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TPFG Property Franchise Group Plc (the)

342.00
-3.00 (-0.87%)
19 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Property Franchise Group Plc (the) LSE:TPFG London Ordinary Share GB00BH0WFH67 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -3.00 -0.87% 342.00 335.00 345.00 345.00 340.00 345.00 94,568 16:35:01
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Real Estate Agents & Mgrs 27.16M 7.23M 0.2256 15.07 108.94M

Property Franchise Group PLC (The) Interim Results (6872Q)

14/09/2017 7:00am

UK Regulatory


Property Franchise (LSE:TPFG)
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RNS Number : 6872Q

Property Franchise Group PLC (The)

14 September 2017

THE PROPERTY FRANCHISE GROUP PLC

(the "Company" or the "Group")

Interim Results for the six months ended 30 June 2017

Group revenue up 28%

Interim dividend increased by 5%

The Property Franchise Group, one of the UK's largest property franchises, today announces its interim results for the period ended 30 June 2017.

Financial Highlights

   --              Revenue increased by 28% to GBP4.7m (H1 2016: GBP3.7m) 
   --              Management Service Fees (royalties) increased by 19% to GBP3.8m (H1 2016: GBP3.2m) 
   --              Operating margin* of 31% (H1 2016: 42%) 
   --              Profit before tax** increased by 36% to GBP2.1m (H1 2016: GBP1.6m) 

-- Strong balance sheet with a cash position of GBP2.3m (H1 2016: GBP4.5m) and debt of GBP3m (H1 2016: GBP1.8m)

   --              Basic earnings per share** increased by 30% to 7.4p per share (H1 2016: 5.7p) 
   --              Interim dividend increased by 5% to 2.1p per share (H1 2016: 2.0p) 

Operational Highlights

   --              383 trading offices up 94 from H1 2016 
   --              Tenanted managed properties increased to 50,000 (H1 2016: 46,000) 
   --              20 new franchisees recruited (H1 2016: 7) 
   --              18 new offices opened (H1 2016: 4) 

-- Group remains heavily weighted towards lettings, accounting for 70% of Management Service Fees (H1 2016 74%)

* excludes exceptional items

** includes exceptional items

Ian Wilson, Chief Executive Officer of The Property Franchise Group, commented:

"We have delivered a strong performance at our traditional high street brands, which grew market share despite the general challenging market backdrop.

"In line with our strategy, we have also invested in experienced individuals and technology capabilities, translating insights gained from our online business, EweMove, to our five traditional high street brands. The Company has continued to support our franchisees operationally and financially with local acquisition opportunities, as smaller competitors decide to exit the lettings market.

"With the appointment of a new Managing Director for EweMove and a new focus on recruiting experienced estate agents as EweMove's local franchisees, management is confident of rapidly improving trading performance in this strategically important subsidiary."

For further information, please contact:

 
 The Property Franchise Group PLC 
  Ian Wilson, Chief Executive Officer 
  David Raggett, Chief Financial Officer                  01202 292829 
 Cenkos Securities plc                                    0207 397 
  Max Hartley (Nominated Adviser), Alex Aylen (Sales)      8900 
 Bell Pottinger 
                                                          020 3772 
  David Rydell                                             2500 
                                                           07825 521 
  Eve Kirmatzis                                             527 
 

Chief Executive's Review

The Group has delivered a robust performance during the first half of the year and the board is pleased to announce a 5% increase in the interim dividend to 2.1p per share in line with our progressive dividend policy.

Growth across our traditional high street brands has been strong with revenue growing 4% year-on-year to GBP3.8m. We have maintained tight cost controls in the traditional brand businesses, where profits are up 22% to GBP2.0m. Lettings Management Service Fees ("MSF") increased by 5% (GBP0.1m) and sales MSF remained unchanged despite a higher comparative following the Stamp Duty induced "spike" in transactions in April 2016. Group revenue remains heavily weighted towards lettings at 70% with sales and financial services representing 29% and 1% respectively.

Our franchisees have completed on seven local acquisitions in the period from 1 January to 31 August 2017, adding 1,482 to the Group's portfolio of tenanted managed properties. An additional four offices have been added to the franchise network as at 31 August 2017 as a result of re-branding these acquired businesses. This has resulted in additional fee income (at a franchisee level) of approximately GBP2m over a full 12-months based on the trading run rate.

As announced on 6 September 2017, the disruption caused by the early departure of the EweMove co-founders on 30 June 2017, has meant that EweMove's trading position is behind management expectations. EweMove has recorded losses at the half year to 30 June of GBP0.3m against a target loss of GBP0.1m, on revenues of GBP0.9m. Despite this, the Board remains committed to its strategy of rapidly scaling EweMove, which the Board believes will contribute significantly to earnings in the medium term. The appointment of a new Managing Director in Nick Neill, a successful EweMove franchisee, means the brand now has focused and dedicated leadership.

EweMove has over 100 franchisees. Progress so far has been promising with the brand recruiting 18 new franchisees in the first six months of 2017 and recording MSF up 35% year-on-year to GBP0.6m.

Investment in our technology is an important part of our strategy and during the period we launched new brand websites for Whitegates, Parkers and Martin & Co, representing 85% of our total traditional office network. The new sites were designed in conjunction with Fountain, a Google Award Winning Business Partner agency.

We have also invested in experienced individuals to improve the leadership of our franchisees, including the appointment of two Managing Directors, one for Martin & Co and one for the Xperience & Whitegates brands, as well as a Group Marketing Director, all of whom bring a wealth of experience.

The Group has a strong operating margin of 31% and a solid balance sheet with net debt of GBP0.7m. The board remains confident about the outlook for the lettings market in relation to maintaining its ability to meet its objective of progressive dividend payments. In the first half of this year dividend cover was 3.5 (H1 2016: 2.8).

The lettings market faces a changing commercial environment with Government initiatives increasing the tax burden on private buy-to-let landlords taking effect in April 2018 and an intended total ban on tenant fees in England & Wales. However, we successfully managed to navigate our business through the Scottish total tenant fee ban in 2012 and we are engaged in several initiatives to ensure that Group revenue continues to grow both organically, from improved digital marketing and through local acquisitions by assisting franchisees operationally and financially. With regard to our past experience, we feel confident that the Group will be able to ameliorate the changing conditions to ensure minimal long term impact to the Group.

Ian Wilson, Chief Executive Officer

Financial Review

Revenue

Revenue for the six months ended 30 June 2017 was GBP4.71m (H1 2016: GBP3.67m), an increase of GBP1.04m (28%) over the comparative period. The addition of EweMove contributed GBP0.91m (24%) to the increase in revenue and the traditional brands contributed GBP0.13m (4%) to the increase.

Traditional brands

MSF for the traditional brands were split 78% from Lettings, 21% from Sales and 1% from Financial Services. Lettings MSF increased by 5% (GBP0.13m) in the six months to 30 June 2017 compared to the same period of 2016. Sales MSF was unchanged compared to the same period of 2016, which is a good result given the comparative period included the spike in sales prior to the stamp duty increase in April 2016 (H1 2016 increased by 24% over H1 2015).

Other income increased by GBP0.1m (15%) from the previous period, comprising of a GBP0.2m increase in revenue from support services provided to franchisees and a GBP0.1m decrease in Franchise Sales revenue.

EweMove

EweMove franchisees pay a monthly licence fee and a completion fee per transaction. The total of the licence fees and completion fees for the six months ended 30 June 2017 was GBP0.55m, which is a 35% increase on the same period of 2016 (prior to our acquisition). We refer to these licence fees and completion fees as MSF.

Franchise Sales income was GBP0.2m, unchanged from the six months ended 30 June 2016, from 18 new franchisees recruited.

Administrative expenses

Administrative expenses have increased by GBP0.75m. The main elements of this increase are GBP0.8m costs relating to the EweMove business, GBP0.2m amortisation relating to EweMove and a GBP0.3m reduction in traditional brand costs (mainly staff costs).

Exceptional items

The net exceptional income of GBP0.7m in the six months ended 30 June 2017 all relates to EweMove.

On acquisition, the Founders of EweMove received GBP5m in cash and GBP3m via the issue of ordinary shares in the Group. The Founders were entitled to a further GBP7m conditional upon the achievement of Group targets in the financial year ended 31(st) December 2018. However, following the decision by the Founders to depart, the Group is paying the Founders GBP1m in total via two instalments payable on 31 July 2017 and 31 December 2017 in full and final settlement.

Management assessed the likelihood of the targets being achieved at last year end and valued the deferred consideration at GBP2.2m. As a result of crystallising the deferred consideration at GBP1m, an exceptional gain of GBP1.2m has been recognised.

Following evidence suggesting that the business value of EweMove may have been impaired, a revaluation was undertaken. This has resulted in an impairment charge of GBP0.5m against goodwill.

Operating profit

Operating profit includes exceptional items, share based payment charges and amortisation charges relating to acquired businesses. It has increased by 38% to GBP2.15m (H1 2016: GBP1.56m),

Operating profit before exceptional items decreased 5% to GBP1.47m (H1 2016 GBP1.56m) and operating margin, on the same basis, was 31% (H1 2016: 42%). Underlying this reduction is the fact that EweMove has yet to scale up its revenues and generate a profit. That said, the underlying trends and actions the management have instigated do mean we are confident in improving the revenue contribution from EweMove hereon.

EBITDA

The Group's EBITDA before exceptional items was GBP1.8m (H1 2016: GBP1.7m), an increase of GBP0.1m (5%) over the comparative period.

Earnings per share

Earnings per share for the six months ended 30 June 2017 was 7.4p (H1 2016: 5.7p). The income attributable to owners was GBP1.9m (H1 2016: GBP1.2m).

Dividends

The Board intends to continue to pursue a progressive dividend policy providing an attractive yield to shareholders. The Group has increased the interim dividend by 5% over last year and intends to make an interim dividend payment of 2.1p per share on 6 October 2017 to shareholders on the register on 22 September 2017.

Cash flow

The net cash inflow from operating activities in the first six months of 2017 was GBP1.8m (H1 2016: GBP1.3m).

In the first 6 months of 2017 the Group made bank loan repayments of GBP0.45m (H1 2016: GBP0.25m) and paid a final dividend of GBP1.2m for the year ended 31 December 2016 (H1 2016: GBP0.9m for the year ended 31 December 2015).

Overall cash increased in the first six months of 2017 by GBP0.2m (H1 2016: GBP0.2m).

Liquidity

The Group had cash balances of GBP2.3m at 30 June 2017 compared to GBP4.5m at 30 June 2016. The reduction being mainly due to the acquisition of EweMove on 5 September 2016 which resulted in a net cash outflow of GBP3m; the cash consideration was GBP5m of which GBP2m was drawn down on the Santander loan facility.

The Group had unutilised bank loan facilities of GBP2.05m at 30 June 2017 (30 June 2016: GBP3.25m).

Financial position

The Group continues to be strongly cash generative. This combined with its robust balance sheet and unutilised bank loan facility puts it in a strong position to continue to fulfil the acquisition element of its strategic plan and to pursue the fulfilment of EweMove's potential

David Raggett, Chief Financial Officer

THE PROPERTY FRANCHISE GROUP PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHSED 30 JUNE 2017

 
                                                  Unaudited     Unaudited       Audited 
                                                   6 Months      6 Months     12 Months 
                                                      Ended         Ended         Ended 
                                                   30.06.17      30.06.16      31.12.16 
                                        Notes           GBP           GBP           GBP 
 CONTINUING OPERATIONS 
 Revenue                                    6     4,714,186     3,669,836     8,301,375 
 Cost of sales                                    (540,670)     (161,286)     (570,912) 
                                               ------------  ------------  ------------ 
 
 GROSS PROFIT                                     4,173,516     3,508,550     7,730,463 
 Administrative expenses                        (2,702,565)   (1,950,127)   (4,217,399) 
                                               ------------  ------------  ------------ 
 
                                                  1,470,951     1,558,423     3,513,064 
 Exceptional items                          7       679,146             -     (254,945) 
                                               ------------  ------------  ------------ 
 OPERATING PROFIT                                 2,150,097     1,558,423     3,258,119 
 Finance income                                      20,086        32,039        52,909 
 Finance costs                                     (52,641)      (37,697)     (119,106) 
                                               ------------ 
 
 PROFIT BEFORE INCOME 
  TAX                                             2,117,542     1,552,765     3,191,922 
 
 Tax expense                                8     (233,232)     (307,804)     (197,576) 
                                               ------------  ------------  ------------ 
 
 
 PROFIT AND TOTAL 
  COMPREHENSIVE INCOME 
  FOR THE PERIOD ATTRIBUTABLE 
  TO OWNERS                                       1,884,310     1,244,961     2,994,346 
                                               ============  ============  ============ 
 
 
   Earnings per share 
   (pence)                                  9          7.4p          5.7p         13.0p 
                                               ============  ============  ============ 
 
 Diluted earnings 
  per share (pence)                         9          7.4p          5.4p         12.8p 
                                               ============  ============  ============ 
 
 
 
 

THE PROPERTY FRANCHISE GROUP PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2017

 
                                      Unaudited    Unaudited      Audited 
                                          As at        As at        As at 
                                       30.06.17     30.06.16     31.12.16 
                             Notes          GBP          GBP          GBP 
 ASSETS 
 NON-CURRENT ASSETS 
 Intangible assets              11   16,125,244    5,898,112   16,820,336 
 Property, plant 
  and equipment                         118,265      134,981      125,984 
                                     16,243,509    6,033,093   16,946,320 
                                    -----------  -----------  ----------- 
 CURRENT ASSETS 
 Trade and other 
  receivables                   12    1,156,232      994,976    1,477,047 
 Cash and cash 
  equivalents                         2,256,750    4,507,698    2,045,621 
                                    -----------  ----------- 
                                      3,412,982    5,502,674    3,522,668 
                                    -----------  -----------  ----------- 
 TOTAL ASSETS                        19,656,491   11,535,767   20,468,988 
                                    ===========  ===========  =========== 
 
 EQUITY 
 SHAREHOLDERS' 
  EQUITY 
 Share capital                  13      258,228      220,000      253,008 
 Share premium                        7,016,584    3,790,000    6,929,723 
 Other reserves                 14    (138,483)      116,665     (75,422) 
 Retained earnings                    5,809,528    3,835,214    5,078,584 
                                                 ----------- 
 TOTAL EQUITY                        12,945,857    7,961,879   12,185,893 
                                    -----------  -----------  ----------- 
 
 LIABILITIES 
 NON-CURRENT LIABILITIES 
 Borrowings                     15    2,050,000    1,250,000    2,500,000 
 Deferred tax                         1,524,045      557,312    1,475,481 
 Provisions                     17            -            -    2,179,146 
                                                 ----------- 
                                      3,574,045    1,807,312    6,154,627 
                                    -----------  -----------  ----------- 
 CURRENT LIABILITIES 
 Borrowings                     15      900,000      500,000      900,000 
 Trade and other 
  payables                      16    2,038,468      903,822    1,150,243 
 Tax payable                            198,121      362,754       78,225 
                                                 ----------- 
                                      3,136,589    1,766,576    2,128,468 
                                    -----------  -----------  ----------- 
 TOTAL LIABILITIES                    6,710,634    3,573,888    8,283,095 
                                    -----------  -----------  ----------- 
 TOTAL EQUITY AND 
  LIABILITIES                        19,656,491   11,535,767   20,468,988 
                                    ===========  ===========  =========== 
 

THE PROPERTY FRANCHISE GROUP PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHSED 30 JUNE 2017

 
 
                                      Called      Retained       Share       Other         Total 
                                    up share      earnings     premium    reserves        equity 
                                     capital                                 (note 
                                       (note                                   14) 
                                         13) 
                                         GBP           GBP         GBP         GBP           GBP 
 
 
 Balance at 1 January 
  2016 (audited)                     220,000     3,492,253   3,790,000     134,560     7,636,813 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Profit and total comprehensive 
  income                                   -     1,244,961           -           -     1,244,961 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Dividends paid (note 
  10)                                      -     (902,000)           -           -     (902,000) 
 Deferred tax on share 
  based payments                           -             -           -    (17,895)      (17,895) 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Total transactions 
  with owners                              -     (902,000)           -    (17,895)     (919,895) 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Balance at 30 June 
  2016 (unaudited)                   220,000     3,835,214   3,790,000     116,665     7,961,879 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Profit and total comprehensive 
  income                                   -     1,749,385           -           -     1,749,385 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Issue of share capital 
 Share capital - acquisition 
  consideration                       23,216             -   2,976,784           -     3,000,000 
 Share capital - exercise 
  of options                           9,792             -     162,939           -       172,731 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Dividends paid (note 
  10)                                      -     (506,015)           -           -     (506,015) 
 Deferred tax on share 
  based payments                           -             -           -   (192,087)     (192,087) 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Total transactions 
  with owners                         33,008     (506,015)   3,139,723   (192,087)     2,474,629 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Balance at 31 December 
  2016 (audited)                     253,008     5,078,584   6,929,723    (75,422)    12,185,893 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Profit and total comprehensive 
  income                                   -     1,884,310           -           -     1,884,310 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Issue of share capital 
  Share capital - exercise 
  of options                           5,220             -      86,861           -        92,081 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Dividends paid (note 
  10)                                      -   (1,153,366)           -           -   (1,153,366) 
 Deferred tax on share 
  based payments                           -             -           -    (93,061)      (93,061) 
 Share option charge                       -             -           -      30,000        30,000 
 Total transactions 
  with owners                          5,220   (1,153,366)      86,861    (63,061)   (1,124,346) 
--------------------------------  ----------  ------------  ----------  ----------  ------------ 
 Balance at 30 June 
  2017 (unaudited)                   258,228     5,809,528   7,016,584   (138,483)    12,945,857 
================================  ==========  ============  ==========  ==========  ============ 
 

THE PROPERTY FRANCHISE GROUP PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHSED 30 JUNE 2017

 
                                           Unaudited     Unaudited       Audited 
                                            6 Months      6 Months     12 Months 
                                               Ended         Ended         Ended 
                                            30.06.17      30.06.16      31.12.16 
                                                 GBP           GBP           GBP 
 Cash flows from operating 
  activities 
 Profit before income tax                  2,117,542     1,552,765     3,191,922 
 Depreciation and amortisation 
  charges                                    307,171       133,013       354,247 
 Profit on disposal of intangible 
  assets                                           -             -         7,811 
 Net exceptional income                    (679,146)             -             - 
 Share option charge                          30,000             -             - 
 Finance costs                                52,641        37,697       119,106 
 Finance income                             (20,088)      (32,039)      (52,909) 
                                        ------------  ------------  ------------ 
 
 Operating cash flow before 
  changes in working capital               1,808,120     1,691,436     3,620,177 
 
 Decrease/(increase) in trade 
  and other receivables                      320,815     (101,092)     (504,453) 
 Decrease in trade and other 
  payables                                 (110,058)      (11,415)      (52,309) 
                                        ------------  ------------  ------------ 
 
 Cash generated from operations            2,018,877     1,578,929     3,063,415 
 
 Interest paid                              (60,835)      (39,416)      (88,668) 
 Tax paid                                  (153,030)     (264,709)     (602,833) 
 
 Net cash generated from operations        1,805,012     1,274,804     2,371,914 
                                        ------------  ------------  ------------ 
 
 Cash flows from investing 
  activities 
 Purchase of subsidiary undertakings 
  net of cash acquired                             -             -   (4,821,051) 
 Purchase of intangible assets              (96,517)       (2,990)      (91,621) 
 Purchase of tangible assets                 (6,168)       (8,539)      (13,960) 
 Proceeds from sale of intangible 
  assets                                           -        18,330        36,660 
 Interest received                            20,088        32,039        52,909 
 
 Net cash (used in)/generated 
  from investing activities                 (82,597)        38,840   (4,837,063) 
                                        ------------  ------------  ------------ 
 
 Cash flows from financing 
  activities 
 Issue of ordinary shares                     92,080             -       172,731 
 Repayment of borrowings                   (450,000)     (250,000)     (600,000) 
 Drawdown of bank loan                             -             -     2,000,000 
 Equity dividends paid                   (1,153,366)     (902,000)   (1,408,015) 
 
 Net cash (used in)/generated 
  from financing activities              (1,511,286)   (1,152,000)       164,716 
                                        ------------  ------------  ------------ 
 
 Increase/(decrease) in cash 
  and cash equivalents                       211,129       161,644   (2,300,433) 
 
 Cash and cash equivalents 
  at the beginning of the period           2,045,621     4,346,054     4,346,054 
 
 Cash and cash equivalents 
  at end of period                         2,256,750     4,507,698     2,045,621 
                                        ============  ============  ============ 
 

THE PROPERTY FRANCHISE GROUP PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHSED 30 JUNE 2017

   1.          GENERAL INFORMATION 

The principal activity of The Property Franchise Group plc and its subsidiaries is that of a UK residential property franchise business. The Group operates in the UK. The company is a public limited company incorporated and domiciled in the UK. The address of its head office and registered office is 2 St Stephen's Court, St Stephen's Road, Bournemouth, Dorset, UK.

   2.         GOING CONCERN 

The interim financial information has been prepared on the basis that the Group is a going concern.

When assessing the foreseeable future the directors have looked at a period of 12 months from the date of approval of the interim financial information. The directors have a reasonable expectation that the Group has adequate resources to continue to trade for the foreseeable future and, therefore, consider it appropriate to prepare the Group's interim financial information on a going concern basis.

   3.         BASIS OF PREPARATION 

The consolidated interim financial information for the six months ended 30 June 2017 was approved by the Board and authorised for issue on 13 September 2017. The results for 30 June 2017 and 30 June 2016 are unaudited. The disclosed figures are not statutory accounts in terms of Section 435 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2016 on which the auditors gave an audit report which was unqualified and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006, have been filed with the Registrar of Companies. The annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards as adopted by the European Union.

This interim report has been prepared on a basis consistent with the accounting policies expected to be applied for the year ending 31 December 2017, and uses the same accounting policies and methods of computation applied for the year ended 31 December 2016.

   4.         BASIS OF CONSOLIDATION 

The Group's interim financial information includes those of the parent company and its subsidiaries, drawn up to 30 June 2017. Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated. When necessary amounts reported by subsidiaries have been adjusted to conform with the Group's accounting policies.

   5.         SEGMENTAL REPORTING 

The board of Directors, as the chief operating decision-making body, review financial information for and make decisions about the Group's overall franchising business and have identified a single operating segment, that of property franchising.

THE PROPERTY FRANCHISE GROUP PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHSED 30 JUNE 2017

   6.         REVENUE 

The Directors believe there to be three material income streams relevant to property franchising which are split as follows:

 
                          Unaudited    Unaudited     Audited 
                           6 Months     6 Months   12 Months 
                              Ended        Ended       Ended 
 
                           30.06.17     30.06.16    31.12.16 
                                GBP          GBP         GBP 
 Management service 
  fee                     3,815,842    3,199,985   6,874,542 
 Franchise sales            261,668      195,266     412,448 
 Other                      636,676      274,585   1,014,385 
                          4,714,186    3,669,836   8,301,375 
                        ===========  ===========  ========== 
 

All revenue is earned in the UK and no customer represents greater than 10 per cent of total revenue in the periods reported.

   7.         EXCEPTIONAL ITEMS 

The net exceptional income in the six months ended 30 June 2017 of GBP679,146 all relates to EweMove. It consists of the reduction in deferred consideration payable of GBP1,179,146 and an impairment charge of GBP500,000 against goodwill following a revaluation due to evidence suggesting that the business's value may have been impaired.

The exceptional costs in the year ended 31 December 2016 consist of GBP149,598 acquisition costs for Ewemove and GBP105,347 redundancy costs as a result of restructuring the Group.

   8.         TAXATION 

The underlying tax charge is based on the expected effective tax rate for the full year to December 2017. The majority of the tax arises from applying this effective tax rate to the profit on ordinary activities.

THE PROPERTY FRANCHISE GROUP PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHSED 30 JUNE 2017

   9.         EARNINGS PER SHARE 

Earnings per share is calculated by dividing the profit for the financial period by the weighted average number of shares during the period.

 
 
                                 Unaudited    Unaudited      Audited 
                                  6 Months     6 Months    12 Months 
                                     Ended        Ended        Ended 
                                  30.06.17     30.06.16     31.12.16 
 Basic earnings per share 
 
 Weighted average number 
  of shares                     25,477,256   22,000,000   23,017,702 
                               -----------  -----------  ----------- 
 Profit for the period 
  (GBP)                          1,884,310    1,244,961    2,994,346 
                               -----------  -----------  ----------- 
 Earnings per share (pence)           7.4p         5.7p        13.0p 
                               -----------  -----------  ----------- 
 
 
                                  Unaudited    Unaudited      Audited 
                                   6 Months     6 Months    12 Months 
                                      Ended        Ended        Ended 
                                   30.06.17     30.06.16     31.12.16 
 Diluted earnings per share 
 
 Weighted average number 
  of shares                      25,477,256   22,000,000   23,017,702 
 Dilutive effect of share 
  options on ordinary shares          2,518      857,644      457,132 
                                 25,479,774   22,857,644   23,474,834 
                                -----------  -----------  ----------- 
 Diluted earnings per share 
  (pence)                              7.4p         5.4p        12.8p 
                                -----------  -----------  ----------- 
 
   10.       DIVIDS 
 
                              Unaudited   Unaudited     Audited 
                                  As at       As at       As at 
                               30.06.17    30.06.16    31.12.16 
                                    GBP         GBP         GBP 
 Dividends (ordinary 
  share of GBP0.01 each)      1,153,366     902,000   1,408,015 
 Dividend per share                4.5p        4.1p        6.1p 
 

THE PROPERTY FRANCHISE GROUP PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHSED 30 JUNE 2017

   11.       INTANGIBLE ASSETS 
 
                          Master           Brands        Technology        Customer         Goodwill             Total 
                       Franchise                                              Lists 
                       Agreement 
                             GBP              GBP               GBP             GBP              GBP               GBP 
 Cost 
 
 Balance at 1 
  January 2016 
  (Audited)            4,075,085          571,000                 -         261,254        1,388,217         6,295,556 
 Additions                     -                -                 -           2,990                -             2,990 
                     -----------       ----------       -----------       ---------       ----------       ----------- 
 Balance at 30 
  June 2016 
  (Unaudited)          4,075,085          571,000                 -         264,244        1,388,217         6,298,546 
                     ===========       ==========       ===========       =========       ==========       =========== 
 Additions 
  - acquired 
  separately                   -                -                 -          88,631                -            88,631 
 Additions 
  - acquired 
  business 
  combinations         3,728,351        1,401,239            92,704               -        5,837,943        11,060,237 
 Disposals                     -                -                 -        (36,050)                -          (36,050) 
                     -----------       ----------       -----------       ---------       ----------       ----------- 
 Balance at 31 
  December 2016 
  (Audited)            7,803,436        1,972,239            92,704         316,825        7,226,160        17,411,364 
                     ===========       ==========       ===========       =========       ==========       =========== 
 Additions 
  -acquired 
  separately                   -                -            96,517               -                -            96,517 
 Disposals                     -                -                 -        (20,585)                -          (20,585) 
 Impairment                    -                -                 -               -        (500,000)         (500,000) 
                     ===========       ==========       ===========       =========       ==========       =========== 
 Balance at 30 
  June 2017 
  (Unaudited)          7,803,436        1,972,239           189,221         296,240        6,726,160        16,987,296 
                     ===========       ==========       ===========       =========       ==========       =========== 
 
 Amortisation 
 
 Balance at 1 
  January 2016 
  (Audited)              190,170                -                 -          91,050                -           281,220 
 Charge for period        81,502                -                 -          37,712                -           119,214 
                     -----------       ----------       -----------       ---------       ----------       ----------- 
 Balance at 30 
  June 2016 
  (Unaudited)            271,672                -                 -         128,762                -           400,434 
 Charge for period       140,682           22,242             6,180          37,712                -           206,816 
 Eliminated on 
  disposals                    -                -                 -        (16,222)                -          (16,222) 
                     -----------       ----------       -----------       ---------       ----------       ----------- 
 Balance at 31 
  December 2016 
  (Audited)              412,354           22,242             6,180         150,252                -           591,028 
 Charge for period       205,780           33,363             9,270          40,552                -           288,965 
 Disposals                     -                -                 -        (17,941)                -          (17,941) 
                     ===========       ==========       ===========       =========       ==========       =========== 
 Balance at 30 
  June 2017 
  (Unaudited)            618,134           55,605            15,450         172,863                -           862,052 
                     ===========       ==========       ===========       =========       ==========       =========== 
 
 
 Net book value 
 
 30 June 2016 
  (Unaudited)         3,803,413     571,000         -   135,482   1,388,217    5,898,112 
                   ============  ==========  ========  ========  ==========  =========== 
 31 December 
  2016 (Audited)      7,391,082   1,949,997    86,524   166,573   7,226,160   16,820,336 
                   ============  ==========  ========  ========  ==========  =========== 
 30 June 2017 
  (Unaudited)         7,185,302   1,916,634   173,771   123,377   6,726,160   16,125,244 
                   ============  ==========  ========  ========  ==========  =========== 
 

THE PROPERTY FRANCHISE GROUP PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHSED 30 JUNE 2017

11. INTANGIBLE ASSETS (CONTINUED)

Business combinations acquired September 2016

At 30 June 2017, in light of evidence suggesting that EweMove's carrying value may have been impaired a revaluation was undertaken. As a result, an impairment charge of GBP500,000 was made against the goodwill arising on acquisition.

12. TRADE AND OTHER RECEIVABLES

 
                           Unaudited   Unaudited     Audited 
                               As at       As at       As at 
                            30.06.17    30.06.16    31.12.16 
                                 GBP         GBP         GBP 
 Trade receivables           149,169     119,995     280,637 
 Loans to franchisees         49,900     215,276     203,036 
 Prepayments and 
  accrued income             909,845     636,108     987,197 
 Other receivables            47,318      23,597       6,177 
 
                           1,156,232     994,976   1,477,047 
                          ==========  ==========  ========== 
 

13. CALLED UP SHARE CAPITAL

 
                            Unaudited   Unaudited       Audited 
                                As at       As at         As at 
                             30.06.17    30.06.16      31.12.16 
 Group                            GBP         GBP           GBP 
 25,822,750 allotted 
  issued and fully paid 
  Ordinary Shares of 
  1p each                    258,228      220,000       253,008 
                           ========== 
 

On 9 June 2017 options over 1,500,000 shares were granted to two executive directors at an exercise price of 1 pence per share. The options are exercisable after the approval of the financial statements for the year ending 31 December 2019, and subject to meeting certain targets for Earnings per Share.

THE PROPERTY FRANCHISE GROUP PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2017

14. OTHER RESERVES

 
                                Merger                          Share Based 
                               Reserve                              Payment                       Total 
                                                                    Reserve 
                                   GBP                                GBP                           GBP 
 1 January 2016 
  (Audited)                  (179,800)                              314,360                     134,560 
 30 June 2016                (179,800)                              296,465                     116,665 
 31 December 2016 
  (Audited)                  (179,800)                              104,378                    (75,422) 
 30 June 2017                (179,800)                               41,317                   (138,483) 
 
 
 

Merger reserve

The merger reserve relates to the acquisition of Martin & Co (UK) Limited by The Property Franchise Group PLC. This did not meet the definition of a business combination and therefore, falls outside of the scope of IFRS 3. This transaction was accounted for in accordance with the principles of merger accounting as set out in Financial Reporting Standard 6 - Acquisitions and Mergers.

Share-based payment reserve

The share based payments reserve comprises charges made to the income statement in respect of share-based payments and related deferred tax impacts under the Group's equity compensation scheme.

15. BORROWINGS

 
                           Unaudited   Unaudited     Audited 
                               As at       As at       As at 
                            30.06.17    30.06.16    31.12.16 
                                 GBP         GBP         GBP 
 Repayable within 
  1 year: 
 Bank loan (term 
  loan)                      900,000     500,000     900,000 
 
 Repayable in more 
  than 1 year: 
 Bank loan (term 
  loan)                    2,050,000   1,250,000   2,500,000 
 
 Bank loans due 
  after more than 
  1 year are repayable 
  as follows: 
 
 Between 1 and 2 
  years                      900,000     500,000     900,000 
 Between 2 and 5 
  years                    1,150,000     750,000   1,600,000 
 

The term loan of GBP2.95m (31.12.16: GBP3.4m) is secured with a fixed and floating charge over the Group's assets and a cross guarantee across all companies in the Group.

The Company has a loan facility of GBP5m, and has drawn down two terms loans under this facility, referred to below as 'Loan 1' and 'Loan 2'.

Loan 1 - GBP2.5m drawn down on 30 October 2014 and is repayable over 5 years in equal instalments. Interest is charged quarterly on the outstanding amount and the rate is fixed at 4.08%. The amount outstanding at 30 June 2007 was GBP1.25m (2016: GBP1.75m).

Loan 2 - GBP2m drawn down on 5 September 2016 and is repayable over 5 years in equal instalments. Interest is charged quarterly on the outstanding amount, the rate is variable during the term at 2.5% above LIBOR, at 30 June 2017 the rate was 2.8%. The amount outstanding at 30 June 2017 was GBP1.7m.

At 31 December 2016 the unutilised amount of the facility was GBP1.6m and on 30 June 2017 the unutilised amount of the facility was GBP2.05m.

THE PROPERTY FRANCHISE GROUP PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2017

   16.       TRADE AND OTHER PAYABLES 
 
                             Unaudited   Unaudited     Audited 
                                 As at       As at       As at 
                              30.06.17    30.06.16    31.12.16 
                                   GBP         GBP         GBP 
 Trade payables                252,878     166,034     253,027 
 Accruals and deferred 
  income                       344,130     346,277     447,016 
 Other taxes and 
  social security              405,631     367,920     423,475 
 Other payables                 35,829      23,591      26,725 
 Deferred consideration      1,000,000           -           - 
                             2,038,468     903,822   1,150,243 
                            ==========  ==========  ========== 
 

17. PROVISIONS

On 5 September 2016 the Group acquired 100% of the issued share capital of Ewemove . The initial consideration was GBP5m in cash and GBP3m via the issue of ordinary shares in the Group. A further amount of up to GBP7m ( the "Deferred Consideration") was due to the vendors upon approval of the financial results for the year ended 31 December 2018 and subject to various targets for Group financial performance being met.

A renegotiation has taken place and the deferred consideration will now be GBP1m, with GBP0.5m payable on 31 July 2017 and GBP0.5m payable on 31 December 2017. This has now been recognised in trade and other payables.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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