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FDM Fdm Group (holdings) Plc

314.50
-13.00 (-3.97%)
Last Updated: 09:11:36
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Fdm Group (holdings) Plc LSE:FDM London Ordinary Share GB00BLWDVP51 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -13.00 -3.97% 314.50 320.50 328.00 331.00 314.50 330.50 4,656 09:11:36
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Computers & Software-whsl 333.98M 40.77M 0.3721 8.80 358.76M

FDM Group (Holdings) plc Half-year Report (5023M)

31/07/2017 7:00am

UK Regulatory


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TIDMFDM

RNS Number : 5023M

FDM Group (Holdings) plc

31 July 2017

FDM Group (Holdings) plc

Interim Results

FDM Group (Holdings) plc ("the Company") and its subsidiaries (together "the Group" or "FDM"), a global professional services provider with a focus on Information Technology ("IT") today announces its Interim Results for the six months ended 30 June 2017.

Highlights

 
                                         30 June 2017   30 June 2016   % change 
--------------------------------------  -------------  -------------  --------- 
 Revenue                                    GBP117.1m       GBP86.5m     +35.4% 
--------------------------------------  -------------  -------------  --------- 
 Mountie revenue                            GBP100.8m       GBP76.7m     +31.4% 
--------------------------------------  -------------  -------------  --------- 
 Adjusted operating profit(1)                GBP22.4m       GBP16.6m     +34.9% 
--------------------------------------  -------------  -------------  --------- 
 Profit before tax                           GBP20.6m       GBP15.5m     +32.9% 
--------------------------------------  -------------  -------------  --------- 
 Adjusted profit before tax(1)               GBP22.3m       GBP16.5m     +35.2% 
--------------------------------------  -------------  -------------  --------- 
 Basic earnings per share                       14.0p          10.7p     +30.8% 
--------------------------------------  -------------  -------------  --------- 
 Adjusted basic earnings per share(1)           15.5p          11.5p     +34.8% 
--------------------------------------  -------------  -------------  --------- 
 Cash flow generated from operations         GBP20.0m       GBP15.7m     +27.4% 
--------------------------------------  -------------  -------------  --------- 
 Cash conversion                                96.8%         101.2%      -4.4% 
--------------------------------------  -------------  -------------  --------- 
 
   --       Strong trading and operational performance 

-- Further geographic expansion, with North America Mountie revenue up 56%, APAC 137%, UK and Ireland 14% and EMEA 12%, against the corresponding period

   --       Mounties assigned to client sites at week 26(2) were up 20% at 2,947 
   --       Mountie utilisation rate(3) for the six months to 30 June 2017 was 96.7% (2016: 97.5%) 

-- Strong client acquisition across the Group with, globally, 35 new clients secured in the period

-- Continued sector diversification, with 71% of new clients outside the financial services sector

-- Online applications to join training programmes increased by 32% on the first half last year

   --       741 training completions in the six months to 30 June 2017 (2016: 701) 

-- Interim dividend per share of 12.0 pence, an increase of 29% (2016: interim dividend of 9.3 pence)

   --       FDM Group (Holdings) plc entered the FTSE 250 in June 2017 

(1) The adjusted operating profit and adjusted profit before tax are calculated before performance share plan expenses (including associated taxes). The adjusted basic earnings per share is calculated before the impact of performance share plan expenses (including associated taxes).

(2) Week 26 in 2017 commenced on 26 June 2017 (2016: week 26 commenced on 27 June 2016).

(3) Utilisation is calculated as the ratio of cost of utilised Mounties to the total Mountie payroll cost.

Rod Flavell, Chief Executive Officer, said:

"This has been a very positive first half with good growth in Mountie revenue and operating profit, driven in particular by excellent performances in our North America and APAC regions together with a very strong close to the period in the UK. Mountie revenue generated outside of the UK was 50% of total Mountie revenue in the period, up from 43% for the first half last year and, at the time of writing, I am delighted to be able to report that we have achieved another significant milestone as we have comfortably passed 3,000 Mounties assigned to client sites.

With our proven business model, continuing geographic expansion, growing customer base and portfolio of established training facilities, the Board anticipates that the Group's performance for the full year will be comfortably ahead of its previous expectations."

Enquiries

For further information:

 
 FDM                Rod Flavell - CEO           020 7067 0000 (today) 
                     Mike McLaren - CFO          0203 056 8240 (thereafter) 
 Weber Shandwick    Nick Oborne/ Tom Jenkins    020 7067 0000 
 

Forward-looking statements

This Interim Report contains statements which constitute "forward-looking statements". Although the Group believes that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to be correct. Because these statements involve risks and uncertainties, actual results may differ materially from those expressed or implied by these forward-looking statements.

About FDM

FDM Group (Holdings) plc ("the Company") and its subsidiaries (together "the Group" or "FDM") is a global professional services provider with a focus on Information Technology ("IT").

The Group's principal business activities are recruiting, training and placing its own permanent IT and business consultants ("Mounties") at client sites. The Group also supplies contractors to clients, either to supplement its own employed consultants' skill sets or to provide greater experience where required. FDM specialises in a range of technical and business disciplines including Development, Testing, Support, Project Management Office, Data Services, Business Analysis, Business Intelligence and Cyber Security.

FDM has dedicated training centres and sales operations located in London, Leeds, Glasgow, New York, Virginia, Toronto, Frankfurt, Singapore and Hong Kong. FDM also operates in China, Ireland, France, Switzerland, Austria, Denmark, Australia and South Africa. FDM has established partnerships with key universities, enabling it to recruit high quality graduates to train as Mounties.

FDM is a strong advocate of diversity and inclusion in the workplace, with around 75 nationalities working together as a team. The Group became an early adopter of the UK's Gender Pay Gap reporting policy, making FDM the sixth company in the UK to release their figures. FDM also ranked in the Top 50 Social Mobility Employer Index this year.

Interim Management Review

Strategy

FDM's strategy is to deliver customer led, sustainable profitable growth on a consistent basis, through its well established Mountie model. This strategy requires that all activities and investments produce the appropriate level of profit and cash returns, deliver sustained and measurable improvements for all stakeholders including customers, staff and shareholders and further FDM's objective of launching the careers of talented people worldwide.

FDM is focussed on delivering against four key objectives to achieve its strategic aims: attracting, training and developing high-calibre Mounties; investing in leading edge training Academies; growing and diversifying its client base; and expanding its geographic presence. The Group continued to make strong progress against all four objectives in the first half of 2017.

(i) FDM attracted 39,000 online applications in the period, an increase of 32% on the equivalent period in 2016 with 741 individuals completing training in the period having passed FDM's rigorous selection and assessment criteria, compared with 701 for the equivalent period in 2016.

(ii) The Group's investment programme has continued into 2017, with the opening of a new Academy in Singapore and the expansion of its existing Frankfurt Academy, bringing the total number of permanent Academies in the Group to nine and the total training capacity (the number of available training seats at a point in time) to 768 seats.

(iii) 35 new clients were won globally in the first half of 2017, of which 25 are non-financial services sector clients.

(iv) Growth in Mountie headcount and revenue was achieved across all four of our operating regions in the first half of 2017, whilst FDM placed Mounties for the first time in Australia, Spain and Portugal.

Group results

The Group delivered a good performance in the period with revenue increasing by 35% to GBP117.1 million (2016: GBP86.5 million), up 29% on a constant currency basis. Mountie revenue increased by 31% to GBP100.8 million (2016: GBP76.7 million), with contractor revenue also increasing by 66% to GBP16.3 million (2016: GBP9.8 million). Whilst the Group's strategy remains to focus on growing Mountie headcount and Mountie revenue, contractor revenue increased in the period as a result of meeting specific client demands which has resulted in a changed revenue mix and a reduced gross margin of 43% (2016: 46%).

Mounties assigned to client sites at week 26 2017 totalled 2,947, an increase of 20% from 2,452 at week 26 2016 and an increase of 9% from 2,705 at week 52 2016. Total headcount assigned to client sites at week 26 2017 was 3,188 (week 26 2016: 2,610) of which 241 were contractors (week 26 2016: 158). At week 26 we had 46% of our Mounties placed outside of the UK (week 26 2016: 42%). The ex-military model continues its growth with 235 ex-military Mounties deployed worldwide at week 26 2017 (week 26 2016: 185).

An analysis of Mountie revenue and headcount by region is set out in the table below:

 
                    Six months    Six months        Year to 
                    to 30 June    to 30 June    31 December         2017         2016         2016 
                          2017          2016           2016     Mounties     Mounties     Mounties 
                       Mountie       Mountie        Mountie     assigned     assigned     assigned 
                       revenue       revenue        revenue           to           to           to 
                          GBPm          GBPm           GBPm       client       client       client 
                                                                    site         site         site 
                                                                 at week      at week      at week 
                                                                      26           26           52 
 UK and Ireland           51.0          44.6           93.9        1,641        1,468        1,505 
 North America            36.9          23.6           54.2          892          702          832 
 EMEA                      6.5           5.8           12.0          143          143          135 
 APAC                      6.4           2.7            7.2          271          139          233 
                  ------------  ------------  -------------  -----------  -----------  ----------- 
                         100.8          76.7          167.3        2,947        2,452        2,705 
----------------  ------------  ------------  -------------  -----------  -----------  ----------- 
 

Adjusted Group operating margin has decreased to 19.1% (2016: 19.2%) reflecting the gross margin impact of the changed sales mix, offset in part through the Group's focus on managing overheads in the period.

The reported results include the benefit arising from favourable exchange rate movements; on a constant currency basis Mountie revenue increased by 24% with profit before tax up by 30%.

Segmental review

UK and Ireland

Mounties deployed on client sites in the UK and Ireland at week 26 2017 were 1,641, an increase of 12% over 1,468 at week 26 2016, generating an increase of 14% in Mountie revenue for the six month period to 30 June 2017. Total revenue generated in the region during the same period was up 26% to GBP66.3 million (2016: GBP52.7 million). The higher increase in total revenue is a result of an increase in contractor revenue. Adjusted operating profit increased by 8% to GBP14.7 million (2016: GBP13.6 million).

FDM's presence in public sector services grew by 30% over week 26 2016, with 263 Mounties placed in week 26 2017. Training capacity in the region is unchanged from June 2016 at 394 seats, as the Group had completed its most recent investment programme in training facilities prior to June 2016.

North America

Our North American region has seen significant growth. The region delivered a strong performance in the six months to 30 June 2017 with Mountie revenue increasing by 56% to GBP36.9 million (2016: GBP23.6 million) resulting in adjusted operating profit increasing to GBP7.6 million (2016: GBP2.8 million). Mounties placed on client sites totalled 892 at week 26 2017 (week 26 2016: 702).

The success story in North America is a result of both new client wins and increased penetration with existing clients as they experience the value and quality of the FDM model.

As with the UK, the Group undertook significant investment in training facilities in the period leading up to 30 June 2016, therefore, training capacity in the North American region remains unchanged compared with prior year at 256 seats.

EMEA (Europe, Middle East and Africa, excluding UK and Ireland)

Revenue from EMEA business increased by 12% to GBP6.5 million (2016: GBP5.8 million), with adjusted operating profit of GBP0.3 million (2016: GBP0.4 million). Mounties deployed on client sites remained unchanged at 143 for both week 26 2017 and week 26 2016.

In the first six months of 2017, FDM has invested in its Frankfurt Academy and office, increasing its training capacity from 20 up to 48 seats, meaning it is well placed to expand in the German market. FDM continues to explore opportunities in the smaller Swiss and Austrian markets.

APAC (Asia Pacific)

APAC Mountie revenue grew significantly by 137% to GBP6.4 million (2016: GBP2.7 million). Mounties placed on site at week 26 were 271, up from 139 at week 26 2016.

With a training capacity of 30 seats, the Singapore Academy and sales office opened in April 2017. FDM now has two dedicated training facilities in the APAC region, with a training capacity of 70 seats. A small adjusted operating loss of GBP0.3 million was generated in the period (2016: loss of GBP0.2 million) reflecting investment in facilities and people in the region. Mounties were placed in Australia for the first time in 2017.

Adjusting items

The Group presents adjusted results, in addition to the statutory results, as the Directors consider that they provide an indication of underlying performance. The adjusted results are stated before performance share plan expenses including associated taxes (where applicable).

The performance share plan expenses including social security costs were GBP1.7 million in the six months to 30 June 2017 (2016: GBP1.0 million). Details of the performance share plan are set out in note 11 to the Condensed Consolidated Interim Financial Statements.

Net finance expense

As the Group has no borrowings, finance costs are minimal. The net charge for the period represents GBP12,000 of finance income and a finance expense of GBP64,000 representing non-utilisation charges on the undrawn element of the Group's revolving credit facility.

Taxation

The tax charge of GBP5.5 million represents the effective tax charge on the Group profit before taxation at the Group's effective tax rate of 26.8% (2016: 25.8%). The effective rate is higher than the underlying UK rate because of profits earned in higher tax jurisdictions.

Earnings per share

The basic earnings per share increased in the period to 14.0 pence (2016: 10.7 pence) whilst adjusted basic earnings per share was 15.5 pence (2016: 11.5 pence). Diluted earnings per share was 14.0 pence, there was no dilution for the period to 30 June 2016.

Dividend

An interim dividend of 12.0 pence per ordinary share (2016: 9.3 pence) was declared by the Directors on 28 July 2017 and will be payable on 22 September 2017 to holders of record on 25 August 2017. The Board continues to follow a progressive dividend policy, its aim being to steadily increase the Group's base dividend, on an annual basis, approximately in line with the growth in the Group's earnings per share.

Cash flow and net funds

Net cash flow from operating activities increased from GBP11.9 million in the half year to 30 June 2016 to GBP13.7 million in the first six months to 30 June 2017. Cash conversion was 97%, with the decrease from 101% in 2016 attributable to movements in working capital. The Group's cash balance at 30 June 2017 was GBP29.3 million (2016: GBP19.1 million) and undrawn facilities of GBP20.0 million are available until 31 August 2018 (2016: GBP20.0 million).

Related party transactions

Details of related party transactions are included in note 12 to the Condensed Interim Financial Statements.

Principal risks facing the business

The Group faces a number of risks and uncertainties which could have a material impact upon its long-term performance. The principal risks and uncertainties faced by the Group are set out in the Annual Report and Accounts for the year ended 31 December 2016 on pages 34 to 39.

Since the approval of the last Annual Report and Accounts, the Board has reviewed the Group's Risk Register with particular focus on the strategic risks of: economic environment, exposure in financial services sector and balancing supply and demand. The Board's assessment of its principal risks remains unchanged from that as set out in the Annual Report and Accounts for the year ended 31 December 2016. The Board considers that the Group has appropriate mitigation at this time and will continue to monitor its key risks.

Summary and outlook

We are pleased with FDM's financial performance for the six months to 30 June 2017 and the Board anticipates that the Group's results for the full year will be comfortably ahead of its previous expectations.

 
                                                                  By order of the Board 
 
 
                                                               Rod Flavell                Mike McLaren 
                                                      Chief Executive Officer    Chief Financial Officer 
 
                                                                                  28 July 2017 
 

Condensed Consolidated Income Statement

for the six months ended 30 June 2017

 
                                     Six months   Six months    Year ended 
                                          to 30        to 30   31 December 
                                      June 2017         June          2016 
                                                        2016 
                                    (Unaudited)  (Unaudited)     (Audited) 
                              Note       GBP000       GBP000        GBP000 
 
Revenue                                 117,098       86,513       189,403 
Cost of sales                          (66,367)     (46,816)     (103,291) 
 
Gross profit                             50,731       39,697        86,112 
 
Administrative expenses                (30,048)     (24,179)      (50,691) 
 
Operating profit                         20,683       15,518        35,421 
 
Finance income                               12           18            28 
Finance expense                            (64)         (63)         (128) 
 
Net finance expense                        (52)         (45)         (100) 
 
Profit before income tax                 20,631       15,473        35,321 
Taxation                         7      (5,529)      (3,992)       (9,139) 
 
Profit for the period                    15,102       11,481        26,182 
 
Earnings per ordinary share 
                                          pence        pence         pence 
Basic                            9         14.0         10.7          24.4 
 
Diluted                          9         14.0         10.7          24.2 
 
 
 

Condensed Consolidated Statement of Comprehensive Income

for the six months ended 30 June 2017

 
                                                 Six months   Six months    Year ended 
                                                      to 30   to 30 June   31 December 
                                                  June 2017         2016          2016 
                                                (Unaudited)  (Unaudited)     (Audited) 
                                                     GBP000       GBP000        GBP000 
 
Profit for the period                                15,102       11,481        26,182 
 
Other comprehensive income 
 Items that may be subsequently reclassified 
 to profit or loss 
Exchange differences on retranslation 
 of foreign operations 
 (net of tax)                                         (348)          714         1,388 
 
Total other comprehensive (expense)/ 
 income                                               (348)          714         1,388 
 
Total comprehensive income for the 
 period                                              14,754       12,195        27,570 
 
 
 

Condensed Consolidated Statement of Financial Position

as at 30 June 2017

 
 
                                               30 June      30 June  31 December 
                                                  2017         2016         2016 
                                           (Unaudited)  (Unaudited)    (Audited) 
                                     Note       GBP000       GBP000       GBP000 
Non-current assets 
Property, plant and equipment                    5,271        4,996        5,011 
Intangible assets                               19,320       19,546       19,533 
Deferred income tax assets                       1,486          340          772 
 
                                                26,077       24,882       25,316 
 
Current assets 
Trade and other receivables                     36,383       30,595       29,164 
Cash and cash equivalents              10       29,311       19,139       27,844 
 
                                                65,694       49,734       57,008 
 
Total assets                                    91,771       74,616       82,324 
 
Non-current liabilities 
Deferred income tax liabilities                      -          391            - 
 
                                                     -          391            - 
 
Current liabilities 
Trade and other payables                        29,115       23,894       24,628 
Current income tax liabilities                   3,737        3,350        4,358 
 
                                                32,852       27,244       28,986 
 
Total liabilities                               32,852       27,635       28,986 
 
Net assets                                      58,919       46,981       53,338 
 
Equity attributable to owners of 
 the parent 
Share capital                                    1,075        1,075        1,075 
Share premium                                    7,873        7,873        7,873 
Capital redemption reserve                          52           52           52 
Translation reserve                              1,116          790        1,464 
Other reserves                                   4,371        1,489        2,470 
Retained earnings                               44,432       35,702       40,404 
 
Total equity                                    58,919       46,981       53,338 
 
 
 

Condensed Consolidated Statement of Cash Flows

for the six months ended 30 June 2017

 
 
                                                   Six months   Six months    Year ended 
                                                        to 30        to 30   31 December 
                                                         June    June 2016          2016 
                                                         2017 
                                                  (Unaudited)  (Unaudited)     (Audited) 
                                            Note       GBP000       GBP000        GBP000 
Cash flows from operating activities 
Profit before tax for the period                       20,631       15,473        35,321 
   Adjustments for: 
   Depreciation and amortisation                          680          525         1,180 
   Finance income                                        (12)         (18)          (28) 
   Finance expense                                         64           63           128 
   Share-based payment charge (including 
    associated social security costs)                   1,713        1,033         2,217 
   Increase in trade and other 
    receivables                                       (7,220)      (6,002)       (4,571) 
   Increase in trade and other 
    payables                                            4,106        4,586         5,126 
 
Cash flows generated from operations                   19,962       15,660        39,373 
   Interest received                                       12           18            28 
   Income tax paid                                    (6,300)      (3,789)       (8,751) 
 
Net cash flow from operating 
 activities                                            13,674       11,889        30,650 
 
Cash flows from investing activities 
   Acquisition of property, plant 
    and equipment                                       (780)      (1,155)       (1,735) 
   Acquisition of intangible assets                      (14)         (28)          (60) 
 
Net cash used in investing activities                   (794)      (1,183)       (1,795) 
 
Cash flows from financing activities 
   Finance costs paid                                    (57)         (56)         (128) 
   Dividends paid                              8     (11,074)     (14,515)      (24,514) 
 
Net cash used in financing activities                (11,131)     (14,571)      (24,642) 
 
Exchange (losses)/ gains on 
 cash and cash equivalents                              (282)          644         1,271 
 
Net increase/ (decrease) in 
 cash and cash equivalents                              1,467      (3,221)         5,484 
Cash and cash equivalents at 
 beginning of period                                   27,844       22,360        22,360 
 
Cash and cash equivalents at 
 end of period                                         29,311       19,139        27,844 
 
 

Condensed Consolidated Statement of Changes in Equity

for the six months ended 30 June 2017

 
 
                                                    Capital 
                              Share     Share    redemption     Translation           Other        Retained           Total 
                            capital   premium       reserve         reserve        reserves        earnings          equity 
                             GBP000    GBP000        GBP000          GBP000          GBP000          GBP000          GBP000 
Unaudited 
Balance at 1 January 
 2017                         1,075     7,873            52           1,464           2,470          40,404          53,338 
 
Profit for the period             -         -             -               -               -          15,102          15,102 
Other comprehensive 
 (expense)/ income 
 for the period                   -         -             -           (348)               -               -           (348) 
 
Total comprehensive 
 (expense)/ income 
 for the period                   -         -             -           (348)               -          15,102          14,754 
 
Share-based payments 
 (note 11)                        -         -             -               -           1,901               -           1,901 
Dividends (note 
 8)                               -         -             -               -               -        (11,074)        (11,074) 
 
Total transactions 
 with owners, recognised 
 directly in equity               -         -             -               -           1,901        (11,074)         (9,173) 
 
Balance at 30 June 
 2017                         1,075     7,873            52           1,116           4,371          44,432          58,919 
 
 
 
 
 
 
                                                    Capital 
                              Share     Share    redemption     Translation           Other        Retained     Total 
                            capital   premium       reserve         reserve        reserves        earnings    equity 
                             GBP000    GBP000        GBP000          GBP000          GBP000          GBP000    GBP000 
Unaudited 
Balance at 1 January 
 2016                         1,075     7,873            52              76             589          38,736    48,401 
 
Profit for the period             -         -             -               -               -          11,481    11,481 
Other comprehensive 
 income for the period            -         -             -             714               -               -       714 
 
Total comprehensive 
 income for the period            -         -             -             714               -          11,481    12,195 
 
Share-based payments 
 (note 11)                        -         -             -               -             900               -       900 
Dividends (note 
 8)                               -         -             -               -               -        (14,515)  (14,515) 
 
Total transactions 
 with owners, recognised 
 directly in equity               -         -             -               -             900        (14,515)  (13,615) 
 
Balance at 30 June 
 2016                         1,075     7,873            52             790           1,489          35,702    46,981 
 
 
 
 

Condensed Consolidated Statement of Changes in Equity (continued)

for the six months ended 30 June 2017

 
 
                                                    Capital 
                              Share     Share    redemption  Translation       Other   Retained     Total 
                            capital   premium       reserve      reserve    reserves   earnings    equity 
                             GBP000    GBP000        GBP000       GBP000      GBP000     GBP000    GBP000 
Audited 
Balance at 1 January 
 2016                         1,075     7,873            52           76         589     38,736    48,401 
 
Profit for the year               -         -             -            -           -     26,182    26,182 
Other comprehensive 
 income for the year              -         -             -        1,388           -          -     1,388 
 
Total comprehensive 
 income for the year              -         -             -        1,388           -     26,182    27,570 
 
Share-based payments              -         -             -            -       1,881          -     1,881 
Dividends (note 
 8)                               -         -             -            -           -   (24,514)  (24,514) 
 
Total transactions 
 with owners, recognised 
 directly in equity               -         -             -            -       1,881   (24,514)  (22,633) 
 
Balance at 31 December 
 2016                         1,075     7,873            52        1,464       2,470     40,404    53,338 
 
 

Notes to the Condensed Consolidated Interim Financial Statements

   1          General information 

The Group is an international professional services provider focusing principally on IT, specialising in the recruitment, training and placement of its own permanent IT consultants.

The Company is a public limited company incorporated and domiciled in the UK with a Premium Listing on the London Stock Exchange. The Company's registered office is 3rd Floor, Cottons Centre, Cottons Lane, London SE1 2QG and its registered number is 07078823.

These Condensed Interim Financial Statements were approved for issue by the Board of Directors of the Group on 28 July 2017. They have not been audited, but have been subject to an independent review by PricewaterhouseCoopers LLP, whose independent report is included.

These Condensed Interim Financial Statements do not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. The Annual Report and Accounts for the year ended 31 December 2016 was approved by the Board of Directors of the Group on 7 March 2017 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 498 of the Companies Act 2006.

   2          Basis of preparation 

These Condensed Interim Financial Statements for the six months ended 30 June 2017 have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and IAS 34 'Interim Financial Reporting' as adopted by the European Union. These Condensed Interim Financial Statements should be read in conjunction with the Annual Report and Accounts for the year ended 31 December 2016, which has been prepared in accordance with IFRSs as adopted by the European Union.

Going concern basis

The Group's continued and forecast global growth, positive operating cash flow and liquidity position, together with its distinctive business model and infrastructure, enable the Group to manage its business risks. The Group's forecasts and projections show that it will continue to operate with adequate cash resources and within the current working capital facilities. The Group passed all bank covenants tested in the period and forecasts that all covenants will be passed for a period of at least twelve months from the date of signing this interim report.

Having reassessed the principal risks, the Directors considered it appropriate to adopt the going concern basis of accounting in preparing the interim financial information.

   3          Significant accounting policies 

These Condensed Interim Financial Statements have been prepared in accordance with the accounting policies, methods of computation and presentation adopted in the financial statements for the year ended 31 December 2016, except for; certain IAS 34 Interim Financial Reporting requirements in respect of income tax.

The Directors have considered all new, revised or amended standards and interpretations which are mandatory for the first time for the financial year ending 31 December 2017, and concluded that none have had any significant impact on these interim financial statements. New, revised or amended standards and interpretations that are not yet effective have not been early adopted. With the exception of IFRS 16 'Leases', the Directors do not anticipate that the adoption of these standards and interpretations will have a material impact on the Group's financial statements in the period of initial application. The Group has carried out an assessment of the likely impact of IFRS 16 'Leases', on its lease portfolio as at 31 December 2016. Application of the new standard will result in a material increase in assets and liabilities on the Consolidated Statement of Financial Position, however the impact on net assets and the income statement will not be material. IFRS 16 is mandatory for financial years commencing on or after 1 January 2019. At this stage, the Group does not intend to adopt the standard before its effective date.

   4          Significant accounting estimates and assumptions 

The preparation of the Group's Condensed Interim Financial Statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities, at the end of the reporting period. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset and liability affected in future periods. The judgements, estimates and assumptions applied in the Condensed Interim Financial Statements, including the key sources of estimation uncertainty, were the same as those applied in the Group's annual financial statements for the year ended 31 December 2016, with the following exception:

-- The estimate of the provision for income taxes, which is determined in the interim financial statements using the estimated average annual effective income tax rate applied to the pre-tax income of the interim period.

The following are considered to be the Group's significant areas of judgement:

Share-based payment charge

A share-based payment charge is recognised in respect of share awards based on the Directors' best estimate of the number of shares that will vest based on the performance conditions of the awards, which comprise adjusted EPS growth and the number of employees that will leave before vesting. The charge is calculated based on the fair value on the grant date using the Black Scholes model and is expensed over the vesting period.

Impairment of goodwill

For impairment testing of goodwill the weighted average cost of capital ("WACC") is calculated to reflect a required rate of return. The WACC is used to discount the estimated future cash flows of the Group to arrive at a value in use, which is compared to the carrying value of the goodwill and other net assets of the respective cash generating unit at the balance sheet date. If the value in use is greater than the carrying value of goodwill and other net assets at the balance sheet date, there is no impairment.

   5          Seasonality 

The Group is not significantly impacted by seasonality trends. A lower number of working days in the first half of the year is approximately offset by increased annual leave in the second half of the year.

   6          Segmental reporting 

Management has determined the operating segments based on the operating reports reviewed by the Board of Directors that are used to assess both performance and strategic decisions. Management has identified that the Executive Directors are the chief operating decision maker in accordance with the requirements of IFRS 8 'Operating segments'.

At 30 June 2017, the Board of Directors consider that the Group is organised into four core geographical operating segments:

   (1)   UK and Ireland; 
   (2)   North America; 
   (3)   Europe, Middle East and Africa, excluding UK and Ireland ("EMEA"); and 
   (4)   Asia Pacific ("APAC"). 

Each geographical segment is engaged in providing services within a particular economic environment and is subject to risks and returns that are different from those of segments operating in other economic environments.

All segment revenue, profit before income taxation, assets and liabilities are attributable to the principal activity of the Group, being an international professional services provider with a focus on IT.

   6        Segmental reporting (continued) 

Segmental reporting for the six months ended 30 June 2017

 
                                  UK and    North 
                                 Ireland  America     EMEA     APAC     Total 
                                  GBP000   GBP000   GBP000   GBP000    GBP000 
 
Revenue                           66,330   37,732    6,515    6,521   117,098 
 
Depreciation and amortisation      (398)    (219)     (18)     (50)     (685) 
 
Segment operating profit/ 
 (loss)                           13,365    7,307      304    (293)    20,683 
Finance income                        10        1        1        -        12 
Finance costs                       (54)      (3)      (5)      (2)      (64) 
 
Profit/ (loss) before income 
 tax                              13,321    7,305      300    (295)    20,631 
 
Total assets                      64,349   17,377    5,440    4,605    91,771 
 
Total liabilities               (16,087)  (9,840)  (2,134)  (4,791)  (32,852) 
 
 

Included in total assets above are non-current assets (excluding deferred tax) as follows:

 
                UK and    North 
               Ireland  America    EMEA    APAC   Total 
                GBP000   GBP000  GBP000  GBP000  GBP000 
 
30 June 2017    22,401    1,465     318     407  24,591 
 
 

Segmental reporting for the six months ended 30 June 2016

 
                                  UK and    North 
                                 Ireland  America     EMEA     APAC     Total 
                                  GBP000   GBP000   GBP000   GBP000    GBP000 
 
Revenue                           52,662   25,112    5,814    2,925    86,513 
 
Depreciation and amortisation      (373)    (120)      (7)     (25)     (525) 
 
Segment operating profit/ 
 (loss)                           12,825    2,559      383    (249)    15,518 
Finance income                        15        -        3        -        18 
Finance costs                       (54)      (2)      (5)      (2)      (63) 
 
Profit/ (loss) before income 
 tax                              12,786    2,557      381    (251)    15,473 
 
Total assets                      56,348   11,383    4,670    2,215    74,616 
 
Total liabilities               (15,945)  (7,999)  (2,075)  (1,616)  (27,635) 
 
 
   6        Segmental reporting (continued) 

Included in total assets above are non-current assets (excluding deferred tax) as follows:

 
                UK and    North 
               Ireland  America    EMEA    APAC   Total 
                GBP000   GBP000  GBP000  GBP000  GBP000 
 
30 June 2016    23,010    1,301      33     198  24,542 
 
 

Segmental reporting for the year ended 31 December 2016

 
                                  UK and    North 
                                 Ireland  America     EMEA     APAC     Total 
                                  GBP000   GBP000   GBP000   GBP000    GBP000 
 
Revenue                          112,912   56,782   12,082    7,627   189,403 
 
Depreciation and amortisation      (762)    (334)     (18)     (66)   (1,180) 
 
Segment operating profit/ 
 (loss)                           26,058    8,909    1,199    (745)    35,421 
 
Finance income                        20        -        7        1        28 
Finance costs                      (106)      (4)     (14)      (4)     (128) 
 
Profit/ (loss) before income 
 tax                              25,972    8,905    1,192    (748)    35,321 
 
Total assets                      60,232   14,265    4,974    2,853    82,324 
 
Total liabilities               (17,791)  (6,686)  (1,862)  (2,647)  (28,986) 
 
 
 

Included in total assets above are non-current assets (excluding deferred tax) as follows:

 
                    UK and    North 
                   Ireland  America    EMEA    APAC   Total 
                    GBP000   GBP000  GBP000  GBP000  GBP000 
 
31 December 2016    22,755    1,551      26     212  24,544 
 
 

Information about major customers

Three customers each represent 10% or more of the Group's revenue from all four operating segments and are presented as follows:

 
                           Six months   Six months    Year ended 
                           to 30 June   to 30 June   31 December 
                                 2017         2016          2016 
                               GBP000       GBP000        GBP000 
 
Revenue from customer A        23,444        9,737        26,126 
Revenue from customer B         4,680       11,410        19,647 
Revenue from customer C        12,310        5,753        15,761 
 
 
   7          Taxation 

Income tax expense is recognised based on management's estimate of the weighted average annual income tax rate expected for the full financial year. The estimated average annual tax rate used for the six months ended 30 June 2017 is 26.8% (the estimated tax rate for the six months ended 30 June 2016 was 25.8%).

   8          Dividends 

2017

An interim dividend of 12 pence per ordinary share was declared by the Directors on 28 July 2017 and will be payable on 22 September 2017 to holders of record on 25 August 2017.

2016

An interim dividend of 9.3 pence per ordinary share was declared by the Directors on 26 July 2016 and paid on 23 September 2016 to holders of record on 26 August 2016. In respect of the full year to 31 December 2016, the Board proposed a final dividend of 10.3 pence per share. This was approved by shareholders at the Annual General Meeting on 27 April 2017, and was paid on 16 June 2017 to shareholders of record on 26 May 2017.

   9          Earnings per ordinary share 

Basic earnings per share is calculated by dividing the profit attributable to ordinary equity holders of the parent company by the weighted average number of ordinary shares in issue during the period.

 
                                                    Six months   Six months    Year ended 
                                                            to           to   31 December 
                                                       30 June      30 June          2016 
                                                          2017         2016 
 
Profit for the period                 GBP000             15,102       11,481        26,182 
 
Average number of ordinary shares 
 in issue (thousands)                 Number            107,518      107,518       107,518 
 
 
Basic earnings per share              Pence                14.0         10.7          24.4 
 
 
 

Adjusted basic earnings per share is calculated by dividing the profit attributable to ordinary equity holders of the parent company, excluding performance share plan expense (including social security costs), by the weighted average number of ordinary shares in issue during the period.

 
                                                 Six months   Six months       Year ended 
                                                         to           to      31 December 
                                                    30 June      30 June             2016 
                                                       2017         2016 
 
Profit for the period (basic 
 earnings)                            GBP000         15,102       11,481           26,182 
 
Share-based payment expense 
 (including social security 
 costs) (see note 11)                 GBP000          1,713        1,033            2,217 
Tax effect of share-based 
 payment expense                      GBP000          (173)        (169)            (672) 
 
Adjusted profit for the 
 period                               GBP000         16,642       12,345           27,727 
 
 
Average number of ordinary shares 
 in issue (thousands)                Number         107,518      107,518          107,518 
 
 
Adjusted basic earnings per 
 share                                Pence            15.5         11.5             25.8 
 
 
   9          Earnings per ordinary share (continued) 

Diluted earnings per share

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Company has one type of dilutive potential ordinary shares in the form of share options; the number of shares in issue has been adjusted to include the number of shares that would have been issued assuming the exercise of the share options.

 
                                            Six months    Six months    Year ended 
                                                    to            to   31 December 
                                               30 June       30 June          2016 
                                                  2017          2016 
 
Profit for the period (basic 
 earnings)                        GBP000         15,102        11,481        26,182 
 
Average number of ordinary 
 shares in issue (thousands)     Number         107,518       107,518       107,518 
Adjustment for share options 
 (thousands)                     Number             554             -           585 
 
Diluted number of ordinary 
 shares in issue (thousands)      Number        108,072       107,518       108,103 
 
 
Diluted earnings per share       Pence            14.0          10.7          24.2 
 
 
 
   10        Analysis of net cash (non-GAAP measure) 
 
                               30 June   30 June   31 December 
                                  2017      2016          2016 
                                GBP000    GBP000        GBP000 
 Cash and cash equivalents      29,311    19,139        27,844 
 
 

Net cash is defined as borrowings less net cash and cash equivalents. The Group had undrawn borrowings at 30 June 2017 of GBP20,000,000 (2016: GBP20,000,000).

   11        Share-based payments 

During the six month period ended 30 June 2017 the Group recognised share-based payment charges of GBP1,337,000 (2016: GBP900,000) and associated social security costs of GBP376,000 (2016: GBP133,000). Also recognised in 'Other reserves' is deferred tax of GBP564,000 (2016: GBPnil).

   12        Related party transactions 

During the six month period ended 30 June 2017 the Company paid GBP18,000 (six months ended 30 June 2016: GBP18,000) to Rod Flavell, Chief Executive Officer and Sheila Flavell, Chief Operating Officer, for rent of an apartment used for short-term employee accommodation. The rent payable was at market rate, no balances were outstanding at period end (2016: GBPnil). At no time during the six months to 30 June 2017 or during 2016 was the apartment used by any of the Directors.

During the six month period ended 30 June 2017 the Company paid GBP16,000 (six months ended 30 June 2016: GBP30,240) for contractor IT services to Viper Business Solutions Limited, which is a limited company wholly owned by the daughter of Sheila Flavell. The IT services performed were provided to a client of the Group and were charged at market rate, no balances were outstanding at period end (2016: GBP8,064).

A number of the Directors' family members are employed by the Group. The employment relationships are at market rate and are carried out on an arm's length basis.

   12           Related party transactions (continued) 

The key management personnel comprise the Directors of the Group. The compensation of key management is set out below:

 
                               Six months  Six months    Year ended 
                                       to          to   31 December 
                                  30 June     30 June          2016 
                                     2017        2016 
                                   GBP000      GBP000        GBP000 
Short-term employee benefits        1,243       1,201         2,712 
Post-employment benefits                4          17            32 
Share-based payments                  357         204           241 
 
                                    1,604       1,422         2,985 
 
 
   13        Financial instruments 

There are no material differences between the fair value of the financial assets and liabilities included within the following categories in the Condensed Consolidated Statement of Financial Position and their carrying value:

   --      Trade and other receivables 
   --      Cash and cash equivalents 
   --      Trade and other payables 

Statement of Directors' Responsibilities

The Directors confirm that these condensed interim financial statements have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" as adopted by the European Union, and that the interim management report includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R of the Disclosure and Transparency Rules of the Financial Conduct Authority, namely:

-- An indication of important events that have occurred during the first six months and their impact on the condensed set of financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

-- Material related party transactions in the first six months and any material changes in the related party transactions described in the last Annual Report.

Directors who held office during the period:

   Ivan Martin                                                        Non-Executive Chairman 
   Roderick Flavell                                                 Chief Executive Officer 
   Sheila Flavell                                                      Chief Operating Officer 
   Michael McLaren                                              Chief Financial Officer 
   Andrew Brown                                                  Chief Commercial Officer 
   Peter Whiting                                                    Non-Executive Director 
   Robin Taylor                                                      Non-Executive Director 
   Michelle Senecal de Fonseca                         Non-Executive Director 
   David Lister                                                        Non-Executive Director 

The Executive Directors and Chairman of FDM were listed in the Annual Report and Accounts of the Company for the year ended 31 December 2016 and remained the same in the six months to 30 June 2017.

 
                By order of the Board 
 
       Rod Flavell                Mike McLaren 
  Chief Executive Officer    Chief Financial Officer 
                    28 July 2017 
 

Independent review report to FDM Group (Holdings) plc

Report on the condensed consolidated interim financial statements

Our conclusion

We have reviewed FDM Group (Holdings) plc's condensed consolidated interim financial statements (the "interim financial statements") in the interim report of FDM Group (Holdings) plc for the 6 month period ended 30 June 2017. Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

What we have reviewed

The interim financial statements comprise:

   --      the condensed consolidated statement of financial position as at 30 June 2017; 

-- the condensed consolidated income statement and the condensed consolidated statement of comprehensive income for the period then ended;

   --      the condensed consolidated statement of cash flows for the period then ended; 
   --      the condensed consolidated statement of changes in equity for the period then ended; and 
   --      the explanatory notes to the interim financial statements. 

The interim financial statements included in the interim report have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

As disclosed in note 2 to the interim financial statements, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the Group is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.

Responsibilities for the interim financial statements and the review

Our responsibilities and those of the directors

The interim report, including the interim financial statements, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim report in accordance with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority.

Our responsibility is to express a conclusion on the interim financial statements in the interim report based on our review. This report, including the conclusion, has been prepared for and only for the company for the purpose of complying with the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Responsibilities for the interim financial statements and the review (continued)

What a review of interim financial statements involves

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.

PricewaterhouseCoopers LLP

Chartered Accountants

London

28 July 2017

This information is provided by RNS

The company news service from the London Stock Exchange

END

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