IPL - Imperial Holdings Limited - Unaudited result28 Feb 2007
IPL   IPLP
 IPL                                                                             
    IPL - Imperial Holdings Limited - Unaudited results for the half year ended 
    25 December 2006                                                            
                                                                                
Imperial Holdings Limited                                                   
    Registration number (1946/021048/06)                                        
    Ordinary share code: IPL      ISIN: ZAE000067211                            
    Preference share code: IPLP   ISIN: ZAE000088076                            

    Unaudited results for the half year ended 25 December 2006                  
                                                                                
    Highlights                                                                  
* Headline earnings per share up 21% to 749 cents                           
    * Revenue up 29% to R33.4 billion                                           
    * Attributable profit up 25% to R1 599 million                              
    * Strong cash flow and investment in growth opportunities                   
* Distribution to shareholders up 22% to 280 cents per share                
    Overview of results                                                         
    The effects of a modest slow down in consumer spending and a weaker Rand    
    were absorbed by a continued strong performance by our non-consumer driven  
divisions, vehicle dealerships and financial services businesses. The       
    result is 21% growth in headline earnings per share to 749 cents, which was 
    achieved from a high base set in the first half of our previous financial   
    year when HEPS was 34% higher than the previous year. The reported HEPS     
growth was positively impacted by the board`s decision to achieve a more    
    appropriate treatment of Imperial`s investment in Lereko Mobility by the    
    deconsolidation the group`s investment therein (see below).                 
    Imperial has now been listed for 20 years. During the period, the market    
capitalization increased a thousand times from R35 million to R35 billion   
    while earnings per share grew by 29% per annum compounded annually.         
    Revenue at R33,4 billion was 29% higher than the previous year, although    
    this was assisted by the acquisitions of MCC and our United Kingdom         
operations, Imperial Commercials and Multipart.                             
    Operating profit at R2,5 billion was 17% better, with the strongest         
    contributions coming from the Leasing, Motor Dealerships and Insurance      
    divisions. Operating profit declined in the Distributorships division where 
the weaker Rand impacted negatively on margins. Margins were further eroded 
    by the introduction for the first time of the lower margin United Kingdom   
    truck dealerships and the low contribution from the UK parts logistics      
    business. Finally, Tyco returned a loss after interest, the circumstances   
of which are further dealt with under the Distributorships divisional       
    report below.                                                               
    The effect on the group`s operating margin was a decrease to 7,5% from      
    8,3%.                                                                       
Asset growth and higher interest rates caused the interest charge to rise   
    by 41%, while average interest bearing debt during the period was 28%       
    higher.                                                                     
    Income from associates was 3% lower at R165 million with the biggest        
contributor being R104 million (2005: R89 million) from Imperial Bank.      
    Associates in the Distributorships division disappointed with a small loss  
    compared to a profit of R28 million in 2005.                                
    The effective tax rate amounted to 31,3%, down from 34,1%, mainly as a      
result of the Lereko deconsolidation.                                       
    The distribution to shareholders has increased 22% from 230 cents to 280    
    cents per share.                                                            
    Industry conditions                                                         
The 2% increase in the prime overdraft rate since June last year caused     
    vehicle sales growth to slow. Industry-wide sales for the period under      
    review were 12% higher than in the comparative period, it should be noted   
    that annual growth in the 2005 calendar year amounted to 28%. During this   
reporting period, the Rand traded weaker by 11% against the US $ and by 18% 
    against the Euro compared to the comparative period.                        
    Growth in demand for our other services, namely logistics, vehicle leasing, 
    car rental, tourism and vehicle related financial services remained strong. 
Our exposure to the mining and construction industries through the newly    
    acquired MCC group, reported in our Leasing and Capital Equipment division, 
    has been particularly rewarding to us.                                      
    Deconsolidation of Lereko Mobility                                          
In respect of our second major Black Economic Empowerment transaction       
    entered into during June 2005, the group provided vendor finance in the     
    amount of R598 million to Lereko Mobility (Pty) Limited ("Lereko") to       
    facilitate the raising of R800 million additional finance for the           
acquisition by Lereko of 7,25% of the group`s issued capital. The           
    redemption of the total finance provided for the transaction, totaling some 
    R1,4 billion, will be settled through the disposal by Lereko of part of its 
    Imperial shares. The right to redemption of the vendor finance ranks behind 
all the other elements of finance for the transaction. Accordingly, due to  
    the group`s risk relating to the vendor finance, the board at the time      
    considered it appropriate to consolidate the assets, liabilities and        
    results of Lereko as if it were a subsidiary of the group, despite the      
group`s minority interest of 49% therein. By October 2006, the Imperial     
    share price had risen to a level at which the risk has been reduced         
    sufficiently for the board to conclude that the consolidation was no longer 
    required. Accordingly, it has been deconsolidated and is now treated as an  
associate.                                                                  
    If Lereko had remained consolidated until the end of this reporting period, 
    growth in headline earnings would have increased by 11,4% to R1 287 million 
    and HEPS growth by 12,6% to 695 cents.                                      
On the balance sheet, the deconsolidation caused shareholders` equity to be 
    R1 559 million higher, and the net debt/equity ratio to be 87% instead of   
    107%.                                                                       
    Vehicle sales                                                               
Through its various passenger and commercial vehicle retail businesses in   
    Southern Africa, Australia, Sweden and the United Kingdom, the group        
    retailed 65 541 (2005: 57 602) new and 34 592 (2005: 29 526) used vehicles  
    during the period. In addition, 23 012 used vehicles were sold to the       
trade, while our vehicle import and distribution business, Associated Motor 
    Holdings sold 9 176 (2005: 6 324) new vehicles on a wholesale basis to non- 
    group dealers appointed by it. Renault and Tata, in each of which Imperial  
    holds effective interests of 49%, sold 6 905 and 10 059 vehicles            
respectively during the period.                                             
    Balance sheet and cash generation                                           
    Net interest bearing debt at R10 940 million increased by 21% over June     
    2006. The net debt/equity ratio was 87%, including (as debt) the R300       
million in perpetual preference shares which was raised in November 2006.   
    For credit rating purposes, the perpetual preference shares carry a 75%     
    equity weighting, which would reduce the net debt/equity ratio to 84%. The  
    proceeds  of the preference share issue were utilised to provide funding to 
take delivery of 2 630 386 Imperial shares in terms of a forward purchase   
    agreement.                                                                  
    Net debt/EBITDA (annualized) was low at 1,6 times (2005: 1,7).              
    Cash generated by operations increased by 73% mainly as a result of         
improved working capital management. Investment in capital expenditure and  
    acquisitions amounted to R2 477 million, 11% higher than last year.         
    Expansion capital expenditure increased by 30% while replacement capital    
    expenditure declined by 18%. The cash conversion ratio was 97%, with free   
cash flow amounting to R1,3 billion.                                        
    R760 million was returned to shareholders during the period through share   
    buybacks and capital distributions.                                         
    Expansion of the group                                                      
The dealerships division opened 2 new and 9 used car operations during the  
    period, and in the Distributorships division, 5 new car dealerships and two 
    motor bike dealerships were opened in South Africa, and a Mitsubishi        
    dealership was opened in Sydney, Australia. As a value added operation in   
the Dealerships division, we acquired a controlling interest in Jurgens Ci  
    (Pty) Limited, the manufacturer and distributor of leisure caravans and     
    camping equipment. The transaction is still subject to approval by the      
    Competition Commission. Jurgens manufactures and sells approximately 2 500  
caravans per annum through a network of franchised dealers.                 
    Tourvest made seven new investments in individual tourist products in South 
    Africa, Nigeria and the Carribbean.                                         
    In the Leasing and Capital Equipment division, Terex Africa, the            
distribution rights for New Holland earth moving equipment and Excelrate    
    battery charging equipment for electric forklifts and industrial batteries  
    were acquired effective for the second half of the year.                    
    Imperial Air Cargo was successfully established in the Aviation division    
and has gained a meaningful share of the domestic air cargo market.         
    Divisional reports                                                          
    Logistics                                                                   
                                                                                

    R`million                           2006    2005     change                 
    Revenue                             7 321   6 249    17,2%                  
    Operating profit                    425     404      5,2%                   
Operating margin (%)                5,8     6,5                             
    Operating assets                    8 201   7 628    7,5%                   
    Southern Africa                                                             
    The Southern African logistics business achieved operating profit of R323   
million. Had we adjusted 2005`s profit by R18 million for the effect of the 
    partial sale of two subsidiaries to BEE entities and non-recurring events,  
    operating profit growth would have been 12% over 2005. The operating margin 
    in the local division declined from 8,3% to 7,9%, due to fuel price         
increases, load imbalances and pricing pressure from strong competition.    
    Cash generation in this business was good, which caused the interest charge 
    to be maintained at R45 million after taking into account the interest rate 
    increase. Capital expenditure was 29% lower than last year resulting from   
the late delivery of trucks.                                                
    Wage negotiations were concluded and agreement was reached for the next two 
    years.                                                                      
    The outlook for the division remains positive as it has a broad base of     
blue chip customers spanning most sectors of the economy.                   
    Europe                                                                      
    Imperial Logistics International grew operating profit by 5% and Revenue by 
    25% in Rand terms. In Euro terms, operating profit was lower by 10% and     
Revenue was 6% higher. The reduced margin occurred in the inland waterway   
    container shipping business due to operational issues relating to water     
    levels and port congestion. Margins were also lower in Panopa after the     
    introduction of lower margin but value adding transport business.           
Activity levels and profitability in this business are expected to be       
    maintained as the German economy remains strong. A shortage in transport    
    capacity has developed in Germany due to increased outsourcing and          
    international trade, and a shortage of drivers.                             
Leasing and capital equipment                                               
                                                                                
                                                                                
    R`million                      2006     2005       change                   
Revenue                        2 135    1 290      65,5%                    
    Operating profit               415      239        73,6%                    
    Operating margin (%)           19,4     18,5                                
    Operating assets               5 709    4 413      29,4%                    
The MCC acquisition, effective from December 2005, made a significant       
    contribution to the results for the period. MCC capitalized on strong       
    demand for open cast mining services and was awarded contracts in the       
    Elands Platinum, Marikana and Lonmin Extension projects during the period.  
Demand from the construction and road building industries was also strong.  
    The Southern African corporate vehicle and forklift leasing operations      
    maintained their fleet size at 30 000 units in a market in which            
    manufacturers and banks are becoming increasingly competitive. In response  
to this trend, the division has successfully altered its business model     
    towards a higher value added content instead of earning the pure financial  
    margin. Whilst new vehicles were added to the fleet, both the governments   
    of Lesotho and Namibia have reduced their fleets.                           
The division`s results benefited from higher interest rates, as a           
    substantial portion of its funding is procured at competitive fixed rates,  
    or from its own capital, while lending rates are floating. The UK forklift  
    dealership performed well.                                                  
The Terex, New Holland and Excelrate expansions which were concluded at the 
    end of the period will fit in well with existing operations and are         
    expected to make a positive contribution soon.                              
    Aviation                                                                    

                                                                                
    R`million                         2006     2005     change                  
    Revenue                           2 045    1 721    18,8%                   
Operating profit                  179      141      27,0%                   
    Operating margin (%)              8,8      8,2      -1.6%                   
    Operating assets                  3 652    3 712    -2,0%                   
    Operating profit includes the profit on the sale of aircraft of R68 million 
against R10 million in the previous period. The weaker Rand slightly        
    enhanced normal trading profitability, while aircraft sales volumes were    
    good. Margins in NAC have improved following the resolution of maintenance  
    problems in the contracts division. Air Contractors in Europe continued to  
perform well, and Naturelink has recovered to a position close to           
    breakeven.                                                                  
    Imperial Air Cargo was launched in August 2006 and succeeded in capturing a 
    meaningful share of the domestic air cargo market in a short period, and    
passed the breakeven mark in profitability.                                 
    Trading for the second half is expected to remain good.                     
    Car Rental & Tourism                                                        
                                                                                

    R`million                       2006     2005      change                   
    Revenue                         1 887    1 719     9,8%                     
    Operating profit                265      249       6,4%                     
Operating margin (%)            14,0     14,5                               
    Operating assets                2 892    2 492     16,1%                    
    The car rental market remained very competitive with margins being squeezed 
    by cost pressures, particularly accident repair costs and lower claims      
recoveries , while charge-out rates remained virtually unchanged. Car       
    rental revenues increased by 11% while volumes grew by 12% on slightly      
    lower growth in the fleet size. The used car market was under stiff         
    pressure from competitive new car prices resulting in reduced sales volumes 
by Auto Pedigree.                                                           
    We expect these conditions to improve, as rates have begun to harden, and   
    with new car prices beginning to rise, we expect the used car market to     
    benefit.                                                                    
Tourvest, as well as our wholly owned tourism operations improved on the    
    back of a weaker Rand. International inbound passenger volumes to South     
    Africa increased by 8% year on year for the nine months to September, and   
    individual spending by tourists has increased. Tourvest`s retailing         
operations, including airline duty free sales, performed well, and the      
    company benefited from the expansion of its range of tourist products.      
    Headline earnings per share at Tourvest increased by 14%.                   
    Distributorships                                                            

                                                                                
    R`million                           2006      2005    change                
    Revenue                             10 572    7 276   45,3%                 
Operating profit                    615       647     -4,9%                 
    Operating margin (%)                5,8       8,9                           
    Operating assets                    9 335     5 901   58,2%                 
    After a period of exceptional growth by this division, margins have         
recently come under pressure in the vehicle import business due to the      
    weaker Rand and strong competition. Some relief was obtained through        
    forward exchange cover. However the duty portion of total import cost, as   
    well as part of the vehicle cost cannot be covered. Only limited price      
increases could be implemented.                                             
    Following the margin reduction during the first half of our financial year, 
    we expect that, should the Rand remain at current levels, price increases   
    would begin to compensate for the reduction. Recent trading levels of the   
Rand would already relieve some margin pressure, and import duty reductions 
    of 2% (6% i.r.o. European imports) came into effect on 1 January 2007. The  
    vehicle parque in our imported vehicle brands is maturing and a growing     
    contribution can be expected from parts and service operations. Lastly, we  
still see strong sales growth, although not at historical levels.           
    Losses are still being incurred in our Australian Ford dealerships where    
    Ford`s market share has declined significantly.  We have closed two         
    unprofitable dealerships out of the nine we acquired.                       
The performance of our associate, Renault was disappointing.                
    Our commercial vehicle import, assembly, dealership and service operation,  
    Tyco, which operates the distributorships for International, DAF and        
    Renault trucks, VDL buses and JAC medium commercial vehicles, incurred a    
loss due to operational problems. Production and inventory planning         
    regarding new vehicles, over-stocking of used vehicles and poor margins, as 
    well as service related issues were the main contributing factors. Decisive 
    corrective actions were taken and senior management changes were effected.  
We expect the business to return to profitability during the second half of 
    the financial year. The outlook for this business remains positive in view  
    of a good product line and strong demand for commercial vehicles.           
    The newly acquired UK operations performed satisfactorily. The 18 DAF and   
LDV outlets operating as Imperial Commercials contributed well to revenues  
    and profits, while the parts logistics business operating as Multipart has  
    made satisfactory progress in the restructuring process which was foreseen  
    at acquisition. A new state of the art distribution centre was opened in    
the Manchester area, which will improve efficiencies.                       
    The South African parts distribution business which was started as a        
    greenfields business with a bolt-on acquisition added later, is proving to  
    be successful.                                                              
Motor vehicle dealerships                                                   
                                                                                
                                                                                
    R`million                            2006   2005    change                  
Revenue                              9 048  7 313   23,7%                   
    Operating profit                     243    190     27,9%                   
    Operating margin (%)                 2,7    2,6                             
    Operating assets                     3 845  2 968   29,5%                   
New and used vehicle sales growth comfortably exceeded market growth. Gross 
    profit margins were maintained in spite of increased competition but the    
    operating margin increased from 2,6% to 2,7% due to higher value added      
    sales of financial products, vehicle enhancements and accessories. Workshop 
and parts sales performed well. Good results were achieved in our four      
    Nissan dealerships in Sweden.                                               
    Significant capital investment continued in line with capacity requirements 
    and branded retail standards.                                               
While total market volumes remained strong, especially in commercial        
    vehicles, margins in the used vehicle market were under pressure.           
    Higher interest rates have begun to slow the growth rate in vehicle sales,  
    especially in the luxury car segment. However, this comes from an           
exceptionally high base, and we expect positive growth to continue and be   
    buoyed by the small car segment. Demand remains driven by the entry of      
    first time buyers, a trend which we expect to continue as urban             
    demographics change and the economy attracts new entrants to the job        
market. The division should also benefit from several new model launches    
    planned by manufacturers.                                                   
    Commercial vehicle demand is supported by infrastructure spending, and we   
    have increased our exposure in this market.                                 
Our aftermarket strategy which includes Beekmans Canopies has begun to      
    yield good results.                                                         
    Insurance                                                                   
                                                                                

    R`million                     2006      2005      change                    
    Revenue                       1 581     1 293     22,3%                     
    Operating profit              375       301       24,6%                     
Operating margin (%)          23,7      23,3                                
    Operating assets              3 542     2 985     18,7%                     
    Premium income growth of 25,4% was in excess of motor industry growth as we 
    continue to gain market share. Whilst underwriting conditions in the motor  
market have become more challenging due to high accident repair costs,      
    underwriting profits have increased. Investment income was excellent in a   
    strong equities market. Good progress is being made towards the             
    implementation of new requirements imposed by the National Credit Act, to   
take effect on 1 June 2007. The act will cause single premium business to   
    be replaced with monthly premiums. This will reduce the amount of           
    investment funds, and as a result of a higher lapse experience on monthly   
    premiums than single premium policies, the overall impact on profitability  
in the near term is unclear. However, we believe that premium rates should  
    compensate for investment income lost, leaving the prospects for long term  
    income growth intact.                                                       
    Associates                                                                  
Earnings from our primary associate, Imperial Bank increased by 17% to R104 
    million. Gross loans and advances amounted to R28,4 billion at December     
    2006, of which R17,4 billion was in motor vehicle finance.                  
    Black Economic Empowerment                                                  
Imperial`s BEE strategy is still yielding very positive results. Since      
    entering into the transactions with Ukhamba and Lereko Mobility, an         
    aggregate amount of R1,6 billion of wealth has been created for previously  
    disadvantaged individuals and communities. The strategic intent with the    
transactions is clearly demonstrated in the active cooperation between our  
    empowerment partners and some of our operating divisions. Ukhamba`s primary 
    investments are a 10,1% stake in Imperial and a 34% stake in Distribution   
    and Warehousing Network Limited, a JSE listed distributor and manufacturer  
of building materials, which grew its headline earnings by 54% during the   
    period under review. Ukhamba has made several smaller strategic investments 
    in areas related to Imperial`s business. In addition, the group has entered 
    into several other empowerment initiatives at subsidiary level, resulting   
in the practical and financial empowerment of a large number of black       
    people.                                                                     
    Investment in skills development                                            
    In response to a pressing shortage of technical and management skills in    
virtually all spheres of our business, the board has approved the           
    establishment of a R100 million company focused skills development and      
    training fund.                                                              
    Prospects                                                                   
We expect further good growth in revenue and earnings for the full          
    financial year. Vehicle sales growth will be lower than the previous        
    financial year, but growth in the overall economy is expected to remain     
    robust. The expected recovery in some of our under-performing businesses    
should further contribute to good results.                                  
    Retirement of Chief Executive                                               
    The group`s Chief Executive, Bill Lynch, has decided to relinquish his      
    position as Chief Executive with effect from 1 November 2007, or such later 
date as a suitable successor is appointed. Bill has recovered from his      
    illness of last year and his decision was reached after careful             
    consideration of his age and 36 years of service with the group, in order   
    to enable him to scale down his demanding business schedule. He has however 
agreed to continue serving on the board as a non-executive deputy Chairman  
    with effect from 1 November 2007, allowing a seamless transition to a new   
    Chief Executive.                                                            
    The Remuneration and Nomination Committee of the board will now embark on a 
process to select a suitable successor to Bill, which will include the      
    identification of suitable internal and external candidates. It is expected 
    that the selection process would be completed by August 2007 and an         
    announcement in this regard will be made as soon as an appointment has been 
confirmed by the board. The current deputy Chief Executive, Hafiz Mahomed,  
    has requested not to be taken into consideration in the process of          
    identifying suitable candidates. He will however continue in his position   
    as deputy Chief Executive and Group Financial Director.                     
Leslie Boyd has agreed to remain as Chairman of the group beyond November   
    2007, thereby providing further continuity and keeping available his        
    considerable wealth of experience and knowledge of the group.               
    In addition to the appointment of a new Chief Executive, the company will   
seek to identify a suitable black candidate for appointment to the board as 
    a non-executive deputy Chairman alongside Bill. In accordance with the      
    articles of association, the appointment of the two deputy Chairmen and the 
    re-appointment of Leslie Boyd as Chairman will also be tabled at the next   
annual general meeting of shareholders for approval.                        
    The company wishes to thank Bill for his enormous contribution to the       
    company and industry during his executive service with the group, a period  
    during which the group grew from a small motor retail business to a         
powerful force in the mobility industry, both in South Africa and abroad.   
    We look forward to his contribution in his new capacity for years to come.  
    Remuneration and Nomination Committee                                       
    Phumzile Langeni, Roddy Sparks and Younaid Waja have been appointed as      
members of the Remuneration and Nomination Committee with effect from 27    
    February 2007. The committee will then consist of Leslie Boyd (Chairman),   
    Phumzile Langeni, Mike Leeming, Roy McAlpine, Roddy Sparks, Oshy            
    Tugendhalft and Younaid Waja.                                               
By order of the board                                                       
    L Boyd, Chairman                                                            
    W G Lynch, Chief Executive                                                  
    A H Mahomed, Financial Director                                             
Condensed income statement                                                  
    for the half year ended 25 December                                         
                                                                                
                                                                                
Audited               
                              Unaudited Unaudited         Year                  
                                                          ended                 
                              December  December          June                  
2006      2005       %      2006                  
                              Rm        Rm         change Rm                    
    Revenue                   33 388    25 825      29    54 105                
    Profit from operations    3 444     2 948             6 090                 
before depreciation and                                                     
    recoupments                                                                 
                                                                                
    Depreciation and          (945)     (816)             (1 632)               
recoupments                                                                 
    Operating profit          2 499     2 132       17    4 458                 
                                                                                
    Foreign exchange gains     50        34               (138)                 
(losses)                                                                    
    Fair value (losses)       (13)      (53)               26                   
    gains on foreign                                                            
    exchange derivatives                                                        
Fair value gains           10       (83)              (74)                  
    (losses) on financial                                                       
    instruments (Lereko                                                         
    Mobility)                                                                   
Profit before net         2 546     2 030       25    4 272                 
    financing costs                                                             
                                                                                
    Net financing costs       (498)     (352)             (782)                 

    Income from associates     165       170               282                  
    and joint ventures                                                          
    Profit before             2 213     1 848       20    3 772                 
exceptional items                                                           
    Exceptional items          27                         (53)                  
    Profit before taxation    2 240     1 848       21    3 719                 
    Income tax expense         641       573              1 234                 
Profit after taxation     1 599     1 275       25    2 485                 
    Attributable to:                                                            
    Equity holders of         1 429     1 157             2 247                 
    Imperial Holdings                                                           
Limited                                                                     
    Minority interest          170       118               238                  
    Net attributable profit   1 599     1 275      25     2 485                 
    for the period                                                              
Cents     Cents             Cents                 
    Earnings per share*                                                         
    - Basic                    764,0     618,3      24    1 198,1               
    - Diluted                  700,5     579,6     21     1 125,8               
Additional information                                                      
    Headline earnings per                                                       
    share*                                                                      
    - Basic                    749,0     616,9     21     1 222,1               
- Diluted                  686,9     578,2     19     1 148,3               
    Earnings per share                                                          
    reconciliation                                                              
    Headline basic earnings   749,0      616,9            1 222,1               
per share                                                                   
    Impairment of property,                               (4,2)                 
    plant and equipment                                                         
    Profit on sale of          3,2       1,4               5,5                  
property, plant and                                                         
    equipment                                                                   
    Exceptional items          11,8                       (25,3)                
                                                                                
Basic earnings per        764,0      618,3            1 198,1               
    share                                                                       
    *Based on the weighted                                                      
    average number of                                                           
shares in issue for the                                                     
    period                                                                      
    Net asset value per       5 825,5   4 432,4           5 330,3               
    share (cents)                                                               
Number of ordinary                                                          
    shares (million)                                                            
    - in issue                 186,7     188,0             187,5                
    - weighted average         185,3     187,1             187,5                
Other shares in issue                                                       
    (million)                                                                   
    - Preferred ordinary       14,5                                             
    - Deferred ordinary        19,2      21,0              21,0                 
Financing                 Rm        Rm                Rm                    
    Net interest               497       364              808                   
    Foreign exchange (gain)   (15)                         284                  
    loss on monetary items                                                      
Fair value losses           16      (12)              (310)                 
    (gains) on borrowings                                                       
    and interest swaps                                                          
                                498     352               782                   
Exceptional items                                                           
    Impairment of goodwill    (1)                         (43)                  
    Profit (loss) on           28                         (10)                  
    disposal of investments                                                     
in subsidiaries and                                                         
    associates and joint                                                        
    ventures                                                                    
                              27                          (53)                  
Condensed balance sheet                                                     
    at 25 December                                                              
                                                                                
                                                                                
Audited                 
                                   Unaudited  Unaudited Year                    
                                                        ended                   
                                   December   December  June                    
2006       2005      2006                    
                                   Rm         Rm        Rm                      
    ASSETS                                                                      
    Intangible assets              1 024       728       945                    
Investments in associates and  2 458      1 599     1 602                   
    joint ventures                                                              
    Property, plant and equipment  5 003      3 194     4 231                   
    Transport fleet                2 649      2 655     2 570                   
Leasing assets                 6 707      5 771     6 443                   
    Vehicles for hire              1 213      1 162      896                    
    Deferred tax assets             394        365       426                    
    Other investments and loans    2 369      2 071     2 208                   
Other non-current financial     782        542       718                    
    assets                                                                      
    Inventories                    8 177      5 932     7 535                   
    Taxation in advance             215        89        108                    
Trade and other receivables    8 591      7 116     8 248                   
    Cash resources                 1 686      1 248     1 630                   
    Total assets                   41 268     32 472    37 560                  
    EQUITY AND LIABILITIES                                                      
Capital and reserves                                                        
    Attributable to Imperial       11 721     8 333     10 002                  
    Holdings` shareholders                                                      
    Minority interest               820        617       785                    
Total shareholders` equity     12 541     8 950     10 787                  
    Liabilities                                                                 
    Non-redeemable, non-            300                                         
    participating cumulative                                                    
preference shares                                                           
    Equity-settled interest-                   771      794                     
    bearing borrowings                                                          
    Retirement benefit              218        178       218                    
obligations                                                                 
    Interest-bearing borrowings    12 326     10 362    10 699                  
    Liabilities under insurance    1 515      1 148     1 331                   
    contracts                                                                   
Deferred tax liabilities       1 014       873       941                    
    Other non-current financial     31         136       127                    
    liabilities                                                                 
    Trade and other payables and   12 301     9 011     11 545                  
provisions                                                                  
    Current tax liabilities        1 022      1 043     1 118                   
    Total liabilities              28 727     23 522    26 773                  
    Total equity and liabilities   41 268     32 472    37 560                  
Supplementary information      Rm         Rm        Rm                      
    Capital commitments             770        596      1 038                   
    Contingent liabilities          786        495       810                    
    Declaration of distributions                                                
Preference shareholders and Ordinary shareholders                           
    Notice is hereby given that:                                                
    * a preference dividend of 88,15 cents per preference share has been        
    declared payable to holders of non-redeemable, non-participating preference 
shares; and                                                                 
    * a distribution of 280 cents per ordinary share has been declared payable  
    to ordinary shareholders as follows:                                        
    -  a capital distribution out of share premium of 160 cents per ordinary    
share payable in terms of the general authority granted at the annual       
    general meeting of shareholders held on 1 November 2006; and                
    -  a dividend of 120 cents per ordinary share                               
    payable to the respective shareholders recorded in the registers of the     
company at the close of business on Friday, 30 March 2007.                  
    The company has determined the following salient dates for the payment of   
    the preference dividend and capital distribution:                           
                                                                                

                                                2007                            
    Last day for preference shares and          Friday, 23                      
    ordinary shares to trade cum-preference     March                           
dividend and cum capital distribution                                       
    respectively                                                                
    Preference and ordinary shares commence     Monday, 26                      
    trading ex-preference dividend and ex       March                           
capital distribution respectively                                           
    Record date                                 Friday, 30                      
                                                March                           
    Payment date                                Monday, 2 April                 
Share certificates may not be dematerialised/rematerialised between Monday, 
    26 March 2007 and Friday, 30 March 2007, both days inclusive.               
    On Monday, 2 April 2007, amounts due in respect of the preference dividend  
    and the capital distribution will be electronically transferred to the bank 
accounts of certificated shareholders that utilise this facility. In        
    respect of those who do not, cheques dated 2 April 2007 will be posted on   
    or about that date. Shareholders who have dematerialised their shares will  
    have their accounts, held at their CSDP or Broker, credited on Monday, 2    
April 2007.                                                                 
    In terms of the Exchange Control Regulations of the Republic of South       
    Africa, cash payments based on emigrant`s shares controlled in terms of the 
    Exchange Control Regulations will be forwarded to an Authorised Dealer in   
foreign exchange controlling their blocked assets. The elections by         
    emigrants for the above purpose must be made through the Authorised Dealer  
    in foreign exchange controlling their blocked assets. Payments due to non-  
    residents are freely transferable from the Republic.                        
Preferred ordinary shareholders (Unlisted)                                  
    Notice is hereby further given that a dividend of 267,5 cents per preferred 
    ordinary share has been declared and is payable to preferred ordinary       
    shareholders recorded in the registers of the company at the close of       
business on Thursday, 29 March 2007.                                        
    On Friday, 30 March 2007 the dividend will be electronically transferred to 
    the bank accounts of preferred ordinary shareholders.                       
    On behalf of the board                                                      
RA Venter, Group Company Secretary                                          
    27 February 2007                                                            
    Condensed cash flow statement                                               
    for the half year ended 25 December                                         

                                                                                
                                                          Audited               
                             Unaudited  Unaudited         Year                  
ended                 
                             December   December          June                  
                             2006       2005      %       2006                  
                             Rm         Rm        change  Rm                    
Cash flows from                                                             
    operating activities                                                        
    Cash generated by        3 442      2 999             5 889                 
    operations before                                                           
changes in working                                                          
    capital                                                                     
    Net working capital      (230)      (1 140)           (255)                 
    movements                                                                   
Cash generated by        3 212      1 859      73     5 634                 
    operations                                                                  
    Net financing costs      (498)      (364)             (782)                 
    Taxation paid            (727)      (20)              (597)                 
Net cash flows from       1 987     1 475      35     4 255                 
    operating activities                                                        
    Cash flows from                                                             
    investing activities                                                        
Net acquisition of       (108)      (120)             (755)                 
    subsidiaries and                                                            
    businesses                                                                  
    Expansion capital        (1 724)    (1 328)           (2 662)               
expenditure                                                                 
    Net replacement capital  (645)      (782)             (1 104)               
    expenditure                                                                 
    Investments, equities    ( 397)     (460)             (321)                 
and loans                                                                   
    Net cash flows from       (2 874)   (2 690)           (4 842)               
    investing activities                                                        
    Cash flows from                                                             
financing activities                                                        
    Cash flow from            864       (12)              3 809                 
    financing activities                                                        
    Purchase of treasury     (298)                        (1 539)               
stock                                                                       
    Issue of preference       298                                               
    shares                                                                      
    Dividends paid           (80)       (55)              (138)                 
Capital distribution     (462)      (413)             (846)                 
    Net cash flows from        322      (480)             1 286                 
    financing activities                                                        
    Net (decrease) increase  (565)      (1 695)            699                  
in cash and cash                                                            
    equivalents                                                                 
    Cash and cash            (1 643)    (2 342)           (2 342)               
    equivalents at                                                              
beginning of period                                                         
    Cash and cash            (2 208)    (4 037)           (1 643)               
    equivalents at end of                                                       
    period                                                                      
Condensed statement of changes in equity                                    
    for the half year ended 25 December                                         
                                                                                
                                                                                
Share                                         
                        Share     repurchases/                                  
                        capital   consolidated Other     Retained               
                        and                                                     
premium   shares       reserves  earings                
                        Rm        Rm           Rm        Rm                     
    Balance at 25       1 762     (2 497)      1 272     9 465                  
    June                                                                        
Net gains                                   33                              
    (losses) arising                                                            
    on translation of                                                           
    foreign                                                                     
operations not                                                              
    recognised in the                                                           
    income statement                                                            
    Net profit                                           1 429                  
attributable to                                                             
    equity holders of                                                           
    Imperial Holdings                                                           
    Limited                                                                     
Minority share of                                                           
    attributable                                                                
    profits                                                                     
    Net acquisition                                                             
of minority                                                                 
    interest                                                                    
    Contingency                                28        (28)                   
    reserve created                                                             
in terms of the                                                             
    Insurance Act                                                               
    Movement in hedge                          (479)                            
    accounting                                                                  
reserve                                                                     
    Reallocation of                             5        (5)                    
    Imperial Banks`                                                             
    credit risk                                                                 
reserve to                                                                  
    statutory reserve                                                           
    Net movement in                            (63)                             
    share based                                                                 
payment reserves                                                            
    Issue of ordinary                                                           
    shares                                                                      
    Issue of                                                                    
preferred                                                                   
    ordinary shares                                                             
    Repurchase of                 (298)                                         
    ordinary shares                                                             
Deconsolidation                715          361       483                   
    of Lereko                                                                   
    Mobility                                                                    
    Capital             (550)      88                                           
distributions                                                               
    Minority share of                                                           
    dividends                                                                   
    Balance at 25        1 212     (1 992)     1 157     11 344                 
December                                                                    
                                   Total                 Audited                
                                   Unaudited  Unaudited  Year                   
                                                         ended                  
Minority  December   December   June                   
                         interest  2006       2005       2006                   
                         Rm        Rm         Rm         Rm                     
    Balance at 25 June   785       10 787     8 355      8 355                  
Net gains (losses)   1         34         (143)      279                    
    arising on                                                                  
    translation of                                                              
    foreign operations                                                          
not recognised in                                                           
    the income                                                                  
    statement                                                                   
    Net profit                     1 429      1 157      2 247                  
attributable to                                                             
    equity holders of                                                           
    Imperial Holdings                                                           
    Limited                                                                     
Minority share of     170       170        118        238                   
    attributable                                                                
    profits                                                                     
    Net acquisition of    1         1          92         128                   
minority interest                                                           
    Contingency reserve                                                         
    created in terms of                                                         
    the Insurance Act                                                           
Movement in hedge    (57)      (536)      (181)       609                   
    accounting reserve                                                          
    Reallocation of                                                             
    Imperial Banks`                                                             
credit risk reserve                                                         
    to statutory                                                                
    reserve                                                                     
    Net movement in                (63)                  (27)                   
share based payment                                                         
    reserves                                                                    
    Issue of ordinary                          20         39                    
    shares                                                                      
Issue of preferred                                    4                     
    ordinary shares                                                             
    Repurchase of                  (298)                 (101)                  
    ordinary shares                                                             
Deconsolidation of             1 559                                        
    Lereko Mobility                                                             
    Capital                        (462)      (413)      (846)                  
    distributions                                                               
Minority share of    (80)      (80)       (55)       (138)                  
    dividends                                                                   
    Balance at 25         820      12 541     8 950      10 787                 
    December                                                                    
Basis of preparation                                                        
    This condensed interim financial information for the half year ended 25     
    December 2006 has been prepared in accordance with International Accounting 
    Standards applicable to interim financial reporting: IAS 34 - Interim       
Financial Reporting. This condensed interim financial information should be 
    read in conjunction with the annual financial statements for the year ended 
    25 June 2006.                                                               
    Our Black Economic Empowerment associate, Lereko Mobility (Proprietary)     
Limited, was previously consolidated (even though we held 49%) because      
    there was significant risk relating to the recovery of the notional capital 
    provided by the group. The directors are now of the opinion that as the     
    Imperial share price has risen substantially this risk is now remote and    
Lereko is equity accounted with effect from 26 October 2006.                
    Accounting policies                                                         
    The accounting policies adopted in preparation of this condensed interim    
    financial information are consistent with those of the annual financial     
statements for the year ended 25 June 2006.                                 
    Revenue restatement                                                         
    In line with the restatement in our June 2006 annual report, SAICA Circular 
    9/2006 - Discounts, rebates and extended payment terms, has revised the     
basis for determining revenue in our Car Rental and Tourism division:       
                                                                                
                                                                                
                                                Rm                              
Revised revenue                             1 719                           
    As previously stated                        1 687                           
                                                32                              
    Revenue in the distributorship division was over stated in the prior period 
due to revenue between operations within the division being included in     
    revenue that should have been eliminated.                                   
    Revised revenue                             7 276                           
    As previously stated                        7 655                           
(379)                           
    Net reduction in revenue                     347                            
    The above restatements only affect the revenue and cost of sales lines and  
    had no effect on profits.                                                   
To view the segmental table please go to www.imperial.co.za                 
    Non-executive directors:                                                    
    L Boyd (Chairman), PL Erasmus, P Langeni, MJ Leeming, JR McAlpine, VJ       
    Mokoena, PS Molefe, MV Moosa, CE Scott, M Sisulu, RJA Sparks, A Tugendhaft, 
Y Waja                                                                      
    Executive directors:                                                        
    WG Lynch (Irish), RJ Boettger, HR Brody, MP de Canha, RL Hiemstra, WS Hill, 
    AH Mahomed, GW Riemann (German)                                             
Company secretary:                                                          
    RA Venter                                                                   
    Business address and registered office:                                     
    Imperial Place, Jeppe Quondam, 79 Boeing Road East, Bedfordview, 2007       
Share transfer secretaries:                                                 
    Computershare Investor Services 2004 (Proprietary) Limited, 70 Marshall     
    Street, Johannesburg, 2001                                                  
    Sponsor:                                                                    
Merrill Lynch SA (Pty) Limited, 138 West Street, Sandown Sandton, 2196      
Date: 28/02/2007 07:00:04 Produced by the JSE SENS Department.