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Liberty Group Inaugural subordinated unsecured callable bond Presentation to investors. May 2005. Roadshow team. Liberty Myles Ruck , Chief Executive Officer Deon de Klerk , Chief Financial Officer Stewart Rider, Group Executive – Finance and Investor relations
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Liberty Group Inaugural subordinated unsecured callable bondPresentation to investors May 2005
Roadshow team • Liberty • Myles Ruck, Chief Executive Officer • Deon de Klerk, Chief Financial Officer • Stewart Rider, Group Executive – Finance and Investor relations • Samuel Sathekge, Financial Accountant – Group Finance • JPMorgan – Joint Lead Arranger and Bookrunner • Marc Hussey, Head of Debt Capital Markets • Standard Bank – Joint Lead Arranger and Bookrunner • Andrew Pamphilon, Debt Origination • Andisa Securities – Co-arranger • Chris Clarkson, Head of Debt & Capital Markets Group
Agenda Overview Operating review Financial review Capital management strategy The proposed bond instrument Summary and Questions Appendix
Corporate Structure (as at 31-12-2004) Standard Bank Rated AA+(zaf) – Long Term Issuer (54,65%) Liberty Holdings Limited (50,17%) Liberty Group Limited Rated AA(zaf) - Insurer Financial Strength Rated AA-(zaf) – Long Term Issuer Life Assurance Asset Management • STANLIB (37,4%) • Liberty Ermitage • Liberty Properties • Liberty Personal Benefits • Liberty Corporate Benefits • Liberty Active
Industry issues • Increasing compliance and regulatory requirements • Volatile investment markets • Risk averse investors • Perception of industry • AIDS (not as much an issue for Liberty Life)
Industry positives • Industry has started recognising its shortcomings • Emerging middle class - a reality, but net spenders • South African economy - a success story • Investors becoming more bullish • Good local investment returns • Cash being accumulated by investors = opportunity
Nature of the business • Liberty’s business is conceptually simple and generic • We develop products • We sell products • We receive money • We invest the money according to product specification • We administer according to product specification • We pay benefits
Key strengths • Strongbusiness franchise • Pure SA life insurance play, revised management team • Very high investment-grade credit ratings from Fitch (AA Insurer Financial Strength Rating and AA- Long Term Issuer Rating) • Strong parent in Standard Bank Group (AA+/F1+) • Limited exposure to smoothed bonus business • Market positioning (trend of increasing market share) and solid brand recognition • Competitive advantages • Diversification of business mix and breadth of product range • Distribution channels and resources
Key strengths (cont’d) • Solid financial indicators • Increasing market share • Positive net cash flows from insurance operations • Strong capital base with good CAR cover • Inroads being made on expense base • Proven resilience in times of tough operating environments • Potential for growth • Upper income market (traditional Liberty) • Emerging market (Liberty Active) • Bancassurance (Standard Bank)
Agenda Overview Operating review Financial review Capital management strategy The proposed bond instrument Summary and Questions Appendix
Overview of the Group’s embedded value (proxy for cash flow drivers) 2004 2003
Business units • Individual insurance and investment products • Life, disability, local investments, offshore investments, retirement savings, preservation schemes and annuities • Middle and upper income, and high net worth clients • Targeting lower income group through Liberty Active • Uses four channels of distribution (viz. Agents, Franchises, Brokers and Standard Bank Financial Consultants) Liberty Corporate Benefits (LCB) Individual Life (LPB and Liberty Active) • Markets and administers flexible, comprehensive and packaged solutions to the retirement funding and insured needs of small-to-medium size companies (staff of between 10 and 300) • Also manages larger corporate funds • Client funds spread across geographic regions and industries Key performance indicators Key performance indicators 1 One client maturity of R2.1 billion in a property-backed portfolio (2004)
Business units (cont’d) STANLIB Liberty Ermitage (Jersey) • Established in 2002, combining the asset and wealth management businesses of Liberty and Standard Bank • Liberty Group and Standard Bank each hold 37.5%, with BEE partners holding 25% • Focus on asset management of retail and institutional investments • Jersey-based fund management company, specialising in hedge funds • 41% third party funds • Representative offices in London, Luxembourg, Bermuda and New York Key performance indicators Key performance indicators 1 Excluding common assets 1 Excluding common assets
Agenda Overview Operating review Financial review Capital management strategy The proposed bond instrument Summary and Questions Appendix
Financial summary – 4 year history Income statement (Rm) 1 The sum of new recurring premiums plus 10% of new single premiums 2 The present value, at the time of sale, of the projected stream of after-tax profits from that business 3 Expresses the embedded value of new business as a percentage of indexed new business (net of natural increases) 4 The excess of total premiums over total policyholder claims and benefits
Headline earnings Headline earnings (Rm) Key features • 10% shareholders’ participation • Higher average asset base • Investment guarantee reserves • Management expenses • Strong underlying Stanlib, Ermitage growth
Financial summary (cont’d) Balance Sheet (Rm) Policyholder liabilities and total assets (Rbn) • BEE technical impairment of R1,251m in FY2004 • Only 40% of shareholders’ funds in equities – equity concentration now largely resolved
Embedded value Embedded value (Rm) 16,867 15,817 15,127 14,767 11,941
Agenda Overview Operating review Financial review Capital management strategy The proposed bond instrument Summary and Questions Appendix
Capital management strategy Liberty Life’s capital adequacy (prior to Capital Alliance acquisition) Comments on level of capital Impact of the BEE and CAL transactions on CAR • Liberty’s capital covers potential additional charges, fraud, errors, uninsured risks, etc. • Stochastic modelling of embedded guarantees results in volatility (pricing policyholder put) • New risk product requires more capital • International accounting standards could influence ratios • Liberty endeavours to find a balance between ROE/ROEV and security, and our capital takes into account our lower risk business mix • Medium term CAR target levels are 1.5x – 1.7x • Dividend policy introduced in line with medium term EV growth • Pre the proposed takeover of Capital Alliance Limited (CAL) and allowing for full impairment for the BEE capital, CAR cover was 2.1x. • In line with what was communicated to the market after the BEE transaction • More than adequate allowing for the CAL deal to follow • Estimated CAR post the CAL deal and dividend payments due to Liberty and CAL shareholders, would be in the range of 1.60x—1.70x by December 2005. • This assumes no additional benefits from pooling the CAR levels of the two integrated companies
Agenda Overview Operating review Financial review Capital management strategy The proposed bond instrument Summary and Questions Appendix
The subordinated, unsecured secondary capital issue • We believe Liberty is the first South African insurance company to be granted FSB approval to issue regulatory capital in the form of a bond • Approval was given early in May 2005 • The benefits of the instrument to Liberty include: • Enhancing regulatory capital adequacy ratios • Diversifying funding sources • Reducing the cost of capital and • This evolution is similar to the bank market where all of South Africa’s major banks have successfully raised regulatory capital in the form of bonds • The proposed form of debt instrument is virtually identical to the secondary capital issued by all of the four major banks in South Africa
Summary terms • Issuer: Liberty Group Limited • Insurer Financial Strength Rating AA (zaf) • Long-term Issuer Rating: AA- (zaf) • Amount: Up to ZAR [2]bn, subject to market conditions • Status: Subordinated, unsecured secondary capital • Legal Maturity: [12 years, due 2017] • Step-up/call date: [7 years, 2012] • Coupon [ ]% semi-annual fixed rate, stepping up to 3M Jibar + [100bps and the initial swap rate] after the Step-up/call date • Pricing: R153 + spread • Listing: BESA • Governing Law: South African law
Impact of the bond on key ratios (pro forma 2004) Source: Company estimates. Based on December 31, 2004 financials
Why Liberty paper • Strong cash flows • High interest cover and low debt ratios • Conservative regulator • Sustainable growing business • Track record of delivery
Agenda Overview Operating review Financial review Capital management strategy The proposed bond instrument Issue process and deal contacts Appendix
Issue process • Roadshow: [May 25 - 27] • Bookbuild, launch and price: June [6] (begin 9am) • All bonds will be allocated at the same clearing spread • Early, firm and aggressive bids to be rewarded during allocations
Contacts • Issuer contacts • Deon de Klerk Tel: (011) 408 2572 E-mail: deon.deklerk@liberty.co.za • John Sturgeon Tel: (011) 408 2872 E-mail: john.sturgeon@liberty.co.za • Stewart Rider • Tel: (011) 408 3260 • E-mail: stewart.rider@liberty.co.za • Samuel Sathekge • Tel: (011) 408 3063 • E-mail: samuel.sathekge@liberty.co.za • Arranger contacts • Andrew Pamphilon Tel: (011) 378 7003 E-mail: andrew.pamphilon@standardbank.co.za • Marc Hussey Tel: (011) 507 0730 E-mail: marc.j.hussey@jpmorgan.com • Chris Clarkson • Tel (011) 374 1291 • E-mail: clarksonc@standardbank.co.za
Agenda Overview Operating review Financial review Capital management strategy The proposed bond instrument Issue process and deal contacts Appendix
Comparison of debt-to-capital ratio with European peers Source: JPMorgan estimates
Peer comparison - total new business Rm 2002 2003 2004 I = Individual; G = Group; Source: company financial statements
Peer comparison - indexed new life business* Rm 2002 2003 2004 * Indexed new business as per embedded value statement; Source: company financial statements
Peer comparison - net flow of funds from life insurance operations Liberty Sanlam Old Mutual Momentum Discovery (Life) Rm 2002 2003 2004 Source: company financial statements
Peer comparison - embedded value Rm LGL SLM OML MOM DSY VIF NAV and subs Source: company financial statements
Gross investment returns 22.7% Actuarial assumption 12.5%