TIDMJDS
RNS Number : 5661Z
Jardine Strategic Hldgs Ld
08 March 2013
To: Business Editor 8th March 2013
For immediate release
The following announcement was issued today to a Regulatory
Information Service approved by the Financial Services Authority in
the United Kingdom.
Jardine Strategic Holdings Limited
2012 Preliminary Announcement of Results
Highlights
-- Underlying profits* maintained, and full-year dividend up 7%
-- Record Astra earnings mitigated by decline in rupiah
-- Good trading performance in Hongkong Land
-- Jardine Matheson affected by weak motor earnings in mainland China
-- Dairy Farm's earnings increase offset by one-off charge
"Despite the economic environment remaining uncertain, most of
the Group's businesses have continued to trade well. As the Group's
finances remain robust and our businesses are pursuing diverse
development programmes, the outlook for 2013 is satisfactory."
Sir Henry Keswick, Chairman
8th March 2013
Results
Year ended 31st December
2012 2011 Change
US$m US$m %
---------------------------------------------- -------- -------- ---------
Revenue together with revenue of
Jardine
Matheson, associates and joint ventures(+) 60,453 57,306 +5
Underlying profit* before tax 4,597 4,578 -
Underlying profit* attributable
to shareholders 1,587 1,583 -
Profit attributable to shareholders 1,839 3,943 * 53
Shareholders' funds 21,344 19,652 +9
US$ US$ %
---------------------------------------------- -------- -------- ---------
Underlying earnings per share* 2.58 2.55 +1
Earnings per share 2.99 6.36 * 53
Dividends per share 0.24 0.225 +7
Net asset value per share(#) 60.65 48.36 +25
---------------------------------------------- -------- -------- ---------
(+) 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 18.
-----------------------------------------------------------------------------
The final dividend of USc17.00 per share will be payable on
22nd May 2013, subject to approval at the Annual General Meeting
to be held on 16th May 2013, to shareholders on the register
of members at the close of business on 22nd March 2013 and
will be available in cash with a scrip alternative. The ex-dividend
date will be on 20th March 2013, and the share registers will
be closed from 25th to 29th March 2013, inclusive.
Jardine Strategic Holdings Limited
Preliminary Announcement of Results
For The Year Ended 31st December 2012
Overview
There were good trading performances in a number of the Group
companies in 2012 despite the moderating effects on the region of
global economic uncertainty. Earnings growth was, however, held
back principally by difficult market conditions for Jardine
Matheson's motors operation in mainland China, a one-off charge in
Dairy Farm and currency weakness reducing the reported contribution
from Astra.
Performance
The Group's revenue for 2012, including 100% of revenue from
Jardine Matheson, associates and joint ventures, was US$60.5
billion, compared with US$57.3 billion in 2011. Jardine Strategic
achieved an underlying profit before tax for the year of US$4,597
million, little changed from the prior year. Underlying profit
attributable to shareholders was also in line with 2011 at US$1,587
million, while underlying earnings per share were 1% higher at
US$2.58.
The profit attributable to shareholders for the year was
US$1,839 million, with the main non-trading item being a modest
increase in the value of Hongkong Land's investment property
portfolio, and compares with US$3,943 million in 2011 which
benefited from a more significant increase in valuations.
Shareholders' funds were 9% higher at US$21.3 billion.
The Group's consistent and growing profit generation, cash flows
and retained earnings of recent years have enabled it to combine
high levels of capital expenditure with low levels of debt. Net
debt excluding financial services companies at the year end was
US$3.1 billion, or 7% of consolidated total equity.
In light of the Group's strong liquidity, the Board is
recommending a final dividend of USc17.00 per share, which
represents an overall increase of 7% for the full year.
Business Developments
Within Jardine Matheson's directly held businesses, Jardine
Pacific produced mixed results leading to a decline in earnings.
While some good performances are expected in the coming year, the
results from its air cargo handling business will be impacted by
the long planned move of a major customer to its own dedicated
facility in Hong Kong. Jardine Motors' results were severely
affected by continued challenges in its Mercedes-Benz sales
operations in mainland China where margins came under intense
pressure, although the group remains confident in the potential for
this business. Jardine Lloyd Thompson recorded notable organic
growth, further enhancing operational efficiency and increasing its
returns from the growing economies of Asia and Latin America.
Hongkong Land produced a good result in 2012 as rental
reversions in its prime Hong Kong Central office portfolio remained
positive in a market supported by a lack of new supply. Earnings
from residential development benefited from the completion of two
Singapore projects and additional unit sales in Hong Kong. In
mainland China, the group's commercial developments in Beijing
progressed well, as did its residential projects, and Hongkong Land
has entered the Indonesian residential market with a joint venture
to develop a prime residential community in Jakarta.
Dairy Farm delivered healthy increases in like-for-like sales in
most of its major businesses during the year, with particularly
good performances in Hong Kong and Indonesia. Complementing its
continued organic growth, Dairy Farm entered the new markets of
Cambodia and the Philippines through acquisitions. Its contribution
was, however, held back by the reversal of US$59 million supplier
income in Malaysia incorrectly accrued in prior years. The group's
focus is on strengthening the appeal of its brands to consumers
across Asia and it is investing in supply chain management to drive
productivity gains and support further growth.
Despite challenging market conditions, Mandarin Oriental was
able to produce an improved underlying profit during the year. Its
development programme made progress as management contracts for
three new hotels under development were announced, and the group
assumed management of a luxury hotel in Atlanta in the United
States. Mandarin Oriental, Guangzhou was opened in January 2013,
and further openings in Shanghai and Taipei are scheduled for later
in the year. Mandarin Oriental has also recently acquired the
freehold of its Paris hotel.
Jardine Cycle & Carriage's motor operations faced difficult
trading conditions in a number of markets in Southeast Asia in
2012, although Astra's contribution was maintained despite a
weakening Indonesian rupiah. Astra produced another record result
in its reporting currency as it benefited from a strong Indonesian
economy supported by robust domestic demand. Good performances were
achieved by its motor car and financial services operations, but
motorcycle sales declined in a softer market. Income from the heavy
equipment and mining sector was little changed, with lower
equipment sales being substantially offset by successful contract
coal mining results. Astra remains active in new business
development in areas such as the production of a new 'green' car,
increased coal mine ownership, further infrastructure investments
and an electronic banking project. Its associate, Bank Permata,
recently completed a US$212 million rights issue to support future
business expansion.
People
Ben Keswick took over as Managing Director on 1st April 2012,
with Anthony Nightingale having stepped down from the role and now
a non-executive Director. Adam Keswick also joined the Board on 1st
April.
Outlook
Despite the economic environment remaining uncertain, most of
the Group's businesses have continued to trade well. As the Group's
finances remain robust and our businesses are pursuing diverse
development programmes, the outlook for 2013 is satisfactory.
Sir Henry Keswick
Chairman
8th March 2013
Operating Review
Business Model
Jardine Strategic is a holding company within the Jardine
Matheson Group which takes long-term strategic investments in
multinational businesses and other high quality companies with
existing or potential links to the Group. The Company's investments
are focused principally on Greater China and Southeast Asia,
although some of its operations have a more global reach. The Group
companies are leaders in the fields of motor vehicles and related
activities, property investment and development, retailing and
restaurants, engineering and construction, transport services,
luxury hotels, financial services, heavy equipment, mining and
agribusiness.
The Group's representation in this broad mix of business sectors
and the spread between cash generating activities and long-term
property assets enables it to focus its investment in high growth
markets while spreading the risk that might otherwise be associated
with its geographic concentration. This strategy, combined with a
strong balance sheet, is designed to achieve long-term growth in
both earnings and net asset value.
Jardine Matheson
Jardine Matheson achieved an underlying profit before tax for
the year of US$4,762 million, little changed from 2011. Its
underlying profit attributable to shareholders was modestly down at
US$1,479 million, while underlying earnings per share were 2% lower
at US$4.06. Jardine Matheson's profit attributable to shareholders
was US$1,688 million, compared with US$3,449 million in 2011,
primarily due to lower increases in investment property values.
-- Jardine Pacific
Jardine Pacific's underlying profit of US$153 million was 15%
lower than in 2011 reflecting the mixed results within its
businesses. With a gain of US$10 million, mainly arising on the
revaluation of investment properties, the profit attributable to
shareholders was US$163 million, compared with US$216 million in
2011. Shareholders' funds were US$613 million at the end of 2012
and the underlying return on average shareholders' funds was 25%.
The group's engineering and construction interests did well with
improved earnings at Jardine Schindler, Jardine Engineering
Corporation and Gammon, where the order book rose to US$3.5
billion. The aviation and shipping interests performed less well as
markets remained difficult. Jardine Restaurants' operation in Hong
Kong achieved good higher profits, but this was offset by reduced
earnings in Taiwan. Jardine OneSolution recorded lower revenue and
profit.
-- Jardine Motors
Jardine Motors recorded an underlying profit of US$18 million,
down 71%. The fall in earnings was due to a loss in mainland China
following a severe decline in sales and margins in Zung Fu's
business. A revised trading approach by Mercedes, as well as plans
to release four new models including the new S Class towards the
end of 2013, should provide a more positive trading environment.
Accordingly, despite the current setback, Jardine Motors remains
confident in the potential for its business in Southern China. Zung
Fu produced a modest increase in profit in Hong Kong and Macau
where it achieved higher deliveries of Mercedes-Benz passenger cars
and saw a good performance by Hyundai. While the market in the
United Kingdom continued to be difficult, Jardine Motors'
dealerships were able to achieve increased vehicle sales and
improved results.
-- Jardine Lloyd Thompson
Jardine Lloyd Thompson's total revenue for the year was US$1,401
million, an increase of 7% in its reporting currency. Underlying
profit before tax and exceptional items was US$257 million, a
reported increase of 10%, while underlying diluted earnings per
share rose by 11%. This good performance was set against generally
poor trading conditions. Jardine Lloyd Thompson's Latin American
and Asian operations, however, again achieved strong growth and
together now generate 18% of total revenue, not including revenues
generated for the London market. The Risk & Insurance group,
comprising the worldwide specialist insurance, wholesale and
reinsurance broking operations, achieved a 6% increase in
underlying trading profit in its reporting currency. The Employee
Benefits business also enjoyed a successful year, producing a
trading profit up 8% in its reporting currency.
Hongkong Land
Hongkong Land performed well during the year despite the effects
on the region of the prevailing global economic uncertainty,
achieving an 11% increase in underlying profit at US$777 million.
Taking into account the increase in the value of its investment
properties, profit attributable to shareholders for 2012 was
US$1,439 million, compared with US$5,306 million in 2011, while net
asset value per share rose from US$10.58 to US$11.11. The group's
financial position remained strong with year-end net debt of US$3.3
billion and gearing at 13%.
Leasing demand was relatively weak in both Hong Kong and
Singapore, although the effects were tempered by the group's
limited vacancy. In the Hong Kong Central office portfolio rental
reversions continued to be generally positive as vacancy was only
3.4% at the year end, while the retail portfolio remained fully
let. In Singapore, the office portfolio was fully leased, with the
exception of the third tower at Marina Bay Financial Centre, which
was almost 80% let by the end of the year. The group's 50%-owned
office portfolio in Jakarta was 94% let.
In the residential sector, there was a further contribution from
unit sales in Hong Kong and Macau. In Singapore, two fully pre-sold
projects were completed, and an additional development site was
acquired in August 2012 for approximately US$300 million. In
mainland China, the group benefited from continuing sales
completions at Maple Place in Beijing and at its 50%-owned joint
venture, Bamboo Grove, in Chongqing. Sales continued at projects in
Chongqing, Chengdu and Shenyang.
Dairy Farm
Dairy Farm has continued to trade well despite increased
competition and a more difficult economic environment in certain
markets. Sales, including 100% of associates and joint ventures,
increased by 10% to US$11.5 billion in 2012. Underlying profit was
US$447 million compared with US$474 million in 2011. The 2012
result reflects the reversal of US$59 million relating to the
incorrect recognition of supplier income in its Malaysian
operations over the past few years. Excluding the effects of the
reversed supplier income, underlying profit rose from US$450
million in 2011 to US$506 million in 2012, an increase of 13%. The
reported profit attributable to shareholders for 2012 was US$450
million. Dairy Farm's financial position remains healthy with net
cash at the end of 2012 of US$521 million.
In Hong Kong, Mannings health and beauty stores delivered
another impressive result and Wellcome supermarkets traded well.
IKEA in both Hong Kong and Taiwan also reported good growth. The
supermarket and hypermarket businesses in Malaysia faced
challenging market conditions, while the Guardian health and beauty
chain traded satisfactorily. All operations continued to perform
well in Indonesia. The Singapore businesses were flat in the face
of increased operating costs and weaker economic conditions.
Restaurant associate, Maxim's, delivered another strong set of
results. There was satisfactory trading in the group's new
businesses in Cambodia and the Philippines.
The construction of a fifth IKEA store in Taichung, Taiwan is
progressing well and it is expected to open later in 2013. PT Hero
has been awarded the franchise rights to operate IKEA stores in
Indonesia, and the first store is planned to open in 2014. Maxim's
continued to expand its operations in Hong Kong and in mainland
China, and has recently opened its first Starbucks store in Vietnam
under a new franchise agreement.
Mandarin Oriental
Mandarin Oriental's underlying profit in 2012 was up 20% at
US$71 million as a reduction in corporate business was offset by
resilient demand from the leisure sector leading to increased
average rates. Profit attributable to shareholders was US$72
million, compared to US$67 million in the prior year.
The group's hotels in Hong Kong and Singapore continued to
perform well, while its properties in both Tokyo and Bangkok showed
some recovery from the effects of natural disasters in 2011.
Improvements were seen in most hotels in Europe. Progress was made
in Paris as the hotel continued to stabilize, and the freehold
rights of the property were recently acquired for US$389 million.
Individual hotel performances in the United States varied according
to local market conditions.
The group now operates 28 hotels and has a further 16 hotels
under development. Together these represent over 11,000 rooms in 27
countries. In addition, it operates or has under development 14
Residences at Mandarin Oriental connected to its properties.
Jardine Cycle & Carriage
Jardine Cycle & Carriage produced a stable result in 2012,
with underlying profit largely unchanged from 2011 at US$1,016
million. Profit attributable to shareholders was 4% lower at US$987
million after accounting for non-trading items. Astra's
contribution to underlying profit at US$1,017 million was only
slightly up on the previous year as currency movements offset much
of its earnings growth achieved in rupiah. Strong results in its
motor car and financial services businesses more than compensated
for lower earnings from its heavy equipment and motorcycle
operations.
The contribution from the group's other motor interests was 5%
lower at US$58 million. In Indonesia, Tunas Ridean saw improved
contributions from its motor vehicle, rental and finance
activities, offsetting a decline in its motorcycle business. In the
face of a challenging market in Singapore, the group's operations
performed satisfactorily as the Mercedes-Benz brand proved to be
resilient. In Malaysia, Cycle & Carriage Bintang had a
disappointing year as the intense competition in the premium car
segment led to significant margin erosion. In Vietnam, Truong Hai
Auto Corporation's results suffered from higher financing costs and
a sharp fall in the automotive market due to poor consumer
sentiment in a weak economy.
Astra
Astra produced record results with net profit under Indonesian
accounting standards of Rp19.4 trillion, up 9%, equivalent to
US$2,062 million. Improved contributions from its motor car and
financial services businesses were partially offset by lower
earnings in its heavy equipment and motorcycle businesses.
Net income from the group's automotive businesses grew by 15% to
Rp9.5 trillion. Car sales rose by 25% to 605,000 units with a
stable market share of 54%. In more difficult market conditions,
Astra Honda Motor's sales declined by 4% to 4.1 million units,
although its market share increased from 53% to 58%. Astra
Otoparts, the group's component manufacturing business, reported
earnings up 5%.
The amount financed through Astra's automotive-focused consumer
finance operations grew by 2% to US$5.3 billion, while the heavy
equipment-focused finance operations were 2% lower at US$755
million. Group insurance company, Asuransi Astra Buana, recorded
higher earnings with improved premiums partly offset by higher
commissions and claims expenses. Astra's 45%-held joint venture,
Bank Permata, reported net income up 18% at US$145 million, with
growth in net interest income and fee-based income.
United Tractors' sales of Komatsu heavy equipment were 27% lower
due to reduced demand, although the impact was partly mitigated by
strong spare parts and service revenue growth. Contract coal mining
subsidiary, Pamapersada Nusantara, reported a 25% improvement in
net revenue as contract coal production increased 9% to 94 million
tonnes and contract overburden removal rose 7% to 855 million cubic
metres. Astra Agro Lestari's increased palm oil production offset
the effects of lower prices, but higher production costs and
operating expenses left net income little changed.
Net income from infrastructure and logistics rose 13%, and if
the reversal of a tax provision in 2011 is excluded, the net income
rose 35%. The development of toll road interests continued, and
there were increased sales volumes in the group's western Jakarta
water utility system. TRAC car rentals produced an increase in
vehicles under contract, while in information technology Astra
Graphia is pursuing new business opportunities.
Ben Keswick
Managing Director
8th March 2013
Jardine Strategic Holdings Limited
Consolidated Profit and Loss Account
for the year ended 31st December 2012
2012 2011
Underlying Non- Underlying Non-
business trading business trading
performance items Total performance items Total
US$m US$m US$m US$m US$m US$m
Revenue (note 2) 33,098 - 33,098 31,049 - 31,049
Net operating costs
(note 3) (29,431) - (29,431) (27,393) 46 (27,347)
Change in fair value
of
investment properties - 321 321 - 4,384 4,384
-------- -------- -------- ------------ -------- --------
Operating profit 3,667 321 3,988 3,656 4,430 8,086
Net financing charges
-------- -------- -------- ------------ -------- --------
- financing charges (239) - (239) (227) - (227)
- financing income 123 - 123 127 - 127
(116) - (116) (100) - (100)
Share of results of
Jardine
Matheson (note 4) 176 4 180 199 22 221
Share of results of associates
and joint ventures (note
5)
-------- -------- ------------ -------- --------
- before change in fair
value of
investment properties 870 (45) 825 823 (6) 817
- change in fair value
of
investment properties - 361 361 - 238 238
870 316 1,186 823 232 1,055
Sale of an associate
(note 6) - (66) (66) - - -
-------- -------- -------- ------------ -------- --------
Profit before tax 4,597 575 5,172 4,578 4,684 9,262
Tax (note 7) (843) (14) (857) (826) (10) (836)
-------- -------- -------- ------------ -------- --------
Profit after tax 3,754 561 4,315 3,752 4,674 8,426
-------- -------- -------- ------------ -------- --------
Attributable to:
Shareholders of the
Company
(notes 8 & 10) 1,587 252 1,839 1,583 2,360 3,943
Non-controlling interests 2,167 309 2,476 2,169 2,314 4,483
-------- -------- -------- ------------ -------- --------
3,754 561 4,315 3,752 4,674 8,426
-------- -------- -------- ------------ -------- --------
US$ US$ US$ US$
Earnings per share (note
9)
- basic 2.58 2.99 2.55 6.36
- diluted 2.58 2.99 2.55 6.34
-------- -------- ------------ --------
Jardine Strategic Holdings Limited
Consolidated Statement of Comprehensive
Income
for the year ended 31st December 2012
2012 2011
US$m US$m
Profit for the year 4,315 8,426
Revaluation surpluses before transfer to
investment properties from
----- -----
- intangible assets - 27
- tangible assets - 4
- 31
Revaluation of other investments
- net gain/(loss) arising during the year 180 (89)
- transfer to profit and loss (75) (20)
105 (109)
Net actuarial loss on employee benefit
plans (64) (52)
Net exchange translation differences
----- -----
- losses arising during the year (324) (75)
- transfer to profit and loss (2) -
(326) (75)
Cash flow hedges
----- -----
- net loss arising during the year (15) -
- transfer to profit and loss 19 6
4 6
Share of other comprehensive expense of
Jardine Matheson (6) (87)
Share of other comprehensive income/(expense)
of
associates and joint ventures 11 (50)
Tax relating to components of other comprehensive
income or expense (note 7) 15 8
Other comprehensive expense for the year (261) (328)
----- -----
Total comprehensive income for the year 4,054 8,098
----- -----
Attributable to:
Shareholders of the Company 1,886 3,690
Non-controlling interests 2,168 4,408
----- -----
4,054 8,098
----- -----
Jardine Strategic Holdings Limited
Consolidated Balance Sheet
at 31st December 2012
2012 2011
US$m US$m
Assets
Intangible assets 2,269 2,126
Tangible assets 6,582 5,628
Investment properties 23,561 22,589
Plantations 1,026 1,058
Investment in Jardine Matheson 1,511 1,227
Associates and joint ventures 7,263 6,464
Other investments 1,208 1,065
Non-current debtors 2,682 2,500
Deferred tax assets 218 150
Pension assets 17 20
------- -------
Non-current assets 46,337 42,827
------- -------
Properties for sale 2,513 1,521
Stocks and work in progress 2,706 2,405
Current debtors 5,907 5,359
Current investments 13 4
Current tax assets 113 69
Bank balances and other liquid funds
------- -------
- non-financial services companies 3,629 3,699
- financial services companies 318 222
3,947 3,921
------- -------
15,199 13,279
Non-current assets classified as held for
sale (note 11) 8 47
------- -------
Current assets 15,207 13,326
------- -------
Total assets 61,544 56,153
------- -------
Equity
Share capital 56 56
Share premium and capital reserves 1,366 1,356
Revenue and other reserves 21,649 19,954
Own shares held (1,727) (1,714)
------- -------
Shareholders' funds 21,344 19,652
Non-controlling interests 21,046 19,609
------- -------
Total equity 42,390 39,261
------- -------
Liabilities
Long-term borrowings
------- -------
- non-financial services companies 5,342 4,620
- financial services companies 2,319 2,002
7,661 6,622
Deferred tax liabilities 774 627
Pension liabilities 245 173
Non-current creditors 382 280
Non-current provisions 123 99
------- -------
Non-current liabilities 9,185 7,801
------- -------
Current creditors 6,439 6,133
Current borrowings
------- -------
- non-financial services companies 1,425 947
- financial services companies 1,803 1,670
3,228 2,617
Current tax liabilities 258 297
Current provisions 44 44
------- -------
Current liabilities 9,969 9,091
------- -------
Total liabilities 19,154 16,892
------- -------
Total equity and liabilities 61,544 56,153
------- -------
Jardine
Strategic
Holdings Limited
Consolidated
Statement of
Changes
in Equity
for the year
ended 31st
December
2012
Attributable
to Attributable
Asset Own shareholders to
Share Share Capital Revenue Contributed revaluation Hedging Exchange shares of the non-controlling Total
capital premium reserves reserves surplus reserves reserves reserves held Company interests equity
US$m US$m US$m US$m US$m US$m US$m US$m US$m US$m US$m US$m
2012
At 1st January 56 1,199 157 19,344 304 213 (41) 134 (1,714) 19,652 19,609 39,261
Total
comprehensive
income - - - 1,898 - - 18 (30) - 1,886 2,168 4,054
Dividends paid
by the Company
(note 12) - - - (141) - - - - - (141) - (141)
Dividends paid
to
non-controlling
interests - - - - - - - - - - (1,003) (1,003)
Unclaimed
dividends
forfeited - - - 3 - - - - - 3 3 6
Employee share
option schemes - - 11 - - - - - - 11 2 13
Scrip issued in
lieu of
dividends - - - 6 - - - - - 6 - 6
Increase in own
shares held - - - - - - - - (13) (13) - (13)
Subsidiaries
acquired - - - - - - - - - - 152 152
Subsidiaries
disposed of - - - - - - - - - - (1) (1)
Conversion of
convertible
bonds
in a subsidiary - - - - - - - - - - 56 56
Capital
contribution
from
non-controlling
interests - - - - - - - - - - 5 5
Change in
interests in
subsidiaries - - - (59) - - - - - (59) 55 (4)
Change in
interests in
associates
and joint
ventures - - - (1) - - - - - (1) - (1)
Transfer - - (1) - - - - 1 - - - -
------- ------- -------- -------- ----------- ----------- -------- -------- ------- ------------ --------------- -------
At 31st December 56 1,199 167 21,050 304 213 (23) 105 (1,727) 21,344 21,046 42,390
------- ------- -------- -------- ----------- ----------- -------- -------- ------- ------------ --------------- -------
2011
At 1st January 56 1,199 147 15,811 304 202 (40) 193 (1,522) 16,350 15,446 31,796
Total
comprehensive
income - - - 3,740 - 11 (1) (60) - 3,690 4,408 8,098
Dividends paid
by the Company
(note 12) - - - (133) - - - - - (133) - (133)
Dividends paid
to
non-controlling
interests - - - - - - - - - - (896) (896)
Unclaimed
dividends
forfeited - - - 2 - - - - - 2 - 2
Employee share
option schemes - - 10 - - - - - - 10 1 11
Scrip issued in
lieu of
dividends - - - 142 - - - - - 142 - 142
Increase in own
shares held - - - - - - - - (192) (192) - (192)
Subsidiaries
acquired - - - - - - - - - - 140 140
Conversion of
convertible
bonds
in a subsidiary - - - - - - - - - - 319 319
Capital
contribution
from
non-controlling
interests - - - - - - - - - - 314 314
Purchase of
additional
interests
in subsidiaries - - - (215) - - - - - (215) (122) (337)
Change in
interests in
associates
and joint
ventures - - - (2) - - - - - (2) (1) (3)
Transfer - - - (1) - - - 1 - - - -
------- ------- -------- -------- ----------- ----------- -------- -------- ------- ------------ --------------- -------
At 31st December 56 1,199 157 19,344 304 213 (41) 134 (1,714) 19,652 19,609 39,261
------- ------- -------- -------- ----------- ----------- -------- -------- ------- ------------ --------------- -------
Total comprehensive income included in revenue reserves comprises profit attributable to shareholders of
the Company of US$1,839 million (2011: US$3,943 million), net fair value gain on other investments of US$121
million (2011: loss of US$99 million) and net actuarial loss on employee benefit plans of US$62 million
(2011: US$104 million). Cumulative net fair value gain on other investments and net actuarial loss on employee
benefit plans amounted to US$260 million (2011: US$139 million) and US$310 million (2011: US$248 million),
respectively.
Contributed surplus represents the excess in value of shares acquired in consideration for the issue of
the Company's shares, over the nominal value of those shares issued. Under the Bye-Laws of the Company,
the contributed surplus is distributable.
Jardine Strategic Holdings Limited
Consolidated Cash Flow Statement
for the year ended 31st December 2012
2012 2011
US$m US$m
Operating activities
------- -------
Operating profit 3,988 8,086
Change in fair value of investment properties (321) (4,384)
Depreciation and amortization 981 873
Other non-cash items 318 118
Increase in working capital (2,249) (2,050)
Interest received 121 129
Interest and other financing charges paid (210) (224)
Tax paid (962) (761)
------- -------
1,666 1,787
Dividends from associates and joint ventures 622 598
Cash flows from operating activities 2,288 2,385
Investing activities
------- -------
Purchase of subsidiaries (note 13(a)) (127) (209)
Purchase of associates and joint ventures
(note 13(b)) (253) (69)
Purchase of other investments (note 13(c)) (256) (265)
Purchase of intangible assets (296) (251)
Purchase of tangible assets (1,281) (1,187)
Additions to investment properties (562) (86)
Additions to plantations (87) (91)
Advance to associates, joint ventures and
others (note 13(d)) (367) (259)
Repayment from associates, joint ventures
and others
(note 13(e)) 59 115
Sale of subsidiaries (note 13(f)) 8 2
Sale of associates and joint ventures 8 1
Sale of other investments (note 13(g)) 423 124
Sale of intangible assets 4 -
Sale of tangible assets 38 15
Sale of investment properties 8 4
Cash flows from investing activities (2,681) (2,156)
Financing activities
------- -------
Capital contribution from non-controlling
interests 5 314
Advance from/(repayment to) non-controlling
interests 22 (6)
Change in interests in subsidiaries (note
13(h)) (28) (337)
Drawdown of borrowings 7,475 8,082
Repayment of borrowings (5,756) (7,247)
Dividends paid by the Company (252) (98)
Dividends paid to non-controlling interests (1,003) (896)
Cash flows from financing activities 463 (188)
------- -------
Net increase in cash and cash equivalents 70 41
Cash and cash equivalents at 1st January 3,904 3,889
Effect of exchange rate changes (56) (26)
------- -------
Cash and cash equivalents at 31st December 3,918 3,904
------- -------
Jardine Strategic Holdings Limited
Notes
1. Accounting Policies and Basis of Preparation
The financial information contained in this announcement
has been based on the audited results for the year ended
31st December 2012 which have been prepared in conformity
with International Financial Reporting Standards, including
International Accounting Standards and Interpretations adopted
by the International Accounting Standards Board.
In 2012, the Group adopted amendments to IFRS 7 'Financial
Instruments: Transfers of Financial Assets' which became
effective in the current accounting year and are relevant
to the Group's operations. The amendments promote transparency
in the reporting of such transfer transactions and improve
users' understanding of the risk exposures relating to transfer
of financial assets and the effect of those risks on an entity's
financial position particularly those involving securitization
of financial assets. The adoption of these amendments does
not have a material impact on the Group's accounting policies
and disclosures.
The Group has not early adopted any other standard, interpretation
or amendment that has been issued but is not yet effective.
2. Revenue
Gross revenue Revenue
2012 2011 2012 2011
US$m US$m US$m US$m
By business:
Jardine Matheson 10,796 11,020 - -
Hongkong Land 2,526 2,077 1,115 1,224
Dairy Farm 11,541 10,449 9,801 9,134
Mandarin Oriental 1,012 957 648 614
Jardine Cycle & Carriage 3,059 2,957 1,502 1,448
Astra 31,831 29,182 20,039 18,636
Corporate and other interests 503 1,313 - -
Intersegment transactions (815) (649) (7) (7)
------------- ------------ ------------ ------------
60,453 57,306 33,098 31,049
------------- ------------ ------------ ------------
Gross revenue comprises revenue together with 100% of revenue
from Jardine Matheson, associates and joint ventures.
3. Net Operating Costs
2012 2011
US$m US$m
Cost of sales (25,138) (23,393)
Other operating income 523 452
Selling and distribution costs (3,108) (2,859)
Administration expenses (1,605) (1,510)
Other operating expenses (103) (37)
-------- --------
(29,431) (27,347)
-------- --------
Net operating costs included the following
gains/(losses)
from non-trading items:
(Decrease)/increase in fair value of plantations (52) 37
Asset impairment 2 (1)
Sale and closure of businesses (12) -
Sale of investments 57 -
Sale of property interests 5 -
Gain on One Hyde Park lease space - 10
- 46
-------- --------
4. Share of Results of Jardine Matheson
2012 2011
US$m US$m
By business:
Jardine Pacific 90 118
Jardine Motors 10 37
Jardine Lloyd Thompson 39 27
Corporate and other interests 41 39
----- -----
180 221
----- -----
Share of results of Jardine Matheson included
the
following gains/(losses) from non-trading
items:
Increase in fair value of investment properties 5 12
Sale and closure of businesses - 3
Sale of property interests - 8
Acquisition-related costs - (1)
Restructuring of businesses (2) (2)
Value added tax recovery in Jardine Motors - 3
Other 1 (1)
----- -----
4 22
----- -----
Results are shown after tax and non-controlling interests
in Jardine Matheson.
5. Share of Results of Associates and Joint
Ventures
2012 2011
US$m US$m
By business:
Hongkong Land 527 298
Dairy Farm 63 66
Mandarin Oriental 15 10
Jardine Cycle & Carriage (21) 24
Astra 598 650
Corporate and other interests 4 7
----- -----
1,186 1,055
----- -----
Share of results of associates and joint
ventures included
the following gains/(losses) from non-trading
items:
Increase in fair value of investment properties 361 238
Asset impairment (45) (17)
Sale and closure of businesses - 11
316 232
----- -----
Results are shown after tax and non-controlling interests
in the associates and joint ventures.
6. Sale of an Associate
In June 2012 the Group participated in the restructuring
of the Rothschild group interests, pursuant to which it sold
its holding of 21% in Rothschilds Continuation Holdings,
which it originally acquired for US$181 million, in exchange
for new shares in Paris Orléans ('PO') with a market
value of US$172 million. The Group subsequently sold slightly
less than 50% of its interest in PO for cash. These transactions
together resulted in a non-trading loss of US$66 million
(note 10). The remaining PO shares held by the Group are
classified as other investments.
7. Tax
2012 2011
US$m US$m
Tax charged to profit and loss is analyzed
as follows:
Current tax (877) (877)
Deferred tax 20 41
------ -----
(857) (836)
------ -----
Greater China (174) (161)
Southeast Asia (677) (670)
United Kingdom (3) (3)
Rest of the world (3) (2)
------ -----
(857) (836)
------ -----
Tax relating to components of other comprehensive
income is analyzed as follows:
Actuarial valuation of employee benefit
plans 14 9
Cash flow hedges 1 (1)
15 8
------ -----
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$13 million
and credit of US$4 million (2011: US$20 million and US$14
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$322 million and credit of US$6 million (2011:
US$311 million and US$3 million) are included in share of
results of associates and joint ventures and share of other
comprehensive income of associates and joint ventures, respectively.
8. Profit attributable to Shareholders
2012 2011
US$m US$m
Operating segments:
Jardine Matheson 176 199
Hongkong Land 391 353
Dairy Farm 347 368
Mandarin Oriental 52 44
Jardine Cycle & Carriage 42 44
Astra 696 687
----- -----
1,704 1,695
Corporate and other interests (117) (112)
----- -----
Underlying profit attributable to shareholders* 1,587 1,583
Revaluation of investment properties 341 2,337
Other non-trading items (89) 23
----- -----
Profit attributable to shareholders 1,839 3,943
----- -----
* Underlying profit attributable to shareholders is the measure
of profit adopted by the Group in accordance with IFRS 8
'Operating Segments'.
9. Earnings per Share
Basic earnings per share are calculated on profit attributable
to shareholders of US$1,839 million (2011: US$3,943 million)
and on the weighted average number of 614 million (2011:
620 million) shares in issue during the year.
Diluted earnings per share are calculated on profit attributable
to shareholders of US$1,837 million (2011: US$3,926 million),
which is after adjusting for the effects of the conversion
of dilutive potential ordinary shares of Jardine Matheson,
subsidiaries, associates or joint ventures, and on the weighted
average number of 614 million (2011: 620 million) shares
in issue during the year.
The weighted average number of shares is arrived as follows:
Ordinary shares
in millions
2012 2011
Weighted average number of shares in issue 1,120 1,118
Company's share of shares held by Jardine
Matheson (506) (498)
----------- --------------
Weighted average number of shares for
earnings per share calculation 614 620
----------- --------------
Additional basic and diluted earnings per share are also
calculated based on underlying profit attributable to shareholders.
A reconciliation of earnings is set out below:
2012 2011
Basic Diluted Basic Diluted
earnings earnings earnings earnings
per share per share per share per share
US$m US$ US$ US$m US$ US$
Profit attributable
to
shareholders 1,839 2.99 2.99 3,943 6.36 6.34
Non-trading items (note
10) (252) (2,360)
----- -------
Underlying profit attributable
to
shareholders 1,587 2.58 2.58 1,583 2.55 2.55
----- -------
10. 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.
2012 2011
US$m US$m
By business:
Jardine Matheson 4 22
Hongkong Land 332 2,315
Dairy Farm 2 8
Mandarin Oriental 1 7
Jardine Cycle & Carriage 12 -
Astra (33) 8
Corporate and other interests (66) -
252 2,360
------ -----
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 331 2,324
- Jardine Matheson 5 12
- Astra 5 -
341 2,336
(Decrease)/increase in fair value of plantations (12) 8
Asset impairment (31) (10)
Sale and closure of businesses (1) 12
Sale of investments 41 -
Sale of property interests 3 8
Acquisition-related costs - (1)
Restructuring of businesses (2) (2)
Value added tax recovery in Jardine Motors - 3
Gain on One Hyde Park lease space - 7
Restructuring of Rothschild and subsequent
partial sale of
investment in Paris Orléans (66) -
Withholding tax (22) -
Other 1 (1)
252 2,360
------ -----
11. Non-current Assets Classified as Held for Sale
The major class of assets classified as held for sale is
set out below:
2012 2011
US$m US$m
Tangible assets 8 47
------ -----
At 31st December 2012, the non-current assets classified
as held for sale included Dairy Farm's interest in a piece
of land in Malaysia and one retail property in Singapore.
The sale of these properties is expected to be completed
in 2013 at amounts not materially different from their carrying
values.
At 31st December 2011, the non-current assets classified
as held for sale included Dairy Farm's interest in two retail
properties in Malaysia and one retail property in Singapore.
The Malaysian properties remained unsold and were reclassified
to tangible assets during 2012.
12. Dividends
2012 2011
US$m US$m
Final dividend in respect of 2011 of USc16.00
(2010: USc15.00) per share 179 167
Interim dividend in respect of 2012 of
USc7.00
(2011: USc6.50) per share 78 73
------ -----
257 240
Company's share of dividends paid on the
shares
held by Jardine Matheson (116) (107)
------ -----
141 133
------ -----
A final dividend in respect of 2012 of USc17.00 (2011: USc16.00)
per share amounting to a total of US$190 million (2011: US$179
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$86 million (2011: US$81 million)
will be accounted for as an appropriation of revenue reserves
in the year ending 31st December 2013.
13. Notes to Consolidated Cash Flow Statement
(a) Purchase of subsidiaries
2012 2011
Fair Fair
value value
US$m US$m
Intangible assets 4 152
Tangible assets 496 407
Deferred tax assets - 1
Current assets 6 67
Long-term borrowings - (4)
Deferred tax liabilities (123) (108)
Current liabilities - (78)
Non-controlling interests (38) -
-------- ------
Fair value of identifiable net assets
acquired 345 437
Adjustment for non-controlling interests (114) (140)
Goodwill 25 1
-------- ------
Total consideration 256 298
Adjustment for contingent consideration (65) -
Consideration paid in previous year (63) (42)
Carrying value of associates and joint
ventures - (6)
Cash and cash equivalents of subsidiaries
acquired (1) (41)
-------- ------
Net cash outflow 127 209
-------- ------
Net cash outflow for purchase of subsidiaries in 2012 included
US$32 million for Dairy Farm's acquisition of a 70% interest
in the Lucky supermarket chain in Cambodia in March 2012,
and US$43 million and US$52 million for Astra's acquisition
of a 60% interest in PT Duta Nurcahya, a mining company
completed in April 2012 and a 100% interest in PT Borneo
Berkat Makmur, a mining company completed in September
2012, respectively.
The total purchase consideration of PT Duta Nurcahya amounted
to US$171 million and included contingent consideration
of US$65 million which represents the fair value of service
fee payable for mining services to be provided by the vendor.
US$63 million of the consideration was prepaid in 2011.
The goodwill arising from the acquisition of the Lucky
supermarket chain amounted to US$25 million and was attributable
to its leading market position in Cambodia and retail market.
The goodwill is not expected to be deductible for tax purposes.
Net cash outflow for purchase of subsidiaries in 2011 included
US$5 million for Jardine Cycle & Carriage's acquisition
of 100% of Lowe Motor, a motor retail group in Malaysia,
in May 2011; and US$147 million and US$67 million for Astra's
acquisition of 60% of PT Asmin Bara Bronang, a coal mine
concession company, in May 2011, and 95% of Marga Hanurata
Intrinsic, a toll road company, in August 2011, respectively;
less a net cash inflow of US$10 million for Astra's acquisition
of an additional 11% of PT Fuji Technica Indonesia, a dies
manufacturer in Indonesia, in June 2011.
Revenue and profit after tax since acquisition in respect
of subsidiaries acquired during the year amounted to US$43
million and US$1 million, respectively. Had the acquisitions
occurred on 1st January 2012, consolidated revenue and
consolidated profit after tax for the year ended 31st
December 2012 would have been US$33,112 million and US$4,316
million, respectively.
(b) Purchase of associates and joint ventures in 2012 included
US$112 million in Dairy Farm, mainly for its acquisition
of a 50% interest in Rustan Supercenters Inc. in the Philippines;
and US$10 million, US$8 million, US$14 million and US$95
million for Astra's capital injections into PT Komatsu
Astra Finance, PT Toyota Astra Finance and PT AT Indonesia,
and subscription to Bank Permata's rights issue, respectively.
Purchase of associates and joint ventures in 2011 included
US$5 million for Dairy Farm's additional capital injection
into Foodworld India; US$19 million for Jardine Cycle
& Carriage's acquisition of an additional 4% interest
in Truong Hai Auto Corporation; US$6 million and US$21
million for Astra's acquisition of a 26% interest in PT
TD Automotive Compressor Indonesia and a 20% interest
in PT Bukit Enim Energi, respectively; and US$6 million
for the Company's capital injection into JRE Asia Capital.
(c) Purchase of other investments in 2012 and 2011 mainly
included acquisition of securities by Jardine Cycle &
Carriage and Astra.
(d) Advance to associates, joint ventures and others in 2012
mainly comprised Hongkong Land's loans to its property
joint ventures of US$348 million and Mandarin Oriental's
loan to Mandarin Oriental, New York of US$19 million.
Advance to associates, joint ventures and others in 2011
mainly included Hongkong Land's loans to its property
joint ventures of US$258 million.
(e) Repayment from associates, joint ventures and others in
2012 and 2011 mainly included repayment from Hongkong
Land's property joint ventures of US$58 million and US$111
million, respectively.
(f) Sale of subsidiaries
2012 2011
US$m US$m
Current assets 6 -
Net assets 6 -
Adjustment for non-controlling interests (1) -
----- ------
Net assets disposed of 5 -
Profit on disposal 2 -
----- ------
Sale proceeds 7 -
Adjustment for deferred consideration 1 2
Net cash inflow 8 2
----- ------
(g) Sale of other investments in 2012 mainly included Jardine
Cycle & Carriage's sale of securities of US$134 million,
Astra's sale of securities of US$192 million and the Company's
partial sale of its interest in Paris Orléans of
US$93 million.
Sale of other investments in 2011 mainly included Astra's
sale of securities.
(h) Change in interests in subsidiaries
2012 2011
US$m US$m
Increase in attributable interests
- Hongkong Land - 239
- Jardine Cycle & Carriage 132 97
- other 35 1
Decrease in attributable interests (139) -
28 337
----- ------
Increase in attributable interests in other subsidiaries
in 2012 included US$4 million and US$5 million for Astra's
acquisition of additional 10% and 43% interests in PT
Swadharma Bakti Sedaya Finance and PT Staco Estika Sedaya
Finance, respectively, and US$24 million advance payment
for its acquisition of an additional 15% interest in PT
Asmin Bara Bronang.
Decrease in attributable interests comprised Dairy Farm's
reduced interest in PT Hero Supermarket from 94% to 81%.
14. Jardine Strategic Corporate Cash Flow
and Net Cash
2012 2011
US$m US$m
Dividends receivable
----- -----
Subsidiaries 771 673
Jardine Matheson 461 418
Associates and joint ventures 2 6
Other holdings 11 10
1,245 1,107
Less taken in scrip (461) (418)
----- -----
784 689
Other operating cash flows (132) (303)
----- -----
Cash flows from operating activities 652 386
Investing activities
----- -----
Capital injection in joint ventures (1) (6)
Purchase of other investment (1) -
Sale of investment in joint ventures 8 -
Sale of other investment 93 -
Cash flows from investing activities 99 (6)
Financing activities
----- -----
Purchase of additional interests in subsidiaries (132) (336)
Dividends paid by the Company (252) (98)
Cash flows from financing activities (384) (434)
Fair value adjustment on 6.375% Guarantee
Bonds - 7
----- -----
Net increase/(decrease) in net cash 367 (47)
Net cash at 1st January 250 297
----- -----
Net cash at 31st December 617 250
----- -----
Represented by:
Bank balances and other liquid funds 617 250
617 250
----- -----
Corporate cash flow and net cash comprises the cash flows
and net cash of the Company and of its investment holding
and financing subsidiaries.
15. Capital Commitments and Contingent Liabilities
Total capital commitments at 31st December 2012 amounted
to US$2,195 million (2011: US$2,931 million).
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.
16. Related Party Transactions
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
2012 amounted to US$8,466 million (2011: US$7,115 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 2012 amounted to US$1,166 million (2011: US$988 million).
In accordance with the Bye-laws, Jardine Matheson Limited,
a wholly-owned subsidiary of Jardine Matheson Holdings Limited,
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
2012 amounted to US$127 million (2011: US$110 million).
Bank Permata provides banking services to the Group. The
Group's deposits with Bank Permata at 31st December 2012
amounted to US$398 million (2011: US$401 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
amounted to US$325 million at 31st December 2012 (2011: US$275
million).
17. Post Balance Sheet Event
On 8th February 2013, the Group's subsidiary, Mandarin Oriental,
completed the acquisition of the freehold interest in the
building housing Mandarin Oriental, Paris and two retail
units from a third party for EUR290 million (US$389 million).
Mandarin Oriental had paid a EUR10 million (US$13 million)
advance deposit prior to the year end; with the remaining
balance of EUR280 million (US$376 million) paid in February
2013.
At the balance sheet date (i.e. prior to the acquisition),
Mandarin Oriental had a 12-year lease on the hotel which
commenced on 18th April 2011 with an option to renew for
a further 12 years; while the retail units were leased by
the vendor to third party tenants.
18. Market Value Basis Net Assets
2012 2011
US$m US$m
Jardine Matheson 4,914 3,051
Hongkong Land 8,225 5,342
Dairy Farm 11,440 9,793
Mandarin Oriental 1,069 1,106
Jardine Cycle & Carriage 10,113 9,374
Other holdings 611 736
---------- ---------
36,372 29,402
Jardine Strategic Corporate 766 386
---------- ---------
37,138 29,788
---------- ---------
US$ US$
Net asset value per share 60.65 48.36
---------- ---------
'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$22,926
million (2011: US$16,985 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$37,138 million (2011: US$29,788 million)
and on 612 million (2011: 616 million) shares outstanding
at the year end which excludes the Company's share of the
shares held by Jardine Matheson of 508 million (2011: 504
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 2012 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 Services
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 2012 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 Services Authority
of the United Kingdom.
For and on behalf of the Board
Ben Keswick
Lord Leach of Fairford
Directors
8th March 2013
The final dividend of USc17.00 per share will be payable on
22nd May 2013, subject to approval at the Annual General Meeting
to be held on 16th May 2013, to shareholders on the register
of members at the close of business on 22nd March 2013, and
will be available in cash with a scrip alternative. The ex-dividend
date will be on 20th March 2013, and the share registers will
be closed from 25th to 29th March 2013, 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 2012 final dividend
by notifying the United Kingdom transfer agent in writing
by 26th April 2013. The sterling equivalent of dividends declared
in United States dollars will be calculated by reference to
a rate prevailing on 8th May 2013. 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.
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 55%, Hongkong
Land 50%, Dairy Farm 78%, Mandarin Oriental 74% and Jardine
Cycle & Carriage 72%, which in turn has a 50% interest in Astra.
Jardine Strategic is 82%-held by Jardine Matheson.
Jardine Strategic Holdings Limited is incorporated in Bermuda
and has a premium listing on the London Stock Exchange, 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
GolinHarris
Kennes Young (852) 2501 7987
Full text of the Preliminary Announcement of Results and the
Preliminary Financial Statements for the year ended 31st December
2012 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
FR JPMPTMBBMMTJ
Jardine Strategic Holdin... (LSE:88EI)
Historical Stock Chart
From Aug 2024 to Sep 2024
Jardine Strategic Holdin... (LSE:88EI)
Historical Stock Chart
From Sep 2023 to Sep 2024
