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CBP Curtis Banks Group Plc

349.00
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Share Name Share Symbol Market Type Share ISIN Share Description
Curtis Banks Group Plc LSE:CBP London Ordinary Share GB00BW0D4R71 ORD 0.5P
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  0.00 0.00% 349.00 0.00 01:00:00
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Curtis Banks Group PLC Final Results (5413G)

18/03/2020 7:00am

UK Regulatory


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RNS Number : 5413G

Curtis Banks Group PLC

18 March 2020

18 March 2020

Curtis Banks Group plc

("Curtis Banks", the "Group")

Final Results for 12 months to 31 December 2019

Growth across all our financial metrics and substantial operational progress

Curtis Banks Group PLC, one of the UK's leading SIPP providers, is pleased to announce its final results for the 12 months to 31 December 2019.

Highlights

   --    Operating Revenue increased by 6% to GBP48.9m (2018: GBP46.1m) 
   --    Adjusted Profit before tax ([1]) increased by 11% to GBP13.4m (2018: GBP12.1m) 
   --    Adjusted Operating Margin(2) increased to 28.1% (2018: 27.1%) 
   --    Profit before tax increased by 8% to GBP10.9m (2018: GBP 10.1m) 
   --    Adjusted diluted EPS increased by 10% to 19.37p (2018: 17.63p) (3) 

-- Gross organic growth in own SIPP numbers of 7% (2018: 9%) with total including third party administered now 76,541 (2018: 77,730)

   --    Assets under Administration increased by 17.3% to GBP29.1bn (2018: GBP24.8bn) 

-- Proposed final dividend of 6.50p (2018: 6.00p) making a full year payment of 9.00p (2018: 8.00p), an increase of 12.5%

Highlights and key performance indicators for the year include:

 
                                        2019        2018 
 Financial 
 Operating Revenue                    GBP48.9m    GBP46.1m 
 Adjusted Profit before tax(1)        GBP13.4m    GBP12.1m 
 Profit before tax                    GBP10.9m    GBP10.1m 
 Adjusted Operating Margin(2)           28.1%       27.1% 
 Diluted EPS(3)                        15.85p      14.71p 
 Adjusted diluted EPS                  19.37p      17.63p 
 
 Operational Highlights 
 Number of SIPPs Administered          76,541      77,739 
 Assets under Administration          GBP29.1bn   GBP24.8bn 
 Total organic new own SIPPs 
  in year                               4,567       5,838 
 Number of properties Administered      6,352       6,231 
 

Commenting on the results, Will Self, CEO of Curtis Banks, said:

"These results demonstrate growth across all our financial metrics during a year in which we made important changes to the executive team and demonstrated the positive results of operational changes made in recent years.

"The highlights of our financial results show disciplined growth and an improving operating margin. During the year, we continued to invest in the operations of our business. A key highlight has been the launch of Your Future SIPP which has been a success with enormously positive feedback received from the adviser community.

"2020 began well with an improvement in the wider market, but the current COVID-19 outbreak has created uncertainty as to the outlook for the remainder of the financial year. It is clear that there will be a level of impact over the coming months, including operational disruption, but we have contingency plans in place for the business and the health of our employees and clients are our main priority."

Analyst and Investor Presentation:

There will be a presentation for analysts and investors via webcast on Wednesday 18(th) March 2020 at 9.30am. The webcast details are as follows:

URL: https://zoom.us/j/819422756

Meeting ID: 819 422 756

Dial in details for audio only: +44 203 051 2874

Contact:

 
 Curtis Banks Group plc              www.curtisbanks.co.uk 
 Will Self - Chief Executive 
  Officer                            +44 (0) 117 9107910 
 Dan Cowland - Chief Financial 
  Officer 
 
 
 Peel Hunt LLP (Nominated Adviser 
  & Broker)                          +44 (0) 20 7418 8900 
 Guy Wiehahn 
 Rishi Shah 
 
 
 N+1 Singer                          +44 (0) 20 7496 3000 
 Mark Taylor 
 Rachel Hayes 
 
 
 Camarco (Financial PR)              +44 (0) 20 3757 4984 
 Ed Gascoigne-Pees 
 Jane Glover 
 

Chairman's Statement

I am pleased to report the Curtis Banks Group results for the year ended 31 December 2019. These results disclose growth across all our financial metrics during a year in which we made important changes to the executive team and demonstrate the positive results of operational changes made in recent years. I am delighted by the way our new management team, with Will Self as CEO, Dan Cowland as CFO and Jane Ridgley as COO, work together to run the business.

The highlights of our financial results show disciplined growth and further improvement in the operating margin. Operating revenue has increased by 6% from GBP46.1m to GBP48.9m compared to the previous financial year, with adjusted profit before tax increasing by 11% from GBP12.1m to GBP13.4m. Our adjusted operating margin increased to 28.1% (2018: 27.1%) and profit before tax increased by 8% to GBP10.9m. Fully diluted earnings per share on these adjusted operating results (after tax) amounted to 19.37p per share (2018: 17.63p).

During the year, we have continued to invest in the operations of our business. The launch of Your Future SIPP has been a success with enormously positive feedback received from the adviser community. As stated in our interim results, we continue to see the benefits of the investment in our new sales structure, with 226 new adviser relationships delivering new business in the year. We have also invested significantly in our digital capabilities with a successful launch of a new customer portal which is accessible to 66% of clients onboarding. We are now beginning to see these investments benefiting the Group.

Our results need to be assessed in the context of the wider political and economic uncertainty in the pension market where Brexit and political uncertainties impacted client and adviser sentiment. This, in conjunction with proactive management of plans under administration, has led to a small decrease in the total number of SIPPs administrated by the Group from 77,739 to 76,541.

Dividends

We paid an interim dividend of 2.5p per share (2018: 2p per share) on 14 November 2019 and the Board proposes a final dividend of 6.5p per share (2018: 6p per share) which, if approved, will be paid to shareholders on the register at the close of business on 1 May 2020. The shares will be marked ex-dividend on 30 April 2020 and the proposed dividend paid on 8 June 2020. This will mean the total dividend paid in respect of the year ended 31 December 2019 will increase by 12.5% to 9p per share (2018: 8p).

Summary and outlook

Curtis Banks has entered 2020 with good momentum and at the start of the new year we saw an improvement in conditions in the wider market. Whilst our revenue model is not linked to equity market movements the outlook for the coming year is likely to be affected by the current COVID-19 outbreak and there remains significant uncertainty over how this will unfold. Nevertheless, we believe our investments in the operations of the business will continue to benefit the Group and that the majority of the return on these investments is yet to come. We continue to actively seek appropriate acquisition opportunities to complement our organic growth.

I look forward to the future with confidence as Curtis Banks remains well placed to deliver long term value for all stakeholders.

Chris Macdonald

Chairman

17 March 2020

Chief Executive Officer's Review

Summary

My first year as Chief Executive Officer of the Group has seen growth delivered across all our financial metrics. We have reported an improved operating margin, whilst still investing in the business, to build a platform that will deliver excellent client service and operational efficiency to support further organic growth.

The last month has been dominated by the COVID 19 outbreak and has created a huge amount of uncertainty in the market. It is clear that there will be a level of impact over the coming months including operational disruption and the potential impact on new sales volumes however we have contingency plans in place for the business and remain confident in our underlying robust and resilient business model.

The financial performance of the business was strong with 6% growth in operational revenue and 11% in adjusted profit before tax. Importantly, we delivered a consequent improvement in adjusted operating margin to 28.1% (2018: 27.1%), continuing progression towards our target of 30%. This has been achieved through operational efficiencies such as the closer alignment of key operational teams and improved management of legacy issues. During the year we commenced a project to centralise commercial property administration within one office location.

We have continued to make significant operational progress throughout the business during the year. We successfully completed the launch of Your Future SIPP, a single proposition for the Group that combines the best offerings of both the Curtis Banks and Suffolk Life SIPPs. Already, 31% of own SIPP new business is written into Your Future SIPP, expected to increase to 70% of own SIPP new business by the end of 2020.

We have continued to diversify the business by focusing on areas of complementary strategic interest. We expanded our commercial property expertise through the launch of Rivergate Legal Limited and this activity was profitable over its first full year of trading in 2019. Rivergate is a complementary service for Curtis Banks and as such a significant portion of Rivergate's revenue is derived from clients selecting its services from the 'Curtis Banks Panel' of Solicitors. Rivergate has established a strong brand recognition in line with that of the Group, and as such longstanding client relations are driving notable success in increasing the number of repeat clients using its services, diversifying its offering. Rivergate's client base has expanded across the year which consists not only of pension scheme trustees and operators but also high net worth individuals. Rivergate has remained focused on the supply of commercial property and real estate services in line with the Groups strategy. Total properties administered by the Group has increased to over 6,350 (2018: 6,231) and we expect this to continue.

In June we announced the appointment of Dan Cowland to the Board as Chief Financial Officer. Dan is extremely experienced in financial services and previously worked for WH Ireland and Shore Capital. We are delighted at the way Dan has fitted into the business and adapted quickly to his new role. Dan and his team have continued to elevate the standards in financial reporting across the Group and will further support commercial analysis over the year ahead.

SIPP Sales

At the year end the number of SIPPs administered fell slightly to 76,541 (2018: 77,739), largely as a result of the inevitable, and largely expected, attrition from our older books combined with a slowdown in the pension transfer market. We added 4,567 gross new own SIPPs added organically (2018: 5,838), representing a gross organic growth rate of 6.55% (2018: 8.66%). In our two core areas of strategic focus, the Full SIPP saw a higher level of gross organic growth than last year at 3.35% (2018: 3.14%) but our mid SIPP gross organic growth rate reduced slightly to 10.78% (2018: 12.43%). This was due to a slowdown in the pension transfer market, with the wider retail savings sector remaining subdued. Our total own SIPP attrition rate was 7.04% during the year (2018: 6.07%). The table below sets out more detail on SIPPs numbers and rates of attrition.

 
                           Full SIPPs   Mid SIPPs   eSIPPs    Total own   Third Party     Total 
                                                               SIPPs       Administered 
 2019 number               19,869       27,799      21,726    69,394      7,147           76,541 
                          -----------  ----------  --------  ----------  --------------  -------- 
 2018 number               20,450       26,354      22,935    69,739      8,000           77,739 
                          -----------  ----------  --------  ----------  --------------  -------- 
 Gross organic 
  growth rate*             3.35%        10.78%      4.53%     6.55%       0.35%           5.91% 
                          -----------  ----------  --------  ----------  --------------  -------- 
 SIPPs added 
  organically              686          2,841       1,040     4,567       28              4,595 
                          -----------  ----------  --------  ----------  --------------  -------- 
 Conversions 
  and reclassifications    (59)         59          -         -           -               - 
                          -----------  ----------  --------  ----------  --------------  -------- 
 SIPPs lost through 
  attrition                (1,208)      (1,455)     (2,249)   (4,912)     (881)           (5,793) 
                          -----------  ----------  --------  ----------  --------------  -------- 
 Attrition rate 
  *                        5.91%        5.52%       9.81%     7.04%       11.01%          7.45% 
                          -----------  ----------  --------  ----------  --------------  -------- 
 

(*) Growth and attrition percentage rate based on opening SIPP numbers at the beginning of the year

Your Future SIPP

The launch of Your Future SIPP in February was a milestone for the Group and has allowed us to deploy our expertise and focus on customer service to offer advisers an extremely well-rounded product. The new SIPP has been well received by the market with 226 new adviser relationships delivering new business in the year, and 2,964 advisers and 2,259 clients registered to use the new adaptive portal.

The new SIPP and introduction of the new client portal greatly improves the user experience. This has been designed and continually developed in consultation with advisers; it will deliver efficiencies for our clients and reduce the time spent on administration for advisers, clients and our business. The enhanced digital functionality is completely responsive to all modern devices including smart phones, tablets and desktops. The new proposition also includes market access to a wide range of investment solutions, easy management of cash and automated adviser charging.

We believe that our new proposition is truly market leading by virtue of the suite of features it contains and the flexibility it provides to both advisers and their clients. Through the introduction of Your Future SIPP we are well placed to increase our organic growth of Full and Mid SIPPs over the coming years.

Legacy review

The first phase of our legacy review has been completed, identifying elements of our product portfolio to cleanse and informing our Target Operating Model. The commercial property data cleanse initiative has been completed with no further provision required (2018: GBP0.5m) although we have revised our assessment of contingent liabilities for GBP2.3m (2018: GBP1.5m).

Acquisition activity

Acquisitions are a core component of our growth strategy. We remain disciplined in our approach by considering each opportunity from both an earnings per share and return on investment perspective. We remain committed to exploring opportunities to add scale to our existing SIPP book and expand our offering through complementary acquisitions.

Industry context and regulation

Regulatory focus on the pension market continued during 2019. The Curtis Banks business model is clear and the fact that we only work with regulated financial advisers and do not give any advice or provide the investments held within our SIPPs protects our business from some of the challenges experienced by other SIPP Providers. Our fee structures also remain fair, transparent and competitive for our target market.

Non-standard investments have received an increasing amount of media coverage of late. While these are a significant issue for the wider industry, we do not consider them to be a material risk to our business. The Group continues to carry out robust due diligence on non-standard investments both at outset and throughout the life of the investment and all new Curtis Banks products have a clear Schedule of Allowable Investments.

We have undertaken a detailed review of the business to ensure a prudent approach to our legacy book, which is composed of our own SIPPs as well as a large number of historic acquisitions.

Our People and Culture

We have continued our focus on corporate social responsibility activities. I am delighted by the way our employees have fundraised for the charities we support and Curtis Banks continues to be an integral member of the communities in which we operate.

Being a diverse and inclusive business is integral to Curtis Banks. We continue to evaluate ways in which we can take steps forward to improve our commitment to our employees. As a business, we continue to strive to improve our diversity and our initiatives in this space will continue into 2020.

I would like to pay thanks to all our employees for their efforts over the course of the past year. They have made an enormous contribution to the Group and I look forward to working with them as Curtis Banks continues to grow.

Will Self

Chief Executive Officer

17 March 2020

Chief Financial Officer's Review

Results

A consistent financial performance for the year ended 31 December 2019 resulted in operational revenue increasing by 6% to GBP48.9m (2018: GBP46.1m) and adjusted profit before tax of GBP13.4m (2018: GBP12.1m), an increase of 11% over the previous year. Adjusted diluted EPS similarly increased by 10% to 19.37p (2018: 17.63p). Statutory profit before tax, which is stated after amortisation and non-recurring costs, was GBP10.9m (2018: GBP10.1m), up 8% on the previous year despite the non-recurring costs incurred during the year on previously announced restructuring activities. Diluted EPS on a statutory basis increased by 8% to 15.85p (2018: 14.71p).

The improvement in underlying performance was achieved despite the domestic economic and political headwinds which persisted throughout the reporting year. As with many other firms, we were not immune from the undeniable impact these have had on the financial services sector as a whole and the lack of client investment into SIPPs more generally has affected our organic growth.

These results show further improvement in adjusted operating margin to 28.1% (2018: 27.1%). A contributor to this was the increasing success of our Your Future SIPP product launched in early 2019, supported by a newly restructured nationwide sales distribution network which provides the Group with a much a broader geographic footprint than ever before.

The investment in our IT infrastructure is gaining positive momentum amongst advisers and clients. In addition to this the Group continues to leverage alignment opportunities across its three offices and identify areas which will improve both efficiencies and the levels of client servicing.

Revenue

Operational revenues of GBP48.9m in 2019 (2018: GBP46.1m) increased by 6% year on year, driven in particular by the resilient organic growth in own mid-SIPP numbers excluding attrition and an improvement in interest income.

Fee revenue from SIPP products remains the predominant source of fee income for the Group with 84% (2018: 87%) of these fees being recurring fixed annual fees. These fees are subject to contractual annual inflationary rises linked to average weekly earnings. Additional fixed fees are charged depending on the transactional services provided for each of the products.

All SIPP fees levied are fixed sterling charges and are not a percentage based charge on the value of the underlying assets held within the SIPP. As a result, the revenues of the Group are not vulnerable to movements in financial markets or commercial property values and are therefore subject to less volatility than many of our peers. This is a key differential that sets us apart from most of our competitors and provides an attractively priced product in terms of fees applied on higher value SIPPs.

Interest income margin on client deposits remains a significant part of the Group's revenue. In the year ended 31 December 2019, GBP12.7m of the Group operating revenues were from interest margin (2018: GBP10.8m). The Group operates a highly efficient treasury operation with diverse partners that helps keep SIPP fees lower for clients. The further strengthening of our relationships with these deposit providers has also been supported by an increase in the level of deposits held during the year.

Interest rates paid to clients are set on a discretionary basis by the Group, in accordance with our terms and conditions, allowing flexibility to change as and when market movements necessitate and allow the Group to maintain more predictable and commercial levels of interest income. This is monitored via the Group Assets and Liabilities Committee which ensures fairness to clients as well as commercial outcome for the Group. Any discretion exercised is balanced carefully with the need to demonstrate fairness to clients as well as other stakeholders.

Expenses

The year ended 31 December 2019 saw administrative expenses increase by 4.8% to GBP35.2m from GBP33.6m.

Staff costs for the year increased by 4.6% to GBP22.9m (2018: GBP21.7m) and were primarily driven by salary inflation, referenced to average weekly earnings, and the first full year impact of the expanded distribution and sales team referred to earlier.

Staff costs continue to reflect the cost of share based payment awards under the Group's Long Term Incentive Plan and Save As You Earn ("SAYE") schemes, as well as the commitment to the auto enrolment of staff pension contributions. These measures continue to reflect the importance of staff satisfaction to the Group and contribute not only to improved levels of key staff engagement and retention but also drive the provision of desired service levels to clients which are demanded by our introducers of business.

Staff numbers have increased to 572 as at 31 December 2019 (2018: 558). This represents the support provided for the organic growth in own Full and Mid SIPPs achieved and to manage the migration of commercial property administration to a centralised function.

The other material operating expense that the Group incurs is in respect of IT and in 2019 this amounted to GBP3.4m (2018: GBP3.3m). This reflects not only the cost of supporting the core IT infrastructure across the Group's three offices but also the amount of investment in technological improvements to the SIPP administration platform and the programme of these improvements is expected to continue into 2023.

The cost of undertaking regulatory activity continues to increase and for the year ended 31 December 2019 the Group spent GBP1.1m (2018: GBP1.0m) on a combination of regulatory fees, levies and insurance.

Finance costs relating to interest payable on bank loans reduced by GBP0.1m year on year as the Group continues to repay borrowings taken out to facilitate the Suffolk Life acquisition in 2016. The debt continues to be repaid in line with scheduled terms and the covenants required by the bank in respect of this gearing are well covered.

Interest on the debt accrues at a rate of 1.75% over LIBOR.

The Group continues to take steps to improve its adjusted operating margin through a combination of revenue enhancements and operational efficiencies, balanced with the continued investment back into the business and the provision of a high quality service to our clients.

Non-Recurring costs

Non-recurring costs for the year can be broadly categorised into two core elements.

The senior management restructuring activities which have been signposted in our previous statements have now been completed with changes to both the Group's Executive Committee and the main Board. These changes leave the Group well placed to drive forward its strategic plans through both organic growth and targeted acquisition.

During the year ended 31 December 2019, the Group progressed its strategy to deliver its Target Operating Model by deciding to centralise commercial property administration within one office location. Redundancy costs associated with this decision as well as costs associated with duplicated staff efforts while work is transferred between offices have been included within non-recurring costs, totalling GBP696,000 in the year ended 31 December 2019. The Group expects further costs will be incurred associated with this transition, but not yet committed, of approximately GBP825,000 in the year ended 31 December 2020 recognisable as non-recurring costs.

Delivery of the Target Operating Model is ultimately seen as the main driver of operational efficiencies which are expected to be attainable once the broader investment in our IT infrastructure has been completed.

Suffolk Life Annuities

Part of the Suffolk Life Group of Companies, Suffolk Life Annuities Limited, is an insurance company that writes SIPP Products as insurance contracts. These are all non-participating investment contracts and so the Group does not bear any insurance risk. As the policyholder assets and liabilities are shown on the balance sheet of Suffolk Life Annuities Limited, these also show on the Group balance sheet on consolidation. Assets in the SIPPs administered by the rest of the Group are held in trust and not under insurance contracts and therefore do not need to be included on the balance sheet. As the policies are non-participating contracts, the client related assets and liabilities in Suffolk Life Annuities Limited match. In addition the revenues, expenses and investment returns of the non-participating investment contracts are shown in the consolidated statement of comprehensive income. Again, these income, expense items and investment returns due to the policyholders are completely matched. An illustrative balance sheet as at 31 December 2019 showing the financial position of the Group excluding the policyholder assets and liabilities is included as supplementary unaudited information after the notes to the financial statements. An illustrative cash flow on the same basis has also been provided.

Employee Benefit Trust ("EBT")

The EBT continues to be used to acquire shares in the Group in the open market to satisfy future vesting of options and long term incentive awards. The EBT is funded by loans from the Group. As at 31 December 2019, the EBT held 206,286 shares in Curtis Banks Group PLC (2018: 263,790). A number of options awarded under the Company's SAYE schemes vested during the year and awards were made from the shares held by the EBT.

The financial statements of the EBT are consolidated within the overall Group financial statements and these shares are shown on the balance sheet of the Group as Treasury Shares and are included within total equity.

Capital requirements

The Group's regulated subsidiary companies submit regular returns to the FCA and the PRA relating to their capital resources. At 31 December 2019 the total regulatory capital requirement across the Group was GBP12.5m (2018: GBP11.7m) and the Group had an aggregate surplus of GBP11.7m (2018: GBP9.0m) across all regulated entities. In addition to this it is Group internal policy for regulated companies within the Group to hold at least 130% of their required regulatory capital and this has been maintained throughout the year.

Two of the principal trading subsidiaries of the Group are regulated by the FCA and the relevant capital adequacy rules do not allow current year profits to contribute towards solvency requirements until such profits are audited or externally verified. Once profits for the year ended 31 December 2019 are taken into account the regulatory capital surplus at 31 December 2019 increases to GBP21.7m.

Financial Position

The Group increased net assets by 12% to GBP55.5m as at 31 December 2019 (2018: GBP49.7m), and increased shareholder cash reserves from GBP28.0m to GBP31.2m over the same period.

As at 31 December 2019, the Group had net shareholder cash (after debt) of GBP19.9m (2018: GBP13.6m).

The Group adopted the provisions of IFRS 16, accounting for leases, for the accounting period commencing 1 January 2019. The effect of this on our financial performance is not material although the impact on the Group's balance sheet has been to increase Non-current assets and Current/Non-current liabilities. It should be noted that our principal lenders exclude the impact of IFRS 16 when calculating our banking covenants. We have also received confirmation previously from the FCA that the provisions of IFRS 16 do not need to be taken into account in our regulatory capital calculations.

Outlook

The Group's profitability is not linked to market performance and therefore provides more visibility and less volatility of earnings. In 2020 we expect the combination of SIPP revenue growth and interest income to continue to add top line growth and we will maintain careful cost discipline whilst supporting our stated growth strategy.

Dan Cowland

Chief Financial Officer

17 March 2020

Consolidated statement of comprehensive income

 
                                                 Year ended 31 December 2019                                     Year ended 31 December 2018 
                                Before amortisation      Amortisation                            Before amortisation     Amortisation 
                                 and non-recurring     and non-recurring                           and non-recurring          and 
                                       costs                 costs                                       costs           non-recurring 
                                                                                  Total                                      costs              Total 
                       Notes          GBP'000               GBP'000              GBP'000               GBP'000              GBP'000            GBP'000 
 Operating revenue                            48,949                   -                48,949                 46,125                 -               46,125 
 Policyholder 
  investment 
  returns                                    365,815                   -               365,815                 41,677                 -               41,677 
                                          ----------      --------------              --------             ----------      ------------             -------- 
 Revenue                 2                   414,764                   -               414,764                 87,802                 -               87,802 
 
 Administrative 
  expenses                                  (35,218)                   -              (35,218)               (33,637)                 -             (33,637) 
 Non-participating 
  investment 
  contract expenses             (33,943)               -                    (33,943)             (34,477)               -                 (34,477) 
 Changes in 
  provisions: 
  Non-participating 
  investment 
  contract 
  liabilities                  (331,872)               -                   (331,872)              (7,200)               -                  (7,200) 
                              ----------                                  ----------            ---------                                --------- 
 Policyholder total 
  expenses                                 (365,815)                   -             (365,815)               (41,677)                 -             (41,677) 
                                          ----------      --------------                                   ----------      ------------ 
 
 Operating profit 
  before 
  amortisation and 
  non-recurring 
  costs                                       13,731                   -                13,731                 12,488                 -               12,488 
 
 Non-recurring costs     4                         -             (1,091)               (1,091)                      -             (748)                (748) 
 Amortisation            3                         -             (1,379)               (1,379)                      -           (1,268)              (1,268) 
                                          ----------      --------------              --------             ----------      ------------             -------- 
 Operating profit                             13,731             (2,470)                11,261                 12,488           (2,016)               10,472 
 
 Finance income                                  145                   -                   145                    116                 -                  116 
 Finance costs                                 (523)                   -                 (523)                  (467)                 -                (467) 
                                          ----------      --------------              --------             ----------      ------------             -------- 
 Profit before tax                            13,353             (2,470)                10,883                 12,137           (2,016)               10,121 
 
 Taxation                6                   (2,502)                 469               (2,033)                (2,294)               383              (1,911) 
                                          ----------      --------------              --------             ----------      ------------             -------- 
 Total comprehensive income 
  for the year                                10,851             (2,001)                 8,850                  9,843           (1,633)                8,210 
                                          ==========      ==============              ========             ==========      ============             ======== 
 
 Attributable to: 
 Equity holders of 
  the 
  company                                                                                8,850                                                         8,204 
 Non-controlling 
  interests                                                                                  -                                                             6 
                                                                                      --------                                                      -------- 
                                                                                         8,850                                                         8,210 
                                                                                      ========                                                      ======== 
 Earnings per 
 ordinary 
 share on net 
 profit 
 Basic (pence)           7                                                               16.49                                                         15.30 
 Diluted (pence)*        7                                                               15.85                                                         14.71 
 
 

The consolidated statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

*Adjusted to exclude anti-dilutive options, see note 7 for further detail

Consolidated statement of financial position

 
                                                     Group 
 Group                              Notes        As at        As at 
                                             31-Dec-19    31-Dec-18 
                                               GBP'000      GBP'000 
 ASSETS 
 Non-current assets 
 Intangible assets                    8         43,427       44,110 
 Investment property                  9      1,265,784    1,274,452 
 Property, plant and equipment       10          6,195        1,216 
 Investments                                 1,994,197    1,813,057 
 Deferred tax asset                                911          595 
                                           -----------  ----------- 
                                             3,310,514    3,133,430 
                                           -----------  ----------- 
 Current assets 
 Trade and other receivables                    19,915       18,055 
 Cash and cash equivalents           11        421,547      431,576 
 Current tax asset                                 446          243 
                                           -----------  ----------- 
                                               441,908      449,874 
                                           -----------  ----------- 
 
 Total assets                                3,752,422    3,583,304 
                                           -----------  ----------- 
 
 LIABILITIES 
 Current liabilities 
 Trade and other payables                       15,608       15,204 
 Deferred income                                26,192       24,601 
 Borrowings                          12         28,215       30,005 
 Lease liabilities                                 719            - 
 Provisions                          15            553          500 
 Deferred consideration                            214          255 
 Current tax liability                             738          991 
                                           -----------  ----------- 
                                                72,239       71,556 
                                           -----------  ----------- 
 Non-current liabilities 
 Borrowings                          12         48,911       56,525 
 Lease liabilities                               3,915            - 
 Deferred consideration                              -          125 
 Non-participating investment 
  contract liabilities                       3,571,904    3,405,428 
                                             3,624,730    3,462,078 
                                           -----------  ----------- 
 
 Total liabilities                           3,696,969    3,533,634 
                                           -----------  ----------- 
 
 Net assets                                     55,453       49,670 
                                           -----------  ----------- 
 
 Equity attributable to owners 
  of the parent 
 Issued capital                                    271          269 
 Share premium                                  33,659       33,451 
 Equity share based payments                     2,313        1,357 
 Treasury shares                                 (534)        (716) 
 Retained earnings                              19,730       15,295 
                                           -----------  ----------- 
                                                55,439       49,656 
 
 Non-controlling interest                           14           14 
 
 Total equity                                   55,453       49,670 
                                           -----------  ----------- 
 

Approved by the Board of Directors and authorised for issue on 17 March 2020.

Dan Cowland

Chief Financial Officer

Company Registration No. 07934492

Consolidated statement of changes in equity

Group

 
                   Issued     Share     Equity   Treasury   Retained     Total   Non-controlling     Total 
                  capital   premium      share     shares   earnings   GBP'000          interest    equity 
                  GBP'000   GBP'000      based    GBP'000    GBP'000                     GBP'000   GBP'000 
                                      payments 
                                       GBP'000 
 
 At 1 January 
  2018                269    33,451        731      (250)     10,403    44,604                14    44,618 
 
 Total 
  comprehensive 
  income 
  for the year          -         -          -          -      8,204     8,204                 6     8,210 
 Share based 
  payments              -         -        626          -          -       626                 -       626 
 Ordinary 
  shares bought 
  and 
  sold by EBT           -         -          -      (466)          -     (466)                 -     (466) 
 Deferred tax 
  on share 
  based 
  payments              -         -          -          -        310       310                 -       310 
 Ordinary 
  dividends 
  declared 
  and paid              -         -          -          -    (3,622)   (3,622)               (6)   (3,628) 
                                                --------- 
 
 At 31 December 
  2018                269    33,451      1,357      (716)     15,295    49,656                14    49,670 
 
 Total 
  comprehensive 
  income 
  for the year          -         -          -          -      8,850     8,850                 -     8,850 
 Share based 
  payments              -         -        956          -          -       956                 -       956 
 Ordinary 
  shares bought 
  and 
  sold by EBT           -         -          -        182          -       182                 -       182 
 Ordinary 
  shares issued         2       208          -          -          -       210                 -       210 
 Deferred tax 
  on share 
  based 
  payments              -         -          -          -        147       147                 -       147 
 Ordinary 
  dividends 
  declared 
  and paid              -         -          -          -    (4,562)   (4,562)                 -   (4,562) 
 
 At 31 December 
  2019                271    33,659      2,313      (534)     19,730    55,439                14    55,453 
                 ========  ========  =========  =========  =========  ========  ================  ======== 
 

Consolidated statement of cash flows

 
                                                                                  Group 
                                                                           Year ended 31 December 
                                                                             2019            2018 
                                                                          GBP'000    As restated* 
                                                                                          GBP'000 
 Cash flows from operating activities 
 Profit before tax                                                         10,883          10,121 
 Adjustments for: 
 Depreciation                                                               1,321             596 
 Amortisation and impairments                                               1,379           1,268 
 Interest expense                                                             523             467 
 Share based payment expense                                                  956             626 
 Fair value (gains)/losses on financial investments                     (232,848)         116,517 
 Additions of financial investments                                     (532,717)       (490,830) 
 Disposals of financial investments                                       584,425         593,549 
 Fair value losses/(gains) on investment properties                        12,469        (47,275) 
 Increase/(decrease) in liability for investment contracts                166,476       (156,498) 
 Changes in working capital: 
 (Increase)/decrease in trade and other receivables                       (1,730)             247 
 Increase in trade and other payables                                       1,990             992 
 Taxes paid                                                               (2,454)         (1,375) 
 Net cash flows received from operating activities                         10,673          28,405 
                                                                       ----------  -------------- 
 
 Cash flows from investing activities 
 Purchase of intangible assets                                              (696)           (785) 
 Purchase of property, plant and equipment                                (1,015)           (664) 
 Purchase of investment property                                        (125,848)       (201,425) 
 Purchase and sale of shares in the Group by the EBT                          182           (466) 
 Receipts from sale of investment property                                122,047         180,546 
 Net cash flows from acquisitions                                           (166)           (421) 
 Net cash flows used in investing activities                              (5,496)        (23,215) 
                                                                       ----------  -------------- 
 
 Cash flows from financing activities 
 Equity dividends paid                                                    (4,562)         (3,628) 
 Net proceeds from issue of ordinary shares                                   210               - 
 Net decrease in borrowings                                               (9,456)         (7,538) 
 Principal elements of lease payments                                       (933)               - 
 Interest paid                                                              (465)           (297) 
 Net cash used in financing activities                                   (15,206)        (11,463) 
                                                                       ----------  -------------- 
 
 Net decrease in cash and cash equivalents                               (10,029)         (6,273) 
                                                                       ----------  -------------- 
 
 Cash and cash equivalents at the beginning of the year                   431,576         437,849 
                                                                       ==========  ============== 
 
 Cash and cash equivalents at the end of the year                         421,547         431,576 
                                                                       ==========  ============== 
 
 

*During the year ended 31 December 2019 the Group identified that cash flows relating to investment properties should be presented separately in the consolidated statement of cash flows. These cash flows were previously included within cash flows relating to property, plant and equipment. Consequently, a new line has been inserted to reflect these cash flows and the prior year has been restated on the same basis. There is no impact to either the income statement or balance sheet of the group or company, or the closing cash positions brought forward and carried forward.

   1               Corporate information 

Curtis Banks Group PLC ("Curtis Banks" or "the Group") is one of the United Kingdom's leading administrators of self-invested pension products, principally SIPPs and SSASs. The Group commenced trading in 2009 and has successfully developed, through a combination of organic growth and acquisitions, into one of the largest UK providers of these products.

As at 31 December 2019 the Group administered circa GBP29.1bn (2018: GBP24.8bn) of pension assets on behalf of over 76,000 (2018: 77,000) active clients. More than 600 staff are employed across its head office in Bristol and regional offices in Ipswich and Dundee.

The Executive Directors have proven experience in the pensions market and have established a business that focuses on a service-driven proposition for the administration of flexible SIPPs. The Group's products are primarily distributed by authorised and regulated financial advisers, targeted towards pension savers who wish to take full advantage of the features and flexibility offered in the UK's modern and changing pension regime. Long standing relationships with key distributors result in high levels of repeat business and demonstrate satisfaction with products and services provided.

The Group is focussed on continuing to deliver value to both customers and shareholders in the years ahead.

Note: The Group includes an insurance company, Suffolk Life Annuities Limited, which provides SIPPs through non-participating individual insurance contracts. Due to Suffolk Life Annuities Limited's status as an insurance company, the consolidated results for the whole Group are required to include insurance policyholder assets and liabilities as well as the assets and liabilities and profits attributable to our shareholders. Notes 16 and 17 to this Announcement illustrate the split between policyholder and shareholder assets and liabilities and cash flows.

   2               Revenue 

Revenue is wholly derived from activities undertaken within the United Kingdom and comprises the following categories:

 
                                                                              Year ended 31 December 
                                                                 2019                             2018 
                                                              GBP'000                          GBP'000 
 
 Fees                                                          36,268                           35,352 
 Interest income                                               12,681                           10,773 
 Policyholder investment returns                              365,815                           41,677 
 
                                                              414,764                           87,802 
                                      ===============================  =============================== 
 
   3             Profit for the year 

Profit for the year is arrived at after:

 
                                                                                  Year ended 31 December 
                                                                     2019                             2018 
                                                                  GBP'000                          GBP'000 
 Charging: 
 
 Amortisation of intangible assets                                  1,379                            1,268 
 Depreciation of property, plant 
  and equipment                                                     1,321                              596 
 Auditors remuneration: 
 - audit of the financial statements 
  of the Group                                                        278                              201 
 - audit of the financial statements 
  of the Company                                                       50                               56 
 - audit related assurance services                                    35                               41 
                                          ===============================  =============================== 
 
   4             Non-recurring costs 

Non-recurring costs include the following significant items:

 
                                                                                      Year ended 31 December 
                                                                         2019                             2018 
                                                                      GBP'000                          GBP'000 
 
 Hargreave Hale acquisition costs                                          31                               45 
 Redundancy & restructuring costs                                         696                              156 
 European Pension Management Ltd 
  acquisition costs                                                        29                               47 
 Data cleansing provision                                                   -                              500 
 Costs relating to directorate and senior                                 334                                - 
 management 
 changes 
 
                                                                        1,090                              748 
                                              ===============================  =============================== 
 

Redundancy & restructuring costs

During the year ended 31 December 2019, the Group progressed its strategy to deliver its Target Operating Model and centralise commercial property administration within one office location. Redundancy costs associated with this decision as well as costs associated with duplicated staff efforts while work is transferred between offices have been included within non-recurring cost.

During the year ended 31 December 2018, the two existing sales teams within the Group were restructured into one to coincide with the launch of a new Group wide product in H1 2019.

Costs relating to directorate and senior management changes

During the year ended 31 December 2019, the incumbent Chief Financial Officer of the Group announced he was stepping down from the role and a successor was recruited. An orderly handover of responsibilities took place between the previous Chief Financial Officer and the new Chief Financial Officer. Costs associated with this transitional period, including recruitment costs and costs of associated senior staff changes, have been treated as non-recurring costs.

Data cleansing provision

As part of the consolidation and integration exercise undertaken during the year ended 31 December 2018 management initiated a review of data records relating to commercial properties held within SIPPs administered by the Group. No further costs associated with this process arose during 2019.

Hargreave Hale & European Pension Management Ltd acquisition costs

During the year ended 31 December 2019 some further costs were incurred in relation to these historic acquisitions in connection with data migration and data cleanse work.

   5               Directors and employees 
 
                                                                                        Year ended 31 December 
                                                                           2019                             2018 
                                                                        GBP'000                          GBP'000 
 
 Wages and salaries                                                      18,524                           18,034 
 Social security costs                                                    1,765                            1,627 
 Other pension costs                                                      1,704                            1,413 
 Share-based incentive awards                                               956                              626 
                                                -------------------------------  ------------------------------- 
                                                                         22,949                           21,700 
                                                ===============================  =============================== 
 
                                                                           2019                             2018 
 The monthly average number of employees                                 Number                           Number 
 during 
 the year was: 
 
 Directors                                                                    6                                6 
 Administration                                                             566                              552 
                                                                            572                              558 
                                                ===============================  =============================== 
  Details of emoluments paid to the directors and key management 
   personnel of the Group are as follows: 
                                                                                        Year ended 31 December 
                                                                           2019                             2018 
                                                                        GBP'000                          GBP'000 
 Total emoluments paid to: 
 Directors 
   Wages and salaries                                                     1,280                            1,876 
   Social security costs                                                    146                              139 
   Post-employment costs                                                     37                               33 
   Share-based incentive awards                                             427                              467 
 Key management personnel 
   Wages and salaries                                                     1,334                            1,151 
   Compensation for loss of office                                          126                                - 
   Social security costs                                                    173                              135 
   Post-employment costs                                                     67                               60 
   Share-based incentive awards                                             177                              130 
                                                -------------------------------  ------------------------------- 
                                                                          3,767                            3,991 
                                                ===============================  =============================== 
 Emoluments of highest paid director: 
  Wages and salaries                                                        436                              377 
  Pension contribution                                                        9                               13 
                                                -------------------------------  ------------------------------- 
                                                                            445                              390 
                                                ===============================  =============================== 
 

Short term employee benefits include wages and salaries. Long term employee benefits include share-based incentive awards.

   6            Taxation 
 
                                                                                  Year ended 31 December 
                                                                       2019                           2018 
                                                                    GBP'000                        GBP'000 
 
 Domestic current year tax 
 UK Corporation tax                                                   2,202                          2,072 
 
 Deferred tax 
 Origination and reversal of temporary 
  differences                                                         (169)                          (161) 
                                                                      2,033                          1,911 
                                              =============================  ============================= 
 
 
 Factors affecting the tax charge for 
  the year 
 Profit before tax                                                   10,883                         10,121 
                                              =============================  ============================= 
 
 Profit before tax multiplied by standard 
  rate of UK Corporation tax of 19.00% 
  (2018: 19.00%)                                                      2,068                          1,923 
                                              -----------------------------  ----------------------------- 
 
 Effects of: 
 Adjustment to prior year                                              (33)                             23 
 Non-deductible expenses                                                 10                             10 
 Other tax adjustments                                                 (12)                           (45) 
                                              -----------------------------  ----------------------------- 
                                                                       (35)                           (12) 
 
 Total tax charge                                                     2,033                          1,911 
                                              =============================  ============================= 
 
   7               Earnings per share 

Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year.

Diluted earnings per share amounts are calculated by dividing the net profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.

Changes in income or expense that would result from the conversion of the dilutive potential ordinary shares are deemed to be trivial, and therefore no separate diluted net profit is presented.

The following reflects the income and share data used in the basic and diluted earnings per share computations:

 
                                                                 2019         2018 
                                                              GBP'000      GBP'000 
 
 Net profit available to equity holders of 
  the Group                                                     8,850        8,204 
                                                    =================  =========== 
 
 Net profit before tax, non-recurring costs 
  (note 4) and amortisation (note 3) available 
  to equity holders of the Group.                              13,353       12,137 
                                                    =================  =========== 
 
 Weighted average number of ordinary shares:                   Number       Number 
 
 Issued ordinary shares at start of the 
  year                                                     53,807,346   53,807,346 
 Effect of shares issued during the year                       90,192            - 
 Effect of shares held by employee benefit 
  trust                                                     (244,741)    (201,622) 
 Basic weighted average number of shares                   53,652,797   53,605,724 
 
 Effect of options exercisable at the reporting 
  date**                                                    1,173,236      965,011 
 Effect of options not yet exercisable at 
  the reporting date**                                      1,000,925    1,204,885 
                                                    -----------------  ----------- 
 Diluted weighted average number of shares                 55,826,958   55,775,620 
                                                    =================  =========== 
 
                                                                Pence        Pence 
 Earnings per share: 
 Basic                                                          16.49        15.30 
 Diluted**                                                      15.85        14.71 
  Earnings per share on net profit before 
   non-recurring costs and amortisation, less 
   an effective tax rate*: 
 Basic                                                          20.16        18.34 
 Diluted**                                                      19.37        17.63 
 

*In order to reduce the impact of accounting measures such as deferred tax, and the timing of tax reliefs, the effective tax rate matches the current tax rate applicable to the accounting year. The current tax rate applicable for the year ended 31 December 2019 was 19.00% (2018: 19.00%).

**During the year the diluted EPS calculation was adjusted to exclude anti-dilutive options. The 2018 diluted EPS has been restated on the same basis in these financial statements, resulting in an increase of 0.22p per share in 2019 (2018: 0.25p). There is no impact to either the income statement or balance sheet of the Group.

   8               Intangible assets 

Group

 
                        Goodwill   Client Portfolios    Computer       Total 
                         GBP'000             GBP'000    Software     GBP'000 
                                                         GBP'000 
 Cost 
 At 1 January 2018        28,903              18,433       1,395      48,731 
 
 Additions                     -                 433         352         785 
 Disposals                     -                   -       (266)       (266) 
 
 At 31 December 
  2018                    28,903              18,866       1,481      49,250 
 
 Additions                     -                   -         696         696 
 Disposals                     -                   -           -           - 
 
 At 31 December 
  2019                    28,903              18,866       2,177      49,946 
                      ----------  ------------------  ----------  ---------- 
 
 Amortisation 
 At 1 January 2018             -               3,455         683       4,138 
 
 Charge for the 
  year                         -                 924         344       1,268 
 Disposals                     -                   -       (266)       (266) 
 
 At 31 December 
  2018                         -               4,379         761       5,140 
 
 Charge for the 
  year                         -                 941         438       1,379 
 Disposals                     -                   -           -           - 
 
 At 31 December 
  2019                         -               5,320       1,199       6,519 
                      ----------  ------------------  ----------  ---------- 
 
 Net book value 
 At 1 January 2018        28,903              14,978         712      44,593 
                      ==========  ==================  ==========  ========== 
 At 31 December 
  2018                    28,903              14,487         720      44,110 
                      ==========  ==================  ==========  ========== 
 At 31 December 
  2019                    28,903              13,546         978      43,427 
                      ==========  ==================  ==========  ========== 
 

Goodwill

Goodwill arose on the acquisition of Suffolk Life Group Limited and its subsidiaries on 25 May 2016. The Group tests goodwill for impairment annually or more frequently if there are indications that goodwill might be impaired. The recoverable amount of goodwill has been determined based on value-in-use calculations using a discount rate appropriate to the risk profile of the asset. These calculations use operating cash flow projections based on financial budgets approved by management covering a three year period, assuming business then continues onwards after this period at a steady rate for the purpose of the analysis.

Client Portfolios

Client portfolios represent individual client portfolios acquired through business combinations and accounted for under the acquisition method. The directors consider that there is no impairment to assets as at the year end. The client portfolios are being amortised over a period of 20 years.

The brought forward balance relates to the purchase by Curtis Banks Limited, a subsidiary company, of the trade and assets of Montpelier Pension Administration Services Limited on 13 May 2011, the full SIPP business of Alliance Trust Savings Limited on 18 January 2013, the full SIPP business and certain assets of Pointon York SIPP Solutions Limited on 31 October 2014, the full SIPP business of Rathbones Pension & Advisory Services Limited on 31 December 2014, a book of full SIPPs from Friends Life PLC (now Aviva PLC) on 13 March 2015 and a book of SIPPs from Hargreave Hale Limited on 10 December 2018.

The brought forward balance also includes the purchase by Suffolk Life Pensions Limited, a subsidiary company, of the trade and assets of European Pensions Management Limited on 14 July 2016, and books of SIPPs purchased from Pointon York SIPP Solutions Limited on 9 November 2012, Pearson Jones PLC on 30 April 2013, and Origen Investment Services Limited on 22 May 2013.

All acquisitions have been accounted for under the acquisition method of accounting.

The directors have considered the carrying value of the client portfolios and have concluded that no impairment is required. The client portfolios are being amortised over a period of 20 years and have an average remaining expected useful economic life as at 31 December 2019 of 14 years and 6 months.

Computer Software

Computer software contains costs that meet the recognition criteria under IAS 38 as Intangible Assets. General small computer software costs are amortised over their useful economic life of four years on a straight-line basis. Computer software costs for significant projects are amortised over an estimated UEL on a project by project basis.

   9               Investment Property 

Assets held at fair value

Group

 
                                                     Year ended 31 December 
                                                 2019                  2018 
                                              GBP'000               GBP'000 
           Fair value 
 At 1 January                               1,274,452             1,206,298 
 
 Additions                                    125,848               201,425 
 Disposals                                  (122,047)             (180,546) 
 Fair value (losses)/gains                   (12,469)                47,275 
 
 At 31 December                             1,265,784             1,274,452 
                                 ====================  ==================== 
 
 

All investment properties have been valued at the year end by reference to most recent professional valuations and this is further adjusted by applying the corresponding property index available. Investment properties held to cover the linked policyholder business are included in non-participating investment contract liabilities.

   10             Property, plant and equipment 

Assets held at cost

Group

 
                                                            Leasehold            Computer                 Office               Total 
                                            Right        Improvements           equipment             equipment, 
                                           of use                                                     fixtures & 
                                           assets                                                       fittings 
                                          GBP'000             GBP'000             GBP'000                GBP'000             GBP'000 
           Cost 
 At 1 January 2018                              -                  54               4,084                  1,218               5,356 
 
 Additions                                      -                   -                 318                    346                 664 
 Disposals                                      -                (54)                (64)                   (36)               (154) 
 
 At 31 December 2018                            -                   -               4,338                  1,528               5,866 
 
 Arising on transition to 
  IFRS 16                                   5,285                   -                   -                      -               5,285 
 Additions                                      -                   -                 917                     98               1,015 
 Disposals                                      -                   -               (172)                      -               (172) 
 
 At 31 December 2019                        5,285                   -               5,083                  1,626              11,994 
                               ------------------  ------------------  ------------------  ---------------------  ------------------ 
 
 Depreciation 
 At 1 January 2018                              -                  41               3,148                  1,019               4,208 
 
 Charge for the year                            -                  13                 471                    112                 596 
 Disposals                                      -                (54)                (64)                   (36)               (154) 
 
 At 31 December 2018                            -                   -               3,555                  1,095               4,650 
 
 Charge for the year                          695                   -                 459                    167               1,321 
 Disposals                                      -                   -               (172)                      -               (172) 
 
 At 31 December 2019                          695                   -               3,842                  1,262               5,799 
                               ------------------  ------------------  ------------------  ---------------------  ------------------ 
 
 Carrying value 
 At 1 January 2018                              -                  13                 936                    199               1,148 
                               ==================  ==================  ==================  =====================  ================== 
 At 31 December 2018                            -                   -                 783                    433               1,216 
                               ==================  ==================  ==================  =====================  ================== 
 At 31 December 2019                        4,590                   -               1,241                    364               6,195 
                               ==================  ==================  ==================  =====================  ================== 
 
   11             Cash and cash equivalents 

As at 31 December 2019 and 2018 cash and cash equivalents were as follows:

 
                                                    Group 
                                        As at 31 December 
                                          2019       2018 
                                       GBP'000    GBP'000 
 
 Cash at bank and in hand               31,228     28,018 
 Deposits with credit institutions     389,715    402,216 
 Cash equivalents                          604      1,342 
 
 Cash and cash equivalents             421,547    431,576 
                                     =========  ========= 
 

The Group considers potential expected credit losses on cash and cash equivalents to be insignificant.

   12           Borrowings 
 
                                    Group 
                        As at 31 December 
                          2019       2018 
                       GBP'000    GBP'000 
 Current 
 Bank loans             28,215     30,005 
                        28,215     30,005 
                     ---------  --------- 
 
 Non-current 
 Bank loans             48,911     56,525 
                        48,911     56,525 
                     ---------  --------- 
 
 Total borrowings       77,126     86,530 
                     =========  ========= 
 
 

Bank borrowings

The bank borrowings are repayable as follows:

 
                                                  Group 
                                      As at 31 December 
                                2019 GBP'000       2018 
                                                GBP'000 
 
 Within 1 year                        28,215     30,005 
 Between 1 year and 5 years           31,793     38,306 
 After more than 5 years              17,118     18,219 
                               -------------  --------- 
                                      77,126     86,530 
                               =============  ========= 
 

Bank borrowings of the Company are repayable between January 2020 and January 2021 and bear average coupons of 1.75% plus LIBOR per annum.

Total borrowings of the Group include liabilities of GBP65,696,000 (2018: GBP72,085,000) secured by legal charge over certain properties held within non-participating investment contracts, and liabilities of GBP11,430,000 (2018: GBP14,554,000) secured on the shares of Curtis Banks Limited, Suffolk Life Pensions Limited and Suffolk Life Annuities Limited.

   13           Dividends 
 
                                            Year to 31 December 
                                               2019        2018 
                                            GBP'000     GBP'000 
 
 Ordinary interim declared and paid           4,562       3,622 
 
                                              4,562       3,622 
                                         ==========  ========== 
 

An interim share dividend in respect of the year ended 31 December 2019 of 2.50p per share was declared and paid on 14 November 2019.

A final share dividend in respect of the year ended 31 December 2019 of 6.50p per share is proposed and, if approved, will be paid on 8 June 2020.

   14           Provisions 
 
                                                                        As at 31 December 
                               Other provision   Restructuring   Onerous lease      Group 
                                       GBP'000       provision       provision      Total 
 Provisions                                            GBP'000         GBP'000    GBP'000 
 
 Balance as at 1 January 
  2018                                       -             534             366        900 
 
 Amounts introduced                        500               -               -        500 
 Amounts utilised                            -           (532)           (197)      (729) 
 Amounts written back 
  unused                                     -             (2)           (169)      (171) 
 
 Balance as at 31 December 
  2018                                     500               -               -        500 
 
 Amounts introduced                          -             307               -        307 
 Amounts utilised                        (254)               -               -      (254) 
 
 Balance as at 31 December 
  2019                                     246             307               -        553 
                              ================  ==============  ==============  ========= 
 

Other provision

As part of the consolidation and integration exercise undertaken during the year ended 31 December 2018 management initiated a review of data records relating to commercial properties held within SIPPs administered by the Group. A provision of GBP500,000 was made for the estimated costs arising from this exercise. Additionally, a contingent liability was recognised as disclosed within note 15.

As at 31 December 2019, the Group had completed its review enabling identification of the total number of cases potentially requiring remediation. However, the nature and financial impact of the remediation is still not certain and is therefore included at the Directors' best estimate of the direct costs the Group may have to bear.

As at 31 December 2019, GBP254,000 of the original provision had been utilised, and there were no material variances to the estimate of future remaining direct costs the Group may have to bear.

Restructuring provision

During the year ended 31 December 2018, brought forward amounts associated with the closure of the Group's office in Market Harborough were utilised.

During the year ended 31 December 2019, the Group progressed its strategy to deliver its Target Operating Model by deciding to centralise commercial property administration within one office location. Redundancy costs associated with this decision are included as amounts introduced to the restructuring provision for the current year.

Onerous lease provision

During the year ended 31 December 2018, brought forward amounts associated with the closure of the Group's office in Market Harborough were utilised. A proportion of the onerous lease provision was written back as unused following successful sublet of the office to a third party.

   15           Contingent liabilities 

In-specie contributions

The Group has been in correspondence with HMRC regarding processes and documentation in respect of in specie contributions. HMRC have alleged that incorrect procedures were followed by SIPP providers and is seeking to reclaim tax reliefs granted and interest thereon. This is an industry wide issue affecting other SIPP operators and is being challenged by the industry as a whole. It is not possible to determine when this matter will be resolved and the outcome and impact are not known at this stage. We do not believe that the net exposure arising from this will be material to the Group.

Data cleansing

During the year ended 31 December 2018, management initiated a review of data records related to commercial properties held within SIPPs administered by the Group.

This review involved a case by case assessment of each of the commercial properties within the population in order to assess whether any remedial action was required by the Group in respect of that commercial property or the associated SIPP.

Provision was made in 2018 for the estimated direct costs that the Group might incur in respect of this exercise. The Directors consider that it is possible that the Group may also be exposed to indirect costs in the future, depending on the ultimate outcome of the case by case reviews.

Following completion of the case by case assessment, the Directors' best estimate of this contingent liability is GBP2.3m (2018: GBP1.5m). The increase in the estimate has been informed by the more complete data available following completion of the assessment.

There remain inherent uncertainties in the estimate due to the potential for variations in the assumed action required to rectify individual positions. This estimate will be reviewed regularly, and any changes or refinements will be reported as appropriate. The Directors' current expectation is that any potential material follow up actions will be completed during 2020.

16 Unaudited IFRS Consolidated Statement of Financial Position as at 31 December 2019 split between insurance policy holders and the Group's shareholders

 
                                         2019           2019          2019          2018 
                                      GBP'000        GBP'000       GBP'000       GBP'000 
 ASSETS                           Group Total   Policyholder   Shareholder   Shareholder 
 Non-current assets 
 Intangible assets                     43,427              -        43,427        44,110 
 Investment property                1,265,784      1,265,742            42            41 
 Property, plant and 
  equipment                             6,195              -         6,195         1,216 
 Investments                        1,994,197      1,994,197             -             - 
 Deferred tax asset                       911              -           911           595 
                                 ------------  -------------  ------------  ------------ 
                                    3,310,514      3,259,939        50,575        45,962 
                                 ------------  -------------  ------------  ------------ 
 Current assets 
 Trade and other receivables           19,915         10,406         9,509         9,711 
 Cash and cash equivalents            421,547        390,319        31,228        28,018 
 Current tax asset                        446            446             -             - 
                                 ------------  -------------  ------------  ------------ 
                                      441,908        401,171        40,737        37,729 
                                 ------------  -------------  ------------  ------------ 
 
 Total assets                       3,752,422      3,661,110        91,312        83,691 
                                 ------------  -------------  ------------  ------------ 
 
 LIABILITIES 
 Current liabilities 
 Trade and other payables              15,608          9,642         5,966         6,295 
 Deferred income                       26,192         13,777        12,415        11,407 
 Borrowings                            28,215         25,059         3,156         3,158 
 Lease liabilities                        719              -           719             - 
 Provisions                               553              -           553           500 
 Deferred consideration                   214              -           214           255 
 Current tax liability                    738              -           738           991 
                                 ------------  -------------  ------------  ------------ 
                                       72,239         48,478        23,761        22,606 
                                 ------------  -------------  ------------  ------------ 
 Non-current liabilities 
 Borrowings                            48,911         40,728         8,183        11,290 
 Lease liabilities                      3,915              -         3,915             - 
 Deferred consideration                     -              -             -           125 
 Non-participating investment 
  contract liabilities              3,571,904      3,571,904             -             - 
                                                                            ------------ 
                                    3,624,730      3,612,632        12,098        11,415 
                                 ------------  -------------  ------------  ------------ 
 
 Total liabilities                  3,696,969      3,661,110        35,859        34,021 
                                 ------------  -------------  ------------  ------------ 
 
 Net assets                            55,453              -        55,453        49,670 
                                 ------------  -------------  ------------  ------------ 
 
 Equity attributable 
  to owners of the parent 
 Issued capital                           271              -           271           269 
 Share premium                         33,659              -        33,659        33,451 
 Equity share based payments            2,313              -         2,313         1,357 
 Treasury shares                        (534)              -         (534)         (716) 
 Retained earnings                     19,730              -        19,730        15,295 
                                 ------------  -------------  ------------  ------------ 
                                       55,439              -        55,439        49,656 
 
 Non-controlling interest                  14              -            14            14 
 
 Total equity                          55,453              -        55,453        49,670 
                                 ------------  -------------  ------------  ------------ 
 

17 Unaudited IFRS Consolidated Statement of Cash Flows as at 31 December 2019 split between insurance policy holders and the Group's shareholders

 
                                              2019            2019           2019           2018 
                                           GBP'000         GBP'000        GBP'000        GBP'000 
                                       Group Total    Policyholder    Shareholder    Shareholder 
 Cash flows from operating 
  activities 
 Profit before tax                          10,883               -         10,883         10,121 
 Adjustments for: 
 Depreciation                                1,321               -          1,321            596 
 Amortisation and impairments                1,379               -          1,379          1,268 
 Interest expense                              523               -            523            467 
 Share based payment expense                   956               -            956            626 
 Fair value gains on financial 
  investments                            (232,848)       (232,848)              -              - 
 Additions of financial 
  investments                            (532,717)       (532,717)              -              - 
 Disposals of financial 
  investments                              584,425         584,425              -              - 
 Fair value losses on investment 
  properties                                12,469          12,469              -              - 
 Increase in liability for 
  investment contracts                     166,476         166,476              -              - 
 Changes in working capital: 
 (Increase)/decrease in 
  trade and other receivables              (1,730)         (1,843)            113          (772) 
 Increase in trade and 
  other payables                             1,990             898          1,092            833 
 Taxes paid                                (2,454)               -        (2,454)        (1,375) 
 
 Net cash flows from operating 
  activities                                10,673         (3,140)         13,813         11,764 
                                     -------------  --------------  -------------  ------------- 
 
 Cash flows from investing 
  activities 
 Purchase of intangible 
  assets                                     (696)               -          (696)          (785) 
 Purchase of property, plant 
  & equipment                              (1,015)               -        (1,015)          (664) 
 Purchase of investment 
  property                               (125,848)       (125,848)              -              - 
 Purchase and sale of 
  shares in the Group by 
  the EBT                                      182               -            182          (466) 
 Receipts from sale of investment 
  property                                 122,047         122,047              -              - 
 Net cash flows from acquisitions            (166)               -          (166)          (421) 
 
 Net cash flows from investing 
  activities                               (5,496)         (3,801)        (1,695)        (2,336) 
                                     -------------  --------------  -------------  ------------- 
 
 Cash flows from financing 
  activities 
 Equity dividends paid                     (4,562)               -        (4,562)        (3,628) 
 Net proceeds from issue 
  of ordinary shares                           210               -            210              - 
 Net decrease in borrowings                (9,456)         (6,298)        (3,158)        (3,158) 
 Principal element of 
  lease payments                             (933)               -          (933)              - 
 Interest paid                               (465)               -          (465)          (297) 
 
 Net cash flows from financing 
  activities                              (15,206)         (6,298)        (8,908)        (7,083) 
                                     -------------  --------------  -------------  ------------- 
 
 Net (decrease)/increase 
  in cash and cash equivalents            (10,029)        (13,239)          3,210          2,345 
                                     -------------  --------------  -------------  ------------- 
 
 Cash and cash equivalents 
  at the beginning of the 
  year                                     431,576         403,558         28,018         25,673 
                                     =============  ==============  =============  ============= 
 Cash and cash equivalents 
  at the end of the year                   421,547         390,319         31,228         28,018 
                                     =============  ==============  =============  ============= 
 

1 Profit before tax, amortisation and non- recurring costs

2 The ratio of operating profit before net finance costs, amortisation and non-recurring costs to operating revenues

3 Adjusted to exclude anti-dilutive options, see note 11 to the financial statements for further detail

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