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2014 Preliminary Announcement of Results

5 Mar 2015 09:33

RNS Number : 5418G
Jardine Strategic Hldgs Ltd
05 March 2015
 



To: Business Editor 5th March 2015

For immediate release

 

The following announcement was issued today to a Regulatory Information Service approved by the Financial Conduct Authority in the United Kingdom.

 

Jardine Strategic Holdings Limited

2014 Preliminary Announcement of Results (Unaudited)

 

Highlights

· Underlying profit* maintained

· Full-year dividend up 6%

· Good performances from most of the Group's businesses

· Astra's contribution reduced by weaker rupiah

· New strategic investments in mainland China

 

"While a number of our businesses continue to face difficult markets as regional economies remain under pressure, most are trading well. With our Group companies well financed and possessing significant opportunities for growth, we continue to view the future with confidence."

 

Sir Henry Keswick

Chairman

 

Results

Year ended 31st December

 

 

2014

US$m

(unaudited)

2013

US$m

 

Change

%

Revenue together with revenue of Jardine Matheson, associates and joint ventures+

 

62,782

61,380

 

+2

Underlying profit* before tax

4,231

4,431

-5

Underlying profit* attributable to shareholders

1,613

1,616

-

Profit attributable to shareholders

1,832

1,700

+8

Shareholders' funds

23,193

22,028

+5

 

US$

US$

%

Underlying earnings per share*

2.66

2.65

-

Earnings per share

3.02

2.79

+8

Dividends per share

0.270

0.255

+6

Net asset value per share#

57.75

50.34

+15

+ Includes 100% of revenue from Jardine Matheson, associates and joint ventures.

* The Group uses 'underlying profit' in its internal financial reporting to distinguish between ongoing business performance and non-trading items, as more fully described in note 1 to the financial statements. Management considers this to be a key measure which provides additional information to enhance understanding of the Group's underlying business performance.

# Net asset value per share is calculated on a market value basis, details of which are set out in note 16.

The final dividend of US¢19.00 per share will be payable on 13th May 2015, subject to approval at the Annual General Meeting to be held

on 7th May 2015, to shareholders on the register of members at the close of business on 20th March 2015 and will be available in cash

with a scrip alternative.

Jardine Strategic Holdings Limited

 

Preliminary Announcement of Results

For The Year Ended 31st December 2014

(Unaudited)

 

Overview

Most of the Group's businesses produced improved performances in 2014 despite more challenging trading conditions as key Asian economies came under pressure. Hongkong Land did well to maintain its profitability after a record year in 2013. Astra's underlying earnings were modestly lower in its reporting currency, but a weaker rupiah reduced materially its contribution in US dollars.

 

Performance

The Group's revenue for 2014, including 100% of revenue from Jardine Matheson, associates and joint ventures, was US$62.8 billion, compared with US$61.4 billion in 2013. The Company's underlying profit before tax for the year was US$4,231 million, a decrease of 5% from the prior year. The underlying profit attributable to shareholders was US$1,613 million and underlying earnings per share were US$2.66, both in line with 2013.

 

Within the businesses held through Jardine Matheson, Jardine Pacific recorded steady trading in most of its activities, and good improvement in profits in its Restaurant business and JOS. Jardine Motors enjoyed an excellent year, while Jardine Lloyd Thompson benefited from good organic growth.

 

Hongkong Land maintained a high level of profitability with strong contributions from both its commercial and its residential interests. Dairy Farm's sales and earnings increased in most of its operations, although its Food businesses in Southeast Asia faced more challenging conditions. Most of Mandarin Oriental's hotels performed well and there was a further contribution from branding fees on the sale of Residences. The overall results from Jardine Cycle & Carriage's motor businesses were higher. Astra did well to maintain its rupiah net profit as it experienced mixed performances within its portfolio.

 

The profit attributable to shareholders for the year was US$1,832 million, with the main non-trading item being an increase in the value of Hongkong Land's investment property portfolio. This compares with US$1,700 million in 2013, which also benefited from higher property valuations. Shareholders' funds were up 5% at US$23.2 billion.

 

The Group's continued profit generation, cash flows and retained earnings have enabled high levels of capital expenditure to be combined with low levels of debt. Total capital investment across the Group in 2014 exceeded US$5.6 billion. The consolidated net debt at the end of 2014 excluding financial services companies was US$2.2 billion, representing gearing of 5%, which was modestly lower than at the end of 2013. 

 

The Board is recommending a final dividend of US¢19.00 per share, which represents an increase of 6% for the full year.

 

Business Developments

The Group announced two strategic initiatives in mainland China in 2014. In January, the Company agreed to invest US$731 million in shares and convertible bonds representing up to a 20% interest in Hong Kong-listed Zhongsheng Group, a leading mainland China motor dealership group. In August, Dairy Farm reached agreement with Yonghui Superstores, one of mainland China's fastest growing food retailers, to establish a strategic partnership, and upon receipt of regulatory approvals will acquire a shareholding of just below 20% in the company for an investment of some US$925 million. These initiatives, together with Hongkong Land's ongoing investment in the residential and commercial property sectors, reflect the Group's increasing commitment to mainland China's economy.

 

Within Jardine Matheson, Jardine Pacific produced good profit growth, supported by strong sales in its recently acquired KFC franchise in Hong Kong and a sustained turnaround at JOS. Jardine Motors enjoyed a much better year with profits increasing 66% as it benefited from further recovery in mainland China, where it now has 33 outlets and a further two under development, and good performances elsewhere. JLT continued to produce strong organic growth, and in August it established a specialty insurance broking business in the United States.

 

Hongkong Land performed well in 2014 as its results were broadly in line with the prior record year. Its commercial portfolio had another good year, although in the residential sector fewer completions in Singapore offset a strong contribution from the remaining Serenade units in Hong Kong and increased completions in mainland China. The group has commercial developments in Beijing, Jakarta and Phnom Penh, and ongoing residential developments in mainland China, Singapore, Indonesia and the Philippines.

 

Dairy Farm produced sales improvement in all of its divisions, but weaker performances in its Food division in Southeast Asia held back profits. The group has embarked upon a number of strategic initiatives that will see it positioned better for sustained growth. It has expanded its activities in mainland China and the Philippines, and is continuing to invest in its existing store networks, supply chain infrastructure, IT systems and people development.

 

Mandarin Oriental added two hotels in 2014, and now operates 27 hotels. It has a further 17 under development, of which Marrakech, Milan, Beijing and Doha are due to open within the next 18 months. In addition, it operates eight Residences connected to its properties, and is developing a further seven. The group has announced a US$300 million rights issue that will provide the capacity to finance the renovation of its London property and reduce debt, while placing it in a strong position to make further investments. Jardine Strategic has agreed to support and underwrite the offer.

 

Jardine Cycle & Carriage's non-Astra operations produced an overall increase in earnings, with a particularly good result from Truong Hai Auto Corporation in Vietnam. In February 2015, the group increased further its commitment to Vietnam when it raised its shareholding in publicly-listed Refrigeration Electrical Engineering Corporation Group from 19% to 22%.

 

Astra's underlying profit contribution of US$533 million was 14% lower, principally due to the weakening of the rupiah. Its underlying profit in rupiah was 3% lower as improved results from its agribusiness, contract mining operations and financial services businesses were offset by lower earnings from its automotive business and an impairment charge in relation to its coal mining properties. Astra is seeking to complement the development of its existing activities with investments in new sectors, where it believes that over the longer term it can build market-leading businesses. Its new life insurance joint venture, Astra Aviva Life, began operating in November 2014, while in the fourth quarter of 2014, United Tractors agreed to acquire a majority stake in listed construction company, PT Acset Indonusa Tbk. It is believed that both new ventures will benefit from Astra's reach and expertise.

 

Corporate Developments

Following shareholder approval at a Special General Meeting held in April, the transfer of the Company's listing on the Main Market of the London Stock Exchange to the standard listing category was completed on 27th May 2014.

 

People

Jenkin Hui passed away on 4th September 2014 and, on behalf of the Board, I would like to express our appreciation for the significant support that he gave to the Group over many years of service as a non-executive Director. His wise counsel will be missed. 

 

We were pleased to welcome Julian Hui to the Board on 5th March 2015.

 

Outlook

While a number of our businesses continue to face difficult markets as regional economies remain under pressure, most are trading well. With our Group companies well financed and possessing significant opportunities for growth, we continue to view the future with confidence.

 

Sir Henry Keswick

Chairman

 

Operating Review 

 

Jardine Matheson

Jardine Matheson achieved an underlying profit before tax for the year of US$4,451 million, a decrease of 3%. Its underlying profit attributable to shareholders was 2% higher at US$1,534 million, while underlying earnings per share were 1% higher at US$4.14. Its profit attributable to shareholders was US$1,710 million, compared with US$1,566 million in 2013, with both results benefiting from increases in the value of Hongkong Land's investment property portfolio.

 

· Jardine Pacific

Jardine Pacific's underlying profit of US$131 million was 19% higher, reflecting good all-round performances and particularly improved results in two of its businesses. Its profit attributable to shareholders was US$137 million, compared with US$112 million in 2013. Shareholders' funds were US$703 million at the end of 2014, and the underlying return on average shareholders' funds was 19%. Jardine Schindler, JEC and Gammon all produced steady performances. Jardine Restaurants achieved good profit growth with its recently acquired KFC franchise in Hong Kong making a pleasing full-year contribution. Hactl recorded lower results following the move of a major customer to its own facility in the second half of 2013. Jardine Shipping Services achieved a good increase in profit, while Jardine Aviation Services showed a slight improvement. The positive steps taken by JOS to address operational weaknesses have led to the start of a recovery with improvements in both revenues and earnings.

 

· Jardine Motors

Jardine Motors achieved a much improved underlying profit of US$97 million in 2014, up 66% from the US$59 million recorded in 2013. Zung Fu performed well in mainland China, despite a challenging trading environment, with higher deliveries of Mercedes-Benz passenger cars at enhanced margins. The group remains confident in the potential of the automotive sector in mainland China where the group now has 33 outlets and a further two under development. Zung Fu continued to trade well in Hong Kong and Macau where it achieved higher sales of Mercedes-Benz passenger cars. Jardine Motors' dealerships in the United Kingdom also had a good year.

 

During the first half of the year, Jardine Strategic invested US$731 million for a minority interest in Hong Kong-listed Zhongsheng Group, which is one of mainland China's leading motor dealership groups. The investment represents an initial 11% equity stake together with convertible bonds. On conversion, the Group would hold 20% of Zhongsheng. This investment, which is not yet being equity accounted, is included as part of Corporate and contributed US$15 million to the Group's results for 2014. 

 

· Jardine Lloyd Thompson

Jardine Lloyd Thompson's total revenue for the year was US$1,817 million, an increase of 13% in its reporting currency. In a year which saw a marked decline in the insurance and reinsurance rating environment, the company did well to achieve organic growth of 6%. In August, the company announced the expansion of its specialty insurance broking activities with the establishment of a new business in the United States. This is expected to result in a net investment by way of cumulative losses of US$80 million over the period 2014 to 2017, of which US$8 million were incurred in 2014. Despite tight cost controls and strong revenue growth across most of the company's operations, the increase to US$203 million in the company's reported underlying profit after tax and non-controlling interests was 3% in sterling terms, due to unfavourable exchange movements and the initial investment in the US specialty business. JLT's contribution to the Group's underlying profit, however, was up 12% on conversion into US dollars.

 

Hongkong Land

Hongkong Land reported an underlying profit attributable to shareholders of US$930 million in 2014, only modestly below its record result in 2013. The group's commercial portfolio had another strong year, while its residential activities performed well despite fewer completions in Singapore. There was a net gain of US$397 million on the valuation of investment properties, producing a profit attributable to shareholders of US$1,327 million. This compares to US$1,190 million in 2013, which included net valuation gains of US$255 million. The net asset value per share at the end of 2014 was up 3% at US$11.71. Hongkong Land remains well-financed with net debt of US$2.7 billion at the year end and gearing of 10%.

 

The contribution from the group's Hong Kong commercial property portfolio benefited from the positive rent reversions seen in 2013, although reversions became negative in 2014. Vacancy in the portfolio was 5.4% at the year end. The retail portfolio remained fully occupied and saw strong positive rent reversions. The market was stable in Singapore, where the group's office portfolio ended the year with vacancy of 1.7%. Higher rents were achieved at Jakarta Land in Indonesia. In Beijing, good progress was made in the development of the luxury retail complex at Wangfujing.

 

Hongkong Land's residential development activities benefited from the sale of remaining units at projects in Hong Kong and Macau. Momentum is building in mainland China with the first significant contribution from two wholly-owned projects in Chongqing. In Singapore, group subsidiary MCL Land completed two fully-sold projects during 2014. Two joint-venture developments in Indonesia are making good progress, while in the Philippines a 40%-owned luxury development in Manila is also proceeding well. 

Dairy Farm

Dairy Farm's sales, including 100% of associates and joint ventures, increased by 5% to US$13.1 billion in 2014 with growth achieved in all divisions. Its underlying profit was up 4% at US$500 million. The group delivered good like-for-like sales growth in its major businesses in Health and Beauty, Home Furnishings and Restaurants. While like-for-like sales growth in its Food retailing business in Greater China was good, it was much weaker in Southeast Asia. The profit attributable to shareholders was US$509 million, which included a net non-trading gain of US$9 million arising mainly from the disposal of properties. The group's financial position remains strong with net cash of US$475 million at the end of 2014.

In 2014, Dairy Farm made a number of strategic moves, notably in mainland China and the Philippines. Agreement was reached in August to establish a partnership with Yonghui Superstores Co., Ltd and to acquire a shareholding of just below 20% in the company, subject to regulatory approvals, for an investment of approximately US$925 million. Yonghui is one of mainland China's fastest growing food retailers, and both companies have started to work closely together on joint procurement initiatives and to drive operating synergies. In the Philippines, Dairy Farm increased its interest in Rustan Supercenters to 66%, and entered the Health and Beauty market with the acquisition of a 49% interest in Rose Pharmacy. In parallel, Dairy Farm continued its investment in existing store networks, supply chain infrastructure, IT systems and people, which are designed to deliver a superior offer to its customers.

 

Mandarin Oriental

Despite some challenging markets, Mandarin Oriental recorded an underlying profit up US$4 million at US$97 million. The 2013 results had included a one-off profit of US$7 million arising on the acquisition of the freehold rights of its Paris hotel. Profit attributable to shareholders was US$97 million in 2014, compared to US$96 million in the prior year.

 

The group's two wholly-owned hotels in Hong Kong performed well despite being affected by demonstrations in the city during the final quarter. Tokyo benefited from improved visitor arrivals, but occupancy in the Bangkok property suffered from the country's ongoing political uncertainty. The performances of the group's other Asian hotels were broadly stable. In Europe, weaker demand in the London property was offset by the further stabilization of the Paris hotel and an improvement in Geneva. The contribution from The Americas was impacted by lower demand in Washington D.C.

 

During the year, Mandarin Oriental opened hotels in Taipei and Bodrum and also announced management contracts for new hotels under development in Bali, Manila and Dubai as well as Residences to be built opposite the group's Bangkok hotel. Mandarin Oriental also received US$15 million in branding fees on the sale of Residences in Bodrum. The group is to undertake a US$130 million renovation of its London hotel, scheduled to begin in 2016, and has agreed to invest some US$150 million to expand its Munich hotel on an adjacent site, with completion expected in 2021. Mandarin Oriental has announced that it is to raise US$300 million by way of a rights issue, which Jardine Strategic will underwrite.

 

Jardine Cycle & Carriage

Jardine Cycle & Carriage's underlying profit declined by 11% to US$793 million in 2014. The profit attributable to shareholders was 10% lower at US$820 million. Astra's contribution to underlying profit at US$724 million was 15% lower than 2013, largely due to an 11% decline in the average rupiah exchange rate. The group's other interests produced earnings up 40%.

 

There was a much improved performance at Truong Hai Auto Corporation in Vietnam, which benefited from strong vehicle sales, good margins and lower financing costs. Earnings from the Singapore motor operations were up 8% due to higher sales. In Malaysia, Cycle & Carriage Bintang's contribution improved significantly from a low base due to good demand for new models, although margins on older models remained under pressure. In Indonesia, Tunas Ridean faced increased competitive pressure in the car market and its earnings contribution was down 28%. In February 2015, Jardine Cycle & Carriage increased its interest in Vietnam-listed Refrigeration Electrical Engineering Corporation Group from 19% to 22% at a cost of US$12 million. It will now be treated as an associate.

 

Astra

Under Indonesian accounting standards Astra's underlying profit was down 3% at Rp18.3 trillion, equivalent to US$1,538 million, and its net profit was 1% lower at Rp19.2 trillion, some US$1,614 million. Improvements in its agribusiness, contract mining operations and financial services businesses were offset by lower earnings from its automotive activities and an impairment charge in relation to its coal mining properties.

 

Discounting in the competitive car market in Indonesia led to lower margins in Astra's sales operations. The wholesale market for cars declined 2%, while Astra's sales were 6% lower giving it a reduced market share of 51%. Astra Honda Motor's sales rose in an expanding motorcycle market, giving it a market share of 64%. Astra Otoparts, in which the group interest was reduced to 80% in 2013, saw higher sales but a decline in net income.

 

Net income from Astra's financial services businesses rose 11%.  Excluding the gain arising from the acquisition of a 50% interest in Astra Aviva Life, however, the increase would have been 1%. There was strong growth in the consumer portfolio, but this was largely offset by a lower contribution from Astra Sedaya Finance, following the sale of a 25% interest to Permata Bank, and reduced earnings at Permata Bank due to an increase in funding costs and non-performing loans. Asuransi Astra Buana benefited from growth in gross written premiums and higher investment earnings.

 

United Tractors' net income rose 11% after accounting for an impairment charge on the valuation of its coal mining properties, excluding which net income would have risen 43%. There was a decline in Komatsu heavy equipment sales, but its contract mining interests benefited from improved coal volumes on lower stripping ratios and reported a 6% increase in net revenue. United Tractors' own mining subsidiaries saw net revenue rise 22%, but earnings were impacted by lower coal prices.

 

Astra Agro Lestari reported net income up 39% as average crude palm oil prices achieved were 14% higher. Crude palm oil sales decreased following the opening of the company's refinery in West Sulawesi, which sold 255,000 tonnes of olein during the year.

 

Net income from infrastructure, logistics and others fell by 34%. Progress continues in the development of its toll road interests. Its contract car hire business saw revenues benefit from higher used car sales, but income suffered from lower margins. Development continued at the group's luxury residential project in Jakarta's Central Business District, with completion expected in 2018. Astra's information technology interests produced a 24% increase in net income.

 

Ben Keswick

Managing Director

 

 

 

 

 

 

Jardine Strategic Holdings Limited

Consolidated Profit and Loss Account

for the year ended 31st December 2014

 

 

 

 

 

 

 

 

(unaudited)

 

 

2014

2013

Underlying

business

performance

US$m

Non-

trading

items

US$m

Total

US$m

Underlying

business

performance

US$m

Non-

trading

items

US$m

Total

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue (note 2)

 

32,236

 

 

 

-

 

 

 

 

32,236

 

 

 

 

32,666

 

 

 

-

 

 

 

 

32,666

 

 

Net operating costs (note 3)

 

(28,863)

 

 

 

(16)

 

 

 

 

(28,879)

 

 

 

 

(29,239)

 

 

 

(31)

 

 

 

 

(29,270)

 

 

Change in fair value of investment properties

 

-

 

 

 

51

 

 

 

 

51

 

 

 

 

-

 

 

 

(62)

 

 

 

 

(62)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating profit

 

3,373

 

 

 

35

 

 

 

 

3,408

 

 

 

 

3,427

 

 

 

(93)

 

 

 

 

3,334

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net financing charges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- financing charges

 

(260)

 

 

 

-

 

 

 

 

(260)

 

 

 

 

(242)

 

 

 

-

 

 

 

 

(242)

 

 

- financing income

 

165

 

 

 

-

 

 

 

 

165

 

 

 

 

139

 

 

 

-

 

 

 

 

139

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(95)

 

 

 

-

 

 

 

 

(95)

 

 

 

 

(103)

 

 

 

-

 

 

 

 

(103)

 

 

Share of results of Jardine Matheson (note 4)

 

210

 

 

 

(5)

 

 

 

 

205

 

 

 

 

173

 

 

 

(5)

 

 

 

 

168

 

 

Share of results of associates and joint ventures (note 5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- before change in fair value of investment properties

 

743

 

 

 

37

 

 

 

 

780

 

 

 

 

934

 

 

 

(23)

 

 

 

 

911

 

 

- change in fair value of investment properties

 

-

 

 

 

394

 

 

 

 

394

 

 

 

 

-

 

 

 

352

 

 

 

 

352

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

743

 

 

 

431

 

 

 

 

1,174

 

 

 

 

934

 

 

 

329

 

 

 

 

1,263

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit before tax

 

4,231

 

 

 

461

 

 

 

 

4,692

 

 

 

 

4,431

 

 

 

231

 

 

 

 

4,662

 

 

Tax (note 6)

 

(787)

 

 

 

-

 

 

 

 

(787)

 

 

 

 

(805)

 

 

 

(7)

 

 

 

 

(812)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit after tax

 

3,444

 

 

 

461

 

 

 

 

3,905

 

 

 

 

3,626

 

 

 

224

 

 

 

 

3,850

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders of the Company (notes 7 & 9)

 

1,613

 

 

 

219

 

 

 

 

1,832

 

 

 

 

1,616

 

 

 

84

 

 

 

 

1,700

 

 

Non-controlling interests

 

1,831

 

 

 

242

 

 

 

 

2,073

 

 

 

 

2,010

 

 

 

140

 

 

 

 

2,150

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,444

 

 

 

461

 

 

 

 

3,905

 

 

 

 

3,626

 

 

 

224

 

 

 

 

3,850

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

US$

 

 

 

 

 

 

 

 

US$

 

 

 

 

US$

 

 

 

 

 

 

 

 

US$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share (note 8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- basic

 

2.66

 

 

 

 

 

 

 

 

3.02

 

 

 

 

2.65

 

 

 

 

 

 

 

 

2.79

 

 

- diluted

 

2.66

 

 

 

 

 

 

 

 

3.02

 

 

 

 

2.65

 

 

 

 

 

 

 

 

2.79

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jardine Strategic Holdings Limited

Consolidated Statement of Comprehensive Income for the year ended 31st December 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 (unaudited)

 

 

 

 

 

 

 

 

 

 

2014

US$m

 

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit for the year

 

 

3,905

 

 

 

 

 

3,850

 

 

 

Other comprehensive income/(expense)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Items that will not be reclassified to profit or loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remeasurements of defined benefit plans

 

 

(27)

 

 

 

 

 

41

 

 

 

Net revaluation surplus before transfer to investment properties

 

 

 

 

 

 

 

 

 

 

 

 

- intangible assets

 

 

20

 

 

 

 

 

2

 

 

 

- tangible assets

 

 

-

 

 

 

 

 

1

 

 

 

Tax on items that will not be reclassified

 

 

4

 

 

 

 

 

(9)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3)

 

 

 

 

 

35

 

 

 

Share of other comprehensive (expense)/income of Jardine Matheson

 

 

(39)

 

 

 

 

 

27

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of other comprehensive income of associates and joint ventures

 

 

3

 

 

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(39)

 

 

 

 

 

63

 

 

 

Items that may be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net exchange translation differences

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- net loss arising during the year

 

 

(392)

 

 

 

 

 

(1,794)

 

 

 

- transfer to profit and loss

 

 

7

 

 

 

 

 

(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(385)

 

 

 

 

 

(1,795)

 

 

 

Revaluation of other investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- net loss arising during the year

 

 

(79)

 

 

 

 

 

(28)

 

 

 

- transfer to profit and loss

 

 

(19)

 

 

 

 

 

(11)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(98)

 

 

 

 

 

(39)

 

 

 

Impairment of other investments transfer to profit and loss

 

 

-

 

 

 

 

 

55

 

 

 

Cash flow hedges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- net loss arising during the year

 

 

(107)

 

 

 

 

 

(40)

 

 

 

- transfer to profit and loss

 

 

102

 

 

 

 

 

77

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5)

 

 

 

 

 

37

 

 

 

Tax relating to items that may be reclassified

 

 

3

 

 

 

 

 

(8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of other comprehensive (expense)/income of Jardine Matheson

 

 

(41)

 

 

 

 

 

6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of other comprehensive expense of associates and joint ventures

 

 

(199)

 

 

 

 

 

(641)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(725)

 

 

 

 

 

(2,385)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive expense for the year, net of tax

 

 

(764)

 

 

 

 

 

(2,322)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income for the year

 

 

3,141

 

 

 

 

 

1,528

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders of the Company

 

 

1,362

 

 

 

 

 

973

 

 

 

Non-controlling interests

 

 

1,779

 

 

 

 

 

555

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,141

 

 

 

 

 

1,528

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jardine Strategic Holdings Limited

Consolidated Balance Sheet

at 31st December 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Intangible assets

 

 

 

 

 

2,435

 

 

 

2,088

 

Tangible assets

 

 

 

 

 

6,245

 

 

 

6,426

 

Investment properties

 

 

 

 

 

23,901

 

 

 

23,688

 

Plantations

 

 

 

 

 

908

 

 

 

856

 

Investment in Jardine Matheson

 

 

 

 

 

1,979

 

 

 

1,734

 

Associates and joint ventures

 

 

 

 

 

7,990

 

 

 

7,749

 

Other investments

 

 

 

 

 

1,319

 

 

 

1,096

 

Non-current debtors

 

 

 

 

 

3,521

 

 

 

2,792

 

Deferred tax assets

 

 

 

 

 

265

 

 

 

226

 

Pension assets

 

 

 

 

 

12

 

 

 

30

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current assets

 

 

 

 

 

48,575

 

 

 

46,685

 

 

 

 

 

 

 

 

 

 

 

 

 

Properties for sale

 

 

 

 

 

2,953

 

 

 

2,670

 

Stocks and work in progress

 

 

 

 

 

2,556

 

 

 

2,330

 

Current debtors

 

 

 

 

 

5,476

 

 

 

5,269

 

Current investments

 

 

 

 

 

18

 

 

 

17

 

Current tax assets

 

 

 

 

 

130

 

 

 

129

 

Bank balances and other liquid funds

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- non-financial services companies

 

 

 

 

 

4,692

 

 

 

4,617

 

- financial services companies

 

 

 

 

 

382

 

 

 

284

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,074

 

 

 

4,901

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,207

 

 

 

15,316

 

Non-current assets classified as held for sale

 

 

 

 

 

1

 

 

 

7

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

16,208

 

 

 

15,323

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

 

 

 

64,783

 

 

 

62,008

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

 

 

 

 

 

Share capital

 

 

 

 

 

56

 

 

 

56

 

Share premium and capital reserves

 

 

 

 

 

1,381

 

 

 

1,370

 

Revenue and other reserves

 

 

 

 

 

23,607

 

 

 

22,440

 

Own shares held

 

 

 

 

 

(1,851)

 

 

 

(1,838)

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders' funds

 

 

 

 

 

23,193

 

 

 

22,028

 

Non-controlling interests

 

 

 

 

 

21,845

 

 

 

20,862

 

 

 

 

 

 

 

 

 

 

 

 

 

Total equity

 

 

 

 

 

45,038

 

 

 

42,890

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Long-term borrowings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- non-financial services companies

 

 

 

 

 

5,084

 

 

 

4,552

 

- financial services companies

 

 

 

 

 

2,176

 

 

 

1,674

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7,260

 

 

 

6,226

 

Deferred tax liabilities

 

 

 

 

 

669

 

 

 

707

 

Pension liabilities

 

 

 

 

 

248

 

 

 

213

 

Non-current creditors

 

 

 

 

 

359

 

 

 

384

 

Non-current provisions

 

 

 

 

 

123

 

 

 

116

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

8,659

 

 

 

7,646

 

 

 

 

 

 

 

 

 

 

 

 

 

Current creditors

 

 

 

 

 

7,080

 

 

 

6,742

 

Current borrowings

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- non-financial services companies

 

 

 

 

 

1,780

 

 

 

2,385

 

- financial services companies

 

 

 

 

 

1,892

 

 

 

2,079

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,672

 

 

 

4,464

 

Current tax liabilities

 

 

 

 

 

272

 

 

 

210

 

Current provisions

 

 

 

 

 

62

 

 

 

56

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

11,086

 

 

 

11,472

 

 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

 

 

19,745

 

 

 

19,118

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total equity and liabilities

 

 

 

 

 

64,783

 

 

 

62,008

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

                         

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jardine Strategic Holdings Limited

Consolidated Statement of Changes in Equity

for the year ended 31st December 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share

capital

US$m

 

Share

premium

US$m

 

Capital

reserves

US$m

 

Revenue

reserves

US$m

Contributed

surplus

US$m

Asset

revaluation

reserves

US$m

 

Hedging

reserves

US$m

 

Exchange

reserves

US$m

 

Own

shares

held

US$m

Attributable to shareholders of the Company

US$m

Attributable

to non-controlling interests

US$m

 

Total

equity

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2014 (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 1st January

56

 

1,199

 

171

 

22,665

 

304

 

214

 

1

 

(744)

 

(1,838)

 

22,028

 

20,862

 

42,890

Total comprehensive income

-

 

-

 

-

 

1,677

 

-

 

8

 

(9)

 

(314)

 

-

 

1,362

 

1,779

 

3,141

Dividends paid by the Company (note 10)

-

 

-

 

-

 

(157)

 

-

 

-

 

-

 

-

 

-

 

(157)

 

-

 

(157)

Dividends paid to non-controlling interests

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(896)

 

(896)

Unclaimed dividends forfeited

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

1

 

1

Employee share option schemes

-

 

-

 

14

 

-

 

-

 

-

 

-

 

-

 

-

 

14

 

1

 

15

Scrip issued in lieu of dividends

-

 

-

 

-

 

10

 

-

 

-

 

-

 

-

 

-

 

10

 

-

 

10

Increase in own shares held

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(13)

 

(13)

 

-

 

(13)

Subsidiaries acquired

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

1

 

1

Change in interests in subsidiaries

-

 

-

 

-

 

(40)

 

-

 

-

 

-

 

-

 

-

 

(40)

 

97

 

57

Change in interests in associates and joint ventures

-

 

-

 

-

 

(11)

 

-

 

-

 

-

 

-

 

-

 

(11)

 

-

 

(11)

Transfer

-

 

-

 

(3)

 

3

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31st December

56

 

1,199

 

182

 

24,147

 

304

 

222

 

(8)

 

(1,058)

 

(1,851)

 

23,193

 

21,845

 

45,038

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 1st January

56

 

1,199

 

167

 

21,047

 

304

 

213

 

(23)

 

105

 

(1,727)

 

21,341

 

21,036

 

42,377

Total comprehensive income

-

 

-

 

-

 

1,797

 

-

 

1

 

24

 

(849)

 

-

 

973

 

555

 

1,528

Dividends paid by the Company (note 10)

-

 

-

 

-

 

(150)

 

-

 

-

 

-

 

-

 

-

 

(150)

 

-

 

(150)

Dividends paid to non-controlling interests

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(951)

 

(951)

Employee share option schemes

-

 

-

 

14

 

-

 

-

 

-

 

-

 

-

 

-

 

14

 

3

 

17

Scrip issued in lieu of dividends

-

 

-

 

-

 

6

 

-

 

-

 

-

 

-

 

-

 

6

 

-

 

6

Increase in own shares held

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(111)

 

(111)

 

-

 

(111)

Subsidiaries acquired

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

52

 

52

Subsidiaries disposed of

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(1)

 

(1)

Capital contribution from non-controlling interests

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

75

 

75

Change in interests in subsidiaries

-

 

-

 

-

 

(44)

 

-

 

-

 

-

 

-

 

-

 

(44)

 

93

 

49

Change in interests in associates and joint ventures

-

 

-

 

-

 

(1)

 

-

 

-

 

-

 

-

 

-

 

(1)

 

-

 

(1)

Transfer

-

 

-

 

(10)

 

10

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 31st December

56

 

1,199

 

171

 

22,665

 

304

 

214

 

1

 

(744)

 

(1,838)

 

22,028

 

20,862

 

42,890

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total comprehensive income included in revenue reserves comprises profit attributable to shareholders of the Company of US$1,832 million (2013: US$1,700 million) and net fair value loss on other investments of US$98 million (2013: net fair value gain on other investments (net of impairment and transfer to profit and loss) of US$51 million). Cumulative net fair value gain on other investments amounted to US$213 million (2013: US$311 million).

 

Contributed surplus represents the excess in value of shares acquired in consideration for the issue of the Company's shares, over the nominal value of those shares issued. Under the Bye-laws of the Company, the contributed surplus is distributable.

 

 

 

 

 

 

 

 

 

 

Jardine Strategic Holdings Limited

Consolidated Cash Flow Statement

for the year ended 31st December 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(unaudited)

 

 

 

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating profit

 

3,408

 

 

 

3,334

 

Change in fair value of investment properties

 

(51)

 

 

 

62

 

Depreciation and amortization

 

948

 

 

 

992

 

Other non-cash items

 

401

 

 

 

298

 

Increase in working capital

 

(1,209)

 

 

 

(358)

 

Interest received

 

172

 

 

 

133

 

Interest and other financing charges paid

 

(284)

 

 

 

(253)

 

Tax paid

 

(791)

 

 

 

(933)

 

 

 

 

 

 

 

 

 

 

 

2,594

 

 

 

3,275

 

Dividends from associates and joint ventures

 

568

 

 

 

533

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from operating activities

 

3,162

 

 

 

3,808

 

 

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of subsidiaries (note 11(a))

 

(50)

 

 

 

(74)

 

Purchase of associates and joint ventures (note 11(b))

 

(388)

 

 

 

(488)

 

Purchase of shares and convertible bonds in Zhongsheng

 

(732)

 

 

 

-

 

Purchase of other investments (note 11(c))

 

(184)

 

 

 

(106)

 

Purchase of intangible assets

 

(274)

 

 

 

(294)

 

Purchase of tangible assets

 

(1,008)

 

 

 

(1,397)

 

Additions to investment properties

 

(232)

 

 

 

(223)

 

Additions to plantations

 

(82)

 

 

 

(65)

 

Advance to associates, joint ventures and others

 

(15)

 

 

 

(6)

 

Advance and repayment from associates, joint ventures and others (note 11(d))

 

479

 

 

 

219

 

Sale of subsidiaries (note 11(e))

 

1

 

 

 

14

 

Sale of associates and joint ventures

 

15

 

 

 

-

 

Sale of other investments (note 11(f))

 

217

 

 

 

109

 

Sale of intangible assets

 

1

 

 

 

8

 

Sale of tangible assets

 

63

 

 

 

72

 

Sale of investment properties

 

-

 

 

 

1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

(2,189)

 

 

 

(2,230)

 

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital contribution from non-controlling interests

 

-

 

 

 

75

 

Advance from non-controlling interests

 

-

 

 

 

1

 

Change in interests in subsidiaries (note 11(g))

 

57

 

 

 

73

 

Drawdown of borrowings

 

9,918

 

 

 

8,492

 

Repayment of borrowings

 

(9,612)

 

 

 

(7,798)

 

Dividends paid by the Company

 

(282)

 

 

 

(268)

 

Dividends paid to non-controlling interests

 

(896)

 

 

 

(951)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

(815)

 

 

 

(376)

 

 

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

158

 

 

 

1,202

 

Cash and cash equivalents at 1st January

 

4,895

 

 

 

3,918

 

Effect of exchange rate changes

 

(3)

 

 

 

(225)

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at 31st December

 

5,050

 

 

 

4,895

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jardine Strategic Holdings Limited

Notes

 

 

1. Accounting Policies and Basis of Preparation

 

The financial information contained in this announcement has been based on the preliminary results for the year ended 31st December 2014 which have been prepared in conformity with International Financial Reporting Standards, including International Accounting Standards and Interpretations adopted by the International Accounting Standards Board.

 

The preliminary results for the year ended 31st December 2014 are unaudited.

 

The following amendments and interpretation which are effective in the current accounting year and relevant to the Group's operations are adopted in 2014:

 

 

Amendments to IAS 32 Offsetting Financial Assets and Financial Liabilities

Amendments to IAS 36 Recoverable Amount Disclosures for Non-Financial Assets

Amendments to IAS 39 Novation of Derivatives and Continuation of Hedge Accounting

IFRIC 21 Levies

 

 

The adoption of these amendments and interpretation does not have a material impact on the Group's accounting policies and disclosures.

 

Amendments to IAS 32 'Offsetting Financial Assets and Financial Liabilities' are made to the application guidance in IAS 32 and clarify some of the requirements for offsetting financial assets and financial liabilities on the balance sheet. Specifically, the amendments clarify the meaning of 'currently has a legally enforceable right of offset' and 'simultaneous realization and settlement'.

 

Amendments to IAS 36 'Recoverable Amount Disclosures for Non-Financial Assets' set out the changes to the disclosures when recoverable amount is determined based on fair value less costs of disposal. The key amendments are (a) to remove the requirement to disclose recoverable amount when a cash generating unit ('CGU') contains goodwill or indefinite lived intangible assets but there has been no impairment, (b) to require disclosure of the recoverable amount of an asset or CGU when an impairment loss has been recognized or reversed, and (c) to require detailed disclosure of how the fair value less costs of disposal has been measured when an impairment loss has been recognized or reversed.

 

Amendments to IAS 39 'Novation of Derivatives and Continuation of Hedge Accounting' provide relief from discontinuing hedge accounting when novation of a hedging instrument to a central counterparty meets specified criteria.

 

IFRIC 21 'Levies' sets out the accounting for an obligation to pay a levy that is not income tax. The interpretation clarifies that the obligating event that gives rise to a liability to pay a levy is the activity described in the relevant legislation that triggers the payment of the levy.

 

 

2. Revenue

 

 

 

 

Gross revenue

 

 

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By business:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jardine Matheson

 

13,066

 

 

 

11,379

 

 

 

-

 

 

 

-

 

 

Hongkong Land

 

3,125

 

 

 

3,643

 

 

 

1,876

 

 

 

1,857

 

 

Dairy Farm

 

13,103

 

 

 

12,432

 

 

 

11,008

 

 

 

10,357

 

 

Mandarin Oriental

 

1,044

 

 

 

1,035

 

 

 

680

 

 

 

669

 

 

Jardine Cycle & Carriage

 

3,633

 

 

 

3,019

 

 

 

1,680

 

 

 

1,348

 

 

Astra

 

29,461

 

 

 

30,646

 

 

 

16,995

 

 

 

18,440

 

 

Intersegment transactions

 

(650)

 

 

 

(774)

 

 

 

(3)

 

 

 

(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

62,782

 

 

 

61,380

 

 

 

32,236

 

 

 

32,666

 

 

Gross revenue comprises revenue together with 100% of revenue from Jardine Matheson, associates and joint ventures.

 

 

3. Net Operating Costs

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

(24,060)

 

 

 

(24,814)

 

 

Other operating income

 

539

 

 

 

512

 

 

Selling and distribution costs

 

(3,384)

 

 

 

(3,214)

 

 

Administration expenses

 

(1,651)

 

 

 

(1,580)

 

 

Other operating expenses

 

(323)

 

 

 

(174)

 

 

 

 

 

 

 

 

 

 

 

 

 

(28,879)

 

 

 

(29,270)

 

 

 

 

 

 

 

 

 

 

 

Net operating costs included the following gains/(losses) from non-trading items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Decrease in fair value of plantations

 

(34)

 

 

 

(15)

 

 

Asset impairment

 

10

 

 

 

(55)

 

 

Sale and closure of businesses

 

6

 

 

 

10

 

 

Sale of other investments

 

16

 

 

 

-

 

 

Sale of property interests

 

12

 

 

 

29

 

 

Fair value loss on convertible component of Zhongsheng bonds

 

(17)

 

 

 

-

 

 

Expenses relating to transfer of listing segment of group companies' shares

 

(4)

 

 

 

-

 

 

Other

 

(5)

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

(16)

 

 

 

(31)

 

 

 

4. Share of Results of Jardine Matheson

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By business:

 

 

 

 

 

 

 

 

Jardine Pacific

 

77

 

 

 

63

 

 

Jardine Motors

 

53

 

 

 

31

 

 

Jardine Lloyd Thompson

 

40

 

 

 

37

 

 

Corporate and other interests

 

35

 

 

 

37

 

 

 

 

 

 

 

 

 

 

 

 

 

205

 

 

 

168

 

 

 

 

 

 

 

 

 

 

 

Share of results of Jardine Matheson included the following gains/(losses) from non-trading items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase in fair value of investment properties

 

4

 

 

 

1

 

 

Asset impairment

 

(1)

 

 

 

-

 

 

Sale and closure of businesses

 

1

 

 

 

-

 

 

Restructuring of businesses

 

(8)

 

 

 

(6)

 

 

Expenses relating to transfer of listing segment of group companies' shares

 

(1)

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

(5)

 

 

 

(5)

 

 

Results are shown after tax and non-controlling interests in Jardine Matheson.

 

 

5. Share of Results of Associates and Joint Ventures

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By business:

 

 

 

 

 

 

 

 

Hongkong Land

 

516

 

 

 

586

 

 

Dairy Farm

 

69

 

 

 

66

 

 

Mandarin Oriental

 

12

 

 

 

21

 

 

Jardine Cycle & Carriage

 

47

 

 

 

27

 

 

Astra

 

530

 

 

 

563

 

 

 

 

 

 

 

 

 

 

 

 

 

1,174

 

 

 

1,263

 

 

 

 

 

 

 

 

 

 

 

Share of results of associates and joint ventures included the following gains/(losses) from non-trading items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase in fair value of investment properties

 

394

 

 

 

352

 

 

Asset impairment

 

-

 

 

 

(21)

 

 

Restructuring of businesses

 

-

 

 

 

(2)

 

 

Negative goodwill on acquisition of business

 

37

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

431

 

 

 

329

 

 

Results are shown after tax and non-controlling interests in the associates and joint ventures.

 

 

6. Tax

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax charged to profit and loss is analyzed as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current tax

 

(851)

 

 

 

(869)

 

 

Deferred tax

 

64

 

 

 

57

 

 

 

 

 

 

 

 

 

 

 

 

 

(787)

 

 

 

(812)

 

 

 

 

 

 

 

 

 

 

 

Greater China

 

(262)

 

 

 

(189)

 

 

Southeast Asia

 

(520)

 

 

 

(614)

 

 

United Kingdom

 

(2)

 

 

 

(3)

 

 

Rest of the world

 

(3)

 

 

 

(6)

 

 

 

 

 

 

 

 

 

 

 

 

 

(787)

 

 

 

(812)

 

 

 

 

 

 

 

 

 

 

 

Tax relating to components of other comprehensive income or expense is analyzed as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Remeasurements of defined benefit plans

 

4

 

 

 

(9)

 

 

Cash flow hedges

 

3

 

 

 

(8)

 

 

 

 

 

 

 

 

 

 

 

 

 

7

 

 

 

(17)

 

 

Tax on profits has been calculated at rates of taxation prevailing in the territories in which the Group operates.

 

Share of tax charge of Jardine Matheson of US$29 million and credit of US$9 million (2013: US$17 million and charge of US$7 million) are included in share of results of Jardine Matheson and share of other comprehensive income of Jardine Matheson, respectively.

 

Share of tax charge of associates and joint ventures of US$271 million and credit of US$2 million (2013: US$326 million and charge of US$1 million) are included in share of results of associates and joint ventures and share of other comprehensive income of associates and joint ventures, respectively.

 

 

7. Profit attributable to Shareholders

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating segments:

 

 

 

 

 

 

 

 

 

Jardine Matheson

 

210

 

 

 

173

 

 

 

Hongkong Land

 

465

 

 

 

467

 

 

 

Dairy Farm

 

388

 

 

 

373

 

 

 

Mandarin Oriental

 

71

 

 

 

69

 

 

 

Jardine Cycle & Carriage

 

60

 

 

 

43

 

 

 

Astra

 

533

 

 

 

617

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,727

 

 

 

1,742

 

 

 

Corporate and other interests

 

(114)

 

 

 

(126)

 

 

 

 

 

 

 

 

 

 

 

 

 

Underlying profit attributable to shareholders*

 

1,613

 

 

 

1,616

 

 

 

Increase in fair value of investment properties

 

212

 

 

 

135

 

 

 

Other non-trading items

 

7

 

 

 

(51)

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit attributable to shareholders

 

1,832

 

 

 

1,700

 

 

 

 

 

 

 

 

 

 

 

 

*

Underlying profit attributable to shareholders is the measure of profit adopted by the Group in accordance with IFRS 8 'Operating Segments'.

 

 

8. Earnings per Share

 

Basic earnings per share are calculated on profit attributable to shareholders of US$1,832 million (2013: US$1,700 million) and on the weighted average number of 606 million (2013: 610 million) shares in issue during the year.

 

Diluted earnings per share are calculated on profit attributable to shareholders of US$1,831 million (2013: US$1,699 million), which is after adjusting for the effects of the conversion of dilutive potential ordinary shares of Jardine Matheson, subsidiaries, associates or joint ventures, and on the weighted average number of 606 million (2013: 610 million) shares in issue during the year.

 

The weighted average number of shares is arrived at as follows:

 

 

 

 

Ordinary shares

in millions

 

 

 

 

2014

 

 

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares in issue

 

1,121

 

 

 

1,120

 

 

Company's share of shares held by Jardine Matheson

 

(515)

 

 

 

(510)

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares for earnings per share calculation

 

606

 

 

 

610

 

 

 

 

 

 

 

 

 

 

 

Additional basic and diluted earnings per share are also calculated based on underlying profit attributable to shareholders. A reconciliation of earnings is set out below:

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

US$m

 

 

Basic earnings per share

US$

 

 

Diluted earnings per share

US$

 

 

US$m

 

 

Basic earnings per share

US$

 

 

Diluted earnings per share

US$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Profit attributable to shareholders

 

1,832

 

 

3.02

 

 

3.02

 

 

1,700

 

 

2.79

 

 

2.79

 

 

Non-trading items (note 9)

 

(219)

 

 

 

 

 

 

 

 

(84)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underlying profit attributable to shareholders

 

1,613

 

 

2.66

 

 

2.66

 

 

1,616

 

 

2.65

 

 

2.65

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

                          

 

9. Non-trading Items

 

Non-trading items are separately identified to provide greater understanding of the Group's underlying business performance. Items classified as non-trading items include fair value gains or losses on revaluation of investment properties and plantations; gains and losses arising from the sale of businesses, investments and properties; impairment of non-depreciable intangible assets and other investments; provisions for the closure of businesses; acquisition-related costs in business combinations; and other credits and charges of a non-recurring nature that require inclusion in order to provide additional insight into underlying business performance.

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By business:

 

 

 

 

 

 

 

 

Jardine Matheson

 

(5)

 

 

 

(5)

 

 

Hongkong Land

 

199

 

 

 

127

 

 

Dairy Farm

 

7

 

 

 

16

 

 

Mandarin Oriental

 

-

 

 

 

2

 

 

Jardine Cycle & Carriage

 

(1)

 

 

 

-

 

 

Astra

 

21

 

 

 

(1)

 

 

Corporate and other interests

 

(2)

 

 

 

(55)

 

 

 

 

 

 

 

 

 

 

 

 

 

219

 

 

 

84

 

 

 

 

 

 

 

 

 

 

 

An analysis of non-trading items after interest, tax and

non-controlling interests is set out below:

 

 

 

 

 

 

 

 

 

 

Increase in fair value of investment properties

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- Hongkong Land

 

195

 

 

 

127

 

 

- other

 

17

 

 

 

8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

212

 

 

 

135

 

 

Decrease in fair value of plantations

 

(7)

 

 

 

(3)

 

 

Asset impairment

 

4

 

 

 

(61)

 

 

Sale and closure of businesses

 

3

 

 

 

3

 

 

Sale of other investments

 

16

 

 

 

-

 

 

Sale of property interests

 

9

 

 

 

18

 

 

Restructuring of businesses

 

(8)

 

 

 

(8)

 

 

Fair value loss on convertible component of Zhongsheng bonds

 

(17)

 

 

 

-

 

 

Expenses relating to transfer of listing segment of group companies' shares

 

(4)

 

 

 

-

 

 

Negative goodwill on acquisition of business

 

14

 

 

 

-

 

 

Other

 

(3)

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

219

 

 

 

84

 

 

 

10. Dividends

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Final dividend in respect of 2013 of US¢18.00

(2012: US¢17.00) per share

 

202

 

 

 

190

 

 

Interim dividend in respect of 2014 of US¢8.00

(2013: US¢7.50) per share

 

89

 

 

 

84

 

 

 

 

 

 

 

 

 

 

 

 

 

291

 

 

 

274

 

 

Company's share of dividends paid on the shares held by Jardine Matheson

 

(134)

 

 

 

(124)

 

 

 

 

 

 

 

 

 

 

 

 

 

157

 

 

 

150

 

 

A final dividend in respect of 2014 of US¢19.00 (2013: US¢18.00) per share amounting to a total of US$213 million (2013: US$202 million) is proposed by the Board. The dividend proposed will not be accounted for until it has been approved at the Annual General Meeting. The net amount after deducting the Company's share of the dividends payable on the shares held by Jardine Matheson of US$98 million (2013: US$92 million) will be accounted for as an appropriation of revenue reserves in the year ending 31st December 2015.

 

 

11. Notes to Consolidated Cash Flow Statement

 

(a) Purchase of subsidiaries

 

 

 

 

 

2014

Fair

value

US$m

 

 

 

2013

Fair

value

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Intangible assets

 

12

 

 

 

59

 

 

 

Tangible assets

 

82

 

 

 

70

 

 

 

Plantations

 

27

 

 

 

-

 

 

 

Associates and joint ventures

 

-

 

 

 

9

 

 

 

Non-current debtors

 

38

 

 

 

1

 

 

 

Deferred tax assets

 

5

 

 

 

-

 

 

 

Current assets

 

74

 

 

 

76

 

 

 

Deferred tax liabilities

 

-

 

 

 

(4)

 

 

 

Pension liabilities

 

(3)

 

 

 

(5)

 

 

 

Current liabilities

 

(125)

 

 

 

(59)

 

 

 

Non-current borrowings

 

(80)

 

 

 

-

 

 

 

Non-controlling interests

 

(1)

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value of identifiable net assets acquired

 

29

 

 

 

147

 

 

 

Adjustment for non-controlling interests

 

-

 

 

 

(52)

 

 

 

Goodwill

 

126

 

 

 

13

 

 

 

 

 

 

 

 

 

 

 

 

 

Total consideration

 

155

 

 

 

108

 

 

 

Payment for contingent consideration

 

1

 

 

 

1

 

 

 

Carrying value of associates and joint ventures

 

(95)

 

 

 

-

 

 

 

Cash and cash equivalents of subsidiaries acquired

 

(11)

 

 

 

(35)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash outflow

 

50

 

 

 

74

 

 

For the subsidiaries acquired during 2014, the fair value of the identifiable assets and liabilities at the acquisition date is provisional and will be finalized within one year after the acquisition dates.

 

The fair value of the identifiable assets and liabilities at the acquisition dates of certain subsidiaries acquired during 2013 as included in the comparative figures was provisional. The fair value was finalized in 2014. As the difference between the provisional and the finalized fair value was not material, the comparative figures have not been adjusted.

 

Net cash outflow for purchase of subsidiaries in 2014 included US$23 million for Dairy Farm's increased interest from 50% to 66% in Rustan Supercenters, Inc. ('Rustan'), which operates a supermarket and hypermarket chain in the Philippines, in August 2014, and US$26 million for Astra's acquisition of a 100% interest in PT Palma Plantasindo, an oil palm plantation company, in July 2014.

 

The goodwill arising from the acquisition of Rustan amounted to US$125 million was attributable to its leading market position and retail network in the Philippines.

 

Net cash outflow in 2013 included US$42 million and US$31 million for Astra's acquisition of a 100% interest in PT Pelabuhan Penajam Banua Taka, a port business in Indonesia, in January 2013, and a 51% interest in PT Pakoakuina, a producer of wheel rims for both motor cars and motorcycles, in April 2013, respectively.

 

None of the goodwill is expected to be deductible for tax purposes.

 

Revenue and loss after tax since acquisition in respect of subsidiaries acquired during the year amounted to US$178 million and US$9 million, respectively. Had the acquisitions occurred on 1st January 2014, consolidated revenue and consolidated profit after tax for the year ended 31st December 2014 would have been US$32,518 million and US$3,899 million, respectively.

 

(b) Purchase of associates and joint ventures in 2014 included US$36 million and US$150 million for Hongkong Land's investments in the Philippines and mainland China, respectively, US$92 million for Dairy Farm's acquisition of a 49% interest in Rose Pharmacy, Inc., which operates health and beauty business in the Philippines, and US$56 million and US$41 million for Astra's subscription to PT Bank Permata's rights issue and capital injections into certain associates and joint ventures in Indonesia, respectively.

 

Purchase in 2013 included US$394 million for Hongkong Land's investments in new joint ventures mainly in China and Indonesia, and US$65 million for Astra's capital injections into certain associates and joint ventures in Indonesia.

(c) Purchase of other investments in 2014 and 2013 mainly included acquisition of securities by Astra.

 

(d) Advance and repayment from associates, joint ventures and others in 2014 and 2013 mainly included advance and repayment from Hongkong Land's property joint ventures.

 

(e) Sale of subsidiaries in 2013 included US$9 million from Astra's disposal of its 100% interest in PT Suryaraya Prawira.

 

(f) Sale of other investments in 2014 comprised US$119 million for the Company's sale of Tata Power and US$98 million for Astra's sale of securities. Sale in 2013 comprised Astra's sale of securities.

 

(g) Change in interests in subsidiaries

 

 

 

 

 

2014

US$m

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase in attributable interests

 

 

 

 

 

 

 

- Jardine Cycle & Carriage

 

(120)

 

(136)

 

 

 

- other

 

(8)

 

 (51)

 

 

 

Decrease in attributable interests

 

185

 

260

 

 

 

 

 

 

 

 

 

 

 

 

 

57

 

73

 

 

Increase in attributable interests in other subsidiaries in 2014 included US$5 million for Astra's acquisition of an additional 5% interest in PT Marga Harjaya Infrastruktur, increasing its controlling interest to 100%.

 

Increase in 2013 included US$51 million for Astra's acquisition of an additional 15% interest in PT Asmin Bara Bronang, increasing its controlling interest to 75%.

 

Decrease in attributable interests in 2014 comprised Astra's sale of a 25% interest in PT Astra Sedaya Finance to PT Bank Permata, reducing its controlling interest to 75%.

 

Decrease in 2013 comprised Astra's reduction in its interest in PT Astra Otoparts from 96% to 80%.

 

 

12. Jardine Strategic Corporate Cash Flow

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends receivable

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Subsidiaries

 

787

 

 

 

811

 

 

Jardine Matheson

 

535

 

 

 

508

 

 

Joint ventures

 

-

 

 

 

2

 

 

Other holdings

 

21

 

 

 

11

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,343

 

 

 

1,332

 

 

Less taken in scrip

 

(535)

 

 

 

(508)

 

 

 

 

 

 

 

 

 

 

 

 

 

808

 

 

 

824

 

 

Other operating cash flows

 

(19)

 

 

 

(184)

 

 

 

 

 

 

 

 

 

 

 

Cash flows from operating activities

 

789

 

 

 

640

 

 

 

 

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of other investment

 

(732)

 

 

 

(5)

 

 

Sale of other investment

 

119

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

(613)

 

 

 

(5)

 

 

 

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of additional interests in subsidiaries

 

(120)

 

 

 

(136)

 

 

Dividends paid by the Company

 

(282)

 

 

 

(268)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

(402)

 

 

 

(404)

 

 

 

 

 

 

 

 

 

 

 

Net (decrease)/increase in cash

 

(226)

 

 

 

231

 

 

Cash at 1st January

 

848

 

 

 

617

 

 

 

 

 

 

 

 

 

 

 

Cash at 31st December

 

622

 

 

 

848

 

 

 

 

 

 

 

 

 

 

 

Represented by:

 

 

 

 

 

 

 

 

Bank balances and other liquid funds

 

622

 

 

 

848

 

 

 

 

 

 

 

 

 

 

 

 

 

622

 

 

 

848

 

 

Corporate cash flow comprises the cash flows of the Company and of its investment holding and financing subsidiaries.

 

 

13. Capital Commitments and Contingent Liabilities

 

Total capital commitments at 31st December 2014 amounted to US$2,019 million (2013: US$2,065 million).

 

In addition, Dairy Farm entered into an agreement in August 2014 to acquire, by way of subscription of new shares, 19.99% of the enlarged share capital of Yonghui Superstores Co., Ltd ('Yonghui') for a consideration of RMB5.7 billion (approximately US$925 million). Listed on the Shanghai Stock Exchange, Yonghui is a hypermarket and supermarket operator in mainland China. The investment requires certain regulatory approvals in mainland China. The regulatory approval process is expected to complete in the first half of 2015.

 

Various Group companies are involved in litigation arising in the ordinary course of their respective businesses. Having reviewed outstanding claims and taking into account legal advice received, the Directors are of the opinion that adequate provisions have been made in the financial statements.

 

 

14. Related Party Transactions

 

In accordance with the Bye-laws of the Company, Jardine Matheson Limited, a wholly-owned subsidiary of Jardine Matheson Holdings Limited ('Jardine Matheson'), has been appointed General Manager of the Company under a General Manager Agreement. With effect from 1st January 2008, Jardine Matheson Limited has sub-delegated certain of its responsibilities under the agreement to a fellow subsidiary. Total fees payable for services provided to the Company in 2014 amounted to US$134 million (2013: US$132 million).

 

In the normal course of business the Group undertakes a variety of transactions with Jardine Matheson, and with certain of its associates and joint ventures.

 

The most significant of such transactions relate to the purchase of motor vehicles and spare parts from the Group's associates and joint ventures in Indonesia including PT Toyota-Astra Motor, PT Astra Honda Motor and PT Astra Daihatsu Motor. Total cost of motor vehicles and spare parts purchased in 2014 amounted to US$7,059 million (2013: US$8,019 million). The Group also sells motor vehicles and spare parts to its associates and joint ventures in Indonesia including PT Astra Honda Motor, PT Astra Daihatsu Motor and PT Tunas Ridean. Total revenue from sale of motor vehicles and spare parts in 2014 amounted to US$1,071 million (2013: US$1,174 million).

 

PT Bank Permata provides banking services to the Group. The Group's deposits with PT Bank Permata at 31st December 2014 amounted to US$411 million (2013:US$652 million).

 

There were no other related party transactions that might be considered to have a material effect on the financial position or performance of the Group that were entered into or changed during the year.

 

Amounts of outstanding balances with Jardine Matheson, and associates and joint ventures are included in debtors and creditors, as appropriate. The Group has also committed to provide loan facilities to Jardine Matheson. Undrawn facilities at 31st December 2014 amounted to US$272 million (2013: US$160 million).

 

 

15. Post Balance Sheet Event

 

Mandarin Oriental announced its intention to raise US$300 million by way of a rights issue in April 2015. The proceeds of the rights issue will be used to pay down debt, thereby providing the company with the capacity to finance renovation of its London hotel and place it in a position to make further investments in line with its development strategy. The Company has committed to take up its entitlement and fully underwrite the offer.

 

 

16. Market Value Basis Net Assets

 

 

 

 

2014

US$m

 

 

 

2013

US$m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jardine Matheson

 

5,861

 

 

 

3,344

 

 

Hongkong Land

 

7,954

 

 

 

6,942

 

 

Dairy Farm

 

9,446

 

 

 

9,971

 

 

Mandarin Oriental

 

1,235

 

 

 

1,231

 

 

Jardine Cycle & Carriage

 

8,526

 

 

 

7,406

 

 

Other holdings

 

1,139

 

 

 

623

 

 

 

 

 

 

 

 

 

 

 

 

 

34,161

 

 

 

29,517

 

 

Jardine Strategic Corporate

 

717

 

 

 

1,054

 

 

 

 

 

 

 

 

 

 

 

 

 

34,878

 

 

 

30,571

 

 

 

 

 

 

 

 

 

 

 

 

 

US$

 

 

 

US$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net asset value per share

 

57.75

 

 

 

50.34

 

 

'Market value basis net assets' are calculated based on the market price of the Company's holdings for listed companies, with the exception of the holding in Jardine Matheson which has been calculated by reference to the market value of US$23,555 million (2013: US$19,762 million) less the Company's share of the market value of Jardine Matheson's interest in the Company. For unlisted companies a Directors' valuation has been used.

 

Net asset value per share is calculated on 'market value basis net assets' of US$34,878 million (2013: US$30,571 million) and on 604 million (2013: 607 million) shares outstanding at the year end which excludes the Company's share of the shares held by Jardine Matheson of 517 million (2013: 513 million) shares.

 

 

 

Jardine Strategic Holdings Limited

Principal Risks and Uncertainties

 

 

The Board has overall responsibility for risk management and internal control. The process by which the Group identifies and manages risk will be set out in more detail in the Corporate Governance section of the Company's 2014 Annual Report (the 'Report'). The following are the principal risks and uncertainties facing the Company as required to be disclosed pursuant to the Disclosure and Transparency Rules issued by the Financial Conduct Authority of the United Kingdom and are in addition to the matters referred to in the Chairman's Statement and Operating Review.

 

Economic Risk

Most of the Group's businesses are exposed to the risk of negative developments in global and regional economies and financial markets, either directly or through the impact on the Group's joint venture partners, franchisors, bankers, suppliers or customers. These developments can result in recession, inflation, deflation, currency fluctuations, restrictions in the availability of credit, business failures, or increases in financing costs, oil prices and in the cost of raw materials. Such developments might increase operating costs, reduce revenues, lower asset values or result in the Group's businesses being unable to meet in full their strategic objectives.

 

Commercial Risk and Financial Risk

Risks are an integral part of normal commercial practices, and where practicable steps are taken to mitigate such risks. These risks are further pronounced when operating in volatile markets.

 

A number of the Group's businesses make significant investment decisions in respect of developments or projects that take time to come to fruition and achieve the desired returns and are, therefore, subject to market risks.

 

The Group's businesses operate in areas that are highly competitive, and failure to compete effectively in terms of price, product specification or levels of service can have an adverse effect on earnings. Significant pressure from such competition may lead to reduced margins. The quality and safety of the products and services provided by the Group's businesses are also important and there is an associated risk if they are below standard.

 

The steps taken by the Group to manage its exposure to financial risk will be set out in the Financial Review and in a note to the Financial Statements in the Report.

 

Concessions, Franchises and Key Contracts

A number of the Group's businesses and projects are reliant on concessions, franchises, management or other key contracts. Cancellation, expiry or termination, or the renegotiation of any such concession, franchise, management or other key contracts, could have an adverse effect on the financial condition and results of operations of certain subsidiaries, associates and joint ventures of the Group.

 

Regulatory and Political Risk

The Group's businesses are subject to a number of regulatory environments in the territories in which they operate. Changes in the regulatory approach to such matters as foreign ownership of assets and businesses, exchange controls, planning controls, emission regulations, tax rules and employment legislation have the potential to impact the operations and profitability of the Group's businesses. Changes in the political environment in such territories can also affect the Group's businesses.

 

Terrorism, Pandemic and Natural Disasters

A number of the Group's operations are vulnerable to the effects of terrorism, either directly through the impact of an act of terrorism or indirectly through the impact of generally reduced economic activity in response to the threat of or an actual act of terrorism.

 

All Group businesses would be impacted by a global or regional pandemic which could be expected to seriously affect economic activity and the ability of our businesses to operate smoothly. In addition, many of the territories in which the Group operates can experience from time to time natural disasters such as earthquakes and typhoons.

 

 

 

Responsibility Statement

 

 

The Directors of the Company confirm to the best of their knowledge that:

 

(a) the consolidated financial statements have been prepared in accordance with International Financial Reporting Standards, including International Accounting Standards and Interpretations adopted by the International Accounting Standards Board; and

 

(b) the sections of the Company's 2014 Annual Report, including the Chairman's Statement, Operating Review and Principal Risks and Uncertainties, which constitute the management report include a fair review of all information required to be disclosed by the Disclosure and Transparency Rules 4.1.8 to 4.1.11 issued by the Financial Conduct Authority of the United Kingdom.

 

 

For and on behalf of the Board

 

Ben Keswick

Adam Keswick

 

Directors

 

 

 

 

 

 

The final dividend of US¢19.00 per share will be payable on 13th May 2015, subject to approval at the Annual General Meeting to be held on 7th May 2015, to shareholders on the register of members at the close of business on 20th March 2015, and will be available in cash with a scrip alternative. The shares will be quoted ex-dividend on the Singapore Exchange and the London Stock Exchange on 18th and 19th March 2015, respectively. The share registers will be closed from 23rd to 27th March 2015, inclusive.

 

Shareholders will receive their cash dividends in United States dollars, unless they are registered on the Jersey branch register where they will have the option to elect for sterling. These shareholders may make new currency elections for the 2014 final dividend by notifying the United Kingdom transfer agent in writing by 24th April 2015. The sterling equivalent of dividends declared in United States dollars will be calculated by reference to a rate prevailing on 29th April 2015. Shareholders holding their shares through The Central Depository (Pte) Limited ('CDP') in Singapore will receive United States dollars unless they elect, through CDP, to receive Singapore dollars or the scrip alternative.

 

Shareholders on the Singapore branch register who wish to deposit their shares into the CDP system by the dividend record date, being 20th March 2015, must submit the relevant documents to M & C Services Private Limited, the Singapore branch registrar, no later than 5.00 p.m. (local time) on 19th March 2015.

 

 

 

 

 

 

Jardine Strategic

 

Jardine Strategic is a holding company which takes long-term strategic investments in multinational businesses, particularly those with an Asian focus, and in other high quality companies with existing or potential links with the Group. Its principal attributable interests are in Jardine Matheson 56%, Hongkong Land 50%, Dairy Farm 78%, Mandarin Oriental 73% and Jardine Cycle & Carriage 74%, which in turn has a 50% interest in Astra. It also has a minority interest in Zhongsheng Group. Jardine Strategic is 82%-held by Jardine Matheson.

 

Jardine Strategic Holdings Limited is incorporated in Bermuda and has a standard listing on the London Stock Exchange as its primary listing, with secondary listings in Bermuda and Singapore. The Company's interests are managed from Hong Kong by Jardine Matheson Limited.

 

- end -

 

For further information, please contact:

 

Jardine Matheson Limited

 

James Riley

(852) 2843 8229

 

 

Brunswick Group Limited

 

Karin Wong

(852) 3512 5077

 

Full text of the Preliminary Announcement of Results and the Preliminary Financial Statements for the year ended 31st December 2014 can be accessed through the internet at www.jardines.com.

 

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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