REG - Jardine Matheson Hdg - 2024 PRELIMINARY RESULTS
10/03/2025 12:15
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RNS Number : 0385A Jardine Matheson Hldgs Ltd 10 March 2025
10 March 2025
For immediate release
The following announcement was issued today to a Regulatory Information
Service approved by the Financial Conduct Authority in the United Kingdom.
Jardine Matheson Holdings Limited
2024 Preliminary Announcement of Results
Resilient Performance As Jardines Refocuses
Highlights
· Underlying net profit 11% lower at US$1.47bn (1% lower excluding Hongkong
Land impairments)
· Record Astra contribution, reinforced by increased JM stake in Jardine
Cycle & Carriage ('JC&C') (+6.7%)
· Strong recovery at DFI Retail ('DFI'), offset by lower earnings from
Zhongsheng
· New Hongkong Land strategy; portfolio simplifications at DFI and JC&C;
increased JM stake in Mandarin Oriental (+7.8%)
· Group net borrowings(∆) US$1.1bn lower at US$7.3bn (gearing 1% down at
14%)
· Parent free cashflows up 12% to US$875m
· Full year dividend held at US$2.25 per share
"Jardines delivered a resilient performance in 2024, benefitting from the
sector and geographic diversity of its portfolio. Challenging conditions on
the Chinese mainland adversely impacted Zhongsheng and Hongkong Land, but DFI
Retail saw a substantial recovery and, in Indonesia, Astra delivered another
strong performance, underlining its continued importance to the Group.
With enhanced boards, strengthened leadership teams and exciting new
strategies, and a sharpened focus on shareholder returns, Jardines' businesses
are well-positioned to drive mid- and long-term growth and the future looks
encouraging. In the coming year we expect broadly stable results, excluding
the impact of the Hongkong Land impairments in 2024."
Ben Keswick, Executive Chairman
Results summary
Year ended 31 December
2024 2023 Change
US$m US$m %
Revenue 35,779 36,049 -1
Underlying profit* before tax 4,412 5,034 -12
Underlying profit* attributable to shareholders 1,471 1,661 -11
(Loss)/profit attributable to shareholders (468) 686 n/a
Shareholders' funds 27,880 29,010 -4
US$ US$
Underlying earnings* per share 5.07 5.74 -12
(Loss)/earnings per share (1.61) 2.37 n/a
Dividends per share 2.25 2.25 -
* The Group uses 'underlying net profit' in its internal financial reporting
to distinguish between ongoing business performance and non-trading items, as
more fully described in note 41 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.
Underlying net profit refers to underlying profit attributable to
shareholders.
(∆) Excludes net borrowings of financial services companies
s Represents recurring dividends received from subsidiaries, associates, joint
ventures and other investments, less corporate costs and net interest expenses
The final dividend of US$1.65 per share will be payable on 14 May 2025,
subject to approval at the Annual General Meeting to be held on 2 May 2025,
to shareholders on the register of members at the close of business on 21
March 2025 and will be available in cash with a scrip alternative.
CHAIRMAN'S STATEMENT
Dear Shareholders,
I am pleased to provide you with an overview of the Group's performance over
the past year.
Overview of 2024
The Group delivered a resilient performance in 2024, as our portfolio
companies faced challenging conditions across the region. Underlying net
profit for the year (impacted by JM's share (US$168 million) of the non-cash
impairments in Hongkong Land), was 11% lower than the prior year, at US$1,471
million. Our diversified portfolio, however, continued to generate strong cash
flows both at Group level and for the parent company, supporting a strong
balance sheet and creating a solid foundation for future growth. Full details
of the performance of each of our portfolio companies, as well as significant
developments during the year, are provided in the 'Group Managing Director's
Review' and 'Performance of Portfolio Companies' sections below.
The Board is recommending a final dividend of US$1.65 per share, which
produces an unchanged full-year dividend of US$2.25 per share.
Delivering Superior Shareholder Returns
As a group, we are evolving to align with the changing markets in which our
companies operate, and we are transitioning from being an owner-operator of
our portfolio assets to being a long-term, engaged investor in our portfolio
companies. As an engaged investor, we have a sharpened focus on generating
superior, long-term returns for shareholders from a portfolio of
market-leading businesses across Asia, and we have set challenging financial
objectives to match these ambitions.
Our approach to managing our broad portfolio of businesses is founded on a
culture of integrity, effective risk management and a sustainable approach to
doing business. This is underpinned by strong balance sheets and excellent
access to bank funding and capital markets.
Strengthening our Corporate Governance
The Board, its committees and senior management together play a key role in
delivering against our priorities. The effective delivery of the Group's
strategy depends on high quality debate around the boardroom table, with
strong contributions from our directors, underpinned by a robust governance
framework. As our portfolio of investee companies and the environment in which
they operate evolve, we continue to review the effectiveness of our governance
approach on an ongoing basis, both at the Jardine Matheson level and across
our portfolio companies.
The past year has seen the strengthening of the Jardine Matheson Board. We
value the opportunity to leverage the industry and regional expertise and
experience of independent non-executive directors and were delighted to
welcome Ming Lu to the Company's Board in February 2025.
I would also like to express our gratitude to Anthony Nightingale, Y.K. Pang,
David Hsu, Percy Weatherall and Julian Hui - all of whom stepped down from the
Board in 2024 - for their significant contributions to the Company and the
wider Group over many years.
The Board now comprises nine directors, the majority (56%) of whom we consider
to be independent non-executive directors, taking account of the independence
considerations under the UK Corporate Governance Code.
Significant changes were made to the management teams and boards of our
portfolio companies over the past 18 months. Newly-appointed CEOs of Hongkong
Land, DFI, Mandarin Oriental and Jardine Pacific ('JP') have led strategic
reviews of each of their businesses and are now executing new strategies to
deliver enhanced shareholder value through clear long-term growth objectives
and targets. Our portfolio companies have increased the representation of
independent non-executive directors both on their boards and their respective
board committees, as well as making enhancements to their operation.
Embedding Sustainability into Everything we do
We see sustainability as a key factor in delivering the Group's long-term
vision and expect our portfolio companies to set ambitious sustainability
targets and collaborate closely with their stakeholders to deliver against
them. We continued to make considerable progress over the past year as a Group
in advancing our sustainability agenda, and there was good progress in 2024
against the Group's sustainability KPIs. We continued to focus in particular
on climate action.
Our portfolio companies have set ambitious medium-term science-based
decarbonisation targets, many of which are aligned with the Science Based
Targets initiative (SBTi). They have also developed credible pathways to
achieve those targets and have made good progress in starting to implement
them. We have also worked with our portfolio companies to develop a capital
allocation framework which will ensure that sustainability is considered in
all future investment decisions.
We were pleased to see our continued commitment and strong performance on
sustainability initiatives recognised in improved ESG ratings during 2024,
both for Jardine Matheson and our portfolio companies.
We believe that sustainable business practices are synonymous with good
business, and sustainability is now firmly embedded as a core element of
strategy across our portfolio companies and will play a crucial role in future
investment decisions.
Conclusion
On behalf of the Board, I would like to express my appreciation to our
shareholders, our valued partners and to the wider community for your
continued support. Most of all, thanks must go to our colleagues, who are key
to our success, for their exceptional work and unwavering commitment
throughout the past year.
Ben Keswick
Executive Chairman
GROUP MANAGING DIRECTOR'S REVIEW
Overview
The Group delivered a resilient performance in 2024, in the face of continuing
significant headwinds. There was a strong contribution by Astra, enhanced by
the Group increasing its shareholding in JC&C by 6.7% during the year, and
a substantial recovery from DFI, but contributions from a number of our
portfolio companies - and in particular Zhongsheng and Hongkong Land - were
lower. Our portfolio companies are focused on addressing the short-term
challenges they face from local and global economic pressures.
Our long-term success has been built on our resilience and our ability to
adapt to the ever-changing environment in which Jardines and its portfolio
companies operate. We demonstrated this adaptability during the year by
reviewing and recalibrating our approach to running our portfolio of
businesses.
Our Role as an Engaged Investor
As we transition to being a long-term, engaged investor in our portfolio
companies, we have the aim of delivering strong, long-term returns for the
Company's shareholders, with superior five-year Total Shareholder Returns
('TSR'). To achieve this ambition, we expect our portfolio companies to focus
on growing their businesses to deliver strong, sustainable growth in earnings
and cash flows, and on driving returns on invested capital well above the
relevant cost of capital. We will also continue to evolve our portfolio, with
a view to delivering higher long-term returns and capital appreciation. With
high-quality execution in our portfolio companies and at the Group, we intend
to deliver superior growth in the Group's Net Asset Value ('NAV') per share,
as well as progressive dividends.
In order to meet our financial objectives, we have sharpened our focus on the
key elements of our role as an engaged investor: at the Corporate level,
aiming to manage the portfolio decisively, leveraging disciplined capital
allocation and investment expertise; influencing strategy and driving
accountability through representation on the boards of our portfolio
companies; ensuring high calibre leadership teams are in place in our
portfolio companies; and incentivising those teams to build bigger, stronger
businesses, supported by highly qualified boards with extensive industry
expertise.
Set out below is a summary of how Jardines has fulfilled its role as an
engaged investor over the past year:
Ensuring highly-qualified boards and leadership teams are in place
Identifying, developing and retaining effective leadership talent remains a
top priority, and over the past year our portfolio companies, supported by
Jardines, have put in place appropriate management structures and strong
leadership teams to support their revised strategies and future growth.
Our listed portfolio companies are also implementing new incentive structures,
to better align the performance of their leadership teams with the creation of
long-term shareholder value.
We continue to invest in the ongoing development of our leaders, providing
them with opportunities to build expertise and advance their careers within
various businesses across the Group.
We are also dedicated at the Jardines level to nurturing the next generation
of leaders within our portfolio companies. We provide our colleagues with the
training and resources they need to navigate both immediate and long-term
challenges and opportunities. Our talent planning is enhanced by Group-wide
leadership development programmes, co-designed with IMD and INSEAD.
As an engaged investor, Jardines expects each of its portfolio companies to
foster an inclusive and diverse culture, where everyone has the opportunity to
succeed. Our portfolio companies have each established targets aligned with
this objective.
Influencing portfolio company strategy and supporting performance through
board representation
During 2024, and as we enter 2025, our portfolio companies have developed and
adopted revised strategies. As an engaged investor, we have used our
representation on the boards of each of our portfolio companies to influence
and support this process. Our portfolio companies are now focused on
implementing their new strategies and improving performance, with an emphasis
on enhancing operational efficiency and a strong focus on sustainability. This
has again been with support from Jardines, and there has been good progress in
the year in bringing in non-executive directors with industry expertise and
experience, to create a framework to support management in driving operational
excellence and increased productivity.
As an engaged investor, we expect sustainability to be a key strategic
priority for our portfolio companies, each of which has developed and is
implementing its own tailored sustainability agenda. They also set relevant
targets and collect and consolidate data to track their performance, and are
accountable to their respective boards for reporting progress.
Decisive portfolio management at the Corporate level, built on disciplined
capital allocation and investment expertise
We see the continuing evolution of the Group's portfolio as vital for securing
long-term sustainable growth. Capital needs to be directed towards strategic
growth projects at both the Group level and within our portfolio companies,
and we expect assets that are non-strategic or yield lower returns to be
divested.
The Group's presence in a wide range of markets and sectors across Asia has
allowed us to deliver resilient performance, even under tough market
conditions. As an investor, we see great opportunities for our portfolio
companies to reinforce and further enhance their standing in the
high-potential markets in which they operate, and in sectors where they can
achieve leadership, aiming to generate long-term value and maintain
sustainable growth.
Our investment strategy focuses on building the Group's presence in regions
with significant growth potential, particularly in emerging Asian markets, and
we believe that there are strong growth prospects for our Southeast Asian
businesses in Indonesia and Vietnam. We also recognise the potential in our
established markets, including Hong Kong and Singapore, which offer a stable
base and robust cash flows, and we are confident that our businesses in these
markets have excellent opportunities to drive strong business performance.
Our capital allocation approach emphasises organic investment across our
portfolio companies to fuel long-term growth and returns, together with plans
to gradually increase dividends. We prioritise investment in new business
opportunities and support the carrying out of share buybacks where
appropriate. Our approach is backed by a strong balance sheet, and we are
increasingly focused on ensuring that our investment opportunities are aligned
with our sustainability objectives.
Summary of Performance
The Group delivered a resilient performance in 2024 in the face of difficult
trading conditions across many of its markets. Underlying net profit fell by
11% to US$1,471 million.
The fall in profit was largely driven by a significantly lower contribution
from Zhongsheng and a reduced profit from Hongkong Land as a result of the
non-cash impairments it incurred in respect of its build-to-sell segment on
the Chinese mainland. Contributions from JC&C and JP were also moderately
lower and Mandarin Oriental's results were in line with the prior year, but
there were stronger performances by both DFI and Astra, with the latter
delivering a record contribution supported by an increased JM stake in
JC&C.
Full details of the performance of each of our portfolio companies are
provided in the 'Performance of Portfolio Companies' section below.
There were net non-trading losses in 2024 of US$1,939 million, consisting
primarily of fair value losses of US$1,209 million arising from the
revaluation of the Group's investment properties portfolio, impairment of
goodwill and the interests in associates totalling US$568 million and other
non-trading items of US$251 million, offset by gains of US$89 million on the
sale of properties and revaluation of other investments.
Cashflow remained strong both at Group and parent company level. The Group's
cashflow from operating activities for the year was 9% higher at US$5.0
billion (2023: US$4.6 billion) and free cash flow at the parent company(1) was
12% higher at US$875 million (2023: US$778 million), providing 2x cover for
the Company's external dividend payments. The Group's balance sheet remains
strong with gearing of 14%, slightly down from 15% at the end of 2023,
reflecting strong operating cashflows and lower capital expenditure by
portfolio companies.
The Group continued to focus during 2024 on making organic and strategic
investments to sustain the business and drive future growth. The Group's
organic capital expenditure in 2024, including expenditure on properties for
sale, was US$2.3 billion (2023: US$3.4 billion), and strategic investments
added a further US$1.1 billion (2023: US$1.8 billion) to capital expenditure
in 2024. Additional capital investment within the Group's associates and joint
ventures was over US$5.3 billion (2023: US$5.2 billion). The Group continues
to invest for the long-term and ensure that its businesses have the resources
to drive future growth.
These results demonstrate, once again, the value of our diversified portfolio,
enabling Jardines to produce a resilient profit and cash performance, despite
challenging conditions in a number of our sectors and markets.
The resilient performance of the Group's businesses in Indonesia, together
with the challenges faced by our businesses in Hong Kong and on the Chinese
mainland, led to 66% of the Group's profit for the year coming from Southeast
Asia and 28% from China.
We have set challenging financial objectives to drive future growth and
deliver superior TSR.
As a long-term investor, we will continue to focus on building bigger,
stronger businesses which deliver high-quality, sustainable growth in earnings
and cash flows, and driving returns on invested capital well above the
relevant weighted average costs of capital. We will also continue to evolve
our portfolio with a view to delivering higher long-term returns and capital
appreciation. With high-quality execution in our portfolio companies and at
Group, we intend to deliver superior growth in the Group's NAV per share, as
well as continued growth in the Group's dividend.
Outlook
The Group's overall performance in 2024 was resilient in a challenging market
environment, as we benefitted from our diversified portfolio.
With enhanced boards, strengthened leadership teams executing new strategies
across our portfolio companies, and a sharpened focus going forward on
shareholder returns, Jardines is well-positioned, as an engaged investor, to
take advantage of opportunities for mid- and long-term growth. In the coming
year we expect broadly stable results, excluding the impact of the Hongkong
Land impairments in 2024.
John Witt
Group Managing Director
(1) 'Free cash flow at parent company' is defined as recurring dividends
received from subsidiaries, associates, joint ventures and other investments,
less corporate costs and net interest expenses.
PERFORMANCE OF PORTFOLIO COMPANIES
Certain financial information of the Group's listed portfolio companies
presented and referred to below represents the financial information of each
respective business of the Group as reported within their own Annual Report
(100% basis). References to profit attributable to shareholders are therefore
to the performance attributable to the shareholders of the respective
business, which we believe provides the reader with a better understanding of
the relevant listed Group portfolio companies. The Jardine Matheson Group's
attributable interest in each business is disclosed, where relevant, within
the segmental information in Note 2 of the financial statements.
Astra
Strategic Developments
In Southeast Asia, Astra had a strong strategic focus in the year on planning
for long-term opportunities which add value, while continuing to actively
pursue opportunities in new sectors with strong growth potential and investing
organically in its existing core businesses.
Astra expanded its investment in the healthcare sector through the acquisition
of a 95.8% stake in Heartology Cardiovascular Hospital in Jakarta, one of
Indonesia's largest private cardiac specialist hospitals. It also progressed
its public commitment to transitioning away from coal and into renewables, by
increasing its effective interest to 32.7% in PT Supreme Energy Rantau Dedap
('SERD'), which owns a large geothermal project in South Sumatera.
Business Performance
Astra delivered a resilient performance in 2024 from its diversified
portfolio. Its consolidated revenue of US$20.7 billion and underlying net
profit of US$2.1 billion under IFRS, were marginally higher and 4% lower than
the previous year, respectively. In local currency terms, Astra reported
record earnings, reflecting improved performances from most of the group's
businesses, especially motorcycle sales, financial services and infrastructure
and logistics.
The following performance review of Astra's businesses is based on results
prepared under Indonesian accounting standards.
Under Indonesian accounting standards, and excluding the fair value
adjustments on the group's investments in GoTo and Hermina, Astra reported a
record net income of Rp34.2 trillion, equivalent to US$2.1 billion, 1% higher
than 2023 in its reporting currency. Including these fair value adjustments,
Astra's net income of Rp34.1 trillion was also slightly higher than in the
prior year.
Heavy Equipment, Mining, Construction and Energy
Net income from the group's heavy equipment, mining, construction and energy
division decreased by 5% to Rp12.0 trillion, with declines in its coal mining
businesses, partly offset by improved performance from the mining contracting
and gold mining businesses.
United Tractors, 59.5% owned, reported a 5% decrease in net income to Rp19.5
trillion. Komatsu heavy equipment sales decreased by 16%, while revenue from
the parts and service businesses was slightly higher.
Pamapersada Nusantara, which provides mining contracting services to mine
concession owners, recorded a 5% increase in overburden removal volume
compared with the same period last year.
United Tractors' coal mining subsidiaries recorded an 11% increase in coal
sales volume (including third party coal), but revenue declined due to lower
coal prices.
Agincourt Resources, 95%-owned by United Tractors, reported 32% higher gold
sales and benefitted from higher gold prices.
United Tractors ('UT') started recording nickel mining profits in 2024 from
its majority-owned Stargate Pasific Resources ('SPR') and 19.99%-owned Nickel
Industries Limited ('NIC'). UT recognised equity income from NIC for the
12-month period in arrears, based on NIC's results from the last quarter of
2023 up to the first 9 months of 2024.
Automotive
Net income from the group's automotive division decreased by 2% to Rp11.2
trillion, as a higher contribution from the motorcycle business was offset by
the impact of lower car sales in a weaker car market.
The wholesale market for motorcycles grew by 2% in 2024, while Astra Honda
Motor's sales grew by 1%, with a stable market share of 78%. Astra maintained
a stable car market share of 56%, despite the wholesale car market decreasing
by 14% in 2024. The group's 80%-owned components business, Astra Otoparts,
reported a 10% increase in net income to Rp2.0 trillion, with higher earnings
from the replacement market and exports.
Financial Services
Net income from Astra's financial services division increased by 6% to Rp8.4
trillion in 2024, mainly due to higher contributions from consumer finance on
larger loan portfolios.
The group's consumer finance businesses saw a 9% increase in new amounts
financed. The net income contribution from the group's car-focused finance
companies increased by 4% to Rp2.4 trillion, while that from the group's
motorcycle-focused finance company increased by 7% to Rp4.4 trillion.
Astra's heavy equipment-focused finance companies recorded a 17% increase in
new amounts financed and the net income contribution from these businesses
increased by 20% to Rp213 billion.
The group's general insurance company Asuransi Astra Buana reported an 8%
increase in net income to Rp1.5 trillion, benefitting from higher underwriting
income and investment income.
Infrastructure and Logistics
The group's infrastructure and logistics division reported a 37% increase in
net income to Rp1.3 trillion in 2024.
The group has interests in 396km of operational toll roads along the
Trans-Java network and in the Jakarta Outer Ring Road. Toll road concessions
saw 5% higher daily toll revenue during the year.
Agribusiness
Net income from the group's agribusiness division increased by 9% to Rp914
billion. Lower crude palm oil ('CPO') and derivative products sales were
offset by higher CPO prices.
Hongkong Land
Strategic Developments
Hongkong Land completed its strategic review in October 2024 and is now
focused on becoming the leader in Asia's gateway cities focused on
ultra-premium integrated commercial properties. As part of this shift, the
group has prioritised simplifying the business by ceasing investments in the
Build-to-sell segment, and actively focusing on recycling capital out from
this business segment into new integrated commercial property opportunities.
The initial phase of the implementation of this new strategy included the
launch, in June 2024, of the redevelopment of the group's Landmark portfolio
in Hong Kong, as part of the transformation of Central to enhance its position
as a world class destination for luxury retail, lifestyle and business. This
project involves a US$1 billion strategic investment, of which US$400 million
will be met by the group, and the remaining US$600 million will be invested by
luxury retail tenants.
The group is also making significant progress on its flagship Shanghai West
Bund Central development.
Business Performance
Despite an uncertain macro-economic backdrop, Hongkong Land delivered a
resilient performance for the year. Contributions from the group's Prime
Properties Investment segment were lower, although its commercial portfolios
across Asia outperformed their respective markets. The contribution from the
Build-to-sell segment decreased as a result of the US$314 million non-cash
impairments recognised in the China business, but excluding the impairments,
earnings from this segment were 29% higher than the prior year.
Underlying profit attributable to shareholders fell by 44% to US$410 million.
There was a loss attributable to shareholders of US$1,385 million, after
including net non-cash losses of US$1,795 million arising primarily from the
revaluation of the group's Investment Properties portfolio. This compares to a
loss attributable to shareholders of US$582 million in 2023, which included
net non-cash losses of US$1,316 million from lower property revaluations.
Prime Properties Investment
Hong Kong
The group's Central office portfolio in Hong Kong remains the pre-eminent
office space in the market. Physical vacancy was 7.3% at year end, broadly
unchanged from the end of 2023. On a committed basis, vacancy was 7.1%,
significantly lower than the wider Grade A Central market vacancy level of
11.6%, indicating that the group's offices continue to be in high demand
despite subdued broader market fundamentals. The group's average portfolio
office rent in 2024 also fell by less than Grade A Central office rents in
general. The outperformance by the group's Central office portfolio of key
benchmarks in the Central Grade A office market aligns with a bifurcation in
the market between the most premium space and the rest. Hongkong Land's new
strategy to focus on ultra-premium office spaces means that its portfolio is
well positioned to take advantage of supportive market conditions when they
occur.
Contributions from the group's luxury retail portfolio in Hong Kong were lower
in 2024 than in 2023, due to planned tenant movements as part of the
Tomorrow's CENTRAL transformation. The ultra-high net worth segment remained
resilient, however, with a 1% increase in customers spending more than
HK$200,000 per annum, despite a generally weaker luxury retail market in 2024.
Upon completion of the Tomorrow's CENTRAL transformation over a three-year
period, Landmark will house 10 world-class multi-storey Maison destinations,
meeting luxury tenants' demand for additional space to house their enhanced
offerings.
The value of the group's Investment Properties portfolio in Hong Kong at 31
December 2024, based on independent valuations, declined by 5% to US$22.8
billion (excluding the impact of accounting reclassification for areas
occupied by the group), primarily as a result of a fall in market rents for HK
office.
Singapore
The group's Singapore office portfolio delivered another year of strong
operational performance. Physical vacancy at the group's office portfolio was
1.6% at the end of 2024, while on a committed basis vacancy was 1.0%, compared
to 0.9% at the end of 2023. Average rent was S$11.1 per sq. ft. in 2024, up
from S$10.9 per sq. ft. in the previous year. The valuation of the Investment
Properties portfolio in Singapore was stable year on year.
China
Performances were mixed during the year, with a lower contribution from One
Central Macau due to the impact of planned mall renovations, as well as a
weaker operating environment. Contributions from the group's luxury retail
mall in Beijing, WF CENTRAL, however, increased compared to the prior year,
driven by tenant mix optimisation, despite a challenging market landscape.
The first component of West Bund, the group's large-scale development in
Shanghai, was successfully completed in 2024, with 80 luxury residential units
sold at prices amongst the highest in the Shanghai primary residential market.
Completion of the other components is expected to occur in phases from 2025 to
2027.
Build-to-sell
Although earnings from the group's Build-to-sell business were lower in 2024
than in 2023, this was as a result of US$314 million net non-cash impairments
in the China build-to-sell segment recognised during the year. Excluding the
impairments, contributions from the build-to-sell segment increased by 29%
compared to 2023.
As the group has moderated its pace of building a land bank for this segment
since 2022, and will no longer deploy capital into new opportunities,
contributions from this segment are expected to decline over the next few
years as capital is recycled.
China
As at 31 December 2024, the group's net investment in the Build-to-sell
segment on the Chinese mainland was US$5.8 billion, compared to US$6.6 billion
at the end of 2023.
The group's share of total contracted sales in 2024 was US$1,343 million,
lower than the US$1,530 million achieved in the prior year. At 31 December
2024, the group's attributable interest in sold but not yet recognised
contracted sales amounted to US$1,112 million, compared to US$2,031 million at
the end of 2023.
Singapore
Hongkong Land's premium residential developments in Singapore continued to
draw strong interest in the market. The group's attributable interest in
contracted sales was US$460 million in 2024, compared to US$587 million in the
prior year, primarily due to limited inventory available for sale. The
attributable interest in revenue recognised in 2024 was US$351 million,
compared to US$443 million in the prior year. At 31 December 2024, the
attributable interest in sold but not yet recognised contracted sales amounted
to US$829 million, compared to US$736 million at the end of 2023.
DFI Retail
Strategic Developments
DFI made good progress in 2024 in implementing its new strategy, with a focus
on simplifying the group's portfolio and reinvesting in the growth of its core
businesses, particularly in Health and Beauty and Convenience, with a
deleveraged balance sheet. In alignment with this framework, DFI disposed of
its Hero Supermarket business in Indonesia in June 2024 and its investment in
Yonghui Superstores ('Yonghui') in February 2025.
DFI also focused on increasing operational efficiency in the year, by
leveraging the rich data from its yuu Rewards loyalty programme to enhance
in-store operations, grow market share and improve margins across businesses,
as well as supporting better supplier collaboration.
Business Performance
DFI reported underlying net profit of US$201 million, up 30% from the prior
year, driven by strong profit growth from subsidiaries (which contributed
US$158 million, 42% higher than last year) and resilient performance by
associates (which contributed US$43 million, 2% lower than last year). The
group reported a non-trading loss of US$445 million, predominantly due to a
loss of US$114 million associated with the divestment of Yonghui, a US$231
million impairment of the group's interest in Robinsons Retail and a US$133
million goodwill impairment of the Macau and Cambodia Food businesses,
partially offset by gains from the divestment of Singapore property assets and
the group's share of one-off gains from the Bank of the Philippine Islands
(BPI)-Robinsons Bank merger. Despite its non-trading loss, the group is now in
a net cash position, following the completion of the Yonghui transaction in
February 2025.
Health and Beauty
Health and Beauty sales came in slightly higher than the prior year at US$2.5
billion, with like-for-like ('LFL') sales remaining broadly stable. Underlying
operating profit was US$211 million for the year, slightly below 2023. Hong
Kong saw strong LFL sales performance at the start of the year, which then
decelerated in the second and third quarters, due to a strong comparable
period in 2023 when consumption vouchers were disbursed. Sales momentum
improved in the fourth quarter, with Mannings continuing to gain market share.
Operating profit for the year increased by 6%, due to gross margin improvement
and disciplined cost control, despite a 2% decline in full-year LFL sales.
Guardian in Southeast Asia reported a 5% increase in sales to US$857 million,
driven by growth in basket size across all key markets. Indonesia saw
particularly strong sales growth, supported by increased mall traffic and
effective execution of promotional campaigns. Strong profit growth was
reported across most key markets, underpinned by gross margin expansion and
operating leverage.
Convenience
Total Convenience LFL sales were 5% lower than the prior year, impacted by a
decline in lower-margin cigarette volumes following tax increases in Hong Kong
in February 2024. Excluding cigarette sales, overall Convenience LFL sales
were up 2%, with continued market share gain across markets. Underlying
operating profit was 17% higher at US$102 million.
Within Hong Kong, operating profit grew by 10%, driven by a favourable mix
shift towards higher-margin categories, with ready-to-eat ('RTE') accounting
for 16% of total sales for the full year. 7-Eleven South China and Singapore
reported largely stable LFL sales, supported by robust growth in RTE, which
accounted for 40% and 23% of sales, respectively. Favourable margin impact
from product mix shift and ongoing cost control contributed to meaningful
profit growth in both markets.
7-Eleven continued to grow its store network in the South China region, with
103 net openings during the year. The group aims to drive further network
expansion, primarily through a capex-light franchise model.
Food
Excluding the impact of the divestment of the Malaysia Food business in 2023
and the Hero Supermarket operation in Indonesia in 2024, revenue for the Food
division was 2% lower. Underlying operating profit rose from US$45 million to
US$58 million.
Increased outbound travel by Hong Kong residents to the Chinese mainland
affected food consumption for the majority of the year, but the situation
began to normalise towards the end of 2024, with total retail sales by Hong
Kong supermarkets returning to growth in the fourth quarter. Wellcome saw
improving sales momentum in the fourth quarter, with full-year LFL sales
marginally below those of the prior year despite challenging trading
conditions.
Southeast Asia Food sales performance was adversely affected by intense
competition and soft consumer sentiment due to cost-of-living pressures. An
improved sales mix, effective cost control and optimisation of the store
portfolio, however, contributed to the Singapore Food business achieving
profitability in the fourth quarter of 2024.
Home Furnishings
IKEA reported 11% lower LFL sales in 2024, and operating profit was 13% lower
at US$16 million.
IKEA's business performance has been hampered by reduced customer traffic due
to weak property market activity across regions. While IKEA Taiwan
demonstrated relative resilience, sales in Hong Kong and Indonesia were
affected by intensified competition and basket mix change, as customers bought
fewer big-ticket items.
In response to the challenging sales environment, the IKEA team continues to
implement strong cost control measures across markets. The IKEA Hong Kong
business is pivoting towards a more value-driven omnichannel proposition, to
compete with Chinese mainland digital platforms, while IKEA Indonesia remains
focused on driving sales through enhancing store commerciality, increasing
local sourcing, and adopting a more effective marketing strategy to improve
local relevancy.
Associates
The group's share of Maxim's underlying net profit was US$66 million in 2024,
down from US$79 million in the prior year, largely due to lower mooncake sales
and weaker restaurant performance on the Chinese mainland. This was partially
offset by robust growth in Southeast Asia, where Maxim's added 76 stores
during the year, mainly in Thailand and Vietnam. Restaurant Sales performance
in Hong Kong remained resilient, benefitting from a diversified portfolio,
despite an increase in outbound travel on weekends and public holidays.
The group's share of Yonghui's underlying losses was US$33 million for the
year, compared to a US$36 million share of underlying losses in the prior
year. Continued macro headwinds and intense competition led to lower LFL
sales, but the reduction in losses was underpinned by ongoing cost
optimisation, partially offset by a decline in gross margin.
Robinsons Retail's underlying profit contribution was US$17 million, up 15%
year-on-year. Robinsons Retail reported low single-digit growth in LFL and
robust growth in operating profit, driven by the Food and Drugstore segments.
The reported profit contribution increased by close to 90%, supported by
one-off gains following the BPI-Robinsons Bank merger in early 2024.
Jardine Pacific
Strategic Developments
Within our private JP group of companies, there has been a focus on portfolio
simplification and turning round the group's B2C businesses, as they lay the
foundations for the next stage of their growth. Following the sale of
Greatview in 2023, JP's 50% stake in Jardine Aviation Services was sold in
March 2024 and, in September 2024, Jardine Schindler disposed of its Taiwan
lifts business.
Business Performance
The JP group of companies reported underlying net profit of US$149 million, 9%
lower than 2023. There were resilient performances by most businesses. JEC,
Gammon and Hactl delivered improved profit compared with last year, Jardine
Schindler saw a fall in profit. The group's consumer businesses, however,
continued to be affected by the weaker consumer market in Hong Kong, with Zung
Fu particularly impacted and Jardine Restaurants recording a second year of
losses (although lower than 2023).
Group Group Share of Underlying Net Profit
Interest
% 2024 2023
US$m US$m
Analysis of Jardine Pacific's contribution:
Business-to-business:
JEC 100 61 57
Gammon 50 48 45
Jardine Schindler 50 38 42
Hactl 42 30 27
177 171
Business-to-consumer:
Jardine Restaurants 100 (8) (15)
Zung Fu Hong Kong 100 (12) 10
(20) (5)
Corporate and other interests (9) (10)
Continuing businesses 148 156
Discontinued* 1 8
149 164
* Jardine Aviation Services and Greatview were disposed of in 2024 and 2023
respectively
JEC
Overall, JEC reported a better year with higher sales, despite lower gross
margins. The Hong Kong businesses performed satisfactorily, although E&MC
reported a loss due to challenges with one material project. JEC's Thailand
and Philippines businesses reported lower contributions, driven by lower
sales. The Trane joint ventures performed well, while the initial contribution
from Krueger, JEC's newly acquired associate, was encouraging. JEC's order
book remained robust and orders secured, by value, rose 18%.
Gammon
Gammon performed well, driven by higher sales and good cost control. The Hong
Kong airport projects continued to progress, and the order book improved in
the year, benefitting in particular from new awards in the Building division
and Singapore operations. Gammon's operational improvement projects continued
to deliver results.
Jardine Schindler
Jardine Schindler's profit contribution was lower than last year, driven by
additional cost provisions on specific projects in Hong Kong and Singapore,
despite stronger sales and an overall increase in margins. The competitive
environment made securing new orders challenging. The disposal of Jardine
Schindler's wholly-owned Taiwan business was completed in September and
recorded as a net non-trading gain.
Hactl
Hactl reported a rise in profit, driven by higher cargo volume handled
(especially exports), partially offset by increased staff costs. Hactl's
market share remains strong, and the business continued to focus on
maintaining operational standards, despite the challenging labour environment.
In line with the industry as a whole, the business continues to face labour
shortages, although this challenge is lessening as the amount of imported
labour increases.
Jardine Pacific's consumer businesses continued to face difficult conditions.
Jardine Restaurants
Jardine Restaurants recorded a second year of losses, although at a lower
level than last year, as its businesses in all markets faced a range of macro
challenges. Both Pizza Hut and KFC Hong Kong are, however, seeing a gradual
improvement in business, as sales recover and cost control tightens. The
Taiwan operations faced increasing competition and the Vietnam businesses
remained subdued.
Zung Fu
Zung Fu faced a challenging trading environment, reporting a net loss for the
year. The changes in the tax concession on electric vehicles, which came into
effect on 1 April 2024, adversely impacted the sales of both Mercedes ('MB')
and Hyundai passenger cars. As a result, both divisions saw fewer deliveries,
and at lower margins, as the market adjusted to the impact of the tax change
and stock clearance efforts progressed. Encouraging results were reported from
Zung Fu's new brands, smart and Denza. These brands, together with the
improvement in MB aftersales, partially offset the weaker performances from
the rest of the business.
Non-trading Items
Jardine Pacific recorded a net non-trading loss of US$13 million in the year,
compared to a net non-trading gain of US$23 million in 2023, as a result of a
decrease in the fair value of investment properties, a goodwill impairment in
respect of Pizza Hut Vietnam and a loss on the disposal of the group's
shareholding in Jardine Aviation, which was completed in March 2024, offset by
a gain on the disposal of Jardine Schindler's Taiwan business and the
write-back of the closure costs in respect of Kloud in the Jardine Restaurants
business.
Jardine Cycle & Carriage
Strategic Developments
JC&C has been prioritising active portfolio management and disciplined
capital allocation, to pay down debt and provide flexibility for further
investments. In 2024, JC&C sold its 25.5% interest in Siam City Cement
('SCCC'), recycling US$344 million of capital. It also increased its interest
in Refrigeration Electrical Engineering Corporation ('REE'), which owns a
growing portfolio of renewable energy assets, from 34.9% to 41.4%. REE
produces good returns and supports JC&C's sustainability ambitions.
Business Performance
The overall JC&C portfolio demonstrated earnings resilience in 2024,
although the group's underlying net profit was affected by foreign exchange
differences which led to a 5% decline to US$1,102 million. Excluding the
foreign translation impact, the group's underlying net profit would have
increased by 3%.
Indonesia
Excluding Astra (whose performance is described above), JC&C's other
Indonesian businesses contributed US$34 million to its underlying net profit,
down 13%. Including Astra, the group's Indonesian businesses contributed
US$1,027 million, down 3%.
Astra contributed US$993 million, 3% lower than the previous year, due to the
translation impact from a weaker Indonesian Rupiah. On a local currency basis,
however, Astra delivered another year of record earnings, mainly due to higher
earnings from its motorcycle sales, financial services and infrastructure and
logistics businesses.
Tunas Ridean contributed US$34 million, 13% lower than last year. This was due
to lower profits from its automotive operations. Motorcycle sales declined by
5% and car sales were 7% lower.
Vietnam
JC&C's businesses in Vietnam contributed US$103 million to its underlying
net profit, unchanged from the previous year.
THACO contributed US$39 million, 10% up from the previous year. There was
improved profit from its automotive business, which benefitted from
registration tax incentives implemented in the second half of 2024, which led
to 10% higher unit sales. Its agricultural operations made a loss as the
business scaled up.
REE contributed a profit of US$30 million, 6% down from 2023. Its performance
was affected by lower earnings from the power generation business, due to
unfavourable hydrology and lower hydropower demand.
JC&C's holding in Vinamilk produced a dividend income of US$34 million,
compared to US$35 million in the prior year.
Regional interests
Regional Interests contributed US$55 million, 9% higher than 2023.
The contribution from Cycle & Carriage was 13% higher at US$32 million.
This was mainly due to improved profit from the Singapore business, which saw
new car sales grow by 16% and used car sales by 22%.
JC&C sold its 25.5% interest in SCCC during the year for US$344 million,
incurring a US$127 million loss on disposal.
Zhongsheng
Strategic Developments
Despite the reduction in Zhongsheng's 2024 contribution and the sustained
difficult market conditions it faces, we believe the business has strong
market insights and solid operational capabilities to partner with the leading
auto brands in China and to deliver on its strategic priorities, with an
increasing focus on Zhongsheng-branded after-sales services and its used car
business. Zhongsheng has also made recent encouraging progress in the EV
segment by entering into a partnership with Seres, a leading new energy
vehicle automaker in China, for the distribution and servicing of AITO
electric vehicles.
Business Performance
The underlying net profit contribution from the Group's 21% interest in
Zhongsheng fell by 41% to US$83 million in 2024, as Zhongsheng's new car
business, which is concentrated in traditional premium brands, continued to
face volume and margin pressures amid China's EV transition and auto market
competition. Lower profits from new car sales, however, were partially offset
by growth in Zhongsheng's auto after-sales and used car segments.
Mandarin Oriental
Strategic Developments
Mandarin Oriental sees significant potential for future growth in luxury
hospitality. The group is well positioned to further enhance its desirability
and scale as an ultra-luxury hospitality brand, and to create value for its
shareholders, partners and communities. Key elements of Mandarin Oriental's
strategy are the development of its management business and realising capital
from the sale of property assets to support the growth of the management
business. The group has set an ambitious target of doubling its portfolio of
hotels, resorts and residences worldwide by 2033.
Mandarin Oriental has already crossed the milestone of 40 hotels and, during
the year, as part of its drive for greater capital efficiency, the group
completed the disposal of its Paris hotel and retail properties for US$382
million, at the same time agreeing a new long-term hotel management contract.
Business Performance
2024 was a year of significant progress for Mandarin Oriental, marked by
strong growth, robust performance and the launch of the group's brand-led,
guest-centric strategy, paving the way for accelerated further growth over the
next decade.
The group's underlying net profit was US$75 million in 2024, compared to US$81
million in 2023. Non-trading losses of US$153 million primarily comprised a
non-cash revaluation of One Causeway Bay - the group's redevelopment site in
Hong Kong - resulting in a loss attributable to shareholders of US$78 million.
Management Business
The Management Business reported an underlying net profit of US$34 million,
compared to US$41 million in 2023. Strong growth in recurring hotel management
fee income was more than offset by reductions in one-off residences branding
fees, but recurring profit improved as the Management Business continued to
scale.
Owned Hotels
The Owned Hotels reported a stable contribution of US$45 million underlying
net profit in 2024. The majority of the group's Owned Hotels delivered solid
revenue and profit growth, with Singapore in particular delivering higher
profits after the hotel's renovation in 2023. Tokyo and Madrid benefitted from
robust demand and achieved notable improvements in earnings.
In 2024, the group opened three new hotels and one branded residences and
completed one rebranding, expanding its portfolio to 41 hotels, 12 residences
and 26 homes across 26 markets. Since the start of 2024, the group has secured
eight new hotel and residences projects. With these additions, the group's
development pipeline comprises a total of 32 hotels and 18 residences, with
five new hotels and residences planned to open in 2025.
As part of Mandarin Oriental's regular review of its deployment of capital to
ensure alignment with its strategy, in mid-2024 the group completed the
disposal of its Paris hotel and retail properties for US$382 million and
recognised a gain on disposal of US$20 million. A new long-term hotel
management contract has been agreed, together with a renovation plan to
strengthen the positioning of the hotel.
The group's Grade A mixed-use development in Hong Kong, One Causeway Bay,
topped out in July 2024 and is due to be completed by the second half of 2025.
Jardine Matheson Holdings Limited
Consolidated Profit and Loss Account
for the year ended 31 December 2024
2024 2023
Underlying Non- Underlying Non-
business trading Total business trading
performance items US$m performance items Total
US$m US$m US$m US$m US$m
Revenue (note 2) 35,779 - 35,779 36,049 - 36,049
Net operating costs (note 3) (31,965) (435) (32,400) (31,760) (75) (31,835)
Change in fair value of investment properties - (2,213) (2,213) - (1,779) (1,779)
Operating profit 3,814 (2,648) 1,166 4,289 (1,854) 2,435
Net financing charges
- financing charges (796) - (796) (769) - (769)
- financing income 269 1 270 253 - 253
(527) 1 (526) (516) - (516)
Share of results of associates and joint ventures (note 4)
- before change in fair 1,125 38 1,163 1,261 107 1,368
value of investment
properties
- change in fair value of investment properties - 136 136 - 18 18
1,125 174 1,299 1,261 125 1,386
Impairment losses on associates - (508) (508) - - -
Profit before tax 4,412 (2,981) 1,431 5,034 (1,729) 3,305
Tax (note 5) (857) (19) (876) (932) (11) (943)
Profit after tax 3,555 (3,000) 555 4,102 (1,740) 2,362
Attributable to:
Shareholders of the Company (notes 6 & 7) 1,471 (1,939) (468) 1,661 (975) 686
Non-controlling interests 2,084 (1,061) 1,023 2,441 (765) 1,676
3,555 (3,000) 555 4,102 (1,740) 2,362
US$ US$ US$ US$
Earnings/(loss) per share (note 6)
- basic 5.07 (1.61) 5.74 2.37
- diluted 5.07 (1.61) 5.73 2.37
Jardine Matheson Holdings Limited
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2024
2024 2023
US$m US$m
Profit for the year 555 2,362
Other comprehensive (expense)/income
Items that will not be reclassified to profit and loss:
Net exchange translation (loss)/gain arising during (296) 88
the year
Remeasurements of defined benefit plans 12 (18)
Remeasurements of statutory employee entitlements (2) -
Revaluation surplus before transfer to
investment properties
- tangible assets - 1
- right-of-use assets 97 63
Tax on items that will not be reclassified (2) 4
(191) 138
Share of other comprehensive (expense)/income of (209) 24
associates and joint ventures
(400) 162
Items that may be reclassified subsequently to profit
and loss:
Net exchange translation differences
- net (loss)/gain arising during the year (166) 29
- transfer to profit and loss 165 111
(1) 140
Revaluation of other investments at fair value through
other comprehensive income
- net loss arising during the year (13) (12)
Cash flow hedges
- net gain/(loss) arising during the year 16 (40)
- transfer to profit and loss (23) (36)
(7) (76)
Tax relating to items that may be reclassified (1) 9
Share of other comprehensive expense of (246) (78)
associates and joint ventures
(268) (17)
Other comprehensive (expense)/income for the year, (668) 145
net of tax
Total comprehensive (expense)/income for the year (113) 2,507
Attributable to:
Shareholders of the Company (696) 729
Non-controlling interests 583 1,778
(113) 2,507
Jardine Matheson Holdings Limited
Consolidated Balance Sheet
at 31 December 2024
At 31 December
2024 2023 US$m
US$m
Assets
Intangible assets 2,116 2,274
Tangible assets 6,574 6,585
Right-of-use assets 4,024 4,080
Investment properties 28,079 30,166
Bearer plants 462 481
Associates and joint ventures 17,838 19,774
Other investments 3,387 3,329
Non-current debtors 3,895 3,833
Deferred tax assets 582 644
Pension assets 11 8
Non-current assets 66,968 71,174
Properties for sale 2,879 3,480
Stocks and work in progress 3,332 3,664
Current debtors 6,839 6,691
Current investments 50 55
Current tax assets 136 159
Cash and bank balances
- non-financial services companies 4,551 4,519
- financial services companies 296 361
4,847 4,880
18,083 18,929
Assets classified as held for sale 1,728 380
Current assets 19,811 19,309
Total assets 86,779 90,483
At 31 December
2024 US$m 2023 US$m
Equity
Share capital 73 72
Share premium and capital reserves 23 22
Revenue and other reserves 27,784 28,916
Shareholders' funds 27,880 29,010
Non-controlling interests 25,440 26,921
Total equity 53,320 55,931
Liabilities
Long-term borrowings
- non-financial services companies 9,662 9,486
- financial services companies 1,592 1,647
11,254 11,133
Non-current lease liabilities 2,773 2,966
Deferred tax liabilities 778 862
Pension liabilities 377 370
Non-current creditors 1,154 1,119
Non-current provisions 411 359
Non-current liabilities 16,747 16,809
Current borrowings
- non-financial services companies 2,213 3,419
- financial services companies 2,421 2,094
4,634 5,513
Current lease liabilities 741 754
Current tax liabilities 300 471
Current creditors 10,835 10,758
Current provisions 202 203
16,712 17,699
Liabilities directly associated with assets classified as held for sale - 44
Current liabilities 16,712 17,743
Total liabilities 33,459 34,552
Total equity and liabilities 86,779 90,483
Jardine Matheson Holdings Limited
Consolidated Statement of Changes in Equity
for the year ended 31 December 2024
Share Share Capital Revenue Asset Hedging Exchange Attributable to shareholders of the Company Attributable Total
capital premium reserves reserves revaluation reserves reserves US$m to non-controlling interests equity
US$m US$m US$m US$m reserves US$m US$m US$m US$m
US$m
2024
At 1 January 72 - 22 29,009 2,323 11 (2,427) 29,010 26,921 55,931
Total comprehensive (expense)/income - - - (467) 76 (15) (290) (696) 583 (113)
Dividends paid by the Company (note 8) - - - (651) - - - (651) - (651)
Dividends paid to non-controlling interests - - - - - - - - (1,276) (1,276)
Unclaimed dividends forfeited - - - 2 - - - 2 - 2
Employee share option schemes - - 9 - - - - 9 3 12
Scrip issued in lieu of dividends 1 (1) - 204 - - - 204 - 204
Repurchase of shares - - - (101) - - - (101) - (101)
Capital contribution from non-controlling interests - - - - - - - - 1 1
Share purchased for a share-based incentive plan in a subsidiary - - - (3) - - - (3) - (3)
Subsidiaries acquired - - - - - - - - 3 3
Change in interests in subsidiaries - - - 75 - - - 75 (796) (721)
Change in interests in associates and joint ventures - - - 31 - - - 31 1 32
Transfer - 1 (8) 73 (4) - (62) - - -
-
At 31 December 73 - 23 28,172 2,395 (4) (2,779) 27,880 25,440 53,320
2023
At 1 January 73 - 26 28,911 2,272 55 (2,487) 28,850 27,410 56,260
Total comprehensive income - - - 662 51 (44) 60 729 1,778 2,507
Dividends paid by the Company (note 8) - - - (637) - - - (637) - (637)
Dividends paid to non-controlling interests - - - - - - - - (2,037) (2,037)
Unclaimed dividends forfeited - - - 2 - - - 2 1 3
Employee share option schemes - - 10 - - - - 10 3 13
Scrip issued in lieu of dividends - (1) - 183 - - - 182 - 182
Repurchase of shares (1) - - (208) - - - (209) - (209)
Capital contribution from non-controlling interests - - - - - - - - 41 41
Share purchased for a share-based incentive plan in a subsidiary - - - (7) - - - (7) (2) (9)
Subsidiaries acquired - - - - - - - - 37 37
Subsidiaries disposed of - - - - - - - - 5 5
Change in interests in subsidiaries - - - 75 - - - 75 (315) (240)
Change in interests in associates and joint ventures - - - 15 - - - 15 - 15
Transfer - 1 (14) 13 - - - - - -
At 31 December 72 - 22 29,009 2,323 11 (2,427) 29,010 26,921 55,931
Jardine Matheson Holdings Limited
Consolidated Cash Flow Statement
for the year ended 31 December 2024
2024 2023
US$m US$m
Operating activities
Cash generated from operations 5,637 5,549
Interest received 258 217
Interest and other financing charges paid (809) (758)
Tax paid (1,066) (1,307)
4,020 3,701
Dividends from associates and joint ventures 979 883
Cash flows from operating activities 4,999 4,584
Investing activities
Purchase of subsidiaries (note 9(a)) 5 (378)
Purchase of associates and joint ventures (note 9(b)) (257) (1,166)
Purchase of other investments (note 9(c)) (417) (671)
Purchase of intangible assets (127) (114)
Purchase of tangible assets (1,191) (1,667)
Additions to leasehold land under right-of-use assets (25) (31)
Additions to investment properties (240) (151)
Additions to bearer plants (33) (35)
Advances to associates and joint ventures (note 9(d)) (112) (399)
Repayments from associates and joint ventures (note 9(e)) 259 1,087
Sale of subsidiaries (note 9(f)) 317 365
Sale of associates and joint ventures (note 9(g)) 388 134
Sale of other investments (note 9(h)) 253 161
Sale of tangible assets (note 9(i)) 173 364
Sale of right-of-use assets 16 38
Sale of investment properties 20 -
Cash flows from investing activities (971) (2,463)
Financing activities
Capital contribution from non-controlling interests 1 41
Acquisition of the remaining interest in Jardine Strategic (23) (5)
Change in interests in other subsidiaries (note 9(j)) (700) (240)
Purchase of own shares (101) (209)
Purchase of shares for a share-based incentive plan in (3) (9)
a subsidiary
Drawdown of borrowings 10,591 9,873
Repayment of borrowings (11,072) (9,475)
Repayments to associates and joint ventures (note 9(d)) (27) (56)
Advances from associates and joint ventures (note 9(e)) 96 165
Principal elements of lease payments (877) (856)
Dividends paid by the Company (447) (455)
Dividends paid to non-controlling interests (1,276) (2,037)
Cash flows from financing activities (3,838) (3,263)
Net increase/(decrease) in cash and cash equivalents 190 (1,142)
Cash and cash equivalents at 1 January 4,796 5,879
Effect of exchange rate changes (144) 59
Cash and cash equivalents at 31 December 4,842 4,796
Jardine Matheson Holdings Limited
Analysis of Profit Contribution
for the year ended 31 December 2024
2024 2023
US$m US$m
Reportable segments
Astra 808 786
Hongkong Land 218 389
DFI Retail 155 120
Jardine Pacific 149 164
Jardine Cycle & Carriage 99 102
Zhongsheng(#) 83 139
Mandarin Oriental 63 65
1,575 1,765
Corporate and other interests (104) (104)
Underlying profit attributable to shareholders* 1,471 1,661
Decrease in fair value of investment properties (1,209) (1,066)
Other non-trading items (730) 91
Profit attributable to shareholders (468) 686
Analysis of Jardine Pacific's contribution
JEC 61 57
Gammon 48 45
Jardine Schindler 38 42
Hactl 30 27
Jardine Restaurants (8) (15)
Zung Fu Hong Kong (12) 10
Corporate and other interests (including disposed businesses) (8) (2)
149 164
(#) Previously Jardine Motor Interests.
* Underlying profit attributable to shareholders is the measure of profit
adopted by the Group in accordance with IFRS 8 'Operating Segments'.
Jardine Matheson 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 31 December 2024 which have been prepared
in conformity with International Financial Reporting Standards (IFRS
Accounting Standards), including International Accounting Standards (IAS) and
Interpretations as issued by the International Accounting Standards Board
(IASB).
There are no amendments, which are effective in 2024 and relevant to the
Group's operations, that have a significant impact on the Group's results,
financial position and accounting policies.
The Group has not early adopted any standard, interpretation or amendments
that have been issued but not yet effective.
Certain comparative figures have been reclassified to align with market
practice. Amounts due to associates and joint ventures totalling US$1,301
million, which were previously reported net against associates and joint
ventures at 31 December 2023 based on how these balances were intended to be
settled, are now reclassified and presented within creditors. The previously
reported balances of current and non-current creditors at 31 December 2023
increased by US$449 million and US$852 million, respectively. The related cash
flows in 2023 of US$56 million and US$165 million, which were previously
included in investing activities as advances to associates and joint ventures
and repayments from associates and joint ventures, respectively, are now
reclassified and presented under financing activities.
2. Revenue
2024 2023
US$m US$m
By business:
Jardine Pacific 2,139 2,135
Jardine Motor Interests - 165
Hongkong Land 2,002 1,844
DFI Retail 8,869 9,170
Mandarin Oriental 526 558
Jardine Cycle & Carriage 1,643 1,629
Astra 20,655 20,606
Intersegment transactions and other (55) (58)
35,779 36,049
3. Net operating costs
2024 2023
US$m US$m
Cost of sales (25,896) (25,775)
Other operating income 494 634
Selling and distribution costs (3,846) (3,918)
Administration expenses (2,425) (2,385)
Other operating expenses (727) (391)
(32,400) (31,835)
Net operating costs included the following gains/(losses) from non-trading
items:
Change in fair value of other investments (9) 11
Impairment of goodwill (142) (226)
Loss relating to divestment of interest in Yonghui Superstores Co., Ltd (114) -
(Yonghui)
Sale and closure of businesses (137) 36
Sale of a hotel (31) -
Sale of property interests 74 123
Restructuring of businesses (22) (13)
Other (54) (6)
(435) (75)
4. Share of results of associates and joint ventures
2024 2023
US$m US$m
By business:
Jardine Pacific 137 130
Zhongsheng 67 238
Hongkong Land 254 253
DFI Retail 84 53
Mandarin Oriental 13 (1)
Jardine Cycle & Carriage 118 122
Astra 635 611
Corporate and other interests (9) (20)
1,299 1,386
Share of results of associates and joint ventures included a write-down of
US$178 million (2023: US$66 million) on the Chinese mainland properties for
sale in Hongkong Land's property joint ventures, arising from the
deterioration in market conditions that resulted in projected sales prices
being lower than development costs.
Share of results of associates and joint ventures included the following
gains/(losses) from non-trading items:
2024 2023
US$m US$m
Change in fair value of investment properties 136 18
Change in fair value of other investments 27 11
Sale of businesses 28 -
Share of Zhongsheng's results from 1 July 2022 to - 101
31 December 2022 (note 7)
Other (17) (5)
174 125
Results are shown after tax and non-controlling interests in the associates
and joint ventures.
5. Tax
2024 2023
US$m US$m
Tax charged to profit and loss is analysed as follows:
Current tax (894) (1,043)
Deferred tax 18 100
(876) (943)
China (151) (160)
Southeast Asia (683) (761)
Rest of the world (42) (22)
(876) (943)
Tax relating to components of other comprehensive income is analysed as
follows:
Remeasurements of defined benefit plans (2) 4
Cash flow hedges (1) 9
(3) 13
Tax on profits has been calculated at rates of taxation prevailing in the
territories in which the Group operates.
Share of tax charge of associates and joint ventures of US$406 million (2023:
US$282 million) is included in share of results of associates and joint
ventures. Share of tax charge of US$1 million (2023: tax credit of US$1
million) is included in other comprehensive income of associates and joint
ventures.
The Group is within the scope of the OECD Pillar Two model rules, and has
applied the exception to recognising and disclosing information about deferred
tax assets and liabilities relating to Pillar Two income taxes from 1 January
2023.
Pillar Two legislation has been enacted or substantially enacted in certain
jurisdictions in which the Group operates. The legislation has become
effective for the Group's financial year ended 31 December 2024. The Group is
in scope of the enacted or substantively enacted legislation and has performed
an assessment of the Group's potential exposure to Pillar Two income taxes.
The assessment of the potential exposure to Pillar Two income taxes is based
on the latest financial information for the year ended 31 December 2024 of the
constituent entities in the Group. Based on the assessment, the effective tax
rates in most of the jurisdictions in which the Group operates are above 15%.
However, there are a limited number of jurisdictions where the effective tax
rate is slightly below or close to 15%. The income tax expense related to
Pillar Two income taxes in the relevant jurisdiction is assessed to be
immaterial.
6. Earnings/(loss) per share
Basic earnings/(loss) per share are calculated on loss attributable to
shareholders of US$468 million (2023: profit of US$686 million) and on the
weighted average number of 290 million (2023: 290 million) shares in issue
during the year.
Diluted earnings/(loss) per share are calculated on loss attributable to
shareholders of US$468 million (2023: profit of US$686 million), which is
after adjusting for the effects of the conversion of dilutive potential
ordinary shares of subsidiaries and associates, and on the weighted average
number of 290 million (2023: 290 million) shares in issue during the year.
There was no shares deemed to be issued for no consideration for the
calculation of diluted earnings per share under the Senior Share Executive
Incentive Schemes for the years ended 31 December 2024 and 2023.
Additional basic and diluted earnings per share are also calculated based on
underlying profit attributable to shareholders. A reconciliation of earnings
is set out below:
2024 2023
US$m Basic Diluted US$m Basic Diluted
(loss)/ (loss)/ earnings earnings per share earnings per share US$
earnings per share US$
per share US$
US$
(Loss)/profit attributable to shareholders (468) (1.61) (1.61) 686 2.37 2.37
Non-trading items (note 7) 1,939 975
Underlying profit attributable to shareholders 1,471 5.07 5.07 1,661 5.74 5.73
7. 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 equity and debt investments which are measured at
fair value through profit and loss; gains and losses arising from the sale of
businesses, investments and properties; impairment of non-depreciable
intangible assets, associates and joint ventures 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.
2024 2023
Profit before tax Attributable to shareholders Profit before tax Attributable to shareholders
US$m US$m US$m US$m
By business:
Jardine Pacific (14) (13) 25 23
Zhongsheng/Jardine Motor Interests (293) (293) 165 165
Hongkong Land (1,847) (1,005) (1,290) (701)
DFI Retail (509) (392) (201) (156)
Mandarin Oriental (187) (157) (489) (394)
Jardine Cycle & Carriage (134) (106) 55 54
Astra (44) (20) (40) (12)
Corporate and other interests 47 47 46 46
(2,981) (1,939) (1,729) (975)
An analysis of non-trading items is set out below:
Change in fair value of investment properties
- Hongkong Land (1,839) (1,001) (1,307) (710)
- other (238) (208) (454) (356)
(2,077) (1,209) (1,761) (1,066)
Change in fair value of other investments 18 22 22 35
Impairment of goodwill (142) (112) (226) (172)
Impairment of associates (508) (456) - -
Loss relating to divestment of interest in Yonghui (114) (89) - -
Sale and closure of businesses (109) (85) 35 44
Sale of hotel properties (31) (28) - (2)
Sale of property interests 74 67 123 105
Restructuring of businesses (22) (16) (15) (11)
Share of Zhongsheng's results from 1 July 2022 to 31 December 2022 - - 101 101
Other (70) (33) (8) (9)
(2,981) (1,939) (1,729) (975)
Zhongsheng's annual results had historically been reported after the Group's
results announcement. In previous years, the Group had recognised its 21%
share of Zhongsheng's results based on publicly available reported results as
at the Group's reporting date and the results were reported six months in
arrears. From 2023, however, the Group had determined that a better
representation of Zhongsheng's current performance would be given using
management's estimate of its share of Zhongsheng's results on a calendar year
basis, based on an average of recent external analyst estimates.
This change had been adopted prospectively from 1 January 2023 as a change in
estimate such that the Group's 2023 results included its share of Zhongsheng's
results for an eighteen-month period from 1 July 2022 to 31 December 2023. The
Group's share of Zhongsheng's results for the year ended 31 December 2023 were
presented as underlying profit, and the results for 1 July 2022 to 31 December
2022 had been presented as a non-trading item so as not to distort the
underlying performance.
8. Dividends
2024 2023
US$m US$m
Final dividend in respect of 2023 of US$1.65 477 463
(2022: US$1.60) per share
Interim dividend in respect of 2024 of US$0.60 174 174
(2023: US$0.60) per share
651 637
A final dividend in respect of 2024 of US$1.65 (2023: US$1.65) per share
amounting to a total of US$482 million (2023: US$477 million) is proposed by
the Board. The dividend proposed will not be accounted for until it has been
approved at the 2025 Annual General Meeting and will be accounted for as an
appropriation of revenue reserves in the year ending 31 December 2025. Final
dividend in respect of 2023 of US$477 million was charged to reserves in the
year ended 31 December 2024.
9. Notes to Consolidated Cash Flow Statement
(a) Purchase of subsidiaries
2023
Fair value
US$m
Non-current assets (526)
Current assets (371)
Non-current liabilities 137
Current liabilities 164
Non-controlling interests 38
Fair value of identifiable net assets acquired (558)
Goodwill (45)
Gain on bargain purchase 32
Total consideration (571)
Carrying value of associates and joint ventures 102
Cash and cash equivalents of subsidiaries acquired 91
Net cash outflow (378)
Net cash outflow for acquisition of subsidiaries in 2023 included a total of
US$285 million for Astra's acquisition of 67% of PT Anugerah Surya Pasific
Resources (ASPR), 70% of PT Stargate Pasific Resources (SPR) and 70% of PT
Stargate Mineral Asia (SMA), which engage in nickel mining and processing in
Indonesia. ASPR has 30% interest in each of SPR and SMA, thus the Group has
direct and indirect attributable interest totalling 90% in each of SPR and
SMA. In addition, Astra acquired a 100% interest in PT Tokobagus, a company
operating a leading online used car platform in Indonesia under the OLX brand,
for US$63 million.
Goodwill in 2023 mainly arose from the acquisition of PT Tokobagus, which
provided synergy with the Group's existing automotive business creating a
leading used car omnichannel platform and further expand the automotive value
chain. The goodwill was not expected to be deductible for tax purposes.
The fair values of the identifiable assets and liabilities at the acquisition
dates of the subsidiaries acquired by Astra during 2023 were finalised in
2024, resulting in a reduction in net fair value of US$58 million. A
corresponding goodwill on acquisition of subsidiaries was recognised.
Adjustments to the provisional fair values were reflected in the respective
assets and liabilities.
A summary of the changes is as follows:
Increase/
(decrease)
in fair values
US$m
Non-current assets (73)
Current assets (1)
Non-current liabilities 15
Current liabilities 1
(58)
(b) Purchase of associates and joint ventures in 2024 included US$98
million for Jardine Cycle & Carriage's additional interest in
Refrigeration Electrical Engineering Corporation; US$87 million, US$27 million
and US$22 million for Astra's acquisition of a 20% interest in PT Supreme
Energy Rantau Dedap and a 49% interest in PT Saka Surya Wisesa, and capital
injection into PT Bank Jasa Jakarta, respectively.
Purchase in 2023 included US$287 million for Hongkong Land's investment on the
Chinese mainland; US$14 million for Jardine Cycle & Carriage's additional
interest in Refrigeration Electrical Engineering Corporation; US$616 million,
US$53 million, US$25 million and US$99 million for Astra's acquisition of a
20% interest in Nickel Industries, a 49.6% interest in PT Supreme Energy
Sriwijaya, a 25% interest in PT Equinix Indonesia JKT and an additional 14%
interest in Halodoc (after which became a 21%-held associate), respectively.
(c) Purchase of other investments in 2024 included US$40 million for DFI
Retail's subscription of listed securities; US$288 million for Astra's
acquisition of securities in relation to its financial services businesses and
US$76 million for Corporate's additional investments in limited partnership
investment funds.
Purchase in 2023 included US$357 million for Jardine Cycle & Carriage's
subscription to THACO's convertible bonds and US$285 million for Astra
acquisition of securities in relation to its financial services businesses.
(d) Advances to and repayments to associates and joint ventures in 2024
comprised Hongkong Land's advances to and repayments to its property joint
ventures.
Advances to and repayments to associates and joint ventures in 2023 included
Hongkong Land's advances to and repayments to its property joint ventures of
US$434 million and Mandarin Oriental's advance to its associate hotel of US$20
million.
(e) Repayments from and advances from associates and joint ventures in
2024 comprised Hongkong Land's repayments from and advances from its property
joint ventures.
Repayments from and advances from associates and joint ventures in 2023
included Hongkong Land's repayments from and advances from its property joint
ventures of US$1,184 million and Mandarin Oriental's repayments from its
associate and joint venture hotels of US$67 million.
(f) Sale of subsidiaries
2024 2023
US$m US$m
Non-current assets 378 441
Current assets 17 467
Non-current assets held for sale - 50
Non-current liabilities (36) (232)
Current liabilities (30) (466)
Non-controlling interests - (3)
Net assets 329 257
Cumulative exchange translation losses 69 118
(Loss)/profit on disposal (92) 7
Deferred gain on sale and leaseback of properties 12 -
Transaction costs and other payables 3 47
Sales proceeds 321 429
Cash and cash equivalents of subsidiaries disposed of (4) (64)
Net cash inflow 317 365
Net cash inflow for sale of subsidiaries in 2024 mainly included US$57 million
and US$37 million from DFI Retail's sale of property holding companies in
Taiwan and Singapore, respectively; and US$216 million from Mandarin
Oriental's sale of the Paris Hotel.
Net cash inflow in 2023 comprised US$359 million inflow from the Group's sale
of its automotive dealership business in the United Kingdom and US$29 million
inflow from Hongkong Land's sale of a property interest in Vietnam; offset by
US$23 million cash outflow from DFI Retail's divestment of its Malaysia
grocery retail business.
(g) Sale of associates and joint ventures in 2024 included US$39 million
for DFI Retail's sale of Retail Technology Asia Limited and US$344 million for
Jardine Cycle & Carriage's sale of Siam City Cement.
Sale in 2023 mainly included US$126 million for Jardine Pacific's sale of
Greatview Aseptic Packaging Company.
(h) Sale of other investments in 2024 comprised US$171 million and US$82
million sale of securities in Astra's financial services businesses and
Corporate, respectively.
Sale in 2023 mainly included sale of securities in Astra's financial services
businesses.
(i) Sale of tangible assets in 2024 mainly included US$105 million for
Mandarin Oriental's sale of the retail units adjoining the Paris Hotel, with a
deferred consideration of US$54 million receivable in 2027; and US$27 million
for Jardine Cycle & Carriage's sale for its properties in Malaysia under a
sale and leaseback arrangement.
Sale in 2023 included US$106 million for DFI Retail's sale and sale and
leaseback of properties in Singapore, Malaysia and Indonesia; and US$225
million for Jardine Cycle & Carriage's sale of its properties in Singapore
under a sale and leaseback arrangement.
(j) Change in interests in other subsidiaries
2024 2023
US$m US$m
Increase in attributable interests
- Jardine Cycle & Carriage (527) (136)
- Mandarin Oriental (172) (18)
- Hongkong Land - (83)
- other (1) (3)
(700) (240)
10. Capital commitments and contingent liabilities
Total capital commitments at 31 December 2024 amounted to US$2,555 million
(2023: US$2,283 million).
Following the acquisition of the 15% of Jardine Strategic not previously owned
by the Company and its wholly-owned subsidiaries, which was effected on 14
April 2021, a number of former Jardine Strategic shareholders are seeking an
appraisal of the fair value of their shares in Jardine Strategic by the
Bermuda court, relying upon the process referred to in the shareholder
circular issued in connection with the acquisition. These shareholders claim
the consideration of US$33 per share that Jardine Strategic considered to be
fair value for its shares, and that all shareholders have already received,
did not represent fair value. Although the proceedings were commenced in April
2021, they are still ongoing. It is anticipated that the court appraisal
process will not be concluded for at least a further 12 months and will likely
extend further. The Board believes that the US$33 per share that was paid
represented fair value to Jardine Strategic minority shareholders and is of
the opinion that no provision is required in relation to these claims.
Various Group companies are involved in litigation arising in the ordinary
course of their respective businesses. Having reviewed outstanding claims and
taking into account legal advice received, the Directors are of the opinion
that adequate provisions have been made.
11. Related party transactions
In the normal course of business the Group undertakes a variety of
transactions with certain of its associates and joint ventures.
2024 2023
US$m US$m
Sales to associates and joint ventures
- motor vehicles and spare parts 759 810
- coal mining and heavy equipment 622 977
- crude palm oil 280 440
1,661 2,227
Purchases from associates and joint ventures
- motor vehicles and spare parts 5,925 6,484
- ready-to-eat products 46 47
5,971 6,531
Services received from associates and joint ventures
- point-of-sale system implementation and consultancy services 20 17
The Group manages six (2023: six) associate and joint venture hotels.
Management fees received by the Group in 2024 from these managed hotels
amounted to US$19 million (2023: US$14 million).
The Group has engaged one of its joint ventures in the construction business
for the redevelopment of a Group's commercial property in Hong Kong. The value
of works completed amounted to US$164 million as of 31 December 2024 (2023:
US$60 million).
Amounts of outstanding balances with associates and joint ventures are
included in debtors and creditors, as appropriate.
12. Post balance sheet events
In September 2024, DFI Retail entered into a share transfer agreement with a
third party for the disposal of its entire interest in Yonghui, for a total
consideration of CNY4,496 million (US$623 million). The sale was completed on
26 February 2025.
Loss relating to the divestment of interest in Yonghui amounted to US$114
million (Group's attributable share of US$89 million) was recognised in profit
and loss for the year ended 31 December 2024 (refer note 7). Based on a
preliminary assessment, a further loss of approximately US$130 million
(Group's attributable share of US$101 million), mainly from the realisation of
exchange translation differences will be charged to profit and loss in the
year ending 31 December 2025, resulting in a total loss on the divestment of
US$244 million (Group's attributable share of US$190 million).
Jardine Matheson Holdings Limited
Principal Risks and Uncertainties
The Board has overall responsibility for the Group's systems of 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 2024 Annual Report (the 'Report'). Set out below are
the principal risks and uncertainties facing the Group as required to be
disclosed pursuant to the Disclosure Guidance and Transparency Rules, as well
as a summary of the steps taken to mitigate those risks.
These risks are in addition to matters referred to in the Chairman's
Statement, Group Managing Director's Review and other parts of the Report.
Portfolio performance and optimisation
Description
The Group's individual portfolio companies face several risks, particularly in
relation to the need for them to adapt in order to achieve growth in a rapidly
evolving and competitive business environment, including optimising costs,
creating new markets, devising new ways of delivering value to their customers
and adopting technology-driven innovation. Failure by any portfolio company to
undertake this transformation will negatively impact the growth and equity
performance of the Group.
On a collective basis, the Group faces inherent risks relating to the
achievement of an optimum level of diversification of its portfolio, by
geography and industry, in line with its strategy. Excessive concentration or
diversification leads to different risks, broadly relating to lack of agility
as the business environment changes and lack of focus and scale, respectively.
These issues could hinder the future growth and long-term returns on
investment of the Group's portfolio.
Mitigation
• Appointment of shareholder representatives on the Boards and Audit
Committees of key controlled portfolio companies.
• Regular monitoring of the operating performance of all investments in the
portfolio, to identify any weaknesses and opportunities at an early stage and
to act as appropriate.
• Sharing of any issues or incidents among the portfolio companies as
lessons learned and to strengthen preventative measures.
• Developing a well-defined asset allocation plan that is aligned with
strategic objectives.
• Establishing risk metrics and thresholds that reflect the asset allocation
plan as well as investors' time horizons.
• Using these metrics and thresholds to monitor concentration and the
composition of the Group's investment portfolio and to conduct periodic
scenario analysis to understand how the portfolio performs under various
potential adverse market conditions.
• Evaluating new opportunities for investment in the context of the Group's
overall portfolio and strategies.
Capital market fluctuations
Description
Fluctuations in interest rates, caused by changes in economic conditions,
which impact the cost of borrowing of the Group and its portfolio companies,
pose risk to the Group's financial stability and performance as an investment
holding company. They can also impact the credit ratings of the Group and its
portfolio companies, affecting their access to financing and hence liquidity.
Unfavourable trends in interest rates also mean that the Group and the
portfolio companies could face increasing general scrutiny regarding their
financial performance from investors and lenders, hindering their access to
capital market funding.
Similarly, equity market fluctuations will affect the value of the Group's
overall portfolio and its underlying investments, negatively impacting its
financial position and prospects and its ability to meet its strategic
objectives for growth and returns. Fluctuations in foreign exchange rates will
also impact the value and cost of the Group's equities and debt.
Mitigation
• Maintaining strong investment grade ratings and managing the Group's debt
maturity profile.
• Establishing rules that prevent portfolio companies from exceeding certain
debt limits and monitoring their performance against these levels.
• Utilising derivatives and other financial instruments (i.e., interest rate
swaps and caps, options, futures and cross currency swaps) to hedge against
risk from capital market fluctuations.
• Continuously reviewing and managing the Group's capital structure and
asset allocations to ensure that these remain optimal in relation to both
capital efficiency and shareholder returns, whilst also considering the
Group's future capital requirements.
• Staying up to date with regulatory change that impacts financial markets.
• Maintaining strong communication with the Group's stakeholders to ensure
that they understand the risks relating to capital market fluctuations and the
measures deployed to mitigate them.
Geopolitical and economic
Description
Geopolitical instability in the Asia Pacific region, which, for example, can
result in greater protectionism or imposition of sanctions, poses threats to
business activity and affects sentiment in the territories in which the
Group's portfolio companies operate. This impacts their prospects for growth
and value of the Group as a whole. The Group is also affected by the global
geopolitical situation, including conflict, outside its own markets, which
impacts worldwide sentiment and the international flow of goods and services.
Irrespective of geopolitical issues, the Group, as a long-term investor, is
exposed to the risk of adverse developments in global and regional economies
and financial markets that affect its portfolio companies. This is either
directly or through the impact that such developments might have on the
companies' joint ventures, partners, associates, bankers, suppliers, etc.
These developments could include recession, deflation, currency fluctuations,
restrictions in the availability of credit, business failures or increases in
financing costs, oil prices and the cost of raw materials.
Mitigation
• Regularly monitoring geopolitical developments by using published
geopolitical risk indices and collaborating with political analysts and "think
tanks", in order to obtain early warnings of risks and inform decision-making.
• Monitoring the macroeconomic environment and considering economic factors
in strategic and financial planning.
• Making agile adjustments to existing business plans, where appropriate,
and exploring new business opportunities and markets.
• Monitoring the Group's exposure to various economic scenarios using
hedging ratios, to understand their potential impacts and to prepare measures
to address them.
• Making use of financial instruments, such as interest rate swaps and
foreign exchange forwards, to hedge against economic risks.
• Reviewing the Group's insurance coverage to ensure that risks are
transferred to the optimum extent.
Strategic partnerships
Description
The nature and effectiveness of the Group's relationships, and those of its
portfolio companies, with joint venture partners and franchisors, and in
strategic alliances with other companies, government authorities, etc., will
directly affect its performance. These relationships create opportunities for
growth, market expansion, improving operational efficiency and promoting
innovation. However, they also introduce risks that can undermine shareholder
value and lead to vicarious responsibility or liability that causes
reputational damage. These risks can stem from lack of transparency with
respect to these parties' operations or their non-compliance with regulatory
requirements that they face. Also, disputes with such parties may arise, as a
result of differences in corporate culture, priorities, strategic direction,
management approaches, capital allocation and risk appetite between the
Group's portfolio companies and such parties. Conflicts of interest involving
these parties may also take place.
Mitigation
• Conducting sufficient research and due diligence on, as well as robust
evaluation and selection of, potential business partners.
• Performing thorough legal review of draft partnership agreements to ensure
that they contain adequate rights and protections, including partners'
liability for poor performance.
• Maintaining close relationships with senior management of business
partners, with regular communication on key strategic matters, including those
relating to sustainability issues.
• Including scenarios relating to disruption of relationships with partners
into business continuity planning.
• Carrying out regular evaluation and monitoring of partnerships'
performance against agreed-upon metrics.
Financial strength, funding and integrity of reporting
Description
The Group is exposed to market, credit and liquidity risk which can impact its
financial strength and funding capabilities.
The Group's market risk includes fluctuations in foreign currencies, interest
rates and the pricing of equities and debt, all affecting the value of its
assets and liabilities, as well as profitability. Its credit risk is primarily
attributable to deposits held with banks, cash flows relating to debt
investments, credit exposure to customers and derivatives. The Group may face
liquidity risk if its cashflow position deteriorates as a result of declining
business performance. This could lead to the Group having a lower credit
rating, if it is unable to meet its existing financing commitments, reducing
its access to outside capital which itself would lead to worsening liquidity.
In addition, the Group faces the risk that its external financial and
sustainability reporting does not meet the regulatory requirements of the
jurisdictions in which it is required to issue financial reports, leading to
it facing regulatory fines or penalties as well as reputational damage. This
risk increases as these requirements evolve and become more stringent over
time, making it harder for the Group to ensure the integrity, quality and
timeliness of its financial reporting disclosures.
Mitigation
• Setting clear policies and limits for market, credit and liquidity risks,
including in relation to foreign exchange exposure, credit, cash management
and prohibition on the use of derivatives other than for hedging purposes.
• Monitoring closely net debt and gearing levels to ensure that the Group
and portfolio companies are well capitalised with strong balance sheets and
interest cover ratios.
• Maintaining an appropriate balance between equity and debt when obtaining
funding from banks and capital markets, net debt and debt capacity in
committed facilities, and between short and long-term facilities, to provide
flexibility for developing the businesses in which the Group is invested.
• Maintaining sufficient cash and marketable securities, funding from a
sufficient amount of committed credit facilities and the ability to close out
market positions.
• Conducting rigorous credit analysis to identify high-risk counterparties
for further action.
• Making ongoing developments to financial reporting systems and controls,
including for data on sustainability performance, to ensure the integrity of
financial information.
• Conducting regular internal audits of compliance with treasury policies
and internal control over financial reporting.
The detailed measures taken by the Group to manage its exposure to financial
risk are set out in the Group Finance Director's Review and in note 43 to the
financial statements in the Report.
Climate risk
Description
Climate change increases the intensity and frequency of extreme weather events
such as typhoons, flooding and heatwaves, and also leads to sea level rises.
These events and trends can damage the infrastructure of the Group's portfolio
companies, as well as disrupt their operations and supply chains. As a result,
the portfolio companies may face higher costs for implementing measures to
reduce or avoid the impact of climate-related events, including for physical
defences and insurance. Failure by the portfolio companies to manage this risk
will lead to their incurring even greater costs of recovery from
climate-related events, negatively affecting asset value and financial
performance of the Group and its reputation.
More stringent climate-related regulations in different jurisdictions and
market pressure (i.e., from customers, lenders, rating agencies, etc.) will
increase portfolio companies' financial obligations as climate adaptation
becomes a stronger imperative.
The Group's portfolio companies face increased pressure from stakeholders,
such as business partners, customers and rating agencies, to report their
performance on decarbonisation. The Group, and those of its portfolio
companies that are listed, face additional such pressure as a result of
stronger regulatory requirements for reporting on their decarbonisation
efforts. Also, those portfolio companies that have committed to science-based
emissions reduction targets face even greater scrutiny in this area. Any
failure on the part of the Group and its portfolio companies to meet these
increasing reporting expectations could lead to a number of issues, including
negative media coverage, reputational damage or reduced access to outside
capital, affecting the financial performance of the Group and the value of its
investments.
Mitigation
• Established a Sustainability Leadership Council and Climate Action Working
Group to mobilise and coordinate sustainability efforts (including
decarbonisation) across the Group and to drive Group-wide initiatives that
strengthen collaboration and share knowledge.
• Issued Just Energy Transition commitments to scale up investment in
renewable energy and related innovations, diversify into non-coal mineral
mining, and to cease making new investments in thermal or metallurgical coal
mines or thermal coal-fired power plants.
• Developed and implemented a common framework for portfolio companies to
apply in integrating climate risk causes into their existing business risks,
ensuring accountability of the appropriate business risk owners.
• Developed a climate risk register for the portfolio companies to use in
monitoring climate risks and relevant risks signals in the short, medium and
long-term.
• Conducted climate risk assessments across the Group, continuously
reviewing the mitigation and adaptation measures submitted by the portfolio
companies biannually.
• Ensuring adequate insurance coverage related to potential property damage
and business interruption to the optimum extent and where possible.
• Ensuring that climate-related disclosures are credible, aligned with
relevant reporting requirements and made subject to external assurance, where
appropriate.
• Regularly monitoring global climate developments and collaborating with
industry associations to drive action on climate policy and to inform their
decision-making.
Technology and cybersecurity
Description
The Group's portfolio companies are increasingly reliant on new technology and
digital platforms and face the risk of existing and new competitors leveraging
technology to gain competitive advantage. This also exposes them to greater
cyber security and privacy-related risk. Cyber-attacks are becoming more
frequent and sophisticated, posing significant threats to the portfolio
companies' digital infrastructures and information technology systems. In
addition, disruptive technologies, such as Generative AI, introduce new
external risks such as advanced phishing and deepfake attacks, and new
internal risks such as errors in reasoning. Cyber risk is further accentuated
by exposure to breaches at suppliers or customers, through both operational
dependence on suppliers and network connected with counterparties. Also,
current geopolitical developments may limit portfolio companies' access to
modern technologies in some geographies.
Cyber-attacks may also stem from a lack of cybersecurity awareness on the part
of employees, which can result in human errors that cybercriminals can
exploit, disrupting the functionality of critical equipment and facilities
used in daily operations.
If a cyber-attack takes place at the Group, one of its portfolio companies or
their partners, third parties or customers, the Group and its portfolio
companies may face the costs of having to recover systems, lost revenue, brand
damage or regulatory action and penalties.
Mitigation
• Established a Group cybersecurity function to set consistent standards to
promote cybersecurity protection, provide oversight for the Group's portfolio
companies regarding their cybersecurity performance and handle any incidents
that may arise.
• Migrating information technology systems to evergreen modern solutions
(such as cloud-based platforms) and strengthening replacement policies to
address system ageing risks and geopolitical restrictions.
• Continued development of information security and compliance reporting
policies in accordance with changing local data privacy regulations in each
relevant market.
• Regularly engaging external consultants to assess the strength of the
cybersecurity measures in relation to industry best practices and emerging
threats.
• Performing regular vulnerability assessments, ethical hacking and internal
audits to identify and address weaknesses.
• Testing and updating backups and data restoration, disaster recovery
plans, business continuity plans, and cyber incident response plans at least
annually.
• Arranging regular training, as well as phishing testing, to raise the
awareness of cybersecurity and data privacy on the part of Group and portfolio
company staff.
• Strengthened data protection and privacy practices, with public disclosure
of how the Group handles personal information of external parties on its
website.
People & culture and safety
Description
The success of the Group and its portfolio companies hinges on their ability
to attract and retain quality personnel. Ensuring that the Group has the right
executive talent, equipped with leadership skills and expertise in innovation,
is critical in enabling it to execute its strategies effectively and implement
required changes to its governance and operating model. This requires the
smooth implementation of robust succession plans for key executive positions,
to ensure stability and continuity. Any significant failure relating to
executive talent could undermine the Group's operational and financial
performance. In addition, the need for the Group and its portfolio companies
to adapt to the rapidly changing business environment that they face requires
the adoption of an agile mindset and culture by their personnel at all levels.
Several of the Group's portfolio companies are engaged in activities and
markets that have high exposure to occupational health and safety risk.
Furthermore, the safety and quality of many of the products of the Group's
portfolio companies are fundamental to their reputation with customers. Any
actual or perceived deficiency in product safety or quality may damage
consumer confidence in the Group's brands, leading to financial loss.
Mitigation
• Appoint chief executives, with the right leadership skills and experience,
at certain key portfolio companies to execute their business strategies.
• Making significant investments in training, focusing on skills required to
implement the Group's strategy.
• Developed succession plans for key management positions under the new
operating model.
• Performing proactive manpower and succession planning, including
identifying high-performing talent for strategic development.
• Ensuring that safety management systems are implemented and regular safety
audits performed at the portfolio company level, with employee training,
performance monitoring and bi-annual reporting taking place, with respect to
both occupational and product safety.
Compliance risk and evolving laws and regulations
Description
The Group and its portfolio companies are continuously subject to new or
changing laws and regulations in several jurisdictions, as well as those with
cross-jurisdictional impact, covering such matters as tax, employment,
cybersecurity, data privacy, ownership of assets, climate and sustainability
(e.g., carbon pricing, building standards, etc.) and reporting requirements.
The complexity created by this regulatory environment increases the risk that
compliance obligations are breached.
In particular, the Group faces growing exposure to climate-related litigation
as climate issues are increasingly being perceived as part of directors'
fiduciary duty and corporate responsibility.
If compliance is not achieved and maintained by itself and by all of its
portfolio companies, the Group may face claims, lawsuits, governmental
investigations, fines and sanctions imposed by regulatory authorities,
negative media exposure, affecting their operations, reputation and
profitability.
Mitigation
• Establishing compliance policies monitoring procedures at the Group and
portfolio company levels.
• Keeping up to date with and informed of regulatory developments, including
those relating to climate and sustainability.
• Engaging legal experts to assess the implications of prospective or new
regulations.
• Undertaking early scenario planning to assess the implications of new
rules and to prepare related contingencies. This includes developing
sustainability strategies, implementing related initiatives and ensuring
adequate sustainability-related disclosures.
• Engaging with government bodies, regulators and industry associations,
including by participating in consultations on proposed policy and regulatory
changes.
• Providing regular compliance training to employees to ensure that they
understand the importance of compliance.
Governance and conduct
Description
The Group faces a number of governance and misconduct-related risks that may
affect its reputation and financial position.
As the Group evolves into an engaged investor, it actively guides strategic
development, while the portfolio companies retain full accountability for
determining, implementing and monitoring the execution of their own
strategies. This requires monitoring the new governance and reporting
practices to ensure they are effective in enhancing performance.
There is a risk that the Group is not able to achieve the ethical standards
that it has set for itself, including rigorous measures for anti-bribery and
corruption. This could be caused by inappropriate conduct of the Group or its
portfolio companies themselves or any of their partners and third parties,
exposing the Group to reputational damage, loss of trust in its brands and
potential legal issues.
Mitigation
• Appointed shareholder representatives on both the Boards and Audit
Committees of key controlled portfolio companies to ensure the effective
oversight of the portfolio companies' governance.
• Implemented a comprehensive nomination process for senior positions. The
Group is committed to ensuring that each portfolio company has a well-rounded
high-calibre board, with strong non-executive directors, to ensure that each
entity is able to operate as independently governed and managed businesses.
• Established a Group-wide mandatory Code of Conduct and related training
that management and staff of the Group, including new joiners, are expected to
take. This is supported by a robust whistleblowing reporting framework.
Certain portfolio companies have established their own similar codes of
conduct and whistleblowing programmes.
• Conducting regular reviews of the internal control of portfolio companies,
carried out by second line risk and compliance functions.
• Maintaining functionally independent Group internal audit functions that
report to the Audit Committees on risk management, control environment and
significant cases of non-compliance.
Responsibility Statements
The Directors of the Company confirm that, to the best of their knowledge:
(a) the consolidated financial statements prepared in accordance
with International Financial Reporting Standards, including International
Accounting Standards and Interpretations as issued by the International
Accounting Standards Board, give a true and fair view of the assets,
liabilities, financial position and profit or loss of the Group; and
(b) the Chairman's Statement, Group Managing Director's Review,
Group Finance Director's Review and the description of Principal Risks and
Uncertainties facing the Group as set out in the Company's 2024 Annual Report,
which constitute the management report required by the Disclosure Guidance and
Transparency Rule 4.1.8, include a fair review of all information required to
be disclosed under Rules 4.1.8 to 4.1.11 of the Disclosure Guidance and
Transparency Rules issued by the Financial Conduct Authority in the United
Kingdom.
For and on behalf of the Board
John Witt
Graham Baker
Directors
Dividend Information for Shareholders
The final dividend of US$1.65 per share will be payable on 14 May 2025,
subject to approval at the Annual General Meeting to be held on 2 May 2025, to
shareholders on the register of members at the close of business on 21 March
2025. The shares will be quoted ex-dividend on 20 March 2025 and the share
registers will be closed from 24 to 28 March 2025, inclusive.
Dividend will be payable in cash with a scrip alternative. Registered
shareholders and shareholders holding their shares through CREST system in the
United Kingdom must make their scrip alternative election not later than 4.00
p.m. (local time) on 25 April 2025. Shareholders holding their shares through
The Central Depository (Pte) Limited ('CDP') system in Singapore must make
their scrip alternative election not later than 5.30 p.m. (local time) on 17
April 2025.
Shareholders will receive their cash dividends in United States Dollars,
except where elections are made for alternate currencies in the following
circumstances:
Shareholders on the Jersey branch register
Shareholders registered on the Jersey branch register will have the option to
elect for their dividends to be paid in Pounds Sterling. These shareholders
may make new currency elections for the 2024 final dividend by notifying the
United Kingdom transfer agent in writing by 25 April 2025. The Pounds Sterling
equivalent of dividends declared in United States Dollars will be calculated
by reference to an exchange rate prevailing on 30 April 2025.
Shareholders holding their shares through the CREST system in the United
Kingdom will receive their cash dividends in Pounds Sterling only as
calculated above.
Shareholders on the Singapore branch register who hold their shares through
CDP
Shareholders who are enrolled in CDP's Direct Crediting Service ('DCS')
Those shareholders who are enrolled in CDP's DCS will receive their cash
dividends in Singapore Dollars unless they opt out of CDP Currency Conversion
Service, through CDP, to receive United States Dollars.
Shareholders who are not enrolled in CDP's DCS
Those shareholders who are not enrolled in CDP's DCS will receive their cash
dividends in United States Dollars unless they elect, through CDP, to receive
Singapore Dollars.
Shareholders on the Singapore branch register who wish to deposit their shares
into the CDP system by the dividend record date, being 21 March 2025, must
submit the relevant documents to Boardroom Corporate & Advisory Services
Pte. Ltd., the Singapore branch registrar, by no later than 5.00 p.m. (local
time) on 20 March 2025.
The Jardine Matheson Group
Jardine Matheson is a diversified, Asia-focused investment company. Founded in
China in 1832, Jardines' long-term success has been driven by our adaptability
and resilience. Our aim is to deliver superior, long-term returns for
Jardines' shareholders from a portfolio of market-leading businesses, each of
which is strategically positioned to capture growth opportunities driven by
themes such as urbanisation and the expanding middle-income population across
Asia.
Our role as an engaged investor:
· We ensure highly-qualified boards and leadership teams are in place across
the Group, with incentives aligned to driving shareholder value by building
better, stronger businesses.
· We influence strategy and drive delivery and performance through
representation on the boards of our portfolio companies, which have clear
accountability for strategy and operational delivery.
· At the Corporate level, we aim for decisive portfolio management built on
disciplined capital allocation and investment expertise.
We underpin this approach with a longstanding reputation for integrity,
comprehensive risk management, enduring relationships, excellent access to
funding, and a strong balance sheet.
Since our founding, the Group has benefitted from the role of family
shareholders who act as stewards of Jardines' vision, values, and commitments,
which include embedding sustainability across our portfolio companies. We are
proud to build value for shareholders while also making a positive
contribution to the communities we serve.
Jardine Matheson holds interests in Jardine Cycle & Carriage (JC&C)
(85.0%), Hongkong Land (53.3%), DFI Retail Group (77.5%), Mandarin Oriental
(88.0%), Zhongsheng (21.4%) and Jardine Pacific (100%). JC&C in turn has a
50.1% shareholding in Astra International.
Our portfolio companies are active in a wide range of sectors, including
automotive and related operations, property investment and development, food
retailing, health and beauty, home furnishings, engineering and construction,
transport services, restaurants, luxury hotels, financial services, heavy
equipment, mining and agribusiness.
Jardine Matheson Holdings Limited is incorporated in Bermuda and has a primary
listing in the equity shares (transition) category of the London Stock
Exchange, with secondary listings in Bermuda and Singapore.
- end -
For further information, please contact:
Jardine Matheson Limited
Graham Baker / Suzanne Cheuk (852) 2843 8218 / 8262
Brunswick Group Limited
William Brocklehurst (852) 5685 9881
Full text of the Preliminary Announcement of Results and the Preliminary
Financial Statements for the year ended 31 December 2024 can be accessed via
the Jardines corporate website www.jardines.com.
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