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NSF Non-standard Finance Plc

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Share Name Share Symbol Market Type Share ISIN Share Description
Non-standard Finance Plc LSE:NSF London Ordinary Share GB00BRJ6JV17 ORD GBP0.05
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.04 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Non-Standard Finance PLC Half-year Report (0523G)

03/08/2016 7:00am

UK Regulatory


Non-standard Finance (LSE:NSF)
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RNS Number : 0523G

Non-Standard Finance PLC

03 August 2016

Non-Standard Finance plc

('Non-Standard Finance', 'NSF', the 'Company' or the 'Group')

Unaudited Half Year Results to 30 June 2016

3 August 2016

Highlights

 
 --   Normalised revenue1 of GBP31.3m (2015: nil); 
       reported revenue of GBP29.1m (2015: nil) 
 --   Normalised adjusted operating profit1 of GBP3.9m 
       (2015: loss of GBP0.9m); reported adjusted 
       operating loss of GBP3.1m (2015: adjusted operating 
       loss of GBP0.9m) 
 --   On a pro forma basis2, normalised revenue was 
       GBP44.9m (2015: n/a); adjusted operating profit 
       was GBP8.7m (2015: n/a); operating profit was 
       GBP7.7m (2015: n/a) 
 --   Acquisition of Everyday Loans completed on 
       13 April 2016 following FCA approval 
 --   Full FCA licence awarded to Everyday Loans 
       and Trusttwo 
 --   Strong loan book growth across all divisions 
       since acquisition to reach GBP146.8m before 
       fair value adjustments (GBP168.8m after fair 
       value adjustments) at 30 June 2016 
 --   Total committed facilities of GBP95m, including 
       the additional GBP10m facility recently agreed, 
       with ability to request an increase to GBP120m; 
       at 30 June 2016 GBP73.7m had been drawn 
 --   Maiden half year dividend declared totalling 
       GBP1.0m (2015: nil) or 0.3p per share (2015: 
       nil) 
 --   Current trading: loan book growth continuing 
       and the Group on-track to achieve 20% loan 
       book growth per annum and a 20% return on assets 
       in 2017 
 

Financial summary

 
        6 months to 30             2016            2016        2016        2015 
                  June    Normalised(1)      Fair value    Reported    Reported 
                                           adjustments, 
                                           amortisation 
                                            of acquired 
                                            intangibles 
                                 GBP000          GBP000      GBP000      GBP000 
----------------------  ---------------  --------------  ----------  ---------- 
 Revenue                         31,315         (2,192)      29,123           - 
 Impairments                    (9,891)               -     (9,891)           - 
 Admin expenses                (17,498)         (4,807)    (22,305)       (910) 
                        ===============  ==============  ==========  ========== 
 Adjusted operating 
  profit (loss)                   3,926         (6,999)     (3,073)       (910) 
 Temporary additional 
  commission(3)                 (1,002)               -     (1,002)           - 
                        ===============  ==============  ==========  ========== 
 Operating profit 
  (loss)                          2,924         (6,999)     (4,075)       (910) 
 Exceptional items                    -           (626)       (626)           - 
                        ---------------  --------------  ----------  ---------- 
 Profit (loss) before 
  interest and tax                2,924         (7,625)     (4,701)       (910) 
 Net finance (cost) 
  income                        (1,301)               -     (1,301)          52 
                        ---------------  --------------  ----------  ---------- 
 Profit (loss) before 
  tax                             1,623         (7,625)     (6,002)       (858) 
 Taxation                         (316)           1,400       1,084           - 
                        ===============  ==============  ==========  ========== 
 Profit (loss) after 
  tax                             1,307         (6,225)     (4,918)       (858) 
                        ===============  ==============  ==========  ========== 
 
 Earnings (loss) 
  per share                                                 (1.67)p     (2.20)p 
 Dividend per share                                           0.30p           - 
======================  ===============  ==============  ==========  ========== 
 

(1) Adjusted to exclude fair value adjustments and amortisation of acquired intangibles

(2) Assuming Everyday Loans was acquired on 1 January 2016 and adjusted to exclude fair value adjustments and amortisation of acquired intangibles. Note it has not been possible to present a comparative figure for the first half of 2015

3 When a new home credit agent agrees to provide lending and collection services to the Group, we may decide to offer a limited period of additional commission whilst the agent builds up a critical mass of active loan customers

Group pro forma results

In order to set out clearly the underlying performance of the Group, the table below provides an analysis of the normalised pro forma results for the enlarged Group for the six month period to 30 June 2016. The pro forma results include Everyday Loans and Trusttwo for the six months ended 30 June 2016.

 
 6 months to 30 Jun          Everyday      Loans   Trusttwo   Central        NSF 
  16                            Loans    at Home                costs        plc 
  Pro forma normalised(4)                                                    Pro 
                                                                           forma 
                               GBP000     GBP000     GBP000    GBP000     GBP000 
--------------------------  ---------  ---------  ---------  --------  --------- 
 Revenue                       23,038     20,700      1,136         -     44,874 
 Impairments                  (4,410)    (7,849)      (179)         -   (12,438) 
                            ---------  ---------  ---------  --------  --------- 
 Revenue less impairments      18,628     12,851        957         -     33,436 
 Admin expenses              (10,392)   (11,013)      (492)   (1,815)   (23,712) 
                            ---------  ---------  ---------  --------  --------- 
 Adjusted operating 
  profit                        8,236      1,838        465   (1,815)      8,724 
 Temporary additional 
  commission                        -    (1,002)          -         -    (1,002) 
                            =========  =========  =========  ========  ========= 
 Operating profit               8,236        836        465   (1,815)      7,722 
 Net finance cost             (2,792)      (176)      (185)     (271)    (3,424) 
                            ---------  ---------  ---------  --------  --------- 
 Profit before tax              5,444        660        280   (2,086)      4,298 
                            ---------  ---------  ---------  --------  --------- 
 
 

(4) Assuming Everyday Loans was acquired on 1 January 2016 and adjusted to exclude fair value adjustments and amortisation of acquired intangibles. Note it has not been possible to present a comparative figure for the first half of 2015

John van Kuffeler, Non-Standard Finance's Chairman, said

"The Group has achieved a solid first half performance, reflecting the positive response to the changes implemented in each of our three business divisions. Loan book growth is in-line with our annual target of 20% and customer numbers are also growing strongly with the result that we remain on-track to achieve our targets of 20% annual loan book growth and a 20% return on assets in 2017.

"The vast majority of our customers benefit from our face-to-face model that delivers positive customer outcomes and has a history of robust performance during periods of economic uncertainty. In addition, Britain's decision to leave the EU may increase demand for our products if mainstream lenders seek to tighten credit further. Since the end of June 2016, each of our businesses has continued to deliver loan book growth and while the important Christmas period lies ahead for Loans at Home, the Group's performance to-date underpins our confidence in the full year outlook. Accordingly, we are pleased to declare a maiden half year dividend of GBP1.0m, or 0.3p per share."

Context for results

 
 --   The 2016 half year results include a full period 
       for Loans at Home and approximately three months 
       of Everyday Loans (including Trusttwo) that 
       completed on 13 April 2016; 
 --   The Company was incorporated on 8 July 2014 
       and admitted to trading on the main market 
       of the London Stock Exchange in February 2015 
       raising GBP103m of new equity; and 
 --   Loans at Home was acquired on 4 August 2015 
       and as a result the 2015 half year results 
       contain no operating results and reflect the 
       costs of the parent company only. 
 

- Ends -

Interviews with John van Kuffeler, Chairman and Nick Teunon, Chief Financial Officer

Interviews with John van Kuffeler and Nick Teunon will be available as video and text from 7.00 am on 3 August 2016 on the Group's website: www.nonstandardfinance.com.

Analyst meeting, webcast, dial-in and conference call details

There will be an analyst meeting at 9.00 am for invited UK-based analysts at the offices of Bell Pottinger, 6th Floor Holborn Gate, 330 High Holborn, London, WC1V 7QD. The meeting will be simultaneously broadcast via webcast and conference call. To watch the live webcast, please register for access by visiting the Group's website www.nonstandardfinance.com. Details for the dial-in facility are given below. A copy of the webcast and slide presentation given at the meeting will be available on the Group's website later today.

Dial-in details to listen to the analyst presentation at 9.00 am, 3 August 2016

 
 08.50     Please call + 44 20 3059 
  am        8125 
 Title     NSF Half Year Results 
 9.00 am   Meeting starts 
 

All times are British Summer Time (BST).

For more information:

 
 Non-Standard Finance plc 
  John van Kuffeler, Chairman 
  Nick Teunon, Chief Financial Officer 
  & Company Secretary 
  Peter Reynolds, Director, IR and 
  Communications                          +44 (0) 20 3772 
  c/o Bell Pottinger                                 2500 
 Bell Pottinger 
  Olly Scott 
  Aarti Iyer                              +44 (0) 20 3772 
  Molly Stewart                                      2500 
 

About Non-Standard Finance

Non-Standard Finance plc was established to acquire and grow businesses in the UK's non-standard consumer finance sector. Under the direction of its highly experienced main board, the Company has now established a sustainable group of businesses offering credit to the c.12 million UK adults who are not served by (or choose not to use) mainstream financial institutions. In addition, the businesses acquired now have access to increased levels of funding and have benefited from stronger management controls; have refined their product pricing in a number of areas; have introduced new compliance protocols; and are investing in new IT infrastructure and systems. These changes have been implemented to balance the delivery of improved customer outcomes with the generation of substantial returns for shareholders. The two acquisitions made were:

 
 --   Loans at Home - The Company announced on 7 
       July 2015 that it had entered into an agreement 
       to acquire the Home Credit Division of S&U 
       plc ('S&U') which trades as Loans at Home, 
       for an enterprise value of GBP82.5m, payable 
       in cash, subject to approval by S&U's shareholders 
       and customary closing conditions. The acquisition 
       completed on 4 August 2015 following approval 
       by S&U's shareholders with the final consideration 
       equalling GBP82.4m after an adjustment for 
       net assets at completion. 
 --   Everyday Loans - On 4 December 2015 the Company 
       announced that it had entered into an agreement 
       to acquire Everyday Loans, the branch-based 
       unsecured lending and guaranteed loans business 
       of Secure Trust Bank PLC, for an enterprise 
       value of GBP235m. The acquisition, that was 
       funded through a combination of new equity 
       and debt facilities, completed on 13 April 
       2016, following change of control approval 
       from the FCA. 
 

Chairman's statement

Results

The first half of 2016 has been a busy period from both an operational and strategic perspective and I am therefore delighted to report normalised revenue of GBP31.3m (2015: nil) and normalised operating profit of GBP3.9m (2015: nil). Reported revenue after fair value adjustments, was GBP29.1m (2015: nil) and reported loss before interest and tax was GBP4.7m (2015: loss of GBP0.9m). On a pro forma normalised basis, assuming Everyday Loans and Trusttwo had been owned for the full period, the Group generated pro forma revenue of GBP44.9m (2015: n/a), pro forma adjusted operating profit of GBP8.7m (2015: n/a) and pro forma operating profit of GBP7.7m (2015: n/a).

The size of our combined net loan book across all businesses as at 30 June 2016 was GBP146.8m before any fair value adjustment (GBP168.8m after fair value adjustments) and we remain on course to achieve our objectives of 20% loan book growth per annum and a return on assets ('ROA') of 20% in 2017.

Everyday Loans

Everyday Loans is the UK's largest branch-based provider of unsecured loans in the non-standard finance segment. Upon completion of the Everyday Loans acquisition on 13 April 2016, we set about implementing our plans to expand the branch network; return the product offering to include higher APR business; and refine the pricing of certain products in accordance with a new and refined credit scorecard. Whilst the full benefit of these measures will begin to take effect during the second half of 2016, the business has performed as expected and achieved a strong performance in the first half with normalised operating profit of GBP3.6m (2015: nil) and pro forma operating profit of GBP8.2m.

Loans at Home

Loans at Home (previously Loansathome4u) is one of the UK's largest providers of home credit and has 98,000 active customers. The business is growing faster than we expected pre-acquisition and has responded to each of the management, operational and structural changes that we have introduced since taking control of the business in August 2015. As described in more detail below, our planned growth in the number of agents and customers has been better than we expected just a few months ago and the net value of loans issued is up 27% in the first six months of 2016 versus the same period in 2015. As a consequence of this strong growth, impairments have increased by more than originally expected and we are managing this carefully. We have also chosen to increase our investment in temporary additional agent commission before the full benefit of this growth feeds through into revenue and profit. Loans at Home delivered an adjusted operating profit of GBP1.6m (2015: nil) and a normalised adjusted operating profit of GBP1.8m, the difference being the unwinding of the fair value adjustment made on acquisition. The business is continuing to grow its loan book as we enter the seasonally important second half of the year when we expect both impairments as a percentage of revenue and additional agent commission to reduce from their peak in the first half.

Trusttwo

Founded in 2014, Trusttwo is focused on the issue of guaranteed loans, a market that we believe represents a significant growth opportunity for the Group and where we are well-placed to capture a meaningful share of what is an exciting and rapidly growing market. As a result, whilst Trusttwo is currently small relative to the other divisions, we have chosen to split out its financial performance to provide greater transparency on this area of our business. Benefiting from the existing infrastructure of Everyday Loans, Trusttwo has already established itself as an attractive alternative to the market leader on the back of excellent relationships with the broking community that remains a significant source of new customers. In the six months to 30 June 2016, Trusttwo delivered an operating profit of GBP0.3m (2015: nil) and on a pro forma basis, an operating profit of GBP0.5m.

Business strategy

Our platform for growth is now in place: we have leading positions in both home credit and branch-based lending in the UK and a scalable presence in guaranteed loans. We are focused on growing both revenue and profits through operational improvements and the deployment of an efficient capital structure. Whilst further acquisitions are not required to achieve our targeted loan book growth of 20% per annum with a return on assets ('ROA') of 20%, we continue to review small bolt-on targets that can accelerate the achievement of our plans whilst meeting our required thresholds for financial returns and acceptable risk.

Our chosen sub-sectors of the UK's non-standard finance segment (home credit, branch-based lending and guaranteed loans) have significant potential and we believe that through careful and modest investment in our infrastructure and by drawing upon the wealth of management experience that now resides within the Group, we have an opportunity to deliver substantial revenue growth and attractive financial returns for shareholders.

The achievement of our objectives will always be subject to a rigorous assessment of the associated commercial, regulatory and reputational risks. At its heart is our commitment to treating customers fairly, delivering excellent service and lending responsibly. Only by safeguarding these core principles in all areas of our business will we achieve our long-term goals and deliver the growth and returns to which we aspire.

Financing

The Company's IPO and subsequent acquisition of Everyday Loans involved raising approximately GBP283m in new equity and GBP85m in new debt facilities. To support the significant growth rates now being achieved by both Loans at Home and Everyday Loans and to provide the flexibility to pursue small bolt-on acquisitions should any suitable opportunities arise, we have also now put in place a further GBP10m debt facility for Loans at Home from Shawbrook Bank Limited, with an opportunity to increase this to GBP15m with the bank's consent. The new facility is for a three-year term and contains the usual terms and conditions for a facility of this type. Therefore, committed facilities available to the Group now total GBP95m with the ability to increase this, with the banks' consent, to GBP120m.

Regulation

Having submitted its application for full authorisation in 2015, Everyday Loans, including Trusttwo, received all of its remaining permissions from the Financial Conduct Authority (FCA) on 20 June 2016.

Loans at Home operates under an interim consumer credit permission from the FCA and submitted its application for full authorisation in June 2015. Supplementary information has been supplied to the FCA following completion of our acquisition of the company and we expect to receive full authorisation in due course, at the same time as the other major home credit providers.

Whilst the FCA is continuing to review a number of areas within the non-standard finance segment, we believe that our approach is responsible, appropriate and focused on treating customers fairly. In both home credit and branch-based lending we build a personal relationship with the customer through face-to-face contact and are better able to undertake a thorough assessment both of the customer's ability to afford a particular loan as well as their prevailing circumstances that can in turn help to identify any vulnerability or potential vulnerability. In guaranteed loans, we invest the time needed to explain to both customer and guarantor all aspects of the lending process, ensuring that all parties are clear on their obligations under any agreement having conducted appropriate affordability checks on both. Our approach allows us to lend to segments of the population that might otherwise be unable to access credit and so helps them to smooth some of the peaks and troughs in their income and expenditure. It also helps us to safeguard our own profitability by ensuring we make good lending decisions and can deliver the returns required by our investors and other providers of capital.

A summary of some of the recent regulatory developments that may have a bearing on the Group's businesses is set out in the appendix.

Dividend policy and half year dividend

We expect that the strong cash flows generated by the Group's businesses will support a progressive dividend policy whilst at the same time underpinning sustainable growth in its loan book. Accordingly, the Board is delighted to declare a maiden half year dividend of 0.3p per share (2015: nil) with a total half year dividend pay-out of approximately GBP1.0m (2015: nil) affirming our intention to deliver both yield and EPS growth to shareholders.

The medium-term dividend policy objective is to pay-out 50% of annual post-tax earnings, with a split between the half year and full year dividend of approximately one-third:two-thirds.

The half year dividend of 0.3p per share (2015: nil) will be payable on 19 October 2016 to those shareholders on the register of shareholders on 23 September 2016 (the 'Record Date').

Current trading and outlook

Building upon our strong positions in both branch-based lending and home credit, I am pleased to report that the Group has continued to make good progress.

While Britain's decision to leave the European Union has prompted significant uncertainty in global financial markets, our businesses have a history of robust performance in times of economic uncertainty. Moreover, any tightening of credit by mainstream financial institutions in response to market volatility may present further opportunities for the Group as consumers seek alternative sources of credit.

Since the end of June 2016, each of our businesses has continued to grow its loan book and whilst the run up to Christmas remains an important period for our home credit business, our performance to date underpins our confidence in the full year outlook.

John de Blocq van Kuffeler

Chairman

3 August 2016

Financial review

The timing and significance of the acquisition of Everyday Loans means that the reported results for the Group in the first half of 2016 do not reflect the underlying performance of the Group's operations and so we have also provided pro forma figures to illustrate what revenues, profits and other key performance metrics would have been, had Everyday Loans been acquired at the beginning of 2016.

Both the reported and pro forma results are significantly affected by temporary additional commission paid to newly signed-up agents at Loans at Home, fair value adjustments and the amortisation of acquired intangibles. There are no directly comparable pro forma figures for the first half of 2015 as the Company listed in February 2015 as a cash shell and had no revenue during the first half of 2015.

Group reported results

The reported results for the Group include a full period of Loans at Home that was acquired on 4 August 2015 and approximately three months' performance from Everyday Loans that was acquired on 13 April 2016.

 
 6 months to 30 Jun                 2016            2016       2016       2015 
                              Normalised      Fair value   Reported   Reported 
                                             adjustments 
                                                     and 
                                            amortisation 
                                                      of 
                                                acquired 
                                             intangibles 
                                  GBP000          GBP000     GBP000     GBP000 
---------------------------  -----------  --------------  ---------  --------- 
 Revenue                          31,315         (2,192)     29,123          - 
 Impairments                     (9,891)               -    (9,891)          - 
                             ===========  ==============  =========  ========= 
 Revenue less impairments         21,424         (2,192)     19,232          - 
 Administrative expenses        (17,498)         (4,807)   (22,305)      (910) 
                             ===========  ==============  =========  ========= 
 Adjusted operating 
  profit (loss)                    3,926         (6,999)    (3,073)      (910) 
 Temporary additional 
  commission                     (1,002)               -    (1,002)          - 
                             ===========  ==============  =========  ========= 
 Operating profit 
  (loss)                           2,924         (6,999)    (4,075)      (910) 
 Exceptional items                     -           (626)      (626)          - 
 Net finance (cost)/income       (1,301)               -    (1,301)         52 
 Profit (loss) before 
  tax                              1,623         (7,625)    (6,002)      (858) 
 Tax                               (316)           1,400      1,084          - 
                             -----------  --------------  ---------  --------- 
 Profit (loss) after 
  tax                              1,307         (6,002)    (4,918)      (858) 
 Earnings (loss) 
  per share                                                 (1.67)p    (2.20)p 
 Dividend per share                                           0.30p          - 
---------------------------  -----------  --------------  ---------  --------- 
 

Normalised revenue was GBP31.3m (2015: nil) reflecting a full period of Loans at Home and approximately three months of Everyday Loans. This fed through into an adjusted operating profit of GBP3.9m (2015: loss of GBP0.9m). This was then reduced by temporary additional commission paid to newly signed-up agents of GBP1.0m (2015: nil) as well as fair value adjustments and amortisation of acquired intangibles totalling GBP7.0m (2015: nil). As a result, the reported operating loss in the first half of 2016 was GBP4.1m (2015: loss of GBP0.9m). Exceptional costs of GBP0.6m and net interest costs of GBP1.3m (2015: net interest income of GBP52,000) resulted in a reported loss before tax of GBP6.0m (2015: GBP0.9m). A net tax credit of GBP1.1m meant that the loss after tax was GBP4.9m (2015: GBP0.9m) equating to a reported loss per share of 1.67p (2015: 2.2p).

All the above activities relate to continuing operations. A more detailed review of each of the operating businesses is outlined below showing results on a pro forma as well as a reported basis.

Divisional overview

Everyday Loans

Having announced the proposed acquisition of Everyday Loans on 4 December 2015, the transaction completed on 13 April 2016 following receipt of the requisite change of control approval from the FCA. As a result, we have included both reported and pro forma figures for Everyday Loans.

As the largest branch-based lender in the UK's non-standard finance sector, Everyday Loans is well-positioned to continue to fill the void left by a number of major sub-prime, branch-based lenders that exited the market in the aftermath of the financial crisis.

As at 30 June 2016 Everyday Loans had over 37,000 active customers across the UK, the vast majority of whom make their initial contact remotely but whose application is then reviewed during an interview that usually takes place face-to-face in one of our branches. The investment in branch-based lending creates a more bespoke and thorough lending experience which benefits our customers as well as the business by enabling better lending decisions.

As a result, Everyday Loans's track record and financial performance has remained strong through the economic cycle while many other lenders have faltered. Customers appreciate the greater amount of personal contact in our business model, as evidenced by high satisfaction levels amongst existing customers, many of whom are likely to bring repeat business and refer new customers to us.

Reported results

Normalised revenue was GBP10.0m (2015: nil) and reflected the inclusion of Everyday Loans from 13 April 2016. Fair value adjustments of GBP2.0m (2015: nil) were due to the unwinding of the adjustment made to the acquired loan portfolio and resulted in reported revenue of GBP8.1m (2015: nil). Impairments were GBP2.0m (2015: nil) while administrative expenses were GBP4.4m (2015: nil) resulting in total normalised operating profit of GBP3.6m (2015: nil) and reported operating profit of GBP1.7m.

Since completing the acquisition in April 2016 we have enabled the business to expand its product range and lend to a wider customer base that continues to deliver attractive risk-adjusted returns. We continue to believe that the branch-based approach provides Everyday Loans with a significant advantage over other more remote lenders in being able to properly assess both affordability and propensity to pay and so whilst customers with lower credit scores do carry more risk, at higher APRs the risk-adjusted return remains attractive.

 
            6 months to 30             2016           2016        2016        2015 
                      June    Normalised(6)     Fair value    Reported    Reported 
                                               Adjustments 
                                     GBP000         GBP000      GBP000      GBP000 
--------------------------  ---------------  -------------  ----------  ---------- 
 Revenue                             10,047        (1,979)       8,068           - 
 Impairments                        (1,979)              -     (1,979)           - 
                            ===============  =============  ==========  ========== 
 Revenue less impairments             8,068        (1,979)       6,089 
 Admin expenses                     (4,434)              -     (4,434)           - 
                            ===============  =============  ==========  ========== 
 Operating profit                     3,634        (1,979)       1,655           - 
 Net finance cost                     (787)              -       (787)           - 
                            ===============  =============  ==========  ========== 
 Profit before tax                    2,847        (1,979)         868           - 
 Taxation                             (560)            396       (164)           - 
                            ===============  =============  ==========  ========== 
 Profit after tax                     2,287        (1,583)         704           - 
                            ===============  =============  ==========  ========== 
 
 Key Performance 
  Indicators 
 Number of branches                      36                         36           - 
 Period end customer 
  numbers (000)                        37.2                       37.2           - 
 Period end loan 
  book(7)                         GBP112.6m                  GBP112.6m           - 
 Operating profit 
  margin                              36.2%                      20.5%           - 
 Impairments/revenue                  19.7%                      24.5% 
==========================  ===============  =============  ==========  ========== 
 

(6) Reported figures, adjusted to exclude fair value adjustments and amortisation of acquired intangibles

(7) Excluding fair value adjustments

Pro forma results

Pro forma normalised revenue reached GBP23.0m driven by further growth in the loan book that by 30 June 2016 had reached GBP112.6m, thanks to continued strong demand for the Group's products as well as the benefit of an increase in yield from a shift in the product mix. Impairments were 19.1% of revenue or GBP4.4m reflecting the strong loan book growth and an expansion of the Group's customer base. Administrative expenses were GBP10.4m resulting in normalised operating profit of GBP8.2m.

 
                6 months to 30 June             2016 
                                           Pro forma 
                                       Normalised(8) 
                                              GBP000 
-----------------------------------  --------------- 
 Revenue                                      23,038 
 Impairments                                 (4,410) 
                                     =============== 
 Revenue less impairments                     18,628 
 Admin expenses                             (10,392) 
                                     =============== 
 Operating profit                              8,236 
 Net finance cost                            (2,792) 
                                     =============== 
 Profit before tax                             5,444 
 Taxation                                    (1,083) 
                                     =============== 
 Profit after tax                              4,361 
                                     =============== 
 
 Key Performance Indicators 
 Number of branches                               36 
 Period end customer numbers (000)              37.2 
 Period end loan book(9)                   GBP112.6m 
 Operating profit margin                       35.7% 
 Impairments/revenue                           19.1% 
===================================  =============== 
 

(8) Assuming Everyday Loans was acquired on 1 January 2016 and adjusted to exclude fair value adjustments and amortisation

(9) Excluding fair value adjustments

Plans for the rest of 2016

For the rest of 2016 and into 2017, the two main strategies for growth are to expand the network of 36 branches and establish a broader product offering to once again include customers with lower credit scores.

Despite already having a well-established branch based network across the UK, we have identified the potential for up to 20 additional branches thereby reducing the travel time for customers, improving conversion rates and increasing the size of our potential customer base. Having opened a new branch in Preston in July, we plan to open four more new branches in the second half of 2016 which should mean that approximately 80% of postcodes will be within a 30 minute drive of one of our branches.

In terms of our customer offer, we continue to develop new products that we believe will complement our existing range, improve conversion and drive further loan book growth.

Loans at Home

Loans at Home is one of the UK's largest home credit businesses and was acquired on 4 August 2015 for GBP82.4m. Having installed a new management team in the autumn of 2015, our primary goals for 2016 were to expand the number of agents and increase customer recruitment. Despite having set some ambitious first half targets in terms of loan book growth, number of agents and active customers, the business is ahead of our original plans on each of these key metrics. The shift in approach by the market leader in this segment, changes to the regulatory regime and a generally positive economic backdrop for our target customer segments, have together created a significant opportunity for the business to grow substantially.

At completion the business had a total of 557 self-employed agents servicing 87,000 active customers and net loan book of GBP22.6m. By 30 June 2016 we had grown the number of agents by over 50% to 840 and the number of active customers by 13% to 98,000. Of the 283 new agents added since 4 August 2015, approximately 50% have joined from other home credit businesses and therefore have access to a large potential pool of former home credit customers that they know well and this supports our objectives for future customer and loan book growth. Whilst new agents require additional commission for the transition period during which they establish their own active customer base, this is seen as a modest and worthwhile temporary investment in further loan book growth. In the six months to 30 June 2016, the net value of loans issued was up by 27% versus the same period in 2015. As at 30 June 2016 the net loan book had increased to GBP26.9m, a 19% increase since 4 August 2015.

While the growth in the loan book and the large number of new agencies added has been better than expected, it has also prompted a larger increase in impairments than originally expected. We are managing this carefully and expect that the ratio of impairments to revenue for the new agencies added will gravitate towards the long-term average as these agencies mature over the next 12-18 months.

The home credit business is highly seasonal with the majority of loans issued during the second half and in particular in the run-up to Christmas and December tends to be the peak lending month. The balance of revenue and profit between the first half and second half of the year is also heavily influenced by the Group's accounting policies. These tend to smooth the recognition of revenue throughout the year while requiring that impairments are made only after there is evidence that a customer balance may be impaired, such as when a payment has been missed. Given the concentration of lending around Christmas, it is during the early part of the following calendar year that home credit businesses experience the largest impairment charges as the performance of loans made around Christmas becomes apparent. As a result, profits tend to be weighed towards the second half of the calendar year.

Reported results

Normalised revenue was GBP20.7m (2015: nil), reflecting the inclusion of Loans at Home for the first time. Reported revenue was slightly lower due to the unwinding of the fair value adjustment made to the loan book at completion.

Adjusted operating profit of GBP1.8m (2015: n/a) was after deducting administration costs of GBP11.0m that included GBP3.7m of agent commissions (2015: n/a). We have broken out the GBP1.0m of temporary additional commission (2015: nil) that was paid in the period to new agents joining our network since August 2015. These agents are already proving to be high performers both in terms of collections and the number of new customers they are adding to our network, both of which are encouraging lead indicators as we enter the seasonally important second half. Reported operating profit was GBP0.6m (2015: nil) reflecting the cost of temporary additional commission paid to agents and the fair value adjustment to revenue outlined above.

Our new handheld collections application (app) began a period of live-testing by agents in June 2016 with plans to roll-out company-wide during the third quarter. Loaded on to the agent's own mobile device, the new app has been designed to significantly improve the smooth running of the collection process and should also result in some modest savings in administrative cost. Drawing upon our experience during the testing phase of the collections app, a new lending app is also at an advanced stage of design and is expected to be tested later this year with roll-out to agents expected in early 2017.

 
 6 months to 30                     2016           2016        2016        2015 
  June                    Normalised(10)     Fair value    Reported    Reported 
                                            Adjustments 
                                  GBP000         GBP000      GBP000      GBP000 
======================  ================  =============  ==========  ========== 
 Revenue                          20,700          (213)      20,487           - 
 Impairments                     (7,849)              -     (7,849)           - 
                        ================  =============  ==========  ========== 
 Revenue less 
  impairments                     12,851          (213)      12,638 
 Admin expenses                 (11,013)              -    (11,013)           - 
                        ================  =============  ==========  ========== 
 Adjusted operating 
  profit                           1,838          (213)       1,625           - 
 Temporary additional 
  commission                     (1,002)              -     (1,002) 
                        ================  =============  ==========  ========== 
 Operating profit                    836          (213)         623 
 Net finance cost                  (176)              -       (176)           - 
                        ================  =============  ==========  ========== 
 Profit before 
  tax                                660          (213)         447           - 
 Taxation                          (132)             43        (89)           - 
                        ================  =============  ==========  ========== 
 Profit after 
  tax                                528          (170)         358           - 
                        ================  =============  ==========  ========== 
 Key Performance 
  Indicators 
 Period end agent 
  numbers*                           840                        840         557 
 Period end number 
  of branches*                        44                         44          39 
 Period end customer 
  numbers*                        98,000                     98,000      87,000 
 Period end loan 
  book (GBPm)(11) 
  *                                 26.9                       26.9        22.6 
 Adjusted operating 
  profit margin                     8.9%                       7.9%         n/a 
 Impairments/revenue               37.9%                      38.3%         n/a 
======================  ================  =============  ==========  ========== 
 

(10) Normalised to exclude fair value adjustments related to the acquisition and subsequent restructuring of Loans at Home.

(11) Excluding fair value adjustments

* Note KPIs for 2015 are as at 4 August 2015 and after taking into account the various accounting adjustments that were made on acquisition.

Plans for the rest of 2016

We are focused on delivering loan book growth of at least 20% whilst carefully managing impairments and operating costs. Having enjoyed a period of exceptional growth in the number of agents joining our network since August 2015, we expect to revert to a more steady progression in the second half of 2016 with the result that temporary additional commission costs are expected to begin to reduce, just as the demand for our products reaches its seasonal peak. In addition, as our recently added customer cohorts start to mature, loan volumes should increase and impairments as a percentage of revenue should fall, delivering attractive revenue and profit growth. Whilst we will continue to look for appropriately priced bolt-on acquisition opportunities in the home credit segment and given the strong growth already achieved in the year-to-date, we remain cautious on taking any steps that might distract management from the core operations.

Trusttwo

The Group's third operating division, Trusttwo, was acquired as part of Everyday Loans. Whilst still relatively small compared with the other two business areas, we believe that it has significant potential and have therefore chosen to split out its financial performance separately from Everyday Loans, again including pro forma and reported results.

Started in 2014, Trusttwo operates in the fast growing guaranteed loans segment of the non-standard finance sector and is able to rely on much of the Everyday Loans infrastructure including technology and underwriting.

Trusttwo's core customer is typically a UK resident who falls into one of the younger age brackets and has either a limited or impaired credit history. Mainstream lenders would be likely to charge a higher APR for an unsecured loan that may make the loan unaffordable for the customer and result in them being rejected. However, such a customer may be ideal for a guaranteed loan through Trusttwo if they can find a suitable guarantor - normally someone who meets mainstream prime and near prime risk lending requirements. When these borrowers make their loan repayments on time, it can help to improve their credit rating and open-up access to lower cost sources of credit in the future, without needing a guarantor.

No upfront fees are charged for the application process. After the applicant's guarantor consents to the arrangement via an online link, successful applications result in the loan being paid into the account of the guarantor who then transfers the funds to the applicant which helps to counter fraudulent applications.

Loans typically range in size from GBP1,000 up to GBP7,500, can be used for almost any purpose and are repayable in fixed monthly instalments over 13 to 60 months requiring no direct security, (with overpayments allowed at any time without penalty). Interest rates range from 39.9% to 49.9%, with a representative APR of 39.9%.

In putting together Trusttwo's operating platform and infrastructure, management ensured that it would be able to scale-up quickly and without significant further investment. Given the size of the opportunity and the inherent operating capacity that exists within its business model, we believe that there is significant scope to grow the business over the coming years.

Reported results

As at 30 June 2016 the business had a net loan book of GBP7.3m delivering reported revenue of GBP0.5m (2015: nil) and operating profit of GBP0.3m (2015: nil) reflecting the performance in the three month period since acquisition.

 
          6 months to 30 June        2016        2015 
                                 Reported    Reported 
                                   GBP000      GBP000 
=============================  ==========  ========== 
 Revenue                              568           - 
 Impairments                         (63) 
                               ==========  ========== 
 Revenue less cost of sales           505 
 Admin expenses                     (236)           - 
                               ==========  ========== 
 Operating profit                     269           - 
 Net finance cost                    (67)           - 
                               ----------  ---------- 
 Profit before tax                    202           - 
 Taxation                            (40)           - 
                               ==========  ========== 
 Profit after tax                     162           - 
                               ==========  ========== 
 
 Key Performance Indicators 
 Period end customer numbers 
  (000)                               3.0           - 
 Period end loan book (GBPm)          7.3           - 
 Operating profit margin            47.3%           - 
 Impairment/revenue                 11.1% 
=============================  ==========  ========== 
 

Pro forma results

On a pro forma basis, assuming the business had been acquired at the beginning of 2016, Trusttwo generated pro forma revenue of GBP1.1m and pro forma operating profit of GBP0.5m.

 
                6 months to 30 June            2016 
                                       Pro forma(9) 
                                             GBP000 
===================================  ============== 
 Revenue                                      1,136 
 Impairments                                  (179) 
                                     ============== 
 Revenue less cost of sales                     957 
 Admin expenses                               (492) 
                                     ============== 
 Operating profit                               465 
 Net finance cost                             (185) 
                                     -------------- 
 Profit before tax                              280 
 Taxation                                      (56) 
                                     ============== 
 Profit after tax                               224 
                                     ============== 
 
 Key Performance Indicators 
 Period end customer numbers (000)              3.0 
 Period end loan book (GBPm)                    7.3 
 Operating profit margin                      40.9% 
 Impairment/revenue                           15.8% 
===================================  ============== 
 

(9) Assuming Trusttwo was acquired on 1 January 2016 and adjusted to exclude fair value adjustments and amortisation

Plans for the rest of 2016

To meet our long-term growth targets for Trusttwo we have already begun to implement a number of operational plans. We recently appointed Richard Sharp as Managing Director of Trusttwo. Richard joined us from Dollar Financial and has 15 years' experience in consumer finance which will prove invaluable in steering Trusttwo through what we plan to be a period of significant growth. Among the initiatives being deployed are: first, an expansion of the parameters for both size of loan and interest rate charged so that both are more in-line with those of our main competitors; second, we intend to leverage the Everyday Loans branch network that has approximately 70-80,000 applications a month, of which over 95% don't get approved or are abandoned and some of which may prove to be attractive leads for Trusttwo; third, we are focused on establishing long-term commercial arrangements with large financial brokers that have expressed a desire to help support an alternative provider to the market leader; fourth, we are focused on improving the customer journey with a view to enhancing their experience as well as improving conversion; and finally we continue to explore the possibility of making one or more small bolt-on acquisitions in the guaranteed loan segment, subject to the availability of suitable opportunities at the right price.

Central costs

 
 6 months to                  2016            2016        2016        2015 
  30 June           Normalised(10)    Amortisation    Reported    Reported 
                                       of acquired 
                                       intangibles 
                            GBP000          GBP000      GBP000      GBP000 
================  ================  ==============  ==========  ========== 
 Revenue                         -               -           -           - 
 Admin expenses            (1,815)         (4,807)     (6,622)       (910) 
 Exceptional 
  items                          -           (626)       (626)           - 
 Operating loss            (1,815)         (5,433)     (7,248)       (910) 
 Net finance 
  (cost)/income              (271)               -       (271)          52 
                  ----------------  --------------  ----------  ---------- 
 Loss before 
  tax                      (2,086)         (5,433)     (7,519)       (858) 
 Taxation                      416             961       1,377           - 
                  ================  ==============  ==========  ========== 
 Loss after 
  tax                      (1,670)         (4,472)     (6,142)       (858) 
                  ================  ==============  ==========  ========== 
 
 

(10) Adjusted to exclude amortisation of acquired intangibles related to the acquisition of Loans at Home and Everyday Loans

Administrative expenses for the period totalled GBP1.8m (2015: GBP0.9m) and include head office costs associated with the running of the plc as well as advisory and other related expenses associated with the review of potential acquisition targets. In addition, the Group incurred GBP4.8m of amortisation of intangible assets recognised on the acquisition of both Loans at Home and Everyday Loans (2015: nil). An exceptional charge of GBP0.6m (2015: nil) related to stamp duty paid at completion on the acquisition of Everyday Loans. Net interest of GBP0.3m (2015: GBP0.1m) related to the non-utilisation fee on the Everyday Loans bank facility prior to the drawdown at completion.

Principal risks

There are a number of potential risks and uncertainties which could have a material impact on the Group's performance over the remaining six months of the financial year and could cause reported and pro forma results to differ materially from expected and historical results

The principal risks facing the Group, together with the Group's risk management process in relation to these risks, are unchanged from those reported in the Group's Annual Report for the period ended 31 December 2015 (which is available for download at www.nonstandardfinance.com) and relate to the following areas:

 
 --   Conduct - risk of poor outcomes for our customers 
       or other key stakeholders as a result of the 
       Group's actions; 
 --   Regulation - risk through changes to regulations 
       or a failure to comply with existing rules 
       and regulations; 
 --   Credit - risk of loss through poor underwriting 
       or a diminution in the credit quality of the 
       Group's customers; 
 --   Business strategy and operations - risk that 
       the Group fails to execute its plan as expected 
       or that the outcome from executing such strategy 
       is not as planned; and 
 --   Liquidity - while the Group is well-capitalised 
       and has secured committed debt facilities of 
       GBP95m with an opportunity to increase, with 
       the consent of the banks, to GBP120m, prevailing 
       uncertainty in global financial markets following 
       the UK's decision to leave the European Union 
       means that there is a risk that the Group may 
       be unable to secure sufficient finance in the 
       future to execute its long-term business strategy. 
 

On behalf of the Board of Directors

Nick Teunon

Chief Financial Officer

3 August 2016

Statement of Directors' responsibilities

The Directors confirm that, to the best of their knowledge, the unaudited condensed interim financial statements have been prepared in accordance with IAS 34 as adopted by the European Union, and that the interim report includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R, namely:

 
 --   An indication of important events that have 
       occurred during the first six months of the 
       financial year and their impact on the unaudited 
       condensed interim 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 that have 
       occurred in the first six months of the financial 
       year and any material changes in the related 
       party transactions described in the last annual 
       report and financial statements 
 

The current directors of Non-Standard Finance plc are listed in the 2015 Annual Report & Financial Statements. There have been no changes in directors during the six months ended 30 June 2016. A list of current directors is also maintained on the Non-Standard Finance website: www.nonstandardfinance.com.

The maintenance and integrity of the Non-Standard Finance website is the responsibility of the Directors. The work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the unaudited condensed interim financial statements since they were initially presented on the website.

Legislation in the United Kingdom governing the preparation and dissemination of unaudited condensed interim financial statements may differ from legislation in other jurisdictions.

On behalf of the Board of Directors

Nick Teunon

Chief Financial Officer

Independent review report to Non-Standard Finance plc

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2016 which comprises the income statement, the balance sheet, the statement of changes in equity, the cash flow statement and related notes 1 to 17. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the company 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. Our work has been undertaken so that we might state to the company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusions we have formed.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

The annual financial statements of the company are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report have been prepared in accordance with the accounting policies the company intends to use in preparing its next annual financial statements.

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

Scope of review

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 inquiries, 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 Ireland) 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.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2016 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

Deloitte LLP

Chartered Accountants and Statutory Auditor

London, United Kingdom

3 August 2016

Financial statements

Consolidated statement of comprehensive income for the six months ended 30 June 2016

 
                                     Note           Before fair         Fair value 
                                             value adjustments,       adjustments, 
                                                   amortisation       amortisation                             Period 
                                                    of acquired        of acquired   Six months    from incorporation 
                                                    intangibles        intangibles        ended                    to 
                                                and exceptional    and exceptional      30 June               30 June 
                                                          items              items         2016                  2015 
                                                         GBP000             GBP000       GBP000                GBP000 
----------------------------------  -----  --------------------  -----------------  -----------  -------------------- 
 
 Revenue                              4                  31,315            (2,192)       29,123                     - 
 
 Cost of sales                                          (9,891)                  -      (9,891)                     - 
 Administrative 
  expenses                                             (18,500)            (4,807)     (23,307)                 (910) 
 
 Operating profit/(loss)                                  2,924            (6,999)      (4,075)                 (910) 
 
 Exceptional 
  items                               5                       -              (626)        (626)                     - 
                                           ====================  =================  ===========  ==================== 
 Profit/(loss) 
  on ordinary 
  activities 
  before interest 
  and tax                             5                   2,924            (7,625)      (4,701)                 (910) 
 Net finance 
  (cost)/income                                         (1,301)                  -      (1,301)                    52 
 
 Profit/(loss) 
  on ordinary 
  activities 
  before tax                                              1,623            (7,625)      (6,002)                 (858) 
 
 Tax on ordinary 
  activities                          7                   (316)              1,400        1,084                     - 
 
 Profit/(loss) 
  for the period                                          1,307            (6,225)      (4,918)                 (858) 
 
 Total comprehensive 
  profit/(loss) 
  for the period                                          1,307            (6,225)      (4,918)                 (858) 
 
 Loss attributable 
  to: 
 
   *    Owners of the parent                                                            (4,918)                 (858) 
 
   *    Non-controlling interests                                                             -                     - 
 

Loss per share

 
 Six months ended 30 June    Note     2016     2015 
                                     pence    pence 
--------------------------  -----  -------  ------- 
 
 Basic and diluted              6   (1.67)   (2.20) 
 

There are no recognised gains or losses other than disclosed above and there have been no discontinued activities in the period.

Consolidated statement of financial position as at 30 June 2016

 
                                  Note   30 June 2016   31 December 
                                                               2015 
                                               GBP000        GBP000 
-------------------------------  -----  -------------  ------------ 
 
 ASSETS 
 Non-current assets 
 Goodwill                                     132,071        40,176 
  Intangible assets                9           23,318        14,119 
  Property, plant and 
   equipment                       10           3,937         1,718 
                                        -------------  ------------ 
                                              159,326        56,013 
 Current assets 
 Inventories                                        3             3 
 Amounts receivable 
  from customers                   11         168,790        28,412 
 Trade and other receivables                   12,388        10,275 
 Cash and cash equivalents                      5,002         7,320 
                                        -------------  ------------ 
                                              186,183        46,010 
 
 Total assets                                 345,509       102,023 
                                        -------------  ------------ 
 
 LIABILITIES AND EQUITY 
 Current liabilities 
 Trade and other payables                       9,490        13,803 
 Deferred tax liability            12           9,205         3,057 
                                               18,695        16,860 
 
 Non-current liabilities                       73,700             - 
                                        -------------  ------------ 
 Total non-current liabilities                 73,700             - 
 
 Equity attributable 
  to owners of the parent 
 Share capital                     13          15,852         5,264 
 Share premium                     14         254,995        92,714 
 Retained loss                               (17,988)      (13,070) 
                                        -------------  ------------ 
                                              252,859        84,908 
 Non-controlling interests                        255           255 
                                        -------------  ------------ 
 Total equity                                 253,114        85,163 
 
 Total equity and liabilities                 345,509       102,023 
                                        -------------  ------------ 
 

These financial statements were approved by the Board of Directors on 3 August 2016.

Signed on behalf of the Board of Directors

Nick Teunon

Chief Financial Officer

3 August 2016

Consolidated statement of changes in equity for the six months ended 30 June 2016

 
                           Share      Share   Retained   Non-controlling      Total 
                         capital    premium       loss          interest 
                          GBP000     GBP000     GBP000            GBP000     GBP000 
---------------------  ---------  ---------  ---------  ----------------  --------- 
 
 At incorporation              -          -          -                 -          - 
 
 Total comprehensive 
  loss for the 
  period                       -          -      (858)                 -      (858) 
 
 Transactions 
  with owners, 
  recorded directly 
  in equity: 
 Issue of shares           5,264     92,714          -               255     98,233 
 
 
 At 30 June 2015           5,264     92,714      (858)               255     97,375 
                       ---------  ---------  ---------  ----------------  --------- 
 
 
 Total comprehensive 
  loss for the 
  period                       -          -   (12,212)                 -   (12,212) 
 
 At 31 December 
  2015                     5,264     92,714   (13,070)               255     85,163 
                       ---------  ---------  ---------  ----------------  --------- 
 
 Total comprehensive 
  loss for the 
  period                       -          -    (4,918)                 -    (4,918) 
 
 Transactions 
  with owners, 
  recorded directly 
  in equity: 
 Issue of shares          10,588    162,281          -                 -    172,869 
 
 
 At 30 June 2016          15,852    254,995   (17,988)               255    253,114 
                       ---------  ---------  ---------  ----------------  --------- 
 

Consolidated statement of cash flows for the six months ended 30 June 2016

 
 Six months ended 30 June         Note        2016     2015 
                                            GBP000   GBP000 
-------------------------------  -----  ----------  ------- 
 
 Net cash used in operating 
  activities                      16      (14,813)    (545) 
 
 Cash flows used in investing 
  activities 
 Purchase of property, 
  plant and equipment                      (1,989)     (58) 
 Acquisition of subsidiary        15     (230,784)        - 
                                        ----------  ------- 
 Net cash used in investing 
  activities                             (232,773)     (58) 
 
 Cash flows from financing 
  activities 
 Net finance (cost)/income                 (1,301)       52 
 Debt raising                               73,700        - 
                                        ----------  ------- 
 Proceeds from issue of 
  share capital                            172,869   97,854 
                                        ----------  ------- 
 Net cash from financing 
  activities                               245,268   97,906 
 Net (decrease) increase 
  in cash and cash equivalents             (2,318)   97,303 
 Cash and cash equivalents 
  at beginning of period                     7,320        - 
                                        ----------  ------- 
 Cash and cash equivalents 
  at end of period                           5,002   97,303 
                                        ----------  ------- 
 

Notes to the financial statements for the six months ended 30 June 2016

General Information

Non-Standard Finance plc is a public limited company incorporated and domiciled in the United Kingdom. The address of the registered office is 5(th) Floor, 6 St Andrew Street, London, EC4A 3AE.

The unaudited condensed interim financial statements do not constitute the statutory financial statements of the Group within the meaning of section 434 of the Companies Act 2006. The statutory financial statements for the period ended 31 December 2015 were approved by the Board of Directors on 4 March 2016 and have been delivered to the Registrar of Companies. The report of the auditors on those financial statements was unqualified, did not draw attention to any matters by way of emphasis and did not contain any statement under section 498(2) or (3) of the Companies Act 2006.

The unaudited condensed interim financial statements for the six months ended 30 June 2016 have been reviewed, not audited, and were approved by the Board of Directors on 3 August 2016.

   1.   Basis of preparation 

The unaudited condensed interim financial statements for the six months ended 30 June 2016 have been prepared in accordance with IAS 34 'Interim Financial Reporting' as adopted by the European Union. The unaudited condensed interim financial statements should be read in conjunction with the statutory financial statements for the period ended 31 December 2015 which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.

The Directors have reviewed the Group's budgets, plans and cash flow forecasts for 2016 together with outline projections for the three subsequent years. Based on this review, they are satisfied that the Group has adequate resources to continue to operate for the foreseeable future. For this reason, the Directors continue to adopt the going concern basis in preparing the unaudited condensed interim financial statements.

   2.   Accounting policies 

The accounting policies applied in preparing the unaudited condensed interim financial statements are consistent with those used in preparing the statutory financial statements for the period ended 31 December 2015.

Taxes on profits in interim periods are accrued using the tax rate that will be applicable to expected total annual profits.

New and amended standards and interpretations need to be adopted in the first interim financial statements issued after their effective date (or date of early adoption). There are no new IFRSs or IFRICs that are effective for the first time for the six months ended 30 June 2016 which have a material impact on the Group.

Intangible assets

Intangible assets include intangibles in respect of the customer lists and agent relationships at Loans at Home and the Loans at Home brand and acquisition intangibles in respect of the customer lists, broker relationships and Credit Decisioning technology at Everyday Loans and the Everyday Loans brand.

The fair value of the customer lists of Loans at Home and Everyday Loans on acquisition has been estimated by calculating the Net Present Value (NPV) of the discounted cash flows from each new re-loan provided to this, discrete set of known customers. The Board of Directors will re-calculate the NPV at each future accounting date using the same assumptions, limited to the then existing customer lists.

The fair value of Loans at Home's agent relationships on acquisition has been estimated by valuing the cost to set up a similar network of trained agents.

The fair value of Everyday Loans' broker relationships on acquisition have been estimated by calculating the NPV of the discounted cash flows from the cost avoided each year due to having the broker relationships in place on new loan volumes written by existing brokers. The Board of Directors will re-calculate the NPV at each future accounting date using the same assumptions, limited to the then existing brokers.

The fair value of Everyday Loans' Credit Decisioning technology on acquisition has been estimated by assessing the likely commercial level of royalties that would be payable to a third party were the technology licenced rather than owned, calculated as a percentage of forecast revenues and discounted to the date of the transaction. The Board of Directors will re-value the technology using the same methodology at each future accounting date.

The fair value of Loans at Home's brand and Everyday Loans' brand on acquisition has been estimated by assessing the likely commercial level of royalties that would be payable to a third party were the brand licenced rather than owned, calculated as a percentage of forecast revenues and discounted to the date of the transaction. The Board of Directors will re-value the brand using the same methodology at each future accounting date.

Amortisation is charged to the statement of comprehensive income, unless otherwise agreed, over their estimated useful lives as follows:

 
 Customer lists         Between 5 and 
                         7 years 
 Agent network          20% reducing 
                         balance 
 Broker relationships   2 to 3 years 
 Credit Decisioning     4 years 
  technology 
 Brand                  Between 1 and 
                         5 years 
 

The useful economic life and amortisation method of intangible assets are reviewed at least at each balance sheet date. Impairment of intangible assets is only reviewed where circumstances indicate that the carrying value of an asset may not be fully recoverable.

Financial instruments

Amounts receivable from customers

Customer receivables, originated by the Group, are initially recognised at the amount loaned to the customer plus directly attributable costs. Subsequently, receivables are increased by revenue and reduced by cash collections and any deduction for impairment. The Directors assess on an ongoing basis whether there is objective evidence that customer receivables are impaired at each balance sheet date.

Recognition of incurred losses

For Loans at Home objective evidence of impairment is based on the payment performance of loans in the previous 13 weeks as this is considered to be the most appropriate indicator of credit quality. Loans are deemed to be impaired when the cumulative amount of between two and four contractual weekly payments (depending on length of relationship with the customer) have been missed in the previous 13 week period.

For Everyday Loans, the criteria that the Company uses to determine that there is objective evidence of impairment loss include, but are not limited to, the following:

 
 --   Delinquency in contractual payments 
       of principal or interest; 
 --   Cash flow difficulties experienced 
       by the borrower; and 
 --   Initiation of bankruptcy proceedings 
 

An impairment loss is calculated by reference to arrears stages and is measured as the difference between the carrying value of the loans and the present value of estimated future cash flows discounted at the original effective interest rate. The assumptions for estimating future cash flows are based upon observed historical data and updated as management considers appropriate to reflect current and future conditions. All assumptions are reviewed regularly to take account of differences between previously estimated cash flows on impaired debt and the eventual losses.

   3.   Critical accounting judgements and key sources of estimation uncertainty 

The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgements that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the year-end date and the reported amounts of revenues and expenses during the reporting period.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

Determination of cash generating units

For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units). The Board of Directors consider Loans at Home, Everyday Loans and Non-Standard Finance plc (central costs), as one unit. Everyday Loans is split into two segments for segmental reporting, Everyday Loans and Trusttwo.

Impairment of goodwill

Determining whether goodwill is impaired requires an estimation of the value in use of the cash generating units (CGUs) to which goodwill has been allocated. The value in use calculation requires the Group to estimate the future cash flows expected to arise from the CGU and apply a suitable discount rate in order to calculate the present value.

The assessment of impairment of goodwill reflects a number of key estimates, which have a material effect on the carrying value of the asset. These include:

 
 --   Cash flow forecast which have been extracted 
       from the budget, which involves inherent uncertainty, 
       particularly in respect of gross loan values, 
       collections performance and the cost base of 
       the business 
 --   Estimates made on the disposal costs of the 
       business. 
 --   The Weighted Average Cost of Capital (WACC) 
       applied to determine the Net Present Value 
       (NPV) of future cash flows. 
 

The nature and inherent uncertainty relating to the above judgements and estimates means that the forecast cash flows may be materially different from actual cash flows. A material future reduction in forecast surplus cash flows would necessitate a full impairment review and the possibility of a material impairment charge in future years.

The Group has produced a forecast to 31 December 2018 and applied three valuation approaches to establish the recoverable amount of the CGU. These were:

 
 1.   A Price/Total Net Asset Value (TNAV) multiple 
       based on the Return on TNAV of the business, 
       with the multiple calculated by using a regression 
       analysis for comparable speciality finance 
       company valuations over the last 2-years; 
 2.   A Price/Earnings multiple based on the assumed 
       Earnings Growth of the business in the following 
       2-years, with the multiple calculated by using 
       a regression analysis for comparable speciality 
       finance company valuations over the last 2-years; 
       and 
 3.   A 10-year average Price/Earnings multiple for 
       comparable speciality finance companies. 
 

Under the IAS 36 Framework both the Value in Use and Fair Value less Costs of Disposal methods can be used to assess whether impairment is required, but if the first approach used does not imply impairment it is not necessary to apply the second approach. The lowest of the three valuations was used by the Group to compare with the CGU's carrying value. This has not resulted in any impairment of the carrying value at 30 June 2016 as the CGU's recoverable amount exceeds its carrying value.

Amounts receivable from customers and recognition of incurred losses

The Group reviews its portfolio of loans and receivables for impairment at each balance sheet date. For the purposes of assessing the impairment of customer loans and receivables, customers are categorised into arrears stages as this is considered to be the most reliable indication of payment performance. The Group makes judgements to determine whether there is objective evidence which indicates that there has been an adverse effect on expected future cash flows.

Once a loan is deemed to be impaired, judgement is required to determine the quantum and timing of cash flows that will be recovered, which are discounted to present value based on the effective interest rate (EIR) of the loan.

Customer accounts in Loans At Home are deemed to be impaired when between two and four contractual weekly payments (depending on length of relationship with the customer) have been missed in the previous 13 weeks. In the weekly home credit business, receivables are deemed to be impaired when the cumulative amount of two or more contractual weekly payments have been missed in the previous 13 weeks, since only at this point do the expected future cash flows from loans deteriorate significantly.

Customer accounts in Everyday Loans are impaired with reference to arrears stages and are measured as the difference between the carrying value of the loans and the present value of estimated future cash flows discounted at the original effective interest rate. The assumptions for estimating future cash flows are based upon observed historical data and updated as management considers appropriate to reflect current and future conditions. All assumptions are reviewed regularly to take account of differences between previously estimated cash flows on impaired debt and the eventual losses.

Fair value of acquired loan book

The fair value of the acquired loan portfolio of Loans at Home and Everyday Loans on acquisition has been estimated by discounting expected future cash flows at a rate of 20%. The WACC used by the Group for Loans at Home is 15% and for Everyday Loans (including Trusttwo) is 10%, with an additional market risk premium being added for the specific loan assets. The difference between fair value and carrying value of the loan portfolio on acquisition will be unwound to revenue in the statement of comprehensive income on an effective interest rate basis over the expected life of the acquired loans. The Board of Directors will re-value, using the same assumptions, the remaining cash flows from the loans that were in place at the time of acquisition, at each future accounting date.

Intangible assets - customer lists

Loans at Home's and Everyday Loans' customer lists have been allocated a fair value on acquisition as the existing customer base is an important influence on the future prospects of the business.

The customer lists have been valued by calculating the NPV of the discounted cash flows from each new loan sold to this discrete set of known customers. The methodology is in-line with the Group's existing valuation model used for budgeting purposes.

The valuation of the customer lists reflects a number of key estimates, which have a material effect on the carrying value of the asset. These include:

 
 --   Cash flow forecast which have been extracted 
       from the budget, which involves inherent uncertainty, 
       particularly in respect of gross loan values, 
       collections performance and the cost base of 
       the business. 
 --   Estimates made on the propensity to re-loan 
       to the customer base. 
 --   The WACC applied to determine the NPV of each 
       new re-loan. 
 

The nature and inherent uncertainty relating to the above judgements and estimates means that the forecast cash flows may be materially different from actual cash flows. A material future reduction in forecast surplus cash flows would necessitate a full impairment review and the possibility of a material impairment charge in future years.

   4.   Revenue 

Revenue is recognised by applying the effective interest rate (EIR) to the carrying value of a loan. The EIR is calculated at inception and represents the rate which exactly discounts the future contractual cash receipts from a loan to the amount of cash advanced under the loan, plus directly attributable issue costs. In addition, the EIR takes account of customers repaying early.

 
                                                 Six months 
                                                      ended 
                                                    30 June 
                                                       2016 
                                                     GBP000 
----------------------------------------------  ----------- 
 
 Interest income                                     31,315 
 Fair value unwind on acquired loan portfolio       (2,192) 
                                                ----------- 
 Total revenue                                       29,123 
                                                ----------- 
 
   5.   Segment information 

Management has determined the operating segments by considering the segment information that is reported internally to the chief operating decision-maker, the Board of Directors. For management purposes, the Group is currently organised into four operating divisions Central, Loans at Home, Everyday Loans and Trusttwo. These divisions are the operating segments for which the Group reports its segment information internally to the Board of Directors. The Group's operations are all located in the United Kingdom and all revenue is attributable to customers in the United Kingdom.

 
 Six months                              Loans   Everyday                  Total    Total 
  ended 30 June             Central    at Home      Loans   Trusttwo        2016     2015 
                             GBP000     GBP000     GBP000     GBP000      GBP000   GBP000 
-------------------------  --------  ---------  ---------  ---------  ----------  ------- 
 
 Interest income                  -     20,700     10,047        568      31,315        - 
 Fair value 
  unwind on acquired 
  loan portfolio                  -      (213)    (1,979)          -     (2,192)        - 
                           --------  ---------  ---------  ---------  ----------  ------- 
 Total revenue                    -     20,487      8,068        568      29,123        - 
 Operating (loss)/profit 
  before fair 
  value unwind, 
  amortisation 
  and exceptional 
  items                     (1,815)        836      3,634        269       2,924    (910) 
 Fair value 
  unwind on acquired 
  loan portfolio                  -      (213)    (1,979)          -     (2,192)    (910) 
 Amortisation 
  of intangible 
  assets                    (4,807)          -          -          -     (4,807)        - 
 Exceptional 
  items                       (626)          -          -          -       (626)        - 
                           --------  ---------  ---------  ---------  ----------  ------- 
 Operating (loss)/profit    (7,248)        623      1,655        269     (4,701)    (910) 
 Net finance 
  cost/(income)               (271)      (176)      (787)       (67)     (1,301)       52 
                           --------  ---------  ---------  ---------  ----------  ------- 
 (Loss)/profit 
  before tax                (7,519)        447        868        202     (6,002)    (858) 
 Tax                          1,377       (89)      (164)       (40)       1,084        - 
                           --------  ---------  ---------  ---------  ----------  ------- 
 (Loss)/profit 
  for the period            (6,142)        358        704        162     (4,918)    (858) 
                           --------  ---------  ---------  ---------  ----------  ------- 
 
 Total assets               273,927     33,754    131,344      7,598     446,623   97,673 
 Total liabilities          (1,039)    (8,433)   (89,705)    (4,247)   (103,424)    (298) 
                           --------  ---------  ---------  ---------  ----------  ------- 
 Net assets                 272,888     25,321     41,639      3,351     343,199   97,375 
 Capital expenditure            159        928      1,083         59       2,229       58 
 Depreciation 
  of plant property 
  and equipment                  14        177         57          3         251        2 
 Amortisation 
  of intangible 
  assets                      4,807          -          -          -       4,807        - 
 

All inter-segment transactions are transacted on an arm's-length basis. The results of each segment have been prepared using accounting policies consistent with those of the Group as a whole.

   6.   Loss per share 
 
 Six months ended 30 June             2016         2015 
 
 Retained loss attributable 
  to ordinary shareholders 
  (GBP'000)                        (4,918)        (858) 
 Weighted average number 
  of ordinary shares           294,851,859   38,937,453 
 
 Basic and diluted loss 
  per share                        (1.67p)      (2.20p) 
 

The loss per share was calculated on the basis of net loss attributable to ordinary shareholders divided by the weighted average number of ordinary shares. The basic and diluted loss per share is the same, as the exercise of share options would reduce the loss per share and therefore, is anti-dilutive.

 
 Six months ended 30 June           2016    2015 
--------------------------------  ------  ------ 
 
 Weighted average number 
  of potential ordinary 
  shares that are not currently 
  dilutive                         5,539   5,539 
 
   7.   Taxation 

The tax charge for the period has been calculated by applying the Directors' best estimate of the effective tax rate for the financial year of 20% (2015: 20%), to the profit before tax for the period.

   8.   Dividends 

The Directors have declared an interim dividend in respect of the six months ended 30 June 2016 of 0.3 pence per share (2015: nil) which will amount to an estimated dividend payment of GBP951,000. This dividend is not reflected in the balance sheet as it will be paid after the balance sheet date.

   9.   Goodwill 
 
                                           As at 
                                         30 June 
                                            2016 
                                          GBP000 
                                       --------- 
 Cost and net book amount 
  At incorporation                             - 
 Acquisition of subsidiary (Loans at 
  Home)                                   40,176 
                                       --------- 
 At 31 December 2015                      40,176 
 Acquisition of subsidiary (Everyday 
  Loans)                                  91,895 
                                       --------- 
 At 30 June 2016                         132,071 
                                       --------- 
 

The goodwill recognised represents the difference between the purchase consideration and the net assets acquired (including intangible assets recognised upon acquisition).

The Group tests goodwill annually for impairment or more frequently if there are indications that goodwill might be impaired.

The recoverable amount has been determined based on a value in use calculation. That calculation uses cash flow projections based on financial budgets approved by management covering a period to 31 December 2018, disposal costs have been estimated at 2% and a discount rate (WACC) of 15% used on the acquisition of Loans At Home and a reduced discount rate of 10% for Everyday Loans, which takes into account the introduction of debt into the Group. The Directors have estimated the discount rate using pre-tax rates that reflect current market assessments of the time value of money and the risks specific to the market. None of the goodwill is expected to be tax deductible.

10. Intangible assets

 
                         Customer      Agent    Brands           Broker   Technology      Total 
                            lists    network              relationships 
                           GBP000     GBP000    GBP000           GBP000       GBP000     GBP000 
                        ---------  ---------  --------  ---------------  -----------  --------- 
                  Cost 
          At 1 January 
                  2016     17,312        540       297                -            -     18,149 
             Additions 
   through acquisition      2,050          -     1,496            4,233        6,227     14,006 
            At 30 June 
                  2016     19,362        540     1,793            4,233        6,227     32,155 
                        ---------  ---------  --------  ---------------  -----------  --------- 
 
          Amortisation 
          At 1 January 
                  2016      3,869         99        62                -            -      4,030 
            Charge for 
            the period      3,851        129       124              282          260      4,646 
            Impairment          -          -       161                -            -        161 
                        ---------  ---------  --------  ---------------  -----------  --------- 
            At 30 June 
                  2016      7,720        228       347              282          260      8,837 
                        ---------  ---------  --------  ---------------  -----------  --------- 
 
              Net book 
                 value 
                        ---------  ---------  --------  ---------------  -----------  --------- 
            At 30 June 
                  2016     11,642        312     1,446            3,951        5,967     23,318 
                        ---------  ---------  --------  ---------------  -----------  --------- 
 
          At 1 January 
                  2016     13,443        441       235                -            -     14,119 
                        ---------  ---------  --------  ---------------  -----------  --------- 
 
                  Cost 
      At incorporation          -          -         -                -            -            - 
             Additions 
   through acquisition     17,312        540       297                -            -       18,149 
        At 31 December 
                  2015     17,312        540       297                -            -       18,149 
                        ---------  ---------  --------  ---------------  -----------  ----------- 
 
          Amortisation 
      At incorporation          -          -         -                -            -            - 
            Charge for 
            the period      3,869         99        62                -            -        4,030 
        At 31 December 
                  2015      3,869         99        62                -            -        4,030 
                        ---------  ---------  --------  ---------------  -----------  ----------- 
 
              Net book 
                 value 
                        ---------  ---------  --------  ---------------  -----------  ----------- 
        At 31 December 
                  2015     13,443        441       235                -            -       14,119 
                        ---------  ---------  --------  ---------------  -----------  ----------- 
 
      At incorporation          -          -         -                -            -            - 
                        ---------  ---------  --------  ---------------  -----------  ----------- 
 
 

11. Amounts receivable from customers

 
                                          As at          As at 
                                        30 June    31 December 
                                           2016           2015 
                                         GBP000         GBP000 
                                     ----------  ------------- 
 Credit receivables                     179,007         30,335 
 Loan loss provision                   (10,217)        (1,923) 
                                     ----------  ------------- 
 Amounts receivable from customers      168,790         28,412 
                                     ----------  ------------- 
 
 Fair value adjustments                  21,982            426 
                                     ----------  ------------- 
 Loan book                              146,808         27,986 
                                     ----------  ------------- 
 

The amounts receivable from customers were recognised at fair value (net loan book value) at the date of acquisition, see note 15 for detail.

Analysis of overdue receivables from customers

 
                                              As at          As at 
                                            30 June    31 December 
                                               2016           2015 
                                             GBP000         GBP000 
                                          ---------  ------------- 
 Not past due or impaired                   146,033          7,055 
 Past due but not impaired                    9,172         13,538 
 Impaired                                    13,585          7,055 
                                          ---------  ------------- 
                                            168,790         28,412 
                                          ---------  ------------- 
 
   Loans at Home past due not impaired: 
 One week overdue                             3,173          4,571 
 Two weeks overdue                            1,558          1,696 
 Three weeks or more overdue                  2,051          1,552 
                                          ---------  ------------- 
                                              6,782          7,819 
 
 Everyday Loans past due not impaired: 
 One month overdue                            2,335              - 
                                          ---------  ------------- 
                                              2,335              - 
                                          ---------  ------------- 
 
 Trusttwo past due not impaired: 
 One month overdue                               55              - 
                                          ---------  ------------- 
                                                 55              - 
                                          ---------  ------------- 
 

Analysis on movement on loan loss provision

 
                           GBP000 
-----------------------  -------- 
 At incorporation               - 
 Charge for the period      3,896 
 Unwind of discount       (1,973) 
 At 31 December 2015        1,923 
 
 Charge for the period     10,199 
 Unwind of discount       (1,905) 
                         -------- 
 At 30 June 2016           10,217 
                         -------- 
 

The EIR used during the period to 30 June 2016 for Loans at Home was 383%, for Everyday Loans was 39.72% and for Trusttwo was 30.49%.

Deferred tax

 
                                                       GBP000 
                                                    --------- 
 At incorporation                                           - 
 Recognition of intangible assets at acquisition 
  of Loans at Home                                    (4,828) 
  Credit for the period                                 1,771 
                                                    --------- 
 At 31 December 2015                                  (3,057) 
 
  Recognition of intangible assets at acquisition 
   of Everyday Loans                                  (7,551) 
   Credit for the six month period                      1,403 
                                                    --------- 
 At 30 June 2016                                      (9,205) 
                                                    --------- 
                                                       GBP000 
 At incorporation                                           - 
 Recognition of intangible assets at acquisition 
  of Loans at Home                                    (4,828) 
 Credit for the period                                  1,771 
                                                    --------- 
 At 31 December 2015                                  (3,057) 
 
 Recognition of intangible assets at acquisition 
  of Everyday Loans                                   (7,551) 
 Credit for the six month period                        1,403 
                                                    --------- 
 At 30 June 2016                                      (9,205) 
                                                    --------- 
 

The deferred tax liability for the six months to 30 June 2016 was recognised on the intangible assets upon acquisition of Everyday Loans. The intangible assets will be amortised in future periods for which tax deductions will not be available.

12. Share capital and share premium

On 7 January 2016, the share capital was increased by the issuance of 188,235,825 Ordinary Shares of GBP0.05 each at a premium of GBP0.80 each.

Upon completion of the acquisition of the Everyday Loans Group from Secure Trust Bank PLC on 13 April 2016, the share capital was further increased by the issuance of 23,529,412 Ordinary Shares of GBP0.05 each at a premium of GBP0.80 each to Secure Trust Bank PLC.

The Company's share capital is denominated in Sterling. The Ordinary Shares rank in full for all dividends or other distributions, made or paid on the ordinary share capital of the Company.

Share movements

 
                                          Number 
----------------------------------  ------------ 
 
 Balance at date of incorporation              - 
 Shares issued                       105,284,445 
                                    ------------ 
 Balance at 31 December 2015         105,284,445 
 Shares issued                       211,765,237 
                                    ------------ 
 Balance at 30 June 2016             317,049,682 
                                    ------------ 
 

13. Reserves

Details of the movements in reserves are set out in the statement of changes in equity. A description of each reserve is set out below.

Share premium

The share premium account is used to record the aggregate amount or value of premiums paid when the Company's shares are issued at a premium. Transaction costs of GBP7,131,000 directly relating to raising finance have been deducted from share premium in the six months to 30 June 2016.

 
                                                      Total 
                                                     GBP000 
--------------------------------------  ------------------- 
 Balance at date of incorporation                         - 
 Premium arising on issue of ordinary 
  shares                                             97,854 
 Issue costs                                        (5,140) 
 Balance at 31 December 2015                         92,714 
 
 Premium arising on issue of ordinary 
  shares                                            169,412 
 Issue costs                                        (7,131) 
                                        ------------------- 
 Balance at 30 June 2016                            254,995 
                                        ------------------- 
 

14. Acquisition of subsidiary

On 13 April 2016, the Group obtained control of the Everyday Loans Holdings Limited group, which consists of Everyday Loans Holdings Limited, Everyday Loans Limited and Everyday Lending Limited. The Group obtained control through the purchase of 100% of the share capital. The Everyday Loans group acquisition satisfies two of Non-Standard Finance plc's target sectors, branch-based unsecured lending and guaranteed loans (Trusttwo).

The provisional fair values of the identifiable assets and liabilities of Everyday Loans (including Trusttwo) as at the acquisition date were as follows:

 
                                        Amounts 
                                     recognised           Fair 
                                 at acquisition          value 
                                           date    adjustments     Total 
                                         GBP000         GBP000    GBP000 
-----------------------------  ----------------  -------------  -------- 
 
 Intangible assets (a)                        -         14,006    14,006 
 Plant and equipment                        563              -       563 
 Amounts receivable from 
  customers (b)                         115,563         23,749   139,312 
 Trade and other receivables              4,259              -     4,259 
 Cash and cash equivalents                1,807              -     1,807 
 Trade and other payables               (7,342)              -   (7,342) 
 Corporation tax                        (1,949)                  (1,949) 
 Deferred tax liabilities 
  (c)                                         -        (7,551)   (7,551) 
                               ----------------  -------------  -------- 
                                        112,901         30,204   143,105 
 
 Goodwill                                                         91,895 
                                                                -------- 
 Total consideration                                             235,000 
                                                                -------- 
 
 Satisfied by: 
 Cash                                                            235,000 
                                                                -------- 
 
 Net cash outflow arising 
  on acquisition: 
 Cash consideration                                              215,000 
 Share consideration                                              20,000 
 Cash and cash equivalents 
  acquired                                                       (1,807) 
 Corporation tax credit                                          (1,864) 
 Other acquired assets                                             (545) 
                                                                -------- 
                                                                 230,784 
                                                                -------- 
 
 
 
 (a)   GBP2,050,000 has been attributed to the fair 
        value of Everyday Loans' customer lists, GBP4,233,000 
        to the broker relationships, GBP1,447,000 to 
        the Everyday Loans brand and GBP49,000 to Trusttwo 
        and GBP6,227,000 to the technology. See intangible 
        assets note 10. 
 (b)   An adjustment to receivables of GBP23,749,000 
        has been made to reflect the fair value of 
        the receivables book at the acquisition date. 
 (c)   Deferred tax liability GBP7,551,000 recognised 
        on the intangibles and the fair value adjustment 
        of the receivable book at acquisition 
 

Everyday Loans (including Trusttwo) contributed GBP10,615,000 to the Group's revenue and GBP3,049,000 profit before tax (before fair value adjustments) to the Group's operating profit for the period from the date of acquisition to the period ended 30 June 2016.

The fair value measurement of acquired assets is based upon financial forecasts, which are categorised as level 3 within the IFRS 13 fair value hierarchy.

On 4 August 2015, the Group obtained control of SD Taylor Limited, trading as Loans at Home (formally Loansathome4u) through the purchase of 100% of the share capital.

A detailed conversion of Loans at Home's financial statements, to align accounting policies, was completed post acquisition which reduced Loans at Home's net assets on acquisition by GBP5,956,000, principally in respect of higher impairment provisions due to the impact of a more conservative approach to recognising impairment.

The provisional fair values of the identifiable assets and liabilities of Loans at Home as at the acquisition date were as follows:

 
                                      Amounts 
                                   recognised           Fair 
                               at acquisition          value 
                                         date    adjustments     Total 
                                       GBP000         GBP000    GBP000 
---------------------------  ----------------  -------------  -------- 
 
 Intangible assets (a)                      -         18,149    18,149 
 Plant and equipment                    1,627              -     1,627 
 Inventories                                9              -         9 
 Amounts receivable from 
  customers (b)                        22,591          5,882    28,473 
 Trade receivables                        277              -       277 
 Cash and cash equivalents              1,296              -     1,296 
 Trade and other payables 
  (c)                                 (2,040)          (732)   (2,772) 
 Deferred tax liabilities 
  (d)                                    (22)        (4,806)   (4,828) 
                             ----------------  -------------  -------- 
                                       23,738         18,493    42,231 
 
 Goodwill                                                       40,176 
                                                              -------- 
 Total consideration                                            82,407 
                                                              -------- 
 
 Satisfied by: 
 Cash                                                           82,407 
                                                              -------- 
 
 Net cash outflow arising 
  on acquisition: 
 Cash consideration                                             82,407 
 Cash and cash equivalents 
  acquired                                                     (1,296) 
                                                              -------- 
 Amounts receivable from 
  customers                                                     81,111 
                                                              -------- 
 
 
 
 (a)   GBP17,312,000 has been attributed to the fair 
        value of Loans at Home's customer list GBP540,000 
        to the agent network and GBP297,000 to the 
        brand. 
 (b)   An adjustment to receivables of GBP5,882,000 
        has been made to reflect the fair value of 
        the receivables book at the acquisition date 
 (c)   An adjustment of GBP732,000 to accruals has 
        been made for a recognised dilapidations provision 
        on the properties owned by Loans at Home. 
 (d)   GBP4,806,000 of deferred tax liability has 
        been recognised on the intangibles and the 
        fair value adjustment of the receivable book 
        at acquisition 
 

The fair value measurement of acquired assets is based upon financial forecasts, which are categorised as level 3 within the IFRS 13 fair value hierarchy.

15. Net cash used in operating activities

 
 Six months ended 30 June                 2016     2015 
                                        GBP000   GBP000 
-----------------------------------  ---------  ------- 
 
 Loss before interest and 
  tax                                  (4,701)    (910) 
 Taxation paid                         (1,503)        - 
 Depreciation                              251        2 
 Amortisation of intangible 
  assets                                 4,807        - 
 Fair value unwind on acquired 
  loan book                              2,192        - 
 Increase in amounts receivable 
  from customers                       (3,259)        - 
 Increase in receivables               (6,050)    (314) 
 (Decrease)/ increase in payables      (6,550)      677 
                                     ---------  ------- 
 Cash used in operating activities    (14,813)    (545) 
                                     ---------  ------- 
 

16. Related party transactions

There have been no changes in the nature of related party transactions as described in note 26 to the 2015 Annual Report & Financial Statements and there have been no new related party transactions which have had a material effect on the financial position or performance of the Group in the six months ended 30 June 2016.

Appendix - Regulatory overview

During the first half of 2016 there have been a number of regulatory developments that may have a bearing on the Group's activities and business operations in the future. Some of the more pertinent developments are summarised below.

 
 --   On 26 May 2016 the FCA responded to the Competition 
       and Markets Authority (CMA) recommendations 
       on high-cost, short-term credit (HCSTC) and 
       stated that it would make only minor changes 
       to its suggested rules in this area. The new 
       rules come into force on 1 December 2016. 
 --   The FCA is monitoring the impact of the price 
       cap imposed on HCSTC and is expected to review 
       the current cap in 2017. The FCA has said that 
       it believes it remains inappropriate to apply 
       price-caps to other high cost products but 
       intends to keep the matter under review6. 
 --   On 30 June 2016 new rules on dispute resolution 
       came into force extending the length of time 
       that firms have to handle complaints from "next 
       business day" to the close of business three 
       days after the date of receipt. All complaints 
       must be reported within three business days. 
 --   As at June 2016 the FCA had authorised 30,309 
       firms and a further 3,544 Interim Permissions 
       are still awaiting to complete the process. 
       In home collected credit, 386 firms have been 
       authorised so far. 
 --   As at June 2016 the FCA had authorised 30,309 
       firms and a further 3,544 Interim Permissions 
       are still awaiting to complete the process. 
       In home collected credit, 386 firms have been 
       authorised so far. 
 

(6) http://www.fca.org.uk/your-fca/documents/consultation-papers/cp14-10

This information is provided by RNS

The company news service from the London Stock Exchange

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