Preliminary Results 2013 - Part 2

RNS Number : 1596B
Old Mutual PLC
28 February 2014
 



Index to the financial information

For the year ended 31 December 2013


 

 


Statement of directors' responsibilities in respect of the preliminary announcement of the Annual Report and the financial statements

 

52

Consolidated income statement

 

53

Consolidated statement of comprehensive income

 

54

Reconciliation of adjusted operating profit to profit after tax

 

55

Consolidated statement of financial position

 

56

Condensed consolidated statement of cash flows

 

57

Consolidated statement of changes in equity

 

58

Notes to the consolidated financial statements

 



A: Significant accounting policies

 

62


B: Segment information

 

66


C: Other key performance information

 

76


D: Other income statement notes

 

82


E: Financial assets and liabilities

 

84


F: Other statement of financial position notes

 

87


G: Other notes

 

88


H: Discontinued operations and disposal groups held for sale

 

90


I: Changes in accounting policies

 

91




Adjusted Group MCEV by line of business

94

Adjusted operating group MCEV statement of earnings

95

Adjusted operating Group MCEV earnings per share

96

Group MCEV statement of earnings

97

Notes to the MCEV basis supplementary information

98


A: MCEV policies

98


B: Segment information

107


C: Other supporting information

114


D: Sensitivity tests

117


Statement of directors' responsibilities

in respect of the preliminary announcement of the Annual Report and the financial statements

The directors confirm that to the best of their knowledge:

n The financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; and

n The Annual Report includes a fair review of the development and performance of the business and the position of Old Mutual plc and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

 

 

Julian Roberts                                         Philip Broadley
Group Chief Executive                            Group Finance Director

28 February 2014


Consolidated income statement


For the year ended 31 December 2013





 

 

£m


Notes

Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Revenue




Gross earned premiums

B2

3,701 

3,725 

Outward reinsurance


(317)

(322)

Net earned premiums


3,384 

3,403 

Investment return (non-banking)


9,986 

9,880 

Banking interest and similar income


3,050 

3,431 

Banking trading, investment and similar income


195 

214 

Fee and commission income, and income from service activities


3,095 

3,039 

Other income


100 

125 

Total revenue


19,810 

20,092 

Expenses




Claims and benefits (including change in insurance contract provisions)


(5,410)

(5,612)

Reinsurance recoveries


246 

221 

Net claims and benefits incurred


(5,164)

(5,391)

Change in investment contract liabilities


(5,873)

(5,361)

Losses on loans and advances


(368)

(400)

Finance costs


(81)

(214)

Banking interest payable and similar expenses


(1,616)

(1,887)

Fee and commission expenses, and other acquisition costs


(976)

(1,064)

Change in third-party interest in consolidated funds


(564)

(651)

Other operating and administrative expenses


(3,653)

(3,715)

Total expenses


(18,295)

(18,683)

Share of associated undertakings' and joint ventures' profit after tax


21 

32 

Loss on disposal of subsidiaries, associated undertakings and strategic investments

C1(c)

(4)

(56)

Profit before tax


1,532 

1,385 

Income tax expense

D1

(552)

(471)

Profit from continuing operations after tax


980 

914 

Discontinued operations




Profit from discontinued operations after tax

H1(a)

564 

Profit after tax for the financial year


983 

1,478 

Attributable to




Equity holders of the parent


705 

1,172 

Non-controlling interests




  Ordinary shares

F1(a)

259 

256 

  Preferred securities

F1(a)

19 

50 

Profit after tax for the financial year


983 

1,478 

Earnings per share




Basic earnings per share based on profit from continuing operations (pence)


14.9 

12.6 

Basic earnings per share based on profit from discontinued operations (pence)


0.1 

12.3 

Basic earnings per ordinary share (pence)

C2(a)

15.0 

24.9 

Diluted basic earnings per share based on profit from continuing operations (pence)


13.8 

11.6 

Diluted basic earnings per share based on profit from discontinued operations (pence)


0.1 

11.5 

Diluted basic earnings per ordinary share (pence)

C2(b)

13.9 

23.1 

Weighted average number of ordinary shares (millions)

C2(a)

4,442 

4,587 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details


Consolidated statement of comprehensive income

For the year ended 31 December 2013





 

 

£m


Notes

Year ended

 31 December

 2013

Year ended

 31 December

 2012

Restated¹

Profit after tax for the financial year


983 

1,478 

Other comprehensive income for the financial year




Items that will not be reclassified subsequently to profit or loss




Fair value gains




  Property revaluation


23 

20 

Measurement gains on defined benefit plans


70 

Income tax on items that will not be reclassified subsequently to profit or loss

D1(c)

(12)


 

81 

34 

Items that may be reclassified subsequently to profit or loss




Fair value gains




  Net investment hedge


43 

160 

  Available-for-sale investments




    Fair value (losses)/gains


(5)

30 

    Recycled to profit or loss


(9)

(21)

Shadow accounting


-  

Currency translation differences on translating foreign operations


(1,257)

(641)

Other movements


(22)

Income tax on items that may be reclassified subsequently to profit or loss

D1(c)

(5)


 

(1,217)

(493)

Total other comprehensive income for the financial year from continuing operations


(1,136)

(459)

Total other comprehensive income for the financial year from discontinued operations²

H1(b)

-  

(348)

Total other comprehensive income for the financial year


(1,136)

(807)

Total comprehensive income for the financial year


(153)

671 

Attributable to




Equity holders of the parent


(96)

503 

Non-controlling interests




   Ordinary shares


(76)

118 

   Preferred securities


19 

50 

Total comprehensive income for the financial year


(153)

671 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

2   Total other comprehensive income from discontinued operations for the year ended 31 December 2012 includes £350 million cumulative foreign exchange translation gains, previously included in foreign currency translation reserves that was realised on the disposal of Nordic.


Reconciliation of adjusted operating profit to profit after tax

For the year ended 31 December 2013





 

 

£m


Notes

Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Core operations




Emerging Markets

B3

590 

611 

Old Mutual Wealth

B3

217 

195 

Property & Casualty

B3

37 

Nedbank

B3

797 

825 

USAM

B3

111 

91 


 

1,719 

1,759 

Finance costs

B3

(92)

(130)

Long-term investment return on excess assets


43 

54 

Net interest payable to non-core operations


(11)

(18)

Corporate costs


(54)

(54)

Other net income


Adjusted operating profit before tax


1,612 

1,612 

Adjusting items

C1(a)

(286)

(467)

Non-core operations

B3

32 

165 

Profit before tax (net of policyholder tax)


1,358 

1,310 

Income tax attributable to policyholder returns

D1(d)

174 

75 

Profit before tax


1,532 

1,385 

Total tax expense

D1(a)

(552)

(471)

Profit from continuing operations after tax


980 

914 

Profit from discontinued operations after tax

H1(a)

564 

Profit after tax for the financial year


983 

1,478 


 

 

 

Adjusted operating profit after tax attributable to ordinary equity holders of the parent


 

 

£m


Notes

Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Adjusted operating profit before tax

B3

1,612 

1,612 

Tax on adjusted operating profit

D1(d)

(424)

(440)

Adjusted operating profit after tax


1,188 

1,172 

Non-controlling interests - ordinary shares

F1(a)

(279)

(281)

Non-controlling interests - preferred securities

F1(a)

(19)

(50)

Adjusted operating profit after tax attributable to ordinary equity holders of the parent

B3

890 

841 

Adjusted weighted average number of shares (millions)

C2(c)

4,836 

4,818 

Adjusted operating earnings per share (pence)

C2(c)

18.4 

17.5 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

Basis of preparation of adjusted operating profit

Adjusted operating profit (AOP) reflects the directors' view of the underlying long-term performance of the Group. AOP is a measure of profitability which adjusts the standard IFRS profit measures for the specific items detailed in note C1 and, as such, it is a non-GAAP measure. This reconciliation explains the differences between adjusted operating profit and profit after tax as reported under IFRS.

For core life assurance and property & casualty businesses, AOP is based on a long-term investment return, including returns on investments held by life funds in Group equity and debt instruments, and is stated net of income tax attributable to policyholder returns. For all core businesses, AOP excludes goodwill impairment, the impact of acquisition accounting intangibles and costs related to successful acquisitions, revaluations of put options related to long-term incentive schemes, profit/(loss) on acquisition/disposal of subsidiaries, associated undertakings and strategic investments, fair value profits/(losses) on certain Group debt movements and costs related to the fundamental restructuring of continuing businesses. AOP includes dividends declared to holders of perpetual preferred callable securities. Old Mutual Bermuda and Nordic are treated as non-core operations in the AOP disclosure, as such they are not included in AOP. Refer to note B1 for further information on the basis of segmentation.

Adjusted operating earnings per share is calculated on the same basis as AOP. It is stated after tax attributable to AOP and non-controlling interests. It excludes income attributable to Black Economic Empowerment trusts of listed subsidiaries. The calculation of the adjusted weighted average number of shares includes own shares held in policyholders' funds and Black Economic Empowerment trusts.


Consolidated statement of financial position

At 31 December 2013





 

 

£m


Notes

At

31 December

2013

At

31 December

2012

Restated¹

Assets




Goodwill and other intangible assets


2,835 

3,056 

Mandatory reserve deposits with central banks


759 

921 

Property, plant and equipment


722 

847 

Investment property


1,811 

1,947 

Deferred tax assets


303 

345 

Investments in associated undertakings and joint ventures


168 

152 

Deferred acquisition costs


1,211 

1,288 

Reinsurers' share of policyholder liabilities


1,875 

1,406 

Loans and advances


33,386 

38,495 

Investments and securities


88,417 

88,513 

Current tax receivable


128 

103 

Trade, other receivables and other assets


2,583 

3,006 

Derivative financial instruments


1,259 

1,780 

Cash and cash equivalents


4,869 

5,061 

Non-current assets held for sale


42 

Total assets


140,331 

146,962 

Liabilities




Long-term business policyholder liabilities


81,141 

80,188 

General insurance liabilities


332 

346 

Third-party interests in consolidated funds


5,478 

6,116 

Borrowed funds

E1

2,629 

3,050 

Provisions and accruals


236 

265 

Deferred revenue


628 

689 

Deferred tax liabilities


491 

404 

Current tax payable


237 

287 

Trade, other payables and other liabilities


4,274 

4,940 

Amounts owed to bank depositors


34,370 

39,499 

Derivative financial instruments


1,478

1,402 

Non-current liabilities held for sale


-  

Total liabilities


131,294 

137,189 

Net assets


9,037 

9,773 

Shareholders' equity




Equity attributable to equity holders of the parent


7,270 

7,816 

Non-controlling interests




Ordinary shares

F1(b)

1,502 

1,684 

Preferred securities

F1(b)

265 

273 

Total non-controlling interests


1,767 

1,957 

Total equity


9,037 

9,773 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.


Consolidated statement of cash flows


For the year ended 31 December 2013





 

 

£m


 

Year  ended

31 December

2013

Year ended

31 December

2012

Restated¹

Cash flows from operating activities




Profit before tax


1,532 

1,385 

Non-cash movements in profit before tax


1,423 

249 

Changes in working capital


447 

1,039 

Taxation paid


(458)

(295)

Net cash inflow from operating activities


2,944 

2,378 

Cash flows from investing activities




Net acquisitions of investments and securities


(1,658)

(1,449)

Acquisition of investment properties


(47)

(55)

Proceeds from disposal of investment properties


22 

67 

Acquisition of property, plant and equipment


(113)

(120)

Proceeds from disposal of property, plant and equipment


Acquisition of intangible assets


(86)

(72)

Acquisition of interests in subsidiaries, associated undertakings and strategic investments


(119)

(23)

Disposal of interests in subsidiaries, associated undertakings and strategic investments


1,883 

Net cash (outflow)/inflow from investing activities


(1,987)

238 

Cash flows from financing activities




Dividends paid to




  Ordinary equity holders of the Company


(336)

(1,172)

  Non-controlling interests and preferred security interests


(183)

(211)

Dividends received from associated undertakings


13 

Interest paid (excluding banking interest paid)


(51)

(85)

Proceeds from issue of ordinary shares (including by subsidiaries to non-controlling interests)


11 

35 

Net disposal of treasury shares


55 

19 

Issue of subordinated and other debt


586 

290 

Subordinated and other debt repaid


(578)

(1,293)

Net cash outflow from financing activities


(483)

(2,410)

Net increase in cash and cash equivalents


474 

206 

Net decrease in cash and cash equivalents - discontinued operations


-  

(129)

Effects of exchange rate changes on cash and cash equivalents


(828)

(380)

Cash and cash equivalents at beginning of the year


5,982 

6,285 

Cash and cash equivalents at end of the year


5,628 

5,982 

Consisting of




Cash and cash equivalents


4,869 

5,061 

Mandatory reserve deposits with central banks


759 

921 

Total


5,628 

5,982 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

Cash flows presented in this statement include all cash flows relating to policyholders' funds.

Except for mandatory reserve deposits with central banks of £759 million (2012: £921 million) and cash and cash equivalents subject to consolidation of funds of £1,667 million (2012: £1,893 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. Mandatory reserve deposits are, however, included in cash and cash equivalents for the purposes of the statement of cash flows in line with market practice in South Africa.


Consolidated statement of changes in equity

For the year ended 31 December 2013










Millions



Year ended 31 December 2013

Notes

Number of shares issued and fully paid


Share

capital

Share

premium

Merger

reserve

Available-for-sale reserve

Shareholders' equity at beginning of the year


4,892 


559 

835 

1,717 

65 

Impact of changes in accounting policies

I1

-  


-  

-  

-  

-  

Restated shareholders' equity at beginning of the

   year


4,892 


559 

835 

1,717 

65 

Profit after tax for the financial year


-  


-  

-  

-  

-  

Other comprehensive income








Items that will not be reclassified subsequently to

  profit or loss








Fair value gains








  Property revaluation


-  


-  

-  

-  

-  

  Measurement gains on defined benefit plans


-  


-  

-  

-  

-  

Income tax on items that will not be reclassified

  subsequently to profit or loss

D1(c)

-  


-  

-  

-  

-  



-  


-  

-  

-  

-  

Items that may be reclassified subsequently to profit

  or loss








Fair value gains/(losses)








  Net investment hedge


-  


-  

-  

-  

-  

  Available-for-sale investments








    Fair value losses


-  


-  

-  

-  

(6)

    Recycled to profit or loss


-  


-  

-  

-  

(9)

Currency translation differences on translating foreign

  operations


-  


-  

-  

-  

-  

Other movements


-  


-  

-  

-  

-  

Income tax on items that may be reclassified

  subsequently to profit or loss

D1(c)

-  


-  

-  

-  

Total comprehensive income for the financial year


-  


-  

-  

-  

(13)

Dividends for the year

C3

-  


-  

-  

-  

-  

Equity share-based payment transactions


-  


-  

-  

-  

-  

Other movements in share capital



10 

-  

-  

Preferred securities purchased


-  


-  

-  

-  

-  

Change in participation in subsidiaries


-  


-  

-  

-  

-  

Transactions with shareholders



10 

-  

-  

Shareholders' equity at end of the year


4,897 


560 

845 

1,717 

52 



 


 


























£m

Property revaluation reserve

Share-based payments reserve

Other reserves

Foreign currency

translation reserve

Retained earnings

Perpetual preferred callable securities

Attributable to equity holders  of the parent

Total

non-controlling interests

Total

equity

144 

268 

33 

(378)

3,908 

682 

7,833 

1,965 

9,798 

-  

-  

-  

-  

(17)

-  

(17)

(8)

(25)

144 

268 

33 

(378)

3,891 

682 

7,816 

1,957 

9,773 

-  

-  

-  

-  

668 

37 

705 

278 

983 




























17 

-  

-  

-  

-  

-  

17 

23 

-  

-  

-  

-  

52 

-  

52 

18 

70 

-  

-  

-  

-  

(14)

10 

(4)

(8)

(12)

17 

-  

-  

-  

38 

10 

65 

16 

81 



















-  

-  

-  

43 

-  

-  

43 

-  

43 










-  

-  

-  

-  

-  

-  

(6)

(5)

-  

-  

-  

-  

-  

-  

(9)

-  

(9)

-  

-  

-  

(899)

-  

-  

(899)

(358)

(1,257)

-  

-  

-  

(1)

-  

-  

-  

-  

-  

-  

-  

-  

17 

-  

(856)

705 

47 

(96)

(57)

(153)

-  

-  

-  

-  

(336)

(47)

(383)

(136)

(519)

-  

48 

-  

-  

13 

-  

61 

(17)

44 

-  

-  

-  

-  

55 

-  

66 

69 

-  

-  

-  

-  

(21)

(156)

(177)

-  

(177)

-  

-  

-  

-  

(17)

-  

(17)

17 

-  

-  

48 

-  

-  

(306)

(203)

(450)

(133)

(583)

161 

316 

37 

(1,234)

4,290 

526 

7,270 

1,767 

9,037 

Retained earnings were reduced in respect of own shares held in policyholder's funds, ESOP trusts, Black Economic Empowerment trusts and other undertakings at 31 December 2013 by £428 million. (2012: £489 million).



 


Consolidated statement of changes in equity

For the year ended 31 December 2013










Millions



Year ended 31 December 2012 Restated¹

Notes

Number of shares issued and fully paid


Share

capital

Share

premium

Merger

reserve

Available-for-sale reserve

Shareholders' equity at beginning of the year


5,801 


580 

805 

2,532 

53 

Impact of changes in accounting policies

I1

-  


-  

-  

-  

-  

Restated shareholders' equity at beginning of the

  year


5,801 


580 

805 

2,532 

53 

Profit after tax for the financial year


-  


-  

-  

-  

-  

Other comprehensive income








Items that will not be reclassified subsequently

  to profit or loss








  Fair value gains








    Property revaluation


-  


-  

-  

-  

-  

    Measurement gain on defined benefit plans


-  


-  

-  

-  

-  

Income tax on items that will not be reclassified

  subsequently to profit or loss

D1(c)

-  


-  

-  

-  

-  



-  


-  

-  

-  

-  

Items that may be reclassified subsequently

  to profit or loss








  Fair value gains/(losses)








    Net investment hedge


-  


-  

-  

-  

-  

  Available-for-sale investments








    Fair value gains


-  


-  

-  

-  

33 

    Recycled to profit or loss


-  


-  

-  

-  

(21)

  Exchange differences recycled to profit or loss


-  


-  

-  

-  

-  

  Shadow accounting


-  


-  

-  

-  

  Currency translation differences on translating foreign

    operations


-  


-  

-  

-  

-  

  Other movements


-  


-  

-  

-  

-  

  Income tax on items that may be reclassified

    subsequently to profit or loss

D1(c)

-  


-  

-  

-  

(6)

Total comprehensive income for the financial year


-  


-  

-  

-  

12 

Dividends for the year

C3

-  


-  

-  

-  

-  

Equity share-based payment transactions


-  


-  

-  

-  

-  

Other movements in share capital


27 


30 

-  

-  

Cancellation of treasury shares


(239)


(24)

-  

-  

-  

Share consolidation


(697)


-  

-  

-  

-  

Preferred securities purchased


-  


-  

-  

-  

-  

Merger reserve realised in the year


-  


-  

-  

(815)

-  

Change in participation in subsidiaries


-  


-  

-  

-  

-  

Transactions with shareholders


(909)


(21)

30 

(815)

-  

Shareholders' equity at end of the year


4,892 


559 

835 

1,717 

65 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.



 


 


























£m

Property revaluation reserve

Share-based payments reserve

Other reserves

Foreign currency

translation reserve

Retained earnings

Perpetual preferred callable securities

Attributable to equity holders  of the parent

Total

non-controlling interests

Total

equity

124 

230 

301 

3,170 

688 

8,488 

2,370 

10,858 

-  

-  

-  

-  

(20)

-  

(20)

-  

(20)

124 

230 

301 

3,150 

688 

8,468 

2,370 

10,838 

-  

-  

-  

-  

1,140 

32 

1,172 

306 

1,478 




























19 

-  

-  

-  

-  

-  

19 

20 

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

(4)

10 

-  

19 

-  

-  

-  

10 

33 

34 



















-  

-  

-  

160 

-  

-  

160 

-  

160 










-  

-  

-  

-  

-  

-  

33 

34 

-  

-  

-  

-  

-  

-  

(21)

-  

(21)

-  

-  

-  

(350)

-  

-  

(350)

-  

(350)

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

(489)

-  

-  

(489)

(150)

(639)

-  

-  

(40)

-  

(35)

10 

(25)

-  

-  

-  

-  

-  

-  

(6)

-  

(6)

20 

-  

(679)

1,104 

42 

503 

168 

671 

-  

-  

-  

-  

(1,172)

(42)

(1,214)

(169)

(1,383)

-  

38 

-  

-  

-  

-  

38 

13 

51 

-  

-  

-  

-  

-  

40 

-  

40 

-  

-  

24 

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

(13)

(6)

(19)

(445)

(464)

-  

-  

-  

-  

815 

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

-  

20 

20 

-  

38 

24 

-  

(363)

(48)

(1,155)

(581)

(1,736)

144 

268 

33 

(378)

3,891 

682 

7,816 

1,957 

9,773 


Notes to the consolidated financial statements

For the year ended 31 December 2013

A: Significant accounting policies

A1: Basis of preparation

The Group financial statements have been prepared and approved by the directors in accordance with International Financial Reporting Standards as adopted by the EU. The accounting policies adopted by the Group, unless otherwise stated, have been applied consistently with those applied in the preparation of the Group's 2012 Annual Report and Accounts.

The Group financial statements are prepared on the historical cost basis except that the following assets and liabilities are stated at their fair value: derivative financial instruments, financial assets and liabilities designated as fair value through the income statement or as available-for-sale, owner-occupied property and investment property. Non-current assets and disposal groups held for sale are stated at the lower of the previous carrying amount and the fair value less costs to sell.

The Group financial statements have been prepared on the going concern basis which the directors believe to be appropriate.

The financial statements contained herein do not constitute the Company's statutory accounts for the financial years ended 31 December 2013 and 31 December 2012 within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the financial year ended 31 December 2012 have been reported on by the Company's auditor and delivered to the Registrar of Companies. The statutory accounts for the financial year ended year ended 31 December 2013 will be delivered in due course. The report of the auditor for the financial year ended 31 December 2012 was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

Translation of foreign operations

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. Other than in respect of cumulative translation gains and losses up to 1 January 2004, 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 deferred in shareholders' equity, net of attributable amounts in relation to net investments, is recognised in the income statement. Cumulative translation gains and losses up to 1 January 2004 were reset to zero.

The principal exchange rates used to translate the operating results, assets and liabilities of key foreign business segments to pounds sterling are:


Year ended

31 December 2013

Year ended

31 December 2012


Income statement (average rate)

Statement of financial position (closing rate)

Income statement (average rate)

Statement of financial

position

 (closing rate)

Rand

15.0959 

17.4284 

13.0123 

13.7696 

US dollars

1.5650 

1.6566 

1.5850 

1.6242 

Euro

1.1782 

1.2014 

1.2326 

1.2307 


A2: Significant corporate activity and business changes during the period

Acquisitions effective during the year

Life assurance in Nigeria

On 22 February 2012, the Group announced that it had made an offer to acquire a majority stake in Oceanic Life, the life assurance operations of Ecobank Transitional Incorporated. The Group consolidated the financial results of Oceanic Life with effect from 1 January 2013.

General insurance in Nigeria

In December 2013 the Group completed its acquisition of the majority stake in the general insurance business of Oceanic General, the general insurance operations of Ecobank Transitional Incorporated. The balance sheet has been included in the Group consolidated statement of financial position as at 31 December 2013.

Life assurance in Ghana

On 3 June 2013, the Group announced that it would expand its African presence through the acquisition of a majority stake in Provident Life Assurance Company Limited. The Group consolidated the financial results of Provident Life with effect from 12 September 2013.

Platform and distribution business in Uruguay

On 19 November 2012, the Group announced that it had acquired a majority stake in AIVA Holding Group SA, a business platform and distribution business based in Uruguay and spanning the Latin American region. The Group consolidated the financial results with effect from 19 November 2012.

Refer to note G2 for further information on the Group's acquisitions during the year.

The Group is currently progressing the following transactions

Lending in Kenya

On 3 July 2013, the Group announced that it is to enter into a strategic partnership with Faulu Kenya DTM LTD through the acquisition of a controlling stake in the business. The completion of this transaction is subject to the conclusion of the relevant closing conditions.

Lending in Mozambique

On 3 May 2013, the Group announced that Nedbank had entered into an agreement to acquire an initial 36.4% shareholding of Banco Unico, SA, located in Mozambique and to increase the stake to a majority shareholding over time. The completion of this transaction is subject to certain conditions precedent being met.

Skandia Poland

On 12 November 2013, the Group announced that terms have been agreed to sell Skandia Poland, part of Old Mutual Wealth. The transaction is subject to regulatory approvals and is expected to be completed during 2014.

The Group has completed the following intra-Group transfers during 2013

Transfer of Latin American business to Old Mutual South Africa

The Financial Services Board has approved the acquisition of Skandia Europe and Latin America Holdings Limited by Old Mutual South Africa from Old Mutual plc and the transaction was completed on 12 July 2013. This resulted in a remittance of £120 million to Old Mutual plc.

Transfer of Old Mutual Guodian Life Insurance Company Limited (Guodian) to Old Mutual Life Assurance Company (South Africa) Limited (OMLACSA)

Legal ownership of the Guodian business, the Group's Chinese joint venture, was transferred to OMLACSA during the year in order to align legal ownership and management structures. Guodian was previously owned by the Skandia Insurance Company Limited (SICL), which was sold as part of the sale of the Nordic businesses in 2012.  The transfer of Guodian from SICL had been subject to regulatory approval. Upon transfer OMLACSA paid consideration of £44 million, which was ultimately remitted to Old Mutual plc. The results of the Guodian business were reported in the Emerging Markets segmental result in both of the years ended 31 December 2012 and 2013.

Financing activities

Repayment of Group debt

On 19 November 2013, the Group repurchased £75 million of its £348 million Tier 1 preferred callable securities and €121 million of its €495 million Upper Tier 2 preferred callable securities via a Modified Dutch Auction tender. At 31 December 2013, £273 million Tier 1 and €374 million Upper Tier 2 preferred callable securities remained outstanding. For the year ended 31 December 2013, the Group recognised a loss of £21 million directly in equity, as these securities are classified as equity instruments for accounting purposes.

A total $14 million of the outstanding $16 million secured senior debt was repaid in two tranches on 1 November 2013 and 15 December 2013.

New debt issued by Nedbank

During the year, Nedbank issued R3.0 billion new-style, fully loss-absorbent, Basel lll compliant, Tier 2 subordinated-debt capital to replace the R2.1 billion of Basel II tier 2 capital that matured in September 2013 and December 2013.

Repatriation of Old Mutual Bermuda capital

In July 2013, Old Mutual Bermuda received formal written approval from the Bermuda Monitory Authority (BMA) to repatriate $450 million via cancellation of OM Group (UK) Limited loan notes. In December 2013, the BMA approved an additional repatriation of $100 million via cancellation of further loan notes.


Notes to the consolidated financial statements

For the year ended 31 December 2013

A: Significant accounting policies continued

(a)  Loans and advances

Provisions for impairment of loans and advances

The majority of loans and advances are in respect of Nedbank, which assesses its loan portfolios for impairment at each financial reporting date. Nedbank actively manages its exposure to loans and advances through robust credit approval processes. The credit loss ratio at year ended 31 December 2013 was 1.06% (2012: 1.05%). The impairment for performing loans is calculated on a portfolio basis, based on historical loss experience, adjusted for national and industry specific economic conditions and other indicators present at the reporting date that correlate with defaults on the portfolio. These include early arrears and other indicators of potential default, such as changes in macro-economic conditions and legislation affecting credit recovery. These annual loss ratios are applied to loan balances in the portfolio and scaled to the estimated loss emergence period.

For portfolios which comprise large numbers of small homogenous assets with similar risk characteristics where credit scoring techniques are generally used, statistical techniques are used to calculate impairment allowances on the portfolio, based on historical recovery rates and assumed emergence periods. There are a number of models in use, each tailored to a product, line of business or client category. Judgement and knowledge are needed in selecting the statistical methods to use when the models are developed or revised.

For wholesale (larger) exposures impairment allowances are calculated on an individual basis and all relevant considerations that have a bearing on the expected future cash flows are taken into account. The level of impairment allowance is the difference between the value of the discounted expected future cash flows and its carrying amount. Subjective judgements are made in the calculations of future cash flows and change with time as new information becomes available or as strategies evolve, resulting in frequent revisions to the impairment provision as individual decisions are taken.

Further detail is provided in note E3 in the Annual Report and Accounts.

(b)  Policyholder liabilities

Emerging Markets discretionary reserves

Technical provisions in South Africa are derived as the aggregate of:

§ Best estimate liabilities, with assumptions allowing for the best estimate of future experience and a market-consistent valuation of financial options and guarantees

§ Compulsory margins, prescribed in the South African professional actuarial guidance note (SAP 104) as explicit changes to actuarial assumptions that increase the level of technical provisions held, and

§ Discretionary margins, permitted by SAP 104, to allow for the uncertainty inherent in estimates of future experience after considering available options of managing that experience over time, or to defer the release of profits consistent with policy design or company practice

Discretionary margins are held as either implicit or explicit margins. Explicit discretionary margins are derived as conscious changes to assumptions used to project future experience to increase technical provisions. Implicit discretionary margins arise where the method used to calculate overall technical provisions results in liabilities that are greater than the sum of best estimate liabilities and compulsory margins.

Explicit discretionary margins of £489 million (1.9% of total technical provisions) were held at 31 December 2013. This consisted largely of:

§ Margins held for Mass Foundation Cluster protection business, which allow for the uncertainty related to the future progression of the AIDS pandemic in South Africa, as well as future lapse experience and future investment returns, and to ensure that profit is released appropriately over the term of the policies

§ Margins to allow for the uncertainty inherent in the assumptions used to value financial options and guarantees, implied volatility assumptions in particular, which are difficult to hedge due to the short term nature of the equity option market in South Africa

§ Margins on non-profit annuities, due to the inability to fully match assets to liabilities as a result of the limited availability of long-dated bonds, and to provide for longevity risk, and  

§ A margin set up in 2013 to allow for the uncertainty inherent in future economic assumptions used to calculate, mainly protection product liabilities, in the Retail Affluent business. Although interest rate hedging is used to manage interest rate risk on these products, the volatility of bond yields in South Africa means that it is difficult to maintain appropriate hedging positions without incurring significant trading costs. The discretionary margin therefore caters for the residual uncertainty present after allowing for the hedge programme that is in place.  

 

 

 

 

 


Emerging Markets Financial Soundness Valuation discount rate

The calculation of the Group's South African life assurance contract liabilities is sensitive to the discount rate used to value the liabilities. The methodology applied by the Group requires discount rates to be set according to the South African professional guidance note (SAP 104). In line with these principles, the reference rate is selected as the Bond Exchange of South Africa (BESA) par bond 10-year yield.

The reference rate was relatively volatile over 2013, ranging from 6.2% to 8.5% during the year ended 31 December 2013 (2012: 6.9% to 8.2%). At 31 December 2013 the reference discount rate was 8.1% (31 December 2012: 6.9%). The volatile interest rate environment had a much smaller impact on the operating profit for the South African life assurance businesses in 2013, given the management actions taken over 2013 to mitigate these impacts. These included the continuance of the hedging program put in place during the second half of 2012, the establishment of discretionary margins to allow for the uncertainty in respect of interest rate volatility in Retail Affluent, and changes to the annual premium and cover increase policy on Mass Foundation Cluster funeral products.

The Group estimates that a 1% reduction in the reference discount rate will result in an increase in policyholder liabilities of £6 million (2012: £39 million), allowing for the impact of the hedging program. The 2013 impact is significantly lower than 2012 mainly, due to the management actions taken to reduce the impact of changing discount rates on operating profit, as well as the depreciation of the rand which reduced the impact in sterling terms.

Further disclosure of the policyholder sensitivity to interest rates is provided in note E8(g) in the Annual Report and Accounts.


Old Mutual Bermuda guarantees

Since the closure of Old Mutual Bermuda to new business in March 2009, management's key priorities have been to de-risk the business, manage the risk and solvency position and preserve shareholder value. The run-off of the book and hedging of the guarantees significantly reduces the Group's risk exposure. The active contracts for which reserves are held are deferred and fixed index annuity investments and variable annuity products, which include guaranteed minimum accumulation benefits (GMAB) and guaranteed minimum death benefits (GMDB). The key risk to the Group relates to the 120% of the initial deposit (or, if elected, the highest anniversary account value) on the 10th anniversary which will commence in 2017. The Group has implemented a hedging strategy to protect against markets rising above the 120% guarantee and then subsequently falling, which would reset some guarantees above 120%, with account values at a lower level. This reduces the uncertainty and volatility of capital exposure and cash flows arising from the highest anniversary value guarantees.  The remaining 120% of premium guarantee, relating to equity and foreign exchange downside risks, for the 10-year obligations are being managed by the dynamic hedge programme. There are no significant risks to the Group associated with GMDB and management continues to operate strong oversight over the business.

During 2013 the business continued to experience high rates of surrender activity which can be attributed to the variable annuity UGO (Universal Guarantee Option) GMAB policyholders passing through a top-up process on the fifth anniversary following product inception. This process was completed in 2013. The reduced size of the book has meant that the associated GMAB reserves have reduced from $229 million at 31 December 2012 to $84 million at 31 December 2013.

(c) Tax

Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in profit or loss except to the extent that it relates to items recognised directly in other comprehensive income, in which case it is recognised in other comprehensive income.

The Group is regularly in discussion with the respective tax authorities in each of the jurisdictions where the Group is active. The Group applies its judgement to determine if a provision for future tax uncertainties should be recognised based on detailed reviews of any potential exposure to tax authorities and the assessment of the most probable outcome of the tax uncertainty.  As these provisions are based on estimates and rely on judgements made by the Group, the actual amount of future taxes paid by the Group could be different to the amounts provided.

(d)  Consolidation set of standards

The Group has applied the following key judgements in the application of the requirements of the consolidation set of standards (IFRS 10 'Consolidated Financial Statements' and IFRS 11 'Joint Arrangements'):

Consolidation of investment funds and securitisation vehicles

The Group acts as a fund manager to a number of investment funds. In determining whether the Group controls such a fund, it will focus on an assessment of the aggregate economic interests of the Group (comprising any carried interests and expected management fees) and the investor's rights to remove the fund manager. The Group assesses, on an annual basis, such interests to determine if the fund will be consolidated. See note G3(b) in the Annual Report and Accounts for disclosures in respect of the investment funds in which the Group has an interest.

The Group has sponsored certain asset backed financing (securitisation) vehicles under its securitisation programme which are run according to pre-determined criteria that are part of the initial design of the vehicles. The Group is exposed to variability of returns from the vehicles through its holding of junior debt securities in the vehicles. It has concluded that it controls these vehicles and therefore has consolidated these asset backed financing vehicles.

Structured entities

The Group is required to make judgements on what constitutes a structured entity. Accounting standards define a structured entity as an entity designed so that its activities are not governed by way of voting rights. In assessing whether the Group has power over such investees in which it has an interest, the Group considers factors such as the purpose and design of the investee, its practical ability to direct the relevant activities of the investee, the nature of its relationship with the investee and the size of its exposure to the variability of returns of the investee. The Group has evaluated all exposures and has concluded that all investments in investment funds and securitisation vehicles represent investments in structured entities.



Notes to the consolidated financial statements

For the year ended 31 December 2013

B: Segment information

B1: Basis of segmentation

The Group's segmental results are analysed and reported on a basis consistent with the way that management and the Board of directors assesses performance and allocates resources. Information is presented to the Board on a consolidated basis in pounds sterling (the presentation currency) and in the functional currency of each business.

Adjusted operating profit is one of the key measures reported to the Group's management and Board of directors for their consideration in the allocation of resources to and the review of performance of the segments. The Group utilises additional measures to assess the performance of each of the segments, depending on the business line, this typically includes net client cash flows, funds under management, gross earned premiums, underwriting results, net interest income and non-interest revenue and credit losses.

A reconciliation between the segment revenues and expenses and the Group's revenues and expenses is shown in note B3. Consistent with internal reporting, assets, liabilities, revenues and expenses that are not directly attributable to a particular segment are allocated between segments where appropriate and where there is a reasonable basis for doing so. The Group accounts for inter-segment revenues and transfers as if the transactions were with third parties at current market prices. Given the nature of the operations, there are no major trading activities between the segments.

The revenues generated in each reported segment can be seen in the analysis of profits and losses in note B3. The segmental information in notes B3 and B4, reflects the adjusted and IFRS measures of profit and loss and the assets and liabilities for each operating segment as provided to management and the Board of directors. There are no differences between the measurement of the assets and liabilities reflected in the primary statements and that reported for the segments.

There are four primary business activities from which the Group generates revenues. These are life assurance (premium income), asset management business (fee and commission income), banking (banking interest receivable) and general insurance (premium income). The principal lines of business from which each operating segment derives its revenues are as follows:

Core operations

Emerging Markets - life assurance and asset management

Old Mutual Wealth - life assurance and asset management

Property & Casualty - general insurance

Nedbank - banking and asset management

US Asset Management - asset management

Non-core operations

Old Mutual Bermuda - life assurance

Segment presentation

In the 2012 Annual Report and Accounts, the Group announced that, with effect from 1 January 2013, all of the Group's Property & Casualty activities would be reported as a single segment. Consequently, the Mutual & Federal (M&F) segment has been renamed as Property & Casualty. This segment includes M&F, 100% of iWyze, previously reported as a 50% joint venture between Emerging Markets and M&F, and the general insurance businesses in Namibia and Botswana. The name change has been applied to all reporting periods. Comparative information for the year ended 31 December 2012 has been restated accordingly.  

In addition to the above, the Long-Term Savings aggregation has been removed from the adjusted operating profit statement, segmental information and in the statement of financial position in notes B3 and B4 of the annual financial statements. The Long-Term Savings segment was a sub total of the Emerging Markets and Old Mutual Wealth segments which the Group previously elected to disclose. This presentational change has been applied to all reporting periods.

The Group's reported segments are now Emerging Markets, Old Mutual Wealth, Property & Casualty, Nedbank and US Asset Management (USAM). The Other segment includes Group head office. Old Mutual Bermuda is the principal component of the non-core operations. For all reporting periods, Old Mutual Bermuda is classified as a continuing operation in the IFRS income statement, but as non-core in determining the Group's adjusted operating profit.

The Group continues to incur costs related to the sale of its Nordic business in 2012. These costs largely relate to the transition of IT information and support services that were previously provided by the Nordic business to the wider Group, back to the Group. These costs are included in the expenses related to the discontinued operations in the annual financial statements for the year ended 31 December 2013. Further information on the results of discontinued operations is provided in note H1. The Nordic business has been classified as a discontinued operation in the IFRS consolidated income statement and its results as non-core in determining the Group's adjusted operating profit.

All other businesses have been classified as continuing operations for all reporting periods.


B2: Gross earned premiums and deposits to investment contracts





£m

Year ended 31 December 2013

Emerging Markets

Old Mutual Wealth

Property & Casualty

Total 

Life assurance - insurance contracts

1,616  

336  

-  

1,952  

Life assurance - investment contracts with discretionary

   participation features

1,025  

-  

-  

1,025  

General insurance

-  

-  

724  

724  

Gross earned premiums

2,641  

336  

724  

3,701  

Life assurance - other investment contracts recognised

   as deposits

2,015  

5,889  

-  

7,904  










£m

Year ended 31 December 2012

Emerging Markets

Old Mutual Wealth

Property & Casualty

Total 

Life assurance - insurance contracts

1,673  

362  

-  

2,035  

Life assurance - investment contracts with discretionary

   participation features

970  

-  

-  

970  

General insurance

-  

-  

720  

720  

Gross earned premiums

2,643  

362  

720  

3,725  

Life assurance - other investment contracts recognised

   as deposits

2,022  

5,699  

-  

7,721  


Notes to the consolidated financial statements

For the year ended 31 December 2013







 

 

 

 

 

B: Segment information continued






B3: Adjusted operating profit statement - segment information for the year ended 31 December 2013


 

 

 

 

 

 

 

 

 

 

 

 

Emerging Markets

Old Mutual Wealth

Property & Casualty

Revenue






Gross earned premiums

B2


2,641 

336 

724 

Outward reinsurance



(80)

(87)

(150)

Net earned premiums



2,561 

249 

574 

Investment return (non-banking)



5,153 

4,159 

31 

Banking interest and similar income



-  

-  

-  

Banking trading, investment and similar income



-  

-  

-  

Fee and commission income, and income from service activities



527 

1,173 

25 

Other income



39 

21 

-  

Inter-segment revenues



61 

14 

Total revenue



8,341 

5,603 

644 

Expenses






Claims and benefits (including change in insurance contract provisions)



(4,505)

(347)

(556)

Reinsurance recoveries



79 

45 

122 

Net claims and benefits incurred



(4,426)

(302)

(434)

Change in investment contract liabilities



(1,952)

(3,921)

-  

Losses on loans and advances



-  

-  

-  

Finance costs (including interest and similar expenses)



-  

-  

-  

Banking interest payable and similar expenses



-  

-  

-  

Fee and commission expenses, and other acquisition costs



(228)

(622)

(113)

Change in third-party interest in consolidated funds



-  

-  

-  

Other operating and administrative expenses



(1,088)

(408)

(77)

Income tax attributable to policyholder returns



(62)

(112)

-  

Inter-segment expenses



(6)

(21)

(19)

Total expenses



(7,762)

(5,386)

(643)

Share of associated undertakings' and joint ventures' profit after tax



11 

-  

Loss on disposal of subsidiaries, associated undertakings

  and strategic investments

C1(c)


-  

-  

-  

Adjusted operating profit/(loss) before tax and non-controlling

  interests



590 

217 

Income tax expense

D1


(155)

(40)

-  

Non-controlling interests



(11)

-  

(5)

Adjusted operating profit/(loss) after tax and non-controlling

  interests



424 

177 

(1)

Adjusting items net of tax and non-controlling interests

C1(a)


(74)

(139)

(10)

Profit/(loss) after tax from continuing operations



350 

38 

(11)

Profit from discontinued operations after tax

H1(a)


-  

-  

-  

Profit/(loss) after tax attributable to equity holders of the parent



350 

38 

(11)

1   Non-core operations relate to Old Mutual Bermuda. Old Mutual Bermuda profit after tax for the year ended 31 December 2013 was £32 million. Non-core operations also include a net gain of £3 million divestment cost and additional proceeds received in relation to the Nordic business sold in 2012. Further information on discontinued operations is provided in note H1.

Of the total revenues, excluding intercompany revenues, £4,947 million was generated in the UK (2012: £4,318), £864 million in the rest of Europe (2012: £1,196 million), £13,446 million in Southern Africa (2012: £13,966 million), £439 million in United States (2012: £529 million) and £114 million relates to other operating segments (2012: £83 million).



 






















































£m

Nedbank

USAM

Other

Consolidation adjustments

Adjusted operating profit

Adjusting items

 (note C1)

Discontinued

and non-core

operations¹

IFRS

Income statement









-  

-  

-  

-  

3,701 

-  

-  

3,701 

-  

-  

-  

-  

(317)

-  

-  

(317)

-  

-  

-  

-  

3,384 

-  

-  

3,384 

-  

-  

68 

634 

10,045 

(94)

35 

9,986 

3,050 

-  

-  

-  

3,050 

-  

-  

3,050 

195 

-  

-  

-  

195 

-  

-  

195 

1,048 

381 

-  

3,162 

(67)

-  

3,095 

31 

(2)

94 

-  

100 

11 

-  

(106)

(11)

-  

11 

-  

4,335 

384 

74 

538 

19,919 

(161)

52 

19,810 









-  

-  

-  

-  

(5,408)

-  

(2)

(5,410)

-  

-  

-  

-  

246 

-  

-  

246 

-  

-  

-  

-  

(5,162)

-  

(2)

(5,164)

-  

-  

-  

-  

(5,873)

-  

-  

(5,873)

(368)

-  

-  

-  

(368)

-  

-  

(368)

-  

-  

(92)

-  

(92)

11 

-  

(81)

(1,616)

-  

-  

-  

(1,616)

-  

-  

(1,616)

(12)

(4)

-  

(70)

(1,049)

78 

(5)

(976)

-  

-  

-  

(564)

(564)

-  

-  

(564)

(1,495)

(274)

(78)

(10)

(3,430)

(210)

(13)

(3,653)

-  

-  

-  

-  

(174)

174 

-  

-  

(49)

-  

(11)

106 

-  

-  

-  

-  

(3,540)

(278)

(181)

(538)

(18,328)

53 

(20)

(18,295)

-  

-  

21 

-  

-  

21 

-  

-  

-  

-  

-  

(4)

-  

(4)

797 

111 

(107)

-  

1,612 

(112)

32 

1,532 

(200)

(27)

(2)

-  

(424)

(128)

-  

(552)

(282)

-  

-  

-  

(298)

20 

-  

(278)

315 

84 

(109)

-  

890 

(220)

32 

702 

12 

(30)

21 

-  

(220)

220 

-  

-  

327 

54 

(88)

-  

670 

-  

32 

702 

-  

-  

-  

-  

-  

-  

327 

54 

(88)

-  

670 

-  

35 

705 


Notes to the consolidated financial statements

For the year ended 31 December 2013







 

 

 

 

 

B: Segment information continued






B3: Adjusted operating profit statement - segment information for the year ended 31 December 2012 Restated¹


 

 

 

 

 

 

 

 

 

 

 

 

Emerging Markets

Old Mutual Wealth

Property & Casualty

Revenue






Gross earned premiums

B2


2,643 

362 

720 

Outward reinsurance



(82)

(87)

(153)

Net earned premiums



2,561 

275 

567 

Investment return (non-banking)



5,288 

3,806 

44 

Banking interest and similar income



-  

-  

-  

Banking trading, investment and similar income



-  

-  

-  

Fee and commission income, and income from service activities



440 

1,199 

26 

Other income



61 

26 

Inter-segment revenues



83 

18 

Total revenue



8,433 

5,309 

656 

Expenses






Claims and benefits (including change in insurance contract provisions)



(4,813)

(387)

(485)

Reinsurance recoveries



89 

59 

73 

Net claims and benefits incurred



(4,724)

(328)

(412)

Change in investment contract liabilities



(1,756)

(3,605)

-  

Losses on loans and advances



-  

-  

-  

Finance costs (including interest and similar expenses)



-  

-  

-  

Banking interest payable and similar expenses



-  

-  

-  

Fee and commission expenses, and other acquisition costs



(227)

(677)

(113)

Change in third-party interest in consolidated funds



-  

-  

-  

Other operating and administrative expenses



(1,066)

(446)

(82)

Income tax attributable to policyholder returns



(49)

(26)

-  

Inter-segment expenses



(20)

(32)

(14)

Total expenses



(7,842)

(5,114)

(621)

Share of associated undertakings' and joint ventures' profit after tax



20 

-  

Loss on disposal of subsidiaries, associated undertakings

  and strategic investments

C1(c)


-  

-  

-  

Adjusted operating profit/(loss) before tax and non-controlling interests



611 

195 

37 

Income tax expense

D1


(164)

(43)

(9)

Non-controlling interests



(9)

-  

(8)

Adjusted operating profit/(loss) after tax and non-controlling interests



438 

152 

20 

Adjusting items net of tax and non-controlling interests

C1(a)


(153)

(134)

(15)

Profit/(loss) after tax from continuing operations



285 

18 

Profit from discontinued operations after tax

H1(a)


-  

-  

-  

Profit/(loss) after tax attributable to equity holders of the parent



285 

18 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

2   Non-core operations relate to Old Mutual Bermuda. Old Mutual Bermuda profit after tax for the year ended 31 December 2012 was £161 million. It also includes £4 million of inter-segment revenue and the after tax results of the Group's discontinued operations. Further information on discontinued operations is provided in note H1.



 


 




















































£m

Nedbank

USAM

Other

Consolidation adjustments

Adjusted

operating

profit

Adjusting

items

(note C1)

Discontinued

and non-core operations²

IFRS

Income statement









-  

-  

-  

-  

3,725 

-  

-  

3,725 

-  

-  

-  

-  

(322)

-  

-  

(322)

-  

-  

-  

-  

3,403 

-  

-  

3,403 

-  

75 

722 

9,936 

(191)

135 

9,880 

3,431 

-  

-  

-  

3,431 

-  

-  

3,431 

214 

-  

-  

-  

214 

-  

-  

214 

1,084 

360 

-  

3,115 

(76)

-  

3,039 

23 

-  

(1)

111 

-  

14 

125 

21 

-  

(156)

(24)

-  

24 

-  

4,773 

362 

82 

571 

20,186 

(267)

173 

20,092 









-  

-  

-  

-  

(5,685)

-  

73 

(5,612)

-  

-  

-  

-  

221 

-  

-  

221 

-  

-  

-  

-  

(5,464)

-  

73 

(5,391)

-  

-  

-  

-  

(5,361)

-  

-  

(5,361)

(400)

-  

-  

-  

(400)

-  

-  

(400)

-  

-  

(130)

-  

(130)

(84)

-  

(214)

(1,886)

-  

-  

-  

(1,886)

(1)

-  

(1,887)

-  

(5)

-  

(67)

(1,089)

88 

(63)

(1,064)

-  

-  

-  

(651)

(651)

-  

-  

(651)

(1,604)

(276)

(67)

(9)

(3,550)

(147)

(18)

(3,715)

-  

-  

-  

-  

(75)

75 

-  

-  

(58)

-  

(32)

156 

-  

-  

-  

-  

(3,948)

(281)

(229)

(571)

(18,606)

(69)

(8)

(18,683)

-  

10 

-  

-  

32 

-  

-  

32 

-  

-  

-  

-  

-  

(56)

-  

(56)

825 

91 

(147)

-  

1,612 

(392)

165 

1,385 

(221)

(15)

12 

-  

(440)

(31)

-  

(471)

(287)

-  

(27)

-  

(331)

25 

-  

(306)

317 

76 

(162)

-  

841 

(398)

165 

608 

16 

(10)

(102)

-  

(398)

398 

-  

-  

333 

66 

(264)

-  

443 

-  

165 

608 

-  

-  

-  

-  

-  

-  

564 

564 

333 

66 

(264)

-  

443 

-  

729 

1,172 


Notes to the consolidated financial statements

For the year ended 31 December 2013












B: Segment information continued






B4: Statement of financial position - segment information at 31 December 2013






Notes


Emerging Markets

Old Mutual Wealth

Property & Casualty

Assets






Goodwill and other intangible assets



123 

1,461 

11 

Mandatory reserve deposits with central banks



-  

-  

-  

Property, plant and equipment



281 

12 

22 

Investment property



1,443 

-  

-  

Deferred tax assets



88 

20 

16 

Investments in associated undertakings and joint ventures



73 

-  

Deferred acquisition costs



91 

1,094 

16 

Reinsurers' share of policyholder liabilities



61 

1,690 

113 

Loans and advances



58 

183 

-  

Investments and securities



28,492 

49,868 

297 

Current tax receivable



84 

Trade, other receivables and other assets



617 

426 

96 

Derivative financial instruments



349 

-  

-  

Cash and cash equivalents



611 

687 

91 

Non-current assets held for sale



-  

-  

Inter-segment assets



610 

93 

25 

Total assets



32,906 

55,623 

693 

Liabilities






Life assurance policyholder liabilities



28,043 

51,327 

-  

General insurance liabilities



-  

-  

332 

Third-party interests in consolidated funds



-  

-  

-  

Borrowed funds

E1


172 

-  

-  

Provisions



125 

32 

Deferred revenue



610 

11 

Deferred tax liabilities



169 

254 

13 

Current tax payable



125 

52 

-  

Trade, other payables and other liabilities



1,821 

786 

126 

Amounts owed to bank depositors



280 

-  

Derivative financial instruments



466 

-  

-  

Non-current liabilities held for sale



-  

-  

-  

Inter-segment liabilities



197 

312 

-  

Total liabilities



31,405 

53,380 

490 

Net assets



1,501 

2,243 

203 

Equity






Equity attributable to equity holders of the parent



1,471 

2,243 

183 

Non-controlling interests



30 

-  

20 

Ordinary shares

F1(b)


30 

-  

20 

Preferred securities

F1(b)


-  

-  

-  







Total equity



1,501 

2,243 

203 

The net assets of Emerging Markets are stated after eliminating investments in Group equity and debt instruments of £302 million (2012: £364 million) held in policyholder funds. These include investments in the Company's ordinary shares and subordinated liabilities and preferred securities issued by the Group's banking subsidiary Nedbank Limited. All Emerging Markets debt relates to life assurance. All other debt relates to other shareholders' net assets.



 


 



































£m

Nedbank

USAM

Other

Consolidation adjustments

Non-core operations

Total







446 

794 

-  

-  

-  

2,835 

759 

-  

-  

-  

-  

759 

391 

15 

-  

-  

722 

11 

-  

-  

357 

-  

1,811 

11 

167 

-  

-  

303 

63 

19 

10 

-  

-  

168 

-  

10 

-  

-  

-  

1,211 

11 

-  

-  

-  

-  

1,875 

33,145 

-  

-  

-  

-  

33,386 

5,387 

33 

378 

3,502 

460 

88,417 

32 

-  

-  

-  

-  

128 

585 

113 

43 

351 

352 

2,583 

791 

-  

62 

49 

1,259 

1,196 

117 

457 

1,667 

43 

4,869 

-  

-  

-  

-  

-  

77 

21 

976 

(2,083)

281 

-  

42,905 

1,289 

1,927 

3,843 

1,145 

140,331 







852 

-  

-  

-  

919 

81,141 

-  

-  

-  

-  

-  

332 

-  

-  

-  

5,478 

-  

5,478 

1,813 

642 

-  

-  

2,629 

40 

29 

-  

-  

236 

-  

-  

-  

-  

-  

628 

34 

-  

21 

-  

-  

491 

17 

40 

-  

-  

237 

832 

248 

40 

412 

4,274 

34,083 

-  

-  

-  

-  

34,370 

974 

-  

-  

36 

1,478 

-  

-  

-  

-  

-  

-  

567 

487 

520 

(2,083)

-  

-  

39,212 

742 

1,292 

3,843 

930 

131,294 

3,693 

547 

635 

-  

215 

9,037 







1,976 

547 

635 

-  

215 

7,270 

1,717 

-  

-  

-  

-  

1,767 

1,452 

-  

-  

-  

-  

1,502 

265 

-  

-  

-  

-  

265 







3,693 

547 

635 

-  

215 

9,037 



 


Notes to the consolidated financial statements

For the year ended 31 December 2013












B: Segment information continued






B4: Statement of financial position - segment information at 31 December 2012 Restated¹






Notes


Emerging

Markets

Old Mutual

Wealth

Property &

Casualty

Assets






Goodwill and other intangible assets



98 

1,594 

14 

Mandatory reserve deposits with central banks



-  

-  

-  

Property, plant and equipment



336 

13 

20 

Investment property



1,588 

-  

-  

Deferred tax assets



82 

44 

20 

Investments in associated undertakings and joint ventures



57 

-  

Deferred acquisition costs



103 

1,159 

18 

Reinsurers' share of policyholder liabilities



55 

1,236 

100 

Loans and advances



142 

180 

-  

Investments and securities



31,157 

45,402 

397 

Current tax receivable



16 

64 

Trade, other receivables and other assets



714 

333 

92 

Derivative financial instruments



612 

-  

-  

Cash and cash equivalents



816 

576 

109 

Non-current assets held for sale



-  

-  

Inter-segment assets



562 

101 

43 

Total assets



36,338 

50,707 

820 

Liabilities






Life assurance policyholder liabilities



31,124 

46,455 

-  

General insurance liabilities



-  

-  

346 

Third-party interests in consolidated funds



-  

-  

-  

Borrowed funds

E1


218 

-  

-  

Provisions



120 

54 

11 

Deferred revenue



11 

667 

10 

Deferred tax liabilities



130 

189 

21 

Current tax payable



198 

39 

-  

Trade, other payables and other liabilities



2,238 

669 

146 

Amounts owed to bank depositors



86 

-  

-  

Derivative financial instruments



377 

-  

-  

Non-current liabilities held for sale



-  

-  

-  

Inter-segment liabilities



216 

587 

Total liabilities



34,718 

48,660 

536 

Net assets



1,620 

2,047 

284 

Equity






Equity attributable to equity holders of the parent



1,606 

2,047 

261 

Non-controlling interests



14 

-  

23 

Ordinary shares

F1(b)


14 

-  

23 

Preferred securities

F1(b)


-  

-  

-  







Total equity



1,620 

2,047 

284 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.



 


 



































£m

Nedbank

USAM

Other

Consolidation adjustments

Non-core operations

Total







534 

816 

-  

-  

-  

3,056 

921 

-  

-  

-  

-  

921 

465 

12 

-  

-  

847 

15 

-  

-  

344 

-  

1,947 

34 

162 

-  

345 

49 

18 

26 

-  

-  

152 

-  

-  

-  

-  

1,288 

15 

-  

-  

-  

-  

1,406 

38,173 

-  

-  

-  

-  

38,495 

6,303 

37 

368 

3,897 

952 

88,513 

18 

-  

-  

-  

-  

103 

733 

105 

62 

372 

595 

3,006 

1,003 

-  

97 

50 

18 

1,780 

1,049 

115 

379 

1,892 

125 

5,061 

37 

-  

-  

-  

-  

42 

111 

21 

1,366 

(2,877)

673 

-  

49,460 

1,294 

2,301 

3,678 

2,364 

146,962 







907 

-  

-  

-  

1,702 

80,188 

-  

-  

-  

-  

-  

346 

-  

-  

-  

6,116 

-  

6,116 

2,163 

10 

659 

-  

-  

3,050 

49 

30 

-  

-  

265 

-  

-  

-  

-  

689 

40 

-  

24 

-  

-  

404 

34 

-  

287 

1,122 

193 

80 

400 

92 

4,940 

39,413 

-  

-  

-  

-  

39,499 

977 

-  

39 

1,402 

-  

-  

-  

-  

596 

554 

922 

(2,877)

-  

-  

45,280 

764 

1,757 

3,678 

1,796 

137,189 

4,180 

530 

544 

-  

568 

9,773 







2,283 

507 

544 

-  

568 

7,816 

1,897 

23 

-  

-  

-  

1,957 

1,624 

23 

-  

-  

-  

1,684 

273 

-  

-  

-  

-  

273 







4,180 

530 

544 

-  

568 

9,773 


Notes to the consolidated financial statements

For the year ended 31 December 2013

C: Other key performance information 

C1: Operating profit adjusting items

(a) Summary of adjusting items for determination of AOP

In determining the AOP of the Group for core operations, certain adjustments are made to profit before tax to reflect the directors' view of the underlying long-term performance of the Group. The following table shows an analysis of those adjustments from AOP to profit before and after tax.


 

£m


Notes

Year ended

31 December

2013

Year ended

31 December 2012

Income/(expense)




Goodwill impairment and impact of acquisition accounting

C1(b)

(141)

(123)

Loss on disposal of subsidiaries, associated undertakings and strategic investments

C1(c)

(4)

(56)

Short-term fluctuations in investment return

C1(d)

(78)

Investment return adjustment for Group equity and debt instruments held in life funds

C1(e)

(100)

(113)

Dividends declared to holders of perpetual preferred callable securities

C1(f)

42 

42 

US Asset Management equity plans

C1(g)

(38)

(13)

Credit-related fair value losses on Group debt instruments

C1(h)

(31)

(126)

Restructuring costs

C1(i)

(20)

-  

Total adjusting items


(286)

(467)

Tax on adjusting items

D1(d)

46 

44 

Non-controlling interest in adjusting items


20 

25 

Total adjusting items after tax and non-controlling interests


(220)

(398)

 

(b) Goodwill impairment and impact of acquisition accounting

When applying acquisition accounting, deferred acquisition costs and deferred revenues existing at the point of acquisition are not recognised under IFRS. These are reversed in the acquisition statement of financial position and replaced by goodwill, other intangible assets and the value of the acquired present value of in-force business (acquired PVIF). In determining AOP, the Group recognises deferred revenue and acquisition costs and deferred revenue in relation to policies sold by acquired businesses pre-acquisition. The Group excludes the impairment of goodwill and the amortisation and impairment of acquired other intangibles and acquired PVIF and the movements in certain acquisition date provisions. Costs incurred on successful acquisitions are also excluded from AOP. If the intangible assets recognised as a result of a business combination are subsequently impaired, this is excluded from AOP. The effect of these adjustments to determine AOP are summarised below:

 

 

 

 

£m

Year ended 31 December 2013

Emerging Markets

Old Mutual Wealth

USAM

Total

Amortisation of acquired PVIF

-  

(76)

-  

(76)

Amortisation of acquired deferred costs and revenue

-  

11 

-  

11 

Amortisation of other acquired intangible assets

(2)

(46)

-  

(48)

Impairment of goodwill and other intangible assets

(8)

(20)

-  

(28)


(10)

(131)

-  

(141)


 

 

 

 

 

 

 

 

 

£m

Year ended 31 December 2012

Emerging Markets

Old Mutual Wealth

USAM

Total

Amortisation of acquired PVIF

-  

(84)

-  

(84)

Amortisation of acquired deferred costs and revenue

-  

12 

-  

12 

Amortisation of other acquired intangible assets

(2)

(48)

(1)

(51)

Impairment of goodwill and other intangible assets

-  

-  

-  

-  


(2)

(120)

(1)

(123)



 


(c) Loss on disposal of subsidiaries, associated undertakings and strategic investments

Loss on disposal of subsidiaries, associated undertakings and strategic investments is analysed below:

 

 

£m


Year ended

31 December

2013

Year ended

31 December

2012

USAM

(4)

(16)

Emerging Markets

-  

(15)

Old Mutual Wealth

-  

(25)

Loss on disposal of subsidiaries, associated undertakings and strategic investments

(4)

(56)

 

USAM

On 2 January 2013, USAM completed the sale of five of its affiliates incurring a loss of £1 million.

On 11 October 2013, USAM committed to a plan to cease the operations of Echo Point. The incremental cost of £3 million associated with discontinuing the entity was recognised in full during October 2013. 

On 13 April 2012, USAM disposed of Old Mutual Capital, Inc, a subsidiary, at a profit of £12 million. On 15 May 2012, USAM disposed of Dwight Asset Management Company LLC, a fixed income affiliate, at a profit of £7 million. On 11 October 2012, the Group announced that it had finalised agreements to sell five USAM affiliates at a loss of £32 million. A £3 million loss was also recognised during the year ended 31 December 2012 in relation to disposals of other USAM subsidiaries in previous periods.

Emerging Markets

On 20 November 2012, the Emerging Markets segment recognised a profit of £3 million on the acquisition of a strategic investment Curo Fund Services (Pty) Ltd. Also during the year ended 31 December 2012, the Group incurred expenses of £18 million as initial costs regarding Zimbabwean Indigenisation and Black Economic Empowerment Schemes. These costs were directly related to the acquisition of the Zimbabwean business.

Old Mutual Wealth

On 31 August 2012, Old Mutual Wealth completed the sale of its Finnish branch at a loss of £27 million. A profit of £2 million was recognised on the sale of Skandia Services AG (Switzerland) on 30 June 2012.

(d) Short-term fluctuations in investment return

Profit before tax, as disclosed in the consolidated IFRS income statement, includes actual investment returns earned on the shareholder assets of the Group's life assurance and general insurance businesses. AOP is stated after recalculating shareholder asset investment returns based on a long-term investment return rate. The difference between the actual and the long-term investment returns is referred to as the short-term fluctuation in investment return.

Long-term rates of return are based on achieved rates of return appropriate to the underlying asset base, adjusted for current inflation expectations, default assumptions, costs of investment management and consensus economic investment forecasts. The underlying rates are principally derived with reference to 10-year government bond rates, cash and money market rates and an explicit equity risk premium for South African businesses. The rates set out below reflect the apportionment of underlying investments in cash deposits, money market instruments and equity assets. Long-term rates of return are reviewed frequently by the Board, usually annually, for appropriateness. The review of the long-term rates of return seeks to ensure that the returns credited to adjusted operating profit are consistent with the actual returns expected to be earned over the long-term.

For Emerging Markets, the return is applied to an average value of investible shareholders' assets, adjusted for net fund flows. For Old Mutual Wealth, the return is applied to average investible assets. For Property & Casualty, the return is an average value of investible assets supporting shareholders' funds and insurance liabilities, adjusted for net fund flows.



%

Long-term investment rates

Year 

ended

31 December

2013

Year

 ended

31 December

2012

Emerging Markets

8.0 

9.0 

Old Mutual Wealth

1.0 

1.5 - 2.0

Property & Casualty

7.4 

8.6 



 


Notes to the consolidated financial statements

For the year ended 31 December 2013

C: Other key performance information continued

C1: Operating profit adjusting items continued

(d) Short-term fluctuations in investment return continued


Analysis of short-term fluctuations in investment return


£m

Year ended 31 December 2013

Emerging Markets

Old Mutual Wealth¹

Property & Casualty

Other

Total

Actual shareholder investment return

135 

22 

25 

34 

216 

Less: Long-term investment return

106 

30 

31 

43 

210 

Short-term fluctuations in investment return

29 

(8)

(6)

(9)


 

 

 

 

 

 

£m

Year ended 31 December 2012

Emerging Markets

Old Mutual Wealth¹

Property & Casualty

Other

Total

Actual shareholder investment return

81 

65 

34 

34 

214 

Less: Long-term investment return

124 

67 

47 

54 

292 

Short-term fluctuations in investment return

(43)

(2)

(13)

(20)

(78)

1   Old Mutual Wealth long-term investment return includes £25 million (2012: £59 million) transitional adjustments to restate the effects of policyholder tax in arriving at AOP.

(e) Investment return adjustment for Group equity and debt instruments held in policyholder funds

AOP includes investment returns on policyholder investments in Group equity and debt instruments held by the Group's life funds. These include investments in the Company's ordinary shares and the subordinated liabilities and ordinary shares issued by Nedbank. These investment returns are eliminated within the consolidated income statement in arriving at profit before tax in the IFRS income statement, but are included in adjusted operating profit. During the year ended 31 December 2013, the investment return adjustment increased AOP by £100 million (2012: increase of £113 million).

(f) Dividends declared to holders of perpetual preferred callable securities

Dividends declared to the holders of the Group's perpetual preferred callable securities on an adjusted operating profit basis were £42 million for the year ended 31 December 2013 (2012: £42 million). These are recognised in finance costs on an accruals basis for the purpose of determining adjusted operating profit. In accordance with IFRS the total cash distribution of £47 million (2012: £42 million) is recognised directly in equity. This distribution included £5 million accrued interest paid in respect of securities accepted for repurchase.

(g) US Asset Management equity plans

US Asset Management has a number of long-term incentive arrangements with senior employees in its asset management affiliates.

The Group has issued put options in equities in the affiliates to senior employees as part of its US affiliate incentive schemes. The impact of revaluing these instruments is recognised in accordance with IFRS, but excluded from AOP. At 31 December 2013, these instruments were revalued, the impact of which was a loss of £38 million (2012: loss of £13 million).

(h) Credit-related fair value gains and losses on Group debt instruments

The widening of credit spread is related to the Group's debt instruments causes the market value of these instruments to decrease, resulting in gains being recognised in the consolidated income statement. Conversely, if the credit spread narrows and the market value of debt instruments rises then losses are recognised in the consolidated income statement. In the directors' view, such movements are not reflective of the underlying performance of the Group and will reverse over time and they have therefore been excluded from AOP.  For the year ended 31 December 2013 a net loss of £31 million was recognised (2012: loss of £55 million).

On 1 August 2012, the Group redeemed £388 million of the £500 million senior bond due in 2016 at a cash consideration of £459 million. The £71 million excess over the nominal value reflected the market value of the instrument prior to redemption.

(i) Old Mutual Wealth restructuring expenditure

The Old Mutual Wealth business embarked on a significant change project to fundamentally restructure the way in which its UK platform business operates. Over the next two to three years, it will migrate certain elements of service provision to International Financial Data Services (IFDS). Costs related to decommissioning of existing technology and service provision and the migration of service to IFDS will be excluded from AOP.

These costs will comprise payments to IFDS and directly attributable internal project costs and totalled £20 million in 2013.


C2: Earnings and earnings per share

The Group calculates earnings per share (EPS) on several different bases. IFRS requires the calculation of basic and diluted EPS. Adjusted operating EPS reflects earnings per share consistent with the Group's alternative profit measure. JSE Limited (JSE) Listing Requirements also require the Group to calculate headline EPS. The Group's EPS on these different bases are summarised below:





Pence


Source of guidance

Notes

Year ended

31 December

2013

Year ended

31 December

2012

Restated

Basic earnings per share¹

IFRS

C2(a)

15.0 

24.9 

Diluted basic earnings per share1

IFRS

C2(b)

13.9 

23.1 

Adjusted operating earnings per share1

Group policy

C2(c)

18.4 

17.5 

Headline earnings per share (Gross of tax)2

JSE Listing Requirements

C2(d)

15.6 

13.5 

Headline earnings per share (Net of tax)2

JSE Listing Requirements

C2(d)

15.2 

13.8 

Diluted headline earnings per share (Gross of tax)2

JSE Listing Requirements

C2(d)

14.6 

12.7 

Diluted headline earnings per share (Net of tax)2

JSE Listing Requirements

C2(d)

14.3 

12.9 

1   Restatement for the impact of changes in policies did not result in changes to basic, diluted basic and adjusted operating earnings per share for the year ended 31 December 2012.

2   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

(a) Basic earnings per share

Basic earnings per share is calculated by dividing the profit for the financial year attributable to ordinary equity shareholders by the weighted average number of ordinary shares in issue during the year excluding own shares held in policyholder funds, ESOP trusts, Black Economic Empowerment trusts and other related undertakings.

The table below reconciles the profit attributable to equity holders of the parent to profit attributable to ordinary equity holders:

 


£m


Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Profit for the financial year attributable to equity holders of the parent from continuing operations

702 

608 

Profit for the financial year attributable to equity holders of the parent from discontinued operations

564 

Profit for the financial year attributable to equity holders of the parent

705 

1,172 

Dividends paid to holders of perpetual preferred callable securities, net of tax credits

(37)

(32)

Profit attributable to ordinary equity holders

668 

1,140 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

Total dividends paid to holders of perpetual preferred callable securities of £37 million for the year ended 31 December 2013 (year ended 31 December 2012: £32 million) are stated net of tax credits of £10 million (year ended 31 December 2012: £10 million).

The table below summarises the calculation of the weighted average number of ordinary shares for the purposes of calculating basic earnings per share:

 

 


Millions


Year ended

31 December

2013

Year ended

31 December

2012

Weighted average number of ordinary shares in issue

4,897 

5,096 

Shares held in charitable foundations

(6)

(6)

Shares held in ESOP trusts

(55)

(61)

Adjusted weighted average number of ordinary shares

4,836 

5,029 

Shares held in life funds

(155)

(181)

Shares held in Black Economic Empowerment trusts

(239)

(261)

Weighted average number of ordinary shares used to calculate basic earnings per share

4,442 

4,587 




Basic earnings per ordinary share (pence)¹

15.0 

24.9 

1   Restatement for the impact of changes in policies did not result in changes to basic earnings per share for the year ended 31 December 2012.



 


Notes to the consolidated financial statements

For the year ended 31 December 2013

C: Other key performance information continued

C2: Earnings per share continued

(b) Diluted basic earnings per share

Diluted basic EPS recognises the dilutive impact of share options held in ESOP 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 period.

The tables below reconcile 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

Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Profit attributable to ordinary equity holders (£m)


668 

1,140 

Dilution effect on profit relating to share options issued by subsidiaries (£m)


(10)

(10)

Diluted profit attributable to ordinary equity holders (£m)


658 

1,130 

Weighted average number of ordinary shares (millions)

C2(a)

4,442 

4,587 

Adjustments for share options held by ESOP trusts (millions)


45 

53 

Adjustments for shares held in Black Economic Empowerment trusts (millions)


239 

261 

Weighted average number of ordinary shares used to calculate diluted basic

   earnings per share (millions)


4,726 

4,901 





Diluted basic earnings per ordinary share (pence)²


13.9 

23.1 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

2   Restatement for the impact of changes in policies did not result in changes to diluted basic earnings per share for the year ended 31 December 2012.

(c) Adjusted operating earnings per share

The following table presents a reconciliation of profit for the financial year to adjusted operating profit after tax attributable to ordinary equity holders and summarises the calculation of adjusted operating earnings per share:

 





Notes

Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Profit for the financial year attributable to equity holders of the parent (£m)


705 

1,172 

Adjusting items (£m)


286 

467 

Tax on adjusting items (£m)


(46)

(44)

Non-core operations (£m)


(32)

(165)

Profit from discontinued operations (£m)


(3)

(564)

Non-controlling interest on adjusting items (£m)


(20)

(25)

Adjusted operating profit after tax attributable to ordinary equity holders (£m)


890 

841 

Adjusted weighted average number of ordinary shares used to calculate adjusted

   operating earnings per share (millions)²

C2(a)

4,836 

4,818 





Adjusted operating earnings per share (pence)


18.4 

17.5 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

2   For the year ended 31 December 2012, the weighted average number of shares used in the calculation of basic and diluted basic EPS was adjusted for the seven-for-eight share consolidation that was affected on 23 April 2012. For adjusted operating EPS, the adjustment of the weighted average number of shares has been made effective from 1 January 2012. This adjustment had the effect of presenting adjusted EPS on a more consistent basis, but resulted in a difference between the adjusted weighted average number of shares for IFRS and AOP.



 


(d) Headline earnings per share

The Group is required to calculate headline earnings per share (HEPS) in accordance with the JSE Limited (JSE) Listing Requirements, determined by reference to the South African Institute of Chartered Accountants' circular 02/2013 (Revised) '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 and diluted HEPS:






£m



Year ended

31 December 2013

Year ended

31 December 2012

Restated¹


Notes

Gross

Net

Gross

Net

Profit for the financial year attributable to equity holders of the parent


705 

705 

1,172 

1,172 

Dividends paid to holders of perpetual preferred callable securities


(37)

(37)

(32)

(32)

Profit attributable to ordinary equity holders


668 

668 

1,140 

1,140 

Adjustments:






Impairments of goodwill and intangible assets


28 

28 

35 

35 

Loss/(profit) on disposal of subsidiaries, associated undertakings

   and strategic investments


(12)

(183)

(173)

Realised gains (net of impairments) on available-for-sale financial assets


(8)

(8)

(21)

(21)

Exchange differences realised on disposal


-  

-  

(350)

(350)

Headline earnings


692 

676 

621 

631 







Weighted average number of ordinary shares

C2(a)

4,442 

4,442 

4,587 

4,587 







Diluted weighted average number of ordinary shares

C2(b)

4,726 

4,726 

4,901 

4,901 







Headline earnings per share (pence)


15.6 

15.2 

13.5 

13.8 







Diluted headline earnings per share (pence)


14.6 

14.3 

12.7 

12.9 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details. Impairment of intangible assets is now excluded from the determination of HEPS.


C3: Dividends





£m


Year ended

31 December

2013

Year

ended

31 December

2012

2011 Final dividend paid - 3.5p per 10p share

-  

178 

Special dividend - 18.0p per 10p share

-  

915 

2012 Interim dividend paid - 1.75p per 11 3/7p share

-  

79 

2012 Final dividend paid - 5.25p per 11 3/7p share

238 

-  

2013 Interim dividend paid - 2.10p per 11 3/7p share

98 

-  

Dividends to ordinary equity holders

336 

1,172 

Dividends paid to holders of perpetual preferred callable securities

47 

42 

Dividend payments for the period

383 

1,214 

 

Final and interim dividends paid to ordinary equity holders are 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.

A final dividend of 6.0 pence (or its equivalent in other applicable currencies) per ordinary share in the Company has been recommended by the directors. The final dividend will be paid on 30 May 2014 to shareholders on the register at the close of business on 14 April 2014 for the Malawi register, 16 April 2014 for the South African, Zimbabwe and Namibian registers and 22 April 2014 for the UK register. The dividend will absorb an estimated £275 million of shareholders' funds. The Company is not planning to offer a scrip dividend alternative.

In March and November 2013, £22 million and £25 million respectively, were declared and paid to holders of perpetual preferred callable securities (March 2012: £22 million, November 2012: £20 million).



Notes to the consolidated financial statements

For the year ended 31 December 2013

D: Other income statement notes 

D1: Income tax expense

(a) Analysis of total income tax expense





£m


Year ended

31 December 2013

Year ended

31 December 2012

Restated¹

Current tax



United Kingdom

(3)

18 

Overseas tax



- Africa

407 

501 

- Europe

19 

30 

- Rest of the world

16 

Withholding taxes (STC)

16 

23 

Adjustment to current tax in respect of prior years

(25)

Total current tax

421 

593 

Deferred tax



Origination and reversal of temporary differences

142 

(122)

Effect on deferred tax of changes in tax rates

(15)

Recognition of deferred tax assets

(2)

Adjustments to deferred tax in respect of prior years

-  

Total deferred tax

131 

(122)

Total income tax expense

552 

471 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

(b) Reconciliation of total income tax expense





£m


Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Profit before tax

1,532 

1,385 

Tax at UK standard rate of 23.25% (2012: 24.5%)

356 

339 

Different tax rate or basis on overseas operations

57 

19 

Untaxed and low taxed income

(76)

(83)

Disallowable expenses

35 

48 

Net movement on deferred tax assets not recognised

31 

48 

Effect on deferred tax of changes in tax rates

(15)

Withholding taxes (STC)

10 

20 

Income tax attributable to policyholder returns

133 

59 

Tax on Group equity held in life funds

21 

26 

Other

-  

(7)

Total income tax expense

552 

471 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.



 


(c) Income tax relating to components of other comprehensive income





£m


Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Preferred perpetual callable securities

(10)

(10)

Measurement gains on defined benefit plans

22 

Income tax on items that will not be reclassified subsequently to profit or loss

12 

(6)

Income tax on items that may be reclassified subsequently to profit or loss

(2)

Income tax expense/(credit) - continuing operations

10 

(1)

Income tax expense on fair value movements - discontinued operations

-  

Income tax expense relating to components of other comprehensive income

10 

-  

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

 

(d) Reconciliation of income tax expense in the IFRS income statement to income tax on adjusted operating profit



£m


Year ended

31 December

2013

Year ended

31 December

2012

Restated¹

Income tax expense

552 

471 

Tax on adjusting items



Goodwill impairment and impact of acquisition accounting

26 

51 

Profit/(loss) on disposal of subsidiaries, associates and strategic investments

16 

(10)

Short-term fluctuations in investment return

(2)

Tax on dividends declared to holders of perpetual preferred callable securities recognised in equity

(10)

(10)

US Asset Management equity plans

11 

Restructuring costs

-  

Total tax on adjusting items

46 

44 

Income tax attributable to policyholders returns

(174)

(75)

Income tax on adjusted operating profit

424 

440 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.


Notes to the consolidated financial statements

For the year ended 31 December 2013

E: Financial assets and liabilities

E1: Borrowed funds










£m


Notes


Group excluding Nedbank

Nedbank

At

31 December

2013

Group


Group excluding Nedbank

Nedbank

At

31 December

2012

Group

Senior debt securities and term loans



113 

1,151 

1,264 


122 

1,363 

1,485 

  Floating rate notes

E1(a)


-  

673 

673 


-  

849 

849 

  Fixed rate notes

E1(b)


113 

478 

591 


122 

514 

636 

Mortgage-backed securities

E1(d)


-  

65 

65 


-  

131 

131 

Subordinated debt securities (net of    

   Group holdings)

E1(e)


703 

597 

1,300 


765 

669 

1,434 

Borrowed funds



816 

1,813 

2,629 


887 

2,163 

3,050 

Other instruments treated as equity

   for accounting purposes










€374 million perpetual preferred1

   callable securities



253 




334 



£273 million perpetual preferred2

   callable securities



273 




348 



Total: Book value



1,342 




1,569 



Nominal value of the above



1,370 




1,590 



1   The €374 million perpetual callable security was previously €495 million with €121 million being acquired via a Modified Dutch Auction tender on 19 November 2013.

2   The £273 million perpetual callable security was previously £348 million with £75 million being acquired via a Modified Dutch Auction tender on 19 November 2013.

The table below is a maturity analysis of the liability cash flows based on contractual maturity dates for borrowed funds. Maturity analysis is undiscounted and based on year-end exchange rates.







£m


Group excluding Nedbank

Nedbank

At

31 December

2013

Group

Group excluding Nedbank

Nedbank

 At

31 December

2012

Group

Less than 1 year

98 

385 

483 

110 

522 

632 

Greater than 1 year and less than 5 years

751 

1,727 

2,478 

907 

1,820 

2,727 

Greater than 5 years

1,099 

236 

1,335 

1,311 

314 

1,625 

Total

1,948 

2,348 

4,296 

2,328 

2,656 

  4,984 

Contractual maturity tables include all the data available for both years as at 31 December 2013.



 


Senior debt securities and term loans

 




(a) Floating rate notes







£m


Maturity date

At

31 December

2013

At

31 December

2012

Nedbank - Floating rate unsecured senior debt




R98 million at inflation linked (3.80% real yield)

Repaid

-  

R1,750 million at inflation linked (3.90% real yield)

Repaid

-  

151 

R1,552 million at JIBAR + 1.48%

Repaid

-  

114 

R988 million at JIBAR + 1.05%

March 2014

50 

71 

R500 million at JIBAR + 1.00%

April 2014

26 

33 

R1,075 million at JIBAR + 0.94%

October 2014

62 

79 

R1,297 million at JIBAR + 1.00%

February 2015

75 

95 

R1,027 million at JIBAR + 1.75%

April 2015

60 

76 

R250 million at JIBAR + 1.00%

August 2015

14 

18 

R1,044 million at JIBAR + 2.20%

September 2015

61 

76 

R677 million at JIBAR + 1.25%

March 2016

39 

49 

R3,056 million at JIBAR + 0.8%

July 2016

176 

-  

R694 million at JIBAR + 0.75%

November 2016

40 

-  

R405 million at JIBAR + 1.30%

February 2017

23 

30 

R786 million at JIBAR + 1.30%

August 2017

42 

43 

R80 million at JIBAR + 2.15%

April 2020

Total floating rate notes


673 

849 

All floating rate notes are non-qualifying for the purposes of regulatory tiers of capital.

 

(b) Fixed rate notes







£m


Maturity date

At

31 December

2013

At

31 December

2012

Nedbank - Fixed rate unsecured senior debt (net of Group holdings)




R450 million at 8.39%

March 2014

26 

33 

R478 million at 9.68%

April 2015

28 

35 

R3,244 million at 10.55%

September 2015

192 

242 

R1,137 million at 9.36%

March 2016

67 

85 

R151 million at 6.91%

July 2016

-  

R1,273 million at 11.39%

September 2019

80 

102 

R1,888 million at 8.92%

November 2020

109 

-  

R660 million at zero coupon

October 2024

14 

17 



525 

514 

Less: fixed rate notes held by other Group companies


(47)

-  

Banking fixed rate unsecured senior debt (net of Group holdings)


478 

514 





Group excluding Nedbank




US$2 million secured senior debt at 5.23%1

August 2014

10 

£112 million eurobond at 7.125%

October 2016

112 

112 



113 

122 

Total fixed rate notes


591 

636 

All fixed rate notes are non-qualifying for the purpose of regulatory tiers of capital.

1 $14 million of the $16 million senior bond was repaid, with repayment of $12 million on 1 November 2013 and $2 million on 15 December 2013.



 


Notes to the consolidated financial statements

For the year ended 31 December 2013

E: Financial assets and liabilities continued

E1: Borrowed funds continued

(c) Revolving credit facilities and irrevocable letters of credit

Following an internal review of Group funding requirements, the Group reduced its revolving credit facility by £400 million in August 2013. The Group now has access to a £800 million (2012: £1,200 million) five-year multi-currency revolving credit facility which matures in April 2016. At 31 December 2013 and 31 December 2012, none of this facility was drawn down and there were no irrevocable letters of credit in issue against this facility.

(d) Mortgage-backed securities (net of Group holdings)









£m


Tier

Maturity date

At

31 December

2013

At

31 December

2012

Nedbank





R480 million (class A1) at JIBAR + 1.10%

Tier 2

25 October 2039

13 

32 

R336 million (class A2) at JIBAR + 1.25%

Tier 2

25 October 2039

20 

25 

R900 million (class A3) at JIBAR + 1.54%

Tier 2

25 October 2039

52 

66 

R110 million (class B) at JIBAR + 1.90%

Tier 2

25 October 2039




91 

131 

Less: Mortgage backed securities held by other Group companies



(26)

Total mortgage-backed securities



65 

131 

 

(e) Subordinated debt securities (net of Group holdings)






£m


Tier

First call

date

Maturity

date

At

31December

2013

At

31December

2012

Nedbank






R300 million at JIBAR + 2.50%

Tier 2

Repaid

Repaid

-  

11 

R1,800 million at 9.84%

Tier 2

Repaid

Repaid

-  

137 

R1,265 million at JIBAR + 4.75%

Non-core Tier 1

November 2018

November 2018

74 

93 

R487 million at 15.05%

Non-core Tier 1

November 2018

November 2018

32 

43 

R1,700 million at 8.90%

Tier 2

February 2014

February 2019

101 

132 

R1,000 million at 10.54%

Tier 2

September 2015

September 2020

62 

81 

US$100 million at 3 month USD LIBOR

Tier 2 Secondary

March 2017

March 2022

60 

62 

R2,000 million at JIBAR + 0.47%

Tier 2

July 2017

July 2022

116 

146 

R1,800 million at JIBAR + 2.75%

Tier 2

July 2018

July 2023

105 

-  

R1,200 million at JIBAR + 2.55%

Tier 2

November 2018

November 2023

69 

-  





619 

705 

Less: Banking subordinated debt securities             held by other Group companies




(22)

(36)

Banking subordinated securities

 (net of Group holdings)




597 

669 

Group excluding Nedbank






R3,000 million at 8.92% until October 2015

   and 3 month JIBAR + 1.59% thereafter

Lower Tier 2

October 2015

October 2020

172 

218 

£500 million at 8.00%1

Lower Tier 2

-

June 2021

531 

547 





703 

765 

Total subordinated debt securities




1,300 

1,434 


1   The principal and coupon on the bond were initially swapped into floating rate Swedish kronor, at 3 month STIBOR plus 5.46%. Following the Nordic sale, £375 million of the coupon is now swapped into floating rate sterling at 6 month GBP LIBOR plus 4.15% and £125 million of principal and coupon is swapped into US dollars at 6 month USD LIBOR plus 5.49%.


F: Other statement of financial position notes

F1: Non-controlling interests

(a) Profit or loss

(i) Ordinary shares

The non-controlling interests share of profit for the financial year has been calculated on the basis of the Group's effective ownership of the subsidiaries in which it does not own 100% of the ordinary equity. The principal subsidiaries where a non-controlling interest exists is the Group's banking business in South Africa, Nedbank. For the year ended 31 December 2013 the non-controlling interests attributable to ordinary shares was £259 million (2012: £256 million).

 

(ii) Preferred securities




 

£m


At

31 December 2013

At

31 December 2012

Nedbank



R3,583 million non-cumulative preference shares

19 

23 


 

 

Group excluding Nedbank



US$750 million cumulative preferred securities1

-  

27 

Non-controlling interests - preferred securities

19 

50 

1   On 24 September 2012, the Group repaid the US$750 million cumulative preference securities at their nominal value.

 

(iii) Non-controlling interests - adjusted operating profit



The following table reconciles non-controlling interests' share of profit for the financial year to non-controlling interests' share of adjusted

operating profit:


 

£m

Reconciliation of non-controlling interests' share of profit for the financial year

Year ended

31 December 2013

Year ended

31 December 2012

Restated¹

The non-controlling interests share is analysed as follows:



Non-controlling interests - ordinary shares

259 

256 

Income attributable to Black Economic Empowerment trusts

20 

25 

Non-controlling interests share of adjusted operating profit

279 

281 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.

The Group uses revised weighted average effective ownership interests when calculating the non-controllable interest applicable to the adjusted operating profit of its Southern African businesses. This reflects the legal ownership of these businesses following the implementation for Black Economic Empowerment (BEE) schemes in 2005. In accordance with IFRS accounting rules the shares issued for BEE purposes are deemed to be, in substance, options. Therefore the effective ownership interest of the minorities reflected in arriving at profit after tax in the consolidated income statement is lower than that applied in arriving at adjusted operating profit after tax. In 2013 the increase in adjusted operating profit attributable to non-controlling interests as a result of this was £20 million (2012: £25 million).

(b) Statement of financial position




 

 

(i) Ordinary shares




 

£m

Reconciliation of movements in non-controlling interests

At

31 December 2013

At

31 December 2012

Restated¹

Balance at beginning of the year

1,684 

1,652 

Non-controlling interests' share of profit

259 

256 

Non-controlling interests' share of dividends paid

(117)

(119)

Net disposal of interests

20 

20 

Foreign exchange and other movements

(344)

(125)

Balance at end of the year

1,502 

1,684 

1   The prior year has been restated for the impact of changes in accounting policies. Refer to note I1 for further details.



 


Notes to the consolidated financial statements

For the year ended 31 December 2013

F: Other statement of financial position notes continued

F1: Non-controlling interests continued

(ii) Preferred securities




 

£m


At

31 December 2013

At

31 December 2012

Nedbank



R3,583 million non-cumulative preference shares1

265 

273 

Total in issue at 31 December

265 

273 

Preferred securities at 31 December 2013 are held at historic value of consideration received less unamortised issue costs and are stated net of securities held by Group companies

1   3,583 million R10 preference shares issued by Nedbank Limited (Nedbank), the Group's banking subsidiary. These shares are non-redeemable and non-cumulative and pay a cash dividend equivalent to 75% of the prime overdraft interest rate of Nedbank. Preference shareholders are only entitled to vote during periods when a dividend or any part of it remains unpaid after the due date for payment or when resolutions are proposed that directly affect any rights attaching to the shares or the rights of the holders. Preference shareholders will be entitled to receive their dividends in priority to any payment of dividends made in respect of any other class of Nedbank's shares.


G: Other notes

G1: Contingent liabilities


 

£m


At

31 December 2013

At

31 December 2012

Guarantees and assets pledged as collateral security

2,052 

2,521 

Irrevocable letters of credit

184 

177 

Secured lending

304 

492 

Other contingent liabilities

30 

57 

 

The Group, through its South African banking business, has pledged debt securities amounting to £703 million (2012:  £1,203 million) as collateral for deposits received under re-purchase agreements. These amounts represent assets that have been transferred but do not qualify for derecognition under IAS 39. These transactions are entered into under terms and conditions that are standard industry practice to securities borrowing and lending activities.

Contingent liabilities - tax

The Revenue authorities in the principal jurisdictions in which the Group operates (South Africa and the United Kingdom) routinely review historic transactions undertaken and tax law interpretations made by the Group. The financial statements accordingly include provisions that reflect the Group's assessment of liabilities which might reasonably be expected to materialise.

Nedbank litigation

There are a number of legal or potential claims against Nedbank and its subsidiary companies, the outcome of which cannot at present be foreseen. As previously disclosed, the largest of these potential actions are claims in the High Court against Nedbank by certain shareholders in Pinnacle Point Group Ltd, alleging that Nedbank had a legal duty of care to them arising from a share swap transaction.  In 2013 two of these claims of R147 million and of R802 million were dismissed by the North Gauteng High Court. The only claim remaining is for R355 million.

Originally these shareholders and others lodged proceedings with the Securities Regulation Panel (SRP) for an order declaring that an affected transaction took place. The SRP ruled that no affected transaction took place. The last remaining claimant brought an application to the South Gauteng High Court for the review of the SRP ruling. This application was dismissed with costs on 15 November 2013. The applicant filed a notice to apply for leave to appeal this judgment, which Nedbank will oppose.

During 2011 further actions were instituted against Nedbank Ltd by other stakeholders for R210 million, and by Absa Bank Limited for R773 million. In both these actions Nedbank have filed exceptions against the claims.

Nedbank Ltd and its legal advisers remain of the opinion that the remaining claims are ambitious, and that the remaining claimants will have great difficulty succeeding.

Consumer protection

Old Mutual is committed to supporting its customers in meeting their lifetime goals and treating customers fairly is central to how our businesses operate.  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.  Where this occurs, the Group makes financial provision for the related costs.


 

G2: Businesses acquired during the year

The Group continued to expand operations in Africa and Latin America through the following completed acquisitions:

Acquiree

Country

Nature of business

Consideration paid (£m)

Shares acquired

Effective date

Oceanic Life

Nigeria

Life insurance

70%

20 December 2012

Aiva Holdings Group S.A

Uruguay

Business platform and distribution business

22 

86%

2 January 2013

Provident Life Assurance Company

Limited

Ghana

Life insurance

90%

12 September 2013

Oceanic General

Nigeria

General insurance

12 

70%

26 November 2013

Goodwill of £30 million has been recognised on these acquisitions. Refer to note F1 in the Annual Report and Accounts for further analysis of the goodwill recognised. Acquisition costs of £2 million are included in operating expenses and have been excluded from the Group's adjusted operating profit. The net profit received from the above acquisitions has been consolidated for the 31 December 2013 financial year.

The table below sets out the consolidated assets and liabilities acquired as a result of these acquisitions:

 

£m


Acquirees' carrying amount

Assets


Investment property

13 

Investments and securities

20 

Cash and cash equivalents

17 

Trade, other receivables and other assets

Total assets

55 

Liabilities


Long-term business policyholder liabilities

18 

Current tax payable

Trade, other payables and other liabilities

10 

Total liabilities

29 

Net assets acquired

26 



Group's portion of net assets acquired

20 

Consideration paid

50 

Goodwill recognised

30 

The carrying value of assets and liabilities in the entities statement of financial position on acquisition date approximates the fair value of these items determined by the Group. The receivables recognised by the Group are included in other assets and represent their fair value due to their short-term nature.  No indemnification assets or contingent liabilities were recognised on acquisition of the above business. Contingent consideration of £11 million is payable to the sellers of Aiva Holdings Group SA in 2016 and 2018 dependent on the achievement of pre-determined performance indicators, an estimate which has been included in the purchase consideration.


 

G3: Events after the reporting date

On 28 February 2014, the Group announced the acquisition of Intrinsic Financial Services Limited, the third largest adviser network in the UK with more than 3,000 advisers, both restricted and independent.  This will enable the Old Mutual Wealth business to provide advice to UK retail customers.  The purchase of Intrinsic Financial Services Limited is a critical part of the Old Mutual Wealth strategy to create a leading wealth management business that combines financial advice, investment solutions and high quality asset management to deliver first class outcomes for our customers.

On 28 February 2014, the Group announced that during 2014 it intends to proceed with an Initial Public Offering of a minority stake in its US Asset Management Business (USAM), subject to market conditions. The offering will enhance USAM's financial and operating flexibility to deploy capital to continue to grow and further develop the business.  This transaction will require a registration statement to be filed with the U.S. Securities and Exchange Commission.  The registration statement will include additional information.  The announcement was made pursuant to and in accordance with Rule 135 under the U.S. Securities Act (1933).  This disclosure does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

In line with Nedbank's scheduled capital plans, there was a full capital redemption of NED8, the R1.7 billion unsecured subordinated note that qualified as Tier 2 capital under Basel II, with effect from 8 February 2014. This event is not an adjusting post balance sheet event.



Notes to the consolidated financial statements

For the year ended 31 December 2013

H: Discontinued operations and disposal groups held for sale

H1: Discontinued operations

Discontinued operations relate to the results of the Group's Swedish, Danish and Norwegian life businesses, collectively Nordic. The disposal of Nordic was completed on 21 March 2012 following shareholder and regulatory approval and was reported up until that date. The Group continues to incur costs that are directly related to the sale of Nordic. These costs relate to the transition of IT and other services, previously provided by Nordic to the wider Group, back to the Group. These costs are included in the expenses related to the discontinued operations. The profit on disposal of discontinued operations for the year ending 31 December 2013 was recognised following the finalisation of the transfer of Old Mutual Guodian Life Assurance Company Ltd, the Group's Chinese joint venture, from Nordic to Old Mutual Life Assurance Company (South Africa) Limited. This transaction was included in the Nordic sale agreement and was subject to regulatory approval which was obtained in June 2013.

(a) Income statement from discontinued operations (Nordic)



£m


Year ended

31 December 2013

 Year ended

31 December 2012

Revenue

-  

842 

Expenses

(26)

(866)

Loss before tax from discontinued operations - trading activities

(26)

(24)

Profit on disposal

27 

239 

Realised available-for-sale investment gains and exchange differences on disposal

-  

350 

Profit before tax from discontinued operations

565 

Income tax credit/(charge)

(1)

Profit after tax from discontinued operations

564 




(b) Statement of comprehensive income from discontinued operations (Nordic)



£m


Year ended

31 December 2013

 Year ended

31 December 2012

Profit from discontinued operations after tax

564 

Other comprehensive income for the financial year



Fair value gains

-  

Exchange differences realised on disposal

-  

(350)

Currency translation differences/exchange

  differences on translating foreign operations

-  

Other movements

-  

(3)

Aggregate tax on transfers from equity

-  

(1)

Total other comprehensive loss from discontinued operations

-  

(348)

Total comprehensive income for the financial year from discontinued operations

216 

Attributable to



Equity holders of the parent

216 




(c) Net cash flows from discontinued operations (Nordic)



£m


Year ended

31 December 2013

 Year ended

31 December 2012

Operating activities

-  

(8)

Investing activities

-  

(121)

Net cash flows from discontinued operations

-  

(129)


H2: Contingent liabilities in respect of the disposal of US Life

Following its disposal in April 2011 of US Life to the Harbinger group (Harbinger), the Group has retained certain residual commitments and contingent liabilities relating to that business. These arise from sale warranties and indemnities that are typical in transactions of this nature, including in respect of certain litigation (including class actions) and regulatory enforcement actions arising from events that occurred before completion of the sale.  The residual commitments are in effect for varying periods of time.

The sale agreement contemplated that Harbinger would establish certain internal reinsurance arrangements after completion, which were subject to regulatory approval. If such regulatory approval was not forthcoming, there was potential for a reduction in the purchase price of US Life of up to a maximum of US$50 million. In July 2012, Harbinger filed a lawsuit against the Group, claiming payment of a purchase price adjustment of US$50 million.  The Group has filed its defence and is vigorously defending this claim.  In view of the ongoing uncertainty and the Group's current assessment of this claim, the Group has not raised a provision against this exposure.


I: Changes in accounting policies

I1: Accounting policies adopted for the year ended 31 December 2013

Several new accounting standards are applicable to the Group for the year ended 31 December 2013, with restatement of the comparative information for the year ended 31 December 2012 as required and restatement of the opening statement of financial position as at 1 January 2012.

The standards that were relevant and have required restatement include IAS 1 'Presentation of Financial Statements', IAS 19 (Revised 2011) 'Employee Benefits', IFRS 10 'Consolidated Financial Statements' and IFRS 11 'Joint Arrangements'.

Three other standards and amendments have also been applied for the first time in 2013 but these are disclosure standards and have not required a restatement of the statement of financial position. These include IFRS 7 'Financial Instruments: Disclosures (Amended 2011), IFRS 12 'Disclosure of Interest in Other Entities' and IFRS 13 'Fair Value Measurement' and IAS 36 (Amended) 'Impairment of Assets'. Refer to note A5 in the Annual Report and Accounts for further information.

IFRS 11 'Joint Arrangements' replaces IAS 31 'Interests in Joint Ventures' and SIC-13 'Jointly Controlled Entities' and removes the option to account for joint arrangements using proportionate consolidation. Jointly controlled entities that meet the definition of a joint arrangement under IFRS 11 'Joint Arrangements' must now be accounted for using the equity method. This did not have a material impact on the Group's statement of financial position.

The following standards adopted by the Group had an impact on the financial statements:

Amendments to IAS 1 'Presentation of Items of Other Comprehensive Income'

The amendments to IAS 1 'Presentation of Items of Other Comprehensive Income' require that an entity present separately the items of other comprehensive income (OCI) that may be reclassified to profit or loss in the future, from those that will never be reclassified to profit or loss. The amendment affected presentation only and had no impact on the shareholders' equity or profit.

IAS 19 'Employee Benefits' (Revised 2011)

The Group has adopted IAS 19 'Employee Benefits' (Revised 2011) with a date of initial application of 1 January 2013.

The key amendments are:

The corridor method has been removed and all actuarial gains and losses are required to be recognised in OCI rather than in profit or loss. Expected returns on plan assets are no longer recognised in profit or loss. Instead, interest is recognised on the net defined benefit liability or asset in profit or loss, calculated using the discount rate used to measure the defined benefit obligation.

Past service costs arising from plan amendments or curtailment are now recognised in profit or loss at the earlier of when the amendment occurs or when the related restructuring or termination cost are recognised. The option to amortise such cost over future years has also been eliminated.

Administration costs, other than costs of managing plan assets, are recognised in the profit and loss when the service is provided.

The change in accounting policy has been applied retrospectively and as a result, the comparative information for the year ended 31 December 2012 has been restated accordingly.

The major impact of the adoption of the standard was an increase in operating and administrative expenses and a net increase in OCI. The overall impact on the Group was a decrease in equity, an increase in the assets and an increase in the liabilities of the Group. The standard affects the accounting for certain defined pension schemes in Emerging Markets, Nedbank and Old Mutual plc.

The transitional adjustment, applied to the opening statement of financial position as at 1 January 2013, had an effect of decreasing equity by £17 million, increasing total assets by £81 million and increasing total liabilities by £98 million.



 

Notes to the consolidated financial statements

For the year ended 31 December 2013

I: Changes in accounting policies continued

I1: Accounting policies adopted for the year ended 31 December 2013 continued

IFRS 10 'Consolidated Financial Statements'

The Group has early adopted IFRS 10 'Consolidated Financial Statements' with a date of initial application of 1 January 2013.

IFRS 10 'Consolidated Financial Statements'introduces a single control model that applies to all entities, including special purpose entities. IFRS 10 'Consolidated Financial Statements' replaces the parts of IAS 27 'Consolidated and Separate Financial Statements' that dealt with consolidated financial statements and SIC-12 'Consolidation - Special Purpose Entities'. IFRS 10 'Consolidated Financial Statements' changes the definition of control such that an investor controls an investee when it has power over the investee, when it is exposed, or has rights, to variable returns from its involvement with the investee and when it has the ability to use its power over the investee to affect those returns. To meet the definition of control in IFRS 10 'Consolidated Financial Statements', all three of these criteria must be met.

The implementation of this standard did not have a significant financial impact on the Group's assessment of its interests in investment funds, but it did increase the number of investment funds consolidated. The principal effect was a gross up of the consolidated statement of financial position for the difference between the value of the newly consolidated assets and liabilities and the carrying value of the Group's interest, and the equal and opposite liability for the interests of external parties in these investment funds.

The transitional adjustment, applied to the opening statement of financial position as at 1 January 2013, had an effect of decreasing non-controlling interest by £8 million, increasing total assets by £3,384 million and increasing total liabilities by £3,392 million.

The Group has only considered the consolidation suite of standards for interests that existed at 1 January 2013. The change in accounting policy has been applied retrospectively and as a result, the comparative information for the year ended 31 December 2012 and the opening position at 1 January 2012 have been restated accordingly.

Effect of the adoption of IAS 19 (Revised) and IFRS 10 'Consolidated Financial Statements'

The following tables summarise the impact of the restatements in the financial statements:

 

 




£m

Year ended 31 December 2012

As previously reported

Adjustments for adoption of IAS 19

Adjustments for adoption of IFRS 10

As restated

Consolidated income statement





Profit after tax from continuing operations

923 

(1)

(8)

914 

Profit after tax for the financial year

1,487 

(1)

(8)

1,478 

Non-controlling interests

314 

-  

(8)

306 

Consolidated statement of comprehensive income





Total other comprehensive income for the financial year1

(811)

-  

(807)

Total comprehensive income for the financial year1

676 

(8)

671 

Reconciliation of adjusted operating profit to profit after tax





Adjusting items

(459)

-  

(8)

(467)

Adjusted operating profit after tax attributable to equity holders of the parent

842 

(1)

-  

841 

Consolidated statement of financial position





Total assets

143,497 

81 

3,384 

146,962 

Total liabilities

133,699 

98 

3,392 

137,189 

Equity attributable to ordinary shareholders of the parent

7,833 

(17)

-  

7,816 

Non-controlling interests

1,965 

-  

(8)

1,957 

1   The comparative information has been restated to reflect the fact that all movements on the share-based payment reserve are reflected directly in equity and no longer in other comprehensive income.



 


 

 




£m

At 1 January 2012

As previously reported

Adjustments for adoption of IAS 19

Adjustments for adoption of IFRS 10

As restated

Consolidated statement of financial position





Total assets

162,385 

(12)

2,798 

165,171 

Total liabilities

151,527 

2,798 

154,333 

Equity attributable to ordinary shareholders of the parent

8,488 

(20)

-  

8,468 

 


This information is provided by RNS
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