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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Nahl Group Plc | LSE:NAH | London | Ordinary Share | GB00BM7S2W63 | ORD GBP0.0025 |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 68.00 | 66.00 | 68.50 | 3,759 | 15:59:48 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
Advertising Agencies | 41.42M | 385k | 0.0082 | 82.93 | 31.89M |
TIDMNAH
RNS Number : 5091M
NAHL Group PLC
17 September 2019
17 September 2019
NAHL Group plc
("NAHL" or the "Group")
Interim Results
Performance in line with expectations; Continued strategic progress
NAHL (AIM: NAH), the leading UK marketing and services business focused on the UK consumer legal market, announces its Interim Results for the six months ended 30 June 2019.
Financial Highlights
-- Revenue up 3.9% to GBP25.8m (2018 H1: GBP24.9m)
-- Underlying operating profit(1) up 1.7% to GBP6.5m (2018 H1: GBP6.4m) including GBP0.5m of planned start-up losses of new ABS law firm, National Accident Law ("NAL"). Before these losses, up 10.6% to GBP7.0m
-- Cash generation from operations(1) ahead at GBP3.5m (2018 H1: GBP1.3m)
-- Exceptional costs of GBP0.8m (2018 H1: GBP0.1m) incurred in preparing for small claims reforms
-- Profit before tax of GBP4.6m after exceptional costs (2018 H1: GBP5.3m)
-- Basic earnings per share of 3.4p (2018 H1: 8.2p), in line with the Board's expectations, reflecting
o Shifting balance of case allocation between panel law firms and Legal Services business unit, in line with strategy; and
o Continued development of ABS structures, highlighted by profit attributable to JV partners of GBP2.6m (2018 H1: GBP0.6m)
-- Interim dividend of 2.6p per share (2018 H1: 3.2p) -- Net debt(1) flat at GBP17.6m (2018 H1: GBP17.4m)
Operational Highlights
-- Strategic transformation of Personal Injury ("PI") division yielding positive results -- Successful launch of wholly owned law firm, NAL, which is scaling and performing well
-- National Accident Helpline ("NAH") marketing and placement tactics adapted to respond to continuing competitive pressures
-- Continued strong progress from Critical Care, with double digit revenue and profit growth -- Residential Property performance reflective of continuing difficult wider market conditions
Post-Period End
-- Announced the launch of a new ABS law firm, Law Together LLP, operated in partnership with panel law firm
Russell Atkinson, CEO of NAHL, commented:
"As a Group, we are pleased with the overall progress made in the first half of the year. The strategic transformation of our Personal Injury (PI) business continues and the changes put in place are now yielding positive results.
"Our wholly owned law firm, National Accident Law, has made encouraging progress since its launch in April 2019 and we are continuing to grow the number of enquiries being placed through our Legal Services business unit. Our focus remains on taking an economic interest in the success of the whole claim and capturing more value over the long-term. To this end, we are pleased to announce the launch of a new law firm, Law Together LLP, to help take advantage of the opportunities ahead.
"In our Critical Care division, we saw another strong performance, growing operating profit by 12.6% in the period as we begin the process of investing in the technology platform to position it for further growth. Conditions within the residential property market have been well documented and remain challenging. The leadership team in our Residential Property division are focused on a range of initiatives to grow market share.
"We are encouraged by the progress made in the year so far, and although fully cognisant of the challenges ahead, we remain confident of achieving a full year result in line with our underlying EPS(1) expectations."
For further information please call:
NAHL Group PLC via FTI Consulting Russell Atkinson (CEO) Tel: +44 (0) 20 James Saralis (CFO) 3727 1000 finnCap Ltd (NOMAD & Broker) Tel: +44 (0) 207 Julian Blunt / James Thompson 220 0500 (Corporate Finance) Andrew Burdis (Corporate Broking) FTI Consulting (Financial PR) Tel: +44 (0) 20 Alex Beagley 3727 1000 James Styles Sam Macpherson
Notes to Editors
NAHL Group plc (AIM: NAH) is a leader in the Consumer Legal Services ("CLS") market. The Group provides services and products to individuals and businesses in the CLS market through its three divisions:
-- Personal Injury provides outsourced marketing services to law firms through National Accident Helpline and claims processing services to individuals through its Legal Services business unit, which includes the law firms Your Law, National Law Partners, Law Together and National Accident Law.
-- Critical Care provides a range of specialist services in the catastrophic and serious injury market to both claimants and defendants through Bush and Company Rehabilitation.
-- Residential Property provides marketing services to law firms and conveyancers as well as surveys to individuals through Fitzalan Partners. It also provides property searches through Searches UK.
More information is available at www.nahlgroupplc.co.uk
(1) The Interim Results include alternative performance measures (APMs) because the Directors believe they provide useful information for shareholders on underlying business trends and performance. Details of APMs are provided in Note 1.
Interim Management Statement
I am pleased to report the Group's results for the six months ended 30 June 2019.
Summary of Financial Performance
During the first half of 2019, the Group has performed in line with the Board's underlying EPS expectations. Revenue grew by 3.9% to GBP25.8m (H1 2018: GBP24.9m) and underlying operating profit increased by 1.7% to GBP6.5m (H1 2018: GBP6.4m).
Unaudited Unaudited H1 2019 H1 2018 Growth Growth GBPm GBPm GBPm % Personal Injury 16.2 15.5 0.7 5.1 Critical Care 6.6 6.0 0.6 10.4 Residential Property 3.0 3.4 (0.4) (12.8) ------------------------------------------------------------------------ ---------- ---------- ------- ------- Revenue 25.8 24.9 0.9 3.9 Personal Injury 4.8 4.6 0.2 2.8 Critical Care 2.3 2.1 0.2 12.6 Residential Property 0.1 0.6 (0.5) (83.7) Group Costs (0.7) (0.9) 0.2 (21.9) ------------------------------------------------------------------------ ---------- ---------- ------- ------- Underlying operating profit 6.5 6.4 0.1 1.7 Start -up losses associated with NAL 0.5 - 0.5 n/a ------------------------------------------------------------------------ ---------- ---------- ------- ------- Underlying operating profit before start-up losses associated with NAL 7.0 6.4 0.6 10.6 ------------------------------------------------------------------------ ---------- ---------- ------- -------
Underlying operating profit was net of GBP0.5m of planned start-up losses associated with the Group's new law firm, National Accident Law ("NAL"). Whilst they don't conform to the Group's definition of exceptional costs, these start-up losses comprise the operating loss for the first six months after launch, as the business is scaling up and still refining its processes. The underlying operating profit before start-up losses associated with NAL was GBP7.0m, which represents growth of 10.6% on last year.
The Group also incurred GBP0.8m (H1 2018: GBP0.1m) of exceptional costs associated with our business transformation. We continue to carefully manage these costs and are pleased that they remain in line with plan.
After deducting minority interest payments associated with the Group's ABS law firms, which are rising as a result of increased volumes, underlying earnings per share was 7.4p (H1 2018: 9.9p), which was consistent with the Board's expectation.
Trading Review - Personal Injury ("PI")
The PI division performed in line with plan in the first half. Revenue increased 5.1% to GBP16.3m and underlying operating profit increased 2.8% to GBP4.8m.
The strategic transformation of PI continues and, pleasingly, the contribution from our Legal Services business unit is slightly ahead of expectations during the period. This includes the Group's wholly owned law firm, NAL, which has made encouraging progress since its launch in April 2019, and we are now turning our attention to finalising our small claims proposition, albeit we still require Government confirmation of some important elements of the small claims process.
We are encouraged that panel demand has remained stable during the period and we have agreed a number of deals with panel firms that extend beyond the reform implementation date, currently planned for April 2020. We continue to grow the proportion of our enquiries placed into our Legal Services business unit, in support of our chosen strategy.
National Accident Helpline ("NAH") continues to operate in challenging market conditions, driven by competitive pressures. The Board expects these to persist until the implementation date of the legal reforms. NAH management continue to adapt the business' marketing and placement tactics to respond and optimise its performance. As part of this, we are investing in re-platforming the NAH website in early 2020 which will keep us at the forefront of digital marketing performance.
Our largest ABS venture, Your Law LLP, performed ahead of expectations in the first half and continues to grow. It has achieved damages to date of over GBP16m. Together with our partner in this venture, NewLaw LLP, we are pleased with the progress made and look forward to further developing this relationship.
I am pleased to announce that on 16 September we entered into a contract to launch a new law firm, called Law Together LLP. This venture, which is operated in partnership with Horwich Cohen Coghlan Solicitors, is consistent with the ongoing evolution of our ABS strategy, enabling us to maintain our placement strategy and manage the working capital demands of running personal injury claims. Law Together is the third joint venture law firm to have been established by NAH following the launch of Your Law and National Law Partners in 2017 and is scheduled to launch in October 2019.
Trading Review - Critical Care
Our Critical Care division has had a good H1, driven largely by organic growth from its case management business. Revenue increased 10.4% to GBP6.6m, and underlying operating profit was up 12.6% to GBP2.3m.
The business is progressing a number of initiatives aimed at maintaining this growth and intends to upgrade its technology platform in 2020, which will create efficiencies and deliver further process improvements.
Trading Review - Residential Property
The residential property market has deteriorated further in H1 and this has impacted our results. First half revenue was down 12.8% to GBP3.0m and underlying operating profit was down 83.7% at GBP0.1m. Whilst leadership changes made last year are starting to have a positive effect, the market remains very challenging.
Cash Conversion, Balance Sheet and Interim Dividend
The Group generated free cash flow(1) of GBP0.8m in the first half (H1 2018: GBP(0.5)m) and underlying cash conversion increased on the same period last year to 66.5% (H1 2018: 20.3%). Our ABS law firms made a positive contribution towards a total of GBP4.3m underlying operating cash flow(1) .
As at 30 June 2019 we had net debt of bank borrowings of GBP17.6m (H1 2018: GBP17.4m), which was in line with our expectations.
The Board is declaring an interim dividend of 2.6p per share payable on 31 October 2019 to ordinary shareholders registered on 27 September 2019. Our policy is to have a dividend cover of twice underlying EPS, before exceptional costs and non-cash charges.
Current Year Outlook
As a Board, we are pleased with the tangible results achieved within the PI division in the first half of the year and expect the Group to continue to make progress with its strategic transformation in H2. Whilst we do not expect a noticeable improvement in the market conditions experienced by our Residential Property or PI divisions, our underlying earnings expectations for the full year remain unchanged.
Russell Atkinson
Chief Executive Officer
17 September 2019
(1) The Interim Results include alternative performance measures (APMs) because the Directors believe they provide useful information for shareholders on underlying business trends and performance. Details of APMs are provided in Note 1.
Consolidated statement of comprehensive income
for the 6 months ended 30 June 2019
Audited Unaudited Unaudited 12 months 6 months 6 months ended 31 Note ended 30 ended 30 December 2018 June 2019 June 2018 GBP000 GBP000 GBP000 Total revenue 2 25,839 24,865 48,957 Cost of sales (12,589) (12,217) (24,254) Gross profit 13,250 12,648 24,703 Administrative expenses (8,500) (7,269) (14,683) ---------------------------------------------------------------- ------- ----------- ------------ ---------------- Underlying operating profit 6,465 6,360 12,132 Share-based payments (426) (191) (457) Amortisation of intangible assets acquired on business combinations (484) (648) (1,270) Exceptional items 3 (805) (142) (385) Total operating profit 2 4,750 5,379 10,020 Financial income 104 98 222 Financial expense (296) (206) (470) ---------------------------------------------------------------- ------- ----------- ------------ ---------------- Profit before tax 4,558 5,271 9,772 Taxation 4 (424) (953) (1,389) ---------------------------------------------------------------- ------- ----------- ------------ ---------------- Profit for the period and total comprehensive income 4,134 4,318 8,383 ---------------------------------------------------------------- ------- ----------- ------------ ---------------- Profit and total comprehensive income is attributable to: Owners of the company 1,561 3,758 6,674 Non-controlling interests 2,573 560 1,709 ---------------------------------------------------------------- ------- ----------- ------------ ---------------- 4,134 4,318 8,383 ---------------------------------------------------------------- ------- ----------- ------------ ---------------- Unaudited 6 months ended Unaudited 6 months Audited 12 months 30 June 2019 ended ended 30 June 31 December 2018 2018 -------------------------------- ------------------------- ------------------- ------------------ Basic earnings per share (p) 7 3.4 8.2 14.5 -------------------------------- ------------------------- ------------------- ------------------ Diluted earnings per share (p) 7 3.3 8.0 14.3 -------------------------------- ------------------------- ------------------- ------------------
Consolidated statement of financial position
At 30 June 2019
Unaudited 6 months ended Unaudited 6 months ended Audited 12 months ended 30 June 2019 30 June 2018 31 December 2018 Note GBP000 GBP000 GBP000 --------------------------- ----- -------------------------- -------------------------- -------------------------- Non-current assets Goodwill 60,362 60,362 60,362 Intangibles 5,906 6,647 6,400 Property, plant and equipment 842 225 195 Deferred tax asset 152 34 177 --------------------------- ----- -------------------------- -------------------------- -------------------------- 67,262 67,268 67,134 --------------------------- ----- -------------------------- -------------------------- -------------------------- Current assets Trade and other receivables (including GBP4,955,000 (June 2018: GBP9,538,000, December 2018: GBP6,603,000) due in greater than one year) 5 33,027 29,978 28,806 Cash and cash equivalents 2,026 939 1,598
35,053 30,917 30,404 --------------------------- ----- -------------------------- -------------------------- -------------------------- Total assets 102,315 98,185 97,538 --------------------------- ----- -------------------------- -------------------------- -------------------------- Current liabilities Trade and other payables 6 (17,495) (14,770) (15,111) Other payables relating to legacy pre-LASPO ATE product - (865) (301) Tax payable (726) (1,290) (975) (18,221) (16,925) (16,387) --------------------------- ----- -------------------------- -------------------------- -------------------------- Non-current liabilities Other interest-bearing loans and borrowings (19,659) (18,334) (17,122) Deferred tax liability (1,188) (1,500) (1,342) --------------------------- ----- -------------------------- -------------------------- -------------------------- (20,847) (19,834) (18,464) --------------------------- ----- -------------------------- -------------------------- -------------------------- Total liabilities (39,068) (36,759) (34,851) --------------------------- ----- -------------------------- -------------------------- -------------------------- Net assets 63,247 61,426 62,687 --------------------------- ----- -------------------------- -------------------------- -------------------------- Equity Share capital 115 115 115 Share option reserve 3,004 2,312 2,578 Share premium 14,595 14,595 14,595 Merger reserve (66,928) (66,928) (66,928) Retained earnings 110,313 110,756 111,380 --------------------------- ----- -------------------------- -------------------------- -------------------------- Capital and reserves attributable to the owners of NAHL Group plc 61,099 60,850 61,740 Non-controlling interests 2,148 576 947 --------------------------- ----- -------------------------- -------------------------- -------------------------- Total equity 63,247 61,426 62,687 --------------------------- ----- -------------------------- -------------------------- --------------------------
Consolidated statement of changes in equity
for the 6 months ended 30 June 2019
Capital and reserves Share attributa-ble Share option Share Merger Retained to the owners Non-controlling Total capital reserve premium reserve earnings of NAHL Group interest equity GBP000 GBP000 GBP000 GBP000 GBP000 plc GBP000 GBP000 GBP000 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Balance at 1 January 2019 115 2,578 14,595 (66,928) 111,380 61,740 947 62,687 Adjustment on initial application of IFRS 16 - - - - 4 4 - 4 Adjusted balance at 1 January 2019 115 2,578 14,595 (66,928) 111,384 61,744 947 62,691 Total comprehensive income for the period Profit for the period - - - - 1,561 1,561 2,573 4,134 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Total comprehensive income - - - - 1,561 1,561 2,573 4,134 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Transactions with owners, recorded directly in equity Share-based payments - 426 - - - 426 - 426 Dividends paid - - - - (2,632) (2,632) - (2,632) Non- controlling interest member drawings - - - - - - (1,372) (1,372) Balance at 30 June 2019 115 3,004 14,595 (66,928) 110,313 61,099 2,148 63,247 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Balance at 1 January 2018 115 2,121 14,507 (66,928) 111,893 61,708 103 61,811 Total comprehensive income for the period Profit for the period - - - - 3,758 3,758 560 4,318 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Total comprehensive income - - - - 3,758 3,758 560 4,318 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Transactions with owners, recorded directly in equity Issue of new Ordinary shares - - 88 - - 88 - 88 Share-based payments - 191 - - - 191 - 191 Dividends paid - - - - (4,895) (4,895) - (4,895) Non- controlling interest member drawings - - - - - - (87) (87) Balance at 30 June 2018 115 2,312 14,595 (66,928) 110,756 60,850 576 61,426 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Balance at 1 January 2018 115 2,121 14,507 (66,928) 111,893 61,708 103 61,811 Adjustment on initial application of IFRS 9 net of tax - - - - (814) (814) - (814) Adjusted balance at 1 January 2018 115 2,121 14,507 (66,928) 111,079 60,894 103 60,997 Total comprehensive income for the year Profit for the year - - - - 6,674 6,674 1,709 8,383 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Total comprehensive income - - - - 6,674 6,674 1,709 8,383 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- -------- Transactions with owners, recorded directly in equity Issue of new Ordinary Shares - - 88 - - 88 - 88 Member drawings - - - - - - (865) (865) Share-based payments - 457 - - - 457 - 457 Dividends paid - - - - (6,373) (6,373) - (6,373) Balance at 31 December 2018 115 2,578 14,595 (66,928) 111,380 61,740 947 62,687 ---------------- --------- --------- --------- --------- ---------- --------------- ----------------- --------
Consolidated cash flow statement
for the 6 months ended 30 June 2019
Audited Unaudited 6 months ended Unaudited 12 months ended 31 30 June 2019 6 months ended 30 June December 2018 Note GBP000 2018 GBP000 GBP000 -------------------------- ------ -------------------------- -------------------------- -------------------------- Cash flows from operating activities Profit for the period 4,134 4,318 8,383 Adjustments for: Depreciation and amortisation 913 810 1,630 IFRS 9 provision movements 130 - 206 Financial income (104) (98) (222) Financial expense 296 206 470 Share-based payments 426 191 457 Taxation 424 953 1,389 ---------------------------------- -------------------------- -------------------------- -------------------------- 6,219 6,380 12,313 Increase in trade and other receivables (4,253) (7,621) (7,564) Increase in trade and other payables 1,530 2,340 2,775 Increase/(decrease) in other payables relating to legacy pre-LASPO ATE product - 189 (375) ---------------------------------- -------------------------- -------------------------- -------------------------- Cash generation from operations 3,496 1,288 7,149 Interest paid (240) (154) (474) Tax paid (803) (1,338) (2,202) ---------------------------------- -------------------------- -------------------------- -------------------------- Net cash from operating activities 2,453 (204) 4,473 ---------------------------------- -------------------------- -------------------------- -------------------------- Cash flows from investing activities Acquisition of property, plant and equipment (118) (42) (145) Acquisition of intangible assets (190) (156) (640) Disposal of property, plant and equipment - - 42 Interest received 6 2 35 Net cash used in investing activities (302) (196) (708) ---------------------------------- -------------------------- -------------------------- -------------------------- Cash flows from financing activities New share issue - 88 88 New borrowings acquired 2,500 5,375 4,125 Finance leases (219) - - Dividends paid (2,632) (4,895) (6,373) Non- controlling interest member drawings (1,372) (87) (865) ---------------------------------- -------------------------- -------------------------- -------------------------- Net cash (used in)/from financing activities (1,723) 481 (3,025) ---------------------------------- -------------------------- -------------------------- -------------------------- Net increase in cash and cash equivalents 428 81 740 Cash and cash equivalents at beginning of period 1,598 858 858 ---------------------------------- -------------------------- -------------------------- -------------------------- Cash and cash equivalents at end of period 2,026 939 1,598 ---------------------------------- -------------------------- -------------------------- --------------------------
Notes to the financial statements
1. Accounting policies
General Information
The half year results for the current and comparative period to 30 June have not been audited or reviewed by auditors pursuant to the Auditing Practices Board guidance of Review of Interim Financial Information.
These half year results do not comprise statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2018 were approved by the Board of Directors on 18 March 2019 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under Section 498 of the Companies Act 2006.
Having made due enquiries the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the condensed set of financial statements.
The condensed set of financial statements was approved by the Board of Directors on 16 September 2019.
Basis of preparation
Statement of compliance
The half year results for the current and comparative period to 30 June have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU and the AIM Rules of UK companies. They do not include all of the information required for full annual financial statements and should be read in conjunction with the financial statements of the Group for the year ended 31 December 2018, which have been prepared in accordance with IFRSs as adopted by the European Union.
New and amended standards adopted by the Group
The following new or amended standards became applicable for the current reporting period:
IFRS 16 - Leases
The Group has adopted IFRS 16 'Leases' from 1 January 2019 which has changed lease accounting for lessees under operating leases. Such agreements now require recognition of an asset, representing the right to use the leased item, and a liability, representing future lease payments. Lease costs (such as property rent) are recognised in the form of depreciation and interest, rather than as an operating cost. Further information on the impact of IFRS 16 is given in Note 10.
Use of judgements and estimates
The preparation of financial statements in conformity with IFRSs requires management to make judgements and estimates that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimates are revised and in any future years affected.
The preparation of the condensed set of financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.
In preparing the condensed set of financial statements, the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were of the same type as those that applied to the financial statements for the year ended 31 December 2018.
Significant accounting policies
The accounting policies used in the preparation of these interim financial statements for the 6 months ended 30 June 2019 are the accounting policies as applied to the Group's financial statements for the year ended 31 December 2018 with the addition of IFRS 16 which is discussed in further detail in Note 10.
Statutory and non-statutory measures
The Directors have presented these alternative performance measures (APMs) in the Interim Results because they believe they provide additional useful information for shareholders on underlying business trends and performance. As these APMs are not defined by IFRS, they may not be directly comparable to other companies' APMs. They are not intended to be a substitute for, or superior to, IFRS measurements and the Directors recommend that the IFRS measures should also be used when users of this document assess the performance of the Group.
The APMs used in the Interim Results are as defined in the 2018 Annual Report and the principles to identify adjusting items have been applied on a basis consistent with previous years with the exception of exceptional revenues arising from the release of the pre-LASPO ATE liability. Given the magnitude of the pre-LASPO ATE liability, it is no longer considered to be a material item and therefore from 1 January 2019 the Directors have made the decision to no longer include revenues related to the release of this liability as an exceptional item. The key adjusting items in arriving at the APMs are as follows:
IFRS 2 Share-based Payments - This is the charge for share-based payments calculated in line with IFRS 2. IFRS 2 requires the fair
value of equity instruments measured at grant date to be spread over the period during which the employees become unconditionally
entitled to the options. The calculation behind the charge can fluctuate year-on-year as new grants are made depending on inputs such
as the expected volatility, the share price, exercise price etc. and therefore the charge can vary with little correlation to the underlying
trading activities. For example, in the five years since the Group's flotation on AIM, the IFRS 2 charge has been as low as GBP182,000 and
as high as GBP1,052,000. Management therefore believe it is appropriate to exclude this charge from the underlying operating profit to
allow for greater comparability of the underlying core trading performance of the Group year-on-year.
IFRS 3 (Revised) Business Combinations - This is the amortisation charge for intangible assets arising on acquisitions and expenditure
arising from acquisition activity. Under IFRS 3 all acquisition costs are required to be expensed in the Group Income Statement and
intangible assets arising on acquisition are required to be amortised over their useful economic life. Management believes that it is
useful to separately identify these costs due to their materiality to the Group results and due to the fact that the amortisation is
calculated on a straight-line basis, it therefore has little correlation to the trading activities of the acquired entity in any particular year.
To allow for greater comparability of the trading results year-on-year, this charge is therefore excluded from underlying operating profit.
Exceptional items - These are non-recurring items that are material by nature and separately identified to allow for greater comparability of underlying Group operating results year on year. Examples of exceptional items in the current and/or previous years include
reorganisation and restructuring costs; revaluation of liability associated with legacy ATE products; and acquisition related costs.
Exceptional costs are separately identified to allow for greater comparability of underlying Group operating results year-on-year.
The APMS presented in the Interim Results are defined as follows:
Nature Related Related of IFRS IFRS measure measure source Definition Use/relevance Underlying Operating Consolidated Based on the related Allows management and users operating profit income IFRS measure of the financial statements profit statement but excluding exceptional to assess the underlying items, IFRS trading results after removing 2 share-based payment material, non-recurring charges and items that are not reflective amortisation of intangible of the core trading activities assets and allows comparability acquired on business of core trading performance combinations. year-on-year. ----------- ----------------- --------------- --------------------------------- ---------------------------------- Underlying Cash flow Consolidated Based on the related Provides management with operating from cash flow IFRS measure an indication of the amount cash operating statement but excluding cash flows of cash available for flow activities in respect of discretionary the items excluded from investing or financing underlying after removing material operating profit as described non-recurring expenditure above. that does not reflect the underlying trading operations and allows management to monitor the conversion of underlying profit into cash. Underlying Not defined n/a Calculated as underlying cash by IFRS operating conversion cash flow divided by underlying operating profit. Free Not defined n/a Calculated as net cash cash by IFRS generated flow from operating activities less net cash used in investing activities less payments made to non-controlling interests. ----------- ----------------- --------------- --------------------------------- Underlying Basic Consolidated Based on the related Allows management and users EPS income IFRS measure of the financial statements EPS statement but calculated using to assess the underlying underlying trading results after removing Profit after tax. material, non-recurring items that are not reflective of the core trading activities. It also allows comparability of core trading performance year-on-year. ---------------------------- ----------------- --------------------------------- ---------------------------------- Working Movement Consolidated Working capital is not Allows management to assess Capital in receivables statement defined by IFRS. This the short-term cash flows and movement of cashflows is defined by management from movements in the more in payables as being the cash movement liquid assets. in trade and other receivables less the cash movement in trade and other payables. Net debt Not defined Consolidated Net debt is defined as Allows management to monitor by IFRS cash flow cash and cash the overall level of debt statement equivalents less interest-bearing in the business. As stated borrowings net of loan in the strategic report, arrangement loan funding is key to fees. the Group's future strategy as an increasing proportion of profits and cash flows
are deferred until case settlement.
A reconciliation of each measure is provided as follows:
Underlying operating profit:
Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 ---------------------------- ---------------------------- ---------------------------- ---------------------------- IFRS measure - operating profit 4,750 5,379 10,020 Exceptional items 805 142 385 IFRS 2 share-based payment charge 426 191 457 Amortisation of intangible assets acquired on business combinations 484 648 1,270 Underlying operating profit 6,465 6,360 12,132 ---------------------------- ---------------------------- ---------------------------- ----------------------------
Underlying operating cash flow, underlying cash conversion and free cash flow:
Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 ---------------------------- ---------------------------- ---------------------------- ---------------------------- IFRS measure - cash generation from operations 3,496 1,288 7,149 Exceptional items 805 142 385 Working capital movements in respect of exceptional items - 50 50 Decrease/(increase) in liabilities relating to Pre-LASPO ATE - (189) 375 ---------------------------- ---------------------------- ---------------------------- ---------------------------- Underlying operating cash flow 4,301 1,291 7,959 Underlying operating profit (as above) 6,465 6,360 12,132 Underlying cash conversion 66.5% 20.3% 65.6% Cash generation from operations 3,496 1,288 7,149 Interest paid (240) (154) (474) Tax paid (803) (1,338) (2,202) ---------------------------- ---------------------------- ---------------------------- ---------------------------- Net cash generated from operating activities 2,453 (204) 4,473 Net cash used in investing activities (302) (196) (708) Payments to non-controlling interests (1,372) (87) (865) ---------------------------- ---------------------------- ---------------------------- ---------------------------- Free cash flow 779 (487) 2,900 ---------------------------- ---------------------------- ---------------------------- ----------------------------
Underlying EPS:
Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 ---------------------------- ---------------------------- ---------------------------- ---------------------------- IFRS measure - profit for the year attributable to shareholders 1,561 3,758 6,674 Exceptional items net of tax 652 115 312 Start-up losses associated 458 - - with NAL net of tax IFRS 2 share-based payment charge 426 191 457 Amortisation of intangible assets acquired on business combinations net of deferred tax 334 486 950 Underlying profit for the year attributable to shareholders 3,431 4,550 8,393 Weighted average number of shares 46,178,716 46,100,876 46,160,172 Underlying EPS 7.4 9.9 18.2 ---------------------------- ---------------------------- ---------------------------- ----------------------------
Working capital:
Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 ---------------------------- ---------------------------- ---------------------------- ---------------------------- Movement in trade and other receivables (4,253) (7,621) (7,564) IFRS 9 provision movement 130 - 206 Movement in trade and other payables 1,530 2,340 2,775 Working capital (2,593) (5,281) (4,583) Pre-LASPO ATE movement (101) - - IFRS 9 opening balance adjustment - - 1,002 IFRS 16 adjustments to 676 - - payables Movement in interest accruals (120) (81) (268) ---------------------------- ---------------------------- ---------------------------- ---------------------------- IFRS measure - movement in trade and other receivables less movement in trade and other payables (including Pre-LASPO ATE liability) (2,138) (5,362) (3,849) ---------------------------- ---------------------------- ---------------------------- ----------------------------
Financial assets and liabilities
The Group's principal financial instruments comprise cash and cash equivalents, trade and other receivables, trade and other payables
and interest-bearing borrowings.
Trade and other receivables
Trade and other receivables are recognised initially at fair value. Subsequent to initial recognition, trade and other receivables are stated at amortised cost using the effective interest method, less any impairment losses calculated in line with IFRS 9.
Trade and other payables
Trade and other payables are recognised initially at fair value. Subsequent to initial recognition, trade and other payables are stated at
amortised cost using the effective interest method.
Cash and cash equivalents
Cash and cash equivalents comprise cash balances. Cash and cash equivalents are repayable on demand and are recognised at their
carrying amount.
Interest-bearing borrowings
Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition,
interest-bearing borrowings are stated at amortised cost using the effective interest method, less any impairment losses.
2. Operating segments
Personal Critical Residential Group Underlying Pre-LAPSO Other Eliminati-ons Total Injury Care Property GBP000 operations ATE items GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 6 months ended 30 June 2019 Revenue 16,279 6,591 2,969 - 25,839 - - - 25,839 Depreciation and amortisation (185) (71) (172) (1) (429) - (484) - (913) Operating profit/(loss) (1) 4,751 2,349 96 (731) 6,465 - (1,715) - 4,750 Financial income 103 - - 1 104 - - - 104 Financial expenses (1) (1) (2) (292) (296) - - - (296) Profit/(loss) before tax 4,853 2,348 94 (1,022) 6,273 - (1,715) - 4,558 Trade receivables 8,673 5,106 770 - 14,549 - - - 14,549 Total assets(3) 29,289 5,753 1,666 78,332 115,040 - - (12,725) 102,315 Segment liabilities(3) (15,457) (1,027) (704) (307) (17,495) - (2) - - (17,495) Capital expenditure (including intangibles) (192) (93) (7) (16) (308) - - - (308) ------------------------- --------- --------- ------------ -------- ----------- ---------- --------- -------------- --------- 6 months ended 30 June 2018 Revenue 15,489 5,970 3,406 - 24,865 - - 24,865 Depreciation and amortisation (94) (18) (50) - (162) - (648) (810) Operating profit/(loss) (1) 4,622 2,087 588 (937) 6,360 - (981) 5,379 Financial income 97 - - 1 98 - - 98 Financial expenses - - - (206) (206) - - (206) Profit/(loss) before tax 4,719 2,087 588 (1,142) 6,252 - (981) 5,271 Trade receivables 14,572 4,655 795 - 20,022 - - 20,022 Total Assets(3) 25,132 4,970 1,604 78,917 110,623 (12,438) 98,185 Segment liabilities(3) (12,492) (1,003) (569) (706) (14,770) (865)(2) - 15,635 Capital expenditure (including intangibles) 21 20 157 - 198 - - 198 ------------------------- --------- --------- ------------ -------- ----------- ---------- --------- -------------- --------- 12 months ended 31 December 2018 Revenue 29,522 12,383 6,388 - 48,293 664 - - 48,957 Depreciation and amortisation (195) (48) (117) - (360) - (1,270) - (1,630) Operating profit/(loss) (1) 8,424 4,520 728 (1,540) 12,132 589 (2,701) - 10,020 Financial income 191 30 - 1 222 - - - 222 Financial expenses - (5) - (465) (470) - - - (470) Profit/(loss) before tax 8,615 4,545 728 (2,004) 11,884 589 (2,701) - 9,772 Trade receivables 10,200 5,036 598 - 15,834 - - - 15,834 Total assets(3) 24,528 5,800 1,269 78,574 110,171 - - (12,633) 97,538 Segment liabilities(3) (13,254) (1,137) (364) (356) (15,111) (301)(2) - - (15,412) Capital expenditure (including intangibles) 245 188 352 - 785 - - - 785 ------------------------- --------- --------- ------------ -------- ----------- ---------- --------- -------------- --------- 1. These are the respective underlying profits of the division.
2. Pre-LASPO ATE liabilities include the balance of commissions received in advance that are due to be paid back to the insurance
provider of GBP200,000 (June 2018: GBP865,000, December 2018: GBP301,000). From January 2019 this balance was no longer considered to be material and going forward will now be presented as part of Personal Injury.
3. Total assets and segment liabilities exclude intercompany loan balances as these do not form part of the operating activities of the segment.
Geographic information
All revenue and assets of the Group are based in the UK.
Operating segments
The activities of the Group are managed by the Board, which is deemed to be the chief operating decision maker (CODM). The CODM has identified the following segments for the purpose of performance assessment and resource allocation decisions. These segments are split along product lines and are consistent with those reported last year.
Personal Injury - Revenue from the provision of enquiries to the Panel Law Firms, based on a cost plus margin model, plus commissions received from providers for the sale of additional products by them to the Panel Law Firms and in the case of the ABSs, revenue receivable from clients for the provision of legal services.
Critical Care - Revenue from the provision of expert witness reports and case management support within the medico-legal framework for multi-track cases.
Residential Property - Revenue from the provision of online marketing services to target homebuyers and sellers in England and Wales, offering lead generation services to Panel Law Firms and surveyors in the conveyancing sector and the provision of conveyancing searches for solicitors and licensed conveyancers.
Group - Costs that are incurred in managing Group activities or not specifically related to a product.
Pre-LASPO ATE - Revenue is commissions received from the insurance provider for the use of after the event policies by Panel Law Firms. From 1 April 2013, this product was no longer available as a result of LASPO regulatory changes. Included in the balance sheet is a liability relating to commissions received in advance that are due to be paid back to the insurance provider. No interest is due on this liability.
Other items - Costs associated with the acquisition of subsidiary undertakings, reorganisation costs associated with exceptional projects that are not related to the core operations of the business, share-based payments and amortisation charges on intangible assets recognised as part of business combinations.
3. Exceptional items
Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 ---------------------------- ---------------------------- ---------------------------- ---------------------------- Release of pre-LASPO ATE liability and associated costs(1) - - 589 Personal Injury reorganisation costs(2) (805) (142) (816) Residential Property reorganisation costs(3) - - (158) Total (805) (142) (385) ---------------------------- ---------------------------- ---------------------------- ----------------------------
1. Previously recognised liabilities for pre-LASPO ATE commissions received in advance of GBP664,000 were released in 2018 as a result of more favourable settlements. These have been offset by associated costs of GBP75,000.
2. Personal Injury reorganisation costs relate to costs associated with exceptional projects that are not related to the core operations
of the business.
3. Costs of management reorganisation in the Residential Property division. 4. Taxation Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 Current tax expense Current tax on income for the year 552 1,115 1,824 Adjustments in respect of prior years - - (160) Total current tax 552 1,115 1,664 Deferred tax credit Origination and reversal of timing differences (128) (162) (275) ---------------------------- ---------------------------- ---------------------------- ---------------------------- Total deferred tax (128) (162) (275) ---------------------------- ---------------------------- ---------------------------- ---------------------------- Total expense in statement of comprehensive income 424 953 1,389 ---------------------------- ---------------------------- ---------------------------- ---------------------------- Total tax charge 424 953 1,389 ---------------------------- ---------------------------- ---------------------------- ----------------------------
Reconciliation of effective tax rate:
Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 Profit for the period 4,134 4,318 8,383 Total tax expense 424 953 1,389 Profit before taxation 4,558 5,271 9,772 Tax using the UK corporation tax rate of 19.00% (June 2018: 19.00%, December 2018:19.00%) 866 1,001 1,856 Income disallowable for tax purposes - - (6) Non-deductible expenses 81 36 100 Adjustments in respect of prior years - - (160) Share scheme deductions - (18) (18) Non-controlling interest share of tax (489) (106) (324) Short term timing differences for which no deferred tax is recognised (34) 40 (59) ---------------------------- ---------------------------- ---------------------------- ---------------------------- Total tax charge 424 953 1,389 ---------------------------- ---------------------------- ---------------------------- ----------------------------
The Group's tax charge of GBP424,000 (June 2018: GBP953,000, December 2018: GBP1,389,000) represents an effective tax rate of 9.3% (June 2018: 18.1%, December 2018: 14.2%). The effective tax rate is lower than the standard corporation tax rate of 19.0% for the reasons as set out above. The most significant of these is that the Group does not account for the non-controlling interests' share of tax. This results in a reduction in effective tax rate of 10.7% (June 2018: 2.0%, December 2018: 3.3%).
Changes in tax rates and factors affecting the future tax charge
A reduction in the UK corporation tax rate from 19.0% to 18.0% (effective from 1 April 2020) was substantively enacted on 26 October 2015 and an additional reduction to 17.0% (effective from 1 April 2020) were substantively enacted on 6 September 2017. This will reduce the Group's future current tax charge accordingly. The deferred tax assets and liabilities at 30 June 2019have been calculated based on these rates.
5. Trade and other receivables Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 Trade receivables: receivable in less than one year 13,444 12,082 13,234 Trade receivables: receivable in more than one year 1,105 7,940 2,600 Accrued income: receivable in less than one year 8,346 5,215 4,359 Accrued income: receivable in more than one year 3,850 1,597 4,003 Other receivables 208 259 308 ---------------------------- ---------------------------- ---------------------------- ---------------------------- 26,953 27,093 24,504 Prepayments 990 594 673 Recoverable disbursements 5,084 2,291 3,629 ---------------------------- ---------------------------- ---------------------------- ---------------------------- Total 33,027 29,978 28,806 ---------------------------- ---------------------------- ---------------------------- ----------------------------
A provision against trade receivables of GBP779,000 (June 2018: GBP171,000, December 2018 GBP909,000) is included in the figures above.
6. Trade and other payables
Unaudited 6 months ended 30 Unaudited 6 months ended 30 Audited 12 months ended 31 June 2019 June 2018 December 2018 GBP000 GBP000 GBP000 Trade payables 3,642 2,360 2,493 Disbursements payable 5,359 2,320 3,712 Other taxation and social security 941 975 1,028 Other payables, accruals and deferred revenue 6,849 8,311 6,907 Customer deposits 704 804 971 ---------------------------- ---------------------------- ---------------------------- ---------------------------- Total 17,495 14,770 15,111 ---------------------------- ---------------------------- ---------------------------- ----------------------------
7. Earnings per share
The calculation of basic earnings per share at 30 June 2019 is based on profit attributable to ordinary shareholders and a weighted average number of Ordinary Shares outstanding at the end of the period as follows:
Profit attributable to ordinary shareholders (basic)
Unaudited 6 months ended Unaudited 6 months ended 30 June 30 June Audited 12 months ended 31 2019 2018 December 2018 GBP000 GBP000 GBP000 ---------------------------- ---------------------------- ---------------------------- ---------------------------- Profit for the period attributable to the shareholders 1,561 3,758 6,674 ---------------------------- ---------------------------- ---------------------------- ----------------------------
Weighted average number of Ordinary Shares (basic)
Unaudited 6 months ended Unaudited 6 months ended Audited 12 months ended Number 30 June 2019 30 June 2018 31 December 2018 ---------------------------- --------------------------- --------------------------- --------------------------- Issued Ordinary Shares at start of period 46,178,716 46,061,090 46,061,090 ----------------------------- --------------------------- --------------------------- --------------------------- Weighted average number of Ordinary Shares at end of period 46,178,716 46,100,876 46,160,172 ----------------------------- --------------------------- --------------------------- ---------------------------
Basic earnings per share (p)
Unaudited 6 months ended 30 June Unaudited 6 months ended 30 June Audited 12 months ended 31 2019 2018 December 2019 ----------- ---------------------------------- ---------------------------------- --------------------------------- Group (p) 3.4 8.2 14.5 ----------- ---------------------------------- ---------------------------------- ---------------------------------
The Company has in place share-based payment schemes to reward employees. The incremental shares available for these schemes included in the diluted earnings per share calculation are 405,859 (June 2018: 958,388; December 2018: 454,169). There are no other diluting items.
Diluted earnings per share (p)
Unaudited 6 months ended 30 June Unaudited 6 months ended 30 June Audited 12 months ended 31 2019 2018 December 2018 ----------- --------------------------------- ---------------------------------- ---------------------------------- Group (p) 3.3 8.0 14.3 ----------- --------------------------------- ---------------------------------- ----------------------------------
8. Dividends
On 31 May 2019 the Group paid final dividends in respect of 2018 of GBP2,632,000 (2018: final dividends in respect of 2017 of GBP4,895,000) which represented a dividend per share of 5.7p (2018: 10.6p). The Directors have recommended an interim dividend in respect of 2019 of 2.6p (2018: interim dividend of 3.2p).
9. Net debt
Net debt comprises cash and cash equivalents, secured bank loans, loan notes and preference shares.
30 June 2019 30 June 31 December 2018 GBP000 2018 GBP000 GBP000 ------------------------------------------------ -------------- --------- ----------------- Cash and cash equivalents 2,026 939 1,598 Other interest-bearing loans and loan notes(1) (19,659) (18,334) (17,122) Net debt (17,633) (17,395) (15,524) ------------------------------------------------ -------------- --------- -----------------
1. Other interest-bearing loans and loan notes are stated after deducting facility arrangement fees of GBP91,000 (June 2018: GBP166,000; December 2018: GBP128,000). These fees are being amortised over the term of the facility.
Set out below is a reconciliation of movements in net debt during the period.
30 June 2019 30 June 31 December 2018 GBP000 2018 GBP000 GBP000 ------------------------------------------------------------------------- ------------- --------- ----------------- Net increase in cash and cash equivalents 428 81 740 Cash and cash equivalents net inflow from increase in debt and debt financing (2,500) (5,375) (4,125) ------------------------------------------------------------------------- ------------- --------- ----------------- Movement in net borrowings resulting from cash flows (2,072) (5,294) (3,385) Non-cash release of prepaid loan arrangement fees (37) (37) (75) Net debt at beginning of period (15,524) (12,064) (12,064) ------------------------------------------------------------------------- ------------- --------- ----------------- Net debt at end of period (17,633) (17,395) (15,524) ------------------------------------------------------------------------- ------------- --------- -----------------
It is the Group's intention to repay the balance on the revolving credit facility in more than 12 months time and hence the gross balance of GBP19,750,000 is deemed to be a non-current liability.
10. Changes in accounting policies
The Group has adopted the modified retrospective approach with the right of use asset measured as if IFRS 16 had been applied since the commencement date of a lease using a discount rate based on the Group's incremental borrowing rate at the date of initial application and the lease liability at transition date as the present value of the remaining lease payments, discounted using the Group's
incremental borrowing rate at the date of initial application, adjusted by any prepayments or lease incentives recognised immediately before the date of initial application. Under the modified retrospective transition approach, the comparative information is not restated.
The Group has elected to apply a single discount rate to assets with similar characteristics. The Group has also elected not to recognise right of use assets and lease liabilities for short-term leases or low-value assets. The Group will continue to expense the lease payments associated with these leases on a straight-line basis over the lease term.
Leases
The Group leases property and certain items of office equipment.
Property Office equipment Total GBP000 GBP000 GBP000 -------------------------------------- --------- ----------------- -------- Right of use asset at 1 January 2019 531 109 640 -------------------------------------- --------- ----------------- -------- Right of use asset at 30 June 2019 473 97 570 -------------------------------------- --------- ----------------- --------
Impact on Financial Statements
1) Impact on transition
On transition to IFRS 16, the Group recognised additional right of use assets and lease liabilities recognising the difference in retained earnings. This impact on transition is summarised below.
Total GBP000 Right of use assets presented in property, plant and equipment 640 Lease liabilities presented in other payables, accruals and deferred revenue (673) Release of rent-free period adjustments 37 ------------------------------------------------------------------------------ -------- Impact on retained earnings 4 ------------------------------------------------------------------------------ --------
2) Impacts for the period
As a result of applying IFRS 16, in relation to the leases that were previously classified as operating leases, the Group recognised GBP570,000 of right of use assets and GBP640,000 of lease liabilities as at 30 June 2019 (including new leases taken out after 1 January 2019). The right of use assets of GBP570,000 have been included in property, plant and equipment on the balance sheet and the lease liabilities of GBP640,000 have been included within other payables, accruals and deferred revenue.
Also, in relation to those leases under IFRS 16, the Group has recognised depreciation and interest costs, instead of operating lease expense. During the six months ended 30 June 2019, the Group recognised GBP187,000 of depreciation charges and GBP4,000 of interest costs from those leases.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
IR EASNKFSANEFF
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