Standard Bank Namibia Limited Registration No. 2006/306 Registered in Namibia Short Name: SBN Holdings Limited (the “Company”) (“SBN Holdings Limited” or “the Company”)) Issuer code: SBN02 ISIN no.: ZAG000178419 Issuer code: SBN03 ISIN no.: ZAG000178427 12 April 2023 CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED 31 December 2022 • BASIC EARNINGS PER SHARE OF 119 CENTS (2021: 70 CENTS) • HEADLINE EARNINGS PER SHARE OF 119 CENTS (2021: 70 CENTS) • ORDINARY DIVIDEND PER SHARE OF 46 CENTS (2021: 15 CENTS) • TOTAL DIVIDEND PER SHARE OF 66 CENTS (2021: 31 CENTS) Results Key highlights from SBN Holdings Limited results for the period under review include: • Profit for the year increased by 70.5%, up from N$366 million to N$624 million, driven by the increase in repo rate and improvement of our collection strategy to reduce our credit impairment charges which are down 44.2%. • Net interest income increased by 17.5% to N$1 445 million, predominantly due to the steady 300 basis point (bps) increase in the repo rate from 3.75% to 6.75% since 1 January 2022 and ongoing improvement in net interest margin, up from 3.9% to 4.4%. • Non-interest revenue increased by 6.1% to N$1 283 million, driven by 31.8% growth in trading revenue due to increased client flows and volatility in currency markets. In addition, other revenue was up 37.1% from N$106 million to N$146 million supported by growth in bancassurance revenue, as well as additional property-related revenue from the newly acquired property portfolio. • Credit impairments decreased by 44.2% year on year, primarily due to the ongoing implementation of our 2021 non-performing loan reduction strategy and the achievement of related strategic initiatives. As a result, our credit loss ratio reduced by 49bps from 1.09% to 0.60%. • Our measures to contain costs, continue. Operating expenses increased by 5.8% to N$1.7 billion, below the average annual inflation of 6.1%. • Loans and advances to customers and banks increased by 2.3% to N$26 billion. The Corporate and Investment Banking (CIB) portfolio grew by 35.5%, driven by strong growth in corporate lending due to increased client activity. The Consumer and High Net Worth (CHNW) and Business and Commercial Banking (BCB) portfolios declined by 7.8% to N$17.7 billion, partly driven by the 8.4% decrease in other loans and advances due to a debt settlement transaction that led to the acquisition of a property portfolio. The significant increase in property in possession was the result of the acquisition of the property portfolio. • Deposits from customers and banks declined moderately by 3.2% to N$27 billion, predominantly driven by a decline in negotiable certificates of deposits, savings deposits and demand deposits. Debt securities increased by 28.9% due to our inaugural Green Bond issuance that raised N$400 million across two notes. The group’s liquidity position remained strong and within approved risk appetite and tolerance limits. • The ROE improved from 8.6% to 13.7%. The group is well-positioned to achieve its ROE target of a minimum of 15% by 2025. Business update Operating environment In 2022, the global economy experienced another fundamental shift. As the year progressed, complex challenges arose in the global operating context. In response to the Ukraine invasion the West instituted sanctions against Russia, driving up commodity prices. The geopolitical tension between China and the United States continues to disrupt global supply chains. Other factors such as rising inflation and interest rates, China’s zero Covid policy and slower growth all compounded to significantly impact the growth outlook. Despite this, Namibia’s economic recovery continued in 2022 with gross domestic product (GDP) growth forecast at 4.2%. Delivering our strategic objectives Our focus for 2022 remained on transforming client experience by developing bank specific capabilities that enhance our processes and drive efficiency while also improving service delivery to customers. We developed and then successfully delivered relevant and bespoke digital products and solutions to meet the needs of customers and employees, supported by leveraging the group’s key strategic partnerships. It is therefore a privilege to present our financial results showing a growth in profit for the year of 70.5%, and an increase in ROE from 8.6% to 13.7%, albeit still below our aspired target of 15%. As a board, we are pleased by these improved results due to the focus and dedicated efforts made by the group’s people. We remain confident that the group is well-positioned to take advantage of the current and future opportunities the country holds. Increased investment in green energy and renewables, as well as the discovery of oil will continue to drive economic growth and thereby create value for society. We continue to invest in our people and support their well-being to ensure that they can embrace the rapid changes in our environment. We are equipping them with the skills to make extensive use of the new technology, digital capabilities and data that we need, to deliver our purpose. Sustainability over the long term is central to our strategy and our ability to deliver inclusive and sustainable growth. We continue to make a meaningful difference in our communities, ensuring that our social, economic and environment as well as our corporate social investment efforts contribute to the improvement and upliftment of the socioeconomic circumstances of the communities in which we operate. Dividend The Board recommended an ordinary final dividend of 46 cents per share (2021: 15 cents per ordinary share). The salient dates are as follows: Last day to trade cum dividend: 5 May 2023 First day to trade ex–dividend: 8 May 2023 Record date: 12 May 2023 Payment date: 26 May 2023 Looking ahead A gloomier outlook is now expected during the coming year, with the world’s economic growth expected to slow to 1.7% in 2023, down from 2.9% in 2022 according to the World Bank’s latest reports. Challenges are expected to remain as geopolitical tension, climate events, global supply chain disruptions and higher food and oil prices will continue to drive volatility and growing socioeconomic challenges, due to the increased cost-of-living and higher household debt. Namibia’s economic growth over the medium term is expected to be higher than the pre-pandemic growth levels, however, given the current global environment, this will be slightly slower than initially anticipated. The International Monetary Fund forecasts Namibia’s GDP to grow 3.0% for 2022 and 3.2% for 2023. We remain optimistic about the reforms ahead that are likely to come to fruition towards the end of the mid-term expenditure framework. Large structural investments in both the green and blue economy, as well as the discovery of offshore oil, place Namibia in an excellent position to become an energy powerhouse on the African continent over the medium- to longer-term and alleviate its and the region’s energy needs. This has the potential to accelerate economic growth moving forward, and we are well- positioned to navigate this future with our strategic partners. We are also looking forward to assisting our clients in these industries to achieve their aspirations. Our strategy for 2023 will continue to focus on our clients, our people as well as operational excellence, thereby ensuring that our people, processes and systems are properly aligned to continue to deliver appealing and relevant customer value propositions across all segments, and we are also looking forward to assist our clients to achieve their aspirations. H MAIER M GEISES CHAIRMAN CHIEF EXECUTIVE BOARD OF DIRECTORS: HERBERT MAIER (CHAIRMAN) SUNE BRUGMAN ISAC TJOMBONDE SILKE HORNUNG PETER SCHLEBUSCH NATASHA BASSINGTHWAIGHTE BIRGIT ROSSOUW MARIA SHIVUTE DAX NANGOSORA ASHLEY TJIPITUA MERCIA GEISES LETITEA DU PLESSIS COMPANY SECRETARY S TJIJOROKISA AUDITOR’S OPINION The consolidated financial statements are an extract from the audited financial statement for the year ended 31 December 2022. The auditor’s unqualified audit opinion on the financial statements is available for inspection at the Company’s registered office. The information in this announcement has been extracted from the audited financial statements, but the announcement itself is not audited. REGISTERED OFFICE 1 Chasie Street, Kleine Kuppe, Windhoek; P.O. Box 3327, Windhoek, Namibia AUDITORS PricewaterhouseCoopers 344 Independence Avenue, Windhoek SPONSOR Debt Sponsor The Standard Bank of South Africa TRANSFER SECRETARIES Transfer Secretaries (Pty) Ltd 4 Robert Mugabe Avenue P.O. Box 2401 Windhoek, Namibia SBN HOLDINGS LIMITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 December 2022 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the year ended 31 December 2022 Change Audited Audited 31 December 31 December 2022 2021 Restated % N$' 000 N$' 000 Net interest income 17.5 1 444 802 1 229 312* Non-interest revenue 6.1 1 283 086 1 208 806 Total income 11.9 2 727 888 2 438 118 Credit impairments (44.2) (161 213) (288 751) Income after credit impairments 19.4 2 566 675 2 149 367 Operating expenses 5.8 (1 678 675) (1 586 804) Net income before tax 57.8 888 000 562 563 Taxation (indirect and direct) 34.3 (263 720) (196 352)* Profit for the year 70.5 624 280 366 211 Profit attributable to ordinary shareholders 70.7 623 603 365 388 Other comprehensive income net of taxation that will not be reclassified to profit or loss Net change in fair value of equity financial assets measured at fair value through other comprehensive income (FVOCI) (78.9) (1 879) (8 906) Fair value movement on post-employment benefit (40.0) 5 216 8 693 Total comprehensive income for the year 71.5 627 617 365 998 Attributable to ordinary shareholders 71.7 626 940 365 175 Attributable to non-controlling interest (17.7) 677 823 EARNINGS PER SHARE Profit for the year attributable to ordinary shareholders 70.5 624 280 366 211 Weighted average number of shares issued - 522 472 522 472 Basic earnings per share 70.0 119 70 * Refer to the restatement narrative included in note 4 for the restatements of accrued interest and interest in suspense. CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 31 December 2022 Change Audited Audited 31 December 2022 31 December 2021 Restated % N$' 000 N$' 000 Assets Cash and balances with central banks 12.4 1 673 337 1 488 497 Trading assets and financial investments (14.2) 5 397 635 6 290 130 Loans and advances to banks 14.0 3 714 600 3 257 649 Loans and advances to customers 0.6 22 254 850 22 124 673* Properties in possession >200 491 154 24,892 Other assets 0.5 2 143 121 2 133 208* Total assets 1.0 35 674 697 35 319 049 Liabilities Deposits from banks (3.0) 1 430 532 1 474 539 Deposits from customers (3.2) 25 922 875 26 781 347* Debt securities 28.9 2 528 252 1 961 123 Other liabilities 32.2 1 010 046 763 764 Total liabilities (0.3) 30 891 705 30 980 773 Equity 10.3 4 782 992 4 338 276* Total equity and liabilities 1.0 35 674 697 35 319 049 * Refer to the restatement narrative included in note 4 for the restatements of loans and advances, other assets and deposits. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY for the year ended 31 December 2022 Ordinary Share-based Fair value Post- Statutory Retained Ordinary Non- Total equity share payment adjustments employment credit risk earnings shareholders controlling N$'000 capital and reserve on FVOCI benefit reserve N$'000 equity interest premium N$'000 financial reserve N$’000 N$'000 N$'000 N$'000 assets N$'000 N$'000 Balance at 1 January 2021 as previously reported 643,234 — 7,685 35,209 58,510 3,421,876 4,166,514 14,030 4,180,544 Restatement — — — — — (51,524) (51,524) — (51,524) Balance at 1 January 2021 643,234 — 7,685 35,209 58,510 3,370,352 4,114,990 14,030 4,129,020 Total comprehensive income for the year — — (8,906) 8,693 365,388 365,175 823 365,998 Profit for the year 365,388 365,388 823 366,211 Other comprehensive income after tax for the year (8,906) 8,693 (213) (213) Transactions with the shareholders, recorded directly in equity — — — — 74,873 (231,615) (156,742) (156,742) Transfer between reserves 74,873 (74,873) — — Dividends paid (156,742) (156,742) (156,742) Balance at 1 January 2022 643,234 — (1,221) 43,902 133,383 3,504,125 4,323,423 14,583 4,338,276 Total comprehensive income for the year — — (1,879) 5,216 623,603 626,940 677 627,617 Profit for the year 623,603 623,603 677 624,280 Other comprehensive income after tax for the year (1,879) 5,216 3,337 3,337 Transactions with the shareholders, recorded directly in equity — — — — (24,083) (158,818) (182,901) (182,901) Transfer between reserves (24,083) 24,083 — — Dividends paid (182,901) (182,901) (182,901) Balance at 31 December 2022 643,234 — (3,100) 49,118 109,300 3,968,910 4,767,462 15,530 4,782,992 CONSOLIDATED STATEMENT OF CASH FLOWS for the year ended 31 December 2022 Audited Audited 31 December 2022 31 December 2021 Restated N$’000 N$' 000 Net cash flows from operating activities (87,195) (1,476,768)* Cash flow from operations 1,356,237 1,049,013* Net movement in working capital (1,271,187) 593,723* Dividends received — 631* Direct taxation paid (172,245) (166,599)* Net cash flows used in investing activities (69,814) (157,194) Capital expenditure on property and (50,196) (62,318) equipment Proceeds from sales of property and 5,045 1,661 equipment Capital expenditure on intangible assets (24,663) (96,537) Net cash flows from financing activities 349,286 163,902 Net senior debt issued 400,000 1,543,000 Senior debt redeemed - (1,206,500) Principal element of lease payments (17,813) (15,956) Subordinated debt issued 250,000 Subordinated debt redeemed (100,000) Dividends paid (182,901) (156,642) Net increase in cash and cash equivalents 192,277 1,483,476* Cash and cash equivalents at the beginning of the 4,739,268 3,270,130* year Effects of exchange rate changes on cash and (148,012) (14,338)* balances with central banks Cash and cash equivalents at the end of the year 4,783,533 4,739,268* * Refer to the restatement narrative included in note 4 for the restatements relating to the statement of cash flows. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1. Reporting entity SBN Holdings Limited is a company incorporated in Namibia (Registration number: 2006/306). The consolidated annual financial statements for the year ended 31 December 2022 comprise the Company, its subsidiaries and other controlled entities, together referred to as the “Group”. 2. Statement of compliance The consolidated financial statements have been extracted from the audited financial statements for the year ended 31 December 2022, which have been prepared in accordance with International Financial Reporting Standards. The annual financial statements were approved by the Board of Directors on 22 March 2023. 3. Significant accounting policies The accounting policies applied in the annual financial statements as at and for the year ended 31 December 2022, are consistent with the prior year, except for the adoption of new and amended IFRS’s that became effective for the current financial period. In accordance with the requirements of the transition methods chosen by the group in applying these standards, comparative information throughout the annual financial statements has not been restated. 4. Restatements During the year, the group noted the following restatement relating to the group’s previously published results. 1. In the current year the group enhanced the control environment surrounding its client management system (CMS) by embedding a client contribution report tool for accrued interest. The report tool improves the process of reconciliation of interest accrued balances between the CMS and the balance sheet accounts. As part of the reconciliation process, all transactional data for accrued interest income, accrued interest expense and interest in suspense for the period 2012 to 2021 was analysed: Unsubstantiated accrued interest income of N$30.5 million, interest in suspense to the value of N$8 million, accrued interest expense to the value of N$14.0 million and credit impairments to the value of N$23 million were adjusted and restated accordingly for periods ended up to 31 December 2020. For the 2021 financial year, a net total of N$7.4 million in interest income and expense was restated. The N$24.2 million normal tax impact of these restatements has also been reflected in the periods ended up to 31 December 2020. For 2021 the tax impact of N$2.4 million was also adjusted for. These errors have been corrected by restating the comparatives in the statement of financial position, statement of comprehensive income and related notes of the company. 2021 Previously CONSOLIDATED STATEMENT OF reported Restatement Restated FINANCIAL POSITION N$’000 N$’000 N$’000 Assets Loans and advances 25 447 708 (65 386) 25 382 322 Other assets 346 814 (3 949) 342 865 Normal tax asset 138 521 26 606 165 126 Total assets (42 729) Equity Equity attributable to ordinary shareholders 4 379 958 (56 535) 4 323 423 Liabilities Deposits and current accounts 28 242 080 13 806 28 255 886 Total equity and liabilities (42 729) 2021 Previously CONSOLIDATED STATEMENT OF reported Restatement Restated COMPREHENSIVE INCOME N$’000 N$’000 N$’000 Net interest income 1 236 682 (7 370) 1 229 312 Interest income 1 972 847 (7 588) 1 965 259 Interest expense (736 165) 218 (735 947) Non-interest revenue 1 208 806 1 208 806 Total income 2 445 488 (7 370) 2 438 118 Credit impairment charges (288 751) (288 751) Net income before operating expenses 2 156 737 (7 370) 2 149 367 Operating expenses (1 586 804) (1 586 804) Net income before indirect tax 569 933 (7 370) 562 563 Indirect taxation (43 356) (43 356) Profit before direct taxation 526 577 (7 370) 519 207 Direct taxation (155 355) 2 359 (152 996) Profit for the year 371 222 (5 011) 366 211 Attributable to ordinary shareholders 370 399 (5 011) 365 388 Attributable to non-controlling interest 823 823 Basic and diluted earnings per ordinary share 71 70 2. The group also performed benchmarking and internal investigations to reassess the definition of cash and cash equivalents when compiling the statement of cash flows. The following have been identified as industry best practice during this exercise and have resulted in the following restatements, changes to accounting presentation policies and related additional disclosures: • The direct method provides a more reliable presentation of the cash flow movements for the group and company which is not available under the indirect method. This change only impacted net cash flows from operating activities within the statement of cash flows for the group and company. • The group restated its financial statements to appropriately reflect and present the change from on demand loans and advances to banks to cash and cash equivalents in the statement of cash flow and updated the related accounting policy accordingly, refer to note 33.8 in the Annual Report. These balances, amounting to N$3.3 billion in the 2021 closing cash and cash equivalents balance and N$2.2 billion in the opening balance, were in prior periods excluded from cash and cash equivalents and instead included in income-earning assets. Both the balances and movement (N$1.0 billion) have now been appropriately included within the cash and cash equivalents line in the statement of cash flows. • Specific accounting policies, have been included for the following: o Cash and balances with central banks o Cash and cash equivalents The impact on the statement of cash flows of the above changes is detailed in the annual financial statements. The related notes were restated as required. 2021 Previously reported Restatement Restated CONSOLIDATED STATEMENT OF CASH FLOWS N$’000 N$’000 N$’000 Net cash flows from operating activities Cash flows from operations (indirect method) 446 661 (446 661) Net income before capital items and equity- 569 933 (569 933) accounted earnings Adjusted for non-cash items and other adjustments (751 308) 751 308 included in the income statement (Increase)/decrease in income-earning assets (2 416 969) 2 416 969 Increase/(decrease) in deposits and other liabilities 2 002 190 (2 002 190) Interest received 1 968 515 (1 968 515) Dividends received 631 (631) Interest paid (759 732) 759 732 Direct tax paid (166 599) 166 599 Net cash flows from operating activities 1 476 768 1 476 768 Cash flows from operations (direct method) 1 049 013 1 049 013 Interest and commission receipts 3 122 635 3 122 635 Interest payments (759 732) (759 732) Recoveries on loans previously written off 35 954 35 954 Cash payments to suppliers and employees (1 349 844) (1 349 844) Working capital changes 593 723 593 723 Increase)/decrease in operating assets (1 391 904) (1 391 904) Increase/(decrease) in operating liabilities 1 985 627 1 985 627 Dividends received 631 631 Taxation paid (166 599) (166 599) Net cash flows from investing activities (157 194) (157 194) Net cash flows from financing activities 163 902 163 902 Net increase/(decrease) in cash and balances 453 369 1 030 107 1 483 476 with the central bank Cash and balances with the central bank at the 1 035 972 2 234 158 3 270 130 beginning of the year Effects of exchange rate differences on cash and (844) (13 494) (14 338) balances with the central bank Cash and balances with the central bank at the 1 488 497 3 250 771 4 739 268 end of the year 5. Earnings per share Headline earnings reconciliation Change Audited Audited 31 December 2022 31 December 2021 Restated % N$’000 N$’000 Profit for the year attributable to ordinary shareholders 70.7 623,603 365,388 Adjusted for: IAS 16 (Profit) on sale of property & equipment >100 (2,330) (478) IAS 36 Impairment losses on property and equipment (12.0) 1,207 1,371 Headline earnings 69.9 622,480 366,281 Net asset value per share (cents) 10.3 912 827 Basic earnings per share (cents) 70.0 119 70 Headline earnings per share (cents) 70.0 119 70 Changes to the board During the year, Mr Alpheus Mangale and the chief financial officer, Mrs Letitea du Plessis, resigned from the board and Mr Jerry Muadinohamba retired. We thank them for their contribution to the group. There will be more changes in the composition of the board during 2023. Ms Natasha Bassingthwaighte, Mrs Birgit Rossouw as well as Mr Herbert Maier, will be retiring from the board after serving on the SBN board for more than 10 years. This is in line with the group’s board succession plan for directors. Mrs Maria Dax has reached the age of 70 years and, as prescribed by BID-1 which became effective during December 2022, she will also retire from the board at the 2023 AGM. We are honoured to be joined by Ms Silke Hornung, Ms Sune Brugman and Ms Nangosora Ashley Tjipitua and welcome them as directors on the board.