Interim Results - Part 3

Old Mutual PLC 12 August 2002 PART 3 Notes to the financial statements for the six months ended 30 June 2002 1 BASIS OF PREPARATION AND EFFECT OF RESTATEMENT The results for the six months to 30 June 2002 and the position at that date have been prepared using accounting policies consistent with those used in the Group 2001 Annual Report, except for the adoption of Financial Reporting Standard 19 'Deferred Tax', the effects of which are described below. These accounting policies are in accordance with the Statement of Recommended Practice on 'Accounting for Insurance Business' issued by the Association of British Insurers in December 1998 ('ABI SORP'). Comparative figures have been restated to reflect the adoption of Financial Reporting Standard 19 'Deferred Tax'. This requires full provision to be made for deferred tax assets and liabilities arising from timing differences between the recognition of gains and losses in the financial statements and their recognition for tax. Previously deferred tax was recognised on a partial provision approach. In addition to restating the comparative figures, the cumulative cost of the deferred tax relating to previous years has been recognised as a prior year adjustment. The change in accounting policy has had no effect on the operating profit after tax or shareholders' funds for the current period. The effect for the year ended 31 December 2001 is an increase in the tax charge of £41 million (R503 million) and no change in shareholders' funds. The effect for the six months ended 30 June 2001 is an increase in the tax charge of £21 million (R240 million) and increase in shareholders' funds of £23 million (R263 million). The results for the six months ended 30 June 2002 and 2001 are unaudited, but have been reviewed by the auditors whose report is presented on page 22. The auditors have reported on the statutory accounts for the year ended 31 December 2001 and the accounts have been delivered to the Registrar of Companies. The auditors' report in respect of the year ended 31 December 2001 was unqualified and did not contain a statement under section 237 (2) or (3) of the UK Companies Act 1985. These financial statements do not constitute statutory accounts as described in section 240 of the UK Companies Act 1985. Notes to the financial statements continued for the six months ended 30 June 2002 2 FOREIGN CURRENCIES The information contained in these financial statements is expressed in both Sterling and South African Rand. This is in order both to meet the legal requirements of Schedule 9A of the UK Companies Act 1985 and to provide the users of the accounts in South Africa with illustrative information. The principal exchange rates used to translate the operating results, assets and liabilities of key foreign business segments to sterling are presented below. Rand US$ 6 months to 6 months to Year to 6 months to 6 months to Year to 30 June 2002 30 June 2001 31 December 30 June 2002 30 June 2001 31 December 2001 2001 Profit and 15.8800 11.4211 12.3923 1.4445 1.4405 1.4405 loss account (average rate) Balance sheet 15.8451 11.3634 17.4286 1.5279 1.4116 1.4542 (closing rate) Notes to the financial statements continued for the six months ended 30 June 2002 3 EARNINGS AND EARNINGS PER SHARE Basic earnings per share is calculated based upon the profit or loss attributable to equity shareholders after the amortisation and impairment of goodwill arising on acquisitions, write-down of investment in Dimension Data Holdings plc and short term fluctuations in investment return. The directors' view is that operating earnings per share derived from operating profit or loss based on a long term investment return and before the amortisation and impairment of goodwill, the write-down of investment in Dimension Data Holdings plc and short term fluctuations in investment return provides a better indication of the underlying performance of the Group. A table reconciling operating profit on ordinary activities after tax and minority interests to this underlying measure of earnings is included below. £m Rm 6 months to 6 months to Year to 6 months to 6 months to Year to 30 June 2002 30 June 2001 31 December 30 June 30 June 31 December (restated) 2001 2002 2001 2001 (restated) (restated) (restated) Profit / (loss) on 121 116 (264) 1,931 1,328 (3,274) ordinary activities after tax and minority interests Goodwill 51 65 120 810 746 1,487 amortisation net of minority interests Goodwill - - 500 - - 6,196 impairment Short term 39 (87) (73) 619 (997) (905) fluctuations in investment return net of tax and minority interests Non-operating (20) - - (318) - - items net of tax Write-down of 22 155 144 350 1,765 1,788 investment in Dimension Data Holdings plc net of tax and minority interests Operating earnings 213 249 427 3,392 2,842 5,292 after tax and minority interests based on a long term investment return before goodwill amortisation and impairment, write-down of investment in Dimension Data Holdings plc and short term fluctuations in investment return p c Basic earnings per 3.3 3.4 (7.4) 52.9 38.4 (92.2) share Goodwill 1.3 1.9 3.4 22.2 21.6 41.9 amortisation net of minority interests Goodwill - - 14.1 - - 174.5 impairment Short term 1.1 (2.5) (2.1) 16.9 (28.8) (25.4) fluctuations in investment return net of tax and minority interests Non-operating (0.5) - - (8.7) - - items net of tax Write down of 0.6 4.4 4.1 9.6 51.2 50.3 investment in Dimension Data Holdings plc net of tax and minority interests Operating earnings 5.8 7.2 12.1 92.9 82.4 149.1 per share after tax and minority interests based on a long term investment return before goodwill amortisation and impairment, write-down of investment in Dimension Data Holdings plc and short term fluctuations in investment return Notes to the financial statements continued for the six months ended 30 June 2002 3 EARNINGS AND EARNINGS PER SHARE continued Basic earnings per share is calculated by reference to the profit on ordinary activities after tax and minorities of £121 million (R1,931 million) for the six months ended 30 June 2002 (June 2001: £116 million (R1,328 million); December 2001: loss £264 million (R3,274 million)) and a weighted average number of shares in issue of 3,652 million (June 2001: 3,457 million; December 2001: 3,550 million). This is calculated after taking into account shares held by Employee Share Ownership Plans (ESOPs), which have waived their rights to dividends. The diluted earnings per share calculation reflects the impact of the shares in the ESOP Trusts, the US Dollar Guaranteed Convertible Bond, and potential issue of shares to satisfy the purchase of the Pilgrim Baxter revenue share. Notes to the financial statements continued for the six months ended 30 June 2002 4 DIVIDEND £m Rm 6 months to 6 months to Year to 6 months to 6 months to Year to 30 June 2002 30 June 2001 31 December 30 June 2002 30 June 2001 31 December 2001 2001 2002 interim 63 - - 998 - - dividend proposed: 1.7p (26.9c*) 2001 final - - 113 - - 1,839 dividend paid: 3.1p (50.1c) 2001 interim - 59 59 - 674 767 dividend paid: 1.7p (22.2c) 63 59 172 998 674 2,606 Provision has been made in the Group financial statements for an interim dividend of 1.7p (26.9c*) per share calculated using the number shares in issue at 30 June 2002 of 3,782 million less 96 million shares in Employee Share Ownership Plans, which have waived their rights to dividends. The dividend will be paid on 29 November 2002 to all shareholders on the register at the close of business on 18 October 2002, being the record date for the dividend. As a consequence of the exchange control arrangements in place in South Africa and other relevant African territories, dividends to shareholders on the branch registers in 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. * Indicative only - the actual amount of the dividend per share in Rand will be determined by reference to the exchange rate prevailing on 3 October 2002 and announced by the Company on 4 October 2002. Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS £m Rm 5(a) Summary Notes South United UK & Total South United UK & Total of operating Africa States Rest of Africa States Rest of profit World World 6 months to 30 June 2002 Life assurance 5(b)(iii) 160 33 (3) 190 2,541 524 (47) 3,018 Asset 5(c)(i) 13 60 5 78 207 951 80 1,238 management Banking 5(d) 99 - 29 128 1,579 - 456 2,035 General 5(e) 19 - - 19 308 - - 308 insurance business Other 5(f) 1 - (10) (9) 16 - (159) (143) shareholders' income / (expenses) Debt service - - (25) (25) - - (397) (397) costs Smoothed 292 93 (4) 381 4,651 1,475 (67) 6,059 operating profit based on a long term investment return Goodwill (55) (873) amortisation Write-down of (52) (830) investment in Dimension Data Holdings plc Short term (62) (980) fluctuations in investment return Operating 212 3,376 profit on ordinary activities before tax 6 months to 30 June 2001 (restated) Life assurance 5(b)(iii) 215 - 3 218 2,456 - 34 2,490 Asset 5(c)(i) 18 64 8 90 206 730 91 1,027 management Banking 5(d) 135 - 33 168 1,525 - 393 1,918 General 5(e) 24 - - 24 274 - - 274 insurance business Other 5(f) 9 - (19) (10) 103 - (217) (114) shareholders' income / (expenses) Debt service - - (35) (35) - - (400) (400) costs Smoothed 401 64 (10) 455 4,564 730 (99) 5,195 operating profit based on a long term investment return Goodwill (69) (788) amortisation Write-down of (304) (3,467) investment in Dimension Data Holdings plc Short term 94 1,073 fluctuations in investment return Operating 176 2,013 profit on ordinary activities before tax Year to 31 December 2001 Life assurance 5(b)(iii) 397 13 (2) 408 4,915 161 (25) 5,051 Asset 5(c)(i) 37 116 (3) 150 458 1,437 (38) 1,857 management Banking 5(d) 290 - 79 369 3,593 - 979 4,572 General 5(e) 46 - - 46 570 - - 570 insurance business Other 5(f) 12 - (41) (29) 149 - (508) (359) shareholders' income / (expenses) Debt service - (3) (64) (67) - (37) (793) (830) costs Write-down of 5(f) - - (21) (21) - - (260) (260) strategic investments Smoothed 782 126 (52) 856 9,685 1,561 (645) 10,601 operating profit based on a long term investment return Goodwill (132) (1,636) amortisation Goodwill (500) (6,196) impairment Write-down of (269) (3,334) investment in Dimension Data Holdings plc Short term 126 1,561 fluctuations in investment return Operating 81 996 profit on ordinary activities before tax United States life assurance activities were acquired with effect from 1 July 2001. Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(b) Life South United UK & Rest Total South United UK & Total assurance Africa States of World Africa States Rest of World (i) Gross premiums written 6 months to 30 June 2002 Individual business Single 316 1,534 76 1,926 5,018 24,360 1,207 30,585 Recurring 301 74 23 398 4,780 1,175 365 6,320 617 1,608 99 2,324 9,798 25,535 1,572 36,905 Group business Single 232 - 6 238 3,684 - 95 3,779 Recurring 116 - 8 124 1,842 - 127 1,969 348 - 14 362 5,526 - 222 5,748 965 1,608 113 2,686 15,324 25,535 1,794 42,653 6 months to 30 June 2001 Individual business Single 451 - 58 509 5,150 - 663 5,813 (restated) Recurring 409 - 47 456 4,672 - 537 5,209 860 - 105 965 9,822 - 1,200 11,022 Group business Single 300 - 8 308 3,426 - 91 3,517 Recurring 141 - 19 160 1,610 - 217 1,827 441 - 27 468 5,036 - 308 5,344 1,301 - 132 1,433 14,858 - 1,508 16,366 Year to 31 December 2001 Individual business Single 854 578 97 1,529 10,583 7,163 1,202 18,948 Recurring 757 78 87 922 9,381 967 1,078 11,426 1,611 656 184 2,451 19,964 8,130 2,280 30,374 Group business Single 598 - 13 611 7,411 - 161 7,572 Recurring 280 - 29 309 3,470 - 359 3,829 878 - 42 920 10,881 - 520 11,401 2,489 656 226 3,371 30,845 8,130 2,800 41,775 South African individual gross single premiums include flexi and conventional maturity transfers of £52 million (R827 million) (June 2001: £55 million (R628 million); December 2001: £155 million (R1,923 million)) and guaranteed capital fund transfers of £23 million (R361 million) (June 2001: £35 million (R399 million); December 2001: £61 million (R761 million) to Investment Frontiers not previously reported in gross premiums written in June 2001. Business transacted with SA residents in terms of their personal offshore allowances is conducted by the Group's offshore companies and is therefore disclosed under the Rest of World segment. Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(b) Life South United UK & Rest Total South United UK & Total assurance Africa States of World Africa States Rest of continued World (ii) New business premiums 6 months to 30 June 2002 Individual business Single 316 1,534 76 1,926 5,018 24,360 1,207 30,585 Recurring 67 21 5 93 1,064 333 79 1,476 383 1,555 81 2,019 6,082 24,693 1,286 32,061 Group business Single 232 - 6 238 3,684 - 95 3,779 Recurring 10 - 1 11 159 - 16 175 242 - 7 249 3,843 - 111 3,954 625 1,555 88 2,268 9,925 24,693 1,397 36,015 Annual premium 132 174 14 320 2,093 2,769 225 5,087 equivalent 6 months to 30 June 2001 New business premiums on a statutory basis Individual business Single 451 - 58 509 5,150 - 663 5,813 (restated) Recurring 78 - 8 86 891 - 91 982 529 - 66 595 6,041 - 754 6,795 Group business Single 300 - 8 308 3,426 - 91 3,517 Recurring 4 - - 4 46 - - 46 304 - 8 312 3,472 - 91 3,563 833 - 74 907 9,513 - 845 10,358 Annual premium 157 - 15 172 1,795 - 166 1,961 equivalent Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(b) Life South United UK & Rest Total South United UK & Total assurance Africa States of World Africa States Rest of continued World (ii) New business premiums continued Year to 31 December 2001 New business premiums on a statutory basis Individual business Single 854 578 97 1,529 10,583 7,163 1,202 18,948 Recurring 159 26 11 196 1,970 322 136 2,428 1,013 604 108 1,725 12,553 7,485 1,338 21,376 Group business Single 598 - 13 611 7,411 - 161 7,572 Recurring 20 - 1 21 248 - 12 260 618 - 14 632 7,659 - 173 7,832 1,631 604 122 2,357 20,212 7,485 1,511 29,208 Annual premium 324 84 23 431 4,017 1,038 284 5,339 equivalent Annual premium equivalent is defined as one tenth of single premiums plus recurring premiums. South African individual new business premiums include flexi and conventional maturity transfers of £52 million (R827 million) (June 2001: £55 million (R628 million); December 2001: £155 million (R1,923 million)) and guaranteed capital fund transfers of £23 million (R361 million) (June 2001: £35 million (R399 million); December 2001: £61 million (R761 million)) to Investment Frontiers not previously reported in new business premiums in June 2001. Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(b) Life South United UK & Rest Total South United UK & Total assurance Africa States of World Africa States Rest of continued World (iii) Life assurance operating profit 6 months to 30 June 2002 Individual 69 33 (5) 97 1,096 524 (79) 1,541 business Group business 28 - - 28 445 - - 445 Life assurance 97 33 (5) 125 1,541 524 (79) 1,986 technical result Long term 63 - 2 65 1,000 - 32 1,032 investment return Life assurance 160 33 (3) 190 2,541 524 (47) 3,018 operating profit before short term fluctuations in investment return 6 months to 30 June 2001 Individual 95 - (2) 93 1,085 - (23) 1,062 business Group business 42 - 1 43 480 - 11 491 Life assurance 137 - (1) 136 1,565 - (12) 1,553 technical result Long term 78 - 4 82 891 - 46 937 investment return Life assurance 215 - 3 218 2,456 - 34 2,490 operating profit before short term fluctuations in investment return Year to 31 December 2001 Individual 174 13 (8) 179 2,152 161 (99) 2,214 business Group business 75 - 1 76 933 - 12 945 Life assurance 249 13 (7) 255 3,085 161 (87) 3,159 technical result Long term 148 - 5 153 1,830 - 62 1,892 investment return Life assurance 397 13 (2) 408 4,915 161 (25) 5,051 operating profit before short term fluctuations in investment return The United States operations, Fidelity & Guaranty Life and Americom, were both acquired during 2001. The results of Fidelity & Guaranty Life are included in the profit and loss account from 1 July 2001, and are disclosed net of restructuring costs of £9 million (R113 million) incurred in 2001. The operating profit of the US life business includes the investment return earned by the whole of the portfolio on a smoothed basis. Start-up costs of £6 million (R95 million) (June 2001: £9 million (R103 million); December 2001: £19 million (R231 million)) associated with the Group's new UK life assurance business, Selestia, were included in the life assurance technical result. Excluding these costs, the UK and Rest of World life assurance operating profit would have been positive £1 million (R16 million) (June 2001: £12 million (R137 million); December 2001: £17 million (R206 million)). Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(c) Asset 6 months to 6 months to Year to 6 months to 6 months to Year to management 30 June 2002 30 June 2001 31 December 30 June 2002 30 June 31 December 2001 2001 2001 (i) Analysis of operating profit Fund management worldwide South Africa Old Mutual Asset Managers 7 11 16 111 126 198 Old Mutual Unit Trusts - 3 11 - 34 136 Other 2 (1) 1 32 (11) 12 9 13 28 143 149 346 United States Old Mutual Asset Managers 21 22 38 333 251 471 Pilgrim Baxter 11 20 29 174 228 359 Old Mutual Strategic Affiliates 17 10 22 269 114 272 Old Mutual Financial Affiliates 11 12 27 175 137 335 60 64 116 951 730 1,437 UK & Rest of World 3 1 6 48 12 74 72 78 150 1,142 891 1,857 Private client UK - Gerrard Gross profit 3 10 2 48 114 25 Integration costs - (6) (12) - (69) (149) 3 4 (10) 48 45 (124) Other financial services South Africa 4 5 9 64 57 112 UK & Rest of World (1) 3 1 (16) 34 12 3 8 10 48 91 124 Asset management operating profit before goodwill amortisation and impairment 78 90 150 1,238 1,027 1,857 Analysed as South Africa 13 18 37 207 206 458 United States 60 64 116 951 730 1,437 UK & Rest of World 5 8 (3) 80 91 (38) Asset management operating profit before goodwill amortisation and impairment 78 90 150 1,238 1,027 1,857 Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(c) Asset OMAM(US) Pilgrim Other Old Total OMAM(US) Pilgrim Other Old Total management Baxter Mutual Baxter Mutual (US) (US) Affiliates Affiliates (ii) Old Mutual (US) Holdings 6 months to 30 June 2002 Revenue 72 30 106 208 1,143 476 1,683 3,302 Expenses (51) (19) (78) (148) (810) (302) (1,239) (2,351) Operating 21 11 28 60 333 174 444 951 profit before goodwill amortisation 6 months to 30 June 2001 Revenue 76 48 114 238 868 548 1,302 2,718 Expenses (54) (28) (92) (174) (617) (320) (1,051) (1,988) Operating 22 20 22 64 251 228 251 730 profit before goodwill amortisation Year to December 2001 Revenue 147 85 219 451 1,822 1,053 2,713 5,588 Expenses (109) (56) (170) (335) (1,351) (694) (2,106) (4,151) Operating 38 29 49 116 471 359 607 1,437 profit before goodwill amortisation and impairment Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(d) Banking South Africa UK & Rest of Total South Africa UK & Rest of Total operating profit World World 6 months to 30 June 2002 Net interest income 164 17 181 2,597 283 2,880 Non-interest revenue 115 26 141 1,833 411 2,244 Total operating 279 43 322 4,430 694 5,124 income Specific and general (10) - (10) (160) (4) (164) provisions charge (including release of exceptional provision of £25 million (R400 million)) Net income 269 43 312 4,270 690 4,960 Operating expenses (173) (17) (190) (2,741) (276) (3,017) Banking operating 96 26 122 1,529 414 1,943 profit before goodwill amortisation, share of associated undertakings' profit and write-down of investment in Dimension Data Holdings plc Share of associated 3 3 6 50 42 92 undertakings' profit Banking operating 99 29 128 1,579 456 2,035 profit before goodwill amortisation and write-down of investment in Dimension Data Holdings plc 6 months to 30 June 2001 (restated) Net interest income 212 18 230 2,417 210 2,627 Non-interest revenue 161 22 183 1,827 263 2,090 Total operating 373 40 413 4,244 473 4,717 income Specific and general (43) - (43) (491) - (491) provisions Net income 330 40 370 3,753 473 4,226 Operating expenses (200) (11) (211) (2,285) (126) (2,411) Banking operating 130 29 159 1,468 347 1,815 profit before goodwill amortisation, share of associated undertakings' profit and write-down of investment in Dimension Data Holdings plc Share of associated 5 4 9 57 46 103 undertakings' profit Banking operating 135 33 168 1,525 393 1,918 profit before goodwill amortisation and write-down of investment in Dimension Data Holdings plc Year to December 2001 Net interest income 386 43 429 4,783 533 5,316 Non-interest revenue 413 55 468 5,118 681 5,799 (including exceptional revenue of £36 million (R441 million)) Total operating 799 98 897 9,901 1,214 11,115 income Specific and general (118) - (118) (1,462) - (1,462) provisions charge (including exceptional provision of £32 million (R400 million)) Net income 681 98 779 8,439 1,214 9,653 Operating expenses (399) (26) (425) (4,945) (322) (5,267) Banking operating 282 72 354 3,494 892 4,386 profit before goodwill amortisation, share of associated undertakings' profit and write-down of investment in Dimension Data Holdings plc Share of associated 8 7 15 99 87 186 undertakings' profit Banking operating 290 79 369 3,593 979 4,572 profit before goodwill amortisation and write-down of investment in Dimension Data Holdings plc Following the refocus of the Group's performance onto a geographic rather than line of business basis with effect from the 2001 year end, the June 2001 segmentation of Nedcor has been restated on a consistent basis. There are no banking operations in the United States. Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(e) Premiums Claims Smoothed Premiums Claims Smoothed operating result Analysis of written incurred operating written net incurred based on a long term general net of net of result of net of investment return insurance reinsurance reinsurance based on reinsurance reinsurance result by a long class of term business investment return 6 months to 30 June 2002 Motor 68 51 - 1,079 813 7 Fire 27 15 1 436 246 9 Accident 50 34 1 796 538 23 Other 2 2 - 27 34 (7) 147 102 2 2,338 1,631 32 Long term 17 276 investment return 19 308 6 months to 30 June 2001 Motor 86 73 (4) 986 834 (46) Fire 32 18 2 365 206 23 Accident 66 46 2 754 525 23 Other 4 3 1 46 34 11 188 140 1 2,151 1,599 11 Long term 23 263 investment return 24 274 Year to December 2001 Motor 164 131 - 2,032 1,623 2 Fire 56 36 - 694 446 1 Accident 126 88 2 1,561 1,091 24 Other 5 2 3 62 25 35 351 257 5 4,349 3,185 62 Long term 41 508 investment return 46 570 £m Rm 5(f) Other 6 months 6 months Year to 6 months to 6 months to 30 June 2001 Year to shareholders' to 30 June to 30 June 31 30 June 31 income / 2002 2001 December 2002 December (expenses) 2001 2001 and write-down of strategic investments Long term 1 9 12 16 103 149 investment return credited to operating result Net (10) (19) (41) (159) (217) (508) corporate expenses Other (9) (10) (29) (143) (114) (359) shareholders' income / (expenses) Write-down - - (21) - - (260) of strategic investments The write-down of £21 million (R260 million) shown above was made following a review of the Group's portfolio of strategic investments in 2001. Included within net corporate expenses for the current year are exchange gains realised on Rand deposits that were held at the start of the year. Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(g) Funds South United UK & Total South United UK & Total under Africa States Rest of Africa States Rest of management World World At 30 June 2002 Investments 12,483 6,058 3,525 22,066 197,794 95,990 55,854 349,638 including assets held to cover linked liabilities Unit trusts Old Mutual 701 - 1,566 2,267 11,107 - 24,813 35,920 Asset Managers Nedcor Unit 124 - 575 699 1,965 - 9,111 11,076 Trusts Other - - 172 172 - - 2,725 2,725 financial services 825 - 2,313 3,138 13,072 - 36,649 49,721 Third party Old Mutual 3,608 - 110 3,718 57,169 - 1,743 58,912 Asset Managers Old Mutual - 46,169 - 46,169 - 731,552 - 731,552 Asset Managers (US) Pilgrim Baxter - 5,826 - 5,826 - 92,314 - 92,314 Old Mutual - 19,118 4,860 23,978 - 302,927 77,007 379,934 Strategic Affiliates 3,608 71,113 4,970 79,691 57,169 1,126,793 78,750 1,262,712 Private client - - 14,583 14,583 - - 231,069 231,069 UK Nedcor 840 254 549 1,643 13,310 4,025 8,699 26,034 portfolio management Other 14 - 331 345 222 - 5,245 5,467 financial services 4,462 71,367 20,433 96,262 70,701 1,130,818 323,763 1,525,282 Fund management worldwide Old Mutual - 9,298 2,213 11,511 - 147,328 35,065 182,393 Financial Affiliates 4,462 80,665 22,646 107,773 70,701 1,278,146 358,828 1,707,675 Total funds 17,770 86,723 28,484 132,977 281,567 1,374,136 451,331 2,107,034 under management Nedcor managed funds have now been included as a result of recent growth in this business. Unit trust private client UK business was transferred to Old Mutual Asset Managers in January 2001. Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(g) Funds under South United UK & Total South United UK & Total management Africa States Rest of Africa States Rest of continued World World At 31 December 2001 Investments 11,519 4,497 5,699 21,715 200,760 78,376 99,325 378,461 including assets held to cover linked liabilities Unit trusts Old Mutual 670 - 360 1,030 11,677 - 6,274 17,951 Asset Managers Private client - - 1,051 1,051 - - 18,317 18,317 UK Other - - 159 159 - - 2,771 2,771 financial services 670 - 1,570 2,240 11,677 - 27,362 39,039 Third party Old Mutual 2,783 - 401 3,184 48,504 - 6,989 55,493 Asset Managers Old Mutual - 48,884 - 48,884 - 851,979 - 851,979 Asset Managers (US) Pilgrim Baxter - 8,675 - 8,675 - 151,193 - 151,193 Old Mutual - 20,110 5,336 25,446 - 350,489 92,999 443,488 Strategic Affiliates 2,783 77,669 5,737 86,189 48,504 1,353,661 99,988 1,502,153 Private client - - 16,347 16,347 - - 284,905 284,905 UK Other 12 - 363 375 209 - 6,327 6,536 financial services 2,795 77,669 22,447 102,911 48,713 1,353,661 391,220 1,793,594 Fund management worldwide Old Mutual - 13,485 2,745 16,230 - 235,025 47,841 282,866 Financial Affiliates 2,795 91,154 25,192 119,141 48,713 1,588,686 439,061 2,076,460 Total funds 14,984 95,651 32,461 143,096 261,150 1,667,062 565,748 2,493,960 under management Notes to the financial statements continued for the six months ended 30 June 2002 5 SEGMENTAL ANALYSIS continued £m Rm 5(g) Funds under South United UK & Total South United UK & Total management Africa States Rest of Africa States Rest of continued World World At 30 June 2001 Investments 15,763 - 7,229 22,992 179,121 - 82,146 261,267 including assets held to cover linked liabilities Unit trusts Old Mutual 1,237 - 646 1,883 14,057 - 7,341 21,398 Asset Managers Private client - - 1,174 1,174 - - 13,341 13,341 UK Other - - 182 182 - - 2,068 2,068 financial services 1,237 - 2,002 3,239 14,057 - 22,750 36,807 Third party Old Mutual 4,470 - 469 4,939 50,794 - 5,329 56,123 Asset Managers Old Mutual - 53,091 - 53,091 - 603,294 - 603,294 Asset Managers (US) Pilgrim Baxter - 10,684 - 10,684 - 121,407 - 121,407 Old Mutual - 19,766 6,481 26,247 - 224,609 73,646 298,255 Strategic Affiliates 4,470 83,541 6,950 94,961 50,794 949,310 78,975 1,079,079 Private client - - 18,104 18,104 - - 205,723 205,723 UK Other 10 - 401 411 114 - 4,557 4,671 financial services 4,480 83,541 25,455 113,476 50,908 949,310 289,255 1,289,473 Fund management worldwide Old Mutual - 23,072 2,817 25,889 - 262,177 32,010 294,187 Financial Affiliates 4,480 106,613 28,272 139,365 50,908 1,211,487 321,265 1,583,660 Total funds 21,480 106,613 37,503 165,596 244,086 1,211,487 426,161 1,881,734 under management Notes to the financial statements continued for the six months ended 30 June 2002 6 INSURANCE LONG TERM INVESTMENT RETURN As permitted by the ABI SORP, balances on the long term business and general business technical accounts are stated after allocating an investment return earned by the insurance businesses, based on a long term investment return, to / from the non-technical account. For the South African and Namibian life assurance businesses, the return is applied to an average value of investible shareholders' assets, adjusted for net fund flows. For general insurance liabilities, the return is an average value of investible assets supporting shareholders' funds and insurance liabilities, adjusted for net fund flows. Short term fluctuations in investment return represent the difference between actual return and long term investment return. For the US long term business, the return earned by assets, mainly bonds, has been smoothed with reference to the actual yield earned by the portfolio. The long term rates of investment return for equities and other investible assets are as follows: 6 months to 30 June 2002 6 months to 30 June 2001 Year to 31 December 2001 South Africa and Namibia 14.0% 14.0% 14.0% United States 6.79% N/a 7.04% The long term rates of return are based on achieved real rates of return adjusted for current inflation expectations and consensus economic investment forecasts, and are reviewed annually for appropriateness. The directors are of the opinion that these rates of return are appropriate and have been selected with a view to ensuring that returns credited to operating earnings are not inconsistent with the actual returns expected to be earned over the long term. Notes to the financial statements continued for the six months ended 30 June 2002 6 INSURANCE LONG TERM INVESTMENT RETURN continued £m Rm Analysis of short term 6 months to 6 months to Year to 6 months to 6 months to Year to fluctuations in 30 June 2002 30 June 2001 31 December 30 June 30 June 31 December investment return 2001 2002 2001 2001 Life assurance Actual investment 3 114 257 52 1,302 3,181 return attributable to shareholders Long term 65 82 153 1,032 937 1,892 investment return credited to operating result (62) 32 104 (980) 365 1,289 General insurance Actual investment 4 49 85 64 560 1,053 return attributable to shareholders Long term 17 23 41 270 263 508 investment return credited to operating result (13) 26 44 (206) 297 545 Other shareholders' income / (expenses) Actual investment 14 45 (10) 222 514 (124) return attributable to shareholders Long term 1 9 12 16 103 149 investment return credited to operating result 13 36 (22) 206 411 (273) Short term (62) 94 126 (980) 1,073 1,561 fluctuations in investment return Notes to the financial statements continued for the six months ended 30 June 2002 7 INVESTMENT IN DIMENSION DATA HOLDINGS PLC Profit attributable to shareholders is stated after charging the following: £m Rm 6 months to 6 months to Year to 6 months to 6 months to Year to 30 June 2002 30 June 2001 31 December 30 June 30 June 2001 31 December 2001 2002 2001 Loss on holding (52) (304) (269) (830) (3,467) (3,334) in Dimension Data Holdings plc before tax and minority interests Tax 9 - (14) 140 - (171) Loss on holding (43) (304) (283) (690) (3,467) (3,505) in Dimension Data Holdings plc before minority interests Minority 21 149 139 340 1,702 1,717 interests Loss on holding (22) (155) (144) (350) (1,765) (1,788) in Dimension Data Holdings plc after tax and minority interests In light of market movements during 2001, an impairment in the carrying value of the Group's investment in Dimension Data Holdings plc was recognised, reflecting a market value of R14.50 per share at 31 December 2001. A further impairment has been recognised for the six months to 30 June 2002, reflecting a market value of R6.45 per share at 30 June 2002. Although this event is exceptional in the context of its significance to the Group, this loss will form part of banking operating profit in the statutory financial statements for the year ending 31 December 2002 in accordance with Financial Reporting Standard 3. Notes to the financial statements continued for the six months ended 30 June 2002 8 TAX ON PROFIT ON ORDINARY ACTIVITIES £m Rm 6 months to 6 months to Year to 6 months to 6 months to Year to 30 June 2002 30 June 2001 31 December 30 June 30 June 31 December (restated) 2001 2002 2001 2001 (restated) (restated) (restated) United Kingdom tax UK corporation tax 22 3 64 349 34 793 Double tax relief (10) - (49) (159) - (607) 12 3 15 190 34 186 Overseas tax South African tax 35 43 124 556 491 1,536 United States tax 38 - 31 603 - 384 Rest of World tax (2) 12 4 (32) 137 50 Secondary taxation 3 18 23 48 206 285 on companies (STC) 74 73 182 1,175 834 2,255 Deferred tax 4 31 88 64 354 1,091 Adjustment for - 21 41 - 240 503 adoption of FRS19 Prior period 7 - (7) 111 - (87) adjustment Reported tax 97 128 319 1,540 1,462 3,948 charge The tax charge is analysed as follows: Operating profit 106 128 250 1,683 1,462 3,094 Short term (18) - 55 (289) - 683 fluctuations Investment in (9) - 14 (140) - 171 Dimension Data Holdings plc Non-operating 18 - - 286 - - items Reported tax 97 128 319 1,540 1,462 3,948 charge £m Rm 8(a) Reconciliation 6 months to 6 months to Year to 6 months to 6 months to Year to of tax charge 30 June 2002 30 June 2001 31 December 30 June 30 June 31 December (restated) 2001 2002 2001 2001 (restated) (restated) (restated) Tax at UK rate of 75 53 24 1,194 604 299 30.0 per cent. (2001: 30.0 per cent.) on profit on ordinary activities before tax Untaxed and low (9) (65) (118) (143) (742) (1,462) taxed income (including tax exempt investment return) Disallowable 33 136 418 524 1,553 5,175 expenditure STC 3 18 23 48 206 285 Other (5) (14) (28) (83) (159) (349) Reported tax charge 97 128 319 1,540 1,462 3,948 Notes to the financial statements continued for the six months ended 30 June 2002 9 DISPOSALS In accordance with the requirements of Financial Reporting Standard 3, these gains have been disclosed as non-operating. Old Mutual International (Isle of Man) Limited On 14 January 2002, Old Mutual International (Isle of Man) Limited, an offshore life assurance business and a 100% subsidiary of the Group, was sold for a cash consideration of £36 million (R574 million). The profit realised on disposal was £20 million (R317 million) and no tax was payable. US affiliates During the period the Group completed the sales of C.S. McKee & Company Inc and Suffolk Capital Management for consideration of £6 million (R95 million) and £46 million (R730 million) respectively. The total profit before tax on disposal was £18 million (R286 million) and the associated tax charge was £18 million (R286 million). Notes to the financial statements continued for the six months ended 30 June 2002 10 GOODWILL £m Rm At At At At At At 30 June 2002 31 December 30 June 30 June 2002 31 December 30 June 2001 2001 2001 2001 At beginning of period 1,580 2,279 2,279 27,537 25,786 25,786 Additions arising on 2 174 50 32 2,122 571 acquisitions in period Adjustment in respect of - 2 12 - 25 137 prior year acquisitions Disposals (18) (10) (4) (286) (174) (46) Impairment loss - (500) - - (6,196) - Pilgrim Baxter and 101 (241) - 1,604 (4,200) - Associates revenue share adjustment Amortisation for period (50) (113) (63) (794) (1,400) (720) Foreign exchange and other (54) (11) 105 (3,359) 11,574 1,306 movements At end of period 1,561 1,580 2,379 24,734 27,537 27,034 Adjustments in respect of prior year acquisitions reflect the latest estimates of the consideration paid for the purchase of revenue shares of certain affiliates combined with the effect of disposing of affiliates held for resale at values in excess of the original estimated carrying amount. The ultimate costs of purchasing these revenue shares will remain uncertain as they are dependent upon future events and hence are subject to adjustment in future years. The impairment loss arose from a review, in accordance with Financial Reporting Standard 11, of the carrying value of the Group's recently acquired UK private client and US asset management businesses. As a result of this exercise, the carrying value of unamortised goodwill as at 31 December 2001 was reduced by £500 million (R6,196 million). During 2001, a reduction to goodwill of £241 million (R4,200 million), net of tax, reflected the expiry on 31 December 2001 of the Group's option to purchase the remaining revenue share from Pilgrim Baxter. On 14 March 2002, the Group renegotiated terms for the purchase of the remaining revenue share which comprised a combination of fixed instalments and a variable earn-out depending upon profit growth. In accordance with Financial Reporting Standard 7, adjustments have been made to goodwill of £101 million (R1,604) million, which represents the best estimate of the total obligation. The goodwill amortisation charge for the period of £55m (R873 million) (June 2001: £69 million (R788 million); December 2001: £132 million (R1,636 million)) comprises £50 million (R794 million) (June 2001: £63 million (R720 million); December 2001: £113 million (R1,400 million)) disclosed in note 10 above, and £5 million (R79 million) (June 2001: £6 million (R68 million); December 2001: £19 million (R236 million)) disclosed under interests in associated undertakings. Notes to the financial statements continued for the six months ended 30 June 2002 11 AMOUNTS OWED TO CREDIT INSTITUTIONS £m Rm At At At At At At 30 June 2002 31 December 30 June 30 June 2002 31 December 30 June 2001 2001 2001 2001 Bank overdrafts repayable - 1 3 - 17 34 on demand Bank and other loans Repayable within one year Syndicated revolving credit 164 294 268 2,599 5,124 3,045 facility Floating rate notes 62 74 79 982 1,289 899 Commercial paper 193 112 - 3,058 1,952 - Term loans 30 - - 475 - - Other 3 4 1 48 70 11 452 484 348 7,162 8,435 3,955 Repayable between one and two years Term loans - 30 30 - 523 341 Repayable between two and five years Syndicated revolving credit 162 376 354 2,567 6,553 4,023 facility Euro note 228 - - 3,613 - - Term loans 6 6 6 95 105 68 Other 9 - - 143 - - 405 382 360 6,418 6,658 4,091 857 897 741 13,580 15,633 8,421 All amounts owed to credit institutions bear interest at variable rates determined in accordance with prevailing market rates at the time of drawing or rollover, except for a euro400 million note, which is described below. The Revolving Credit Facility of £300 million (amount drawn down at 30 June 2002: £164 million) was repaid on 15 July 2002. The Revolving Credit Facility of £900 million (amount drawn down at 30 June 2002: £162 million) is repayable on 13 July 2006. The floating rate notes consist of a $20 million note repayable on 18 September 2002, and a £49 million note repayable on 31 December 2010 with the holders having the option to elect for early redemption every six months. The term loans of £30 million and £6 million are repayable on 30 April 2003 and 30 May 2005 respectively. Commercial paper is issued under a £300 million commercial paper programme for periods of up to 12 months. Notes to the financial statements continued for the six months ended 30 June 2002 11 AMOUNTS OWED TO CREDIT INSTITUTIONS continued Old Mutual plc €400 million 6% Notes due 2007 were issued on 10 April 2002. The interest payable on these bonds is fixed at 6% per annum. 11(a) Convertible loan stock On 2 May 2001 Old Mutual Finance (Cayman Islands) Limited, a 100% owned subsidiary of the Group, issued US$650 million 3.625 per cent. Convertible Bonds, which are guaranteed by and convertible into the ordinary shares of Old Mutual plc at a conversion price of 190p per share at an exchange rate of one US dollar to 69.52p sterling. The bonds are repayable on 2 May 2005 with the bond holders having the option to elect for redemption on 2 May 2003. The amount payable includes £5 million (R79 million) (December 2001: £8 million (R139 million); June 2001 £12 million (R136 million)) of unamortised issue costs. 12 POST BALANCE SHEET EVENTS Acquisition of BoE Limited On 2 July 2002, Nedcor Limited, the Group's 53% owned banking subsidiary, received approval for the acquisition of the entire issued share capital of BoE Limited, a South African bank. The estimated total consideration was £472 million (R7,500 million), consisting of cash of £390 million (R6,186 million) and 10 million Nedcor shares. Sale of NWQ Investment Management Company, Inc. The sale of NWQ Investment Management Company Inc., a US asset management affiliate, was completed on 1 August 2002 for an estimated consideration of $120 million. This information is provided by RNS The company news service from the London Stock Exchange MORE TO FOLLOW IR GUUAGRUPPPWG
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