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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Brooks Macdonald Group Plc | LSE:BRK | London | Ordinary Share | GB00B067N833 | ORD 1P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| -5.00 | -0.28% | 1,810.00 | 1,785.00 | 1,845.00 | 1,775.00 | 1,775.00 | 1,775.00 | 5,826 | 16:35:21 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Mgmt Invt Offices, Open-end | -52.92M | -64.45M | -3.9624 | -4.48 | 288.7M |
From Apr 2019 to Apr 2024
TIDMBRK
RNS Number : 8455F
Brooks Macdonald Group PLC
12 March 2020
12 March 2020
BROOKS MACDONALD GROUP PLC
HALF-YEAR RESULTS FOR THE SIX MONTHSED 31 DECEMBER 2019
"Disciplined execution of our strategy driving increased underlying profit margin and positioning the business for further success"
Brooks Macdonald Group plc ("Brooks Macdonald" or the "Group") today announces its half-year results for the six months ended 31 December 2019.
Strong financial performance
-- Revenues up by 8.1% compared to H1 FY19 to GBP55.8 million driven by higher average Funds under Management ("FUM").
-- Underlying profit before tax up 28.6% to GBP11.7 million with a profit margin of 21.0% (H1 FY19: 17.6%), with improved underlying profit margin in all three divisions of UK Investment Management ("UKIM"), International, and Financial Planning ("FP").
-- Statutory profit before tax from continuing operations increased to GBP7.9 million (H1 FY19: GBP0.6 million), driven by the improved underlying performance and fewer adjustments in the period.
-- Underlying diluted earnings per share rose by 30.1% to 68.7p (H1 FY19: 52.8p).
-- Interim dividend up by 10.5% to 21.0p (H1 FY19: 19.0p) in line with the Group's progressive dividend policy.
-- Total FUM of GBP13.1 billion (30 June 2019: GBP13.1 billion, 31 December 2018: GBP11.7 billion) representing an increase of 12.0% on the prior year and a decrease of 0.4% in the six months to 31 December 2019.
Disciplined strategic execution
-- Strategy announced in 2017 remains on track, midway through second phase of increasing value by enhancing what we do and how we do it, positioning the business for further success.
-- Announced the acquisition of Cornelian Asset Managers Group Limited ("Cornelian") (completed following the period end), strengthening our core offering, building scale and bringing in new talent, with a business meeting our stated acquisition criteria - high-quality, earnings accretive, and a good strategic and cultural fit.
-- Continued focus on delivering for clients and advisers with a relaunched Managed Portfolio Service ("MPS") on platforms and within our Bespoke Portfolio Service ("BPS"), the Court of Protection, Decumulation and Responsible Investment Service propositions gaining traction.
-- Inflows stable or up compared to H1 FY19 in all product groups except MPS on platform (leading to relaunch late in H1) and Third Party funds (affected by the previously announced exit of low margin business).
-- Continued robust investment performance of 3.4% in the period, compared to an increase of 2.9% in the MSCI WMA Private Investor Balanced Index.
-- Reinvigoration of International continued, focusing the business on clients, advisers and fiduciaries.
-- Further investment in talent, developing and promoting internally as well as hiring to bring new skills and capabilities, supporting the Group's growth ambitions.
-- Driving efficiency and effectiveness and making Brooks Macdonald easier to do business with, including the launch and roll-out of our new client portal, myBM.
Caroline Connellan, CEO, commented:
"I am delighted with the progress made during the first half. We continued to execute our strategy with discipline, making good progress on our commitment to improve underlying profit margins, in a strong first half financial performance, and welcomed Cornelian to the Brooks Macdonald group. We remain confident in the actions we are taking to set the business up for continued success, provide outstanding products and services for clients and advisers, and deliver value for shareholders.
"We saw improvement in client sentiment at the start of the calendar year and we continue to have a positive outlook over the medium term. In the short term, the macroeconomic outlook remains uncertain, exacerbated by the increasing impact of the coronavirus outbreak, with highly volatile markets and the potential effect on the wider economy. Given our focus on delivering for clients and advisers, our investment in talent, and our enhanced execution discipline, we are confident we are building the high-performance culture that will deliver our growth ambitions."
Financial highlights: H1 FY20 H1 FY19(2) FY 2019 Underlying(1) profit before tax (GBPm) 11.7 9.1 21.0 Underlying(1) profit before tax margin (%) 21.0 17.6 19.6 Statutory(2) profit before tax (GBPm) 7.9 0.6 8.6 Statutory(2) profit before tax margin (%) 14.2 1.2 8.0 Underlying(1) diluted earnings per share (p) 68.7 52.8 125.5 Statutory(2) diluted earnings/(loss) per share (p) 45.1 (6.3) 44.5 Interim dividend per share (p) 21.0 19.0 51.0 ----------------------------------------- ------- ---------- ------- Business highlights: H1 FY20 H1 FY19 FY 2019 FUM (GBPbn) 13.1 11.7 13.1 Revenue (GBPm) 55.8 51.6 107.3 Total net assets (GBPm) 119.8 81.9 87.6 Cash balances (GBPm) 62.6 24.8 34.6 ------------------------ ------- ------- ------- Revenue by segment: H1 FY20 H1 FY19 FY 2019 UK Investment Management (GBPm) 46.8 42.4 89.1 International (GBPm) 7.0 7.4 14.6 Financial Planning (GBPm) 2.0 1.8 3.6 -------------------------------- ------- ------- ------- Financial calendar: Results announcement 12 March 2020 Ex-dividend date for interim dividend 26 March 2020 Record date for interim dividend 27 March 2020 Interim dividend payment date 24 April 2020 ------------------------------------- -------------
(1) The underlying figures represent the results for the Group's continuing activities excluding underlying adjustments as listed in the Interim Management Report. The Board considers the underlying profit to be a more appropriate reflection of the Group's performance compared to statutory profit. A reconciliation between the Group's statutory and underlying profit before tax is also included in the Interim Management Report.
(2) Statutory results represent results from continuing operations. Details of the discontinued operations are given in Note 7.
An analyst meeting will be held at 9.15 for 9.30am on Thursday, 12 March at the offices of Brooks Macdonald Group at 21 Lombard Street, London, EC3V 9AH. A conference call facility will be provided for those who choose not to attend in person; the dial-in number is +44 (0)330 336 9105 and the participant code is 8586935.
Please contact Ailsa Prestige at MHP on 020 3128 8147 or e-mail brooks@mhpc.com for further details.
LEI: 213800WRDF8LB8MIEX37
Enquiries to:
Brooks Macdonald Group plc www.brooksmacdonald.com Caroline Connellan, CEO 020 7499 6424 Ben Thorpe, Group Finance Director Peel Hunt LLP (Nominated Adviser and Broker) Guy Wiehahn / John Welch 020 7418 8900 MHP Communications Reg Hoare / Simon Hockridge / Charlie Barker 020 3128 8540
Notes to editors
Brooks Macdonald Group plc, through its various subsidiaries, provides leading investment management services in the UK and internationally. The Group, which was founded in 1991 and began trading on AIM in 2005, had Discretionary Funds under Management of GBP13.1 billion as at 31 December 2019.
Brooks Macdonald offers a range of investment management services to private high net worth individuals, pension funds, institutions, charities and trusts. The Group also provides financial planning as well as offshore investment management and acts as fund manager to a regulated OEIC providing a range of risk-managed multi-asset funds and a specialised absolute return fund.
The Group has twelve offices across the UK and the Channel Islands including London, East Anglia, Hampshire, Leamington Spa, Leeds, Manchester, Taunton, Tunbridge Wells, Scotland, Wales, Jersey and Guernsey.
Interim management report
A positive half year
It has been a good six months for Brooks Macdonald with an ongoing focus on executing our strategy and positioning the business to take advantage of growth opportunities.
The Group delivered strong financial performance with material progress in our medium-term commitment to increase profit margins, alongside growth in revenues and increased earnings per share, all achieved despite a backdrop of macroeconomic and political uncertainty giving rise to relatively weak client sentiment.
As we continued to implement our strategy, we kept our clients and advisers at the forefront, working to improve their experience and making Brooks Macdonald easier to do business with. We launched and continue to roll out our new online client and adviser portal, myBM.
Our investment in talent continued across the Group, with a number of appointments to our senior leadership, and Robin Eggar recently taking sole responsibility as Managing Director, UK Investment Management ("UKIM"). We remain focused on developing and promoting our talent, as well as hiring the right people to complement our capabilities and support the future growth and success of our business.
We delivered improvements in our efficiency and effectiveness across the business, streamlining processes and eliminating duplication and continuing to invest in our risk management and governance framework. Our Centralised Investment Process achieved robust risk adjusted returns for clients in the period and is ahead of the relevant ARC benchmarks across all risk profiles over three and five years.
On 22 November 2019, we announced the acquisition of Cornelian, a well-established wealth manager with a track record of profitable growth. The transaction completed successfully on 28 February 2020. Integration planning proceeded well while we awaited final regulatory approval and we are now working to integrate Cornelian into the Group.
Strong financial performance
The Group delivered a marked further improvement in performance during the first half of the financial year. We continued to deliver progress on our stated medium-term target of increasing margins, with underlying profit margin rising to 21.0% (H1 FY19: 17.6%).
Revenues were up 8.1% to GBP55.8 million (H1 FY19: GBP51.6 million) whereas underlying costs increased by just 3.8% to GBP44.1 million as we continued to enforce strong cost discipline. This resulted in an underlying profit before tax of GBP11.7 million, a 28.6% increase on the prior period (H1 FY19: GBP9.1 million) and an increase of 30.1% in underlying diluted EPS to 68.7p (H1 FY19: 52.8p).
Our statutory profits also increased significantly on the prior period from GBP0.6 million to GBP7.9 million driven by improvements in underlying performance and fewer adjustments. Accordingly, the statutory earnings per share on a diluted basis moved from a loss of 6.3 pence in the previous period to earnings of 45.1 pence this half.
We maintained Group FUM over the period at GBP13.1 billion. This included growth of 1.3% in UKIM discretionary FUM (comprising BPS and MPS) and 1.8% in International, offset by a 13.6% reduction in UKIM Funds, driven in particular by the loss of a low margin GBP244 million mandate for Grosvenor Consulting (as previously reported).
In keeping with our stated progressive dividend policy and the improved results for the period, the Group is declaring an interim dividend of 21.0 pence per share, a 10.5% uplift on the interim dividend paid last year. The interim dividend will be paid on 24 April 2020 to shareholders on the register as at 27 March 2020.
Disciplined strategic execution
The Group's purpose is to protect and enhance our clients' wealth through the provision of investment management and advice alongside exceptional service. Our strategy continues to be based on the three pillars of foundation, focus and growth, as initially laid out in 2017:
-- Building on a foundation of success, with our client-centric culture and our strong relationships with clients and advisers driving growth in funds under management.
-- Focusing to deliver value to our shareholders, our clients and advisers, and our staff, working from a sustainable platform to ensure that we deliver improved margins in the medium term.
-- Driving for growth, deepening our relationships with our existing clients and advisers and bringing our investment management and financial planning expertise to new clients.
Having completed a first phase of reinforcing the foundations of the business and taking immediate actions to improve margins, we are now in the second phase, increasing value by enhancing what we do and how we do it.
During the six months to 31 December 2019, we made our first inorganic move since 2014 to complement our organic growth strategy, announcing the acquisition of Cornelian. Cornelian fits our stated acquisition criteria of a high quality, earnings accretive business with a good strategic and cultural fit, and will add c. GBP1.4 billion in FUM. The acquisition augments the Group's existing direct client and multi-asset funds offerings as well as strengthening our intermediary distribution reach.
Improvements across the Group
During the period, we made good progress across all our businesses with higher underlying profit margins in UK Investment Management, International and Financial Planning.
Our Centralised Investment Proposition has continued to perform well, giving returns ahead of the relevant ARC Private Client Index across all risk profiles for three and five years; continued good performance is critical to medium-term client retention.
Strengthening in UKIM
Over the course of the first half of the financial year we implemented strategic and operational improvement initiatives within UK Investment Management, the largest part of our business. We recently appointed Robin Eggar as Managing Director, UK Investment Management, taking sole responsibility for UKIM. We strengthened our investment team leadership both in London and across the regions, building to a team of four London Team Heads and four Regional Heads. We also promoted internally to a new position of Director, Head of UK Distribution. We were successful in hiring new talent at all levels in our investment management and distribution teams, bringing in complementary skills and expertise, and in giving opportunities to the talent we already have in the business through internal promotions. Investing in our talent, whether promoting or hiring, will support the high-performance culture that is critical to our growth ambitions, and will remain an area of focus.
The decisive actions we announced in January 2019 to streamline and simplify the business, driving efficiency and effectiveness, involved a net headcount reduction of c.50, predominantly in administration and IT areas. This included some client-facing staff which, along with modest additional departures over the course of the year, has led to some associated client attrition and limited FUM outflows. Nonetheless, we are confident that the moves we are making are enhancing our capabilities, building an organisation that will deliver our growth agenda.
Inflows were stable or up compared to H1 FY19 in all product groups except MPS on platform (leading to its relaunch late in H1) and Third Party funds (affected by the previously announced exit of low margin business).
Within the BPS umbrella, our Decumulation and Responsible Investment Services, launched in FY19, have been well received and are starting to build traction. Our relaunched Court of Protection service has also been performing well, recording gross inflows in excess of GBP50 million during the period.
We relaunched our MPS platform service to provide advisers and clients with the benefits of our rigorous Centralised Investment Proposition in a value-driven format with a reduced pricing structure. We are expanding the range of platforms on which it is available.
Success in DCF, loss of low margin business elsewhere in Funds
Within Funds, our Defensive Capital Fund ("DCF") has been an ongoing success story, reaching the GBP700 million FUM milestone in the period when Niall O'Connor took over the Fund following Jon Gumpel stepping down.
However, during the second quarter, the Group's investment management agreement for the Grosvenor Consulting funds was terminated, as previously announced. This accounted for GBP244 million of FUM corresponding to annualised revenues of circa GBP0.6 million. This followed extensive discussions between Brooks Macdonald and Grosvenor over the purchase of the sponsorship company attached to the Grosvenor funds, where we were unable to reach a satisfactory commercial arrangement that met our stated acquisition criteria.
Reinvigoration of International
Our International business delivered encouraging progress with the leadership of Andrew Shepherd continuing to reinvigorate the business, focusing on delivering for clients, advisers and trustees. The team is working to focus the business on its core opportunities and to make the organisation more efficient, which is starting to drive improved profitability. Although revenues were slightly down on the prior period, asset outflows are now at much reduced levels compared to the first half of last year. We see potential for material value creation in International as the reinvigoration continues.
Financial Planning improved performance
The Financial Planning division has completed its operational review and has commenced implementation of the findings. It continues to improve productivity and making good progress in transitioning clients to a fee-based pricing structure. Although the division remained loss-making in the period, it narrowed the gap to break-even and we are optimistic that further benefits will be seen from these changes over the upcoming two years.
Spearpoint legacy matters
During the period, we continued to make progress in dealing proactively with the previously announced legacy matters arising from the former Spearpoint business which we acquired in 2012. These matters relate both to a number of discretionary portfolios formerly managed by Spearpoint, now managed by our Jersey office, and to a Dublin-based fund, for which Spearpoint acted as investment manager. While we accept no legal liability in these matters, we have a deep commitment to treating customers fairly and seeking to protect our clients' best interests.
In H2 FY19, the Board of the Dublin-based fund agreed our goodwill offer of GBP3.4 million and received unanimous shareholder approval at an Extraordinary General Meeting in April 2019. Shareholders had until 4 September 2019 to claim their share, and the company is now going into voluntary liquidation with only final clearance from the Irish Revenue outstanding. As we reported with our FY19 annual results, 84% of the discretionary clients to whom we issued a goodwill offer in March 2018 accepted that offer. To date, we have received no claims.
As at 30 June 2019, GBP11.3 million of the total GBP12.0 million provision had been utilised, leaving GBP0.7 million outstanding. Over the 6 months to 31 December 2019, a negligible amount was utilised, leaving the balance at GBP0.7 million. The total expensed provision remains unchanged and we intend to deal with any residual issues in the ordinary course of business.
We continue to be in discussions with all stakeholders, including relevant regulators, as we seek to bring these matters to a conclusion.
Positive medium-term outlook, short-term uncertainty
With continued investment in talent, we have highly skilled and experienced teams across the business, positioning us well to build on our success to date and achieve our growth ambitions. We continue to focus on serving our clients and strengthening our relationships with advisers by further enhancing our offering, simplifying the business and making Brooks Macdonald easier to work with.
The developing momentum in our underlying business, combined with the acquisition of Cornelian, represented a significant step forward in our strategy of delivering sustainable, value-enhancing growth.
We saw improvement in client sentiment at the start of the calendar year and we continue to have a positive outlook over the medium term. In the short term, the macroeconomic outlook remains uncertain, exacerbated by the increasing impact of the coronavirus outbreak, with highly volatile markets and the potential effect on the wider economy. Given our focus on delivering for clients and advisers, our investment in talent, and our enhanced execution discipline, we are confident we are building the high-performance culture that will deliver our growth ambitions.
The table below shows the Group's financial performance for the six months ended 31 December 2019 with comparative periods and provides a reconciliation between the underlying results, which the Board considers to be a more appropriate reflection of the Group's performance and the statutory results.
Group financial results summary
Hot Features
Premium
6 months 6 months 12 months
to to to
31 December 31 December 30 June
2019 2018(1) 2019
GBPm GBPm GBPm
------------------------------------------------------- ------------ ------------ ---------
Revenue 55.8 51.6 107.3
F ixed staff costs (19.2) (19.7) (37.0)
Variable staff costs (7.5) (7.0) (15.5)
N on-staff costs (17.4) (15.8) (33.8)
------------------------------------------------------- ------------ ------------ ---------
Total underlying costs (44.1) (42.5) (86.3)
------------------------------------------------------- ------------ ------------ ---------
Underlying profit before tax 11.7 9.1 21.0
Underlying adjustments (3.8) (8.5) (12.4)
------------------------------------------------------- ------------ ------------ ---------
Profit before tax from continuing operations 7.9 0.6 8.6
Profit/(loss) from discontinued operations - 0.1 (0.4)
------------------------------------------------------- ------------ ------------ ---------
Statutory profit before tax 7.9 0.7 8.2
Taxation (1.5) (1.5) (2.5)
------------------------------------------------------- ------------ ------------ ---------
Statutory profit/(loss) after tax 6.4 (0.8) 5.7
------------------------------------------------------- ------------ ------------ ---------
Underlying profit before tax margin 21.0% 17.6% 19.6%
Underlying diluted earnings per share 68.7p 52.8p 125.5p
Statutory profit before tax from continuing operations
margin 14.2% 1.2% 8.0%
Statutory diluted earnings/(loss) per share from
continuing operations 45.1p (6.3p) 44.5p
Dividends per share 21.0p 19.0p 51.0p
------------------------------------------------------- ------------ ------------ ---------
1 Comparative results have been restated to exclude discontinued operations in respect of the Ground Rents Income Fund plc ("GRIF") in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the discontinued operations.
During the first six months of the financial year, the Group reported an 8.1% increase in total revenues from GBP51.6 million to GBP55.8 million. Fee income was up 7.7% to GBP44.7 million (H1 FY19: GBP41.5 million) driven by higher average FUM levels in the period and the continued trend towards higher quality fee-only rates. Non-fee income has also increased on the prior period totalling GBP11.1 million (H1 FY19: GBP10.1 million).
Underlying costs increased marginally by 3.8% to GBP44.1 million on the prior period. Fixed staff costs fell by 2.6% from GBP19.7 million in H1 FY19 to GBP19.2 million this period, reflecting the benefits arising from the costs reduction exercise carried out in FY19 and partially offset by the continued investment in and development of our talent resources. Variable staff costs increased by 7.1% to GBP7.5 million.
Non-staff costs increased by 10.1% from GBP15.8 million to GBP17.4 million. The main contributors to this increase include higher property-related costs (GBP0.6m) as a result of higher lease charges due to the transition to IFRS 16 from 1 July 2019, accelerated dilapidation costs, increased business rates and lease termination costs. IT spend has increased (GBP0.4 million) arising from the launch of our new online client portal, myBM, entering into new Data Centre arrangements and investing in cyber security risks mitigation. Regulatory and compliance costs are also up in the period (GBP0.7 million) principally driven by a supplementary FSCS levy communicated in FY20 in respect of FY19 of GBP0.2 million (H1 FY19 GBP0.1 million credit), along with higher internal audit and professional indemnity insurance. In addition, we expect the FSCS levy for FY20, which is recognised within the second half, to be significantly higher than that charged in respect of FY19.
Underlying profits for the first half amounted to GBP11.7 million, a 28.6% increase on the prior period resulting in a profit margin of 21.0% (H1 FY19: 17.6%) delivering on our stated target of marginal progression in margin.
Statutory profits before tax from continuing operations have increased significantly on the prior period from GBP0.6 million to GBP7.9 million giving rise to a statutory profit margin of 14.2%. This was in part driven by fewer underlying adjustments in the period with the total impact decreasing from GBP8.5 million in H1 FY19 to GBP3.8 million this period.
Funds under management ("FUM")
6 months 6 months 12 months
to to to
31 December 31 December 30 June
2019 2018(1) 2019
GBPm GBPm GBPm
-------------------------------- ------------ ------------ ---------
Opening FUM 13,147 12,308 12,312
Net new business (506) 241 409
Investment growth 448 (803) 426
-------------------------------- ------------ ------------ ---------
Total FUM growth (58) (562) 835
-------------------------------- ------------ ------------ ---------
Closing FUM 13,089 11,746 13,147
-------------------------------- ------------ ------------ ---------
Organic growth (net of markets) (3.8%) 2.0% 3.3%
Total growth (0.4%) (4.6%) 6.8%
-------------------------------- ------------ ------------ ---------
1 Comparative periods FUM have been restated to exclude the funds held in GRIF to present a more appropriate year-on-year comparison.
Total FUM at 31 December 2019 stood at GBP13.1 billion (H1 FY19: GBP11.7 billion, FY19: GBP13.1 billion), representing an increase of 12.0% on the FUM levels at H1 FY19 and a modest decline of 0.4% on the closing position for FY19. Net outflows in the period of GBP0.5 billion were partly driven by softer client sentiment in the light of the political and macroeconomic backdrop, the Group's focus on efficiency and business quality and the termination of the investment management agreement for the Grosvenor Wealth Management funds as previously announced. Investment performance continued to be robust of 3.4% in the period, compared to an increase of 2.9% in the MSCI WMA Private Investor Balanced Index.
Closing FUM by service and segment
The table below shows the closing FUM broken down by segment and by our key services within UKIM at 31 December 2019 and comparative periods.
H1 FY20 30 June
31 December 31 December
2019 2018(1) v H1 FY19 2019
GBPm GBPm % GBPm
-------------- ----------- ----------- ----------- -------
BPS 8,332 7,281 14.4 8,254
MPS 1,755 1,491 17.7 1,705
Funds 1,369 1,464 (6.5) 1,584
-------------- ----------- ----------- ----------- -------
UKIM total 11,456 10,236 11.9 11,543
International 1,633 1,510 8.1 1,604
-------------- ----------- ----------- ----------- -------
Total FUM 13,089 11,746 11.4 13,147
-------------- ----------- ----------- ----------- -------
1 Comparative periods FUM have been restated to exclude the funds held in GRIF to present a more appropriate year-on-year comparison.
Average FUM by service and segment
The table below shows the average FUM(2) broken down by segment and by our key services within UKIM at 31 December 2019 and comparative periods.
H1 FY20 30 June
31 December 31 December
2019 2018(1) v H1 FY19 2019
GBPm GBPm % GBPm
-------------- ----------- ----------- ----------- -------
BPS 8,304 7,599 9.3 7,847
MPS 1,746 1,530 14.1 1,596
Funds 1,500 1,489 0.7 1,534
-------------- ----------- ----------- ----------- -------
UKIM total 11,550 10,618 8.8 10,977
International 1,637 1,592 2.8 1,589
-------------- ----------- ----------- ----------- -------
Total FUM 13,187 12,210 8.0 12,566
-------------- ----------- ----------- ----------- -------
1 Comparative periods FUM have been restated to exclude the funds held in GRIF to present a more appropriate year-on-year comparison.
2 Average FUM calculated using actual FUM on billing dates in each period.
As noted from the above table, average FUM has increased across all categories compared to prior periods.
Segmental analysis
The Group reports its results across three key operating segments; UK Investment Management, International and Financial Planning. The tables below provide a breakdown of the half year performance broken down by these segments, with comparatives.
UK Investment Financial Group and
H1 FY20 (GBPm) Management International Planning consolidation Total
------------------------------------ ------------- ------------- --------- -------------- ------
Revenue 46.8 7.0 2.0 - 55.8
Direct costs (21.2) (4.0) (1.5) (17.4) (44.1)
------------------------------------ ------------- ------------- --------- -------------- ------
O perating contribution 25.6 3.0 0.5 (17.4) 11.7
Internal cost recharges (12.3) (1.6) (1.1) 15.0 -
------------------------------------ ------------- ------------- --------- -------------- ------
Underlying profit/(loss) before tax 13.3 1.4 (0.6) (2.4) 11.7
------------------------------------ ------------- ------------- --------- -------------- ------
Underlying profit/(loss) before tax
margin 28.4% 20.0% (30.0%) N/A 21.0%
------------------------------------ ------------- ------------- --------- -------------- ------
UK Investment Financial Group and
H1 FY19(1) (GBPm) Management International Planning consolidation Total
------------------------------------ ------------- ------------- --------- -------------- ------
Revenue 42.4 7.4 1.8 - 51.6
Direct costs (20.8) (5.0) (1.4) (15.3) (42.5)
------------------------------------ ------------- ------------- --------- -------------- ------
O perating contribution 21.6 2.4 0.4 (15.3) 9.1
Internal cost recharges (10.4) (1.5) (1.2) 13.1 -
------------------------------------ ------------- ------------- --------- -------------- ------
Underlying profit/(loss) before tax 11.2 0.9 (0.8) (2.2) 9.1
------------------------------------ ------------- ------------- --------- -------------- ------
Underlying profit/(loss) before tax
margin 26.4% 12.2% (44.4%) N/A 17.6%
------------------------------------ ------------- ------------- --------- -------------- ------
1 Comparative results have been restated to exclude discontinued operations in respect of GRIF in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the discontinued operations.
All three business segments reported an improvement in performance during the first half compared to the previous period. UK Investment Management and Financial Planning recognised an increase in revenues during the period, up by 10.4% and 11.1% respectively. International reported a slight decline in revenues of 5.4% driven by the realignment of the business over the last year.
In line with our stated objective of reducing the cost growth trajectory, the costs incurred by the three business segments have increased proportionately lower than the rise in revenues, particularly within International, which had strong delivery against its strategic plan with cost actions driving profitability improvements. UK Investment Management continued to perform well, with flat direct costs delivering good profit growth.
Whilst Financial Planning is still in its turnaround phase, revenues were up and costs stable as it executed the findings of its operational review, delivering a higher contribution to the Group and a reduction in the underlying loss compared to the prior period. The above factors contributed to an improvement in underlying profitability across all businesses and an encouraging progression in profit margin.
Reconciliation between underlying and statutory profits
Underlying profit before tax is considered by the Board to be a more accurate reflection of the Group's performance when compared to the statutory results as this excludes income and expense categories which are deemed of a non-recurring nature or a non-cash operating item. Reporting at an underlying basis is also considered more appropriate for external analyst coverage and peer group benchmarking allowing a more accurate like-for-like comparison. A reconciliation between underlying and statutory profit before tax for the six months ended 31 December 2019 with comparatives is shown in the table below:
6 months 6 months 12 months
to to to
31 December 31 December 30 June
2019 2018(1) 2019
GBPm GBPm GBPm
------------------------------------------------------- ------------ ------------ ---------
Underlying profit before tax 11.7 9.1 21.0
Acquisition costs (2.0) - -
Amortisation of client relationships and contracts
acquired with fund managers (1.1) (1.1) (2.2)
Head office relocation costs (0.6) - -
Changes in fair value of consideration and related
disposals (0.1) 0.3 0.2
Goodwill impairment - (4.8) (4.8)
Restructuring charge - (0.6) (3.3)
Client relationship contracts impairment - (2.3) (2.3)
------------------------------------------------------- ------------ ------------ ---------
Statutory profit before tax from continuing operations 7.9 0.6 8.6
Profit/(loss) from discontinued operations - 0.1 (0.4)
------------------------------------------------------- ------------ ------------ ---------
Statutory profit before tax 7.9 0.7 8.2
------------------------------------------------------- ------------ ------------ ---------
1 Comparative results have been restated to exclude discontinued operations in respect of GRIF in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the discontinued operations.
Acquisition costs (GBP2.0 million charge)
These represent costs incurred in relation to the acquisition of Cornelian during the six months ended 31 December 2019. The costs incurred include corporate finance services, legal fees and due diligence fees. These costs are being excluded from the Group's underlying performance as they were not incurred as part of the normal trading activity.
Amortisation of client relationships and contracts acquired with fund mangers (GBP1.1 million charge)
These intangible assets are created in the course of acquiring funds under management and are amortised over their useful life, which has been assessed to range between 5 and 20 years. The amortisation charge has been excluded from the underlying profit since it is a significant non-cash item. Refer to Note 10 for more details.
Head office relocation costs (GBP0.6 million charge)
The Group's London offices based in Welbeck Street and Bevis Marks have been relocated to a single site at 21 Lombard Street in the City of London. As a result of the move, dual running costs are being incurred on the three locations until the existing office leases at Bevis Marks and Welbeck Street expire in March 2020. The dual running costs and other costs associated with the move have been excluded from underlying profit in view of their one-off nature.
Changes in fair value of consideration and related disposals (GBP0.1 million charge)
This comprises the fair value measurement arising on deferred payments and receipts from previous acquisitions and disposals carried out by the Group, together with their associated net finance costs and costs of disposal where applicable.
Taxation
The Group's corporation tax charge on underlying profits for the period was GBP1.5 million (H1 FY19: GBP1.5 million) representing an effective tax rate of 17.3% (H1 FY19: 20.1%). The decrease in the effective tax rate is largely due to goodwill and client relationship contract impairments recognised in the prior period which are not allowable for tax purposes. The effective tax charge for the current period includes the increased deferred tax credit on share options and includes certain costs incurred in respect of the Cornelian acquisition which are not allowable for tax purposes. Refer to Note 6 for more details.
Earnings per share
The Group's basic statutory earnings per share for the six months ended 31 December 2019 was 45.2 pence (H1 FY19: 5.9 pence loss). On an underlying basis, basic earnings per share increased by 30.3% to 68.8 pence (H1 FY19: 52.8 pence). Details on the basic and diluted earnings per share are provided in Note 8.
Dividend
In line with the Group's progressive dividend policy, the Board has declared an interim dividend of 21.0 pence (H1 FY19: 19.0 pence). This represents an increase of 10.5% compared to the previous period. The interim dividend will be paid on 24 April 2020 to shareholders on the register as at 27 March 2020. Refer to Note 9 for more details.
Financial position and regulatory capital
The Group's financial position remains strong with net assets increasing to GBP119.8 million (FY19: GBP87.6 million) largely as a result of the equity placing carried out in November 2019. Refer to Note 18 for more details on the equity placing.
Brooks Macdonald Asset Management Limited, the Group's main operating subsidiary, is an IFPRU 125k Limited Licence Firm regulated by the Financial Conduct Authority ("FCA"). In view of this, the Group is classified as a regulated group and subject to the same regime. The Group monitors a range of capital and liquidity statistics on a daily and monthly basis.
As at 31 December 2019, the Group had regulatory capital resources of GBP67.1 million (FY19: GBP32.9 million), representing a capital adequacy ratio of 389% (FY19: 239%) over the Pillar I requirement. The capital resources at 31 December 2019 include the impact of the equity placing made in November 2019 to fund the acquisition of Cornelian.
As required under FCA rules, and those of both the Jersey and Guernsey Financial Services Commission, the Group assesses its regulatory capital and liquidity on an ongoing basis through the Internal Capital Adequacy Assessment Process ("ICAAP") and Adjusted Net Liquid Asset ("ANLA") assessments, which include performing a range of stress tests and scenario analysis to determine the appropriate level of regulatory capital and liquidity that the Group needs to hold. Surplus levels of capital and liquidity are forecast, taking into account known outflows and proposed dividends to ensure that the Group maintains sufficient capital and liquidity at all times.
The latest ICAAP review was conducted for the period ended 30 June 2019 and signed off by the Board in December 2019. Regulatory capital forecasts are performed monthly and take into account expected dividends and intangible asset acquisitions and disposals as well as budgeted and forecast trading results.
The Group's Pillar III disclosures are published annually on the Group's website ( www.brooksmacdonald.com ) and provide further details about the Group's regulatory capital resources and requirements.
Condensed consolidated statement of comprehensive income
for the six months ended 31 December 2019
Six months
ended Year ended
31 Dec Six months 30 Jun
2019 ended 2019
31 Dec
2018(1)
(unaudited) (unaudited) (audited)
----
Note GBP'000 GBP'000 GBP'000
--------------------------------------------- ---- ------------- ------------- -----------
Revenue 4 55,791 51,590 107,270
Administrative costs (47,828) (44,136) (91,835)
Other losses 5 (55) (6,863) (6,928)
--------------------------------------------- ---- ------------- ------------- -----------
Operating profit 7,908 591 8,507
Finance income 132 109 227
Finance costs (151) (62) (94)
--------------------------------------------- ---- ------------- ------------- -----------
Profit before tax 7,889 638 8,640
Taxation on continuing operations 6 (1,528) (1,503) (2,517)
--------------------------------------------- ---- ------------- ------------- -----------
Profit/(loss) for the period from continuing
operations 6,361 (865) 6,123
Profit/(loss) from discontinued operations 7 - 99 (395)
Taxation on discontinued operations 6 - (49) -
--------------------------------------------- ---- ------------- ------------- -----------
Profit/(loss) for the period attributable
to equity holders of the Company 6,361 (815) 5,728
Other comprehensive income:
Other comprehensive income - - -
--------------------------------------------- ---- ------------- ------------- -----------
Total comprehensive income/(expense) for
the period 6,361 (815) 5,728
--------------------------------------------- ---- ------------- ------------- -----------
Earnings/(loss) per share
Basic 8 45.2p (5.9p) 41.6p
Diluted 8 45.1p (5.9p) 41.6p
--------------------------------------------- ---- ------------- ------------- -----------
1 Comparative results have been restated to exclude discontinued operations in respect of the Ground Rents Income Fund plc ("GRIF") in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the results of discontinued operations. The comparative weighted average number of shares and therefore basic and diluted earnings per share have been restated for the effect of the share placing issued in November 2019 (Note 18).
Condensed consolidated statement of financial position
as at 31 December 2019
31 Dec 31 Dec 30 Jun
2019 2018 2019
(unaudited) (unaudited) (audited)
----
Note GBP'000 GBP'000 GBP'000
---------------------------------------------- ---- ------------ ------------- ----------
Assets
Non-current assets
Intangible assets 10 48,403 51,473 50,167
Property, plant and equipment 11 2,385 3,642 3,177
Right of use assets 12 7,434 - -
Financial assets at fair value through other
comprehensive income 13 500 500 500
Financial assets at fair value through profit
or loss 13 - 5 - Other non-current receivables 13 94 - 94 Deferred tax assets 1,917 826 1,223 ---------------------------------------------- ---- ------------ ------------- ---------- Total non-current assets 60,733 56,446 55,161 Current assets Trade and other receivables 13 27,301 25,526 26,732 Financial assets at fair value through profit or loss 13 175 662 613 Cash and cash equivalents 13 62,639 24,754 34,590 ---------------------------------------------- ---- ------------ ------------- ---------- Total current assets 90,115 50,942 61,935 ---------------------------------------------- ---- ------------ ------------- ---------- Total assets 150,848 107,388 117,096 ---------------------------------------------- ---- ------------ ------------- ---------- Liabilities Non-current liabilities Other non-current liabilities 13 (570) (137) (714) Lease liabilities 14 (7,278) - - Deferred consideration 15 - (349) (380) Provisions 16 (131) - (278) Deferred tax liabilities (2,119) (1,882) (2,278) ---------------------------------------------- ---- ------------ ------------- ---------- Total non-current liabilities (10,098) (2,368) (3,650) Current liabilities Trade and other payables 13 (17,377) (13,999) (20,788) Current tax liabilities 13 (225) (2,778) (2,350) Lease liabilities 14 (1,592) - - Provisions 16 (1,775) (5,788) (2,736) Deferred tax liabilities - (554) - ---------------------------------------------- ---- ------------ ------------- ---------- Total current liabilities (20,969) (23,119) (25,874) ---------------------------------------------- ---- ------------ ------------- ---------- Net assets 119,781 81,901 87,572 ---------------------------------------------- ---- ------------ ------------- ---------- Equity Share capital 18 157 138 139 Share premium 18 68,817 38,476 39,068 Other reserves 6,087 3,520 4,575 Retained earnings 44,720 39,767 43,790 ---------------------------------------------- ---- ------------ ------------- ---------- Total equity 119,781 81,901 87,572 ---------------------------------------------- ---- ------------ ------------- ----------
The Condensed consolidated financial statements were approved by the Board of Directors and authorised for issue on 11 March 2020, signed on their behalf by:
C M Connellan
CEO
B L Thorpe
Group Finance Director
Company registration number: 4402058
Condensed consolidated statement of changes in equity
for the six months ended 31 December 2019
Share Other Retained
capital Share premium reserves earnings Total
----
Note GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------------------ ---- -------- ------------- --------- --------- --------
Balance at 30 June 2018 138 38,404 3,114 46,301 87,957
------------------------------------ ---- -------- ------------- --------- --------- --------
Adjustment on initial application
of IFRS 9 - - (1) - (1)
------------------------------------ ---- -------- ------------- --------- --------- --------
Adjusted balance at 1 July
2018 138 38,404 3,113 46,301 87,956
------------------------------------ ---- -------- ------------- --------- --------- --------
Comprehensive (expense)/income
Loss for the period from continuing
operations - - - (865) (865)
Profit from discontinued operations
after tax 7 - - - 50 50
Other comprehensive income - - - - -
------------------------------------ ---- -------- ------------- --------- --------- --------
Total comprehensive expense - - - (815) (815)
Transactions with owners
Issue of ordinary shares 18 - 72 - - 72
Share-based payments - - 1,145 - 1,145
Share-based payments exercised - - (692) 692 -
Purchase of own shares by
employee benefit trust - - - (2,288) (2,288)
Tax on share options - - (46) - (46)
Dividends paid 9 - - - (4,123) (4,123)
------------------------------------ ---- -------- ------------- --------- --------- --------
Total transactions with owners - 72 407 (5,719) (5,240)
------------------------------------ ---- -------- ------------- --------- --------- --------
Balance at 31 December 2018 138 38,476 3,520 39,767 81,901
------------------------------------ ---- -------- ------------- --------- --------- --------
Comprehensive income
Profit for the period from
continuing operations - - - 6,988 6,988
Loss from discontinued operations - - - (445) (445)
Other comprehensive income - - - - -
------------------------------------ ---- -------- ------------- --------- --------- --------
Total comprehensive income - - - 6,543 6,543
Transactions with owners
Issue of ordinary shares 18 1 592 - - 593
Share-based payments - - 1,489 - 1,489
Share-based payments exercised - - (431) 431 -
Purchase of own shares by
employee benefit trust - - - (360) (360)
Tax on share options - - (3) - (3)
Dividends paid 9 - - - (2,591) (2,591)
------------------------------------ ---- -------- ------------- --------- --------- --------
Total transactions with owners 1 592 1,055 (2,520) (872)
------------------------------------ ---- -------- ------------- --------- --------- --------
Balance at 30 June 2019 139 39,068 4,575 43,790 87,572
------------------------------------ ---- -------- ------------- --------- --------- --------
Comprehensive income
Profit for the period - - - 6,361 6,361
Other comprehensive income - - - - -
------------------------------------ ---- -------- ------------- --------- --------- --------
Total comprehensive income - - - 6,361 6,361
Transactions with owners
Issue of ordinary shares 18 18 29,749 - - 29,767
Share-based payments - - 2,492 - 2,492
Share-based payments exercised - - (1,031) 1,031 -
Purchase of own shares by
employee benefit trust - - - (2,080) (2,080)
Tax on share options - - 51 - 51
Dividends paid 9 - - - (4,382) (4,382)
------------------------------------ ---- -------- ------------- --------- --------- --------
Total transactions with owners 18 29,749 1,512 (5,431) 25,848
------------------------------------ ---- -------- ------------- --------- --------- --------
Balance at 31 December 2019 157 68,817 6,087 44,720 119,781
------------------------------------ ---- -------- ------------- --------- --------- --------
Condensed consolidated statement of cash flows
for the six months ended 31 December 2019
Six months Six months
ended ended Year ended
31 Dec 31 Dec 30 Jun
2019 2018 2019
(unaudited) (unaudited) (audited)
----
Note GBP'000 GBP'000 GBP'000
---------------------------------------------- ---- ------------ ------------ ----------
Cash flow from operating activities
Cash generated from operations 17 9,927 455 15,553
Taxation paid 6 (4,464) (348) (2,301)
---------------------------------------------- ---- ------------ ------------ ----------
Net cash generated from operating activities 5,463 107 13,252
Cash flows from investing activities
Proceeds from sale of discontinued operations 7 390 593 593
Purchase of intangible assets 10 (427) (200) (1,106)
Purchase of property, plant and equipment 11 (430) (420) (572)
Proceeds of lease incentive received 12 1,250 - -
Payment of initial direct costs for right
of use asset 12 (77) - -
Proceeds of sale of financial assets at fair
value through profit or loss 13 - 1,229 1,234
Deferred consideration paid 15 (919) (1,251) (1,251)
Finance income received 125 96 198
---------------------------------------------- ---- ------------ ------------ ----------
Net cash (used in)/generated from investing
activities (88) 47 (904)
Cash flows from financing activities
Dividends paid to shareholders 9 (4,382) (4,123) (6,714)
Payment of lease liabilities 14 (631) - -
Proceeds of issue of shares 18 29,767 72 665
Purchase of own shares by employee benefit
trust (2,080) (2,288) (2,648)
---------------------------------------------- ---- ------------ ------------ ----------
Net cash generated from/(used in) financing
activities 22,674 (6,339) (8,697)
---------------------------------------------- ---- ------------ ------------ ----------
Net increase/(decrease) in cash and cash
equivalents 28,049 (6,185) 3,651
Cash and cash equivalents at beginning of
period 34,590 30,939 30,939
---------------------------------------------- ---- ------------ ------------ ----------
Cash and cash equivalents at end of period 62,639 24,754 34,590
---------------------------------------------- ---- ------------ ------------ ----------
Notes to the condensed consolidated financial statements
for the six months ended 31 December 2019
1 General information
Brooks Macdonald Group plc ("the Company") is the parent company of a group of companies ("the Group"), which offers a range of investment management services to private high net worth individuals, pension funds, institutions and trusts. The Group also provides financial planning as well as offshore investment management and acts as fund manager to a regulated OEIC providing a range of risk-managed multi-asset funds and a specialised absolute return fund. The Group's primary activities are set out in its Annual Report and Accounts for the year ended 30 June 2019.
The Company is a public limited company, incorporated and domiciled in the United Kingdom under the Companies Act 2006 and is listed on AIM. The address of its registered office is 21 Lombard Street, London, EC3V 9AH.
The Interim Report and Accounts were approved for issue on 11 March 2020. The Condensed consolidated financial statements have been independently reviewed but are not audited.
2 Accounting policies
a) Basis of preparation
The Group's Condensed consolidated financial statements are prepared and presented in accordance with IAS 34 'Interim Financial Reporting' as adopted by the European Union. They have been prepared on a going concern basis with reference to the accounting policies and methods of computation and presentation set out in the Group's Consolidated financial statements for the year ended 30 June 2019, except as stated below. The Condensed consolidated financial statements should be read in conjunction with the Group's audited financial statements for the year ended 30 June 2019, which have been prepared in accordance with International Financial Reporting Standards ("IFRS") and IFRS Interpretations Committee ("IFRS IC") interpretations, as adopted by the European Union and the Companies Act 2006 applicable to companies reporting under IFRS.
The information in the Interim Report and Accounts does not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. The Group's Consolidated financial statements for the year ended 30 June 2019 have been reported on by the Group's auditor and delivered to the Registrar of Companies. The report of the auditor was unqualified and did not draw attention to any matters by way of emphasis. It contained no statement under section 498(2) or (3) of the Companies Act 2006.
At the time of approving the Condensed consolidated financial statements, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Condensed consolidated financial statements.
Developments in reporting standards and interpretations
Standards and interpretations adopted during the current reporting period
This is the first set of the Group's financial statements where IFRS 16 has been applied. This new standard was adopted from 1 July 2019. Under the transition method chosen, comparative information is not restated. Changes to significant accounting policies are described in Note 2b.
The following amendments to standards have also been adopted in the current period, but have not had a significant impact on the amounts reported in these Condensed consolidated financial statements:
-- IFRIC 23 Uncertainty over Income Tax Treatments -- Prepayment Features with Negative Compensation (Amendments to IFRS 9) -- Plan Amendment, Curtailment or Settlement (Amendments to IAS 19) -- Annual Improvements to IFRS Standards 2015-2017 Cycle.
Future new standards and interpretations
A number of new standards are effective for annual periods beginning after 1 July 2019 and earlier application is permitted; however, the Group has not early adopted the new or amended standards in preparing these Condensed consolidated financial statements. None of the standards not yet effective are expected to have a material impact on the Group's financial statements.
b) Changes in accounting policies
Except as described below, the accounting policies applied in these Condensed consolidated financial statements are the same as those applied in the Group's Consolidated financial statements as at and for the year ended 30 June 2019.
The changes in accounting policies will also be reflected in the Group's Consolidated financial statements as at and for the year ending 30 June 2020.
The Group adopted IFRS 16 'Leases' from 1 July 2019.
IFRS 16 'Leases'
IFRS 16 removes the classification of leases as either operating leases or finance leases for lessees. The standard introduces a single, on-balance sheet accounting model, which requires:
-- recognition of a right of use asset and corresponding lease liability with respect to all lease arrangements in which the Group is the lessee, except for short-term leases and leases of low value assets;
-- recognition of a depreciation charge on the right of use asset on a straight-line basis over the shorter of the expected life of the asset and the lease term; and
-- recognition of an interest charge arising from the unwinding of the discounted lease liability over the lease term.
Transition
The Group holds property leases in relation to offices which have previously been considered operating leases under IAS 17. On transition to IFRS 16, the Group was permitted to choose from the following transition approaches:
-- full retrospective transition method, whereby IFRS 16 is applied to all its contracts as if it had always applied; or
-- a modified retrospective approach with optional practical expedients.
The Group has chosen to apply IFRS 16 using the modified retrospective approach resulting in no restatement of the comparative information which continues to be reported under IAS 17 and IFRIC 4.
On adoption, lease agreements have given rise to both a right of use ("ROU") asset and a lease liability. For leases previously classified as operating leases at 30 June 2019 under IAS 17, lease liabilities were measured at the present value of the remaining lease payments, discounted at the Group's incremental borrowing rate as at 1 July 2019. ROU assets were measured at an amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments on the Group statement of financial positions at the date of transition. On 30 June 2019, the Group had prepaid expenses and lease incentive balances in line with IAS 17 on the statement of financial position, to be unwound over the life of remaining leases. The prepaid and lease incentive balances at 30 June 2019 have been recognised as a depreciation charge to the ROU asset on day one of the transition to IFRS 16.
The lease liability is subsequently measured by reducing for lease payments made, adjusting the carrying amount to reflect the interest charge and any reassessment or lease modifications.
The ROU assets are subsequently measured at cost, less accumulated depreciation on a straight-line basis over the shorter of the expected life of the asset and the lease term, adjusted for any remeasurements of the lease liability, for example a change in lease term, or payments based on an index. In accordance with IAS 36, ROU assets are assessed for indicators of impairment at the end of each reporting period.
The Group has used the following practical expedients when applying IFRS 16 to leases that were previously classified as operating leases under IAS 17 at 30 June 2019:
-- applied the practical expedient to grandfather the assessment of which contracts are leases and applied IFRS 16 only to those that were previously identified as leases. Contracts not identified as leases under IAS 17 and IFRIC 4 were not reassessed for whether there is a lease. The identification of a lease under IFRS 16 was therefore only applied to contracts entered into (or modified) on or after 1 July 2019;
-- the use of a single discount rate to a portfolio of leases with reasonably similar characteristics;
-- the accounting for operating leases with a remaining lease term of less than 12 months as at 1 July 2019 as short-term leases. The Group recognises the lease payments associated with these leases as an expense in the Condensed consolidated statement of comprehensive income on a straight-line basis over the lease term;
-- the use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease; and
-- reliance on previous assessments on whether leases are onerous.
Impact on the Condensed consolidated statement of financial position as at 1 July 2019
As reported Restated
30 June 1 July
2019 Adjustments 2019
GBP'000 GBP'000 GBP'000
---------------------------- -------------------------------- ------------- --------
Assets
Right of use assets - 1,555 1,555
Trade and other receivables 26,732 (50) 26,682
---------------------------- -------------------------------- ------------- --------
Total assets 117,096 1,505 118,601
---------------------------- -------------------------------- ------------- --------
Liabilities
Trade and other payables (20,788) 294 (20,494)
Lease liabilities - (1,799) (1,799)
---------------------------- -------------------------------- ------------- --------
Total liabilities (29,524) (1,505) (31,029)
---------------------------- -------------------------------- ------------- --------
Net assets 87,572 - 87,572
---------------------------- -------------------------------- ------------- --------
Equity
Retained earnings 43,790 - 43,790
---------------------------- -------------------------------- ------------- --------
Total equity 87,572 - 87,572
---------------------------- -------------------------------- ------------- --------
The adjustments to the Condensed consolidated statement of financial position reflect the initial application of IFRS 16.
The table below presents operating lease commitments disclosed at 30 June 2019 and lease liabilities recognised at 1 July 2019.
GBP'000
---------------------------------------------------------------- -------
Total operating lease commitments disclosed at 30 June 2019 2,930
Exemptions applied:
- Leases with remaining lease term of less than 12 months (1,308)
---------------------------------------------------------------- -------
Operating lease liabilities before discounting 1,622
Adjustments:
- Rental payments on date of initial application 314
---------------------------------------------------------------- -------
Total lease liabilities before discounting 1,936
Discounted using incremental borrowing rate (137)
---------------------------------------------------------------- -------
Total lease liabilities recognised under IFRS 16 at 1 July 2019 1,799
---------------------------------------------------------------- -------
Impact on financial statements for the six months to 31 December 2019
During the six months ended 31 December 2019, the Group recognised an interest charge arising on lease liabilities of GBP116,000 and a depreciation charge on the ROU assets of GBP533,000. Included within the interest charge and depreciation charge was GBP80,000 and GBP247,000 respectively for a new lease that commenced during the six months ended 31 December 2019.
An analysis of ROU assets is presented in Note 12 and lease liabilities presented in Note 14.
The Group applied judgement in calculating the discount rate to be used in computing lease liabilities. The Group performed research into issued corporate debt in the comparable industry given the Group does not have any debt of its own, resulting in estimating its incremental borrowing rate of 4.5% to measure lease liabilities.
3 Segmental information
For management purposes the Group's activities are organised into three operating divisions: UK Investment Management, International and Financial Planning. The Group's other activity, offering nominee and custody services to clients, is included within UK Investment Management. These divisions are the basis on which the Group reports its primary segmental information to the Group Board of Directors, which is the Group's chief operating decision maker. In accordance with IFRS 8 'Operating Segments', disclosures are required to reflect the information which the Board of Directors uses internally for evaluating the performance of its operating segments and allocating resources to those segments. The information presented in this Note is consistent with the presentation for internal reporting.
Revenues and expenses are allocated to the business segment that originated the transaction. Revenues and expenses that are not directly originated by a particular operating business segment are reported as 'Group & consolidation adjustments'. Sales between segments are carried out at arm's length. Centrally incurred expenses are allocated to business segments on an appropriate pro rata basis. Segmental assets and liabilities comprise operating assets and liabilities, those being the majority of the Condensed consolidated statement of financial position.
UK Group &
Investment Financial consolidation
Management International Planning adjustments Total
Six months ended 31 Dec 2019 (unaudited) GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------------------------------- ----------- ------------- --------- -------------- ---------
Total segment revenue 47,232 7,023 1,962 8 56,225
Inter segment revenue (434) - - - (434)
--------------------------------------------- ----------- ------------- --------- -------------- ---------
External revenues 46,798 7,023 1,962 8 55,791
Underlying administrative costs (21,268) (4,085) (1,464) (17,354) (44,171)
--------------------------------------------- ----------- ------------- --------- -------------- ---------
Operating contribution 25,530 2,938 498 (17,346) 11,620
Allocated costs (12,235) (1,599) (1,075) 14,909 -
Underlying other losses, finance income
and finance costs 49 32 - 2 83
--------------------------------------------- ----------- ------------- --------- -------------- ---------
Underlying profit/(loss) before tax 13,344 1,371 (577) (2,435) 11,703
Acquisition costs - - - (2,080) (2,080)
Amortisation of client relationships
and contracts acquired with fund managers (358) (210) - (520) (1,088)
Head office relocation costs (444) (91) (38) - (573)
Changes in fair value of contingent
consideration - - (55) - (55)
Finance cost of deferred consideration - - - (25) (25)
Finance income from contingent consideration - - 6 1 7
--------------------------------------------- ----------- ------------- --------- -------------- ---------
Profit/(loss) before tax 12,542 1,070 (664) (5,059) 7,889
Taxation (1,528)
--------------------------------------------- ----------- ------------- --------- -------------- ---------
Profit for the period attributable
to equity holders of the Company 6,361
--------------------------------------------- ----------------------------------------------------------------
UK Group &
Investment Financial consolidation
Management International Planning adjustments(1) Total
Six months ended 31 Dec 2018 (unaudited) GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------------------------------- ----------- ------------- --------- --------------- --------
Total segment revenue 42,450 7,423 1,801 38 51,712
Inter segment revenue (122) - - - (122)
--------------------------------------------- ----------- ------------- --------- --------------- --------
External revenues 42,328 7,423 1,801 38 51,590
Underlying administrative costs (20,793) (4,937) (1,402) (15,244) (42,376)
--------------------------------------------- ----------- ------------- --------- --------------- --------
Operating contribution 21,535 2,486 399 (15,206) 9,214
Allocated costs (10,295) (1,533) (1,186) 13,014 -
Underlying other losses, finance income
and finance costs 7 (85) 1 (7) (84)
--------------------------------------------- ----------- ------------- --------- --------------- --------
Underlying profit/(loss) before tax 11,247 868 (786) (2,199) 9,130
Goodwill impairment - - - (4,756) (4,756)
Client relationship contracts impairment - - - (2,328) (2,328)
Amortisation of client relationships
and contracts acquired with fund managers (398) (210) - (519) (1,127)
Restructuring charge (431) (3) - (180) (614)
Changes in fair value of deferred
consideration - - - 419 419
Finance cost of deferred consideration - - - (63) (63)
Disposal costs - - (21) - (21)
Changes in fair value of contingent
consideration - - - (15) (15)
Finance income from contingent consideration - - - 13 13
--------------------------------------------- ----------- ------------- --------- --------------- --------
Profit/(loss) before tax 10,418 655 (807) (9,628) 638
Taxation (1,503)
Profit from discontinued operations
after tax 50
--------------------------------------------- ----------- ------------- --------- --------------- --------
Loss for the period attributable to
equity holders of the Company (815)
--------------------------------------------- ----------- ------------- --------- --------------- --------
1 Group & consolidation adjustments have been restated to exclude discontinued operations in respect of GRIF in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the results of discontinued operations.
UK Group &
Investment Financial consolidation
Management International Planning adjustments Total
Year ended 30 Jun 2019 (audited) GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------------------------- ----------- ------------- --------- -------------- ---------
Total segment revenue 89,369 14,609 3,556 28 107,562
Inter segment revenue (292) - - - (292)
--------------------------------------- ----------- ------------- --------- -------------- ---------
External revenues 89,077 14,609 3,556 28 107,270
Underlying administrative costs (45,121) (9,247) (2,926) (28,996) (86,290)
--------------------------------------- ----------- ------------- --------- -------------- ---------
Operating contribution 43,956 5,362 630 (28,968) 20,980
Allocated costs (19,171) (3,180) (2,469) 24,820 -
Underlying other losses, finance
income and finance costs 18 (37) - 28 9
--------------------------------------- ----------- ------------- --------- -------------- ---------
Underlying profit/(loss) before
tax 24,803 2,145 (1,839) (4,120) 20,989
Goodwill impairment - - - (4,756) (4,756)
Restructuring charge (1,764) (739) - (762) (3,265)
Client relationship contracts
impairment - - - (2,328) (2,328)
Amortisation of client relationships
and contracts acquired with fund
managers (787) (420) - (1,039) (2,246)
Changes in fair value of deferred
consideration - - - 419 419
Finance cost of deferred consideration - - - (94) (94)
Changes in fair value of contingent
consideration - - - (75) (75)
Disposal costs - - (21) (12) (33)
Finance income from contingent
consideration - - 5 24 29
--------------------------------------- ----------- ------------- --------- -------------- ---------
Profit/(loss) before tax 22,252 986 (1,855) (12,743) 8,640
Taxation (2,517)
Loss from discontinued operations
after tax (395)
--------------------------------------- ----------- ------------- --------- -------------------------
Profit for the period attributable
to equity holders of the Company 5,728
--------------------------------------- ----------- ------------- --------- -------------------------
4 Revenue
Six months
ended Year ended
31 Dec Six months 30 Jun
2019 ended 2019
31 Dec
2018(1)
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
----------------------------------------- ------------ ------------- ----------
Portfolio management fee income 49,254 45,173 94,567
Financial services commission 66 72 109
Advisory fees 2,380 2,307 4,509
Fund management fees 4,091 4,038 8,085
----------------------------------------- ------------ ------------- ----------
Total revenue from continuing operations 55,791 51,590 107,270
----------------------------------------- ------------ ------------- ----------
1 Comparative results have been restated to exclude discontinued operations in respect of GRIF in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the results of discontinued operations.
a) Geographic analysis
The Group's operations are located in the United Kingdom and the Channel Islands. The following table presents external revenue analysed by the geographical location of the Group entity providing the service.
Six months
ended Year ended
31 Dec Six months 30 Jun
2019 ended 2019
31 Dec
2018(1)
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
----------------------------------------- ------------ ------------- ----------
United Kingdom 48,768 44,167 92,661
Channel Islands 7,023 7,423 14,609
----------------------------------------- ------------ ------------- ----------
Total revenue from continuing operations 55,791 51,590 107,270
----------------------------------------- ------------ ------------- ----------
1 Comparative results have been restated to exclude discontinued operations in respect of GRIF in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the results of discontinued operations.
b) Major clients
The Group is not reliant on any one client or group of connected clients for the generation of revenues.
5 Other losses
Other losses represent the net changes in the fair value of the Group's financial instruments and intangible assets recognised in the Condensed consolidated statement of comprehensive income.
Six months Six months
ended ended
31 Dec 31 Dec
2019 2018 Year ended
30 Jun
(unaudited) (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
------------------------------------------------------------ ------------ ------------ ----------------
Loss from changes in fair value of contingent consideration
receivable (Note 13) (55) (15) (75)
Goodwill impairment (Note 10) - (4,756) (4,756)
Client relationship contracts impairment (Note 10) - (2,328) (2,328)
Impairment of financial assets at fair value through
other comprehensive
income (Note 13) - (150) (150)
Loss from changes in fair value of financial assets
at fair value through profit
or loss (Note 13) - (33) (38)
Gain from changes in fair value of deferred consideration
payable (Note 15) - 419 419
------------------------------------------------------------ ------------ ------------ ----------------
Total other losses (55) (6,863) (6,928)
------------------------------------------------------------ ------------ ------------ ----------------
6 Taxation
The current tax expense for the six months ended 31 December 2019 was calculated based on the Corporation Tax rate of 19.0%, applied to the taxable profit for the six months ended 31 December 2019 (six months ended 31 December 2018: 19.0%; year ended 30 June 2019: 19.0%).
Six months Six months
ended ended Year ended
31 Dec 31 Dec 30 Jun
2019 (unaudited) 2018 (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
-------------------------------------------------- ----------------- ----------------- ---------------
UK Corporation Tax 2,330 1,754 4,069
Under provision in prior years - - (419)
-------------------------------------------------- ----------------- ----------------- ---------------
Total current taxation 2,330 1,754 3,650
Deferred tax credits (802) (251) (808)
Research and development tax credit - - (325)
-------------------------------------------------- ----------------- ----------------- ---------------
Total income tax expense on continuing operations 1,528 1,503 2,517
Capital gains tax on discontinued operations - 49 -
-------------------------------------------------- ----------------- ----------------- ---------------
Total income tax expense 1,528 1,552 2,517
-------------------------------------------------- ----------------- ----------------- ---------------
Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions.
During the six months ended 31 December 2019, the Group moved from a large company to a very large company for Corporation Tax payment on account purposes. Four payments are now made during the financial year, followed by a balancing payment or repayment following the year end. Previously, the Group would pay two payments on account during the financial year and two following the financial year end. During the six months ended 31 December 2019, the Group therefore made four payments on account as opposed to two in the six months ended 31 December 2018.
The Finance (No.2) Act 2015, which was substantively enacted in October 2015, will reduce the main rate of Corporation Tax to 17.0% in 2020. Deferred tax assets and liabilities are calculated at the rate that is expected to be in force when the temporary differences unwind but limited to the extent that such rates have been substantively enacted. The tax rate used to determine the deferred tax assets and liabilities is therefore 17.0% (six months ended 31 December 2018: 17.0%; year ended 30 June 2019: 17.0%) and will be reviewed in future years subject to new legislation.
During the year ended 30 June 2019, the Group made a claim for research and development tax relief in relation to qualifying expenditure on software development incurred in the year ended 30 June 2018. This resulted in a reduction in the Corporation Tax liabilities in the respective years, and a repayment of GBP325,000 was due from HM Revenue and Customs. The Group will consider whether claims can also be made for qualifying expenditure incurred in the year ended 30 June 2019 and thereafter in due course.
7 Discontinued operations
During the six months ended 31 December 2019, the Group did not recognise any discontinued operations.
On 10 May 2019, Brooks Macdonald Funds Limited, a subsidiary within the Group, resigned as investment manager of the Ground Rents Income Fund plc ("GRIF"). The fund management of GRIF was classed as Property Funds within internal management information and was managed separately to the other funds within the Group. As a result, the operations were classified as discontinued upon resignation, resulting in comparative information in these Condensed consolidated financial statements for the six months ended 31 December 2018 to be restated. Disposal costs of GBP12,000 were incurred by the Group in relation to the resignation, during the year ended 30 June 2019.
On 31 December 2018, the Group disposed of its Employee Benefits business within the Financial Planning segment. Initial cash consideration of GBP50,000 was received on completion. Additional cash consideration is receivable in the first calendar quarter of 2020, being a multiple of revenue earned by the disposed business for the year ended 31 December 2019. On disposal the contingent consideration receivable was estimated at GBP232,000, which was recognised at its fair value of GBP219,000 based on the discounted forecast cash flows. Disposal costs of GBP21,000 were incurred by the Group in relation to the sale during the year ended 30 June 2019. Following the year ended 31 December 2019, the final consideration was calculated to be GBP177,000 and was received in February 2020. This outstanding amount was recognised as a financial asset at fair value through profit or loss at 31 December 2019, net of finance income of contingent consideration (Note 13).
On 1 December 2017, the Group disposed of its Property Management division, comprising the owned subsidiaries Braemar Estates (Residential) Limited and Braemar Facilities Management Limited. Full details of this disposal are disclosed in Note 11 of the 2018 Brooks Macdonald Group plc Annual Report and Accounts. During the year ended 30 June 2019, the Group received GBP483,000 of contingent consideration (Note 13) and a further GBP60,000 as additional post-completion consideration. During the six months ended 31 December 2019, the Group received the final contingent consideration payment at its fair value of GBP390,000.
The presentation of the information for the six months ended 31 December 2018 below has been restated to separate the results of the additional discontinued operations, consistent with the presentation in the year ended 30 June 2019. The previously reported discontinued operations at 31 December 2018 recognised the operations of the Employee Benefits business; however, the GRIF operations have now been included.
Six months Six months
ended ended
31 Dec 31 Dec
2019 2018 Year ended
30 Jun
(unaudited) (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
------------------------------------------------- ------------ ------------ ----------------
Loss before tax of discontinued operations - (230) (724)
Gain on disposal of discontinued operations - 329 329
------------------------------------------------- ------------ ------------ ----------------
Profit/(loss) from discontinued operations - 99 (395)
Taxation - (49) -
------------------------------------------------- ------------ ------------ ----------------
Profit/(loss) from discontinued operations after
tax - 50 (395)
------------------------------------------------- ------------ ------------ ----------------
a) Profit or loss of discontinued operations
Six months
ended
31 Dec Six months
2019 ended Year ended
31 Dec 30 Jun
(unaudited) 2018 (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
--------------------- ------------ ------------------ ----------------
Revenue - 647 920
Administrative costs - (877) (1,644)
--------------------- ------------ ------------------ ----------------
Loss before tax - (230) (724)
--------------------- ------------ ------------------ ----------------
b) Gain on disposal of discontinued operations
Six months
ended
31 Dec Six months
2019 ended Year ended
31 Dec 30 Jun
(unaudited) 2018 (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
------------------------------------------------- ------------ ------------------ ----------------
Initial consideration received - 50 50
Additional consideration received - 60 60
Fair value of contingent consideration (Note 13) - 219 219
------------------------------------------------- ------------ ------------------ ----------------
Gain on disposal of discontinued operations - 329 329
------------------------------------------------- ------------ ------------------ ----------------
8 Earnings per share
The Board of Directors considers that underlying earnings per share provides a more appropriate reflection of the Group's performance in the period. Underlying earnings per share are calculated based on 'underlying earnings', which is defined as earnings before underlying adjustments listed below. The tax effect of these adjustments has also been considered.
Earnings for the period used to calculate earnings per share as reported in these Condensed consolidated financial statements were as follows:
Six months
ended
31 Dec Six months
2019 ended Year ended
31 Dec
2018(1) 30 Jun
(unaudited) (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
---------------------------------------------------------- ------------ ------------- ----------------
Earnings/(loss) from continuing operations after
tax 6,361 (865) 6,123
Profit/(loss) from discontinued operations after
tax - 50 (395)
---------------------------------------------------------- ------------ ------------- ----------------
Earnings/(loss) attributable to ordinary shareholders 6,361 (815) 5,728
Underlying adjustments
Acquisition costs (Note 23) 2,080 - -
Amortisation of acquired client relationship contracts
(Note 10) 1,072 1,072 2,144
Head office relocation costs (Note 22) 573 - -
Changes in fair value of contingent consideration
(Note 13) 55 15 75
Finance cost of deferred consideration (Note 15) 25 63 94
Amortisation of contracts acquired with fund managers
(Note 10) 16 55 102
Finance income of contingent consideration (Note
13) (7) (13) (29)
Goodwill impairment (Note 10) - 4,756 4,756
Client relationship contracts impairment (Note 10) - 2,328 2,328
Restructuring charge - 614 3,265
Disposal costs (Note 7) - 21 33
Changes in fair value of deferred consideration (Note
15) - (419) (419)
Underlying (profit)/loss from discontinued operations
(Note 7) - (99) 395 Tax impact of adjustments (495) (285) (1,185) ---------------------------------------------------------- ------------ ------------- ---------------- Underlying earnings attributable to ordinary shareholders 9,680 7,293 17,287 ---------------------------------------------------------- ------------ ------------- ----------------
1 Comparative results have been restated to exclude discontinued operations in respect of GRIF in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the results of discontinued operations.
Basic earnings per share is calculated by dividing earnings attributable to ordinary shareholders by the weighted average number of shares in issue throughout the period. Diluted earnings per share represents the basic earnings per share adjusted for the effect of dilutive potential shares issuable on exercise of employee share options under the Group's share-based payment schemes, weighted for the relevant period. The weighted average number of shares in issue during the six months ended 31 December 2019 was as follows:
Six months Six months
ended ended
31 Dec 31 Dec
2019 2018(1) Year ended
30 Jun
2019(1)
(unaudited) (unaudited) (audited)
Number Number Number
of shares of shares of shares
--------------------------------------------------------- ------------ ------------ -----------
Weighted average number of shares in issue 14,075,329 13,806,820 13,771,254
Effect of dilutive potential shares issuable on exercise
of employee share options 18,383 18,880 6,211
--------------------------------------------------------- ------------ ------------ -----------
Diluted weighted average number of shares in issue 14,093,712 13,825,700 13,777,465
--------------------------------------------------------- ------------ ------------ -----------
1 The comparative weighted average number of shares have been restated for the effect of new ordinary shares issued at a discount to their market value as part of the share placing issued in November 2019 (Note 18).
Six months
ended
31 Dec Six months
2019 ended Year ended
31 Dec
2018(1) 30 Jun
(unaudited) (unaudited) 2019 (audited)
p p p
---------------------------------------- ------------ ------------- ----------------
Based on reported earnings:
Basic earnings/(loss) per share from:
- Continuing operations 45.2 (6.3) 44.5
- Discontinued operations - 0.4 (2.9)
---------------------------------------- ------------ ------------- ----------------
Total basic earnings/(loss) per share 45.2 (5.9) 41.6
Diluted earnings/(loss) per share from:
- Continuing operations 45.1 (6.3) 44.5
- Discontinued operations - 0.4 (2.9)
---------------------------------------- ------------ ------------- ----------------
Total diluted earnings/(loss) per share 45.1 (5.9) 41.6
Based on underlying earnings:
Basic earnings per share 68.8 52.8 125.5
Diluted earnings per share 68.7 52.8 125.5
---------------------------------------- ------------ ------------- ----------------
1 Comparative results have been restated to exclude discontinued operations in respect of GRIF in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the results of discontinued operations. The comparative weighted average number of shares and therefore basic and diluted earnings per share have been restated for the effect of new ordinary shares issued at a discount to their market value as part of the share placing issued in November 2019 (Note 18).
9 Dividends
Six months
ended
31 Dec Six months
2019 ended Year ended
31 Dec 30 Jun
(unaudited) 2018 (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
----------------------------------------- ------------ ------------------ ----------------
Final dividend paid on ordinary shares 4,382 4,123 4,123
Interim dividend paid on ordinary shares - - 2,591
----------------------------------------- ------------ ------------------ ----------------
Total dividends 4,382 4,123 6,714
----------------------------------------- ------------ ------------------ ----------------
An interim dividend of 21.0p (six months ended 31 December 2018: 19.0p) per share was declared by the Board of Directors on 11 March 2020. It will be paid on 24 April 2020 to shareholders who are on the register at the close of business on 27 March 2020. In accordance with IAS 10, this dividend has not been included as a liability in the Condensed consolidated financial statements at 31 December 2019.
A final dividend for the year ended 30 June 2019 of 32.0p (year ended 30 June 2018: 30.0p) per share was paid to shareholders on 8 November 2019.
10 Intangible assets
Acquired Contracts
client acquired
Computer relationship with fund
Goodwill software contracts managers Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------------------------------------- -------- --------- ------------- ---------- -------
Cost
At 1 July 2018 35,776 7,768 32,161 3,521 79,226
Additions - 200 - - 200
-------------------------------------- -------- --------- ------------- ---------- -------
At 31 December 2018 35,776 7,968 32,161 3,521 79,426
Additions - 906 - - 906
-------------------------------------- -------- --------- ------------- ---------- -------
At 30 June 2019 35,776 8,874 32,161 3,521 80,332
Additions - 427 - - 427
-------------------------------------- -------- --------- ------------- ---------- -------
At 31 December 2019 35,776 9,301 32,161 3,521 80,759
-------------------------------------- -------- --------- ------------- ---------- -------
Accumulated amortisation & impairment
At 1 July 2018 1,986 1,027 12,254 3,403 18,670
Amortisation charge - 1,072 1,072 55 2,199
Impairment 4,756 - 2,328 - 7,084
-------------------------------------- -------- --------- ------------- ---------- -------
At 31 December 2018 6,742 2,099 15,654 3,458 27,953
Amortisation charge - 1,093 1,072 47 2,212
-------------------------------------- -------- --------- ------------- ---------- -------
At 30 June 2019 6,742 3,192 16,726 3,505 30,165
Amortisation charge - 1,103 1,072 16 2,191
-------------------------------------- -------- --------- ------------- ---------- -------
At 31 December 2019 6,742 4,295 17,798 3,521 32,356
-------------------------------------- -------- --------- ------------- ---------- -------
Net book value
At 1 July 2018 33,790 6,741 19,907 118 60,556
At 31 December 2018 29,034 5,869 16,507 63 51,473
At 30 June 2019 29,034 5,682 15,435 16 50,167 At 31 December 2019 29,034 5,006 14,363 - 48,403 -------------------------------------- -------- --------- ------------- ---------- -------
a) Goodwill
Goodwill acquired in a business combination is allocated at acquisition to the cash generating units ("CGUs") that are expected to benefit from that business combination. The carrying amount of goodwill in respect of these CGUs within the operating segments of the Group comprises:
31 Dec
2019
31 Dec 30 Jun
(unaudited) 2018 (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
----------------------------------------------------------- ------------ ----------------- ---------------
Funds
Braemar Group Limited ("Braemar") 3,320 3,320 3,320
Levitas Investment Management Services Limited ("Levitas") 4,471 4,471 4,471
----------------------------------------------------------- ------------ ----------------- ---------------
7,791 7,791 7,791
International
Brooks Macdonald Asset Management (International)
Limited and Brooks Macdonald Retirement Services
(International) Limited (collectively "Brooks Macdonald
International") 21,243 21,243 21,243
----------------------------------------------------------- ------------ ----------------- ---------------
Total goodwill 29,034 29,034 29,034
----------------------------------------------------------- ------------ ----------------- ---------------
At the reporting date there were no indicators that the carrying amount of goodwill in relation to all the CGUs should be impaired therefore the recoverable amount calculations have not been performed.
b) Computer software
Computer software costs are amortised on a straight-line basis over an estimated useful life of four years. Costs incurred on internally developed computer software are initially recognised at cost and when the software is available for use the costs are amortised on a straight-line basis over an estimated useful life of four years.
c) Acquired client relationship contracts
This asset represents the fair value of future benefits accruing to the Group from acquired client relationship contracts. The amortisation of client relationships is charged to the Condensed consolidated statement of comprehensive income on a straight-line basis over their estimated useful lives (15 to 20 years).
d) Contracts acquired with fund managers
This asset represented the fair value of the future benefits accruing to the Group from contracts acquired with fund managers. Payments made to acquire such contracts are initially recognised at cost and amortised on a straight-line basis over an estimated useful life of five years.
11 Property, plant and equipment
Fixtures,
fittings
Leasehold & office IT
improvements equipment equipment Total
GBP'000 GBP'000 GBP'000 GBP'000
------------------------- ------------- ---------- ---------- -------
Cost
At 1 July 2018 2,881 8,216 3,120 14,217
Additions 153 80 187 420
------------------------- ------------- ---------- ---------- -------
At 31 December 2018 3,034 8,296 3,307 14,637
Additions 116 9 27 152
------------------------- ------------- ---------- ---------- -------
At 30 June 2019 3,150 8,305 3,334 14,789
Additions 273 137 20 430
------------------------- ------------- ---------- ---------- -------
At 31 December 2019 3,423 8,442 3,354 15,219
------------------------- ------------- ---------- ---------- -------
Accumulated depreciation
At 1 July 2018 998 7,643 1,580 10,221
Depreciation charge 193 226 355 774
------------------------- ------------- ---------- ---------- -------
At 31 December 2018 1,191 7,869 1,935 10,995
Depreciation charge 229 73 315 617
------------------------- ------------- ---------- ---------- -------
At 30 June 2019 1,420 7,942 2,250 11,612
Depreciation charge 719 223 280 1,222
------------------------- ------------- ---------- ---------- -------
At 31 December 2019 2,139 8,165 2,530 12,834
------------------------- ------------- ---------- ---------- -------
Net book value
At 1 July 2018 1,883 573 1,540 3,996
At 31 December 2018 1,843 427 1,372 3,642
At 30 June 2019 1,730 363 1,084 3,177
At 31 December 2019 1,284 277 824 2,385
------------------------- ------------- ---------- ---------- -------
12 Right of use assets
Property
GBP'000
--------------------------------------------- --------
Cost
At 30 June 2019 -
Adjustment on initial application of IFRS 16 1,799
--------------------------------------------- --------
At 1 July 2019 1,799
Additions 6,412
--------------------------------------------- --------
At 31 December 2019 8,211
--------------------------------------------- --------
Depreciation
At 30 June 2019 -
Adjustment on initial application of IFRS 16 (244)
--------------------------------------------- --------
At 1 July 2019 (244)
Depreciation charge (533)
--------------------------------------------- --------
At 31 December 2019 (777)
--------------------------------------------- --------
Right of use assets
At 1 July 2019 1,799
At 31 December 2019 7,434
--------------------------------------------- --------
During the six months ended 31 December 2019, the Group adopted IFRS 16 resulting in the recognition of right of use assets and corresponding lease liabilities (Note 14). On transition, amounts previously recognised on the statement of financial position at 30 June 2019 for prepaid rental expenses and lease incentive accruals were recognised as depreciation. Further details of the application of IFRS 16 can be found in Note 2b. The additions relate to an additional lease that commenced during the six months ended 31 December 2019. The Group received a lease incentive by way of a reverse lease premium, receiving GBP1,250,000, and paid initial direct costs of GBP77,000 in relation to the lease. These amounts have been included in the calculation for the additional right of use asset during the period. The Group's right of use assets relate solely to property-related leases.
13 Financial instruments
The analysis of financial assets and liabilities into their categories as defined in IFRS 9 Financial Instruments is set out in the following table.
31 Dec 31 Dec 30 Jun
2019 2018 2019
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
----------------------------------------------------------- ------------ ------------- ----------
Financial assets
Financial assets at fair value through profit or
loss:
Contingent consideration receivable 175 662 613
Offshore bond - 5 -
Financial assets at fair value through other comprehensive
income:
Unlisted redeemable preference shares 500 500 500
Financial assets at amortised cost:
Trade and other receivables 27,301 25,526 26,732
Cash and cash equivalents 62,639 24,754 34,590
Other receivables 94 - 94
----------------------------------------------------------- ------------ ------------- ----------
Total financial assets 90,709 51,447 62,529
----------------------------------------------------------- ------------ ------------- ----------
Financial liabilities
Financial liabilities at fair value through profit
or loss:
Deferred consideration (Note 15) 405 1,268 1,299 Financial liabilities at amortised cost: Trade and other payables 17,377 13,999 20,788 Current tax liabilities 225 2,778 2,350 Provisions 1,501 4,869 2,095 Lease liabilities 8,870 - - Other non-current liabilities 570 137 714 ----------------------------------------------------------- ------------ ------------- ---------- Total financial liabilities 28,948 23,051 27,246 ----------------------------------------------------------- ------------ ------------- ----------
The table below provides an analysis of the financial assets and liabilities that, subsequent to initial recognition, are measured at fair value. These are grouped into the following levels within the fair value hierarchy, based on the degree to which the inputs used to determine the fair value are observable:
-- Level 1 - derived from quoted prices in active markets for identical assets or liabilities at the measurement date;
-- Level 2 - derived from inputs other than quoted prices included within level 1 that are observable, either directly or indirectly; and
-- Level 3 - derived from inputs that are not based on observable market data.
Level 1 Level 2 Level 3 Total
GBP'000 GBP'000 GBP'000 GBP'000
---------------------------------------------- -------- -------- -------- --------
Financial assets
At 1 July 2018 1,262 - 1,583 2,845
Additions - - 219 219
Finance income of contingent consideration - - 13 13
Net loss from changes in fair value (33) - (15) (48)
Impairment - - (150) (150)
Payments received (1,229) - (483) (1,712)
---------------------------------------------- -------- -------- -------- --------
At 31 December 2018 - - 1,167 1,167
Finance income of contingent consideration - - 16 16
Net loss from changes in fair value - - (70) (70)
---------------------------------------------- -------- -------- -------- --------
At 30 June 2019 - - 1,113 1,113
Finance income of contingent consideration - - 7 7
Net loss from changes in fair value - - (55) (55)
Payments received - - (390) (390)
---------------------------------------------- -------- -------- -------- --------
At 31 December 2019 - - 675 675
---------------------------------------------- -------- -------- -------- --------
Comprising:
Financial assets at fair value through other
comprehensive income - - 500 500
Financial assets at fair value through profit
and loss - - 175 175
---------------------------------------------- -------- -------- -------- --------
Total financial assets - - 675 675
---------------------------------------------- -------- -------- -------- --------
At 31 December 2019, the Group held an investment of 500,000 redeemable GBP1 preference shares in an unlisted company incorporated in the UK. The preference shares carry an entitlement to a fixed preferential dividend at a rate of 8% per annum. Unlisted preference shares are classified as financial assets at fair value through other comprehensive income. They have been valued using a perpetuity income model which is based upon the preference dividend cash flows.
During the six months ended 31 December 2019, the Group received the final instalment of GBP390,000 (six months ended 31 December 2018: GBP483,000; year ended 30 June 2019: GBP483,000) in relation to the contingent consideration receivable recognised on disposal of Braemar Estates (Residential) Limited in December 2017 (Note 7). At 31 December 2019, the remaining contingent consideration receivable of GBP175,000 is in relation to the Group's disposal of the Employee Benefits business (Note 7). During the six months ended 31 December 2019, finance income of GBP7,000 and loss from changes in fair value of GBP55,000 were recognised on this contingent consideration receivable. Contingent consideration receivable is classified as financial assets at fair value through profit or loss, and are valued using the net present value of the expected amount receivable based off management revenue forecasts.
Level 1 Level 2 Level 3 Total
GBP'000 GBP'000 GBP'000 GBP'000
--------------------------------------- -------- -------- -------- --------
Financial liabilities
At 1 July 2018 - - 2,875 2,875
Finance cost of deferred consideration - - 63 63
Fair value adjustments - - (419) (419)
Payments made - - (1,251) (1,251)
--------------------------------------- -------- -------- -------- --------
At 31 December 2018 - - 1,268 1,268
Finance cost of deferred consideration - - 31 31
--------------------------------------- -------- -------- -------- --------
At 30 June 2019 - - 1,299 1,299
Finance cost of deferred consideration - - 25 25
Payments made - - (919) (919)
--------------------------------------- -------- -------- -------- --------
At 31 December 2019 - - 405 405
--------------------------------------- -------- -------- -------- --------
Comprising:
Deferred consideration (Note 15) - - 405 405
--------------------------------------- -------- -------- -------- --------
Total financial liabilities - - 405 405
--------------------------------------- -------- -------- -------- --------
Deferred consideration is recognised at fair value through profit or loss and is valued using the net present value of the expected amounts payable based on management's forecasts and expectations. For more details see Note 15.
14 Lease liabilities
GBP'000
--------------------------------------------- -------
At 30 June 2019 -
Adjustment on initial application of IFRS 16 1,799
--------------------------------------------- -------
At 1 July 2019 1,799
Additions 7,586
Payments made against lease liabilities (631)
Finance cost of lease liabilities 116
--------------------------------------------- -------
At 31 December 2019 8,870
--------------------------------------------- -------
Analysed as:
Amounts falling due within one year 1,592
Amounts falling due after more than one year 7,278
--------------------------------------------- -------
At end of period 8,870
--------------------------------------------- -------
On adoption of IFRS 16, the Group recognised lease liabilities in relation to leases which had previously been classified as 'operating leases' under the principles of IAS 17 Leases. These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee's estimated incremental borrowing rate. Further details of the application of IFRS 16 can be found in Note 2b. The additions relate to an additional lease that commenced during the six months ended 31 December 2019.
15 Deferred consideration
Deferred consideration is split between non-current liabilities (see below) and provisions in current liabilities (Note 16) to the extent that it is due to be paid within one year of the reporting date. It reflects the Directors' best estimate of amounts payable in the future in respect of certain client relationships and subsidiary undertakings that were acquired by the Group. Deferred consideration is measured at its fair value based on discounted expected future cash flows. The movements in the total deferred consideration balance during the year were as follows:
Six months
ended
31 Dec Six months
2019 ended Year ended
31 Dec 30 Jun
(unaudited) 2018 (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
--------------------------------------------- ------------ ------------------ ---------------- At beginning of period 1,299 2,875 2,875 Finance cost of deferred consideration 25 63 94 Fair value adjustments - (419) (419) Payments made during the period (919) (1,251) (1,251) --------------------------------------------- ------------ ------------------ ---------------- At end of period 405 1,268 1,299 --------------------------------------------- ------------ ------------------ ---------------- Analysed as: Amounts falling due within one year 405 919 919 Amounts falling due after more than one year - 349 380 --------------------------------------------- ------------ ------------------ ---------------- At end of period 405 1,268 1,299 --------------------------------------------- ------------ ------------------ ----------------
No additions to deferred consideration payable were recognised during the six months ended 31 December 2019. Payments totalling GBP919,000 (six months ended 31 December 2018: GBP1,251,000; year ended 30 June 2019: GBP1,251,000) were made during the six months ended 31 December 2019 to the vendors of Levitas. Full details of the Levitas acquisition are disclosed in Note 13 of the 2015 Brooks Macdonald Group plc Annual Report and Accounts.
No adjustments to the fair value of deferred consideration were recognised during the six months ended 31 December 2019 (six months ended 31 December 2018: decrease of GBP419,000; year ended 30 June 2019: decrease of GBP419,000). The amount payable is based on the incremental growth in FUM of the TM Levitas funds, measured at annual intervals. The outstanding deferred consideration liability at 31 December 2019 relates entirely to the present value of fixed amounts owed to the vendors of Levitas, due within one year.
16 Provisions
Exceptional
costs of
resolving
Client legacy Deferred Regulatory Leasehold
compensation matters consideration levies dilapidations Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------------------ ------------- ----------- -------------- ---------- --------------- -------
At 1 July 2018 22 6,225 1,396 689 - 8,332
Charge/(credit) to the Condensed
consolidated statement of
comprehensive income 88 - - (131) - (43)
Transfer from non-current
liabilities - - 774 - - 774
Utilised during the period (21) (1,446) (1,251) (557) - (3,275)
------------------------------------ ------------- ----------- -------------- ---------- --------------- -------
At 31 December 2018 89 4,779 919 1 - 5,788
Charge to the Condensed consolidated
statement of comprehensive
income 12 - - 1,167 416 1,595
Utilised during the period (1) (4,078) - (240) (50) (4,369)
------------------------------------ ------------- ----------- -------------- ---------- --------------- -------
At 30 June 2019 100 701 919 928 366 3,014
Charge to the Condensed consolidated
statement of comprehensive
income 172 - - 162 279 613
Transfer from non-current
liabilities - - 405 - - 405
Utilised during the period (119) (39) (919) (949) (100) (2,126)
------------------------------------ ------------- ----------- -------------- ---------- --------------- -------
At 31 December 2019 153 662 405 141 545 1,906
------------------------------------ ------------- ----------- -------------- ---------- --------------- -------
Analysed as:
Amounts falling due within
one year 153 662 405 141 414 1,775
Amounts falling due after
more than one year - - - - 131 131
------------------------------------ ------------- ----------- -------------- ---------- --------------- -------
Total provisions 153 662 405 141 545 1,906
------------------------------------ ------------- ----------- -------------- ---------- --------------- -------
a) Client compensation
Client compensation provisions relate to the potential liability arising from client complaints against the Group. Complaints are assessed on a case by case basis and provisions for compensation are made where judged necessary. The amount recognised within provisions for client compensation represents management's best estimate of the potential liability. The timing of the corresponding outflows is uncertain as these are made as and when claims arise.
b) Exceptional costs of resolving legacy matters
Following a review into legacy matters arising from the former Spearpoint business, which was acquired by the Group in 2012, a provision was recognised for costs of resolving these including associated expenses in the years ended 30 June 2017 and 30 June 2018. These matters relate to a number of discretionary portfolios formerly managed by Spearpoint, now managed by Brooks Macdonald Asset Management (International) Limited, and a Dublin-based fund, for which Spearpoint acted as investment manager. During the six months ended 31 December 2019 no further provisions were made (six months ended 31 December 2018: GBPnil; year ended 30 June 2019: GBPnil). The amount utilised during the six months ended 31 December 2019 of GBP39,000 represented goodwill payments made to clients of GBP51,000 and legal fees of GBP209,000, offset by returned amounts of GBP221,000. During the six months ended 31 December 2019, a contingent liability was recognised in relation to potential claims related to the legacy matters (Note 21).
c) Deferred consideration
Deferred consideration has been included within provisions as a current liability to the extent that it is due for payment within one year of the reporting date. Details of the total deferred consideration payable are provided in Note 15.
d) Regulatory levies
At 31 December 2019 provisions include an amount of GBP141,000 (at 31 December 2018: GBP1,000; at 30 June 2019: GBP928,000) in respect of expected levies by the Financial Services Compensation Scheme ("FSCS"). The expected levy for the 2020/21 scheme year has been announced by the FSCS but does not yet meet the recognition criteria for a provision.
e) Leasehold dilapidations
Leasehold dilapidations relate to dilapidation provisions expected to arise on leasehold premises held by the Group, and monies due under the contract with the assignee of leases on the Group's leased properties. During the six months ended 31 December 2019, the Group settled dilapidations on the cessation of two leases for GBP100,000.
17 Reconciliation of operating profit to net cash inflow from operating activities
Six months
Six months ended
ended 31 Dec Year ended
31 Dec 2018(1) 30 Jun
2019 (unaudited) (unaudited) 2019 (audited)
GBP'000 GBP'000 GBP'000
----------------------------------------------------- ----------------- ------------ ---------------
Operating profit/(loss) before tax from:
- Continuing operations 7,908 591 8,507
- Discontinued operations (Note 7) - (230) (724)
----------------------------------------------------- ----------------- ------------ ---------------
Operating profit 7,908 361 7,783
Depreciation of property, plant and equipment 1,222 774 1,391
Depreciation of right of use assets 533 - -
Amortisation of intangible assets 2,191 2,199 4,411
Other losses 55 6,863 6,928
(Increase)/decrease in trade and other receivables (619) 493 (807)
Decrease in trade and other payables (3,117) (9,292) (2,503) Decrease in provisions (594) (2,068) (4,841) (Decrease)/increase in other non-current liabilities (144) (20) 557 Share-based payments charge 2,492 1,145 2,634 ----------------------------------------------------- ----------------- ------------ --------------- Net cash inflow from operating activities 9,927 455 15,553 ----------------------------------------------------- ----------------- ------------ ---------------
1 Comparative results have been restated to exclude discontinued operations in respect of GRIF in order to present a more appropriate period-on-period comparison. Refer to Note 7 for details of the results of discontinued operations.
18 Share capital and share premium
The movements in share capital and share premium during the six months ended 31 December 2019 were as follows:
Share
Number Exercise price capital Share premium Total
of shares p GBP'000 GBP'000 GBP'000
----------------------- ---------- ----------------- -------- ------------- --------
13,903,033 138 38,404 38,542
Shares issued:
on exercise of options 1,643 1,452.0 - 1,719.0 - 21 21
to Sharesave Scheme 3,981 1,237.0 - 1,738.0 - 51 51
----------------------- ---------- ----------------- -------- ------------- --------
At 31 December 2018 13,908,657 138 38,476 38,614
Shares issued:
on exercise of options 4,826 1,381.0 - 1,719.0 - 74 74
to Sharesave Scheme 36,588 1,237.0 - 1,738.0 1 518 519
----------------------- ---------- ----------------- -------- ------------- --------
At 30 June 2019 13,950,071 139 39,068 39,207
Shares issued:
on placing 1,690,141 1,775.0 17 29,383 29,400
on exercise of options 15,876 1,381.0 - 1,725.0 1 255 256
to Sharesave Scheme 9,710 1,400.0 - 1,738.0 - 111 111
----------------------- ---------- ----------------- -------- ------------- --------
At 31 December 2019 15,665,798 157 68,817 68,974
----------------------- ---------- ----------------- -------- ------------- --------
The total number of ordinary shares issued and fully paid at 31 December 2019 was 15,665,798 (at 31 December 2018: 13,908,657: at 30 June 2019: 13,950,071).
On 27 November 2019, the Group issued 1,690,141 ordinary shares by way of a non-pre-emptive placing for non-cash consideration. The shares were placed at an equivalent of 1,775p per share, which raised GBP29,400,000, net of GBP600,000 share issue costs, offset against share premium arising on the issue. The shares were issued to fund the acquisition of Cornelian (Note 23).
There was GBP1,000 of share capital issued on exercise of options and to Sharesave Scheme members in the six months ended 31 December 2019 (six months ended 31 December 2018: GBPnil; year ended 30 June 2019: GBP1,000).
Employee Benefit Trust
The Group established an Employee Benefit Trust ("EBT") on 3 December 2010 to acquire ordinary shares in the Company to satisfy awards under the Group's Long Term Incentive Scheme and Long Term Incentive Plan. At 31 December 2019, the EBT held 274,157 (at 31 December 2018: 278,027; at 30 June 2019: 268,045) 1p ordinary shares in the Company, acquired for a total consideration of GBP4,915,000 (at 31 December 2018: GBP4,735,000; at 30 June 2019: GBP4,597,000) with a market value of GBP5,867,000 (at 31 December 2018: GBP4,017,000; at 30 June 2019: GBP5,358,000). They are classified as treasury shares in the Condensed consolidated statement of financial position, their cost being deducted from retained earnings within shareholders' equity.
19 Equity-settled share-based payments
Share options granted during the six months ended 31 December 2019 under the Group's equity-settled share-based payment schemes were as follows:
Exercise
price Fair value
-----------
Number
p p of options
------------------------- --------- ---------- -----------
1,795 -
Long Term Incentive Plan nil 1,922 117,889
------------------------- --------- ---------- -----------
No options were granted in respect of the Company's other equity-settled share-based payment schemes during the six months ended 31 December 2019. The charge to the Condensed consolidated statement of comprehensive income for the six months ended 31 December 2019 in respect of all equity settled share-based payment schemes was GBP1,980,000 (six months ended 31 December 2018: GBP646,000; year ended 30 June 2019: GBP2,078,000).
20 Related party transactions
There were no related party transactions during the six months ended 31 December 2019 and no balances outstanding at 31 December 2019 owed to or from related parties.
21 Guarantees and contingent liabilities
In the normal course of business the Group is exposed to certain legal and tax issues which, in the event of a dispute, could develop into litigious proceedings and in some cases may result in contingent liabilities.
A claim for unspecified losses has been made by a client against Brooks Macdonald Financial Consulting Limited, a subsidiary of the Group, in relation to alleged negligent financial advice. The claimant has not yet advised the quantum of their claim so it is not possible to reliably estimate the potential impact of a ruling in their favour. There remains significant uncertainty surrounding the claim and the Group's legal advice indicates that it is not probable that the claim will be upheld, therefore no provision for any liability has been recognised at this stage.
Brooks Macdonald Asset Management Limited, a subsidiary company of the Group, has an agreement with the Royal Bank of Scotland plc to guarantee settlement for trading with CREST stock on behalf of clients. The Group holds client assets to fund such trading activity. Additional levies by the Financial Services Compensation Scheme may give rise to further obligations based on the Group's income in the current or previous years. Nevertheless, the ultimate cost to the Group of these levies remains uncertain and is dependent upon future claims resulting from institutional failures.
During the year ended 30 June 2019, a small number of clients rejected goodwill offers made by Brooks Macdonald Asset Management (International) Limited in connection with the exceptional costs of resolving legacy matters (Note 16b), which were released from the provision. It is possible that one or more complainants might issue claims against Brooks Macdonald Asset Management (International) Limited but no such claims have been issued as at 31 December 2019. As a result, it is not possible to estimate the potential outcome of claims or to assess the quantum of any liability with any certainty at this stage.
22 Head office relocation
On 17 July 2019, the Group announced it had signed an agreement to lease a new office at 21 Lombard Street, London. The lease is for six years, which commenced on 27 September 2019. Staff from the Group's two previous London offices at Welbeck Street in the West End and Bevis Marks in the City have been re-located into the new central location. Occupancy of the new office took place in March 2020 following fit out works. During the six months ended 31 December 2019, the Group incurred additional costs of GBP573,000 which has been charged to the Condensed consolidated statement of comprehensive income and have been excluded from underlying profit. At 31 December 2019, the Group had capitalised GBP270,000 of property, plant and equipment in relation to the fit out of the new office. These will be depreciated over their respective useful economic lives in line with the Group's accounting policy at the point the assets are available for use.
At 31 December 2019, capital expenditure authorised and contracted for in relation to the head office relocation, but not included, in these Condensed consolidated financial statements amounted to GBP942,000 (at 31 December 2018: GBPnil; at 30 June 2019: GBPnil).
23 Events since the end of the period
On 22 November 2019, the Group announced that it had entered into a binding agreement to acquire 100% of the issued share capital of Cornelian Asset Managers Group Limited, an Edinburgh-based independent wealth and asset manager from its shareholders, including senior management. Following regulatory approval, the acquisition was completed on 28 February 2020.
Under the terms of the acquisition, the total net consideration is expected to be up to GBP39,000,000, with initial consideration being GBP31,000,000, of which GBP22,000,000 will be paid in cash and GBP9,000,000 in Brooks Macdonald shares. A further contingent cash consideration of up to GBP8,000,000 is payable depending upon Cornelian meeting certain pre-agreed performance targets relating to the retention and growth of client assets as well as the realisation of cost synergies over a two-year period. The Group has funded the cash consideration for the acquisition in part through a placing of additional new ordinary shares in the Company (Note 18) which raised gross proceeds of GBP30,000,000.
The Group has recognised an expense of GBP2,080,000 in relation to acquisition costs which have been excluded from underlying profit for the six months ended 31 December 2019.
Cautionary statement
The Interim Report and Accounts for the six months ended 31 December 2019 has been prepared to provide information to shareholders to assess the current position and future potential of the Group. The Interim Report and Accounts contains certain forward-looking statements concerning the Group's financial condition, operations and business opportunities. These forward-looking statements involve risks and uncertainties that could impact the actual results of operations, financial condition, liquidity, dividend policy and the development of the industry in which the Group operates and differ materially from the impression created by the forward-looking statements. Any forward-looking statement is made using the best information available to the Directors at the time of their approval of this report. Past performance cannot be relied on as a guide to future performance.
Statement of Directors' responsibilities
The Directors confirm that the Interim Report and Accounts have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and that the interim management report includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8, namely:
-- an indication of important events that have occurred during the first six months and their impact on the Condensed consolidated financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and
-- material related party transactions in the first six months and any material changes in the related party transactions described in the last annual report.
The Directors of Brooks Macdonald Group plc are listed below.
By order of the Board of Directors
B L Thorpe
Group Finance Director
11 March 2020
Independent review report to Brooks Macdonald Group plc
Report on the Condensed consolidated financial statements
Our conclusion
We have reviewed Brooks Macdonald Group plc's Condensed consolidated financial statements (the "interim financial statements") in the Interim Report and Accounts of Brooks Macdonald Group plc for the six month period ended 31 December 2019. Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements are not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the AIM Rules for Companies.
What we have reviewed
The interim financial statements comprise:
-- the Condensed consolidated statement of financial position as at 31 December 2019; -- the Condensed consolidated statement of comprehensive income for the period then ended; -- the Condensed consolidated statement of changes in equity for the period then ended; -- the Condensed consolidated statement of cash flows for the period then ended; and -- the explanatory notes to the interim financial statements.
The interim financial statements included in the Interim Report and Accounts have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the European Union and the AIM Rules for Companies.
As disclosed in Note 2 to the interim financial statements, the financial reporting framework that has been applied in the preparation of the full annual financial statements of the Group is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.
Responsibilities for the interim financial statements and the review
Our responsibilities and those of the directors
The Interim Report and Accounts, including the interim financial statements, is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the Interim Report and Accounts in accordance with the AIM Rules for Companies which require that the financial information must be presented and prepared in a form consistent with that which will be adopted in the Company's annual financial statements.
Our responsibility is to express a conclusion on the interim financial statements in the Interim Report and Accounts based on our review. This report, including the conclusion, has been prepared for and only for the Company for the purpose of complying with the AIM Rules for Companies and for no other purpose. We do not, in giving this conclusion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
What a review of interim financial statements involves
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.
A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
We have read the other information contained in the Interim Report and Accounts and considered whether it contains any apparent misstatements or material inconsistencies with the information in the interim financial statements.
PricewaterhouseCoopers LLP
Chartered Accountants
London
11 March 2020
Further information
Directors
A T Carruthers Chairman
C M Connellan CEO
J F Linwood Non-Executive Director
R S Price Non-Executive Director
D Seymour-Williams Non-Executive Director
D Stewart Senior Independent Director
B L Thorpe Group Finance Director
Senior Independent Director (resigned 31 October
C R Harris 2019)
Financial calendar
Interim results announced 12 March 2020 Ex-dividend date for interim dividend 26 March 2020 Record date for interim dividend 27 March 2020 Payment date of interim dividend 24 April 2020
Company information
Simon Broomfield (resigned 31 October 2019)
Company Secretary Robert King (appointed 31 October 2019)
Company registration number 4402058
Registered office 21 Lombard Street, London, EC3V 9AH
Website www.brooksmacdonald.com
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
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March 12, 2020 03:00 ET (07:00 GMT)
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