Old Mutual Interim Results 2017 - Part 3

RNS Number : 7208N
Old Mutual PLC
11 August 2017
 

Part 3 - Financial information

Index to the financial information

For the six months ended 30 June 2017


 

 


Statement of directors' responsibilities in respect of the interim financial statements for the six months ended 30 June 2017

 

60

Independent review report to Old Mutual plc for the six months ended 30 June 2017

 

61

Consolidated income statement

 

62

Consolidated statement of comprehensive income

 

63

Reconciliation of adjusted operating profit to profit after tax

 

64

Consolidated statement of financial position

 

66

Consolidated statement of cash flows

 

67

Consolidated statement of changes in equity

 

68

Notes to the consolidated financial statements

 



A: Significant accounting policies

 

74


B: Segment information

 

78


C: Other key performance information

 

92


D: Other income statement notes

 

100


E: Financial assets and liabilities

 

102


F: Analysis of financial assets and liabilities

114


G: Non-financial assets and liabilities

124


H: Other notes

 

126


I: Discontinued operations and disposal groups held for sale

 

128


























 


Statement of directors' responsibilities in respect of the interim financial statements

For the six months ended 30 June 2017

We confirm that to the best of our knowledge:

§  The Group interim financial statements contained herein are presented in accordance with the requirements of IAS 34 'Interim Financial Reporting' as adopted by the EU.

§  The interim management statement includes a fair review of the information required by:

(a)     DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

(b)     DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.

 

 

 

Bruce Hemphill                                                                        Ingrid Johnson
Group Chief Executive                                                                Group Finance Director
10 August 2017                                                                          10 August 2017

 

 

 

 

 

Independent review report to Old Mutual plc

For the six months ended 30 June 2017

Conclusion

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2017 which comprises the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity and the related explanatory notes, which includes the Statement of adjusted operating profit.

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2017 is not prepared, in all material respects, in accordance with IAS 34 Interim Financial Reporting as adopted by the EU and the Disclosure Guidance and Transparency Rules ('the DTR') of the UK's Financial Conduct Authority ('the UK FCA').

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the UK. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. We read the other information contained in the half-yearly financial report and consider whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements. 

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit.  Accordingly, we do not express an audit opinion. 

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the DTR of the UK FCA. 

The annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards as adopted by the EU.  The directors are responsible for preparing the condensed set of financial statements included in the half-yearly financial report in accordance with IAS 34 as adopted by the EU.

Our responsibility

Our responsibility is to express to the company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review. 

The purpose of our review work and to whom we owe our responsibilities

This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the DTR of the UK FCA. Our review has been undertaken so that we might state to the company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached. 

 

 

 

Jonathan Holt (Senior Statutory Auditor)

for and on behalf of KPMG LLP

Chartered Accountants
15 Canada Square
London E14 5GL
10 August 2017

Consolidated income statement



For the six months ended 30 June 2017









£m


Notes

Six months ended

30 June

2017

Six months

ended

30 June

 2016

(Restated)¹

Year

 ended

31 December

2016

Revenue




 

Gross earned premiums

B2

2,188

1,703

3,868

Outward reinsurance


(240)

(178)

(398)

Net earned premiums


1,948

1,525

3,470

Investment return (non-banking)


4,843

3,001

8,325

Banking interest and similar income


2,363

1,609

3,906

Banking trading, investment and similar income


144

100

255

Fee and commission income, and income from service activities


1,462

1,173

2,636

Other income


62

72

104

Total revenue


10,822

7,480

18,696

Expenses





Claims and benefits (including change in insurance contract provisions)


(2,317)

(1,960)

(3,682)

Reinsurance recoveries


217

209

391

Net claims and benefits incurred


(2,100)

(1,751)

(3,291)

Change in investment contract liabilities


(2,937)

(1,837)

(6,216)

Credit impairment charges


(120)

(116)

(272)

Finance costs


(71)

(37)

(128)

Banking interest payable and similar expenses


(1,438)

(924)

(2,401)

Fee and commission expenses, and other acquisition costs


(371)

(326)

(745)

Change in third-party interest in consolidated funds


(731)

(294)

(691)

Other operating and administrative expenses


(2,166)

(1,655)

(3,741)

Total expenses


(9,934)

(6,940)

(17,485)

Share of associated undertakings' and joint ventures' (loss)/profit after tax


(77)

(16)

4

Profit on disposal of subsidiaries, associated undertakings and

   strategic investments

C1(c)

129

10

1

Profit before tax


940

534

1,216

Income tax expense

D1

(284)

(163)

(475)

Profit from continuing operations after tax


656

371

741

Discontinued operations





Profit from discontinued operations after tax

I1

23

54

104

Profit after tax for the financial period


679

425

845






Attributable to





Equity holders of the parent


531

284

570

Non-controlling interests





  Ordinary shares


130

133

253

  Preferred securities


18

8

22

Profit after tax for the financial period


679

425

845






Earnings per ordinary share





Basic earnings per share - continuing operations (pence)


10.7

4.9

10.4

Basic earnings per share - discontinued operations (pence)


0.3

0.8

1.5

Basic earnings per ordinary share (pence)

C2(a)

11.0

5.7

11.9

Diluted basic earnings per share - continuing operations (pence)


10.5

4.8

10.1

Diluted basic earnings per share - discontinued operations (pence)


0.3

0.8

1.5

Diluted basic earnings per ordinary share (pence)

C2(b)

10.8

5.6

11.6






Weighted average number of ordinary shares (millions)

C2(a)

4,687

4,686

4,686

1        The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation and the adjustment for the consolidation of 

investment funds. Refer to notes A2 and I1 for more information.

Consolidated statement of comprehensive income

For the six months ended 30 June 2017









£m


Notes

Six months ended

 30 June

2017

Six months

ended

30 June

2016

(Restated)¹

Year

ended

 31 December

 2016

Profit after tax for the financial period


679

425

845

Other comprehensive income for the financial period





Items that will not be reclassified subsequently to profit or loss





Fair value movements





  Property revaluation


1

(1)

7

Measurement (losses)/gains on defined benefit plans


(42)

7

(27)

Shadow accounting


(2)

-

(7)

Income tax on items that will not be reclassified subsequently to profit or loss

D1(c)

(3)

6

8



(46)

12

(19)

Items that may be reclassified subsequently to profit or loss





Fair value movements





  Net investment hedge


188

(42)

(104)

  Available-for-sale investments





    Fair value gains/(losses)


7

7

(5)

Currency translation differences on translating foreign operations


(152)

963

1,904

Exchange differences and other reserves recycled

   to profit or loss on disposal of businesses


(149)

-

-

Other movements


(5)

(42)

(23)

Share of other comprehensive income of investments


17

-

(1)

Income tax on items that may be reclassified subsequently to profit or loss

D1(c)

-

-

8



(94)

886

1,779

Total other comprehensive income for the financial period from

   continuing operations


(140)

898

1,760

Total other comprehensive income for the financial period from discontinued

   operations


1

13

(3)

Total other comprehensive income for the financial period


(139)

911

1,757






Total comprehensive income for the financial period


540

1,336

2,602






Attributable to





Equity holders of the parent


421

933

1,802

Non-controlling interests





   Ordinary shares


101

395

778

   Preferred securities


18

8

22

Total comprehensive income for the financial period


540

1,336

2,602

1        The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation. Refer to note I1 for more information.

 

Statement of adjusted operating profit

For the six months ended 30 June 2017









£m

Adjusted operating profit (AOP) after tax attributable to

   ordinary equity holders of the parent

Notes

Six months ended

30 June

2017

Six months

ended

 30 June

 2016

(Re-presented)¹

Year

ended

31 December

2016

(Re-presented)¹

Core operations





Emerging Markets

B3

362

270

639

Nedbank

B3

472

345

799

Old Mutual Wealth

B3

134

104

260



968

719

1,698

Institutional Asset Management

B3

64

58

141

plc Head Office





   Old Mutual plc finance costs


(35)

(45)

(88)

   Corporate costs (before recharges)


(30)

(42)

(79)

   Other net shareholder income/(expenses)


2

18

(5)

Adjusted operating profit before tax

B3

969

708

1,667

Tax on adjusted operating profit

D1(d)

(266)

(181)

(398)

Adjusted operating profit after tax


703

527

1,269

Non-controlling interests - ordinary shares


(179)

(137)

(319)

Non-controlling interests - preferred securities


(18)

(8)

(22)

Adjusted operating profit after tax attributable to ordinary equity holders of the parent


506

382

928

Adjusted weighted average number of shares (millions)

C2(a)

4,771

4,773

4,773

Adjusted operating earnings per share (pence)

C2(c)

10.6

8.0

19.4










£m

Reconciliation of adjusted operating profit to profit after tax attributable

   to the equity holders of the parent

Notes

Six months ended

30 June

2017

Six months

ended

 30 June

 2016

(Re-presented)¹

Year

ended

31 December

2016

(Re-presented)¹

Adjusted operating profit after tax attributable to ordinary equity holders of the parent


506

382

928

Adjusting items net of tax and non-controlling interest

C1(a)

(6)

(89)

(353)

Non-core operations

B3

31

(9)

(5)

Profit after tax attributable to the equity holders of the parent


531

284

570

1     Re-presentation of adjusted operating profit in the prior periods: The statement of adjusted operating profit for the six months ended 30 June 2016 and the year ended 31 December 2016 has been re-presented to be on a consistent basis with the six months ended 30 June 2017. During the current period, the results of Institutional Asset Management have been disclosed separately from core operations. The long-term investment return on excess assets (June 2017: £9 million; June 2016: £10 million; December 2016: £20 million), previously shown as a separate item within the AOP of plc Head Office is now included in AOP of Emerging Markets for all periods. Corporate costs are now presented before recharges to the businesses (June 2017: £4 million; June 2016: £12 million; December 2016: £19 million), the related recharge income for the plc Head Office is now included within Other net shareholder income/(expenses). These changes did not affect the total AOP of the Group as previously reported. All of these changes are intended to improve the transparency of the impact of managed separation on the operating result. Further explanation of these presentational changes can be found on page 65.

 

Basis of preparation of adjusted operating profit (AOP)

Purpose of AOP

Adjusted operating profit (AOP) is an Alternative Profit Measure used alongside basic IFRS profit to assess underlying business performance. It is a non-IFRS measure of profitability that reflects the Directors' view of the underlying long-term performance of the Group. The calculation of AOP adjusts the basic IFRS profit for a number of items as detailed in note C1. 

AOP is one of the key performance indicators by which operational performance is monitored and managed, and it is one of a range of measures by which management performance and remuneration is assessed. Further detail of the performance measures applied in determining management remuneration is available in the remuneration report in pages 104 to 139 of the 2016 Annual Report and Accounts.

The adjusting items applied in calculating AOP seek to remove the impact of strategic activity, short-term valuation movements, IFRS accounting treatments, one-off managed separation costs, and costs related to the resolution of pre-existing plc Head Office items. Due to the long-term nature of the majority of the Group's business, management believes that AOP is an appropriate alternative basis by which to assess the underlying operating results of these businesses and the Group as a whole and that it enhances the comparability and understanding of the financial performance of the Group.

The Group Audit Committee regularly reviews the use of determining AOP to confirm that it remains an appropriate basis on which to analyse the operating performance of the businesses. The Committee assesses refinements to the policy on a case-by-case basis, and where possible the Group seeks to minimise such changes in order to maintain consistency over time.

Scope of businesses included in AOP

AOP excludes the results of non-core operations. At the current time the only such operations are those of Old Mutual Bermuda. Old Mutual Bermuda is closed to new business and in run off and as such its activity is not envisaged to form part of the of the underlying long-term operating performance of the Group. Refer to note B1 for further information on the basis of segmentation.

The results of the Institutional Asset Management (IAM) business segment that are currently classified as held for sale and discontinued operations for IFRS reporting have been included in the determination of AOP. This reflects the continuing contribution of the business to the Group result, albeit at a lower level as the Group sells down its interest in the business. It also reflects the Group's continuing 20.1% interest in the business and its representation on the OM Asset Management plc Board. This differs from the AOP policy applied in respect of previously disposed operating segments, such as US Life during 2010 and Nordic during 2011. However, these previous disposals were all outright sales of the relevant business, whereas the Group continues to retain its interest in the IAM business. In the context of the current strategy for the business, the Directors believe the continued inclusion of the Institutional Asset Management results will assist with the comparability of year-on-year performance as the Group implements its managed separation strategy.

AOP presentation

AOP is presented on a consistent basis with the previous reporting, except for the following:

§ For the six months ended 30 June 2017, the results of Institutional Asset Management will be disclosed separately from core businesses in the statement of adjusted operating profit (AOP statement). This provides improved transparency of the results of the continuing businesses that will be listed in the execution of the managed separation strategy.

§ The long-term investment return on excess assets, previously shown as a separate item within the AOP of plc Head Office is now included in AOP of Emerging Markets for all periods. This is consistent with where the excess assets are managed and where returns will be recognised following managed separation.

§ Corporate costs are now presented before recharges to the businesses. The related recharge income received by the Old Mutual plc Head Office is now included within other net shareholder income/(expenses).

Comparative information has been re-presented to be consistent with the treatment of the items described above. These re-presentations of AOP do not alter the AOP result as previously reported.

Adjustments IFRS to profit

For all core businesses, AOP reflects a number of adjustments to IFRS profit intended to remove the impact of strategic activities. These include the exclusion of the impairment of goodwill, the impact of accounting for intangible assets acquired in a business combination, costs related to completed acquisitions, impairments of investments in associated undertakings and the profit or loss on disposal of subsidiaries (note C1(b) and C1(c)).

AOP is based on a long-term shareholder investment return for the life assurance and property & casualty businesses, which eliminates the short- term volatility movements in the value of shareholder assets (note C1(d)). Other short-term valuation movements excluded from AOP include fair value profits or losses on Group debt instruments (note C1(h)) and the revaluations of put options related to long-term incentive schemes (note C1(g)).

The impacts of certain IFRS accounting treatments that are not deemed to be reflective of the underlying operating performance of the business are excluded from the determination of AOP. These include the inclusion of dividends declared to holders of perpetual preferred callable securities (note C1(f)), short-term fluctuations in investment return on shareholder assets (note C1(d)) and the inclusion of returns on investments held by life funds in Group equity and debt instruments (note C1(e)).

For the six months ended 30 June 2017, managed separation and business standalone costs recognised in the IFRS income statement have been excluded from the calculation of AOP on the basis that these items are one-off in nature and are not reflective of the underlying operating activity of the Group. These costs include the cost of winding down the plc Head Office, preparing the businesses for being standalone businesses and transaction advice. Comparative information has not been restated (June 2016: £5 million; December 2016: £31 million). Further disclosure on managed separation costs is included in note C1(i) of these financial statements.

For the six months ended 30 June 2017, income/(expenses) from resolution of pre-existing plc Head Office items recognised in the IFRS income statement have been excluded from the calculation of AOP on the basis that these items are one-off in nature and are not reflective of the underlying operating activity of the Group. Comparative information has not been restated (June 2016: £nil million; December 2016: £nil million). Further disclosure on the income/(expenses) from resolution of pre-existing plc Head Office items is included in note C1(j) of these financial statements.

Old Mutual Wealth business transformation costs related to the development of Old Mutual Wealth platform capability and outsourcing of UK business administration and continue to be excluded from AOP. These costs are excluded from AOP because management is of the view that this near term investment in operational capability is not reflective of the long-term cost. (note C1(k)).

Adjusted Operating Profit per share

Adjusted operating earnings applied in the calculation of adjusted operating earnings per share is calculated based on AOP after tax and non-controlling interests. It is adjusted to exclude 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.

Consolidated statement of financial position

At 30 June 2017









£m


Notes

At

30 June

2017

At

30 June

2016

(Restated)¹

At

31 December

2016

Assets





Goodwill and other intangible assets

G1

2,430

3,342

2,471

Mandatory reserve deposits with central banks


1,159

866

1,111

Property, plant and equipment


860

794

892

Investment property


1,722

1,508

1,697

Deferred tax assets


70

311

96

Investments in associated undertakings and joint ventures


440

527

542

Deferred acquisition costs


749

729

756

Reinsurers' share of policyholder liabilities

F2

3,376

3,058

3,115

Loans and advances

F1

43,153

36,801

43,108

Investments and securities


107,960

89,572

100,533

Current tax receivable


56

136

74

Trade, other receivables and other assets


3,050

3,378

2,416

Derivative financial instruments


1,447

1,541

1,340

Cash and cash equivalents


5,175

4,002

4,847

Assets held for sale

I2

440

6,098

8,570

Total assets


172,087

152,663

171,568

Liabilities





Long-term business insurance policyholder liabilities

F2

9,794

9,183

9,982

Investment contract liabilities

F2

82,605

69,040

77,599

Property & casualty liabilities

F2

532

425

482

Third-party interests in consolidated funds


10,787

7,178

7,981

Borrowed funds

F3

4,847

4,231

4,694

Provisions and accruals


157

158

160

Deferred revenue


291

254

290

Deferred tax liabilities


470

408

440

Current tax payable


160

207

144

Trade, other payables and other liabilities


5,013

5,648

5,112

Amounts owed to bank depositors


45,250

38,607

45,309

Derivative financial instruments


1,489

1,584

1,161

Liabilities held for sale

I2

-

5,853

7,046

Total liabilities


161,395

142,776

160,400

Net assets


10,692

9,887

11,168

Shareholders' equity





Equity attributable to equity holders of the parent


8,033

7,258

8,054

Non-controlling interests





Ordinary shares


2,282

2,316

2,773

Preferred securities


377

313

341

Total non-controlling interests


2,659

2,629

3,114

Total equity


10,692

9,887

11,168

1        The comparative information for June 2016 has been restated to reflect the adjustment for the consolidation of investment funds. Refer to note A2 for more information.

 

The Group interim financial statements on pages 62 to 130 were approved by the Board of Directors on 10 August 2017.

 

 

 

 

Bruce Hemphill                    Ingrid Johnson

Group Chief Executive            Group Finance Director

Consolidated statement of cash flows


For the six months ended 30 June 2017









£m


Notes

Six months ended

30 June

2017

Six months

ended

30 June

2016

(Restated)¹

Year

ended

31 December

2016

Cash flows from operating activities





Profit before tax


940

534

1,216

Non-cash movements in profit before tax


2,781

2,280

3,620

Net changes in working capital


(859)

(167)

416

Taxation paid


(211)

(226)

(468)

Net cash inflow from operating activities - continuing operations


2,651

2,421

4,784

Cash flows from investing activities





Net acquisitions of financial investments


(2,330)

(2,861)

(4,374)

Acquisition of investment properties


(34)

(40)

(83)

Proceeds from disposal of investment properties


-

5

8

Dividends received from associated undertakings


3

8

9

Acquisition of property, plant and equipment


(57)

(48)

(119)

Proceeds from disposal of property, plant and equipment


3

1

6

Acquisition of intangible assets


(71)

(47)

(141)

Acquisition of interests in subsidiaries, associated undertakings, joint

   ventures and strategic investments2


(65)

(23)

(121)

Proceeds from the disposal of interests in subsidiaries, associated

   undertakings joint ventures and strategic investments3


525

10

194

Net cash outflow from investing activities - continuing operations


(2,026)

(2,995)

(4,621)

Cash flows from financing activities





Dividends paid to:





  Ordinary equity holders of the Company


(161)

(299)

(426)

  Non-controlling interests and preferred security interests


(129)

(90)

(178)

Interest paid (excluding banking interest paid)


(31)

(35)

(69)

Proceeds from issue of ordinary shares (including by subsidiaries to

   non-controlling interests)


3

1

2

Net sale/(acquisition) of treasury shares - ordinary shares


24

(37)

(33)

Redemption of perpetual preferred callable securities


(287)

-

-

Proceeds from issue of preferred equity


36

-

95

Acquisition of treasury shares - preferred equity


-

-

(26)

Proceeds from issue of subordinated and other debt


450

415

809

Subordinated and other debt repaid


(282)

(27)

(492)

Net cash outflow from financing activities - continuing operations


(377)

(72)

(318)

Net cash inflow/(outflow) - continuing operations


248

(646)

(155)

Net cash inflow/(outflow) - discontinued operations

I1(c)

48

(55)

45

Effects of exchange rate changes on cash and cash equivalents


(17)

439

1,018

Cash and cash equivalents at beginning of the year


6,055

5,147

5,147

Cash and cash equivalents at end of the period


6,334

4,885

6,055






Consisting of:





Cash and cash equivalents


5,175

4,002

4,847

Mandatory reserve deposits with central banks


1,159

866

1,111

Cash and cash equivalents included in assets held for sale


-

17

97

Total


6,334

4,885

6,055

1    The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation and the adjustment for the consolidation of investment funds. Refer to notes A2 and I1 for more information.

2    The acquisition of interests in subsidiaries, associated undertakings, joint ventures and strategic investments, is stated net of cash acquired on acquisition of the undertakings.

3    The proceeds from disposal of interests in associated undertakings, joint ventures and strategic investments is stated net of any cash held by undertakings at the date of sale.

Cash and cash equivalents in the cash flow statement above include mandatory reserve deposits, in line with market practice in South Africa. Except for mandatory reserve deposits with central banks of £1,159 million (June 2016: £866 million; December 2016: £1,111 million) and cash and cash equivalents subject to consolidation of funds of £1,311 million (June 2016: £1,168 million; December 2016: £976 million), management do not consider that there are any material amounts of cash and cash equivalents which are not available for use in the Group's day-to-day operations.

Consolidated statement of changes in equity

For the six months ended 30 June 2017










Millions



Six months ended 30 June 2017

Notes

Number of shares issued and fully paid


Share

capital

Share

premium

Merger

reserve

Available-for-sale reserve

Shareholders' equity at beginning of the period


4,930


563

1,042

1,252

38

Total comprehensive income for the financial period








Profit after tax for the financial period


-


-

-

-

-

Other comprehensive income








Items that will not be reclassified subsequently to

  profit or loss








Fair value gains/(losses)








  Property revaluation


-


-

-

-

-

  Measurement loss on defined benefit plans


-


-

-

-

-

Shadow accounting


-


-

-

-

-

Income tax on items that will not be reclassified

  subsequently to profit or loss

D1(c)

-


-

-

-

-



-


-

-

-

-

Items that may be reclassified subsequently to profit

  or loss








Fair value gains/(losses)








  Net investment hedge


-


-

-

-

-

  Available-for-sale investments








    Fair value gains1


-


-

-

-

-

    Recycled to profit or loss


-


-

-

-

-

Currency translation differences on translating foreign

  operations1


-


-

-

-

-

Exchange differences and other reserves recycled to profit or

   loss on disposal of business2


-


-

-

-

-

Other movements


-


-

-

-

-

Share of other comprehensive income of investments


-


-

-

-

-

Income tax on items that may be reclassified

  subsequently to profit or loss

D1(c)

-


-

-

-

-

Total comprehensive income for the financial period


-


-

-

-

-

Transactions with the owners of the Company








Contributions and distributions








Dividends for the period

C3

-


-

-

-

-

Tax relief on dividends paid


-


-

-

-

-

Equity share-based payment transactions


-


-

-

-

-

Transfer between reserves3


-


-

-

-

-

Proceeds from BEE transactions


-


-

13

-

-

Merger reserve released


-


-

-

(104)

-

Additional Tier 1 capital instruments issued4


-


-

-

-

-

Preferred securities repurchased


-


-

-

-

-

Other movements in share capital


2


-

3

-

-

Total contributions and distributions


2


-

16

(104)

-

Changes in ownership








Disposal of a non-controlling interest in

   OM Asset Management plc


-


-

-

-

-

Change in participation in subsidiaries


-


-

-

-

-

Total changes in ownership


-


-

-

-

-

Total transactions with the owners of the Company


2


-

16

(104)

-

Shareholders' equity at end of the period


4,932


563

1,058

1,148

38

1    Included in other reserves is a gain of £7 million relating to Ecobank Transnational Inc. (ETI) available-for-sale reserve. Currency translation differences on translating foreign operations include £14 million relating to foreign exchange losses on translation of ETI.

2    A net gain of £130 million was realised and recycled to profit and loss on the disposal of OM Asset Management plc (OMAM) consisting of £(21)million other reserves and £151 million foreign currency translation.  A gain of £19 million was realised from the recycling of foreign currency reserves relating to disposal of Old Mutual Wealth Italy.

3    Transfers between reserves comprise a transfer from the share-based payment reserve to retained earnings as a result of the disposal of OMAM (£61 million) and a transfer for fully vested share based-payments within plc Head Office (£47 million).

4    On 30 June 2017, Nedbank Limited issued R600 million additional Tier 1 capital instruments under its R10 billion Domestic Medium Term Note Programme which has been classified as equity. Interest is payable quarterly in arrears at a floating rate of 3-month JIBAR + 5.65%. Refer to note A2 for more information.



























£m

Property revaluation reserve

Share-based payments reserve

Other reserves1

Foreign currency

translation reserve

Retained earnings

Perpetual preferred callable securities

Attributable to equity holders  of the parent

Total

non-controlling interests

Total

equity

182

409

17

(1,008)

5,286

273

8,054

3,114

11,168










-

-

-

-

516

15

531

148

679




























1

-

-

-

-

-

1

-

1

-

-

-

-

(47)

-

(47)

5

(42)

(2)

-

-

-

-

-

(2)

-

(2)

-

-

-

-

(2)

-

(2)

(1)

(3)

(1)

-

-

-

(49)

-

(50)

4

(46)



















-

-

-

188

-

-

188

-

188










-

-

7

-

(2)

-

5

2

7

-

-

-

-

-

-

-

-

-

-

-

-

(96)

-

-

(96)

(56)

(152)

-

-

21

(170)

(9)

-

(158)

9

(149)

-

-

(1)

-

(7)

-

(8)

4

(4)

-

-

17

-

(8)

-

9

8

17

-

-

-

-

-

-

-

-

-

(1)

-

44

(78)

441

15

421

119

540



















-

-

-

-

(161)

(15)

(176)

(114)

(290)

-

-

-

-

-

-

-

-

-

-

(39)

-

-

4

-

(35)

(9)

(44)

-

(108)

-

-

108

-

-

-

-

-

-

-

-

-

-

13

-

13

-

-

-

-

104

-

-

-

-

-

-

-

-

-

-

-

36

36

-

-

-

-

(14)

(273)

(287)

-

(287)

16

-

-

-

(5)

-

14

-

14

16

(147)

-

-

36

(288)

(471)

(87)

(558)










-

-

-

-

-

-

-

(550)

(550)

-

-

-

-

29

-

29

63

92

-

-

-

-

29

-

29

(487)

(458)

16

(147)

-

-

65

(288)

(442)

(574)

(1,016)

197

262

61

(1,086)

5,792

-

8,033

2,659

10,692

 

Consolidated statement of changes in equity

For the six months ended 30 June 2016










Millions




Notes

Number of shares issued and fully paid


Share

capital

Share

premium

Merger

reserve

Available-

for-sale reserve

Shareholders' equity at beginning of the period


4,929


563

1,040

1,252

40

Total comprehensive income for the financial period








Profit after tax for the financial period


-


-

-

-

-

Other comprehensive income








Items that will not be reclassified subsequently to

  profit or loss








Fair value gains








  Property revaluation


-


-

-

-

-

  Measurement gains on defined benefit plans


-


-

-

-

-

Income tax on items that will not be reclassified

  subsequently to profit or loss

D1(c)

-


-

-

-

-



-


-

-

-

-

Items that may be reclassified subsequently to profit

  or loss








Fair value gains/(losses)








  Net investment hedge


-


-

-

-

-

  Available-for-sale investments








    Fair value gains


-


-

-

-

(2)

Currency translation differences on translating foreign

  operations


-


-

-

-

-

Other movements


-


-

-

-

-

Total comprehensive income for the financial period


-


-

-

-

(2)

Transactions with the owners of the Company








Contributions and distributions








Dividends for the year

C3

-


-

-

-

-

Tax relief on dividends paid


-


-

-

-

-

Equity share-based payment transactions


-


-

-

-

-

Old Mutual Asset Management plc share buyback


-


-

-

-

-

Tier 1 instruments issued


-


-

-

-

-

Preferred securities repurchased


-


-

-

-

-

Other movements in share capital


1


-

1

-

-

Total contributions and distributions


1


-

1

-

-

Changes in ownership








Change in participation in subsidiaries


-


-

-

-

-

Total changes in ownership


-


-

-

-

-

Total transactions with owners of the Company


1


-

1

-

-

Shareholders' equity at end of the period


4,930


563

1,041

1,252

38

 



























£m

Property revaluation reserve

Share-based payments reserve

Other reserves

Foreign currency

translation reserve

Retained earnings

Perpetual preferred callable securities

Attributable to equity holders  of the parent

Total

non-controlling interests

Total

equity

184

367

30

(2,243)

5,174

273

6,680

2,254

8,934










-

-

-

-

268

16

284

141

425




























(1)

-

-

-

-

-

(1)

-

(1)

-

-

-

-

6

-

6

1

7

-

4

-

-

-

-

4

2

6

(1)

4

-

-

6

-

9

3

12



















-

-

-

(42)

-

-

(42)

-

(42)










-

-

10

-

(4)

-

4

3

7

-

-

-

694

-

-

694

268

962

(3)

-

(5)

-

(8)

-

(16)

(12)

(28)

(4)

4

5

652

262

16

933

403

1,336



















-

-

-

-

(299)

(17)

(316)

(78)

(394)

-

-

-

-

-

1

1

-

1

-

(6)

-

-

7

-

1

(5)

(4)

-

-

-

-

(8)

-

(8)

(3)

(11)

-

-

-

-

-

-

-

67

67

-

-

-

-

-

-

-

(26)

(26)

-

-

-

-

(37)

-

(36)

-

(36)

-

(6)

-

-

(337)

(16)

(358)

(45)

(403)










-

-

-

-

3

-

3

17

20

-

-

-

-

3

-

3

17

20

-

(6)

-

-

(334)

(16)

(355)

(28)

(383)

180

365

35

(1,591)

5,102

273

7,258

2,629

9,887

 

Consolidated statement of changes in equity

For the year ended 31 December 2016










Millions




Notes

Number of shares issued and fully paid


Share

capital

Share

premium

Merger

reserve

Available-

for-sale reserve

Shareholders' equity at beginning of the year


4,929


563

1,040

1,252

40

Total comprehensive income for the financial year








Profit after tax for the financial year


-


-

-

-

-

Other comprehensive income








Items that will not be reclassified subsequently to

  profit or loss








Fair value gains








  Property revaluation


-


-

-

-

-

  Measurement gains on defined benefit plans


-


-

-

-

-

Shadow accounting


-


-

-

-

-

Income tax on items that will not be reclassified

  subsequently to profit or loss

D1(c)

-


-

-

-

-



-


-

-

-

-

Items that may be reclassified subsequently to profit

  or loss








Fair value gains/(losses)








  Net investment hedge


-


-

-

-

-

  Available-for-sale investments








    Fair value gains


-


-

-

-

(5)

    Recycled to profit or loss


-


-

-

-

-

Exchange differences recycled to profit or loss

   on disposal of business


-


-

-

-

-

Currency translation differences on translating foreign

  operations


-


-

-

-

-

Other movements


-


-

-

-

1

Share of other comprehensive income of investments


-


-

-

-

-

Income tax on items that may be reclassified

  subsequently to profit or loss

D1(c)

-


-

-

-

2

Total comprehensive income for the financial year


-


-

-

-

(2)

Transactions with the owners of the Company








Contributions and distributions








Dividends for the year

C3

-


-

-

-

-

Tax relief on dividends paid


-


-

-

-

-

Equity share-based payment transactions


-


-

-

-

-

OM Asset Management plc shares buyback


-


-

-

-

-

Additional Tier 1 capital instruments issued


-


-

-

-

-

Preferred securities repurchased


-


-

-

-

-

Other movements in share capital


1


-

2

-

-

Total contributions and distributions


1


-

2

-

-

Changes in ownership








Acquisition of shareholding in Banco Unico


-


-

-

-

-

Disposal of a non-controlling interest in

   OM Asset Management plc


-


-

-

-

-

Change in participation in subsidiaries


-


-

-

-

-

Total changes in ownership


-


-

-

-

-

Total transactions with owners of the Company


1


-

2

-

-

Shareholders' equity at end of the year


4,930


563

1,042

1,252

38

 



























£m

Property revaluation reserve

Share-based payments reserve

Other reserves

Foreign currency

translation reserve

Retained earnings

Perpetual preferred callable securities

Attributable to equity holders  of the parent

Total

non-controlling interests

Total

equity

184

367

30

(2,243)

5,174

273

6,680

2,254

8,934










-

-

-

-

556

14

570

275

845




























7

-

-

-

(1)

-

6

1

7

-

-

-

-

(18)

-

(18)

(9)

(27)

(7)

-

-

-

-

-

(7)

-

(7)

-

-

-

-

5

-

5

3

8

-

-

-

-

(14)

-

(14)

(5)

(19)



















-

-

-

(104)

-

-

(104)

-

(104)










-

-

-

-

2

-

(3)

(2)

(5)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

1,365

-

-

1,365

536

1,901

(2)

-

(12)

-

(4)

-

(17)

(6)

(23)

-

-

(1)

-

-

-

(1)

-

(1)

-

4

-

-

-

-

6

2

8

(2)

4

(13)

1,261

540

14

1,802

800

2,602



















-

-

-

-

(426)

(17)

(443)

(171)

(614)

-

-

-

-

-

3

3

-

3

-

38

-

-

(4)

-

34

5

39

-

-

-

-

(8)

-

(8)

(3)

(11)

-

-

-

-

-

-

-

95

95

-

-

-

-

-

-

-

(26)

(26)

-

-

-

-

(35)

-

(33)

-

(33)

-

38

-

-

(473)

(14)

(447)

(100)

(547)










-

-

-

(1)

(6)

-

(7)

7

-

-

-

-

(25)

38

-

13

153

166

-

-

-

-

13

-

13

-

13

-

-

-

(26)

45

-

19

160

179

-

38

-

(26)

(428)

(14)

(428)

60

(368)

182

409

17

(1,008)

5,286

273

8,054

3,114

11,168

 


Notes to the consolidated financial statements

For the six months ended 30 June 2017

 

 

A: Significant accounting policies

A1: Basis of preparation

The Group interim financial statements contained herein are presented in accordance with the requirements of IAS 34 'Interim Financial Reporting' and are in compliance with IAS 34 as adopted by the EU. The Group's results for the six months ended 30 June 2017 and the financial position at that date have been prepared using accounting policies consistent with those applied in the preparation of the Group's 2016 Annual Report and Accounts. The results for the six months ended 30 June 2017 and the six months ended 30 June 2016, and the financial positions at these dates are unaudited. The results for the year ended 31 December 2016 and the financial position at this date are audited.

The Group interim financial statements have been prepared on the going concern basis, which the directors believe is appropriate. Part 2 - Detailed Business Review provides further details on the performance of the Group and the principal risks and uncertainties.

The comparative figures for the financial year ended 31 December 2016 represent the consolidated performance of the Group. They are not the Company's statutory accounts for that financial year. Those accounts have been reported on by the Company's auditor and delivered to the Registrar of Companies. The report of the auditor was (i) unqualified, (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report, and (iii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

Translation of foreign operations

The assets and liabilities of foreign operations are translated from their respective functional currencies into pound sterling, the Group's presentation currency using the period end exchange rates, and their income and expenses using the average exchange rates. Other than in respect of cumulative translation gains and losses up to 1 January 2004, cumulative unrealised gains or losses resulting from translation of functional currencies to the presentation currency are included as a separate component of shareholders' equity. To the extent that these gains and losses are effectively hedged, the cumulative effect of such gains and losses arising on the hedging instruments are also included in that component of shareholders' equity. Upon the disposal of subsidiaries the cumulative amount of exchange differences deferred in shareholders' equity, net of attributable amounts in relation to net investments, is recognised in the income statement.

The exchange rates used to translate the operating results, assets and liabilities of key foreign business segments to pounds sterling are:


Six months ended

30 June 2017

Six months ended

30 June 2016

Year ended

31 December 2016


Income statement (average rate)

Statement of financial position (closing rate)

Income Statement (average rate)

Statement of financial position (closing rate)

Income statement (average rate)

Statement of financial

position

 (closing rate)

Rand

16.6431

16.9831

22.0983

19.4900

19.9305

16.9551

US dollars

1.2591

1.3008

1.4339

1.3268

1.3558

1.2345

Euro

1.1627

1.1398

1.2845

1.1982

1.2251

1.1705

New standards, interpretations and amendments adopted by the Group affecting the financial statements for the six months ended 30 June 2017

During the period, there were no new standards implemented that had a material effect on the financial statements of the Group.

A2: Significant corporate activity and business changes during the period

Acquisitions completed during the period

Caerus Capital Group Limited (Caerus)

On 1 June 2017, Old Mutual Wealth, completed the acquisition of 100% of the share capital of Caerus, a UK based adviser network that operates in a similar manner to Intrinsic and which has approximately £4 billion of funds under advice and 300 advisers.

The total consideration includes up to £3 million that has been deferred for two years and £6 million that has been deferred for three years. The deferred consideration has been included as part of the cost of the acquisition as there is no continuing employment condition applying to the sellers of the business. The deferred consideration payable is dependent on turnover targets post acquisition and is potentially reduced by the amount of any relevant claims arising from in-force business existing prior to the payment dates.

Goodwill of £11 million and other intangible assets of £10 million were recognised as a result of the acquisition.

Old Mutual Private Client Advisers (PCA)

During the six months ended 30 June 2017, Old Mutual Wealth completed the acquisition of five adviser businesses as part of the expansion of the PCA business that was launched in October 2015. Potential total consideration payable is £11 million, including up to £6 million which is deferred, dependent upon performance targets, generally relating to funds under management. The deferred consideration has been included as part of the cost of the acquisition. Total goodwill of £3 million and total other intangible assets of £8 million have been recognised as a result of these acquisitions.

Attivo Investment Management Limited (AIM)

On 29 March 2017, Old Mutual Wealth completed the acquisition of 100% of the share capital of AIM, a UK based investment management business offering a comprehensive investment management service. Other intangible assets of £9 million, relating to customer relationships, were recognised as a result of the acquisition. No goodwill was recognised on this transaction.

More information regarding these acquisitions can be found in note H2.



 

Disposals completed during the period

OM Asset Management plc (OMAM) share sales and share buyback

During the period, the following transactions involving the Group's ownership in OMAM shares were completed:

§  on 12 May 2017, OM Group (UK) Limited (OMGUK), a wholly owned subsidiary of Old Mutual plc, sold 11.4 million OMAM shares to HNA Capital US at a price of $15.30 per share;

§  on 19 May 2017, following the closing of a public offering, OMGUK sold 17.3 million OMAM shares at a price of $14.55 per share. Pursuant to this, on 14 June 2017, the underwriters of the public offer exercised their right to purchase 2.6 million shares at the same price less an underwriting discount;

§  on 19 May 2017, OMAM repurchased 5.0 million ordinary shares directly from OMGUK at a price of $14.55 per share.

As a consequence of the transactions described above, the Group's stake in OMAM's equity decreased from 51.7% to 20.1% and, in accordance with the criteria set out in IFRS 3 'Business Combinations', the Group no longer considered that it exercised control over the business form 19 May 2017. This resulted in OMAM being deconsolidated from the Group financial statements and instead being equity accounted for as an associated undertaking and classified as held for sale. At the point of deconsolidation, the residual holding in OMAM was revalued based on the market value prevailing at that time.

The total cash proceeds from these transactions, after underwriting and other transaction costs, were $531 million (£412 million). A profit on disposal of £108 million was realised as a result of the transactions in OMAM shares, comprising:

§ a loss of £134 million related to:

-  net proceeds of £412 million received less 51.7% of OMAM net asset value (£512 million);

-  foreign currency translation reserve gains of £151 million; and

-  net investment hedge and other reserve losses of £185 million.

§ a profit of £242 million was recognised on the fair value of the remaining 20.1% stake that is now equity accounted as an associated undertaking.

Disposal of Old Mutual Wealth Italy

On 9 January 2017, the Group completed the disposal of Old Mutual Wealth Italy, part of the Old Mutual Wealth business for cash consideration of £210 million, net of costs. The profit on disposal was £24 million, comprising a gain of £5 million relating to the unwind of a forward currency contract used to hedge the value of the proceeds to be received and a gain of £19 million from the recycling of foreign currency reserves. Merger reserves of £104 million created on the original acquisition of Old Mutual Wealth Italy were transferred to retained earnings and became distributable. During 2016, an impairment of £46 million was incurred against the carrying value of Old Mutual Wealth Italy's goodwill to reflect the expected realisable value.

Sale of a minority stake in Credit Guarantee Insurance Company (CGIC)

On 1 April 2017, Emerging Markets completed the sale of 25% of CGIC to Atradius N.V. for R494 million (£29 million). A gain on disposal of R280 million (£17 million) was recognised directly in equity on completion of the sale.

Disposals announced during the period, but not yet completed

Sale of OM Asset Management plc (OMAM) shares to HNA Capital US

On 25 March 2017, the Group announced that, in addition to the 11.4 million shares sold on 12 May 2017, OMGUK had contracted to sell additional OMAM shares to HNA Capital US representing approximately 14.5% of OMAM's ordinary share capital. This transaction is subject to regulatory approval and is contracted to complete in the second half of 2017. After the sale, the Group's holding in OMAM's share capital is expected to be approximately 5.5% and accounted for as an investment at fair value through profit or loss.

Sale of Kotak Mahindra Old Mutual Life Insurance Limited (Kotak)

On 27 April 2017, the Group announced that it has agreed to sell its 26% stake in Kotak to its joint venture partner Kotak Mahindra Bank Limited. The net consideration is expected to be approximately INR 11,700 million (£138 million). The conclusion of the transaction will also terminate the joint venture arrangement, extinguishing the respective put and call option arrangements between the parties relating to a 23% stake in the joint venture. This transaction is subject to regulatory approval, which is expected to be received in the second half of 2017.

Financing activities completed during the period

Nedbank

On 30 June 2017, Nedbank Limited issued R600 million additional Tier 1 capital instruments under its R10 billion Domestic Medium Term Note Programme. Interest is payable quarterly in arrears at a floating rate of 3-month JIBAR + 5.65%. The first interest payment date is 1 October 2017 and the first call date in 1 July 2022.

Nedbank issued and redeemed further debt instruments in the normal course of its funding programme. Refer to note F3 for more information.

Old Mutual plc

On 3 February 2017, the Group repurchased all of the £273 million Tier 1 preferred perpetual callable securities using cash from the Group's existing resources. In addition to repaying the nominal value of the securities, £29 million was paid to holders of the securities for accrued interest and a premium in excess of nominal value. The premium was recognised directly in equity.

A: Significant accounting policies continued

A2: Significant corporate activity and business changes during the period continued

Other activities during the period

Old Mutual plc Legacy Pension Schemes

On 13 June 2017, bulk annuity arrangements for two legacy defined benefit schemes, the Old Mutual Staff Pension Fund and the G&N Retirement Benefits Scheme, were agreed with Legal & General Assurance Society Limited. The agreements have resulted in the buy-in of the benefits of the two schemes, with the intention of moving to a full buy-out and wind-up of the schemes by Q4 2017. 

In order to effect the transaction, Old Mutual plc has made a one off contribution of £27 million into the two schemes, which together with the writing off the majority of the combined existing IAS 19 surplus for the schemes, resulted in a £51 million reduction in IFRS NAV recognised in measurement (losses)/gains on defined benefit plans in the consolidated statement of comprehensive income. Once the buy-out and winding up processes have been completed, Old Mutual plc will no longer be responsible for the administration or funding of these two schemes. Old Mutual plc had previously been contributing annually £7 million of cash to the two schemes.

Amendment of the OMAM Deferred Tax Asset Deed (DTA)

During 2014, OMAM entered into a Deferred Tax Asset Deed with Old Mutual plc, which was amended in June 2016. Under the terms of the Deferred Tax Asset Deed, as amended, the OMAM agreed to make a payment equal to the net present value of the future payments due to Old Mutual plc valued as of December 31, 2016. This payment of $143 million (£115 million) is being made over three instalments, the first of which amounted to $46 million (£59 million) and was paid on June 30, 2017, with the remaining two instalments to be paid on December 31, 2017 and June 30, 2018. The continuation of certain protections provided by Old Mutual plc related to the realised tax benefit resulting from OMAM's use of deferred tax assets remains unaffected.

Restatement of IFRS financial statement prior year comparative amounts

Overview

In preparing the Group financial statements for the six months ended 30 June 2017, the IFRS financial statements for the six months ended 30 June 2016 have required adjustments for:

§  the classification of the Institutional Asset Management (IAM) operating segment as a discontinued operation, and

§  the identification of additional investment funds managed by Emerging Markets as being controlled by the Group.

These adjustments, in aggregate and individually, result in presentational changes to the financial statements, and neither of these adjustments affects the reported IFRS or AOP results or equity attributable to equity holders of the parent.

The comparative information for the year ended 31 December 2016 is unchanged from that previously disclosed. 

IAM classified as a discontinued operation in 2016 (IAM - Discontinued operations)

The six months ended 30 June 2016 has been restated to reflect IAM as a discontinued operation. This is consistent with the disclosure adopted for the year ended 31 December 2016. During the six months ended 30 June 2017, IAM continued to be classified as a discontinued operation in the IFRS consolidated income statement and consolidated statement of cash flows for the period from 1 January 2017 to 19 May 2017, at which date the Group ceased to consolidate the business following the sale of its controlling interest.

Consolidation of additional Emerging Markets investment funds (Consolidation of investment funds)

During 2016, the Group re-evaluated the criteria applied in determining whether investment funds should be consolidated under IFRS 10 'Consolidated Financial Statements' in the Group financial statements. This resulted in the identification of additional investment funds that are required to be included in the consolidated financial statements. As a result, comparative information in respect of the full year 2016 financial statements required restatement and similarly in the six months ended 30 June 2016 the prior year comparative information have been restated accordingly. These restatements had no impact on the net assets of the Group, the equity attributable to ordinary equity holders of the parent, profit after tax or any key performance indicators reported by the Group.

Summary impact

The following table summarises the restatement impact, for both the classification of IAM as a discontinued operation and the identification of additional entities to be consolidated on the Group's financial statements:




£m



Restatement



June 2016

As Reported

IAM - Discontinued operations

Consolidation of  investment funds

June 2016

As Restated

Statement of financial position





Assets





Investments and securities

88,996

-

576

89,572

Trade, other receivables and other assets

3,368

-

10

3,378

Cash and cash equivalents

3,978

-

24

4,002

Total assets

152,053

-

610

152,663

Liabilities





Third-party interests in consolidated funds

6,585

-

593

7,178

Trade, other payables and other liabilities

5,631

-

17

5,648

Total liabilities

142,166

-

610

142,776






Income statement





Revenue





Investment Return (non-banking)

2,947

-

54

3,001

Fee and commission income, and income from service activities

1,395

(222)

-

1,173

Total revenue

7,648

(222)

54

7,480

Expenses





Finance costs

(38)

1

-

(37)

Fee and commission expenses, and other acquisition costs

(330)

4

-

(326)

Change in third-party interest in consolidated funds

(244)

-

(50)

(294)

Other operating and administrative expenses

(1,813)

162

(4)

(1,655)

Total expenses

(7,053)

167

(54)

(6,940)

Share of associated undertakings' and joint ventures' losses after tax

(11)

(5)

-

(16)

Profit on disposal of subsidiaries, associated undertakings and strategic

   investments

24

(14)

-

10

Profit before tax

608

(74)

-

534

Income tax expense

(183)

20

-

(163)

Profit from continuing operations after tax

425

(54)

-

371

Profit from discontinued operations after tax

-

54

-

54






Statement of cash flows





Net cash inflow from operating activities - continuing operations

2,315

49

57

2,421

Net cash outflow from investing activities - continuing operations

(3,072)

1

76

(2,995)

Net cash outflow from financing activities - continuing operations

(77)

5

-

(72)

Net cash (outflow)/inflow - continuing operations

(834)

55

133

(646)

Net cash outflow - discontinued operations

-

(55)

-

(55)

A3: Critical accounting estimates and judgements

In the preparation of these condensed financial statements, the Group is required to make estimates and judgements that affect items reported in the consolidated income statement, statement of financial position, and other primary statements and related supporting notes.

Critical accounting estimates and judgements are those which involve the most complex or subjective judgements or assessments. Where applicable, the Group applies estimation and assumption setting techniques that are aligned with relevant actuarial and accounting guidance based on knowledge of the current situation and require assumptions and predictions of future events and actions. During the period, there have been no other significant changes to the areas of critical accounting estimates and judgements that the Group applied at 31 December 2016.

The key areas of the Group's business that typically require such estimates and the relevant accounting policies and notes are set out in the following notes of the 2016 Annual Report and Accounts:

Area

Policy note

More detail

 

Loans and advances

G1

G1

 

Insurance and investment contracts

G6

G6

 

Goodwill and other intangible assets

H1

H1

 

Consolidation

I1

I3

 

Tax

D1

D1/H7

 

B: Segment information

B1: Basis of segmentation

Segment presentation

The Group's reported segments are Emerging Markets, Nedbank, Old Mutual Wealth, Institutional Asset Management (IAM) and plc Head Office, (which includes the plc Parent Company and the other centre companies of the Group, which typically own and manage the Group's interests). All these businesses, except IAM, have been classified as continuing operations in the IFRS income statement for all reporting periods. In determining the Group's adjusted operating profit (AOP), all these businesses have been classified as core operations for all reporting periods.

During the period, the Group further sold down its stake in OM Asset Management plc (OMAM) from 51.7% to 20.1%. As a consequence, the Group no longer considered that it exercised control over the business. From 19 May 2017, OMAM was deconsolidated from the Group financial statements. Refer to note A2 for more information.

The IAM operating segment for the six months ended 30 June 2017 therefore includes the consolidated operating results of OMAM for the period from 1 January 2017 to 19 May 2017. During this period, IAM has been classified as a discontinued operation in the IFRS consolidated income statement. This is consistent with the classification at 31 December 2016 and with the requirements of IFRS, given the Group's stated strategic intentions to sell down IAM. Comparative profit and loss segment information for the six months ended 30 June 2016 has been similarly restated.

The Group's remaining investment in OMAM has been equity accounted as an associated undertaking from 19 May 2017 and the equity accounted earnings for the period from 19 May 2017 to 30 June 2017 are included in the IAM operating segment in the share of associated undertakings' and joint ventures' (losses)/profits after tax line. From 19 May 2017, IAM is no longer classified as a discontinued operation. At 30 June 2017, the equity accounted investment in OMAM has been classified as assets held for sale in the consolidated statement of financial position and is included within the plc Head Office operating segment in the statement of financial position - segment information.

The operating result of IAM for the six months ended 30 June 2016 and the year ended 31 December 2016 also includes Rogge Global Partners Limited up to the date of disposal on 31 May 2016.

Consistent with the Group's AOP policy as described in the basis of preparation of adjusted operating profit on pages 64 and 65, we will continue to recognise OMAM's operating result within the Group's AOP despite it being classified as a discontinued operation in the IFRS income statement and as held for sale in the statement of financial position. The long-term investment return on excess assets, previously shown within plc Head Office segment is now included in AOP of the Emerging Markets segment for all periods. This is consistent with where the excess assets are managed and will be managed in the future.

For all reporting periods, Old Mutual Bermuda is classified as a continuing operation in the IFRS income statement, but as non-core in determining the Group's AOP. For the six months ended 30 June 2017, following the repayment of the majority of outstanding notes, interest payable in respect of Bermuda loan notes issued to Old Mutual plc are also included within non-core operations and excluded from AOP as it is no longer considered material.

The Group's segmental results are analysed and reported on a basis consistent with the way that management and the Board of directors of Old Mutual plc assesses performance of the underlying businesses and allocates resources. Information is presented to the Board on a consolidated basis in pounds sterling (the presentation currency) and in the functional currency of each business.

Adjusted operating profit is one of the key measures reported to the Group's management and Board of directors for their consideration in the allocation of resources to, and the review of the performance of the segments. As appropriate to the business line, the Board reviews additional measures to assess the performance of each of the segments. These typically include sales, net client cash flows, funds under management, gross earned premiums, underwriting results, net interest income, non-interest revenue and credit losses.

Consistent with internal reporting, assets, liabilities, revenues and expenses that are not directly attributable to a particular segment are allocated between segments where appropriate and where there is a reasonable basis for doing so. The Group accounts for inter-segment revenues and transfers as if the transactions were with third parties at current market prices.

The revenues generated in each reported segment can be seen in the analysis of profits and losses in note B3. The segmental information in notes B3 and B4, reflects the adjusted and IFRS measures of profit or loss and the assets and liabilities for each operating segment as provided to management and the Board of directors. There are no differences between the measurement of the assets and liabilities reflected in the primary statements and that reported for the segments.

The Group is primarily engaged in the following business activities from which it generates revenue: life assurance (premium income), asset management business (fee and commission income), banking (banking interest receivable and investment banking income) and property & casualty (premium income). Other revenue includes gains and losses on investment securities. An analysis of segment revenues and expenses and the Group's revenues and expenses is shown in note B3.



 

The principal lines of business from which each operating segment derives its revenues are as follows:

Core operations, continuing businesses:

§    Emerging Markets - life assurance, property & casualty, asset management and banking

§    Nedbank - banking, asset management and life assurance

§    Old Mutual Wealth - life assurance and asset management

Core operations, discontinued businesses:

§    Institutional Asset Management - asset management

Non-core operations, continuing businesses:

§    Old Mutual Bermuda - life assurance

 

B2: Gross earned premiums and deposits to investment contracts



£m

Six months ended 30 June 2017

Emerging Markets

Old Mutual Wealth

Total 

Life assurance - insurance contracts

792

74

866

Life assurance - investment contracts with discretionary participation features

842

-

842

Property & casualty

480

-

480

Gross earned premiums

2,114

74

2,188








£m

Six months ended 30 June 2016

Emerging Markets

Old Mutual Wealth

Total 

Life assurance - insurance contracts

595

70

665

Life assurance - investment contracts with discretionary participation features

672

-

672

Property & casualty

366

-

366

Gross earned premiums

1,633

70

1,703








£m

Year ended 31 December 2016

Emerging

Markets

Old Mutual Wealth

Total 

Life assurance - insurance contracts

1,393

142

1,535

Life assurance - investment contracts with discretionary participation features

1,525

-

1,525

Property & casualty

808

-

808

Gross earned premiums

3,726

142

3,868

 

B: Segment information continued

B3: Adjusted operating profit statement - segment information for the six months ended 30 June 2017


Notes


Emerging Markets

Nedbank

Revenue





Gross earned premiums

B2


2,114

-

Outward reinsurance



(196)

-

Net earned premiums



1,918

-

Investment return (non-banking)



1,698

-

Banking interest and similar income



123

2,240

Banking trading, investment and similar income



7

137

Fee and commission income, and income from service activities



356

552

Other income



51

19

Total revenue3



4,153

2,948

Expenses





Claims and benefits (including change in insurance contract provisions)



(2,308)

-

Reinsurance recoveries



165

-

Net claims and benefits incurred



(2,143)

-

Change in investment contract liabilities



(630)

-

Credit impairment charges



(24)

(96)

Finance costs



(21)

-

Banking interest payable and similar expenses



(41)

(1,397)

Fee and commission expenses, and other acquisition costs



(202)

(8)

Change in third-party interest in consolidated funds



-

-

Other operating and administrative expenses



(687)

(912)

Income tax attributable to policyholder returns



(29)

-

Total expenses



(3,777)

(2,413)

Share of associated undertakings' and joint ventures' (losses)/profits after tax



(14)

(63)

Profit on disposal of subsidiaries, associated undertakings and strategic

   investments

C1(c)


-

-

Adjusted operating profit before tax and non-controlling interests



362

472

Income tax expense

D1


(103)

(131)

Non-controlling interests



(11)

(166)

Adjusted operating profit after tax and non-controlling interests



248

175

Adjusting items after tax and non-controlling interests

C1(a)


(18)

1

Profit/(loss) after tax from continuing operations



230

176

Profit from discontinued operations after tax

I1


-

-

Profit after tax attributable to equity holders of the parent



230

176

1        The plc Head Office segment includes the Old Mutual plc holding company and other centre companies.

2        Consolidation adjustments comprise the consolidation of investment funds and eliminations of inter-segment transactions.

3        Included within total revenue prior to consolidation adjustments are the following amounts derived from inter-segment trading: Emerging Markets: £47 million (June 2016: £30 million; December 2016: £75 million); Nedbank: £7 million (June 2016: £4 million; December 2016: £9 million); Old Mutual Wealth: £1 million (June 2016: £1 million; December 2016: £2 million); Institutional Asset Management: £2 million (June 2016: £6 million; December 2016: £6 million); and non-core operations: £nil million (June 2016: £1 million; December 2016: £nil million).

4        Non-core operations for the six months ended 30 June 2017 comprises Old Mutual Bermuda.

5        Discontinued operations relate to the Institutional Asset Management (IAM) segment.









£m

Old Mutual Wealth

Institutional Asset Management

plc

Head Office1

Consolidation adjustments2

Adjusted operating profit

Adjusting items

 (note C1)

Non-core

operations4

 

Discontinued

operations5

IFRS

Income statement










74

-

-

-

2,188

-

-

-

2,188

(44)

-

-

-

(240)

-

-

-

(240)

30

-

-

-

1,948

-

-

-

1,948

2,354

6

6

766

4,830

42

(23)

(6)

4,843

-

-

-

-

2,363

-

-

-

2,363

-

-

-

-

144

-

-

-

144

567

207

-

(7)

1,675

(6)

-

(207)

1,462

5

-

-

(13)

62

-

-

-

62

2,956

213

6

746

11,022

36

(23)

(213)

10,822










(60)

-

-

-

(2,368)

-

51

-

(2,317)

52

-

-

-

217

-

-

-

217

(8)

-

-

-

(2,151)

-

51

-

(2,100)

(2,307)

-

-

-

(2,937)

-

-

-

(2,937)

-

-

-

-

(120)

-

-

-

(120)

-

(6)

(35)

-

(62)

(15)

-

6

(71)

-

-

-

-

(1,438)

-

-

-

(1,438)

(141)

(5)

-

(30)

(386)

10

-

5

(371)

-

-

-

(731)

(731)

-

-

-

(731)

(337)

(147)

(34)

15

(2,102)

(243)

3

176

(2,166)

(29)

-

-

-

(58)

58

-

-

-

(2,822)

(158)

(69)

(746)

(9,985)

(190)

54

187

(9,934)

-

9

-

-

(68)

(6)

-

(3)

(77)

-

-

-

-

-

129

-

-

129

134

64

(63)

-

969

(31)

31

(29)

940

(22)

(18)

8

-

(266)

(24)

-

6

(284)

-

(20)

-

-

(197)

49

-

-

(148)

112

26

(55)

-

506

(6)

31

(23)

508

(70)

(14)

95

-

(6)

6

-

-

-

42

12

40

-

500

-

31

(23)

508

-

-

-

-

-

-

-

23

23

42

12

40

-

500

-

31

-

531

 

B: Segment information continued

B3: Adjusted operating profit statement - segment information for the six months ended 30 June 2016 (Restated)1



Notes


Emerging Markets

Nedbank

Revenue





Gross earned premiums

B2


1,633

-

Outward reinsurance



(136)

-

Net earned premiums



1,497

-

Investment return (non-banking)



1,203

-

Banking interest and similar income



108

1,501

Banking trading, investment and similar income



4

96

Fee and commission income, and income from service activities



261

410

Other income



52

12

Total revenue



3,125

2,019

Expenses





Claims and benefits (including change in insurance contract provisions)



(1,819)

-

Reinsurance recoveries



95

-

Net claims and benefits incurred



(1,724)

-

Change in investment contract liabilities



(386)

-

Credit impairment charges



(16)

(100)

Finance costs



(16)

-

Banking interest payable and similar expenses



(29)

(895)

Fee and commission expenses, and other acquisition costs



(136)

(4)

Change in third-party interest in consolidated funds



-

-

Other operating and administrative expenses



(533)

(655)

Income tax attributable to policyholder returns



(19)

-

Total expenses



(2,859)

(1,654)

Share of associated undertakings' and joint ventures' profits/(losses) after tax



4

(20)

Profit on disposal of subsidiaries, associated undertakings and strategic investments

C1(c)


-

-

Adjusted operating profit/(loss) before tax and non-controlling interests



270

345

Income tax expense

D1


(75)

(88)

Non-controlling interests



(6)

(123)

Adjusted operating profit/(loss) after tax and non-controlling interests



189

134

Adjusting items after tax and non-controlling interests

C1(a)


(25)

2

Profit/(loss) after tax from continuing operations



164

136

Loss from discontinued operations after tax

I1


-

-

Profit/(loss) after tax attributable to equity holders of the parent



164

136

1          The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation and the adjustment for the consolidation of investment funds. Refer to notes A2 and I1 for more information.

2          The plc Head Office segment includes the Old Mutual plc holding company and other centre companies.

3          Consolidation adjustments comprise the consolidation of investment funds and eliminations of inter-segment transactions.

4          Non-core operations for the six months ended 30 June 2016 relate to Old Mutual Bermuda.

5          Discontinued operations primarily relate to the Institutional Asset Management (IAM) segment.









£m

Old Mutual Wealth

Institutional Asset Management

plc

Head

Office2

Consolidation adjustments3

Adjusted operating

profit

Adjusting

items

(note C1)

Non-core

operations4

 

Discontinued

operations5

IFRS

Income

statement










70

-

-

-

1,703

-

-

-

1,703

(42)

-

-

-

(178)

-

-

-

(178)

28

-

-

-

1,525

-

-

-

1,525

1,499

-

23

309

3,034

(28)

(5)

-

3,001

-

-

-

-

1,609

-

-

-

1,609

-

-

-

-

100

-

-

-

100

526

222

-

(15)

1,404

(9)

-

(222)

1,173

7

1

-

(1)

71

-

1

-

72

2,060

223

23

293

7,743

(37)

(4)

(222)

7,480










(141)

-

-

-

(1,960)

-

-

-

(1,960)

112

-

-

2

209

-

-

-

209

(29)

-

-

2

(1,751)

-

-

-

(1,751)

(1,451)

-

-

-

(1,837)

-

-

-

(1,837)

-

-

-

-

(116)

-

-

-

(116)

-

(1)

(44)

-

(61)

23

-

1

(37)

-

-

-

-

(924)

-

-

-

(924)

(185)

(4)

-

(13)

(342)

12

-

4

(326)

-

-

-

(294)

(294)

-

-

-

(294)

(284)

(165)

(48)

12

(1,673)

(139)

(5)

162

(1,655)

(7)

-

-

-

(26)

26

-

-

-

(1,956)

(170)

(92)

(293)

(7,024)

(78)

(5)

167

(6,940)

-

5

-

-

(11)

-

-

(5)

(16)

-

-

-

-

-

24

-

(14)

10

104

58

(69)

-

708

(91)

(9)

(74)

534

(16)

(17)

15

-

(181)

(2)

-

20

(163)

-

(16)

-

-

(145)

4

-

-

(141)

88

25

(54)

-

382

(89)

(9)

(54)

230

(111)

14

31

-

(89)

89

-

-

-

(23)

39

(23)

-

293

-

(9)

(54)

230

-

-

-

-

-

-

-

54

54

(23)

39

(23)

-

293

-

(9)

-

284

 

B: Segment information continued

B3: Adjusted operating profit statement - segment information for the year ended 31 December 2016






Notes

Emerging Markets

Nedbank

Revenue




Gross earned premiums

B2

3,726

-

Outward reinsurance


(314)

-

Net earned premiums


3,412

-

Investment return (non-banking)


1,834

-

Banking interest and similar income


229

3,677

Banking trading, investment and similar income


14

241

Fee and commission income, and income from service activities


588

922

Other income


64

24

Total revenue


6,141

4,864

Expenses




Claims and benefits (including change in insurance contract provisions)


(3,507)

-

Reinsurance recoveries


222

-

Net claims and benefits incurred


(3,285)

-

Change in investment contract liabilities


(545)

-

Credit impairment charges


(44)

(228)

Finance costs


(33)

-

Banking interest payable and similar expenses


(90)

(2,311)

Fee and commission expenses, and other acquisition costs


(350)

(8)

Change in third-party interest in consolidated funds


-

-

Other operating and administrative expenses


(1,115)

(1,512)

Income tax attributable to policyholder returns


(50)

-

Total expenses


(5,512)

(4,059)

Share of associated undertakings' and joint ventures' profits/(losses) after tax

10

(6)

Loss on disposal of subsidiaries, associated undertakings and strategic investments

C1(c)

-

-

Adjusted operating profit/(loss) before tax and non-controlling interests


639

799

Income tax expense

D1

(170)

(199)

Non-controlling interests


(17)

(288)

Adjusted operating profit/(loss) after tax and non-controlling interests


452

312

Adjusting items after tax and non-controlling interests

C1(a)

(93)

(30)

Profit/(loss) after tax from continuing operations


359

282

Profit from discontinued operations after tax

I1

-

-

Profit/(loss) after tax attributable to equity holders of the parent


359

282

1          The plc Head Office segment includes the Old Mutual plc holding company and other centre companies.

2          Consolidation adjustments comprise the consolidation of investment funds and eliminations of inter-segment transactions.

3          Non-core operations for the year ended 31 December 2016 relate to Old Mutual Bermuda.

4          Discontinued operations primarily relate to the Institutional Asset Management (IAM) segment. 









£m

Old Mutual Wealth

Institutional Asset Management

plc

Head

Office1

Consolidation adjustments2

Adjusted

operating

profit

Adjusting

items

(note C1)

Non-core operations3

 

Discontinued

operations4

IFRS

Income statement










142

-

-

-

3,868

-

-

-

3,868

(84)

-

-

-

(398)

-

-

-

(398)

58

-

-

-

3,470

-

-

-

3,470

5,827

-

34

712

8,407

(69)

(13)

-

8,325

-

-

-

-

3,906

-

-

-

3,906

-

-

-

-

255

-

-

-

255

1,168

500

-

(25)

3,153

(17)

-

(500)

2,636

11

1

-

4

104

-

-

-

104

7,064

501

34

691

19,295

(86)

(13)

(500)

18,696










(199)

-

-

-

(3,706)

-

24

-

(3,682)

169

-

-

-

391

-

-

-

391

(30)

-

-

-

(3,315)

-

24

-

(3,291)

(5,671)

-

-

-

(6,216)

-

-

-

(6,216)

-

-

-

-

(272)

-

-

-

(272)

-

(6)

(88)

-

(127)

(7)

-

6

(128)

-

-

-

-

(2,401)

-

-

-

(2,401)

(392)

(9)

-

(19)

(778)

24

-

9

(745)

-

-

-

(691)

(691)

-

-

-

(691)

(617)

(356)

(118)

19

(3,699)

(407)

(16)

381

(3,741)

(94)

-

-

-

(144)

144

-

-

-

(6,804)

(371)

(206)

(691)

(17,643)

(246)

8

396

(17,485)

-

11

-

-

15

-

-

(11)

4

-

-

-

-

-

19

-

(18)

1

260

141

(172)

-

1,667

(313)

(5)

(133)

1,216

(47)

(36)

54

-

(398)

(106)

-

29

(475)

-

(36)

-

-

(341)

66

-

-

(275)

213

69

(118)

-

928

(353)

(5)

(104)

466

(217)

3

(16)

-

(353)

353

-

-

-

(4)

72

(134)

-

575

-

(5)

(104)

466

-

-

-

-

-

-

-

104

104

(4)

72

(134)

-

575

-

(5)

-

570

 

B: Segment information continued

B4: Statement of financial position - segment information at 30 June 2017






Notes


Emerging Markets1

Nedbank

Assets





Goodwill and other intangible assets

G1


386

605

Mandatory reserve deposits with central banks



7

1,152

Property, plant and equipment



330

509

Investment property



1,721

1

Deferred tax assets



49

9

Investments in associated undertakings and joint ventures



86

351

Deferred acquisition costs



167

-

Reinsurers' share of policyholder liabilities

F2


286

5

Loans and advances

F1


1,179

41,798

Investments and securities



34,331

9,187

Current tax receivable



22

9

Trade, other receivables and other assets



1,066

783

Derivative financial instruments



239

1,103

Cash and cash equivalents



1,514

1,137

Assets held for sale4

I2


160

35

Inter-segment funding - assets



-

-

Total assets



41,543

56,684

Liabilities





Long-term business insurance policyholder liabilities

F2


9,175

150

Investment contract liabilities

F2


24,324

1,025

Property & casualty liabilities

F2


532

-

Third-party interests in consolidated funds



-

-

Borrowed funds

F3


611

3,293

Provisions and accruals



118

-

Deferred revenue



70

-

Deferred tax liabilities



214

57

Current tax payable



108

10

Trade, other payables and other liabilities



2,638

1,497

Amounts owed to bank depositors



605

44,910

Derivative financial instruments



311

766

Inter-segment funding - liabilities



-

-

Total liabilities



38,706

51,708

Net assets1



2,837

4,976

Equity





Equity attributable to equity holders of the parent



2,635

2,519

Non-controlling interests



202

2,457

Ordinary shares



202

2,080

Preferred securities



-

377






Total equity



2,837

4,976

1        The net assets of Emerging Markets exclude £218 million (June 2016: £199 million; December 2016: £258 million) of investments held by policyholder funds in Group equity and debt instruments. These investments are in the Company's ordinary shares and in the subordinated liabilities and preferred securities issued by Nedbank.

2        The plc Head Office segment includes the Old Mutual plc holding company and other centre companies.

3        Consolidation adjustments comprise the consolidation of investment funds and eliminations of inter-segment balances.

4        Assets held for sale at 30 June 2017 include the equity accounted investment in OM Asset Management plc. Refer to notes B1 and I2 for more information.





£m

Old Mutual Wealth

plc

Head Office2

Non-core operation

Consolidation adjustments3

Total






1,439

-

-

-

2,430

-

-

-

-

1,159

21

-

-

-

860

-

-

-

-

1,722

11

-

1

-

70

3

-

-

-

440

582

-

-

-

749

3,085

-

-

-

3,376

200

-

-

(24)

43,153

54,718

85

89

9,550

107,960

24

-

1

-

56

740

147

3

311

3,050

2

43

3

57

1,447

1,089

876

29

530

5,175

3

242

-

-

440

-

788

21

(809)

-

61,917

2,181

147

9,615

172,087






436

-

33

-

9,794

57,256

-

-

-

82,605

-

-

-

-

532

-

-

-

10,787

10,787

1

1,027

-

(85)

4,847

35

4

-

-

157

221

-

-

-

291

190

9

-

-

470

36

6

-

-

160

1,066

219

5

(412)

5,013

-

-

-

(265)

45,250

-

13

-

399

1,489

788

21

-

(809)

-

60,029

1,299

38

9,615

161,395

1,888

882

109

-

10,692






1,888

882

109

-

8,033

-

-

-

-

2,659

-

-

-

-

2,282

-

-

-

-

377






1,888

882

109

-

10,692

 

B: Segment information continued

B4: Statement of financial position - segment information at 30 June 2016 (Restated)1






Notes


Emerging

Markets

Nedbank

Assets





Goodwill and other intangible assets



468

466

Mandatory reserve deposits with central banks



6

860

Property, plant and equipment



292

457

Investment property



1,506

2

Deferred tax assets



38

17

Investments in associated undertakings and joint ventures



77

409

Deferred acquisition costs



101

-

Reinsurers' share of policyholder liabilities

F2


189

6

Loans and advances

F1


1,029

35,574

Investments and securities



29,870

7,557

Current tax receivable



34

64

Trade, other receivables and other assets



873

717

Derivative financial instruments



211

1,017

Cash and cash equivalents



1,275

1,141

Assets held for sale



17

-

Inter-segment funding - assets



-

-

Total assets



35,986

48,287

Liabilities





Long-term business insurance policyholder liabilities

F2


8,610

182

Investment contract liabilities

F2


20,397

679

Property & casualty liabilities

F2


425

-

Third-party interests in consolidated funds



-

-

Borrowed funds

F3


505

2,658

Provisions and accruals



112

-

Deferred revenue



22

-

Deferred tax liabilities



174

77

Current tax payable



88

19

Trade, other payables and other liabilities



2,505

1,471

Amounts owed to bank depositors



550

38,057

Derivative financial instruments



263

1,005

Liabilities held for sale

I2


-

-

Inter-segment funding - liabilities



-

-

Total liabilities



33,651

44,148

Net assets



2,335

4,139

Equity





Equity attributable to equity holders of the parent



2,119

2,095

Non-controlling interests



216

2,044

Ordinary shares



216

1,731

Preferred securities



-

313






Total equity



2,335

4,139

1        The comparative information for June 2016 has been restated to reflect the adjustment for the consolidation of investment funds. Refer to note A2 for more information.

2        The plc Head Office segment includes the Old Mutual plc holding company and other centre companies.

3        Consolidation adjustments comprise the consolidation of investment funds and eliminations of inter-segment balances.

 






£m

Old Mutual

Wealth

Institutional

Asset

Management

plc

Head Office2

Non-core

operation

Consolidation adjustments3

Total







1,450

958

-

-

-

3,342

-

-

-

-

-

866

21

24

-

-

-

794

-

-

-

-

-

1,508

10

245

-

1

-

311

1

30

10

-

-

527

599

29

-

-

-

729

2,863

-

-

-

-

3,058

198

-

-

-

-

36,801

45,286

95

454

-

6,310

89,572

38

-

-

-

-

136

1,382

124

116

8

158

3,378

-

-

55

19

239

1,541

761

49

351

80

345

4,002

6,081

-

-

-

-

6,098

-

-

903

90

(993)

-

58,690

1,554

1,889

198

6,059

152,663







391

-

-

-

-

9,183

47,867

-

-

97

-

69,040

-

-

-

-

-

425

-

-

-

-

7,178

7,178

-

38

1,103

-

(73)

4,231

36

3

7

-

-

158

232

-

-

-

-

254

139

1

17

-

-

408

-

80

20

-

-

207

1,431

277

271

4

(311)

5,648

-

-

-

-

-

38,607

-

25

31

2

258

1,584

5,853

-

-

-

-

5,853

790

97

106

-

(993)

-

56,739

521

1,555

103

6,059

142,776

1,951

1,033

334

95

-

9,887







1,951

664

334

95

-

7,258

-

369

-

-

-

2,629

-

369

-

-

-

2,316

-

-

-

-

-

313







1,951

1,033

334

95

-

9,887

 

B: Segment information continued

B4: Statement of financial position - segment information at 31 December 2016







Notes


Emerging

Markets

Nedbank

Assets





Goodwill and other intangible assets

G1


461

576

Mandatory reserve deposits with central banks



8

1,103

Property, plant and equipment



345

529

Investment property



1,696

1

Deferred tax assets



57

29

Investments in associated undertakings and joint ventures



143

388

Deferred acquisition costs



166

-

Reinsurers' share of policyholder liabilities

F2


246

6

Loans and advances

F1


1,210

41,703

Investments and securities



33,699

8,844

Current tax receivable



20

33

Trade, other receivables and other assets



843

966

Derivative financial instruments



228

1,040

Cash and cash equivalents



1,820

1,556

Assets held for sale



116

17

Inter-segment funding - assets



-

-

Total assets



41,058

56,791

Liabilities





Long-term business insurance policyholder liabilities

F2


9,310

172

Investment contract liabilities

F2


23,614

905

Property & casualty liabilities

F2


482

-

Third-party interests in consolidated funds



-

-

Borrowed funds

F3


694

3,072

Provisions and accruals



118

-

Deferred revenue



68

1

Deferred tax liabilities



203

39

Current tax payable



100

13

Trade, other payables and other liabilities



2,860

2,081

Amounts owed to bank depositors



643

44,915

Derivative financial instruments



295

784

Liabilities held for sale

I2


1

-

Inter-segment funding - liabilities



-

-

Total liabilities



38,388

51,982

Net assets



2,670

4,809

Equity





Equity attributable to equity holders of the parent



2,455

2,476

Non-controlling interests



215

2,333

Ordinary shares



215

1,992

Preferred securities



-

341






Total equity



2,670

4,809

1        The plc Head Office segment includes the Old Mutual plc holding company and other centre companies.

2        Consolidation adjustments comprise the consolidation of investment funds and eliminations of inter-segment balances.

 






£m

Old Mutual

Wealth

Institutional

Asset

Management

plc

Head Office1

Non-core operations

Consolidation adjustments2

Total







1,434

-

-

-

-

2,471

-

-

-

-

-

1,111

18

-

-

-

-

892

-

-

-

-

-

1,697

8

-

-

2

-

96

1

-

10

-

-

542

590

-

-

-

-

756

2,863

-

-

-

-

3,115

220

-

-

-

(25)

43,108

50,784

-

309

53

6,844

100,533

21

-

-

-

-

74

590

-

157

3

(143)

2,416

-

-

31

27

14

1,340

769

-

611

22

69

4,847

6,478

1,959

-

-

-

8,570

-

-

874

58

(932)

-

63,776

1,959

1,992

165

5,827

171,568







416

-

-

84

-

9,982

53,080

-

-

-

-

77,599

-

-

-

-

-

482

-

-

-

-

7,981

7,981

-

-

1,017

-

(89)

4,694

29

-

6

7

-

160

221

-

-

-

-

290

193

-

5

-

-

440

21

-

10

-

-

144

865

-

226

6

(926)

5,112

-

-

-

-

(249)

45,309

1

-

39

-

42

1,161

6,264

781

-

-

-

7,046

789

85

58

-

(932)

-

61,879

866

1,361

97

5,827

160,400

1,897

1,093

631

68

-

11,168







1,897

527

631

68

-

8,054

-

566

-

-

-

3,114

-

566

-

-

-

2,773

-

-

-

-

-

341







1,897

1,093

631

68

-

11,168

 

 

C: Other key performance information 

C1: Operating profit adjusting items

(a) Summary of adjusting items for determination of adjusted operating profit (AOP)

In determining the AOP of the Group for core operations, certain adjustments are made to IFRS profit before tax to reflect the Directors' view of the underlying long-term performance of the Group. The following table shows an analysis of those adjustments from AOP to profit before and after tax.



£m


Notes

Six months ended

30 June

2017

Six months

ended

30 June

2016

Year

ended

31 December 2016

(Expense)/income





Goodwill impairment and impact of acquisition accounting

C1(b)

(130)

(90)

(278)

Net profit on disposal of subsidiaries, associated undertakings

   and strategic investments

C1(c)

129

24

19

Short-term fluctuations in investment return

C1(d)

37

(23)

(26)

Investment return adjustment for Group equity and

   debt instruments held in life funds

C1(e)

5

(5)

(43)

Dividends declared to holders of perpetual preferred callable securities

C1(f)

2

9

17

Institutional Asset Management equity plans

C1(g)

(33)

2

(20)

Credit-related fair value (losses)/gains on Group debt instruments

C1(h)

(17)

14

(24)

Managed separation and business standalone costs

C1(i)

(28)

-

-

Income/(expenses) from resolution of plc Head Office pre-existing items

C1(j)

5

-

-

Old Mutual Wealth business transformation costs

C1(k)

(59)

(48)

(102)

Total adjusting items


(89)

(117)

(457)

Tax on adjusting items

D1(d)

34

24

38

Non-controlling interest on adjusting items


49

4

66

Total adjusting items after tax and non-controlling interests


(6)

(89)

(353)

(b) Goodwill impairment and impact of acquisition accounting

The application of acquisition accounting results in deferred acquisition costs and deferred revenue existing in the acquired entity at the point of acquisition that are not recognised under IFRS. These are reversed on acquisition in the consolidated statement of financial position and are replaced by goodwill and other intangible assets, including the value of the acquired present value of in-force business (acquired PVIF). In determining AOP, the Group recognises deferred revenue, acquisition costs and deferred revenue in relation to businesses sold by acquired businesses prior to the acquisition date. The Group excludes the impairment of goodwill, the impairment of investments in associated undertakings, the amortisation and impairment of acquired other intangible assets, acquired PVIF and the movements in certain acquisition date provisions from the determination of AOP. Costs incurred on completed acquisitions are also excluded from AOP.

Certain deferred consideration recognised as compensation expenses under accounting rules is excluded from the determination of AOP where these payments meet the criteria that suggest they are capital in nature.

The net effect of these adjustments to determine AOP are summarised below:







£m

Six months ended 30 June 2017

Emerging Markets

Old Mutual Wealth

Nedbank

Institutional Asset Management

plc

Head

Office

Total

Impairment of goodwill and other intangible assets

(71)

-

-

-

-

(71)

Amortisation of acquired PVIF

(2)

(18)

-

-

-

(20)

Amortisation of acquired deferred costs and revenue

-

4

-

-

-

4

Amortisation of other acquired intangible assets

(11)

(19)

(1)

(2)

-

(33)

Acquisition costs

-

(10)

-

-

-

(10)


(84)

(43)

(1)

(2)

-

(130)














£m

Six months ended 30 June 2016

Emerging Markets

Old Mutual Wealth

Nedbank

Institutional Asset Management

plc

Head

Office

Total

Impairment of goodwill and other intangible assets

-

(44)

-

-

-

(44)

Amortisation of acquired PVIF

(2)

(19)

-

-

-

(21)

Amortisation of acquired deferred costs and revenue

-

3

-

-

-

3

Amortisation of other acquired intangible assets

(3)

(20)

-

-

-

(23)

Acquisition costs

-

(7)

-

-

-

(7)

Deferred consideration and other acquisition date

   provisions

2

-

-

-

-

2


(3)

(87)

-

-

-

(90)





















£m

Year ended 31 December 2016

Emerging Markets

Old Mutual Wealth

Nedbank

Institutional Asset Management

plc Head

 Office

Total

Impairment of goodwill and other intangible assets

(64)

(46)

-

-

-

(110)

Impairment of investment in associated undertakings

-

-

(50)

-

-

(50)

Amortisation of acquired PVIF

(4)

(45)

-

-

-

(49)

Amortisation of acquired deferred costs and revenue

-

8

-

-

-

8

Amortisation of other acquired intangible assets

(14)

(38)

-

(2)

-

(54)

Acquisition costs

-

(17)

-

(5)

-

(22)

Deferred consideration and other acquisition date

   provisions

6

-

-

-

(7)

(1)


(76)

(138)

(50)

(7)

(7)

(278)

The impairment of goodwill and other intangible assets and impairment of investment in associated undertakings relate to:

Emerging Markets

The goodwill impairment of £71 million recognised in the period (June 2016: £nil million; December 2016: £64 million) relates to the Old Mutual East Africa cash generating unit (previously the Old Mutual Southern and East Africa (OMSEA)) cash generating unit. Refer to note G1 for more information.

Old Mutual Wealth

On 9 January 2017, the Group completed the disposal of Old Mutual Wealth Italy. During the year ended 31 December 2016, a goodwill impairment of £46 million (six months ended 30 June 2016: £44 million) was recognised being the excess of the net asset value of the business compared with the expected net proceeds. Refer to note A2 for further information.

Nedbank

For the year ended 31 December 2016 an impairment loss of £50 million was recognised in relation to Nedbank's investment in Ecobank Transnational Incorporated (ETI), an associated undertaking. No further impairment was recognised during the six months ended 30 June 2017.

(c) Net profit on disposal of subsidiaries, associated undertakings and strategic investments

The net profit on disposal of subsidiaries, associated undertakings and strategic investments is analysed below:





£m


Notes

Six months ended

30 June

2017

Six months

ended

 30 June

    2016

Year

 ended

31 December

2016

Emerging Markets


-

-

3

Nedbank


-

-

(12)

Old Mutual Wealth


24

-

-

plc Head Office


105

10

10

Net profit on disposal of subsidiaries, associated undertakings

   and strategic investments - continuing operations


129

10

1

Net profit on disposal of subsidiaries, associated undertakings

   and strategic investments - discontinued operations

I1

-

14

18

Net profit on disposal of subsidiaries, associated undertakings

   and strategic investments


129

24

19

Old Mutual Wealth

Current period transactions

On 9 January 2017, the Group completed the disposal of Old Mutual Wealth Italy, part of the Old Mutual Wealth business for cash consideration of £210 million, net of costs. The profit on disposal was £24 million, comprising a gain of £5 million relating to the unwind of a forward currency contract used to hedge the value of the proceeds to be received and a gain £19 million from the recycling of foreign currency reserves. During 2016, an impairment of £46 million was recognised in relation to the carrying value of the Old Mutual Wealth Italy business in anticipation of the subsequent sale. 

C: Other key performance information continued

C1: Operating profit adjusting items continued

(c) Net profit on disposal of subsidiaries, associated undertakings and strategic investments continued

Plc Head Office

Current period transactions

During May and June 2017, the Group sold 36.3 million ordinary shares in Old Mutual Asset Management plc (OMAM) through a number of separate transactions. As a consequence, the Group's effective interest in OMAM's equity decreased from 51.7% to 20.1%.

The total cash proceeds from these transactions, after underwriting and other transaction costs, were $531 million (£412 million). A profit on disposal of £108 million was realised as a result of the transactions in OMAM shares, comprising:

§ a loss of £134 million related to:

-  net proceeds of £412 million received less 51.7% of OMAM net asset value (£512 million);

-  foreign currency translation reserve gains of £151 million; and

-  net investment hedge and other reserve losses of £185 million.

§ a profit of £242 million was recognised on the fair value of the remaining 20.1% stake that is now equity accounted as an associated undertaking.

On 31 May 2016, the Group completed the sale of its interest in Rogge Global Partners Limited (Rogge), a fixed income asset manager, to Allianz Global Investors GmbH. The sales proceeds received are subject to adjustment as amounts could either be clawed back or future amounts become payable based on Rogge's future performance. As highlighted below, the sale of Rogge was previously recognised in the Institutional Asset Management (IAM) segment. However, following the sell down of the Group's interest in OMAM, adjustments to profit on Rogge as a result of various claw back arrangements will be recognised in the plc Head Office segment. 

Prior year transaction

During the year ended 31 December 2016, plc Head Office received £10 million from Skandia Liv in respect of various matters relating to the completion of the separation of the Skandia Nordic business from the Group.

Institutional Asset Management

Prior period transactions

On 31 May 2016, the Group completed the sale of its interest in Rogge Global Partners Limited (Rogge), a fixed income asset manager, to Allianz Global Investors GmbH. The sales proceeds received are subject to adjustment as amounts could either be clawed back or future amounts become payable based on Rogge's future performance. For the year ended 31 December 2016, profit on disposal of £10 million (six months ended 30 June 2016: £12 million) was recognised reflecting the directors' assessment of the likely final amount recoverable.

During the year ended 31 December 2016, Institutional Asset Management received additional income of £8 million (six months ended 30 June 2016: £2 million) from earn-outs on affiliates disposed in prior periods. 

Emerging Markets

Prior year transactions

During the year ended 31 December 2016, Emerging Markets reduced or disposed of its holdings in a number of associated undertakings resulting in a net profit on disposal of £3 million.

Nedbank

Prior year transaction

On 3 October 2016, Nedbank acquired an additional 10.9% stake in Banco Unico. The accounting related to the step up in ownership from 38.3% to 50% plus one share is such that it effectively requires a simultaneous sale of 38.3% followed by an acquisition of the fair value of 50% plus one share of the business. Consequently a loss of £11 million, comprising of a loss on step up acquisition of the associate and a release of foreign currency translation reserves, was realised on the transaction.

In addition, a loss of £1 million was recognised on conversion of preference shares to ordinary shares by ETI. Consistent with usual Group practice, these losses were recognised in profit or loss but excluded from the determination of AOP.

(d) Short-term fluctuations in investment return

Profit before tax, as disclosed in the consolidated IFRS income statement, includes actual investment returns earned on the shareholder assets of the Group's life assurance and property & casualty businesses. AOP is stated after recalculating shareholder asset investment returns based on a long-term investment return rate. The difference between the actual and the long-term investment returns is referred to as the short-term fluctuation in investment return.

Long-term rates of investment return are based on achieved rates of return appropriate to the underlying asset base, adjusted for current inflation expectations, default assumptions, costs of investment management and consensus economic investment forecasts. The underlying rates are principally derived with reference to 10-year government bond rates, cash and money market rates and an explicit equity risk premium for South African businesses. The rates set out below reflect the apportionment of underlying investments in cash deposits, money market instruments and equity assets. Long-term rates of return are reviewed annually by the Board. The Board's review of the long-term rates of return seeks to ensure that the returns credited to AOP are consistent with the actual returns expected to be earned over the long-term.

For Emerging Markets, the return is applied to an average value of investible shareholders' assets, adjusted for net fund flows. For Old Mutual Wealth, the return is applied to average investible assets.




%

Long-term investment rates

Six months ended

30 June

2017

Six months

ended

 30 June

2016

Year

ended

31 December

2016

Emerging Markets




   Old Mutual Insure1 (June 2017: Cash: 90%; Equities: 10%)

      (June 2016: Cash: 90%; Equities: 10%; December 2016: Cash: 90%; Equities: 10%)

7.4

7.4

7.4

   Old Mutual South Africa - (June 2017: Cash: 75%; Equities: 25%)

      (June 2016: Cash: 75%; Equities: 25%; December 2016: Cash: 75%; Equities: 25%)

8.0

8.0

8.0

   Rest of Africa - (June 2017: Cash: 57%; Equities: 43%)

      (June 2016: Cash: 57%; Equities: 43%; December 2016: Cash: 57%; Equities: 43%)

8.5

8.5

8.5

Old Mutual Wealth - (June 2017: Cash: 94%; Equities: 6%)

      (June 2016: Cash: 80%; Equities: 20%; December 2016: Cash: 80%; Equities: 20%)

1.0

1.0

1.0

1   The long-term investment rate for Old Mutual Insure relates solely to its South African property & casualty businesses. 

Analysis of short-term fluctuations in investment return


£m

Six months ended 30 June 2017

Emerging Markets

Old Mutual Wealth

Total

Actual shareholder investment return

119

3

122

Less: Long-term investment return

82

3

85

Short-term fluctuations in investment return

37

-

37






£m

Six months ended 30 June 2016

Emerging Markets

(Restated)1

Old Mutual Wealth

Total

Actual shareholder investment return

39

10

49

Less: Long-term investment return

69

3

72

Short-term fluctuations in investment return

(30)

7

(23)






£m

Year ended 31 December 2016

Emerging Markets

(Restated)1

Old Mutual Wealth

Total

Actual shareholder investment return

120

7

127

Less: Long-term investment return

147

6

153

Short-term fluctuations in investment return

(27)

1

(26)

1        Long-term investment return on excess assets (June 2016: £10 million; December 2016: £20 million), previously shown within the AOP of plc Head Office is now included in AOP of Emerging Markets for all periods. As a result the related actual shareholder investment return (June 2016: £5 million; December 2016: £9 million) and short-term fluctuations in investment return (June 2016: £(5) million; December 2016: £(11) million) on these excess assets, previously show within the AOP adjusting items of plc Head Office, are now included in the AOP adjusting items of Emerging Markets for all reporting periods.

C: Other key performance information continued

C1: Operating profit adjusting items continued

(e) Investment return adjustment for Group equity and debt instruments held in policyholder funds

AOP includes investment returns on policyholder investments in Group equity and debt instruments held by the Group's life funds. These include investments in the Company's ordinary shares and the subordinated liabilities and ordinary shares issued by the Group. These investment returns are eliminated within the consolidated income statement in arriving at profit before tax, but are included in AOP. This ensures consistency of treatment with the measures of the related policyholder liability. During the six months ended 30 June 2017, the investment return adjustment decreased AOP by £5 million (six months ended 30 June 2016: £5 million increase; year ended 31 December 2016: £43 million increase).

(f) Dividends declared to holders of perpetual preferred callable securities

Dividends declared to the holders of the Group's perpetual preferred callable securities on an AOP basis were £2 million for the six months ended 30 June 2017 (six months ended 30 June 2016: £9 million; year ended 31 December 2016: £17 million). For the purpose of determining AOP, these are recognised in finance costs on an accrual basis. In accordance with IFRS, the total cash distribution is recognised directly in equity.

(g) Institutional Asset Management equity plans

Institutional Asset Management has a number of long-term incentive arrangements with senior employees in its asset management affiliates. As part of the incentive schemes in the Institutional Asset Management business, the Group has granted put options over the equity of certain affiliates to senior affiliate employees. The impact of revaluing these instruments in accordance with IFRS, is excluded from AOP. This adjustment also includes the service component of the contingent consideration and employee equity related to the Landmark acquisition.

At 30 June 2017, the impact of these adjustments was a loss of £33 million (six months ended 30 June 2016: gain of £2 million; year ended 31 December 2016: loss of £20 million).

(h) Credit-related fair value losses on Group debt instruments

The widening of the credit spread on the Group's debt instruments can cause the market value of these instruments to decrease, resulting in gains being recognised in profit or loss. Conversely, if the credit spread narrows the market value of debt instruments will increase causing losses to be recognised in the consolidated income statement. In the directors' view, such movements are not reflective of the underlying performance of the Group and will reverse over time. Therefore they have been excluded from AOP.  For the six months ended 30 June 2017, due to narrowing of credit spreads, a net loss of £17 million was recognised (six months ended 30 June 2016: net gain of £14 million; year ended 31 December 2016: net loss of £24 million).

(i) Managed separation and business standalone costs

For the six months ended 30 June 2017, one-off costs related to the implementation of managed separation recognised in the IFRS income statement have been excluded from AOP on the basis that they are not representative of the operating activity of the Group. These costs relate to the wind-down of the Old Mutual plc Head Office, capacitation of the businesses in readiness to operate as standalone businesses and the execution of various transactions required to implement the managed separation strategy. They are not expected to persist in the long term as they relate to a fundamental restructuring of the Group, which is not operational in nature, rather than more routine restructuring activity which would be seen as part of the usual course of business. The treatment and the disclosure of these costs as an adjusting item are also intended to make these costs more visible to the readers of the financial statements in the context of publicly disclosed estimates previously given in relation to these items.

The table below summarises the managed separation and business standalone costs incurred for the six months ended 30 June 2017:




£m




Six months ended

30 June

2017

Plc wind-down costs



(5)

Business standalone costs



(14)

Transaction advisory costs



(9)

Total managed separation and business standalone costs



(28)

AOP in the prior periods has not been restated for managed separation and business standalone costs. The table below summarises the costs incurred in the comparative periods which were included in AOP:




£m



Six months ended

30 June

2016

Year

ended

31 December

2016

Plc wind-down costs


(1)

(8)

Business standalone costs


(2)

(5)

Transaction advisory costs


(2)

(18)

Total managed separation and business standalone costs


(5)

(31)

 

(j) Income/(expense) from resolution of plc Head Office pre-existing items

For the six months ended 30 June 2017, income/(expense) from resolution of plc Head Office pre-existing items recognised in the IFRS income statement have been excluded from the calculation of AOP. These items relate to the crystallisation of plc Head Office pre-existing matters and the related income and costs are deemed not to be reflective of the underlying operating activity of the Group.

The table below summarises the income/(expense) from resolution of plc Head Office pre-existing items for the six months ended 30 June 2017:




£m




Six months ended

30 June

2017

Pension fund



5

Income/(expense) from resolution of plc Head Office pre-existing items



5

No amounts related to income/(expense) from resolution of plc Head Office pre-existing items were recorded in the comparative periods.

Income/(expense) from resolution of plc Head Office pre-existing items for the six months ended 30 June 2017 include a gain of £6 million on actions taken to prepare the legacy Old Mutual plc pension schemes for the bulk purchase transaction that took place on 13 June 2017. Costs of £1 million related to preparing the legacy Old Mutual plc pension schemes for buy-in has also been recognised in profit or loss. Buy in costs of £27 million and pension fund surplus write off of £20 million were recognised directly in equity. Refer to note A2 for more information.

(k) Old Mutual Wealth restructuring expenditure

In 2013, Old Mutual Wealth UK business embarked on a significant programme to develop new platform capabilities and to outsource UK business administration. This involved replacing many aspects of the existing UK platform, and on completion the outsourcing of associated business processing under a long-term outsourcing agreement. Contracts related to the UK Platform Transformation with IFDS and DST were ended by mutual agreement effective as of 2 May 2017. At the same time, Old Mutual Wealth announced a contract with FNZ to complete the delivery the UK Platform Transformation Programme.

Under IFRS rules, these costs and the costs of decommissioning existing technology and migrating of services to FNZ are included in IFRS profit. However, long-term costs that are directly attributable to the programme are excluded from AOP on the basis that this significant near term investment relates to a fundamental reorganisation of the business and is not reflective of the underlying costs of the business.

For the six months ended 30 June 2017, platform transformation costs totalled £59 million (six months ended 30 June 2016: £48 million; year ended 31 December 2016: £102 million).

 

C2: Earnings and earnings per share





Pence


Source of guidance

Notes

Six months ended

30 June

2017

Six months

ended

30 June

2016

Year

 ended

31 December

2016

Basic earnings per share

IFRS

C2(a)

11.0

5.7

11.9

Diluted basic earnings per share

IFRS

C2(b)

10.8

5.6

11.6

Adjusted operating earnings per share

Group policy

C2(c)

10.6

8.0

19.4







Headline earnings per share

JSE Listing Requirements

C2(d)

9.0

6.2

14.0







Diluted headline earnings per share

JSE Listing Requirements

C2(d)

8.8

6.0

13.6

 

C: Other key performance information continued

C2: Earnings and earnings per share continued

(a) Basic earnings per share

Basic earnings per share is calculated by dividing the profit for the financial period attributable to ordinary equity shareholders of the parent by the weighted average number of ordinary shares in issue during the year excluding own shares held in policyholder funds, Employee Share Ownership Plan Trusts (ESOP), Black Economic Empowerment trusts and other consolidated related undertakings.

The table below reconciles the profit attributable to equity holders of the parent to profit attributable to ordinary equity holders:





£m


Notes

Six months ended

30 June

2017

Six months

ended

30 June

2016

(Restated)¹

Year

ended

31 December

2016

Profit for the financial period attributable to equity holders of the parent from

   continuing operations


519

246

498

Profit for the financial period attributable to equity holders of the parent from

   discontinued operations

I1

12

38

72

Profit for the financial period attributable to equity holders of the parent


531

284

570

Dividends paid to holders of perpetual preferred callable securities,

   net of tax credits


(15)

(16)

(14)

Profit attributable to ordinary equity holders


516

268

556

1        The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation. Refer to note I1 for more information.

Total dividends paid to holders of perpetual preferred callable securities of £15 million for the six months ended 30 June 2017 (six months ended 30 June 2016: £16 million; year ended 31 December 2016: £14 million) are stated net of tax credits of £nil million (six months ended 30 June 2016: £1 million; year ended 31 December 2016: £3 million).

The table below summarises the calculation of the weighted average number of ordinary shares for the purposes of calculating basic earnings per share:





Millions



Six months ended

30 June

2017

Six months

ended

 30 June

2016

Year

ended

31 December

2016

Weighted average number of ordinary shares in issue


4,930

4,929

4,929

Shares held in charitable foundations and trusts


(21)

(21)

(21)

Shares held in ESOP and similar trusts


(138)

(135)

(135)

Adjusted weighted average number of ordinary shares


4,771

4,773

4,773

Shares held in life funds


(80)

(80)

(80)

Shares held in Black Economic Empowerment trusts


(4)

(7)

(7)

Weighted average number of ordinary shares used to calculate

   basic earnings per share


4,687

4,686

4,686






Basic earnings per ordinary share (pence)


11.0

5.7

11.9

(b) Diluted basic earnings per share

Diluted basic EPS recognises the dilutive impact of shares and options held in ESOP and similar trusts and Black Economic Empowerment trusts, to the extent they have value, in the calculation of the weighted average number of shares, as if the relevant shares were in issue for the full period.

The table below reconciles the profit attributable to ordinary equity holders to diluted profit attributable to ordinary equity holders and summarises the calculation of weighted average number of shares for the purpose of calculating diluted basic earnings per share:


Notes

Six months ended

30 June

2017

Six months

ended

30 June

2016

Year

ended

31 December

2016

Profit attributable to ordinary equity holders (£m)


516

268

556

Dilution effect on profit relating to share options issued by subsidiaries (£m)


(3)

(2)

(7)

Diluted profit attributable to ordinary equity holders of the parent (£m)


513

266

549

Weighted average number of ordinary shares (millions)

C2(a)

4,687

4,686

4,686

Adjustments for share options held by ESOP and similar trusts (millions)


78

68

59

Adjustments for shares held in Black Economic Empowerment trusts (millions)


3

7

7

Weighted average number of ordinary shares used to calculate

   diluted basic earnings per share (millions)


4,768

4,761

4,752






Diluted basic earnings per ordinary share (pence)


10.8

5.6

11.6

(c) Adjusted operating earnings per share

The following table presents a reconciliation of profit for the financial period to adjusted operating profit after tax attributable to ordinary equity holders and summarises the calculation of adjusted operating earnings per share:


Notes

Six months ended

30 June

2017

Six months ended

30 June

2016

Year

ended

31 December

2016

Profit for the financial period attributable to equity holders of the parent


531

284

570

Adjusting items

C1(a)

89

117

457

Tax on adjusting items


(34)

(24)

(38)

Non-core operations

B3

(31)

9

5

Non-controlling interest on adjusting items


(49)

(4)

(66)

Adjusted operating profit after tax attributable to ordinary equity

   holders (£m)


506

382

928

Adjusted weighted average number of ordinary shares used to

   calculate adjusted operating earnings per share (millions)

C2(a)

4,771

4,773

4,773






Adjusted operating earnings per share (pence)


10.6

8.0

19.4

(d) Headline earnings per share

The Group is required to calculate headline earnings per share (HEPS) in accordance with the JSE Limited (JSE) Listing Requirements, determined by reference to the South African Institute of Chartered Accountants' circular 02/2015 'Headline Earnings'. The table below sets out a reconciliation of basic EPS and HEPS in accordance with that circular. Disclosure of HEPS is not a requirement of IFRS, but it is a commonly used measure of earnings in South Africa. The table below reconciles the profit for the financial year attributable to equity holders of the parent to headline earnings and summarises the calculation of basic HEPS:



Six months ended

30 June 2017

Six months ended

30 June 2016

Year ended

31 December 2016


Notes

Gross

Net of tax

and non-controlling

interests

Gross

Net of tax

and non-controlling

interests

Gross

Net of tax

and non-controlling

interests

 

Profit for the financial period attributable to equity

   holders of the parent



531


284


570

Dividends paid to holders of perpetual preferred

   callable securities



(15)


(16)


(14)

Profit attributable to ordinary equity holders



516


268


556

Adjustments:








Impairments of goodwill and other intangible assets (IAS36)


71

43

44

44

113

89

Impairment of investment in associated undertakings (IAS28)


-

-

-

-

50

28

Loss on disposal of property and equipment (IAS16)


1

1

-

-

2

1

Profit on disposal of subsidiaries, associated undertakings and

   strategic investments (including amounts recycled from the

   foreign currency translation reserve) (IFRS3)


(129)

(139)

(24)

(23)

(19)

(20)

Other adjustments


1

1

-

-

1

1

Headline earnings


(56)

422

20

289

147

655

Dilution effect on earnings relating to share options

   issued by subsidiaries



(3)


(2)


(7)

Diluted headline earnings  (£m)



419


287


648









Weighted average number of ordinary shares

   (millions)

C2(a)


4,687


4,686


4,686

Diluted weighted average number of ordinary

   shares (millions)

C2(b)


4,768


4,761


4,752









Headline earnings per share (pence)



9.0


6.2


14.0

Diluted headline earnings per share (pence)



8.8


6.0


13.6

1        The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation. Refer to note I1 for more information.

C: Other key performance information continued

C3: Dividends




£m


Ordinary

dividend

payment date

Six months ended

30 June

2017

Six months

ended

30 June

2016

Year

ended

31 December

2016

2015 Second interim dividend paid - 6.25p per 11 3/7p ordinary share

26 April 2016

-

299

299

2016 Interim dividend paid - 2.67p per 11 3/7p ordinary share

28 October 2016

-

-

127

2016 Second interim dividend paid - 3.39p per 11 3/7p ordinary share

28 April 2017

161

-

-

Dividends to ordinary equity holders


161

299

426

Dividends paid to holders of perpetual preferred callable securities


15

17

17

Dividend payments for the period


176

316

443

Final and interim dividends paid to ordinary equity holders are calculated using the number of shares in issue at the record date less own shares held in ESOP and similar trusts, life funds of Group entities, Black Economic Empowerment trusts and related undertakings.

As a consequence of the exchange control arrangements in place in certain African territories, dividends paid to ordinary equity holders on the branch registers of those countries (or, in the case of Namibia, the Namibian section of the principal register) are settled through Dividend Access Trusts established for that purpose.

An interim dividend of 3.53 pence (or its equivalent in other applicable currencies) per ordinary share in the Company has been recommended by the directors in relation to the six months ended 30 June 2017. The interim dividend will be paid on 31 October 2017 to shareholders on the registers at the close of business on 22 September 2017. The Company is not offering a scrip dividend alternative.

On 3 February 2017, all of the Group's outstanding perpetual preferred callable securities were redeemed. At this date a final dividend payment of £15 million was made to the holders of the securities. 

D: Other income statement notes

D1: Income tax expense

(a) Analysis of total income tax expense

The total income tax expense for the year comprises:



£m


Six months ended

30 June

 2017

Six months ended

30 June

2016

(Restated)¹

Year

ended

31 December 2016

Current tax




United Kingdom

28

11

56

Overseas tax




- South Africa

173

182

401

- Rest of Africa

17

4

28

- Europe

2

5

15

- Rest of the world

-

4

10

Withholding taxes

4

4

9

Adjustments to current tax in respect of prior years

4

1

(20)

Total current tax

228

211

499

Deferred tax




Origination and reversal of temporary differences

58

(48)

(43)

Effect on deferred tax of changes in tax rates

(2)

(1)

21

Adjustments to deferred tax in respect of prior years

-

1

(2)

Total deferred tax

56

(48)

(24)

Total income tax expense

284

163

475

1        The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation. Refer to note I1 for more information.

(b) Reconciliation of total income tax expense

The income tax expense charged to profit or loss differs from the income tax expense that would apply if all of the Group's profits from the different tax jurisdictions had been taxed at the UK standard corporation tax rate. The difference in the effective rate is explained below:




£m


Six months ended

30 June

2017

Six months ended

30 June

2016

(Restated)¹

Year

ended

31 December

2016

Profit before tax

940

534

1,216

Tax at UK standard rate of 19.25% (2016: 20.00%)

181

107

243

Different tax rate or basis on overseas operations

47

43

105

Untaxed and low taxed income

(50)

(48)

(121)

Disallowable expenses

50

32

103

Adjustments to current tax in respect of prior years

5

1

(20)

Net movement on deferred tax assets not recognised

1

7

30

Effect on deferred tax of changes in tax rates

(1)

(1)

21

Adjustments to deferred tax in respect of prior years

-

1

(2)

Withholding taxes

4

-

2

Income tax attributable to policyholder returns

47

21

115

Total income tax expense

284

163

475

1        The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation. Refer to note I1 for more information.

(c) Income tax relating to components of other comprehensive income

The total income tax expense relating to items recognised in other comprehensive income for the year comprises of the following:

 




£m


Six months ended

30 June

2017

Six months

ended

30 June

2016

Year

ended

31 December

2016

Measurement gains on defined benefit plans

3

-

 

(8)

Income tax on items that will not be reclassified subsequently to profit or loss

3

-

(8)

Available-for-sale reserves

-

-

(2)

Share-based payments

-

(6)

(6)

Income tax on items that may be reclassified subsequently to profit or loss

-

(6)

(8)

Income tax expense relating to components of other comprehensive income

3

(6)

(16)

(d) Reconciliation of income tax expense in the IFRS income statement to income tax on adjusted operating profit




£m


Six months ended

30 June

2017

Six months ended

30 June

2016

(Restated)¹

Year

ended

31 December

2016

Income tax expense - continuing operation

284

163

475

Income tax expense - discontinued operation

6

20

29

Tax on adjusting items




   Goodwill impairment and impact of acquisition accounting

10

7

19

   Net profit on disposal of subsidiaries, associates and strategic investments

-

(1)

(3)

   Short-term fluctuations in investment return

(1)

11

-

   Tax on dividends declared to holders of perpetual preferred callable securities

      recognised in equity

-

(1)

(3)

   Institutional Asset Management equity plans

12

(1)

6

   Managed separations and business standalone costs

2

-

-

   Old Mutual Wealth business transformation costs

11

9

19

Total tax on adjusting items

34

24

38

Income tax attributable to policyholders returns

(58)

(26)

(144)

Income tax on adjusted operating profit

266

181

398

1        The six months ended 30 June 2016 has been restated to reflect Institutional Asset Management as a discontinued operation. Refer to note I1 for more information.

E: Financial assets and liabilities

E1: Categories of financial instruments

The analysis of assets and liabilities into their categories as defined in IAS 39 'Financial Instruments: Recognition and Measurement' is set out in the following table. Assets and liabilities of a non-financial nature, or financial assets and liabilities that are specifically excluded from the scope of IAS 39, are reflected in the non-financial assets and liabilities category.

All gains and losses on measuring the financial assets and liabilities at each reporting date are included in the determination of profit or loss, with the exception of unrealised gains or losses on financial assets classified as available-for-sale, which are recognised in other comprehensive income.

 

At 30 June 2017








£m

Measurement basis


Fair value (note E3)

Amortised cost



Total

Held-for-trading

Designated

Available-for-sale financial assets

Held-to-maturity investments

Loans and receivables

Financial liabilities amortised cost

Non-financial assets and liabilities

Assets









Mandatory reserve deposits with

   central banks

1,159

-

-

-

-

1,159

-

-

Investments in associated

   undertakings and joint ventures1

440

-

158

-

-

-

-

282

Reinsurers' share of policyholder

  liabilities2

3,376

-

2,759

-

-

6

-

611

Loans and advances

43,153

1,203

3,897

-

-

38,040

-

13

Investments and securities

107,960

3,278

100,223

1,111

3,348

-

-

-

Trade, other receivables and

   other assets

3,050

224

-

-

-

1,944

-

882

Derivative financial instruments

1,447

1,447

-

-

-

-

-

-

Cash and cash equivalents

5,175

-

-

-

-

5,175

-

-

Total assets that include financial

   instruments

165,760

6,152

107,037

1,111

3,348

46,324

-

1,788

Total other non-financial assets

6,327

-

-

-

-

-

-

6,327

Total assets

172,087

6,152

107,037

1,111

3,348

46,324

-

8,115










Liabilities









Long-term business insurance

   policyholder liabilities

9,794

-

-

-

-

-

-

9,794

Investment contract liabilities2

82,605

-

72,068

-

-

-

-

10,537

Third-party interest in

   consolidation of funds

10,787

-

10,787

-

-

-

-

-

Borrowed funds

4,847

-

947

-

-

-

3,900

-

Trade, other payables and

   other liabilities

5,013

686

601

-

-

-

2,271

1,455

Amounts owed to bank depositors

45,250

417

3,635

-

-

-

41,198

-

Derivative financial instruments

1,489

1,489

-

-

-

-

-

-

Total liabilities that include

   financial instruments

159,785

2,592

88,038

-

-

-

47,369

21,786

Total other non-financial liabilities

1,610

-

-

-

-

-

-

1,610

Total liabilities

161,395

2,592

88,038

-

-

-

47,369

23,396

1     Investments in associated undertakings and joint ventures classified as non-financial assets and liabilities are equity accounted.

2     Reinsurers' share of policyholder liabilities categorised as Designated at Fair value through Profit or Loss of £2,759 million (June 2016: £2,596 million; December 2016: £2,560 million) relate to investment contracts of Old Mutual Wealth where management of assets are ceded to third parties through a reinsurance arrangements. Due to the nature of these arrangements, there is no transfer of insurance risk.

At 30 June 2016 (Restated)¹








£m

Measurement basis


Fair value (note E3)

Amortised cost



Total

Held-for-trading

Designated

Available-for-sale financial assets

Held-to-maturity investments

Loans and receivables

Financial liabilities amortised cost

Non-financial assets and liabilities

Assets









Mandatory reserve deposits with

   central banks

866

-

-

-

-

866

-

-

Investments in associated

   undertakings and joint ventures2

527

-

74

-

-

-

-

453

Reinsurers' share of policyholder

  liabilities

3,058

-

2,596

-

-

6

-

456

Loans and advances

36,801

1,300

3,242

2

-

32,257

-

-

Investments and securities

89,572

1,241

84,661

791

2,879

-

-

-

Trade, other receivables and

   other assets

3,378

282

-

-

-

1,701

-

1,395

Derivative financial instruments

1,541

1,541

-

-

-

-

-

-

Cash and cash equivalents

4,002

-

-

-

-

4,002

-

-

Total assets that include financial

   instruments

139,745

4,364

90,573

793

2,879

38,832

-

2,304

Total other non-financial assets

12,918

-

-

-

-

-

-

12,918

Total assets

152,663

4,364

90,573

793

2,879

38,832

-

15,222

Liabilities









Long-term business insurance

   policyholder liabilities

9,183

-

-

-

-

-

-

9,183

Investment contract liabilities

69,040

-

60,364

-

-

-

-

8,676

Third-party interest in

   consolidation of funds

7,178

-

7,178

-

-

-

-

-

Borrowed funds

4,231

-

868

-

-

-

3,363

-

Trade, other payables and

   other liabilities

5,648

823

667

-

-

-

2,237

1,921

Amounts owed to bank depositors

38,607

5,385

2,796

-

-

-

30,426

-

Derivative financial instruments

1,584

1,584

-

-

-

-

-

-

Total liabilities that include

   financial instruments

135,471

7,792

71,873

-

-

-

36,026

19,780

Total other non-financial liabilities

7,305

-

-

-

-

-

-

7,305

Total liabilities

142,776

7,792

71,873

-

-

-

36,026

27,085

1      Comparative information for June 2016 has been restated to reflect the adjustment for the consolidation of investment funds (refer to note A2 for more information). In addition, loans and advances of £484 million and £240 million previously shown as held-for-trading and designated at fair value through profit or loss respectively have been reclassified as loans and receivables. Amounts owed to bank depositors of £504 million, previously shown as designated at fair value through profit or loss have been reclassified as financial liabilities at amortised cost.

2      Investments in associated undertakings and joint ventures classified as non-financial assets and liabilities are equity accounted.

E: Financial assets and liabilities continued

E1: Categories of financial instruments continued

At 31 December 2016 (Restated)¹








£m

Measurement basis


Fair value (note E3)

Amortised cost



Total

Held-for-trading

Designated

Available-for-sale financial assets

Held-to-maturity investments

Loans and receivables

Financial liabilities amortised cost

Non-financial assets and liabilities

Assets









Mandatory reserve deposits with

   central banks

1,111

-

-

-

-

1,111

-

-

Investments in associated

   undertakings and joint ventures2

542

-

139

-

-

-

-

403

Reinsurers' share of policyholder

  liabilities

3,115

-

2,560

-

-

7

-

548

Loans and advances

43,108

1,264

3,606

2

-

38,225

-

11

Investments and securities

100,533

3,229

93,069

957

3,278

-

-

-

Trade, other receivables and

   other assets

2,416

268

-

-

-

1,429

-

719

Derivative financial instruments

1,340

1,340

-

-

-

-

-

-

Cash and cash equivalents

4,847

-

-

-

-

4,847

-

-

Total assets that include financial

   instruments

157,012

6,101

99,374

959

3,278

45,619

-

1,681

Total other non-financial assets

14,556

-

-

-

-

-

-

14,556

Total assets

171,568

6,101

99,374

959

3,278

45,619

-

16,237

Liabilities









Long-term business policyholder

   liabilities

9,982

-

-

-

-

-

-

9,982

Investment contract liabilities

77,599

-

67,515

-

-

-

-

10,084

Third-party interest in

   consolidation of funds

7,981

-

7,981

-

-

-

-

-

Borrowed funds

4,694

-

935

-

-

-

3,759

-

Trade, other payables and

   other liabilities

5,112

1,293

620

-

-

-

2,049

1,150

Amounts owed to bank depositors

45,309

446

3,240

-

-

-

41,623

-

Derivative financial instruments

1,161

1,161

-

-

-

-

-

-

Total liabilities that include financial

   instruments

151,838

2,900

80,291

-

-

-

47,431

21,216

Total other non-financial liabilities

8,562

-

-

-

-

-

-

8,562

Total liabilities

160,400

2,900

80,291

-

-

-

47,431

29,778

1      Loans and advances of £801 million and £183 million previously shown as held-for-trading and designated at fair value through profit or loss respectively have been reclassified as loans and receivables.  In addition, amounts owed to depositors of £550 million previously shown as designated at fair value through profit or loss have been reclassified as financial liabilities at amortised cost.

2      Investments in associated undertakings and joint ventures classified as non-financial assets and liabilities are equity accounted.

 

 

 

E2: Fair values of financial assets and liabilities

(a) Determination of fair value

The best evidence of fair value is a quoted price in an active market. In the event that the market for a financial asset or liability is not active, or quoted prices cannot be obtained without undue effort, another valuation technique is used.

In general, the following inputs are taken into account when evaluating the fair value of financial instruments:

§ Assessing whether instruments are trading with sufficient frequency and volume, that they can be considered liquid

§ The inclusion of a measure of the counterparties' non-performance risk in the fair-value measurement of loans and advances, which involves the modelling of dynamic credit spreads

§ The inclusion of credit valuation adjustment (CVA) and debit valuation adjustment (DVA) in the fair-value measurement of derivative instruments, and

§ The inclusion of own credit risk in the calculation of the fair value of financial liabilities.

There have been no significant changes in the valuation techniques applied when valuing financial instruments. The general principles applied to those instruments measured at fair value are outlined below:

Reinsurers' share of policyholder liabilities

Reinsurers' share of policyholder liabilities are measured on a basis that is consistent with the measurement of the provisions held in respect of the related insurance contracts. Reinsurance contracts which cover financial risk are measured at the fair value of the underlying assets contained in the related policy.

Loans and advances

Loans and advances include mortgage loans, other asset-based loans, including collateralised debt obligations, and other secured and unsecured loans.

In the absence of an observable market for these instruments, the fair value is determined by using internally developed models that are specific to the instrument and that incorporate all available observable inputs. These models involve discounting the contractual cash flows by using a credit-adjusted zero-coupon rate.

Investments and securities

Investments and securities include government and government-guaranteed securities, listed and unlisted debt securities, preference shares and debentures, listed and unlisted equity securities, listed and unlisted pooled investments (see below), short-term funds and securities treated as investments and certain other securities.

Pooled investments relate to the Group's holdings of shares/units in open-ended investment companies, unit trusts, mutual funds and similar investment vehicles and are recognised at fair value. The fair value of pooled investments is based on published prices that are regularly updated or models based on the market prices of investments held in the underlying pooled investment funds.

Other investment and securities that are measured at fair value are measured at observable market prices where available. In the absence of observable market prices, these investments and securities are fair valued utilising one or more of the following techniques: discounted cash flows, the application of an EBITDA multiple or any other relevant modelling technique.

Investments in associated undertakings and joint ventures

Investments in associated undertakings and joint ventures are valued using appropriate valuation techniques. These techniques may include price earnings multiples, discounted cash flows or the adjusted value of similar completed transactions.

Derivatives

The fair value of derivatives is determined with reference to the exchange traded prices of the specific instruments. In situations where the derivatives are traded over the counter the fair value of the instruments is determined by the utilisation of option pricing models.

Investment contract liabilities

The fair value of the investment contract liabilities is determined with reference to the fair value of the underlying funds that are held by the Group.

Third-party interest in consolidation of funds

Third-party interests in consolidation of funds are measured at the proportionate share of the fair value of the net assets of each fund.

Amounts owed to bank depositors

The fair values of amounts owed to bank depositors correspond with the carrying amount shown in the statement of financial position, which generally reflects the amount payable on demand.

Borrowed funds

The fair values of amounts included in borrowed funds are based on quoted market prices at the reporting date where applicable, or by reference to quoted prices of similar instruments.

Other financial assets and liabilities

The fair values of other financial assets and liabilities (comprising cash and cash equivalents; cash with central banks; trade, other receivables and other assets; and trade, other payables and other liabilities) reasonably approximate their carrying amounts as included in the statement of financial position as they are short-term in nature or re-price to current market rates frequently.

 

E: Financial assets and liabilities continued

E2: Fair values of financial assets and liabilities continued

(b) Fair value hierarchy

Fair values are determined according to the following hierarchy.

Description of hierarchy

Types of instruments classified in the respective levels

Level 1 - quoted market prices: financial assets and liabilities with quoted prices for identical instruments in active markets.

Listed equity securities, government securities and other listed debt securities and similar instruments, actively traded pooled investments, certain quoted derivative assets and liabilities, listed borrowed funds, reinsurance share of policyholder liabilities and investment contract liabilities directly linked to other Level 1 financial assets.

Level 2 - valuation techniques using observable inputs: financial assets and liabilities with quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in inactive markets and financial assets and liabilities valued using models where all significant inputs are observable.

Unlisted equity and debt securities where the valuation is based on models involving no significant unobservable data, with a majority determined with reference to observable prices.

Certain loans and advances, certain privately placed debt instruments, third-party interests in consolidated funds and amounts owed to bank depositors.

Level 3 - valuation techniques using significant unobservable inputs: financial assets and liabilities valued using valuation techniques where one or more significant inputs are unobservable.

Unlisted equity and securities with significant unobservable inputs, securities where the market is not considered sufficiently active, including certain inactive pooled investments, and derivatives embedded in certain portfolios of insurance contracts where the derivative is not closely related to the host contract and the valuation contains significant unobservable inputs.

The judgement as to whether a market is active may include, for example, consideration of factors such as the magnitude and frequency of trading activity, the availability of prices and the size of bid/offer spreads. In inactive markets, obtaining assurance that the transaction price provides evidence of fair value or determining the adjustments to transaction prices that are necessary to measure the fair value of the asset or liability requires additional work during the valuation process. All businesses have significant processes in place to perform reviews of the appropriateness of the valuation of Level 3 instruments.

The majority of valuation techniques employ only observable data and so the reliability of the fair value measurement is high. However, certain financial assets and liabilities are valued on the basis of valuation techniques that feature one or more significant inputs that are unobservable and, for them, the derivation of fair value is more judgemental. A financial asset or liability in its entirety is classified as valued using significant unobservable inputs if a significant proportion of that asset or liability's carrying amount is driven by unobservable inputs.

In this context, 'unobservable' means that there is little or no current market data available for which to determine the price at which an arm's length transaction would be likely to occur. It generally does not mean that there is no market data available at all upon which to base a determination of fair value. Furthermore, in some cases the majority of the fair value derived from a valuation technique with significant unobservable data may be attributable to observable inputs. Consequently, the effect of uncertainty in determining unobservable inputs will generally be restricted to uncertainty about the overall fair value of the asset or liability being measured.

The determination of the fair value on an instrument does not necessarily represent the price that the Group accept for the sale of the instrument or the price the Group would pay to exit the liability.

(c) Transfer between fair value hierarchies

The Group deems a transfer to have occurred between Level 1 and Level 2 when an active, traded primary market ceases to exist for that financial instrument. A transfer between Level 2 and Level 3 occurs when the majority of the significant inputs used to determine fair value of the instrument become unobservable.

E3: Disclosure of financial assets and liabilities measured at fair value

(a) Financial assets and liabilities measured at fair value, classified according to fair value hierarchy

The tables below presents a summary of the Group's financial assets and liabilities that are measured at fair value in the consolidated statement of financial position according to their IAS 39 classification, as set out in the accounting policies note L1 of the 2016 Annual Report and Accounts and in terms of the fair value hierarchy described in note E2. The majority of the Group's financial assets are measured utilising market observable inputs (Level 1) and there has been no significant change compared to the prior year.

Summary

At 30 June 2017

At 30 June 2016 (Restated)¹

At 31 December 2016


£m

%

£m

%

£m

%

Financial assets measured at fair value







Level 1

78,817

68.9%

65,632

68.5%

73,738

69.3%

Level 2

33,789

29.6%

28,692

30.0%

31,075

29.2%

Level 3

1,694

1.5%

1,406

1.5%

1,621

1.5%

Total

114,300

100.0%

95,730

100.0%

106,434

100.0%

Financial liabilities measured at fair value







Level 1

57,702

63.6%

48,096

60.4%

54,235

65.2%

Level 2

32,248

35.6%

31,008

38.9%

28,340

34.1%

Level 3

680

0.8%

561

0.7%

616

0.7%

Total

90,630

100.0%

79,665

100.0%

83,191

100.0%

1        The comparative information for June 2016 has been restated for the impact of consolidation of investment funds. Refer to note A2 for more information.

Detailed analysis





£m

At 30 June 2017

Total

Level 1

Level 2

Level 3

Financial assets measured at fair value





Held-for-trading (fair value through profit or loss)

6,152

874

5,273

5

   Loans and advances

1,203

149

1,054

-

   Investments and securities

3,278

493

2,785

-

   Other financial assets

224

224

-

-

   Derivative financial instruments - assets

1,447

8

1,434

5






Designated (fair value through profit or loss)

107,037

77,853

27,521

1,663

Investments in associated undertakings and joint ventures

158

-

-

158

   Reinsurers' share of policyholder liabilities

2,759

2,759

-

-

   Loans and advances

3,897

186

3,704

7

   Investments and securities

100,223

74,908

23,817

1,498






Available-for-sale financial assets (fair value through equity)

1,111

90

995

26

   Investments and securities

1,111

90

995

26






Total assets measured at fair value

114,300

78,817

33,789

1,694

Financial liabilities measured at fair value





Held-for-trading (fair value through profit or loss)

2,592

666

1,896

30

   Other liabilities

686

663

-

23

   Amounts owed to bank depositors

417

-

417

-

   Derivative financial instruments - liabilities

1,489

3

1,479

7






Designated (fair value through profit or loss)

88,038

57,036

30,352

650

   Investment contract liabilities1

72,068

56,052

15,366

650

   Third-party interests in consolidated funds

10,787

-

10,787

-

   Borrowed funds

947

930

17

-

   Other liabilities

601

54

547

-

   Amounts owed to bank depositors

3,635

-

3,635

-






Total liabilities measured at fair value

90,630

57,702

32,248

680

1   Investment contract liabilities amount excludes £10,537 million discretionary participating investment contracts. These contracts are classified as non-financial liabilities and are not analysed according to their fair value hierarchy as permitted by IFRS 7 'Financial Instruments: Disclosures'.

E: Financial assets and liabilities continued

E3: Disclosure of financial assets and liabilities measured at fair value





£m

At 30 June 2016 (Restated)¹

Total

Level 1

Level 2

Level 3

Financial assets measured at fair value





Held-for-trading (fair value through profit or loss)

4,364

843

3,501

20

   Loans and advances

1,300

-

1,300

-

   Investments and securities

1,241

561

680

-

   Other financial assets

282

282

-

-

   Derivative financial instruments - assets

1,541

-

1,521

20






Designated (fair value through profit or loss)

90,573

64,786

24,401

1,386

Investments in associated undertakings and joint ventures

74

-

-

74

   Reinsurers' share of policyholder liabilities

2,596

2,596

-

-

   Loans and advances

3,242

189

3,051

2

   Investments and securities

84,661

62,001

21,350

1,310






Available-for-sale financial assets (fair value through equity)

793

3

790

-

   Loans and advances

2

2

-

-

   Investments and securities

791

1

790

-






Total assets measured at fair value

95,730

65,632

28,692

1,406

Financial liabilities measured at fair value





Held-for-trading (fair value through profit or loss)

7,792

824

6,961

7

   Other liabilities

823

812

11

-

   Amounts owed to bank depositors

5,385

-

5,385

-

   Derivative financial instruments - liabilities

1,584

12

1,565

7






Designated (fair value through profit or loss)

71,873

47,272

24,047

554

   Investment contract liabilities2

60,364

46,277

13,533

554

   Third-party interests in consolidated funds

7,178

-

7,178

-

   Borrowed funds

868

854

14

-

   Other liabilities

667

141

526

-

   Amounts owed to bank depositors

2,796

-

2,796

-






Total liabilities measured at fair value

79,665

48,096

31,008

561

1     Comparative information for June 2016 have been restated for the impact of consolidation of investment funds (refer to note A2 for more information). In addition, loans and advances (held-for-trading), loans and advances (designated at fair value through profit or loss) and amounts owed to bank depositors (designated at fair value through profit or loss) have been restated to reflect the reclassification of certain amounts to amortised cost categories. More information can be found in footnote 1 to the 30 June 2016 categories of financial instruments table in note E1.

2     Investment contract liabilities amount excludes £8,676 million discretionary participating investment contracts. These contracts are classified as non-financial liabilities and are not analysed according to their fair value hierarchy as permitted by IFRS 7 'Financial Instruments: Disclosures'.

 





£m

At 31 December 2016 (Restated)¹

Total

Level 1

Level 2

Level 3

Financial assets measured at fair value





Held-for-trading (fair value through profit or loss)

6,101

1,523

4,549

29

   Loans and advances

1,264

346

918

-

   Investments and securities

3,229

906

2,323

-

   Other financial assets

268

268

-

-

   Derivative financial instruments - assets

1,340

3

1,308

29






Designated (fair value through profit or loss)

99,374

72,160

25,646

1,568

Investments in associated undertakings and joint ventures

139

-

-

139

   Reinsurers' share of policyholder liabilities

2,560

2,560

-

-

   Loans and advances

3,606

206

3,395

5

   Investments and securities

93,069

69,394

22,251

1,424






Available-for-sale financial assets (fair value through equity)

959

55

880

24

   Loans and advances

2

2

-

-

   Investments and securities

957

53

880

24






Total assets measured at fair value

106,434

73,738

31,075

1,621

Financial liabilities measured at fair value





Held-for-trading (fair value through profit or loss)

2,900

1,256

1,618

26

   Other liabilities

1,293

1,250

24

19

   Amounts owed to bank depositors

446

-

446

-

   Derivative financial instruments - liabilities

1,161

6

1,148

7






Designated (fair value through profit or loss)

80,291

52,979

26,722

590

   Investment contract liabilities2

67,515

52,011

14,914

590

   Third-party interests in consolidated funds

7,981

-

7,981

-

   Borrowed funds

935

918

17

-

   Other liabilities

620

50

570

-

   Amounts owed to bank depositors

3,240

-

3,240

-






Total liabilities measured at fair value

83,191

54,235

28,340

616

1     The fair value hierarchy for loans and advances (held-for-trading), loans and advances (designated at fair value through profit or loss) and amounts owed to bank depositors (designated at fair value through profit or loss) have been restated to reflect the reclassification of certain amounts to amortised cost categories. More information on this can be found in footnote 1 to the 31 December 2016 categories of financial instruments table in note E1.

2     Investment contract liabilities amount excludes £10,084 million discretionary participating investment contracts. These contracts are classified as non-financial liabilities and are not analysed according to their fair value hierarchy as permitted by IFRS 7 'Financial Instruments: Disclosures'.

E: Financial assets and liabilities continued

E3: Disclosure of financial assets and liabilities measured at Fair Value continued

(b) Level 3 fair value hierarchy disclosure

The tables below reconcile the opening balances of Level 3 financial assets and liabilities to closing balances at the end of the period:







£m


Held-for-trading

Designated fair value through profit or loss

Available-

for-sale

Total

Six months ended 30 June 2017

Derivatives

Investments in associated undertakings and joint ventures

Loans and advances

Investments and securities

Investments and securities


Level 3 financial assets







At beginning of the period

29

139

5

1,424

24

1,621

Total net fair value (losses)/gains

   recognised in profit or loss

(21)

(3)

3

14

-

(7)

Purchases and issues

-

28

-

43

1

72

Sales and settlements

(2)

(7)

-

(21)

-

(30)

Transfers in

-

-

-

188

1

189

Transfers out

-

-

-

(201)

-

(201)

Foreign exchange and other

(1)

1

(1)

51

-

50

Total Level 3 financial assets

5

158

7

1,498

26

1,694








Unrealised fair value (losses)/gains

   relating to assets held at 30 June 2017

   recognised in profit or loss

(21)

(3)

3

1

-

(20)

The carrying amount of Level 3 assets at the reporting date principally comprises:

Investments in associated undertakings and joint ventures - designated at fair value through the income statement:

§  £156 million (December 2016: £139 million) of investments in associated undertakings held by Nedbank.

Investments and securities - designated a fair value through the income statement:

§ £10 million (December 2016: £22 million) of suspended funds; £384 million (December 2016: £370 million) of private company shares and unlisted pooled investments and equities, £244 million (December 2016: £189 million) of funds and other assets not being actively priced and £11 million (December 2016: £9 million) of structured and other notes held by Old Mutual Wealth. These assets are held by linked funds, with policyholders bearing all of the investment risk, and are matched exactly by Level 3 investment contract liabilities.

§  £806 million (December 2016: £794 million) of private company shares and unlisted pooled investments held by Emerging Markets. Most of these assets  are held by policyholder funds for which the bulk of the investment  risk is borne by policyholders

§  £43 million (December 2016: £40 million) of unlisted equities held by Nedbank

Investments and securities - available for sale

§  £26 million (December 2016: £24 million) of investments held by Nedbank.

Amounts shown as purchases and issues arise principally from the purchase of private company shares and unlisted pooled investments by Old Mutual Wealth and Emerging Markets and from investments in associated undertakings by Nedbank.

Amounts shown as sales and settlements arise principally from the sale of private company shares and unlisted pooled investments by Old Mutual Wealth and Emerging Markets and from distributions received in respect of Old Mutual Wealth's holdings in property funds.

Transfers into Level 3 assets principally relates to investments held by Old Mutual Wealth that were previously shown within Level 2 and for which are no longer being actively priced. Transfers out of Level 3 assets principally comprise investments held by Old Mutual Wealth that were not being repriced and that have been transferred into Level 2 as they are now actively priced.

 










£m


Held-for-trading

Designated fair value through profit or loss

Total

Six months ended 30 June 2017

Other liabilities

Derivatives

 Investment contract liabilities


Level 3 financial liabilities





At beginning of the period

19

7

590

616

Total net fair value losses recognised in profit or loss for the period

4

-

-

4

Sales and settlements

-

-

(3)

(3)

Transfers in

-

-

187

187

Transfers out

-

-

(125)

(125)

Foreign exchange and other

-

-

1

1

Total level 3 financial liabilities

23

7

650

680






Unrealised fair value losses relating to liabilities held at 30 June 2017

   recognised profit or loss

4

-

-

4

The carrying amount of Level 3 liabilities at 30 June 2017 comprises:

§  £650 million (December 2016: £590 million) of investment contract liabilities in Old Mutual Wealth related to linked funds and which exactly match against Level 3 assets disclosed above within Investments and securities - designated fair value  through profit or loss; and

§  £30 million (December 2016: £26 million) of held for trading liabilities which relate to the potential acquisitions of further stakes in businesses






£m


Held-

for-trading

Designated at fair value through profit or loss

Total

Six months ended 30 June 2016 (Restated)¹

Derivatives

Investments in associated undertakings and joint ventures

Loans and advances

Investments

and securities


Level 3 financial assets






At beginning of the period

18

51

1

1,280

1,350

Total net fair value gains recognised in:






   - profit or loss for the period

-

8

-

48

56

   - comprehensive income

-

7

-

1

8

Purchases and issues

-

-

-

73

73

Sales and settlements

-

(2)

-

(122)

(124)

Transfers in

-

-

-

62

62

Transfers out

-

-

-

(46)

(46)

Foreign exchange and other

2

10

1

14

27

Total level 3 financial assets

20

74

2

1,310

1,406







Unrealised fair value gains/(losses) relating to assets

   held at 30 June 2016 recognised in:






   - profit or loss

-

8

-

41

49

   - other comprehensive income

-

7

-

1

8

1        The comparative information for June 2016 has been restated for the impact of consolidation of investment funds. Refer to note A2 for more information.

E: Financial assets and liabilities continued

E3: Disclosure of financial assets and liabilities measured at Fair Value continued

(b) Level 3 fair value hierarchy disclosure continued




£m

Six months ended 30 June 2016

Held-for-trading - Derivatives

Designated fair value through profit or loss - Investment contract liabilities

Total

Level 3 financial liabilities




At beginning of the period

4

594

598

Total net fair value losses recognised in profit or loss

2

10

12

Purchases and issues

-

13

13

Sales and settlements

-

(101)

(101)

Transfers in

-

62

62

Transfers out

-

(36)

(36)

Foreign exchange and other

1

12

13

Total level 3 financial liabilities

7

554

561





Unrealised fair value gains relating to assets held at 30 June 2016 recognised in

   profit or loss

2

10

12

 







£m


Held-for-trading

Designated at fair value through profit or loss

Available-

for-sale

Total

Year ended 31 December 2016

Derivatives

Investments in associated undertakings and joint ventures

Loans and advances

Investments and securities

Investments and securities


Level 3 financial assets







At beginning of the period

18

51

1

1,280

-

1,350

Total net fair value (losses)/gains

   recognised in the profit or loss  

(4)

14

-

64

-

74

Purchases and issues

25

57

-

134

-

216

Sales and settlements

(15)

(10)

-

(234)

21

(238)

Transfers in

-

-

2

246

-

248

Transfers out

-

-

-

(59)

-

(59)

Transferred to held-for-sale

-

-

-

(67)

-

(67)

Foreign exchange and other

5

27

2

60

3

97

Total Level 3 financial assets

29

139

5

1,424

24

1,621








Unrealised fair value (losses)/gains

    relating to assets held at

    31 December 2016 recognised in

    profit or loss

(4)

14

-

63

-

73

 





£m

Year ended 31 December 2016

Other

liabilities

Held-for-trading - Derivatives

Designated fair value through profit or loss - Investment contract liabilities

Total

Level 3 financial liabilities





At beginning of the period

-

4

594

598

Total net fair value losses recognised in profit or loss

2

7

13

22

Purchases and issues

15

-

21

36

Sales and settlements

-

(4)

(115)

(119)

Transfers in

-

-

188

188

Transfers out

-

-

(31)

(31)

Foreign exchange and other

2

-

(80)

(78)

Total Level 3 financial liabilities

19

7

590

616






Unrealised fair value gains relating to liabilities held at

   31 December 2016 recognised in profit or loss

2

7

13

22

 

(c) Effect of changes in significant unobservable assumptions to reasonable possible alternatives

Favourable and unfavourable changes are determined on the basis of changes in the value of the financial asset or liability as a result of varying the levels of the unobservable parameters using statistical techniques. When parameters are not amenable to statistical analysis, quantification of uncertainty is judgemental.

When the fair value of a financial asset or liability is affected by more than one unobservable assumption, the figures shown reflect the most favourable or most unfavourable change from varying the assumptions individually.

The valuations of the private equity investments are performed on an asset-by-asset basis using a valuation methodology appropriate to the specific investment and in line with industry guidelines. In determining the valuation of the investment the principal assumption used is the valuation multiple applied to the main financial indicators (such as adjusted earnings). The source of this multiple may include multiples for comparable listed companies which have been adjusted for discounts for non-tradability and valuation multiples earned on transactions in comparable sectors.

The valuations of asset-backed securities are determined by discounted cash flow models that generate the expected value of the asset, incorporating benchmark information on factors such as prepayment patterns, default rates, loss severities and the historical performance of the underlying assets. The outputs from the models used are calibrated with reference to similar securities for which external market information is available.

Structured notes and other derivatives are generally valued using option pricing models. For structured notes and other derivatives, principal assumptions concern the future volatility of asset values and the future correlation between asset values. These principal assumptions used in the valuation of structured credit notes include credit volatilities and correlations. For such unobservable assumptions, estimates are based on available market data, which may include the use of a proxy method to derive a volatility or correlation from comparable assets for which market data is more readily available, and examination of historical levels.

The table below summarises the significant inputs to value instruments categorised as Level 3 hierarchy and their sensitivity to changes in the inputs used. 

Types of financial instruments

Fair values

Significant unobservable input

Fair value measurement sensitivity to unobservable inputs


At

30 June

2017

£m

At

31 December

2016

£m


At

30 June

2017

£m

At

31 December

2016

£m

Assets






Investments in associated undertakings and joint ventures

158

139

Valuation multiples

Favourable: 14

Unfavourable: 18

Favourable: 13

Unfavourable: 16

Investments and

securities

1,524

1,448

Valuation multiples

Correlations

Volatilities

Credit spreads

Dividend growth rates

Internal rates of return

Cost of capital

Inflation rates

Market adjusted price

Exchange price of infrequently traded shares

Favourable: 186

Unfavourable: 176

Favourable: 213

Unfavourable: 223

Loans and

advances

7

5

Correlations

Volatilities

Credit spreads

Favourable: 1

Unfavourable: 1

Favourable: £nil

Unfavourable: 1

Derivatives

5

29

Interest rates

Volatilities

Favourable: 5

Unfavourable: 3

Favourable: 10

Unfavourable: 9

Liabilities






Investment contract liabilities

650

590

Interest rates

Volatilities

Favourable: 65

Unfavourable: 65

Favourable: 59

Unfavourable: 59

Other liabilities

23

19

Valuation multiples

Favourable: 2

Unfavourable: 2

Favourable: 1

Unfavourable: 1

Derivatives

7

7

Volatilities

Favourable: 7

Unfavourable: 16

Favourable: 7

Unfavourable: 16

 

F: Analysis of financial assets and liabilities

F1: Loans and advances

(a) Categories of loans and advances

The following table provides an analysis of the categories of loans and advances that are provided by the Group. The amounts presented in this table are the carrying value of the underlying assets before provisions for impairment losses.





£m



At

30 June

2017

At

30 June

2016

At

31 December

2016

Home loans


8,895

7,555

8,772

Commercial mortgages


9,226

7,411

9,085

Unsecured retail lending


1,980

1,845

2,215

Other term loans


6,943

5,276

6,068

Other loans to clients


5,831

6,022

7,099

Net finance leases and instalment debtors


6,311

5,185

6,221

Deposits placed under reverse purchase agreements


952

1,018

923

Overdrafts


1,220

968

1,182

Preference shares and debentures


1,174

1,082

1,184

Credit cards


923

753

877

Factoring accounts


290

262

296

Policyholder loans


254

256

278

Properties in possession


14

17

15

Remittances in transit


34

72

22

Gross loans and advances


44,047

37,722

44,237






Provisions for impairment


(894)

(921)

(1,129)

   Specific provisions

F1(b)

(605)

(642)

(820)

   Portfolio provisions

F1(b)

(289)

(279)

(309)






Total net loans and advances


43,153

36,801

43,108

The majority of gross loans and advances are in respect of Nedbank £42,484 million (June 2016: £36,166 million; December 2016: £42,394 million) and Emerging Markets £1,363 million (June 2016: £1,358 million; December 2016: £1,622 million).

 



 

(b) Provision for impairments

This section analyses the provisions raised against loans and advances and the movements during the year.

Specific impairments have been raised against those loans identified as impaired. Portfolio impairments are recognised against loans and advances classified as neither past due nor impaired or past due but not impaired.








£m


Nedbank

Emerging Markets

Group

Six months ended 30 June 2017

Specific impairment

Portfolio impairment

Total impairment

Specific impairment

Portfolio impairment

Total impairment

Total impairment

Balance at beginning of the period

432

285

717

388

24

412

1,129

Impairment charge

149

(19)

130

27

(2)

25

155

Credit impairment charges2

114

(19)

95

27

(2)

25

120

Recoveries of amounts previously written off

35

-

35

-

-

-

35

Amounts written off against the provision1

(138)

-

(138)

(263)

-

(263)

(401)

Foreign exchange and other movements

-

1

1

10

-

10

11

Balance at end of the period

443

267

710

162

22

184

894
















£m


Nedbank

Emerging Markets

Group

Six months ended 30 June 2016

Specific impairment

Portfolio impairment

Total impairment

Specific impairment

Portfolio impairment

Total impairment

Total impairment

Balance at beginning of the period

292

208

500

237

22

259

759

Impairment charge

120

5

125

3

13

16

141

Credit impairment charges2

95

5

100

3

13

16

116

Recoveries of amounts previously written off

25

-

25

-

-

-

25

Amounts written off against the provision

(115)

(3)

(118)

(1)

(4)

(5)

(123)

Foreign exchange and other movements

46

39

85

60

(1)

59

144

Balance at end of the year

343

249

592

299

30

329

921
















£m


Nedbank

Emerging Markets

Group

Year ended 31 December 2016

Specific impairment

Portfolio impairment

Total impairment

Specific impairment

Portfolio impairment

Total impairment

Total impairment

Balance at beginning of the year

292

208

500

237

22

259

759

Acquisitions through business combinations

1

4

5

-

-

-

5

Impairment charge

287

-

287

51

(5)

46

333

Credit impairment charges2

229

-

229

48

(5)

43

272

Recoveries of amounts previously written off

58

-

58

3

-

3

61

Amounts written off against the provision

(249)

(3)

(252)

-

-

-

(252)

Foreign exchange and other movements

101

76

177

100

7

107

284

Balance at end of the year

432

285

717

388

24

412

1,129

1     The £263 million shown as amounts written off against the provision in Emerging Markets relates to long outstanding loans that were written off as they were deemed to be irrecoverable.

2     Included in the credit impairment charge are the transfers between specific and portfolio impairment provisions.

F: Analysis of financial assets and liabilities continued

F2: Insurance and investment contracts

The tables below provide a summary of the Group's long-term business insurance policyholder liabilities and investment contract liabilities. Details of insurance contract accounting for the Group can be found in note G6 of the 2016 Annual Report and Accounts.







£m


At 30 June 2017

At 30 June 2016


Gross

Reinsurance

Net

Gross

Reinsurance

Net

Life assurance policyholder liabilities







Long-term business insurance policyholder

   liabilities

9,794

(383)

9,411

9,183

(312)

8,871

   Life assurance policyholder liabilities

9,644

(373)

9,271

9,061

(302)

8,759

   Outstanding claims

150

(10)

140

122

(10)

112








Investment contract liabilities

82,605

(2,759)

79,846

69,040

(2,597)

66,443

   Unit-linked investment contracts and similar contracts

70,975

(2,759)

68,216

59,537

(2,597)

56,940

   Other investment contracts

1,093

-

1,093

827

-

827

   Discretionary participating investment contracts

10,537

-

10,537

8,676

-

8,676








Total life assurance policyholder liabilities

92,399

(3,142)

89,257

78,223

(2,909)

75,314

Property & casualty liabilities







Claims incurred but not reported

79

(18)

61

59

(8)

51

Unearned premiums

160

(72)

88

142

(61)

81

Outstanding claims

293

(144)

149

224

(80)

144

Total property & casualty liabilities

532

(234)

298

425

(149)

276

Total policyholder liabilities

92,931

(3,376)

89,555

78,648

(3,058)

75,590














£m





At 31 December 2016





Gross

Reinsurance

Net

Life assurance policyholder liabilities







Long-term business insurance policyholder

   liabilities




9,982

(358)

9,624

   Life assurance policyholder liabilities




9,844

(345)

9,499

   Outstanding claims




138

(13)

125








Investment contract liabilities




77,599

(2,560)

75,039

   Unit-linked investment contracts and similar contracts




66,543

(2,560)

63,983

   Other investment contracts




972

-

972

   Discretionary participating investment contracts




10,084

-

10,084








Total life assurance policyholder liabilities




87,581

(2,918)

84,663

Property & casualty liabilities







Claims incurred but not reported




73

(14)

59

Unearned premiums




163

(76)

87

Outstanding claims




246

(107)

139

Total property & casualty liabilities




482

(197)

285

Total policyholder liabilities




88,063

(3,115)

84,948

The reinsurers' share of policyholder liabilities relating to investment contracts is where the direct management of assets are ceded to a third party through a reinsurance arrangement. Due to the nature of the arrangement, there is no transfer of insurance risk.

F3: Borrowed funds

Summary of Borrowed Funds






£m

Type of securities - At 30 June 2017

Notes

plc

Head

Office

Emerging Markets

Nedbank

Institutional Asset Management1

Total

Senior debt securities and term loans


-

215

2,152

-

2,367

     Floating rate notes

F3(a)(i)

-

-

1,056

-

1,056

     Fixed rate notes

F3(a(ii)

-

-

1,096

-

1,096

     Term and other loan

F3(a)(iii)

-

215

-

-

215

Revolving credit facilities

-

21

-

-

21

Mortgage-backed securities

-

-

236

-

236

Subordinated debt securities

F3(d)

1,027

350

846

-

2,223

Total Borrowed funds


1,027

586

3,234

-

4,847

1     No borrowed funds are reflected for Institutional Asset Management (IAM) at 30 June 2017 as it has been equity accounted for as an associated undertaking. At 31 December 2016 no borrowed funds were reflected in IAM as it has been classified as held for sale. Refer to note A2 for more information.







£m

Type of securities - At 30 June 2016

Notes

plc

Head

Office

Emerging Markets

Nedbank

Institutional Asset Management

Total

Senior debt securities and term loans


112

203

1,941

-

2,256

     Floating rate notes

F3(a)(i)

-

-

1,053

-

1,053

     Fixed rate notes

F3(a(ii)

112

-

888

-

1,000

     Term loans

F3(a)(iii)

-

203

-

-

203

Revolving credit facilities

F3(b)

-

-

-

38

38

Mortgage-backed securities

F3(c)

-

-

104

-

104

Subordinated debt securities

F3(d)

991

302

540

-

1,833

Total Borrowed funds


1,103

505

2,585

38

4,231

Instruments classified as equity

   for accounting purposes







£273 million perpetual preferred callable

   securities at 6.38%1


273

-

-

-

273

Total book value of Group debt


1,376

505

2,585

38

4,504

1     On 3 February 2017, the Group repurchased all of the £273 million Tier 1 preferred perpetual callable securities using cash from the Group's existing resources. Refer to note A2 for more information.







£m

Type of securities - At 31 December 2016

Notes

Old Mutual

plc

Emerging Markets

Nedbank

Institutional Asset Management

Total

Senior debt securities and term loans


-

287

2,088

-

2,375

     Floating rate notes

F3(a)(i)

-

-

1,046

-

1,046

     Fixed rate notes

F3(a(ii)

-

-

1,042

-

1,042

     Term loans

F3(a)(iii)

-

287

-

-

287

Revolving credit facilities

-

34

-

-

34

Mortgage-backed securities

-

-

153

-

153

Subordinated debt securities

F3(d)

1,017

348

767

-

2,132

Total Borrowed funds


1,017

669

3,008

-

4,694

Instruments classified as equity

   for accounting purposes







£273 million perpetual preferred callable

   securities at 6.38%1


273

-

-

-

273

Total book value of Group debt


1,290

669

3,008

-

4,967

1     On 3 February 2017, the Group repurchased all of the £273 million Tier 1 preferred perpetual callable securities using cash from the Group's existing resources. Refer to note A2 for more information.

F: Financial assets and liabilities continued

F3: Borrowed funds continued

Total borrowed funds can be further analysed between non-banking and banking as follows:







£m


At 30 June 2017

At 30 June 2016

Type of security

Non-

banking

Banking1

Total

Non-

banking

Banking1

Total

Senior debt securities and term loans

28

2,339

2,367

147

2,109

2,256

Revolving credit facilities

9

12

21

38

-

38

Mortgage-backed securities

-

236

236

-

104

104

Subordinated debt securities

1,377

846

2,223

1,293

540

1,833

Total Borrowed funds

1,414

3,433

4,847

1,478

2,753

4,231














£m



At 31 December 2016

Type of security




Non-

banking

Banking1

Total

Senior debt securities and term loans




96

2,279

2,375

Revolving credit facilities




16

18

34

Mortgage-backed securities




-

153

153

Subordinated debt securities




1,365

767

2,132

Total Borrowed funds




1,477

3,217

4,694

1        Borrowed funds relating to banking businesses are those which are directly related to the lending and banking businesses of Nedbank and Emerging Markets.

Interest rate profile

The interest rate profiles of the Group's borrowed funds are analysed as follows:







£m

At 30 June 2017


Old Mutual plc1

Emerging Markets

Nedbank

Institutional Asset Management

Total

Fixed rate


1,027

262

1,096

-

2,385

Floating rate


-

324

2,138

-

2,462

Total


1,027

586

3,234

-

4,847














£m

At 30 June 2016


Old Mutual

plc1

Emerging Markets

Nedbank

Institutional Asset Management

Total

Fixed rate


1,103

251

888

-

2,242

Floating rate


-

254

1,697

38

1,989

Total


1,103

505

2,585

38

4,231














£m

At 31 December 2016


Old Mutual

plc1

Emerging Markets

Nedbank

Institutional Asset Management

Total

Fixed rate


1,017

278

1,042

-

2,337

Floating rate


-

391

1,966

-

2,357

Total


1,017

669

3,008

-

4,694

1     Old Mutual plc has cross currency and interest rate swaps related to £500 million Tier 2 debt. Old Mutual plc receives fixed interest and pays floating rate interest. These instruments are designated as fair value through profit and loss. At 30 June 2017 the debt derivatives asset value was £32 million (June 2016: £55 million; December 2016: £31 million).

Analysis of security types

(a) Senior debt securities and term loans

(i) Floating rate notes (net of Group holdings)





£m


Maturity date

At

30 June

2017

At

30 June

2016

At

31 December 2016

Banking - Nedbank Floating rate unsecured senior debt





R3,056 million at JIBAR + 0.80%

Repaid

-

158

-

R694 million at JIBAR + 0.75%

Repaid

-

36

-

R405 million at JIBAR + 1.30%

Repaid

-

21

22

R1,035 million at JIBAR + 0.85%

Repaid

-

53

61

R806 million at JIBAR + 0.90%

Repaid

-

41

48

R786 million at JIBAR + 1.30%

August 2017

27

37

27

R241 million at JIBAR + 1.12%

November 2017

14

13

14

R472 million at JIBAR + 1.25%

February 2018

28

24

28

R1,427 million at JIBAR + 1.30%

June 2018

85

74

85

R1,427 million at JIBAR + 1.45%

February 2019

85

74

85

R1,472 million at JIBAR + 1.45%

May 2019

146

129

149

R612 million at JIBAR + 1.40%

August 2019

37

-

37

R90 million at JIBAR + 1.45%

February 2020

5

5

5

R814 million at JIBAR + 1.29%

February 2020

48

-

-

R80 million at JIBAR + 2.15%

April 2020

5

4

5

R476 million at JIBAR + 1.55%

November 2020

27

25

28

R830 million at JIBAR + 1.80%

February 2021

47

43

49

R1,054 million at JIBAR + 1.80%

May 2021

88

76

88

R650 million at JIBAR + 1.30%

June 2021

38

33

38

R287 million at JIBAR +1.75%

August 2021

17

-

17

R12 million at JIBAR + 1.55%

February 2022

1

1

1

R568 million at JIBAR + 1.80%

February 2022

34

-

-

R270 million at JIBAR + 2.00%

February 2023

16

14

16

R528 million at JIBAR + 2.00%

May 2023

32

27

32

R1,500 million at JIBAR + 1.55%

February 2024

89

-

-

R1,980 million at JIBAR + 2.00%

February 2025

118

103

118

R500 million at JIBAR + 2.10%

April 2026

30

26

30

R750 million at JIBAR + 2.25%

May 2026

45

39

45

R302 million at JIBAR + 2.20%

July 2026

18

-

18



1,080

1,056

1,046

Less: floating rate notes held by other Group companies


(24)

(3)

-

Total net floating rate notes


1,056

1,053

1,046

All floating rate unsecured senior debt are non-qualifying for the purposes of regulatory tiers of capital.

F: Financial assets and liabilities continued

F3: Borrowed funds continued

(a) Senior debt securities and term loans continued

(ii) Fixed rate notes (net of Group holdings)





£m


Maturity date

At

30 June

2017

At

30 June

2016

At

31 December 2016

Non-banking - Old Mutual plc





£112 million at 7.13%

Repaid

-

112

-

Total non-banking fixed rate unsecured senior debt


-

112

-






Banking - Nedbank Fixed rate unsecured senior debt





R151 million at 6.91%

Repaid

-

8

-

R1,273 million at 11.39%

September 2019

80

70

80

R380 million at 9.26%

June 2020

23

20

23

R1,888 million at 8.92%

November 2020

112

98

112

R855 million at 9.38%

March 2021

52

45

52

R417 million at 10.68%

May 2021

25

22

25

R500 million at 9.29%

June 2021

29

26

30

R215 million at 8.79%

February 2022

13

11

13

R280 million at 9.64%

June 2022

17

14

17

R250 million at 10.66%

February 2023

15

13

15

R334 million at 10.01%

August 2023

20

-

21

R952 million at 10.07%

November 2023

57

49

57

R618 million at 9.60%

February 2024

19

-

-

R391 million at 9.73%

March 2024

24

21

24

R660 million at zero coupon

October 2024

38

14

18

R2,607 million at 9.44%

February 2025

159

138

159

R884 million at 10.69%

November 2025

53

46

53

R800 million at 9.95%

April 2026

48

42

48

R360 million at 11.15%

May 2026

22

19

22

R1,739 million at 10.36%

June 2026

103

90

103

R423 million at 10.50%

July 2026

26

-

26

R2,000 million at 10.63%

July 2027

123

107

124

R666 million at 10.94%

November 2027

40

35

40



1,098

888

1,062

Less: Fixed rate notes held by other Group companies


(2)

-

(20)

Total banking fixed rate unsecured senior debt  (net of Group

   holdings)


1,096

888

1,042

Total net fixed rate notes


1,096

1,000

1,042

All fixed rate notes are non-qualifying for the purpose of regulatory tiers of capital.

(a)  Senior debt securities and term loans

(iii) Term and other loans





£m


Maturity date

At

30 June

2017

At

30 June

2016

At

31 December 2016

Emerging Markets Floating rate loans





KES451 million at KBRR3 + 3.87%1

Repaid

-

1

-

KES450 million at GOK4 182 days TB + 2.50%1

Repaid

-

-

3

$65 million at 3 month JIBAR  + 2.80%2

Reclassification5

-

-

55

R1,500 million at JIBAR + 2.95%1

August 2017

92

82

94

R800 million at JIBAR + 2.75%1

July 2018

47

41

47

KES450 million at GOK4 + 2.00%1

November 2019

3

-

1

KES450 million at GOK4 + 2.00%1

March 2020

3

-

-

NAD30 million at prime rate less 1% and compounded monthly1

May 2020

2

-

-

KES950 million rate at KBRR1,3

August 2021

6

-

7

$31 million at 3 month LIBOR plus 3.50%2

September 2021

24

-

25






Emerging Markets Fixed rate loans





KES150 million at 5.00%1

Repaid

-

1

-

$3 million at 5.00%1

Repaid

-

-

2

KES2,000m at 13.00%2

July 2017

16

16

17

$2 million at 8.24%1

August 2017

1

2

2

$3 million at 8.72%1

September 2017

2

7

5

KES101 million at 13.00%1

June 2018

1

1

1

KES102 million at 13.50%1

June 2018

1

1

1

KES607 million at 12.50%1

December 2018

5

5

5

KES411 million at 11.50%1

April 2020

3

3

3

$3 million at 8.31%1

May 2020

3

5

5

KES474 million at 9.20%1

August 2020

6

7

4

KES200 million at 5.00%1

July 2022

2

1

2

$3 million at 8.75%2

August 2022

3

12

12

$3 million at 12.00%1

September 2022

2

3

3

$4 million at 6.50%2

June 2023

3

3

3

$4 million at 6.50%2

June 2023

3

-

3

$4 million at 6.50%2

June 2023

3

4

5

$7 million at 10.00%1

December 2023

6

7

7

$3 million at 5.00%1

December 2023

2

1

-

Total term and other loans


239

203

312

Less: Term loans held by other Group companies


(24)

-

(25)

Total net term and other loans


215

203

287






Total term and other loans are further analysed as:





Banking1


187

168

192

Non-banking2


52

35

120

Total term and other loans


239

203

312

1        Banking term and other loans

2        Non-Banking and other loans

3        Kenya Bank's Reference Rate

4        Government of Kenya

5        During the period this loan has been evaluated and classified as other liabilities as it does not relate to corporate borrowing. Comparative information has not been restated as it is not deemed material to the consolidated statement of financial position.

F: Financial assets and liabilities continued

F3: Borrowed funds continued

(b) Revolving credit facilities





£m


Maturity date

At

30 June

2017

At

30 June

2016

At

31 December 2016

Non-banking





Institutional Asset Management - $50 million drawn of a $350

   million facility at USD LIBOR + 1.25%1


-

38

-

Emerging Markets - R3,125 million facility at 3 month JIBAR + 1.60%

January 2019

9

-

16

Banking





Emerging Markets - R1,200 million facility at 3 month JIBAR + 2.95%

July 2018

12

-

18

Total revolving credit facilities


21

38

34

1      No borrowed funds are reflected in Institutional Asset Management (IAM) at 30 June 2017 as it was equity accounted as an associated undertaking. At 31 December 2016 no borrowed funds were reflected in IAM as it was classified as held for sale. Refer to note A2 for more information.

The Group has access to an external £764 million (2016: £764 million) multi-currency revolving credit facility available to the Company. £73 million of the facility expires in August 2019, a further £73 million of the facility expires in August 2020 and the remaining £618 million of the facility expires in August 2021. At 30 June 2017 this facility was undrawn.

In July 2015, Emerging Markets obtained access to a R1,200 million revolving credit facility which expires in July 2018. At 30 June 2017, R200 million (£12 million) of this facility was drawn (June 2016: Undrawn; December 2016: R300 million (£18 million)).

In December 2015, Emerging Markets obtained access to an external R3,125 million revolving credit facility which expires in January 2019 with an option to renew for a further year. At 30 June 2017, R157 million (£9 million) of this facility was drawn (June 2016: Fully undrawn; December 2016: R260 million (£16 million)).

Certain revolving credit facility arrangements may include guarantees by other subsidiary companies which, in the case of non-performance by the borrower, may limit the amount of distribution the guarantor declares to its parent.

(c) Mortgage-backed securities (net of Group holdings)






£m


Tier

Maturity date

At

30 June

2017

At

30 June

2016

At

31 December 2016

Banking - Nedbank






R161 million at JIBAR + 1.25%

Tier 2

Repaid

-

3

-

R210 million at 3 month JIBAR + 1.05%

Tier 2

February 2022

13

-

-

R195 million at 3 month JIBAR + 1.45%

Tier 2

February 2022

12

-

-

R525 million at 3 month JIBAR + 1.80%

Tier 2

February 2022

13

-

-

R70 million at 3 month JIBAR + 2.50%

Tier 2

February 2022

4

-

-

R50 million at 3 month JIBAR + 2.60%

Tier 2

February 2022

3

-

-

R30 million at 3 month JIBAR + 2.70%

Tier 2

February 2022

2

-

-

R600 million JIBAR + 1.34%

Tier 2

January 2028

24

-

30

R300 million JIBAR + 1.54%

Tier 2

January 2028

13

-

16

R550 million JIBAR + 1.25%

Tier 2

January 2028

46

-

-

R900 million (class A3) at JIBAR + 1.54%

Tier 2

October 2039

44

47

50

R110 million (class B) at JIBAR + 1.90%

Tier 2

October 2039

7

6

7

R558 million at JIBAR + 1.20%

Tier 2

February 2042

13

23

19

R100 million at JIBAR + 1.45%

Tier 2

February 2042

24

5

6

R680 million at JIBAR + 1.55%

Tier 2

February 2042

40

35

40

R80 million at JIBAR + 2.20%

Tier 2

February 2042

5

4

5

R65 million at JIBAR + 3.00%

Tier 2

February 2042

4

3

4




267

126

177

Less: Mortgage-backed securities held by other Group companies

(31)

(22)

(24)

Total net mortgage-backed securities



236

104

153

 

(d) Subordinated debt securities (net of Group holdings)






£m


Tier

Maturity

date

At

30 June

2017

At

30 June

2016

At

31 December 2016

Banking - Nedbank












$100 million at 3 month USD LIBOR

Tier 2 (secondary)

Repaid

-

75

81

R2,000 million at JIBAR + 0.47%

Tier 2

July 2022

120

104

120

R1,800 million at JIBAR + 2.75%

Tier 2

July 2023

108

94

108

R1,200 million at JIBAR + 2.55%

Tier 2

November 2023

71

62

71

R450 million at JIBAR + 10.49%

Tier 2

April 2024

27

24

27

R1,737 million at 3 month JIBAR + 2.55%

Tier 2

April 2024

105

91

105

R300 million at JIBAR + 2.75%

Tier 2

October 2024

18

16

18

R225 million at JIBAR +2.75%

Tier 2

January 2025

14

12

14

R1,624 million at JIBAR + 3.5%

Tier 2

July 2025

96

86

98

R407 million at 11.29%

Tier 2

July 2025

27

22

25

R2,000 million at JIBAR + 4.00%

Tier 2

September 2026

116

-

118

R2,000 million at JIBAR + 3.80%

Tier 2

March 2027

118

-

-

R500 million at JIBAR + 3.75%

Tier 2

March 2027

30

-

-



850

586

785

Less: Banking subordinated debt securities

   held by other Group companies

(4)

(46)

(18)

Net banking subordinated securities


846

540

767







Non-banking - Old Mutual plc






£500 million at 8.00%

Tier 2

June 2021

580

543

569

£450 million at 7.88%

Tier 2

November 2025

447

448

448




1,027

991

1,017







Non-banking - Emerging Markets1












R300 million at 9.26%

Tier 2

November 2024

17

15

17

R700 million at 3 month JIBAR + 2.20%

Tier 2

November 2024

41

36

41

R537 million at 3 month JIBAR  + 2.30%

Tier 2

March 2025

32

28

32

R425 million at 9.76%

Tier 2

March 2025

25

21

25

R1,288 million at 3 month JIBAR + 2.25%

Tier 2

September 2025

76

66

76

R409 million at 10.32%

Tier 2

March 2027

24

20

23

R568 million at 10.90%

Tier 2

September 2027

34

29

33

R1,150 million at 10.96%

Tier 2

March 2030

65

56

65

R623 million at 11.35%

Tier 2

September 2030

36

31

36




350

302

348

Total subordinated debt securities


2,223

1,833

2,132

1        All callable subordinated debt securities have a first call date five years before the maturity date.

G: Non-financial assets and liabilities

G1: Goodwill and other intangible assets

Analysis of goodwill and other intangible assets

This note shows the movements in cost, amortisation and impairment of goodwill and other intangible assets for the six months ended 30 June 2017 and year ended 31 December 2016.











£m


Goodwill

Present value of

acquired in-force business development costs

Software development costs

Other

intangible

assets

Total


2017

2016

2017

2016

2017

2016

2017

2016

2017

2016

Cost











Balance at beginning of the period

2,089

3,129

914

982

913

598

772

710

4,688

5,419

Acquisitions through business

   combinations1,2

14

124

-

-

-

1

27

76

41

201

Purchase price adjustments


(12)

-

-

-

-


17

-

5

Additions

-

-

-

-

70

132

1

9

71

141

Disposals or retirements

-

-

-

-

-

(12)

-

-

-

(12)

Transfer to assets held for sale

-

(1,561)

-

(80)

-

-

-

(72)

-

(1,713)

Foreign exchange and other movements

(12)

409

-

12

9

194

(1)

32

(4)

647

Cost at end of the period / year

2,091

2,089

914

914

992

913

799

772

4,796

4,688

Amortisation and impairment losses











Balance at beginning of the period

(471)

(617)

(732)

(751)

(568)

(403)

(446)

(372)

(2,217)

(2,143)

Amortisation charge for the period

-

-

(20)

(49)

(29)

(51)

(31)

(55)

(80)

(155)

Impairment losses3

(71)

(110)

-

-

-

(3)

-

-

(71)

(113)

Disposals or retirements

-

-

-

-

-

10

-

-

-

10

Transfer to assets held for sale

-

337

-

77

-

-

-

3

-

417

Foreign exchange and other movements

7

(81)

-

(9)

(12)

(121)

7

(22)

2

(233)

Accumulated amortisation and

   impairment losses at end of

   the period / year

(535)

(471)

(752)

(732)

(609)

(568)

(470)

(446)

(2,366)

(2,217)

Carrying amount











Balance at beginning of the period

1,618

2,512

182

231

345

195

326

338

2,471

3,276

Balance at end of the period

1,556

1,618

162

182

383

345

329

326

2,430

2,471

1    Goodwill acquired through business combinations for the six months ended 30 June 2017 of £14 million relates to the acquisition of Caerus Capital Group Limited (£11 million) and five acquisitions by the Old Mutual Wealth Private Client Advisors business (£3 million). Refer to note A2 and H2 for more information.

2    Other intangible assets acquired through business combinations for the six months ended 30 June 2017 of £27 million relates to the acquisitions of Caerus Capital Group Limited (£10 million), Attivo Investment Management Limited (£9 million) and five acquisitions by the Old Mutual Wealth Private Client Advisors business (£8 million). Refer to note A2 and H2 for more information.

3    The Impairment loss of £71 million for the six months ended 30 June 2017 relates to the East Africa cash generating unit within Emerging Markets and is described in the Goodwill impairment testing - Emerging Markets section below.

The net carrying amount of present value of acquired in-force business at 30 June 2017 principally comprises £161 million (31 December 2016: £179 million) relating to the Skandia business acquired during 2006, which is due to be amortised over a further five to ten years.

The net carrying amount of other intangible assets at 30 June 2017 of £329 million (December 2016: £331 million) principally comprises:

Old Mutual Wealth:

§ £209 million (December 2016: £223 million) relating to distribution channels that will be amortised over a further eight years;

§ £64 million (December 2016: £30 million) relating to mutual fund and asset management relationship assets that will be amortised over a further six to eight years; and

§ £8 million (December 2016: £10 million) relating to brands that will be amortised over a further three years.

Emerging Markets:

§ £19 million (December 2016: £21 million) relating to the UAP brand, which is not being amortised; and

§ £4 million (December 2016: £4 million) relating to the African Infrastructure Investments Managers brand, which is not being amortised.

§ £5 million (December 2016: £2 million) held by Old Mutual Finance, which is being amortised over a further 3 years.

 



 

Goodwill impairment testing - Emerging Markets

During the six months ended 30 June 2017 an impairment charge of £71 million was recognised in relation to the Emerging Markets segment. This followed an impairment charge of £64 million during the year ended 31 December 2016.

The impairment of goodwill was principally the result of changes in the Cash Generating Unit (CGU) definition following the simplification of the Rest of Africa businesses' operating structure. Weaker performance in the East Africa businesses than was anticipated at the time of the previous impairment review also had a minor impact.  The continued focus on identified strategic priorities in the East African business is already resulting in an improvement in the performance, albeit over a longer timeframe than anticipated at acquisition.

The change in the operating structure prompted the separation of the previously reported single Old Mutual Southern and East Africa (OMSEA) CGU into two CGUs for Southern Africa and East Africa. Businesses in Namibia, Zimbabwe, Botswana, Swaziland and Malawi are included in the Southern Africa CGU. The remaining entities of the former OMSEA CGU are included in the East Africa CGU.  These include the former Old Mutual Kenya and the recently acquired business interests in UAP and Faulu. The goodwill balance of £114 million of the OMSEA CGU at 31 December 2016 has been allocated in its entirety to the East African CGU on the basis that it related to the acquisitions of UAP and Faulu within that region.

The impairment review of the East Africa CGU performed at 30 June 2017, included the following key assumptions in respect of the East African business performance:

n   Cash flows - Initial cash flows were determined in accordance with the three-year business plan, these were adjusted downwards for economic uncertainties at 30 June 2017 by 30% (31 December 2016: No downward adjustment to business plan). Subsequent cash flows assumed growth rates of 13.0% (December 2016: 18.0%) for years four and five respectively and 8.5% (December 2016: 4.5%) after year five (terminal growth rates).

n   Discount rate - The rate applied to the CGU was determined with reference to the relevant 10-year government bond rate adjusted for an equity market risk premium and other risk adjustments, determined using market valuation models and other observable references. This resulted in a current year discount rate for the East Africa CGU of 17.0% (December 2016: 22.3%).

The assumptions previously quoted for prior year goodwill impairment testing that related to the OMSEA CGU as a whole and are not directly comparable to the assumptions used in the 2017 impairment testing for the East Africa CGU.

The result of using the above assumptions is that the Group has recognised an impairment of £71 million in profit and loss relating to the East African CGU. The impairment of goodwill has been allocated to equity holders of the parent (£43 million) and non-controlling interests (£28 million).

Segmental analysis of goodwill and other intangibles

The following table shows a segmental analysis of the carrying amounts of goodwill and other intangible assets, together with amortisation and impairment charges, by operating segment:







£m


Goodwill and

intangible assets

(carrying amount)

Amortisation

Impairment


At

30 June

2017

At 31 December 2016

Six months

ended

30 June

2017

Year

ended December 2016

Six months

ended

30 June

2017

Year

ended December 2016

Emerging Markets

386

461

17

25

71

67

Old Mutual Wealth

1,439

1,434

39

87

-

46

Nedbank

605

576

24

41

-

-

Institutional Asset Management1

-

-

-

2

-

-


2,430

2,471

80

155

71

113

1        Goodwill for the Institutional Asset Management segment was transferred to assets held for sale in the Consolidated Statement of Financial Position during 2016. Refer to note H2 for more information.



 

H: Other Notes

H1: Contingent liabilities and commitments

The Group, in the ordinary course of business, enters into transactions that expose it to tax, legal and business risks. Provisions are made for known liabilities that are expected to materialise. Possible obligations and known liabilities where no reliable estimate can be made or it is considered improbable that an outflow would result are reported as contingent liabilities in accordance with IAS 37: 'Provisions, Contingent Liabilities and Contingent Assets'.

Contingent liabilities - tax

The Revenue authorities in the principal jurisdictions in which the Group operates (South Africa, the United Kingdom and the United States) routinely review historic transactions undertaken and tax law interpretations made by the Group. The Group is committed to conducting its tax affairs in accordance with the tax legislation of the jurisdictions in which they operate. All interpretations made by management are made with reference to the specific facts and circumstances of the transaction and the relevant legislation.

There are occasions where the Group's interpretation of tax law may be challenged by the Revenue authorities. The financial statements include provisions that reflect the Group's assessment of liabilities which might reasonably be expected to materialise as part of their review. The Board is satisfied that adequate provisions have been made to cater for the resolution of tax uncertainties and that the resources required to fund such potential settlements are sufficient.

Due to the level of estimation required in determining tax provisions amounts eventually payable may differ from the provision recognised.

Litigation

There are a number of legal or potential claims against the Group, the outcome of which cannot at present be foreseen.

Consumer protection

The Group is committed to treating customers fairly and supporting its customers in meeting their lifetime goals and treating customers fairly is central to how our businesses operate.  We routinely engage with customers and regulators to ensure that we meet this commitment, but there is the risk of regulatory intervention across various jurisdictions, giving rise to the potential for customer redress which can result in retrospective changes to policyholder benefits, penalties or fines.  The Group monitors the exposure to these actions and makes provision for the related costs as appropriate.

On 3 March 2016, the UK Financial Conduct Authority (FCA) issued a report detailing its findings of their industry-wide thematic review on the fair treatment of long-standing customers invested in closed-book products sold by the life insurance sector (Thematic Review) and announced that it was initiating an investigation into a number of firms, including Old Mutual Wealth Life Assurance Limited (OMWLA), a subsidiary of Old Mutual Wealth, in relation to potential breaches of the FCA's standards relevant to the matters covered by the Thematic Review.  OWMLA is working with the FCA and is cooperating with its investigation, but as with any regulatory investigation of this nature it is difficult to predict when the investigation will be completed or its outcome and therefore no provision has been recognised in the financial statements for the six months ended 30 June 2017.

Implications of the managed separation strategy

The Group routinely monitors and reassesses contingent liabilities arising from such as litigation, warranties and indemnities relating to past acquisitions and disposals.  The announcement of the managed separation strategy on 11 March 2016 does not affect the nature of such items, however it is possible that the Group may seek to resolve certain matters as part of the implementation of the managed separation strategy. 

H2: Businesses acquired during the year

Old Mutual Wealth continued to expand its operations in the United Kingdom through the following completed acquisitions:

Private Client Adviser Businesses

(i)   Caerus Capital Group Limited (Caerus)

On 1 June 2017, Old Mutual Wealth, completed the acquisition of 100% of the share capital of Caerus, a UK based adviser network that operates in a similar manner to Intrinsic and which has approximately £4 billion of funds under advice and over 300 advisers.

The total consideration includes up to £3 million that has been deferred for two years and £6 million that has been deferred for three years. The deferred consideration has been included as part of the cost of the acquisition as there is no continuing employment condition applying to the sellers of the business. The deferred consideration payable is dependent on turnover targets post acquisition and is potentially reduced by the amount of any relevant claims arising from in-force business existing prior to the payment dates.

The purchase price has been allocated based on a provisional estimate of the fair value of assets acquired and liabilities assumed at the date of acquisition determined in accordance to IFRS 3 'Business Combinations'. The provisional allocation required significant assumptions and it is possible that the preliminary estimates may change materially as the purchase price allocations are finalised. The accounting must be finalised within 12 months of the acquisition date.

The carrying value of assets and liabilities in Caerus's consolidated statement of financial position on acquisition date approximates the fair value of these items determined by the Group. In addition, the Group recognised identified intangible assets of £10 million and additional provisions of £2 million. The intangible assets recognised relate to customer distribution channels. The value of the intangible assets was determined by applying cash flows to standard industry valuations models.  Goodwill of £11 million was recognised on the acquisition and is attributable to the delivery of significant cost and revenue synergies that cannot be linked to identifiable intangible assets.

Transaction costs incurred of £1 million relating to the acquisition have been recognised within other operating expenses in the consolidated income statement, but not included within adjusted operating profit.

Old Mutual Wealth Private Client Advisers (OMWPCA)

During the first half of 2017, Old Mutual Wealth completed the acquisition of five adviser businesses as part of the expansion of its OMWPCA business that was launched in October 2015. The aim is to develop an Old Mutual Wealth branded, employed adviser business focused upon servicing upper affluent and high net worth clients, offering a restricted advice proposition focused upon Old Mutual Wealth's investment solutions and platform.

The total potential consideration payable is £11 million, including up to £6 million that has been deferred. The amount of deferred consideration is dependent upon the meeting certain performance targets, generally relating to the value of funds under management. The deferred consideration has been included as part of the cost of the acquisition as there are no continuing employment conditions applying to the sellers of the business.

Goodwill of £3 million and total other intangible assets of £8 million were recognised as a result of the acquisitions.

Transaction costs incurred of £1 million relating to the acquisitions have been recognised within other operating expenses in the consolidated income statement, but not included within adjusted operating profit.

Attivo Investment Management Limited (AIM)

On 29 March 2017, Old Mutual Wealth, completed the acquisition of 100% of the share capital of AIM, a UK based investment management business offering a comprehensive investment management service.

The value of total assets and total net assets of the acquired business were both less than £1m.

The purchase price has been allocated based on a provisional estimate of the fair value of assets acquired and liabilities assumed at the date of acquisition determined in accordance to IFRS 3 'Business Combinations'. The provisional allocation required significant assumptions and it is possible that the preliminary estimates may change materially as the purchase price allocations are finalised. The accounting must be finalised within 12 months of the acquisition date.

The carrying value of assets and liabilities in AIM's statement of financial position on acquisition date approximates the fair value of these items determined by the Group.  Other intangible assets of £9 million, relating to customer relationships, were recognised as a result of the acquisition. No goodwill was recognised.

Transaction costs incurred of £0.5 million relating to the acquisition have been recognised within other operating expenses in the consolidated income statement, but not included within adjusted operating profit.



 

H: Other Notes continued

H3: Events after the reporting date

Purchase of seed capital investments from Old Mutual plc

In July 2017, OM Asset Management plc (OMAM) purchased all of the remaining seed investments from Old Mutual plc for $63 million (£48 million), under the terms of the Seed Capital Management Agreement, as amended.

H4: Related party transactions

There were no transactions with related parties during the six months ended 30 June 2017 which had a material effect on the results or financial position of the Group. The nature of the related party transactions of the Group has not changed from those described in the 2016 Annual Report and Accounts.

 

I: Discontinued operations and disposal groups held for sale

I1: Discontinued operations

The phased reduction of the Group's majority stake in OM Asset Management plc (OMAM) began in 2016. In addition, on 31 May 2016, the Group sold its interest in Rogge Global Partners Limited (Rogge). These two businesses comprised one of the Group's reported segments, Institutional Asset Management (IAM). As a consequence of the plans to dispose of these businesses, for the six months ended 30 June 2017, the six months ended 30 June 2016 and the year ended 31 December 2016, IAM was classified as a discontinued operation, as required by IFRS.

As explained in note A2, during the current reporting period, reductions in the Group's investment in OMAM from 51.7% to 20.1%, meant loss of control over the business on 19 May 2017 (as defined under IFRS 3 - 'Business Combinations'). From the date that control was lost, OMAM has been equity accounted as an associated undertaking.  At 30 June 2017 the investment in OMAM as an associated undertaking has been classified as assets held for sale. At 31 December 2016, the total assets and total liabilities of OMAM were classified as assets held for sale and liabilities held for sale respectively. 

The tables below show the summarised profit or loss, comprehensive income and cash flows of the discontinued business.

(a) Income statement from discontinued operations




£m


Six months ended

30 June

2017

Six months ended

30 June

2016

Year

 ended

31 December

2016

Revenue

213

222

503

Expenses

(187)

(167)

(399)

Share of associated undertakings' and joint ventures' profit after tax

3

5

11

Profit on disposal of subsidiaries, associated undertakings and strategic investments

-

14

18

Profit before tax from discontinued operations

29

74

133

Income tax expense

(6)

(20)

(29)

Profit after tax from discontinued operations

23

54

104

Attributable to:




Equity holders of the parent

12

38

72

Non-controlling interests - ordinary shares

11

16

32


23

54

104





(b) Statement of comprehensive income from discontinued operations




£m


Six months ended

30 June

2017

Six months ended

30 June

2016

Year

 ended

31 December

2016

Profit after tax from discontinued operations

23

54

104

Items that may be reclassified subsequently to profit or loss




Currency translation differences/exchange differences on translating foreign operations

1

(1)

(3)

Other movements

-

14

-

Total comprehensive income for the financial period from discontinued operations

24

67

101





Attributable to:




Equity holders of the parent

12

47

69

Non-controlling interests - ordinary shares

12

20

32


24

67

101

 



 

(c) Net cash flows from discontinued operations







£m


Six months ended

30 June

2017

Six months ended

30 June

2016

Year

 ended

31 December

2016

Operating activities

12

(49)

14

Investing activities

40

(2)

(172)

Financing activities 1

(4)

(4)

203

Net cash inflow/(outflow) from discontinued operations

48

(55)

45





1    Excludes dividend and financing payments made to Old Mutual plc

 

I2: Assets and liabilities held for sale

The table below summarises the assets held for sale in the consolidated statement of financial position, in addition to the IAM segment which are classified as a discontinued operation for all periods until 19 May 2017. The Group's remaining investment in OM Asset Management plc (OMAM) has been equity accounted as an associated undertaking from 19 May 2017 and has been classified as an asset held for sale in the consolidated statement of financial position at six months ended 30 June 2017. Refer to notes A2, B1 and I1 for more information. There are a number of other assets and businesses within other segments classified as held for sale.






£m

At 30 June 2017

Emerging

Markets

Nedbank

Old Mutual

Wealth

plc Head

Office

Total

Assets

95

35

3

-

133

Investments in associated undertakings and

   joint ventures

65

-

-

242

307

Total assets

160

35

3

242

440

 






£m

At 31 December 2016

Emerging

Markets

Nedbank

Old Mutual

Wealth

Institutional

Asset

Management

Total

Assets

Goodwill and other intangible assets

-

-

78

1,216

1,294

Investment properties

116

-

-

-

116

Property, plant and equipment

-

17

4

32

53

Deferred tax assets

-

-

3

247

250

Investments in associated undertakings and

   joint ventures

-

-

-

29

29

Deferred acquisition costs

-

-

63

32

95

Investments and securities

-

-

6,189

165

6,354

Other assets

-

-

127

155

282

Cash and balances with central banks

-

-

14

83

97

Total assets

116

17

6,478

1,959

8,570

Liabilities






Long-term business policyholder liabilities

-

-

6,164

-

6,164

Borrowed funds

-

-

-

319

319

Provisions

-

-

3

3

6

Deferred revenue

-

-

5

-

5

Deferred tax liabilities

-

-

21

4

25

Current tax payable

-

-

-

67

67

Other liabilities

1

-

71

388

460

Total liabilities

1

-

6,264

781

7,046

 



 

I: Discontinued operations and disposal groups held for sale continued

I2: Assets and liabilities held for sale continued

Emerging Markets

Current and prior period

At 30 June 2017, Emerging Markets classified £95 million (December 2016: £116 million) of investment properties as held for sale as it is expected that they will be sold within 12 months of the reporting date. These investment properties form part of the policyholder assets and the sale will have no impact on profit or loss of the Group.

On 27 April 2017, the Group announced that it has agreed to sell its 26% stake in Kotak Mahindra Old Mutual Life Insurance Limited (Kotak) to its joint venture partner Kotak Mahindra Bank Limited. The transaction is subject to Indian regulatory approvals and is expected to complete in the second half of 2017. At 30 June 2017, the carrying value of Kotak included within assets held for sale was £65 million.

Nedbank

Current and prior period

Following an internal review of its own office space requirements, at 30 June 2017, Nedbank has classified as held for sale buildings with a carrying value of £34 million (December 2016: £17 million) that are no longer required and which are being marketed for sale.

Old Mutual Wealth

Current and prior period

Old Mutual Wealth has identified property, plant and equipment of £3 million (December 2016: £4 million) as held for sale.

Prior period

On 9 August 2016, the Group announced that it had agreed to sell Old Mutual Wealth Italy, part of the Old Mutual Wealth business, to ERGO Italia (now renamed Phlavia Investimenti), subject to regulatory approval. From this date the business was disclosed as held for sale. The sale completed on 9 January 2017. At 31 December 2016, total assets of £6,474 million and total liabilities of £6,264 million were included as held for sale.

plc Head Office

Current period

At 30 June 2017, Old Mutual plc classified its equity accounted investment in OM Asset Management plc (OMAM) as held for sale as the anticipated sell down of 17.2 million OMAM shares to HNA Capital US is expected to complete in the second half of 2017. After the sale, the Group's holding in OMAM's share capital is expected to be approximately 5.5% and it will accounted for as an investment at fair value through profit or loss. Refer to note A2 for more information.

At 30 June 2017, the market value of the Group's investment in OMAM, based on its quoted share price was £251 million compared to the carrying value of £242 million. The Group has therefore concluded that the investment in OMAM is not impaired.

Institutional Asset Management

Prior period

On 9 March 2016, the Group announced its managed separation strategy, which included the phased reduction of its majority stake in OM Asset Management plc (OMAM), part of the Institutional Asset Management segment. At 31 December 2016, total OMAM assets of £1,959 million and total liabilities of £781 million were included as held for sale. During the six months ended 30 June 2017, the Group's interest in OMAM decreased from 51.7% to 20.1%. The residual equity accounted investment in OMAM was classified as assets held for sale, and is now disclosed within the Old Mutual plc segment. 


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