Interim results 2012 - part 1

RNS Number : 5271J

Old Mutual PLC

08 August 2012

8 August 2012

Old Mutual plc Interim results for the six months ended 30 June 2012

Good strategic and operational progress

Financial Summary¹	H1 2012	H1 2011	Movement
Operating metrics - constant currency basis
Adjusted operating profit before tax (IFRS basis)^*	£791m	£709m	12%
Adjusted operating earnings per share (IFRS basis)^**	8.7p	8.5p	2%
Net client cash flows - LTS	£1.4bn	£2.0bn	£(0.6)bn
Net client cash flows - USAM²	£2.2bn	£(2.0bn)	£4.2bn
Funds under management³	£260.7bn	£264.7bn	(2)%
Financial metrics - as reported
Group return on equity (annualised)	12.9%	15.1%	(220bps)
Interim dividend for the year	1.75p	1.50p	17%
Total profit after tax attributable to equity holders of the parent	£931m	£738m	26%
Adjusted Group MCEV per share ³	218.1p	194.1p	24.0p
Surplus generated⁴	£381m	£521m	£(140)m
¹Except for total profit after tax and adjusted Group MCEV per share and Surplus generated, all figures in the table are in respect of core continuing businesses only and the 2011 comparatives have been restated accordingly. The disposal of Nordic was the most material disposal in the period. Figures have also been adjusted for the impact of the share consolidation where applicable.
²USAM excludes NCCF from Dwight and OMCap, which were sold in the period. H1 2011 also excludes Lincluden, which was sold in December 2011.
³Comparative as at 31 December 2011.
⁴Surplus generated is the adjusted net worth of the operating business units not required to support capital requirements.
⁵ Core continuing Group NCCF includes Nedbank NCCF of £0.8 billion.

Financial and operational highlights

· IFRS AOP up 12% to £791 million; interim dividend up 17%; and core continuing Group NCCF of £4.4 billion^2,5

· Targets: cost reduction met; ROE and margins on track

· A further £603 million of debt repaid in 2012, less than £450 million left to hit £1.5 billion target

· Completion of sale of Nordic and £1 billion special dividend paid 7 June 2012

Expanding our African footprint

· Continued strong sales and margins in South African mass market, and excellent sales momentum in emerging markets

· Nigerian life acquisition expected to complete Q3; and considering entry into the Nigerian non-Life market

· Nedbank delivers another excellent six months, driven by growth in NII, NIR and improved impairments

Growing Wealth Management

· Merger of OMAM UK and Skandia Investment Group to create asset management engine to power Wealth Management

· UK Platform £1.2 billion NCCF

· Post-RDR pricing structure for UK Platform unveiled

Turning around US Asset Management

· Positive NCCF of £2.2 billion²

· Continued trend of improved investment performance; margins strengthening

Julian Roberts, Group Chief Executive, commented:

"Against a backdrop of sustained low growth and falling interest rates we continue to deliver good strategic and operational progress. We are expanding in attractive African markets; introducing new products across the Group; and today are unveiling our UK Platform pricing ahead of the introduction of the Retail Distribution Review.

"We have built a portfolio of resilient, high quality and cash generative businesses. Although economic conditions remain uncertain, we remain confident that we have the right offering, the right people and exposure to both emerging and developed markets that will allow us to continue to create value for both shareholders and customers."

Old Mutual plc results for the six months ended 30 June 2012

Enquiries

External Communications
Patrick Bowes	UK	+44 (0)20 7002 7440
Kelly de Kock	SA	+27 (0)21 509 8709
Media
William Baldwin-Charles		+44 (0)20 7002 7133
		+44 (0)7834 524 833

Notes

Unless otherwise stated, wherever the terms asterisked in the Financial Summary on the front page of this announcement are used, whether in the Financial Summary, the Group Chief Executive's Review, the Group Finance Director's Review or the Business Review, the following definitions apply:

* For core life assurance and general insurance businesses, adjusted operating profit is based on a long-term investment return, including investment returns on life funds' investments in Group equity and debt instruments, and is stated net of income tax attributable to policyholder returns. For the US Asset Management business, it includes compensation costs in respect of certain long-term incentive schemes defined as non-controlling interests in accordance with IFRS. For all core businesses, adjusted operating profit excludes goodwill impairment, the impact of acquisition accounting, revaluations of put options related to long-term incentive schemes, profit/(loss) on acquisition/disposal of subsidiaries, associated undertakings and strategic investments, and fair value profits/(losses) on certain Group debt movements, but includes dividends declared to holders of perpetual preferred callable securities. Bermuda, which is non-core and Nordic and US Life, which are discontinued and non-core, are not included in adjusted operating profit.

** Adjusted operating earnings per share is calculated on the same basis as adjusted operating profit. It is stated after tax attributable to adjusted operating profit and non-controlling interests. It excludes income attributable to Black Economic Empowerment trusts of listed subsidiaries. The calculation of the adjusted weighted average number of shares includes own shares held in policyholders' funds and Black Economic Empowerment trusts.

Cautionary statement

This announcement has been prepared solely to provide additional information to shareholders to assess the Group's strategies and the potential for those strategies to succeed. It should not be relied on by any other party or for any other purpose.

This announcement contains forward-looking statements relating to certain of Old Mutual plc's plans and its current goals and expectations relating to its future financial condition, performance and results. By their nature, all forward-looking statements involve risk and uncertainty because they relate to future events and circumstances that are beyond Old Mutual plc's control, including, among other things, UK and South African domestic and global economic and business conditions, market-related risks such as fluctuations in interest rates and exchange rates, policies and actions of regulatory authorities, the impact of competition, inflation, deflation, the timing and impact of other uncertainties or of future acquisitions or combinations within relevant industries, as well as the impact of tax and other legislation and other regulations in territories where Old Mutual plc or its affiliates operate.

As a result, Old Mutual plc's actual future financial condition, performance and results may differ materially from the plans, goals and expectations set out in its forward-looking statements. Old Mutual plc undertakes no obligation to update any forward-looking statements contained in this announcement or any other forward-looking statements that it may make.

Notes to editors:

A webcast of the presentation on the Interim results and Q&A will be broadcast live at 9:00 am (GMT), (10:00 am (CET)/11:00 am (South African time)) today on the Company's website www.oldmutual.com. Analysts and investors who wish to participate in the call should dial the following numbers and quote the pass-code 693086#:

UK/International	+44 (0)20 3140 0668
US	+1 631 510 7490
South Africa	+27 (0)11 019 7051

Playback (available for 14 days from 8 August 2012), using pass-code 382367#:

UK/International	+44 (0)20 3140 0698
US	+1 877 846 3918

Copies of these results, together with high-resolution images and biographical details of the executive directors of Old Mutual plc, are available in electronic format to download from the Company's website at www.oldmutual.com.

A Financial Disclosure Supplement relating to the Company's Interim Results can be found on the website. This contains financial data for 2012 and 2011.

		H1 2012	H1 2011	Appreciation / (depreciation) of local currency	FY 2011	Appreciation / (depreciation) of local currency
Rand	Average Rate	12.52	11.14	(12)%	11.64	(8)%
Rand	Closing Rate	12.84	10.86	(18)%	12.56	(2)%
USD	Average Rate	1.58	1.62	2%	1.60	1%
USD	Closing Rate	1.57	1.61	2%	1.56	(1)%

Group Chief Executive's Review

Review of Operations

Strong financial performance

Old Mutual's performance in the first six months of the year reflected the benefit of our substantial exposure to emerging markets and the resilience of the Group's operations in the face of the continued challenging macro-economic environment, including falling interest rates. During the half we saw excellent operational performance and good profit growth, with IFRS basis adjusted operating profit (IFRS AOP or AOP) up 12% on a constant currency basis to £791 million. The reported results of the Group's businesses were affected by a significant depreciation of the rand against sterling, with the average rand rate declining during the period by 12%. Group return on equity (ROE) was down 2.2% as a result of the sale of Nordic. The Group is in a strong financial position, with reduced debt levels. We have made substantial returns of capital to both equity and debt holders and have increased our interim dividend to 1.75p (or its equivalent in other applicable currencies).

A resilient and sustainable business

We have substantially restructured the Group and it is now comprised of high quality, resilient businesses which have maintained profit margins and continued to generate increasing amounts of cash. In the six months to 30 June 2012 NCCF was £3.8 billion, as reported from core operations, against outflows of £4.2 billion in the comparative period on a constant currency basis, and funds under management (FUM) at continuing businesses increased 6%. We are particularly pleased with the sales performance of our Emerging Markets business and its uplift in APE margins to 22%.

Substantial presence in fast growing African markets

Our bias toward the higher growth emerging markets, and in particular sub-Saharan Africa, has ensured that we have maintained our momentum, notwithstanding the demanding macro-economic environment. The growth in these markets is underpinned by a number of structural factors: a growing and sizeable population that is entering the formal economy for the first time and is keen to protect and increase its wealth and assets; strong domestic GDP growth; growing political stability; and an underpenetrated financial services sector. We believe that the recent economic growth in the African continent is a sustainable, long-term trend.

Our expansion into other attractive markets in sub-Saharan Africa continues. As part of our African growth strategy, we will follow a strict approach in picking the markets in which to operate: we will either target countries with significant populations where we see the opportunity to roll out our Mass Foundation business; or countries with pockets of populations which we believe we can service with existing products and expertise outside of the Mass Foundation business. Our expansion will be through a combination of organic growth and bolt-on acquisitions.

We are awaiting final regulatory approval for our acquisition of Oceanic Life in Nigeria. We have had an experienced integration team in Lagos for some time and the process of launching our life business there is progressing well. Old Mutual Nigeria will be the hub for our expansion in West Africa and we are looking at options both in Nigeria and Ghana to gain scale. In East Africa, we are making progress with our plans to expand further in Kenya and the rest of the region.

Nedbank has had another excellent half with profits up 27%. We remain pleased with the benefits of our controlling shareholding in Nedbank and see opportunities for our Emerging Markets business to work closely with Nedbank as we expand further into sub-Saharan Africa.

Mutual & Federal is working closely with Old Mutual Emerging Markets to identify opportunities and synergies as we expand our African business. As part of this strategy, Mutual & Federal is actively considering entering the Nigerian market.

We are seeing real benefits from the change programme at Mutual & Federal through improved service levels, which, over time, should lead to improved performance. In South Africa, there is evidence of a marked softening in premium rates, which will have an impact on margins at this stage of the underwriting cycle. We are increasing our penetration in the mass market through our investment in iWyze.

Modern, low-risk European businesses

Unsurprisingly, conditions for our European businesses, collectively known as Wealth Management, have been more challenging, with continued uncertainty about the Euro affecting consumer confidence. The UK market has also been impacted by advisers preparing for the Retail Distribution Review (RDR). However we remain confident that our modern, low-risk, predominantly unit linked businesses are advantageously positioned in the markets and segments where they operate.

The platform market in the UK and in International has continued to grow, albeit with lower single premium sales since the end of the first half of 2011.

We have appointed Paul Feeney as Chief Executive of the Wealth Management business and he will be responsible for driving its growth. Our focus for this business will be to widen the product set, deepen penetration of our own asset management provision and further reduce costs with a continued focus on efficiency.

While platforms remain the growth areas for affluent and high net worth clients, there has begun to be demand from both customers and IFAs for the provision of packaged investment solutions, rather than simple access to open architecture. We believe the implementation of RDR will see a significant number of IFAs offering restricted advice and this will further support the need for product providers to deliver such solutions to customers.

The merger of Skandia Investment Group and OMAM UK has created an asset management platform that we will use to develop a wider range of solutions for clients. We are currently in discussions with a limited number of high quality asset managers to develop a range of fund solutions that we believe will meet the majority of the needs of our customers and IFAs, post-RDR. We believe that this will drive revenue growth in Wealth Management over time. We expect to start seeing the benefits of this in 2013.

We were pleased with the decision to ban cash rebates in the latest RDR paper issued by the Financial Services Authority (FSA) and the progress towards certainty in the regulatory regime. Banning cash rebates is in the customer's best interests - given that our customers invest in funds and not cash, it is correct that any rebates should be in the form of units in those funds. The UK Platform is already compliant with the new FSA rules for unit rebates. Today we are revealing our new pricing model for the UK Platform which is designed to be competitive, simple and customer-focused.

Turnaround in US Asset Management continues

In the US, our Asset Management business has seen positive flows in the first half of the year overall. In the second quarter, the very volatile conditions saw clients taking a conservative approach to asset allocation and awarding new mandates. Our management team continues to drive growth and target an improvement in margins and investment performance. During the period we disposed of two boutiques that did not fit with our focus on long-term, institutionally-driven, active asset management.

Accelerated operational change

The past six months have been characterised by a disciplined focus on operational change within the Group. The pace of this change has accelerated with the planning for the integration of the Nigerian life business; restructuring in each of our asset management businesses; progress in developing new products and platform services in Wealth Management, and a managed transition away from regular premium products in some of our Wealth Management Europe markets.

Our customers are key to our success

Focusing on the customer remains key to our success and we continue to embed this philosophy across the Group and among our employees. Historically, financial services firms have not always been as focused on customers and their needs as they should have been. At Old Mutual, we believe our future success will be driven by ensuring that our customers are always a priority and that we earn and maintain their trust.

With that in mind, and ahead of schedule, our business in South Africa is embracing the Financial Services Board's (FSB) Treating Customers Fairly initiative. We have also launched new products in a number of our territories tailored to our customers' needs: in Kenya, we have launched the first unit trust that can be bought via a mobile phone (i-INVEST); a new living annuity with a guarantee in South Africa (Life Saver) for the Retail Affluent market; and a new product suite in the International offshore business. We will continue to appraise our product suite and ensure it meets our customers' financial needs.

Focusing on the future

The Group continues to trade at a discount to its MCEV, in common with many of its peers, and in current market conditions we believe the way that we will address closing this gap is through continued and sustainable improvements in our operational performance. The strict criteria for keeping businesses within the Group will be maintained, as will the focus of our efforts to grow where returns are highest. We are laying the foundations for sustainable business success through our people, products and capabilities and ensuring that we transfer these assets into high growth areas. We are staffing our Africa expansion teams with both local talent and by giving our best people from other territories the opportunity to work in these growing businesses.

We face numerous operating challenges, whether regulatory burdens and change in Europe or South Africa, or societal issues such as unemployment and poor educational standards. However, as we complete our restructuring programme, we can look forward to developing alongside the societies where we operate and continuing to build shareholder and wider stakeholder value for the future. We will do this in a cost-effective and disciplined way and our staff will be the key change agents to achieve this.

Outlook

We have built resilient, high quality and cash generative businesses. Although economic conditions remain uncertain, we remain confident that we have the right offering, the right people and exposure to both emerging and developed markets that will allow us to continue to create value for both shareholders and customers.

Julian Roberts
Group Chief Executive
8 August 2012

Group Finance Director's Review

£m
	H1 2012	H1 2011 (constant currency)	% change	H1 2011 (as reported)	% change
Group highlights¹	H1 2012	H1 2011 (constant currency)	% change	H1 2011 (as reported)	% change
Adjusted operating profit (IFRS basis, pre-tax)	791	709	12%	785	1%
Adjusted operating earnings per share (IFRS basis)	8.7p	8.5p	2%	9.4p	(7)%
Group net margin²	49bps	43bps	6bps	46bps	3bps
Return on equity (annualised)³	12.9%			15.1%	(220)bps
Life assurance sales - APE basis	561	609	(8)%	637	(12)%
Non-covered business sales⁴	6,861	6,254	10%	6,582	4%
LTS net client cash flow (£bn)	1.4	2.0	(30)%	2.0	(30)%
Net client cash flows (£bn)⁵	4.4	0.3	>100%	0.4	>100%
Funds under management (£bn)	260.7	264.7	(2)%	267.2⁶	(2)%
Interim dividend for the year	1.75p			1.50p	17%
Total profit after tax attributable to equity holders of the parent	931			738
¹The figures in the table are in respect of core continuing businesses only. The comparatives have been restated accordingly.
²Ratio of AOP before tax to average assets under management in the period.
³ROE is calculated as core business IFRS AOP (post-tax) divided by average ordinary shareholders' equity (i.e. excluding the perpetual preferred callable securities).
⁴Includes unit trust, mutual fund and other non-covered sales.
⁵Total NCCF excludes NCCF from USAM's Dwight and OMCap affiliates, which were sold in the period. H1 2011 also excludes Lincluden, which was sold in December 2011.
⁶At 31 December 2011.

Overview

During the six months to 30 June 2012 ('H1 2012' or 'the period') Old Mutual showed strong growth in profits compared to the six months to 30 June 2011 ('2011') on a constant currency basis. Pre-tax AOP was £791 million, an increase of £82 million on a constant currency basis, with increased profitability in our Long-Term Savings and banking businesses in emerging markets. AOP earnings per share were up 2% to 8.7p on a constant currency basis. The weakening in the rand to sterling average exchange rate reduced sterling earnings, such that on a reported basis profits increased by only £6 million.

Group net margin (measured as profit before tax on average funds under management and average banking assets at Nedbank) increased by 6 basis points from 43 basis points to 49 basis points on a constant currency basis. The increase was driven by a strong improvement in the net margin at Nedbank. In Wealth Management the net margin, excluding the previously reported smoothing for policyholder tax, has reduced from 32 basis points to 30 basis points, mainly as a result of an increase in funds under management following the inclusion of OMAM UK for the first time in H1 2012. In Emerging Markets net margin reduced by 8 basis points largely due to increased funds under management following the inclusion of Zimbabwe, Kenya, Malawi and Swaziland for the first time in H1 2012.

Core Group ROE decreased from 15.1% to 12.9%. H1 2011 ROE was restated from 13.1%, as reported, to exclude Nordic net average assets of £1.8 billion and earnings of £58 million. The proceeds from the Nordic disposal in March 2012 increased the Group's equity base, as used in the calculation of H1 2012 ROE, by £2.1 billion. The equity base was reduced by the payment of around £1 billion as a Special Dividend on 7 June 2012.

Life assurance annual premium equivalent (APE) sales were down 8% to £561 million, Emerging Markets APE sales increased, driven by continued strong protection sales in our Mass Foundation Cluster (MFC) and Retail Affluent client segments. Wealth Management APE sales were flat compared to Q1, but were down overall compared to H1 2011, with continuing weakened investor sentiment.

Non-covered business sales, including unit trust and mutual fund sales, were up 10%, driven by strong sales in OMIGSA's Dibanisa and Liability-Driven Investment boutiques, and Old Mutual Unit Trusts and acsis. Non-covered business sales in Wealth Management were impacted by the deterioration in investment sentiment in Europe. However, reported sales were up 8% due to the inclusion of sales from OMAM (UK) for the first time.

The Group had strong positive net client cash flow (NCCF) of £3.8 billion (H1 2011: £4.2 billion outflow). The improvement was primarily due to improved NCCF in USAM, following improved investment performance by a number of key strategies. Both of our LTS businesses saw positive NCCF during the period. In early July there was a Public Investment Corporation (PIC) outflow of R12.6 billion (£1.0 billion) from OMIGSA's Electus boutique, as PIC continued to disinvest from third party managers.

FUM decreased by 2% on a constant currency basis, with positive NCCF and positive market movements offset by the divestment of Dwight and OMCap by USAM. FUM increased by 6% during the period after excluding the FUM of £20 billion at Dwight and OMCap. Over the period the FTSE was broadly flat, but the S&P 500, the MSCI World and the JSE All Share indices rose by 8%, 4% and 5% respectively.

The rand to sterling average exchange rate weakened by 12% against sterling. This negatively impacted sterling earnings from our South African businesses. The US dollar average rate strengthened by 2%. This positively impacted sterling earnings from USAM. The 30 June 2012 rand closing rate was 2% lower than 31 December 2011. The US dollar closing rate was also lower, down 1% against 31 December 2011. Both foreign exchange closing rate movements negatively affected sterling FUM.

There has been a significant downwards shift in long-term interest rates in South Africa in the first half of 2012, and in particular towards the end of the half-year, with the 10-year government bond yield used as the Financial Soundness Valuation (FSV) rate decreasing from 8.2% at December 2011 to 7.6% at June 2012. This economic change had an unfavourable impact on IFRS AOP for Emerging Markets and in particular for the Retail businesses.

Dividends and consolidation of shares

Special Dividend

A Special Dividend of 18p per share, amounting to approximately £1 billion in aggregate, and the final dividend for 2011 of 3.5p per share, which amounted to a further approximately £194 million in aggregate, were paid to shareholders on 7 June 2012. The Special and Ordinary Dividends were paid by reference to the Company's shares in issue before the 7-for-8 share consolidation that took effect on 23 April 2012.

Interim dividend for 2012

In accordance with its stated policy for interim dividends, the Board has considered the position in respect of the interim dividend for 2012 and has declared the payment of a dividend of 1.75p per Ordinary Share (or its equivalent in other applicable currencies). No scrip dividend alternative is available in relation to this dividend. The 2011 interim dividend was 1.50p.

The Board has taken into account the effect of the 7-for-8 share consolidation on the base 2011 dividend per share in its calculation of the 2012 interim dividend.

Dividend policy

As previously reported, the Board intends to pursue a progressive dividend policy consistent with our strategy, having regard to overall capital requirements, liquidity and profitability, and targeting dividend cover of at least 2.5 times IFRS AOP earnings over time. We continue to expect to set interim dividends routinely at about 30% of the prior year's full dividend.

Sources of earnings
					£m
	H1 2012	H1 2011 (constant currency)¹	% change	H1 2011 (as reported)¹	% change
Revenue
Fees	1,019	1,013	1%	1,031	(1)%
Underwriting²	713	667	7%	745	(4)%
Nedbank net interest income³	567	481	18%	541	5%
Nedbank non-interest revenue	640	552	16%	620	3%
Net other revenue	185	170	9%	186	(1)%
Total revenues	3,124	2,883	8%	3,123	-
Expenses
Finance costs	(75)	(60)	25%	(60)	25%
Administration expenses & other expenses	(1,757)	(1,655)	6%	(1,802)	(2)%
Acquisition expenses	(501)	(459)	9%	(476)	5%
Total expenses	(2,333)	(2,174)	7%	(2,338)	-
AOP before tax and non-controlling interests	791	709	12%	785	1%
¹The comparative period has been restated to reflect Nordic as discontinued.
²Underwriting includes net income from writing insurance products (protection, annuity and general insurance).
³Presented net of impairments.

Sources of earnings are analysed on a constant currency basis below.

Fees increased by 1% to £1,019 million. The increase was driven by Emerging Markets, which more than offset decreases in USAM, reflecting the disposals of affiliates and changes in the asset mix. Fees include asset-based fees, transactional fees, performance fees and premium-based fees, earned on unit-linked investment contracts and Asset Management revenues.

Underwriting increased 7% to £713 million. The increase was mainly driven by higher mortality profits in Emerging Markets and lower claims costs within Wealth Management.

Nedbank net interest income (NII) was up 18% to £567 million, net of impairments, due to an increase in the net interest margin, an increase in interest earning assets and a reduction in impairment provisions.

Nedbank non-interest revenue (NIR) was up 16% to £640 million. NIR includes service charges, trading income, commission and transactional fees. The increase was due to higher trading income, higher commission and fees, higher transactional volumes and increased insurance revenues.

Net other revenue was up 9% to £185 million.

Debt costs were up 25% to £75 million. The increase was driven by the servicing costs of the 8% coupon on the £500 million 10-year bond issued in June 2011 and the £5 million cost of reconfiguring swaps, associated with balance sheet management at the Nordic business in Q2 2012. We anticipate lower finance charges in the future as the benefits of the Group's debt reduction programme flow through.

Administration expenses increased by 6% to £1,757 million, with increased costs in Nedbank (primarily due to higher staffing to service increased volumes) and Emerging Markets (driven by project costs and the inclusion of the other African businesses in the second half of 2011). Wealth Management costs were flat, with expense savings funding investment and development spend.

Acquisition expenses increased by 9% to £501 million, primarily due to increased new business volumes in Emerging Markets and increased trail commission in Wealth Management, due to improved market performance year-on-year, which more than offset the impact of lower new business volumes.

Operating profit analysis
					£m
AOP Analysis	H1 2012	H1 2011 (constant currency)¹	% change	H1 2011 (as reported)¹	% change
Long-Term Savings	384	382	1%	414	(7)%
Nedbank	406	320	27%	359	13%
Mutual & Federal	34	42	(19)%	47	(28)%
US Asset Management	42	41	2%	39	8%
	866	785	10%	859	1%
Finance costs	(75)	(60)	(25)%	(60)	(25)%
LTIR on excess assets	25	16	56%	18	39%
Net interest payable to non-core operations	(13)	(9)	(44)%	(9)	(44)%
Corporate costs	(25)	(28)	11%	(28)	11%
Other net income	13	5	160%	5	160%
AOP	791	709	12%	785	1%
¹The comparative period has been restated to reflect Nordic as discontinued

AOP from operating units in constant currency increased 11%, primarily as a result of a 27% increase in Nedbank's AOP.

LTS profits were 1% up on H1 2011. Emerging Markets AOP increased by 8% to £289 million, benefiting from improved mortality and disability experience, strengthening of the Corporate Investment Guarantee Reserve in H1 2011 which was not repeated in H1 2012, the release of margins in respect of legacy structured products in Retail Affluent and the consolidation of other African countries. This was partly offset by less favourable persistency experience mainly due to the change in the persistency assumptions at the end of 2011, and an increase in central expenses due to higher share-based payment provisions and increased investment in technology. In addition, certain external factors adversely impacted profitability in the South African retail businesses, in particular the decrease in the 10-year government bond yield from 8.2% at December 2011 to 7.6% at June 2012 which resulted in higher policyholder liabilities, and the impact of tax changes (increased capital gains tax rate and the introduction of dividend withholding tax) on policyholder funds.

AOP in Wealth Management fell to £95 million (H1 2011: £115 million), due to lower FUM related fees and because H1 2011 benefited from policyholder tax smoothing of £16 million.

Nedbank's profits grew strongly, driven by 11% growth in NII, 16% growth in NIR and continued improvement in impairments.

M&F recorded several large claims, particularly in its Commercial business line, and experienced a softening underwriting environment. M&F's Rest of Africa and credit guarantee businesses continued to deliver strong profit growth.

USAM's profits from continuing operations were down 1%, due to a change in asset mix towards lower margin fixed income products. USAM's reported profits were up 2% with lower restructuring costs during the period.

LTIR on excess assets increased by 56% due to an increase in the average asset base. The long-term rate for Emerging Markets remained at 9.0% for 2012. The 2012 long-term rates for Mutual & Federal and Wealth Management are 8.6% (2011: 9.0%) and 1.5% (2011: 2.0%) respectively.

Corporate costs decreased 11% to £25 million due to our ongoing efforts to reduce corporate costs in line with the Group's previously announced targets.

The other net income increased to £13 million (H1 2011: £5 million), primarily due to foreign exchange gains and interest on cash held following the sale of the Nordic business. These gains are offset by lower seed capital gains.

Group cost savings and ROE and margin targets

At the 2009 Preliminary Results and Strategy Update, the Group introduced three-year ROE and cost-saving targets, progress against these targets is set out below.

ROE and margin targets	H1 2012	H1 2011		Target
Long-Term Savings
Emerging Markets ¹	22%	26%		20%-25%
Wealth Management²	14%	14%		12%-15%
LTS Total	19%	21%	³	16%-18%
USAM operating margin⁴	20%	17%		25%-30%
¹Within Emerging Markets, African and Asian ROE is calculated as return on allocated capital.
²Wealth Management ROE is calculated as IFRS AOP (post tax) divided by average shareholders' equity, excluding goodwill, PVIF and other acquired intangibles.
³LTS H1 2011 ROE has been restated to exclude Nordic.
⁴USAM margin is stated after non-controlling interests and excluding gains/losses on seed capital but makes no adjustment for affiliates held for sale or disposed in the period. The results for the comparative period have been restated accordingly to exclude gains on seed capital and the transfer of OMAM UK to Wealth Management.

Emerging Markets ROE decreased to 22% at the half year, with slightly lower reported post-tax profits and an increased allocated capital base, supporting growth and expansion plans in Africa. Wealth Management ROE was stable at 14%, with lower operating profits offset by a more efficient capital base, following capital flows to Group in the second half of 2011.

USAM's operating margin improved from 17% at H1 2011 to 20% on a reported basis, following the disposal of a number of affiliates. USAM's operating margin from continuing business, excluding seed gains and losses, was 22% after non-controlling interests and 26% before non-controlling interests.

Nedbank ROE (excluding goodwill) was 15.7%, an improvement of 2.0% on H1 2011, but was 2.4% below Nedbank's medium-to-long term target of 5% above the average cost of ordinary shareholders' equity.

				£m
Cost reduction targets	Cumulative run-rate savings	H1 2012 cost incurred	Cumulative cost incurred to date	2012 run-rate target
Long-Term Savings
Emerging Markets	20	-	-	5
Wealth Management	64	-	56	60
LTS Total	84	-	56	65
USAM	15	-	20	10
Group-wide corporate costs	14	1	1	15
Total	113	1	77	90

We have delivered more than the £90 million run-rate savings announced in March 2010. The original £100 million target was re-stated to exclude Nordic following its sale.

Wealth Management delivered £59 million of its 2012 cost saving target of £60 million at 31 December 2011 and has delivered an additional £5 million since then. USAM delivered £15 million of savings in 2009 and 2010.

Run-rate savings of £3 million were delivered in H1 2012 in respect of Group wide corporate costs giving a total run rate saving to date of £14 million. We continue to look for further cost efficiencies, including reallocating resources to take account of the Group's reduced geographic spread.

Regulatory changes in Europe and South Africa, such as Solvency II (due to be implemented in January 2014), Solvency Assessment and Management (due to be implemented in January 2015) and Treating Customers Fairly continue to result in additional costs.

Summary MCEV results

The adjusted Group MCEV per share increased by 12.4% (or 24.0p) from 194.1p at 31 December 2011 to 218.1p at 30 June 2012, based on a share count for MCEV purposes of 4,887 million shares (31 December 2011: 5,562 million). The increase was primarily due to the sale of Nordic and the subsequent share consolidation, the uplift in Nedbank's market value and positive operating earnings. The payment of the Special Dividend on 7 June 2012 reduced MCEV per share by 18.0p.

Adjusted operating Group MCEV earnings per share decreased by 1.8p to 8.0p including Nordic and decreased by 1.0p to 7.5p excluding Nordic. Non-covered business operating earnings increased by 0.1p and now represent over 40% of total operating earnings.

Covered business operating MCEV earnings per share decreased by 1.9p to 4.7p including Nordic and decreased by 1.1p to 4.3p excluding Nordic. The decreases were a result of:

· Closer alignment of persistency experience to assumption changes made at 31 December 2011, expense losses (including higher central costs) and tax experience losses in Emerging Markets; and

· Rebate experience in Wealth Management that was more closely aligned to assumption changes made at 31 December 2011.

Non-covered business operating earnings per share increased by 0.1p to 3.3p including Nordic and increased 0.1p to 3.2p excluding Nordic. The increases were a result of:

· Higher earnings from the banking businesses, with Nedbank's earnings benefiting from higher NII (higher interest earning banking assets) and NIR (increases in commissions, fees and investment revenue); partially offset by

· Lower Emerging Markets asset management earnings.

67% of the adjusted Group MCEV (pre-debt and net other business) at 30 June 2012 was in the emerging markets (including Nedbank and M&F) with 23% in Europe and 10% in the US.

Adjusted Group MCEV per share		p
Adjusted Group MCEV per share at 31 December 2011¹		194.1
Covered business	4.7
Non-covered business	3.3
Adjusted operating Group MCEV earnings per share¹		8.0
Economic variances and other earnings	2.7
Foreign exchange and other movements	(4.4)
Dividends paid to ordinary and preferred shareholders	(3.3)
Nedbank market value adjustment	10.3
BEE and ESOP adjustments	(0.2)
Mark to market of debt	(1.5)
Impact of share consolidation	26.8
Net proceeds from Nordic sale	3.6
Special dividend	(18.0)
Below the line effects		16.0
Adjusted Group MCEV per share at 30 June 2012¹		218.1
¹The weighted average number of shares used to calculate adjusted Group MCEV per share and adjusted operating Group MCEV earnings per share do not include preference shares.

During the period Old Mutual owned on average 54.6% of Nedbank. At 30 June 2012, the market capitalisation of Nedbank was R83.5 billion, equivalent to £6.5 billion (31 December 2011: R69.6 billion; £5.5 billion). On a constant currency basis, Nedbank's market capitalisation increased by £1.1 billion from £5.4 billion at 31 December 2011, due to a 20% increase in share price over the period.

Free surplus generation

The Group generated £381 million of free surplus (H1 2011: £521 million), of which £311 million (H1 2011: £312 million) was generated by the LTS division. Covered business generated £251 million (H1 2011: £313 million). We expect the value of our remaining in-force business will generate a surplus of about £1.5 billion over the next three years. Almost 60% of this surplus is expected to come from Wealth Management.

Non-covered business generated £130 million (H1 2011: £208 million), with the reduction largely from banking where additional capital was required to support the growing book.

Sources and uses of free surplus

Gross inflows from core and continuing operations were £554 million (H1 2011: £613 million) and new business investment was £154 million (H1 2011: £202 million). Total free surplus generated from core operations of £381 million was lower than the £554 million in H1 2011 due to higher transfers to Nedbank for operational capital requirements, lower experience variances following the operating assumption changes made at the end of 2011 and rand depreciation.

Capital, liquidity and leverage

Debt strategy, activity profile and maturities

At 1 August 2012 the Group had repaid £1.05 billion of the initial £1.5 billion debt repayment target, including £110 million of debt (net of debt raised) in 2010, £339 million of debt (net of debt raised) in 2011 and a further £603 million in the seven month period to 1 August 2012. The Group intends to repay the remaining £0.45 billion of the initial targeted debt repayment during H2 2012, subject, where appropriate, to regulatory approval.

A further £200 million of debt will be repaid in due course, in accordance with the plans set out in the shareholder circular relating to the Nordic sale. Any decisions regarding the repayment of further debt will take account of capital treatment and the economic impact of the repayment and, where appropriate, will be subject to regulatory approval. We intend to use a total of £1.1 billion of the net proceeds of the Nordic sale to reduce indebtedness.

During the first half of 2012 we repaid the remaining €200 million of the €750 million Eurobond. On 19 July 2012 the Group announced a tender to repurchase debt for an aggregate consideration of £450 million across three instruments; being the £500 million Senior maturing 2016, the €500 million Tier 2 callable 2015 and the £350 million Tier 1 callable 2020. The tender was subsequently increased to £459 million, due to high demand, and was satisfied in its entirety against the first of these instruments on 1 August 2012.

In the medium-to-long term the Group has further first calls on debt instruments amounting to £637 million in 2015 and £350 million in 2020. In addition the Group has £112 million maturing in 2016, representing the amount outstanding on the Senior bond following the tender, and a $750 million retail preferred instrument, which is callable quarterly at our option, subject to regulatory approval. The £500 million 10 year Tier 2 bond issued in June 2011 matures in 2021.

Liquidity

At 30 June 2012, the Group had available liquid assets and undrawn committed facilities of £2.4 billion (31 December 2011: £1.5 billion). Of this £2.4 billion, available liquid assets at the holding company were £1.4 billion (31 December 2011: £0.4 billion); a proportion of this was used to settle the tender of debt instruments on 1 August 2012.

Old Mutual will continue to execute its programme of cash realisations from previously announced intra-group restructurings. This will enhance Old Mutual's future capital flexibility and liquidity.

In addition to the cash and available resources referred to above at the holding company, each of the individual businesses also maintains liquidity to support its normal trading operations.

Group (excluding Nedbank) debt movements (IFRS basis) net of holding company cash

£m
	H1 2012		H1 2011		FY 2011
Opening debt (net of holding company cash)		(2,002)		(2,436)		(2,436)
Inflows from businesses		2,234		337		684
Outflows to businesses		(503)		(35)		(57)
Holding company expenses and interest costs		(137)		(110)		(233)
Change in cash from net repayment / issue of debt		(144)		94		(339)
Gross debt raised	-		(500)		(500)
Gross debt repaid	144		406		839
Debt repaid net of debt raised		144		(94)		339
Ordinary and special dividends paid (net of scrip dividend elections) by Group holding company		(517)		(29)		(48)
Other movements		(13)		(61)		88
Closing debt (net of holding company cash)		(938)		(2,334)		(2,002)
Decrease/(increase) in debt (net of holding company cash)		1,064		102		434

At a Group holding company level, net inflows from businesses improved from £302 million in H1 2011 to £1,731 million in H1 2012. The net inflows in H1 2012 included remittances arising from the sale of Nordic, Dwight and OMCap totalling £2,154 million.

In June 2012, the Group returned approximately £1 billion of the proceeds of the Nordic sale to ordinary shareholders via a Special Dividend. The parent company paid around £0.5 billion, with the remainder paid to shareholders on the branch registers in Africa by Old Mutual Life Assurance Company South Africa (OMLACSA) and the Group's other African life companies. OMLACSA funded these payments through the sale of Old Mutual Holdings (Bahamas) Limited to Old Mutual plc. Consequently Group outflows to businesses include the £0.5 billion contribution to the funding of the Special Dividend to South African shareholders.

The increase in cash consumed by holding company expenses and interest costs was primarily attributable to higher interest costs associated with the 8% £500 million 10 year bond issued in June 2011 and an increase in share based payments.

Financial Groups Directive results

The Group's regulatory capital surplus, calculated under the EU Financial Groups Directive (FGD), at 30 June 2012 was £2.3 billion. The surplus reflects the approval of the Group's Interim Financial Statements by the Group's auditors. The surplus was £2.0 billion at 31 December 2011. The £2.3 billion FGD surplus represented a coverage ratio of 168%, compared to 154% at 31 December 2011.

The FGD surplus was increased by £0.3 billion from the statutory profits of Emerging Markets and Wealth Management. The profit on the sale of Nordic increased the FGD surplus by £1.6 billion. This was largely offset by the payment of £1.2 billion in special and ordinary dividends on 7 June 2012.

The 30 June 2012 FGD surplus was reduced by £0.4 billion following the Bermuda Monetary Authority's (BMA) enactment of its new Class E Prudential rules in December 2011. We have agreed with the BMA that our Bermuda business should now directly hold capital resources comparable to those required under Solvency II, as calculated by the Group's existing internal capital model, which were previously held centrally. The FGD rules require the Group to take account of local restrictions on capital resources in its Group FGD surplus calculation. The internal movement in Group capital has had no impact on either the overall level of Economic Capital required by the Group, which is the basis on which the Board manages capital and capital surplus planning, or on the Group's existing Economic Capital buffer. The change to the Bermudan capital calculation had been anticipated in the plans agreed with the FSA for the recent debt tender exercise.

The future level of capital required for the Bermuda business on both an economic and a regulatory basis will be influenced by the extent and nature of the run-off of the book and the level of investment hedge in place.

The Group's subsidiary businesses continue to have strong local statutory capital cover.

Exposure to sovereign debt in Portugal, Italy, Ireland, Greece, Spain and France

At 30 June 2012 the Group had no direct exposure to the sovereign debt of Portugal, Italy, Ireland, Greece and Spain. The exposure to French sovereign debt at 30 June 2012 was less than £0.5 million.

Corporate disposals and acquisitions and related party transactions

In addition to the sale of its Nordic operations to Skandia Liv for £2.1 billion, the Group also sold two of its US Asset Management affiliates, Dwight and OMCap.

The Group announced the sale of its Finnish business to OP-Pohjola osk in December 2011. The process for the sale of this business, which is managed as part of Skandia International, is proceeding well and is expected to be completed during Q3 2012.

The Group expects to complete the acquisition of Oceanic Life in Nigeria during Q3 2012.

In Zimbabwe, the Group has reached agreement with the Zimbabwe Ministry of Youth Development, Indigenisation and Empowerment to implement an indigenisation plan. Under the terms of this agreement beneficial ownership of 25% of the equity of Old Mutual Zimbabwe Limited will be transferred to beneficiaries, including certain clients, pensioners, staff, strategic partners and a youth fund. The remaining 75% of the equity will be transferred to a subsidiary of Old Mutual South Africa, as part of the programme to align the Group's organisational structure with its operational management. The initial consideration for the transfer will be R1.1 billion, with deferred consideration of R0.5 billion potentially payable in 2015, subject to valuation. The initial and deferred consideration is subject to regulatory approval. Old Mutual plc received a $15.0 million (£9.5 million) pre-tax dividend from the Zimbabwean business on 5 July 2012.

We expect to complete the transfer of the Group's Colombian and Mexican businesses to Old Mutual South Africa in 2012 for a consideration of around £100 million, subject to regulatory approval. The new organisational structure will reflect the operational management of the businesses. We continue to proceed with arranging the transfer of certain other emerging markets subsidiaries to align their legal structure with their operational management.

In July 2012, a Group holding company recapitalised Old Mutual Bermuda in response to the new Bermudan solvency requirements. The additional capital comprised of $250 million of new loan notes, $260 million of Group seed investments and cash of $61 million. Previously capital required in respect of Bermuda was held within the holding company's resources.

Statutory Results

Reconciliation of Group AOP and IFRS profits

				£m
		H1 2012		H1 2011¹
Adjusted operating profit		791		785
Adjusting items		(145)		66
Non-core operations (including Bermuda)²		53		34
Profit before tax (net of policyholder tax)		699		885
Income tax attributable to policyholder returns		34		24
Profit before tax		733		909
Total tax expense		(241)		(178)
Profit from continuing operations after tax		492		731
Profit from discontinued operations after tax		595		150
Profit after tax for the financial year		1,087		881
Other comprehensive income		(420)		(499)
Total comprehensive income		667		382
Attributable to
Equity holders of the parent		546		340
Non-controlling interests
Ordinary shares	91		11
Preferred securities	30		31
Total non-controlling interests		121		42
Total comprehensive income		667		382
¹The comparative period has been restated to reflect Nordic as discontinued.
²Non-core operations relates to Bermuda with the exception of £4 million of inter-segment revenue and the profit from discontinued operations after tax, with these reflecting the results of Nordic.

Adjusting items

The key adjusting items excluded from AOP, but included in IFRS profits, were:

· A £64 million charge in respect of other acquisition accounting adjustments primarily relating to the remaining Skandia businesses (i.e. excluding Nordic), which Old Mutual acquired in 2006 (mainly the amortisation of acquired present value of in-force business); and

· A £49 million charge for short-term fluctuations in investment return, largely as a result of lower returns on cash and bonds in South Africa.

For the results for the six months to 30 June 2012 the IFRS operating results of the African businesses of Zimbabwe, Kenya, Malawi, Swaziland and Nigeria have been included in the Group's income statement and adjusted operating profit. These businesses were consolidated for the first time for the year ended 31 December 2011. Related to this a profit equal to the net asset value of the underlying businesses at 1 January 2011, being the fair value of the Group's investment in these operations for the assets and liabilities acquired, was recognised in the IFRS profits. This profit was not included in adjusted operating profit for the six months to 30 June 2011 and the exclusion of this one-off gain from H1 2011 is the main driver in the difference in H1 2012 adjusting items compared to H1 2011.

Non-core business units - Bermuda

Bermuda remains a non-core business. Its results are excluded from the Group's IFRS AOP, although the interest charged on intercompany loans from Bermuda to Group Head Office continues to be charged against AOP.

The IFRS post-tax profit for the period was $76 million (H1 2011: $76 million), driven by the Guaranteed Minimum Accumulation Benefits (GMAB) performance, reflecting the positive impact of higher equity markets and gains on equity options. The total hedge gain for H1 2012 was $61 million (H1 2011:$19 million), which included realised profits on the option hedging of $25 million.

The GMAB reserve in respect of universal guarantee option (UGO) contracts relates to the full period of the contracts, including the five-year anniversary top-up of 105% of total premiums, the 10-year 120% top-up of total premiums and any high water mark contracts. The UGO GMAB reserve decreased by $184 million since 31 December 2011 to $851 million, mainly due to improved overall equity market performance and increased UGO surrenders over the second quarter. It was $794 million at Q1 2012.

Fifth anniversary payments began on 5 January 2012 and will continue through until August 2013. At 30 June 2012, the total cash cost of fifth anniversary top-up payments to policyholders in respect of the UGO GMAB liabilities over the next 14 months was estimated at $559 million (31 December 2011: $689 million; 31 March 2012: $463 million). The actual cash cost will be affected by any changes in policyholders' account values until the fifth anniversary date of each policy, offset by hedge gains or losses.

In March 2012, Bermuda enhanced its hedging strategy by implementing a structured option-based hedging arrangement. This strategy protects against the risk from further equity market declines increasing the cash cost of the fifth-year anniversary of UGO contract top-up obligations, while maintaining the potential to realise gains if equity markets move higher.

The existing futures based dynamic hedging strategy remains in place for the variable annuity book exposure beyond five years. Also, the exposure to currency movements impacting the UGO top-ups will continue to be dynamically hedged. At 30 June 2012 dynamic hedge coverage was 38% over equities (31 December 2011: 54%) and 41% over foreign exchange (31 December 2011: 53%), with interest rates remaining un-hedged (31 December 2011: nil).

Of total insurance liabilities of $4,138 million (31 December 2011: $4,831 million), $2,761 million (31 December 2011: $3,130 million) was held in a separate account relating to variable annuity investments. Of the remaining reserves, $871 million (31 December 2011: $1,061 million) relates to guarantee liabilities on the variable annuity business, and $506 million (31 December 2011: $640 million) related to other policyholder liabilities (these liabilities include deferred and fixed indexed annuity business as well as variable annuity fixed credited interest investments).

At the overall level of hedging in place at 30 June 2012, a 1% fall in equity market levels would have increased the GMAB reserve by approximately $4 million net of hedging.

Our reserving assumes that surrender rates for contracts that have received a five-year anniversary top-up will be around 55% for the non-Hong Kong book and 20% for the Hong Kong contracts. Rates have been higher on the first 3,600 contracts to reach their fifth anniversary date, with around 70% surrenders on the non-Hong Kong book and 50% surrenders on the Hong Kong book. There were 28,098 active GMAB contracts at 30 June 2012.

There has been no change in the assumptions used to calculate the GMAB reserve at 30 June 2012. We will review the assumptions again during H2 2012. If surrenders continued at the current rate, then the GMAB reserve at 30 June 2012 would have benefited by between 10% and 15% from an assumption change.

Based on best estimates, the fifth anniversary top-ups can be met from Bermuda's own resources, without recourse to the intercompany loan notes.

At 31 July 2012 fifth anniversary top-up payments to UGO GMAB policyholders was estimated at $468 million and the UGO GMAB reserve was $758 million. Surrenders on contracts reaching their fifth anniversary guarantee continued at the same higher than expected rate during July 2012.

Further information on Bermuda is included in the Business Review Appendix.

Income tax attributable to policyholder returns

Under IFRS, tax on policyholder investment returns is included in the Group's IFRS tax charge rather than being offset against the related income. The impact is to increase IFRS profit before tax, with a corresponding increase to the IFRS tax charge. In the six months to June 2012, tax on policyholder investment returns was £34 million (H1 2011: £24 million), £11 million attributable to Wealth Management and £23 million attributable to Emerging Markets. In H1 2011, a pre-tax smoothing adjustment in respect of Wealth Management's previous years' deferred tax assets gave rise to a profit of £16 million. No such gain was recorded in H1 2012.

Total tax expense

The effective tax rate (ETR) on AOP has increased from 24% in June 2011 (restated to exclude Nordic) to 27% in June 2012. Over 88% of the 2012 AOP tax charge relates to Emerging Markets and Nedbank. Movements in these business units have a correspondingly large impact on the Group's ETR. This increase was largely a result of:

· An increased proportion of AOP arising in Nedbank (51% in 2012, 46% in 2011), which has a higher ETR than the rest of the Group.

· A 2% increase in Nedbank's ETR to 28%, due to increased STC costs in 2012 and the impact of the increase in the capital gains tax rate on deferred tax balances.

· A return to a more normal ETR of 24% (2011: 22%) in Emerging Markets. The lower rate in 2011 was due mainly to the release of over-provisions in earlier years.

· These factors have been partially offset by reduced tax in Wealth Management, principally driven by the reduction in ETR at Skandia UK, where market fluctuations resulted in exempt dividend income being allocated to the shareholder, and at USAM, where the interest deduction had a larger impact than in the prior period.

Looking forward, and depending on market conditions and profit mix, we would expect the ETR on AOP in future periods to range between 25% and 27%.

Discontinued operations - Nordic

Profit from discontinued operations includes a £595 million profit on the disposal of Nordic in H1 2012. This was comprised of £405 million profit from the transaction and £350 million of foreign exchange gains due to the recycling of foreign exchange translation gains from other comprehensive income to the income statement. These gains were offset by losses on the unwind of SEK hedging arrangements of £102 million, a tax charge of £8 million and expenses of £50 million associated with the transaction. These included adviser fees and project costs incurred in migrating IT services, previously provided from the Nordic business to alternative suppliers and locations.

H1 2011 included profits of £130 million from US Life.

Other comprehensive income

Other comprehensive income for the period was a loss of £420 million driven by the recycling of the foreign exchange reserves associated with Nordic from other comprehensive income through the income statement and unrealised foreign exchange losses, largely on the net asset value of the South African businesses.

Non-controlling interests

Non-controlling interests' share of total comprehensive income was £121 million (H1 2011: £42 million), mainly reflecting non-controlling interests' share of Nedbank's profit.

Risk allocation and Solvency II

The Group's economic capital models form an important component of the risk exposure and limit-setting framework. Our economic capital approach is based on market-consistent principles which also underlie the Solvency II framework. Through our dedicated Solvency II project we have developed our economic capital models to meet Solvency II requirements. These models were embedded during 2011 and continue to be enhanced both in terms of methodology and efficiency. The development of these models adds value to risk-based decision-making by quantifying risk exposures, and enables overall decision-making to be better informed. We believe that our economic capital approach facilitates better risk management which in turn allows the Group strategy to be more effectively reviewed and challenged from a risk perspective and also to be aligned with the overall Group risk strategy.

Our models show a comfortable level of surplus capital over the Group solvency capital requirement (SCR). In carrying out stress tests using adverse economic scenarios there was no plausible scenario that reduced the Group's capital below the SCR level. There remain elements of the Solvency II framework which need to be finalised (e.g. equivalence, discount rate methodology, contract boundaries) however, these will not threaten the group's regulatory solvency position.

In addition to delivering the economic capital model developments, the Solvency II project is working towards a submission to the FSA's internal model approval process in line with our peers. There are continued delays in reaching agreement on aspects of Solvency II across Europe, thus there is increasing risk of delay in the Solvency II timetable beyond 1 January 2014. Old Mutual is working to a half-year 2013 deadline for the final internal model approval application and to a 1 January 2014 deadline for implementation. Old Mutual is monitoring national implementation plans across each European country in which we have insurance entities, and note that the FSA is also working towards these timelines. We believe that we are currently on track to deliver all requirements for Solvency II compliance.

Risks and uncertainties

A number of potential risks and uncertainties could have a material impact on Group performance and cause actual results to differ materially from expected and historical results.

Old Mutual continues to operate in difficult economic conditions; however the overall profile of the Group is stable despite the current turmoil in the eurozone, which continues to have ramifications for the global economy. Nonetheless, the Group continues to show that it is resilient and well capitalised.

The most significant risks in the Group are similar to those previously reported, although priorities are changing slightly. In particular, the LTS Wealth Management strategy and governance in readiness for RDR remains a top priority, although there are indications that part of the regulatory changes may be delayed until 2014. The implementation of Solvency II requirements, which are not yet fully defined, continues to consume considerable industry resources and Old Mutual is continuing with the delivery of the internal model application to the FSA.

Whilst the current regulatory environment is stable, we expect to see a growing intensity of regulation over time.

There are some risks that are evolving, for example a greater proportion of unsecured credit risk and interest rate risk from a low interest rate environment in our emerging markets businesses. The growing trend in scrutiny around governance is driving the need to provide assurance that our businesses are delivering the desired regulatory outcomes. A number of our regulators continue in their move towards a twin peaks regulatory model. We can see from the recent focus of our regulators that increased oversight of business conduct will continue to be a key theme.

Growing regulatory focus on the product lifecycle will place greater demands on boards and compliance teams to provide assurance that:

· ongoing monitoring of legacy product risks are being managed effectively; and

· our businesses are delivering on our commitments to customers, including customer service.

We continue to embed tools, methodology and improved processes and governance frameworks that will enhance the management and monitoring of risk and capital to create value. Progress is continually driven by the Group's desire to enhance its risk management practices and the appropriate behaviours to underpin them.

The Group continues to strengthen and embed its risk management framework, with increasing importance placed upon ensuring business decisions are within risk appetite, and that risk exposures are monitored against appetite, allocated limits and budgets. Risk appetite limit allocation is now a key part of the business planning process. The Group is progressing in embedding the risk appetite process by increased challenge on risks and management actions as part of the quarterly business reviews.

The Board of Directors believe that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis for preparing accounts.

Philip Broadley
Group Finance Director
8 August 2012

			£m
Summarised financial information IFRS results (as reported)	H1 2012	H1 2011¹	% Change
Basic earnings per share	19.2p	14.7p	31%
IFRS profit/(loss) after tax attributable to equity holders of the parent	931	738	26%
Sales statistics
Life assurance sales - APE basis	561	637	(12)%
Life assurance sales - PVNBP basis	4,122	4,909	(16)%
Value of new business	74	80	(7)%
Non-covered business sales²	6,861	6,582	4%
MCEV results³
Adjusted Group MCEV (£bn)	10.7	10.8⁴	(1)%
Adjusted Group MCEV per share	218.1p	194.1p⁴	12%
AOP Group MCEV earnings (post-tax and non-controlling interests)	418	529	(21)%
Adjusted operating Group MCEV earnings per share	8.0p	9.8p	(18)%
Financial metrics
Return on equity (annualised)⁵	12.9%	15.1%
Return on Group MCEV³	9.0%	11.0%
Net client cash flows (£bn)	3.4	(4.5)	176%
Funds under management (£bn)	263.0	269.4⁴	(2)%
Interim dividend	1.75p	1.50p	17%
FGD (£bn)	2.3	2.0	15%
Net asset value per share	148.9p	155.1p	(4)%
¹The comparative period has been restated to reflect Nordic as discontinued.
²Includes mutual funds, unit trust and other sales.
³Includes Nordic and US Life.
⁴As at 31 December 2011.
⁵ROE is calculated as core business IFRS AOP (post-tax) divided by average ordinary shareholders' equity (i.e. excluding the perpetual preferred callable securities).

£m
Group return on equity¹	H1 2012	H1 2011	FY 2012
AOP including accrued hybrid dividends - core operations	416	445	855
Opening shareholders' equity excluding hybrid capital - core operations	5,857	5,788	5,788
Half-year shareholders' equity excluding hybrid capital - core operations	6,996	5,987	5,987
Closing shareholders' equity excluding hybrid capital - core operations	-	-	5,857
Average shareholders' equity - core operations	6,427	5,888	5,877
Return on average equity (annualised)	12.9%	15.1%	14.6%
¹ROE is calculated as core business IFRS AOP (post-tax) divided by average ordinary shareholders' equity (i.e. excluding the perpetual preferred callable securities)

			£m
Group debt summary	30-Jun-12	31-Dec-11	30-Jun-11
Debt securities in issue at book value	507	507	539
Liquid assets held centrally	(1,383)	(441)	(694)
Senior debt (net of holding company cash)	(876)	66	(155)

Hybrid capital and preferred securities	1,146	1,146	1,146
Subordinated debt	747	876	1,447
Derivative (asset)/liability related to hybrid capital	(79)	(86)	(104)
Total subordinated debt	1,814	1,936	2,489

Total debt (net of holding company cash)	938	2,002	2,334

Adjusted Group MCEV	10,660	10,794	11,840

Senior gearing (net of holding company cash)	(7.6%)	0.5%	(1.1%)
Total gearing	8.1%	15.6%	16.5%

			£m
Book value of debt	30-Jun-12	31-Dec-11	30-Jun-11
MCEV basis	2,459	2,515	3,195
IFRS basis	2,400	2,529	3,132

			£m
Interest cover¹	H1 2012	FY 2011	H1 2011
Total interest cover	7.5 times	7.7 times	8.4 times
Hard interest cover	1.7 times	1.7 times	2.1 times
¹Total interest cover and hard interest cover ratios exclude Nordic profits in current and prior periods.

Business local statutory capital cover	30-Jun-12	31-Dec-11	30-Jun-11
OMLAC(SA)	3.6x	4.0x	4.1x
Mutual & Federal	1.5x	1.5x	1.5x
UK	2.9x	2.0x	5.1x
Nedbank^1,2	Core Tier 1: 10.6%	Core Tier 1: 11.0%	Core Tier 1: 10.7%
	Tier 1: 12.1%	Tier 1: 12.6%	Tier 1: 12.4%
	Total: 14.4%	Total: 15.3%	Total: 15.2%
Bermuda (estimated)	1.3x³	2.3x	n/a
¹This includes unappropriated profits.
²H1 2012 Nedbank capital ratios are calculated on a Basel II.5 basis. H1 2011 is calculated on a Basel II basis.
³Based on Bermuda's new regulatory regime, subject to approval of the Bermudan regulator.

	30-Jun-12		31-Dec-11¹		30-Jun-11
Regulatory capital	£m	%	£m	%	£m	%
Ordinary Equity	5,024	87%	4,565	80%	4,902	80%
Other Tier 1 Equity	588	10%	593	10%	633	10%
Tier 1 Capital	5,612	97%	5,158	90%	5,535	90%
Tier 2	1,885	33%	1,903	33%	1,984	32%
Deductions from total capital	(1,723)	(30)%	(1,360)	23%	(1,403)	(22)%
Total capital resources	5,774	100%	5,701	100%	6,116	100%
¹Capital as reported to FSA. Numbers may vary slightly to those reported in Annual Report and Accounts 2011.

The Group's FGD surplus is calculated using the 'deduction and aggregation' method, which determines the Group's capital resources less the Group's capital resources requirement. Group capital resources is the sum of all the business units' net capital resources, calculated as each business unit's stand-alone capital resources less the book value of the Group's investment; the Group capital resources requirement is the sum of all the business units' capital requirements. The contribution made by each business unit to the Group's regulatory surplus will, therefore, be different from its locally reported surplus since the latter is determined without the deduction for the book value of the Group's investment. Thus, although all the Group's major business units have robust local solvency surpluses, a number of them do not make a positive contribution to the Group's FGD position. The Group regulatory capital was calculated in line with the FSA's prudential guidelines.

Business Review

Long-Term Savings
Continued operational delivery despite difficult market conditions, especially in UK and Europe
					£m
	H1 2012	H1 2011		H1 2011
Long-Term Savings¹	Reported	Constant currency	% Change	Reported	% Change
AOP (IFRS basis, pre-tax)	384	382	1%	414	(7)%
NCCF (£bn)	1.4	2.0	(30)%	2.0	(30)%
FUM (£bn)²	117.2	107.4	9%	108.5	8%
Life assurance sales (APE)	561	609	(8)%	637	(12)%
PVNBP	4,122	4,727	(13)%	4,909	(16)%
Non-covered sales³	6,517	5,353	22%	5,704	14%
Value of new business	74	76	(3)%	80	(8)%
APE margin	14%			13%
PVNBP margin	1.8%			1.6%
Operating MCEV earnings (covered business, post-tax)	204			282	(28)%
Adjusted MCEV (covered business)²	5,875			5,713	3%
Return on Embedded Value⁴	7.7%			10.0%
(VNB + Experience variance)/MCEV (covered business)⁴	3.0%			5.7%

					£m
	H1 2012	H1 2011		H1 2011
Emerging Markets	Reported	Constant currency	% Change	Reported	% Change
AOP (IFRS basis, pre-tax)⁵	289	267	8%	299	(3)%
NCCF (£bn)	0.6	-	n/a	-	n/a
FUM (£bn)²	51.7	48.8	6%	49.9	4%
Life assurance sales (APE)⁶	254	227	12%	255	-
PVNBP^6,7	1,498	1,474	2%	1,656	(10)%
Non-covered sales³	3,851	2,888	33%	3,239	19%
Value of new business^6,7	52	34	53%	38	37%
APE margin^6,7	22%			15%
PVNBP margin^6,7	3.5%			2.3%
Operating MCEV earnings (covered business, post-tax)	144			188	(23)%
Adjusted MCEV (covered business)^2,7	3,331			3,167	5%
Return on Embedded Value^4,7	10.2%			13.3%
(VNB + Experience variance)/MCEV(covered business)^4,6,7	4.0%			7.4%

					£m
	H1 2012	H1 2011		H1 2011
Wealth Management	Reported	Constant currency	% Change	Reported	% Change
AOP (IFRS basis, pre-tax)	95	115	(17)%	115	(17)%
NCCF (£bn)	0.8	2.0	(60)%	2.0	(60)%
FUM (£bn)²	65.5	58.6	12%	58.6	12%
Life assurance sales (APE)	307	382	(20)%	382	(20)%
PVNBP	2,624	3,253	(19)%	3,253	(19)%
Non-covered sales³	2,666	2,465	8%	2,465	8%
Value of new business	22	42	(48)%	42	(48)%
APE margin	7%			11%
PVNBP margin	0.8%			1.3%
Operating MCEV earnings (covered business, post-tax)	60			94	(36)%
Adjusted MCEV (covered business)²	2,544			2,546	-
Return on Embedded Value⁴	4.6%			7.0%
(VNB + Experience Variance)/MCEV (covered business)⁴	1.7%			4.3%
¹The comparative period has been restated to reflect Nordic as discontinued.
²Comparative information for FUM and Adjusted MCEV (covered business) are presented as at 31 December 2011.
³Includes unit trust, mutual fund and other sales.
⁴RoEV and (VNB + Experience Variance)/MCEV (covered business) were calculated in local currency, except for LTS where they were calculated on a reporting currency basis.
⁵H1 2012 includes Namibia, Zimbabwe, Kenya, Malawi, Swaziland, Nigeria and expenses associated with the central African team. Prior year comparatives include Namibia and expense associated with the central African team only.
⁶Premiums in respect of MFC Credit Life sales have been included in APE sales for the first time in H1 2012 but are excluded from PVNBP and value of new business.
⁷PVNBP, value of new business, APE margin and PVNBP margin represent Namibia only, i.e. exclude Zimbabwe, Kenya, Malawi and Swaziland (the other African countries), in the current and comparative periods. The other African countries were also excluded from Adjusted MCEV per share in the comparative period. The return on embedded value and (VNB + Exp Var)/MCEV metrics for the comparative period excluded the other African countries from opening MCEV when calculated.

On a reported basis the Emerging Markets business accounts for: 75% of the LTS IFRS AOP earnings, 44% of LTS FUM and 45% of LTS APE sales.

The analysis below is presented on a constant currency basis, save as noted below.

IFRS AOP results

· Overall LTS AOP increased 1% to £384 million.

· Emerging Markets AOP increased by 8% to £289 million, benefiting from improved mortality and disability experience, strengthening of the Corporate Investment Guarantee Reserve in H1 2011 which was not repeated in H1 2012, the release of margins in respect of legacy structured products in Retail Affluent and the consolidation of other African countries. This was partly offset by less favourable persistency experience mainly due to the change in the persistency assumptions at the end of 2011, due to persistency improvements in 2011, and an increase in central expenses due to higher share-based payment provisions and increased investment in technology. In addition, certain external factors adversely impacted profitability in the South African retail businesses, in particular the decrease in the 10-year government bond yield from 8.2% at December 2011 to 7.6% at June 2012, which resulted in an increase in the present value placed on certain policyholder liabilities, and the impact of tax changes (increased capital gains tax rate and the introduction of dividend withholding tax) on policyholder funds.

· Wealth Management AOP decreased by 17% to £95 million, with H1 2011 benefiting from policyholder tax prior year smoothing of £16 million compared to nil in H1 2012. Excluding the impact of prior year policyholder tax smoothing underlying AOP decreased by 4%, reflecting lower FUM related fees.

Net client cash flow (NCCF)

· Overall LTS NCCF decreased by £0.6 billion to £1.4 billion.

· Emerging Markets NCCF improved to £0.6 billion, with strong inflows into OMIGSA's Dibanisa and OMSFIN's Liability Driven Investmentboutiques while the prior period included a large PIC outflow of around £200 million (R2.4 billion). However, a PIC outflow of £1.0 billion (R12.6 billion) from OMIGSA's Electus boutique took place in July 2012. There is now only an insignificant amount of assets managed for the PIC in traditional asset classes.

· Wealth Management NCCF decreased to £0.8 billion, due to market uncertainty impacting sales levels. UK Platform NCCF was £1.2 billion (H1 2011: £2.0 billion), reflecting a challenging market, advisers distracted by RDR and a subdued UK tax year-end. Outflows in the UK Legacy business remain lower than anticipated. Total gross sales on the UK Platform were £2.2 billion (H1 2011: £2.8 billion).

Funds under management

· Overall LTS FUM at 30 June 2012 was up 9% to £117.2 billion.

· Emerging Markets FUM increased by 6% to £51.7 billion, mainly due to a general improvement in equity markets and increased NCCF supported by strong growth in life and non-life sales.

· Wealth Management FUM was up 12% to £65.5 billion, with positive NCCF, higher equity markets at the end of the period and the addition of £3.9 billion of FUM for OMAM UK for the first time. FUM included UK assets of £34.2 billion (31 December 2011: £33.1 billion). Of the UK assets, UK Platform assets totalled £20.4 billion, an 8% rise from the 31 December 2011 level, further solidifying Wealth Management's position as one of the largest participants in this market.

Life sales summary

· Overall LTS APE sales decreased by 8% to £561 million.

· In Emerging Markets, South African regular premium sales increased by 18%, with strong performance in all segments. Continued momentum in MFC sales delivered excellent growth of 22% as a result of a higher sales force, improved productivity and the inclusion of OMF Credit Life sales of £8 million (R100 million) for the first time in H1 2012. Retail Affluent and Corporate sales increased by 12% and 13% respectively.

· South African single premium sales decreased by 19%. Retail Affluent sales have been impacted mainly by lower fixed bond, living annuity and guaranteed annuity sales, partly offset by legacy to new generation product conversions. Corporate single premium sales in H1 2011 include a large inflation linked annuity transaction, which was not repeated in H1 2012.

· The consolidation of the other African countries increased APE sales by £10 million (R130 million).

· Sales in Asia & Latin America increased by 23%, benefiting from an increase in sales from savings products.

· Sales in Emerging Markets' Chinese joint venture, Old Mutual-Guodian increased by 68%, mainly due to strong regular premium sales in the period.

· Wealth Management continued to grow its single premium business on the UK Platform. Platform sales totalled £118 million of the total £147 million total UK sales on an APE basis.

· APE sales in the UK Legacy market were £29 million, a decrease of £17 million reflecting the managed reduction in product range available and improved institutional sales.

· In the offshore International market, sales decreased by 21% to £84 million, with concern relating to the eurozone and uncertainty surrounding our Qualified Recognised Overseas Pension Schemes (QROPS) proposition resulting in a decreased demand for single premium offshore solutions.

· Sales in Wealth Management Europe decreased by 17% to £76 million, with a managed reduction in regular premium products in certain markets.

Non-covered sales, including unit trust, mutual fund and other non-covered sales

· Overall LTS non-covered sales were up 22% to £6,517 million.

· In Emerging Markets, unit trust & mutual fund sales increased by 28% mainly due to higher OMUT and acsis sales. Strong sales in money market and offshore products in the Colombian Unit Trust business are also being experienced. Other non-life sales improved by 38%, mainly due to increased flows in OMIGSA's Dibanisa and Liability Driven Investment boutiques.

· In Wealth Management, UK mutual fund sales fell 21% to £1,460 million, reflecting weaker markets. International non-covered sales included £474 million of sales from OMAM (UK) for the first time.

Margins and value of new business (as reported)

· Across LTS as a whole, new business APE margins increased to 14% from 13% and present value of new business premiums (PVNBP) margin improved to 1.8% (H1 2011: 1.6%). The improvement was in Emerging Markets. Value of new business (VNB) decreased by 3% to £74 million, with improved margin and increased sales volumes in Emerging Markets offset by lower sales volumes in Wealth Management.

· In Emerging Markets, VNB improved strongly by 53% to £52 million, with a significant increase in the APE margin from 15% to 22%. The improvement in margin is mainly attributable to a change in persistency assumptions at December 2011, reflecting improved persistency in 2011, and favourable changes in economic assumptions at December 2011, and the positive impact of dividend withholding tax replacing Secondary Tax on Companies (STC). Improved product mix and expense controlin Retail Affluent and Corporate have further contributed to the increase in margins.

· In Wealth Management the APE margin decreased to 7% (H1 2011: 11%) and PVNBP margin decreased to 0.8% (H1 2011: 1.3%). The VNB in Wealth Management reduced by £20 million to £22 million, driven by lower sales volumes and changes in the sales mix away from International offshore products.

Operating MCEV earnings (as reported)

· Overall LTS operating MCEV earnings decreased by 28% to £204 million.

· In Emerging Markets, operating MCEV earnings (post-tax) decreased by 23% to £144 million. The main contributor to this reduction was significantly lower positive operating experience variances. The good mortality experience from 2011 has continued into the first half of 2012. However, the retention experience is significantly lower than in the prior period following the assumption changes that were made in December 2011, the final releases in 2011 of previously established short-term termination provisions and less favourable retail persistency in the first half of 2012. Despite the decrease in operating MCEV earnings, total MCEV earnings (post-tax) increased by 22%, benefiting from positive economic variances due to a combination of earning higher than assumed investment returns on policyholder and shareholder funds and a material reduction in swap and bond yields over the period. Return on embedded value (RoEV) decreased from 13.3% to 10.2% due to decreased MCEV operating earnings.

· In Wealth Management MCEV operating earnings post tax decreased by £34 million to £60 million, resulting from lower new business volumes and a positive modelling change in H1 2011 that was not repeated. RoEV decreased from 7.0% to 4.6% due to decreased MCEV operating earnings.

Value creation (as reported)

· A key metric by which we judge the performance of the business is Group Value Creation for the LTS covered business. It measures the contribution to return on embedded value from management actions of writing profitable new business and managing expenses, persistency, risk and other experience compared to what had been assumed. This metric reduced to 3.0% from 5.7% in LTS (excluding Nordic), reflecting lower VNB in Wealth Management and lower positive operating variances.

Outlook

· Emerging Markets continued its growth into Africa with the proposed acquisition of Oceanic Life in Nigeria, subject to regulatory approval. We are well positioned to leverage our established business bases in South Africa, Namibia and Zimbabwe. Using our expertise in these businesses we are able to design and export relevant products and low cost IT infrastructure.

· In South Africa we continue to support our advisers to pass the FAIS regulatory exams and we are comfortable with the progress we have made in mitigating the risk to our sales and retention. The FSB has granted a concession to retail mass advisers who have not passed the exams by the September and December due dates - these advisers will be restricted from selling complex products such as retirement annuities but will continue to be able to sell simple financial products.

· We continue to see good prospects to grow our businesses in South Africa and the rest of the emerging markets, however we remain cautious about the outlook, in particular given slower GDP growth and lower long-term government bond yields in South Africa and the risk of the eurozone crisis transmitting into Emerging Markets.

· The new management team at Wealth Management is focussed on the integration of operations into one business and growing the asset management proposition following the combination of SIG and OMAM (UK) during the period. We expect that new business sales in Wealth Management will remain challenging for the rest of the year given the macro-economic environment. Our focus will continue to be towards business which has an inherently more attractive return signature. In the UK focus on readiness for RDR compliance on 1 January 2013 is the main priority.

· We continue to make good progress on our preparations for RDR. In Q4 2012 we will launch our new flexible adviser charging structure on the Platform and introduce a new 'unbundled' charging structure for clients, subject to final FSA rules on rebates. A prototype of the new online process will be available from Q3 2012.

· The combination of Wealth Management's Continental Europe business and the Retail Europe business into Wealth Management Europe has proceeded well during the first half of 2012. We continue to review the product portfolio and customer service offering and are in the process of amending organisational structures accordingly.

· We anticipate the completion of the sale of our Finnish business in Q3 2012. Post-tax profits for the business were approximately £12 million for 2011.

Long-Term Savings - Emerging Markets (rand)

										Rm
Adjusted operating profit							H1 2012		H1 2011	% Change
Retail Affluent							1,339		1,358	(1)%
Mass Foundation Cluster							481		802	(40)%
Corporate							591		67	782%
Rest of Africa¹							226		84	169%
Asia & Latin America							79		97	(19)%
LTIR							784		575	36%
Life and Savings							3,500		2,983	17%
OMIGSA²							508		682	(26)%
Central expenses and administration							(388)		(318)	(22)%
AOP (IFRS basis, pre-tax)							3,620		3,347	8%
¹The current period includes Namibia, Zimbabwe, Kenya, Malawi, Swaziland, Nigeria and expenses associated with the central African team. Prior year comparatives represent Namibia and expenses associated with the central African team only. Namibian AOP and central African expenses in H1 2012 were R113 million.
²From H1 2012, Old Mutual Unit Trusts is reported as part of Retail Affluent only and no longer also as part of OMIGSA together with a subsequent elimination within central expenses. Prior period comparatives have not been restated.
APE Sales
								Rm
	Single premium APE			Gross regular premiums				Total APE
By Cluster:	H1 2012	H1 2011	% Change	H1 2012	H1 2011	% Change		H1 2012	H1 2011	% Change
South Africa
Mass Foundation Cluster	1	1	-	1,165	952	22%		1,167	953	22%
Retail Affluent	413	462	(11)%	725	647	12%		1,138	1,109	3%
Corporate	203	302	(33)%	232	205	13%		435	507	(14)%
OMIGSA	70	81	(14)%	-	-	-		70	81	(14)%
Total South Africa	687	846	(19)%	2,122	1,804	18%		2,810	2,650	6%

Rest of Africa¹	65	32	103%	235	108	118%		299	140	114%

Asia & Latin America²	11	10	10%	58	46	26%		69	56	23%

Total Emerging Markets	763	888	(14)%	2,415	1,958	23%		3,178	2,846	12%

								Rm
	Single premium APE			Gross regular premiums				Total APE
By Product:	H1 2012	H1 2011	% Change	H1 2012	H1 2011	% Change		H1 2012	H1 2011	% Change
Emerging Markets
Savings	596	672	(11)%	1,118	1,014	10%		1,714	1,686	2%
Protection	-	-	-	1,297	944	37%		1,297	944	37%
Annuity	167	216	(23)%	-	-			167	216	(23)%
Total Emerging Markets	763	888	(14)%	2,415	1,958	23%		3,178	2,846	12%
¹APE sales include Namibia, Zimbabwe, Kenya, Malawi and Swaziland. Prior year comparatives represent Namibia only. Total Namibian life APE sales in the current period amount to R169 million.
²Asia & Latin America represents Mexico only.

Non-covered sales
								Rm
	Unit trust / mutual fund sales			Other non-covered sales				Total non-covered sales
	H1 2012	H1 2011	% Change	H1 2012	H1 2011	% Change		H1 2012	H1 2011	% Change
South Africa	11,675	9,058	29%	23,285	17,277	35%		34,960	26,335	33%
Rest of Africa¹	2,082	1,608	29%	1,355	166	716%		3,437	1,774	94%
Asia & Latin America	8,937	7,078	26%	880	988	(11)%		9,817	8,066	22%
Emerging markets	22,694	17,744	28%	25,520	18,431	38%		48,214	36,175	33%
¹Rest of Africa includes Namibia, Zimbabwe, Kenya, Malawi and Swaziland. Prior year comparatives represent Namibia only. Total Namibian non-covered sales in the current period amount to R2,192 million.

			Rm
Old Mutual Finance	H1 2012	H1 2011	% Change
Old Mutual Finance	H1 2012	H1 2011	% Change
Lending book (gross)	6,331	4,621	37%
Sales	2,974	2,324	28%
NPAT/average lending book¹	3.3%	2.5%
Loan approval rate	32.6%	41.0%
Impairments: average lending book	15.0%	13.3%
Branches	181	134	35%
Staff	1,612	1,235	31%
¹Net profit after tax (NPAT)/average lending book is stated after capital charges.

H1 2012 sales reflected our conservative approach to lending, following evidence of increased client debt levels. Impairment provisions rose compared to H1 2011. 191 new staff members were appointed during the period.

Long-Term Savings - Wealth Management (sterling)

APE sales
							£m
	Gross single premiums			Gross regular premiums			Total APE
	H1 2012	H1 2011	% Change	H1 2012	H1 2011	% Change	H1 2012	H1 2011	% Change

UK market
Pensions	928	1,084	(14)%	31	43	(28)%	124	151	(18)%
Bonds	187	244	(23)%	-	-	-	18	25	(28)%
Protection	-	-	-	4	4	-	4	4	-
Savings	-	-	-	1	3	(67)%	1	3	(67)%
Total UK	1,115	1,328	(16)%	36	50	(28)%	147	183	(20)%
Of which UK Platform	1,007	1,160	(13)%	18	21	(14)%	118	137	(14)%
Of which UK Legacy	108	168	(36)%	18	29	(38)%	29	46	(37)%

International
Unit-linked	61	136	(55)%	7	17	(59)%	13	30	(57)%
Bonds	560	643	(13)%	15	12	25%	71	77	(8)%
Total International	621	779	(20)%	22	29	(24)%	84	107	(21)%

Wealth Management Europe
Unit-linked	507	556	(9)%	25	37	(32)%	76	92	(17)%

Total Wealth Management	2,243	2,663	(16)%	83	116	(28)%	307	382	(20)%

Non-covered sales¹
						£m
				H1 2012	H1 2011	% Change
Institutional				322	244	32%
Mutual Funds				610	883	(31)%
ISA				528	718	(26)%
Total UK market				1,460	1,845	(21)%
Of which UK Platform				1,138	1,602	(29)%
Of which UK Legacy				322	243	33%
International markets²				1,187	601	98%
Wealth Management Europe				19	19	-
Total Wealth Management				2,666	2,465	8%
¹Non-covered sales includes unit trust, mutual fund and other non-covered sales.
²H1 2012 includes International sales of £474 million from OMAM (UK), which was transferred from USAM to Wealth Management during the period.

Nedbank
Nedbank continued to build on the momentum created over recent years and to deliver on its key strategic focus areas
			Rm
Highlights	H1 2012	H1 2011	% Change
AOP (IFRS basis, pre-tax)	5,090	4,002	27%
AOP (IFRS basis) (pre-tax) (£m)	406	359	13%
Headline earnings¹	3,468	2,772	25%
Net interest income¹	9,642	8,683	11%
Non-interest revenue¹	8,265	7,139	16%
Net interest margin¹	3.53%	3.43%
Credit loss ratio¹	1.11%	1.21%
Cost to income ratio¹	55.5%	55.9%
Return on Equity¹	14.1%	12.2%
Return on Equity (excluding goodwill)¹	15.7%	13.7%
Core Tier 1 ratio^1,2	10.6%	10.7%
¹As reported by Nedbank in its report to shareholders for six months ended 30 June 2012.
²H1 2012 was calculated on Basel II.5 basis. H1 2011 was calculated on Basel II basis.

The full text of Nedbank's results for the six months ended 30 June 2012, released on 1 August 2012, can be accessed on our website http://www.oldmutual.com/ir/pressReleases/viewPressRelease.jsp?pressItem_id=18484. The following is an edited extract:

Banking and economic environment

After a positive start to the year the global market environment worsened in the second quarter, led by the deepening recession in the eurozone. Activity in major emerging markets such as China has also weakened and conditions in the USA remain tough.

Given that Europe, the USA and China are SA's largest trading partners, the growth of SA's gross domestic product (gdp) slowed to 2.7% in the first quarter of 2012, from 3.1% in 2011, following lower levels of production and exports.

Although the rate of domestic spending has declined, low interest rates continue to support the modest household demand for credit, while transactional banking volumes remain favourable.

Corporate credit demand continued to improve in early 2012. However, since the second quarter, business confidence has weakened, which could lead to the private sector delaying capital expenditure and focusing on efficiency rather than expansion.

Review of results

Nedbank performed well for the six months ended 30 June 2012 ('the period') and made good progress in delivering on its key strategic focus areas.

Nedbank achieved strong headline earnings growth of 25.1% to R3,468 million for the period (June 2011: R2,772 million). This was driven by 11.0% growth in net interest income (NII), 15.8% growth in non-interest revenue (NIR), continued improvement in impairments and responsible expense management combined with investment for growth.

Diluted headline earnings per share (DHEPS) increased 23.5% to 741 cents (June 2011: 600 cents) and diluted basic earnings per share increased 24.9% to 747 cents (June 2011: 598 cents).

The increase in return on assets (ROA) to 1.07% and a slight decrease in gearing supported an increase in the return on average ordinary shareholders' equity (ROE), excluding goodwill, to 15.7% (June 2011: 13.7%) and ROE to 14.1% (June 2011: 12.2%). Nedbank generated an economic profit (EP) of R578 million (June 2011: R146 million).

The balance sheet remains well capitalised with the Basel II.5 core Tier 1 capital ratio at 10.6% (December 2011: pro forma 10.5%).

During the period Nedbank lengthened its liquidity duration, resulting in the long-term funding profile increasing to 27.0% (December 2011: 25.0%), while liquidity buffers were increased to R26 billion (December 2011: R24 billion).

Tangible net asset value per share grew by 10.1% (annualised) from 9,044 cents in December 2011 to 9,500 cents in June 2012.

Delivering value to all our stakeholders

The significant impact of unsound banking practices on the economic condition of many countries around the world is a salutary reminder of the profound responsibilities that banks have as custodians of a nation's savings and as mobilisers of the efficient deployment of capital in laying the foundation for economic growth and job creation activity to flourish.

The SA banking industry has further enhanced its historically strong reputation as a consequence of the long-established sound and traditional banking practices adopted within a well-managed and regulated environment.

Nedbank continued to deliver on its vision of building Africa's most admired bank by all its stakeholders and making a positive contribution to SA and the other countries in which we operate through our positioning as a bank for all, providing relevant banking services to the broader population and offering great-value banking.

The highlights during this period with respect to each of our key stakeholders include:

· For staff: In striving to make Nedbank a great place to work we seek to have engaged employees who feel valued and able to contribute and communicate fully - our employee and corporate culture survey feedback is important and cultural entropy has improved to worldclass levels of 10%; we have been rated an employer of choice among graduates; and we have invested in skills development, with 1,100 managers undergoing Nedbank's personal mastery programmes and more than 500 employees participating in our management development programmes and 134 graduates in our graduate development programme.

· For clients: We have paid out R69 billion in new loans; launched various new innovative solutions and products such as Approve-it™, MyFinancialLife™, the Nedbank App Suite, the Nedbank 4 Me client value proposition, the Dezign Student Account, the Green Savings Bond, Nedbank Small Business Friday™ and the revamped Simply Biz website; kept fee increases at or below inflation; and increased our footprint by 76 new staffed outlets and 385 ATMs year-on-year. Over the past 12 months Nedbank Retail increased its client base by 11.7% and Business Banking added 177 new transactional banking clients, while all the other clusters continued to deepen client relationships.

· For shareholders: We have generated a 22.3% total shareholders' return; declared a half-year dividend of 340 cents per share; delivered R578m EP; achieved a credit ratings upgrade from Fitch Ratings; and created significant value through our broad-based black economic empowerment scheme by creating R4.4 billion in value since inception, R1.9 billion of which has vested. Nedbank also received the Euromoney Best South African Bank 2012 award.

· For regulators: We have continued to strengthen capital and liquidity levels to remain well positioned for Basel III and the Solvency Assessment and Management insurance regime; contributed to working groups on new regulation and made direct and indirect cash taxation contributions of R3.3 billion for the period.

· For communities: We have achieved the No 1 ranking of JSE top 50 companies in the Financial Mail 2012 Top Empowered Companies index; contributed R41m to social development; spent R2.9 billion on local procurement; launched the first Green Savings Bond in SA; opened our third building with the 4-Star Green Star rating at Menlyn Maine; and won the Financial Times African and Middle East Sustainable Bank of the Year 2012 award and the African Business Environmental Sustainability in Africa 2012 award.

Cluster performance

	Headline earnings (Rm)			ROE (%)
	H1 2012	H1 2011¹	% change	H1 2012	H1 2011¹
Nedbank Capital	683	546	25.1%	24.1%	21.0%
Nedbank Corporate ²	864	753	14.7%	22.2%	24.5%
Nedbank Business Banking	433	461	(6.1)%	20.5%	22.8%
Nedbank Retail	1,194	863	38.4%	11.8%	9.3%
Nedbank Wealth	356	288	23.6%	29.3%	25.4%
Operating units	3,530	2,911	21.3%	17.5%	16.1%
Centre²	(62)	(139)	55.4%
Total	3,468	2,772	25.1%	14.1%	12.2%
¹H1 2011 restated for enhancements to capital allocation methodologies in 2012.
²Restated for transfer of the Rest of Africa Division from Nedbank Corporate to the centre.

Nedbank Capital's headline earnings grew 25.1% to R683 million (June 2011: R546 million). The results were mainly driven by NIR growth of 42.4%, underpinned by strong growth in trading as well as fee and commission income, and partly offset by lower private equity income. EP of R311 million and a ROE of 24.1% were achieved.

Nedbank Corporate grew headline earnings by 14.7% to R864 million (June 2011: R753 million) from strong growth in NIR, transactional activity and deposits, together with reduced impairments. ROE of 22.2% was achieved as a result of an improvement in the ROA to 1.03%, and the cluster grew EP to R353 million.

While sustaining a high ROE of 20.5%, Nedbank Business Banking's 6.1% reduction in headline earnings and lower EP for the period of R156 million are reflective of the challenging economic cycle adversely impacting the small- and medium-enterprise (SME) sector. Good progress was made in new client acquisitions and cross-sell, while maintaining outstanding risk management practices reflected in the credit loss ratio of 0.41%.

Nedbank Retail's accelerating momentum is reflected in 38.4% headline earnings growth and improving ROE to narrow the gap in relation to the cost of equity. This is testimony to the excellent progress strategically and financially in repositioning the cluster. Diligent execution of the distinctive client-centred growth strategy and effective risk management practices resulted in strong client gains, increased transactional and lending volumes, and lower impairments, while also further strengthening balance sheet impairments and expanding distribution.

Nedbank Wealth generated strong earnings growth of 23.6% to R356 million (June 2011: R288 million). NII increased 8.4% supported by international wealth management and BoE Private Clients increasing NII 19.7% and 13.4% respectively. Further support came from good insurance earnings growth of 39.1% and total assets under management increasing 18.3% to R125.5 billion.

The Rest of Africa Division delivered a strong increase in headline earnings of 60.5%. This division was previously housed in Nedbank Corporate and is now managed at Nedbank Group level, with earnings included in headline earnings at the centre.

Further segmental information is available on Nedbank's website at www.nedbankgroup.co.za under the 'Financial information' section.

Financial performance

Net interest income (NII)

NII grew 11.0% to R9,642 million (June 2011: R8,683 million), underpinned by 7.7% (annualised) growth in average interest-earning banking assets (June 2011: 5.9%).

The net interest margin (NIM) increased to 3.53% from the comparative period (June 2011: 3.43%) and the full 2011 year (December 2011: 3.46%), supported by sustained momentum in asset mix changes, offset by the cost of lengthening the liquidity profile and holding higher liquid asset buffers.

Impairments charge on loans and advances

Nedbank's credit loss ratio continued to improve to 1.11% (June 2011: 1.21%) from reduced levels of specific impairments, driven by better asset quality, reduced defaulted advances, higher levels of repayments and improved risk management. Portfolio impairments of 11 basis points included the strengthening of balance sheet impairments on the performing home loans and personal loans book.

					(%)
Credit loss ratio analysis			H1 2012	FY 2011	H1 2011
Specific impairments			1.00%	1.02%	1.10%
Portfolio impairments			0.11%	0.12%	0.11%
Total credit loss ratio			1.11%	1.14%	1.21%

Nedbank Retail and Nedbank Corporate were the main drivers of the group's improved credit loss ratio. In Nedbank Retail home loan impairments continued to improve, while bad debt recoveries increased from effective collection processes. Nedbank Capital's impairments charge reflects the increasing pressures in the operating environment.

					(%)
	% banking advances				Through-the-cycle target ranges
Credit loss ratio	% banking advances	H1 2012	H1 2011	FY 2011	Through-the-cycle target ranges
Nedbank Capital	10.1%	1.41%	0.86%	1.23%	0.10 - 0.35
Nedbank Corporate ¹	32.2%	0.30%	0.35%	0.29%	0.20 - 0.35
Nedbank Business Banking	12.1%	0.41%	0.40%	0.54%	0.55 - 0.75
Nedbank Retail	39.7%	2.00%	2.24%	1.98%	1.50 - 2.20
Nedbank Wealth	4.0%	0.46%	0.41%	0.25%	0.20 - 0.40
Total		1.11%	1.21%	1.14%	0.60 - 1.00
¹The Rest of Africa Division was previously reported in Nedbank Corporate and is now reported at the centre.

Defaulted advances declined 14.1% from R25,418 million at June 2011 and 9.6% (annualised) from R22,928 million at December 2011 to R21,838 million. Nedbank's total coverage ratio increased from 50.1% at December 2011 to 52.9%, and portfolio provisions of R200 million raised at the centre in the prior year were not released.

Non-interest revenue (NIR)

NIR grew strongly, increasing by 15.8% to R8,265 million (June 2011: R7,139 million), clearly demonstrating the inherent strength of the Nedbank franchise and the increasing number of South Africans choosing to bank with Nedbank. NIR growth was primarily driven by:

· good growth in commission and fee income of 14.6% from increases in transactional and lending volumes, net client acquisitions while keeping fee increases at or below the inflation rate and deepening cross-sell across the client base;

· excellent growth in insurance income of 29.2% from increased sales and a positive claims experience; and

· trading income growing 35.9% following strong performance in the fixed-income, credit and commodities (FICC) business in the Global Markets Division of Nedbank Capital.

Private equity income increased slightly to R139 million (June 2011: R137 million), following strong realisations in Nedbank Capital mostly offset by prudent valuations of unrealised investment portfolios as well as lower dividend income received in both Nedbank Capital private equity and Nedbank Corporate property private equity. Negative fair-value adjustments of R125 million (June 2011: R61 million profit) were recorded in the designated-asset-and-liability hedged portfolios.

The NIR-to-expenses ratio continued to increase to 83.2% (December 2011: 81.5%), boosted by the strong growth in NIR. Nedbank is showing excellent progress towards the medium-to-long-term NIR-to-expenses target of 85.0%.

Expenses

Nedbank maintained good cost discipline, resulting in an improved NIR-to-expenses growth delta of 3.3% and a slight improvement in the efficiency ratio to 55.5% (June 2011: 55.9%).

Expenses increased 12.5% to R9,939 million (June 2011: R8,838 million), comprising 7.0% relating to business-as-usual activities, 2.1% relating to growth initiatives and 3.4% relating to variable compensation.

The main contributors to the increase in expenses were:

· remuneration costs increasing 11.1% mostly from headcount growth of 1.7% and inflation-related annual salary increases of 6.5%;

· short-term incentive (STI) costs increasing 46.6% due to the 25.1% increase in headline earnings and just under 300% increase in EP, as well as the heavier phasing of the 2011 STI accrual into the second half of 2011, and as such the growth rate should be more in line with earnings growth for the full year;

· long-term incentive costs increasing by R67 million to R198 million, as 2011 contained reversals of costs for the period from 2009 to 2011 when certain of the associated corporate performance targets were not met and the related incentive awards lapsed; and

· volume-driven costs, such as computer processing, card and marketing costs, growing in support of revenue-generating business activities.

Taxation

The taxation charge and effective tax rate increased to R1,399 million (June 2011: R1,013 million) and 27.9% (June 2011: 25.7%) respectively. This was mainly the result of:

· an increase in capital gains tax (CGT) from 14.0% to 18.65%; and

· an increase in secondary tax on companies (STC) of R86 million, compared with 2011, from a reduction in available STC credits due to the termination of the STC regime effective 1 April 2012 and the full H2 2011 dividend being subjected to STC.

Statement of financial position

Capital

Nedbank implemented Basel II.5 capital criteria with effect from 1 January 2012. In line with the pro forma ratio disclosed to the market the 2011 year-end Basel II core Tier 1 capital ratio of 11.0% decreased to 10.5% under Basel II.5.

Strong organic earnings, partially offset by the distribution of Nedbank's final 2011 dividend in April 2012 and growth in advances, resulted in Nedbank's Basel II.5 core Tier 1 capital ratio in June 2012 increasing to 10.6%. Capital ratios are anticipated to increase further during the remainder of 2012 as a result of ongoing risk-weighted asset optimisation initiatives and earnings growth.

The draft SA regulations incorporating the impact of Basel III have been issued, although some key aspects still have to be finalised. Overall Nedbank remains in a strong position to meet the draft capital requirements as currently anticipated. Revised internal targets incorporating Basel III will be communicated to the market once the regulations have been finalised.

				(%)
	30-Jun-12 ratio (Basel II.5)	31-Dec-11 ratio (Basel II)	30-Jun-11 ratio (Basel II)	Internal target range (Basel II)
Core Tier 1 ratio	10.6%	11.0%	10.7%	7.5 to 9.0
Tier 1 ratio	12.1%	12.6%	12.4%	8.5 to 10.0
Total capital ratio	14.4%	15.3%	15.2%	11.5 to 13.0
(Ratios calculated include unappropriated profits.)

Further details will be available in Nedbank's 30 June 2012 Pillar 3 Report released on 17 September 2012 and published on Nedbank's website at www.nedbankgroup.co.za.

Capital allocation to businesses

Enhancements relating to the internal economic capital allocation to line clusters included an upward revision to the amount of capital allocated to the clusters from 10.0% to 11.0%. Enhancements were also made to the allocation of capital impaired against intangible assets, previously held at the centre. These enhancements resulted in a dilution of the line clusters' ROE performance, given higher capital levels. Headline earnings and ROE numbers for the line clusters for the comparative period were restated on a like-for-like basis. These enhancements had no impact on Nedbank's overall headline earnings, capital levels and ROE ratio.

Funding and liquidity

Nedbank remains well funded, with a strong liquidity position, underpinned by a further lengthening of its funding profile, growth of the deposit base, a strong loan-to-deposit ratio of 95.6% and a low reliance on interbank and foreign currency funding.

The average long-term funding ratio increased to 27.0% (June 2011: 26.1%; December 2011: 25.0%), supported by the successful issuance in March 2012 of R1.7 billion senior unsecured debt, strong growth in the Nedbank Retail Savings Bond to R5.9 billion since its launch in March 2011, and the recent launch of the Green Savings Bond. Growth in the surplus liquid asset buffer to R26 billion for June 2012 (June 2011: R16 billion; December 2011: R24 billion) also contributed to a stronger liquidity position.

The South African Reserve Bank (SARB) announcement during the period that SA banks would have access to committed liquidity facilities (CLFs) of up to 40% of the Basel III liquidity coverage ratio (LCR) net cash outflows to meet LCR requirements in 2015 has been positively received by the market and is in line with the approaches implemented in other similar markets. This provides clarity on how the LCR will be adopted by SA banks given the limited availability of level 2 assets in SA and is favourable for credit extension and economic growth in SA.

Loans and advances

Nedbank loans and advances grew 7.1% (annualised) to R514 billion (December 2011: R496 billion).

Loans and advances by cluster are as follows:

			Rm
	30-Jun-12	31-Dec-11	% Change (annualised)
Banking activity	49,538	48,558	4.1%
Trading activity	30,674	19,952	>100%
Nedbank Capital	80,212	68,510	34.3%
Nedbank Corporate	156,537	155,010	2.0%
Nedbank Business Banking	59,061	58,272	2.7%
Nedbank Retail	187,577	183,663	4.3%
Nedbank Wealth	19,053	19,624	(5.9)%
Other	11,086	10,969	2.1%
Total	513,526	496,048	7.1%

During the period gross new advances payouts increased to R69 billion (six months to June 2011: R52 billion).

Overall advances growth continues to be shaped by Nedbank's portfolio tilt strategy of focusing on business activities that generate higher EP. Nedbank Retail's advances growth was underpinned by strong growth in personal loans, credit card business and motor finance, partially offset by a slight decrease in home loans following the retail home loans strategy of positioning Nedbank Retail as the primary client interface with differentiated risk-based pricing. The environment for Nedbank Business Banking's SME clients remains challenging and has impacted demand for credit and the risk profile of this market segment. Nedbank Corporate's advances growth of 2.0% comprises advances growth of 6.4% in Corporate Banking and a decrease of 1.0% in Commercial Property Finance. The pipelines in the wholesale banking areas remain strong, although growth in the second half of the year is likely to be affected by weak global market conditions and lower levels of business confidence.

Deposits

Deposits increased 6.1% (annualised) to R537 billion (December 2011: R521 billion).

In line with Nedbank's funding strategy of lengthening the term deposit book and optimising the mix of deposits, call and term deposits increased 8.1% and cash management deposits grew 23.0%. Negotiable certificates of deposit (NCDs) decreased 11.9%.

Given the challenging environment with interest rates at 38-year lows, current accounts decreased 5.1% and savings accounts showed moderate growth of 6.6%.

Economic outlook

The difficult global macro environment and recession in Europe have led to softer gdp growth in key emerging markets including SA.

SA's GDP is now forecast to grow by 2.5% in 2012 as a result of lower production and weaker exports in agriculture, manufacturing and mining. Interest rates are at 38-year lows and are expected to remain flat for the rest of the year, however, there is downside risk should there be a further slowdown in economic growth rates.

Lower levels of real wage growth and increased concerns around job security are anticipated to result in decreased consumer spending. Consumer credit demand should continue to grow, but is at risk of slowing down given decreasing levels of consumer confidence.

Business confidence remains weak, with the private sector remaining cautious and continuing to delay capital expenditure. Government and the public sector still have robust infrastructure plans, and, if implemented, are expected to support wholesale advances growth.

Prospects

In the light of Nedbank's 2012 forecast for gdp growth and interest rates, Nedbank's financial guidance for the full year is currently as follows:

· Advances growth at mid single digits.

· NIM to increase slightly from the 3.46% level for the 2011 full year.

· The credit loss ratio to continue improving to within the upper end of Nedbank's target range of 0.60% to 1.00%.

· NIR (excluding fair-value adjustments) to grow at low double digits, maintaining ongoing improvements in Nedbank's NIR-to-expenses ratio.

· Expenses, including investing for growth, to increase by mid to upper single digits.

· Nedbank to maintain strong capital ratios and continue to strengthen funding and liquidity in preparation for Basel III.

Nedbank's financial guidance for 2012 as set out above remains largely unchanged from that given earlier in the year, with the exception of an upward revision of the margin, which was previously expected to remain at the December 2011 level of 3.46% and is now anticipated to be slightly above this level.

The SARB is expected to finalise Basel III capital levels for SA banks in the second half of 2012. Once the Basel III capital levels have been set, Nedbank will be in a position to finalise its Basel III capital targets, review the current dividend policy of 2.25 to 2.75 times and communicate this to the market at the release of the 2012 annual results.

Building on the growth momentum from the first half of 2012, Nedbank remains on track to achieve its earnings growth for the year in line with its medium-to-long-term financial target (gdp plus consumer price index (cpi) plus 5%).

Mutual & Federal
Solid performance in a soft market
				Rm
Highlights	H1 2012	H1 2011		% Change
Underwriting margin	2.5%	5.3%
Underwriting result	91	184		(51)%
Long-term investment return (LTIR)	300	316		(5)%
AOP (IFRS basis, pre-tax)	426	527	¹	(19)%
Gross written premiums	4,607	4,361		6%
Net earned premiums	3,710	3,448		8%
Claims ratio	67.2%	64.6%
Combined ratio	97.5%	94.7%
International Solvency ratio	65.3%	63.5%
Return on equity	12.0%	15.8%
¹H1 2012 included 50% of the losses incurred by iWyze, M&F's direct insurance joint venture with Emerging Markets, the remaining 50% was recognised in Emerging Markets. H1 2011 included 100% of the losses incurred by iWyze.

Overview

· M&F delivered strong policy count growth during the period, supported by improved service levels and competitive rates.

· Gross written premiums grew 5.6%. We continued to focus on premium growth in our alternative distribution channels, including underwriting management agencies and direct through iWyze.

· The company remains well capitalised with a 65% international solvency ratio (the ratio of net assets to net premiums). We continue to make good progress in our preparation for Solvency II and its South African equivalent, Solvency Assessment and Management (SAM).

Underwriting and IFRS AOP results

· The underwriting margin of 2.5% (2011: 5.3%) was impacted by increased claims and lower rates but benefited from the containment of costs.

· AOP was 19% down due to a decrease in the underwriting result and a marginal decrease in the LTIR due to the lower prescribed rate applied in 2012.

· ROE decreased from 15.8% to 12.0% reflecting the reduction in underwriting profit.

· Claims in H1 2012 were impacted by three large fire claims in the Commercial division.

· Expenses were well managed and the variance was well below inflation.

· The Credit Guarantee operation and the operations in the rest of Africa continued to perform strongly.

Outlook

· Evidence from the market in South Africa indicates a marked softening in rates which will impact margins at this stage of the underwriting cycle.

· We will continue to focus on cost containment and managed premium growth in the second half of 2012, particularly through increased contributions from alternative channels. The benefits from the change program have seen an improvement in our service levels, which we anticipate will continue to contribute to policy count growth.

· We will continue to partner Old Mutual Emerging Markets in the rest of Africa to identify opportunities and exploit synergies.

US Asset Management
Continuing operations generated 7% growth in FUM and operating margin of 26%
			$m
Highlights	H1 2012	H1 2011	% Change
Reported results¹
AOP (IFRS basis, pre-tax)	66	65	2%
Operating margin, before non-controlling interests	24%	20%
Operating margin, after non-controlling interests	20%	17%
Net client cash flows ($bn)	2.5	(10.4)	124%

	30-Jun-12	31-Dec-11	% Change
Funds under management ($bn) ¹	208.1	231.5	(10)%

			$m
	H1 2012	H1 2011	% Change
Results from continuing operations¹
AOP (IFRS basis, pre-tax)	70	71	(1)%
Operating margin, before non-controlling interests	26%	25%
Operating margin, after non-controlling interests	22%	22%
Net client cash flows ($bn)	3.5	(3.2)	209%

	30-Jun-12	31-Dec-11	% Change
Funds under management ($bn) ¹	208.1	194.1	7%
¹H1 2011 and 2012 amounts from continuing operations exclude OMAM (UK), which was transferred to Wealth Management during the period. H1 2012 reported results include one quarter of OMAM (UK) NCCF. H1 2011 reported results include OMAM(UK), but have been restated to exclude seed gains, which are now captured at the Group level.

IFRS AOP results and operating margin

Reported results

· IFRS AOP was up 2% to $66 million (H1 2011: $65 million), with lower restructuring costs, lower variable compensation and reduced operating expenses incurred in connection with affiliates disposed of during the period.

· AOP operating margin before non-controlling interests increased to 24% (H1 2011: 20%), largely due to the divestiture of several affiliate firms since H1 2011.

Results from continuing operations

· Continuing operations excludes the results of OMCap, Lincluden, Dwight Asset Management and OMAM (UK), as well as $1.0 million of restructuring costs in H1 2012 and $6.5 million in H1 2011.

· IFRS AOP from continuing operations of $70 million was generally flat (H1 2011: $71 million).

· Management fees were down 4% versus H1 2011. While average AUM was broadly unchanged, our asset mix has shifted toward fixed income over the past 12 months, which generally has a lower revenue yield. Performance fees increased $12.1 million to $13.3 million.

· AOP operating margin before non-controlling interests improved 100 basis points to 26%, due to lower share based payment expenses and sales commissions.

Investment performance in continuing operations

· For the one-year period ended 30 June 2012, 76% of assets outperformed benchmarks, compared to 86% at 30 June 2011.

· Over the three- and five-year periods to 30 June 2012, 55% and 62% of assets outperformed benchmarks, compared to 48% and 56% at 30 June 2011.

Funds under management and net client cash flows

						$bn
	Flows from continuing operations		Flows from disposed of or held for sale affiliates		Total
	H1 2012	H1 2011	H1 2012	H1 2011	H1 2012	H1 2011
Opening FUM	194.1	200.3	37.4	58.0	231.5	258.3
Gross inflows	15.9	11.8	1.3	2.9	17.2	14.7
Gross outflows	(12.4)	(15.0)	(2.3)	(10.1)	(14.7)	(25.1)
Net outflows	3.5	(3.2)	(1.0)	(7.2)	2.5	(10.4)
Disposals	-	-	(30.8)	-	(30.8)	-
Transferred to Wealth Management	-	-	(6.2)	-	(6.2)	-
Market and other	10.5	10.4	0.6	0.9	11.1	11.3
Closing FUM	208.1	207.5	-	51.7	208.1	259.2

Reported results

· FUM ended the period at $208.1 billion (31 December 2011: $231.5 billion).

· The disposal of Dwight Asset Management Company LLC during the period reduced FUM by $30.2 billion, while the disposal of OMCap reduced FUM by $0.6 billion.

· NCCF totalled $2.5 billion (H1 2011: $10.4 billion outflow), relating mostly to continuing operations.

Results from continuing operations

· FUM increased $14.0 billion or 7% to $208.1 billion (31 December 2011: $194.1 billion) driven by $10.5 billion of market appreciation and $3.5 billion of positive net client cash flows. Positive market returns and enhanced investment performance in the first quarter of 2012 were partially offset by increasingly volatile markets experienced in the second quarter.

· FUM consists primarily of long-term investment products diversified across equities ($114.5 billion, 55%), fixed income ($62.4 billion, 30%) and alternative investments ($31.2 billion, 15%).

· Net client cash inflows of $3.5 billion improved over the comparative period (H1 2011: $3.2 billion outflow), with positive NCCF in Q1 offset by net client cash outflows in Q2.

· Gross inflows totalled $15.9 billion (H1 2011: $11.8 billion), primarily relating to lower-fee US and global fixed income products. $5.5 billion of gross inflows came from new client accounts.

· Gross outflows totalled $12.4 billion (H1 2011: $15.0 billion), driven primarily by outflows from US and international equities, alternatives, and global fixed income products.

· Non-US clients currently account for 33% of FUM (31 December 2011: 34%). International equity, emerging markets, global equity, and global fixed income products account for 48% of the FUM (31 December 2011: 46%).

Corporate developments

· The sale of USAM's fixed income affiliate, Dwight Asset Management Company LLC, to Goldman Sachs Asset Management closed on 15 May 2012.

· As previously announced, the sale of USAM's domestic retail business, OMCap, to Touchstone Investments closed on 13 April 2012, with USAM affiliates continuing to sub-advise 13 of the 17 mutual funds that were part of the transaction.

· In June 2012, we announced additional executive appointments and organisational changes to further align USAM's executive structure with its strategic objectives. Key among these was the appointment of Linda Gibson as Head of Global Distribution. In her new role, Ms Gibson will advance USAM's strategy of building core institutional distribution capabilities in global markets to meaningfully contribute to our affiliates' global expansion efforts. Aidan Riordan, previously Senior Vice President and Director of Affiliate Management, will succeed Ms Gibson as Head of Affiliate Management.

Outlook

· Net client cash flows should remain positive in aggregate for 2012, assuming a stable market environment and positive trends in investment performance continue.

· Following the recent divestiture of several affiliate firms and assuming a continuation of positive net client cash flows and investment performance, USAM expects to achieve its continuing operating margin target of 25-30% for 2012, pre non-controlling interests and excluding seed gains/losses.

Business Review Appendix

Non-core business - Bermuda (additional disclosures)

Bermuda remains a non-core business. Its results are excluded from the Group's IFRS AOP, although the interest charged on internal loans from Bermuda to Group Head Office is charged to AOP.

MCEV results

· The 2012 operating MCEV earnings resulted in a gain after tax of $35 million (H1 2011: $15 million). The improvement was mainly due to higher than expected lapses on the UGO business.

· Total MCEV earnings including economic variances and other non-operating variances was a gain of $118 million (H1 2011: $37 million), primarily due to an improvement in capital markets.

Reserve development

The sensitivity to capital markets on UGO GMAB contracts is highlighted in the table below, showing quarterly UGO GMAB reserves and estimated fifth-anniversary guarantees over the past 24 months:

		$m
Period	Guarantee reserves for UGO GMAB	Estimated top-up payment of meeting UGO GMAB fifth-anniversary guarantees¹
30-Jun-10	996	775
30-Sep-10	824	458
31-Dec-10	660	334
31-Mar-11	573	303
30-Jun-11	620	346
30-Sep-11	1,144	738
31-Dec-11	1,035	689
31-Mar-12	794	463
30-Jun-12	851	559
¹Estimated cash cost before gains on hedge options.

Policyholder account values

The development of the Bermuda policyholder account values are shown below:

			$m
Period	30-Jun-12	31-Dec-11	% Change
Account Value: GMAB	2,495	2,858	(13)%
Account Value: Non-GMAB	772	912	(15)%
Total Account Value	3,267	3,770	(13)%

· There were $648 million of surrenders across the whole Bermuda book (H1 2011: $732 million), amounting to 15% of the total 31 December 2011 account value. The decrease in 2012 is primarily attributable to initiatives allowing UGO contract holders to surrender their contracts without penalty charges in 2011.

· A total of 2,039 UGO contracts were surrendered (H1 2011: 2,020 contracts), amounting to approximately 7% of total UGO contracts. 3,633 UGO contracts reached their fifth anniversary, of which 1,888 were surrendered.

· Our reserving assumes that surrender rates for contracts that have received a five-year anniversary top-up will be around 55% for the non-Hong Kong book and 20% for the Hong Kong UGO contracts. Rates have been higher on the first 3,600 contracts to reach their fifth anniversary, with around 70% surrenders for the non-Hong Kong book and 50% for the Hong Kong book.

Risk management and investment portfolio update

· Overall, the book value of the fixed income portfolio reduced from $0.6 billion at 31 December 2011 to $0.5 billion at 30 June 2012, largely due to the sale of investments to meet surrender activity and withdrawals.

· The net unrealised position on the investment portfolio was a gain of $29 million (31 December 2011: $29 million gain) with some portfolio re-structuring undertaken to reduce bank exposure.

· There have been no investment losses and no impairment or credit defaults in the period.

· The portfolio has a current average rating of A3 (Moody's rating scale) with investment grade quality holdings continuing to represent more than 80% of the portfolio.

· The book value of assets in the investment portfolio with a market value to book value ratio of 80% or lower was zero (compared to zero at 31 December 2011).

· The bond portfolio which forms part of shareholder assets is invested to match the duration of obligations to policyholders and has a running yield of 5%, higher than the 3% interest credited to certain policyholders.

Treasury management of Bermuda business assets

The Bermuda business assets backing the liabilities include:

			$m
	30-Jun-12	31-Dec-11	% Change
Cash	154	256	(40)%
Fixed income general account portfolio	506	543	(7)%
Collateral for hedge assets	22	91	(76)%
Intercompany loan	780	830	(6)%
Separate Account assets	2,761	3,130	(12)%
Other assets	397	309	28%
Total Assets	4,620	5,159	(10)%

· As the most active period of the fifth anniversary guarantee payments approaches, the business will seek to sell assets from its fixed income portfolio and use the proceeds, together with the other liquid assets, to meet its liabilities, which include cash requirements of the top-ups as they fall due.

· Collateral posted for the hedge assets will adjust as the liabilities develop and could be released as the business evolves. The intercompany loan is structured in tranches allowing capital and treasury management flexibility, if cash is required from this source.

Capital and surplus

· Statutory capital increased to $363 million at 30 June 2012 (31 December 2011: $291 million), reflecting the improved profitability for the first half of the year. Capital allocated to the business on a local level takes into account the intercompany loan from the business to the Group.

· BMA regulatory capital developments are discussed further in the Group Finance Director's Review.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR SSIFUWFESELA

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Interim results 2012 - part 1

Financial and operational highlights

Expanding our African footprint

Growing Wealth Management

Turning around US Asset Management

Old Mutual plc results for the six months ended 30 June 2012

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