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SHRE Share Plc

25.75
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Share Plc LSE:SHRE London Ordinary Share GB0001977866 ORD 0.5P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 25.75 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Share PLC Half-year Results (4592N)

09/08/2017 7:00am

UK Regulatory


Share (LSE:SHRE)
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TIDMSHRE

RNS Number : 4592N

Share PLC

09 August 2017

9 August 2017

AIM: SHRE.LN

Share plc

("Share" or "the Group" or "Company")

Parent of the leading independent retail stockbroker, which operates The Share Centre

Half year results

for the six months to 30 June 2017

HIGHLIGHTS

Financial

 
 
        *    Results ahead of original management expectations - 
             driven by buoyant trading volumes and new partnership 
             agreements 
 
 
 
        *    Outperformance against peer group(1) - market share 
             (excluding interest) at a new high of 12% (H1 2016: 
             9.77%) 
 
 
 
        *    Total revenues up 23% to GBP8.9m (H1 2016: GBP7.2m), 
             a record six month high. Excluding interest income, 
             revenues up 27% to GBP8.5m (H1 2016: GBP6.7m) 
 
         *    Underlying(2) profit before tax increased to 
              GBP310,000 (H1 2016: GBP110,000) and statutory profit 
              before tax of GBP75,000 (H1 2016: GBP190,000 which 
              included a GBP628,000 gain from sale of London Stock 
              Exchange Group plc shares) 
 
        *    Underlying(2) earnings per share of 0.2p (H1 2016: 
             0.1p) and statutory earnings per share of 0.0p (2016: 
             0.1p) 
 
        *    Assets under administration increased by 26% to a 
             record GBP4.3bn (H1 2016: GBP3.4bn) 
 
 
 
        *    Balance sheet remains strong with shareholders' funds 
             at GBP17.7m (H1 2016: GBP17.6m) 
 
   Operational 
 
        *    Services for Computershare launched in Q2 - will 
             continue to benefit revenues and profits materially 
 
 
 
        *    Continued investment in Digital Transformation 
             Programme - innovations being delivered 
 
 
 
        *    "Best Stockbroker" in the 2017 Investment Trends UK 
             Online Broking Report, with the highest overall 
             investor satisfaction rating among share investors, 
             for the fourth consecutive year 
 
 
       o Net Promoter Score of +49 in independent research 
       conducted by Investment Trends - a market-leading 
       result 
 
       Outlook 
        *    Ongoing delivery of the Digital Transformation 
             Programme will enhance the Group's market position 
             and long term prospects 
 
 
 
        *    Trading performance to date remains positive 
 

Note 1 - as measured by Compeer Limited.

Note 2 - excludes the impact of some items, in particular any large non-recurring items and share based payment charges as defined in note 7. Basic earnings per share was 0.0p and diluted earnings per share was 0.0p (2016: 0.1p and 0.1p respectively).

Richard Stone, Chief Executive, commented:

"These encouraging results are ahead of our original expectations and reflect both strong trading volumes and the benefits of the partnership agreements signed in 2016, including the launch of services for Computershare. Significantly half the growth in the period was organic, achieved through our core business which trades as The Share Centre, and through share.com. The Group delivered record first half revenues of GBP8.9m and assets under administration also rose to their highest level to date at GBP4.3bn. I am also delighted to report that Share outperformed its peer group across key measures, including market share of revenues excluding interest. This hit a new peak of 12%.

"While affecting profitability in the short term, the major investment programme we started in 2016 has helped to support these results. Our Digital Transformation Programme, which forms the major part of our investment, is ongoing and enabled us to deliver new functionality over the first half and will position the Group better for long term profitable growth.

"The customer experience remains at the heart of what we do and therefore the retention of Investment Trends' prestigious award of "Best Stockbroker", with the highest overall investor satisfaction rating among share investors for the fourth consecutive year, was a particular highlight in the first half. Alongside that, The Share Centre won four other industry awards for outstanding customer service levels.

"Trading in the second half of the year to date has been ahead of the comparable period last year as we continue to benefit from the new partnerships and customer accounts we acquired in 2016. If this continues, we expect to report strong year-on-year growth for 2017. Meanwhile, we continue to invest with confidence in the business."

Contacts:

 
 Share plc 
                                     01296 439 270/07919 
 Richard Stone - Chief Executive      220 599 
 Mike Birkett - Finance Director     01296 439 479 
 Joe Dumont - Head of Corporate 
  Communications                     01296 439 426 
 Cenkos Securities plc (Nominated 
  Adviser) 
 Ivonne Cantu/Mark Connelly          020 7397 8900 
 KTZ Communications (Financial 
  Public Relations) 
 Katie Tzouliadis/Emma Pearson       020 3178 6378 
 

Risk warning

This document is not intended to constitute an offer or agreement to buy or sell investments and does not constitute a personal recommendation. The investments and services referred to in this document may not be suitable for every investor and if in doubt independent financial advice should be sought. No liability is accepted whatsoever for any loss howsoever arising from any information in this document subject to the rules of the Financial Conduct Authority or the Financial Services and Markets Act 2000. Share prices, values and income can go down as well as up and investors may get back less than their initial investment. The Share Centre is a member of the London Stock Exchange and is authorised and regulated by the Financial Conduct Authority under reference 146768.

About Share plc:

Share plc is the parent holding company of The Share Centre Limited and its shares are traded on AIM. The Share Centre started trading in 1991 and provides a range of account-based services to enable personal investors to share in the wealth of the stock market. Retail services include Share Accounts, ISAs, Junior ISAs and SIPPs, all with the benefit of investment advice, and dealing in a wide range of investments. Services available to corporate clients include Enterprise Investment Scheme administration and 'white-label' dealing platforms.

www.shareplc.com or www.share.com.

Chairman's statement

Introduction

Share has made strong progress in the first half, helped by favourable market conditions as well as the benefits of the major new partnership agreements signed in 2016 coming through, including the launch of services for Computershare. The Company's financial performance, including profitability, was significantly ahead of our original expectations and revenues at GBP8.9m reached a new six month high. Customer assets also hit a record GBP4.3bn at the end of June, a rise of 14% over the six month period. This compares to 3.3% growth in the FTSE All Share index over the same period. Over GBP1bn of customer assets are now held in funds, up 59% since 30 June 2016, reflecting the attraction of our fixed-rate account administration fee against the more widespread model of fees based on the value of customer holdings.

I am also pleased to report that Share has continued to outperform against its peer group*, with the Group's market share (excluding interest) in the first half rising to 12%, the highest in the Company's history. A fuller review of Share's performance against its peer group is included in the report.

We were pleased to receive five industry awards in the first half, including "Best Stockbroker" with the highest overall investor satisfaction rating among share investors, in the 2017 Investment Trends UK Online Broking Report. This is the largest annual survey of retail investor opinions undertaken in the UK and we were delighted to have retained the award for the fourth consecutive year.

As planned, 2017 marks a second year of major investment as we continue with our Digital Transformation Programme. This Programme supports the Group's long term growth ambitions and will help us to innovate and enhance customer service levels and experience.

Strategic Delivery

Our growth strategy has three key elements, 'Putting Customers First', 'Focus on the Core Business' and 'Strategic Partnerships and Acquisitions' and we are pleased to report on continued delivery against all three.

While we are pursuing organic growth, a major component of our growth strategy remains building partnerships and the acquisition of books of customers and we are pleased to see benefits of this approach coming through more strongly. Following the signing of a major partnership agreement in 2016 with Computershare, one of the UK's leading share registrars and the largest registrar globally, we launched a certificated dealing and corporate nominee dealing service for Computershare customers in May 2017, following this with a white label share dealing service in July. In the first half, we also completed the migration of investment trust accounts from Invesco Perpetual, over 95% of which have remained with The Share Centre Limited after their migration.

In April 2017, we completed the transfer of our non-core Authorised Corporate Director role, with the sale of Sharefunds Limited. Whilst we have sold that business, we continue to manage our three 'in-house' fund of funds. Over the first half, the total value of funds under management increased by 29% to GBP90m from GBP70m and, for the year to date, the flow of gross new monies into the three funds of funds is up 37% compared to the same period in 2016. We are now looking at expanding the distribution channels for these funds and, with effect from August, have reduced the ongoing charges figure ('OCF') by at least 0.25%, which should help to stimulate investor interest. All three funds are ranked in the first quartile of their sectors for the year to date.

A key aspect of our growth strategy is technological transformation to improve our digital proposition which will enable us to enhance the overall customer experience. In March, we launched a new funds research centre within our website, which enables customers to research, select and buy funds more easily. Having launched our first mobile App in 2016, later this month we will deliver a significant upgrade to its functionality to enable customers to trade and fund their accounts from the App. We expect this new functionality will help drive user numbers. We are also working on transforming our website to optimise its utilisation on different screen sizes including mobile phones and tablets, and providing customers with a better user experience, with enhanced performance analysis.

A core pillar of our IT strategy is our ability to build technology solutions in-house. This helps us to be agile in our response and fast-to-market with product and proposition developments. At the start of the new tax year - as soon as regulation allowed - we were pleased to launch the Lifetime ISA product and were one of only three execution-only brokers to do so. Following our quick delivery of Flexible ISA capability in 2016, we hope to build on our record of making new products available to customers ahead of most of our peers. Along with our Junior ISA and Child Trust Fund, the Lifetime ISA is also important in enabling us to reach a younger set of customers, who have many years of investment ahead.

We continue to believe that our market leading customer service and flat fee pricing structure are key to differentiating our proposition from our peers. We were therefore delighted to achieve "Best Stockbroker" in the 2017 Investment Trends UK Online Broking Report, with the highest overall investor satisfaction rating among share investors, for the fourth consecutive year. This prestigious award was based on an independent survey of 13,800 individual personal investors, making it the largest annual survey of retail investor opinions undertaken in the UK.

We also secured four other awards in the first half, "Best Online Stockbroker" and "Best Self-Select Stockbroker", both from ADVFN International Financial Awards, and "Best Stockbroker" and "Best Customer Service" from Online Personal Wealth Awards.

We are now starting to track our Net Promoter and Customer Effort Scores and our initial scores have been very encouraging with the Investment Trends survey recording a Net Promoter Score for The Share Centre of +49, the highest level of client advocacy of any online broker.

Financial results

Revenues

Total revenues in the first half increased by 23% to GBP8.9m (2016: GBP7.2m) and, excluding interest income, revenues rose by 27% to GBP8.5m from GBP6.7m. Even allowing for a weaker comparative last year, which reflected subdued investor activity ahead of the EU Referendum, our performance was particularly strong. Our growth compared very well to the collective peer group where total revenues increased by 3%, and revenue excluding interest income rose by 1%.

A detailed breakdown of revenues is below:

   --      Dealing commission income 

Income from commission increased by 45% year-on-year, driven by buoyant trading volumes in our core business and the launch of Computershare services towards the end of the first half. Trading volumes increased by 17%.

According to Compeer estimates our peer group experienced an increase of 4% over the same period and retail firms (including wealth managers) generally saw on-exchange trades decrease by 17% in H1 2017 compared to H1 2016.

   --      Fee income 

Income from fees increased by 8% year-on-year while our peer group experienced a 9% decrease in fee income in the period.

   --      Interest income 

Notwithstanding the significant increase in client money balances to GBP359m (31 December 2016: GBP296m), interest income now accounts for less than 4% of Group revenues and decreased by 33% relative to H1 2016. This reflected lower interest rates and the continuing reluctance of banks to accept client money deposits. Interest income for the peer group increased by 4% (for reasons set out in previous statements) and continued to exceed fee income.

   --      Interest income (continued) 

In April 2017, the Financial Conduct Authority ('FCA') issued The Share Centre with a Direction allowing up to 60% of the firm's client money balances to be deposited for up to 95 days rather than the 30 day limit specified in the current Client Money rules. This should help address the issue of failing appetite within the banking sector for 'on-call' client money deposits but is unlikely to have a significant impact upon our total revenues.

Profitability

With the growth in revenues, the Group generated a significantly reduced operating loss of GBP199,000 in the first half (H1 2016: loss of GBP668,000). Underlying profit before tax increased to GBP310,000 (H1 2016: GBP110,000) and underlying earnings per share doubled to 0.2p (2016 H1: 0.1p) These underlying figures are stated after removing one-off items (as shown in note 7 below), which included non-cash share-based payment charges and, in 2016, the partial sale of the Group's shares in the London Stock Exchange Group plc ('LSE') which realised proceeds of GBP700,000 and a profit upon sale of GBP628,000.

On a statutory basis, profit before tax was GBP75,000 (H1 2016: GBP190,000, which included the profit on the LSE share sale) and statutory earnings per share were 0.0p (H1 2016: 0.1p per share).

Costs

Total costs were 15% higher year-on-year at GBP9.1m (H1 2016: GBP7.9m). This reflected three factors: firstly, given the rise in trading volumes, we saw an increase in our transactional costs particularly in respect of the Computershare services. The Share Centre retains a proportion of dealing commission (certificate and corporate nominee respectively) paid by the customer, with the remainder returned to Computershare. Secondly, amortisation costs increased with the purchase of customer accounts from third parties and systems development for our technology programme, primarily our first mobile App. We also hired additional headcount in our customer facing functions in order to support the new Computershare services. We expect staff costs to increase somewhat in the second half of the year, as we see the full year effect of recruitment for our new partnerships.

Our marketing spend in 2017 was similar to 2016. We are now increasingly able to use our own digital marketing capability, reducing the need for external spending. Our recent SIPP campaign, with the theme 'taking control of your retirement', for example, was generated and managed internally.

Cash flows and balance sheet

Cash and cash equivalents were GBP7.8m at 30 June 2017. This compares to GBP16.1m at the same point in 2016. However balances in June 2016 were abnormally high due to an increase in trading activity after the EU Referendum result, which resulted in us holding, on a short term basis, a larger than normal amount of cash in trust on behalf of customers to complete settlement of outstanding trades with the market. With these trades settled, cash balances then returned to more typical levels.

During the period, a dividend of GBP359,000 was paid (H1 2016: GBP1.1m).

The Group is investing in its Digital Transformation Programme. The IT development work undertaken in-house to deliver these new customer enhancements is now material and these costs, together with third party development costs, will be capitalised as an intangible asset and amortised over their useful economic life, in accordance with the recognition criteria of IAS 38. During the period, GBP0.7m of costs were capitalised.

The Group's balance sheet remains strong with shareholders' funds totalling GBP17.7m or 12.3p per ordinary share in issue. The Group continues to hold significant levels of capital over and above the levels required by the FCA. As at 30 June 2017, the Group had capital resources of GBP15.3m, 2.7 times the requirement (H1 2016: 3.3 times).

Market share

The Group's performance relative to a peer group of eight other stockbrokers is surveyed monthly by Compeer, an independent company which gathers and reports data on the wealth management sector.

The latest data released by Compeer shows that the Group's share of revenues increased significantly, as a result of the growth in our core business and the new Computershare services which were formerly operated by one of our peers. Market share excluding interest in the first half of the year was a record at 12% compared to 9.77% for the same period in 2016 (H2 2016: 9.93%). For the second quarter of the year, the Group's revenue market share excluding interest increased to 13% from 11% in the first quarter (Q2 2016: 10%).

 
 Period          H1 17   H2 16   H1 16   H2 15   H1 15   H2 14   H1 14 
--------------  ------  ------  ------  ------  ------  ------  ------ 
 Market share     12%    9.93%   9.77%   9.90%   9.65%   8.60%   8.76% 
--------------  ------  ------  ------  ------  ------  ------  ------ 
 

Including interest, market share for the first half increased to 9.07%, compared to 7.69% for the same period in 2016 (H2 2016: 7.60%). For the second quarter of the year, market share including interest increased to 9.73% from 8.42% in the first quarter (Q2 2016: 7.87%).

(*) Benchmarked revenue peer group: Alliance Trust Savings, Barclays Stockbrokers, Equiniti, Halifax Share Dealing, HSBC Stockbrokers, Saga Personal Finance, Selftrade and TD Direct Investing.

Outlook

We are preparing for further forthcoming regulatory changes, in particular the introduction of the Markets in Financial Instruments Directive number two ('MiFID2') and the General Data Protection Regulations ('GDPR'). Both pieces of regulation will affect the way that we hold data and market to customers and while they will not take effect until 2018, we will be using resource in 2017 to prepare for them as well as communicating with customers.

Trading in the first half was strong, and as we have entered the summer months, volumes have moderated in line with the normal seasonal trading activity at this time of year. However, the economic and political backdrop has also changed, and it is difficult to predict the longer term impact of the increased political instability following the General Election on personal investor activity. A recent survey of our customer base suggested one third felt less confident making investment decisions in the aftermath of the General Election.

Nonetheless we continue to benefit from the new partnerships and customer accounts we acquired in 2016 and therefore expect to report strong year-on-year growth for 2017. Meanwhile, we continue to invest with confidence in the business and, in particular, in our Digital Transformation Programme. The Group's position in its market place is strong, particularly in regard to its reputation for first class customer service, and I believe that the changes we are making will help drive long term growth opportunities further.

Gavin Oldham

Chairman

9 August 2017

Condensed consolidated income statement

For the six months ended 30 June 2017

 
                            Notes     Six months     Six months     Year ended 
                                           ended          ended 
                                         30 June        30 June    31 December 
                                            2017           2016           2016 
                                     (unaudited)    (unaudited)      (audited) 
                                         GBP'000        GBP'000        GBP'000 
-------------------------  ------  -------------  -------------  ------------- 
 
 Revenue                      4            8,875          7,224         14,610 
 
 Administrative expenses                 (9,074)        (7,892)       (15,956) 
 
 
 Operating loss                            (199)          (668)        (1,346) 
 
 Investment revenues                         207            230            248 
 
 Other gains                 12               67            628          2,119 
 
 
 Profit before tax                            75            190          1,021 
 
 Taxation                     6             (62)           (56)          (284) 
 
 
 Profit for the period                        13            134            737 
 
 
 
 
   Earnings per share: 
 
 Basic earnings per 
  share*                      7             0.0p           0.1p           0.5p 
 
 
 Diluted earnings per 
  share*                      7             0.0p           0.1p           0.5p 
 
 

* The Directors consider that the underlying earnings per share as presented in note 7 represents a more consistent measure of the underlying performance of the business as this measure excludes one-off items of income or expense.

Notes 1 to 12 form part of these financial statements.

Condensed consolidated statement of comprehensive income

 
                                            Six months     Six months         Year ended 
                                                 ended          ended 
                                               30 June        30 June        31 December 
                                                  2017           2016     2016 (audited) 
                                           (unaudited)    (unaudited) 
                                               GBP'000        GBP'000            GBP'000 
---------------------------------------  -------------  -------------  ----------------- 
 
 Profit for the year                                13            134                737 
 
 
 
 Items that may be classified 
  subsequently to profit 
  or loss: 
 
 Gains/(losses) on revaluation 
  of available-for-sale 
  investments taken to 
  equity                                           247          (262)                110 
 
 Deferred tax on (gains)/losses 
  on revaluation of available-for-sale 
  investments taken to 
  equity                                          (44)             53               (19) 
 
 Exchange gains on available-for-sale 
  investments taken directly 
  to equity                                         99            446                577 
 Deferred tax on exchange 
  gains on available-for-sale 
  investments taken directly 
  to equity                                       (19)           (89)              (115) 
 
   Deferred tax impact of 
   change in tax rates                               -              -                 50 
                                                   283            148                603 
 Items that have been 
  re-classified to profit 
  or loss: 
 
 Gains on revaluation 
  of available-for-sale 
  investments taken to 
  profit and loss on disposal                        -          (628)            (2,122) 
 
 Deferred tax on revaluation 
  of available-for-sale 
  investments taken to 
  profit and loss on disposal                        -            125                424 
 
                                                     -          (503)            (1,698) 
 
 Net gain/(loss) recognised 
  directly in equity                               283          (355)            (1,095) 
 
 Total comprehensive income/(loss) 
  for the period                                   296          (221)              (358) 
---------------------------------------  -------------  -------------  ----------------- 
 
 Attributable to equity 
  shareholders                                     296          (221)              (358) 
---------------------------------------  -------------  -------------  ----------------- 
 

Notes 1 to 12 form part of these financial statements.

Condensed consolidated balance sheet

 
                                                As at            As at          As at 
                                 Notes        30 June          30 June    31 December 
                                                 2017             2016           2016 
                                          (unaudited)        (restated      (audited) 
                                                          & unaudited) 
                                              GBP'000          GBP'000        GBP'000 
-----------------------------  -------  -------------  ---------------  ------------- 
 Non-current assets 
 
 Intangible assets                              2,602              855          1,970 
 Property, plant and 
  equipment                                       245              212            263 
 Available-for-sale 
  investments                                   6,309            7,124          5,963 
 Deferred tax assets                              130              127            145 
 
                                                9,286            8,318          8,341 
                                        -------------  ---------------  ------------- 
 Current assets 
 
 Trade and other receivables                   32,384           34,328         12,462 
 Cash and cash equivalents        8             7,754           16,175         11,421 
 Current tax asset                                 52                -              - 
                                        -------------  ---------------  ------------- 
                                               40,190           50,503         23,883 
                                        -------------  ---------------  ------------- 
 Total assets                                  49,476           58,821         32,224 
                                        -------------  ---------------  ------------- 
 
 Current liabilities 
 
 Trade and other payables                    (30,611)         (39,785)       (13,225) 
 Current tax liability                              -             (58)          (159) 
                                             (30,611)         (39,843)       (13,384) 
 
 Net current assets                             9,579           10,660         10,499 
                                        -------------  ---------------  ------------- 
 
 Non-current liabilities 
 
 Deferred tax liabilities                     (1,158)          (1,335)        (1,096) 
 
 Total liabilities                           (31,769)         (41,178)       (14,480) 
 
 
   Net assets                                  17,707           17,643         17,744 
-----------------------------  -------  -------------  ---------------  ------------- 
 
 Equity 
 
 Share capital                                    718              718            718 
 Capital redemption 
  reserve                                         104              104            104 
 Share premium account                          1,064            1,064          1,064 
 Employee benefit reserve                     (1,600)          (1,956)        (1,863) 
 Retained earnings                             12,835           12,910         13,418 
 Revaluation reserve                            4,586            4,803          4,303 
 
 Equity shareholders' 
  funds                                        17,707           17,643         17,744 
-----------------------------  -------  -------------  ---------------  ------------- 
 

This condensed set of financial statements was approved by the Board on 8 August 2017.

Signed on behalf of the Board

Gavin Oldham

Chairman

Notes 1 to 12 form part of these financial statements.

Condensed consolidated statement of changes in equity

 
                              Share       Capital      Share   Employee    Retained   Revaluation   Attributable 
                            capital    redemption    premium    benefit    earnings       reserve      to equity 
                                          reserve    account    reserve                                  holders 
                                                                                                          of the 
                                                                                                         company 
------------------------  ---------  ------------  ---------  ---------  ----------  ------------  ------------- 
 Balance at 1 January 
  2016 (unaudited)              718           104      1,064    (2,010)      13,309         5,515         18,700 
 Prior year adjustments           -             -          -          -         117         (117)              - 
 
 Balance at 1 January 
  2016 (restated and 
  audited)                      718           104      1,064    (2,010)      13,426         5,398         18,700 
 
 Total comprehensive 
  income/(loss) for 
  the period                      -             -          -          -         491         (712)          (221) 
 Dividends                        -             -          -          -     (1,019)             -        (1,019) 
 Reclassification 
  of Employee Benefit 
  Reserve                         -             -          -          7           -             -              7 
 Purchases of ESOP 
  shares                          -             -          -      (249)           -             -          (249) 
 Sales of ESOP shares             -             -          -        110           -             -            110 
 Cost of matching 
  and free shares 
  in the SIP                      -             -          -        125       (125)             -              - 
 Profit on sale of 
  ESOP shares and 
  dividends received              -             -          -         61        (61)             -              - 
 Share-based payment              -             -          -          -         308             -            308 
 Deferred tax on 
  share-based payment             -             -          -          -           6             -              6 
 Share-based payment 
  current year taxation           -             -          -          -           1             -              1 
------------------------  ---------  ------------  ---------  ---------  ----------  ------------  ------------- 
 Balance at 30 June 
  2016 (restated and 
  unaudited)                    718           104      1,064    (1,956)      13,027         4,686         17,643 
 Total comprehensive 
  income/(loss) for 
  the period                      -             -          -          -         246         (383)          (137) 
 Purchases of ESOP 
  shares                          -             -          -      (177)           -             -          (177) 
 Sales of ESOP shares             -             -          -        117           -             -            117 
 Cost of matching 
  and free shares 
  in the SIP                      -             -          -        116       (116)             -              - 
 Profit on sale of 
  ESOP shares and 
  dividends received              -             -          -         37        (37)             -              - 
 Share-based payment              -             -          -          -         294             -            294 
 Deferred tax on 
  share-based payment             -             -          -          -           1             -              1 
 Share-based payment 
  current year taxation           -             -          -          -           3             -              3 
 
 Balance at 31 December 
  2016 (audited)                718           104      1,064    (1,863)      13,418         4,303         17,744 
 Total comprehensive 
  income/(loss) for 
  the period                      -             -          -          -          13           283            296 
 Dividends                        -             -          -          -       (346)             -          (346) 
 Purchases of ESOP 
  shares                          -             -          -      (327)           -             -          (327) 
 Sales of ESOP shares             -             -          -         83           -             -             83 
 Cost of matching 
  and free shares 
  in SIP                          -             -          -        137       (137)             -              - 
 Profit on sale of 
  ESOP shares and 
  dividends received              -             -          -        370       (370)             -              - 
 Share-based payment              -             -          -          -         271             -            271 
 Deferred tax on 
  share-based payment             -             -          -          -          10             -             10 
 Disposal of subsidiary 
  (net assets less 
  share capital)                  -             -          -          -        (24)             -           (24) 
 
 Balance at 30 June 
  2017 (unaudited)              718           104      1,064    (1,600)      12,835         4,586         17,707 
------------------------  ---------  ------------  ---------  ---------  ----------  ------------  ------------- 
 

Notes 1 to 12 form part of these financial statements.

Condensed consolidated cash flow statement

 
                                         Notes     Six months       Six months     Year ended 
                                                        ended            ended 
                                                      30 June          30 June    31 December 
                                                         2017             2016           2016 
                                                  (unaudited)        (restated      (audited) 
                                                                  & unaudited) 
                                                      GBP'000          GBP'000        GBP'000 
--------------------------------------  ------  -------------  ---------------  ------------- 
 
 Net cash (used in)/from 
  operating activities                     9          (2,482)            5,629            492 
 
 
 Investing activities: 
 
 Interest received                                          -               28             32 
 
 Dividend received 
  from trading investments                                141              144            216 
 
 Purchase of property, 
  plant and equipment                                    (48)             (51)          (162) 
 
 Purchase of available-for-sale 
  investments                                               -              (3)            (3) 
 
 Proceeds from disposal 
  of available-for-sale 
  investments                                               -              700          2,360 
 
 Cash proceeds received 
  on disposal of subsidiary                                60                -              - 
 
 Cash transferred in 
  disposal of subsidiary                                 (41)                -              - 
 
 Non-cash assets and 
  liabilities transferred 
  in disposal of subsidiary: 
          Trade and other receivables                 (1,910)                -              - 
          Trade and other payables                      1,904                -              - 
          Current tax liabilities                          13                -              - 
 
 Purchase of intangible 
  assets                                                (714)            (778)        (1,960) 
 
 Net cash (used in)/received 
  from investing activities                             (595)               40            483 
 
 
 Financing activities: 
 
 Equity dividends paid                    10            (346)          (1,019)        (1,019) 
 
 Shares purchased through 
  employee benefit reserve                              (327)            (249)          (426) 
 
 Shares sold through 
  employee benefit reserve                                 83              111            228 
 
 Net cash used in financing                             (590)          (1,157)        (1,217) 
 
 Net (decrease)/increase 
  in cash and cash equivalents                        (3,667)            4,512          (242) 
                                                -------------  --------------- 
 
 Cash and cash equivalents 
  at the beginning of 
  the period                                           11,421           11,663         11,663 
 
 Cash and cash equivalents 
  at the end of the 
  period                                                7,754           16,175         11,421 
 
 

Notes 1 to 12 form part of these financial statements.

Notes to the condensed accounts

   1              Basis of preparation 

The financial information included in this announcement has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards ('IFRS') as adopted by the European Union. However, this announcement does not itself contain sufficient information to comply with IFRS. The financial information contained in these Interim Financial Statements does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. The Group's published full financial statements comply with IFRS. A copy of the statutory accounts for the year ended 31 December 2016 has been delivered to the Registrar of Companies. The auditor's report on those accounts was not qualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain statements under section 498 (2) or (3) of the Companies Act 2006.

The following standards, amendments and interpretations have been issued with the corresponding implementation date, subject to EU endorsement in some cases:

   --      Amendments to IAS 7 Disclosure Initiative effective 1 January 2017 

-- Amendments to IAS 12 Recognition of Deferred Tax Assets for Unrealised Losses effective 1 January 2017

-- AIP IFRS 12 Disclosure of Interests in Other Entities - Clarification of the scope of the disclosure requirements in IFRS 12 effective 1 January 2017

   --      IFRS 15 Revenue from Contracts with Customers effective 1 January 2018 
   --      IFRS 9 Financial Instruments effective 1 January 2018 

-- Amendments to IFRS 2 Classification and Measurement of Share-based Payment Transactions effective 1 January 2018

-- Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts - Amendments to IFRS 4 effective 1 January 2018

   --      Transfers of Investment Property (Amendments to IAS 40) 12 1 January 2018 

-- IFRIC Interpretation 22 Foreign Currency Transactions and Advance Consideration effective 1 January 2018

-- AIP IFRS 1 First-time Adoption of International Financial Reporting Standards - Deletion of short-term exemptions for first-time adopters effective 1 January 2018

-- AIP IAS 28 Investments in Associates and Joint Ventures - Clarification that measuring investees at fair value through profit or loss is an investment-by-investment choice effective 1 January 2018

   --      IFRS 16 Leases effective 1 January 2019 

-- Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets between an Investor and its Associate or Joint Venture

Those amendments with an effective date of 1 January 2017, where relevant to the financial statements of the Group, have been applied. The impact of future standards and amendments on the financial statements is being assessed by the Group and the Company.

The Group accounts consolidate the financial statements of the Company and its subsidiaries, The Share Centre Limited, and The Share Centre (Administration Services) Limited, which all make up their financial statements. Other subsidiaries are not included in the Share plc consolidation as they are not trading and not material to the Group. All intra-group transactions, balances, income and expenses are eliminated on consolidation. On 7 April 2017, one of the Group's subsidiaries, Sharefunds Limited, was sold. Therefore, as at the period end, this company was no longer part of the Share plc consolidation.

The directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing these condensed financial statements.

   2              Accounting policies 

The same accounting policies, presentation and methods of computation are followed in this condensed set of financial statements as applied in the Group's latest annual audited financial statements.

As per the 2016 year end accounts, the consolidated financial statements were restated to correct the accounting treatment for foreign exchange gains and losses on available-for-sale assets. These had historically been included within retained earnings rather than in the revaluation reserve, and so have been reclassified.

The consolidated financial statements were also restated to account for the cash reserves of the employee benefit reserve within assets (cash and cash equivalents) rather than equity (employee benefit reserve).

The June 2016 comparative figures have been restated to be consistent with the 2016 accounts where these restatements are explained further.

   3              Critical accounting judgements and key sources of estimation uncertainty 

In the application of the Group's accounting policies the directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis, but currently remain unchanged against those applied in the Group's latest annual audited financial statements.

   4             Business and geographical segments 

IAS 34 Interim Financial Reporting requires disclosure of segment information within the interim report as the Group is required to disclose segment information in its annual financial statement under IFRS 8 Operating Segments.

 
                                    The Share 
                                       Centre     Fund management             Total 
------------------------- 
                               2017      2016      2017      2016      2017      2016 
 Six months                 GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
  ended 30 June 
  (unaudited) 
-------------------------  --------  --------  --------  --------  --------  -------- 
 Revenue                      8,474     6,833       401       391     8,875     7,224 
 Operating (loss)/profit      (406)     (760)       207        92     (199)     (668) 
-------------------------  --------  --------  --------  --------  --------  -------- 
 

It should be noted that the accounting policies of the reportable segments are the same as the Group's accounting policies and that there were no major customers contributing more than 10% of revenues in the Group as a whole.

Following the sale of Sharefunds Limited, The Share Centre continued to manage the three fund of funds and therefore the majority of Sharefunds revenue has remained within the Group.

   5              Disposal of subsidiary 

On 7 April 2017 Share plc disposed of all its shares in Sharefunds Limited, a wholly owned subsidiary for a total cash consideration of GBP84,000. After costs, the pre-tax gain was calculated to be GBP66,000.

The results of Sharefunds Limited for the period up until disposal have been included in the Group's Income Statement and are presented below:

 
                            Period ended     Six months     Year ended 
                                                  ended 
                                 7 April        30 June    31 December 
                                    2017           2016           2016 
                             (unaudited)    (unaudited)      (audited) 
 Income statement for            GBP'000        GBP'000        GBP'000 
  Sharefunds Limited 
-------------------------  -------------  -------------  ------------- 
 
   Revenue                           259            391            847 
 Administrative expenses           (194)          (299)          (667) 
                           -------------  -------------  ------------- 
 Operating profit                     65             92            180 
 Investment revenues                   -              1              1 
 Profit before tax                    65             93            181 
 Tax                                (13)           (19)           (36) 
                           -------------  -------------  ------------- 
 Profit for the period                52             74            145 
                           -------------  -------------  ------------- 
 
 
                                       As at          As at          As at 
                                     7 April        30 June    31 December 
                                        2017           2016           2016 
                                 (unaudited)    (unaudited)      (audited) 
----------------------------- 
 Balance sheet of Sharefunds         GBP'000        GBP'000        GBP'000 
  Limited 
-----------------------------  -------------  -------------  ------------- 
 
   Current assets 
 Trade and other receivables           1,910            308            138 
 Cash and cash equivalents                41            625            774 
 Current liabilities 
 Trade and other payables            (1,904)          (336)          (254) 
 Current tax liabilities                (13)           (45)           (36) 
 Net assets                               34            552            622 
-----------------------------  -------------  -------------  ------------- 
 
   Equity 
 Share capital                            10             10             10 
 Retained earnings                        24            542            612 
 Equity shareholders' 
  funds                                   34            552            622 
-----------------------------  -------------  -------------  ------------- 
 
 
 
                                    Period ended     Six months     Year ended 
                                                          ended 
                                         7 April        30 June    31 December 
                                2017 (unaudited)           2016           2016 
                                                    (unaudited)      (audited) 
--------------------------- 
 Net cash flows (used                    GBP'000        GBP'000        GBP'000 
  in)/generated from 
  Sharefunds Limited 
  were as follows: 
---------------------------  -------------------  -------------  ------------- 
 
   Operating activities                     (93)             68            217 
 Investing activities                          -              1              1 
 Financing activities                      (640)              -              - 
---------------------------  -------------------  -------------  ------------- 
 Net cash inflow/(outflow)                 (733)             69            218 
---------------------------  -------------------  -------------  ------------- 
 
   6             Taxation 

Tax for the six month period is charged at 19.25% (six months ended 30 June 2016: 20%), representing the best estimate of the average annual effective tax rate expected for the full year. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. In 2017, this is 19% (2016: 20%).

   7              Earnings per share 
 
                                     Six months     Six months     Year ended 
                                          ended          ended 
                                        30 June        30 June    31 December 
                                           2017           2016           2016 
                                    (unaudited)    (unaudited)      (audited) 
 Earnings:                              GBP'000        GBP'000        GBP'000 
--------------------------------  -------------  -------------  ------------- 
 Earnings for the purpose 
  of basic and diluted 
  earnings per share, being 
  net profit attributable 
  to equity holders of 
  the parent company                         13            134            737 
 Other gains and losses                    (67)          (628)        (2,122) 
 FSCS levies                                 96            228            272 
 Share-based payments                       271            308            602 
 One-off redundancy/termination 
  costs                                       -              -             24 
 One-off adjustment to 
  available-for-sale investment 
  valuation                                   -              -              3 
 Profit share impact of 
  the above adjustments                    (65)             12            154 
 Taxation impact of the 
  above adjustments                           7             78            334 
 
 Earnings for the purposes 
  of underlying basic and 
  diluted earnings per 
  share                                     255            132              4 
--------------------------------  -------------  -------------  ------------- 
 
 

Underlying earnings as presented above is on the basis of Profit for the period. In respect of Profit before Tax, underlying earnings were GBP310,000 (six months ended 30 June 2016: GBP110,000).

 
 
                                    Number      Number      Number 
   Number of shares:                  '000        '000        '000 
------------------------------  ----------  ----------  ---------- 
 Weighted average number 
  of ordinary shares               144,781     145,135     145,007 
 Non-vested shares held 
  by employee share ownership 
  trust                            (5,097)     (5,903)     (5,679) 
 
 Basic earnings per share 
  denominator                      139,684     139,232     139,328 
 Effect of potential dilutive 
  share options                      3,177       4,102       4,111 
 
 Diluted earnings per 
  share denominator                142,861     143,334     143,439 
------------------------------  ----------  ----------  ---------- 
 
 
 Basic earnings per share 
  (pence)                              0.0         0.1         0.5 
 
 Diluted earnings per 
  share (pence)                        0.0         0.1         0.5 
------------------------------  ----------  ----------  ---------- 
 
 Underlying (basic and 
  diluted) earnings per 
  share (pence)                        0.2         0.1         0.0 
------------------------------  ----------  ----------  ---------- 
 
   8             Cash and cash equivalents 
 
                          Six months     Six months     Year ended 
                               ended          ended 
                             30 June        30 June    31 December 
                                2017           2016           2016 
                         (unaudited)    (unaudited)      (audited) 
                             GBP'000        GBP'000        GBP'000 
---------------------  -------------  -------------  ------------- 
 Cash at bank and in 
  hand                         6,471             54          9,837 
 Cash held in trust 
  for clients (a)              1,283         16,121          1,584 
---------------------  -------------  -------------  ------------- 
                               7,754         16,175         11,421 
---------------------  -------------  -------------  ------------- 
 

(a) This amount is held by The Share Centre Limited in trust on behalf of clients but may be used to complete settlement of outstanding bargains and dividends due.

Cash and cash equivalents decreased to GBP7.8m at 30 June 2017 (2016: GBP16.2m). The decrease in cash is linked to the investment in digital transformation, a dividend payment, increased administration expenditure and, unlike in recent years, there were no disposals of available-for-sale investments during the first half of the year. The higher cash levels in the first half of 2016 were attributed to the short term impact of the EU Referendum result, which resulted in an increase in trading activity. As a result, the Group temporarily held a larger than normal amount of cash in trust on behalf of customers, to complete settlement of outstanding trades with the market.

At 30 June 2017 segregated deposit amounts held by the Group on behalf of clients in accordance with the client money rules of the Financial Conduct Authority amounted to GBP359m (30 June 2016: GBP295m). The Group has no beneficial interest in these deposits and accordingly they are not included on the balance sheet.

   9             Cash flow 

Reconciliation of operating profit to net cash inflow from operating activities

 
                                  Six months      Six months    Year ended 
                                       ended           ended 
                                30 June 2017         30 June   31 December 
                                                        2016          2016 
                                 (unaudited)       (restated     (audited) 
                                                & unaudited) 
                                     GBP'000         GBP'000       GBP'000 
----------------------------- 
Operating loss for the 
 year                                  (199)           (668)       (1,346) 
Other gains/(losses)                       1               6             6 
Depreciation of property, 
 plant and equipment                      66              61           121 
Amortisation of intangible 
 assets                                   84              40           108 
Share-based payments                     271             308           602 
Operating cash flows 
 before movement in working 
 capital                                 223           (253)         (509) 
(Increase)/decrease 
 in receivables                     (19,922)        (26,350)       (4,484) 
Increase/(decrease) 
 in payables                          17,386          32,104         5,544 
Cash generated by operations         (2,313)           5,501           551 
Income taxes (paid)/received           (169)             128          (59) 
----------------------------- 
Net cash (used in)/from 
 operating activities                (2,482)           5,629           492 
-----------------------------  -------------  --------------  ------------ 
 

Included in 'Other gains/(losses)' for the six month ended 30 June 2017, is a GBP1,000 final payment from Greenko Group plc, a liquidated investment held by the Group. 'Other gains/(losses)' for the prior periods relate to the reclassification of the cash reserves held in the employee benefit trust following the 2016 audit.

   10           Distribution to shareholders 
 
                           Six months     Six months     Year ended 
                                ended          ended 
                              30 June        30 June    31 December 
                                 2017           2016           2016 
                          (unaudited)    (unaudited)      (audited) 
                              GBP'000        GBP'000        GBP'000 
----------------------  -------------  -------------  ------------- 
 
 Final Dividend paid 
  in current year of 
  0.25p per ordinary 
  share (2015: 0.74p)             359          1,063          1,063 
 
 Less amount received 
  on shares held via 
  ESOP                           (13)           (44)           (44) 
 
 
                                  346          1,019          1,019 
 
 
   11           Share-based payments 

The Group continues to grant share options under Company Share Ownership Plan ('CSOP') at six-monthly intervals and discretionary grants to senior managers and directors as deemed appropriate by the Board Remuneration and Nomination Committee. In addition, the Group has an Unapproved Share Option Scheme, Long Term Equity Incentive Plan ('LTEIP') and a Co-ownership Equity Incentive Plan ('CEIP'). There are numerous options still outstanding on the Enterprise Management Incentive ('EMI') scheme. All options expire ten years after the date of grant and, with the exception of some options granted under the unapproved share option scheme, the vesting period for options is three to four years.

In respect of the CEIP, the shares are jointly held with the Employee Benefit Trust. The individual recipients are able to sell the shares concerned between three and ten years after the grant date and benefit from the excess of the sales price at that time over and above the price specified in the Co-ownership agreement. That price is set at a c.20% premium to the market price at the date of grant.

The Group has applied the requirements of IFRS 2 in respect of share-based payments. In the period, the Group made an equity-settled share-based payment under the Group's CSOP scheme of 330,000 shares on 4 May 2017. In all cases, all options have been granted with an exercise price equal to market value - being the closing mid-price on the day prior to grant. A fair value has been determined during the year using the Black Scholes model. In addition, the Group made an equity-settled share-based payment under the Group's LTEIP to directors and managers of 6,100,000 shares on 4 May 2017. In all cases, all options have been granted in the form of nil cost options. These options will vest subject to an absolute Total Shareholder Return performance condition and a non-market based performance condition, specifically growth in Profit before tax. Fair values have been determined using Monte Carlo and Black Scholes models. The main assumptions are as follows:

 
                                      CSOP         LTEIP 
   Grant date                     04/05/17      04/05/17 
 Share price at date of 
  grant                              26.0p         26.0p 
 Exercise price                      26.0p           Nil 
 Risk-free interest rate             0.50%         0.22% 
 Dividend yield                      1.00%         0.96% 
 Volatility (based on 
  historic share price 
  movements)                         30.0%         26.2% 
 Average maturity at exercise      5 years   3 - 4 years 
 Fair value per option               6.27p       25.0p - 
                                                   25.3p 
 

Details of the share options outstanding during the year are as follows:

 
                              As at 30 June 2017             As at 31 December 
                                                                    2016 
                                  (unaudited)                    (audited) 
                              Number         Weighted       Number         Weighted 
                            of share          average     of share          average 
                             options         exercise      options         exercise 
                                        price (pence)                 price (pence) 
----------------------  ------------  ---------------  -----------  --------------- 
 Outstanding at the 
  beginning of the 
  period                  11,179,356             25.1   11,001,527             22.0 
 Granted during the 
  period                   6,430,000              1.3      909,555             28.0 
 Exercised during 
  the period             (1,145,103)              2.5    (329,134)             20.1 
 Expired or forfeited 
  during the period        (149,285)             32.1    (402,592)             32.6 
----------------------  ------------  ---------------  -----------  --------------- 
 Outstanding at the 
  end of the period       16,314,968             15.0   11,179,356             25.1 
----------------------  ------------  ---------------  -----------  --------------- 
 Exercisable at the 
  end of the period        2,389,178             32.5    1,656,813             25.1 
----------------------  ------------  ---------------  -----------  --------------- 
 

The weighted average market share price at the date of exercise for options exercised during the first six months of 2017 was 25.0p (the first six months of 2016: 27.2p).

In addition the Group operates a Share Incentive Plan ('SIP'); further detail of this scheme is available from the Group's annual report and accounts.

The total expense for equity-settled share-based payments for the Group in respect of awards made in the first half of 2017 was GBP532,000 (six months ended 30 June 2016: GBP174,000). This expense is then applied across the vesting periods. An adjustment is made to this figure in respect of members of staff to whom options and shares have been granted but who have left the Group's employ during the vesting period. The overall net charge taken in the income statement for the first half of 2017 is GBP271,000 (six months ended 30 June 2016: GBP308,000).

   12           Other gains and losses 
 
                              Six months     Six months     Year ended 
                                   ended          ended 
                                 30 June        30 June    31 December 
                                    2017           2016           2016 
                             (unaudited)    (unaudited)      (audited) 
                                 GBP'000        GBP'000        GBP'000 
-------------------------  -------------  -------------  ------------- 
 
 Disposal of subsidiary 
  (note 5)                            66              -              - 
 
 Disposal of LSE shares                -            628          2,122 
 
 Liquidation proceeds 
  from Greenko Group 
  plc                                  1              -              - 
 
 Write-off of investment 
  in Greenko Group plc                 -              -            (3) 
 
 
                                      67            628          2,119 
 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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