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Thu 19 May 2011, 8:00 SAB - SABMiller Plc - Preliminary Announcement
SAB
SOSAB                                                                           
SAB - SABMiller Plc - Preliminary Announcement                                  
SABMiller Plc                                                                   
JSEALPHA CODE : SAB                                                             
ISSUER CODE : SOSAB                                                             
ISIN CODE GB0004835483                                                          
PRELIMINARY ANNOUNCEMENT                                                        
19 May 2011                                                                     
SABMiller delivers an excellent financial performance                           
SABMiller plc, one of the world`s leading brewers with operations and           
distribution agreements across six continents, reports its preliminary          
(unaudited) results for the twelve months to 31 March 2011.                     
Operational Highlights                                                          
- Lager volumes of 218 million hectolitres (hl), 2% ahead of the prior year     
on an organic basis with particularly good growth in Africa, South Africa       
and Asia                                                                        
- Reported group revenue up 7%, with organic, constant currency group           
revenue growth of 5%                                                            
- EBITA margin increases by 120 basis points (bps) to 17.8%                     
- Reported EBITA up 15%, with organic, constant currency EBITA growth of        
12%:                                                                            
-  Latin America EBITA1 growth of 11% due to pricing, lower raw material        
costs and fixed cost productivity                                               
-  Europe EBITA1 grows by 4% benefiting from lower costs, despite reduced       
volumes                                                                         
-  Disciplined revenue management, synergies and cost savings increase North    
America EBITA by 20%                                                            
-  Strong volume growth, firm pricing and capacity expansion drive Africa`s     
EBITA1 growth of 20%                                                            
-  Asia EBITA1 increases by 33% with robust volume growth in China and India    
-  South Africa: Beverages EBITA1 growth of 11% due to volume growth and        
pricing                                                                         
- Adjusted earnings grow by 20%, with adjusted EPS up 19% to 191.5 US cents     
per share                                                                       
- Further improvement in free cash flow2, up 23% to US$2,488 million            
- Full year dividends per share up 19% to 81.0 US cents                         
1EBITA growth is shown on an organic, constant currency basis.                  
2As defined in the financial definitions section. See also note 10b.            
Financial highlights                  2011          2010      %                 
                                     US$m          US$m      change             
Group revenuea                        28,311        26,350    7                 
Revenueb (excludes associates` and    19,408        18,020    8                 
joint ventures` revenue)                                                        
EBITAc                                5,044         4,381     15                
Adjusted profit before taxd           4,491         3,803     18                
Profit before taxe                    3,626         2,929     24                
Adjusted earningsf                    3,018         2,509     20                
Adjusted earnings per share                                                     
- US cents                            191.5         161.1     19                
- UK pence                            123.4         100.6     23                
- SA cents                            1,369.6       1,253.8   9                 
Basic earnings per share (US cents)   152.8         122.6     25                
Dividends per share (US cents)        81.0          68.0      19                
Free cash flow                        2,488         2,028     23                
a    Group revenue includes the attributable share of associates` and joint     
    ventures` revenue of US$8,903 million (2010: US$8,330 million).             
b    Revenue excludes the attributable share of associates` and joint           
    ventures` revenue.                                                          
c    Note 2 provides a reconciliation of operating profit to EBITA which is     
    defined as operating profit before exceptional items and amortisation       
of intangible assets (excluding software) but includes the group`s          
    share of associates` and joint ventures` operating profit, on a similar     
    basis. EBITA is used throughout this preliminary announcement.              
d    Adjusted profit before tax comprises EBITA less adjusted net finance       
costs of US$518 million (2010: US$538 million) and share of associates`     
    and joint ventures` net finance costs of US$35 million (2010: US$40         
    million).                                                                   
e    Profit before tax includes exceptional charges of US$467 million (2010:    
US$507 million). Exceptional items are explained in note 3.                 
f    A reconciliation of adjusted earnings to the statutory measure of          
    profit attributable to equity shareholders is provided in note 6.           
Meyer Kahn, Chairman of SABMiller, said:                                        
"SABMiller`s financial performance for the year was very strong, benefiting     
from our sustained focus on our strategic priorities right across the           
business. Brand equities and sales execution drove profitable volume growth,    
and while we maintained focus on cost management, we continued to increase      
investment behind our local and international brand portfolios."                
Segmental EBITA performance                                                     
                                      2011         Reported    Organic,         
                                      EBITA        growth      constant         
currency         
                                                               growth           
                                      US$m         %           %                
Latin America                          1,620        17          11              
Europe                                 887          2           4               
North America                          741          20          20              
Africa                                 647          15          20              
Asia                                   92           31          33              
South Africa: Beverages                1,067        21          11              
South Africa: Hotels and Gaming        137          12          3               
Corporate                              (147)        -           -               
Group                                  5,044        15          12              
Business review                                                                 
The group delivered very strong financial results. Trading conditions across    
the group were mixed with improvements in most of our emerging markets,         
although constraints on consumer demand impacted performance in Europe and      
North America. Total beverage volumes of 270 million hl were 3% ahead of the    
prior year on an organic basis, with lager volumes up 2%, soft drinks           
volumes up 3% and other alcoholic beverages up 22%. Volume growth was also      
accompanied by share gains in a number of markets. Group revenue grew by 7%     
(5% on an organic, constant currency basis), driven by the higher volumes,      
selective price increases in the current and prior year, as well as             
favourable brand mix, all reflecting the strength of our brands.                
EBITA grew by 15% on a reported basis (12% on an organic, constant currency     
basis) driven by EBITA growth from all divisions and assisted by the            
strength of key operating currencies against the US dollar compared to the      
prior year. EBITA margin was 120 bps higher, benefiting from both the growth    
in revenue and a marginal reduction in raw material costs (on a constant        
currency, per hl basis), although both brewing and soft drinks raw material     
costs saw moderate increases in the second half of the year. We continued to    
invest in order to support and further develop our brands as trading            
conditions improved in a number of key markets during the year. In real         
terms fixed costs (on a constant currency basis, per hl basis) were level       
with the prior year, with increased expenditure behind sales and in support     
of expansion in Africa being offset by cost productivity.                       
Adjusted earnings were 20% higher as a result of the increase in EBITA and      
lower finance costs, with an effective tax rate of 28.2%. Adjusted earnings     
per share were up 19% to 191.5 US cents.                                        
The group generated US$2,488 million of free cash flow, an increase over the    
prior year of US$460 million. Cash inflows from working capital of US$66        
million continued the positive trend of the previous year, albeit at a lower    
rate. Capital expenditure was US$1,315 million, US$213 million lower than       
the prior year, following the completion of a number of key capacity            
expansion projects. Cash flows from associates and joint ventures were          
favourable primarily due to higher profits in the MillerCoors joint venture     
and lower funding requirements than in the prior year.                          
Net debt decreased by US$1,307 million to US$7,091 million, primarily as a      
result of the robust cash inflows. The group`s gearing ratio fell to 31.2%      
from 40.8% in the prior year. The Board has recommended a final dividend of     
61.5 US cents per share which will be paid to shareholders on 12 August         
2011. This brings the total dividend for the year to 81 US cents, an            
increase of 13 US cents (19%) over the prior year.                              
- LATIN AMERICA delivered EBITA growth of 17% (11% on an organic, constant      
currency basis) despite lager volumes being level with the prior year on an     
organic basis. EBITA growth resulted from selective price increases, mainly     
in the second half of the prior year, lower raw material costs and an           
ongoing focus on the reduction of fixed costs. We continued to increase the     
appeal of the beer category, focusing on new consumer segments and              
consumption occasions and further developing our brand portfolios, while        
also improving our routes to market and sales reach. In Colombia full year      
lager volumes declined by 6% as a result of increased consumer prices in        
response to the emergency VAT increase levied specifically on the beer          
category in February 2010 as well as exceptional widespread flooding. Peru`s    
full year lager volume growth of 10% was boosted by the country`s continued     
strong economic recovery and our ongoing brand development initiatives.         
- In EUROPE, EBITA increased by 2% (4% on a constant currency basis),           
despite lager volumes falling by 3% for the year amid difficult economic and    
industry conditions, including competitor discounting. The first half of the    
year was particularly challenging as a result of significant excise             
increases in Russia and the Czech Republic as well as extensive flooding and    
the mourning period following the death of the president in Poland. The         
second half of the year saw improving volume trends across most markets,        
albeit compared to a relatively weak prior year base. While lower volumes       
and downtrading impacted profitability, lower raw material costs and cost       
efficiencies more than offset this, driving the increase in EBITA.              
- In NORTH AMERICA, EBITA grew by 20% for the year, with MillerCoors` EBITA     
up 20%. MillerCoors` sales to wholesalers (STWs) and sales to retailers         
(STRs) were down 3% as the US beer market remained challenging, with high       
unemployment among key beer consumer groups. However, trends improved           
through the year in the key premium light segment, and the Tenth and Blake      
crafts and imports division continued its double digit volume growth. EBITA     
benefited from revenue growth due to price increases and favourable sales       
mix, complemented by the ongoing realisation of synergies and other cost        
savings. During the year, incremental synergies and cost savings of US$275      
million were achieved, generating total annualised synergies and cost           
savings of                                                                      
US$684 million. MillerCoors remains on track to deliver US$750 million in       
total annualised synergies and other cost savings by the end of the calendar    
year 2012.                                                                      
- AFRICA lager volumes grew by 13% on an organic basis, and by 9% excluding     
Zimbabwe1. Uganda, Zambia, Mozambique and Angola all delivered robust lager     
volume growth as a result of capacity expansion, improved routes to market,     
brand development initiatives and good economic growth. Tanzania also saw       
good lager volume growth despite the prior year including other licensed        
brands which have now been withdrawn. Soft drinks volumes grew by 8% on an      
organic basis (4% excluding Zimbabwe). EBITA grew by 15% (20% on an organic,    
constant currency basis). Growth came from higher volumes and price             
increases, partially offset by the impact on commodity costs of weaker local    
currencies relative to the US dollar, as well as increased sales and            
marketing investment and increased fixed costs from recent capacity             
expansions.                                                                     
- In ASIA, lager volumes grew 10% on an organic basis, driven mainly by         
volume growth in China (also up 10%), with EBITA up 31% (33% on an organic,     
constant currency basis). In China, our associate CR Snow continued to          
expand ahead of the market and gain share, with marketing investment            
increasing and premium variants of the Snow brand seeing good growth. Lager     
volumes in India also grew by 10% despite continuing regulatory constraints     
in Andhra Pradesh.                                                              
- In SOUTH AFRICA, lager volumes grew by 2% despite the absence of a peak       
Easter trading period in the financial year, also assisted by a cautious        
improvement in consumer confidence and improved volumes around the time of      
the 2010 FIFA World Cup. Our increased brand and market facing investment       
continued to strengthen our core brand portfolio and helped to stabilise our    
market share in the second half of the year. Soft drinks volumes grew by 3%     
reflecting the early success of the soft drinks` growth strategy. EBITA grew    
by 21% (11% on a constant currency basis) assisted by the strengthening of      
the rand during the year. Revenue increased due to volume growth and price      
benefits, with raw material input costs slightly favourable as lower brewing    
costs were largely offset by an increase in soft drinks raw material costs.     
Marketing and fixed costs both increased primarily due to investments in        
sales force and marketing capability.                                           
- Progress continues across all aspects of the BUSINESS CAPABILITY              
PROGRAMME. Net operating benefits in the year exceeded US$60 million,           
somewhat ahead of expectations, with the strongest contributions from our       
global procurement programme and the implementation of a regional               
manufacturing organisation in Europe. Working capital benefits realised         
since the start of the programme continued to exceed our original objective     
of US$350 million by the end of 2012 and by the end of the year were over       
US$450 million on an accumulated basis. Working capital has been helped by      
the implementation of customer management systems, supply chain programmes      
and improved management of payables. Costs were broadly in line with the        
expectations communicated at mid year, with exceptional charges of US$296       
million taken in the year. These primarily relate to the design, build and      
implementation of major systems platforms. The major milestones during the      
year have been the implementation of sales and distribution systems in Peru     
and Colombia and a new back office platform in South Africa.                    
1We have included our share of Delta, our associate in Zimbabwe, within our     
results effective 1 April 2010 following the effective `dollarisation` of       
the economy in 2009, the end of hyperinflation and the stabilisation of the     
local economy.                                                                  
Outlook                                                                         
While consumer demand is likely to continue growing in most developing          
markets, there are uncertainties in the outlook for inflation and the pace      
of recovery in Europe and North America. Pricing will be considered             
selectively, country by country, taking account of an expected moderate         
increase in our raw material input costs, the competitive context and our       
intention to achieve growth through affordability in some markets. In line      
with our established strategic priorities, we plan to drive growth by           
further strengthening and extending our brand portfolios and channel            
management capabilities while maintaining our focus on cost control and         
productivity.                                                                   
Enquiries:                                                                      
SABMiller plc                 Tel: +44 20 7659 0100            
                                                                                
Sue Clark         Director of Corporate         Tel: +44 20 7659 0184           
                 Affairs                                                        

Gary Leibowitz    Senior Vice President,        Tel: +44 20 7659 0119           
                 Investor Relations                                             
                                                                                
Nigel Fairbrass   Head of Media Relations       Mob: +44 77 9989 4265           
A live audiocast of the management presentation to the investment community     
will begin at 9.30am (BST) on 19 May 2011.                                      
Access details for this audiocast, video interviews with management and         
copies of this announcement and the slide presentation are                      
available on the SABMiller plc website at www.sabmiller.com.                    
IMAGES: Our media image library has a large selection of images for use in      
print and digital media.                                                        
Visit  www.sabmiller.com/imagelibrary                                           
BROADCAST FOOTAGE: Our broadcast footage library has stock footage for media    
organisations to view and download for use in TV programmes or news             
websites. Visit www.sabmiller.com/broadcastfootage                              
Copies of the press release and detailed Preliminary Announcement are           
available from the Company Secretary at the Registered Office, or from          
2 Jan Smuts Avenue, Johannesburg, South Africa.                                 
OPERATIONAL REVIEW                                                              
LATIN AMERICA                                                                   
Financial summary                          2011       2010      %               
Group revenue (including share of          6,335      5,905     7               
associates) (US$m)                                                              
EBITA (US$m)                               1,620      1,386     17              
EBITA margin (%)                           25.6       23.5                      
Sales volumes (hl 000)                                                          
- Lager                                    38,266     38,075    1               
- Lager (organic)                          38,022     38,075    -               
- Soft drinks                              15,809     15,895    (1)             
In 2011 before exceptional charges of US$106 million being business             
capability programme costs (2010: US$156 million being business capability      
programme costs of US$97 million, restructuring and integration costs of        
US$14 million and impairments of US$45 million).                                
Our Latin American business ended the year with EBITA growth of 17% (11% on     
an organic constant currency basis). Lager volumes were level with the prior    
year on an organic basis, following growth of 1% in the fourth quarter.         
Volume performance was driven by the improving economic conditions across       
the region as well as our commercial efforts to overcome trade restrictions     
and the impact on consumer prices of higher product taxes imposed in a          
number of countries. Financial performance was driven by revenue growth from    
selective price increases, lower raw material input costs and the continued     
focus on fixed cost productivity. Marketing investment increased moderately     
and most of our operations have continued to achieve beer and total alcohol     
market share gains. EBITA margin reflected a 210 bps increase to 25.6%.         
In COLOMBIA lager volumes declined by 6% principally due to the emergency       
VAT increase levied on the beer category in February 2010, however volumes      
returned to growth after cycling the increase. Lager volumes were also          
impacted by exceptional rainfall with widespread flooding in a number of        
regions impacting consumer demand and our product distribution, as well as a    
number of `dry days` around elections. Our share of the total alcohol market    
declined from 66% to 62% as the aguardiente sector benefited from the impact    
of the VAT increase for beer. Strategies to develop further our beer brand      
portfolio and to improve affordability of beer are in place, and more           
favourable market share trends emerged in the last quarter. We have enhanced    
our brand mix by growing our upper mainstream segment, with Aguila Light up     
by over 50% and the successful introduction of Poker Ligera, a functional       
light beer, and Club Colombia Roja, a local premium brand, while seeding        
Miller Genuine Draft as a premium brand in high end outlets in a number of      
major cities. Redd`s, which has been attracting a wider female following,       
grew by 6%. We continued to enhance the availability of cold beer and have      
placed a further 19,000 fridges in the market. Our soft drinks brand, Pony      
Malta, benefited from expansion of availability and the launch of a new         
small pack size, the Pony Mini. Fixed costs benefited from the restructuring    
projects undertaken in the prior year, including the closure of the Bogota      
brewery, as well as our ongoing cost productivity initiatives.                  
Our PERU operations performed strongly on the back of robust GDP growth of      
8.8% and our ongoing brand portfolio upgrade, with lager volume growth of       
10%. We have continued to grow beer market share by volume to 92% (prior        
year 90%) and achieved a higher value share. Our brand portfolio was            
enhanced through the repositioning of Pilsen Callao, which grew by 18%, as      
an upper mainstream brand at a higher price point. Miller Genuine Draft was     
launched, while our local premium brand Cusquena gained further outlet          
penetration as a new seasonal variant was launched selling at a higher price    
point. Pilsen Trujillo continued to provide an effective defence against        
competitor economy brands and took volume from the informal alcohol segment.    
Our strategy of profitable revenue growth included selective price increases    
during the year, as well as improved brand and pack mix. Further capital        
investments were made to meet capacity requirements, given the high level of    
growth, while production grid efficiency was enhanced with the closure of       
the Trujillo plant and the transfer of this capacity to the Motupe and Ate      
plants.                                                                         
ECUADOR achieved lager volume growth of 1% with improved product                
availability and increased sales coverage helping to offset government          
restrictions on alcohol sales, particularly a ban on Sunday alcohol trading     
introduced in June 2010. We have expanded our presence in consumption           
occasions such as festivals and events which now represent approximately 6%     
of volume mix, up from less than 2% a year ago. Premium brands performed        
well, led by our local premium brand Club, with volumes up 5%. The segment      
now reflects 10% of our mix (up 100 bps) and included the launch of Miller      
Genuine Draft in key cities. The new 225ml Pilsener offering launched in        
January 2010 saw strong performance and helped enhance sales mix. Direct        
order taking was increased by another 10% to 63% of total volumes while         
distributor consolidation continued, improving productivity. These actions      
helped lift our share of the alcohol market which ended at 46%, up from 44%     
in the prior year. A court ruling relating to a labour dispute pre-dating       
SABMiller`s investment in Ecuador affected trading for two weeks in December    
2010. The dispute is ongoing and not yet resolved and we are contesting the     
claims.                                                                         
Our operations in HONDURAS delivered strong share gains in both lager and       
soft drinks while strengthening margins, despite a challenging social           
environment with increased violence and the highest rainfall in the last 30     
years. Lager volumes ended the year up 1%, with double digit growth in the      
last quarter. Growth was assisted by efforts to make beer more accessible to    
low income consumers with entry packs in the traditional trade and price        
optimisation initiatives in the modern trade. Our alcohol market share          
improved from 49% to a historical high of 50%. Soft drinks saw a significant    
positive trend in the second half of the year, with our share of sparkling      
soft drinks increasing to 58%, up from 56% in the prior year. However           
volumes remained below the prior year due to price increases taken to           
recover an excise tax increase. Two new categories of soft drinks were also     
introduced with the launch of the Jugos Del Valle juice brand and Nestea.       
In PANAMA total volumes increased by 2%, with lager volumes level with the      
prior year amid an increasingly competitive environment where our beer          
market share declined marginally. Mix improvements were encouraging, boosted    
in the last quarter by the introduction of Miller Lite in the premium           
segment. Our portfolio of soft drinks grew by 3%, supported by a solid          
performance of Malta Vigor and increases in outlet coverage.                    
In EL SALVADOR domestic lager volumes were in line with the prior year while    
soft drinks declined by 5%. Volumes suffered from challenging economic          
conditions, an increase in social unrest, poor weather and two increases in     
beer taxes. Soft drinks volumes were also impacted by our strategy to cut       
back on non-core brands, and our share of sparkling soft drinks fell from       
55% to 54%.                                                                     
In November 2010, we entered ARGENTINA with the acquisition of Cerveceria       
Argentina S.A. Isenbeck (CASA Isenbeck), a brewery near Buenos Aires, which     
has Isenbeck and Warsteiner as its principal brands. This acquisition           
provides an interesting low cost entry point into the country as well as a      
platform for supply into neighbouring countries.                                
EUROPE                                                                          
Financial summary                       2011         2010      %                
Group revenue (including share of       5,394        5,577     (3)              
associates) (US$m)                                                              
EBITA (US$m)                            887          872       2                
EBITA margin (%)                        16.4         15.6                       
Sales volumes (hl 000)                                                          
- Lager                                 44,193       45,513    (3)              
In 2011 before exceptional charges of US$261 million being impairments of       
US$98 million, integration and restructuring costs of US$52 million and         
business capability programme costs of US$111 million (2010:                    
US$202 million being US$64 million of integration and restructuring costs       
and US$138 million of business capability programme costs).                     
In EUROPE lager volumes declined 3% as the beer market continued to reflect     
generally difficult economic conditions for consumers across the region.        
Widespread price weakness and competitor discounting are persistent             
features. The first half was particularly challenging, following excise         
increases in the final quarter of the prior year which were passed onto         
consumers through substantial price increases. The second half saw improved     
trends in nearly all markets in the region.                                     
Reported revenue per hectolitre was level with the prior year, however on a     
constant currency basis it grew by 3%. This largely reflected prior year        
excise-related price increases, with selective inflationary price increases     
and mix benefits offset by discounting. Profitability was negatively            
impacted by volume declines in the first half of the year and ongoing           
downtrading. However cost efficiencies driven in part by our regional           
manufacturing project which is focused on consistent world class                
manufacturing and reduced commodity costs resulted in EBITA growth of 2% (4%    
on a constant currency basis) and EBITA margin expansion of                     
80 bps. Marketing expenditure was ahead of the prior year on a constant         
currency basis and included 2010 FIFA World Cup activations. Reported           
results were impacted by the weakening of central and eastern European          
currencies against the US dollar compared to the prior year, although this      
predominantly occurred in the first half of the year.                           
In POLAND lager volumes were down 4% as the beer market continued to suffer     
with a particularly challenging first half affected by widespread flooding      
and alcohol sales restrictions during a nine day national mourning period       
following the death of the president. Macro economic conditions and             
consequently consumer confidence improved through the year, however the beer    
market has been affected by a recent shift in consumer spending patterns        
towards durable white goods with lower growth in the food and beverage          
sectors. Competitor activity focused on price reductions and discounting has    
led to downtrading and growth in the economy segment. In this context we        
have driven defensive growth of the economy brand Wojak which has doubled       
volumes during the year. Other major brands, including Tyskie, have lost        
share in this environment however Lech has held its position well in a          
declining premium segment. Zubr performed particularly well in the fourth       
quarter responding to strong promotional support which improved the second      
half volume trend. Despite downtrading in the market, revenue per hectolitre    
was broadly in line with the prior year in constant currency terms, although    
reported EBITA declined reflecting the reduced volumes.                         
In the CZECH REPUBLIC lager volumes declined by 6% as the market continued      
to be impacted by weakness in the on-premise channel, downtrading and the       
effect of the January 2010 excise increase. Consumer confidence has been        
severely impacted by high unemployment, low real wage growth and higher         
taxation resulting in a double digit volume decline in the on-premise           
channel. Our premium brands outperformed the market. Despite its on-premise     
channel bias Pilsner Urquell performed well, helped by strong brand equity      
and expanded tank beer distribution. Our premium variant Kozel 11 also          
continued to grow with increased distribution in the on-premise channel. Our    
mainstream brand, Gambrinus, continues to be under pressure partly due to       
its significant exposure to the on-premise channel, however encouraging         
results have been seen in the second half following significant brand           
investment. The off-premise channel has declined at a lower rate than the on-   
premise driven by an expanding convenience sub-segment and we have gained       
share in this channel by successfully refocusing our can and convenience        
offerings at mainstream and economy price points. As a result of these          
activities, volume trends have improved and in the fourth quarter volumes       
rose 2%. Revenue per hectolitre fell by 2% (up 1% at constant currency), and    
reported EBITA declined mainly due to reduced volumes.                          
Volumes in RUSSIA grew 1%, despite a slow start to the year after the           
significant January 2010 excise increase, then assisted by an exceptionally     
warm summer and an improving trend in the second half of the year as the        
economy showed signs of recovery and consumer sentiment strengthened. In a      
market characterised by significant downtrading we have held share. In the      
premium segment our local brand Zolotaya Bochka has been affected by            
competitor price reductions to which we have responded with a continued         
focus on value, supported by brand investment. Kozel enjoyed another strong     
year growing in a declining segment, and the decline in Miller Genuine Draft    
slowed due to a revitalised `It`s Miller time` marketing campaign. We have      
driven economy segment growth led by Tri Bogatyrya, particularly as a result    
of a new 3 litre PET pack. Growth in our regional portfolio, including          
Simbirskoe in the Ulyanovsk region and the Vladpivo brands, has offset          
volume declines in the Moscow area. Reported revenue per hectolitre growth      
reflects prior year excise related price increases. Despite downtrading,        
focus on production efficiencies and fixed cost productivity resulted in an     
improvement in EBITA. In Ukraine volumes grew 21% benefiting from economic      
improvement along with the success of the Sarmat variant Zhigulivskoe and a     
1.25 litre PET pack, while recently introduced premium brands have also         
boosted growth.                                                                 
In ROMANIA lager volumes declined by 8% in an economy which has been slow to    
recover. Consumer confidence has been severely impacted by government           
austerity measures including a 5% increase in VAT in July 2010 and a decline    
in real wages. Until these measures were implemented, the mainstream            
category had held its own, capturing downtrading from the premium segment.      
Since July 2010 the economy segment has seen accelerated downtrading from       
the mainstream segment and our mainstream brand Timisoreana declined despite    
performing well within its segment. Our economy brands Ciucas and Azuga         
gained share in the growing economy segment. Ciucas growth followed a brand     
relaunch in the second half with a new pack offering supported by effective     
trade and consumer communication. In this market context, we announced the      
closure of the Cluj brewery in November and are also in the process of          
restructuring our commercial operations.                                        
In ITALY economic conditions remain depressed resulting in a continued          
decline in the beer market particularly in the on-premise channel. Birra        
Peroni domestic volumes declined 4% with our value strategy resulting in        
constant currency revenue per hectolitre growth of 4% benefiting from           
improved channel mix and strong pricing. Effective revenue management along     
with focused marketing investment behind core brands and fixed cost             
productivity resulted in a strong improvement in EBITA. In line with our        
strategy to improve value in this market we are in discussions to dispose of    
our in-house distribution operation in Italy which has resulted in a charge     
for impairment and associated costs.                                            
Domestic lager volumes in the NETHERLANDS declined by 2%, in line with the      
beer market, and we maintained share predominantly driven by off-premise        
performance. We launched Pilsner Urquell and Peroni Nastro Azzurro in the       
premium segment. We have recently announced further restructuring in both       
brewery and commercial operations.                                              
In the UNITED KINGDOM lager volumes grew 23% in a premium segment which         
expanded only marginally. Peroni Nastro Azzurro continued its strong            
performance growing volume 21% with significant expansion of draught sales.     
Premium portfolio volumes were strong across the board and particularly         
healthy in Miller Genuine Draft, Pilsner Urquell and Tyskie.                    
In HUNGARY and SLOVAKIA difficult economic conditions continued resulting in    
depressed beer markets but with improving trends in the second half. In         
Hungary volumes declined 5%, however our market share improved reflecting in-   
trade execution focused on capturing uptrading into the premium segment         
alongside the more significant down-trading into economy brands. Volumes        
declined in Slovakia by 7% but the focus on premium occasions successfully      
drove growth in Pilsner Urquell and on-premise share growth. While trading      
was challenging in the CANARIES, the recent gradual return of tourists          
resulted in level volume performance and we have started rationalising our      
distribution route to market.                                                   
NORTH AMERICA                                                                   
Financial summary                     2011         2010        %                
Group revenue (including share of     5,223        5,228       -                
joint ventures) (US$m)                                                          
EBITA (US$m)                          741          619         20               
EBITA margin (%)                      14.2         11.8                         
Sales volumes (hl 000)                                                          
- Lager - excluding contract          42,336       43,472      (3)              
brewing                                                                         
MillerCoors` volumes                                                            
- Lager - excluding contract          40,949       42,100      (3)              
brewing                                                                         
- Sales to retailers (STRs)           40,757       41,865      (3)              
- Contract brewing                    4,458        4,558       (2)              
In 2011 before exceptional charges of US$5 million being the group`s share      
of MillerCoors` integration and restructuring costs (2010: US$18 million        
being the group`s share of MillerCoors` integration and restructuring costs     
of US$14 million and the group`s share of the unwind of the fair value          
inventory adjustment of US$4 million).                                          
The North America segment includes the group`s 58% share in MillerCoors and     
100% of Miller Brewing International. In a market which remained challenging    
through the year, robust revenue management and strong cost management,         
including MillerCoors` continued delivery of committed synergies and cost       
savings, drove total North America EBITA up 20%.                                
MILLERCOORS                                                                     
For the year ended 31 March 2011 MillerCoors` US domestic volume STRs were      
down 3%, as the US beer market remained under pressure from high levels of      
unemployment amid a slow economic recovery. Domestic STWs also fell by 3%,      
in line with the STRs. Revenue growth was driven by pricing and favourable      
brand mix from uptrading and product innovation. These factors more than        
offset the impact on EBITA of the decline in volumes.                           
Premium light brand volumes were down low single digits, with growth in         
Coors Light and an improving performance for Miller Lite. MillerCoors` Tenth    
and Blake craft and import brand portfolio saw continued double digit growth    
driven by Blue Moon and Leinenkugel`s (including their associated seasonal      
craft brand extensions) as well as Peroni Nastro Azzurro. The below premium     
segment declined in mid single digits, with both Keystone and Miller High       
Life volumes down as consumers began to trade up to other categories.           
MillerCoors` revenue per hectolitre grew by 2% as a result of disciplined       
revenue management with selected price increases, including the narrowing of    
the price gaps between the below premium and premium brands, which resulted     
in consumers trading up and mix improving.                                      
Cost of goods sold per hectolitre were marginally higher despite the ongoing    
benefit of synergies and cost savings, due to higher freight and carrier        
rates and the increased product costs of more premium brands.                   
Marketing, general and administrative costs decreased mainly due to synergy     
realisation and as a result of other cost savings initiatives.                  
In the full year MillerCoors delivered an incremental US$202 million of         
synergy savings. Synergies were driven mainly by marketing and media            
savings, brewing and packaging material cost reductions, and lower              
distribution costs. Other cost savings of US$73 million came mainly from a      
number of other supply chain initiatives.                                       
Total annualised synergies and other cost savings of US$684 million have        
been realised since the inception of the joint venture on 1 July 2008. This     
consists of synergies of US$528 million and other cost savings of US$156        
million. MillerCoors achieved the original three year US$500 million synergy    
target six months earlier than expected, and remains on track to achieve        
US$750 million in total annualised synergies and other cost savings by the      
end of the calendar year 2012.                                                  
AFRICA                                                                          
Financial summary                          2011       2010      %               
Group revenue (including share of          3,254      2,716     20              
associates) (US$m)                                                              
EBITA (US$m)                               647        565       15              
EBITA margin (%)                           19.9       20.8                      
Sales volumes (hl 000)                                                          
- Lager                                    15,288     13,476    13              
- Lager (organic)                          15,223     13,476    13              
- Soft drinks                              12,373     10,442    18              
- Soft drinks (organic)                    11,314     10,442    8               
- Other alcoholic beverages                5,080      3,922     30              
In 2011 before net exceptional charges of US$4 million being business           
capability programme costs (2010: US$3 million).                                
AFRICA delivered a strong full year performance with lager volume growth of     
13% including Zimbabwe1, and 9% excluding Zimbabwe, on an organic basis.        
This performance is largely attributable to greater focus on route to market    
activities, the improved and differentiated brand portfolios as well as the     
continued economic growth across the region. Regional premium brands            
maintained robust growth, with Castle Lager up by 20%, excluding the            
incremental Zimbabwe volumes. Local premium volumes continued to grow very      
strongly, while in the affordable segment we expanded our geographic            
footprint and our Eagle brand performed well. Soft drinks volumes grew 8%       
organically (4% excluding Zimbabwe) and 18% on a reported basis as we cycled    
the acquisitions of the prior year. The category is performing well with        
solid growth in Uganda, Ghana, Nigeria, Zambia and particularly Zimbabwe.       
Super Maheu continues to grow with expansion into new markets. Traditional      
beer pilot plants were established in a number of new territories and have      
performed to expectation, with full production to follow. Local farming         
initiatives are gaining momentum with Zambia now self-sufficient in barley.     
Our investments in capacity in the last two years are building impetus and      
creating profitable growth opportunities in new geographies.                    
Despite increased investment in sales and marketing EBITA grew by 15% (20%      
on an organic, constant currency basis), driven by volume growth and price      
increases. The start up operations in Ethiopia, Southern Sudan and Nigeria      
performed to expectation. EBITA margin for the full year declined by 90 bps     
to 19.9%, impacted by weaker local currencies relative to the US dollar         
which affected raw material input costs and the increased cost base due to      
the expansion projects commissioned in the prior year. However EBITA margin     
improved in the second half, gaining 30 bps over the same period in the         
prior year.                                                                     
In UGANDA lager volumes grew by 20% supported by improved distribution,         
retail execution and a strong brand portfolio that was able to leverage the     
prior year capacity expansion. Eagle continues to record exceptional growth     
in the affordable segment while Nile Gold, and Castle Lite, which was           
launched earlier this year, are progressing well in the premium segment.        
Lager volumes in TANZANIA grew by 5% for the full year, having been level at    
the half year. Prior year volumes included licensed brand production for        
East African Breweries Limited (EABL) - if the impact of these volumes are      
excluded, our own lager brands grew 19% in the year, with the total beverage    
portfolio up 23%. This growth is directly attributable to increased brand       
and market focus, with Castle Lager, Castle Lite and Ndovu Special Malt         
outperforming in the premium sector and Kilimanjaro and Safari lager            
performing well in the mainstream sector following recent brand renovation      
programmes.  The far south region grew strongly following the commissioning     
of the Mbeya brewery which has also saved distribution costs.                   
Lager volume growth of 7% was achieved in MOZAMBIQUE as a result of improved    
availability of product and focused sales and distribution in the north         
enabled by the opening of the Nampula brewery at the end of the prior year.     
The main contributors were Laurentina Preta, a local premium brand, with        
growth of 46% and Manica, a mainstream brand, with volume growth of 21%.        
Although volumes of the 2M brand declined for the year, they grew in the        
final quarter with a revitalised marketing campaign and the launch of a new     
bottle.                                                                         
In ZAMBIA lager volume growth for the year was 28% driven by more effective     
distribution, better availability of product following the brewery upgrade      
at Ndola and the continued consumer price benefit of the excise reduction in    
March 2010. Castle Lager and Mosi have both shown strong growth in the year.    
Traditional beer grew by 11% as a result of improved distribution channels      
and availability.                                                               
In ANGOLA soft drinks ended the year in line with the prior year despite a      
slowdown in the economy resulting in lower disposable income and consumer       
demand. Lager volumes grew 26% following the successful commissioning of the    
new brewery in Luanda.                                                          
Delta Corporation, our associate in ZIMBABWE1, is slowly returning to           
normality with lager volumes approaching their previous highs. During the       
year capital investments to improve the standard of the breweries in            
Zimbabwe were undertaken, including a new lager packaging line in Bulawayo      
which was commissioned in the latter part of the year.                          
CASTEL delivered lager volume growth of 4% with good growth in Nigeria, the     
Democratic Republic of the Congo, Benin and Chad. Soft drinks volumes grew      
by 8% year on year.                                                             
We have included our share of Delta, our associate in Zimbabwe, within our      
results effective 1 April 2010 following the effective `dollarisation` of       
the economy in 2009, the end of hyperinflation and the stabilisation of the     
local economy.                                                                  
ASIA                                                                            
Financial summary                          2011       2010      %               
Group revenue (including share of                                               
associates                                                                      
and joint ventures) (US$m)                 2,026      1,741     16              
EBITA (US$m)                               92         71        31              
EBITA margin (%)                           4.6        4.1                       
Sales volumes (hl 000)                                                          
- Lager                                    51,270     46,279    11              
- Lager (organic)                          50,848     46,279    10              
In ASIA lager volumes grew 10% on an organic basis, with strong growth in       
China, supported by India and Vietnam. EBITA increased 31% (33% on an           
organic, constant currency basis), with all of the region`s operations          
showing improvement and particularly pleasing growth in India and China.        
EBITA margin increased by 50 bps.                                               
In CHINA lager volumes grew by 11% (10% on an organic basis), in a market       
which grew at an estimated 6%. The north-east and central regions               
contributed the majority of the increase in volume as they continued to grow    
strongly, but results in the south-east were also good.                         
Revenue per hectolitre increased by 4% both on a reported and an organic,       
constant currency basis. CR Snow continued to grow its presence in the          
premium segment through brand extensions including Snow Draft and Brave the     
World, while in more recent months CR Snow has increased its average selling    
prices in order to cover higher costs. In addition, EBITA has been adversely    
affected by changes to consumption tax legislation for foreign invested         
enterprises in China with effect from                                           
1 December 2010.                                                                
CR Snow further increased its sales and marketing activities to grow market     
share, with good increases in share achieved in Jiangsu, Shanghai, Shanxi,      
Zhejiang, Inner Mongolia, Heilongjiang, Liaoning, and Guizhou. Aggressive       
competition in the lower segments of the market led to share loss in Sichuan    
and Tianjin, although in Sichuan this has been stemmed in more recent           
months.                                                                         
CR Snow continues to expand its footprint with capacity of six million          
hectolitres added in the year. This included the acquisition of three           
breweries in Heilongjiang, Jiangsu and Henan and two newly built breweries      
in Shandong and Shanxi. In addition, a number of projects were initiated        
during the year to further increase capacity.                                   
INDIA delivered volume growth of 10% and a substantial improvement in EBITA.    
In all of the key states - Karnataka, Andhra Pradesh, Pondicherry, Uttar        
Pradesh, Haryana, Maharashtra and Madhya Pradesh - we increased volumes,        
although in Andhra Pradesh these were constrained from July 2010 with           
regulatory issues limiting our market share in the state. Increased revenue     
per hectolitre, favourable mix and cost control, including the introduction     
of embossed proprietary bottles in key states, further enhanced results.        
Volumes in VIETNAM increased over the prior year although both domestic and     
export performance has been more subdued in the latter part of the year.        
Volume performance in our joint venture in AUSTRALIA was soft with increased    
competition in the premium segment, and the market suffered from                
particularly poor weather and the impacts of flooding in the second half of     
the year. The commissioning of a new brewery in June 2010 has enabled           
improved availability of draught offerings in the on-premise channel. EBITA     
improved as a result of favourable mix, some pricing benefits and lower         
costs from local production.                                                    
SOUTH AFRICA: BEVERAGES                                                         
Financial summary                           2011      2010      %               
Group revenue (including share of           5,598     4,777     17              
associates) (US$m)                                                              
EBITA (US$m)                                1,067     885       21              
EBITA margin (%)                            19.1      18.5                      
Sales volumes (hl 000)                                                          
- Lager                                     26,306    25,761    2               
- Soft drinks                               17,574    17,044    3               
- Other alcoholic beverages                 1,467     1,404     5               
In 2011 before net exceptional charges of US$188 million being business         
capability programme costs of US$39 million and charges incurred in relation    
to the Broad-Based Black Economic Empowerment scheme of US$149 million          
(2010: US$53 million being business capability programme costs of US$42         
million and costs associated with the establishment of the Broad-Based Black    
Economic Empowerment transaction of US$11 million).                             
The South African economy strengthened during the year with both GDP and        
retail sales returning to growth after a decline in the previous year.          
However, the recovery in consumer demand has been tentative as consumers        
were impacted by higher food and energy prices.                                 
Lager volumes returned to growth, at 2% - a strong performance given that       
the year under review had no Easter. Our beer business intensified              
investment behind our core brands and further enhanced sales execution with     
retailers. The increase in market-facing investment was principally funded      
through cost reduction. Product and packaging innovation built on the           
momentum created by intensive through the line marketing campaigns. Retail      
execution reach and intensity at the point of sale were significantly           
improved through our focus on key classes of trade. Encouragingly, our          
market share stabilised over the second half of the year.                       
Castle Lite, South Africa`s largest premium beer, accelerated its growth,       
supported by the communication of its `Extra cold` characteristics and          
selective placement in the trade of specialised refrigeration equipment.        
Mainstream brands in total returned to growth. Castle Lager benefited           
further from its association with sport and continued to build on the gains     
it made during the 2010 FIFA World Cup. Hansa Pilsener continued to grow        
steadily from its large base while Carling Black Label, South Africa`s best-    
selling beer, declined more slowly.                                             
Soft drinks volumes grew by 3% driven by the emphasis on immediate              
consumption packs, a greater sophistication in channel specific trade           
execution and enhanced customer service, while cost competitiveness was also    
strengthened. Sparkling soft drinks growth of 2% included growth in             
returnable glass bottles and immediate consumption packs in particular. Good    
growth in Powerade, coupled with the successful launch of Glaceau during the    
year, drove growth of 15% in alternative beverages.                             
Group revenue grew by 17%, (8% on a constant currency basis), assisted by       
the strong volume growth and price benefits in both the beer and soft drinks    
businesses. Group revenue per hectolitre grew by 14%, (5% on a constant         
currency basis). Year on year beer raw material costs declined in constant      
currency per hectolitre terms, benefiting from lower brewing input costs and    
favourable forward exchange contracts. Soft drinks raw material cost            
increases were marginally ahead of inflation.                                   
EBITA grew by 21% (11% on a constant currency basis), benefiting from the       
strengthening of the rand over the year relative to the US dollar. Full year    
EBITA margin of 19.1% reflected a 60 bps improvement on the prior year.         
APPLETISER delivered solid revenue growth and a strong EBITA performance.       
Our associate Distell increased volumes and revenue, with cider and ready-to-   
drink growth partially offset by a decline in wines and spirits,                
predominantly in the domestic market. Although EBITA grew, margins were         
adversely impacted by the negative sales mix and adverse transactional          
exchange rate impacts.                                                          
The offer of shares in the company`s Broad-Based Black Economic Empowerment     
transaction attracted over 33,000 applications and was 29% oversubscribed       
when it closed in June 2010. A total of 46.2 million new shares in The South    
African Breweries Limited (SAB), representing 8.45% of SAB`s enlarged issued    
share capital, have been issued. During the year we distributed an interim      
dividend to the participating employee and retailer shareholders of US$3        
million, and subsequent to year end the final dividend has been declared,       
covering the second half of the year and our peak trading period, which will    
result in a further                                                             
US$6 million being distributed.                                                 
SOUTH AFRICA: HOTELS AND GAMING                                                 
Financial summary                          2011       2010      %               
Group revenue (share of associates)        481        406       18              
(US$m)                                                                          
EBITA (US$m)                               137        122       12              
EBITA margin (%)                           28.5       30.0                      
Revenue per available room (Revpar) -      73.74      65.33     13              
US$                                                                             
In 2011 before exceptional charges of US$26 million being the group`s share     
of the loss on the merger transaction (2010: US$nil).                           
In February 2011, the Tsogo Sun Group merged with Gold Reef Resorts Ltd         
(GRR), a Johannesburg Stock Exchange listed company, through an all share       
merger. The transaction was effected through the acquisition by GRR of the      
group`s entire 49% shareholding in Tsogo Sun Holdings (Pty) Ltd in exchange     
for a 39.68% shareholding in the listed enlarged entity.                        
Despite the improvement in the wider South African economy, the Tsogo Sun       
Group continued to be impacted by softer consumer demand in both the gaming     
market and the hospitality industry. Results were however assisted by the       
2010 FIFA World Cup held in June and July. Our share of Tsogo Sun Group`s       
reported revenue grew by 18% over the prior year, with organic constant         
currency growth of 8%. Revenue per available room (revpar) was up 13% (4% on    
a constant currency basis).                                                     
The gaming industry in South Africa grew in low to mid single digits. The       
biggest gaming province, Gauteng, grew by 2% versus a prior year decline of     
3%, and the KwaZulu-Natal region grew by 5%. The Tsogo Sun Group improved       
market share in Gauteng and held share in KwaZulu-Natal.                        
The South African hotel industry remained under pressure throughout the         
year, except during the FIFA 2010 World Cup period, particularly in the key     
corporate and government segments. Hotel occupancies peaked at 72% for the      
month in June 2010 and averaged 58% for the year, ending relatively             
unchanged against last year. Group-wide occupancies ended the year at 59%.      
EBITA grew by 12% (3% on a constant currency basis) with EBITA margin           
declining due to high utility price increases together with other               
inflationary cost increases outstripping revenue growth.                        
FINANCIAL REVIEW                                                                
New accounting standards and restatements                                       
The accounting policies followed are the same as those published within the     
Annual Report and Accounts for the year ended 31 March 2010 as amended for      
the changes set out in note 1, which have had no material impact on group       
results. The consolidated balance sheet as at 31 March 2010 has been            
restated for further adjustments relating to the initial accounting for         
business combinations, details of which are provided in note 12. The Annual     
Report and Accounts for the year ended 31 March 2010 is available on the        
company`s website: www.sabmiller.com.                                           
SEGMENTAL ANALYSIS                                                              
The group`s operating results on a segmental basis are set out in the           
segmental analysis of operations.                                               
SABMiller uses group revenue and EBITA (as defined in the financial             
definitions section) to evaluate performance and believes these measures        
provide stakeholders with additional information on trends and allow for        
greater comparability between segments. Segmental performance is reported       
after the specific apportionment of attributable head office costs.             
DISCLOSURE OF VOLUMES                                                           
In the determination and disclosure of sales volumes, the group aggregates      
100% of the volumes of all consolidated subsidiaries and its equity             
accounted percentage of all associates` and joint ventures` volumes.            
Contract brewing volumes are excluded from volumes although revenue from        
contract brewing is included within group revenue. Volumes exclude intra-       
group sales volumes. This measure of volumes is used in the segmental           
analyses as it closely aligns with the consolidated group revenue and EBITA     
disclosures.                                                                    
ORGANIC, CONSTANT CURRENCY COMPARISONS                                          
The group discloses certain results on an organic, constant currency basis,     
to show the effects of acquisitions net of disposals and changes in exchange    
rates on the group`s results. See the financial definitions section for the     
definition.                                                                     
In relation to the merger of the Tsogo Sun Group with Gold Reef Resorts Ltd     
(GRR) no adjustments have been made in the calculation of organic results as    
the group`s share of the enlarged group is deemed to be comparable with the     
group`s share of the Tsogo Sun Group in the comparative period.                 
ADJUSTED EBITDA                                                                 
The group uses an adjusted EBITDA measure of cash generation which adjusts      
EBITDA (as defined in the financial definitions section) to exclude cash        
flows relating to exceptional items and to include the dividends received       
from the MillerCoors joint venture. Given the significance of the               
MillerCoors business and the access to its cash generation, inclusion of the    
dividends from MillerCoors (which approximate the group`s share of its          
EBITDA) provides a useful measure of the group`s overall cash generation.       
Excluding the cash impact of exceptionals allows the level and underlying       
trend of cash generation to be understood.                                      
BUSINESS COMBINATIONS AND SIMILAR TRANSACTIONS                                  
On 24 November 2010 the group acquired a 100% interest in Cerveceria            
Argentina S.A. Isenbeck (CASA Isenbeck) for cash. The acquisition provides a    
low cost entry point into the country as well as a platform for supply into     
neighbouring countries.                                                         
On 30 November 2010 the group completed the cash acquisition of an 80%          
effective interest in Crown Foods Limited, a mineral water and juice            
business, in Kenya. This business combination has been made in partnership      
with Castel, with the effective interest stated after taking account of         
Castel`s interest, and aligns with the group`s full beverage portfolio          
strategy in Africa.                                                             
On 24 February 2011, the Tsogo Sun Group merged with GRR, a Johannesburg        
Stock Exchange listed company, through an all share merger. The transaction     
was effected through the acquisition by GRR of the group`s entire 49%           
shareholding in Tsogo Sun Holdings (Pty) Ltd (Tsogo Sun) in exchange for a      
39.68% shareholding in the listed enlarged entity.                              
RECOMMENCEMENT OF REPORTING OF ZIMBABWE OPERATIONS                              
Following the effective `dollarisation` of the Zimbabwean economy in 2009,      
the end of hyperinflation and the stabilisation of the Zimbabwean economy,      
the group has included its share of the volumes and the results of its          
Zimbabwean associate, Delta Corporation Limited, with effect from 1 April       
2010.                                                                           
EXCEPTIONAL ITEMS                                                               
Items that are material either by size or incidence are classified as           
exceptional items. Further details on the treatment of these items can be       
found in note 3 to the financial statements.                                    
Net exceptional charges of US$467 million before finance costs and tax were     
reported during the year (2010: US$490 million), including net exceptional      
charges of US$31 million (2010: US$18 million) related to the group`s share     
of joint ventures` and associates` exceptional charges. The net exceptional     
charge included US$296 million (2010: US$325 million) related to business       
capability programme costs in Latin America, Europe, Africa, South Africa       
Beverages and Corporate.                                                        
US$98 million (2010: US$45 million) related to impairment charges following     
the classification of the in-house distribution business in Italy as held       
for sale and the closure of the Cluj brewery in Romania. A charge of US$149     
million (2010: US$11 million) has been recognised in respect of the Broad-      
Based Black Economic Empowerment scheme in South Africa; this includes the      
one-off IFRS 2 `Share-based Payment Transactions` charge in respect of the      
retailer element of the transaction and the ongoing IFRS 2 charge in respect    
of the employee element, together with the costs of the transaction. A          
profit of US$159 million related to the partial disposal of the group`s         
shareholding in Tsogo Sun as part of the Tsogo Sun/GRR merger. A charge of      
US$52 million (2010: US$78 million) related to restructuring costs in           
Europe.                                                                         
The group`s share of joint ventures` and associates` exceptional items          
included a charge of US$5 million (2010: US$14 million) related to the          
group`s share of MillerCoors` integration and restructuring costs and US$26     
million related to the group`s share of the loss on the merger transaction      
in Hotels and Gaming.                                                           
In addition to the amounts noted above, the net exceptional charge in 2010      
included US$13 million related to transaction costs in Corporate; the           
group`s share of joint ventures` and associates` exceptional items included     
a charge of US$4 million related to the group`s share of the unwinding of       
fair value adjustments on inventory in MillerCoors; and in addition, within     
net finance costs, there was an exceptional charge in the year of US$17         
million related to the business capability programme.                           
FINANCE COSTS                                                                   
Net finance costs were US$525 million, a 7% decrease on the prior year`s        
US$563 million, mainly as a result of the reduction in net debt. Finance        
costs in the current year include a net loss of US$7 million (2010:             
US$8 million) from the mark to market adjustments of various derivatives on     
capital items for which hedge accounting cannot be applied. Finance costs in    
the prior year also included an exceptional charge of                           
US$17 million resulting from a change in valuation methodology of financial     
instruments as part of the business capability programme. The mark to market    
adjustments, and in the prior year the charge resulting from the change in      
valuation, have been excluded from the determination of adjusted finance        
costs and adjusted earnings per share. Adjusted net finance costs were          
US$518 million, down 4%.                                                        
Interest cover, as defined in the financial definitions section, has            
increased to 10.8 times from 9.3 times in the prior year.                       
PROFIT BEFORE TAX                                                               
Adjusted profit before tax of US$4,491 million increased by 18% over the        
prior year, primarily as a result of stronger pricing, cost efficiencies and    
lower finance costs.                                                            
Profit before tax was US$3,626 million, up 24% on the prior year, including     
the impact of the exceptional and other adjusting finance items noted above.    
The principal differences between the reported and adjusted profit before       
tax relate to exceptional items, with net exceptional charges of US$467         
million in the year compared to                                                 
US$507 million in the prior year.                                               
TAXATION                                                                        
The effective rate of tax for the year before amortisation of intangible        
assets (other than software) and exceptional items is 28.2% compared to a       
rate of 28.5% in the prior year. This reduction in the rate results from a      
combination of factors including a more beneficial geographic mix of            
earnings, changes in tax legislation within our Europe division countries,      
and the resolution of various uncertain tax positions.                          
EARNINGS PER SHARE                                                              
The group presents adjusted basic earnings per share, which excludes the        
impact of amortisation of intangible assets (excluding software), certain       
non-recurring items and post-tax exceptional items, in order to present an      
additional measure of performance for the years shown in the consolidated       
financial statements. Adjusted basic earnings per share of 191.5 US cents       
were up 19% on the prior year, benefiting from improved profit before tax.      
An analysis of earnings per share is shown in note 6. On a statutory basis,     
basic earnings per share were higher by 25% at 152.8 US cents (2010: 122.6      
US cents).                                                                      
CASH FLOW AND CAPITAL EXPENDITURE                                               
Net cash generated from operations before working capital movements (EBITDA)    
of US$4,502 million increased by 13% compared with the prior year (2010:        
US$3,974 million). This increase was primarily due to improved pricing and      
cost efficiencies. Dividends received from the MillerCoors joint venture        
(reported within cash flows from investing activities) amounted to US$822       
million (2010: US$707 million).                                                 
Adjusted EBITDA of US$5,617 million (comprising EBITDA before cash flows        
from exceptional items of US$293 million plus dividends received from           
MillerCoors of US$822 million) increased by 12% compared with the prior year    
(2010: US$5,020 million), reflecting principally the higher EBITDA.             
Net cash generated from operating activities of US$3,043 million was down       
US$234 million primarily reflecting lower working capital inflows and higher    
tax paid. The level of cash inflows from working capital reduced compared       
with the prior year which included significant one-off working capital          
benefits from the business capability programme.                                
As expected, capital expenditure for the year of US$1,189 million reduced       
compared to the prior year (2010: US$1,436 million). The group has continued    
to invest in its operations, selectively maintaining investment to support      
future growth including the brewery and soft drinks plant in Angola,            
capacity extensions in Peru and Uganda, on fridges across Latin America and     
in South Africa, and on containers. Capital expenditure including the           
purchase of intangible assets was US$1,315 million (2010: US$1,528 million).    
Free cash flow improved by 23% to US$2,488 million, reflecting lower capital    
expenditure, lower investments in associates and joint ventures, increased      
EBITDA, higher dividends from MillerCoors and a reduction in dividends paid     
to non-controlling interests following the acquisition of the non-              
controlling interests in our Polish business in May 2009. Free cash flow is     
detailed in note 10b, and defined in the financial definitions section.         
BORROWINGS AND NET DEBT                                                         
Gross debt at 31 March 2011, comprising borrowings together with the fair       
value of derivative assets or liabilities held to manage interest rate and      
foreign currency risk of borrowings, decreased to US$8,162 million from         
US$9,177 million at 31 March 2010, primarily as a result of cash generation     
during the year. Net debt, comprising gross debt net of cash and cash           
equivalents decreased to US$7,091 million from                                  
US$8,398 million at 31 March 2010. An analysis of net debt is provided in       
note 10c.                                                                       
The group`s gearing (presented as a ratio of net debt/equity) has decreased     
to 31.2% from 40.8% at 31 March 2010. The weighted average interest rate for    
the gross debt portfolio at 31 March 2011 was 5.9% (2010: 5.7%).                
On 10 September 2010 a consent solicitation relating to SABMiller plc`s         
US$300 million 6.625% Guaranteed Notes due August 2033 was successfully         
completed. As a result, MillerCoors was released from its guarantee of          
payment of principal and interest on the Notes and certain financial            
thresholds were amended to align with the terms of recently issued SABMiller    
plc notes.                                                                      
In October 2010 the US$515 million 364 day facility expired and was not         
renewed.                                                                        
On 29 March 2011, the group`s Colombian subsidiary, Bavaria S.A. established    
a COP2,500,000 million bond and commercial paper programme, to be used          
primarily to refinance Bavaria S.A.`s existing COP1,910,320 million bonds by    
means of an exchange offer under which bondholders would be offered new         
securities in exchange for the existing bonds. The exchange offer was           
accepted by bondholders representing approximately 93% of the aggregate face    
amount of the existing bonds and, on 31 March 2011, Bavaria S.A. issued new     
securities with an aggregate face amount of COP1,881,191 million.  The new      
securities have been registered for trading in the secondary market of the      
Colombian Stock Exchange and admitted to the official list of the Cayman        
Islands Stock Exchange.                                                         
Subsequent to the financial year end, on 7 April 2011 the group entered into    
a five year US$2,500 million committed syndicated facility, with the option     
of two one-year extensions. This facility replaced the existing US$2,000        
million and US$600 million committed syndicated facilities, which were both     
voluntarily cancelled.                                                          
At 31 March 2011, the group had undrawn committed borrowing facilities of       
US$3,164 million (2010: US$3,579 million).                                      
TOTAL EQUITY                                                                    
Total equity increased from US$20,593 million (restated - see note 12) at 31    
March 2010 to US$22,759 million at 31 March 2011. The increase was primarily    
due to currency translation movements on foreign currency investments and       
profit for the year, partly offset by dividend payments.                        
GOODWILL AND INTANGIBLE ASSETS                                                  
Goodwill increased to US$11,952 million (2010: US$11,579 million) due to        
foreign exchange movements and goodwill arising on acquisitions in the year.    
Intangible assets increased in the year to US$4,361 million (2010: US$4,354     
million) as a result of foreign exchange movements and additions, primarily     
related to the business capability programme, partially offset by               
amortisation. The prior year comparative for goodwill has been restated to      
reflect adjustments to provisional fair values of business combinations,        
further details of which are provided in note 12.                               
CURRENCIES                                                                      
The exchange rates to the US dollar used in preparing the consolidated          
financial statements are detailed in the table below, with most of the major    
currencies in which we operate strengthening against the US dollar.             
                                 Year ended              Appreciation/          
31 March                (depreciation)         
                                 2011        2010        %                      
Average rate                                                                    
South African rand (ZAR)          7.15        7.78        8                     
Colombian peso (COP)              1,881       2,031       7                     
Euro (Euro)                       0.76        0.71        7                     
Czech koruna (CZK)                19.04       18.45       (3)                   
Peruvian nuevo sol (PEN)          2.81        2.92        4                     
Polish zloty (PLN)                3.01        2.99        (1)                   
                                                                                
Closing rate                                                                    
South African rand (ZAR)          6.77        7.30        7                     
Colombian peso (COP)              1,879       1,929       3                     
Euro (Euro)                       0.71        0.74        (5)                   
Czech koruna (CZK)                17.27       18.87       8                     
Peruvian nuevo sol (PEN)          2.80        2.84        1                     
Polish zloty (PLN)                2.84        2.86        1                     
DIVIDEND                                                                        
The board has proposed a final dividend of 61.5 US cents per share for the      
year. Shareholders will be asked to approve this recommendation at the          
annual general meeting, which will be held on Thursday 21 July 2011.  If        
approved, the dividend will be payable on Friday 12 August 2011 to              
shareholders registered on the London and Johannesburg registers on Friday 5    
August 2011. The ex-dividend trading dates will be Wednesday 3 August 2011      
on the London Stock Exchange (LSE) and Monday 1 August 2011 on the JSE          
Limited (JSE).  As the group reports in US dollars, dividends are declared      
in US dollars. They are payable in South African rand to shareholders on the    
Johannesburg register, in US dollars to shareholders on the London register     
with a registered address in the United States (unless mandated otherwise),     
and in sterling to all remaining shareholders on the London register.           
Further details relating to dividends are provided in note 7.                   
The rate of exchange applicable on Wednesday 20 July 2011 will be used for      
US dollar conversion into South African rand and sterling. A currency           
conversion announcement will be made on the JSE`s Securities Exchange News      
Service and on the LSE`s Regulatory News Service, indicating the rates of       
exchange to be applied, on Thursday 21 July 2011.                               
From the commencement of trading on Thursday 21 July 2011 until the close of    
business on Friday 5 August 2011, no transfers between the London and           
Johannesburg registers will be permitted, and from Monday                       
1 August 2011 until Friday 5 August 2011, no shares may be dematerialised or    
rematerialised, both days inclusive.                                            
ANNUAL REPORT AND ACCOUNTS                                                      
The group`s unaudited consolidated financial statements and certain             
significant explanatory notes follow. The annual report will be mailed to       
shareholders in late June 2011 and the annual general meeting of the company    
will be held at the Intercontinental Park Lane Hotel in London at 11:00 on      
Thursday 21 July 2011.                                                          
SABMiller plc                                                                   
CONSOLIDATED INCOME STATEMENT                                                   
for the year ended 31 March                                                     
                                                    2011       2010             
                                                    Unaudited  Audited          
Notes     US$m       US$m             
US$m                                                                            
Revenue                                    2         19,408     18,020          
Net operating expenses                               (16,281)   (15,401)        
Operating profit                           2         3,127      2,619           
Operating profit before exceptional items            3,563      3,091           
Exceptional items                          3         (436)      (472)           
Net finance costs                          4         (525)      (563)           
Interest payable and similar charges                 (883)      (879)           
Interest receivable and similar income               358        316             
Share of post-tax results of associates    2         1,024      873             
and joint ventures                                                              
Profit before taxation                               3,626      2,929           
Taxation                                   5         (1,069)    (848)           
Profit for the year                                  2,557      2,081           
Profit attributable to non-controlling               149        171             
interests                                                                       
Profit attributable to equity                        2,408      1,910           
shareholders                                                                    
                                                    2,557      2,081            
Basic earnings per share (US cents)        6         152.8      122.6           
Diluted earnings per share (US cents)      6         151.8      122.1           
All operations are continuing.                                                  
The notes on pages 26 to 37 form an integral part of these consolidated         
financial statements.                                                           
SABMiller plc                                                                   
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                                  
for the year ended 31 March                                                     
2011        2010             
                                                   Unaudited   Audited          
                                          Notes    US$m        US$m             
Profit for the year                                 2,557       2,081           
Other comprehensive income:                                                     
Currency translation differences on                 644         2,431           
foreign currency net investments                                                
Actuarial losses on defined benefit plans           (28)        (15)            
Available for sale investments:                     -           2               
- Fair value gains arising during the               -           4               
year                                                                            
- Fair value gains transferred to profit            -           (2)             
or loss                                                                         
Net investment hedges:                                                          
- Fair value losses arising during the              (137)       (310)           
year                                                                            
Cash flow hedges:                                   39          (59)            
- Fair value gains/(losses) arising                 16          (48)            
during the year                                                                 
- Fair value losses/(gains) transferred             2           (17)            
to inventory                                                                    
- Fair value gains transferred to                   -           (1)             
property, plant and equipment                                                   
- Fair value losses transferred to profit           21          7               
or loss                                                                         
Tax on items included in other             5        22          (36)            
comprehensive income                                                            
Share of associates` and joint ventures`   9        (50)        136             
(losses)/gains included in other                                                
comprehensive income                                                            
Other comprehensive income for the year,            490         2,149           
net of tax                                                                      
Total comprehensive income for the year             3,047       4,230           
Attributable to:                                                                
Equity shareholders                                 2,904       4,075           
Non-controlling interests                           143         155             
Total comprehensive income for the year             3,047       4,230           
The notes on pages 26 to 37 form an integral part of these consolidated         
financial statements.                                                           
SABMiller plc                                                                   
CONSOLIDATED BALANCE SHEET                                                      
at 31 March                                                                     
                                                  2011        2010              
                                                  Unaudited   Unaudited         
Notes    US$m        US$m              
Assets                                                                          
Non-current assets                                                              
Goodwill                                  8        11,952      11,579           
Intangible assets                         8        4,361       4,354            
Property, plant and equipment                      9,330       8,915            
Investments in joint ventures             9        5,813       5,822            
Investments in associates                 9        2,719       2,213            
Available for sale investments                     35          31               
Derivative financial instruments                   330         409              
Trade and other receivables                        140         117              
Deferred tax assets                                184         164              
34,864      33,604            
Current assets                                                                  
Inventories                                        1,256       1,295            
Trade and other receivables                        1,687       1,665            
Current tax assets                                 152         135              
Derivative financial instruments                   16          20               
Available for sale investments                     -           1                
Cash and cash equivalents                 10c      1,067       779              
4,178       3,895             
Assets of disposal group classified as             66          -                
held for sale                                                                   
                                                  4,244       3,895             
Total assets                                       39,108      37,499           
Liabilities                                                                     
Current liabilities                                                             
Derivative financial instruments                   (50)        (174)            
Borrowings                                10c      (1,345)     (1,605)          
Trade and other payables                           (3,484)     (3,228)          
Current tax liabilities                            (658)       (616)            
Provisions                                         (410)       (355)            
(5,947)     (5,978)           
Liabilities of disposal group classified           (66)        -                
as held for sale                                                                
                                                  (6,013)     (5,978)           
Non-current liabilities                                                         
Derivative financial instruments                   (85)        (147)            
Borrowings                                10c      (7,115)     (7,809)          
Trade and other payables                           (98)        (145)            
Deferred tax liabilities                           (2,578)     (2,374)          
Provisions                                         (460)       (453)            
                                                  (10,336)    (10,928)          
Total liabilities                                  (16,349)    (16,906)         
Net assets                                         22,759      20,593           
Equity                                                                          
Share capital                                      166         165              
Share premium                                      6,384       6,312            
Merger relief reserve                              4,586       4,586            
Other reserves                                     1,881       1,322            
Retained earnings                                  8,991       7,525            
Total shareholders` equity                         22,008      19,910           
Non-controlling interests                          751         683              
Total equity                                       22,759      20,593           
As restated (see note 12).                                                      
The notes on pages 26 to 37 form an integral part of these consolidated         
financial statements.                                                           
SABMiller plc                                                                   
CONSOLIDATED CASH FLOW STATEMENT                                                
for the year ended 31 March                                                     
2011       2010            
                                                     Unaudited  Audited         
                                            Notes    US$m       US$m            
Cash flows from operating activities                                            
Cash generated from operations               10a      4,568      4,537          
Interest received                                     293        317            
Interest paid                                         (933)      (957)          
Tax paid                                              (885)      (620)          
Net cash generated from operating            10b      3,043      3,277          
activities                                                                      
Cash flows from investing activities                                            
Purchase of property, plant and equipment             (1,189)    (1,436)        
Proceeds from sale of property, plant and             73         37             
equipment                                                                       
Purchase of intangible assets                         (126)      (92)           
Purchase of available for sale investments            (3)        (6)            
Proceeds from disposal of available for               -          14             
sale investments                                                                
Acquisition of businesses (net of cash                (60)       (78)           
acquired)                                                                       
Investments in joint ventures                         (186)      (353)          
Investments in associates                             (5)        (76)           
Repayment of investments by associates                68         3              
Dividends received from joint ventures       9        822        707            
Dividends received from associates                    88         106            
Dividends received from other investments             1          2              
Net cash used in investing activities                 (517)      (1,172)        
Cash flows from financing activities                                            
Proceeds from the issue of shares                     73         114            
Proceeds from the issue of shares in                  34         -              
subsidiaries to non-controlling interests                                       
Purchase of own shares for share trusts               -          (8)            
Purchase of shares from non-controlling               (12)       (5)            
interests                                                                       
Proceeds from borrowings                              1,608      5,110          
Repayment of borrowings                               (2,767)    (5,714)        
Capital element of finance lease payments             (5)        (4)            
Net cash payments on net investment hedges            (43)       (137)          
Dividends paid to shareholders of the                 (1,113)    (924)          
parent                                                                          
Dividends paid to non-controlling interests           (102)      (160)          
Net cash used in financing activities                 (2,327)    (1,728)        
Net cash inflow from operating, investing             199        377            
and financing activities                                                        
Effects of exchange rate changes                      25         90             
Net increase in cash and cash equivalents             224        467            
Cash and cash equivalents at 1 April         10c      589        122            
Cash and cash equivalents at 31 March        10c      813        589            
The notes on pages 26 to 37 form an integral part of these consolidated         
financial statements.                                                           
SABMiller plc                                                                   
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                                     
for the year ended 31 March                                                     
                          Called up  Share       Merger      Other              
                          share      premium     relief      reserves           
                          capital    account     reserve                        
US$m       US$m        US$m        US$m               
At 1 April 2009            159        6,198       3,395       (872)             
(audited)                                                                       
Total comprehensive        -          -           -           2,194             
income                                                                          
Profit for the year        -          -           -           -                 
Other comprehensive        -          -           -           2,194             
income                                                                          
Dividends paid             -          -           -           -                 
Issue of SABMiller plc     6          114         1,191       -                 
ordinary shares                                                                 
Payment for purchase of    -          -           -           -                 
own shares for share                                                            
trusts                                                                          
Arising on business        -          -           -           -                 
combinations                                                                    
Buyout of non-             -          -           -           -                 
controlling interests                                                           
Credit entry relating to   -          -           -           -                 
share-based payments                                                            
At 31 March 2010           165        6,312       4,586       1,322             
(unaudited)                                                                     
Total comprehensive        -          -           -           559               
income                                                                          
Profit for the year        -          -           -           -                 
Other comprehensive        -          -           -           559               
income                                                                          
Dividends paid             -          -           -           -                 
Issue of SABMiller plc     1          72          -           -                 
ordinary shares                                                                 
Proceeds from the issue    -          -           -           -                 
of shares in                                                                    
subsidiaries to non-                                                            
controlling interests                                                           
Buyout of non-             -          -           -           -                 
controlling interests                                                           
Credit entry relating to   -          -           -           -                 
share-based payments                                                            
At 31 March 2011           166        6,384       4,586       1,881             
(unaudited)                                                                     
Retained   Total         Non-         Total              
                       earnings   shareholders` controlling  equity             
                                  equity        interests                       
                       US$m       US$m          US$m         US$m               
At 1 April 2009         6,496      15,376        741          16,117            
(audited)                                                                       
Total comprehensive     1,881      4,075         155          4,230             
income                                                                          
Profit for the year     1,910      1,910         171          2,081             
Other comprehensive     (29)       2,165         (16)         2,149             
income                                                                          
Dividends paid          (924)      (924)         (162)        (1,086)           
Issue of SABMiller      -          1,311         -            1,311             
plc ordinary shares                                                             
Payment for purchase    (8)        (8)           -            (8)               
of own shares for                                                               
share trusts                                                                    
Arising on business     -          -             21           21                
combinations                                                                    
Buyout of non-          -          -             (72)         (72)              
controlling interests                                                           
Credit entry relating   80         80            -            80                
to share-based                                                                  
payments                                                                        
At 31 March 2010        7,525      19,910        683          20,593            
(unaudited)                                                                     
Total comprehensive     2,345      2,904         143          3,047             
income                                                                          
Profit for the year     2,408      2,408         149          2,557             
Other comprehensive     (63)       496           (6)          490               
income                                                                          
Dividends paid          (1,115)    (1,115)       (106)        (1,221)           
Issue of SABMiller      -          73            -            73                
plc ordinary shares                                                             
Proceeds from the                                                               
issue of shares in                                                              
subsidiaries to                                                                 
 non-controlling       -          -             34           34                 
interests                                                                       
Buyout of non-          (10)       (10)          (3)          (13)              
controlling interests                                                           
Credit entry relating   246        246           -            246               
to share-based                                                                  
payments                                                                        

At 31 March 2011        8,991      22,008        751          22,759            
(unaudited)                                                                     
As restated (see note 12).                                                      
The notes on pages 26 to 37 form an integral part of these consolidated         
financial statements.                                                           
SABMiller plc                                                                   
NOTES TO THE FINANCIAL STATEMENTS                                               
1. Basis of preparation                                                         
The preliminary announcement for the year ended 31 March 2011 has been          
prepared in accordance with the International Accounting Standards and          
International Financial Reporting Standards (collectively IFRS) and             
International Financial Reporting Interpretation Committee (IFRIC)              
interpretations as adopted by the EU.                                           
The financial information in this preliminary announcement is not audited       
and does not constitute statutory accounts within the meaning of s434 of the    
Companies Act 2006. Group financial statements for 2011 will be delivered to    
the Registrar of Companies in due course. The board of directors approved       
this financial information on 18 May 2011. The annual financial statements      
for the year ended 31 March 2010, approved by the board of directors on 3       
June 2010, which represent the statutory accounts for that year, have been      
filed with the Registrar of Companies. The auditors` report on those            
accounts was unqualified and did not contain a statement made under s498(2)     
or (3) of the Companies Act 2006.                                               
Items included in the financial information of each of the group`s entities     
are measured using the currency of the primary economic environment in which    
the entity operates (functional currency). The consolidated financial           
information is presented in US dollars which is the group`s presentational      
currency.                                                                       
ACCOUNTING POLICIES                                                             
The financial statements are prepared under the historical cost convention,     
except for the revaluation to fair value of certain financial assets and        
liabilities, and post-retirement assets and liabilities.                        
The accounting policies adopted are consistent with those of the previous       
financial year except that the group has adopted the following standards        
which became mandatory for the first time in the financial year ended 31        
March 2011.                                                                     
- IFRS 3 (revised), `Business Combinations` requires all acquisition-related    
costs to be expensed and adjustments to contingent consideration classified     
as debt to be recognised in profit or loss rather than as an adjustment to      
goodwill. It allows the choice on an acquisition by acquisition basis of        
measuring the non-controlling interest in the acquiree either at fair value     
or at the non-controlling interest`s share of the acquiree`s net assets. The    
group has applied the revised standard prospectively from 1 April 2010 for      
combinations completed after that date with no material impact in the year      
ended 31 March 2011.                                                            
- IAS 27 (revised), `Consolidated and Separate Financial Statements`            
requires the effects of all transactions with non-controlling interests to      
be recorded in equity if there is no change in control. These transactions      
no longer result in the recognition of goodwill or gains and losses. When       
control is lost, any remaining interest in the entity is re-measured to fair    
value, and a gain or loss is recognised in profit or loss. The group has        
applied the revised standard prospectively from 1 April 2010 with no            
material impact in the year ended 31 March 2011. The revision to IAS 27         
contained consequential amendments to IAS 28, `Investments in Associates`,      
and IAS 31, `Interests in Joint Ventures`.                                      
The following standards, interpretations and amendments have been adopted by    
the group since 1 April 2010 with no significant impact on its consolidated     
results or financial position:                                                  
- IFRS 1 (revised), `First-time Adoption` and Amendment to IFRS 1 for           
Additional Exemptions.                                                          
- IFRIC 15, `Agreements for the Construction of Real Estate`.                   
- IFRIC 16, `Hedges of a Net Investment in a Foreign Operation`.                
- IFRIC 17, `Distribution of Non-cash Assets to Owners`.                        
- IFRIC 18, `Transfers of Assets from Customers`.                               
- Amendment to IFRS 2, `Group Cash-settled Share-based Payment                  
Transactions`.                                                                  
- Amendment to IAS 32, `Financial Instruments: Presentation` -                  
Classification of Rights Issues.                                                
- Amendment to IAS 39, `Financial Instruments: Recognition and Measurement`     
- Eligible Hedged Items.                                                        
- Annual improvements to IFRSs (2009).                                          
The following standards, interpretations and amendments to existing             
standards have been published and are mandatory for the group`s accounting      
periods beginning on or after 1 April 2011 or later periods, but which have     
not been early adopted by the group:                                            
- IFRIC 19, `Extinguishing Financial Liabilities with Equity Instruments`,      
is effective from 1 July 2010.                                                  
- Amendment to IFRS 1, `Limited Exemption from Comparative IFRS 7               
Disclosures for First-time Adopters`, is effective from 1 July 2010.            
- Amendment to IAS 24, `Related Party Disclosures`, is effective from 1         
January 2011.                                                                   
- Amendment to IFRIC 14, `Pre-payments of a Minimum Funding Requirement`, is    
effective from 1 January 2011.                                                  
- Annual improvements to IFRSs (2010), is primarily effective from 1 January    
2011.                                                                           
- Amendment to IFRS 1, `Hyperinflation and Fixed Dates`, is effective from 1    
July 2011.                                                                      
- Amendment to IFRS 7, `Financial Instrument Disclosures: Transfers of          
Financial Assets`, is effective from 1 July 2011.                               
- Amendment to IAS 12 `Deferred Tax: Recovery of Underlying Assets`, is         
effective from 1 January 2012.                                                  
- IFRS 9, `Financial Instruments`, is effective from 1 January 2013.            
Not yet endorsed by the EU.                                                     
The adoption of these standards, interpretations and amendments is not          
expected to have a material effect on the consolidated results of operations    
or financial position of the group.                                             
2. Segmental information                                                        
The segmental information presented below includes the reconciliation of        
GAAP measures presented on the face of the income statement to non-GAAP         
measures which are used by management to analyse the group`s performance.       
INCOME STATEMENT                                                                
                           Group        EBITA      Group      EBITA             
                           revenue                 revenue                      
2011         2011       2010       2010              
                           Unaudited    Unaudited  Audited    Audited           
                           US$m         US$m       US$m       US$m              
Latin America               6,335        1,620      5,905      1,386            
Europe                      5,394        887        5,577      872              
North America               5,223        741        5,228      619              
Africa                      3,254        647        2,716      565              
Asia                        2,026        92         1,741      71               
South Africa:               6,079        1,204      5,183      1,007            
- Beverages                 5,598        1,067      4,777      885              
- Hotels and Gaming         481          137        406        122              
Corporate                   -            (147)      -          (139)            
Group                       28,311       5,044      26,350     4,381            
Amortisation of intangible                                                      
assets (excluding                                                               
software) - group and                                                           
share of associates`                                                            
 and joint ventures`                    (209)                 (199)             
Exceptional items - group                (467)                 (507)            
and share of associates`                                                        
and joint ventures`                                                             
Net finance costs - group                (560)                 (586)            
and share of associates`                                                        
and joint ventures`                                                             
(excluding exceptional                                                          
items)                                                                          
Share of associates` and                 (139)                 (118)            
joint ventures` taxation                                                        
Share of associates` and                 (43)                  (42)             
joint ventures` non-                                                            
controlling interests                                                           
Profit before tax                        3,626                 2,929            
Group revenue (including associates and joint ventures)                         
With the exception of South Africa Hotels and Gaming, all reportable            
segments derive their revenues from the sale of beverages. Revenues are         
derived from a large number of customers which are internationally              
dispersed, with no customers being individually material.                       
                                  Revenue     Share of     Group                
                                              associates`  revenue              
                                              and joint                         
ventures`                         
                                              revenue                           
                                  2011        2011         2011                 
                                  Unaudited   Unaudited    Unaudited            
US$m        US$m         US$m                 
Latin America                      6,324       11           6,335               
Europe                             5,379       15           5,394               
North America                      117         5,106        5,223               
Africa                             2,059       1,195        3,254               
Asia                               564         1,462        2,026               
South Africa:                      4,965       1,114        6,079               
- Beverages                        4,965       633          5,598               
- Hotels and Gaming                -           481          481                 
Group                              19,408      8,903        28,311              
                                  Revenue     Share of     Group                
                                              associates`  revenue              
and joint                         
                                              ventures`                         
                                              revenue                           
                                  2010        2010         2010                 
Audited     Audited      Audited              
                                  US$m        US$m         US$m                 
Latin America                      5,894       11           5,905               
Europe                             5,558       19           5,577               
North America                      107         5,121        5,228               
Africa                             1,774       942          2,716               
Asia                               473         1,268        1,741               
South Africa:                      4,214       969          5,183               
- Beverages                        4,214       563          4,777               
- Hotels and Gaming                -           406          406                 
                                                                                
Group                              18,020      8,330        26,350              
Operating profit                                                                
The following table provides a reconciliation of operating profit to            
operating profit before exceptional items.                                      
                              Operating       Exceptional  Operating            
profit          items        profit               
                                                           before               
                                                           exceptional          
                                                           items                
2011            2011         2011                 
                              Unaudited       Unaudited    Unaudited            
                              US$m            US$m         US$m                 
Latin America                  1,391           106          1,497               
Europe                         596             261          857                 
North America                  16              -            16                  
Africa                         361             4            365                 
Asia                           (22)            -            (22)                
South Africa: Beverages        809             188          997                 
Corporate                      (24)            (123)        (147)               
Group                          3,127           436          3,563               
                              Operating       Exceptional  Operating            
profit          items        profit               
                                                           before               
                                                           exceptional          
                                                           items                
2010            2010         2010                 
                              Audited         Audited      Audited              
                              US$m            US$m         US$m                 
Latin America                  1,114           156          1,270               
Europe                         638             202          840                 
North America                  12              -            12                  
Africa                         313             3            316                 
Asia                           (34)            -            (34)                
South Africa: Beverages        773             53           826                 
Corporate                      (197)           58           (139)               
Group                          2,619           472          3,091               
EBITA (segment result)                                                          
This comprises operating profit before exceptional items, amortisation of       
intangible assets (excluding software) and includes the group`s share of        
associates` and joint ventures` operating profit on a similar basis. The        
following table provides a reconciliation of operating profit before            
exceptional items to EBITA.                                                     
                  Operating    Share of      Amortisation  EBITA                
                  profit       associates`   of intangible                      
                  before       and joint     assets                             
exceptional  ventures`     (excluding                         
                  items        operating     software) -                        
                               profit        group and                          
                               before        share of                           
exceptional   associates`                        
                               items         and joint                          
                                             ventures`                          
                  2011         2011          2011          2011                 
Unaudited    Unaudited     Unaudited     Unaudited            
                  US$m         US$m          US$m          US$m                 
Latin America      1,497        -             123           1,620               
Europe             857          2             28            887                 
North America      16           679           46            741                 
Africa             365          277           5             647                 
Asia               (22)         108           6             92                  
South Africa:      997          206           1             1,204               
- Beverages        997          70            -             1,067               
- Hotels and       -            136           1             137                 
Gaming                                                                          
Corporate          (147)        -             -             (147)               
Group              3,563        1,272         209           5,044               
                   Operating    Share of     Amortisation   EBITA               
                   profit       associates`  of intangible                      
                   before       and joint    assets                             
exceptional  ventures`    (excluding                         
                   items        operating    software) -                        
                                profit       group and                          
                                before       share of                           
exceptional  associates`                        
                                items        and joint                          
                                             ventures`                          
                   2010         2010         2010           2010                
Audited      Audited      Audited        Audited             
                   US$m         US$m         US$m           US$m                
Latin America       1,270        -            116            1,386              
Europe              840          3            29             872                
North America       12           562          45             619                
Africa              316          248          1              565                
Asia                (34)         98           7              71                 
South Africa:       826          180          1              1,007              
- Beverages         826          59           -              885                
- Hotels and        -            121          1              122                
Gaming                                                                          
Corporate           (139)        -            -              (139)              
Group               3,091        1,091        199            4,381              
The group`s share of associates` and joint ventures` operating profit is        
reconciled to the share of post-tax results of associates and joint ventures    
in the income statement as follows:                                             
2011           2010                
                                             Unaudited      Audited             
                                             US$m           US$m                
Share of associates` and joint ventures`      1,272          1,091              
operating profit (before exceptional items)                                     
Share of associates` and joint ventures`      (31)           (18)               
exceptional items                                                               
Share of associates` and joint ventures` net  (35)           (40)               
finance costs                                                                   
Share of associates` and joint ventures`      (139)          (118)              
taxation                                                                        
Share of associates` and joint ventures` non- (43)           (42)               
controlling interests                                                           
Share of post-tax results of associates and   1,024          873                
joint ventures                                                                  
Excise duties of US$4,263 million (2010: US$3,825 million) have been            
incurred during the year as follows: Latin America US$1,639 million (2010:      
US$1,517 million); Europe US$1,160 million (2010:                               
US$1,075 million); North America US$2 million (2010: US$2 million); Africa      
US$324 million (2010: US$282 million); Asia US$219 million (2010: US$181        
million) and South Africa US$919 million (2010: US$768 million). The group`s    
share of MillerCoors` excise duties incurred during the year was US$719         
million (2010: US$737 million).                                                 
The following table provides a reconciliation of EBITDA (the net cash           
generated from operations before working capital movements) to adjusted         
EBITDA. A reconciliation of profit for the year for the group to EBITDA for     
the group can be found in note 10a.                                             
                     EBITDA         Cash        Dividends    Adjusted           
exceptional received     EBITDA             
                                    items       from                            
                                                MillerCoors                     
                     2011           2011        2011         2011               
Unaudited      Unaudited   Unaudited    Unaudited          
                     US$m           US$m        US$m         US$m               
Latin America         1,853          103         -            1,956             
Europe                1,021          125         -            1,146             
North America         27             -           822          849               
Africa                517            4           -            521               
Asia                  17             -           -            17                
South Africa:         1,143          42          -            1,185             
Beverages                                                                       
Corporate             (76)           19          -            (57)              
Group                 4,502          293         822          5,617             
                     EBITDA         Cash        Dividends    Adjusted           
exceptional received     EBITDA             
                                    items       from                            
                                                MillerCoors                     
                     2010           2010        2010         2010               
Audited        Audited     Audited      Audited            
                     US$m           US$m        US$m         US$m               
Latin America         1,618          92          -            1,710             
Europe                1,059          144         -            1,203             
North America         15             -           707          722               
Africa                409            3           -            412               
Asia                  (3)            -           -            (3)               
South Africa:         942            42          -            984               
Beverages                                                                       
Corporate             (66)           58          -            (8)               
Group                 3,974          339         707          5,020             
                                Capital        Investment      Total            
expenditure    activitySquared                  
                                excluding                                       
                                investment                                      
                                activity1                                       
2011           2011            2011             
                                Unaudited      Unaudited       Unaudited        
                                US$m           US$m            US$m             
Latin America                    438            55              493             
Europe                           265            (2)             263             
North America                    -              171             171             
Africa                           211            24              235             
Asia                             54             15              69              
South Africa:                    275            (68)            207             
- Beverages                     275            -               275              
- Hotels and Gaming             -              (68)            (68)             
Corporate                        72             3               75              
Group                            1,315          198             1,513           
                                Capital        Investment      Total            
                                expenditure    activitySquared                  
                                excluding                                       
investment                                      
                                activity1                                       
                                2010           2010            2010             
                                Audited        Audited         Audited          
US$m           US$m            US$m             
Latin America                    357            (13)            344             
Europe                           346            8               354             
North America                    -              317             317             
Africa                           524            84              608             
Asia                             48             36              84              
South Africa:                    210            63              273             
- Beverages                     210            -               210              
- Hotels and Gaming             -              63              63               
Corporate                        43             6               49              
Group                            1,528          501             2,029           
Capital expenditure includes additions of intangible assets (excluding          
goodwill) and property, plant and equipment.                                    
2Investment activity includes acquisitions and disposals of businesses, net     
investments in associates and joint ventures, purchases of shares in non-       
controlling interests and purchases and disposals of available for sale         
investments.                                                                    
3. Exceptional items                                                            
                                            2011          2010                  
                                            Unaudited     Audited               
US$m          US$m                  
Exceptional items included in operating                                         
profit:                                                                         
Business capability programme costs          (296)         (325)                
Broad-Based Black Economic Empowerment       (149)         (11)                 
scheme costs                                                                    
Profit on partial disposal of investment in  159           -                    
associate                                                                       
Impairments                                  (98)          (45)                 
Integration and restructuring costs          (52)          (78)                 
Transaction costs                            -             (13)                 
Net exceptional losses included within       (436)         (472)                
operating profit                                                                
Exceptional items included in net finance                                       
costs:                                                                          
Business capability programme costs          -             (17)                 
Net exceptional losses included within net   -             (17)                 
finance costs                                                                   
Share of associates` and joint ventures`                                        
exceptional items:                                                              
Loss on transaction in associate             (26)          -                    
Integration and restructuring costs          (5)           (14)                 
Unwinding of fair value adjustments on       -             (4)                  
inventory                                                                       
Share of associates` and joint ventures`     (31)          (18)                 
exceptional losses                                                              
Net taxation credits relating to             2             64                   
subsidiaries` and the group`s share of                                          
associates` and joint ventures` exceptional                                     
items                                                                           
EXCEPTIONAL ITEMS INCLUDED IN OPERATING PROFIT                                  
Business capability programme costs                                             
The business capability programme will streamline finance, human resources      
and procurement activities through the deployment of global systems and         
introduce common sales, distribution and supply chain management systems.       
Costs of US$296 million have been incurred in the year (2010: US$325            
million).                                                                       
Broad-Based Black Economic Empowerment scheme costs                             
US$149 million (2010: US$11 million) of costs have been incurred in relation    
to the Broad-Based Black Economic Empowerment (BBBEE) scheme in South           
Africa. These were IFRS 2 share-based payment charges in relation to the        
retailer and employee components of the scheme and the costs associated with    
the scheme.                                                                     
Profit on partial disposal of investment in associate                           
In February 2011, a profit of US$159 million arose on the partial disposal      
of the group`s shareholding in Tsogo Sun Holdings (Pty) Ltd (Tsogo Sun) as      
part of the Tsogo Sun/Gold Reef Resorts Ltd (GRR) merger (see note 9 for        
further details).                                                               
Impairments                                                                     
During 2011, impairment charges of US$98 million were incurred in Europe        
including charges following the classification of the in-house distribution     
business in Italy as held for sale and the closure of the Cluj brewery in       
Romania.                                                                        
In 2010, an impairment charge of US$45 million was recorded in Latin America    
in relation to property, plant and equipment following the announcement of      
the closure of production facilities at the Bogota brewery in Colombia.         
Integration and restructuring costs                                             
During 2011, US$52 million of restructuring costs were incurred in Europe       
including the closure of the Cluj brewery and associated restructuring in       
Romania; retrenchments in the Netherlands; restructuring of distribution in     
the Canary Islands; and costs associated with the intended disposal of the      
in-house distribution business in Italy.                                        
In 2010, in Europe US$64 million of integration and restructuring costs were    
incurred in Romania, Poland, Slovakia, Italy, the Netherlands and the Canary    
Islands; and US$14 million of restructuring costs were incurred in Colombia     
in Latin America.                                                               
Transaction costs                                                               
In 2010, costs of US$13 million were incurred in relation to transaction        
services and were treated as exceptional in the Corporate division.             
EXCEPTIONAL ITEMS INCLUDED IN NET FINANCE COSTS                                 
Business capability programme costs                                             
In 2010, a charge of US$17 million was incurred to reflect differences on       
the fair valuation of financial instruments as a result of the business         
capability programme and resultant changes in treasury systems used and         
their differing valuation methodologies.                                        
Share of associates` and joint ventures` exceptional items                      
Loss on transaction in associate                                                
During 2011, the group`s share of the impairment loss on Tsogo Sun`s            
existing holding in GRR as a result of the merger transaction between these     
two businesses and costs associated with the transaction was                    
US$26 million.                                                                  
Integration and restructuring costs                                             
During 2011, the group`s share of MillerCoors` integration and restructuring    
costs was US$5 million, primarily related to severance costs (2010: US$14       
million primarily related to relocation and severance costs).                   
Unwinding of fair value adjustments on inventory                                
In 2010, the group`s share of MillerCoors` charge to operating profit in the    
year relating to the unwind of the fair value adjustment to inventory was       
US$4 million.                                                                   
TAXATION CREDITS                                                                
Net taxation credits of US$2 million (2010: US$64 million) arose in relation    
to exceptional items during the year and include US$2 million (2010: US$7       
million) in relation to MillerCoors although the tax credit is recognised in    
Miller Brewing Company (see note 5).                                            
4.  Net finance costs                                                           
                                               2011        2010                 
Unaudited   Audited             
                                               US$m        US$m                 
a. Interest payable and similar charges                                         
Interest payable on bank loans and overdrafts   123         162                 
Interest payable on derivatives                 163         216                 
Interest payable on corporate bonds             408         389                 
Interest element of finance leases payments     1           1                   
Net exchange gains on financing activities      (14)        (51)                
Net exchange losses on dividends                9           -                   
Fair value losses on financial instruments:                                     
- Fair value losses on dividend-related         -           9                   
derivatives                                                                     
- Fair value losses on standalone derivative    153         104                 
financial instruments                                                           
- Ineffectiveness of net investment hedges      4           8                   
Change in valuation methodology of financial    -           17                  
instruments                                                                     
Other finance charges                           36          24                  
Total interest payable and similar charges      883         879                 
b. Interest receivable and similar income                                       
Interest receivable                             48          60                  
Interest receivable on derivatives              212         217                 
Fair value gains on financial instruments:                                      
- Fair value gains on standalone derivative     92          28                  
financial instruments                                                           
- Fair value gains on dividend-related          6           -                   
derivatives                                                                     
Net exchange gains on dividends                 -           9                   
Other finance income                            -           2                   
Total interest receivable and similar income    358         316                 
Net finance costs                               525         563                 
These items have been excluded from the determination of adjusted earnings      
per share. Adjusted net finance costs are therefore US$518 million (2010:       
US$538 million).                                                                
5. Taxation                                                                     
                                               2011        2010                 
Unaudited   Audited              
                                               US$m        US$m                 
Current taxation                                808         725                 
- Charge for the year (UK corporation tax:      817         755                 
US$11 million (2010: US$6 million))                                             
- Adjustments in respect of prior years         (9)         (30)                
Withholding taxes and other remittance taxes    101         77                  
Total current taxation                          909         802                 
Deferred taxation                               160         46                  
- Charge for the year (UK corporation tax:      183         71                  
US$nil (2010: US$nil))                                                          
- Adjustments in respect of prior years         (16)        (14)                
- Rate change                                   (7)         (11)                
Taxation expense                                1,069       848                 
Tax (credit)/charge relating to components of                                   
other comprehensive income is as follows:                                       
Deferred tax credit on actuarial gains and      (36)        (10)                
losses                                                                          
Deferred tax charge on financial instruments    14          46                  
                                               (22)        36                   
Effective tax rate (%)                          28.2        28.5                
See the financial definitions section for the definition of the effective       
tax rate. The calculation is on a basis consistent with that used in prior      
years and is also consistent with other group operating metrics.                
MillerCoors is not a taxable entity. The tax balances and obligations           
therefore remain with Miller Brewing Company as a 100% subsidiary of the        
group.  This subsidiary`s tax charge includes tax (including deferred tax)      
on the group`s share of the taxable profits of MillerCoors and includes tax     
in other comprehensive income on the group`s share of MillerCoors` taxable      
items included within other comprehensive income.                               
6. Earnings per share                                                           
                                               2011         2010                
Unaudited    Audited             
                                               US cents     US cents            
Basic earnings per share                        152.8        122.6              
Diluted earnings per share                      151.8        122.1              
Headline earnings per share                     150.8        127.3              
Adjusted basic earnings per share               191.5        161.1              
Adjusted diluted earnings per share             190.3        160.4              
The weighted average number of shares was:                                      
2011        2010                 
                                               Unaudited   Audited              
                                               Millions of Millions of          
                                               shares      shares               
Ordinary shares                                 1,656       1,641               
Treasury shares                                 (72)        (77)                
EBT ordinary shares                             (8)         (6)                 
Basic shares                                    1,576       1,558               
Dilutive ordinary shares                        10          6                   
Diluted shares                                  1,586       1,564               
The calculation of diluted earnings per share excludes 9,045,847 (2010:         
6,920,802) share options that were non-dilutive for the year because the        
exercise price of the option exceeded the fair value of the shares during       
the year, 12,842,609 (2010: 10,485,166) share awards that were non-dilutive     
for the year because the performance conditions attached to the share awards    
have not been met and 732,869 shares in relation to the employee component      
of the BBBEE scheme that were non-dilutive in the year. These share awards      
could potentially dilute earnings per share in the future.                      
ADJUSTED AND HEADLINE EARNINGS                                                  
The group presents an adjusted earnings per share figure which excludes the     
impact of amortisation of intangible assets (excluding software), certain       
non-recurring items and post-tax exceptional items in order to present an       
additional measure of performance for the years shown in the consolidated       
financial statements. Adjusted earnings per share has been based on adjusted    
earnings for each financial year and on the same number of weighted average     
shares in issue as the basic earnings per share calculation. Headline           
earnings per share has been calculated in accordance with the South African     
Circular 3/2009 entitled `Headline Earnings` which forms part of the listing    
requirements for the JSE Ltd (JSE). The adjustments made to arrive at           
headline earnings and adjusted earnings are as follows:                         
                                             2011          2010                 
                                             Unaudited     Audited              
US$m          US$m                 
Profit for the year attributable to equity    2,408         1,910               
holders of the parent                                                           
Headline adjustments                                                            
Impairment of business held for sale          53            -                   
Impairment of intangible assets               14            -                   
Impairment of property, plant and equipment   31            45                  
(Profit)/loss on disposal of property,        (5)           39                  
plant and equipment                                                             
Profit on partial disposal of investment in   (159)         -                   
associate                                                                       
Profit on disposal of available for sale      -             (2)                 
investments                                                                     
Tax effects of the above items                14            (17)                
Non-controlling interests` share of the       1             9                   
above items                                                                     
Share of joint ventures` and associates`      20            -                   
other adjustments, net of tax and non-                                          
controlling interests                                                           
Headline earnings                             2,377         1,984               
Business capability programme costs           296           342                 
Broad-Based Black Economic Empowerment        149           11                  
scheme costs                                                                    
Integration and restructuring costs           52            41                  
Transaction costs                             -             13                  
Net loss on fair value movements on capital   7             8                   
items                                                                           
Amortisation of intangible assets             158           150                 
(excluding capitalised software)                                                
Tax effects of the above items                (71)          (101)               
Non-controlling interests` share of the       (10)          (6)                 
above items                                                                     
Share of joint ventures` and associates`      60            67                  
other adjustments, net of tax and non-                                          
controlling interests                                                           
Adjusted earnings                             3,018         2,509               
This does not include all fair value movements but includes those in            
relation to capital items for which hedge accounting cannot be applied.         
7. Dividends                                                                    
Dividends paid were as follows:                                                 
2011           2010                
                                             Unaudited      Audited             
Equity                                        US$m           US$m               
2010 Final dividend paid: 51.0 US cents       806            654                
(2009: 42.0 US cents) per ordinary share                                        
2011 Interim dividend paid: 19.5 US cents     309            270                
(2010: 17.0 US cents) per ordinary share                                        
                                             1,115          924                 
In addition, the directors are proposing a final dividend of 61.5 US cents      
per share in respect of the financial year ended 31 March 2011, which will      
absorb an estimated US$971 million of shareholders` funds. If approved by       
shareholders, the dividend will be paid on 12 August 2011 to shareholders       
registered on the London and Johannesburg registers on                          
5 August 2011.                                                                  
8. Goodwill and intangible assets                                               
                                              Goodwill      Intangible          
assets              
                                              Unaudited     Unaudited           
                                              US$m          US$m                
Net book amount                                                                 
At 1 April 2009                                8,716         3,742              
Exchange adjustments                           1,671         657                
Arising on increase in share of subsidiary     1,125         -                  
undertakings                                                                    
Additions - separately acquired                -             93                 
Acquisitions - through business combinations   67            33                 
Amortisation                                   -             (203)              
Transfers from property, plant and equipment   -             32                 
At 31 March 2010                               11,579        4,354              
Exchange adjustments                           332           101                
Additions - separately acquired                -             126                
Acquisitions - through business combinations   41            7                  
Amortisation                                   -             (220)              
Disposals                                      -             (1)                
Impairment                                     -             (14)               
Transfers from property, plant and equipment   -             8                  
At 31 March 2011                               11,952        4,361              
As restated (see note 12).                                                      
GOODWILL                                                                        
2011                                                                            
Provisional goodwill arose on the acquisition through business combinations     
in the year of Cerveceria Argentina S.A. Isenbeck (CASA Isenbeck) in            
Argentina and Crown Foods Limited in Kenya (see note 11). The fair value        
exercises in respect of these business combinations have yet to be              
completed.                                                                      
2010                                                                            
Additional goodwill arose on the acquisition through business combinations      
of Ambo Mineral Water Share Company in Ethiopia, Rwenzori Bottling Company      
Ltd in Uganda, the maheu business in Zambia and Bere Azuga in Romania,          
together with goodwill which arose on the increase in the group`s share of      
subsidiary undertakings primarily related to the buyout of non-controlling      
interests in Poland. The fair value exercises in respect of these business      
combinations are now complete.                                                  
9. Investments in joint ventures and associates                                 
                                            Investments    Investments          
                                            in joint       in                   
ventures       associates           
                                            US$m           US$m                 
At 1 April 2009 (audited)                    5,495          1,787               
Exchange adjustments                         11             90                  
Net increase in investments                  353            73                  
Share of results retained                    536            337                 
Share of gains recognised in other           134            2                   
comprehensive income                                                            
Dividends receivable                         (707)          (109)               
Transfer from other assets                   -              33                  
At 31 March 2010 (audited)                   5,822          2,213               
Exchange adjustments                         12             136                 
Net increase in investments                  186            100                 
Share of results retained                    667            357                 
Share of (losses)/gains recognised in other  (52)           2                   
comprehensive income                                                            
Dividends receivable                         (822)          (89)                
At 31 March 2011 (unaudited)                 5,813          2,719               
Following the effective `dollarisation` of the Zimbabwean economy in 2009,      
the end of hyperinflation and the stabilisation of the Zimbabwean economy,      
the group has included its share of the volumes and the results of its          
Zimbabwean associate, Delta Corporation Limited, with effect from 1 April       
2010.                                                                           
The net increase in investments in associates in the current year includes      
the impact of the following:                                                    
On 4 November 2010, Tsogo Sun Gaming (Pty) Ltd, a wholly owned subsidiary of    
the group`s associate, Tsogo Sun, repaid the R490 million (US$68 million)       
preference shares issued to SABSA Holdings (Pty) Ltd, a wholly owned            
subsidiary of the group.                                                        
On 24 February 2011, the Tsogo Sun Group merged with GRR, a Johannesburg        
Stock Exchange listed business, through an all share merger. The transaction    
was effected through the acquisition by GRR of the group`s entire 49%           
shareholding in Tsogo Sun in exchange for a 39.68% shareholding in the          
listed enlarged entity and resulted in a profit of US$159 million on the        
partial disposal of the group`s shareholding in Tsogo Sun and a loss of         
US$26 million being the group`s share of the associate`s loss on the merger     
transaction.                                                                    
10a. Reconciliation of profit for the year to net cash generated from           
operations                                                                      
                                            2011          2010                  
Unaudited     Audited               
                                            US$m          US$m                  
Profit for the year                          2,557         2,081                
Taxation                                     1,069         848                  
Share of post-tax results of associates and  (1,024)       (873)                
joint ventures                                                                  
Interest receivable and similar income       (358)         (316)                
Interest payable and similar charges         883           879                  
Operating profit                             3,127         2,619                
Depreciation:                                                                   
- Property, plant and equipment              665           655                  
- Containers                                 239           226                  
Container breakages, shrinkages and write-   24            40                   
offs                                                                            
Profit on partial disposal of investment in  (159)         -                    
associate                                                                       
(Profit)/loss on disposal of property,       (5)           39                   
plant and equipment                                                             
Profit on disposal of available for sale     -             (2)                  
investments                                                                     
Amortisation of advances to customers        28            28                   
Amortisation of intangible assets            220           203                  
Impairment of intangible assets              14            -                    
Impairment of property, plant and equipment  31            45                   
Impairment of working capital balances       82            34                   
Unrealised net loss from fair value hedges   1             1                    
Dividends received from other investments    (1)           (2)                  
Charge with respect to share options         99            80                   
Charge with respect to Broad-Based Black     147           -                    
Economic Empowerment scheme                                                     
Other non-cash movements                     (10)          8                    
Net cash generated from operations before    4,502         3,974                
working capital movements (EBITDA)                                              
Decrease in inventories                      26            78                   
(Increase)/decrease in receivables           (147)         48                   
Increase in payables                         161           416                  
Increase in provisions                       18            22                   
Increase/(decrease) in post-retirement       8             (1)                  
provisions                                                                      
Net cash generated from operations           4,568         4,537                
Profit for the year and cash generated from operations before working           
capital movements includes cash flows relating to exceptional items of          
US$293 million (2010: US$339 million), comprising US$283 million (2010:         
US$301 million) in respect of business capability programme costs,              
US$8 million (2010: US$15 million) in respect of integration and                
restructuring costs, US$2 million (2010: US$11 million) in respect of BBBEE     
scheme costs, and US$nil (2010: US$12 million) in respect of transaction        
costs.                                                                          
The following table provides a reconciliation of EBITDA to adjusted EBITDA.     
                                                2011         2010               
                                                Unaudited    Unaudited          
                                                US$m         US$m               
EBITDA                                           4,502        3,974             
Cash exceptional items                           293          339               
Dividends received from MillerCoors              822          707               
Adjusted EBITDA                                  5,617        5,020             
10b. Reconciliation of net cash from operating activities to free cash flow     
                                                2011         2010               
                                                Unaudited    Unaudited          
                                                US$m         US$m               
Net cash generated from operating activities     3,043        3,277             
Purchase of property, plant and equipment        (1,189)      (1,436)           
Proceeds from sale of property, plant and        73           37                
equipment                                                                       
Purchase of intangible assets                    (126)        (92)              
Investments in joint ventures                    (186)        (353)             
Investments in associates                        (4)          (63)              
Repayment of investments by associates           68           3                 
Dividends received from joint ventures           822          707               
Dividends received from associates               88           106               
Dividends received from other investments        1            2                 
Dividends paid to non-controlling interests      (102)        (160)             
Free cash flow                                   2,488        2,028             
10c. Analysis of net debt                                                       
Cash and cash equivalents on the balance sheet are reconciled to cash and       
cash equivalents on the cash flow as follows:                                   
2011         2010               
                                                Unaudited    Audited            
                                                US$m         US$m               
Cash and cash equivalents (balance sheet)        1,067        779               
Cash and cash equivalents of disposal group      4            -                 
classified as held for sale                                                     
                                                1,071        779                
Overdrafts                                       (258)        (190)             
Cash and cash equivalents (cash flow)            813          589               
Net debt is analysed as follows:                                                
                                                2011         2010               
                                                Unaudited    Audited            
US$m         US$m               
Borrowings                                       (8,193)      (9,212)           
Borrowings-related derivative financial          298          237               
instruments                                                                     
Overdrafts                                       (258)        (190)             
Finance leases                                   (9)          (12)              
Gross debt                                       (8,162)      (9,177)           
Cash and cash equivalents (excluding             1,071        779               
overdrafts)                                                                     
Net debt                                         (7,091)      (8,398)           
The movement in net debt is analysed as follows:                                
             Cash and    Overdrafts   Borrowings  Derivative  Finance           
cash                                 financial   leases            
             equivalents                          instruments                   
             (excluding                                                         
             overdrafts)                                                        
US$m        US$m         US$m        US$m        US$m              
At 1 April    779         (190)        (9,212)     237         (12)             
2010                                                                            
Exchange      8           17           (174)       (3)         -                
adjustments                                                                     
Cash flow     283         (72)         1,159       84          5                
Acquisitions  1           (13)         -           -           (1)              
Other         -           -            34          (20)        (1)              
movements                                                                       
At 31 March   1,071       (258)        (8,193)     298         (9)              
2011                                                                            
             Total                                            Net debt          
Gross                                                              
              borrowings                                                        
             US$m                                             US$m              
At 1 April    (9,177)                                          (8,398)          
2010                                                                            
Exchange      (160)                                            (152)            
adjustments                                                                     
Cash flow     1,176                                            1,459            
Acquisitions  (14)                                             (13)             
Other         13                                               13               
movements                                                                       
At 31 March   (8,162)                                          (7,091)          
2011                                                                            
The group has sufficient headroom to enable it to conform to covenants on       
its existing borrowings. The group has sufficient undrawn financing             
facilities to service its operating activities and ongoing capital              
investment. The group had the following undrawn committed borrowing             
facilities available at 31 March 2011 in respect of which all conditions        
precedent had been met at that date:                                            
                                                 2011        2010               
Unaudited   Audited            
                                                 US$m        US$m               
Amounts expiring:                                                               
Within one year                                   967         441               
Between one and two years                         2,118       1,025             
Between two and five years                        79          2,112             
In five years or more                             -           1                 
                                                 3,164       3,579              
In April 2011, the group entered into a five year US$2,500 million committed    
syndicated facility, with the option of two one-year extensions. This           
facility replaced the existing US$2,000 million and US$600 million committed    
syndicated facilities, which were both voluntarily cancelled and which are      
shown in the table above as expiring between one and two years and within       
one year, respectively.                                                         
The group`s net debt is denominated in the following currencies:                
            US        SA rand  Euro      Colombian  Other      Total            
dollars                      peso       currencies                  
            US$m      US$m     US$m      US$m       US$m       US$m             
Total cash   609       30       111       96         225        1,071           
and cash                                                                        
equivalents                                                                     
Total gross  (4,334)   (290)    (1,482)   (1,202)    (854)      (8,162)         
borrowings                                                                      
            (3,725)   (260)    (1,371)   (1,106)    (629)      (7,091)          
Cross        1,089     (413)    (116)     -          (560)      -               
currency                                                                        
swaps                                                                           
At 31 March  (2,636)   (673)    (1,487)   (1,106)    (1,189)    (7,091)         
2011                                                                            
(unaudited)                                                                     
                                                                                
Total cash   352       134      49        48         196        779             
and cash                                                                        
equivalents                                                                     
Total gross  (5,094)   (526)    (1,403)   (1,253)    (901)      (9,177)         
borrowings                                                                      
(4,742)   (392)    (1,354)   (1,205)    (705)      (8,398)          
Cross        2,124     (384)    (569)     (557)      (614)      -               
currency                                                                        
swaps                                                                           
At 31 March  (2,618)   (776)    (1,923)   (1,762)    (1,319)    (8,398)         
2010                                                                            
(audited)                                                                       
11. Business combinations                                                       
Acquisitions                                                                    
The following business combinations took effect during the year:                
On 24 November 2010 the group acquired a 100% interest in CASA Isenbeck, the    
third largest brewer in Argentina, for a cash consideration of                  
US$38 million.                                                                  
On 30 November 2010 the group acquired an 80% effective interest in Crown       
Foods Limited, a mineral water and juice business in Kenya, for a cash          
consideration of US$7 million.                                                  
Goodwill arising on the above business combinations of US$41 million            
represents, amongst other things, tangible and intangible assets yet to be      
recognised separately from goodwill as the fair value exercises are still in    
progress, and the assembled workforce.                                          
12.  Balance sheet restatements                                                 
The initial accounting under IFRS 3, `Business Combinations`, for the maheu     
and Rwenzori acquisitions had not been completed as at 31 March 2010. During    
the year ended 31 March 2011, adjustments to provisional fair values in         
respect of these acquisitions were made which resulted in goodwill              
decreasing by US$5 million to US$11,579 million, trade and other payables       
increasing by US$1 million to US$3,228 million and total equity decreasing      
by US$6 million to US$20,593 million. As a result comparative information       
for the year ended 31 March 2010 has been presented in the consolidated         
financial statements as if the adjustments to provisional fair values had       
been made from the respective transaction dates. The impact on the prior        
year income statement has been reviewed and no adjustments to the income        
statement are required as a result of the adjustments to provisional fair       
values.                                                                         
13.  Share capital                                                              
During the year ended 31 March 2011 4,290,162 ordinary shares (2010:            
9,382,883 ordinary shares) were allotted and issued in accordance with the      
group`s share purchase, option and award schemes.                               
In May 2009 60 million ordinary shares were issued as consideration for the     
purchase of the 28.1% non-controlling interest in the Polish business.          
14.  Post balance sheet events                                                  
In April 2011, the group entered into a five year US$2,500 million committed    
syndicated facility, with the option of two one-year extensions. This           
facility replaced the existing US$2,000 million and US$600 million committed    
syndicated facilities, which were both voluntarily cancelled.                   
ADJUSTED EARNINGS                                                               
Adjusted earnings are calculated by adjusting headline earnings (as defined     
below) for the amortisation of intangible assets (excluding software),          
integration and restructuring costs, the fair value movements in relation to    
capital items for which hedge accounting cannot be applied and other items      
which have been treated as exceptional but not included above or as headline    
earnings adjustments together with the group`s share of joint ventures` and     
associates` adjustments for similar items. The tax and non-controlling          
interests in respect of these items are also adjusted.                          
ADJUSTED EBITDA                                                                 
This comprises EBITDA before cash flows from exceptional items and includes     
dividends received from our joint venture MillerCoors. Dividends received       
from MillerCoors approximate to the group`s share of the EBITDA of the          
MillerCoors joint venture.                                                      
ADJUSTED NET FINANCE COSTS                                                      
This comprises net finance costs excluding fair value movements in relation     
to capital items for which hedge accounting cannot be applied and any           
exceptional finance charges or income.                                          
ADJUSTED PROFIT BEFORE TAX                                                      
This comprises EBITA less adjusted net finance costs and less the group`s       
share of associates` and joint ventures` net finance costs on a similar         
basis.                                                                          
CONSTANT CURRENCY                                                               
Constant currency results have been determined by translating the local         
currency denominated results for the year ended 31 March at the exchange        
rates for the prior year.                                                       
EBITA                                                                           
This comprises operating profit before exceptional items, amortisation of       
intangible assets (excluding software) and includes the group`s share of        
associates` and joint ventures` operating profit on a similar basis.            
EBITA margin (%)                                                                
This is calculated by expressing EBITA as a percentage of group revenue.        
EBITDA                                                                          
This comprises the net cash generated from operations before working capital    
movements. This includes cash flows relating to exceptional items incurred      
in the year.                                                                    
EBITDA margin (%)                                                               
This is calculated by expressing EBITDA as a percentage of revenue.             
EFFECTIVE TAX RATE (%)                                                          
The effective tax rate is calculated by expressing tax before tax on            
exceptional items and on amortisation of intangible assets (excluding           
software), including the group`s share of associates` and joint ventures`       
tax on the same basis, as a percentage of adjusted profit before tax.           
FREE CASH FLOW                                                                  
This comprises net cash generated from operating activities less cash paid      
for the purchase of property, plant and equipment, and intangible assets,       
net investments in existing associates and joint ventures (in both cases        
only where there is no change in the group`s effective ownership percentage)    
and dividends paid to non-controlling interests plus cash received from the     
sale of property, plant and equipment and intangible assets and dividends       
received.                                                                       
The definition of free cash flow has been refined to exclude the purchase of    
shares from non-controlling interests and net investments in associates and     
joint ventures which result in a change in the group`s effective ownership      
percentage, as these are deemed to be discretionary expenditure.                
Comparatives have been restated accordingly.                                    
GROUP REVENUE                                                                   
This comprises revenue together with the group`s share of revenue from          
associates and joint ventures.                                                  
HEADLINE EARNINGS                                                               
Headline earnings are calculated by adjusting profit for the financial          
period attributable to equity holders of the parent for items in accordance     
with the South African Circular 3/2009 entitled `Headline Earnings`. Such       
items include impairments of non-current assets and profits or losses on        
disposals of non-current assets and their related tax and non-controlling       
interests. This also includes the group`s share of associates` and joint        
ventures` adjustments on the same basis.                                        
INTEREST COVER                                                                  
This is the ratio of adjusted EBITDA to adjusted net finance costs.             
NET DEBT                                                                        
This comprises gross debt (including borrowings, borrowings-related             
derivative financial instruments, overdrafts and finance leases) net of cash    
and cash equivalents (excluding overdrafts).                                    
ORGANIC INFORMATION                                                             
Organic results and volumes exclude the first 12 months` results and volumes    
relating to acquisitions and the last 12 months` results and volumes            
relating to disposals.                                                          
SALES VOLUMES                                                                   
In the determination and disclosure of sales volumes, the group aggregates      
100% of the volumes of all consolidated subsidiaries and its equity             
accounted percentage of all associates` and joint ventures` volumes.            
Contract brewing volumes are excluded from volumes although revenue from        
contract brewing is included within group revenue. Volumes exclude intra-       
group sales volumes. This measure of volumes is used for lager volumes, soft    
drinks volumes, other alcoholic beverage volumes and beverage volumes and is    
used in the segmental analyses as it more closely aligns with the               
consolidated group revenue and EBITA disclosures.                               
This announcement does not constitute an offer to sell or issue or the          
solicitation of an offer to buy or acquire ordinary shares in the capital of    
SABMiller plc (the "company") or any other securities of the company in any     
jurisdiction or an inducement to enter into investment activity.                
This announcement includes `forward-looking statements` with respect to         
certain of SABMiller plc`s plans, current goals and expectations relating to    
its future financial condition, performance and results. These statements       
contain the words "anticipate", "believe", "intend", "estimate", "expect"       
and words of similar meaning. All statements other than statements of           
historical facts included in this announcement, including, without              
limitation, those regarding the company`s financial position, business          
strategy, plans and objectives of management for future operations              
(including development plans and objectives relating to the company`s           
products and services) are forward-looking statements. Such forward-looking     
statements involve known and unknown risks, uncertainties and other             
important factors that could cause the actual results, performance or           
achievements of the company to be materially different from future results,     
performance or achievements expressed or implied by such forward-looking        
statements. Such forward-looking statements are based on numerous               
assumptions regarding the company`s present and future business strategies      
and the environment in which the company will operate in the future. These      
forward-looking statements speak only as at the date of this announcement.      
The company expressly disclaims any obligation or undertaking to disseminate    
any updates or revisions to any forward-looking statements contained herein     
to reflect any change in the company`s expectations with regard thereto or      
any change in events, conditions or circumstances on which any such             
statement is based. The past business and financial performance of SABMiller    
plc is not to be relied on as an indication of its future performance.          
SABMiller plc                                                                   
ADMINISTRATION                                                                  
SABMiller plc                                                                   
Incorporated in England and Wales (Registration No. 3528416)                    
General Counsel and Group Company Secretary                                     
John Davidson                                                                   
Registered office                                                               
SABMiller House                                                                 
Church Street West                                                              
Woking                                                                          
Surrey, England                                                                 
GU21 6HS                                                                        
Facsimile   +44 1483 264103                                                     
Telephone +44 1483 264000                                                       
Head office                                                                     
One Stanhope Gate                                                               
London, England                                                                 
W1K 1AF                                                                         
Facsimile   +44 20 7659 0111                                                    
Telephone +44 20 7659 0100                                                      
Internet address                                                                
http://www.sabmiller.com                                                        
Investor relations                                                              
Telephone +44 20 7659 0100                                                      
Email: investor.relations@sabmiller.com                                         
Sustainable development                                                         
Telephone +44 1483 264134                                                       
Email: sustainable.development@sabmiller.com                                    
Independent auditors                                                            
PricewaterhouseCoopers LLP                                                      
1 Embankment Place                                                              
London, England                                                                 
WC2N 6RH                                                                        
Facsimile   +44 20 7822 4652                                                    
Telephone +44 20 7583 5000                                                      
Registrar (United Kingdom)                                                      
Capita Registrars                                                               
The Registry                                                                    
34 Beckenham Road                                                               
Beckenham                                                                       
Kent, England                                                                   
BR3 4TU                                                                         
Facsimile   +44 20 8658 2342                                                    
Telephone +44 20 8639 3399 (outside UK)                                         
Telephone 0871 664 0300 (from UK calls cost 10p per minute plus network         
extras, lines are open 8.30am-5.30pm Mon-Fri)                                   
Email: ssd@capitaregistrars.com                                                 
www.capitaregistrars.com                                                        
Registrar (South Africa)                                                        
Computershare Investor Services (Pty) Limited                                   
70 Marshall Street, Johannesburg                                                
PO Box 61051                                                                    
Marshalltown 2107                                                               
South Africa                                                                    
Facsimile   +27 11 688 5248                                                     
Telephone +27 11 370 5000                                                       
United States ADR Depositary                                                    
BNY Mellon                                                                      
Shareholder Services                                                            
PO Box 358516                                                                   
Pittsburgh PA 15252-8516                                                        
United States of America                                                        
Telephone +1 888 269 2377                                                       
Telephone +1 888 BNY ADRS (toll free within the USA)                            
Telephone: +1 201 680 6825 (outside USA)                                        
Email: shrrelations@bnymellon.com                                               
www.adrbnymellon.com                                                            
Date: 19/05/2011 08:00:42 Produced by the JSE SENS Department.                  
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