TIDMAFHP TIDMTTM

RNS Number : 0915Q

AFH Financial Group Plc

04 June 2018

4 June 2018

AFH Financial Group PLC ("AFH" or the "Company")

Results for the six months ended 30 April 2018

AFH reports further strong revenue and margin growth

AFH, a leading financial planning led wealth management firm, is pleased to announce its results for the six months ended 30 April 2018.

Strong growth

   --     Revenues up 63% to GBP22.7 million (H1 2017: GBP13.9 million) 
   --     Underlying EBITDA* up 118% to GBP4.43 million (H1 2017: GBP2.03 million) 
   --     Underlying EBITDA* margin increased to 19.5% (H1 2017: 14.6%) 
   --     Profit after tax up 177% to GBP2.5 million (H1 2017: GBP0.9 million) 
   --     Statutory Earnings per share up 85% to 6.85 pence (H1 2017: 3.71 pence) 
   --     Underlying Earnings per share* up 62% to 9.98 pence (H1 2017: 6.17 pence) 
   --     Funds under Management above GBP3.2bn, up 45% (H1 2017: GBP2.2bn) 

*Underlying excludes amortisation of intangible assets arising on business combinations and the non-cash charge/credit for share based payment costs.

Confident Outlook

   --     Strong balance sheet to support further acquisitions 

-- Cash reserves of GBP23.7million, following on from successful GBP17.5 million placing (30 April 2017: GBP12.6 million)

   --     Regulatory dynamics continue to support further industry consolidation 
   --     Proven acquisition methodology 
   --     Strong pipeline of acquisition opportunities 

Alan Hudson, Group Chief Executive, commented:

"I am pleased to report another six month period of increased turnover and trading margins based on organic growth from new and existing clients.

The business saw further growth over the period with profitability increasing at both EBITDA and EPS levels. At the start of FY17, the Board set an aspiration to achieve an underlying EBITDA margin of 20% within a three-to-five year period and the Company remains significantly ahead of that timeframe.

The strategy of the Company continues to be to generate long term value for shareholders by providing exceptional value and service to our clients and using our increasing size to drive down platform and fund management charges aligned to an appropriate risk based investment model."

For further information please contact:

AFH Financial Group PLC 01527 577 775

Alan Hudson, Chief Executive Officer

Paul Wright, Chief Financial Officer

Liberum (Nominated Adviser and Broker) 020 3100 2000

John Fishley

Richard Bootle

This announcement is released by AFH Financial Group plc and contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.

For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is being made on behalf of the Company by Paul Wright, Chief Financial Officer.

Chief Executive's Review

Business review

I am pleased to report another six month period of increased turnover and trading margins based on organic growth from new and existing clients. New Funds under Management have been invested at a rate of GBP35 million per month. During the period the Company completed and integrated six acquisitions which have brought a further GBP270 million of investment portfolios and are expected to be earnings enhancing in the second half of the year and thereafter.

Our two divisions both produced revenue growth with enhanced margins during the period which enabled the consolidated group to report an increase in the underlying EBITDA margin to 19.5%. At the start of FY17, the Board set an aspiration to achieve an underlying EBITDA margin of 20% within a three-to-five year period and the Company remains significantly ahead of that timeframe.

Funds under Management exceeded GBP3.2 billion at the period end, representing a 45% increase over the April 2017 level.

The institutional fundraising which closed in December 2017 has provided the Company with the ability to undertake a number of strategic and tactical acquisitions during the remainder of the year and into 2019. At the period end the Company retained over GBP23.7 million in cash against a regulatory requirement of GBP2.5 million. Despite the increased share count as a result of the fundraising I am pleased to report an increase in earnings per share of 85%with the opportunity to make further earnings enhancing acquisitions in the future.

Trading results

The business saw further organic growth over the period with profitability increasing at both EBITDA and EPS levels. Revenue for the period increased to GBP22.7 million (H1 2017: GBP13.9 million), underpinned by ongoing recurring fees. These increased by 38% and represented 59% of total revenue during the period; driven by new business in both our Wealth Management and Protection broking operations.

Revenue from acquisitions reported during the current period totaled GBP2.6 million and represented 11% of total revenue for the period.

The increased revenue together with the economies of scale generated by the business enabled the Company to report underlying EBITDA of GBP4.43 million, an increase of 117% over the same period last year (GBP2.03 million).

I am pleased to report an increase of 62% in underlying earnings per share to 9.98p per share (2017: 6.17p) whilst statutory earnings per share increased to 6.85p per share (2017: 3.71p).

Financial Advisory and investment management

Financial advisory and the subsequent management of client portfolios continued to represent the core business of AFH based on the simple philosophy that the most appropriate way to manage a client's portfolio is to fully understand their current and future financial aims, their attitude to risk and their lifestyle requirements before constructing appropriate personal models and finally managing their money to meet their objectives.

During the period our initial financial planning fees totalled GBP5.6 million, an increase of GBP1.5 million (37%), reflecting the expanding client base and increasing client requirements for financial planning driven by new legislation as well as changing lifestyle needs.

Ongoing management fees increased to GBP13.2 million (2017: GBP9.8 million), reflecting the growing funds under management which, as set out below, increased to GBP3.2 billion as a result of net organic inflows together with assets attached to acquisitions during the year.

Annualised revenue per adviser in our core business increased to GBP220,000 (H1 2017 GBP180,000).

Gross margins in our core business remained at 55%, reflecting the stable level of business generated centrally relative to that self-generated by our advisers.

The division generated EBITDA of GBP4.4m (2017: GBP3.1m), representing a 23.4% margin on revenue (2017: 22.3%) and demonstrating the benefits of scale that has been achieved by the strategy adopted by the Company since joining the AIM.

Protection broking

The Eunisure business traded above expectations during the period, reporting strong growth in both revenues and margins since the business was acquired in June 2017.

In March 2018 Eunisure started to transition part of its business from an indemnity to a non- indemnity basis using the financial strength of the AFH Financial Group to support the move. This is expected to have a positive impact on future revenue flows and to improve the EBITDA margin of the business above the traditional sector levels.

During the period the division generated revenues of GBP3.9 million from which EBITDA of GBP1.3 million was derived.

We continue to view this sub sector of the market as underserved and providing a significant opportunity for the future.

Acquisitions

The market for acquisitions within the IFA sector continued to be buoyant and whilst some upward pressure on prices was seen in larger businesses, where competition from private equity and product providers has increased, we were able to close a number of transactions at our traditional multiples and in line with our earn out model. Our pipeline remains strong with a number of opportunities in due diligence and contract negotiations at the period end.

During the period we completed six acquisitions for an initial consideration of GBP3.2 million, encompassing both retiring IFAs, whose client portfolios have been transitioned to existing AFH advisers, as well as larger organisations whose clients and advisers have been absorbed into the AFH model. This model continues to allow clients' portfolios to be retained on existing platforms and products where appropriate but enables them to move to our cost-effective discretionary service where a clear benefit to the client can be demonstrated. Future deferred consideration of up to GBP3.5 million is payable on these acquisitions over the next two financial years depending on their achievement of financial targets.

Integration of acquisitions made during the period has been completed successfully and I am pleased to report that businesses acquired in previous periods continue to trade in line with our expectations. During the period we again paid deferred consideration, based on the profitability of the acquired businesses, in excess of 90% of the expectation, including a growth opportunity, set at the time of acquisition across the portfolio.

Whilst AFH has a strategy of continuing to increase the average size of its acquisitions, the Company also remains committed to providing an exit for retiring IFAs where our existing advisers can offer the full AFH service to the acquired client base. As a result, the Board expects to announce both strategic and tactical acquisitions in the future.

Funds under management

Funds under management increased by GBP0.41 billion during the period, driven by new monies invested and acquired portfolios. The fall in the markets that occurred in February and March 2018 was cushioned for our clients by the investment strategy for our funds and represented less than a 0.4% impact during the period.

 
                                 Funds under management GBPbillion 
 Reported as at 1 November 
  2017                           2.79 
                                ---------------------------------- 
 Inflows through acquisitions    0.27 
                                ---------------------------------- 
 Inflows from existing 
  business                       0.21 
                                ---------------------------------- 
 Market impact                   (0.01) 
                                ---------------------------------- 
 Outflows and drawdowns          (0.06) 
                                ---------------------------------- 
 Balance as at 30 April 
  2018                           3.2 
                                ---------------------------------- 
 

Inflows from existing business continued to be predominantly invested on a discretionary mandate and again showed annualised double digit growth.

December fundraising

During the period the Company raised GBP17.5 million gross (GBP16.8 million after expenses) in an institutional fundraising that I am pleased to report was oversubscribed. The creation of 7 million new ordinary shares represented a 23% increase in the issued share capital of the Company and in addition to introducing a number of new institutions to the register was supported by existing major institutional shareholders. The fundraising has already provided the financial strength to complete a number of acquisitions during the current financial year

Cash position

The Group remains free of bank or secured debt, with the exception of a small property mortgage, and maintains healthy cash balances. Following the December fundraising, cash and cash equivalents at period end totalled GBP23.7 million. Unsecured non-convertible bonds of GBP0.75 million and GBP2.14 million mature in 2020 and December 2018 respectively. As noted above, the Company's regulatory requirement is GBP2.5 million.

Outlook

The strategy of the Company continues to be to generate long term value for shareholders by providing exceptional value and service to our clients and using our increasing size to drive down platform and fund management charges aligned to an appropriate risk based investment model. We believe that this is the most sustainable model for the future of the sector, aligning clients' interests with those of shareholders to secure long term growth and profitability, and in line with the current objectives of the regulator.

The Company remains profitable and cash generative, and during the period further strengthened its balance sheet. Our model remains to expand our distribution capacity through both organic and acquisitive growth whilst maintaining centralised investment, advice and compliance functions to drive increased profitability and shareholder value.

The Directors believe that the expansion of our financial planning products and scope is in the best interests of both our shareholders and clients and whilst maintaining a focus on the IFA market the Company continues to actively seek appropriately priced acquisition opportunities in the wider advisory and wealth management sector with a comparable culture to AFH.

The progress made during the first half of the current financial year, combined with the growth dynamics of our market, allow the Directors to view the prospects for the full year and beyond with confidence.

Alan Hudson

Chief Executive

4 June 2018

Consolidated Statement of Comprehensive Income

 
                                                  Unaudited         Unaudited          Audited 
                                                 Six months        Six months    Twelve months 
                                                  ending 30         ending 30        ending 31 
                                                 April 2018        April 2017     October 2017 
                                     Note           GBP'000           GBP'000          GBP'000 
 
 Revenue                              3              22,706            13,865           33,639 
 Cost of sales                                     (10,625)           (6,055)         (15,672) 
                                             --------------    --------------   -------------- 
 Gross profit                                        12,081             7,810           17,967 
 
 Administrative expenses before 
  amortisation and depreciation 
  and share based payments 
  expenses                                          (7,655)           (5,781)         (12,320) 
                                             --------------    --------------   -------------- 
 Underlying EBITDA                                    4,426             2,029            5,647 
 
 Amortisation and Depreciation                        1,048               689            1,778 
 Non cash share based payments                           72                72              136 
                                             --------------    --------------   -------------- 
 Operating profit                                     3,306             1,268            3,733 
 
 Finance income                                          40                 6               19 
 Finance costs                                        (122)             (123)            (245) 
                                             --------------    --------------   -------------- 
 Profit before tax                                    3,224             1,151            3,507 
 
 Income tax expense                                   (733)             (230)            (444) 
                                             --------------    --------------   -------------- 
 Profit for the year attributable 
  to owners of the parent                             2,491               921            3,063 
 
 Other comprehensive income                               -                 -                - 
                                             --------------    --------------   -------------- 
 Total comprehensive income 
  for the year attributable 
  to owners of the parent                             2,491               921            3,063 
 
 Earnings per share (in pence)        9 
 Basic                                                 6.85              3.71            11.22 
 Diluted                                               6.32              3.38            10.31 
 
 Underlying EBITDA adjusted 
  for tax per share (in pence)        9 
 Basic                                                 9.98              6.17            16.97 
 Diluted                                               9.20              5.61            15.58 
 
 

All results derive from continuing operations

 
 Consolidated Statement of Financial Position 
                                                      Unaudited        Unaudited          Audited 
                                                       30 April         30 April       31 October 
                                                           2018             2017             2017 
                                 Note                   GBP'000          GBP'000          GBP'000 
 Assets 
 Non-current assets 
 Intangible assets                           4           44,734           25,157           38,930 
 Property, plant and equipment                            1,206            1,533            1,195 
 Investments                                                  1                1                1 
 Deferred tax asset                                          28               43               28 
                                                 --------------   --------------   -------------- 
                                                         45,969           26,734           40,154 
 Current assets 
 Trade and other receivables                 5            7,903            5,108            6,015 
 Cash and cash equivalents                               23,725           12,576            9,275 
                                                 --------------   --------------   -------------- 
                                                         31,628           17,684           15,290 
                                                 --------------   --------------   -------------- 
 Total assets                                            77,597           44,418           55,444 
 
 Liabilities 
 Current liabilities 
 Trade and other payables                    7           12,059            7,052           11,502 
 Current tax liabilities                                    922              445              468 
 Financial liabilities - 
  Borrowings                                 6            2,220               77               77 
                                                 --------------   --------------   -------------- 
                                                         15,201            7,574           12,047 
 
 Net current assets / 
  (liabilities)                                          16,427           10,110            3,243 
                                                 --------------   --------------   -------------- 
 Non-current liabilities 
 Trade and other payables                    7            7,996            2,476            6,736 
 Financial liabilities - 
  Borrowings                                 6            1,103            3,317            3,281 
 Provision                                                  297                -               49 
                                                 --------------   --------------   -------------- 
                                                          9,396            5,793           10,066 
 
 Total liabilities                                       24,597           13,367           22,113 
                                                 --------------   --------------   -------------- 
 Net assets                                              53,000           31,051           33,331 
 
 Shareholders' equity 
 Share capital                               8            3,782            3,008            3,058 
 Share premium account                       8           40,605           23,299           24,224 
 Merger reserve                                           (540)            (540)            (540) 
 Share-based payment reserve                                703              566              630 
 Retained earnings                                        8,450            4,718            5,959 
                                                 --------------   --------------   -------------- 
 Total Shareholders' equity                              53,000           31,051           33,331 
 
 
 Consolidated Statement of Changes in Equity 
                         Share   Share premium           Merger      Share-based         Retained          Total 
                       capital                          reserve          payment         earnings 
                                                                         reserve 
                       GBP'000         GBP'000          GBP'000          GBP'000          GBP'000        GBP'000 
 Audited 
  balance at 
  31 October 
  2016                   2,413          13,989            (540)              494            3,797         20,153 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Profit for the 
  period                     -               -                -               72              921            993 
 Other 
 comprehensive 
 income                      -               -                -                -                -              - 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Total 
  comprehensive 
  income                     -               -                -               72              921            993 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Issue of share 
  capital                  595           9,310                -                -                -          9,905 
 Dividend 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Unaudited 
  balance 
  at 30 April 
  2017                   3,008          23,299            (540)              566            4,718         31,051 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Profit for the 
  period                     -               -                -               64            1,241          1,305 
 Other 
 comprehensive 
 income                      -               -                -                -                -              - 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Total 
  comprehensive 
  income                     -               -                -               64            1,241          1,305 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Issue of share 
  capital                   50             925                -                -                -            975 
 Dividend 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Audited 
  balance at 
  31 October 
  2017                   3,058          24,224            (540)              630            5,959         33,331 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Profit for the 
  period                     -               -                -               73            2,491          2,564 
 Other 
 comprehensive 
 income                      -               -                -                -                -              - 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Total 
  comprehensive 
  income                     -               -                -               73            2,491          2,564 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Issue of share 
  capital                  724          16,381                -                -                -         17,105 
 Dividend 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 Unaudited 
  balance 
  at 30 April 
  2018                   3,782          40,605            (540)              703            8,450         53,000 
                  ------------    ------------     ------------     ------------     ------------   ------------ 
 
 
 
 Consolidated Statement of Cash Flows 
                                                           Unaudited         Unaudited          Audited 
                                                          Six months        Six months    Twelve months 
                                                           ending 30         ending 30        ending 31 
                                                               April             April          October 
                                                                2018              2017             2017 
                                              Note           GBP'000           GBP'000          GBP'000 
 Cash flows from operating activities 
 Cash generated from operations                 10             3,518             1,455            5,704 
 
 Tax paid                                                      (337)             (103)            (351) 
                                                      --------------    --------------   -------------- 
 Net cash inflow from operating activities                     3,181             1,352            5,353 
                                                      --------------    --------------   -------------- 
 Cash flows from investing activities 
 Purchase of property, plant and 
  equipment                                                    (151)             (450)            (265) 
 
 Purchase of other intangible assets, 
  net of cash                                                (5,251)           (4,495)         (11,141) 
 
 Interest received                                                40                 6               19 
                                                      --------------    --------------   -------------- 
 Net cash (outflow) from investing 
  activities                                                 (5,362)           (4,939)         (11,387) 
                                                      --------------    --------------   -------------- 
 Cash flows from financing activities 
 Proceeds from issue of shares                                17,552            10,021           10,022 
 Share issue costs                                             (712)             (412)            (412) 
 Proceeds from finance leasing                                     -                 -              255 
 Repayment of borrowings                                        (85)              (35)            (121) 
 Interest paid                                                 (124)             (128)            (251) 
 Dividends                                                         -                 -            (901) 
                                                      --------------    --------------   -------------- 
 Net cash inflow/(outflow) from financing 
  activities                                                  16,631             9,446            8,592 
                                                      --------------    --------------   -------------- 
 
 Net increase/(decrease) in cash 
  and cash equivalents                                        14,450             5,859            2,558 
 Cash and cash equivalents at the 
  beginning of the period                                      9,275             6,717            6,717 
                                                      --------------    --------------   -------------- 
 Cash and cash equivalents at the 
  end of the period                                           23,725            12,576            9,275 
 
 
 

Notes to the Consolidated Financial Statements

1 General Information

AFH Financial Group Plc is a company incorporated in England and Wales. The Group is principally engaged in the provision of independent financial advice to the retail market.

2 Basis of preparation and accounting policies

2.1 Basis of preparation

The interim condensed consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's financial statements for the year ended 31 October 2017, which were prepared in accordance with International Financial Reporting Standards adopted by the International Accounting Standards Board ("IASB") and interpretations issued by the International Financial Reporting Interpretations Committee ("IFRIC") of the IASB (together "IFRS") as adopted by the European Union, and in accordance with the requirements of the Companies Act applicable to companies reporting under IFRS.

The information relating to the six months ended 30 April 2018 and the six months ended 30 April 2017 is unaudited and does not constitute statutory financial statements within the meaning of section 434 of the Companies Act 2006. The Group's statutory financial statements for the year ended 31 October 2017 have been reported on by its auditor and delivered to the Registrar of Companies. The report of the auditor was unqualified and did not draw attention to any matters by way of emphasis, or contain a statement under section 498(2) or (3) of the Companies Act 2006.

2.2 Significant accounting policies

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual financial statements for the six months ended 30 April 2018.

2.3 Basis of consolidation

The interim condensed consolidated financial statements consolidate the financial statements of the Company and its subsidiary undertakings as at 30 April and 31 October each year.

Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Group obtains control, and continue to be consolidated until the date that such control ceases. The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies.

2.4 Key sources of judgements and estimation uncertainty

The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amount of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities. If in the future such estimates and assumptions, which are based on management's best judgement at the date of preparation of the financial statements, deviate from actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change. The areas where a higher degree of judgement or complexity arises, or where assumptions and estimates are significant to the consolidated financial statements, are discussed below.

Impairment of client portfolios

The Group reviews whether acquired client portfolios are impaired at least on an annual basis. This comprises an estimation of the fair value less cost to sell and the value in use of the acquired client portfolios. In assessing value in use, the estimated future cash flows expected to arise from the individual client portfolios are discounted to their present value over a finite period to calculate the fair value.

The key assumptions used in arriving at a fair value less cost of sale are those around valuations based on multiples of future earnings streams and values based on assets under management. These have been determined by looking at valuations of similar businesses and the consideration paid in comparable transactions.

The carrying amount of client portfolios at 30 April 2018 was GBP37.8m (2017 HY: GBP23.1m). No impairments have been made during the period (2017 HY: nil).

Impairment of goodwill

The Group determines whether goodwill is impaired at least on an annual basis. This requires an estimation of the value in use of the cash-generating units to which the goodwill has been allocated. In assessing value in use, the estimated future cash flows expected to arise from the cash-generating unit are discounted to their present value using the Group's weighted average cost of capital adjusted for tax.

The carrying amount of goodwill at 30 April 2018 was GBP6.6m (2017 HY: GBP2.1m). No impairments have been made during the period (2017 HY: GBP nil).

3 Revenue and segmental Analysis

The following is an analysis of the Group's revenue and results from continuing operations by reportable segment.

 
  Unaudited Six months ending 30 April 
                                  2018 
                                                               Financial Advice and Investment 
                                           Head Office                              Management   Protection      Total 
                                                  2018                                    2018         2018       2018 
                                               GBP'000                                 GBP'000      GBP'000    GBP'000 
                                        --------------  --------------------------------------  -----------  --------- 
 Revenue                                             -                                  18,829        3,877     22,706 
 Cost of sales                                       -                                 (8,555)      (2,070)   (10,625) 
 
 Gross profit                                        -                                  10,274        1,807     12,081 
 Administrative expenses before 
  amortisation and depreciation and 
  share based payments expenses                (1,237)                                 (5,883)        (535)    (7,655) 
                                                                                                                 4,426 
                                        --------------  --------------------------------------  -----------  --------- 
 Underlying EBITDA                             (1,237)                                   4,391        1,272      4,426 
 
 Amortisation and Depreciation                       -                                 (1,031)         (17)    (1,048) 
 Non cash share based payments                    (72)                                       -            -       (72) 
 
 Operating profit                              (1,309)                                   3,360        1,255      3,306 
 Finance income                                     35                                       3            2         40 
 Finance costs                                   (122)                                       -            -      (122) 
 
 Profit before tax                             (1,396)                                   3,363        1,257      3,224 
 
  Unaudited Six months ending 30 April 
                                  2017 
                                                               Financial Advice and Investment 
                                           Head office                              Management   Protection      Total 
                                                  2017                                    2017         2017       2017 
                                               GBP'000                                 GBP'000      GBP'000    GBP'000 
                                        --------------  --------------------------------------  -----------  --------- 
 Revenue                                             -                                  13,865            -     13,865 
 Cost of sales                                       -                                 (6,055)            -    (6,055) 
 
 Gross profit                                        -                                   7,810            -      7,810 
 Administrative expenses before 
  amortisation and depreciation and 
  share based payments expenses                (1,069)                                 (4,712)            -    (5,781) 
                                                                                                                  2,02 
                                        --------------  --------------------------------------  -----------  --------- 
 Underlying EBITDA                             (1,069)                                   3,098            -      2,029 
 
 Amortisation and Depreciation                       -                                   (689)            -      (689) 
 Non cash share based payments                    (72)                                       -            -       (72) 
 
 Operating profit                              (1,141)                                   2,409                   1,268 
 Finance income                                      6                                       -            -          6 
 Finance costs                                   (123)                                       -            -      (123) 
 Profit before tax                             (1,258)                                   2,409            -      1,151 
 

Segment revenue reported above represents revenue generated from external customers. There were no Inter-segment sales in the current year.

The Accounting policies of the reportable segments are the same as the Group's accounting policies.

The total revenue of the Group for the year has been derived from its activities wholly undertaken in the United Kingdom.

No customer is defined as a major customer by revenue, contributing more than 10% of the Group revenues (2017 - GBPnil)

   4.    Intangible Assets 
 
 
                                                             Acquired 
                                       Other                   client 
                                 intangibles   Goodwill    portfolios     Total 
                                     GBP'000    GBP'000       GBP'000   GBP'000 
 Cost 
 At 31 October 2016                        -      2,465        21,543    24,008 
 Additions                                 -          -         4,368     4,368 
 Disposals                                 -          -             -         - 
 Revaluations                              -          -             -         - 
 
 At 30 April 2017                                 2,465        25,911    28,376 
 Additions                               401      4,500         9,835    14,736 
 Disposals                                 -          -             -         - 
 Revaluations                              -          -             -         - 
 
 At 31 October 2017                      401      6,965        35,746    43,112 
 Additions                                 -          -         6,732     6,732 
 Disposals                                 -          -             -         - 
 Revaluations                              -          -             -         - 
 
 At 30 April 2018                        401      6,965        42,478    49,844 
 
 
 Amortisation 
 At 31 October 2016                        -        375         2,274     2,649 
 Charge for the period                     -          -           570       570 
 
 At 30 April 2017                          -        375         2,844     3,219 
 Charge for the period                    16          -           947       963 
 
 At 31 October 2017                       16        375         3,791     4,182 
 Charge for the period                    20          -           908       928 
 
 At 30 April 2018                         36        375         4,699     5,110 
 
 
 
 Net book value 
 
 At 30 April 2018                        365      6,590        37,779    44,734 
 
 At 31 October 2017                      385      6,590        31,955    38,930 
 
 At 30 April 2017                          -      2,090        23,067    25,157 
 
 At 31 October 2016                        -      2,090        19,269    21,359 
 
 
 

Goodwill and Acquired client portfolios

Goodwill believed to have an indefinite useful life is carried at cost. The determination of whether goodwill is impaired requires an assessment of the value in use. The recoverable amount of goodwill on a value in use calculation is based on the discounted cash flows expected from the intangible assets of each acquisition, assuming no future growth in revenue generated cash flows, discounted at an implied factor of 10%, for a period of 10 years with no annuity. On this basis the directors believe the value of goodwill is not impaired at 30 April 2018. The directors have concluded that Goodwill relates to a single Cash Generating Unit.

The Directors have assessed the sensitivity of the assumptions detailed above and consider that, due to the level of prudence already factored into these assumptions, it would require a significant adverse variance in any of these to reduce the fair value to a level where it matched the carrying value.

During the period ended 30 April 2018, 3 asset purchases and 3 share purchases were undertaken relating to acquired client portfolios. Consideration for these acquisitions amounted to GBP6.7m, of which GBP6.7m related to client portfolios. Included within the total consideration are amounts relating to contingent consideration of GBP3.5m. The contingent consideration is subject to earn outs based on future turnover over a period up to three year period.

   5.    Trade and other receivables 

Group

 
                            Unaudited     Unaudited       Audited 
                           Six months    Six months        Twelve 
                            ending 30     ending 30        months 
                           April 2018    April 2017        ending 
                                                       31 October 
                                                             2017 
                              GBP'000       GBP'000       GBP'000 
 
 Trade receivables              6,037         3,298         4,426 
 Other receivables              1,065         1,370           725 
 Prepayments                      801           440           864 
 
                                7,903         5,108         6,015 
 
 
 

There are no bad or doubtful receivables.

 
 6. Analysis of borrowings 
                                         Unaudited        Unaudited              Audited 
                                        Six months       Six months        Twelve months 
                                         ending 30        ending 30            ending 31 
                                             April            April              October 
                                              2018             2017                 2017 
                                           GBP'000          GBP'000              GBP'000 
 
 
 Current borrowings 
 Mortgage on freehold property                  78               77                   77 
 7.5% Unsecured bonds                        2,142                -                    - 
                                    --------------   --------------       -------------- 
                                             2,220               77                   77 
 
 Non-current borrowings 
 8% Unsecured bonds                            752              752                  752 
 7.5% Unsecured bonds                            -            2,142                2,142 
 Mortgage on freehold property                 351              423                  387 
                                    --------------   --------------       -------------- 
                                             1,103            3,317                3,281 
 
 
 
 

The financial liabilities are recognised at amortised cost. There is no material difference between the fair value and the carrying value.

The 8% unsecured bond is due in 2020. The 7.5% Unsecured bond is due in December 2018.

The mortgage is repayable by instalments over an 8 year period, ending October 2023, with an interest rate of 2.9% over LIBOR.

   7.    Trade and other payables 
 
                                    Unaudited         Unaudited          Audited 
                                   Six months        Six months    Twelve months 
                                    ending 30         ending 30        ending 31 
                                        April             April          October 
                                         2018              2017             2017 
                                      GBP'000           GBP'000          GBP'000 
 Current 
 Trade payables                         1,587               948            1,373 
 Contingent consideration               4,869             3,039            4,637 
 Commissions payable                    4,604             2,584            4,076 
 Other payables                           664               355              599 
 Accruals                                 335               126              817 
 
                                       12,059             7,052           11,502 
 
 Non-current 
 Contingent consideration               7,996             2,476            6,736 
 
 
   8.    Share Capital 
 
                                            Unaudited     Unaudited       Audited 
                                           Six months    Six months        Twelve 
                                            ending 30        ending        months 
                                                April      30 April        ending 
                                                                       31 October 
                                                 2018          2017          2017 
 
 
 37,822,154 authorised, issued and 
  fully paid 10p ordinary shares                3,782         3,008         3,058 
 
 
 
 
   9.      Earnings per share 

The calculation of earnings per share is based on the profit attributable to the equity holders for the period of GBP2,491,000 (2017 - GBP921,000) and weighted average number of shares in issue during the period of 36,352,925 (2016 - 24,806,775).

The diluted earnings per share has been adjusted for the potential share issue relating to the share-based payments. The number of shares has been increased by the difference between the amount of shares that will be issued if all options are exercised and the number of shares that could be purchased for the same consideration at average market price.

 
                                                Unaudited      Unaudited              Audited 
                                               Six months     Six months        Twelve months 
                                                ending 30         ending            ending 31 
                                                    April       30 April              October 
                                                     2018           2017                 2017 
                                                  GBP'000        GBP'000              GBP'000 
 Weighted average number of ordinary 
  shares for the purpose of basic 
  earnings per share                           36,352,925     24,806,775           27,300,689 
 Effect of dilutive potential ordinary 
  shares                                        3,089,690      2,487,559            2,420,417 
 
 Weighted average number of ordinary 
  shares for the purpose of diluted 
  earnings per share                           39,442,615     27,295,334           29,721,106 
 
 

There are no adjustments between the Earnings for the purpose of basic earnings per share being net profit attributable to shareholders and the Earnings for the purpose of diluted earnings per share.

There are no adjustments between the Net profit attributable to equity holders of the parent and the Earnings from continued operations for the purpose of diluted earnings per share excluding discontinued operation.

Underlying earnings per share of 9.98p (2016 - 6.17p) have been calculated on the profit attributable to the equity holders for the period after adding back Amortisation, Depreciation and non-cash share based payments after adjusting the tax provision accordingly.

10. Reconciliation of Operating profit to Net Cash inflow from Operating Activities

 
                                          Unaudited     Unaudited          Audited 
                                         Six months    Six months    Twelve months 
                                          ending 30     ending 30        ending 31 
                                              April         April          October 
                                               2018          2016             2017 
                                            GBP'000       GBP'000          GBP'000 
 
 Profit before tax for the 
  period                                      3,224         1,151            3,507 
 
 Adjustments for 
 
 Interest and other investment 
  income                                       (40)           (6)             (19) 
 Interest expense                               122           123              245 
 Depreciation, amortisation 
  and impairment                              1,048           689            1,778 
 Equity settled share based 
  expense                                        72            72              136 
 
 Movements in working capital 
 Decrease / (Increase) in trade 
  and other receivables                     (1,529)          (23)          (1,195) 
 (Decrease) / Increase in trade 
  and other payables                            621         (551)          (1,252) 
 
 Cash generated from operations               3,518         1,455            5,704 
 
 

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 SSDFIFFASEFM

(END) Dow Jones Newswires

June 04, 2018 02:00 ET (06:00 GMT)

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