TIDMBEG

RNS Number : 5083V

Begbies Traynor Group PLC

14 December 2021

14 December 2021

Begbies Traynor Group plc

Half year results

for the six months ended 31 October 2021

"Strong first half performance and confidence in full year outlook"

Begbies Traynor Group plc (the 'company' or the 'group'), the business recovery, financial advisory and property services consultancy, today announces its half year results for the six months ended 31 October 2021.

Financial overview

 
                                 2021    2020 
                                 GBPm    GBPm 
-----------------------------  ------  ------ 
 Revenue                         52.3    37.5 
 Adjusted profit before tax* 
  **                              8.0     5.0 
 Profit before tax                2.7     0.5 
-----------------------------  ------  ------ 
 Adjusted basic EPS* *** 
  (p)                             4.1     3.1 
 Basic EPS (p)                  (0.2)   (0.3) 
 Interim dividend (p)             1.1     1.0 
-----------------------------  ------  ------ 
 Net cash                         1.2     0.7 
-----------------------------  ------  ------ 
 

Highlights

   --      Strong financial performance, reflects benefit and integration of recent acquisitions 

o Maintains track record of growth in revenue and adjusted earnings

   --      Revenue growth of 39% with increased operating margins to 16.0% (2020: 14.4%) 

-- Strong adjusted profit before tax growth of 60%; statutory profit before tax reflects increased non-cash amortisation costs, and transaction costs, from recent acquisitions

   --      Significant growth in segmental revenue and profits 

o Business recovery and financial advisory reported material growth: recent acquisitions in line with expectations; organic activity reflected suppressed market, as expected; advisory and transactional teams performed well

o Property advisory and transactional services: performance improved from lockdown impacted prior period

   --      Continued to expand the scale and capabilities of the group 

o Acquired MAF Finance Group (finance brokerage) in May 2021, which complements existing advisory and transactional services

o Acquired the team from Fernie Greaves Chartered Surveyors in October 2021, who joined our existing Eddisons Sheffield office

   --      10% increase in the interim dividend, building on the increases of the previous four years 

-- Strong balance sheet and significant levels of headroom within our committed bank facilities enable continued investment in organic and acquisition opportunities

Current trading and outlook

-- Results for the full year expected to be in line with current market expectations****, which will represent a year of significant growth

o As previously guided, we expect a second half weighting as a result of an anticipated increase in market insolvency levels over the remainder of the financial year

   --      Q3 trading update will be issued in early March 2022 

Commenting on the results, Ric Traynor, Executive Chairman of Begbies Traynor Group, said:

"I am pleased to report a strong financial performance in the period, which is testament to the benefit and integration of our recent acquisitions and maintains our track record of growth in revenue and adjusted earnings. This strong performance, and an anticipated increase in national insolvency numbers following the removal of the Government's pandemic support measures, leaves us confident of delivering market expectations**** for the full year.

"We have a strong platform for growth, and we continue to progress a pipeline of acquisition opportunities, which together with organic growth initiatives across the group, will enable us to build upon our track record and we remain confident in our outlook for the current year and beyond."

* The board uses adjusted performance measures to provide meaningful information on the performance of the business. The items excluded from our adjusted results are those which arise due to acquisitions in accordance with IFRS 3. They are not influenced by the day-to-day operations of the group.

** Profit before tax of GBP2.7m (2020: GBP0.5m) plus amortisation of intangible assets arising on acquisitions of GBP2.6m (2020: GBP1.5m) plus transaction costs of GBP2.7m (2020: GBP3.1m).

*** See reconciliation in note 5.

**** Current range of analyst forecasts for adjusted PBT of GBP17.0m-GBP18.5m (as compiled by the group)

There will be a webcast and conference call for analysts today at 9:00am. Please contact Florence Mayo via begbies@mhpc.com or on 020 3128 8572 if you would like to receive details.

Enquiries please contact:

Begbies Traynor Group plc 0161 837 1700

Ric Traynor - Executive Chairman

Nick Taylor - Group Finance Director

Canaccord Genuity Limited 020 7523 8350

(Nominated Adviser and Joint Broker)

Adam James / Patrick Dolaghan

Shore Capital 020 7408 4090

(Joint Broker)

Malachy McEntyre / Mark Percy / Anita Ghanekar / James Thomas

MHP Communications 020 3128 8572

Reg Hoare / Katie Hunt / Florence Mayo begbies@mhpc.com

Notes to editors

Begbies Traynor Group plc is a leading business recovery, financial advisory and property services consultancy, providing services nationally from a comprehensive network of UK locations. The group has 990 staff and partners and the professional staff include licensed insolvency practitioners, accountants, chartered surveyors and lawyers.

The group's services include:

-- Corporate and personal insolvency - we handle the largest number of corporate insolvency appointments in the UK, principally serving the mid-market and smaller companies.

-- Financial advisory - Debt advisory, due diligence and transactional support, accelerated corporate finance, pensions advisory, business and financial restructuring, forensic accounting and investigations, finance broking.

   --      Corporate finance - buy and sell side support on corporate transactions. 
   --      Valuations - valuation of property, businesses, machinery and business assets. 

-- Property consultancy, planning and management - building consultancy, commercial property management, specialist insurance and vacant property risk management, transport planning and design.

-- Transactional services - sale of property, machinery and other business assets through physical and online auctions; business sales agency; commercial property agency.

Further information can be accessed via the group's website at www.begbies-traynorgroup.com/investor-relations.

CHAIRMAN'S STATEMENT

INTRODUCTION

I am pleased to report a strong financial performance in the first six months of our financial year, which is testament to the benefit and integration of our recent acquisitions and maintains our track record of growth in revenue and adjusted earnings.

The Government's financial support measures, which have been in place since the start of the pandemic, have progressively been withdrawn over the period, with the final measures scheduled to end in March 2022. As a result, insolvency numbers have increased over the last six months and have now returned to pre-pandemic levels*. The increases to date have principally been from increased liquidations (which are typically insolvencies of smaller companies). Although administrations (which are typically larger and more complex instructions) have increased in recent months from the record low levels, they remain much lower than pre-pandemic levels.

Both of our operating divisions have delivered a strong performance in the six months, with significant growth in segmental revenue and profits.

The business recovery and financial advisory division has reported material growth in the period. The prior year acquisitions have performed in line with expectations and have been integrated as planned. Organic activity levels have reflected the suppressed market dynamics in the six months as expected. Our corporate finance team had a successful six months of deal completions and has a strong pipeline of transactions for the second half of our financial year. The MAF Finance Group acquisition (completed in May 2021) has delivered results in line with expectations, with synergy and cross selling opportunities being identified as the business has been integrated into the group.

The property advisory and transactional services division performed well and achieved year on year growth in revenue and profit (inclusive of acquisitions) from an improved trading performance compared to the lockdown impacted comparative period.

We have a strong balance sheet and significant levels of headroom within our committed bank facilities, which ensures we are well placed to continue to invest in our successful growth strategy.

* Insolvency Service - monthly insolvency statistics October 2021 published 16 November 2021

RESULTS

Group revenue in the half year ended 31 October 2021 increased by 39% to GBP52.3m (2020: GBP37.5m). Operating margins increased in the period to 16.0% (2020: 14.4%), resulting in a 60% increase in adjusted* profit before tax** to GBP8.0m (2020: GBP5.0m). Statutory profit before tax was GBP2.7m (2020: GBP0.5m), reflecting an increase in non-cash amortisation costs from recent acquisitions to GBP2.6m (2020: GBP1.5m) and transaction costs of GBP2.7m (2020: GBP3.1m).

Adjusted* basic earnings per share*** increased by 32% to 4.1p (2020: 3.1p).

Statutory results for the period reflect a one-off non-cash deferred tax charge of GBP1.8m, following the legislation to increase the UK corporation tax rate to 25% being enacted, giving a loss after tax of GBP0.3m (2020: loss GBP0.3m). Basic loss per share was 0.2p (2020: 0.3p).

Net cash as at 31 October 2021 was GBP1.2m (30 April 2021: GBP3.0m, 31 October 2020: GBP0.7m), after GBP3.5m of acquisition and deferred consideration payments in the period.

* The board uses adjusted performance measures to provide meaningful information on the performance of the business. The items excluded from our adjusted results are those which arise due to acquisitions in accordance with IFRS 3. They are not influenced by the day-to-day operations of the group.

** Profit before tax of GBP2.7m (2020: GBP0.5m) plus amortisation of intangible assets arising on acquisitions of GBP2.6m (2020: GBP1.5m) plus transaction costs of GBP2.7m (2020: GBP3.1m).

*** See reconciliation in note 5.

DIVID

The board is pleased to declare a 10% increase in the interim dividend to 1.1p (2020: 1.0p), which builds on the increases over the previous four years and reflects our confidence in sustaining our financial track record and the group's financial position and prospects. We remain committed to a long-term progressive dividend policy, which takes account of the group's earnings growth, our investment plans and cash requirements, together with the market outlook.

The interim dividend will be paid on 6 May 2022 to shareholders on the register on 8 April 2022, with an ex-dividend date of 7 April 2022.

OUTLOOK

The group's strong financial performance in the first six months leaves the board confident of delivering market expectations* for the full year, which will represent a year of significant growth.

As stated above, national insolvency numbers have increased over the period, as the Government's pandemic support measures have been removed. As previously guided, we expect our results will have a second half weighting, as we anticipate insolvency activity will continue to increase over the remainder of our financial year (to 30 April 2022).

Following our recent acquisitions and organic development of the group, our broad range of complementary services provide a strong platform for growth. We continue to progress a pipeline of acquisition opportunities, which together with organic growth initiatives across the group, will enable us to build upon our track record and we remain confident in our outlook for the current year and beyond.

We will provide an update on third quarter trading in early March 2022.

* current range of analyst forecasts for adjusted PBT of GBP17.0m-GBP18.5m (as compiled by the group)

Ric Traynor

Executive chairman

14 December 2021

BUSINESS REVIEW

OPERATING REVIEW

Business recovery and financial advisory

Financial summary

Revenue in the period increased by 48% to GBP38.7m (2020: GBP26.1m), principally from the first-time contribution from acquisitions (GBP13.2m), partially offset by lower organic revenues (GBP0.6m), which reflects the market dynamics in the period of an increased volume of lower value cases.

Segmental profits for the period increased by 47% to GBP9.7m (2020: GBP6.6m), with operating margins broadly maintained at 25.1%. Operating costs increased by 48% to GBP28.9m (2020: GBP19.5m), due to the addition of the operating costs of the acquired businesses.

Operating review

The strong financial performance in the period reflects the benefit and integration of the acquisitions in the division completed since January 2021.

The CVR (January 2021) and DRP (March 2021) acquisitions have significantly increased the scale of our insolvency business, notably in the key London marketplace. The integration of both businesses was completed on target with local teams being merged into common locations. Both acquisitions have performed well and in line with expectations.

The MAF Finance Group, which was acquired in May 2021, is a finance brokerage supporting its clients through arranging facilities for investment in new asset purchases together with refinancing existing facilities. Finance broking complements our advisory and transactional services and will deepen our relationship with banks and other lenders. Results for the first six months post acquisition are in line with expectations and synergy and cross selling opportunities have been identified as the business has been integrated into the group.

On an organic basis, the results reflect the market challenges we have experienced since the start of the pandemic, where Government financial support measures have materially impacted market volumes. Although insolvency volumes over the six-month period have increased, this has largely been in liquidations of smaller companies. The business has performed well against these market headwinds and increased its market share by volume over the period to 14% from 10% last year, benefitting from both organic and acquired growth, across both liquidations and administrations.

The insolvency order book increased to GBP29.0m as at 31 October 2021 (30 April 2021: GBP28.3m, 31 October 2020 GBP20.9m), reflecting the benefit of acquisitions and our continued market share gains, and giving confidence on future revenue levels.

Our corporate finance team had a successful six months of deal completions and has a strong pipeline of transactions for the second half of our financial year.

Insolvency market

As we have previously reported, the Government's support measures had a significant impact on insolvency volumes over the course of the pandemic, from both financial support and temporary changes in legislation. The number of corporate insolvencies in the 12 months ended 30 September 2021* decreased by 10% to 12,456 (2020: 13,767), or 26% compared to the pre-pandemic position of 16,826 in the 12 months ended 30 September 2019.

Over the course of the last six months the majority of the support has been removed, with the final measures scheduled to end in March 2022. This has resulted in an increase in insolvencies to 3,765 in Q3 of calendar 2021 from a low point of 2,374 in Q1 of calendar 2021.

This increase has largely been from increased numbers of liquidations (which typically represent insolvencies of smaller companies), where the volume of appointments has recently returned to pre-pandemic levels. Although the number of administrations (which typically involve larger and more complex instructions) has increased in recent months, they are currently much lower than pre-pandemic levels. We have increased our share (by volume) of both market segments in the year.

*Source: The Insolvency Service quarterly statistics on the number of corporate insolvencies (excluding compulsory liquidations) in England and Wales on a seasonally adjusted basis.

Property advisory and transactional services

Financial summary

Revenue in the period increased by 19% to GBP13.6m (2020: GBP11.4m), reflecting the recovery in activity levels compared to the lockdown impacted comparative period (GBP1.6m) and the first-time contribution from acquisitions (GBP0.6m).

Segmental profits for the period increased by 50% to GBP2.4m (2020: GBP1.6m), with operating margins improving to 17.6% (2020: 14.0%). Operating costs increased to GBP11.2m (2020: GBP9.7m), which reflects the normalisation of the cost base (following short-term cost reductions in place during the comparative period) and acquisitions.

Operating review

The period saw the maintained recovery of the service lines which had been adversely impacted by lockdown in the comparative period. Other service lines continued to deliver financial performance in line with expectations. We have continued to invest in the recruitment of fee earners, in both our transactional and advisory services, to strengthen our client offer in key areas. This has broadened our client base which is further enhanced by increased opportunities from public sector frameworks.

The HNG acquisition (completed February 2021) has enhanced our property management, agency and lease advisory services. The team has now been fully integrated into the division, having merged with the original Eddisons team in London. Its contribution is likely to be second half weighted reflecting a number of current projects.

In October 2021, we expanded our operations in South Yorkshire through the acquisition of the team from Fernie Greaves Chartered Surveyors who have joined our existing Sheffield team. This acquisition has broadened our reach across South Yorkshire and the East Midlands.

We continue to seek opportunities to invest in the division through senior recruitment, in addition to seeking further acquisitions.

FINANCE REVIEW

Financial summary

 
                                              2021   2020 
                                              GBPm   GBPm 
 
Revenue                                       52.3   37.5 
-------------------------------------------  -----  ----- 
Operating profit (before transaction costs 
 and amortisation)                             8.4    5.4 
Finance costs                                (0.4)  (0.4) 
-------------------------------------------  -----  ----- 
Adjusted profit before tax                     8.0    5.0 
Transaction costs                            (2.7)  (3.1) 
Amortisation of intangible assets arising 
 on acquisitions                             (2.6)  (1.5) 
-------------------------------------------  -----  ----- 
Profit before tax                              2.7    0.5 
Tax on profits on ordinary activities        (1.2)  (0.8) 
Deferred tax charge due to change in tax 
 rate                                        (1.8)      - 
-------------------------------------------  -----  ----- 
Statutory loss for the period                (0.3)  (0.3) 
-------------------------------------------  -----  ----- 
 

Operating result (before transaction costs and amortisation)

Revenue in the period increased by GBP14.8m to GBP52.3m (2020: GBP37.5m), an overall increase of 39% (36% acquired).

 
                                           Revenue (GBPm)           Profit (GBPm) 
                                        2021   2020    growth    2021    2020   growth 
-------------------------------------  -----  -----  --------  ------  ------  ------- 
 Business recovery and financial 
  advisory                              38.7   26.1       48%     9.7     6.6      47% 
 Property advisory and transactional 
  services                              13.6   11.4       19%     2.4     1.6      50% 
 Shared and central costs                  -      -         -   (3.6)   (2.7)      33% 
-------------------------------------  -----  -----  --------  ------  ------  ------- 
 Total                                  52.3   37.5       39%     8.4     5.4      53% 
-------------------------------------  -----  -----  --------  ------  ------  ------- 
 

Operating margins increased in the period to 16.0% (2020: 14.4%), reflecting the recovery in margins in property and transactional services (as noted in the operating review), together with shared and central costs reducing as a percentage of group revenue to 6.9% (2020: 7.2%).

Adjusted profit before tax increased by 60% to GBP8.0m (2020: GBP5.0m) in the period from the increased operating profit, with finance costs in line with the prior period.

Tax

The overall tax charge for the period was GBP3.0m (2020: GBP0.8m) as detailed below:

 
                                    2021                                   2020 
                     Profit     Tax   Profit   Effective    Profit     Tax   Profit   Effective 
                     before            after        rate    before            after        rate 
                        tax              tax                   tax              tax 
                       GBPm    GBPm     GBPm                  GBPm    GBPm     GBPm 
-----------------  --------  ------  -------  ----------  --------  ------  -------  ---------- 
 Adjusted               8.0   (1.7)      6.3         21%       5.1   (1.1)      4.0         21% 
 Transaction 
  costs               (2.7)       -    (2.7)           -     (3.1)       -    (3.1)           - 
 Amortisation         (2.6)     0.5    (2.1)         19%     (1.5)     0.3    (1.2)         19% 
-----------------  --------  ------  -------  ----------  --------  ------  -------  ---------- 
 Tax on ordinary 
  activities            2.7   (1.2)      1.5         43%       0.5   (0.8)    (0.3)        160% 
 Deferred 
  tax charge 
  from change 
  in rate                 -   (1.8)    (1.8)           -         -       -        -           - 
 Statutory              2.7   (3.0)    (0.3)        107%       0.5   (0.8)    (0.3)        172% 
-----------------  --------  ------  -------  ----------  --------  ------  -------  ---------- 
 

The adjusted tax rate of 21% is based on the expected rate for the full year.

The deferred tax charge of GBP1.8m is a one-off non-cash charge, resulting from an increase in deferred tax liabilities following the legislation to increase the UK corporation tax rate to 25% being enacted during the period.

Earnings per share

Adjusted basic earnings per share* increased by 32% to 4.1p (2020: 3.1p).

Statutory results for the period, reflect the one-off non-cash deferred tax charge noted above and non-cash transaction costs and amortisation, giving a basic loss per share of 0.2p (2020: loss per share 0.3p).

* See reconciliation in note 5

Partners and employees

The average number of full-time equivalent (FTE) partners and staff working in the group increased due to both acquisitions and organic investment.

 
                                       2021                                                 2020 
                      Business          Property     Shared   Total     Business           Property     Shared   Total 
                      recovery          advisory        and             recovery           advisory        and 
                 and financial               and    support                  and                and    support 
                      advisory     transactional      teams            financial      transactional      teams 
                                        services                        advisory           services 
-------------  ---------------  ----------------  ---------  ------  -----------  -----------------  ---------  ------ 
 Partners                   85                 -          -      85           63                  -          -      63 
 Staff                     400               260          -     660          254                230          -     484 
-------------  ---------------  ----------------  ---------  ------  -----------  -----------------  ---------  ------ 
 Fee earners               485               260          -     745          317                230          -     547 
 Support 
  teams                     64                10         76     150           39                  5         65     109 
-------------  ---------------  ----------------  ---------  ------  -----------  -----------------  ---------  ------ 
 Total                     549               270         76     895          356                235         65     656 
-------------  ---------------  ----------------  ---------  ------  -----------  -----------------  ---------  ------ 
 

The ratio of our support teams to fee earning partners and staff is maintained at 5.0 (2020: 5.0).

Financing

The group has maintained its strong financial position with net cash of GBP1.2m as at 31 October 2021 (30 April 2021: GBP3.0m, 31 October 2020: GBP0.7m), after GBP3.5m of acquisition and deferred consideration payments in the period. We have significant levels of headroom within our bank facilities which are committed until August 2023 and comprise a GBP25m unsecured, committed revolving credit facility and a GBP5m uncommitted acquisition facility. During the period, all bank covenants were comfortably met.

Free cash flow in the period reduced to GBP3.1m (2020: GBP6.0m). Net cash from operating activities in the period was GBP4.9m (2020: GBP7.5m) reflecting increased adjusted pre-tax profits of GBP3.0m offset by increased tax payments (GBP0.6m) and working capital (GBP2.6m). Furthermore, prior year cash flow benefitted from GBP2.7m of deferred VAT payments (which were settled in the second half of the year).

Cash flow in the period is summarised as follows:

 
                                              2021   2020 
                                              GBPm   GBPm 
 
Net cash from operating activities (before 
 deemed remuneration)                          5.4    7.5 
Capital expenditure                          (0.4)  (0.3) 
Capital element of lease payments            (1.8)  (1.2) 
-------------------------------------------  -----  ----- 
Free cash flow                                 3.2    6.0 
Acquisition payments                         (2.2)  (0.4) 
Deferred consideration payments              (1.3)  (1.1) 
Dividends                                    (1.5)  (1.1) 
Net cash (outflow) inflow                    (1.8)    3.4 
-------------------------------------------  -----  ----- 
 

Net assets

Net assets as at 31 October 2021 were GBP83.1m, compared to GBP86.3m as at 30 April 2021. The movement represents an increase of GBP6.3m from post-tax adjusted earnings and GBP1.7m from the issue of new shares; offset by dividends of GBP4.6m, the post-tax impact of acquisition-related transaction and amortisation costs of GBP4.8m and a one-off

non-cash deferred tax charge of GBP1.8m as noted above.

   Ric Traynor                                                                          Nick Taylor 
   Executive chairman                                                          Group finance director 
   14 December 2021                                                            14 December 2021 
 
 Consolidated statement of comprehensive 
  income 
                                                  Six months    Six months        Year 
                                                       ended         ended       ended 
                                                  31 October    31 October    30 April 
                                                        2021          2020        2021 
                                                 (unaudited)   (unaudited)   (audited) 
                                          Note       GBP'000       GBP'000     GBP'000 
---------------------------------------  -----  ------------  ------------  ---------- 
 Revenue                                   2          52,268        37,493      83,831 
 Direct costs                                       (30,196)      (21,876)    (48,281) 
---------------------------------------  -----  ------------  ------------  ---------- 
 Gross profit                                         22,072        15,617      35,550 
 Other operating income                                   99           114         179 
 Administrative expenses                            (19,065)      (14,841)    (32,939) 
---------------------------------------  -----  ------------  ------------  ---------- 
 Operating profit before amortisation 
  and transaction costs                    2           8,441         5,468      12,394 
 Transaction costs                         3         (2,686)       (3,099)     (6,546) 
 Amortisation of intangible assets 
  arising on acquisitions                            (2,649)       (1,479)     (3,058) 
---------------------------------------  -----  ------------  ------------  ---------- 
 Operating profit                                      3,106           890       2,790 
 Finance costs                             4           (413)         (439)       (883) 
 Profit before tax                                     2,693           451       1,907 
---------------------------------------  -----  ------------  ------------  ---------- 
 Tax on profits on ordinary activities               (1,207)         (775)     (1,754) 
 Deferred tax charge due to change                   (1,817)             -           - 
  in tax rate 
---------------------------------------  -----  ------------  ------------  ---------- 
 Total tax charge                                    (3,024)         (775)     (1,754) 
---------------------------------------  -----  ------------  ------------  ---------- 
 (Loss) profit and total comprehensive 
  (loss) income for the period                         (331)         (324)         153 
---------------------------------------  -----  ------------  ------------  ---------- 
 Earnings per share 
 Basic                                     5          (0.2)p        (0.3)p        0.1p 
 Diluted                                   5          (0.2)p        (0.2)p        0.1p 
---------------------------------------  -----  ------------  ------------  ---------- 
 

All of the profit and comprehensive income for the period is attributable to equity holders of the parent.

 
 Consolidated statement of changes 
  in equity 
 
 For the six months ended 31 October       Share      Share     Merger       Capital    Retained     Total 
  2021 (unaudited)                       capital    premium    reserve    redemption    earnings    equity 
                                                                             reserve 
                                         GBP'000    GBP'000    GBP'000       GBP'000     GBP'000   GBP'000 
-------------------------------------  ---------  ---------  ---------  ------------  ----------  -------- 
 At 1 May 2021                             7,547     29,325     25,974           304      23,100    86,250 
 Total comprehensive income for 
  the period                                   -          -          -             -       (331)     (331) 
 Dividends                                     -          -          -             -     (4,553)   (4,553) 
 Shares issued as consideration 
  for acquisitions                            42          -        958             -           -     1,000 
 Credit to equity for equity-settled 
  share-based payments                         -          -          -             -         717       717 
 Other share options                          21         10          -             -           -        31 
-------------------------------------  ---------  ---------  ---------  ------------  ----------  -------- 
 At 31 October 2021                        7,610     29,335     26,932           304      18,933    83,114 
-------------------------------------  ---------  ---------  ---------  ------------  ----------  -------- 
 
 
 For the six months ended 31 October       Share      Share     Merger       Capital    Retained     Total 
  2020 (unaudited)                       capital    premium    reserve    redemption    earnings    equity 
                                                                             reserve 
                                         GBP'000    GBP'000    GBP'000       GBP'000     GBP'000   GBP'000 
-------------------------------------  ---------  ---------  ---------  ------------  ----------  -------- 
 At 1 May 2020                             6,386     29,459     23,927           304       5,495    65,571 
 Total comprehensive income for the 
  period                                       -          -          -             -       (324)     (324) 
 Dividends                                     -          -          -             -     (3,579)   (3,579) 
 Transfer from share premium account           -   (20,000)          -             -      20,000         - 
 Credit to equity for equity-settled 
  share-based payments                         -          -          -             -         287       287 
 Other share options                           1          -          -             -         (1)         - 
 At 31 October 2020                        6,387      9,459     23,927           304      21,878    61,955 
-------------------------------------  ---------  ---------  ---------  ------------  ----------  -------- 
 
 
 For the year ended 30 April 2021              Share      Share     Merger       Capital    Retained     Total 
  (audited)                                  capital    premium    reserve    redemption    earnings    equity 
                                                                                 reserve 
                                             GBP'000    GBP'000    GBP'000       GBP'000     GBP'000   GBP'000 
-----------------------------------------  ---------  ---------  ---------  ------------  ----------  -------- 
 At 1 May 2020                                 6,386     29,459     23,927           304       5,495    65,571 
 Total comprehensive income for the 
  period                                           -          -          -             -         153       153 
 Dividends                                         -          -          -             -     (3,579)   (3,579) 
 Transfer from share premium account               -   (20,000)          -             -      20,000         - 
 Credit to equity for equity-settled 
  share-based payments                             -          -          -             -       1,031     1,031 
 Shares issued as consideration for 
  acquisitions                                    95          -      1,905             -           -     2,000 
 Shares issued as deferred consideration           8          -        142             -           -       150 
 Placing shares issued                         1,043     19,852          -             -           -    20,895 
 Other share options                              15         14          -             -           -        29 
-----------------------------------------  ---------  ---------  ---------  ------------  ----------  -------- 
 At 30 April 2021                              7,547     29,325     25,974           304      23,100    86,250 
-----------------------------------------  ---------  ---------  ---------  ------------  ----------  -------- 
 
 
 Consolidated balance sheet 
                                              31 October     31 October     30 April 
                                                    2021           2020         2021 
                                             (unaudited)    (unaudited)    (audited) 
                                     Note        GBP'000        GBP'000      GBP'000 
----------------------------------  -----  -------------  -------------  ----------- 
 Non-current assets 
 Intangible assets                                77,348         58,289       77,637 
 Property, plant and equipment                     1,900          1,715        2,069 
 Right of use assets                               6,131          6,624        7,502 
 Trade and other receivables          7            4,331          4,016        3,970 
----------------------------------  -----  -------------  -------------  ----------- 
                                                  89,710         70,644       91,178 
----------------------------------  -----  -------------  -------------  ----------- 
 Current assets 
 Trade and other receivables          7           49,949         37,742       45,425 
 Cash and cash equivalents                         7,171          7,672        7,986 
                                                  57,120         45,414       53,411 
----------------------------------  -----  -------------  -------------  ----------- 
 Total assets                                    146,830        116,058      144,589 
----------------------------------  -----  -------------  -------------  ----------- 
 Current liabilities 
 Trade and other payables             8         (38,093)       (29,258)     (33,273) 
 Current tax liabilities                         (2,109)        (1,558)      (2,612) 
 Lease liabilities                               (2,572)        (2,224)      (2,975) 
 Provisions                                        (520)        (1,079)        (566) 
                                                (43,294)       (34,119)     (39,426) 
----------------------------------  -----  -------------  -------------  ----------- 
 Net current assets                               13,826         11,295       13,985 
----------------------------------  -----  -------------  -------------  ----------- 
 Non-current liabilities 
 Borrowings                                      (6,000)        (7,000)      (5,000) 
 Lease liabilities                               (4,583)        (5,661)      (5,846) 
 Provisions                                      (2,521)        (1,594)      (2,609) 
 Deferred tax                                    (7,318)        (5,729)      (5,458) 
----------------------------------  -----  -------------  -------------  ----------- 
                                                (20,422)       (19,984)     (18,913) 
----------------------------------  -----  -------------  -------------  ----------- 
 Total liabilities                              (63,716)       (54,103)     (58,339) 
----------------------------------  -----  -------------  -------------  ----------- 
 Net assets                                       83,114         61,955       86,250 
----------------------------------  -----  -------------  -------------  ----------- 
 Equity 
 Share capital                                     7,610          6,387        7,547 
 Share premium                                    29,335          9,459       29,325 
 Merger reserve                                   26,932         23,927       25,974 
 Capital redemption reserve                          304            304          304 
 Retained earnings                                18,933         21,878       23,100 
----------------------------------  -----  -------------  -------------  ----------- 
 Equity attributable to owners of 
  the company                                     83,114         61,955       86,250 
----------------------------------  -----  -------------  -------------  ----------- 
 
 
 Consolidated cash flow statement 
                                                    Six months     Six months   Year ended 
                                                         ended          ended 
                                                    31 October     31 October     30 April 
                                                          2021           2020         2021 
                                                   (unaudited)    (unaudited)    (audited) 
                                           Note        GBP'000        GBP'000      GBP'000 
----------------------------------------  -----  -------------  -------------  ----------- 
 Cash flows from operating activities 
 Cash generated by operations                 9          4,084          8,108       16,162 
 Income taxes paid                                     (1,708)        (1,127)      (2,273) 
 Interest paid on borrowings                             (154)          (184)        (342) 
 Interest paid on lease liabilities                      (238)          (248)        (506) 
----------------------------------------  -----  -------------  -------------  ----------- 
 Net cash from operating activities 
  (before deemed remuneration payments)                  5,304          7,453       16,236 
 Deemed remuneration payments                          (3,320)          (904)      (3,195) 
----------------------------------------  -----  -------------  -------------  ----------- 
 Net cash from operating activities                      1,984          6,549       13,041 
----------------------------------------  -----  -------------  -------------  ----------- 
 Investing activities 
 Purchase of intangible fixed 
  assets                                                  (43)           (27)        (307) 
 Purchase of property, plant and 
  equipment                                              (308)          (282)        (997) 
 Acquisition of businesses                               (345)          (350)     (22,033) 
 Deferred consideration payments                          (50)          (150)        (150) 
 Net cash acquired in acquisition 
  of businesses                                            220              -        1,522 
----------------------------------------  -----  -------------  -------------  ----------- 
 Net cash from investing activities                      (526)          (809)     (21,965) 
----------------------------------------  -----  -------------  -------------  ----------- 
 Financing activities 
 Dividends paid                                        (1,509)        (1,149)      (3,579) 
 Net proceeds on issue of shares                            31              -       20,923 
 Repayment of obligations under 
  leases                                               (1,795)        (1,166)      (2,681) 
 Drawdown (repayment) of loans                           1,000        (3,000)      (5,000) 
 Net cash from financing activities                    (2,273)        (5,315)        9,663 
----------------------------------------  -----  -------------  -------------  ----------- 
 Net (decrease) increase in cash 
  and cash equivalents                                   (815)            425          739 
 Cash and cash equivalents at 
  beginning of period                                    7,986          7,247        7,247 
----------------------------------------  -----  -------------  -------------  ----------- 
 Cash and cash equivalents at 
  end of period                                          7,171          7,672        7,986 
----------------------------------------  -----  -------------  -------------  ----------- 
 
   1.     Basis of preparation and accounting policies 

(a) Basis of preparation

The half year condensed consolidated financial statements do not include all of the information and disclosures required for full annual financial statements and should be read in conjunction with the group's annual financial statements as at 30 April 2021, which have been prepared in accordance with IFRSs as adopted by the European Union.

This condensed consolidated half year financial information does not comprise statutory accounts within the meaning of Section 435 of the Companies Act 2006. Statutory accounts for the year ended 30 April 2021 were approved by the board of directors on

19 July 2021 and delivered to the Registrar of Companies. The report of the auditor on those accounts was unqualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report and did not contain statements under section 498 (2) or (3) of the Companies Act 2006.

The directors have reviewed the financial resources available to the group and have concluded that the group is a going concern. This conclusion is based upon, amongst other matters, a review of the group's financial projections for a period of twelve months following the date of this announcement, together with a review of the cash and committed borrowing facilities available to the group. Accordingly, the going concern basis has been used in preparing these half year condensed consolidated financial statements.

The condensed consolidated financial statements for the six months ended 31 October 2021 have not been audited nor subject to an interim review by the auditors. IAS 34 'Interim financial reporting' is not applicable to these half year condensed consolidated financial statements and has therefore not been applied.

(b) Significant accounting policies

The accounting policies adopted in preparation of the half year condensed consolidated financial statements are consistent with those followed in the preparation of the group's annual financial statements for the year ended 30 April 2021.

   2.     Segmental analysis by class of business 
 
                                               Six months     Six months   Year ended 
                                                    ended          ended 
                                               31 October     31 October     30 April 
                                                     2021           2020         2021 
                                              (unaudited)    (unaudited)    (audited) 
                                                  GBP'000        GBP'000      GBP'000 
------------------------------------------  -------------  -------------  ----------- 
 Revenue 
 Business recovery and financial advisory          38,653         26,146       59,697 
 Property advisory and transactional 
  services                                         13,615         11,347       24,134 
------------------------------------------  -------------  -------------  ----------- 
                                                   52,268         37,493       83,831 
------------------------------------------  -------------  -------------  ----------- 
 Operating profit before amortisation 
  and transaction costs 
 Business recovery and financial advisory           9,693          6,571       14,721 
 Property advisory and transactional 
  services                                          2,388          1,554        3,875 
 Shared and central costs                         (3,640)        (2,657)      (6,202) 
------------------------------------------  -------------  -------------  ----------- 
                                                    8,441          5,468       12,394 
------------------------------------------  -------------  -------------  ----------- 
 
   3.     Transaction costs 
 
                                            Six months     Six months   Year ended 
                                                 ended          ended 
                                            31 October     31 October     30 April 
                                                  2021           2020         2021 
                                           (unaudited)    (unaudited)    (audited) 
                                               GBP'000        GBP'000      GBP'000 
---------------------------------------  -------------  -------------  ----------- 
 Deemed remuneration                             4,692          2,614        5,449 
 Acquisition costs                                 109             41          439 
 Gain on acquisition                           (2,115)            (1)        (231) 
 Charge relating to the put and call 
  option over Begbies Traynor (London) 
  LLP                                                -            445          889 
                                                 2,686          3,099        6,546 
---------------------------------------  -------------  -------------  ----------- 
 
   4.     Finance costs 
 
                                                 Six months     Six months   Year ended 
                                                      ended          ended 
                                                 31 October     31 October     30 April 
                                                       2021           2020         2021 
                                                (unaudited)    (unaudited)    (audited) 
                                                    GBP'000        GBP'000      GBP'000 
--------------------------------------------  -------------  -------------  ----------- 
 Interest on bank loans                                 175            191          377 
 Finance charge on lease liabilities                    207            217          441 
 Finance charge on dilapidations provisions              31             31           65 
--------------------------------------------  -------------  -------------  ----------- 
                                                        413            439          883 
--------------------------------------------  -------------  -------------  ----------- 
 
   5.     Earnings per share 

The calculation of the basic and diluted earnings per share is based on the following data:

 
                                            Six months     Six months   Year ended 
                                                 ended          ended 
                                            31 October     31 October     30 April 
                                                  2021           2020         2021 
                                           (unaudited)    (unaudited)    (audited) 
                                               GBP'000        GBP'000      GBP'000 
---------------------------------------  -------------  -------------  ----------- 
 Earnings 
 Profit for the period attributable to 
  equity holders                                 (331)          (324)          153 
---------------------------------------  -------------  -------------  ----------- 
 
 
                                                      31 October          31 October          30 April 
                                                2021 (unaudited)    2020 (unaudited)    2021 (audited) 
                                                          number              number            number 
                                                            '000                '000              '000 
--------------------------------------------  ------------------  ------------------  ---------------- 
 Number of shares 
 Weighted average number of ordinary shares 
  for the purposes of basic earnings per 
  share                                                  154,423             129,374           132,963 
 Effect of dilutive potential ordinary 
  shares: 
  Share options                                            6,221               4,438             4,421 
  Contingent shares                                            -                 158                 - 
--------------------------------------------  ------------------  ------------------  ---------------- 
 Weighted average number of ordinary shares 
  for the purposes of diluted earnings 
  per share                                              160,644             133,970           137,384 
--------------------------------------------  ------------------  ------------------  ---------------- 
 
 
                                 Six months     Six months   Year ended 
                                      ended          ended 
                                 31 October     31 October     30 April 
                                       2021           2020         2021 
                                (unaudited)    (unaudited)    (audited) 
                                      pence          pence        pence 
----------------------------  -------------  -------------  ----------- 
 Basic earnings per share             (0.2)          (0.3)          0.1 
 Diluted earnings per share           (0.2)          (0.2)          0.1 
----------------------------  -------------  -------------  ----------- 
 

The following additional earnings per share figures are presented as the directors believe they provide a better understanding of the trading position of the group, as they exclude the accounting charges which arise due to acquisitions in accordance with IFRS 3 and are not influenced by the day-to-day operations of the group.

 
                                                Six months     Six months   Year ended 
                                                     ended          ended 
                                                31 October     31 October     30 April 
                                                      2021           2020         2021 
                                               (unaudited)    (unaudited)    (audited) 
                                                   GBP'000        GBP'000      GBP'000 
-------------------------------------------  -------------  -------------  ----------- 
 Earnings 
 Profit for the period attributable to 
  equity holders                                     (331)          (324)          153 
 Amortisation of intangible assets arising 
  on acquisitions                                    2,649          1,479        3,058 
 Transaction costs                                   2,686          3,099        6,546 
 Tax effect of above items                           (503)          (282)        (581) 
 Impact of change in tax rate on deferred            1,817              -            - 
  tax liabilities 
 Adjusted earnings                                   6,318          3,972        9,176 
-------------------------------------------  -------------  -------------  ----------- 
 
 
                                          Six months     Six months   Year ended 
                                               ended          ended 
                                          31 October     31 October     30 April 
                                                2021           2020         2021 
                                         (unaudited)    (unaudited)    (audited) 
                                               pence          pence        pence 
-------------------------------------  -------------  -------------  ----------- 
 Adjusted basic earnings per share               4.1            3.1          6.9 
 Adjusted diluted earnings per share             3.9            3.0          6.7 
-------------------------------------  -------------  -------------  ----------- 
 
   6.     Dividends 

The interim dividend of 1.1p (2020: 1.0p) per share (not recognised as a liability at 31 October 2021) will be payable on 6 May 2022 to ordinary shareholders on the register at 8 April 2022. The final dividend of 2.0p per share as proposed in the 30 April 2021 financial statements and approved at the group's AGM was paid on 4 November 2021 and was recognised as a liability at 31 October 2021.

   7.     Trade and other receivables 
 
                                         31 October          31 October          30 April 
                                   2021 (unaudited)    2020 (unaudited)    2021 (audited) 
                                            GBP'000             GBP'000           GBP'000 
-------------------------------  ------------------  ------------------  ---------------- 
 Non current 
 Deemed remuneration                          4,331               4,016             3,970 
-------------------------------  ------------------  ------------------  ---------------- 
 Current 
 Trade receivables                            9,416               6,457             8,069 
 Unbilled income                             32,879              24,783            32,432 
 Other debtors and prepayments                4,937               3,051             2,573 
 Deemed remuneration                          2,717               3,451             2,351 
-------------------------------  ------------------  ------------------  ---------------- 
                                             49,949              37,742            45,425 
-------------------------------  ------------------  ------------------  ---------------- 
 
   8.     Trade and other payables 
 
                                           31 October          31 October          30 April 
                                     2021 (unaudited)    2020 (unaudited)    2021 (audited) 
                                              GBP'000             GBP'000           GBP'000 
---------------------------------  ------------------  ------------------  ---------------- 
 Current 
 Trade payables                                 1,967                 931             1,387 
 Accruals                                       6,997               5,766             6,899 
 Final dividend                                 3,044               2,430                 - 
 Other taxes and social security                4,234               5,981             4,385 
 Deferred income                                6,027               4,250             5,520 
 Other creditors                               14,030               9,098            14,337 
 Deferred consideration                           325                 125               375 
 Deemed remuneration liabilities                1,469                 677               370 
---------------------------------  ------------------  ------------------  ---------------- 
                                               38,093              29,258            33,273 
---------------------------------  ------------------  ------------------  ---------------- 
 

We have reclassified GBP1,827,000 at 31 October 2020 and GBP4,511,000 at 30 April 2021 from accruals to other creditors which are liabilities in respect of members of the group's LLPs.

   9.     Reconciliation to the cash flow statement 
 
                                                           31 October          31 October          30 April 
                                                     2021 (unaudited)    2020 (unaudited)    2021 (audited) 
                                                              GBP'000             GBP'000           GBP'000 
-------------------------------------------------  ------------------  ------------------  ---------------- 
 (Loss) profit for the period                                   (331)               (324)               153 
 Adjustments for: 
 Tax                                                            3,024                 775             1,754 
 Finance costs                                                    413                 439               883 
 Amortisation of intangible assets                              2,737               1,540             3,180 
 Depreciation of property, plant and equipment                    532                 366               841 
 Depreciation of right of use assets                            1,346               1,079             2,617 
 Impairment of right of use asset                                   -                   -               579 
 Reversal of impairment of right of use asset                       -                   -             (228) 
 Gain on acquisition                                          (2,115)                 (1)             (231) 
 Share-based payment expense                                      717                 287             1,031 
 Deemed remuneration obligations settled through 
  equity                                                        1,000                   -               150 
 (Decrease) increase in deemed remuneration 
  receivable                                                    (727)               1,613             2,759 
 Increase in deemed remuneration liabilities                    1,100                 543               236 
 Operating cash flows before movements in 
  working capital                                               7,696               6,317            13,724 
 Increase in receivables                                      (3,906)             (1,944)           (2,683) 
 Increase in payables                                             274               3,880             5,400 
 Increase (decrease) in provisions                                 20               (145)             (279) 
 Cash generated by operations                                   4,084               8,108            16,162 
-------------------------------------------------  ------------------  ------------------  ---------------- 
 

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IR DKNBQFBDDOBD

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December 14, 2021 02:00 ET (07:00 GMT)

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