TIDMFCAP

RNS Number : 4475U

finnCap Group PLC

25 November 2019

finnCap Group plc ("finnCap" or "the Company")

Interim results for the six months ended 30 September 2019

and

interim dividend

finnCap Group plc (AIM:FCAP), together with its subsidiaries the "Group", today announces its unaudited interim results for the six months ended 30 September 2019.

Financial highlights:

   --     Turnover of GBP14.2m (5 months to 30 September 2018: GBP9.1m) 

o Equity Capital Markets division turnover GBP9.2m (5 months to 30 September 2018: GBP9.1m)

o M&A division turnover GBP5.0m (5 months to 30 September 2018: GBPnil)

   --     Pre-tax profit GBP1.4m (5 months to 30 September 2018: GBP1.4m) 
   --     Adjusted EPS of 0.76p per share* 
   --     Interim dividend of 0.42p per share 
   --     Cash of GBP5.1m (31 Mar 2019: GBP4.7m) 

Operational highlights:

-- Completed 29 transactions across a broad range of sectors and service lines, with total deal and advisory fees of GBP9.2m (5 months to 30 September 2018: GBP4.7m)

   --     Won 12 new retained corporate clients, with 131 retained clients at 22 November 2019 
   --     Average monthly retainer fees of GBP529k (5 months to 30 September 2018: GBP520k) 

-- Completed 8 sale mandates across 5 sectors, for a variety of owner-managed businesses and subsidiaries of public companies

   --     Signed up 19 new M&A division mandates 

-- Executed or currently mandated on 8 plc bid or advisory mandates for clients outside our retained client base

   --     Continued to hire in to existing teams and to develop new teams 

The comparable figures throughout this announcement are for the five-month period from 1 May 2018 to 30 September 2018 because of a change in year-end, and only include the performance of finnCap Ltd as this period was before the acquisition of Cavendish Corporate Finance.

Commenting on the results, Sam Smith, Chief Executive Officer, said:

"The period has seen some very testing market conditions, ongoing domestic political uncertainty and turbulent macro-economic headwinds affecting equities globally. The Group now has a more diversified revenue stream following our acquisition of Cavendish Corporate Finance in December 2018 and we remain excited about continuing to build a financial services business for growth companies."

Contacts

finnCap Group plc Tel: +44 (0) 20 7220 0500

Sam Smith, Chief Executive Officer investor.relations@finncap.com

Tom Hayward, Chief Financial Officer

Grant Thornton (Nominated Adviser) Tel: +44 (0) 20 7383 5100

Philip Secrett/Samantha Harrison/Seamus Fricker

finnCap Ltd (Broker) Tel: +44 (0) 20 7220 0500

Rhys Williams / Tim Redfern

   Sapience Communications (PR adviser to the Group)             Tel: +44 (0) 20 3195 3240 

Richard Morgan Evans

Notes to Editors

About finnCap Group

finnCap Group plc provides financial services to growth companies. It provides advisory, broking and research services to 131 companies on AIM and on the London Stock Exchange Main Board as well as trading services to a broad range of institutional investors. It also advises on specialist M&A, debt advisory and private company fundraisings with a specialism in sell-side M&A. Together, finnCap and its subsidiaries have helped raise GBP3bn of new capital to support their clients and advised on the sale of over 600 companies.

About Oaklins

Oaklins is a global advisory organisation of which Cavendish Corporate Finance is a member, providing M&A, growth equity and ECM, debt advisory and corporate finance advisory services, with over 700 dedicated professionals covering 15 industries in 40 countries.

* Adjusted EPS is calculated excluding share-based payments (GBP79k), amortisation of intangible assets from the acquisition of Cavendish (GBP59k) and includes a nominal tax charge adjustment (GBP9k). The weighted average number of shares in issue during the period excludes shares held by the Group's Employee Benefit Trust.

Business review

The six-month period has seen a number of macro-economic headwinds and structural issues that have made market conditions in the Group's traditional equity capital markets business tougher. UK Equity markets have lacked direction and the future relationship of the UK and EU has dominated the political agenda. As a result of this we have seen the lowest level of public capital markets activity for a number of years with net cash outflows from the UK equity markets and a greater focus on liquidity following the demise of Woodford Investment Management.

The effects of these factors have been particularly evident on AIM, with the total value of issuances for the nine months to 30 September 2019 down 39% compared to the prior year period and the number of new issues 59% lower (7 IPOs year to date). Trading volumes in core UK stocks has also been noticeably lower with the number of trades down 8% year to date on AIM and the value traded down 19%. Given these factors, we are pleased that the Group's Slide Rule Fund has delivered +7.49% between 1 January and 30 September, outperforming benchmark by 385bps.

As a Group we now earn a higher proportion of our revenues from outside traditional equity capital market activities: from our growing mandates in public market M&A technical advice, sell-side and buy-side advice, debt raising and refinancing, and private fundraisings. Our sell-side focused M&A activities have been largely unaffected by the political backdrop and the performance in the first half was in line with expectations at the time of the acquisition of Cavendish Corporate Finance. Overall, the Group's results are encouraging.

Equity Capital Markets

Given the market backdrop noted above the equity capital markets division of the Group has performed satisfactorily with total turnover for the six months of GBP9.2m (5 months to 30 September 2018: GBP9.1m).

Retainers - total fees from retainers were GBP3.2m (5 months to 30 September 2018: GBP2.6m) with an average monthly retainer revenue of GBP529k (5 months to 30 September 2018: GBP520k) and, as at the date of this announcement, a run rate of GBP548k. During the period we won 12 new clients. However, the number of clients (127) remained the same during the period reflecting a number that were lost mainly as a result of acquisition or delisting in the period. We have won 6 further clients since period end. We believe that the clients we win provide a solid base for future financial performance.

Transactions - total transaction and advisory fees in the period were GBP4.3m (5 months to 30 September 2018: GBP4.7m) and we acted on fundraisings totalling over GBP100m for our corporate clients, reflecting the tough market backdrop. This was made up for to an extent by a relatively high level of advisory fees from our existing clients as they have undertaken corporate activity or have been the subject of bids.

We had a quiet period on the investment company side after a strong performance in the last financial year and completed one private company fundraising for Parsley Box. We are very encouraged by the high level of activity within the PLC strategic advisory business working on behalf of non-retained clients, accounting for approximately GBP1.0m of total fees and where the pipeline remains strong. Notable equity capital markets transactions included:

   --     Placing of GBP7.5m for Iofina PLC 
   --     Placing of GBP18.0m for Angle PLC 
   --     Placing of GBP16.0m for Independent Oil & Gas plc 
   --     Rule 3 advice to FFI Holdings PLC on its GBP39.5m recommended offer from 777 Group 
   --     Advising a consortium on its refinancing of 7digital Group plc 
   --     Rule 3 advice to SCISYS Group PLC on its GBP79m recommended offer from CGI Inc. 
   --     Raising of GBP3m of private growth capital for Parsley Box Limited 

Trading - trading revenues of GBP1.8m (5 months to 30 September 2018: GBP1.8m) have improved from GBP1.6m in the second half of last year despite reduced volumes in the public markets. This reflects a core focus on providing liquidity in our corporate client list where there have been a number of secondary sell-downs. We were delighted to initiate Retail Service Provider trading with Barclays Capital, the largest RSP in the marketplace, during the period. Having started market making in 2013, finnCap now makes markets in 177 stocks.

M&A Advisory

As set out above, the headwinds in the equity capital markets division have not affected the M&A advisory business and the division has performed in line with the Board's expectations when it was acquired in December 2018, generating revenues of GBP5.2m. During the period 8 transactions were completed as detailed below with a mix of entrepreneurs and quoted company sellers, including:

   --     The sale of three subsidiaries of Centaur Media PLC to separate purchasers 
   --     The sale by WPP and management of The Farm Group to Picture Head 
   --     The acquisition of Java Republic by Cafento 
   --     The sale by Naked Wines of Lay & Wheeler to Coterie Limited 
   --     The sale of Avicenna Holdings to Juno Health 

Revenues from deal retainers on new mandates were GBP747k which is a run rate of 41% higher than the previous period. This represents a significant pipeline for the division, albeit that a deal can take over 12 months to complete. We were also instructed on a buy-side mandate.

We are looking to add three sector specialist partners to further develop our capabilities in the Technology, Business Services and Industrials sectors. The Group has recruited a new director and two new assistant directors, to expand execution capacity and enable others to focus on origination.

Progress on business combination

The Group continues to develop the revenue synergies from the business combination in December 2018, and notable progress includes:

-- The debt team, which previously performed lender education for sell-side mandates and raised debt for private companies, has been expanded to a team of three who are aiming to provide services to the Group's existing client base as well as its historic services. The team are winning mandates and are currently executing two transactions on behalf of quoted companies as well as providing a point of differentiation in winning new retained clients

-- We have two sale mandates on behalf of public companies that are retained clients of the ECM division

   --     The introduction of several opportunities from Oaklins 
   --     The ability to offer dual track mandates 

The Group's combination of services is attractive to a number of markets and we have appointed an individual to oversee private equity sponsor coverage and develop our relationships in the private equity community. We also continue to focus on improving our ability to track leads more efficiently and to market our services efficiently by investing further in our Client Relationship Management system and the individuals to run it.

Administrative expenses

Costs increased compared to the comparable period as a result of the longer period duration, the cost base assumed from the acquisition of Cavendish, and the additional costs of being a public company. In addition, during the period we continued to invest in existing sectors, new services (including debt) and in the infrastructure to allow us to scale in the future. A substantial proportion of this investment represents the hiring of key individuals and we expect to continue this. The key operating costs of the business are analysed as:

   --      Staff Costs (including bonuses) GBP8.9m 
   --      Data, IT and Settlement GBP1.5m 
   --      Property GBP0.7m 
   --      Depreciation and Amortisation GBP0.2m 
   --      Other GBP1.6m 

Capital and liquidity

The Group retained cash and cash equivalents of GBP5.1m as at 30 September 2019 (31 March 2019: GBP4.7m). The increase in cash represents GBP1.7m of cash generated from operations before working capital movements, a net working capital outflow of GBP0.9m reflecting the bonus payments related to the prior year offset by a reduction in debtors, a reduction in the net market making book of approximately GBP0.6m and receipt of cash from the sale of shares of GBP0.5m received as part payment of fees offset by the payment of tax (GBP0.5m), dividends (GBP0.6m) and rent (GBP0.4m).

The Group has implemented IFRS 16 for the current period, resulting in an increase in the carrying value of Property, Plant and Equipment, and a corresponding creditor. However, as both of the Group's office leases are into their last year, the impact on both the Consolidated Statement of Financial Position and the Consolidated Statement of Comprehensive Income is not material. The Group is continuing to evaluate its premises needs for the future.

Dividend

In line with the dividend policy disclosed in the AIM admission document published on 29 November 2018, the Board intends to pay an interim dividend of 0.42p per share on 8 January 2019 with an associated record date of 20 December 2019 and ex-dividend date of 19 December 2019.

Current trading and outlook

The current trading environment is very difficult which reflects the market environment referred to earlier being further affected by the normal slow-down in activity associated with an upcoming general election. Since the period end the Group has continued to close transactions and win business and has:

   --      Completed the sale of Blayhall Professional to IRIS Software Group 
   --      Signed up 6 new retained corporate clients 
   --      Closed fundraisings for Access Intelligence, Xeros and Avacta 

In our trading update of 8 October 2019, we reported that the Group was well-positioned to meet its full year expectations. At the time of writing we continue to have a pipeline of opportunities that supports a satisfactory outcome to the year but would caution that our ability to execute on this is subject, in our view, to the result of the general election and to market conditions for equity fundraisings returning to a normal level. Within the ECM division there are a limited number of transactions that are not wholly reliant on equity capital fundraisings, alongside a healthy pipeline of PLC strategic advisory work for both retained clients and one-off mandates. On the M&A advisory side the pipeline is strong, and the level of retainers paid is at a high level compared to prior periods although the outturn for this business is reliant on a number of higher value transactions. We cannot control these external factors, but we are confident that our ability to generate a variety of smaller fees from different service lines stands the business in good stead while conditions remain difficult.

Whilst we are mindful of the short-term headwinds we continue to focus on the longer term for the Group where over the last 12 months we have diversified from the Company's almost total reliance on public market activity to one where a good proportion of the Group's revenues are expected to come from outside this area. The Board expects to continue to invest in quality people to grow organically as well as to explore further opportunities to grow in both the financial services sector and wider professional services to complement our existing activities.

Sam Smith

Chief Executive Officer

25 November 2019

Consolidated Statement of Comprehensive Income

 
                                          6 months       5 months   11 months 
                                             ended          ended       ended 
                                      30 September   30 September    31 March 
                                              2019           2018        2019 
                                         Unaudited      Unaudited     Audited 
                                  Note     GBP'000        GBP'000     GBP'000 
 
 Revenue                           2        14,182          9,115      24,516 
 Other operating 
  income                                        25              4          14 
------------------------------   -----  ----------  -------------  ---------- 
 Total income                               14,207          9,119      24,530 
 Administrative expenses           3      (12,857)        (7,772)    (20,264) 
------------------------------   -----  ----------  -------------  ---------- 
 Operating profit before 
  non-recurring items                        1,350          1,347       4,266 
 Non-recurring 
  items                                          -              -     (1,095) 
 Operating 
  profit                                     1,350          1,347       3,171 
 Finance income                                 13             12          28 
-----------------------------    ----- 
 Profit before 
  taxation                                   1,363          1,359       3,199 
 Taxation                                    (276)          (258)       (875) 
 Profit attributable to 
  equity shareholders                        1,087          1,101       2,324 
-------------------------------  -----  ----------  -------------  ---------- 
 Total comprehensive income 
  for the year                               1,087          1,101       2,324 
-------------------------------  -----  ----------  -------------  ---------- 
 
 Earnings per share 
  (pence) 
 Basic                             4          0.68           0.93        1.85 
 Diluted                           4          0.63           0.86        1.65 
 

Consolidated Statement of Financial Position

 
                                       30 September   30 September 
                                               2019           2018   31 March 2019 
                                          Unaudited      Unaudited         Audited 
                                  Note      GBP'000        GBP'000         GBP'000 
 Non-current 
  assets 
 Property, plant 
  and equipment                   6 i)        1,126            279             487 
 Intangible 
  assets                         6 ii)       13,593            232          13,644 
 Financial assets 
  held at fair value                            476            388             691 
 Deferred tax 
  asset                          6 iii)         365              -             428 
 Total non-current 
  assets                                     15,560            899          15,250 
-----------------------------   -------  ----------  -------------  -------------- 
 Current assets 
 Trade and other 
  receivables                    6 iv)        7,757         11,098           8,541 
 Current assets held 
  at fair value                                 533          1,457           1,111 
 Cash and cash equivalents                    5,056          1,250           4,659 
 Total current 
  assets                                     13,346         13,805          14,311 
----------------------------    -------  ----------  -------------  -------------- 
 Total assets                                28,906         14,704          29,561 
----------------------------    -------  ----------  -------------  -------------- 
 
 Non-Current liabilities 
 Provisions                                      58             74              63 
------------------------------  -------  ----------  -------------  -------------- 
 Current liabilities 
 Trade and other 
  payables                                    7,061          7,169           8,065 
 Corporation 
  taxation                                      256            444             498 
 Borrowings                       6 v)            -            944               - 
 Total current liabilities                    7,317          8,557           8,563 
-----------------------------   -------  ----------  -------------  -------------- 
 Equity 
 Share capital                                1,697          1,184           1,688 
 Share premium                                  616            784             575 
 Capital redemption 
  reserve                                         -            452               - 
 Own shares 
  held                           6 vi)      (1,636)        (1,936)         (1,636) 
 EBT reserve                                      -           (62)               - 
 Merger relief 
  reserve                        6 vii)      10,482              -          10,482 
 Share based payments 
  reserve                                       371            305             292 
 Retained earnings                           10,001          5,346           9,534 
 Total equity                                21,531          6,073          20,935 
----------------------------    -------  ----------  -------------  -------------- 
 Total equity and 
  liabilities                                28,906         14,704          29,561 
-----------------------------   -------  ----------  -------------  -------------- 
 

Consolidated Statement of Cash Flows

 
                                           6 months       5 months   11 months 
                                              ended          ended       ended 
                                       30 September   30 September    31 March 
                                               2019           2018        2019 
                                          Unaudited      Unaudited     Audited 
 Cash flows from operating 
  activities                                GBP'000        GBP'000     GBP'000 
 Profit before taxation                       1,363          1,359       3,199 
 Adjustments for: 
 Depreciation                                   495             88         242 
 Amortisation of intangible 
  assets                                         59             16          56 
 Finance income                                (13)           (12)        (28) 
 Share based payments charge                     79             44         100 
 Net fair value gains recognised 
  in profit or loss                            (38)              -       (155) 
 Payments received of non-cash 
  assets                                      (224)              -       (218) 
                                              1,721          1,495       3,196 
 Changes in working capital: 
 Decrease/(increase) in trade 
  and other receivables                         784        (1,856)         778 
 (Decrease)/increase in trade 
  and other payables                        (1,659)            266         109 
 Increase/(decrease) in provisions              (5)              1        (10) 
 Cash generated from operations                 841           (94)       4,073 
 Net cash payments for current 
  asset investments 
 held at fair value through 
  profit or loss                                578          (811)       (465) 
 Tax paid                                     (518)          (112)       (796) 
 Net cash inflow from operating 
  activities                                    901        (1,017)       2,812 
------------------------------------  -------------  -------------  ---------- 
 Cash flows from investing 
  activities 
 Acquisition of subsidiaries, 
  net of cash acquired                            -              -     (3,592) 
 Purchase of property, plant 
  and equipment                                (99)           (39)       (249) 
 Purchase of intangible assets                  (9)           (11)        (30) 
 Proceeds on sale of investments                477              -          70 
 Interest received                             (13)             12          28 
 Net cash (outflow)/inflow 
  from investing activities                     356           (38)     (3,773) 
------------------------------------  -------------  -------------  ---------- 
 Cash flows from financing 
  activities 
 Purchase of own shares by 
  EBT                                             -        (1,260)     (1,260) 
 Sale of own share by EBT                         -              -         693 
 Equity dividends paid                        (557)        (1,181)     (1,635) 
 Proceeds from the issue of 
  new shares net of costs                         -              -       3,665 
 Proceeds from exercise of 
  options                                        50             20         375 
 Lease liabilities payments                   (353)              -           - 
 Proceeds from borrowings                         -            205       (739) 
 Net cash outflow from financing 
  activities                                  (860)        (2,216)       1,099 
------------------------------------  -------------  -------------  ---------- 
 Net increase/(decrease) in 
  cash and cash equivalents                     397        (3,271)         138 
 Cash and cash equivalents 
  at beginning of year                        4,659          4,521       4,521 
 Cash and cash equivalents 
  at end of year                              5,056          1,250       4,659 
------------------------------------  -------------  -------------  ---------- 
 

Consolidated Statement of Changes in Equity

 
                                                                                            Share 
                                                  Capital       Own              Merger     Based 
                             Share     Share   Redemption    Shares       EBT    Relief   Payment   Retained     Total 
                           Capital   Premium      Reserve      Held   Reserve   Reserve   Reserve   Earnings    Equity 
                           GBP'000   GBP'000      GBP'000   GBP'000   GBP'000   GBP'000   GBP'000    GBP'000   GBP'000 
 Balance at 30 April 
  2018                       1,180       768          452     (676)      (54)         -       247      5,418     7,335 
------------------------  --------  --------  -----------  --------  --------  --------  --------  ---------  -------- 
 Total comprehensive 
  income for the 
  period                         -         -            -         -       (8)         -         -      1,109     1,101 
 Transactions with 
  owners: 
 Transfer of own 
  shares                         -         -            -   (1,260)         -         -         -          -   (1,260) 
 Share based payments 
  charge                         -         -            -         -         -         -        58          -        58 
 Dividends                       -         -            -         -         -         -         -    (1,181)   (1,181) 
 Share options exercised         4        16            -         -         -         -         -          -        20 
                                 4        16            -   (1,260)         -         -        58    (1,181)   (2,363) 
------------------------  --------  --------  -----------  --------  --------  --------  --------  ---------  -------- 
 Balance at 30 September 
  2018                       1,184       784          452   (1,936)      (62)         -       305      5,346     6,073 
------------------------  --------  --------  -----------  --------  --------  --------  --------  ---------  -------- 
 Total comprehensive 
  income for the 
  period                         -         -            -         -        62         -         -      1,161     1,223 
 Transactions with 
  owners: 
 Transfer of own 
  shares                         -         -            -       300         -         -         -          -       300 
 Issue of share 
  capital                      134     3,616            -         -         -         -         -          -     3,750 
 Share issue costs               -      (85)            -         -         -         -         -          -      (85) 
 Shares issued as 
  part of the 
 consideration in 
  a business combination       334         -            -         -         -     9,019         -          -     9,353 
 Elimination in 
  share for share 
  acquisition                    -   (1,011)        (452)         -         -     1,463         -          -         - 
 Share premium 
  cancellation                       (3,048)            -         -         -         -         -      3,048         - 
 Share based payments 
  charge                         -         -            -         -         -         -        42          -        42 
 Deferred tax on 
  share based payments           -         -            -         -         -         -         -        378       378 
 Dividends                       -         -            -         -         -         -         -      (454)     (454) 
 Share options exercised        36       319            -         -         -         -      (55)         55       355 
                               504     (209)        (452)       300         -    10,482      (13)      3,027    13,639 
------------------------  --------  --------  -----------  --------  --------  --------  --------  ---------  -------- 
 Balance at 31 March 
  2019                       1,688       575            -   (1,636)         -    10,482       292      9,534    20,935 
------------------------  --------  --------  -----------  --------  --------  --------  --------  ---------  -------- 
 Total comprehensive 
  income for the 
  period                         -         -            -         -         -         -         -      1,087     1,087 
 Transactions with 
  owners: 
 Share based payments 
  charge                         -         -            -         -         -         -        79          -        79 
 Deferred tax on 
  share based payments           -         -            -         -         -         -         -       (63)      (63) 
 Dividends                       -         -            -         -         -         -         -      (557)     (557) 
 Share options exercised         9        41            -         -         -         -         -          -        50 
                                 9        41            -         -         -         -        79      (620)     (491) 
------------------------  --------  --------  -----------  --------  --------  --------  --------  ---------  -------- 
 Balance at 30 September 
  2019                       1,697       616            -   (1,636)         -    10,482       371     10,001    21,531 
------------------------  --------  --------  -----------  --------  --------  --------  --------  ---------  -------- 
 

Notes to the Financial Statements

Unaudited for the 6 months ended 30 September 2019

   1.    Basis of preparation 

finnCap Group plc (the "Company") is a public limited company, limited by shares, incorporated and domiciled in England and Wales. The Company was incorporated on 28 August 2018. The registered office of the Company is at 60 New Broad Street, London, EC2M 1JJ, United Kingdom. The registered company number is 11540126. The Company is listed on the AIM market of the London Stock Exchange.

The Interim Financial Statements comparatives include the performance of finnCap Ltd for 11 months (due to the alignment of year ends), and for Cavendish for just under four months (since the date of its acquisition). The 5 months ended 30 September 2018 include only the results of finnCap Ltd as this period was before the formation of the Group.

These consolidated Interim Financial Statements have been prepared in accordance with AIM Rule 18. The financial information contained in the Interim Financial Statements is unaudited and does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006.

The statutory accounts for the 11 months ended 31 March 2019 have been delivered to the Registrar of Companies. The statutory accounts have been prepared in accordance with International Financial Reporting Standards and International Accounting Standards as adopted by the European Union and the IFRS Interpretation Committee interpretations (collectively IFRSs), and in accordance with applicable law. The Independent Auditor's Report to the members of finnCap Group plc contained no qualification or statement under section 498 (2) or (3) of the Companies Act 2006.

These consolidated Interim Financial Statements contain information about the Group and have been prepared on a historical cost basis except for certain financial instruments which are carried at fair value. Amounts are rounded to the nearest thousand, unless otherwise stated and are presented in pounds sterling, which is the currency of the primary economic environment in which the Group operates.

The preparation of these Interim Financial Statements requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies. Judgements and estimates used in these Interim Financial Statements have been applied on a consistent basis with those used in the statutory accounts for the 11 months ended 31 March 2019.

The Directors believe that the company has adequate resources to continue trading for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Interim Financial Statements.

The Group adopted IFRS 16 using the modified retrospective approach, with recognition of transitional adjustments on the date of initial application (1 April 2019), without restatement of comparative figures. On adoption of IFRS 16, the Group recognised right-of-use assets and lease liabilities in relation to leases of office space, which had previously been classified as operating leases. The Group has elected not to recognise right-of-use assets and lease liabilities for some leases of low value assets based on the value of the underlying asset.

The lease liabilities were measured at the present value of the remaining lease payments, discounted using the Group's incremental borrowing rate as at 1 April 2019. The Group's incremental borrowing rate is the rate at which a similar borrowing could be obtained from an independent creditor under comparable terms and conditions. A right-of-use asset and lease liability of GBP1,034k were recognised at 1 April 2019. The current period includes depreciation of GBP354k that would have been recognised as an operating lease expense in the prior period.

   2.    Segmental reporting 

The Group is managed as an integrated full-service financial services group and the different revenue streams are considered to have similar financial characteristics. Consequently, the Group is managed as one business unit.

The trading operations of the Group comprise of Corporate Advisory and Broking, M&A Advisory and Institutional Stockbroking. The Group's revenues are derived from activities conducted in the UK. All assets of the Group reside in the UK.

 
                                       6 months       5 months   11 months 
                                          ended          ended       ended 
                                   30 September   30 September    31 March 
                                           2019           2018        2019 
                                      Unaudited      Unaudited     Audited 
                                        GBP'000        GBP'000     GBP'000 
 Revenues 
 Retainers                                3,172          2,601       5,922 
 Fundraising 
  and advisory 
  transactions                            4,268          4,698      11,950 
 Corporate advisory 
  and broking                             7,440          7,299      17,872 
 Sell Side M&A advisory                   4,975              -       3,229 
 Institutional Stockbroking               1,767          1,816       3,415 
 Total Revenue                           14,182          9,115      24,516 
-----------------------------     -------------  -------------  ---------- 
 
 Services transferred at 
  a point in time                        10,154          5,610      16,891 
 Services transferred over 
  a period of time                        4,028          3,505       7,625 
 Total Revenue                           14,182          9,115      24,516 
-----------------------------     -------------  -------------  ---------- 
 
   3.    Expenses by Nature 
 
                                      6 months       5 months       11 months 
                                         ended          ended           ended 
                                  30 September   30 September 
                                          2019           2018   31 March 2019 
                                     Unaudited      Unaudited         Audited 
                                       GBP'000        GBP'000         GBP'000 
 
 Employee benefit 
  expense                                8,859          5,437          12,829 
 Non-employee 
 costs                                   3,998          2,335           7,435 
 Total administrative 
  expenses                              12,857          7,772          20,264 
-----------------------------    -------------  -------------  -------------- 
 
 Total number of employees                 137             90             106 
-----------------------------    -------------  -------------  -------------- 
 
   4.    Earnings per share 
 
                                        6 months       5 months       11 months 
                                           ended          ended           ended 
                                    30 September   30 September 
                                            2019           2018   31 March 2019 
                                       Unaudited      Unaudited         Audited 
                                         GBP'000        GBP'000         GBP'000 
 Earnings per 
  share 
 Number of 
  shares 
 Weighted average number of shares for 
  the purposes 
 of basic earnings 
  per share                          158,976,251    118,351,283     125,845,121 
-------------------------------   --------------  -------------  -------------- 
 Weighted average dilutive effect of 
  conditional share 
 awards                               14,040,237      9,749,612      14,927,048 
                                  --------------  -------------  -------------- 
 Weighted average number of shares for 
  the purposes 
 of diluted earnings 
  per share                          173,016,488    128,100,896     140,772,169 
-------------------------------   --------------  -------------  -------------- 
 
 Profit per ordinary 
  share (pence) 
 Basic profit per 
  ordinary share                            0.68           0.93            1.85 
 Diluted profit per 
  ordinary share                            0.63           0.86            1.65 
-------------------------------   --------------  -------------  -------------- 
 

The shares held by the Group's Employee Benefit Trust have been excluded from the calculation of earnings per share.

The earnings per share for the 11 months ended 31 March 2019 is reported after charging the non-recurring costs from the IPO and acquisition of Cavendish, which equate to 0.87p per share.

   5.    Dividends 
 
                                     6 months       5 months   11 months 
                                        ended          ended       ended 
                                 30 September   30 September    31 March 
                                         2019           2018        2019 
                                    Unaudited      Unaudited     Audited 
                                      GBP'000        GBP'000     GBP'000 
 
 Dividends proposed and paid 
 during the year                          557          1,181       1,635 
---------------------------------  ----------  -------------  ---------- 
 Dividends per share                    0.35p          1.05p       1.38p 
---------------------------------  ----------  -------------  ---------- 
 
   6.    Balance Sheet items 
   i)             Plant, property and equipment 

In accordance with IFRS 16, a right-of-use asset and lease liability of GBP1,034k has been recognised at the start of the period and a depreciation charge against profit based on the remaining term. At the reporting date the remaining balance was GBP690k.

   ii)            Intangible assets 

Intangible assets include goodwill of GBP13,335,000 recognised on the acquisition of all the share capital of Cavendish Corporate Finance (UK) Limited and all the partnership rights of Cavendish Corporate Finance LLP on the 5(th) December 2018.

   iii)          Deferred tax asset 

Deferred taxation for the Group relates to timing differences on the taxation relief on the exercise of options. The amount of the asset is determined using tax rates that have been enacted or substantively enacted when the deferred tax assets are expected to be recovered.

   iv)           Trade and other receivables 

Trade and other receivables principally consist of amounts due from client, brokers and other counterparties.

   v)            Borrowings 

The overdraft balance at 30 September 2018 related to the funding of unsettled trades by Pershing through our Model A Settlement Agreement. As at 30 September 2019, there was no such balance.

   vi)           Own shares held 

The value of own shares held is the cost of shares purchased the Group's Employee Benefit Trust. The Trust was established with the authority to acquire shares in finnCap Group plc and is funded by the Group.

   vii)         Merger relief reserve 

The merger relief reserve represents:

-- the difference between net book value of finnCap Ltd and the nominal value of the shares issued due to the share for share exchange on the acquisition of finnCap Ltd. Upon consolidation, part of the merger reserve was eliminated to recognise the pre-acquisition share premium and capital redemption reserve of finnCap Ltd; and

-- the difference between the fair value and nominal value of shares issued for the acquisition of Cavendish Corporate Finance (UK) Limited and Cavendish Corporate Finance LLP.

This reserve is not distributable.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

IR LFFFILSLSFIA

(END) Dow Jones Newswires

November 25, 2019 02:00 ET (07:00 GMT)

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