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Wed 27 Aug 2003, 9:48 Audited Annual Results for the year ended 25 June
Imperial - Audited Annual Results for the year ended 25 June 2003               
Imperial Holdings Limited                                                       
Registration number 1946/021048/06                                              
Share code: IPL                                                                 
ISIN: ZAE000003620                                                              
DELIVERING MOBILITY CREATING VALUE                                              
AUDITED ANNUAL RESULTS for the year ended 25 June 2003                          
This announcement is available on the Imperial Holdings website at:             
http://www.imperial.co.za                                                       
FINANCIAL HIGHLIGHTS                                                            
- Revenue up 15%                                                                
- Operating profit up 15%                                                       
- Headline earnings per share (basic) up 15%                                    
- Final cash dividend of 140 cents                                              
- Revenue exceeds R30 billion and profit before tax exceeds R2 billion          
OPERATIONAL HIGHLIGHTS                                                          
- Car Rental and Tourism had an outstanding year. This division benefited from  
the growth in tourism in South Africa and has emerged as Imperial"s biggest     
contributor to pre-tax profits making a R474 million contribution.              
- Excellent results from associate Imperial Bank, with assets in excess of R10  
billion at year-end.                                                            
- An international AAA rating was awarded to bonds which were guaranteed by the 
US Ex-Im Bank to finance assets leased by Safair Lease Finance.                 
INTRODUCTION                                                                    
The diversification of Imperial Holdings within the transportation and mobility 
sectors and the balance of the Group"s domestic and global businesses have once 
again proven to be a resilient business model. The continued growth of          
Imperial"s business and a relatively strong South African economy, has shielded 
the Group from weakening global economic markets. Although the recent strength  
of the Rand had a negative effect on certain of the Group"s businesses in the   
second half of the year, its overall impact was fairly neutral.                 
During the year, Imperial"s various businesses focused strongly on finding ways 
of continuing to add value to customers. Innovative solutions were initiated and
synergies between businesses were harnessed more effectively, thereby increasing
the volume of services taken by our customers.                                  
FINANCIAL OVERVIEW                                                              
Growth during the year to 25 June 2003 was almost entirely organic and was      
achieved in a relatively low inflationary environment, again reinforcing the    
fact that acquisitions are not a prerequisite for Imperial"s growth and         
demonstrating Imperial"s contra-cyclical nature of its divisions.               
Income statement                                                                
Revenue for the period exceeded  the R30 billion mark for the first time, an    
increase of almost 15%, to reach R32.3 billion at the year-end.                 
Operating profit of R2.6 billion compared favourably with the R2.3 billion      
achieved in the 2002 financial year. The operating profit increased by 13% in   
Southern Africa and was up 53% in the rest of the world where R207 million      
operating profit was achieved. The Group"s continuing strong market share and   
management"s tight focus on containing operating expenses have improved         
operating margins in most divisions. The gains were off-set by the              
distributorships division"s margins being negatively impacted by currency       
issues, and the insurance division"s margins being impacted by the weak equity  
markets. This resulted in overall margins being maintained at 8.1%. Depreciation
after recoupments rose to R1.1 billion (2002: R1.0 billion). Net financing costs
increased by 11% to R555 million in line with the increase in interest rates and
debt. Interest cover was  to a comfortable 4.5. Profit before tax increased by  
20% to R2.2 billion (2002: R1.9 billion).                                       
The Group"s tax rate rose to 30.8% from 27.1% in 2002, largely as a result of   
lower exempt income. Attributable profit increased to R1.5 billion compared to  
the previous year"s R1.3 billion. Headline earnings per share rose to 700.2     
cents, an improvement of 15% on the 608.8 cents per share reported for 2002.    
The Group"s return on equity (ROE) rose to 18.1% (2002: 17.7%). Five years ago, 
this percentage was 14.3%.                                                      
The board is recommending a cash dividend of 140 cents per share, which when    
added to the capital distribution of 125 cents a share for the interim period   
will result in a total distribution of 265 cents per share for the 12-month     
period, compared to last year"s distribution of 230 cents per share, an increase
of 15%.                                                                         
Cash flow                                                                       
Imperial has a robust cash generating ability. Cash flow generated by operations
amounted to R2.8 billion for the year. This shows a substantial improvement over
the interim figure of R1.0 billion.                                             
The Group"s net working capital requirements amounted to R1.1 billion in the    
financial year under review. This amount relates primarily to increased         
inventories as the Group continued to position itself for growth and expansion. 
The Group"s capital expenditure shows R1.1billion was dedicated to expanding the
business and R966 million was spent on the replacement of Group assets. As in   
previous years, all expansion and acquisitions made during the year were        
financed on a cash basis.                                                       
Balance sheet                                                                   
Group assets increased by 8% to R21.6 billion, of which leasing assets comprised
R4.7 billion. The growth in assets was slower than in recent years due to the   
sluggish local economy and low inflation. The transport fleet expanded by R325  
million to R1.9 billion and vehicles for hire expanded by R155 million to R735  
million.                                                                        
R7.3 billion of Imperial"s assets are revenue producing fleets, including the   
Group"s aircraft and vehicle fleets.                                            
It is Group policy that all assets and liabilities are reflected on the balance 
sheet.                                                                          
Debt levels and gearing ratios are considered to be healthy notably because     
Imperial has revenue producing fleets on its balance sheet that are quasi       
banking type assets. The Group"s gross debt levels stood at R6.1 billion, with  
net debt at R4.8 billion, resulting in gearing at 71% and 56% respectively. At  
year-end, the Group held almost R1.3 billion in cash and cash equivalents. If   
Imperial were to gear its R7.3 billion of revenue producing fleets in the same  
way as a financial institution, it would more than absorb the Group"s total     
debt.                                                                           
Shareholders" interest in the total assets amounted to 40%. The Group           
repurchased a net  4 million of its shares.                                     
Inventories climbed by 28% due to the increases in aviation inventories and more
substantially vehicle inventories. The latter due to the large price increases  
of vehicles and the periodic nature of the large orders placed by the           
distributorships division. Illustrating the tight asset management practices    
within the Group, receivables rose by 8%, a slower rate than the year before and
an improvement in relation to revenue reflecting improved debtors days.         
OPERATIONAL REVIEW                                                              
Logistics and Transport remains Imperial"s largest division by revenue, with a  
fleet of first-class assets and businesses that provide logistical solutions.   
Revenues reached a new record at R11.9 billion (2002: R10.4billion). There was a
39.5% increase in operating profit to R618million (R443 million). The operating 
margin increased to 5.2% (2002: 4.3%).                                          
The Southern African operations drive to control costs and improve margins over 
the last few years is bearing fruit. Revenue for the period under review was 23%
up to R5.2 billion. This reflected the increased effort in winning more         
contractual business, which improved both the quality of business and levels of 
profitability, resulting in the operating margin improving from 7.5% to 8.7%.   
In Germany, where the bulk of the international division"s business is          
conducted, operating profit improved notwithstanding the flat economy. Operating
profit improved by 30% in Rand terms, to R163 million compared to R125 million  
in the previous year. Substantial contracts have been awarded to the Group, some
of an eight to 10-year duration. The business should now enjoy increased        
profitability as the costs of setting up those contracts work their way out of  
the system.                                                                     
Leasing and Fleet Management reported a solid set of results although no major  
contracts were awarded in the period under review. Revenue increased by 19.9% to
R1.9 billion (2002: R1.6 billion) and operating profit increased by 24.4% to    
R500 million (2002: R402 million). The operating margin was 26.2% (2002: 25.3%).
Towards the year-end, a number of new corporate accounts were secured and many  
existing customers extended their contracts as they recognised the benefits of  
outsourcing their fleets. The division hopes that it will have some success in  
the fleet management contracts currently out on tender.                         
Aviation Leasing achieved an excellent  result in very difficult market         
conditions due to its strong positioning, a well-balanced business portfolio and
a wide range of products and services. Although a stronger USD/ZAR exchange rate
impacted negatively on the division"s performance, it managed to increase       
revenue by 8.6% to R2.2 billion (2002: R2.0 billion) and operating profit by    
23.1% to R410 million (2002: R333 million). Its operating margin improved to    
18.6% (2002: 16.4%).                                                            
The formation of Safair Lease Finance (SLF) a year ago has released Safair from 
excessive burdens on its balance sheet and the strains experienced by the       
resurgence in the strength of the Rand relative to the USD. It is an indication 
of the quality of the Safair Lease Finance business generated that the United   
States Export Import Bank guaranteed the bonds, which were awarded an           
international AAA rating, issued to finance the purchase of three new Boeing 737
800 aircraft that were delivered to South African Airways.                      
The Car Rental and Tourism division delivered an outstanding result for the     
year, buoyed by an excellent first half but with a slower second half           
performance by Tourvest. Its revenue increased by 20% to R3.3billion (2002: R2.8
billion) and operating profit increased by 37.2% to R509 million (2002: R371    
million). The operating margin increased to 15.3% (2002: 13.4%).                
As Imperial"s largest contributor to pre-tax profits, Car Rental and Tourism    
benefited from the rush of tourists to South Africa from the latter part of     
2001, due to its status as a safe destination and an attractive exchange rate.  
In the second half of the financial year, concerns over the war in Iraq, Severe 
Acute Respiratory Syndrome (SARS) and the strengthening of the Rand resulted in 
a slowdown of the growth.                                                       
The car rental operation showed good revenue growth over the past year with     
rental days increasing by 13% and revenue by 25%. Most of the growth was        
generated by the international incoming market and also as a result of increased
rental rates in this market. Auto Pedigree, the division"s used car retailer    
also performed exceptionally well.                                              
Tourvest"s outbound division enjoyed greater volumes as more South Africans     
travelled abroad, taking advantage of a firmer Rand. However, the strength of   
the Rand negatively impacted the inbound and retail operations, with both       
experiencing slower growth. Due to its significant cash reserves and its strong 
cash generating ability that will service future growth, the Tourvest board     
elected to distribute most of its cash holdings of R388 million to its          
shareholders. This will result in a dividend of R204 million to Imperial in the 
month of September.                                                             
Distributorships has been negatively affected by the weakness of the Rand in    
2001 and 2002 due to a lead time of several months when importing vehicles,     
resulting in the Group holding stock priced at a higher exchange rate. While the
Group does take forward cover to address currency volatility, it is only        
permitted to take cover once production commences. As it takes several months   
for stock to arrive in South Africa, margins remain exposed. Due to             
uncompetitive pricing, the division lost market share and margins came under    
pressure. Although revenue increased by 3.8% to R4.5 billion (2002: R4.3        
billion), operating profit decreased by 9.8% to R249 million (2002: R276        
million) and the operating margin decreased to 5.5% (2002: 6.4%). In December   
2002, Imperial disposed of a 51% interest in Renault, resulting in its          
attributable profits being equity accounted from this date.                     
Motor Dealerships experienced strong vehicle sales in the first half of the     
year, especially in the luxury vehicle market. However, in line with the        
industry, vehicle sales slowed down during the latter six months due to higher  
interest rates and affordability of vehicles.                                   
Imperial"s strategy of providing a range of after sales services once again     
sustained profitability. Revenue increased by 21.5% to R9.1 billion (2002: R7.5 
billion) and operating profit improved by 11% to R302 million (2002: R272       
million). The operating margin was 3.3% (2002: 3.6%).                           
Total vehicle sales across all the Group"s divisions remained unchanged,        
excluding the effect of the Renault disposal. In total, Imperial sold 43 004 new
and 35 917 used vehicles.                                                       
Insurance businesses, which are focused on motor and motor-related cover,       
achieved good underwriting profits/insurance results, but overall results were  
impacted by poor investment markets and the strong Rand. The market linked      
portfolios and their conversion to Rands resulted in a loss of R20 million,     
compared to last year"s profits of R39 million. However, the businesses remain  
well managed and have a secure position in their niche markets, resulting in    
revenue increasing by 25.7% to R1.5 billion (2002: R1.2 billion).               
The short-term company improved its underwriting result from R37 million to R46 
million up 27%. The Life assurance company"s pre-tax profits went down from R49 
million to R44 million even though its core insurance business performed better,
due to a negative swing of R47 million on the equity portfolios and their       
conversion to Rand as noted above.                                              
REVIEW OF ASSOCIATES                                                            
The Group"s share of attributable income from associates was R167 million.      
Imperial Bank, in which the Group has a 49.9% shareholding is accounted for as  
an associate. It  had a very successful year, increasing its total assets to    
over R10 billion for the first time. Profits after tax increased by 176% to R221
million (2002: R80 million). The Bank"s influence outside the Group continues to
grow with more than 50% of motor finance business written with non-Group        
companies. With its sophisticated systems, the Bank has made progress in the    
financing of complementary assets such as aviation and property and is entering 
the financing of medical equipment. Bad debts were higher than anticipated as a 
result of the high interest rate environment. Imperial Bank has provided        
adequately for credit losses, with bad debt provisions amounting to 46% of      
delinquent accounts, up 24% from a year ago. The cost to income ratio remained  
at 34%, which compares favourably with banking sector norms of between 50%-60%. 
Ukhamba Holdings, 49.9% held by Imperial, is our empowerment partner. It had a  
successful year with revenues increasing by 29% from R52 million to R67 million.
Profits after tax of R7.8 million was 88% higher than the previous year"s R4.2  
million.                                                                        
Ikaheng Human Resources, one of its subsidiaries is a labour broker and focuses 
on recruitment and training. It is accredited to provide driver training,       
mechanical training and ABET courses. Its other businesses consist of Ukhamba   
Fleet Services, Ukhamba Industrial Equipment, Rainbow Sanitation Services and a 
Cell C franchise at the Johannesburg International Airport.                     
Safair Lease Finance is an aviation financing company with the capacity to      
finance at least  R5 billion in aviation assets. It contributed R20 million to  
Group earnings during its first year of operations, despite high domestic       
interest rates.                                                                 
The Group"s various other associates contributed R33 million.                   
EMPOWERMENT                                                                     
The Group is committed to advancing Black Economic Empowerment in an integrated 
and coherent process that will directly contribute to the economic              
transformation of South Africa and bring about significant increases in the     
number of black people that manage, own and control the country"s economy. In   
this regard Imperial contributed R15 million to Ukhamba (the associate referred 
to above) some four years ago and considerable progress has been made by the    
Group and Ukhamba in developing, training and creating wealth for historically  
disadvantaged individuals, the Group and Ukhamba.                               
Imperial is now actively seeking to enhance and broaden empowerment by getting a
broad based constituency of stakeholders to own a meaningful stake in Imperial  
Holdings. Senior executive resources are being devoted to achieve this.         
PROSPECTS                                                                       
The year ahead for Logistics and Transport in Southern Africa should yield      
another solid performance as recent improvements in activity levels are expected
to continue into 2004. Imperial Logistics International aims to expand its      
logistics services in its selected industries and to diversify into other       
industries. Although operating in a depressed economy, it should perform well   
due to its contracted future income and its focus on increasing the operating   
margin. It is expecting a good year ahead.                                      
Prospects for Leasing and Fleet Management remain positive in South Africa as   
corporates and the public sector continue to increase their outsourcing of fleet
requirements.                                                                   
Aviation Leasing is well positioned to take advantage of any upswing in its     
markets. This division"s diverse product and services offerings in sectors such 
as aid and relief, contract cargo operations and international corporate and    
private individual markets are performing well. While market conditions remain  
uncertain, the Group will remain conservative in terms of fleet growth. Earnings
are therefore likely to be flat for the next year, and management will          
concentrate on providing the market with value-added services and further       
improving efficiencies. Long-term prospects remain positive as outsourcing of   
aircraft ownership and maintenance services increases.                          
Car Rental and Tourism has become one of the Group"s most important profit      
generators. With its diverse brands and wide sector representation, it is well  
positioned to prosper as South Africa realises its tourism potential. Provided  
the global economy recovers, this division should again report good results next
year.                                                                           
Over the past two years R250 million has been invested in Distributorships to   
position the dealer network infrastructure for future growth. The recovery in   
the value of the Rand has allowed distributors to keep vehicle prices relatively
constant, and the recent interest rate cuts have had a favourable impact on the 
market as vehicle affordability has improved. If the Rand remains relatively    
stable in the year ahead, the division should report improved profits.          
The outlook for Motor Vehicle Dealerships is promising and the dealerships      
should see further benefits from the growth of the South African economy.       
However, in the short-term, margin pressure and new investment obligations from 
manufacturers will counter an improvement in profits.                           
The lowering of interest rates and the hardening of the insurance market bodes  
well for increased revenue in Insurance. An expected equity market recovery     
should also result in improved profits in the year ahead.                       
Imperial Bank anticipates solid results for the next year, although the rate of 
growth is likely to be lower than the record achieved in the year under review. 
Imperial is cautiously optimistic about the outlook for its businesses. The     
Group"s diverse operating base means that at a time when one business is under  
pressure, there is every chance that another business will be flourishing       
resulting in an above average result. Our business can probably be best         
described as contra-cyclical. Imperial remains focused on its core operations in
the mobility and transportation industries and will continue to extract maximum 
value from the cross marketing of integrated business solutions to customers.   
Imperial commences the new financial year in good health. Domestic interest     
rates are tending lower which will ease the pressure on the economy and it is   
hoped that the Rand is entering a more stable phase. Imperial"s businesses are  
resilient and well placed to prosper as the global economy begins its recovery. 
The Group expects to report another year of good profit growth.                 
By order of the board                                                           
L Boyd, Chairman         W GLynch, Chief executive                              
Johannesburg                                                                    
26 August 2003                                                                  
DECLARATION OF ORDINARY DIVIDEND NUMBER 19                                      
Notice is hereby given that a cash dividend of 140 cents per ordinary share has 
been declared and is payable to shareholders recorded in the books of the       
company at the close of business on Friday, 26September  2003. In compliance    
with the requirements of STRATE, the electronic settlement and custody system   
used by the JSE Securities Exchange South Africa, the company has determined the
following salient dates for the payment of the dividend:                        
                                      2003                                      
Last day to trade cum dividend        Thursday, 18 September                    
Shares commence trading ex dividend   Friday, 19 September                      
Record date                           Friday, 26 September                      
Payment date                          Monday, 29 September                      
Share certificates may not be dematerialised/rematerialised between Friday,     
19September 2003 and Friday, 26 September 2003, both days inclusive.            
On Monday, 29 September  2003, the dividend will be electronically transferred  
to the bank accounts of certificated shareholders that utilise this facility. In
respect of those who do not, cheques dated 29September 2003 will be posted on or
about that date. Shareholders who have dematerialised their shares will have    
their accounts, held at their CSDP or Broker, credited on Monday, 29 September  
2003.                                                                           
On behalf of the board                                                          
R Mumford, Group Secretary                                                      
26 August 2003                                                                  
INCOME STATEMENT                                                                
for the year ended 25 June                                                      
                                              2003    2002    %                 
                                              Rm      Rm      change            
Revenue                                       32 277  28 122  15                
Profit from operations before                                                   
depreciation and recoupments                  3 776   3 305                     
Depreciation and recoupments                  (1 149) (1 021)                   
Operating profit                              2 627   2 284   15                
Foreign exchange (losses) gains               (35)    59                        
Goodwill amortisation                         (67)    (57)                      
Profit before net financing costs             2 525   2 286   10                
Net financing costs                           (555)   (500)                     
Income from associates and joint ventures     167     65                        
Profit before exceptional items               2 137   1 851   15                
Exceptional items                             97      3                         
Profit before taxation                        2 234   1 854   20                
Taxation                                      606     484                       
Profit after taxation                         1 628   1 370   19                
Minority interest                             151     119                       
Net attributable profit for the year          1 477   1 251   18                
Cents   Cents                     
Earnings per share*                                                             
- Basic                                       718.7   588.6   22                
- Diluted                                     716.9   585.1                     
Headline earnings per share*                                                    
- Basic                                       700.2   608.8   15                
- Diluted                                     698.4   605.3                     
*Earnings per share reconciliation                                              
Headline earnings per share                   700.2   608.8                     
Goodwill amortisation                         (28.4)  (24.0)                    
Profit on sale of property, plant and                                           
equipment                                     4.5     2.0                       
Exceptional items                             42.4    1.8                       
                                              718.7   588.6                     
*Based on the weighted average number of                                        
shares in issue.                                                                
Additional information                                                          
Net asset value per share (cents)             4 041   3 712                     
Number of shares (million)                                                      
- in issue                                    202.9   206.3                     
- weighted average                            205.3   212.5                     
Income before taxation                        Rm      Rm                        
This is stated after:                                                           
Crediting                                                                       
Investment (losses) gains                     (20)    39                        
Net financing costs                                                             
Financial services businesses                                                   
Other operations                                                                
- paid                                        668     603                       
- received                                    (112)   (98)                      
- capitalised                                 (1)     (5)                       
- net                                         555     500                       
2003    2002                      
Exceptional items                             Rm      Rm                        
Profit on disposal of Imperial Bank Limited   45      32                        
Impairment of assets                          (4)     (8)                       
Profit (loss) on sale of investments in                                         
subsidiaries and associates                   56      (21)                      
                                              97      3                         
COMPLIANCE WITH GAAP                                                            
The consolidated financial statements are prepared in accordance with and comply
with Statements of Generally Accepted Accounting Practice in South Africa       
effective for the Group"s financial year.                                       
The principal accounting policies adopted in the preparation of this report are 
consistent in all material respects with those applied in the previous financial
year.                                                                           
RESTATEMENT OF COMPARATIVES                                                     
The segment information has been restated for the distributorships division and 
the motor vehicle dealerships division. Previously, imported franchise vehicles 
that were retailed by the Group were included under motor vehicle dealerships.  
As the sale of imported vehicles is managed separately from local franchise     
vehicles and to measure the performance of imported vehicles more correctly, it 
has been decided to combine the distribution and retailing of imported vehicles 
under the distributorships division.                                            
Inter-segment revenue has been adjusted to give effect to the above, as         
previously sales between divisions were eliminated under the head office and    
eliminations columns, whereas now the net revenue is shown within the division. 
In prior years, insurance funds and provisions were disclosed net of reinsurance
recoveries. The gross amounts are now reported under insurance funds, accounts  
payable and accounts receivable.                                                
AUDIT REPORT                                                                    
The comprehensive results have been reviewed by the Group"s auditors, Deloitte &
Touche. Their unqualified audit opinion thereon is available for inspection at  
the company"s registered office.                                                
BALANCE SHEET                                                                   
at 25 June                                                                      
                                                   2003      2002               
                                                   Rm        Rm                 
Property, plant and equipment                      2 180     2 109              
Intangible assets                                  504       606                
Investments in associates and joint ventures       1 281     1 067              
Other investments and loans                        708       836                
Deferred tax assets                                247       348                
Leasing assets                                     4 713     4 532              
Transport fleet                                    1 881     1 556              
Vehicles for hire                                  735       580                
Inventories                                        3 551     2 772              
Trade and other receivables                        4 480     4 142              
Taxation in advance                                61        90                 
Cash and cash equivalents                          1 298     1 472              
Total assets                                       21 639    20 110             
Insurance funds                                    566       428                
Interest-bearing borrowings                        6 135     5 901              
Retirement benefit obligations                     206       238                
Deferred tax liabilities                           531       489                
Other liabilities                                  5 509     4 963              
Total liabilities                                  12 947    12 019             
Net assets                                         8 692     8 091              
FUNDED BY                                                                       
Ordinary shareholders" interest                    8 199     7 658              
Minority interest                                  493       433                
Total shareholders" equity                         8 692     8 091              
Supplementary information                                                       
Investments in associates and joint ventures                                    
At carrying value                                  607       429                
Loans                                              674       638                
1 281     1 067              
Other investments and loans                                                     
Listed at market value                             441       460                
Unlisted at directors" valuation                   57        187                
Loans receivable                                   216       198                
Capital expenditure                                3 480     4 474              
Capital commitments                                299       285                
Contingent liabilities                             152       185                
Lease commitments                                  1 379     971                
CASH FLOW STATEMENT                                                             
for the year ended 25 June                                                      
                                                   2003      2002               
Rm        Rm                 
Cash flows from operating activities                                            
Cash generated by operations before                                             
changes in working capital                         3 900     3 403              
Net working capital movements                      (1 140)   (595)              
                                                   2 760     2 808              
Net financing costs                                (555)     (500)              
Dividends paid                                     (97)      (265)              
Taxation paid                                      (240)     (412)              
Net cash flows from operating activities           1 868     1 631              
Cash flows from investing activities                                            
Acquisition of subsidiaries and businesses         (35)      (453)              
Proceeds on sale of subsidiaries and businesses    133       (3)                
Expansion of property, plant and equipment         (336)     (420)              
Expansion of leasing assets                        (357)     (1 273)            
Expansion of transport fleet                       (316)     (354)              
Expansion of vehicles for hire                     (78)                         
Net replacement of property, plant and equipment   (50)      (58)               
Net replacement of leasing assets                  (422)     (277)              
Net replacement of transport fleet                 (242)     (92)               
Net replacement of vehicles for hire               (225)     (263)              
Net acquisition of intangibles                     (27)      (17)               
Additional investments in and loans from                                        
subsidiary and associated companies, net                                        
of disposals                                       (85)      280                
Purchase of equities and loans advanced            (204)     (660)              
Proceeds on disposal of investments                337       737                
Net cash flows from investing activities           (1 907)   (2 853)            
Cash flows from financing activities                                            
Cash flows from the issue of shares and repayment                               
of minorities                                      44        38                 
Purchase of treasury stock                         (206)     (497)              
Capital distribution                               (500)     (227)              
(Decrease) increase in long-term borrowings        (200)     1 311              
Net cash flows from financing activities           (862)     625                
Net decrease in cash and cash equivalents          (901)     (597)              
STATEMENT OF CHANGES IN EQUITY                                                  
for the year ended 25 June 2003                                                 
                                  Non-                                          
                   Share capital  distributable Distributable                   
and premium    reserve       reserve       Total             
                   Rm             Rm            Rm            Rm                
Balance at                                                                      
25 June 2002       2 891          527           4 240         7 658             
Net losses arising                                                              
on translation of                                                               
foreign operations                                                              
not recognised in                                                               
the income                                                                      
statement                         (250)                       (250)             
Net profit for the                                                              
year                                            1 477         1 477             
Share of retained                                                               
earnings of                                                                     
associates                        115           (115)                           
Contingency reserve               11            (11)                            
Issue of 563 100                                                                
ordinary shares    20                                         20                
Net purchase of                                                                 
4 027 279 ordinary                                                              
shares             (206)                                      (206)             
Capital distribution                                                            
of 120 cents per                                                                
share              (247)                                      (247)             
Capital                                                                         
distribution of                                                                 
125 cents per                                                                   
share              (253)                                      (253)             
Balance at                                                                      
25 June 2003       2 205          403           5 591         8 199             
SEGMENTAL INFORMATION                                                           
25 June 2003                                                                    
INCOME STATEMENT                                                                
                                      Logistics       Leasing                   
                     Group            and             and fleet                 
                                      transport       management                
2003     2002    2003    2002    2003    2002              
                     Rm       Rm      Rm      Rm      Rm      Rm                
BUSINESS SEGMENTATION                                                           
REVENUE                                                                         
- Sales of goods     14 491   12 752  525     419     298     237               
- Rendering                                                                     
of services          16 461   14 324  10 809  9 616   1 482   1 177             
- Gross premiums                                                                
received             1 204    933     0       0       0       0                 
- Interest income    52       38      0       0       0       0                 
- Dividend income    8        20      0       0       0       0                 
- Other              61       55      61      55      0       0                 
32 277   28 122  11 395  10 090  1 780   1 414             
Inter-segment                                                                   
revenue                               460     307     125     175               
                     32 277   28 122  11 855  10 397  1 905   1 589             
Operating expenses   28 481   24 856  10 886  9 661   1 023   867               
Realised and                                                                    
unrealised losses                                                               
(gains)                                                                         
on investments       20       (39)                                              
Depreciation         1 366    1 157   419     364     432     359               
Recoupments          (217)    (136)   (68)    (71)    (50)    (39)              
Operating profit     2 627    2 284   618     443     500     402               
Foreign exchange                                                                
(losses) gains       (35)     59      (8)     32      (1)     3                 
Goodwill                                                                        
amortisation         (67)     (57)    (40)    (35)    0       0                 
Profit before net                                                               
financing costs      2 525    2 286   570     440     499     405               
Net financing costs  (555)    (500)   (125)   (97)    (165)   (123)             
Income from                                                                     
associates           167      65      21      20      0       0                 
Profit before                                                                   
exceptional items    2 137    1 851   466     363     334     282               
GEOGRAPHIC                                                                      
SEGMENTATION                                                                    
Revenue              32 277   28 122  11 395  10 090  1 780   1 414             
- South Africa       24 386   20 942  4 449   3 618   1 401   1 058             
- Rest of Africa     800      767     339     339     155     148               
- Rest of world      7 091    6 413   6 607   6 133   224     208               
Operating profit     2 627    2 284   618     443     500     402               
- South Africa       2 311    2 056   443     305     417     340               
- Rest of Africa     109      93      12      13      54      36                
- Rest of world      207      135     163     125     29      26                
Net financing costs  555      500     125     97      165     123               
- South Africa       511      450     104     62      143     109               
- Rest of Africa     30       34      12      21      15      10                
- Rest of world      14       16      9       14      7       4                 
BALANCE SHEET                                                                   
BUSINESS SEGMENTATION                                                           
ASSETS                                                                          
Property, plant and                                                             
equipment            2 180    2 109   1 060   1 149   85      73                
Intangible assets                                                               
(including goodwill) 504      606     259     348     16      20                
Investments, loans                                                              
and associates       1 447    1 547   69      83      (8)     3                 
Leasing assets       4 713    4 532                   2 175   1 916             
Transport fleet      1 881    1 556   1 932   1 599                             
Vehicles for hire    735      580                                               
Inventories          3 551    2 772   141     118     257     236               
Trade and other                                                                 
receivables          4 480    4 142   2 511   2 676   264     230               
Cash in financial                                                               
services businesses  395      246                                               
Operating assets     19 886   18 090  5 972   5 973   2 789   2 478             
Deferred tax assets  247      348                                               
Loans to associates                                                             
and other                                                                       
investments          542      356                                               
Taxation in advance  61       90                                                
Cash and cash                                                                   
equivalents          903      1 226                                             
Total assets per                                                                
balance sheet        21 639   20 110                                            
LIABILITIES                                                                     
Insurance funds      566      428     0       0       0       0                 
Retirement benefit                                                              
obligations          206      238     206     238     0       0                 
Accounts payable and                                                            
provisions           5 072    4 736   2 238   2 479   450     377               
Non-interest-bearing                                                            
liabilities          5 844    5 402   2 444   2 717   450     377               
Interest-bearing                                                                
borrowings           6 135    5 901                                             
Deferred tax                                                                    
liabilities          531      489                                               
Current tax                                                                     
liabilities          437      227                                               
Total liabilities per                                                           
balance sheet        12 947   12 019                                            
GEOGRAPHIC SEGMENTATION                                                         
OPERATING ASSETS     19 886   18 090  5 972   5 973   2 789   2 478             
- South Africa       16 537   14 841  3 844   3 650   2 100   1 822             
- Rest of Africa     577      567     198     220     219     175               
- Rest of world      2 772    2 682   1 930   2 103   470     481               
NON-INTEREST-BEARING                                                            
LIABILITIES          5 844    5 402   2 444   2 717   450     377               
- South Africa       4 511    3 754   1 369   1 296   328     267               
- Rest of Africa     237      178     68      52      52      29                
- Rest of world      1 096    1 470   1 007   1 369   70      81                
INTEREST-BEARING                                                                
BORROWINGS           6 135    5 901   1 686   1 793   1 443   1 434             
- South Africa       5 453    5 327   1 451   1 447   1 185   1 205             
- Rest of Africa     302      296     72      167     132     91                
- Rest of world      380      278     163     179     126     138               
GROSS CAPITAL                                                                   
EXPENDITURE          3 479    4 474   921     1 161   1 074   1 279             
- South Africa       2 978    4 041   738     1 001   820     1 030             
- Rest of Africa     178      122     52      29      106     69                
- Rest of world      323      311     131     131     148     180               
Gross capital                                                                   
expenditure          3 479    4 474   921     1 161   1 074   1 279             
Less: Proceeds                                                                  
on disposal          (1 429)  (1 720) (227)   (442)   (359)   (545)             
Net capital                                                                     
expenditure          2 050    2 754   694     719     715     734               
SEGMENTAL INFORMATION                                                           
25 June 2003                                                                    
INCOME STATEMENT                                                                
                                      Car rental                                
                     Aviation         and             Distributor-              
                     leasing          tourism         ships                     
2003     2002    2003    2002    2003    2002              
                     Rm       Rm      Rm      Rm      Rm      Rm                
BUSINESS SEGMENTATION                                                           
REVENUE                                                                         
- Sales of goods     775      783     1 122   992     3 678   3 691             
- Rendering of                                                                  
services             1 376    1 238   2 035   1 667   316     242               
- Gross premiums                                                                
received             0        0       0       0       0       0                 
- Interest income    0        0       0       0       0       0                 
- Dividend income    0        0       0       0       0       0                 
- Other              0        0       0       0       0       0                 
2 151    2 021   3 157   2 659   3 994   3 933             
Inter-segment                                                                   
revenue              50       5       171      114    503     399               
                     2 201    2 026   3 328   2 773   4 497   4 332             
Operating expenses   1 619    1 520   2 624   2 218   4 208   4 017             
Realised and                                                                    
unrealised losses                                                               
(gains) on                                                                      
investments                                                                     
Depreciation         176      174     278     213     48      43                
Recoupments          (4)      (1)     (83)    (29)    (8)     (4)               
Operating profit     410      333     509     371     249     276               
Foreign exchange                                                                
(losses) gains       (24)     3       (1)     24      0       (3)               
Goodwill                                                                        
amortisation         0        0       (23)    (23)    2       0                 
Profit before net                                                               
financing costs      386      336     485     372     251     273               
Net financing costs  (153)    (159)   (12)    1       (90)    (87)              
Income from                                                                     
associates           33       15      1       2       (2)     (14)              
Profit before                                                                   
exceptional items    266      192     474     375     159     172               
GEOGRAPHIC                                                                      
SEGMENTATION                                                                    
Revenue              2 151    2 021   3 157   2 659   3 994   3 933             
- South Africa       1 894    2 021   3 055   2 491   3 994   3 863             
- Rest of Africa     0        0       98      96      0       70                
- Rest of world      257      0       4       72      0       0                 
Operating profit     410      333     509     371     249     276               
- South Africa       393      333     493     369     249     277               
- Rest of Africa     0        0       16      17      0       (1)               
- Rest of world      17       0       0       (15)    0       0                 
Net financing costs  153      159     12      (1)     90      87                
- South Africa       153      159     15      0       90      85                
- Rest of Africa     0        0       (1)     1       0       2                 
- Rest of world      0        0       (2)     (2)     0       0                 
BALANCE SHEET                                                                   
BUSINESS SEGMENTATION                                                           
ASSETS                                                                          
Property, plant and                                                             
equipment            79       64      179     148     362     301               
Intangible assets                                                               
(including goodwill) 12       3       210     225     1       1                 
Investments, loans                                                              
and associates       475      534     4       15      218     122               
Leasing assets       2 311    2 425                   234     198               
Transport fleet                                                                 
Vehicles for hire                     741     589                               
Inventories          564      301     298     235     1 154   962               
Trade and other                                                                 
receivables          279      335     374     272     505     275               
Cash in financial                                                               
services businesses                                                             
Operating assets     3 720    3 662   1 806   1 484   2 474   1 859             
Deferred tax assets                                                             
Loans to associates                                                             
and otherinvestments                                                            
Taxation in advance                                                             
Cash and cash                                                                   
equivalents                                                                     
Total assets                                                                    
per balance sheet                                                               
LIABILITIES                                                                     
Insurance funds      0        0       0       0       0       0                 
Retirement benefit                                                              
obligations          0        0       0       0       0       0                 
Accounts payable and                                                            
provisions           427      469     535     475     689     303               
Non-interest-bearing                                                            
liabilities          427      469     535     475     689     303               
Interest-bearing                                                                
borrowings                                                                      
Deferred tax                                                                    
liabilities                                                                     
Current tax                                                                     
liabilities                                                                     
Total liabilities                                                               
per balance sheet                                                               
GEOGRAPHIC SEGMENTATION                                                         
OPERATING ASSETS     3 720    3 662   1 806   1 484   2 474   1 859             
- South Africa       3 650    3 662   1 771   1 433   2 474   1 859             
- Rest of Africa                      35      41                                
- Rest of world      70                       10                                
NON-INTEREST-BEARING                                                            
LIABILITIES          427      469     535     475     689     303               
- South Africa       408      469     522     443     689     303               
- Rest of Africa                      13      12                                
- Rest of world      19                       20                                
INTEREST-BEARING                                                                
BORROWINGS           1 892    2 073   (72)    (120)   707     666               
- South Africa       1 801    2 073   (161)   (157)   707     666               
- Rest of Africa                      89      36                                
- Rest of world      91               0       1                                 
Gross capital                                                                   
expenditure          64       939     897     630     417     444               
- South Africa       20       939     877     606     417     444               
- Rest of Africa                      20      24                                
- Rest of world      44                                                         
Gross capital                                                                   
expenditure          64       939     897     630     417     444               
Less: Proceeds on                                                               
disposal             (10)     (40)    (508)   (298)   (272)   (320)             
Net capital                                                                     
expenditure          54       899     389     332     145     124               
SEGMENTAL INFORMATION                                                           
25 June 2003                                                                    
INCOME STATEMENT                                                                
Motor                            Head office               
                     vehicle                          and                       
                     dealerships      Insurance       eliminations              
                     2003     2002    2003    2002    2003    2002              
Rm       Rm      Rm      Rm      Rm      Rm                
BUSINESS SEGMENTATION                                                           
REVENUE                                                                         
- Sales of goods     8 091    6 620   0       0       2       10                
- Rendering of                                                                  
services             428      358     9       2       6       24                
- Gross premiums                                                                
received             0        0       1 203   933     1       0                 
- Interest income    0        0       51      38      1       0                 
- Dividend income    0        0       8       7       0       13                
- Other              0        0       0       0       0       0                 
                     8 519    6 978   1 271   980     10      47                
Inter-segment                                                                   
revenue              571      502     188     181     (2 068) (1 683)           
                     9 090    7 480   1 459   1 161   (2 058) (1 636)           
Operating expenses   8 761    7 183   1 307   1 052   (1 947) (1 662)           
Realised and                                                                    
unrealised losses                                                               
(gains) on                                                                      
investments                           20      (39)                              
Depreciation         31       26      7       8       (25)    (30)              
Recoupments          (4)      (1)     (1)     (1)     1       10                
Operating profit     302      272     126     141     (87)    46                
Foreign exchange                                                                
(losses) gains       0                0               (1)                       
Goodwill                                                                        
amortisation         2        2       (1)     0       (7)     (1)               
Profit before net                                                               
financing costs      304
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