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AFB
AFB
Alexander Forbes - Unaudited Interim Results for the six months
ended 30 September 2006
Alexander Forbes Limited
(Incorporated in the Republic of South Africa)
(Registration number 1958/001974/06)
Sharecode: AFB
ISIN code: ZAE000018230
("Alexander Forbes" or the "Company")
Unaudited Interim Results for the six months ended 30 September 2006
- Overall growth in trading results of continuing operations (+5%)
- Significant growth in profits (+19%) and assets of Investment
Solutions, with global assets under management totalling R135 billion
-.Comprehensive independent review of business practices concluded and
recommendations being implemented
Income Statement
Unaudited Unaudited Audited
30 Sept 30 Sept 31 March
2006 2005 2006
Rm % Rm Rm
Income from operations 2 914 12 2 591 5 369
(note 3)
Other income 26 38 71
Operating expenses (2 552) (2 165) (5 094)
Operating profit 388 (16) 464 346
Analysed as follows:
Trading results of continuing 404 5 384 774
operations
Trading results of International 5 24 17
Risk Services
Trading results 409 - 408 791
Profit from direct marketing 15 22 41
entity in run-off
Consolidation of group cell (8) 19 (1)
captive insurance arrangement
Capital gains and impairment 16 (7) (19)
charges
Exceptional gains and losses (44) 22 (466)
(note 4)
Operating profit 388 (16) 464 346
Net interest costs (note 5) (31) (5) (5)
Net fair value gain (offset by 4 12 18
taxation expense attributable to
policyholders)
Effect of accounting for policy- (31) (66) (81)
holder investments as treasury
shares under IFRS (note 6)
Share of net profits of 10 7 17
associates
Profit before taxation 340 (17) 412 295
Taxation
- Taxation expense (114) (128) (220)
- Taxation attributable to (4) (12) (18)
policyholders" funds
Profit for the period 222 (18) 272 57
Attributable to:
- Ordinary shareholders 200 248 12
- Minority interests 22 24 45
Profit for the period 222 (18) 272 57
EARNINGS PER SHARE (cents) 45 (20) 56 3
DILUTED EARNINGS PER SHARE 44 (21) 56 3
(cents)
Number of shares (millions)
- weighted average 443 444 443
- diluted weighted average 450 446 447
Note on calculation of headline
and core earnings per share:
Profit attributable to ordinary 200 248 12
shareholders
Adjusted for:
Capital gains and impairment (16) 7 19
charges
Share of headline adjusting - - (14)
items of associates
Headline earnings attributable 184 (28) 255 17
to ordinary shareholders
Adjusted for:
Profit from direct marketing (15) (22) (41)
entity in run-off
Exceptional gains and losses 44 (22) 466
Loss arising from accounting for 31 66 81
policyholder investments as
treasury shares under IFRS
Tax effects on above items 7 13 13
Core earnings attributable to 251 (13) 290 536
ordinary shareholders
Weighted average number of 443 444 443
shares (millions)
Adjusted for:
Policyholder investments 18 17 19
accounted for as treasury shares
and deducted from equity under
IFRS (millions)
Adjusted weighted average number 461 461 462
of shares in issue (millions)
HEADLINE EARNINGS PER SHARE 42 (26) 57 4
(cents)
Effects of adjustments detailed
above:
Profit from direct marketing (2) (3) (6)
entity in run-off (cents)
Exceptional gains and losses 10 (3) 105
(cents)
Accounting for policyholder 5 12 13
investments as treasury shares
under IFRS (cents)
CORE EARNINGS PER SHARE (cents) 55 (13) 63 116
Segmental Analysis
Income from operations Trading results
Unaudit Unaudit Unaudit Unaudit
ed ed ed ed
30 Sept 30 Sept 30 Sept 30 Sept
2006 % 2005 2006 % 2005
AFRICA (Rm)
Risk & Insurance 493 11 445 123 3 119
Services
Financial 535 4 515 94 (9) 103
Services
Investment 427 16 368 157 19 132
Solutions
Total Africa 1 455 10 1 328 374 6 354
(Rm)
INTERNATIONAL
(GBPm)
Risk Services 64,0 1 63,6 0,4 (82) 2,2
Financial 44,7 10 40,6 2,7 (10) 3,0
Services
Investment 3,3 43 2,3 (0,4) (33) (0,3)
Solutions
Total 112,0 5 106,5 2,7 (45) 4,9
International
(GBPm)
Total 1 459 16 1 263 35 (35) 54
International
(Rm)
Total Group (Rm) 2 914 12 2 591 409 - 408
Africa International Total
Unaudit Unaudit Unaudit Unaudit Unaudit Unaudit
ed ed ed ed ed ed
30 Sept 30 Sept 30 Sept 30 Sept 30 Sept 30 Sept
2006 2005 2006 2005 2006 2005
Rm Rm Rm Rm Rm Rm
Trading results 374 354 35 54 409 408
Profit from - - 15 22 15 22
direct marketing
entity in run-
off
Consolidation of (8) 8 - 11 (8) 19
group cell
captive
insurance
arrangement
Exceptional (29) - (15) 22 (44) 22
gains and losses
Operating profit 337 362 35 109 372 471
before
impairment
charges
Net interest (29) 4 (2) (9) (31) (5)
costs
Net fair value 4 12 - - 4 12
gain
Effect of (31) (66) - - (31) (66)
accounting for
policy-holder
investments as
treasury shares
under IFRS
Share of 9 4 1 3 10 7
headline profits
of associates
Headline profit 290 316 34 103 324 419
before tax
Taxation on (104) (112) (14) (28) (118) (140)
headline profit
Minority (8) (9) (14) (15) (22) (24)
interests
Headline 178 195 6 60 184 255
earnings
attributable to
ordinary share-
holders
Adjusted for:
Profit from - - (15) (22) (15) (22)
direct marketing
entity in run-
off
Exceptional 29 - 15 (22) 44 (22)
gains and losses
Effect of 31 66 - - 31 66
accounting for
policy-holder
investments as
treasury shares
under IFRS
Tax effects on (3) - 10 13 7 13
above items
Core earnings 235 261 16 29 251 290
attributable to
ordinary share-
holders
Balance Sheet
Unaudited Unaudited Audited
30 Sept 30 Sept 31 March
2006 2005 2006
Rm Rm Rm
ASSETS
Financial assets held under multi- 129 842 101 826 118 373
manager investment contracts
Financial assets held under cell 5 293 3 919 4 729
captive insurance facilities
Housing loans secured by retirement 750 750 750
fund assets
Property and equipment 269 251 222
Purchased and developed computer 41 30 29
software
Goodwill 2 535 2 153 2 091
Other intangible assets 53 39 48
Investment in associates (note 7) 34 53 68
Deferred tax assets 321 226 257
Financial assets 362 324 367
Trade and other receivables 1 735 1 571 1 373
Cash and cash equivalents 3 126 2 506 2 803
Total assets 144 361 113 648 131 110
EQUITY
Ordinary shareholders" equity 1 973 1 823 1 531
Minority interests 124 104 82
Total equity 2 097 1 927 1 613
LIABILITIES
Financial liabilties held under 130 093 102 085 118 619
multi-manager investment contracts
Liabilities of cell captive 5 293 3 919 4 729
insurance facilities
Securitisation funding for housing 750 750 750
loans
Borrowings 725 782 678
Retirement benefit obligations 247 299 236
Deferred tax liabilities 94 65 95
Deferred consideration for 253 229 191
acquisitions
Provisions 761 95 680
Other liabilities 4 048 3 497 3 519
Total liabilities 142 264 111 721 129 497
Total equity and liabilities 144 361 113 648 131 110
Total equity per above 2 097 1 927 1 613
Adjustment for policyholder 174 205 184
investments accounted for as
treasury shares and deducted from
equity under IFRS
Adjusted total equity 2 271 2 132 1 797
Number of shares in issue (net of 443 444 442
treasury shares) (millions)
Adjustment for policyholder 18 17 19
investments accounted for as
treasury shares and deducted from
equity under IFRS (millions)
Adjusted number of shares in issue 461 461 461
(millions)
Net asset value per share (cents) 473 434 365
Adjustment for policyholder 20 28 25
investments accounted for as
treasury shares and deducted from
equity under IFRS (cents)
Adjusted net asset value per share 493 462 390
(cents)
Cash Flow Statement
Unaudited Unaudited Audited
30 Sept 30 Sept 31 March
2006 2005 2006
Rm Rm Rm
Cash generated from trading 483 484 958
operations
Cash generated from direct marketing 15 22 41
entity in run-off
Movement in working capital and (158) (39) 243
insurance balances
Taxation and dividend payments (408) (359) (449)
Cash from operating activities (68) 108 793
Net subsidiaries and businesses - (15) (60)
acquired
Proceeds on sale of Medscheme 57 - -
associate
Housing loans provided to clients - (750) (750)
secured by retirement fund assets
Capital expenditure for the period (75) (66) (92)
Net movement in financial assets 12 19 (29)
Cash from investing activities (6) (812) (931)
Net proceeds of share (3) 1 (71)
issues/treasury shares purchased
Net borrowings repaid (42) (40) (68)
Securitisation funding raised for - 750 750
housing loans
Premium finance receivables (59) - (24)
Cash settlement of retirement (40) - (82)
obligations
Distributions to minority (2) (10) (52)
shareholders
Cash settlement of provisions (11) - -
Cash from financing activities (157) 701 453
Net cash flows (231) (3) 315
Foreign subsidiary translation 554 (74) (140)
adjustment
Net movement in cash balances 323 (77) 175
Review of Operations
Overview
The six months to 30 September 2006 have been characterised by:
- Overall growth in trading results from continuing operations
(excluding International Risk Services) (+5%)
- Significant growth in profits (+19%) and assets of Investment
Solutions, with global assets under management totalling R135 billion
- The completion of a comprehensive independent review of business
practices across our South African operations
Trading results of operations
Trading results of operations at R409 million are in line with the
comparative financial period. Excluding International Risk Services, the
trading result was up 5% on the comparative period.
- Investment Solutions
The group"s multi-manager investment subsidiary, Investment Solutions,
recorded 16% revenue growth in its African operations with the trading
result up 19% to R157 million. Average assets under management increased
28% with closing assets in South Africa reaching R121 billion at 30
September 2006. The business benefited from strong growth in investment
markets and net new business inflows for the period.
The UK Investment Solutions business continued to attract new clients
with assets under management reaching the important GBP1 billion mark
shortly after the half year-end. This business is continuing to gather
momentum and has established a competitive three-year investment
performance track record.
Global assets under management totalled R135 billion at 30 September
2006 (30 September 2005: R107 billion).
- Africa Risk & Insurance Services
The Africa Risk & Insurance Services business delivered a trading result
of R123 million, which is 3% up on the comparative financial period.
This result was achieved despite a R9 million reduction in contribution
from Personal Lines insurance, which is in line with the prevailing
industry conditions in this market. Excluding the reduced contribution
from Personal Lines insurance, Risk & Insurance Services delivered
profit growth of 11%. This growth was driven by strong new business wins
in the core Risk Services (corporate broking and consulting) business
and a high level of client retention. A number of large new accounts
were won during the period. Guardrisk continued to show strong growth in
all its divisions and was once again ranked as the largest cell captive
insurer in the world. Cre-8 reported profits in line with the
comparative financial period and is focusing on the launch of new
products and facilities. Compensation Technologies and our Afrinet
operations reported pleasing results for the period.
- Africa Financial Services
The Africa Financial Services business showed modest revenue growth with
trading results from operations down 9% to R94 million for the six
months. This reduction in profit was mainly the result of pressure in
the core Retirement Funds Division (Actuarial Consulting and
Administration Services). This part of the business has clearly been
most impacted by the issues arising from the non-disclosure of income
earned from "bulking" of client current accounts and the subsequent
intensive review of all business practices across the group. Management
has prioritised dealing with our clients on these matters in order to
resolve any remaining historical issues with our clients and past
clients. Although the impact of this on the business is not
underestimated, the decisive action taken in dealing with these
historical issues contains a clear message as to the level of
transparency and fairness to which the entire group aspires in our
dealings with clients.
A number of other divisions within Financial Services delivered very
pleasing results, including Health Management Solutions, HomePlan and
the Financial Planning Consultants business which benefited from new
business written and strong equity markets during the period.
- International Risk Services
The International Risk Services business recorded a further reduction in
earnings, delivering a trading result of GBP0,4 million for the half
year, down from GBP2,2 million in the comparative financial period. The
sale of this business to Lockton Inc. was completed on 9 November 2006
with all of the conditions precedent having been fulfilled. Alexander
Forbes will continue to work closely with Lockton in servicing our
African clients with international operations.
The cash consideration received on completion of the sale of GBP64,5
million has been used to repay bank debt in the United Kingdom and to
pay professional fees and other costs associated with the transaction,
with the net proceeds of GBP36 million remitted to South Africa.
- International Financial Services
The International Financial Services businesses achieved revenue growth
of 10%, delivering a trading result of GBP2,7 million, down 10% on the
comparative financial period.
The UK-based pensions IFA (Independent Financial Advisory) and
Healthcare business generated revenue growth but profits were down as
the business invests in additional sales capacity and its individual
client propositions. The strong sales pipeline at the half year-end and
planned launch of new products should contribute to improved results in
the second half of the financial year. The Trustee Services and CTC
software businesses delivered consistent growth.
The UK-based DC Link Administration business incurred increased trading
losses whilst continuing to grow members under administration. The loss
of a white labelling agreement concluded at the time of acquiring the
business contributed to the increased losses recorded for the period.
The actuarial consulting business, Lane Clark & Peacock, reported
further revenue and profit growth off the high base recorded in the
previous year, benefiting from ongoing demand for its services in the UK
and Europe resulting from pensions legislative changes.
Headline earnings
There were a number of non-trading items and related financial effects
which impacted the group"s headline earnings for the current and prior
reporting periods. The main items are:
- an exceptional loss of R44 million recorded in the current period
compared to an exceptional gain of R22 million recorded in the
comparative financial period (as detailed in note 4 in this
announcement);
- R17 million of interest costs which accrue on the provision for client
settlements which is included in net interest costs in the current
period; and
- an R8 million loss arising on consolidation of the group"s cell
captive insurance arrangement in the current period compared to a profit
of R19 million reported in the prior period (the aggregate year-on-year
impact is thus R27 million). This relates to the results of the group"s
own errors and omission insurance programme and does not relate to the
results of the group"s cell captive insurance business, Guardrisk.
The above negative effects on headline earnings are partly offset by a
reduced impact in the current period of the previously reported
accounting mismatch resulting from accounting for Alexander Forbes"
shares held by the group"s multi-manager investment subsidiary for its
policyholders as treasury shares in the group accounts. The reported
loss resulting from this accounting mismatch was R31 million in the
current period (in respect of 18 million shares deducted from equity)
compared to R66 million for the prior period (in respect of 17 million
shares deducted from equity).
The result of the above effects is a 23% reduction in pre-tax headline
profits to R324 million. After accounting for tax and minority
interests, this translates into a 26% decline in headline earnings per
share.
Basic earnings per share
Basic earnings per share decreased by 20% to 45 cents per share. This
relatively lower decrease compared to the decrease in headline earnings
per share results from the R14 million capital profit realised on the
sale of the group"s associate investment in Medscheme, which was
completed during the current period. This profit is excluded from
headline earnings being of a capital nature.
Core earnings per share
Consistent with the previous year, an adjusted measure of headline
earnings per share, namely core earnings per share, has been presented
in order to facilitate a more meaningful assessment of the group"s
trading performance. This adjusted measure is based on headline earnings
but:
- excludes the financial effects caused by the mismatch resulting from
accounting for policyholder investments as treasury shares under IFRS;
- excludes exceptional gains and losses; and
- excludes the anticipated reduced profit contribution from the UK
direct marketing entity in run-off.
(A reconciliation is provided of the calculation of headline and core
earnings per share below the abridged income statement contained in this
announcement.)
While trading results from operations are in line with those reported in
the comparative financial period, core earnings per share decreased by
13% to 55 cents per share. This results from the interest accruing on
the provision for client settlements and the loss reported on
consolidation of the group"s cell captive insurance arrangement in the
current period.
Cautionary announcements
Shareholders are referred to the relevant cautionary announcements, the
last of which was published on 17 November 2006, in terms of which
shareholders were advised that a consortium of private equity firms
("the consortium") has submitted a revised proposal to acquire the
entire issued share capital of Alexander Forbes. The consortium has
advised the company that upon fulfillment of the one remaining pre-
condition, it will deliver a notice of firm intention to make an offer
to the Alexander Forbes board. Details pertaining to the revised
proposal submitted by the consortium are provided in the cautionary
announcement of 17 November 2006. Shareholders are advised to continue
to exercise caution in dealing in Alexander Forbes" securities until a
further announcement is made.
Developments and prospects
Alexander Forbes is committed to the highest levels of ethics and
governance and consequently responded proactively to the issues raised
relating to past business practices. A comprehensive independent
assessment of past and current practices across our South African
operations was completed by Ernst & Young and Deneys Reitz in the period
under review. The results of this review were fully disclosed to the
regulator and published on our website. The recommendations arising from
the review are being implemented.
The review and responses thereto have given us confidence that going
forward all business practices will meet the highest levels of ethics
and governance and that appropriate controls will be in place to ensure
full compliance.
In terms of issues relating to past practices, substantial progress is
being made with the client settlement processes and related matters.
Following the conclusion of the independent review of our South African
operations and the sale of our International Risk Services business, the
group is now firmly focused on extracting growth and shareholder value
from our core businesses in South Africa and internationally.
For and on behalf of the board
P L Heinamann M P Moyo
Chairman Group chief executive
Johannesburg
20 November 2006
Statement of Changes in Equity
Share Treasury Other Ordinary Minority Total
capital share and reserves share- interests equity
and share holders"
share option equity
premium reserve
Rm Rm Rm Rm Rm Rm
At 31 March 1 270 (28) 753 1 995 102 2 097
2005
Movement in 41 (45) 11 7 - 7
share option
reserve
Movement in - (44) - (44) - (44)
policyholder
investments
accounted
for as
treasury
shares under
IFRS
Foreign - - (86) (86) (10) (96)
currency
translation
and other
movements
Profit for - - 248 248 24 272
the period
Distribution (309) - - (309) - (309)
to
shareholders
Distribution - 12 - 12 - 12
in respect
of treasury
shares
Movement in - - - - (12) (12)
minority
interests
At 30 1 002 (105) 926 1 823 104 1 927
September
2005
Share issues 1 - - 1 - 1
Movement in 35 (46) 12 1 - 1
share option
reserve
Treasury - (49) - (49) - (49)
shares
purchased
Movement in - 21 - 21 - 21
policyholder
investments
accounted
for as
treasury
shares under
IFRS
Foreign - - (30) (30) 4 (26)
currency
translation
and other
movements
Profit for - - (236) (236) 21 (215)
the period
Distribution - - - - (52) (52)
to minority
shareholders
Movement in - - - - 5 5
minority
interests
At 31 March 1 038 (179) 672 1 531 82 1 613
2006
Movement in - (2) 5 3 - 3
share option
reserve
Treasury - (3) - (3) - (3)
shares
purchased
Movement in - 10 - 10 - 10
policyholder
investments
accounted
for as
treasury
shares under
IFRS
Foreign - - 493 493 21 514
currency
translation
and other
movements
Profit for - - 200 200 22 222
the period
Distribution (272) - - (272) - (272)
to
shareholders
Distribution - 11 - 11 - 11
in respect
of treasury
shares
Movement in - - - - (1) (1)
minority
interests
At 30 766 (163) 1 370 1 973 124 2 097
September
2006
NOTES
1. Basis of preparation
These interim results have been prepared in accordance with, and comply
with, International Financial Reporting Standards ("IFRS") and the South
African Companies Act of 1973, as amended.
The accounting policies are consistent with those applied for the year
ended 31 March 2006. Standards and interpretations effective subsequent
to this date have not had a material effect on the results.
The September 2005 comparatives have been restated to be consistant with
the accounting policies and basis of presentation applied to both the
current period and the previous year ended 31 March 2006. The only
change affecting results as previously reported is in respect of the
IFRS requirements to account for policyholder investments as treasury
shares. The financial effects of the change are detailed in note 6
below.
In addition, it should be noted that changes have been made to
management accounting entries affecting income recognition between
divisional entities. Comparative segmental results have been restated in
order to ensure comparability of segmental results to the prior period.
These changes affect only allocations between segments and do not affect
the consolidated trading result as previously reported.
Unaudited Unaudited Audited
30 Sept 30 Sept 31 March
2006 2005 2006
2. Exchange rates
The income statements and balance
sheets of material foreign
subsidiaries have been translated
to Rands as follows:
Weighted average R:GBP rate 12,9 11,7 11,3
Closing R:GBP rate 14,5 11,2 10,8
Unaudited Unaudited Audited
30 Sept 30 Sept 31 March
2006 2005 2006
Rm Rm Rm
3. Income from operations
Fee and commission income 2 757 2 484 5 076
Operational interest income from 36 33 63
insurance broking activities
Africa 13 11 18
International 23 22 45
Interest and other finance income 71 36 111
from financing operations
Less: Directly related interest (26) (8) (33)
expense
Net premium and investment income 346 284 622
from insurance operations
Less: Net claims and transfers to (270) (238) (470)
policyholders" funds
Total income from operations 2 914 2 591 5 369
4. Exceptional gains and losses
Proposed client settlements for (20) - (480)
business practices
Professional fees and other costs (33) - -
associated with sale of
International Risk Services
Exceptional profit arising from - 22 18
reduction of onerous lease
provision
Other net exceptional gains and 9 - (4)
losses
Total exceptional gains and losses (44) 22 (466)
5. Net interest costs
Interest income 19 14 70
Dividend income from preference 9 13 17
share investments
Total interest and investment 28 27 87
income
Finance costs - provision for (17) - -
client settlements
Finance costs - bank borrowings (19) (24) (52)
Other finance costs (23) (8) (40)
Total net interest costs (31) (5) (5)
6. Effect of accounting for
policyholder investments as
treasury shares under IFRS
Loss arising from increase in (20) (54) (69)
Alexander Forbes share price
Distributions to policyholders (11) (12) (12)
holding Alexander Forbes shares
Total effect (31) (66) (81)
As previously advised to share-
holders, the IFRS requirement to
account for Alexander Forbes
shares held on behalf of
policyholders as treasury shares
results in a mismatch in
accounting for the asset and
liability movement, which does not
reflect the economic substance of
the transactions.
As shown above, this mismatch has
resulted in the reporting of a R31
million accounting expense in the
current financial period (2005:
R66 million expense), whereas no
actual economic loss will ever be
realised by the group.
Adjusted measures of headline
earnings per share (referred to as
core earnings per share) and net
asset value per share, which
exclude the effects of accounting
for policyholder investments as
treasury shares, have been
presented in order to accurately
reflect the underlying economic
substance of the transactions and
provide meaningful reporting to
shareholders.
7. Investment in associates
Carrying value in balance sheet 34 53 68
Directors" valuation of associates 55 87 99
8. Capital expenditure and
commitments
Depreciation and amortisation for 59 64 113
the period
Capital expenditure for the period 75 66 92
Operating lease commitments
- Due within one year 219 207 189
- Thereafter 954 1 076 976
1 173 1 283 1 165
Capital expenditure and commitments will be funded from internal
cash resources.
Directors:
Independent directors:
P L Heinamann (Chairman), J V H Robins (Deputy chairman) (British), T R
T Bohlmann, W E Lucas-Bull, M P Nicholls (British), A F van Biljon, P J
J van der Walt
Non-executive directors:
J J Durand, M C Ramaphosa, G J Roberts-Baxter (Alternate)
Executive directors:
M P Moyo (Group chief executive), M G Ilsley (Group finance director), J
H Vickers (Group development director)
Company secretary:
J E Salvado
Transfer secretaries:
Computershare Investor Services 2004 (Pty) Limited. Ground Floor,
70 Marshall Street, Johannesburg. PO Box 61051, Marshalltown, 2107
Investor relations:
D Kotzen
Registered office:
Alexander Forbes Place, 61 Katherine Street, Sandown Telephone +27 (0)
11 269-0000 Fax +27 (0) 11 269-1111E-mail: info@aforbes.co.za. Website:
www.alexanderforbes.co.za
Sponsors:
JP Morgan Equities Limited. 1 Fricker Road, Illovo Boulevard,
Johannesburg
Your World is our World
For more information and full details of the
SENS announcement, please visit our website: www.alexanderforbes.co.za
Date: 20/11/2006 07:49:46 AM Produced by the JSE SENS Department
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