Interim Results, Part 2 of 2
Prudential PLC
28 July 2006
Part 2 of 2
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
SUMMARY CONSOLIDATED INCOME STATEMENT
Half Year Half Year Full Year
2006 2005 2005
£m £m £m
Earned premiums, net of reinsurance 8,164 8,214 15,028
Investment income 5,303 9,563 24,013
Other income 1,006 991 2,084
Total revenue, net of reinsurance (note C) 14,473 18,768 41,125
Benefits and claims and movement in unallocated surplus of (11,370) (14,967) (33,100)
with-profits funds
Acquisition costs and other operating expenditure (2,142) (2,964) (5,552)
Finance costs: Interest on structural borrowings of shareholder (107) (100) (208)
financed operations
Goodwill impairment charge - (95) (120)
Total charges (note C) (13,619) (18,126) (38,980)
Profit before tax* (note C) 854 642 2,145
Tax attributable to policyholders' returns (162) (182) (1,147)
Profit before tax attributable to shareholders (note D) 692 460 998
Tax expense (note E) (404) (338) (1,388)
Less: Income tax attributable to policyholders returns 162 182 1,147
Tax attributable to shareholders profits (note E) (242) (156) (241)
Profit from continuing operations after tax 450 304 757
Discontinued operations (net of tax) 0 1 3
Profit for the period 450 305 760
Attributable to:
Equity holders of the Company 449 300 748
Minority interests 1 5 12
Profit for the period 450 305 760
Earnings per share (in pence)
Basic (based on 2,403m, 2,361m and 2,365m shares respectively)
Based on profit from continuing operations attributable to the 18.7p 12.7p 31.5p
equity holders of the Company (note F)
Based on profit from discontinued operations attributable to the 0.0p 0.0p 0.1p
equity holders of the Company
18.7p 12.7p 31.6p
Diluted (based on 2,406m, 2,364m and 2,369m shares respectively)
Based on profit from continuing operations attributable to the 18.7p 12.7p 31.5p
equity holders of the Company
Based on profit from discontinued operations attributable to the 0.0p 0.0p 0.1p
equity holders of the Company
18.7p 12.7p 31.6p
Dividends per share (in pence)
Dividends relating to reporting period
Interim dividend (2006 and 2005) (note G) 5.42p 5.30p 5.30p
Final dividend (2005) - - 11.02p
Total 5.42p 5.30p 16.32p
Dividends declared and paid in reporting period
Current year interim dividend - - 5.30p
Final dividend for prior year 11.02p 10.65p 10.65p
Total 11.02p 10.65p 15.95p
* Profit before tax represents income net of post-tax transfers to unallocated
surplus of with-profits funds, before tax attributable to policyholders and
unallocated surplus of with-profits funds, unit-linked policies and
shareholders' profits.
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Period ended 30 June 2006
Share Share Retained Translation Available- Hedging Shareholders' Minority Total
capital premium earnings reserve for-sale reserve equity interests equity
securities
reserve
£m £m £m £m £m £m £m £m £m
Reserves
Profit for the period 449 449 1 450
Items recognised directly
in equity:
Exchange movements (134) (134) (134)
Movement on cash flow
hedges 4 4 4
Unrealised valuation
movements on securities
classified as
available-for-sale
from 1 January 2005
Unrealised holding losses
arising during the period (707) (707) (707)
Less reclassification
adjustment for gains
included in the income
statement (3) (3) (3)
Unrealised investment
losses, net (710) (710) (710)
Related change in
amortisation of deferred
income and acquisition
costs 311 311 311
Related tax (39) 140 (1) 100 100
Total items recognised
directly in equity (173) (259) 3 (429) (429)
Total income and expense
for the period 449 (173) (259) 3 20 1 21
Dividends (267) (267) (267)
Reserve movements in
respect of share-based
payments 6 6 6
Change in minority
interests arising
principally from purchase
and sale of venture
investment companies and
property partnerships of
the PAC with-profits fund 7 7
Acquisition of Egg minority
interests (note J) (167) (167) (84) (251)
Share capital and share
premium
New share capital
subscribed 2 251 253 253
Transfer to retained
earnings in respect of
shares issued in lieu of
cash dividends (7) 7 0 0
Treasury shares
Movement in own shares
in respect of share-based
payment plans 9 9 9
Movement on Prudential plc
shares purchased by
unit trusts
consolidated under IFRS 1 1 1
Net increase (decrease)
in equity 2 244 38 (173) (259) 3 (145) (76) (221)
At beginning of period 119 1,564 3,236 173 105 (3) 5,194 172 5,366
At end of period 121 1,808 3,274 0 (154) 0 5,049 96 5,145
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)
Period ended 30 June 2005
Share Share Retained Translation Available- Hedging Shareholders' Minority Total
capital premium earnings reserve for-sale reserve equity interests equity
securities
reserve
£m £m £m £m £m £m £m £m £m
Reserves
Profit for the period 300 300 5 305
Items recognised directly
in equity:
Exchange movements 183 183 183
Movement on cash flow
hedges (7) (7) (1) (8)
Unrealised valuation
movements on securities
classified as
available-for-sale from
1 January 2005
Unrealised holding losses
arising during the period (88) (88) 1 (87)
Less reclassification
adjustment for losses
included in the income
statement 25 25 25
Unrealised investment
losses, net (63) (63) 1 (62)
Related change in
amortisation of deferred
income and acquisition
costs 14 14 14
Related tax 30 16 2 48 48
Total items recognised
directly in equity 213 (33) (5) 175 175
Total income and expense
for the period 300 213 (33) (5) 475 5 480
Cumulative effect of
changes in accounting
policies on adoption of
IAS 32, IAS 39 and IFRS
4, net of applicable
taxes at 1 January 2005
(note M) 2 (173) 397 226 (3) 223
Dividends (253) (253) (253)
Reserve movements in
respect of share-based
payments 6 6 6
Change in minority
interests arising
principally from purchase
and sale of venture
investment companies and
property partnerships of
the PAC with-profits fund (9) (9)
Share capital and share
premium
New share capital
subscribed 0 40 40 40
Transfer to retained
earnings in respect of
shares issued in lieu of
cash dividends (40) 40 0 0
Treasury shares
Movement in own shares in
respect of share-based
payment plans 1 1 1
Movement on Prudential plc
shares purchased by
unit trusts consolidated
under IFRS (5) (5) (5)
Net increase (decrease) in
equity 2 (84) 213 364 (5) 490 (7) 483
At beginning of period 119 1,558 2,972 (160) 4,489 137 4,626
At end of period 119 1,560 2,888 53 364 (5) 4,979 130 5,109
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)
Year ended 31 December 2005
Share Share Retained Translation Available- Hedging Shareholders' Minority Total
capital premium earnings reserve for-sale reserve equity interests equity
securities
reserve
£m £m £m £m £m £m £m £m £m
Reserves
Profit for the year 748 748 12 760
Items recognised directly
in equity:
Exchange movements 268 268 268
Movement on cash flow
hedges (4) (4) 1 (3)
Unrealised valuation
movements on securities
classified as
available-for-sale
from 1 January 2005
Unrealised holding
losses arising during
the year (773) (773) (773)
Less reclassification
adjustment for losses
included in the income
statement 22 22 22
Unrealised investment
losses, net (751) (751) (751)
Related change in
amortisation of deferred
income and acquisition
costs 307 307 307
Related tax 65 152 1 218 218
Total items recognised
directly in equity 333 (292) (3) 38 1 39
Total income and expense
for the year 748 333 (292) (3) 786 13 799
Cumulative effect of
changes in accounting
policies on adoption of
IAS 32, IAS 39 and
IFRS 4, net of applicable
taxes at 1 January 2005
(note M) 2 (173) 397 226 (3) 223
Dividends (380) (380) (380)
Reserve movements in
respect of share-based
payments 15 15 (1) 14
Change in minority
interests arising
principally from
purchase and sale of
venture investment
companies and property
partnerships of the PAC
with-profits fund 26 26
Share capital and share
premium
New share capital
subscribed 0 55 55 55
Transfer to retained
earnings in respect of
shares issued in lieu of
cash dividends (51) 51 0 0
Treasury shares
Movement in own shares
in respect of share-based
payment plans 0 0 0
Movement on Prudential
plc shares purchased by
unit trusts consolidated
under IFRS 3 3 3
Net increase (decrease)
in equity 6 264 333 105 (3) 705 35 740
At beginning of year 119 1,558 2,972 (160) 4,489 137 4,626
At end of year 119 1,564 3,236 173 105 (3) 5,194 172 5,366
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
SUMMARY CONSOLIDATED BALANCE SHEET 30 June 30 June 31 December
2006 £m 2005 £m 2005 £m
Assets
Goodwill:
Attributable to the PAC with-profits fund (in respect of venture 891 487 607
fund investment subsidiaries)
Attributable to shareholders 1,341 1,366 1,341
Total 2,232 1,853 1,948
Other intangible assets:
Deferred acquisition costs 2,644 1,877 2,339
Present value of acquired in-force contracts 85 110 101
Total 2,729 1,987 2,440
Other non-investment and non-cash assets:
Property, plant and equipment 1,018 816 910
Reinsurers' share of contract provisions 1,141 648 1,278
Deferred tax assets 423 1,071 755
Current tax recoverable 315 193 231
Accrued investment income 1,891 1,728 1,791
Other debtors 2,310 3,388 1,318
Total 7,098 7,844 6,283
Investments of long-term business, banking and other operations:
Investment properties 13,682 12,575 13,180
Investments accounted for using the equity method 5 8 5
Financial investments:
Loans and receivables 12,795 13,202 13,245
Equity securities and portfolio holdings in unit trusts 75,534 61,701 71,985
Debt securities 78,090 79,438 82,471
Other investments 3,930 3,504 3,879
Deposits 7,422 6,784 7,627
Total investments 191,458 177,212 192,392
Held for sale assets 94 1 728
Cash and cash equivalents 3,665 3,708 3,586
Total assets 207,276 192,605 207,377
Equity and liabilities
Equity
Shareholders' equity (note H) 5,049 4,979 5,194
Minority interests 96 130 172
Total equity 5,145 5,109 5,366
Liabilities
Banking customer accounts 5,545 6,451 5,830
Policyholder liabilities and unallocated surplus of with-profits funds:
Contract liabilities (including amounts in respect of contracts 158,127 147,169 158,985
classified as investment contracts under IFRS 4)
Unallocated surplus of with-profits funds 13,458 8,879 11,357
Total insurance liabilities 171,585 156,048 170,342
Core structural borrowings of shareholder-financed operations:
Subordinated debt (other than Egg) 1,573 1,463 1,646
Other 1,082 1,227 1,093
2,655 2,690 2,739
Egg subordinated debt capital 451 451 451
Total 3,106 3,141 3,190
Other borrowings:
Operational borrowings attributable to shareholder-financed 5,994 6,231 6,432
operations (note I)
Borrowings attributable to with-profits funds (note I) 2,042 1,725 1,898
Other non-insurance liabilities:
Obligations under funding, securities lending and sale and 3,860 3,774 4,529
repurchase agreements
Net asset value attributable to unit holders of consolidated unit 1,495 1,073 965
trusts and similar funds
Current tax liabilities 1,168 925 962
Deferred tax liabilities 2,603 2,713 2,991
Accruals and deferred income 476 557 506
Other creditors 2,216 2,460 1,478
Provisions 383 990 972
Other liabilities 1,658 1,408 1,770
Held for sale liabilities - - 146
Total 13,859 13,900 14,319
Total liabilities 202,131 187,496 202,011
Total equity and liabilities 207,276 192,605 207,377
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
SUMMARY CONSOLIDATED CASH FLOW STATEMENT Half Year Half Year Full Year
2006 £m 2005 £m 2005 £m
Net cash flows from operating activities
Profit before tax (note (i)) 854 642 2,145
Changes in operating assets and liabilities (note (ii)) 73 (563) (1,987)
Other items (note (ii)) (241) (138) (357)
686 (59) (199)
Net cash flows from investing activities
Net cash flows from purchases and disposals of property and (280) (52) (154)
equipment
Costs incurred on purchase of Egg minority interests (note J) (6) - -
Acquisition of subsidiaries, net of cash balances (note (iii)) 15 (91) (68)
Disposal of subsidiaries, net of cash balances (note (iii)) 80 - 252
(191) (143) 30
Net cash flows from financing activities
Structural borrowings of the Group:
Shareholder-financed operations (note (iv)):
Redemption of borrowings (1) (171) (308)
Issue of borrowings - - 168
Interest paid (104) (95) (204)
With-profits operations (note (v)):
Interest paid (9) (9) (9)
Equity capital (note (vi)):
Issues of ordinary share capital 1 - 3
Dividends paid to shareholders (260) (213) (328)
(373) (488) (678)
Net increase (decrease) in cash and cash equivalents 122 (690) (847)
Cash and cash equivalents at beginning of period 3,586 4,341 4,341
Effect of exchange rate changes on cash and cash equivalents (43) 57 92
Cash and cash equivalents at end of period (note (vii)) 3,665 3,708 3,586
Notes
(i) Profit before tax represents income net of post-tax transfers to unallocated
surplus of with-profits funds, before tax attributable to policyholders and
unallocated surplus of with-profits funds, unit-linked policies and
shareholders' profits. It does not represent profit before tax attributable to
shareholders.
(ii) The adjusting items to profit before tax include changes in operating
assets and liabilities, and other items comprising adjustments in respect of
non-cash items, operational interest receipts and payments, dividend receipts,
income tax paid and cash flows in respect of assets categorised as
available-for-sale investments. The most significant elements of the adjusting
items within changes in operating assets and liabilities are as follows:
Half Year Half Year Full Year
2006 £m 2005 £m 2005 £m
Deferred acquisition costs (excluding changes taken directly to (462) (21) (401)
equity)
Other non-investment and non-cash assets (883) (1,333) (569)
Investments (2,618) (7,794) (21,462)
Banking customer accounts (285) (240) (861)
Policyholder liabilities (including unallocated surplus) 4,115 8,582 21,126
Other liabilities (including operational borrowings) 206 243 180
Changes in operating assets and liabilities 73 (563) (1,987)
(iii) Acquisitions and disposals of subsidiaries shown above include venture
subsidiaries of the PAC with-profits fund as shown in note J. In 2005, this also
includes the purchase of Life Insurance Company of Georgia.
(iv) Structural borrowings of shareholder-financed operations consist of the
core debt of the parent company and related finance subsidiaries, Jackson
National Life surplus notes and Egg debenture loans. Core debt excludes
borrowings to support short-term fixed income securities reinvestment programmes
and non-recourse borrowings of investment subsidiaries of shareholder-financed
operations. Cash flows in respect of these borrowings are included within
operating cash flows.
(v) Structural borrowings of with-profits operations relates solely to the £100m
8.5 per cent undated subordinated guaranteed bonds which contribute to the
solvency base of the Scottish Amicable Insurance Fund (SAIF), a ring-fenced
sub-fund of the PAC with-profits fund. Cash flows on other borrowings of
with-profits funds, which principally relate to venture investment subsidiaries,
are categorised as operating activities in the presentation above.
(vi) Cash movements in equity capital exclude scrip dividends and share capital
issued in respect of the acquisition of Egg minority interests.
(vii) Of the cash and cash equivalents amounts reported above £388m (half year
2005: £42m; full year 2005: £263m) represents cash and cash equivalents of the
parent company and related finance subsidiaries.
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
NOTES ON THE UNAUDITED IFRS BASIS RESULTS
A Basis of preparation and audit status
This interim financial information has been prepared using the accounting
policies adopted by the Group in its last consolidated financial statements, as
updated by any changes in accounting policies it intends to make in its next
consolidated financial statements as a result of new or changed IFRSs that are
already endorsed by the EU and that are applicable or available for early
adoption for the next annual financial statements.
The half year 2005 financial statements published in July 2005 were prepared in
accordance with the presentation, recognition and measurement bases that were
expected to be applied for the full year 2005 results on first time adoption of
International Financial Reporting Standards. The comparative half year 2005
results shown within this announcement include minor changes to those previously
published arising from the refinement of these bases in the second half of 2005
prior to their application to the full year financial statements.
The IFRS basis results for the 2006 and 2005 half years are unaudited. The 2005
full year IFRS basis results have been derived from the 2005 statutory accounts.
The auditors have reported on the 2005 statutory accounts which have been
delivered to the Registrar of Companies. The auditors' report was not qualified
and did not contain a statement under section 237(2) or (3) of the Companies Act
1985.
B Significant accounting policies
The accounting policies applied by the Group in these condensed consolidated
financial statements are the same as those previously applied in the Group's
consolidated financial statements for the year ended 31 December 2005.
C Segment disclosure
Half Year Half Year Full Year
2006 £m 2005 £m 2005 £m
Revenue
Long-term business 13,565 17,739 39,296
Banking 457 685 1,115
Broker-dealer and fund management 518 424 895
Unallocated corporate 71 67 98
Intra-group revenue eliminated on consolidation (138) (147) (279)
Total revenue per income statement 14,473 18,768 41,125
Charges (before income tax attributable to policyholders and
unallocated surplus of long-term insurance funds)
Long-term business, including post-tax transfers to (12,881) (17,024) (36,997)
unallocated surplus of with-profits funds
Banking (502) (672) (1,071)
Broker-dealer and fund management (358) (333) (741)
Unallocated corporate (16) (244) (450)
Intra-group charges eliminated on consolidation 138 147 279
Total charges per income statement (13,619) (18,126) (38,980)
Segment results - revenue less charges (continuing
operations)
Long-term business 684 715 2,299
Banking (45) 13 44
Broker-dealer and fund management 160 91 154
Unallocated corporate 55 (177) (352)
Profit before tax* 854 642 2,145
Tax attributable to policyholders' returns (162) (182) (1,147)
Profit before tax attributable to shareholders 692 460 998
Tax attributable to shareholders' profits (242) (156) (241)
Profit from continuing operations after tax 450 304 757
Segment results - discontinued operations (net of
tax)
Banking 0 1 3
Profit for the period 450 305 760
* Profit before tax represents income net of post-tax transfers to unallocated
surplus of with-profits funds, before tax attributable to policyholders and
unallocated surplus of with-profits funds, unit-linked policies and
shareholders' profits.
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
NOTES ON THE UNAUDITED IFRS BASIS RESULTS (CONTINUED)
D Supplementary analysis of profit from continuing operations before tax
attributable to shareholders
Half Year Half Year Full Year
Results analysis by business area 2006 £m 2005 £m 2005 £m
UK Operations
UK Insurance Operations 205 187 400
M&G 100 83 163
Egg (39) 13 44
Total 266 283 607
US Operations
Jackson National Life 223 157 348
Broker-dealer and fund management 8 18 24
Curian (4) (6) (10)
Total 227 169 362
Asian Operations
Long-term business 88 116 195
Fund management 22 2 12
Development expenses (7) (8) (20)
Total 103 110 187
Other income and expenditure
Investment return and other income 33 45 87
Interest payable on core structural borrowings (89) (84) (175)
Corporate expenditure:
Group Head Office (46) (36) (70)
Asia Regional Head Office (19) (14) (30)
Charge for share based payments for Prudential schemes (5) (4) (11)
Total (126) (93) (199)
UK restructuring costs (note L) (17) - -
Operating profit from continuing operations based on longer-term 453 469 957
investment returns
Goodwill impairment charge (note (i)) - (95) (120)
Short-term fluctuations in investment returns on 39 94 211
shareholder-backed business (note (ii))
Shareholders' share of actuarial and other gains and losses on 200 (8) (50)
defined benefit pension schemes (note (iii))
Profit from continuing operations before tax attributable to 692 460 998
shareholders
(i) Goodwill impairment charge
The charges for goodwill impairment in 2005 relate to the Japanese life
business.
(ii) Short-term fluctuations in investment returns on shareholder-backed
business
Half Year Half Year Full Year
2006 £m 2005 £m 2005 £m
US Operations:
Movement in market value of derivatives used for economic 93 36 122
hedging purposes
Actual less longer-term investment returns for other 9 24 56
items
Asian Operations (36) 17 32
Other operations (27) 17 1
39 94 211
(iii) Actuarial and other gains and losses on defined benefit
pension schemes
Actuarial gains and losses
Actual less expected return on scheme assets (57) 144 544
Experience (losses) gains on liabilities 0 (3) 1
Gains (losses) on changes of assumptions for scheme liabilities* 611 (156) (489)
554 (15) 56
Less: amounts attributable to the PAC with-profits fund (354) 7 (58)
200 (8) (2)
Non recurrent credit (charge)
Shareholders' share of credit arising from reduction in assumed - - 35
level of future discretionary increases for pensions in payment
of the Prudential Staff Pension Scheme to 2.5%
Loss on re-estimation of shareholders' share of deficit on the - - (63)
Prudential Staff Pension Scheme at 31 December 2005 to 30%
Effect of strengthening in actuarial provisions for increase in - - (20)
ongoing contributions for future service of active scheme members
- - (48)
200 (8) (50)
*The gains and losses on changes of assumption for scheme liabilities primarily
reflect movements in yields on good quality corporate bonds. These yields are
used to discount the projected pension scheme benefit payments.
The discount rates applied for the Group's UK defined benefit schemes, and
reflected in the gains and losses shown above, are as follows:
30 June 2006 5.5%
31 December 2005 4.8%
30 June 2005 5.0%
31 December 2004 5.3%
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
NOTES ON THE UNAUDITED IFRS BASIS RESULTS (CONTINUED)
E Tax charge
The total tax charge of £404m for the 2006 half year (2005 half year £338m)
comprises £220m (£217m) UK tax and £184m (£121m) overseas tax. This tax charge
comprises tax attributable to policyholders and unallocated surplus of
with-profits funds, unit-linked policies and shareholders. The tax charge
attributable to shareholders of £242m for the 2006 half year (2005 half year
£156m) comprises £95m (£52m) UK tax and £147m (£104m) overseas tax.
Half Year Half Year Full Year
F Supplementary analysis of earnings per share from continuing 2006 £m 2005 £m 2005 £m
operations
Operating profit based on longer-term investment returns after related 12.7p 14.0p 32.2p
tax and minority interests
Adjustment for goodwill impairment charge - (4.0)p (5.1)p
Adjustment from post-tax longer-term investment returns to post-tax 0.2p 3.0p 5.9p
actual investment returns (after related minority interests)
Adjustment for post-tax shareholders' share of actuarial and other 5.8p (0.3)p (1.5)p
gains and losses on defined benefit pension schemes
Based on profit from continuing operations after tax and minority 18.7p 12.7p 31.5p
interests
G Dividend
The interim dividend of 5.42p per share will be paid on 27 October 2006 to
shareholders on the register at the close of business on 18 August 2006. A scrip
dividend alternative will be offered to shareholders.
H Shareholders' equity
30 June 30 June 31 December
2006 £m 2005 £m 2005 £m
Share capital 121 119 119
Share premium 1,808 1,560 1,564
Reserves 3,120 3,300 3,511
Total 5,049 4,979 5,194
I Other borrowings
30 June 30 June 31 December
2006 £m 2005 £m 2005 £m
Operational borrowings attributable to shareholder-financed
operations
Borrowings in respect of short-term fixed income securities 1,500 1,131 1,472
programmes
Non-recourse borrowings of investment subsidiaries managed by PPM 943 1,195 1,085
America
Borrowings in respect of banking operations 3,535 3,888 3,856
Other borrowings 16 17 19
Total 5,994 6,231 6,432
Borrowings attributable to with-profits funds
Non-recourse borrowings of venture fund investment subsidiaries of 1,183 755 988
the PAC with-profits fund
Structural borrowings (subordinated debt of the Scottish Amicable 100 100 100
Insurance Fund)
Other borrowings (predominantly external funding of consolidated 759 870 810
investment vehicles)
Total 2,042 1,725 1,898
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
NOTES ON THE UNAUDITED IFRS BASIS RESULTS (CONTINUED)
J Acquisitions and disposals
(i) Shareholder acquisitions - Egg minority interests
In December 2005, the Company announced its intention to acquire the minority
interests in Egg representing approximately 21.7 per cent of the existing issued
share capital of Egg. The whole of the minority interests were acquired in the
first half of 2006. Under the terms of the offer, Egg shareholders received
0.2237 new ordinary shares in the Company for each Egg share resulting in the
issue of 41.6m new shares in the Company.
The Company accounts for the purchase of minority interests using the economic
entity method. Accordingly, £167m has been charged to retained earnings
representing the difference between the consideration paid (including expenses)
of £251m and the share of net assets acquired of £84m.
(ii) PAC with-profits fund acquisitions
The PAC with-profits fund acquires a number of venture capital holdings through
PPM Capital in which the Group is deemed to have a controlling interest, in
aggregate with, if applicable, other holdings held by, for example, the
Prudential Staff Pension Scheme. There were two such acquisitions during the
period to 30 June 2006:
• Acquisition of 53 per cent of the voting equity interests of Histoire
D'or, a jewellery retail company, in April 2006; and
• Acquisition of 51 per cent of the voting equity interests of Azzuri
Communications, a business IT services company, in June 2006.
These acquisitions are considered individually immaterial and therefore all 2006
half year information in the following table has been presented in aggregate.
Due to the nature of the investments, it is not practicable to provide certain
information for acquisitions occuring in the 2006 half year, including the pro
forma Group revenue and consolidated net profit information as if the
acquisitions had occurred at the beginning of the year, and the carrying
amounts, in accordance with IFRS, of each class of the acquiree's assets,
liabilities, and contingent liabilities immediately before acquisition.
The results of the acquisitions have been included in the consolidated financial
statements of the Group commencing on the respective dates of acquisition. The
earnings contributed by these acquisitions to the income statement is
insignificant and is also reflected as part of the change in unallocated surplus
of the with-profits fund.
The table below identifies the net assets acquired and reconciles this amount to
the consideration paid for the ventures acquisitions in the six months to 30
June 2006:
Fair value on
acquisition
£m
Cash and cash equivalents 16
Other current assets 62
Property, plant and equipment 14
Other non-current assets 51
Less liabilities, including current liabilities and borrowings (455)
(312)
Less minority interests 0
Net assets acquired (312)
Goodwill 313
Cash consideration 1
Aggregate goodwill of £313m has been recognised for the excess of the cost over
the Group's interest in the net fair value of entities assets, liabilities and
contingent assets in the 2006 half year.
There are no intangible assets that were not recognised separately from goodwill
for these companies because the fair value of the intangible asset could not be
reliably measured.
(iii) PAC with-profits fund disposals
As at 31 December 2005, two venture subsidiaries were classified as held for
sale; Upperpoint Distribution Limited and Taverner Hotel Group Pty Ltd. The sale
of these venture subsidiaries was completed in the 2006 half year. In addition,
two additional venture subsidiaries of the PAC with-profits fund were disposed
of during the period, namely Orefi and Aperio Group Pty Ltd. Total cash
consideration received was £93m. Goodwill of £44m and cash and cash equivalents
of £13m were disposed of. There are no venture subsidiaries classified as held
for sale at 30 June 2006.
K Bulk annuity reinsurance from the Scottish Amicable Insurance Fund to
Prudential Retirement Income Limited
In June 2006 Prudential Retirement Income Limited (PRIL), a shareholder-backed
subsidiary of the Company, entered into a bulk annuity reinsurance arrangement
with the Scottish Amicable Insurance Fund (SAIF) for the reinsurance of
non-profit immediate pension annuity liabiities with a premium of £592m. SAIF is
a closed ring-fenced sub-fund of the PAC long-term fund, established by a Court
approved Scheme of Arrangement in 1997, which is solely for the benefit of SAIF
policyholders. As explained in the notes to the tables for the supplementary
transaction measure of new business, the economic substance of the arrangement
is a transfer of risks and rewards attaching to this business from SAIF
policyholders to Prudential shareholders. Accordingly, for the purpose of those
tables the reinsurance transaction has been recorded as 'new business'. For
Group reporting purposes the amounts recorded by SAIF and PRIL for the premium
are eliminated on consolidation.
L UK restructuring costs
On 1 December 2005 the Company announced an initiative for UK Insurance
Operations to work more closely with Egg and M&G and in the process facilitate
the realisation of substantial annualised pre-tax cost savings and opportunities
for revenue synergies. The one-off restructuring cost of achieving the savings
was estimated to be £50m. As at 30 June 2006 £17m of cost to shareholder-backed
operations had been incurred.
In the first half of 2006 the level of current and projected restructuring
activity has increased as a result of an end to end review of the UK business,
which is in progress, that is aimed at reducing the overall cost base. The total
cost of implementing this and the previously announced restructuring (as noted
above) is estimated at £110m to be incurred in 2006 and 2007, of which £70m is
anticipated to be born by the shareholder-backed UK Insurance Operations and Egg
and £40m by the PAC with-profits fund.
INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) BASIS RESULTS
NOTES ON THE UNAUDITED IFRS BASIS RESULTS (CONTINUED)
M Effect of adoption of IAS 32, IAS 39, and IFRS 4
The impact on total equity of adopting IAS 32, IAS 39 and IFRS 4 at 1 January
2005 was as follows:
Shareholders' Minority Total
equity interests equity
£m £m £m
Changes on adoption of IAS 32, IAS 39 and IFRS 4 relating to:
UK Insurance Operations (note (i)) (22) (22)
Jackson National Life (note (ii)) 273 273
Banking and non-insurance operations (note (iii)) (25) (3) (28)
Total 226 (3) 223
Notes
The changes shown above reflect the impact of re-measurement for :
(i) UK Insurance Operations
The reduction in shareholders' equity of £22m includes £20m relating to certain
unit-linked and similar contracts that do not contain significant insurance risk
and are therefore categorised as investment contracts under IFRS 4.
(ii) Jackson National Life
Under IAS 39, JNL's debt securities and derivative financial instruments are
re-measured to fair value from the lower of amortised cost and, if relevant,
impaired value. Fair value movements on debt securities, net of 'shadow' changes
to deferred acquisition costs and related deferred tax are recognised directly
in equity. Fair value movements on derivatives are recorded in the income
statement.
(iii) Banking and non-insurance operations
Under IAS 39, for Egg, changes to opening equity at 1 January 2005 arise from
altered policies for effective interest rate on credit card receivables,
impairment losses on loans and advances, fair value adjustments on wholesale
financial instruments and embedded derivatives in equity savings products. The
net effect on shareholders' equity of these changes, after tax, is a deduction
of £15m. A further £10m reduction in equity arises on certain centrally held
financial instruments and derivatives.
INDEPENDENT REVIEW REPORTS BY KPMG AUDIT PLC TO PRUDENTIAL PLC, extracted from
the interim report 2006
'Introduction
We have been engaged by the Company to review the IFRS financial information for
the six months ended 30 June 2006 set out on pages 18 and 19 and pages 26 to 38.
We have read the other information contained in the interim report and
considered whether it contains any apparent misstatements or material
inconsistencies with the financial information.
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 Listing
Rules of the Financial Services Authority. 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.
Directors' responsibilities
The interim report, including the IFRS financial information contained therein,
is the responsibility of, and has been approved by, the directors. The directors
are responsible for preparing the interim report in accordance with the Listing
Rules of the Financial Services Authority which require that the accounting
policies and presentation applied to the interim figures should be consistent
with those applied in preparing the preceding annual accounts except where any
changes, and the reasons for them, are disclosed.
Review work performed
We conducted our review in accordance with guidance contained in Bulletin 1999/4
Review of interim financial information issued by the Auditing Practices Board
for use in the UK. A review consists principally of making enquiries of
management and applying analytical procedures to the financial information and
underlying financial data and, based thereon, assessing whether the accounting
policies and presentation have been consistently applied unless otherwise
disclosed. A review excludes audit procedures such as tests of controls and
verification of assets, liabilities and transactions. It is substantially less
in scope than an audit performed in accordance with International Statements on
Auditing (UK and Ireland) and therefore provides a lower level of assurance than
an audit. Accordingly, we do not express an audit opinion on the financial
information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the IFRS financial information as presented for the six months
ended 30 June 2006.
KPMG Audit Plc
Chartered Accountants
London
27 July 2006
Introduction
We have been engaged by the Company to review the European Embedded Value (EEV)
basis supplementary information for the six months ended 30 June 2006 set out on
page 17 and pages 20 to 25.
The supplementary information has been prepared in accordance with the EEV
Principles issued in May 2004 by the CFO Forum using the methodology and
assumptions set out on pages 22 to 24. The supplementary information should be
read in conjunction with the Group's interim IFRS financial information which is
set out on pages 18 and 19 and pages 26 to 38.
We have read the other information contained in the interim report and
considered whether it contains any apparent misstatements or material
inconsistencies with the supplementary information.
This report is made solely to the Company in accordance with the terms of our
engagement. Our review has been undertaken so that we might state to the Company
those matters we have been engaged to state 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.
Directors' responsibilities
The interim report, including the EEV basis supplementary information contained
therein, is the responsibility of, and has been approved by the directors. The
directors have accepted responsibility for preparing the supplementary
information in accordance with the EEV Principles and for determining the
assumptions used in the application of those principles.
Review work performed
We conducted our review having regard to Bulletin 1999/4 Review of interim
financial information issued by the Auditing Practices Board for use in the UK.
A review consists principally of making enquiries of management and applying
analytical procedures to the supplementary information and underlying financial
data and, based thereon, assessing whether the accounting policies and
presentation have been consistently applied unless otherwise disclosed. A review
excludes audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with International Standards on Auditing (UK and
Ireland) and therefore provides a lower level of assurance than an audit.
Accordingly we do not express an audit opinion on the supplementary information.
Review conclusion
On the basis of our review, we are not aware of any material modifications that
should be made to the EEV basis supplementary information as presented for the
six months ended 30 June 2006.
KPMG Audit Plc
Chartered Accountants
London
27 July 2006'
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