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FINANCIAL RESULTS Group equity value report as at 31 December 2014 1. Introduction Liberty presents a “group equity value” report to reflect the combined value of the various components of Liberty’s businesses. Section 2 below describes the valuation bases used for each reported component. It should be noted the group equity value is presented to provide additional information to shareholders to assess performance of the group. The total equity value is not intended to be a fair value calculation of the group but should provide indicative information of the inherent value of the component parts. 2. Component parts of the group equity value and valuation techniques used Group equity value has been calculated as the sum of the following component parts: 2.1 South African covered business: The wholly owned subsidiary, Liberty Group Limited, comprises the South African long-term insurance entities and related asset holding entities. The embedded value methodology in terms of Actuarial Practice Note 107 issued by the Actuarial Society of South Africa continues to be used to derive the value of this business cluster described as “South African covered business”. The embedded value report of the South African covered business has been reviewed by the group’s statutory actuary. The full embedded value report is included in the supplementary information section. 2.2 Other businesses: STANLIB Valued using a 10 times (2013: 10 times) multiple of estimated sustainable earnings. Liberty Properties Valued using a 10 times (2013: 10 times) multiple of estimated sustainable earnings. Liberty Health s Liberty Health has yet to establish a history to support a sustainable earnings calculation, adjusted IFRS A net asset value is applied. Liberty Africa Insurance L iberty Africa Insurance is an emerging cluster of both long and short-term insurance businesses located in various African countries outside of South Africa. A combination of valuation techniques including embedded value, discounted cash flow and earnings multiples have been applied to value these businesses. The combined value of this cluster is not material relative to the other components of group equity value and therefore a detailed analysis of this valuation has not been presented. At 31 December 2014 and 2013 the combined valuations approximated the group’s IFRS net asset value. Therefore the IFRS net asset value was used. LibFin Credit LibFin originates appropriate illiquid assets that provide acceptable illiquidity premiums. The value of this origination is reflected at a 10 times (2013: 10 times) multiple of estimated sustainable earnings adjusting for related expenses and prudential margin. Liberty Holdings The net market value of assets and liabilities held by the Liberty Holdings Limited company excluding investments in any subsidiaries which are valued separately. 2.3 Other adjustments: These comprise the fair value of share rights allocated to staff not employed by the South African covered businesses, adjusting certain deferred tax assets to current values and allowance for certain shareholder recurring costs incurred in Liberty Holdings Limited capitalised at a multiple of 9 times (2013: 9 times). Liberty Holdings Limited Financial results for the year ended 31 December 2014 39 Group equity value report as at 31 December 2014 (continued) 3. BEE normalised group equity value 3.1 Analysis of BEE normalised group equity value Audited 2014 Rm SA insurance operations SA covered business Other businesses 10 958 Group funds invested Adjustments Net worth Value of in-force: SA covered business 10 958 (5 508) 5 450 22 941 South African insurance operations Other group businesses: STANLIB 28 391 20 927 2 014 Individual arrangements Group arrangements Value of in-force acquired Working capital and other assets Total 74 6 183 74 6 183 (74) (466) 5 717 17 215 17 215 (6 048) 11 167 5 717 22 941 34 108 649 649 5 751 6 400 6 400 South Africa Other Africa 444 205 444 205 5 356 395 5 800 600 5 800 600 Liberty Properties Liberty Health Liberty Africa Insurance LibFin Credit Liberty Holdings Cost of required capital 45 342 586 45 342 586 280 650 650 325 342 586 900 550 Net equity as reported under IFRS BEE preference funding Allowance for future shareholders costs Allowance for employee share rights BEE normalised equity value Summary of adjustments: Negative rand reserves Deferred acquisition costs Deferred revenue liability Frank Financial Services allowance for future expenses Carrying value of in-force business acquired Fair value adjustment of non SA covered business Impact of discounting on deferred tax asset 17 215(1) 807 (136) 17 886 Adjustments as above Allowance for employee share options/rights BEE preference share funding Net worth as reported in supplementary information 40 Liberty Holdings Limited Financial results for the year ended 31 December 2014 1 822 783 19 708 783 (5 508) (573) 207 (100) (74) (100) (74) Reconciliation to SA covered business net worth as per analysis in supplementary information Net equity of SA covered business as reported under IFRS (356) (94) 19 487 807 (356) (230) (5 508) (573) 207 (6 048) (1) 2 272 17 215 (6 048) (136) 807 11 838 900 (100) 6 931 (100) 6 931 (100) 6 831 783 (1 456) 20 270 807 (356) (230) 21 485 20 491 19 533 (1 952) 325 342 586 900 550 (1 456) 41 755 807 (2 308) (230) 40 024 FINANCIAL RESULTS 3. BEE normalised group equity value (continued) 3.1 Analysis of BEE normalised group equity value (continued) Audited 2013 Rm SA covered business SA insurance operations 10 775 Other businesses Group funds invested Adjustments Net worth Value of in-force: SA covered business 10 775 (5 350) 5 425 21 637 South African insurance operations Other group businesses: STANLIB 27 062 19 830 1 807 Individual arrangements Group arrangements Value of in-force acquired Working capital and other assets Total 150 4 145 150 4 145 (150) (381) 3 764 15 070 15 070 (5 881) 9 189 3 764 21 637 30 826 570 570 5 080 5 650 5 650 South Africa Other Africa 396 174 396 174 4 854 226 5 250 400 5 250 400 Liberty Properties Liberty Health (including Total Health Trust) Liberty Africa Insurance LibFin Credit Liberty Holdings Cost of required capital 50 87 488 50 87 488 400 400 1 389 1 389 2 584 (247) 17 654 905 (247) (175) (411) Net equity as reported under IFRS BEE preference funding Allowance for future shareholders costs Allowance for employee share options/rights BEE normalised equity value Summary of adjustments: Negative rand reserves Deferred acquisition costs Deferred revenue liability Internally generated software Carrying value of in-force business acquired Fair value adjustment of non SA covered business Liberty Health loan impairment 15 070(1) 905 (236) 15 739 (5 350) (513) 185 (53) 17 901 650 (47) 65 488 650 1 342 17 719 905 (247) (1 566) 20 071 (1 970) (411) 65 17 966 488 650 1 342 (1 566) 37 790 905 (2 217) (411) 18 101 36 067 (5 350) (513) 185 (150) 5 993 (100) 5 946 5 993 (100) 65 Reconciliation to SA covered business net worth as per analysis in supplementary information Net equity of SA covered business as reported under IFRS 15 070 Adjustments as above (5 881) Allowance for employee share options/rights BEE preference share funding Net worth as reported in supplementary information 53 (150) (5 881) (1) 2 162 350 (87) (236) 905 9 858 Liberty Holdings Limited Financial results for the year ended 31 December 2014 41 Group equity value report as at 31 December 2014 (continued) 3. BEE normalised group equity value (continued) 3.2 BEE normalised group equity value earnings and value per share 2014 SA covered business Other businesses BEE normalised equity value at the end of the year 31 371 Equity value at the end of the year BEE preference shares 30 564 807 Audited Rm (unless otherwise stated) 2013 Total SA covered business Other businesses Total 8 653 40 024 27 959 8 108 36 067 8 653 39 217 807 27 054 905 8 108 35 162 905 (6) 6 15 (87) (1 653) 1 939 Adjustments from group restructure Capital transactions Funding of restricted share plan Intergroup dividends Dividends paid BEE normalised equity value at the beginning of the year (27 959) (8 108) (36 067) (25 574) (7 166) (32 740) Equity value at the beginning of the year BEE preference shares (27 054) (905) (8 108) (35 162) (905) (24 562) (1 012) (7 166) (31 728) (1 012) 4 819 1 212 6 031 4 119 1 162 5 281 17,3 15,4 16,9 286 201 16,2 16,1 16,1 286 057 BEE normalised equity value earnings BEE normalised return on group equity value (%) BEE normalised number of shares (000’s) Number of shares in issue (000’s) Shares held for the employee restricted share scheme (000’s) Adjustment for BEE shares (000’s) BEE normalised group equity value per share (rand) 42 Liberty Holdings Limited Financial results for the year ended 31 December 2014 117 1 290 355 (117) (1 290) 1 719 355 1 719 87 1 653 15 1 939 256 946 257 801 3 459 25 796 2 460 25 796 139,85 126,08 FINANCIAL RESULTS 3. BEE normalised group equity value (continued) 3.3 Sources of BEE normalised group equity value earnings 2014 Audited Rm Value of new business written in the year Expected return on value of in-force business Variances/changes in operating assumptions Operating experience variances (including incentive outperformance) Transfer of shareholder expense reserve Operating assumption changes Changes in modelling methodology One period replacement of shareholder expenses and inflating expenses Headline earnings of other businesses Operational equity value profits Non headline earnings adjustments Development costs Economic adjustments Investment return on net worth Internally generated software Credit portfolio earnings Change in fair value on cash flow hedges Investment variances Change in economic assumptions Increase in fair value adjustments on value of other businesses Change in allowance for fair value of share rights Group equity value earnings SA covered business Other businesses 914 2 131 662 27 (109) 2013 Total SA covered business Other businesses 941 2 131 553 806 1 843 99 33 (15) 839 1 843 84 249 (15) 234 709 69 (62) (54) (40) (69) 669 (62) (54) 54 (204) (122) (67) 732 (189) 732 (113) 17 4 168 54 (204) (38) 672 (151) 689 3 304 (126) (82) 1 625 1 198 3 585 583 (52) 1 186 (25) (338) (77) 848 (53) 1 451 652 (126) (29) 174 965 53 189 (93) 14 58 (285) (53) 680 1 024 174 189 (93) 14 58 132 (130) 1 028 (603) 911 911 100 81 181 4 819 1 212 6 031 2 652 Total 132 (130) 1 028 (603) 484 484 69 7 76 4 119 1 162 5 281 Liberty Holdings Limited Financial results for the year ended 31 December 2014 43 Group equity value report as at 31 December 2014 (continued) 3. BEE normalised group equity value (continued) 3.4 Analysis of value of long-term insurance, new business and margins Audited Rm (unless otherwise stated) 2014 2013 South African covered business: Individual arrangements 1 640 1 580 Traditional Life Direct channel Credit Life 1 472 77 91 1 387 91 102 249 141 1 889 (874) (101) 1 721 (833) (82) Group arrangements Gross value of new business Overhead acquisition costs impact on value of new business Cost of required capital 914 44 916 2,0 806 37 753 2,1 Liberty Africa Insurance: Net value of new business Present value of future expected premiums Margin (%) 27 413 6,5 33 362 9,1 Total group net value of new business Total group margin (%) 941 2,1 839 2,2 Net value of South African covered new business Present value of future expected premiums Margin (%) 44 Liberty Holdings Limited Financial results for the year ended 31 December 2014 Appendix B – Group equity value report and independent auditor’s report To the shareholders of Liberty Holdings Limited We have audited the group equity value report of Liberty Holdings Limited for the year ended 31 December 2014 on pages 204 to 209, which has been prepared in accordance with the equity value basis set out in section 2 of the group equity value report. This report should be read in conjunction with the audited annual financial statements where the policyholder liabilities are determined in terms of International Financial Reporting Standards, which are contained in the annual financial statements and supporting information. Directors’ responsibility for the group equity value report The company’s directors are responsible for the preparation and presentation of the group equity value report in terms of the group equity value basis set out in section 2 of the group equity value report, for determining that the basis of preparation is acceptable in the circumstances and for such internal control as the directors determine is necessary to enable the preparation of the group equity value report that is free from material misstatements, whether due to fraud or error. Auditor’s responsibility Our responsibility is to express an opinion on the group equity value report. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the group equity value report is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the group equity value report. PricewaterhouseCoopers Inc. Director: J Goncalves Registered auditor The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the group equity value report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the group equity value report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of the group equity value principles used and the reasonableness of valuation estimates made by the directors, as well as evaluating the overall presentation of the group equity value report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the group equity value report has been prepared in all material respects in accordance with the basis set out in section 2 of the group equity value report. Basis of accounting and restriction on use Without qualifying our opinion, we draw attention to section 2 of the group equity value report, which describes the basis of accounting. The group equity value report is prepared to reflect the combined value of the various components of Liberty’s businesses. As a result, the group equity value report may not be suitable for another purpose. Our report is intended solely for the directors of Liberty Holdings Limited and should not be used by any other parties. We agree to the publication of our report provided it is clearly understood by the recipients of the report that they enjoy such receipt for information only and that we accept no duty of care to them in respect of our report. Johannesburg 25 February 2015 Liberty Holdings Limited Annual financial statements and supporting information 2014 Liberty Holdings Limited Assurance 2014 S7