders of the parent 78,021 136,678
Non-controlling interests
Ordinary shares 3,399 40,910
Preferred securities - 5,857
Total non-controlling interests 3,399 46,767
Total equity 81,420 183,445
Condensed consolidated statement of cash flows
For the year ended 31 December 2018
2017
Rm 2018 (Re-presented)(1)
Cash flows from operating activities
Profit before tax 8,450 7,122
Non-cash movements in profit before tax 21,841 18,049
Net changes in working capital (1,375) (8,646)
Taxation paid (3,979) (3,869)
Net cash inflow from operating activities - continuing operations 24,937 12,656
Cash flows from investing activities
Net acquisitions of financial investments (4,608) (3,929)
Acquisition of investment properties (2,352) (6,139)
Proceeds from disposal of investment properties 427 69
Dividends received from associated undertakings 29 67
Acquisition of property, plant and equipment (550) (653)
Proceeds from disposal of property, plant and equipment 209 240
Acquisition of intangible assets (53) (728)
Acquisition of associated undertakings and joint ventures (1,213) (1,520)
Proceeds from disposal of subsidiaries, associated undertakings and joint
ventures 4,206 12,622
Net cash (outflow)/inflow from investing activities - continuing
operations (3,905) 29
Cash flows from financing activities
Dividends paid to
Ordinary equity holders of the Company (9,965) (5,667)
Non-controlling interests and preferred security interests (272) (394)
Interest paid (excluding banking interest paid) (899) (1,029)
Proceeds from issue of ordinary shares 251 294
Net disposal of treasury shares - ordinary shares 1,137 223
Redemption of perpetual preferred callable securities - (4,923)
Proceeds from issue of subordinated and other debt 5,736 1,715
Subordinated and other debt repaid (8,625) (11,164)
Net cash outflow from financing activities - continuing operations (12,637) (20,945)
Net cash inflow/(outflow) ? continuing operations 8,395 (8,260)
Net cash (outflow)/inflow from discontinued operations (76,420) 7,244
Effects of exchange rate changes on cash and cash equivalents 569 (1,290)
Cash and cash equivalents at beginning of the year 100,334 102,640
Cash and cash equivalents at end of the year 32,878 100,334
Comprising:
Mandatory reserve deposits with central banks 145 94
Cash and cash equivalents 32,339 30,761
Included in assets held for sale and distribution
Mandatory reserve deposits with central banks - 19,222
Cash and cash equivalents 394 50,257
Total 32,878 100,334
(1) The year ended 31 December 2017 has been re-presented to reflect the Latin American businesses, Kotak and Old Mutual Bermuda as discontinued operations.
Refer to notes A2 and G5 for more information.
In line with market practice in South Africa, cash and cash equivalents in the condensed consolidated statement of cash flows above
include mandatory reserve deposits with central banks.
Except for mandatory reserve deposits with central banks of R145 million (2017: R19,316 million) and cash and cash equivalents
consolidated as part of the consolidation of funds of R7,058 million (2017: R21,872 million), management do not consider that
there are any material amounts of cash and cash equivalents which are not available for use in the Group's day-to-day operations.
Condensed consolidated statement of changes in equity
For the year ended 31 December 2018
Millions
Number
of shares Share- Foreign Attributable
issued Property based currency to equity Total non-
and Share Share Merger Fair-value(2) revaluation payments Other translation Retained holders of controlling Total
Rm Notes fully paid capital(1) premium(1) reserve reserve reserve reserve reserves(3) reserve earnings the parent interests equity
Shareholders' equity at beginning of the year 4,933 10,150 19,324 20,639 190 2,744 3,813 969 (3,932) 82,781 136,678 46,767 183,445
Impact of adopting IFRS 9 and IFRS 15, net of taxation H2 - - - - 620 - - (914) - (2,384) (2,678) (1,659) (4,337)
Restated opening balance 4,933 10,150 19,324 20,639 810 2,744 3,813 55 (3,932) 80,397 134,000 45,108 179,108
Total comprehensive income for the financial year
Profit after tax for the financial year - - - - - - - - - 36,566 36,566 6,142 42,708
Other comprehensive income (446) (107) 340 (625) (21) (859) 101 (758)
Total comprehensive income for the financial year - - - - (446) (107) - 340 (625) 36,545 35,707 6,243 41,950
Transactions with the owners of the Company
Contributions and distributions
Dividends for the year C3 - - - - - - - - - (9,965) (9,965) (3,938) (13,903)
Equity share-based payment transactions - - - - - - 674 - - - 674 - 674
Transfer between reserves(4) - - - - (350) (1,879) (3,325) (1,085) 949 5,690 - - -
Demerger of Quilter from Old Mutual plc - - - - - - - - - (42,935) (42,935) - (42,935)
Merger reserve released from demerger of Quilter plc5 - - - (19,506) - - - - - 19,506 - - -
Unbundling of Nedbank6 - - - - - - - - - (38,867) (38,867) - (38,867)
Other movements in share capital 9 18 233 - - - - - - (466) (215) 222 7
Total contributions and distributions 9 18 233 (19,506) (350) (1,879) (2,651) (1,085) 949 (67,037) (91,308) (3,716) (95,024)
Changes in ownership and capital structure
Capital reduction of Old Mutual plc(1) - (10,079) (19,557) - - - - - - 29,636 - - -
Unbundling non-controlling interest in Nedbank - - - - - - - - - - - (44,532) (44,532)
Change in participation in subsidiaries - - - - - - - - - (378) (378) 296 (82)
Total changes in ownership and capital structure - (10,079) (19,557) - - - - - - 29,258 (378) (44,236) (44,614)
Total transactions with the owners of the Company 9 (10,061) (19,324) (19,506) (350) (1,879) (2,651) (1,085) 949 (37,779) (91,686) (47,952) (139,638)
Shareholders' equity at end of the year 4,942 89 - 1,133 14 758 1,162 (690) (3,608) 79,163 78,021 3,399 81,420
(1) On 22 June 2018, Old Mutual plc reduced the nominal value of its ordinary share capital and cancelled its share premium accounts through the creation of
distributable reserves. As a result, R10,079 million and R19,557 million respectively was transferred to retained earnings. Refer to note A2 for more information.
(2) The available-for-sale reserve is no longer applicable from 1 January 2018 due to the implementation of IFRS 9. Refer to note H for more information.
(3) Included in the closing balance for other reserves is R442 million liability credit reserve on borrowed funds. The Group recognises fair value gains and losses
on the borrowed funds designated at fair value through profit or loss. The cumulative fair value gains and losses as a result of changes in the credit risk of the
issued bonds are recognised in other comprehensive income and not in profit or loss. The balance of the total fair value gains and losses on these instruments
is recognised in profit or loss.
(4) Transfers between reserves include R1,136 million transferred from the share-based payment reserve to retained earnings relating to Quilter as a result of the
accelerated vesting of employee share schemes.
(5) As a result of the distribution and initial public offering of Old Mutual plc's entire shareholding in Quilter, merger reserves of R19,506 million were transferred to
retained earnings.
(6) Distribution of the fair value of the investment in Nedbank not retained after unbundling. Refer to note A2 for more information.
Condensed consolidated statement of changes in equity
For the year ended 31 December 2017
Millions
Number Share- Foreign Perpetual Attributable
of shares Available- Property based currency preferred to equity Total non-
issued and Share Share Merger for-sale revaluation payments Other translation Retained callable holders of controlling
Rm Notes fully paid capital premium reserve reserve reserve reserve reserves reserve earnings securities the parent interests Total equity
Shareholders' equity at beginning of the year 4,930 10,145 19,036 22,422 163 2,624 6,492 266 (2,043) 71,041 4,532 134,678 52,234 186,912
Total comprehensive income for the
financial year
Profit after tax for the financial year - - - - - - - - - 14,119 253 14,372 5,992 20,364
Other comprehensive income 27 54 - 1,088 (1,889) (1,616) - (2,336) (270) (2,606)
Total comprehensive income for the
financial year - - - - 27 54 - 1,088 (1,889) 12,503 253 12,036 5,722 17,758
Transactions with the owners of the Company
Contributions and distributions
Dividends for the year C3 - - - - - - - - - (5,667) (259) (5,926) (3,617) (9,543)
Tax relief on dividends paid - - - - - - - - - - 6 6 - 6
Equity share-based payment transactions - - - - - - (639) - - 532 - (107) - (107)
Transfer between reserves - - - - - - (2,040) - - 2,040 - - - -
Proceeds from BEE transactions - - 218 - - - - - - - - 218 - 218
Merger reserve released - - - (1,783) - - - - - 1,783 - - - -
Additional Tier 1 capital instruments issued - - - - - - - - - - - - 600 600
Preferred securities repurchased - - - - - - - - - (240) (4,532) (4,772) - (4,772)
Other movements in share capital 3 5 70 - - 66 - (385) - 86 - (158) - (158)
Total contributions and distributions 3 5 288 (1,783) - 66 (2,679) (385) - (1,466) (4,785) (10,739) (3,017) (13,756)
Changes in ownership
Disposal of a non-controlling interest in OM Asset
Management plc - - - - - - - - - - - - (9,432) (9,432)
Change in participation in subsidiaries - - - - - - - - - 703 - 703 1,260 1,963
Total changes in ownership - - - - - - - - - 703 - 703 (8,172) (7,469)
Total transactions with the owners of the
Company 3 5 288 (1,783) - 66 (2,679) (385) - (763) (4,785) (10,036) (11,189) (21,225)
Shareholders' equity at end of the year 4,933 10,150 19,324 20,639 190 2,744 3,813 969 (3,932) 82,781 - 136,678 46,767 183,445
Notes to the Condensed Consolidated Financial Statements
For the year ended 31 December 2018
A: SIGNIFICANT ACCOUNTING POLICIES
A1: Basis of preparation
Old Mutual Limited (the Company) is a company incorporated in South Africa. On 25 June 2018, the Company became
the parent of Old Mutual plc through a share for share exchange, with the Company receiving the entire net asset value
of Old Mutual plc, the original parent company of the Old Mutual Group and its subsidiaries (mainly Old Mutual Emerging
Markets and Nedbank), in exchange for the issue of ordinary shares of the Company to the original shareholders of Old
Mutual plc. This was a reorganisation of the existing Group and, although there was a change in legal ownership, there was
no change in the economic substance of the reporting entity. Therefore the transaction was not a business combination as
defined by IFRS 3 'Business Combinations' and the condensed consolidated financial statements (financial statements) have
consequently been prepared as a continuation of the existing Group.
The financial statements for the year ended 31 December 2018 consolidate the results of the Company and its subsidiaries
(together 'the Group') and equity account the Group's interest in associates and joint ventures (other than those held by
investment-linked insurance funds which are accounted for as investments at fair value through profit or loss).
The financial statements comprise the condensed consolidated statement of financial position at 31 December 2018,
condensed consolidated income statement, condensed consolidated statement of comprehensive income, condensed
consolidated supplementary income statement, condensed consolidated statement of changes in equity, and condensed
consolidated statement of cash flows for the year ended 31 December 2018 and explanatory notes. The financial statements
have been prepared under the supervision of C.G. Troskie CA(SA) (Chief Financial Officer) on the going concern basis, which
the directors believe is appropriate. The Directors of the Group take full responsibility for the preparation of this report. The
Group's independent auditors KPMG Inc. and Deloitte & Touche reviewed these financial statements and their unmodified
review conclusion is presented on page 56. The auditors' review report does not necessarily report on all of the information
contained in these reviewed preliminary annual results. Shareholders are therefore advised that in order to obtain a full
understanding of the nature of the auditors' engagement they should refer to the auditors' review report on page 56. Any
reference to future financial performance has not been reviewed by or reported on by the Group's auditors.
The financial statements are prepared in accordance with the requirements of the JSE Limited Listings Requirements for
preliminary reports and the requirements of the Companies Act No 71 of 2008 of South Africa. The Listings Requirements
require preliminary reports to be prepared in accordance with the framework concepts and the measurement and
recognition requirements of International Financial Reporting Standards (IFRS) and the SAICA Financial Reporting
Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by Financial Reporting
Standards Council and to also, as a minimum, contain the information required by IAS 34 Interim Financial Reporting.
The accounting policies applied in the preparation of these financial statements are in terms of IFRS and are consistent with
those applied in the preparation of the Group's 2017 consolidated financial statements, except for standards, amendments
to standards and interpretation adopted in the 2018 condensed consolidated financial statements. Refer to note H for
more information.
Details for businesses classified as held for sale and distribution and as discontinued operations are set out in note G5.
Comparative information
Comparative information presented at and for the year ended 31 December 2017 within these financial statements has
been correctly extracted from the Group's audited consolidated financial statements for the year ended 31 December 2017
(prior year financial statements), re-presented for businesses classified as discontinued operations during the year ended
31 December 2018, if appropriate, as described in note G5.
The prior year financial statements were prepared for the purposes of Group reporting in accordance with IFRS and
consolidate the financial information of Old Mutual plc and its subsidiaries and equity accounts the interest in associated
undertakings and joint ventures (other than those held by investment-linked insurance funds and venture capital divisions
which are accounted for as investments at fair value through profit or loss), after converting it to rand. This is consistent
with the preparation of the Historical Financial Information of Old Mutual plc (HFI) as at and for the three years ended 31
December 2017 that was prepared solely for the inclusion in the Old Mutual Limited Prospectus and Pre Listing Statement
published on 20 April 2018.
The accounting policies adopted in the preparation of both the prior year financial statements and the HFI have been
applied consistently to all periods presented.
The information presented in the financial statements is equivalent to that presented in the HFI with the exception of the
condensed consolidated statement of changes in equity. In preparation of the Old Mutual Limited financial statements, in accordance
with IFRS, certain components of equity have been re-presented as at 1 January 2015. The Group believes that it is more
appropriate to reflect rand only components of equity at the historical rand rate as opposed to the exchange rate used at
1 January 2015, when converting Old Mutual plc balances from sterling to rand for the purposes of the HFI. The reserves
and related amounts impacted are reductions to the available for sale reserve (R503 million), property revaluation reserve
(R660 million) and share-based payment reserve (R1,001 million), with a corresponding increase of R2,164 million to retained
earnings. Overall, this re-presentation is a transfer between reserves and has no impact on the shareholders equity or non-
controlling interests of the Group.
Accounting policy elections
The following significant accounting policy elections have been made by the Group:
Area Details
Financial instruments The Group has elected to designate certain financial assets
and liabilities at fair value through profit and loss to reduce
the accounting mismatch that would arise otherwise.
This measurement election is typically utilised in respect
of financial assets held to support liabilities in respect of
contracts with policyholders.
Regular way purchases or sales of financial assets are
recognised and derecognised using trade date accounting.
Investment properties The Group has elected to recognise all investment
properties at fair value, with changes in fair value being
recognised in profit or loss.
Owner-occupied property Owner-occupied property is stated at revalued amounts.
Revaluation surpluses are recognised through other
comprehensive income.
Investment in venture capital divisions and In venture capital divisions and investment-linked insurance
investment-linked insurance funds funds, the Group has elected to carry associate and joint-
venture entities at fair value through profit or loss.
Investments in subsidiaries, associate companies and The Group has elected to recognise these investments at
joint ventures cost in the Company financial statements.
Foreign currency translation
Foreign currency transactions
The presentation currency of the Company and the Group is South African rand (ZAR). Transactions in foreign currencies
are converted into the relevant functional currency at the rate of exchange ruling at the date of the transaction. Monetary
assets and liabilities denominated in foreign currencies are translated into the relevant functional currency at rates of
exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies that are
stated at fair value are translated into the functional currency at foreign exchange rates ruling at the dates the fair values
were determined. Non-monetary assets and liabilities denominated in foreign currencies that are stated at historical cost
are converted into the functional currency at the rate of exchange ruling at the date of the initial recognition of the asset
and liability and are not subsequently retranslated. Exchange gains and losses on the translation and settlement during
the period of foreign currency assets and liabilities are recognised in profit or loss. Exchange differences for non-monetary
items are recognised in the condensed consolidated statement of other comprehensive income when the changes in the fair value of
the non-monetary item are recognised in the condensed consolidated statement of other comprehensive income, and in profit or loss
if the changes in fair value of the non-monetary item are recognised in profit or loss.
Changes in functional currency
The functional currency reflects the underlying transactions, events and conditions. As a result, a change in functional
currency is considered a rare event. Changes in functional currency are accounted for prospectively from the date of the
change. Assets and liabilities accounted for in the previous functional currency is translated into the new functional currency
at the spot exchange rate at the date of change. The impact of translating foreign currency balances is recognised in profit
or loss as a foreign exchange gain or loss. The translated amounts of non-monetary assets and liabilities are considered as
the historical cost of these items.
Translation of foreign operations into the Group's presentation currency
The assets and liabilities of foreign operations are translated from their respective functional currencies into the Group's
presentation currency, using the year-end exchange rates, and their income and expenses using the average exchange rates
for the year. Cumulative translation gains and losses up to 1 January 2015, being the effective date of the Group's conversion
to IFRS, were reset to zero. Other than in respect of cumulative translation gains and losses up to 1 January 2015, cumulative
unrealised gains or losses resulting from translation of functional currencies to the presentation currency are included as a
separate component of shareholders' equity. To the extent that these gains and losses are effectively hedged, the cumulative
effect of such gains and losses arising on the hedging instruments are also included in that component of shareholders'
equity. Upon the disposal of subsidiaries, the cumulative amount of exchange differences post 1 January 2015, deferred in
shareholders' equity, net of attributable amounts in relation to hedged net investments, is recognised in profit or loss.
The exchange rates used to translate the operating results, assets and liabilities of key foreign businesses to rand are:
2018 2017
Statement Statement
Income of financial Income of financial
statement position statement pos sition (closing
(average rate) (closing rate) (average rate) rate)
Pound sterling 17.6892 18.2978 17.1493 16.7565
US dollar 13.2500 14.3467 13.3107 12.3902
Kenyan shilling 0.1308 0.1410 0.1287 0.1201
Change in functional currency of Group entities in Zimbabwe
Entities in Zimbabwe have been operating in a multi-currency regime since the adoption of multiple currencies by
the Zimbabwean Government in 2009. The US dollar and South African rand were initially used the most, however,
over time the US dollar was designated as the functional and presentation currency for our businesses in Zimbabwe
entities. The continued dollar shortages experienced in Zimbabwe has led to the increased use of electronic and
plastic money through the Real Time Gross Settlement (RTGS) system, giving rise to parallel market activities and
multiple pricing mechanisms where bond notes and RTGS balances have been trading at a discount to the official
US dollar exchange rate. The increased reliance on RTGS bank balances, which was introduced as a settlement
mechanism, effectively resulted in RTGS becoming a de facto currency.
On 1 October 2018, the Reserve Bank of Zimbabwe (RBZ) directed all banks to ring-fence Nostro foreign currency
accounts (FCAs) by separating them into two categories, namely Nostro FCAs and RTGS FCAs. Authorities maintained
that the US Dollar represented in the RTGS system was at a 1:1 exchange ratio, however, there was growing consensus
amongst market participants that the economic reality was different. In line with industry consensus on the matter,
this event and industry discussion that followed led to a change in functional currency to RTGS for our businesses
operating in Zimbabwe, with effect from 1 October 2018. The vast majority of premiums and fees from our customers
are received and settled in Bond Notes and RTGS.
On 20 February 2019 the reserve bank of Zimbabwe announced that the RTGS would be recognised as an official
currency and that an inter-bank foreign exchange market would be established to formalise trading in RTGS
balances with other currencies. For the purposes of 2018 reporting an RTGS US dollar exchange rate of 3.3 to 1 (RTGS
rate) has been estimated. The inputs considered in this estimate include the recent announcement to increase the
fuel price for those settling in RTGS, global relative fuel prices and the official inflation rate. Another observable input
taken into consideration was the premium at which the Old Mutual and PPC shares trade on the Zimbabwe stock
exchange versus The Johannesburg Stock Exchange.
The application of the change in functional currency has been applied prospectively in our financial results for the
period. For inclusion in the condensed consolidated income statement and cash flow statement of the Group. Results for our
businesses have been translated at the average US dollar exchange rate for the period up to 30 September 2018 and
at the estimated RTGS rate for the remaining three months of the financial year. For inclusion in the condensed consolidated
statement of financial position, Zimbabwe results have been translated at the RTGS rate.
The table below summarises the exchange rates at which our businesses in Zimbabwe have been translated into
South African rand:
Period Functional currency Average rate Closing rate
1 January 2018 to 30 September 2018 US dollar 12.89 n/a
1 October 2018 to 31 December 2018 RTGS 4.321(1) 4.352(2)
(1) Calculated using the average US dollar to rand exchange rate of R14.24 for the period 1 October 2018 to 31 December 2018 divided by the RTGS rate
of 3.3 to 1 US dollar.
(2) Calculated using the closing US dollar to rand exchange of R14.35 at 31 December 2018 divided by the RTGS rate of 3.3 to 1 US dollar.
The RTGS ratio is sensitive to a number of variables. The sensitivity table below outlines the impact to Adjusted
Headline Earnings, IFRS profit and loss and net asset value for changes in the RTGS rate:
RTGS: RTGS:
USD As reported USD
RM 2.5:1 3.3:1 5:1
Adjusted Headline Earnings 11,754 11,512 11,279
Profit after tax attributable to equity holders of the parent 36,809 36,566 36,333
Equity attributable to the equity holders of the parent 78,792 78,021 77,203
Basis of preparation of Adjusted Headline Earnings and Adjusted Headline Earnings per share
Purpose of Adjusted Headline Earnings
Adjusted Headline Earnings (AHE) is an alternative non-IFRS profit measure used alongside IFRS profit to assess performance
of the Group. It is calculated as headline earnings adjusted for items not reflective of the long-term economic performance
of the Group (note B4).
AHE is one of the key performance indicators by which operational performance is monitored and managed, and it is one
of a range of measures by which management performance and remuneration is assessed. In addition it is used in setting
the dividend to be paid to shareholders.
Due to the complexity introduced into IFRS profit by the transactions required to execute Managed Separation and the long-
term nature of the Group's operating businesses, management considers that AHE is an appropriate alternative basis by
which to assess the operating results of the Group and that it enhances the comparability and understanding of the financial
performance of the Group. AHE utilises headline earnings as defined by SAICA Circular 4/2018 as its base. Adjustments
applied to headline earnings in order to calculate AHE remove the impact of certain IFRS accounting treatments where
the asset treatment under IFRS is inconsistent with the measurement of the related policyholder liability, significant non-
recurring expenses or income specifically related to material acquisitions, disposals or fundamental restructuring (such as
Managed Separation), the results of businesses classified as discontinued operations and the results of Residual plc.
The Group Audit Committee regularly reviews the determination of AHE and the use of adjusting items to confirm that
it remains an appropriate basis on which to analyse the operating performance of the Group. The Committee assesses
refinements to the policy on a case-by-case basis, and seeks to minimise such changes in order to maintain consistency
over time.
Scope of businesses included in AHE
AHE includes the operating results of the Mass and Foundation Cluster, Personal Finance, Wealth and Investments, Old
Mutual Corporate, Old Mutual Insure, Rest of Africa and Other Group Activities segments. These are considered to be the
core continuing operations of the Group. Residual plc is considered to be non-core as it is not part of the Group's principal
operations due to the fact that it is in the process of winding down. Consequently it is removed from AHE. Refer to note B3
for more information.
The results of Nedbank, Quilter, the Latin American businesses, Old Mutual Bermuda and Kotak Mahindra Old Mutual Life
Insurance Limited are currently classified as discontinued operations in the condensed consolidated income statement, and have
therefore been excluded in the determination of AHE to aid comparability between financial years. Refer to notes A2 and G5.
A2: Significant corporate activity and business changes during the year
Transactions during the year required to implement Managed Separation
Reorganisation of the Group structure
The following transactions were effected during the year as part of the execution of Managed Separation:
- On 6 March 2018, Old Mutual Limited was converted to a public company.
- On 22 June 2018, Old Mutual plc reduced the nominal value of its ordinary share capital and cancelled its share
premium account through the creation of distributable reserves in terms of a UK court sanctioned scheme. As a result,
R10,079 million and R19,557 million respectively were transferred to retained earnings. On 25 June 2018, Old Mutual plc
reclassified certain of its existing ordinary shares into 'A-ordinary shares'. These A-ordinary shares were then cancelled
and an equivalent number of new ordinary shares were issued to Old Mutual Limited, the new parent company of Old
Mutual plc. On 25 June 2018, the ordinary shares that were not classified as A-ordinary shares were transferred to Old
Mutual Limited. Following these transactions, Old Mutual plc became a wholly owned subsidiary of Old Mutual Limited.
Consequently, Old Mutual plc is no longer listed on the London Stock Exchange (LSE), Johannesburg Stock Exchange
(JSE), Zimbabwe Stock Exchange (ZSE), Namibian Stock Exchange (NSX) or Malawi Stock Exchange (MSE).
- On 25 June 2018, Old Mutual plc announced the closing of the initial public offering of 182.5 million shares, representing
9.6% of the total issued share capital of Quilter at a price of 2,588 cents (145 pence) per share by way of primary listing
of Quilter shares on the LSE and secondary listing on the JSE. Total net proceeds arising from this transaction, after
underwriting and other transaction costs, were R4,206 million. Further, on 25 June 2018, Old Mutual plc distributed
R42,935 million, representing 86.6% of the total issued share capital of Quilter to the Old Mutual plc shareholders. The
remaining 3.8% of the total issued share capital of Quilter is held by the Joint Share Ownership Plan (JSOP) Trustee on
behalf of certain management and staff of Quilter.
- A profit on the demerger of Quilter of R4,023 million has been recognised in profit or loss. This includes foreign currency
translation gain recycled to profit or loss of R1,352 million. In addition, merger reserves of R19,506 million have been
transferred to retained earnings.
- Included in the initial public offering of 182.5 million shares, were 16.5 million shares that were subject to an over-allotment
option. On 26 July 2018, 2.7 million of these shares were partially exercised by underwriters, raising cash proceeds of R66
million (GBP3.8 million). On 21 August 2018, the remaining 13.8 million shares were sold, raising cash proceeds of R379 million
(GBP20.5 million).
- On 26 June 2018, Old Mutual Limited listed on the Main Board of the JSE with a standard listing on the LSE and
secondary listings on the stock exchanges of Malawi, Namibia and Zimbabwe.
- On 15 October 2018, the Group announced the completion of the unbundling of the majority of its shareholding in
Nedbank Group Limited to its shareholders. Pursuant to the unbundling, each eligible shareholder received 3.21176
Nedbank shares for every 100 Old Mutual Limited shares held on Friday 12 October 2018. As a consequence of the
unbundling, the Group's stake in Nedbank's equity decreased from 54% (on an IFRS basis) to an equity accounted
interest of 19.9% and a policyholder interest of 1.46% at fair value through profit or loss at 15 October 2018. In accordance
with the criteria set out in IFRS 10 'Consolidated Financial Statements', the Group no longer considered that it exercised
control over the business from 15 October 2018. This resulted in Nedbank being deconsolidated from the Group financial
statements and instead being equity accounted for as an associated undertaking. At the point of deconsolidation, the
residual holding in Nedbank was revalued based on the market value prevailing at that time.
On 21 December 2018, an odd lot offer was executed by Nedbank, increasing the Group's shareholding to 20.2%. Due to the
close proximity to year end, the equity accounted earnings attributable to the Group's investment in Nedbank has been
included in the condensed consolidated income statement at an effective rate of 19.9%.
The total fair value of the deemed distribution of all Nedbank shares owned by the Group, net of transaction and underwriting
costs was R66,225 million. A profit of R19,152 million was realised as a result of the deemed distribution of Nedbank shares,
comprising the difference between the market value of all shares held by the Group, net of transaction costs (R66,225 million)
and the Group's share of the consolidated net asset value of Nedbank (R47,072 million) on 15 October 2018.
The fair value of the deemed distribution at 15 October 2018 comprised:
- The fair value of the portion distributed to Old Mutual Limited shareholders of R38,867 million plus,
- The fair value of the 19.90% retained interest of R24,376 million plus,
- The fair value of the 1.46% policyholder interest of R1,762 million plus,
- Transaction costs and the fair value of shares held by share trusts and investment funds of R1,220 million.
Following the Group reorganisation, Old Mutual Limited consists of the Group's operating segments (Mass and Foundation
Cluster, Personal Finance, Old Mutual Corporate, Wealth and Investments, Old Mutual Insure, Rest of Africa and Other Group
Activities), the Group's 20.2% holding in Nedbank and Residual plc.
Existing share-based payment arrangements
Following Managed Separation and the respective listings of Quilter and Old Mutual Limited, the ordinary shares held
by various employee share schemes of the Old Mutual plc Group have been replaced by the ordinary shares of Quilter,
Nedbank and Old Mutual Limited. The end result of the execution of the schemes was that for every three Old Mutual plc
shares held, employee shareholders received one ordinary share in Quilter and three ordinary shares in Old Mutual Limited.
Following the unbundling of Nedbank, each employee shareholder received 3.21176 Nedbank shares for every 100 Old
Mutual Limited shares held. This resulted in a modification of the underlying share awards as Quilter and Nedbank shares
became unrestricted in the hands of employees, subject to existing share-based payment arrangements of the Old Mutual
plc Group.
The distribution of Quilter and Nedbank shares to employee shareholders was a return of capital to shareholders and
therefore employees were no longer subject to any vesting conditions of the existing share-based payment arrangements.
As such it is viewed to be a partial settlement of the award which leads to an accelerated vesting of the IFRS 2 charge as it
relates to the Quilter and Nedbank portions of the original award.
The share for share exchange and the distribution of Quilter and Nedbank shares has led to an after tax accelerated vesting
charge of R354 million recognised in the condensed consolidated income statement. This charge has been removed in the
determination of AHE.
Disposals announced during the period but not yet completed
Disposal of the Latin American businesses
On 16 March 2018, the Group announced its agreement to sell the Latin American businesses, comprising OM Latin America
Holdco UK Limited and AIVA Holding Group S.A, to Lily Bermuda Capital Limited (SPV domiciled in Bermuda), owned by
CMIG International Holding Private Limited. The transaction is currently subject to usual regulatory approvals and customary
closing conditions. As at 31 December 2018, the sale of the Latin American businesses remains on track to be completed in
the first half of 2019. The use of proceeds from the sale, expected to be R4,412 million ($307.5 million), will be assessed as
part of the Group's Capital framework, taking into account our solvency capital position and projections at the time.
As a consequence of the agreed sale, the Latin American businesses have been classified as held for sale and consequently
as discontinued operations at 31 December 2018. Refer to note G5 for more information.
Other activities during the year
Lions Head Investments
On 23 May 2018, OMP Investment Company Proprietary Limited (OMP Investco), a subsidiary of Old Mutual Real Estate
Holding Company Proprietary Limited (OMREHC) purchased a controlling 60.81% stake in Lions Head Investments (LHI),
a property management company based in Bulgaria. The transaction has been accounted for as a business combination in
accordance with IFRS 3 'Business Combinations'. The purchase price paid for LHI amounted to R226 million (EUR15.5 million).
The net asset value for the stake purchased was R229 million (EUR15.7 million). Consequently a gain on bargain purchase of
R3 million (EUR0.2 million) has been recognised.
On 14 June 2018, OMP Investco, through LHI, also purchased 100% of the equity of Portland Trust Developments s.r.l (Portland
A&B/Oregon). The transaction has been accounted for as a business combination in accordance with IFRS 3 'Business
Combinations'. The purchase price paid was R673 million (EUR45.8 million). The net asset value at the date of purchase was
R657 million (EUR44.7 million), resulting in goodwill of R16 million (EUR1.1 million) being recognised.
On 20 July 2018, OMP Investco, through LHI, also purchased 100% of the equity of Megapark OOD (Megapark). The transaction
has been accounted for as a business combination in accordance with IFRS 3 'Business Combinations'. The purchase price
paid was R238 million (EUR15.1 million). The net asset value at the date of purchase was R176 million (EUR11.2 million), resulting in
goodwill of R62 million (EUR3.9 million) being recognised.
Total investment properties acquired as a result of these transactions amounted to R3,788 million (EUR252.4 million). These
investment properties form part of the Group's long term insurance policyholder investment portfolio, backing linked and
with-profit insurance and investment contracts.
A3: Critical accounting estimates and judgements
The preparation of financial statements requires management to make judgements, estimates and assumptions that affect
the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Actual results may
differ from these estimates.
The critical accounting estimates and judgements made by management in applying the Group's accounting policies and
the key sources of estimation uncertainty for the year ended 31 December 2018 were the same as those that applied to the
condensed consolidated financial statements of Old Mutual Limited for the year ended 31 December 2017, with the exception of new
critical accounting estimates detailed in note L arising from the changes in accounting policies.
In the current and prior years, the Group applied significant judgement in the classification of Nedbank, Quilter, the Latin
American businesses and Old Mutual Bermuda as discontinued operations and the Latin American businesses as assets and
liabilities held for sale and distribution.
These classifications did not have any valuation impact on the underlying assets and liabilities. Refer to note G5 for more
information.
B: SEGMENT INFORMATION
B1: Basis of segmentation
The execution of Managed Separation, as described in note A1 and note A2, constituted a reorganisation of the
previous Old Mutual plc Group, resulting in the formation of two new groups, Old Mutual Limited and Quilter. The executive
management team of Old Mutual Limited, with the support of the Board, was responsible for the assessment of performance
and the allocation of resources of the continuing business operations during the period under review. The reorganisation
resulted in a change in the composition of the Group's operating segments that is reported to the Chief Operating Decision
Maker (CODM), viewed to be the executive management team of Old Mutual Limited. As such, the new segment structure
has been reflected in the required disclosures in both the current year and comparative information.
The Group manages its business through the following operational segments, which are supported by central shareholder
activities and enabling functions.
- Mass and Foundation Cluster: A retail segment that operates in Life and Savings, Banking and Lending. It provides
simple financial services products to customers in the low-income and lower-middle income markets. These products are
divided into four categories being (i) risk, including funeral cover, (ii) savings, (iii) lending and (iv) transactional products.
- Personal Finance: A retail segment that operates primarily in Life and Savings. It provides holistic financial advice and
long-term savings, investment, income and risk products and targets the middle-income market.
- Wealth and Investments: Operates across Life and Savings and Asset Management through four distinct businesses:
(i) Wealth, a retail segment targeting high income and high net worth individuals, that provides vertically integrated
advice, investment solutions and funds, and other financial solutions, (ii) Asset Management comprising eight investment
boutiques that provide asset management services to retirement and benefit funds and to the retail market in partnership
with Wealth, (iii) Alternatives, an unlisted alternatives investment business, and (iv) Specialised Finance, a proprietary risk
and investment capability which manages and supports the origination of assets.
- Old Mutual Corporate: Operates in Life and Savings and primarily provides Group risk, investments, annuities and
consulting services to employee-sponsored retirement and benefit funds.
- Old Mutual Insure: Provides Property and Casualty insurance products through three operational businesses: (i) personal,
(ii) commercial, and (iii) corporate.
- Rest of Africa: Operates in Life and Savings, Property and Casualty (including health insurance), Banking and Lending
(including micro-lending) and Asset Management. The segment operates in 12 countries across three regions:
Southern Africa, East Africa and West Africa.
- Other Group Activities: Comprises the activities related to the management of the Group's capital structure. This
includes the management of shareholder investment assets including the associated shareholder investment return and
third-party borrowings including the associated finance costs. Also included are net assets and operations of Residual
plc and investments in associated undertakings. Subsequent to the Nedbank unbundling, the Group retained a minority
shareholding of 19.9%, managed as part of Other Group Activities.
Presentation and disclosure
Results from Operations measures the operational performance of the Group and together with items such as investment
return, finance costs and income from associated undertakings, the Group's profit measure, AHE is derived. AHE by definition
excludes discontinued operations and Residual plc, which do not form part of core continuing businesses of Group, and
certain of the discontinued operations are a function of the reorganisation and the application of predecessor accounting.
Nedbank, Quilter, the Latin American businesses, Kotak and Old Mutual Bermuda have been classified as discontinued
operations. In line with IFRS 8 par 28 (b), discontinued operations have been disclosed as a reconciling item between the
segment profit measure and total IFRS profit after tax of the Group.
The Group is in the process of a fundamental multi-year transformation of its finance function, transitioning from a legal
entity view to a segment approach to better reflect the balance sheet economics and levers to drive value.
B2: Reconciliation of Results from operations to Profit after tax\
Year ended 31 December 2018
Mass and Elimination of Total
Foundation Personal Wealth and Old Mutual Old Mutual Other Group intra-segment continuing Discontinued Total
Rm Cluster Finance Investments Corporate Insure Rest of Africa Activities transactions operations operations IFRS
Results from operations 3,129 2,021 1,611 1,703 670 1,254 (425) - 9,963 - 9,963
Shareholder investment return - - - - 185 1,805 890 - 2,880 - 2,880
Finance costs - - - - (46) - (555) - (601) - (601)
Income from associated undertakings - - - - - - 2,593 - 2,593 - 2,593
Adjusted Headline Earnings before tax and non-controlling interests 3,129 2,021 1,611 1,703 809 3,059 2,503 - 14,835 - 14,835
Shareholder tax (945) (547) (358) (470) (208) (515) 96 - (2,947) - (2,947)
Non-controlling interests (150) 1 (1) - (34) (192) - - (376) - (376)
Adjusted Headline Earnings 2,034 1,475 1,252 1,233 567 2,352 2,599 - 11,512 - 11,512
Investment return adjustment for Group equity and debt instruments held in
policyholder funds 18 43 18 173 - - (471) - (219) - (219)
Impact of restructuring (36) (58) (54) (26) (70) (66) (390) - (700) - (700)
Profit from discontinued operations after tax - - - - - - - (387) (387) 8 516 8,129
Income from associated undertakings - 19.9% of Nedbank - - - - - - (2,132) - (2,132) - (2,132)
Residual plc - - - - - - (2,349) - (2,349) - (2,349)
Headline earnings 2,016 1,460 1,216 1,380 497 2,286 (2,743) (387) 5,725 8,516 14,241
Headline earnings adjustments 1 2 (44) 9 (3) (552) (254) (9) (850) 23,175 22,325
Profit for the financial year attributable to equity holders 2,017 1,462 1,172 1,389 494 1,734 (2,997) (396) 4,875 31,691 36,566
Non-controlling interests
Ordinary shares 150 (1) 1 - 34 (75) 13 - 122 5,519 5,641
Preferred securities - - - - - - - - - 501 501
Profit after tax for the financial year 2,167 1,461 1,173 1,389 528 1,659 (2,984) (396) 4,997 37,711 42,708
Year ended 31 December 2017
Mass and Elimination of Total
Foundation Personal Wealth and Old Mutual Old Mutual Other Group intra-segment continuing Discontinued Total
Rm Cluster Finance Investments Corporate Insure Rest of Africa Activities transactions operations operations IFRS
Results from operations 3,052 3,150 1,490 1,576 524 1,081 (506) - 10,367 - 10,367
Shareholder investment return - - - - 436 3,071 1,413 - 4,920 - 4,920
Finance costs - - - - - - (622) - (622) - (622)
Income from associated undertakings - - - - - - 2,305 - 2,305 - 2,305
Adjusted Headline Earnings before tax and non-controlling interests 3,052 3,150 1,490 1,576 960 4,152 2,590 - 16,970 - 16,970
Shareholder tax (948) (880) (304) (442) (213) (453) (295) - (3,535) - (3,535)
Non-controlling interests (135) 2 (2) - (17) (344) 8 - (488) - (488)
Adjusted Headline Earnings 1,969 2,272 1,184 1,134 730 3,355 2,303 - 12,947 - 12,947
Investment return adjustment for Group equity and debt instruments held in
policy holder funds - - - - - - (1,355) - (1,355) - (1,355)
Impact of restructuring - - 213 - - - (267) - (54) - (54)
Profit from discontinued operations after tax - - - - - - - (465) (465) 9,335 8,870
Income from associated undertakings - 19.9% of Nedbank - - - - - - (2,346) - (2,346) - (2,346)
Residual plc - - - - - - (4,918) - (4,918) - (4,918)
Headline earnings 1,969 2,272 1,397 1,134 730 3,355 (6,583) (465) 3,809 9,335 13,144
Headline earnings adjustments - - - - (11) (728) 197 - (542) 1,517 975
Dividends from preferred securities - - - - - - 253 - 253 - 253
Profit for the financial year attributable to equity holders 1,969 2,272 1,397 1,134 719 2,627 (6,133) (465) 3,520 10,852 14,372
Non-controlling interests
Ordinary shares 135 (2) 2 - 17 (122) (169) - (139) 5 541 5 402
Preferred securities - - - - - - - - - 590 590
Profit after tax for the financial year 2,104 2,270 1,399 1,134 736 2,505 (6,302) (465) 3,381 16,983 20,364
B3: Headline earnings adjusting items
Adjusted Headline Earnings (AHE) is the Group's alternative profit measure used by management to assess the performance
of the Group. It is calculated as headline earnings in accordance with JSE Listing Requirements and SAICA circular 04/2018
adjusted for items not reflective of the long term economic performance of the Group. The adjustments from headline
earnings to AHE are explained below.
(a) Investment return adjustment for Group equity and debt instruments held in policyholder funds
Represents the investment returns on policyholder investments in Group equity and debt instruments held by the Group's
policyholder funds. This include investments in the Company's ordinary shares and the subordinated debt and ordinary
shares issued by subsidiaries of the Group. These investment returns are eliminated within the condensed consolidated income
statement in arriving at profit before tax, but are added back in the calculation of AHE. This ensures consistency with the
measurement of the related policyholder liability.
(b) Impact of restructuring
Represents the elimination of non-recurring expenses or income related to material acquisitions, disposals or a fundamental
restructuring of the Group (such as Managed Separation). This adjustment would therefore include items such as the costs
or income associated with completed acquisitions or disposals and the release of any acquisition date provisions. These
items are removed from AHE as they are not representative of the operating activity of the Group and by their nature they
are not expected to persist in the long term.
(c) Discontinued operations
Represents the removal of the profit after tax associated with discontinued operations. These businesses are not considered
part of the Group's principal operations due to the fact they have been or are in the process of being sold or distributed and
therefore will not form part of the Group going forward. The profit attributable to these businesses is therefore removed
from AHE. For the year ended 31 December 2018 this adjustment includes the profit attributable to Quilter, Nedbank, the
Latin American businesses and Old Mutual Bermuda. For the year ended 31 December 2017, discontinued operations also
includes the profit related to Kotak.
(d) Income from associated undertakings
Represents the reversal of any differences between the IFRS accounting treatment in respect of our shareholding in Nedbank
and the treatment applied in AHE. In AHE we account for the headline earnings related to 19.9% of Nedbank. This represents
our effective ownership held in the shareholder funds of Old Mutual Life Assurance Company (South Africa) Limited post the
unbundling transaction which occurred on 15 October 2018. During December 2018 Nedbank completed an odd lot offer
which had the effect of increasing our effective ownership to 20.2%. This will have a marginal positive impact on earnings
reported in the 2019 financial year. In accordance with IFRS, the Nedbank shareholding of approximately 54% held until
the point of the unbundling transaction was classified as held for distribution and our related share of Nedbank's profits
presented as part of the discontinued operations in the condensed consolidated income statement until the point of unbundling.
These earnings are therefore included in the adjustment labelled as discontinued operations. This adjustment ensures that these
earnings are not double counted in the reconciliation. Any difference between our share of Nedbank's headline earnings
reported as part of AHE and the share of associated undertakings profit after tax relating to Nedbank reported in our IFRS
income statement are also adjusted for in this line item.
(e) Residual plc
Represents the elimination of the results of businesses or operations classified as non core. In the current and comparative
period this represents the net losses associated with the operations of Residual plc. Residual plc is not considered part of
the Group's principal operations due to the fact that it is in the process of winding down and therefore the associated costs
are removed from AHE. During the year ended 31 December 2018, the loss attributable to the Residual plc of R2,349 million
(2017: R4,918 million) mainly related to transaction costs associated with the finalisation of Managed Separation and costs
incurred in winding down the former Old Mutual plc head office operations.
C: OTHER KEY PERFORMANCE INFORMATION
C1: Earnings and earnings per share
Cents Source of guidance Notes 2018 2017
Basic earnings per share IFRS C1(a) 788.1 304.7
Diluted earnings per share IFRS C1(b) 778.1 297.5
Headline earnings per share JSE Listings Requirements
SAICA cicular 04/2018 C1(c) 306.9 283.7
Diluted headline earnings per share JSE Listings Requirements
SAICA cicular 04/2018 C1(c) 301.7 276.8
(a) Basic earnings per share
Basic earnings per share is calculated by dividing the profit for the financial year attributable to ordinary equity shareholders
of the parent by the weighted average number of ordinary shares in issue during the year excluding own shares held in
policyholder funds, Employee Share Ownership Plan Trusts (ESOP) and Black Economic Empowerment trusts. These shares
are regarded as treasury shares.
The table below reconciles the profit attributable to equity holders of the parent to profit attributable to ordinary equity
holders:
2017
Rm Notes 2018 (Re-presented)(1)
Profit for the financial year attributable to equity holders of the parent
from continuing operations 4,875 3,520
Profit for the financial year attributable to equity holders of the parent
from discontinued operations 31,691 10,852
Profit for the financial year attributable to equity holders of the
parent 36,566 14,372
Dividends paid to holders of perpetual preferred callable securities, net of
tax credits - (253)
Profit attributable to ordinary equity holders 36,566 14,119
(1) The year ended 31 December 2017 have been re-presented to reflect the Latin American businesses, Kotak and Old Mutual Bermuda as discontinued operations.
Refer to notes A2 and G5 for more information.
Dividends paid to holders of perpetual preferred callable securities of R253 million for the year ended 31 December 2017
are stated net of tax credits of R6 million. All of the outstanding perpetual preferred callable securities were redeemed on
3 February 2017.
The table below summarises the calculation of the weighted average number of ordinary shares for the purposes of
calculating basic earnings per share:
Millions 2018 2017
Weighted average number of ordinary shares in issue 4,938 4,931
Shares held in charitable foundations and trusts (19) (21)
Shares held in ESOP and similar trusts (104) (134)
Shares held in policyholder and consolidated investment funds (173) (141)
Shares held in Black Economic Empowerment trusts (2) (2)
Weighted average number of ordinary shares used to calculate basic earnings
per share 4,640 4,633
Basic earnings per ordinary share (cents) 788.1 304.7
(b) Diluted earnings per share
Diluted earnings per share recognises the dilutive impact of shares and options held in ESOP and similar trusts and Black
Economic Empowerment trusts, to the extent they have value, in the calculation of the weighted average number of shares,
as if the relevant shares were in issue for the full year.
The table below reconciles the profit attributable to ordinary equity holders to diluted profit attributable to ordinary equity
holders and summarises the calculation of weighted average number of shares for the purpose of calculating diluted basic
earnings per share:
Notes 2018 2017
Profit attributable to ordinary equity holders (Rm) 36,566 14,119
Dilution effect on profit relating to share options issued by subsidiaries (Rm) (98) (120)
Diluted profit attributable to ordinary equity holders (Rm) 36,468 13,999
Weighted average number of ordinary shares (millions) C1(a) 4,640 4,633
Adjustments for share options held by ESOP and similar trusts (millions) 45 70
Adjustments for shares held in Black Economic Empowerment trusts
(millions) 2 2
Weighted average number of ordinary shares used to calculate diluted
earnings per share (millions) 4,687 4,705
Diluted earnings per ordinary share (cents) 778.1 297.5
(c) Headline earnings per share
The Group is required to calculate headline earnings per share (HEPS) in accordance with the Johannesburg Stock
Exchange (JSE) Listing Requirements, determined by reference to the South African Institute of Chartered Accountants'
circular 04/2018 'Headline Earnings'. The table below sets out a reconciliation of basic EPS and HEPS in accordance with that
circular. Disclosure of HEPS is not a requirement of IFRS, but it is a commonly used measure of earnings in South Africa. The
table below reconciles the profit for the financial year attributable to equity holders of the parent to headline earnings and
summarises the calculation of basic HEPS:
2018 2017
Net of tax Net of tax
and non- and non-
controlling controlling
Rm Gross interests Gross interests
Profit for the financial period attributable to
equity holders of the parent 36,566 14,372
Dividends paid to holders of perpetual preferred
callable securities - (253)
Profit attributable to ordinary equity holders 36,566 14,119
Adjustments: - -
Impairments of goodwill and other intangible
assets, property, plant and equipment and
associated undertakings (IAS36) 1,196 892 1,667 1,080
(Profit)/loss on disposal of property and
equipment (IAS16) (103) (51) 42 26
Profit on disposal of subsidiaries, associated
undertakings and joint ventures (IFRS3)(1) (23,173) (23,166) (2,151) (2,081)
Total adjustments (22,080) (22,325) (442) (975)
Headline earnings 14,241 13,144
Dilution effect on earnings relating to share options
issued by subsidiaries (98) (120)
Diluted headline earnings (Rm) 14,143 13,024
Weighted average number of ordinary shares
(millions) C1(a) 4,640 4,633
Diluted weighted average number of ordinary
shares (millions) C1(b) 4,687 4,705
Headline earnings per share (cents) 306.9 283.7
Diluted headline earnings per share (cents) 301.7 276.8
(1) Profit on disposal of subsidiaries, associated undertakings and joint ventures of R23,173 million comprises profit on disposal of
discontinued operations of R23,175 million (note G1) and a loss on disposal of immaterial investments and associated undertakings of R2 million.
C2: Net asset value per share and tangible net asset value per share
Net asset value per share is calculated as total assets minus total liabilities divided by the total number of ordinary shares
in issue at year end.
Net tangible asset value per share is calculated as total assets minus goodwill and other intangible assets minus total
liabilities divided by the total number of shares in issue at year end.
Rand 2018 2017
Net asset value per share 16.5 37.2
Net tangible asset value per share 15.3 35.8
C3: Dividends
Ordinary
dividend
Rm payment date 2018 2017
2016 Second interim dividend paid
- 3.39p (53.55c) per 11 3/7p share 28 April 2017 - 2,549
2017 Interim dividend paid
- 3.53p (65.35c) per 11 3/7p share 31 October 2017 - 3,118
2017 Second interim dividend paid
- 3.57p (66.50c) per 11 3/7p share 30 April 2018 3,113 -
2018 Interim dividend and special dividend paid
- 45.00c and 100c per share respectively 16 October 2018 6,852 -
Dividends to ordinary equity holders 9,965 5,667
Dividends paid to holders of perpetual preferred callable securities - 259
Dividend payments for the period 9,965 5,926
The total dividend paid to ordinary equity holders is calculated using the number of shares in issue at the record date less
own shares held in ESOP trusts, life funds of Group entities, Black Economic Empowerment trusts and related undertakings.
As a consequence of the exchange control arrangements in place in certain African territories, dividends to ordinary equity
holders on the branch registers of those countries (or, in the case of Namibia, the Namibian section of the principal register)
are settled through Dividend Access Trusts established for that purpose.
The Directors have declared a final dividend of 72 cents per ordinary share. These dividends will be paid on 29 April 2019 to
shareholders on the South African register and Malawi, Namibia and Zimbabwe branch registers at the close of business on
29 April 2019 and to shareholders on the UK register at the close of business on 29 March 2019.
On 3 February 2017, all of the Group's outstanding perpetual preferred callable securities were redeemed. At this date a final
dividend payment of R259 million was made to the holders of the securities.
D: OTHER OPERATING AND ADMINISTRATIVE EXPENSES
D1: Analysis of managed other operating and administrative expense base
The table below provides an analysis of the underlying operating and administrative expense base:
2017
Rm 2018 (Re-presented)(1)
Total other operating and administrative expenses 25,845 25,052
Perimeter adjustments
Residual plc and Old Mutual Bermuda (2,459) (2,551)
Consolidation of funds (1,119) (515)
Elimination of transactions with discontinued operations 176 350
Expenses excluded from cost base
Amortisation of acquired intangible assets (41) (252)
Impairment of goodwill and other intangible assets (1,154) (1,202)
Restructuring costs including one-off business standalone costs (663) (237)
Operational finance costs (1,269) (1,096)
Investment management expenses (1,949) (2,173)
Managed operating and administrative expense base 17,367 17,376
(1) The year ended 31 December 2017 has been re-presented to reflect the Latin American businesses, Kotak and Old Mutual Bermuda as discontinued operations.
Refer to notes A2 and G5 for more information.
E: FINANCIAL ASSETS AND LIABILITIES
Accounting policy
Classification and measurement of financial assets and financial liabilities
IFRS 9: 'Financial Instruments' replaces the provisions of IAS 39: 'Financial instruments': Recognition and measurement'
that relate to the recognition, classification and measurement of financial instruments, impairment of financial
assets and hedge accounting.
The adoption of IFRS 9 from 1 January 2018 resulted in changes in accounting policies and adjustments to the
amounts recognised in the financial statements. The new accounting policies effective from 1 January 2018 are set
out below.
Initial recognition of financial assets
On initial recognition, a financial asset is classified as measured at:
- Amortised cost;
- Fair Value through Other Comprehensive Income (FVOCI) which may include debt or equity instruments; or
- Fair Value through Profit and Loss (FVTPL).
The classification of financial assets under IFRS 9 is based on whether the financial assets are equity instruments,
debt instruments held or derivative assets. The classification and measurement of debt instruments is dependent on
the business model in which the financial asset is managed and its contractual cash flow characteristics.
The business model refers to how the Group is managing its financial instruments to generate cash flows. Business
model assessments are performed on shareholder and policyholder portfolios and consider investment mandates,
how the portfolios are being managed to generate cash flows and performance indicators. The Group first assess the
business model before considering whether an instrument meets the definition of the contractual cash flow test.
Only if the financial instruments are held in a business model to collect contractual cash flows or a business model
whose objective is achieved by both collecting contractual cash flows and selling financial assets, the cash flows
characteristics test is performed.
Equity instruments and derivative assets are mandatorily categorised as financial assets at FVTPL. Derivatives
embedded in contracts where the host is a financial asset in the scope of the standard are not accounted for
separately. Instead, the hybrid financial instrument as a whole is assessed for classification.
A debt instrument is classified as a financial asset at amortised cost if it meets both of the following conditions (and
is not designated as at FVTPL):
- it is held within a business model where the objective is to hold assets to collect contractual cash flows; and
- its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
Financial assets held in a 'hold to collect contractual cash flows business model' are managed to realise cash flows
by collecting contractual payments over the life of the instrument.
A debt instrument is measured at FVOCI if it meets both of the following conditions (and is not designated as at
FVTPL):
- it is held within a business model where the objective is achieved by both collecting contractual cash flows and
selling financial assets; and
- its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest
on the principal amount outstanding.
Financial assets held in this type of business model are managed to realise cash flows by both collecting contractual
cash flows and selling the financial instrument. Both these activities are fundamental to achieving the objective of
the business model.
On initial recognition of an equity instrument that is not held for trading, the instrument may be irrevocably
designated at FVOCI. In such an instance changes in the equity instrument's fair value are recorded in other
comprehensive income (OCI). This election is made on an investment-by-investment basis.
All debt instrument financial assets that were not classified as measured at amortised cost or FVOCI are measured at
FVTPL. On initial recognition, the Group may irrevocably designate a debt instrument financial asset that otherwise
meets the requirements to be measured at amortised cost or at FVOCI at FVTPL if doing so eliminates or significantly
reduces an accounting mismatch that would otherwise arise.
Transaction costs that are directly attributable to the acquisition of financial assets are expensed in profit or loss for
financial assets initially classified at FVTPL. For financial assets not classified at FVTPL, transaction costs are added to
or deducted from the fair value at initial recognition.
Subsequent measurement of financial assets
The following accounting policies apply to the subsequent measurement of financial assets.
Financial assets at FVTPL These assets are subsequently measured at fair value. Net fair value
gains and losses, including any interest or dividend income, are
recognised in profit or loss.
Financial assets at amortised cost These assets are subsequently measured at amortised cost using
the effective interest method. The amortised cost is reduced by
expected credit losses. Interest income, foreign exchange gains
and losses and impairment losses are recognised in profit or loss.
Any gain or loss on derecognition is recognised in profit or loss.
Debt investments at FVOCI These assets are subsequently measured at fair value. Interest
income calculated using the effective interest method, foreign
exchange gains and losses and impairment are recognised in
profit or loss. Fair value gains and losses are recognised in OCI. On
derecognition, gains and losses accumulated in OCI are reclassified
to profit or loss.
Equity investments at FVOCI These assets are subsequently measured at fair value. Dividends
are recognised as income in profit or loss unless the dividend
clearly represents a recovery of part of the cost of the investment.
Other net gains and losses are recognised in OCI and are never
reclassified to profit or loss.
Under IAS 39 the classification and measurement of financial assets were based on definitions set out in the
standard. By comparison the classification and measurement principles in IFRS 9 aim to result in accounting
treatment that mirrors how the financial assets are applied within the Group. Held to Maturity Financial Assets and
Available for Sale Financial Assets were not included in IFRS 9.
Initial recognition of financial liabilities
IFRS 9 largely retains the requirements in IAS 39 for the classification and measurement of financial liabilities. On
initial recognition financial liabilities are measured at fair value plus or minus, in the case of financial liabilities not
classified at FVTPL, transaction costs that are incremental and directly attributable to the issue of the financial
liability. Transaction costs of financial liabilities carried at FVTPL are expensed in profit or loss.
Subsequent measurement of financial liabilities
Fair value movements attributable to changes in the credit risk of a financial liability designated at FVTPL is recorded
in other comprehensive income and not recycled to profit or loss. The balance of the fair value movement is
recorded in profit or loss. Allocating fair value changes on these financial liabilities between profit or loss and other
comprehensive income was not required by IAS 39.
Financial liabilities at amortised cost These liabilities are subsequently measured at amortised cost
using the effective interest method. Interest expense and foreign
currency exchange gains and losses are recognised in profit or loss.
Any gain or loss on derecognition is recognised in profit or loss.
Financial liabilities at fair value through These liabilities are subsequently measured at fair value. Net
profit or loss fair value gains and losses, including any interest expense are
recognised in profit or loss.
Financial guarantee contracts Financial guarantee contracts are subsequently measured at the
higher of the expected credit loss allowance and the amount
initially recognised, less cumulative income recognised to date.
Expected credit losses
The expected credit loss (ECL) model applies to financial assets measured at amortised cost (for example mandatory
reserve deposits with central banks, loans and advances, trade and other receivables, cash and cash equivalents and
debt securities held by the Group) and debt investments measured at FVOCI.
The ECL impairment loss allowance is an unbiased, probability-weighted amount determined by evaluating a range
of possible outcomes that reflects reasonable and supportable information that is available without undue cost or
effort of past events, current conditions and forecasts of forward-looking economic conditions.
The Group has elected to apply the IFRS 9 simplified approach in measuring expected credit losses for all trade
receivables, contract assets and lease receivables. In terms of the simplified approach the ECL provision is calculated
using lifetime expected credit losses. The Group made use of the provision matrix to calculate the lifetime expected
loss allowance.
The Group elected to make use of the low credit risk exemption and consequently financial assets that are deemed
of low credit risk are automatically allocated to stage 1 of the expected credit loss model. The consequence of this
simplification is that entities are not required to assess whether a significant increase in credit risk since origination
took place on these assets. At every reporting date the Group assesses whether the low credit risk exemption can
still be applied to the relevant financial instruments. A financial instrument is considered to qualify for the low credit
risk exemption if it has a credit rating equivalent to 'investment grade' quality assets.
ECLs are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the
Group in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted
at the effective interest rate of the financial asset.
For presentation the ECL allowances are deducted from the gross carrying amount of the assets. ECLs are presented
separately in the condensed consolidated income statement.
In terms of IAS 39 impairment losses were calculated based on the incurred loss model. The incurred loss model considered
current and historical information to determine whether a loss has been incurred and to measure the impairment loss.
In comparison IFRS 9 places emphasis on the use of forward-looking information. The expected credit loss model should
result in impairment losses being recognised earlier when compared to the incurred loss model.
The analysis of financial assets and liabilities of the Group's continuing businesses into their categories as defined in
IFRS 9 'Financial Instruments' is set out in the tables below. Assets and liabilities of a non-financial nature, or financial
assets and liabilities that are specifically excluded from the scope of IFRS 9, are reflected in the non-financial assets
and liabilities category. The Group has taken advantage of the exemption in paragraph 7.2.15 of IFRS 9 from restating
prior periods in respect of IFRS 9's classification and measurement (including impairment) requirements.
E1: Categories of financial instruments
The analysis of financial assets and liabilities of the Group's continuing businesses into their categories as defined in IFRS 9
'Financial Instruments' is set out in the tables below. Assets and liabilities of a non-financial nature, or financial assets and
liabilities that are specifically excluded from the scope of IFRS 9, are reflected in the non-financial assets and liabilities
category. The Group has taken advantage of the exemption in paragraph 7.2.15 of IFRS 9 from restating prior periods in
respect of IFRS 9's classification and measurement (including impairment) requirements.
Information about the methods and assumptions used in determining fair value is included in note E2.
The following tables analyse financial assets and liabilities in accordance with the categories of financial instruments as
defined by IFRS 9 at 31 December 2018 and as defined by IAS 39 at 31 December 2017. Assets and liabilities outside the scope
of these standards are shown within non-financial assets liabilities.
At 31 December 2018
Fair value Non-financial
through assets and
Rm Total profit or loss Amortised cost liabilities
Assets
Mandatory reserve deposits with central banks 145 - 145 -
Investments in associated undertakings and
joint ventures(1) 26,679 - - 26,679
Reinsurers' share of policyholder liabilities 7,902 3,007 27 4,868
Loans and advances 21,243 - 21,243 -
Investments and securities 708,050 703,399 4,651 -
Trade, other receivables and other assets 18,315 - 13,541 4,774
Derivative financial instruments 2,779 2,779 - -
Cash and cash equivalents 32,339 - 32,339 -
Total assets that include financial instruments 817,452 709,185 72,126 36,321
Assets held for sale and distribution 12,787 - - 12,787
Total other non-financial assets 51,376 - - 51,376
Total assets 881,615 709,185 71,946 100,484
Liabilities
Life insurance contract liabilities 143,926 - - 143,926
Investment contract liabilities with discretionary
participating features 188,355 - - 188,355
Investment contract liabilities 287,774 286,710 1,064 -
Third-party interest in consolidated funds 77,445 77,445 - -
Borrowed funds 16,888 6,581 10,307 -
Trade, other payables and other liabilities 47,737 - 41,712 6,025
Amounts owed to bank depositors 7,213 - 7,213 -
Derivative financial instruments 5,327 5,327 - -
Total liabilities that include financial instruments 774,665 376,063 60,296 338,306
Liabilities held for sale and distribution 8,716 - - 8,716
Total other non-financial liabilities 16,814 - - 16,814
Total liabilities 800,195 376,063 60,296 363,836
(1) Investments in associated undertakings and joint ventures classified as non-financial assets and liabilities are equity accounted.
At 31 December 2017
Fair value (note E3) Amortised cost
Available- Financial Non-
for-sale liabilities financial
Held-for- financial Loans and amortised assets and
Rm Total trading Designated assets receivables cost liabilities
Assets
Mandatory reserve deposits
with central banks 94 - - - 94 - -
Investments in associated
undertakings and joint
ventures(1) 1,789 - - - - - 1,789
Reinsurers' share of
policyholder liabilities 4,220 - - - 25 - 4,195
Loans and advances 21,483 - - - 21,483 - -
Investments and securities 722,249 - 721,328 921 - - -
Trade, other receivables and
other assets 21,875 - - - 20,675 - 1,200
Derivative financial instruments 4,101 4,101 - - - - -
Cash and cash equivalents 30,761 - - - 30,761 - -
Total assets that include
financial instruments 806,572 4,101 721,328 921 73,038 - 7,184
Assets held for sale and
distribution 2,188,443 - - - - - 2,188,443
Total other non-financial assets 51,871 - - - - - 51,871
Total assets 3,046,886 4,101 721,328 921 73,038 - 2,247,498
Liabilities
Life insurance contract
liabilities 159,514 - - - - - 159,514
Investment contract liabilities
with discretionary participating
features 193,425 - - - - - 193,425
Investment contract liabilities 288,164 - 288,164 - - - -
Borrowed funds 18,866 - 13,191 - - 5,675 -
Third-party interest in
consolidated funds 81,573 - 81,573 - - - -
Trade, other payables and other
liabilities 42,355 - 2,039 - - 30,437 9,879
Amounts owed to bank
depositors 12,440 - - - - 12,440 -
Derivative financial instruments 4,498 4,498 - - - - -
Total liabilities that include
financial instruments 800,835 4,498 384,967 - - 48,552 362,818
Liabilities held for sale and
distribution 2,043,759 - - - - - 2,043,759
Total other non-financial
liabilities 18,847 - - - - - 18,847
Total liabilities 2,863,441 4,498 384,967 - - 48,552 2,425,424
(1) Investments in associated undertakings and joint ventures classified as non-financial assets and liabilities are equity accounted.
E2: Fair values of financial assets and liabilities
The description of the determination of fair value and the fair value hierarchies of financial assets and liabilities described in
this section applies to financial assets and liabilities for all the Group's businesses.
(a) Determination of fair value
The best evidence of fair value is a quoted price in an active market. In the event that the market for a financial asset or
liability is not active, or quoted prices cannot be obtained without undue effort, another valuation technique is used.
In general, the following inputs are taken into account when evaluating the fair value of financial instruments:
- Assessing whether instruments are trading with sufficient frequency and volume, that they can be considered liquid.
- The inclusion of a measure of the counterparties' non-performance risk in the fair-value measurement of loans and
advances, which involves the modelling of dynamic credit spreads.
- The inclusion of credit valuation adjustment and debit valuation adjustment in the fair-value measurement of derivative
instruments.
- The inclusion of own credit risk in the calculation of the fair value of financial liabilities.
There have been no significant changes in the valuation techniques applied when valuing financial instruments. The general
principles applied to those instruments measured at fair value are outlined below:
Reinsurers' share of policyholder liabilities
Reinsurers' share of policyholder liabilities are measured on a basis that is consistent with the measurement of the provisions
held in respect of the related insurance contracts. Reinsurance contracts which cover financial risk are measured at fair value
of the underlying assets.
Loans and advances
Loans and advances include mortgage loans, other asset-based loans, including collateralised debt obligations, and other
secured and unsecured loans.
In the absence of an observable market for these instruments, the fair value is determined by using internally developed
models that are specific to the instrument and that incorporate all available observable inputs. These models involve
discounting the contractual cash flows by using a credit-adjusted zero-coupon rate.
Investments and securities
Investments and securities include government and government-guaranteed securities, listed and unlisted debt securities,
preference shares and debentures, listed and unlisted equity securities, listed and unlisted pooled investments (see below),
short-term funds and securities treated as investments, and certain other securities.
Pooled investments represent the Group's holdings of shares/units in open-ended investment companies, unit trusts, mutual
funds and similar investment vehicles. Pooled investments are recognised at fair value. The fair values of pooled investments
are based on widely published prices that are regularly updated or models based on the market prices of investments held
in the underlying pooled investment funds.
Other investments and securities that are recognised at fair value are measured at observable market prices where available.
In the absence of observable market prices, these investments and securities are fair valued utilising one or more of the
following techniques: discounted cash flows, the application of an EBITDA multiple or any other relevant technique.
Investments in associated undertakings and joint ventures held by investment-linked insurance funds and
venture capital divisions
Investments in associated undertakings and joint ventures are valued using appropriate valuation techniques. These
techniques may include price earnings multiples, discounted cash flows or the adjusted value of similar completed
transactions.
Derivative financial instruments
The fair value of derivatives is determined with reference to the exchange traded prices of the specific instruments. In
situations where the derivatives are traded over the counter the fair value of the instruments is determined by the utilisation
of option pricing models.
Investment contract liabilities
The fair value of the investment contract liabilities is determined with reference to the fair value of the underlying funds that
are held by the Group.
Third-party interests in consolidation of funds
Third-party interests in consolidation of funds are measured at the attributable net asset value of each fund.
Amounts owed to bank depositors
The fair values of amounts owed to bank depositors correspond with the carrying amount shown in the condensed consolidated
statement of financial position, which generally reflects the amount payable on demand.
Borrowed funds
The fair values of amounts included in borrowed funds are based on quoted market prices at the reporting date where
applicable, or by reference to quoted prices of similar instruments.
Other financial assets and liabilities
The fair values of other financial assets and liabilities (comprising cash and cash equivalents; cash with central banks; trade,
other receivables and other assets; and trade, other payables and other liabilities) reasonably approximate their carrying
amounts as included in the condensed consolidated statement of financial position as they are short-term in nature or re-priced to
current market rates frequently.
(b) Fair value hierarchy
Fair values are determined according to the following hierarchy.
Description of hierarchy Types of instruments classified in the respective levels
Level 1 - quoted market prices: financial assets and Listed equity securities, listed government securities and other
liabilities with quoted prices for identical instruments listed debt securities and similar instruments that are actively
in active markets. traded, actively traded pooled investments, certain quoted
derivative assets and liabilities, listed borrowed funds, reinsurers'
share of policyholder liabilities and investment contract
liabilities directly linked to other Level 1 financial assets.
Level 2 - valuation techniques using observable inputs: Unlisted equity and debt securities where the valuation is
financial assets and liabilities with quoted prices for based on models involving no significant unobservable data,
similar instruments in active markets or quoted prices with a majority determined with reference to observable prices.
for identical or similar instruments in inactive markets
and financial assets and liabilities valued using models Certain loans and advances, certain privately placed debt
where all significant inputs are observable. instruments, third-party interests in consolidated funds and
amounts owed to bank depositors.
Level 3 - valuation techniques using significant Unlisted equity and securities with significant unobservable
unobservable inputs: financial assets and liabilities inputs, securities where the market is not considered
valued using valuation techniques where one or more sufficiently active, including certain inactive pooled investments,
significant inputs are unobservable. and derivatives embedded in certain portfolios of insurance
contracts where the derivative is not closely related to the host
contract and the valuation contains significant unobservable
inputs.
The judgement as to whether a market is active may include, for example, consideration of factors such as the magnitude
and frequency of trading activity, the availability of prices and the size of bid/offer spreads. In inactive markets, obtaining
assurance that the transaction price provides evidence of fair value or determining the adjustments to transaction prices
that are necessary to measure the fair value of the asset or liability requires additional work during the valuation process.
All businesses have significant processes in place to perform reviews of the appropriateness of the valuation of Level 3
instruments.
The majority of valuation techniques employ only observable data and so the reliability of the fair value measurement is
high. However, certain financial assets and liabilities are valued on the basis of valuation techniques that feature one or more
significant inputs that are unobservable and, for them, the derivation of fair value is more judgemental. A financial asset or
liability in its entirety is classified as valued using significant unobservable inputs if a significant proportion of that asset or
liability's carrying amount is driven by unobservable inputs.
In this context, 'unobservable' means that there is little or no current market data available for which to determine the
price at which an arm's length transaction would be likely to occur. It generally does not mean that there is no market
data available at all upon which to base a determination of fair value. Furthermore, in some cases the majority of the fair
value derived from a valuation technique with significant unobservable data may be attributable to observable inputs.
Consequently, the effect of uncertainty in determining unobservable inputs will generally be restricted to uncertainty about
the overall fair value of the asset or liability being measured.
(c) Transfer between fair value hierarchies
The Group deems a transfer to have occurred between Level 1 and Level 2 when an active, traded primary market ceases to
exist for that financial instrument. A transfer between Level 2 and Level 3 occurs when the majority of the significant inputs
used to determine fair value of the instrument become unobservable.
E3: Disclosure of financial assets and liabilities measured at fair value
(a) Financial assets and liabilities measured at fair value, classified according to fair value hierarchy
The table below presents a summary of the financial assets and liabilities of the Group's continuing businesses that are
measured at fair value in the condensed consolidated statement of financial position according to their IFRS 9 classification, as set out
in note E1.
At 31 December 2018
Rm Total Level 1 Level 2 Level 3
Financial assets measured at fair value
Reinsurers' share of policyholder liabilities 3,007 3,007 - -
Investments and securities 703,399 386,316 286,664 30,419
Derivative financial instruments - assets 2,779 - 2,779 -
Total financial assets measured at fair value 709,185 389,323 289,443 30,419
Financial liabilities measured at fair value
Investment contract liabilities(1) 286,710 - 286,710 -
Third-party interests in consolidated funds 77,445 - 77,445 -
Borrowed funds 6 581 - 6 581 -
Derivative financial instruments - liabilities 5,327 - 5,327 -
Total financial liabilities measured at fair value 376,063 - 376,063 -
(1) Investment contract liabilities amount excludes R188 355 million discretionary participating investment contracts. These contracts are classified as non-financial
liabilities and are not analysed according to their fair value hierarchy as permitted by IFRS 7 'Financial Instruments: Disclosures'.
At 31 December 2017
Rm Total Level 1 Level 2 Level 3
Financial assets measured at fair value
Held-for-trading (fair value through profit or loss) 4,101 - 4,072 29
Derivative financial instruments - assets 4,101 - 4,072 29
Designated (fair value through profit or loss) 721,328 439,007 261,924 20,397
Investments and securities 721,328 439,007 261,924 20,397
Available-for-sale financial assets (fair value through other
comprehensive income) 921 921 - -
Investments and securities 921 921 - -
Total financial assets measured at fair value 726,350 439,928 265,996 20,426
Financial liabilities measured at fair value
Held-for-trading (fair value through profit or loss) 4,498 - 4,498 -
Derivative financial instruments - liabilities 4,498 - 4,498 -
Designated (fair value through profit or loss) 384,967 7,488 377,479 -
Investment contract liabilities(1) 288,164 - 288,164 -
Third-party interests in consolidated funds 81,573 - 81,573 -
Borrowed funds 13,191 6,696 6,495 -
Other liabilities 2,039 792 1,247 -
Total financial liabilities measured at fair value 389,465 7,488 381,977 -
(1) Investment contract liabilities amount excludes R193,425 million discretionary participating investment contracts. These contracts are classified as non-financial
liabilities and are not analysed according to their fair value hierarchy as permitted by IFRS 7 'Financial Instruments: Disclosures'.
(b) Level 3 fair value hierarchy disclosure
The tables below reconcile the opening balances of Level 3 financial assets and liabilities to closing balances at the end
of the period. Movements during the period include both continuing operations and assets and movements of assets and
liabilities classified as held for sale and distribution during the period.
Year ended 31 December 2018
Total
Rm Level 3 movements
Level 3 financial assets
At beginning of the year 20,426
Total net fair value (losses)/gains recognised in profit or loss (662)
Purchases and issues 3,664
Sales and settlements (1,311)
Transfers in 9,458
Transfers out (184)
Foreign exchange and other (972)
Total Level 3 financial assets 30,419
Unrealised fair value gains relating to assets held at 31 December 2018 recognised in profit or loss 8,557
During the year there were financial instruments for which the significant inputs into the valuation model became
unobservable or where the valuation basis has changed. This resulted in transfers from Level 2 to Level 3.
At 31 December 2018, Level 3 financial assets comprised unlisted private company shares, unlisted debt securities and unlisted pooled
investments mainly held by policyholder funds for which the bulk of the investment risk is borne by policyholders. At 31
December 2017, all level 3 assets held by the Quilter and Nedbank businesses were transferred into assets held for sale and
distribution and are therefore not included within any of the amounts disclosed in the table above.
The Group did not have any Level 3 financial liabilities at 31 December 2018 and 31 December 2017.
Year ended 31 December 2017
Held for Designated at fair value through Available
trading profit or loss for sale
Investments
in associated
undertakings Investments Investments
and joint Loans and and and
Rm Derivatives ventures advances securities securities Total
Level 3 financial assets
At beginning of the year 490 2,357 77 24,141 410 27,475
Total net fair value (losses)/gains
recognised in:
- profit or loss (444) 10 45 915 - 526
- other comprehensive income 18 (8) - 6 - 16
Purchases and issues 70 1,513 - 13,814 - 15,397
Sales and settlements (58) (668) (89) (1,436) - (2,251)
Transfers in - - - 7,632 - 7,632
Transfers out - - - (4,198) - (4,198)
Foreign exchange and other (46) (1) - 77 - 30
Transferred to assets held for sale
and distribution (1) (3,203) (33) (20,554) (410) (24,201)
Total Level 3 financial assets 29 - - 20,397 - 20,426
Unrealised fair value (losses)/
gains relating to assets held at 31
December 2017 recognised in profit
or loss (444) - - 1,230 - 786
Designated
fair value
through
Year ended 31 December 2017 Held-for-trading profit or loss
Investment
Other contract
Rm liabilities Derivatives liabilities Total
Level 3 financial liabilities
At beginning of the year 330 120 10,004 10,454
Total net fair value losses/(gains) recognised in profit or loss 105 (122) (388) (405)
Purchases and issues - - 10,557 10,557
Sales and settlements - - (403) (403)
Transfers in - - 2,869 2,869
Transfers out - - (2,613) (2,613)
Foreign exchange and other - 2 (476) (474)
Transferred to liabilities held for sale and distribution (435) - (19,550) (19,985)
Total Level 3 financial liabilities - - - -
Unrealised fair value losses/(gains) relating to liabilities held
at 31 December 2017 recognised in profit or loss - - - -
(c)(i) Effect of changes in significant unobservable assumptions to reasonable possible alternatives
Favourable and unfavourable changes are determined on the basis of changes in the value of the financial asset or liability
as a result of varying the levels of the unobservable parameters using statistical techniques. When parameters are not
amenable to statistical analysis, quantification of uncertainty is judgemental.
When the fair value of a financial asset or liability is affected by more than one unobservable assumption, the figures shown
reflect the most favourable or most unfavourable change from varying the assumptions individually.
The valuations of the private equity investments are performed on an asset-by-asset basis using a valuation methodology
appropriate to the specific investment and in line with industry guidelines. In determining the valuation of the investment
the principal assumption used is the valuation multiples applied to the main financial indicators (such as adjusted earnings).
The source of these multiples may include multiples for comparable listed companies which have been adjusted for
discounts for non-tradability and valuation multiples earned on transactions in comparable sectors.
The valuations of asset-backed securities are determined by discounted cash flow models that generate the expected value
of the asset, incorporating benchmark information on factors such as prepayment patterns, default rates, loss severities and
the historical performance of the underlying assets. The outputs from the models used are calibrated with reference to
similar securities for which external market information is available.
Structured notes and other derivatives are generally valued using option pricing models. For structured notes and other
derivatives, principal assumptions concern the future volatility of asset values and the future correlation between asset
values. For such unobservable assumptions, estimates are based on available market data, which may include the use of a
proxy method to derive a volatility or correlation from comparable assets for which market data is more readily available,
and examination of historical levels.
Details of the valuation techniques applied to the different categories of financial instruments can be found in note E2.
The following table summarises the significant inputs to value instruments categorised as Level 3 hierarchy in the Group's
continuing businesses and their sensitivity to changes in the inputs used.
At At At At
31 December 31 December 31 December 31 December
Types of financial 2018 2017 2018 2017
instruments Rm Rm Rm Rm
Valuation Fair value measurement
techniques Significant sensitivity to unobservable
Rm Fair values used unobservable input inputs
Assets
Investments and Discounted
securities cash flows
30,419 20,397 (DCF) Valuation multiples Favourable: Favourable:
Volatilities 1,378 1,838
EBITDA
multiples Credit spreads Unfavourable: Unfavourable:
Price earnings
ratios Dividend growth rates 1,365 1,503
Adjusted net
asset values Internal rates of return
Cost of capital
Risk premiums
Option pricing
Derivatives - assets - 29 model Interest rates Favourable: Favourable:
Volatilities Rnil 16
Unfavourable: Unfavourable:
Rnil 14
Key inputs and assumptions used in the valuation models include discount rates (with the reasonably possible alternative
assumptions calculated by increasing/decreasing the discount rate by 10%) and price earnings ratio (with the reasonably
possible alternative assumptions calculated by increasing/decreasing the price earnings ratio by 10%).
F: ANALYSIS OF FINANCIAL ASSETS AND LIABILITIES
F1: Insurance and investment contracts
(a) Policyholder liabilities
The Group's insurance and investment contracts are analysed as follows:
2018 2017
Rm Gross Reinsurance Net Gross Reinsurance Net
Life assurance policyholder liabilities
Total life insurance contracts liabilities 143,926 (810) 143,116 159,514 (563) 158,951
Life insurance contracts liabilities 141,756 (810) 140,946 157,151 (563) 156,588
Outstanding claims 2,170 - 2,170 2,363 - 2,363
Investment contract liabilities 476,129 (3,007) 473,122 481,589 - 481,589
Unit-linked investment contracts and
similar contracts 286,521 (3,007) 283,514 286,957 - 286,957
Other investment contracts 1 253 - 1,253 1,207 - 1,207
Investment contracts with discretionary
participating features 188,355 - 188,355 193,425 - 193,425
Total life assurance policyholder
liabilities 620,055 (3,817) 616,238 641,103 (563) 640,540
Property and Casualty liabilities
Claims incurred but not reported 1,255 (369) 886 1,317 (320) 997
Unearned premiums 2,870 (1,408) 1,462 2,599 (1,185) 1,414
Outstanding claims 4,974 (2,308) 2,666 4,369 (2,152) 2,217
Total Property and Casualty liabilities 9,099 (4,085) 5,014 8,285 (3,657) 4,628
Total policyholder liabilities 629,154 (7,902) 621,252 649,388 (4,220) 645,168
Of the R7,902 million (2017: R4,220 million) included in reinsurer's share of life assurance policyholder and Property and
Casualty liabilities is an amount of R681 million (2017: R3,223 million) which is recoverable within 12 months from the
reporting date. The remainder is recoverable more than 12 months from the reporting date.
F2: Borrowed funds
2018
Mass
Foundation Old Mutual Other Group
Rm Cluster Insure Rest of Africa Activities(1) Total
Term loans 5,700 - 2,390 - 8,090
Revolving credit facilities 1,250 - 400 600 2,250
Subordinated debt securities(1) - 500 - 6,048 6,548
Total borrowed funds 6,950 500 2,790 6,648 16,888
2017
Mass
Foundation Old Mutual Other Group
Rm Cluster Insure Rest of Africa Activities Total
Term loans 2,300 - 1,237 - 3,537
Revolving credit facilities 975 - 140 - 1,115
Subordinated debt securities - 500 - 13,714 14,214
Total borrowed funds 3,275 500 1,377 13,714 18,866
(1) On 19 July 2018, Old Mutual plc repurchased and cancelled R281 million (GBP16 million) of the outstanding Tier 2 subordinated 2025 securities and R4,728 million
(GBP269 million) of the outstanding Tier 2 subordinated 2021 securities through tender offers. Premiums of R246 million (GBP14 million) were incurred on these
repurchases.
On 15 November 2018, Old Mutual plc repurchased the entire outstanding R817 million (GBP45 million) nominal of the Tier 2 subordinated 2025 securities and the
entire outstanding R1,306 million (GBP72 million) nominal of the Tier 2 subordinated 2021 securities, together with an early redemption payment, accrued interest
and consent fees. These repurchases were following the approval, by the holders of the securities, of variations to the terms of the securities at a meeting of the
holders on 12 November 2018. Total premiums of R218 million (GBP12 million) were incurred on these repurchases.
Breaches of covenant
During the 12 months ended 31 December 2018, the financial covenants on eight loans were breached. The funding was
raised to support operations in the Rest of Africa segment.
As at 31 December 2018, six of the eight loans were no longer in breach.
The Group is still in negotiation with the lenders of the remaining two loans totalling R96 million (US$ 7 million) to similarly
amend the breached covenants.
G: OTHER NOTES
G1: Commitments
Future potential commitments
Old Mutual Emerging Markets Limited (OMEM) guarantee
A sales agreement was signed between Old Mutual (South Africa) Holdings (Pty) Ltd (OMSAH) and Lily Bermuda Capital
Limited (SPV domiciled in Bermuda), owned by CMIG International Holding Pte. Limited (CMI) on 15 March 2018, for the
purchase of OM Latin America Holdco UK Limited and AIVA Holding Group S.A. (collectively known as 'the Latin American
businesses'). OMEM has provided a guarantee for creditworthiness of OMSAH to the buyer and has also received a reciprocal
guarantee from CMI. At 31 December 2018, the timing and amount of any payments (if any) cannot be reasonably estimated.
Enterprise development commitments
In accordance with the Framework Agreement entered into in relation to Managed Separation concluded with the Department of
Economic Development (the Framework Agreement), the Group has undertaken that, in addition to its existing enterprise
development programs, it shall, over a period of 3 years following the Managed Separation Implementation Date, allocate an
incremental amount of R500 million to a ring-fenced perpetual Enterprise Supplier Development Fund (the Fund). Funding
extended by the Fund is intended and anticipated to generate additional jobs in the Company Ecosystem. The Group's
participation in the Fund shall be managed and administered by a specially created function with oversight from the office
of the CEO, which function shall also be responsible for the measurement of compliance by the Group with the Amended
FSC and the Group's broader commitment to transformation in South Africa.
Although the Fund is developmental in nature, it is management's intention and belief that, in aggregate, the Group will
return a profit on the instruments used to meet the requirements of the Framework Agreement. Nevertheless, as with any
commitment to advance funding, the Group will be subject to credit and counterparty risk in relation to this arrangement.
This risk will be assessed as funds are advanced, expected credit losses will be calculated, and appropriate provisions for
impairment will be raised.
Old Mutual Finance (Pty) Ltd put option
The Old Mutual plc Group and the Business Doctor Consortium Limited and its associates ('Business Doctor') established
Old Mutual Finance (Pty) Ltd (Old Mutual Finance) as a 50/50 start-up strategic alliance in 2008. The Group increased its
shareholding in Old Mutual from 50% to 75% in 2014 by acquiring an additional 25% shareholding from Business Doctor for
R1.1 billion. The Group has a call option to acquire the remaining 25% shareholding in Old Mutual Finance held by Business
Doctor at market value under certain circumstances, inter alia in the event of a change of control within Business Doctor
and on the eighth and tenth anniversary of the effective date of the Old Mutual Finance shareholders' agreement (i.e. in
2022 and 2024 respectively). Business Doctor has a put option to sell its remaining 25% shareholding in Old Mutual Finance
to the Group at market value under certain circumstances, inter alia in the event of a change of control within the Old
Mutual plc Group and on the eighth and tenth anniversary of the effective date of the Old Mutual Finance shareholders'
agreement (i.e. in 2022 and 2024 respectively).
Following the listing of Old Mutual Limited on 26 June 2018, Business Doctor became entitled to exercise the option to put
the remaining shares to Old Mutual Limited. The Group received written confirmation on 22 July 2018 from Business Doctor
that the put option would not be exercised.
Commitments under derivative instruments
The Group enters into option contracts, financial features contracts, forward rate and interest rate swap agreements, and
other financial agreements in the normal course of business.
The Group has options to acquire further stakes in businesses dependant on various circumstances which are regarded
by the Group as collectively and individually immaterial.
Other commitments
Old Mutual Life Assurance Company (South Africa) Limited has entered into agreements where it has committed to provide
capital to funds and partnerships that it has invested in. The total undrawn commitment is R8,788 million at 31 December
2018 (2017: R7,792 million).
G2: Contingent liabilities
The Group has provided certain guarantees for specific client obligations, in return for which the Group has received a fee.
The Group has evaluated the extent of the possibility of the guarantees being called on and has provided appropriately.
Contingent liabilities - legal proceedings
The Group operates in a legal and regulatory environment that exposes it to litigation risks. As a result, the Group is involved
in disputes and legal proceedings that arise in the ordinary course of business. Claims, if any, cannot be reasonably estimated
at this time but the Group does not expect the ultimate resolution of any of the proceedings to which it is party to have a
significant adverse effect on the financial position of the Group.
Contingent liabilities - tax
The Revenue authorities in the principal jurisdictions in which the Group operates (South Africa and historically the United
Kingdom) routinely review historic transactions undertaken and tax law interpretations made by the Group. The Group is
committed to conducting its tax affairs in accordance with the tax legislation of the jurisdictions in which they operate. All
interpretations made by management are made with reference to the specific facts and circumstances of the transaction
and the relevant legislation.
There are occasions where the Group's interpretation of tax law may be challenged by the Revenue authorities. The financial
statements include provisions that reflect the Group's assessment of liabilities which might reasonably be expected to
materialise as part of their review. The Board is satisfied that adequate provisions have been made to cater for the resolution
of tax uncertainties and that the resources required to fund such potential settlements are sufficient.
Due to the level of estimation required in determining tax provisions, amounts eventually payable may differ from the
provision recognised.
Consumer protection
The Group is committed to treating customers fairly and supporting its customers in meeting their lifetime goals and it
is central to how our businesses operates. We routinely engage with customers and regulators to ensure that we meet
this commitment, but there is the risk of regulatory intervention across various jurisdictions, giving rise to the potential for
customer redress which can result in retrospective changes to policyholder benefits, penalties or fines. The Group monitors
the exposure to these actions and makes provision for the related costs as appropriate.
Implications of Managed Separation
The Group routinely monitors and reassesses contingent liabilities arising from matters such as litigation, and warranties and
indemnities relating to past acquisitions and disposals. The announcement of Managed Separation on 11 March
2016 does not affect the nature of such items, however, it is possible that the Group may seek to resolve certain matters as
part of the implementation of Managed Separation.
Outcome of Zimbabwean Commission Enquiry
On 31 December 2016, the Zimbabwean government concluded its inquiry into the loss in value for certain policyholders
and beneficiaries upon the conversion of pension and insurance benefits after the dollarisation of the economy in 2009. On
9 March 2018, the results of the Zimbabwean government's inquiry were made public.
The Group is committed to treating its customers fairly and is currently reviewing the report and preparing a preliminary
evaluation of the potential impact on Group operations. We are not currently able to establish what impact the commission's
findings will have on Old Mutual Zimbabwe.
Old Mutual Limited's intragroup guarantee of Travelers indemnification
In September 2001, Old Mutual plc (now a wholly-owned subsidiary of Old Mutual Limited) entered into an indemnity
agreement with Fidelity and Guaranty Life Insurance Company (F&G), United States Fidelity and Guaranty Company, St. Paul
Fire and Marine Insurance Company and Travelers Companies Inc. (the Indemnity Agreement). In terms of this Indemnity
Agreement, Old Mutual plc agreed to indemnify Travelers Companies Inc. and certain of its group companies (the Travelers
Guarantors) against any and all claims that may be brought against the Travelers Guarantors under the historic guarantees
given by the Travelers Guarantors for various obligations under certain life insurance policies and annuities issued by F&G,
which obligations include a guarantee issued by the Travelers Guarantors, since released by F&G, the liability under which
is limited to $480 million.
In March 2018, Old Mutual Limited agreed to provide an intragroup guarantee to Old Mutual plc in the circumstances where
Old Mutual plc is unable to satisfy its obligations in respect of the Indemnity Agreement. The likelihood of any material
obligations arising under the Indemnity Agreement is considered to be remote given the release agreement entered into
between Old Mutual plc and F&G, as well as the current financial strength and regulatory capital holding of F&G, a licensed
US life insurer.
G3: Related party transactions
Having previously been a subsidiary of the Group, Nedbank became an associated undertaking on 15 October 2018
(Note A2). Consequently transactions and balances with Nedbank continue to be regarded as related party transactions
and balances. As a result of Managed Separation, there have been significant changes to key management personnel as
defined by IAS 24 Related Party Transactions. There were no transactions with related parties during the year that had a
material effect on the results or financial position of the Group. Other than as set out above, the nature of the related party
transactions has not changed from the prior year.
G4: Events after the reporting date
Promulgation of the Tax Laws Amendment Act in South Africa
During January 2019, the Tax Laws Amendment Act (the act) was promulgated in South Africa. The act allows for an income
tax deduction at 25% and 40% of the IFRS provision for expected credit losses. Entities have the option to apply to South
African Revenue Services (SARS) for a directive to increase the 40% allowance to a maximum of 85%.
The mentioned changes in tax law will substantially limit the doubtful debt income tax deduction for all taxpayers that are not
banks, resulting in higher income tax payments to SARS. The change in the tax law impacts our unsecured lending business
in Old Mutual Finance (Pty) Ltd. These changes are effective for the financial years ending on and after 31 December 2019.
If these changes were applied to the 2018 financial year and applying the default of 25% and 40% income tax deductions,
the Group estimates an increase in the deferred tax asset of approximately R1.0 billion with an equal cash outflow in tax
payable. Management is preparing an application to SARS for a more favourable directive.
G5: Discontinued operations and disposal groups held for sale
Nedbank and Quilter
Nedbank and Quilter have continued to be presented as discontinued operations in the condensed consolidated income
statement, condensed consolidated statement of comprehensive income and condensed consolidated statement of cash
flows for the year ended 31 December 2018. This is consistent with the presentation for the year ended 31 December 2017.
Following the distribution of the majority of the Group's stake Nedbank on 15 October 2018 and the listing and distribution
of Quilter on 25 June 2018 (note A2), these entities ceased to be subsidiaries of the Group. Consequently, the results of
Nedbank are consolidated from 1 January 2018 to 15 October 2018 and the results of Quilter are consolidated from 1 January
2018 to 25 June 2018.
The assets and liabilities of Nedbank and Quilter are no longer included in the condensed consolidated statement of
financial position at 31 December 2018.
In the condensed consolidated statement of financial position at December 2017, the assets and liabilities of both Nedbank
and Quilter were classified and presented as assets and liabilities held for sale and distribution.
Latin American businesses
As a consequence of the agreed sale of the Latin American businesses as set out in note A2, its size relative to the new
Group structure and its separate geographical location, the Latin American businesses have been presented as discontinued
operations in the condensed consolidated income statement, condensed consolidated statement of comprehensive
income and condensed consolidated statement of cash flows for the year ended 31 December 2018. Consistent with the
requirements of IFRS 5 'Non-current Assets Held for Sale and Discontinued Operations', the condensed consolidated income
statement, condensed consolidated statement of comprehensive income and condensed consolidated statement of cash
flows for the year ended 31 December 2017 have been re-presented.
The Group's interest in the assets and liabilities of the Latin American businesses has been classified as held for sale in the
condensed consolidated statement of financial position at 31 December 2018. This judgement was done based on the facts
and circumstances which existed at that date when the Directors made a formal assessment of whether the businesses
should be classified as held for sale. Consistent with the requirements of IFRS 5 'Non-current Assets Held for Sale and
Discontinued Operations', comparative information in the condensed consolidated statement of financial position at 31
December 2017 have not been re-presented.
Old Mutual Bermuda
Old Mutual Bermuda is expected to wind down its operations during the course of 2019. During 2018, the operations of Old
Mutual Bermuda have actively commenced the wind down process in line with the Wind Down plan that was presented
to the Old Mutual Bermuda and Old Mutual plc Boards as well as to the Bermuda Monetary Authority (BMA) in December
2017. Given its separate geographical location, Old Mutual Bermuda has been classified and presented as a discontinued
operation in the condensed consolidated income statement, condensed consolidated statement of comprehensive income
and condensed consolidated statement of cash flows for all reporting periods. Consistent with the requirements of IFRS 5
'Non-current Assets Held for Sale and Discontinued Operations', comparative information in the condensed consolidated
income statement, condensed consolidated statement of comprehensive income and condensed consolidated statement
of cash flows for the year ended 31 December 2017 have been re-presented. In accordance with IFRS, Old Mutual Bermuda
has not been classified as held for sale.
Re-presentation of Kotak Mahindra Old Mutual Life Insurance Limited (Kotak)
On 13 October 2017, the Old Mutual plc Group completed the sale of its 26% stake in Kotak to its joint venture partner
Kotak Mahindra Bank Limited. The investment was presented as an asset held for sale in the Old Mutual plc Group interim
accounts to 30 June 2017. However, given its size relative to the Old Mutual plc Group, it was assessed that the business did
not meet the definition of a component and therefore was not presented as a discontinued operation. Following the change
in Group structure in 2018, the treatment of Kotak has been re-assessed. Consequently, the condensed consolidated income
statement, condensed consolidated statement of comprehensive income and condensed consolidated statement of cash
flows for the year ended 31 December 2017 have been re-presented to reflect Kotak as a discontinued operation.
Further information on discontinued operations is provided in note G5.1. Further information on assets and liabilities classified
as held for sale and distribution is provided in note G5.2.
G5.1 Discontinued operations
The tables below present the income statement from discontinued operations note G5.1(a), the statement of comprehensive
income from discontinued operations note G5.1(b) and net cash flows from discontinued operations note G5.1(c) for the year
ended 31 December 2018 and the year ended 31 December 2017.
(a) Income statement from discontinued operations
Dec 2017
Rm Dec 2018 (Re-presented)(1)
Revenue 97,849 215,555
Expenses (79,292) (193,896)
Share of associated undertakings' and joint ventures' profits/(losses) after tax 380 (596)
Discontinued operations' profit before tax 18,937 21,063
Profit on disposal of businesses classified as held for sale and distribution 21,823 3,620
Realisation of net investment hedge on disposal of businesses held for sale and
distribution - (3,121)
Exchange differences recycled to profit or loss on disposal of businesses classified as
held for sale and distribution 1,352 1,622
Profit before tax from discontinued operations 42,112 23,184
Income tax expense (4,401) (6,201)
Profit after tax from discontinued operations 37,711 16,983
Attributable to:
Equity holders of the parent 31,691 10,852
Non-controlling interests - -
Ordinary shares 5,519 5,541
Preferred securities 501 590
Profit after tax from discontinued operations 37,711 16,983
(1) The year ended 31 December 2017 has been re-presented to reflect the Latin American businesses, Kotak and Old Mutual Bermuda as discontinued operations.
Refer to note A2 more information.
(b) Statement of comprehensive income from discontinued operations
Rm 2018 (Re-presented)(1)
Profit after tax from discontinued operations 37,711 16,983
Items that will not be reclassified subsequently to profit or loss
Fair value movements - property revaluation (143) 215
Equity accounted investees - share of other comprehensive income (16) -
Net measurement (losses)/gains on defined benefit plans (231) 538
Income tax on items that will not be reclassified to profit or loss 105 (151)
(285) 602
Items that may be reclassified subsequently to profit or loss
Instruments at fair value through other comprehensive income - net change in fair
value (178) 22
Currency translation differences differences on translating foreign operations 1,038 (1,248)
Equity accounted investees - share of other comprehensive income (62) 728
Other movements (17) 45
781 (453)
Total other comprehensive income for the financial year from discontinued
operations after tax 496 149
Total comprehensive income for the financial year from discontinued operations 38,207 17,132
Attributable to:
Equity holders of the parent 31,927 10,985
Non-controlling interests
Ordinary shares 5,779 5,557
Preferred securities 501 590
38,207 17,132
(1) The year ended 31 December 2017 has been re-presented to reflect the Latin American businesses, Kotak and Old Mutual Bermuda as discontinued operations.
Refer to note A2 for more information.
(c) Net cash flows from discontinued operations
2017
Rm 2018 (Re-presented)(1)
Operating activities 15,953 104,758
Investing activities (2,580) (91,813)
Financing activities (1,989) (3,351)
Cash and cash equivalents divested on disposal of subsidiaries (87,804) (2,350)
Net cash (outflow)/inflow from discontinued operations 76,420 7,244
(1) The year ended 31 December 2017 have been re-presented to reflect the Latin American businesses, Kotak and Old Mutual Bermuda as discontinued operations.
Refer to note A2 for more information.
G5.2 Assets and liabilities held for sale and distribution
At 31 December 2018
Rm 2018 2017
Assets
Goodwill and other intangible assets 969 34,569
Mandatory reserve deposits with central banks - 19,222
Property, plant and equipment 558 9,600
Investment property 61 718
Deferred tax assets 125 708
Investments in associated undertakings and joint ventures 24 6,767
Deferred acquisition costs 484 9,378
Reinsurers' share of policyholder liabilities - 48,817
Loans and advances 269 713,287
Investments and securities 9,609 1,236,927
Current tax receivable 27 215
Trade, other receivables and other assets 267 27,115
Derivative financial instruments - 30,863
Cash and cash equivalents 394 50,257
Total assets 12,787 2,188,443
Liabilities
Life insurance contract liabilities 1,965 10,467
Investment contract liabilities 5,968 1,009,095
Third-party interests in consolidated funds - 127,427
Borrowed funds - 50,792
Provisions and accruals 78 1,741
Deferred revenue - 3,596
Deferred tax liabilities 80 3,992
Current tax payable 52 1,455
Trade, other payables and other liabilities 560 38,256
Amounts owed to bank depositors - 766,877
Derivative financial instruments 13 30,061
Total liabilities 8,716 2,043,759
Net assets 4,071 144,684
H: STANDARDS, AMENDMENTS TO STANDARDS, AND INTERPRETATIONS
ADOPTED IN THE 2018 CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
H1.1 Introduction
Except as described below, the accounting policies applied in these condensed consolidated annual financial statements are the same
as those applied in the Group' consolidated financial statements at and for the year ended 31 December 2017. The Group
adopted the following standards, amendments and interpretations in the current financial year:
IFRIC 22 Foreign Currency Transactions and Advance Consideration
The Group applied the interpretation prospectively from 1 January 2018. When the Group receives or makes payment
in advance, a revenue received in advance liability or prepayment asset is recognised. In terms of the interpretation the
exchange rate at the recognition date of the revenue received in advance liability or prepayment asset is used to recognise
and measure the eventual asset, liability income or expense. The interpretation is not expected to have significant impact
on the financial results, financial position or cash flows of the Group for the current year.
Amendment to IFRS 2 Share-Based payment Transactions - Classification and Measurement
The Group applied the amendment prospectively from 1 January 2018. In certain instances the Group sells vested Old Mutual
Ltd shares to settle income tax obligations of the Group on behalf of employees. In terms of the amendment these share
awards are continued to be accounted for as equity-settled share-based payment transactions. As a result the amendment
is not expected to have any impact on the financial results, financial position or cash flows of the Group for the current year.
Amendment to IAS 40 Investment Properties - Transfers of Investment Properties
The Group applied the amendment prospectively from 1 January 2018. The amendment states that a transfer of property
into or from investment properties takes place when the change in use of the property occurs, compared to a mere change
in intention. The amendment is not expected to have significant impact on the financial results, financial position or cash
flows of the Group for the current year.
H1.2 Implementation of IFRS 9 Financial Instruments (IFRS 9)
The Group has adopted IFRS 9 from 1 January 2018 and has taken an exemption not to restate comparative information with
respect to classification and measurement (including impairment) requirements. As a result the comparative information
disclosed for financial instruments is based on the accounting policies applied in preparing the financial statements for the
financial year ended 31 December 2017.
The accounting policies applied in 2018 can be found in note E.
The following assessments have been made on the basis of the facts and circumstances that existed at the date of initial
application:
- The determination of the business model within which a financial asset is held and whether or not the cash flows meet
the characteristics of cash flows that are simply payments of principal and interest in the principal.
- The designation and revocation of previous designations of certain financial assets and financial liabilities as measured
at FVTPL.
- The designation of certain investments in equity instruments not held for trading as at FVOCI.
- If an investment in a debt security had low credit risk at the date of initial application of IFRS 9, then the Group has
assumed that the credit risk on the asset had not increased significantly since its initial recognition.
H1.3 Implementation of IFRS 15 - Revenue from Contracts with Customers (IFRS 15)
The Group has adopted IFRS 15 from 1 January 2018 applying the modified retrospective approach. In terms of this approach
the cumulative effect of initially applying the standard to contracts that was recognised in retained earnings at 1 January
2018. The comparative information is presented based on the accounting policies applied in preparing the financial
statements for the financial year ended 31 December 2017.
H1.4 Impact of implementing IFRS 9 and IFRS 15 for the year ended 31 December 2018
The following table below sets out the key line items in the annual financial statements impacted by the implementation
of IFRS 9. The comparative numbers were prepared in terms of IAS 39.
Rm Notes 2018 2017
Provision for expected credit losses 3,753 -
Provision for incurred credit losses - 2,918
Expected credit losses 1,060 -
Incurred credit losses - 715
Deferred tax assets relating to expected credit losses 286 -
Deferred tax asset relating to incurred credit losses - 125
Fair value gain on borrowed funds recognised in Other Comprehensive
Income 250 -
The table below sets out the key line items in the annual financial statements impacted by the application of IFRS 15 for
continuing operations. Comparative information is presented in accordance with the accounting policies applicable to the
2017 financial year.
Rm 2018 2017
Deferred acquisition costs 1,925 3,086
Deferred revenue liabilities 472 1,378
If the Group continued to capitalise and then amortise acquisition costs and initial financial planning fees on these
investment contracts, the Group would have recognised additional amortisation of deferred acquisition cost of R34 million
and fee income of R35 million during the year ended 31 December 2018.
Since the discontinued operations were distributed during the current year, the impact of implementation of IFRS 9 and
|IFRS 15 for the year ended 31 December 2018 were only presented for continuing operations.
H1.5 Transitional impact of implementing IFRS 9 and IFRS 15 at 1 January 2018
The impact of transitioning to IFRS 9 and IFRS 15 at 1 January 2018 has been presented separately for continuing and
discontinued operations for the year ended 31 December 2018. Refer to note A2 and note G5 for more information.
The following table presents the adjustments recognised for each individual line item on the condensed consolidated statement
of financial position at 1 January 2018. As prior year amounts have not been restated, an opening consolidated statement
of financial position at 1 January 2017 or a condensed consolidated income statement and condensed consolidated statement of
comprehensive income for the year ended 31 December 2017 have not been presented.
At 31 December At 1 January
2017 2018
Rm Notes (As reported) IFRS 9 IFRS 15 (As adjusted)
Assets
Goodwill and other intangible assets 6,653 - - 6,653
Mandatory reserve deposits with central banks 94 - - 94
Investment property 31,903 - - 31,903
Property, plant and equipment 8,081 - - 8,081
Investments in associated undertakings and
joint ventures 1,789 - - 1,789
Deferred tax assets H1.6.1/1.7.1 1,084 114 (245) 953
Deferred acquisition costs H1.7.1 3,086 - (848) 2,238
Reinsurers' share of policyholder liabilities 4,220 - - 4,220
Loans and advances H1.6.2 21,483 (943) - 20,540
Investments and securities H1.6.2 722,249 (12) - 722,237
Current tax receivables 1,064 - - 1,064
Trade, other receivables and other assets H1.6.2 21,875 (18) - 21,857
Derivative financial instruments 4,101 - - 4,101
Cash and cash equivalents 30,761 - - 30,761
Assets held for sale and distribution 2,188,443 (2,854) - 2,185,589
Total assets 3,046,886 (3,713) (1,093) 3,042,080
Liabilities
Life insurance contract liabilities 159,514 - - 159,514
Investment contract liabilities with
discretionary participating features 193,425 - - 193,425
Investment contract liabilities without
discretionary participating features 288,164 - - 288,164
Borrowed funds H1.6.2 18,866 266 - 19,132
Deferred tax liabilities H1.6.1/1.7.1 5,088 - (237) 4,851
Deferred revenue H1.7.1 1,378 - (876) 502
Property and Casualty liabilities 8,285 - - 8,285
Provisions and accruals 2,385 - - 2,385
Third-party interests in consolidated funds 81,573 - - 81,573
Current tax payable 1,711 - - 1,711
Trade, other payables and other liabilities 42,355 - - 42,355
Amounts owed to bank depositors 12,440 - - 12,440
Derivative financial instruments 4,498 - - 4,498
Liabilities held for sale and distribution 2,043,759 124 254 2,044,137
Total liabilities 2,863,441 390 (859) 2,862,972
Net assets 183,445 (4,103) (234) 179,108
Shareholders' equity
Equity attributable to equity holders of the
parent 136,678 (2,560) (118) 134,000
Continuing operations H1.6.1/1.7.1 58,775 (935) 20 57,860
Businesses classified as held for sale and
distribution 77,903 (1,625) (138) 76,140
Non-controlling interests
Ordinary shares 40,910 (1,543) (116) 39,251
Continuing operations H1.6.1 3,720 (190) - 3,530
Businesses classified as held for sale and
distribution 37,190 (1,353) (116) 35,721
Preferred securities 5,857 - - 5,857
Total non-controlling interests 46,767 (1,543) (116) 45,108
Total equity 183,445 (4,103) (234) 179,108
The adjustments for each standard are explained in more detail below.
H1.6 IFRS 9 Financial Instruments
H1.6.1 Overview including impact on the Group's total equity
The following table summarises the impact of implementing IFRS 9 on the Group's opening balance of total equity
(comprising retained earnings, other reserves and non-controlling interest) for continuing operations at 1 January 2018.
Impact of adopting
IFRS 9 on opening balance
Rm Notes at 1 January 2018
Retained earnings
Recognition of expected credit loss allowance H1.6.2 (751)
Designation of borrowed funds at fair value through profit or loss H1.6.2 (266)
Transfer of cumulative fair value changes linked to changes in credit risk
of liabilities to other reserves H1.6.2 683
Related deferred tax impact H1.5 114
Total impact - Retained earnings (220)
Other reserves
Recognition of expected credit loss allowance H1.6.2 (222)
Transfer of cumulative fair value changes linked to changes in credit risk
of liabilities from retained earnings H1.6.2 (683)
Related deferred tax impact H1.5 -
Total impact - Other reserves (905)
Total impact on shareholders' equity (1,125)
Total impact on equity attributable to shareholders of the parent (935)
Total impact on non-controlling interests (190)
Total impact on shareholders' equity (1,125)
The income tax consequences of recognising expected credit losses on financial assets at amortised cost and other
instruments and writing off balances are different between the jurisdictions where the Group conducts its business. In some
jurisdictions the income tax consequences are also different between different types of financial assets. The total transition
movement in the allowance for expected credit losses (R973 million) was recorded in retained earnings (R751 million),
other reserves (R222 million) and non-controlling interest (R190 million). The transition movement was recognised in other
reserves to utilise regulatory reserves previously created in the Rest of Africa business. At 1 January 2018 the balance of the
incurred loss model provision under IAS 39 was R2,918 million.
H1.6.2 Classification and measurement of financial assets and financial liabilities
On 1 January 2018 Group assessed the business models apply to the financial assets held by the Group and classified its
financial instruments into the appropriate IFRS 9 categories. The Group also considered the impact of implementation of
the expected credit loss model. The following tables and accompanying notes explain the original measurement categories
and carrying values under IAS 39 and the new measurement categories and carrying values under IFRS 9 for each class of
the Group's financial assets and financial liabilities as at 1 January 2018:
Total IFRS 9 transition
adjustment allocation
IFRS 9
Total Adjusted reclassifi-
Carrying IFRS 9 carrying cation
IAS 39 IFRS 9 value transition value into new IFRS 9
Rm Notes Classification Classification IAS 39 adjustment IFRS 9 category ECL impact
Financial assets
Mandatory reserve
deposits with central Loans and
banks receivables Amortised cost 94 - 94 - -
Reinsurers' share of Loans and
policyholder liabilities receivables Amortised cost 25 - 25 - -
Loans and
Loans and advances receivables Amortised cost 21,483 (943) 20,540 - (943)
Accounting
Investments and Designated mismatch at
securities (a) FVTPL FVTPL 721,328 (434,276) 287,052 - -
Designated Mandatorily at
FVTPL FVTPL - 430,767 430,767 430,767 -
Designated
(b) FVTPL Amortised cost - 3,497 3,497 3,509 (12)
Mandatorily at
(c) Available for sale FVTPL 921 921 921 921 -
Trade and other Loans and
receivables receivables Amortised cost 21,875 (18) 21,857 - (18)
Mandatorily at
Derivative instruments Held for trading FVTPL 4,101 - 4,101 - -
Cash and cash Loans and
equivalents receivables Amortised cost 30,761 - 30,761 - -
Total 800,588 none 799,615 435,197 (973)
The classification and measurement of the remaining balance of R287,052 million is unchanged.
Total IFRS 9 transition
adjustment allocation
Total Adjusted IFRS 9
Carrying IFRS 9 carrying reclassifi-
IAS 39 IFRS 9 value transition value cation into IFRS 9
Rm Notes Classification Classification IAS 39 adjustment IFRS 9 new category ECL impact
Financial Liabilities
Investment contract Designated Designated
liabilities FVTPL FVTPL 288,164 - 288,164 - -
Third-party interest in Designated Designated
consolidation of funds FVTPL FVTPL 81,573 - 81,573 - -
Accounting
Designated mismatch at
Borrowed funds (d) FVTPL FVTPL 13,191 1,284 14,475 1,284 -
(d) Amortised cost Amortised Cost 5,675 (1,018) 4,657 - -
Accounting Accounting
Trade, other payables mismatch mismatch at
and other liabilities (FVTPL) FVTPL 2,039 - 2,039 - -
Amortised cost Amortised Cost 30,437 - 30,437 - -
Amounts owed by
depositors Amortised cost Amortised Cost 12,440 - 12,440 - -
Derivative financial Mandatorily at
instruments Held for trading FVTPL 4,498 - 4,498 - -
Total 438,017 266 438,283 1,284 -
Apart from the implementation of the expected credit loss model, other significant changes in the classification and
measurement of financial assets and liabilities as illustrated above have been described below.
(a) Reclassification of equity instruments with a fair value of R430,569 million (at 31 December 2017) and debt instruments
with a fair value of R198 million (at 31 December 2017) from financial assets designated at fair value through profit or loss
in terms of IAS 39, to financial assets mandatorily at fair value through profit or loss in terms of IFRS 9.
In accordance with the Group's accounting policies equity instruments are classified as financial assets at fair value through
profit or loss. In terms of IAS 39 the debt instruments were designated as financial instruments at fair value through profit
or loss. In terms of IFRS 9, the Group considers that these debt instruments are held within a business model where the
financial performance of these instruments are measured and the instruments are managed on a fair value basis. As a
result the debt instruments are classified as financial instruments at fair value through profit or loss. Since the instruments
were measured at fair value in terms of IAS 39, no measurement adjustment was recognised when the instruments were
reclassified.
(b) Reclassification of government securities with a fair value of R3,509 million (at 31 December 2017) from financial assets
designated at FVTPL under IAS 39, to financial assets at amortised cost under IFRS 9.
The government securities were designated at fair value through profit or loss in terms of IAS 39. A review of the business
model regarding these instruments indicated that the instruments are held with the objective to collect contractual cash
flows over the term of the instrument. A review of the cash flows characteristics of the instruments indicated that the
cash flows are solely payments of capital and interest on the capital outstanding. Consequently the Group classified these
instruments as financial assets at amortised cost. At 1 January 2018, the Group recognised an allowance for expected credit
losses of R12 million with regard to these instruments. The expected credit loss was recognised in equity at 1 January 2018.
The fair value of these financial assets as at 31 December 2018 was R5,553 million. The various original effective interest rates
of these instruments range from 5% to 26% per annum and R263 million of interest income has been recognised during
the period.
(c) Reclassification of investments and securities with a fair value of R921 million (at 31 December 2017) from available-for-
sale to financial assets at fair value through profit or loss.
The investment and securities comprise of government, government guaranteed securities and equity instruments. In
terms of IAS 39 these instruments were designated as available for sale financial instruments. In terms of IFRS 9, the Group
considers that the debt securities are held within a business model where the financial performance of these instruments are
measured and the instruments are managed on a fair value basis. As a result the government and government guaranteed
securities are classified as financial instruments at fair value through profit or loss. Since the instruments were measured at
fair value in terms of IAS 39, no measurement adjustment was recognised when the instruments were reclassified in terms
of IFRS 9.
(d) Reclassification of borrowed funds (R1,018 million) at 31 December 2017) from financial liabilities at amortised under IAS
39, to financial liabilities designated at fair value through profit or loss under IFRS 9.
At 31 December 2017, the Group carried total borrowed funds with a carrying value of R18,866 million. Included in this
balance were borrowed funds classified as financial liabilities at amortised cost of R5,675 million. On 1 January 2018 the Group
reclassified R1,018 million of this balance to financial liabilities at fair value to avoid or significantly reduce an accounting
mismatch with derivative instruments (held to mitigate interest rate risk) classified as financial instruments at fair value
through profit or loss. To adjust the carrying value of the borrowed funds to fair value (R1,284 million at 31 December 2017) a
fair value loss of R266 million was recognised in retained earnings.
The portion of cumulative fair value losses related to changes in the credit risk of the total borrowed funds designated at
fair value through profit or loss was transferred from retained earnings to other reserves at 1 January 2018. The amount of
the transfer was R683 million.
H1.6.3 Impact of the new impairment model
The 'incurred loss model' under IAS 39 was replaced with the 'expected credit loss' (ECL) model under IFRS 9. Application
of the ECL model results in credit losses being recognised earlier than under the incurred loss model. The ECL model
applies to financial assets measured at amortised cost (for example mandatory reserve deposits with central banks, loans
and advances, trade and other receivables, cash and cash equivalents, and debt securities held by the Group) and debt
investments measured at FVOCI. As a consequence of the new standard the Group has revised its impairment methodology
for each of these classes of assets.
The Group has determined that the application of IFRS 9's impairment requirements at 1 January 2018 resulted in an additional
impairment allowance for the continuing business as set out in 1.6.2. The following table sets out the implementation
adjustment between the IAS 39 incurred loss model provision recognised at 31 December 2017 and the IFRS 9 expected
credit loss provision at 1 January 2018:
IAS 39
Instruments impairment IFRS 9 impairment provision - allowance for ECL ECL coverage % at 1 January 2018 IFRS 9 - transition adjustment
Rm provisions Stage 1 Stage 2 Stage 3 Total Stage 1 Stage 2 Stage 3 Total Gross Tax Net
Loans and advances 2,918 588 307 2,966 3,861 4% 17% 59% 17% 943 114 829
H1.6.4 Hedge accounting
On the adoption of IFRS 9 the Group elected to not apply hedge accounting to any financial instruments in the continuing
businesses. The Group elected to continue with hedge accounting principles as set out in IAS 39 and will adopt the hedge
accounting principles set out in IFRS 9 when the IASB project on macro hedge accounting has been completed.
H1.7 IFRS 15 Revenue from contracts with customers - Continuing operations
H1.7.1 Overview including impact on the Group's total equity
The following table summarises the impact of implementing IFRS 15 on the Group's opening balance of total equity
(comprising retained earnings, other reserves and non-controlling interest) for continuing operations at 1 January 2018.
Reported Transition Reported
Rm Notes under IAS 18 adjustment Under IFRS 15
Statement of financial position
Deferred acquisition costs (a) 848 (848) -
Deferred tax assets 245 (245) -
Total assets 1,093 (1,093) -
Deferred revenue (a) (876) 876 -
Deferred tax liabilities (237) 237 -
Total liabilities (1,113) 1,113 -
Impact to retained earnings (before tax) 28
Deferred tax (8)
Impact to retained earnings on
1 January 2018 (after tax) 20
(a) Initial financial planning fees
An initial financial planning fee is paid to brokers for providing initial financial planning to clients. Fees charged to clients
consist of initial fees and ongoing fees. In the past the initial fee received was recognised as a deferred revenue liability and
the initial financial planning fee paid as a deferred acquisition cost asset. These balances were amortised into the condensed
consolidatedstatement of comprehensive income as separate items of income and expense over the expected contractual periods.
In terms of IFRS 15 revenue is recognised when the related performance obligation has been satisfied. The initial fee
received should be recognised as revenue when the services have been provided. The initial financial planning fee paid
should be expensed when incurred.
Deferred acquisition costs and deferred revenue liabilities at 31 December 2017 have been adjusted with a corresponding
impact to retained earnings. This lead to a reduction of deferred acquisition costs of R848 million and a reduction in
deferred revenue liability of R876 million at 1 January 2018. The related impact to deferred tax has been a reduction in the
deferred tax asset of R245 million and a reduction in the deferred tax liability of R237 million.
I: FUTURE STANDARDS, AMENDMENTS TO STANDARDS, AND INTERPRETATIONS
NOT EARLY-ADOPTED IN THE 2018 CONSOLIDATED FINANCIAL STATEMENTS
Certain new accounting standards and interpretations, have been published that are not mandatory for 2018 reporting
periods and have not been early adopted by the Group.
IFRS 16 Leases
IFRS 16 Leases was issued in January 2016 and replaces IAS 17 'Leases' and its interpretations for reporting periods beginning
on or after 1 January 2019. The Group will implement the new standard from the effective date by applying the modified
retrospective approach. The cumulative effect of initial application will be recognised in retained earnings at 1 January 2019
and comparative information will not be restated.
At inception of a contract the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease
if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
Lease accounting is only applied to lease components within a contract.
IFRS 16 introduces a 'right-of-use' model whereby the lessee recognises a right-of-use asset and a lease obligation to make
lease payments for leases in the scope of the standard. In the past the Group, as lessee, accounted for leases as either
operating lease or finance leases and such distinction is not continued under IFRS 16 for lessees. The right-of-use asset is
initially recognised at the present value of the lease liability. Subsequent measurement of the right-of-use asset will depend
on the measurement basis applied for similar owned assets. When carried at cost or revalued amounts, the carrying value
will be amortised into profit or loss over the lease term. The financial liability is recognised at the present value of future lease
payments and is subsequently measured at amortised cost. Interest expense accrued on the lease liability is recognised in
profit or loss.
Accounting for leases in the financial statements for lessors remained largely unchanged from the accounting applied
under IAS 17. The Group, as a lessor, continues to classify and account for leases as either operating leases or finance leases.
Additional disclosures will be provided the annual financial statements for the financial period ending 31 December 2019.
All of the Group's businesses will be impacted by the adoption of IFRS 16. Based on the work done to date the Group expects
an increase in assets and corresponding increase in liabilities of approximately R1.0 billion as result of the implementation
of IFRS 16.
IFRS 17 Insurance Contracts
IFRS 17 is effective for reporting periods beginning on or after 1 January 2021 (however the IASB has made a tentative
decision to defer the effective date by one year, subject to due process). The IASB issued IFRS 17 'Insurance Contracts' in
May 2017 as a replacement for IFRS 4 'Insurance Contracts'. The Group will apply the new standard from the effective date.
The new rules will affect the financial statements and key performance indicators of all entities in the Group that issue
insurance contracts (such as term and life insurance, life annuities, disability insurance, and property and casualty insurance)
or investment contracts with discretionary participation features (such as with-profit annuities and investments). The most
significant impacted subsidiary will be the Old Mutual Life Assurance Company (South Africa) Limited, however all other
Group entities with life and short-term insurance licences will also be impacted.
The Group has instituted an implementation programme under the sponsorship of the Chief Financial Officer, who chairs
a steering committee consisting of senior finance, actuarial and information technology executives from impacted business
areas. Each major IFRS 17 focus area (i.e. Group, Rest of Africa and OM Insure) is also governed by a delivery committee,
which consists of senior finance and actuarial managers who make decisions on scope, design and enablement for their
relevant focus areas. All decisions relating to the interpretation of the standard (i.e. policies and methodologies) are made by
a Technical Review Committee (TRC), which consists of actuarial and finance SME's across Group, the Segments and Rest of
Africa. Ratification of major decisions are done by the steering committee. Programme resources include a mix of dedicated
and shared internal technical experts, as well as external consultants where appropriate.
During 2017 and 2018, the Group completed the initial impact assessments, including several pilot projects on selected
products aimed at assessing the financial impacts of the standard. Significant progress has been made on the development
of accounting and actuarial policies and methodologies, with formal sign off from the TRC on each version of a paper, as
well as outcomes of investigations. This also includes a comprehensive product classification model, which includes the
Group product scope and IFRS 17 classification and measurement approach per product. The Transition approach and
process was finalised in H1 2018 and transition calculations on 2018 balances are well on track to be competed in Q4
2019, after which calculations on the 2019 balances will commence. Actuarial modelling development, which is the most
significant enablement requirement on the Programme in addition to Transition and Technology, commenced in H2 2018
and is currently largely on track against the plan.
The Programme is now in the process of defining detailed requirements for the finance and actuarial system and process
build. In parallel, a robust financial data model and Actuarial Results Repository prototype is being developed to demonstrate
the capability that is required within OML. No technology decisions have been made at this time, as the focus remains on
finalisation of detailed compliance, data and business requirements until Q4 2019. The majority of focus to date has been
on progressing work for Group, OMLACSA and OMLACNAM. The Rest of Africa and OM Insure projects are in the process of
being mobilised and scoping for these projects will be agreed during Q2 2019.
IFRIC 23 Uncertainty over Income Tax Treatments
The Group will apply the interpretation retrospectively for financial periods commencing on or after 1 January 2019.
The interpretation provides guidance on the accounting treatment of uncertain income tax positions. In terms of the
interpretation each tax entity should determine whether the uncertainties will be consider in isolation or cumulatively.
In assessing whether and how an uncertain tax treatment affects the determination of taxable profit (tax loss), tax bases,
unused tax losses, unused tax credits and tax rates, an entity should assume that a taxation authority will examine amounts it
has a right to examine and have full knowledge of all related information when making those examinations. In determining
taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, an entity must consider the probability
that a taxation authority will accept an uncertain tax treatment. The Group is assessing the impact of the interpretation.
Amendments to IFRS 3 Business Combinations - Definition of a Business
The amendments must be applied to transactions with effective dates that are on or after 1 January 2020. The amendments
clarify that to be considered a business, an integrated set of activities and assets must include, at a minimum, an input
and a substantive process that together significantly contribute to the ability to create output. The amendment states that
a business can exist without including all of the inputs and processes needed to create outputs. The inputs and processes
applied to those inputs must have 'the ability to contribute to the creation of outputs' rather than 'the ability to create
outputs'. The Group is not required to review transactions completed in prior periods.
Amendments to IAS 19 Employee Benefits - Plan Amendment, Curtailment or Settlement
The amendments apply to plan amendments, curtailments, or settlements occurring on or after 1 January 2019. When the
plan amendment, curtailment or settlement takes place the entity is required to determine current service cost for the
remainder of the period after the plan amendment, curtailment or settlement, using the actuarial assumptions used to
remeasure the net defined benefit liability (asset) reflecting the benefits offered under the plan and the plan assets after that
event. In addition, the entity is required to determine interest for the remainder of the period after the plan amendment,
curtailment or settlement using the net defined benefit liability (asset) reflecting the benefits offered under the plan and
the plan assets after that event; and the discount rate used to remeasure that net defined benefit liability (asset).
Amendments to IAS 28 Investments in Associates and Joint Ventures - Long-term Interests
The amendments will be applied retrospectively from 1 January 2019 and will be implemented in the 2019 financial period.
The amendments clarify that IFRS 9 is applied to long-term interests in an associate or joint venture that is not accounted for
in terms of the equity method and form part of the net investment in the associate or joint venture. As a result the expected
credit loss model in IFRS 9 is applied to financial assets at amortised cost included in the long-term interests. The Group is
assessing the impact of the amendment.
Amendments to IFRS 9 Prepayment Features with Negative Compensation
The amendments will be applied retrospectively from 1 January 2019 and will be implemented in the 2019 financial period.
A debt instrument can be measured at amortised cost or at fair value through other comprehensive income, provided
that the contractual cash flows are 'solely payments of principal and interest on the principal amount outstanding' (the
SPPI criterion) and the instrument is held within the appropriate business model for that classification. The amendments
to IFRS 9 clarify that a financial asset passes the SPPI criterion regardless of the event or circumstance that causes the
early termination of the contract and irrespective of which party pays or receives reasonable compensation for the early
termination of the contract. The Group is assessing the impact of the amendment.
Directors basis of preparation on non-IFRS financial information
Non IFRS pro forma financial information, prepared to more accurately reflect the long term economic performance of the Group.
This pro forma financial information is the responsibility of the directors of Old Mutual Limited and should be read in conjunction
with the unmodified independent reporting accountants report included on page 150 and 151.
7. Independent reporting accountants' assurance report
INDEPENDENT REPORTING ACCOUNTANTS' ASSURANCE REPORT
ON THE COMPILATION OF THE NON-IFRS FINANCIAL INFORMATION
OF OLD MUTUAL LIMITED
The Directors
c/o Audit Committee
Old Mutual Limited
PO Box 66
Cape Town
8000
To the Directors of Old Mutual Limited
Introduction
We have completed our assurance engagement to report on the compilation of the non-IFRS financial information of Old
Mutual Limited ("the Company") and its subsidiaries (collectively "the Group") by the directors of the Company ("Directors").
The pro forma non-IFRS financial information comprises the following:
- adjusted financial statement caption, for the year ended 31 December 2018:
? Adjusted weighted average number of ordinary shares (millions) (AWANOS);
? Adjusted Headline Earnings per share (cents) (AHPS); and
? Adjusted IFRS Equity.
- adjusted ratios for the year ended 31 December 2018:
? Return on Net Asset Value (RoNAV); and
(collectively the "Non-IFRS Financial Information").
The applicable criteria on the basis of which the Directors have compiled the Non-IFRS Financial Information, comprising
of each of the adjusted financial statement captions and the adjusted ratio, is specified in the JSE Limited ("JSE") Listings
Requirements ("JSE Listings Requirements"), and as described in the Reviewed Preliminary Annual Results for the year
ended 31 December 2018 and the related SENS announcement ("Preliminary Results Announcements").
The Non-IFRS Financial Information has been compiled by the Directors to illustrate the performance of the Group and
adjust for any IFRS accounting treatments that are not reflective at the long term economic performance of the Group.
As part of this process the reviewed financial statement captions for the year ended 31 December 2018 ("Reviewed
Financial Information") have been extracted by the Directors from the Reviewed Condensed Consolidated Financial
Statements for the year ended 31 December 2018, on which an unmodified independent auditors' review report was issued
on 10 March 2019.
Directors' responsibility for the Non-IFRS Financial Information
The Directors are responsible for compiling the Non-IFRS Financial Information on the basis of the Applicable Criteria
specified in the JSE Listings Requirements, and as described in the Preliminary Results Announcements ("the Applicable
Criteria").
Our independence and quality control
We have complied with the independence and other ethical requirements of the Code of Professional Conduct for Registered
Auditors issued by the Independent Regulatory Board for Auditors (IRBA Code), which is founded on fundamental principles
of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour. The IRBA Code is
consistent with the International Ethics Standards Board for Accountants Code of Ethics for Professional Accountants (Parts
A and B).
Deloitte & Touche and KPMG Inc. apply the International Standard on Quality Control 1, Quality Control for Firms that Perform
Audits and Reviews of Financial Statements, and Other Assurance and Related Services Engagements and accordingly
maintains a comprehensive system of quality control including documented policies and procedures regarding compliance
with ethical requirements, professional standards and applicable legal and regulatory requirements.
Independent Reporting Accountants' responsibility
Our responsibility is to express an opinion about whether the Non-IFRS Financial Information has been compiled, in all
material respects, by the Directors on the basis specified in the JSE Listings Requirements as described in the Preliminary
Results Announcement.
We conducted our engagement in accordance with International Standard on Assurance Engagements (ISAE) 3420,
Assurance Engagements to Report on the Compilation of Pro Forma Financial Information Included in a Prospectus, issued
by the International Auditing and Assurance Standards Board. This standard requires that the reporting accountants'
plan and perform procedures to obtain reasonable assurance about whether the Directors have compiled, in all material
respects, the Non-IFRS Financial Information on the basis specified in the JSE Listings Requirements and as described in
the Preliminary Results Announcements.
For purposes of this engagement, we are not responsible for updating or reissuing any reports or opinions on any historical
financial information used in compiling the Non-IFRS Financial Information.
The purpose of the Non-IFRS Financial Information included in the Preliminary Results Announcements is to illustrate the
performance of the Group and adjust for any IFRS accounting treatments that are not reflective of the long term economic
performance of the Group.
A reasonable assurance engagement to report on whether the Non-IFRS Financial Information has been compiled, in all
material respects, on the basis of the Applicable Criteria involves performing procedures to assess whether the Applicable
Criteria used by the Directors in the compilation of the Non-IFRS Financial Information provides a reasonable basis for
presenting the significant effects directly attributable to the events and to obtain sufficient appropriate evidence about
whether:
- The pro forma adjustments give appropriate effect to the Applicable Criteria; and
- The Non-IFRS Financial Information reflects the proper application of the pro forma adjustments to the unadjusted
Reviewed Financial Information of the Group.
Our procedures selected depend on our judgement, having regard to our understanding of the nature of the Group or the
event of which the pro forma adjustments in respect of the Non-IFRS Financial Information has been compiled, and other
relevant engagement circumstances.
Our engagement also involves evaluating the overall presentation of the Non-IFRS Financial Information.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinion
In our opinion, the Non-IFRS Financial Information has been compiled, in all material respects, on the basis of the Applicable
Criteria specified in the JSE Listings Requirements and as described in the Preliminary Results Announcement.
Purpose of this report
This report has been prepared for the purpose of satisfying the requirements of the JSE Listings Requirements, and for no
other purpose.
KPMG Inc. Deloitte & Touche
Registered Auditor Registered Auditor
Per Gary Pickering Per Alex Arterton
Chartered Accountant (SA) Chartered Accountant (SA)
Director Partner
10 March 2019 10 March 2019
KPMG Crescent 1st floor, The Square, Cape Quarter
85 Empire Road, 27 Somerset Road, Greenpoint
Parktown Cape Town
2193 8005
Administration
Registered name: Old Mutual Limited
Country of incorporation: South Africa
Registration number: 2017/235138/06
Income tax reference number: 9267358233
Share code (JSE and LSE): OMU
Share code (NSX): OMM
Registered Office
Mutualpark
Jan Smuts Drive
Pinelands
Cape Town
7405
Internet address
www.oldmutual.com
Company Secretary
Kirsten, Elsabe Margaretha
Transfer secretaries
Link Market Services South Africa (Pty) Limited
Directors
Independent non-executive Directors Non-executive Directors
Manuel, Trevor Andrew (Chairperson) Rapiya, Bahleli Marshall
Baloyi, Paul Cambo
De Beyer, Peter Gerard Executive Directors
Du Toit, Matthys Michielse Moyo, Mthandazo Peter (Chief Executive Officer)
Essien, Albert Kobina Troskie, Casparus Gerhardus (Chief Financial Officer)
Kgaboesele, Itumeleng
Lister, John Robert Public Officer
Magwentshu-Rensburg, Sizeka Monica Gary Eaves
Moholi, Nombulelo Thokozile
Mokgosi-Mwantembe, Thoko Martha
Molope, Carol Winifred Nosipho
Mwangi, James Irungu
Van Graan, Stewart William
JSE Sponsor: Merrill Lynch South Africa (Pty) Limited
Namibia Sponsor: PSG Wealth Management (Namibia)
(Proprietary) Limited
ENQUIRIES
Investor Relations
Sizwe Ndlovu T: +27 (11) 217 1163
E: tndlovu6@oldmutual.com
Mamosa Dlothi M: +27 (0)76 331 5240
E: mdlothi@oldmutual.com
Patrick Bowes M: +44 (0)7976 643377
E: patrick.bowes@omg.co.uk
Communications:
Tabby Tsengiwe T: +27 (11) 217 1953
M: +27 (0)60 547 4947
E: ttsengiwe@oldmutual.com
CAUTIONARY STATEMENT
This report may contain certain forward-looking statements with respect to
certain of Old Mutual Limited's plans and its current goals and expectations
relating to its future financial condition, performance and results and, in
particular, estimates of future cash flows and costs. By their nature, all
forward-looking statements involve risk and uncertainty because they
relate to future events and circumstances which are beyond Old Mutual
Limited's control including amongst other things, South African domestic
and global economic and business conditions, market related risks such as
fluctuations in interest rates and exchange rates, the policies and actions
of regulatory authorities, the impact of competition, inflation, deflation,
the timing and impact of other uncertainties of future acquisitions or
combinations within relevant industries, as well as the impact of tax and
other legislation and other regulations in the jurisdictions in which Old
Mutual Limited and its affiliates operate. As a result, Old Mutual Limited's
actual future financial condition, performance and results may differ
materially from the plans, goals and expectations set forth in Old Mutual
Limited's forward looking statements. Old Mutual Limited undertakes no
obligation to update the forward-looking statements contained in this
report or any other forward-looking statements it may make. Nothing in
this report shall constitute an offer to sell or the solicitation of an offer to
buy securities.
NOTES TO EDITORS
A webcast of the presentation of the 2018 Reviewed Preliminary Annual
Results and Q&A will be broadcast live at 11:00 am South African time on
11 March 2019 on the Company's website www.oldmutual.com. Analysts
and investors who wish to participate in the call can do so using the
numbers below:
South Africa Neotel +27 11 535 3600
South Africa Telkom +27 10 201 6800
UK +44 33 3300 1418
USA and Canada +1 508 924 4326
Pre-registration to participate in the call is available at the following link:
https://bit.ly/2SSwr2W
ABOUT OLD MUTUAL LIMITED
Old Mutual is a premium African financial services group that offers a broad
spectrum of financial solutions to retail and corporate customers across
key market segments in 17 countries. Old Mutual's primary operations are
in South Africa and the rest of Africa, and we have niche businesses in
Latin America and Asia. With over 173 years of heritage across sub-Saharan
Africa, we are a crucial part of the communities we serve and broader
society on the continent.
For further information on Old Mutual Limited, and its underlying
businesses, please visit the corporate website at www.oldmutual.com.
CALENDAR OF EVENTS 2019
29 MARCH 2019 Publication of Integrated Report
29 MARCH 2019 Publication of audited annual financial statements
24 MAY 2019 AGM (Annual General Meeting)
Q3 2019 Interim Results Announcement
Q4 2019 Investor showcase
The preliminary condensed consolidated
financial statements for the year ended
31 December 2018 and the notes to
the condensed consolidated financial
statements have been reviewed by
independent joint auditors KPMG Inc.
and Deloitte & Touche, who expressed
a review conclusion. The review report is
available on page 56 of this report.
The auditors have also issued an ISAE 3420
Independent Reporting Accountants'
assurance report on the compilation of
the non IFRS financial information of Old
Mutual Limited. This report is included in
section 7 of the additional disclosures.
www.oldmutual.com
Sponsor
Merrill Lynch South Africa (Pty) Limited
Date: 11/03/2019 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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