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Wed 17 Sep 2008, 13:00 RMH - RMB Holdings Limited - Summarised Audited R
RMH
RMH                                                                             
RMH - RMB Holdings Limited - Summarised, Audited Results Announcement And Cash  
Dividend Declaration For The Year Ended 30 June 2008                            
RMB Holdings Limited ("RMBH")                                                   
Registration number 1987/005115/06                                              
Share code RMH & ISIN code ZAE000024501                                         
SUMMARISED, AUDITED                                                             
RESULTS ANNOUNCEMENT AND                                                        
CASH DIVIDEND DECLARATION                                                       
FOR THE YEAR ENDED 30 JUNE 2008                                                 
OVERVIEW OF RESULTS                                                             
A year ago, in the 2007 report to shareholders, we drew attention to the turmoil
that had been visited upon global financial markets. We highlighted that the    
resultant contagion would also impact on South Africa and that given the        
challenges ahead, a group such as ours would need to proceed with               
circumspection.                                                                 
In the year to 30 June 2008, global financial markets continued to experience   
unprecedented turmoil, with significantly differing viewpoints as to how long   
this will last and what still lies beyond the horizon. The on-going stress in   
the international credit markets continued to create weakness and volatility    
while higher inflation, resulting in slowing economic growth, raised recession  
concerns in some of the major industrialised economies.                         
In South Africa, inflation continued to rise, mainly driven by energy and food  
prices. This, combined with a cumulative 250 basis point increase in interest   
rates (on the back of a similar rise in the previous year), put severe strain on
consumers. As a result, retail asset growth slowed and bad debt levels increased
which, as expected, negatively impacted retail lending portfolios.              
Corporate demand for credit continued to show resilience with capital           
expenditure, infrastructure development and corporate action providing good     
growth opportunities for the Group`s corporate and investment banking divisions.
Certain segments within the SME space are feeling the impact of the credit      
cycle, however large corporate balance sheets remain strong and relatively under
leveraged.                                                                      
The local equity, currency and interest rate markets were characterised by      
increased activity which assisted the fixed income and proprietary trading areas
of the Group and increased trading volumes and structuring opportunities. Severe
dislocations in the international equity markets resulted in significant losses 
in FirstRand`s international trading portfolios.                                
The insurance businesses showed good earnings growth despite tough conditions   
characterised by lower equity markets and increased interest rates. Given Group 
practice to invest significantly all of the capital deployed in our assurers in 
cash and near-cash instruments, they were largely spared the capital decay      
experienced by their peer group.                                                
In the main, the Group was able to avoid the contagion arising from this        
unsettled financial environment. However, as discussed in our review of the     
outcome at the FirstRand Banking Group, we were unable to isolate the greater   
group results from two specific factors, namely:                                
* A dramatic increase of impairments in its retail lending operations; and      
* Trading losses arising from a particularly severe dislocation in international
equity markets.                                                                 
The severity of these two factors resulted in the first ever year on year       
decline in earnings reported by RMBH to our ordinary shareholders, namely:      
%                       
                                                         change on              
                                          Rm            prior year              
Attributable earnings                      4 122         -                      
Headline earnings                          3 714         (5)                    
Normalised earnings (unaudited)            3 577         (10)                   
On a per share basis this translates to:                                        
                                                                                
Cents          change on              
                                          per share     prior year              
Attributable earnings                      345,9         (1)                    
Headline earnings                          311,7         (6)                    
Normalised earnings (unaudited)            297,5         (11)                   
Note: The difference in the percentage change in the per share calculations     
arises as a result of the fresh issue of RMBH shares during the year to fund    
part of the Discovery acquisition.                                              
SOURCES OF INCOME                                                               
Predominantly sourced from Southern Africa, our well-diversified income stream  
is drawn from the full spectrum of financial services:                          
GROUP CAPITAL POSITION                                                          
At the centre, RMBH has relatively little borrowings. At the end of June 2008   
our borrowings amounted to some R1,2 billion (2007: R0,4 billion), directed     
largely at the emerging markets portfolio and funding raised for the Discovery  
acquisition.                                                                    
At present the only material funding requirement identified for RMBH in 2009 is 
some R150 million required to support OUTsurance`s international expansion. We  
have sufficient banking facilities available to meet this. We do not foresee any
further capital requirements from the other companies in which RMBH is invested.
The intrinsic value of the Group`s investment portfolio was not spared the      
decline equity markets experienced during the period under review. The values at
year end may be summarised as follows:                                          
                                       2008     2007       %                    
As at 30 June                           Rm       Rm         Change              
Market value of listed interests                                                
(FirstRand, Discovery, Glenrand MIB)    25 790   38 353     (33)                
Director`s valuation of unlisted                                                
interests                                                                       
(OUTsurance, RMBSI)                     3 128    2 769      13                  
Net cash resources/investments          (527)    283        -                   
Total intrinsic value                   28 391   41 405     (31)                
Per RMBH share (cents)                  2 348    3 486      (33)                
At 30 June 2008 RMBH`s market capitalisation amounted to R25,4 billion or 2 100c
per share, (2007: R39,0 billion) representing an 11% discount (2007: 6%) to the 
group`s underlying                                                              
intrinsic value.                                                                
Dividend Payment                                                                
The Board has resolved to declare a final dividend of 72,5 cents per share      
(2007: 80,0 cents).                                                             
Such final dividend, together with the interim dividend of 69,0 cents brings the
total dividends for the year ended 30 June 2008 to 141,5 cents (2007: 141,5     
cents). This represents a dividend cover ratio (on normalised earnings) of 2,1  
times (2007: 2,4 times).                                                        
OUTLOOK FOR THE COMING YEAR                                                     
We expect that global and local capital markets will continue to see unusually  
high levels of uncertainty and conditions for the South African consumer will   
remain difficult. It is anticipated that credit market conditions will continue 
to be challenging. Factors such as the impact of the recent electricity price   
increases and the new municipal rates structures currently being introduced will
add further pressure to consumers` cash flow.                                   
At FirstRand:                                                                   
* The Banking Group will continue to actively manage its credit portfolio in the
light of strained macro-economic conditions. The focus is on the appropriate    
level of risk appetite that is set in origination strategies and the            
implementation of credit portfolio hedges where appropriate. Stable or possibly 
declining interest rates are expected to provide some support to improvements in
credit conditions in the second half of the year; and                           
* Momentum Group will continue to experience the effects of continuing          
investment market volatility. New business volumes and the retention of existing
clients will remain under pressure as the levels of disposable income continue  
to decline. The good new business growth experienced over the past few years,   
together with the ongoing product, channel and geographic diversification, and  
recent improvements in relative investment performance, should benefit          
Momentum`s future earnings growth.                                              
We believe that the South Africa interest rate cycle may have reached its peak, 
but it is difficult to predict or time the end of the current credit cycle. Our 
group is actively managing its businesses to ensure that they are well          
positioned to benefit quickly as the cycle improves.                            
Of our other investments, both Discovery and OUTsurance are well positioned in  
their respective market segments and should continue to deliver superior growth.
Given current economic uncertainties we are of the view that it would not be    
prudent to set narrowly circumscribed growth targets. We do however believe     
that, given the diversified and inherently superior nature of our portfolio of  
businesses, the group should over the medium term revert to delivering real     
growth in earnings.                                                             
For and on behalf of the Board                                                  
GT Ferreira        P Cooper                                                     
Chairman           Chief Operating Officer                                      
Sandton                                                                         
17 September 2008                                                               
CASH DIVIDEND DECLARATION                                                       
Notice is hereby given that a final cash dividend of 72,5 cents per share was   
declared on                                                                     
17 September 2008 in respect of the financial year ended 30 June 2008.          
Shareholders` attention is drawn to the following important dates:              
* Last day to trade in order to           Friday, 17 October 2008               
participate in this dividend                                                    
* Shares commence trading "ex dividend"   Monday 20 October 2008                
on                                                                              
* The record date for the dividend        Friday, 24 October 2008               
payment will be                                                                 
* Dividend payment date                   Monday, 27 October 2008               
No dematerialisation or rematerialisation of share certificates may be done     
between Monday, 20 October 2008 and Friday, 24 October 2008 (both days          
inclusive).                                                                     
By order of the Board                                                           
A L Maher                                                                       
Company Secretary                                                               
17 September 2008                                                               
FIRSTRAND GROUP                                                                 
While the negative outcome in its trading portfolios and significant cyclical   
increases in retail bad debts were dampened by the diversified nature of the    
FirstRand Banking Group`s portfolio, the severity thereof brought about a 13%   
decline in its normalised earnings.                                             
Momentum Group demonstrated remarkable resilience in a difficult trading        
environment, increasing normalised earnings by 20%.                             
The FirstRand Group achieved a normalised return on equity of 22% per annum     
(2007: 29%).                                                                    
Its normalised earnings were drawn from the following main sources:             
                                               2008       2007     %            
Year ended 30 June                              Rm         Rm       Change      
Normalised earnings for ordinary                                                
shareholders derived from (unaudited):                                          
- NFirstRand Banking Group                      8 814      10 089   (13)*       
- Momentum Group                                2 004      1 668    20*         
- FirstRand Ltd (including preference dividend  (420)      (448)    6*          
payments)                                                                       
Group Normalised earnings (unaudited)           10 398     11 309   (8)*        
Attributable to RMBH                            3 103      3 494    (11)*       
* FirstRand presents its unaudited normalised earnings calculation on a pro-    
forma basis as if the unbunding of Discovery had taken place at the beginning of
the 2007 financial year (i.e. Discovery is excluded from both years). As RMBH   
continues to hold an interest in Discovery, such adjustment is not appropriate  
in its case. This difference, together with various consolidation adjustments,  
gives rise to the differing rate of change in earnings between years in the two 
groups.                                                                         
FirstRand Banking Group                                                         
An otherwise satisfactory performance by the Group`s Banking operations was     
severely diluted by two issues:                                                 
* A Dramatic Increase of Impairments in Retail Lending Operations               
The significant increase in interest rates combined with higher inflation placed
serious strain on disposable income and eroded household affordability levels.  
This resulted in a deteriorating consumer credit cycle which severely impacted  
the Banking Group`s retail lending activities with bad debts increasing from    
R2,6 billion to R4,7 billion.                                                   
While the absolute level of bad debts in the year under review highlights the   
severity of the current cycle, it is not a reflection of structural asset       
quality issues evident in other markets (eg. sub-prime exposures). However, at  
the outset the Bank did underestimate the overall level to which interest rates 
would rise. At present FirstRand Banking Group`s bad debt experience is in line 
with expectations, is correctly priced for and is not out of line with its SA   
peers.                                                                          
* Equity Trading Losses                                                         
Losses in RMB`s equity trading division of some R1,4 billion (net, after        
offsetting a R0,5 billion profit made in South Africa) (2007: R1,4 billion      
profit) occurred at a time of extreme disruption and dislocation in global      
equity markets and were compounded by the portfolio being long small and mid-   
sized international equities. A hedging strategy employing major indices proved 
ineffective as investors moved from illiquid stocks to the highly liquid        
indices. In the face of worsening global markets FirstRand Banking aggressively 
de-risked its exposure to these portfolios. The Banking Group is satisfied that 
its risk management processes were robust and capital allocation to these       
activities was within normal thresholds but recognises that the absolute        
appetite for risk was inappropriate.                                            
FNB, the commercial and retail bank, achieved a 10% growth in normalised        
earnings to R4,7 billion, in an operating environment that was particularly     
challenging in the second half of the financial year. FNB`s solid performance   
can be ascribed to a number of operational factors, including its strong        
franchise in the commercial and corporate segments (now contributing more than  
50% of earnings), as well as its diversified retail portfolio which (whilst the 
consumer segment experienced a slow down in growth) allowed the mass and wealth 
segments to continue to perform well. The transactional and deposit businesses  
continued to grow, albeit at a slower rate than the prior year while a continued
focus on efficiencies resulted in FNB`s cost to income ratio reducing by a      
further 2,9% to 56,9%.                                                          
The Group`s investment bank, RMB, reported normalised earnings of R3,0 billion  
for the year to June 2008, 22% lower than the previous year. Given the high base
created in the previous year (when earnings increased by some 80%) and          
especially given the significant underperformance of the offshore equities      
trading activities highlighted above, this is seen as a satisfactory            
performance. The overall impact of the equity trading loss was mitigated to some
extent by Investment Banking, Fixed Income Currencies and Commodities (FICC) as 
well as Private Equity significantly exceeding their prior year outcomes.       
WesBank, the vehicle finance business` overall profitability was impacted by    
significant increases in bad debts in its local lending business. The compound  
effect of negative gearing has also resulted in its book growth slowing.        
WesBank`s decision to exit its Australian operations has also had a material    
negative impact on earnings. In total normalised earnings declined by 38% to    
R0,6 billion.                                                                   
FNB`s African subsidiaries performed well, growing normalised earnings by 14% to
R0,5 billion on the back of good advances growth, excellent growth in deposits  
and continuing efficiency gains. Transaction volumes also grew strongly across  
all of the subsidiaries. Unlike SA, the bad debt experience remained stable over
the past year.                                                                  
Momentum Group                                                                  
Momentum`s normalised earnings exceeded R2 billion for the first time,          
increasing by a very pleasing 20%. The ongoing capital management program has   
resulted in a significant increase in the return on equity to 30,3% for the     
current year (2007: 25,3%).                                                     
The results from the insurance operations were strong, with earnings increasing 
27% to R1,5 billion. Momentum Insurance benefited from a turnaround in new      
initiatives, better than expected risk profits and the positive contribution    
from new business written in the past few years. The FNB insurance operations   
produced excellent growth in earnings mainly due to good claims experience.     
New business volume growth remained strong, especially in the insurance         
operations where total new business inflows increased 40% to R28,9 billion.     
Whilst the recurring premium new business volume growth has slowed somewhat,    
risk new business reflected good growth. The value of new business showed a     
solid increase of 14% to R0,6 billion.                                          
The earnings from asset management operations declined by 13%                   
to R282 million. There was a strong turnaround in investment performance, with  
RMB Asset Management ranked 4th out of 11 managers over 12 months and 24 months 
to June 2008 in the Alexander Forbes Global Large Manager Watch.                
Momentum`s capital management mandate, which requires that discretionary        
shareholders assets be invested in cash or near-cash instruments, has largely   
immunised the earnings from shareholder assets against the volatility           
experienced in investment markets. Including the impact of higher interest      
rates, the investment income earned on shareholders` funds increased by 34% to  
R0,3 billion. This increase was achieved despite the impact of the  R0,7 billion
special dividend paid to FirstRand in October 2007.                             
DIRECTLY HELD INSURANCE INTERESTS                                               
Discovery Group                                                                 
RMBH holds 25% of Discovery as a result of its unbundling by FirstRand during   
November 2007 and a series of transactions subsequently concluded by RMBH.      
Discovery is active in the insurance and health care funding markets in South   
Africa and the United Kingdom. Its exit from the US health assurance market is  
on schedule.                                                                    
For Discovery, the year under review has been important and successful. Its     
established businesses are performing particularly well, despite a challenging  
economic environment. During the year under review Discovery successfully       
launched two substantial new businesses, namely Discovery Invest and PruProtect 
(a UK based life assurance JV).                                                 
Operating profits from the group`s established businesses (Discovery Health,    
Discovery Life, Vitality and PruHealth) increased by 39% to R1,8 billion. After 
the cost of launching Discovery Invest and PruProtect, as well as the wind down 
cost of US based Destiny Health, operating profits increased by 13% to R1,3     
billion. Discovery increased recurring new business premiums by 18% to R4,8     
billion (excluding Destiny Health). Discovery`s embedded value increased by 16% 
to R16,4 billion.                                                               
RMBH included R161 million (being its share of earnings for the last eight      
months of the financial year) of Discovery`s earnings in its normalised         
earnings. Prior to that Discovery`s earnings were included in FirstRand`s       
earnings.                                                                       
OUTsurance                                                                      
The OUTsurance group is active in the short-term insurance market and continues 
to grow and perform extremely well. It has become an established and trusted    
brand in a relatively short space of time.                                      
Notwithstanding current market conditions, OUTsurance posted satisfying results 
for the year with gross premiums increasing by 20% to R3,6 billion (2007: R3,0  
billion). Headline earnings increased by 20% to R574 million (2007: R480        
million). These increases were driven by reasonable new business volumes and    
better than expected claims ratios. At 30 June 2008 OUTsurance had total assets 
of R3,1 billion (2007: R2,7 billion) with a solvency margin of 39,2%.           
Of its new ventures, Business OUTsurance, directed at smaller commercial        
enterprises, had a particularly pleasing year, exceeding budget on all levels.  
OUTsurance is conducting a "soft" launch of Youi its internet based entry into  
the Australian short term market and expects to escalate its activities before  
the end of calendar 2008. The start up cost attaching to this program amounted  
to R51 million in the 2008 financial year and has been expensed against current 
income.                                                                         
RMBH`s attributable share of OUTsurance`s normalised earnings for the year      
amounted to R334 million (2007: R282 million).                                  
RMB Structured Insurance                                                        
RMBSI creates individual insurance and financial risk solutions for large       
corporates by using innovative financial structures.                            
A core element of RMBSI`s business is the provision of specialist insurance     
services to the retail furniture sector. The introduction of the National Credit
Act, coupled with higher interest rates had a dampening impact on this area of  
business. Notwithstanding, RMBSI increased headline earnings by 3% to           
R93 million (2007: R90 million). At 30 June 2008 RMBSI had total assets of R4,2 
billion and was adequately capitalised in all the jurisdictions in which it     
operates.                                                                       
RMBH`s attributable share of RMBSI`s normalised earnings for the year amounted  
to R72 million (2007: R69 million).                                             
OTHER FINANCIAL SERVICES INTERESTS                                              
Glenrand M.I.B                                                                  
In the year under review Glenrand M.I.B substantially completed the             
restructuring of the group into a risk advisory business with core interests in 
short-term insurance broking, risk advisory and claims and policy administration
capabilities.                                                                   
The group`s exit from the pension fund administration business became effective 
at the beginning of February 2008 with the final transfer of the residual assets
being imminent.                                                                 
The continuing businesses produced 14% growth in revenue in difficult market    
conditions. Notwithstanding, Glenrand M.I.B returned a disappointing overall    
attributable loss of R82 million (2007: profit: R81 million) arising primarily  
from increased losses in the discontinuing pension fund administration business 
of R102 million (2007: R36 million) and impairment of assets.                   
Good progress has been made in restructuring the group`s continuing cost base.  
RMBH`s share of Glenrand M.I.B`s normalised loss amounted to                    
R11 million (2007: earnings R2 million).                                        
Emerging Markets Equity Portfolio                                               
In the final quarter of 2006 RMBH, with the help of independent investment      
counsel, built a bespoke emerging market portfolio of selected listed financial 
services equities, primarily in India, Brazil and Turkey. RMBH has invested R500
million in the portfolio. The portfolio has been designated as a "fair value    
through profit or loss" asset for accounting purposes and gains and losses are  
being recorded in income.                                                       
At 30 June 2007 the portfolio was valued at R656 million. The portfolio has not 
entirely avoided the volatility and contagion highlighted in our commentary     
above. At 30 June 2008 it was valued at R648 million.                           
The after tax loss included in RMBH`s normalised earnings amounted to R7 million
(2007: profit of R154 million).                                                 
Summarised group income statement                                               
                                         2008         2007                      
Audited      Audited     %             
for the year ended 30 June                Rm           Rm          change       
Share of after tax results in associate   3 787        3 590       5            
companies                                                                       
Impairment of associate                   (1)          (13)                     
Earned premiums net of reinsurance        5 174        5 326                    
Commisson and fee income                  97           72                       
Investment income                         626          1 208                    
Income                                    9 683        10 183                   
Net claims paid                           (2 937)      (2 960)                  
Investment contract benefits and          82           (294)                    
insurance provisions                                                            
Acquisition, marketing and                (2 035)      (2 040)                  
administration expenses                                                         
Operating profit                          4 793        4 889       (2)          
Net finance costs                         (152)        (178)                    
Profit before tax                         4 641        4 711       (1)          
Taxation                                  (290)        (333)       13           
Net profit for the year                   4 351        4 378       (1)          
Attributable to:                                                                
Equityholders of RMBH                     4 122        4 109       -            
Minority interest                         229          269         (15)         
                                                      4 351       4 378         
Computation of headline earnings                                                
2008       2007                  
                                               Audited    Audited    %          
for the year ended 30 June                      Rm         Rm         change    
Earnings attributable to ordinary               4 122      4 109      -         
shareholders                                                                    
Adjustment for:                                                                 
Impairment of associate                         1          13                   
Other                                           10         5                    
Share of adjustment made by associates:                                         
Profit on sale of shares in subsidiary and      (131)      (26)                 
associate                                                                       
Profit on sale of available-for-sale            (76)       (283)                
financial assets                                                                
Profit on VISA listing                          (344)      -                    
Other                                           44         24                   
Total tax effect of adjustments                 73         35                   
Total minority interest in adjustments          15         23                   
Headline earnings attributable to ordinary      3 714      3 900      (5)       
shareholders                                                                    
Sources of headline earnings                                                    
2008        2007                        
                                        Audited     Audited       %             
for the year ended 30 June               Rm          Rm            change       
Headline earnings from:                                                         
FirstRand                                3 205       3 395         (6)          
Discovery                                174         -                          
Glenrand M.I.B                           (14)        2             (>100)       
OUTsurance                               354         299           18           
RMB Structured Insurance                 78          69            13           
                                                    3 797         3 765         
?Other net income/(funding costs)        (83)        135           (>100)       
Headline earnings                        3 714       3 900         (5)          
Computation of earnings per share                                               
                                           2008        2007                     
                                           Audited     Audited     %            
for the year ended 30 June                  Rm          Rm          change      
Earnings attributable to ordinary           4 122       4 109       -           
shareholders                                                                    
Headline earnings attributable to ordinary  3 714       3 900       (5)         
shareholders                                                                    
Number of shares in issue (millions)        1 209       1 188                   
Weighted average number of shares in issue  1 192       1 175                   
(millions)                                                                      
Earnings per share (cents)                  345,9       349,7       (1)         
Diluted earnings per share (cents)*         339,9       340,6       -           
Headline earnings per share (cents)         311,7       332,0       (6)         
Diluted headline earnings per share         306,3       323,4       (5)         
(cents)*                                                                        
Dividend per share (cents)                                                      
Interim                                     69,0        61,5        12          
Final                                       72,5        80,0        (9)         
Total                                       141,5       141,5       -           
Dividend cover (relative to headline        2,2         2,3                     
earnings)                                                                       
* The diluted calculations give cognisance to the impact of the similar         
calculation within FirstRand. This has no impact on RMBH`s weighted average     
number of shares.                                                               
Summarised group balance sheet                                                  
                                            2008        2007                    
                                            Audited     Audited                 
at 30 June                                   Rm          Rm                     
ASSETS                                                                          
Property and equipment                       113         104                    
Goodwill and other intangible assets         20          7                      
Investment in associate companies            19 579      15 193                 
Financial assets                             5 953       5 391                  
Receivables and prepayments                  488         675                    
Reinsurers` share of insurance provision     82          56                     
Cash and cash equivalents                    2 058       1 978                  
Total assets                                 28 293      23 404                 
EQUITY                                                                          
Share capital and premium                    5 197       4 439                  
Reserves                                     15 110      12 184                 
Capital and reserves attributable to equity  20 307      16 623                 
holders of the company                                                          
Minority interest                            1 044       972                    
Total equity                                 21 351      17 595                 
LIABILITIES                                                                     
Financial liabilities                        2 577       1 594                  
Insurance contract provisions                3 938       3 734                  
Payables and provisions                      427         481                    
Total liabilities                            6 942       5 809                  
Total equity and liabilities                 28 293      23 404                 
Summarised group cash flow statement                                            
2008        2007                  
                                              Audited     Audited               
for the year ended 30 June                     Rm          Rm                   
Cash available from operating activities       2 399       2 218                
Dividends paid                                 (1 782)     (1 478)              
Investment activities                          (1 154)     (903)                
Financing activities                           575         (95)                 
Net increase/(decrease) in cash and cash       38          (258)                
equivalents                                                                     
Unrealised foreign currency translation        42          -                    
adjustments                                                                     
Cash and cash equivalents at the beginning     1 978       2 236                
of the year                                                                     
Cash and cash equivalents at the end of the    2 058       1 978                
year                                                                            
Cash available from operating activities includes net premium receipts by short-
term insurance operations. Given the fluctuations inherent in non-recurring     
structured insurance transactions, such cashflows are not necessarily directly  
comparable between years.                                                       
Summarised statement of changes in equity                                       
Share          Treasury    Equity       Non-               
                     Capital and    Shares      Accounted    Distributable-     
                     Premium        Reserve     Reserves     Reserves           
                     Rm             Rm          Rm           Rm                 
Balance at 30 June    4 605          (140)       6 879        487               
2006 (audited) as                                                               
previously reported                                                             
Net profit for the    -              -           -            -                 
year                                                                            
Dividend paid         -              -           -            -                 
Income of             -              -           2 344        -                 
associated                                                                      
companies retained                                                              
Capital invested by   -              -           -            -                 
minorities                                                                      
Share option          -              -           -            2                 
expense reserve                                                                 
Reserve movements     -              -           -            23                
relating to                                                                     
subsidiaries                                                                    
Change in carrying    -              -           26           -                 
value of associate                                                              
due to elimination                                                              
of treasury shares                                                              
Movement in           -              (26)        113          -                 
treasury shares                                                                 
Reserve movements     -              -           (229)        -                 
relating to                                                                     
associates                                                                      
Balance at 30 June    4 605          (166)       9 133        512               
2007 (audited)                                                                  
Issue of new shares   723            -           -            -                 
Net profit for the    -              -           -            -                 
year                                                                            
Dividend paid         -              -           -            -                 
Income of             -              -           2 275        -                 
associated                                                                      
companies retained                                                              
Capital invested by   -              -           -            -                 
minorities                                                                      
Share option          -              -           -            1                 
expense reserve                                                                 
Reserve movements     -              -           -            39                
relating to                                                                     
subsidiaries                                                                    
Change in carrying    -              -           (48)         -                 
value of associate                                                              
due to elimination                                                              
of treasury shares                                                              
Movement in           -              35          82           -                 
treasury shares                                                                 
Reserve movements     -              -           551          -                 
relating to                                                                     
associates                                                                      
Balance at 30 June    5 328          (131)       11 993       552               
2008 (audited)                                                                  
Total Share-                             
                        Retained       holders`     Minority   Total            
                        Earnings       Funds        Interest   Equity           
                        Rm             Rm           Rm         Rm               
Balance at 30 June 2006  2 285          14 116       399        14 515          
(audited) as previously                                                         
reported                                                                        
Net profit for the year  4 109          4 109        269        4 378           
Dividend paid            (1 479)        (1 479)      (103)      (1 582)         
Income of associated     (2 344)        -            -          -               
companies retained                                                              
Capital invested by      -              -            407        407             
minorities                                                                      
Share option expense     -              2            -          2               
reserve                                                                         
Reserve movements        (35)           (12)         -          (12)            
relating to                                                                     
subsidiaries                                                                    
Change in carrying       -              26           -          26              
value of associate due                                                          
to elimination of                                                               
treasury shares                                                                 
Movement in treasury     3              90           -          90              
shares                                                                          
Reserve movements        -              (229)        -          (229)           
relating to associates                                                          
Balance at 30 June 2007  2 539          16 623       972        17 595          
(audited)                                                                       
Issue of new shares      -              723          -          723             
Net profit for the year  4 122          4 122        229        4 351           
Dividend paid            (1 785)        (1 785)      (172)      (1 957)         
Income of associated     (2 275)        -            -          -               
companies retained                                                              
Capital invested by      -              -            13         13              
minorities                                                                      
Share option expense     -           1          -          1                    
reserve                                                                         
Reserve movements        (37)        2          2          4                    
relating to                                                                     
subsidiaries                                                                    
Change in carrying       -           (48)       -          (48)                 
value of associate due                                                          
to elimination of                                                               
treasury shares                                                                 
Movement in treasury     1           118        -          118                  
shares                                                                          
Reserve movements        -           551        -          551                  
relating to associates                                                          
Balance at 30 June 2008  2 565       20 307     1 044      21 351               
(audited)                                                                       
Computation of normalised earnings (unaudited)                                  
The group believes that normalised earnings more accurately reflect operational 
performance. Headline earnings are adjusted to take into account non-operational
and accounting anomalies.                                                       
These unaudited adjustments are consistent with those reported at 30 June 2007, 
except for profit on private equity realisations.                               
2008        2007                             
                                   Unaudited   Unaudited  %                     
For the year ended 30 June    Note  Rm          Rm         change               
Headline earnings                                                               
attributable to                                                                 
ordinary shareholders               3 714       3 900      (5)                  
RMBH`s share of adjustments                                                     
made by associates:                                                             
Treasury shares               1     157         169                             
Adjustment of listed                                                            
property associates                                                             
to net asset value            2     -           8                               
IFRS 2 share based expenses   3     43          121                             
                                   3 914       4 198      (7)                   
Adjustment for:                                                                 
RMBH shares held by           4     (48)        96                              
policyholders                                                                   
Group treasury shares         5     (290)       (312)                           
IFRS 2 share based expenses   3     1           2                               
Normalised earnings                                                             
attributable to                                                                 
ordinary shareholders               3 577       3 984      (10)                 
Weighted average number of          1 202       1 188                           
shares in issue (millions)                                                      
Normalised earnings per             297,5       335,4      (11)                 
share (cents)                                                                   
Diluted normalised earnings         297,5       335,3      (11)                 
per share (cents)                                                               
Dividend cover (relative to         2,1         2,4                             
normalised earnings)                                                            
Sources of normalised earnings (unaudited)                                      
                                 2008       2007                                
Unaudited  Unaudited   %                       
                                 Rm         Rm          change                  
Normalised earnings from:                                                       
FirstRand                         3 103      3 494       (11)                   
Discovery                         161        -                                  
Glenrand M.I.B                    (11)       2           (>100)                 
OUTsurance                        334        282         18                     
RMB Structured Insurance          72         69          4                      
3 659      3 847       (5)                     
Other net income/(funding costs)  (82)       137         (>100)                 
Normalised earnings               3 577      3 984       (10)                   
Notes:                                                                          
1. Deconsolidation of treasury shares and "deemed" treasury shares by FirstRand 
and Discovery to account for:                                                   
* the Discovery BEE transaction;                                                
* FirstRand shares acquired to hedge liabilities under staff share schemes; and 
* FirstRand shares held as policyholders assets by group insurers.              
2. Adjustment of listed property and associates from net asset value to fair    
value in order to match the policyholders liability which is based on the fair  
value of the units held.                                                        
3. Adjustment for IFRS 2 share based expenses.                                  
4. Deconsolidation of "deemed" RMBH`s treasury shares held for policyholders by 
group insurers.                                                                 
5. Adjustment to reflect earnings impact based on actual RMBH shareholding in   
group companies ie. reflecting treasury shares as if they are minority          
shareholders.                                                                   
Basis of preparation of results                                                 
The accompanying summarised results for the year ended 30 June 2008 reflect:    
* the consolidation of the operations of RMBH and its subsidiaries including    
OUTsurance and                                                                  
RMBSI; and                                                                      
* RMBH`s proportionate interest in its associates, FirstRand, Discovery and     
Glenrand M.I.B which have been equity accounted.                                
The annual financial statements for the year ended 30 June 2008, to which the   
profit announcement relates, were prepared in accordance with:                  
* International Financial Reporting Standards ("IFRS"), including IAS 34:       
Interim Financial Reporting;                                                    
* The requirements of the South African Companies Act, Act 61 of 1973, as       
amended; and                                                                    
* The Listings Requirements of the JSE Limited (the "JSE").                     
Such annual financial statements were audited by PricewaterhouseCoopers Inc. A  
copy of their unqualified audit opinion is available for inspection at RMBH`s   
registered office.                                                              
These financial statements incorporate accounting policies that are consistent  
with those used in preparing the financial results for the year ended 30 June   
2007. In July 2007 a new headline earnings circular, Circular 8/2007, was issued
by the South African Institute of Chartered Accountants. Circular 8/2007 sets   
out specific industry exceptions that are applicable to the FirstRand Group. One
of these exceptions relates to the inclusion of profit or losses made on the    
sale of private equity associates and joint ventures in headline earnings. In   
previous periods the profit or losses made on sale of private equity associates 
and joint ventures were excluded from headline earnings. The group has included 
these profits or losses in headline earnings and has restated the 30 June 2007  
headline earnings results accordingly.                                          
The impact of the above mentioned restatements is shown below:                  
Restatement of prior year financial information                                 
As                                                    
                As        originally                                            
R million        restated   stated     Difference   Reason                      
30 June 2007                                                                    
Headline         3 900     3 770       130          Profit on                   
earnings                                            private                     
                                                   equity                       
                                                   realisation                  
included in                  
                                                   headline                     
                                                   earnings                     
Headline                                                                        
earnings                                                                        
per share                                                                       
(cents)                                                                         
- Basic          332,0     320,9       11,1                                     
- Diluted        323,4     312,6       10,8                                     
Directors GT Ferreira (Chairman), P Cooper (COO), L Crouse (appointed 13        
September 2008), LL Dippenaar, JW Dreyer, DM Falck (retired on 12 September     
2008), PM Goss, PK Harris, Ms SEN Sebotsa (appointed 15 February 2008) and KC   
Shubane.                                                                        
Secretary AL Maher (appointed 14 March 2008)                                    
Registered office and physical address 4th Floor, 4 Merchant Place, Corner of   
Fredman Drive and Rivonia Road, Sandton, 2196                                   
Postal address PO Box 786273, Sandton, 2146                                     
Telephone +27 11 282 8000 Telefax +27 11 282 8088                               
Web address  www.rmbh.co.za?                                                    
Sponsor (in terms of JSE Listings Requirements)?Rand Merchant Bank (A division  
of FirstRand Bank Limited),1 Merchant Place, corner of Fredman Drive and Rivonia
Road, Sandton, 2196?                                                            
Transfer secretaries Computershare Investor Services (Pty) Limited              
Ground Floor, 70 Marshall Street, Johannesburg, 2001                            
PO Box 61051, Marshalltown, 2107                                                
Telephone +27 11 370 5000 Telefax +27 11 688 5221                               
THE RMBH GROUP AT A GLANCE                                                      
RMBH is the holding company of some of South Africa`s leading financial services
companies. Our interests include:                                               
FirstRand Limited (the "FirstRand Group")                                       
effective interest 32,7%*                                                       
The FirstRand Group is a uniquely structured financial services group with      
critical mass in both banking                                                   
and insurance. For regulatory oversight purposes, its operations are housed in  
two subsidiary groups under FirstRand Bank Holdings Limited and Momentum Group  
Limited.                                                                        
Banking                                                                         
The FirstRand Banking Group provides customers with a comprehensive range of    
products and services according to specific target market segments.             
First National Bank ("FNB") services the retail, business and medium corporate  
segments. In addition it provides transactional services to the group`s large   
corporate clients.                                                              
Rand Merchant Bank ("RMB") is responsible for the large corporate segment, to   
which it provides loans, value added advisory and structuring services.         
WesBank is South Africa`s dominant movable asset financier.                     
The balance of the Banking Group includes its African banking subsidiaries and  
Banking Group Treasury.                                                         
Assurance                                                                       
Momentum Group targets individuals in the middle and upper income markets,      
principally under the Momentum Life, Momentum Wealth, Momentum Health and RMB   
Unit Trust brand names.                                                         
effective interest 27,1%*                                                       
Discovery Holdings Limited ("Discovery")                                        
Discovery services the health care funding and insurance markets in South Africa
and the United Kingdom. It is                                                   
in the process of winding down its health insurance business in the United      
States. Discovery is pre-eminent in the development of financial services       
products and operates under the Discovery Health, Discovery Life, Vitality,     
PruHealth and PruProtect brand names.                                           
effective interest 61,9%*                                                       
FirstRand Short-term Insurance Limited ("OUTsurance")                           
OUTsurance is a direct personal lines and small business short-term insurer.    
Pioneers of the OUTbonus concept, it has grown rapidly by applying a scientific 
approach to risk selection, product design and claims management.               
effective interest 80,6%*                                                       
RMB Structured Insurance Limited ("RMBSI")                                      
RMBSI holds both short-term and life assurance licences.                        
It creates bespoke insurance and financial risk solutions for                   
South Africa`s large corporations by using sophisticated risk techniques and    
innovative financial structures.                                                
effective interest 15,8%*                                                       
Glenrand M.I.B is a risk advisory business with                                 
core interests in short-term insurance broking, risk advisory services and the  
provision of claims and policy administration capabilities.                     
* The effective interest held by RMBH in these businesses shows variations      
between years as a result of the consolidation, by such entities of:            
* Treasury shares held by them;                                                 
* Shares held in them by their staff share incentive trusts; and/or             
* "Deemed" treasury shares held in them by policyholders and mutual funds       
managed by them; as well as                                                     
* "Deemed" treasury shares arising from BEE transactions entered into.          
The effective interest held as at 30 June 2008 as recorded above can be compared
to the actual interest held by RMBH in the statutory issued share capital of the
companies as follows:                                                           
Effective  Actual                                   
*    FirstRand               32,7%      30,1%                                   
*    Discovery               27,1%      25,0%                                   
*    OUTsurance              61,9%      58,6%                                   
*    RMBSI                   80,6%      76,9%                                   
*    Glenrand M.I.B          15,8%      12,3%                                   
Date: 17/09/2008 13:00:01 Produced by the JSE SENS Department.                  
The SENS service is an information dissemination service administered by the    
JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or            
implicitly, represent, warrant or in any way guarantee the truth, accuracy or   
completeness of the information published on SENS. The JSE, their officers,     
employees and agents accept no liability for (or in respect of) any direct,     
indirect, incidental or consequential loss or damage of any kind or nature,     
howsoever arising, from the use of SENS or the use of, or reliance on,          
information disseminated through SENS.
Profile Group (Pty) Ltd. has taken care in preparing all information on this website, but does not accept any liability for errors or out-of-date information.
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