18th Mar 2013 07:00
18 March 2013
MITON GROUP PLC
FINAL RESULTS FOR YEAR ENDED 31 DECEMBER 2012
Miton Group plc (formerly known as MAM Funds plc), the AIM quoted fund management group, announces its annual results for the year ended 31 December 2012.
Financial Highlights | 2012 £m | 2011 £m | % |
Assets Under Management at 31 December | 1,786 | 1,666 | +7.2 |
Net Revenue | 11.6 | 11.2 | +3.6 |
Adjusted Profit(1) | 3.9 | 3.6 | +8.3 |
Profit/(Loss) before Tax | 0.9 | (0.4) | |
Cash generated from operations | 3.6 | 2.5 | +44.0 |
Total Cash Balances at 31 December | 12.0 | 9.9 | +21.2 |
pence | pence | % | |
Earnings per share | 0.80 | 0.25 | +220.0 |
Adjusted EPS(2) | 2.47 | 2.45 | +0.8 |
Proposed dividend per share | 0.45 | 0.40 | +12.5 |
Notes
(1) Adjusted Profit is before amortisation, exceptionals and taxation.
(2) Adjusted EPS excludes charges for amortisation and exceptionals and associated taxation.
Business Highlights
Net inflows:
·; Positive net total fund inflows for the year of £62m despite mixed market conditions.
Growing equity specialisation:
·; Two successful C share issues for Diverse Income Trust (£30m in July and £31m in December) resulted in total assets increasing to £120m.
·; CF Miton UK Multi Cap Income Fund reached £48m in assets only 15 months since launch.
New fund launches:
·; In July we launched Miton Global Diversified Income Fund.
·; In December we launched the CF Miton UK Smaller Companies Fund.
Existing funds relaunched:
During the year we relaunched and renamed four funds:
·; CF Miton Total Return Fund
·; CF Miton Worldwide Opportunities Fund
·; CF Miton Diversified Growth Fund
·; CF Miton Distribution Fund
- the latter two being newly risk-rated funds meeting the increased demands of IFAs.
New fund managers:
·; We welcomed four new members to our fund management team heralding the launch of three new funds in 2013 with distinctive strategies in the UK mid and large cap and US multi cap sectors:
·; Nick Ford and Hugh Grieves, US equity fund managers; and
·; George Godber and Georgina Hamilton, UK equity managers.
Development of business support functions:
·; CRM system implemented.
·; Group investment management system being introduced in 2013.
Unifying under the Miton Group brand:
·; All OEICs renamed Miton
·; Plc name changed to Miton Group following shareholder approval
Ian Dighé, Executive Chairman said:
"Miton has had a very active and profitable year. We have stepped up the investment in, and the trajectory of, the business and expect to continue this strategy in 2013. Our refocused and expanded range of funds, and talented fund managers, are building a strong platform for growth."
ENDS
For further information, please contact:
Miton Group plc
Ian Dighé, Executive Chairman 07785 703261
Gervais Williams, Managing Director 07811 331824
Robert Clarke, Group Finance Director & Director of Operations 07766 688983
Peel Hunt, Nominated Adviser and Broker Guy Wiehahn / Andy Crossley 020 7418 8900MHP, PR Adviser
Reg Hoare / Simon Hockridge / Rosa Smith 020 3182 8100
Web: www.mitongroup.com
Chairman's Statement
Results
Against a backdrop of mixed market conditions in 2012, Miton has made good progress with a step up in its market presence and an increase in Adjusted Profit to £3.9m. We addressed the strategic priorities outlined in my statement last year - sowing many seeds for the future capacity and trajectory of the business.
Starting the climb
A summary of the key actions and achievements of the year in this context are set out in detail in the Business & Financial Review.
In summary we have made changes to our existing funds including:
I am particularly delighted that towards the end of the year we recruited four new members to our fund management team. We therefore welcome Nick Ford, Hugh Grieves, George Godber and Georgina Hamilton, all of whom share our culture and are well known to our existing team. We aim to build upon the success of our UK equity funds with the launch of three new equity funds that they will manage, and which will have distinctive equity strategies in the UK mid & large cap and US multi cap sectors.
The performance and growth of our new equity funds has been particularly encouraging. During the year we raised over £60m in two C share issues for the Diverse Income Trust to take it decisively over £100m of total assets.
The CF Miton UK Multi Cap Income fund grew to just under £50m by the end of the year. The CF Miton Global Diversified Income Fund was launched in May and a new CF Miton UK Smaller Companies fund was launched successfully in December.
Work in Progress
Although we have made good progress, we have not yet stemmed the outflow of funds managed by our Liverpool office. We have implemented a number of changes which should enable further progress in 2013:
During the year, we have examined a number of complementary business development opportunities. One of these was successfully completed after the end of the year when, in February, it was announced that Gervais Williams and Martin Turner were appointed the new managers of the £80m Henderson Fledgling Trust. We continue to attract the interest of individual fund managers and teams, given our strong sales channel and our enthusiasm for building out our range of single strategy funds.
Change of name and fund rebranding
Shareholders approved the change of the Company's name to Miton Group plc in January 2013. Given the track record of the CF Miton Special Situations and CF Miton Strategic funds, the Miton brand is already synonymous with outstanding long term performance, along with closely managed volatility that has often sustained investors' capital at times of market stress. Unifying under a single brand underlines that our fund managers work in common purpose across a number of different asset classes. Miton's proposition is a straightforward combination of leading fund managers, along with largely unconstrained strategies that are carefully applied to take advantage of the changing market trends.
Naturally we have also rebranded all our OEICs under the Miton brand too. The Directors believe that changing the Company's name to Miton Group plc reinforces these brand changes and will help to communicate the distinctive nature of the Group's product range to potential investors and intermediaries.
Dividend
Last year we paid our first dividend for four years as part of a new progressive dividend policy. This year, the Group generated cash from operations of £3.6m (2011: £2.5m). Therefore the Board is proposing to pay a dividend of 0.45p per share on 20 May 2013 to shareholders registered at 2 April 2013 (2011: 0.4p): an increase of 12.5%. The increase reflects the Board's confidence in the future prospects of the Group.
Priorities
There is much to be accomplished in the coming year and beyond in order to continue to grow Assets Under Management.
Outlook
We are significantly building the capacity of the Group to manage a far greater level of assets under management. This is being achieved through the recruitment of new fund managers, the recent and planned launch of new funds, the winning of new mandates and the upgrading of our systems across the Group. Through these specific initiatives we will raise our business trajectory over the coming years.
Staff
I would like to recognise the dedication and hard work of our employees during 2012. Our business has asked a lot of our staff and they have been more than willing to address the challenges.
Ian Dighé
Executive Chairman
15 March 2013
Business and Financial Review
Introduction
Miton Group plc (formerly known as MAM Funds plc) is the AIM-listed parent company of a fund management group operating through two FSA regulated companies:
·; Miton Asset Management Limited; and
·; Miton Capital Partners Limited (formerly known as Midas Capital Partners Limited).
We manage investments within:
·; eleven open ended funds
·; three investment trusts, and
·; segregated accounts.
The business now operates under the single Miton brand and has 41 employees working out of offices in Reading, Liverpool and London. Up until December 2012 we operated under the MAM, Miton, Midas and Acuim brands.
Our fund managers seek value for investors without undue regard for indices and benchmarks. They have the flexibility to invest in companies, funds and asset classes that are better placed to preserve value and see it grow over the medium to longer term.
Opening AUM 1 Jan 2012 £m | Inflows £m | Outflows £m | Net Flows £m | Other including markets £m | Closing AUM 31 Dec 2012 £m | |
Funds | 1,457 | 412 | (410) | 2 | 36 | 1,495 |
Investment trusts | 127 | 60 | - | 60 | 19 | 206 |
Other | 82 | 2 | (1) | 1 | 2 | 85 |
Total | 1,666 | 474 | (411) | 63 | 57 | 1,786 |
Review of the year
2012 was a busy year for developing our product range and continuing to invest in the business. In the 2011 Annual Report we set out our strategic priorities and we now provide an update on the progress we are making and give a summary of activity in 2012:
Financial review
We are pleased that the Group's Adjusted Profit increased by over 8% to £3.9m for the year ended 31 December 2012. After expensing amortisation of £3.0m profit before tax was £913,000, compared with a loss before tax in 2011 of £427,000.
2012 £m | 2011 £m | |
Net Revenue | 11.6 | 11.2 |
Administrative expense | (7.0) | (6.7) |
Share based payment | (0.7) | (0.7) |
Net interest | - | (0.2) |
Adjusted Profit | 3.9 | 3.6 |
Exceptional (charges) | - | (1.0) |
Amortisation | (3.0) | (3.0) |
Profit/(Loss) before Tax | 0.9 | (0.4) |
Key points:
·; Net revenues after fees and commission expense increased by 3.6% reflecting an increase of 3.8% in average Assets Under Management
·; Administrative expense increased by 4.5%. Three fund managers were recruited just before the end of the year and therefore only account for a small element of the increase.
·; Adjusted Profit of £3.9m increased by 8.3% over the previous year. Adjusted Profit has benefited from no interest charge in the year and from the release of provisions no longer required of £228,000.
Cash and cashflow
Cash generated from operations of £3.6m increased from £2.5m in 2011.
Total cash balances held at the year end as per our Consolidated Balance Sheet were £12.0m (2011:£9.9m) of which £5.6m (2011: £3.5m) is considered free cash - analysed as follows:
£m | £m | |
Total Group Cash | 12.0 | |
less: | ||
Regulatory capital requirement | 3.9 | |
Regulatory capital contingency | 1.5 | |
Provisions unwinding over 12 months | 0.2 | |
Year end payables in excess of regular working capital | 0.8 | |
6.4 | ||
Estimated free cash | 5.6 |
Other balance sheet items
The balance sheet includes £34.5m of goodwill and £13.1m of intangible assets. An annual review is carried out to assess the value in use of the relevant business assets. In 2012 this was again assessed as being in excess of the combined carrying value of £47.6m and therefore no impairment write-down is required. The original capitalised cost of the intangible assets is written off over their useful lives resulting in an annual amortisation charge of £3.0m.
Provisions outstanding at the end of the year of £230,000 reduced from the opening balance of £1,332,000 on 1 January as a result of £891,000 being utilised and £228,000 being released as no longer required.
The Management Equity Incentive scheme (MEI) treasury shares of £4.7m are held in an employee benefit trust pending possible vesting between 2015 and 2019. They are required to be shown as a deduction from total equity funds. Cumulative retained earnings stand at £24.7m.
Robert Clarke
Group Finance Director & Director of Operations
15 March 2013
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2012
2012 £000 | 2011 £000 | ||
Revenue | 22,333 | 21,423 | |
Fees and commission expense | (10,751) | (10,244) | |
Net revenue | 11,582 | 11,179 | |
Administration expenses | (7,014) | (6,666) | |
Share-based payment | (712) | (701) | |
Amortisation of intangibles | (2,974) | (2,974) | |
Exceptional operating expense | - | (773) | |
Operating profit from Continuing Operations | 4 | 882 | 65 |
Exceptional loss on restructuring and financing | - | (325) | |
Finance revenue | 31 | 3 | |
Finance costs | - | (170) | |
Profit/(loss) for the year from Continuing Operations before taxation | 913 | (427) | |
Taxation | 153 | 501 | |
Profit for the year from Continuing Operations after taxation | 1,066 | 74 | |
Discontinued Operations | |||
Profit for the year from Discontinued Operations | - | 243 | |
Profit for the year attributable to equity holders of the parent | 1,066 | 317 | |
pence | pence | ||
Earnings per share | |||
- Basic and diluted | 6a | 0.80 | 0.25 |
Earnings per share from Continuing Operations | |||
- Basic and diluted | 6b | 0.80 | 0.06 |
Consolidated Statement of Changes in Equity
for the year ended 31 December 2012
Share Capital £000 | Share Premium £000 | Treasury Shares £000 | MEI Treasury Shares £000 | Warrant Reserve £000 | Capital Redemption Reserve £000 | Creditors Reserve £000 | Retained Earnings £000 | Total £000 | |
At 1 January 2011 | 70 | 24 | (52) | - | 239 | 5,527 | 799 | 28,068 | 34,675 |
Profit for the year | - | - | - | - | - | - | - | 317 | 317 |
Placing shares issued | 61 | 19,939 | - | - | - | - | - | - | 20,000 |
Cost of share issue | - | (513) | - | - | - | - | - | - | (513) |
Exercise of warrants | 2 | 239 | - | - | (239) | - | - | - | 2 |
Redemption of Preference Shares | - | - | - | - | - | 6,035 | - | (6,035) | - |
Sale of treasury shares | - | - | 52 | - | - | - | - | - | 52 |
Shares issued to Management Equity Incentive (MEI) | 13 | 4,283 | - | (4,296) | - | - | - | - | - |
Shares issued on exercise of options | 1 | 308 | - | - | - | - | - | (296) | 13 |
Share-based payments | - | - | - | - | - | - | - | 701 | 701 |
Deferred tax direct to equity | - | - | - | - | - | - | - | 48 | 48 |
Transfer from Creditors Reserve | - | - | - | - | - | - | (432) | 432 | - |
At 1 January 2012 | 147 | 24,280 | - | (4,296) | - | 11,562 | 367 | 23,235 | 55,295 |
Profit for the year | - | - | - | - | - | - | - | 1,066 | 1,066 |
Shares purchased for Management Equity Incentive (MEI) | - | - | - | (398) | - | - | - | - | (398) |
Shares issued on exercise of options | 1 | 314 | - | - | - | - | - | (248) | 67 |
Share-based payments | - | - | - | - | - | - | - | 712 | 712 |
Deferred tax direct to equity | - | - | - | - | - | - | - | 81 | 81 |
Transfer from Creditors Reserve | - | - | - | - | - | - | (367) | 367 | - |
Dividends | - | - | - | - | - | - | - | (535) | (535) |
At 31 December 2012 | 148 | 24,594 | - | (4,694) | - | 11,562 | - | 24,678 | 56,288 |
Consolidated Balance Sheet
as at 31 December 2012
Notes | 2012 £000 | 2011 £000 | |
Non-current assets | |||
Goodwill | 34,544 | 34,544 | |
Intangible assets | 13,068 | 16,042 | |
Property and equipment | 94 | 148 | |
47,706 | 50,734 | ||
Current assets | |||
Trade and other receivables | 1,638 | 1,589 | |
Income tax receivables | - | 60 | |
Cash and cash equivalents | 5 | 11,951 | 9,941 |
13,589 | 11,590 | ||
Total assets | 61,295 | 62,324 | |
Current liabilities | |||
Trade and other payables | 1,670 | 1,583 | |
Income tax payable | 638 | 446 | |
Provisions | 230 | 1,332 | |
2,538 | 3,361 | ||
Non-current liabilities | |||
Deferred tax liabilities | 2,469 | 3,651 | |
Provisions | - | 17 | |
2,469 | 3,668 | ||
Total liabilities | 5,007 | 7,029 | |
Net assets | 56,288 | 55,295 | |
Equity | |||
Share capital | 148 | 147 | |
Share premium | 24,594 | 24,280 | |
MEI treasury shares | (4,694) | (4,296) | |
Capital redemption reserve | 11,562 | 11,562 | |
Creditors reserve | - | 367 | |
Retained earnings | 24,678 | 23,235 | |
Total equity | 56,288 | 55,295 |
Ian Dighé
Executive Chairman
15 March 2013
Consolidated Statement of Cash Flows
for the year ended 31 December 2012
2012 £000 | 2011 £000 | ||
Operating activities | |||
Profit for the year | 1,066 | 317 | |
Adjustments to reconcile profit to net cash flow | |||
from operating activities: | |||
Tax on Continuing Operations | (153) | (501) | |
Net finance (revenue)/cost | (31) | 167 | |
Depreciation | 78 | 77 | |
Amortisation of intangible assets | 2,974 | 2,974 | |
Share-based payment | 712 | 701 | |
Decrease/(increase) in trade and other receivables | 38 | (64) | |
Increase/(decrease) in trade and other payables | 26 | (939) | |
Movement in provisions | (1,119) | (567) | |
Exceptional loss on restructuring and financing | - | 325 | |
Cash generated from operations | 3,591 | 2,490 | |
Income tax paid | (695) | (1,371) | |
Net cash flow from operating activities | 2,896 | 1,119 | |
Investing activities | |||
Interest received | 31 | 3 | |
Purchase of property and equipment | (24) | (100) | |
Purchase of intangible assets | - | (26) | |
Proceeds from disposal of treasury shares | - | 52 | |
Net cash flow from investing activities | 7 | (71) | |
Financing activities | |||
Purchase of treasury shares | (425) | - | |
Proceeds from share issue | 67 | 20,063 | |
Costs of share issue | - | (513) | |
Interest paid | - | (1,155) | |
Repayment of borrowings | - | (17,584) | |
Early redemption payment | - | (325) | |
Dividends paid | (535) | - | |
Net cash flow from financing activities | (893) | 486 | |
Increase in cash and cash equivalents | 2,010 | 1,534 | |
Cash and cash equivalents at the beginning of the year | 9,941 | 8,407 | |
Cash and cash equivalents at the year end | 11,951 | 9,941 |
Notes
At 31 December 2012
1. Authorisation of financial statements and statement of compliance with IFRSs
The financial statements of Miton Group plc (formerly known as MAM Funds plc) and its subsidiaries (the "Group") for the year ended 31 December 2012 were authorised for issue by the Board of directors on 15 March 2013 and the balance sheet was signed on the Board's behalf by Ian Dighé. Miton Group plc (formerly known as MAM Funds plc) is a public limited company incorporated and domiciled in England and Wales. The Company's ordinary shares are traded on AIM.
The Group's financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union as they apply to the financial statements of the Group for the year ended 31 December 2012.
2. Accounting policies - basis of preparation
This financial information does not constitute statutory accounts, but has been extracted from the statutory accounts for the years ended 31 December 2012 and 31 December 2011 on which unqualified audit reports, which did not contain a statement under s498(2) or s498(3), have been issued. The statutory accounts for the year ended 31 December 2011 were posted to shareholders on 12 April 2012 and delivered to the Registrar on 11 June 2012 and the statutory accounts for the year ended 31 December 2012 will be delivered to the Registrar following their adoption at the Annual General Meeting. The preliminary announcement has been prepared on the same basis as that used in the preparation of the previous year's Annual Report and was approved for issue by the board of directors on 15 March 2013.
The statutory accounts will be delivered to the Registrar of Companies following the Company's Annual General Meeting which will be held at 10.30 am on 15 May 2013 in the David Burbidge Suite at 12 Austin Friars, London EC2N 2HE.
The registered office address is 10 - 14 Duke Street, Reading, RG1 4RU.
Copies of the Annual Report and accounts and notice of Annual General Meeting will be published on the Group's website www.mitongroup.com and posted to shareholders on [1] April 2013. They will be available to the public at the registered office from the same time.
The consolidated financial statements have been prepared on the historical cost basis, except for certain financial instruments which have been measured at fair value. The consolidated financial statements are presented in Sterling and all values rounded to the nearest thousand pounds (£'000) except when otherwise indicated.
This preliminary announcement contains certain forward looking statements with respect to the financial condition, results of operations and businesses and plans for Miton Group plc. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that have not yet occurred. There are a number of different factors that could cause actual results or developments to differ materially from those expressed or implied by these forward looking statements. Nothing in this statement should be construed as a profit forecast.
3.Segmental Reporting
The group has one revenue stream, fund management fees, which are derived almost entirely from Europe (98% Europe; 2% Hong Kong).
4. Group Operating Profit
(a) Operating profit from continuing operations is stated after charging:
Notes | 2012 £000 | 2011 £000 | |
Auditors' remuneration | 4(b) | 144 | 105 |
Staff costs | 5,185 | 5,542 | |
Operating lease rentals | |||
- plant and machinery | - | 1 | |
- land and buildings | 106 | 177 | |
Depreciation | 78 | 77 | |
Amortisation | 2,974 | 2,974 | |
Exceptional operating expense | 4(c) | - | 773 |
(b) Auditors' remuneration
The remuneration of the Auditors is analysed as follows:
2012 £000 | 2011 £000 | |
Audit of the consolidated financial statements | 57 | 52 |
Audit of Company's subsidiaries pursuant to legislation | 27 | 27 |
Other fees to Auditors - taxation compliance services | 25 | 16 |
- other non-audit services | 35 | 10 |
144 | 105 |
(c) Exceptional operating (income)/expense
2012 £000 | 2011 £000 | |
Group restructuring costs | - | 690 |
Capital reconstruction costs | - | (76) |
Other costs | - | 159 |
- | 773 |
In 2011, following the announcement of the changes to the Board on 5 December 2011, the Group made full provision in the 2011 Statement of Comprehensive Income for the compensation costs for loss of office to which one executive director and one senior manager became entitled. A provision of £456,000 for those compensation costs and related employment taxes was charged to the exceptional operating expense line within the 2011 Statement of Comprehensive Income. In addition during 2011, costs of £184,000 were incurred in respect of redundancy costs and £50,000 relating to other restructuring costs.
Capital reconstruction costs provided in 2010 were released to the 2011 Statement of Comprehensive Income following a review by management resulting in a gain of £76,000.
Other exceptional operating costs in 2011 comprised £109,000 in respect of the closure of one open ended fund, £40,000 relating to provisions for dilapidations and £10,000 relating to other fund management provisions.
5. Cash and short term deposits
2012 £000 | 2011 £000 | |
Cash at bank and in hand | 11,951 | 9,941 |
Within cash at bank are £Nil (2011: £367,000) held for the account of creditors to the Company as identified in the 23 August 2010 capital reconstruction. The amount due to these creditors as at 31 December 2012 of £Nil (2011: £367,000) was held in a separate escrow account
6. Earnings per share
Basic earnings per share from the Continuing and Discontinued Operations is calculated by dividing the profit/(loss) for the period attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period.
In calculating diluted earnings per share, IAS 33 Earnings Per Share requires that the profit/(loss) of the continuing and discontinued operations is divided by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of any potential dilutive ordinary shares that would be issued on their conversion to ordinary shares during the period. However, options issued under the Long-Term Incentive Plan (LTIP) and the Management Incentive Plan (MIP) and the shares issued under the Management Equity Incentive (MEI) have been excluded from all diluted earnings per share calculations. The conditions of the option grants fall within the definition of contingently issuable shares, and the shares issued under the MEI are treated as cancelled and non dilutive as required by IAS 33.
(a) Reported earnings per share from the combined operations
This includes both the continuing and Discontinuing Operations' profit/(loss) for the period and has been calculated as follows:
2012 | 2011 | |||||
Profit £000 | Shares No. | Earnings per share pence | (Loss)/ Profit £000 | Shares No. | Earnings per share pence | |
Profit from Continuing Operations | 1,066 | 74 | ||||
Profit from Discontinued Operations | - | 243 | ||||
Net profit attributable to ordinary equity holders of the parent for basic and diluted earnings | 1,066 | 317 | ||||
Basic and Diluted | 1,066 | 134,092,866 | 0.80 | 317 | 125,150,273 | 0.25 |
(b) Reported earnings per share from Continuing Operations
This is based on the profit/(loss) for the Continuing Operations in the period and was as follows:
2012 pence | 2011 pence | |
Basic and diluted | 0.80 | 0.06 |
(c) Adjusted earnings per share from Continuing Operations
Adjusted earnings per share is based on Adjusted Profit after tax, where Adjusted Profit is stated after charging interest and share-based payments but before amortisation and exceptional items.
Adjusted Profit for calculating Adjusted earnings per share:
2012 £000 | 2011 £000 | |
Profit/(loss) for the period from Continuing Operations | ||
before taxation | 913 | (427) |
Add back: | ||
Exceptional loss on restructuring and financing | - | 325 |
Exceptional operating expense | - | 773 |
Amortisation | 2,974 | 2,974 |
Adjusted Profit | 3,887 | 3,645 |
Taxation: | ||
Tax in the Statement of Comprehensive Income for Continuing Operations | 153 | 501 |
Tax effect of adjustments | (729) | (1,083) |
Adjusted Profit after tax for the calculation of Adjusted earnings per share | 3,311 | 3,063 |
Adjusted earnings per share from Continuing Operations was as follows:
2012 pence | 2011 pence | |
Basic and diluted | 2.47 | 2.45 |
Related Shares:
MGR.L