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GMB
GMB
Glenrand M I B - Reviewed Interim Condensed Results For The Six Months Ended 31
December 2005
Glenrand M I B Limited
Incorporated in the Republic of South Africa
(Registration number 1997/008001/06)
JSE share code GMB ISIN ZAE000018529
("Glenrand MIB" or "the Group")
Reviewed interim condensed results for the six months ended
Special Dividend Of 16 Cents
Interim Dividend Of 4 Cents
Operational Review
Financial review
Overview
The interim results have been prepared in accordance with International
Financial Reporting Standards (IFRS). Details and explanations relating to the
effect of the implementation in the current and prior periods are contained in
the notes to this announcement.
Earnings per share have grown by 2,6 cents (79%) for the period, while headline
earnings per share have decreased by 1,5 cents (-16%) over the prior period.
Income statement
The continuing revenues have increased by 5% over the prior period. This is as a
result of an increase in revenue in Benefit Services of 13% (R5,7 million) and
in Risk Services of 3% (R6,0 million). Revenues have been negatively impacted by
the Reinsurance Consultants division which reported a 24% (R3,8 million) decline
in revenue.
Operating profit for the Group has been impacted by the significant professional
fees of R3,6 million incurred relating to the BEE transaction and the disposal
of the Reinsurance Consultants division, amounting to R3,6 million, as well as
R3,2 million performance incentive and skills retention costs, which were not
included in the prior period. An increased focus on the Information Technology
platform of the Group and brand awareness has resulted in an increase in these
costs.
The soft market conditions continue to impact the Risk Advisory Services
business. A combination of lower than anticipated organic growth as well as the
non-achievement of certain new business targets, have dampened the growth in the
current period result.
Benefit Services" revenue is ahead of the prior period, although still behind
new business budgets. Additional payments made and provisions raised of R2,5
million resulted from the clean-up exercise being performed in the
administration area of the business.
The finance costs of R2,5 million in the current period comprises mainly
interest paid by our Premium Finance Solutions company (PFS). Included in the
prior period interest charge was once-off interest payable to SARS of R2,4
million.
The current year effective tax rate of 39,8%, after adjustment for headline
items, continues to be significantly impacted by the secondary tax on companies
and the policy of not raising the deferred tax asset on Benefit Services"
current year losses.
The 102% (R1,6 million) increase in the earnings from our investments in
underwriting agencies for the current period, as well as the non-inclusion of
loss-making associate investments that have been disposed of (2004 -R2,5
million), continue to be the main driver of the increase in associate earnings.
The only difference between headline earnings and earnings relates to the
amortisation of the value of trade marks, reinstated in terms of IFRS.
Balance sheet and cash flow
The Group"s gearing remains constant at 1%. The Group continues to generate cash
from its operations with the expenditure on investment activities relating to
fixed assets (mainly Information Technology) being largely offset by the
proceeds on disposal of the associate investment in Websoft (Pty) Limited.
Working capital has reduced significantly from the prior period as a result of
lower premium flow due to lost business in the Reinsurance division (as
evidenced by their lower revenue for the period) as well as the reduced holding
period of premiums by the Reinsurance division. Certain premiums that had
previously been received pre-December 2004 and paid to reinsurers post-December
2004, are now being received and paid before the December 2005 period end.
STRATEGIC DEVELOPMENTS
BEE Transaction
A BEE transaction was announced on 13 October 2005 and the Circular to
Shareholders providing full information on the transaction and the Scheme of
Arrangement was posted on 20 February 2006. Shareholder approval will be sought
on 17 March 2006. A formal transformation committee is in the process of being
established which will co-ordinate effort and commitment.
Risk Advisory Services
As a result of the disposal of the Reinsurance Consultants and Intermediaries
division, strategic focus is now on short-term insurance broking and consultancy
in South Africa and selected African countries. The development of new revenue
streams in certain divisions has been rewarding in the six-month period under
review. A skills retention scheme has been implemented. It is anticipated that
the implementation of the integrated administration platform will be fully
functional for the coming financial year.
Benefit Services
Management information and controls have improved. Positive progress continues
in the retention of clients and the clean-up of legacy issues. The lack of new
business contributed to the poor result. Although it was expected that there
would be a return to profitability in the year to June 2006, this is now
unlikely, however, it is still expected that there will be a substantial
reduction in the losses of June 2005.
Underwriting
The Group"s focus on underwriting has highlighted a changing environment
including the potential for conflict of interest, anticipated legislative
changes and market channel support. Our position in underwriting is now subject
to a full strategic review.
PROSPECTS
The Group remains confident that the headline earnings per share for the year
ending 30 June 2006 (excluding any effects of the proposed BEE transaction) will
show significant improvement on the prior year restated 7,6 cents per share.
DECLARATION OF INTERIM DIVIDEND AND SPECIAL DIVIDEND
Notice is hereby given that an interim dividend (No. 13) of 4 cents per share
(2004: 11 cents) has been declared. Further to this, shareholders are referred
to the company"s SENS announcement of 7 October 2005 regarding the disposal of
its Reinsurance Consultants and Intermediaries division, the suspensive
conditions of which have now been met and payment has been received. The
effective date of the disposal was 31 January 2006. The board of directors
stated that it was its intention to make a distribution to shareholders out of
the consideration proceeds and the board is now pleased to advise that it has
declared a special dividend of 16 cents per share.
The following are the salient dates pertaining to the interim and special
dividend:
Last day to trade in order to participate
in the final dividend Thursday, 16 March 2006
Trading on or after this date will be
ex the final dividend Friday, 17 March 2006
Record date Friday, 24 March 2006
Payment date Monday, 27 March 2006
On payment date, if so mandated, dividends due to holders of certificated
securities will either be transferred electronically to bank accounts or,
alternatively, cheques will be posted to their registered addresses.
Dividends in respect of dematerialised shareholdings will be credited to
shareholders" accounts with their Central Securities Depository Participant
(CSDP) or broker.
Shareholders may not dematerialise or rematerialise their holdings of ordinary
shares between Friday, 17 March 2006 and Friday,
24 March 2006, both dates inclusive.
On behalf of the board of directors
A W Mansfield E S G von Roretz
(Chairman - Non-executive) (Chief Executive Officer)
1 March 2006
Condensed Income Statement
for the six months ended 31 December 2005
Reviewed Unaudited ;Audited
6 months 6 months Year
ended ended ended
31 December 31 December 30 June
2005 2004 2005
Note R"000 R"000 R"000
Revenue 284 470 274 533 567 216
- continuing 272 678 258 934 537 951
- discontinued 3 11 792 15 599 29 265
Employment benefits
expenses (154 718) (144 623) (313 360)
Rent and IT expenses (33 438) (32 853) (63 403)
Amortisation and
depreciation (9 745) (13 631) (27 829)
Other expenses (69 462) (57 571) (140 861)
Finance costs (2 489) (4 774) (8 865)
Disposal and impairment of
investments - (9 612) (22 246)
Investment income 21 691 21 525 45 044
Share of profits (losses)
of associates 3 594 (106) 1 539
Profit before taxation 39 903 32 888 37 235
- continuing 33 156 27 481 26 655
- discontinued 3 6 747 5 407 10 580
Taxation 4 (18 049) (18 948) (38 240)
Profit (loss) for
the period 21 854 13 940 (1 005)
- continuing 17 213 10 778 (7 483)
- discontinued 3 4 641 3 162 6 478
Profit (loss)
attributable to:
Minority shareholders 7 460 6 034 12 981
Shareholders of
Glenrand MIB 14 394 7 906 (13 986)
21 854 13 940 (1 005)
Earnings per share (cents) 5,9 3,3 (5,8)
Diluted earnings
per share (cents) 5,9 3,3 (5,8)
Headline earnings
per share (cents) 5 8,1 9,6 7,6
Diluted headline
earnings per share
(cents) 5 8,1 9,6 7,5
Number of shares (
net of treasury shares)
- Issued (000"s) 242 042 241 214 241 830
- Diluted weighted
average (000"s) 242 296 242 993 242 656
Condensed Segmental Analysis
for the six months ended 31 December 2005
Reviewed Unaudited ;Audited
6 months 6 months Year
ended ended ended
31 December 31 December 30 June
2005 2004 2005
R"000 R"000 R"000
Segmental revenues +
Risk advisory services 234 818 230 664 478 058
Benefit services 49 652 43 869 89 158
Total segmental revenues 284 470 274 533 567 216
Segmental profits (losses)+
Risk advisory services 32 848 38 703 74 242
Benefit services (10 753) (6 144) (42 481)
Total segmental profits
(losses) 22 095 32 559 31 761
Condensed Balance Sheet
as at 31 December 2005
Reviewed Unaudited ;Audited
6 months 6 months Year
ended ended ended
31 December 31 December 30 June
2005 2004 2005
Note R"000 R"000 R"000
Assets
Property, plant
and equipment 31 663 29 763 32 184
Investment properties - 8 488 8 458
Goodwill 36 249 50 596 35 798
Intangible assets 49 705 59 007 52 445
Deferred taxation
asset 39 825 43 558 45 980
Investments 15 426 15 483 21 625
Linked investments
backing policyholder
funds 4 604 124 - 3 325 219
Current assets 422 535 416 254 605 613
Total assets 5 199 527 623 149 4 127 322
Equity and liabilities
Equity
Shareholders" equity 155 556 190 344 151 660
Minority interest 17 103 12 894 18 160
Total equity 172 659 203 238 169 820
Liabilities
Long-term
liabilities 6 33 065 33 518 36 753
Deferred taxation 146 256 222
Policyholder funds 4 593 217 - 3 318 668
Current liabilities 400 440 386 137 601 859
Total liabilities 5 026 868 419 911 3 957 502
Total equity and liabilities 5 199 527 623 149 4 127 322
Condensed Cash Flow Statement
for the six months ended 31 December 2005
Reviewed Unaudited ;Audited
6 months 6 months Year
ended ended ended
31 December 31 December 30 June
2005 2004 2005
R"000 R"000 R"000
Cash generated from
operations 46 372 57 688 91 241
- continuing 39 706 49 691 76 548
- discontinued 6 666 7 997 14 693
Movement in working capital (228 475) (91 162) 108 423
Taxation paid (5 920) (15 416) (71 603)
Dividends paid (18 190) (33 801) (69 786)
Cash (utilised by) available
from operating activities (206 213) (82 691) 58 275
Cash (utilised by) generated
from investing activities (2 523) (16 021) (23 449)
Cash (utilised by) generated
from financing activities (635) 879 587
Net (decrease) increase in
cash and cash equivalents (209 371) (97 833) 35 413
Cash and cash equivalents
at beginning of period 414 127 378 714 378 714
Cash and cash equivalents
at end of period 204 756 280 881 414 127
Condensed Statement of Changes in Equity
for the six months ended 31 December 2005
Share Treasury
capital share Non-
and and distribut-
share option able Retained
premium reserve reserves earnings
Audited balance as at
30 June 2004
As previosuly reported
in terms of SA GAAP 46 552 (3 613) 40 292 111 197
Adjustments for IFRS - 838 16 905 29 433
Other adjustments - - (1 075) (24 911)
Restated balance as at
30 June 2004 46 552 (2 775) 56 122 115 719
Shares issued 1 074 - - -
Movement in treasury
shares - 1 106 - -
Cash flow hedge - - - 640
Trade mark amortisation - - (7 483) 7 483
Share option costs - 386 - -
Movement in minority
interest - - - -
Translation of foreign
subsidiaries - - (2 585) -
Shared earnings of
associates - - (324) 324
Profit attributable to
shareholders - - - 7 906
Dividends paid - - - (33 801)
Balance as at
31 December 2004 47 626 (1 283) 45 730 98 271
Shares issued 1 119 - - -
Movement in treasury
shares - (80) - -
Trade mark amortisation - - (7 484) 7 484
Share option costs - 587 - -
Movement in minority
interest - - - -
Translation of foreign
subsidiaries - - 7 951 -
Shared earnings of
associates - - 2 449 (2 449)
Profit (loss)
attributable to s
hareholders - - - (21 892)
Dividends paid - - - (26 369)
Balance as at
30 June 2005 48 745 (776) 48 646 55 045
Shares issued 1 608 - - -
Movement in treasury
shares - (1 192) - -
Trade mark amortisation - - (4 989) 4 989
Share option costs - 737 - -
Translation of foreign
subsidiaries - - (1 978) -
Shared earnings of
associates - - 3 594 (3 594)
Profit attributable
to shareholders - - - 14 394
Dividends paid - - - (9 673)
Balance as at
31 December 2005 50 353 (1 231) 45 273 61 161
Condensed Statement of Changes in Equity (continued)
for the six months ended 31 December 2005
Shareholders" Minority Total
equity interest equity
Audited balance as at
30 June 2004
As previosuly reported
in terms of SA GAAP 194 428 21 817 216 245
Adjustments for IFRS 47 176 - 47 176
Other adjustments (25 986) (3 553) (29 539)
Restated balance as at
30 June 2004 215 618 18 264 233 882
Shares issued 1 074 - 1 074
Movement in treasury
shares 1 106 - 1 106
Cash flow hedge 640 - 640
Trade mark amortisation - - -
Share option costs 386 - 386
Movement in minority
interest - (3 105) (3 105)
Translation of foreign
subsidiaries (2 585) - (2 585)
Shared earnings of
associates - - -
Profit attributable to
shareholders 7 906 6 034 13 940
Dividends paid (33 801) (8 299) (42 100)
Balance as at
31 December 2004 190 344 12 894 203 238
Shares issued 1 119 - 1 119
Movement in treasury
shares (80) - (80)
Trade mark amortisation - - -
Share option costs 587 - 587
Movement in minority
interest - (364) (364)
Translation of foreign
subsidiaries 7 951 - 7 951
Shared earnings of
associates - - -
Profit (loss)
attributable to
shareholders (21 892) 6 947 (14 945)
Dividends paid (26 369) (1 317) (27 686)
Balance as at
30 June 2005 151 660 18 160 169 820
Shares issued 1 608 - 1 608
Movement in treasury (1 192) - (1 192)
shares - - -
Trade mark amortisation
Share option costs 737 - 737
Translation of foreign
subsidiaries (1 978) - (1 978)
Shared earnings of
associates - - -
Profit attributable
to shareholders 14 394 7 460 21 854
Dividends paid (9 673) (8 517) (18 190)
Balance as at
31 December 2005 155 556 17 103 172 659
Notes
1. Implementation of IFRS
From 2006 onwards the Glenrand M I B Group ("the Group") is required to prepare
its consolidated financial statements in accordance with IFRS and JSE Limited"s
("JSE") Listing Requirements. This change applies to all financial reporting for
accounting periods beginning on or after 1 January 2005 and consequently the
Group"s first published IFRS results are its interim results for the six months
ended 31 December 2005. The Group"s first published full set of financial
statements under IFRS will be for the year ending 30 June 2006. As the Group
publishes comparative information for one year in its financial statements, the
date for the transition to IFRS is 1 July 2004, which represents the start of
the earliest period of comparative information.
In order to explain how the Group"s reported performance and financial position
are impacted by IFRS, the Group has restated information previously published
under SA GAAP to the equivalent basis under IFRS. This restatement follows the
guidelines set out in IFRS 1 First-time Adoption of International Financial
Reporting Standards.
It is important to note that this financial information has been prepared in
accordance with IFRS statements that are expected to be effective at 30 June
2006. These are subject to ongoing review and possible amendment by
interpretative guidance from the International Accounting Standards Board and
may therefore be subject to change. It should further be noted that the ultimate
presentation as well as income statement and balance sheet captions could also
change.
Basis of accounting
The Group has prepared the consolidated balance sheet as at 30 June 2005 and the
consolidated income statement for the year then ended, in accordance with IFRS,
to establish the financial position and results of operations of the Group
necessary to provide the comparative information expected to be included in the
Group"s first set of IFRS financial statements for the year ending 30 June 2006.
Transitional arrangements
The date of transition to IFRS for the Group is 1 July 2004. The Group"s opening
balance sheet at 1 July 2004 has been restated to reflect all existing IFRS"s
expected to be applicable at 30 June 2006. At the date of transition, IFRS 1
allows a number of exemptions to the principle of retrospective application. The
Group made the following elections relating to the transitional arrangements:
Business combinations
The Group has elected not to retrospectively apply the requirements to IFRS 3
Business combinations for business combinations that occurred prior to the date
of transition and consequently no adjustment has been made for business
combinations prior to
31 March 2004.
Share-based payments
The Group has elected not to apply the provisions of IFRS 2 Share-based payments
to employee share option scheme awards granted on or before 7 November 2002.
Presentation of the financial statements
Changes have been made to the format of the Group"s income statement, balance
sheet and statement of changes in equity arising from the adoption of IAS 1
Presentation of financial statements and IAS 27 Consolidated and separate
financial statements. These changes only effect the presentation of the
information, and do not impact the amounts as previously reported.
Amendments to accounting policies
Share-based payments
The Group grants share options to employees under an employee share incentive
scheme. Previously, under SA GAAP no costs were recognised in the income
statement. In accordance with the requirements of IFRS 2 Share-based payments,
the Group now recognises an expense in the Income Statement, with a
corresponding increase in the share option reserve. The options are measured at
fair value at grant date. The fair value is expensed over the vesting period.
Revenue recognition
In line with industry practice, the Group"s accounting policy has previously
been to recognise insurance broking income in full at inception of the policy.
In accordance with industry developments and guidance provided in IAS 18
Revenue, the Group now defers a portion of broking income to cover the cost of
services provided over the contract period. The amount deferred is recognised as
revenue over the contract period on a consistent basis, reflecting the level of
servicing activities incurred during the period.
Intangible assets
The Group has reinstated the intangible assets relating to Trade Marks (TM) with
a corresponding increase in non-distributable reserves in accordance with IFRS 3
Business Combinations. The related deferred tax asset has been adjusted. The
Group now recognises an expense in the income statement relating to the
amortisation of the Trade Marks over their useful lives. Computer software,
previously reflected in property, plant and equipment as computer and office
equipment, has now been reclassified as an intangible asset.
Property, plant and equipment
The Group has reassessed the useful lives of all its property, plant and
equipment in accordance with IAS 16 Property, plant and equipment. In instances
where items of property, plant and equipment were fully depreciated and are
still in use, the applicable assets have now been reinstated to reflect their
appropriate carrying values.
Non-current assets held for sale and discontinued operations
In accordance with IFRS 5 Non-current assets held for sale and discontinued
operations, a discontinued operation is a component of the Group"s business that
represents a separate major line of business or geographical area of operations,
that meets the criteria as held for sale. On initial classification as held for
sale, non-current assets are recognised at the lower of the carrying amount and
fair value less costs to sell.
Straight-lining of operating lease payments
The change in the manner of recognising lease payments, on a straight-line
basis, arises as a result of a change in interpretation of IAS 17 Leases by
South African entities in order to align the South African practice with that
applied internationally. The effect of the revised interpretation is that
operating lease payments will be recognised on a straight-line basis over the
lease term, and not as and when the cash is paid.
Reconciliation of financial information previously reported
Reconciliation of income statements
Year 6 months
ended ended
30 June 31 December
2005 2004
R"000 R"000
Net profit after tax
As previously reported under SA GAAP 23 184 19 309
Adjustments for IFRS
Share-based payments (973) (386)
Amortisation of intangible assets (17 923) (5 723)
Other adjustments
Revenue recognition (5 293) 2 131
Operating lease adjustments -# (1 391)
Net profit after tax as reported
under IFRS (1 005) 13 940
Reconciliation of equity
Share Treasury
capital share and Non-dis-
and share share tributable
R"000 premium option reserves
1 July 2004
As previously reported
under SA GAAP 46 552 (3 613) 40 292
Adjustments for IFRS
Share-based payments - 838 -
TM reinstatement, net of
amortisation - - 44 905
Deferred taxation
On TM - - (28 000)
Other adjustments#
Revenue recognition - - (1 075)
As reported under IFRS 46 552 (2 775) 56 122
31 December 2004
As previously reported
under SA GAAP 47 626 (2 507) 37 600
Adjustments for IFRS
Share-based payments - 1 224 -
TM reinstatement, net of
amortisation - - 37 421
Deferred taxation
on TM - - (28 000)
Other adjustments
Revenue recognition - - (1 077)
Operating lease
adjustments - - (214)
As reported under IFRS 47 626 (1 283) 45 730
30 June 2005
As previously reported
under SA GAAP 48 745 (2 587) 55 963
Adjustments for IFRS
Share-based payments - 1 811 -
TM reinstatement, net
of amortisation - - 29 937
Deferred taxation
On TM - - (36 000)
Other adjustments#
Revenue recognition - - (1 254)
As reported under IFRS 48 745 (776) 48 646
Reconciliation of equity (continued_
Retained Minority Total R"000
R"000 earnings interest equity
1 July 2004
As previously reported
under SA GAAP 111 197 21 817 216 245
Adjustments for IFRS
Share-based payments (838) - -
TM reinstatement, net
of amortisation - - 44 905
Deferred taxation
on TM 30 271 - 2 271
Other adjustments#
Revenue recognition (24 911) (3 553) (29 539)
As reported under IFRS 115 719 18 264 233 882
31 December 2004
As previously reported
under SA GAAP 107 900 14 671 205 290
Adjustments for IFRS
Share-based payments (1 224) - -
TM reinstatement, net
of amortisation - - 37 421
Deferred taxation
On TM 32 031 - 4 031
Other adjustments
Revenue recognition (24 732) (1 599) (27 408)
Operating lease
adjustments (15 704) (178) (16 096)
As reported under IFRS 98 271 12 894 203 238
30 June 2005
As previously reported
under SA GAAP 59 715 21 564 183 400
Adjustments for IFRS
Share-based payments (1 811) - -
TM reinstatement, net
of amortisation - - 29 937
Deferred taxation
on TM 27 318 - (8 682)
Other adjustments#
Revenue recognition (30 177) (3 404) (34 835)
As reported under IFRS 55 045 18 160 169 820
2. Independent review
These interim condensed financial statements have been prepared in accordance
with IAS 34 Interim Financial Reporting and have been reviewed by KPMG Inc.,
whose unqualified review report is available for inspection at the company"s
registered office.
3. Discontinued operations
As announced on 7 October 2005, the Group disposed of its Reinsurance
Consultants and Intermediaries division. Effective 1 July 2005, the Group
disposed of its investment in Websoft (Pty) Limited.
4. Taxation
Reviewed Unaudited ;Audited
6 months ended 6 months ended year ended
31 December 31 December 30 June
2005 2004 2005
R"000 R"000 R"000
The Group"s tax charge
comprises the following:
SA normal taxation 9 383 11 033 27 612
SA deferred taxation 2 589 536 (1 974)
STC 3 564 4 381 7 499
Foreign taxation 407 753 1 001
Discontinued 2 106 2 245 4 102
18 049 18 948 38 240
5. Calculation of headline earnings
Reviewed Unaudited ;Audited
6 months ended 6 months ended year ended
31 December 31 December 30 June
2005 2004 2005
R"000 R"000 R"000
Profits (losses)
attributable to o
rdinary shareholders 14 394 7 906 (13 986)
Add back
Impairment of assets - 14 647 27 277
Intangibles
amortisiation 4 989 7 484 14 968
Profit on disposal
of investments - (5 813) (6 506)
Add (less) taxation
effect 181 (561) (1 085)
Less minorty
shareholders" effect - (433) (2 388)
Headline earnings 19 564 23 230 18 280
6. Long-term liabilities
Reviewed Unaudited ;Audited
6 months ended 6 months ended year ended
31 December 31 December 30 June
2005 2004 2005
R"000 R"000 R"000
Interest bearing 1 933 5 434 4 804
Non-interest bearing 31 132 28 084 31 949
33 065 33 518 36 753
; Compiled from published annual financial statements, updated with the audited
IFRS adjustments.
# Operating lease adjustment previously recognised under SA GAAP.
+ In accordance with IAS 14 Segment Reporting investment income is excluded.
DIRECTORATE
A W Mansfield (Chairman), E S G von Roretz*+ (Chief Executive Officer), T
Boesch*, R G Cottrell,
G T Ferreira, D J Harpur, Dr M F Kunene*, M J Leeming, Y Z Simelane
Group Secretary: E Price *Executive +British
Registered office
288 Kent Avenue
PO Box 2544
Randburg 2125
Tel (011) 329-1111
Fax (011) 329-1333
e-mail info@glenrandmib.co.za
website www.glenrandmib.co.za
Transfer secretaries
Computershare Investor Services 2004 (Pty) Limited
70 Marshall Street
Johannesburg 2001
PO Box 61051
Marshalltown 2107
South Africa
Tel (011) 370-5000
Fax (011) 688-7715
INVESTMENT BANK AND SPONSOR
Nedbank Capital
Licensed Financial Services Provider Number: 11228
Date: 02/03/2006 07:44:33 AM Produced by the JSE SENS Department
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