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Half Yearly Results

29th Aug 2014 07:00

RNS Number : 2974Q
Charles Taylor PLC
29 August 2014
 



PRESS RELEASE

 

Contacts:

David Marock, Group Chief Executive Officer

020 3320 8988

Damian Ely, Group Chief Operating Officer

020 3320 2202

Mark Keogh, Group Chief Financial Officer designate

020 3320 2241

 

Charles Taylor plc

Announcement of results for six months ended 30 June 2014

 

Consolidated financial highlights

For the six months ended 30 June 2014

 

H1 2014 Actual exchange rates

H1 2014 Constant exchange rates

H1 2013

% change actual exchange rates

% change constant exchange rates

Revenue

£56.8m

£59.3m

£56.1m

+1.2%

+5.7%

Professional Services profit1.

£5.6m

£6.0m

£6.0m

-5.5%

+0.8%

Statutory Profit Before Tax

£4.1m

£4.5m

£4.1m

+0.1%

+9.1%

Adjusted Profit Before Tax1.

£5.2m

£5.6m

£5.5m

-6.3%

+0.3%

Statutory EPS

8.83p

9.65p

8.19p

+7.8%

+17.9%

Adjusted EPS

10.69p

11.52p

11.26p

-5.1%

+2.3%

Movements are calculated using unrounded numbers so minor rounding differences may exist.

 

· Interim dividend of 3.25p declared (2013: 3.25p)

 

Note:

1. The 2014 adjusted profit before tax figures exclude acquired intangible amortisation charges of £0.7m (2013: £0.5m), non-recurring costs of £0.2m (2013: £1.0m), pre-tax non-controlling interests of £0.2m (2013: £0.1m).

 

"Charles Taylor has had a steady start to 2014. Our Professional Services businesses have delivered a result in line with the prior year. This was a result of the strong performance of Management Services and Insurance Support Services and despite the impact of the benign claims environment on our Adjusting Services business and the strength of sterling. The Insurers in Run-off business performed satisfactorily. Our overall performance demonstrates the resilience of our business in difficult trading conditions."

 

David Marock

Group Chief Executive Officer

 

 

 

Business highlights

· Growth in revenue and statutory profit before tax

· At constant exchange rates revenue and statutory profit before tax are both up

· Lower adjusted PBT at actual exchange rates - but up at constant exchange rates

· Strong performance from Management Services and Insurance Support Services

· Adjusting Services affected by market-wide benign claims environment

· Interim dividend of 3.25p declared (2013: 3.25p)

 

Group Chief Executive Officer's Review

Charles Taylor has had a steady start to 2014. Our Professional Services businesses have delivered a result in line with the prior year. This was a result of the strong performance of Management Services and Insurance Support Services and despite the impact of the benign claims environment on our Adjusting Services business and the strength of sterling. The Insurers in Run-off business performed satisfactorily. Our overall performance demonstrates the resilience of our business in difficult trading conditions.

 

Group revenue for the first six months of 2014 increased to £56.8m (2014 CER: £59.3m, 2013: £56.1m). Statutory profit before tax was £4.1m (2014 CER: £4.5m, 2013: £4.1m). Adjusted profit before tax was £5.2m (2014 CER: £5.6m, 2013: £5.5m). Adjusted earnings per share were 10.69p (2014 CER: 11.52p, 2013: 11.26p) and statutory earnings per share were 8.83p (2014 CER: 9.65p, 2013: 8.19p).

 

The first half of 2014 has seen many of our new initiatives progress well. We have launched new services, opened new offices, recruited new senior people and secured new business wins. We believe the Group is well-positioned to benefit as the global economy recovers and insured losses return to more normal levels.

 

Professional Services

The Group's core Professional Services businesses made a steady start to the year as set out in the table below:

· Our Management Services business has delivered a strong performance even with the strength of sterling. The mutual insurance companies managed by the Group continue to perform well.

· The Adjusting Services business received a steady flow of new high quality instructions throughout its global office network. Its results were lower in the first half compared to its strong performance in the first half of 2013. This was largely a result of the unusually low level of insured losses across the whole insurance market during the first half of 2014. In fact Munich Re figures reports that claims from natural catastrophes are 32% lower than their 10 year average. The business has significant overseas earnings and was affected by the strength of sterling. We also invested in new people, offices and systems.

· The Insurance Support Services business had a strong start to the year and has seen an improvement in its pipeline of potential new business.

 

Professional Services performance

for to the six months periods to 30 June 2014 and to 30 June 2013

Revenue (£m)

Operating segment profit (£m)

2014

 

2014 (CER)

2013

2014

 

2014 (CER)

2013

Management Services

20.3

20.8

19.1

Management Services

 

3.1

3.2

2.2

Adjusting Services

26.4

28.2

28.3

Adjusting Services

1.4

1.5

3.6

Insurance Support Services

9.7

9.9

8.0

Insurance Support Services

1.1

1.2

0.2

Unallocated

0.1

0.1

(0.0)

Professional Services total

56.4

58.9

55.4

5.6

6.0

6.0

Note: Small rounding differences can arise in the total amounts above.

 

Insurers in Run-off:

The Insurers in Run-off business revenue was £2.0m (2013: £2.5m). The business achieved a break-even result before taking non-controlling interests into account (2013: £0.4m). The result attributable to shareholders was £0.2m (2013: £0.4m).

 

Management Services

Our Management Services business performed well in the first half of 2014. We continued to develop our services in both our UK & International and Americas businesses on behalf of our clients.

 

Management Services - UK & International

· Delivered positive results for the Standard Club: Charles Taylor has been manager of The Standard Club since it was founded in 1884. Today it provides protection and indemnity (P&I) insurance to approximately 10% of world shipping. Our work continues to deliver positive results for the club, which had a satisfactory 2014-15 renewal in February 2014. Free reserves rose to a record US$369 million. In July 2014, the club's credit rating was reaffirmed as 'A' (strong) by Standard & Poor's.

· Launched new P&I products: We continued to develop new products and services for The Standard Club. In the first half, we helped the club launch a fixed premium product for the club's London Class, which specialises in insuring European inland waterways, harbour and coastal operators for their P&I and related liabilities. We also arranged for the club to provide cover to Turk P&I, a fixed premium P&I insurer for Turkish costal vessels. We opened a new office in Brazil to provide clients of The Standard Club with access to our capabilities in Latin America.

 

Management Services - Americas

· Delivered continued growth for Signal Mutual: Charles Taylor has been the manager of Signal Mutual, the largest provider of Longshore workers' compensation insurance to the US maritime industry, since it was founded in 1983. Our work for Signal continued to deliver positive results for the mutual in the first half of 2014. Twelve new member companies joined Signal since the start of the 2013/14 membership year in October 2013. The total payroll of the member companies, on which calls (premiums) are calculated, is projected to reach US$ 3.7 billion by the October 2014 renewal, a 12.1% increase and a record for the mutual.

· New insurance covers: Our General Agency, established to market Charles Taylor developed products in North America has now been licenced in 40 US states. We created a new Maritime Employers' Liability cover for Signal Members in the first half of 2014; we have already received expressions of interest from brokers for the new product. We have also secured our first client for our new Hull & Machinery cover launched at the end of 2013. We are developing plans to launch a new Longshoreman Workers' Compensation Small Account program for businesses whose premiums are too small to join the mutual under the current rules. Plans are well advanced and we expect to progress the initiative in the second half of the year.

· SCALA, which provides workers' compensation to the majority of Canada's ship owners, continues to deliver a steady performance. More than 99% of members by premium volume renewed their cover for 2014 and the mutual has continued to grow its contingency fund.

 

Adjusting Services

The Adjusting Services business continues to receive a steady flow of new high quality instructions across its global office network, although its result for the first six months of 2014 was lower than its strong performance in the first half of 2013. This had been partly due to the unusually low level of insured losses in the market which has resulted in a reduced number of larger and more complex cases for our adjusters to handle. It has also been partly due to the strength of sterling, which has affected overseas earnings.

 

Preliminary figures reported by major insurers and brokers suggest that claims are running well below the average for recent years. Munich Re NatCatSERVICE statistics show that insured losses in US$ from natural catastrophes in the first half year of 2014 are 32% down on the 10 year average.

 

The volumes of loss adjusting work would be expected to increase considerably once there is a return to a more normal claims environment.

 

In the first half of 2014 we continued to invest for growth by acquiring a UK loss adjusting business, opening new offices, recruiting new senior staff, investing in IT and extending the range of services offered from our existing offices:

 

· Opened adjusting office in Brazil: We are expanding our adjusting network and opening offices where there is a demand for our services. In the first half of 2014, we opened an office in Rio de Janeiro, Brazil, to provide loss adjusting services to global and local insurance markets. The office will also provide clients with access to our Management Services capabilities in Latin America.

· Extended adjusting services from existing offices: In line with our business plan objective to deliver more adjusting services from existing offices, we appointed a senior loss adjuster in Singapore to build and lead our property and casualty adjusting capability in the region so we now have all our key disciplines represented in Singapore. We also appointed a senior executive adjuster to develop and lead our property and casualty adjusting practice in Sydney in addition to our existing aviation practice there.

· Acquired a UK loss adjusting business: In May 2014 we acquired Knowles Loss Adjusters, a UK loss adjusting business focused on UK and Ireland property and casualty (P&C) claims. The acquisition extended our UK office network with the addition of 10 offices and gives us a platform to penetrate further the UK loss adjusting market. We believe it positions us well to respond to tenders for international and national account nominations, which require a network of offices across the UK, as well as internationally.

 

Insurance Support Services

The Insurance Support Services business has had a good start to year and has seen a welcome improvement in its pipeline of new business.

 

Insurance Support Services - Non-life

The Non-life Insurance Support Services business includes Charles Taylor Insurance Services (CTIS) and our captive management, risk consulting and specialty risks business lines.

 

Charles Taylor Insurance Services is the largest of the non-life Insurance Support Services business lines. It provides outsourced back office insurance services to the Lloyd's, London and international insurance markets. As reported at the year end, we are now seeing promising signs that the business's performance is improving in both new services and run-off servicing.

· Launched a new delegated claims adjusting services: We launched three new services under the Taylored Claims Management (TCM) banner. These provide support to Lloyd's managing agents for volume, complex and legacy claims under the Lloyd's Claims Transformation Programme. These new services have already secured new clients in 2014.

· Secured a new run-off servicing mandate: We have been appointed as run-off manager for a general reinsurance business. CTIS is managing the entire operation and conduct of the business as well as the management of assets and liabilities.

· Established a new MGA: We have been providing administrative services to Managing General Agencies (MGA) under our MGA Service since 2013. In early 2014 we were appointed to establish a new MGA and to provide ongoing services. This holds promise for our service going forward.

· The Third Party Administrators (TPA) Central Database launched on behalf of the Lloyd's Market Association at the end of 2013 has now been set up and a number of TPAs have signed up for the service.

 

Other Insurance Support Services - Non-life

· Charles Taylor KnowledgeCenter, the specialist provider of tailored IT business solutions to the insurance industry, acquired by the Group in 2013, is seeing a stronger pipeline of new business. In 2014 it has won new business for its Bordereau Manager services from major Lloyd's managing agents and has been appointed by a leading Middle Eastern insurer for its workflow and diary management services.

· The Group's new Workers' Compensation TPA launched in the USA in 2013 has secured new business.

· Our Captive Management business has performed steadily in the first six months of 2014.

· The Risk Consulting business has delivered a much improved performance, albeit from a low base.

· Charles Taylor Investment Management has delivered steady performance.

· Charles Taylor Services, the Group's managing general agency has made good progress, with new business wins secured for its Hull & Machinery, D&O and Maritime Employers Liability covers.

· We are delivering an increasing range of outsourced IT consultancy and systems development services for the Group's clients.

· We launched a new service, Cyber-ATLAS, in partnership with a number of specialist suppliers to help protect businesses against cyber-attacks.

 

Insurance Support Services - Life

The UK offshore life run-off servicing business performed steadily in the first half. It also made good progress on its initiatives to position the business for future growth.

· Launched Charles Taylor Insurance Services Isle of Man (CTIS (IOM)): We rebranded our life insurance administration business, LCL Services, under the CTIS name. This initiative has integrated it more fully into the Group and allows it to capitalise on the Group's global presence and reputation.

· Appointed to provide TPA services:  CTIS (IOM) won a contract to provide life policy administration services to a major Caribbean-based life business.

· Launched Charles Taylor Insurance Fund Services: We established this service with the support of a leading fund administration software provider. The new business will provide specialist fund services for life companies' unitised funds and portfolio bonds.

 

Insurers in Run-off

Performance for the six months to 30 June 2014 and to 30 June 2013

At actual exchange rates

Six months to 30 June 2014 £m

Six months to 30 June 2013 £m

Revenue

2.0

2.5

Operating segment profit

0.0

0.4

 

Life Run-off

In line with our business strategy, we continue to seek further UK international life insurance acquisitions, which meet our criteria. These also benefit our Insurance Support Services business through increased run-off servicing contracts.

 

Non-life Run-off

The Group's three non-life insurance companies delivered an operating loss.

 

Optimise business operations

In line with our business strategy, we took positive steps to strengthen the Group's core capabilities and support services to underpin growth. In the first half of 2014 we:

· Expanded our new IT team based in Vietnam to help develop our new Adjusting Services management system, to deliver development work of our new P&I system for Management Services and to support system development in Insurance Support Services. As reported at the end of 2013, this takes advantage of the high levels of IT literacy and lower operating costs in Vietnam

· Appointed a new Group Human Resources Director from a leading international professional services business and a Group Chief Financial Officer to continue to drive forward the development of the Group's financial management

· We promoted the Chief Operating Officer of Signal Administration to the new role of President of Management Services - Americas, with responsibility for implementing our long term strategy and the management of all operational and administrative functions of the business

· We appointed a Performance and Strategy Director for Management Services - UK and International to be responsible for driving business results and launching new products and services as well as the development and delivery of the longer-term strategy of the business

· We appointed Chief Operating Officers for Non-life Insurance Support services and our Captive Management business. We believe that both appointments will help to focus and accelerate the progress of our new business and service initiatives

 

Current trading and outlookOur core business is performing steadily. The strength of Sterling has moderated the result of our Management Services business which would otherwise have delivered an even stronger performance. With insured claims across the global market resulting from natural catastrophes in H1 32% below their 10 year average (according to Munich Re), Adjusting Services' performance will depend on whether there is an upturn in the volume of large claims in the market for the rest of the year. We are continuing to invest in people, offices and systems to support our growth strategy. The Insurance Support Services business has had a strong start to year and continues to trade well. Our Insurers in Run-off business is performing satisfactorily.

 

We have taken forward our initiatives in the first six months of 2014, many of which are now gaining real traction in the market. We also enjoy strong, long-term relationships with our established clients. We believe the prospects for further growth in Professional Services from our insurance clients remains strong and we look forward to growing our business for the benefit of our shareholders, clients and staff.

 

David Marock

Group Chief Executive Officer

28 August 2014

 

 

 

Group Chief Financial Officer's Review

Results

The results for the period are summarised in the following table and are explained in more detail in the Group Chief Executive Officer's Review.

Six months to 30 June 2014

Six months to 30 June 2013

Professional Services

Insurers in Run-off

Eliminations/ other

Total

Total (CER

Professional Services

Insurers in Run off

Eliminations/ other

Total

 

Revenue (£m)

56.4

2.0

(1.6)

56.8

59.3

55.4

2.5

(1.7)

56.1

 

Operating segment profit (£m)

5.6

0.0

-

5.6

6.0

6.0

0.4

-

6.3

 

Finance costs/other (£m)

-

-

(0.6)

(0.6)

(0.6)

-

-

(0.7)

(0.7)

 

Non-controlling interests before tax (£m)

(0.0)

0.2

-

0.2

0.2

(0.1)

0.1

-

(0.1)

 

Adjusted profit before tax (£m)

5.6

0.2

(0.6)

5.2

5.6

5.8

0.4

(0.7)

5.5

 

Tax (£m)

(0.8)

-

-

(0.8)

(0.8)

(1.0)

-

-

(1.0)

 

Tax on non-controlling interests (£m)

0.0

-

-

0.0

0.0

0.0

-

-

0.0

 

Adjusted earnings (£m)

4.8

0.2

(0.6)

4.4

4.8

4.8

0.4

(0.7)

4.6

 

Adjusted earnings per share (p)

11.63

0.51

(1.44)

10.69

11.52

11.89

1.10

(1.73)

11.26

 

Note: Small rounding differences can arise in the total amounts above.

 

The adjusted financial measures exclude acquired customer relationship intangible charges, non-recurring items and non-controlling interests as set out in the table below.

 

Six months to 30 June 2014 (£m)

Six months to 30 June 2013 (£m)

Statutory profit before tax

4.1

4.1

Amortisation of acquired intangible assets

0.7

0.5

Non-recurring items

0.2

1.0

Non-controlling interests before tax

0.2

(0.1)

Adjusted profit before tax

5.2

5.5

 

Non-recurring items are related to a restructuring charge incurred as part of the continuing cost reduction initiatives started in the prior year.

 

Net debt, cashflow and financing

Net debt at the half year was £21.9m compared to £19.7m at June 2013 half year. We have again benefited from the advance payment of the annual fee by one of our Management Services clients which reduced debt from the year-end figure.

 

The year-on-year rise reflects the impact the cash consideration paid for the acquisition of the business and assets of KnowledgeCenter in the second half of 2013, an increased investment in IT systems during the period and an increase in the working capital of the Adjusting Services business.

 

The advance fee payment results in net debt gradually rising over the year and we believe that a 12-month rolling average figure is a better way to represent the Group's underlying borrowings. At 30 June 2014, our average net debt was £23.7m, down from £24.5m at 30 June 2013. We continue to focus on managing our debt while investing for the future.

 

Retirement benefit scheme

The retirement benefit obligation in the Group balance sheet at 30 June 2014 was £31.4m, compared to £26.7m at the year end and £23.2m at 30 June 2013. The increase in obligation is a result of falls in corporate bond yields, giving rise to a lower discount rate. We also updated our mortality assumptions.

 

Dividends

An interim dividend of 3.25p per share (2013: 3.25p) has been declared and will be paid on 28 November 2014 to shareholders on the register on 17 October 2014.

 

 

Foreign exchange

Charles Taylor has significant overseas revenues which have been affected by the recent strength of Sterling. Many of our costs are also incurred in local currencies, so the strength of Sterling has had a proportionally greater effect on revenue than profit. The rates at which we have translated the Group's overseas profits have fallen significantly year on year. Examples include US$ profits translated at 1.67 (2013: 1.55), Canadian $ at 1.82 (2013: 1.58), Singapore $ at 2.11 (2013: 1.92) and Australian $ at 1.83 (2013: 1.54).

 

Taxation

The effective tax rate on adjusted profits for the period is 17.7%, reduced to 14.2% by a US tax refund, (2013: 16.6%). The movement in the effective tax rate reflects the profit mix across different taxation jurisdictions.

 

Related party transactions

There have been no related party transactions in the period that have materially affected the financial position or performance of the company.

 

Principal risks and uncertainties

The nature of the principal risks and uncertainties for the first half of 2014 fall into the three categories of business, financial, and regulatory compliance risks. These remain unchanged from those explained in the 2013 annual report and accounts. The Group's risk management systems are designed to manage the risk of failing to achieve our business objectives. We have an embedded and continuing process for identifying, evaluating and managing the principal risks which the Group faces.

 

Going concern

The directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future, a period of not less than 12 months from the date of this report. Accordingly they continue to adopt the going concern basis in preparing the condensed financial statements.

 

 

Tito Soso

Group Chief Financial Officer

28 August 2014

Financial Statements

 

Condensed consolidated income statement

 

Six months to 30 June

 

Six months to 30 June

 

Year to 31 December 3131ecember

2014

2013

2013

£000

£000

£000

Note

(Unaudited)

(Unaudited)

(Audited)

Continuing operations

Revenue from Professional Services

 

54,853

 

53,637

 

108,544

 

Revenue from Insurers in Run-off

Gross revenue

 

 

2,505

 

 

3,240

 

 

6,495

Outward reinsurance premiums

(545)

(751)

(1,461)

Net revenue

1,960

2,489

5,034

Total revenue 3

56,813

56,126

113,578

 

Expenses from Insurers in Run-off

Claims incurred

 

 

(9,140)

 

 

(9,664)

 

 

(10,082)

Reinsurance recoveries

1,081

613

1,533

Other gains from insurance activities

8,170

9,957

10,478

Net operating expenses

(1,749)

(2,806)

(5,564)

Net losses

(1,638)

(1,900)

(3,635)

 

Administrative expenses

 

(50,443)

 

(49,402)

 

(101,528)

Share of results of associates

18

8

69

Operating profit

4,750

4,832

8,484

 

Investment and other income

 

85

 

43

 

92

Finance costs

(704)

(749)

(1,668)

Profit before tax

4,131

4,126

6,908

Income tax expense 4

(637)

(762)

(1,369)

Profit for the period from continuing operations

3,494

3,364

5,539

 

Attributable to:

Owners of the Company

 

 

3,675

 

 

3,314

 

 

5,807

Non-controlling interests

(181)

50

(268)

3,494

3,364

5,539

 

Earnings per share from continuing operations

Statutory basic (p) 6

 

8.83

 

8.19

 

14.22

Statutory diluted (p) 6

8.73

8.13

14.11

Condensed consolidated statement of comprehensive income

 

Six months to

30 June

2014

Six months to 30 June

2013

Year to 31 December

2013

£000

 

£000

£000

(Unaudited)

(Unaudited)

 

(Audited)

Items that will not be reclassified subsequently to profit or loss

Actuarial (losses)/gains on defined benefit pension schemes

 (5,897)

7,403

3,039

Tax on items taken directly to equity

957

(1,932)

(1,929)

(4,940)

5,471

1,110

 

Items that may be reclassified subsequently to profit or loss

Exchange differences on translation of foreign operations

(710)

405

(1,925)

(Losses)/gains on cash flow hedges

(124)

(104)

320

(834)

301

(1,605)

 

Net (loss)/profit recognised directly in equity

 

(5,774)

 

5,772

 

(495)

Profit for the period

3,494

3,364

5,539

Total comprehensive (expense)/income for the period

(2,280)

9,136

5,044

 

Attributable to:

Owners of the Company

(2,055)

9,017

5,381

Non-controlling interests

(225)

119

(337)

(2,280)

9,136

5,044

Condensed consolidated balance sheet

 

 

At 30 June

2014

At 30 June

2013

At 31 December

2013

 

Note

£000

(Unaudited)

£000

(Unaudited)

£000

(Audited)

Non-current assets

Goodwill

 

7

 

41,997

 

41,800

 

41,536

Other intangible assets

8

 

12,636

8,406

11,205

Property, plant and equipment

3,914

4,822

4,090

Investments

631

607

668

Deferred tax assets

6,896

5,651

5,811

Total non-current assets

66,074

61,286

63,310

Current assets

Total assets in insurance businesses

 

308,105

 

341,090

 

319,248

Trade and other receivables

60,492

56,655

53,850

Cash and cash equivalents

48,608

47,508

48,757

Total current assets

417,205

445,253

421,855

Total assets

483,279

506,539

485,165

Current liabilities

Total liabilities in insurance businesses

 

270,647

 

303,279

 

281,114

Trade and other payables

37,189

34,003

20,907

Deferred consideration

4,676

5,348

4,284

Current tax liabilities

645

740

335

Obligations under finance leases

298

546

434

Borrowings

7,168

14,585

5,302

Client funds

38,134

38,137

39,990

Total current liabilities

358,757

396,638

352,366

Net current assets

58,448

48,615

69,489

Non-current liabilities

Borrowings

 

24,819

 

13,599

 

35,255

Retirement benefit obligation

15

31,400

23,213

26,671

Provisions

414

592

411

Obligations under finance leases

71

332

150

Deferred consideration

9,802

7,297

9,639

Total non-current liabilities

66,506

45,033

72,126

Total liabilities

425,263

441,671

424,492

Net assets

58,016

64,868

60,673

Equity

Share capital

 

11

 

427

 

414

 

415

Share premium account

35,259

32,511

32,704

Merger reserve

6,872

6,872

6,872

Capital reserve

662

662

662

Own shares

(353)

(414)

(433)

Retained earnings

(6,424)

2,631

(1,378)

Equity attributable to owners of the Company

36,443

42,676

38,842

Non-controlling interests

21,573

22,192

21,831

Total equity

58,016

64,868

60,673

 

The financial statements were approved by the board of directors and authorised for issue on 28 August 2014.

 

Tito Soso Director

28 August 2014

Condensed consolidated cash flow statement

 

Six months to 30 June

2014

Six months to 30 June

2013

Year to 31 December

2013

 

Note

£000

(Unaudited)

£000

(Unaudited)

£000

(Audited)

Net cash from operating activities

12

13,956

 16,397

12,937

 

Investing activities

Interest received

 

 

26

 

 

42

 

 

70

Proceeds on disposal of property, plant and equipment

64

71

117

Purchases of property, plant and equipment

(610)

(502)

(1,161)

Acquisition of other intangible assets

(1,124)

(725)

(1,678)

Purchases of investments

(822)

(29)

(542)

Acquisition of subsidiaries

-

-

(2,078)

Net cash acquired with subsidiary

440

-

33

Net cash used in investing activities

(2,026)

(1,143)

(5,239)

 

Financing activities

Proceeds from issue of shares

 

 

89

 

 

-

 

 

205

Dividends paid

(2,788)

(2,705)

(4,043)

Repayments of borrowings

10

(28,591)

(13,326)

(15,444)

Repayments of obligations under finance leases

(283)

(381)

(687)

New bank loans raised

10

18,000

6,688

28,681

Increase/(decrease) in bank overdrafts

1,873

(6,252)

(13,736)

Net cash used in financing activities

(11,700)

(15,976)

(5,024)

Net increase/(decrease) in cash and cash equivalents

230

(722)

2,674

Cash and cash equivalents at beginning of period

48,757

47,758

47,758

Effect of foreign exchange rate changes

(379)

472

(1,675)

Cash and cash equivalents at end of period

13

48,608

47,508

48,757

Condensed consolidated statement of changes in equity

 

 

 

Share capital

£000

Share premium account

£000

 

Merger reserve

£000

 

Capital reserve

£000

 

Own shares

£000

 

Retained earnings

£000

Non- controlling interests

 £000

 

 

Total

£000

At 1 January 2014 (audited)

415

32,704

6,872

662

(433)

(1,378)

21,831

60,673

Issue of share capital (note 11)

Share premium arising on issue of

share capital (note 11)

12

 

 -

-

 

2,555

-

 

-

-

 

-

-

 

-

-

 

-

-

 

-

12

 

2,555

Profit/(loss) for the financial

period

-

-

-

-

-

3,675

(181)

3,494

Dividends paid (note 5)

Actuarial losses on defined benefit

pension schemes

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

 (2,788)

 

 

(5,897)

-

 

 

-

 (2,788)

 

 

(5,897)

Tax on items taken to equity

Losses on cash flow hedges

-

 

-

-

 

-

-

 

-

-

 

-

-

 

-

957

 

(124)

-

 

-

957

 

(124)

Foreign exchange

translation differences

Movement in share-based payments

-

 

-

-

 

-

-

 

-

-

 

-

-

 

-

(666)

 

(203)

 (44)

 -

(710)

 

(203)

Movement in own shares

-

-

-

-

 80

-

 -

80

Other movements

-

-

-

-

-

-

(33)

(33)

At 30 June 2014 (unaudited)

 

427

 

35,259

 

6,872

 

662

 

(353)

 

(6,424)

 

21,573

 

58,016

 

 

Share

 

Share premium

 

 

Merger

 

 

Capital

 

 

Own

 

 

Retained

 

Non- controlling

capital

account

reserve

reserve

shares

earnings

interests

Total

£000

£000

£000

£000

£000

£000

£000

£000

At 1 January 2013 (audited)

403

30,635

6,872

662

 (385)

(3,684)

22,108

56,611

Issue of share capital (note 11)

Share premium arising on issue of

share capital (note 11)

11

 

 

-

-

 

 

1,876

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

11

 

 

1,876

Profit for the financial period

-

-

-

-

-

3,314

50

3,364

Dividends paid (note 5)

Actuarial gains on defined benefit pension schemes

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

-

 

 

-

(2,705)

 

 

7,403

-

 

 

-

(2,705)

 

 

7,403

Tax on items taken to equity

Losses on cash flow hedges

-

 

-

-

 

-

-

 

-

-

 

-

-

 

-

(1,932)

 

(104)

-

 

-

(1,932)

 

(104)

Foreign exchange

translation differences

Movement in share-based payments

-

 

-

-

 

-

-

 

-

-

 

-

-

 

-

336

 

3

69

 

-

405

 

3

Movement in own shares

-

-

-

-

(29)

-

-

(29)

Other movements

-

-

-

-

-

-

(35)

(35)

At 30 June 2013 (unaudited)

414

32,511

6,872

662

(414)

2,631

22,192

64,868

 

Own shares comprise 251,905 (30 June 2013: 253,960; 31 December 2013: 258,453) shares held by the Charles Taylor Employee Share Ownership Plan Trust ("ESOP"). The market value of these shares was £579,382 (30 June 2013: £477,445; 31 December 2013: £651,302) at the balance sheet date.

 

The trustee of the ESOP is Summit Trust International SA, an independent professional trust company registered in Switzerland. The ESOP is a discretionary trust for the benefit of employees of the Group and provides a source of shares to distribute to the Group's employees (including executive directors and officers) under the Group's various bonus and incentive schemes, at the discretion of the trustee acting on the recommendation of a committee of the Board.

 

The assets, liabilities, income and costs of the ESOP are incorporated into the condensed set of financial statements.

 

There are no significant restrictions on the ability of subsidiaries to transfer funds to the parent in the form of cash dividends or to repay loans or advances other than company law requirements dealing with distributable profits, and in the case of the insurance companies' regulatory permissions and solvency limits.

 

Notes to the condensed set of financial statements

1. General information

The information for the year ended 31 December 2013 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. A copy of the statutory accounts for that year has been delivered to the Registrar of Companies. The auditors reported on those accounts; their report was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

 

2. Accounting policies

Basis of preparation

The annualfinancial statements of Charles Taylor plc are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting", as adopted by the European Union.

 

Going concern

The directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future, a period of not less than 12 months from the date of this report. Accordingly, they continue to adopt the going concern basis in preparing the condensed financial statements.

 

Changes in accounting policy

In the current financial year, the Group has applied for the first time IFRS 10 "Consolidated Financial Statements" and IAS 28 (2011) "Investments in Associates and Joint Ventures", including the amendments to the transitional guidance. The directors do not consider the impact of these changes on the financial statements to be material.

 

3. Segmental information Identification of segments

For management and internal reporting purposes the Group is currently organised into four operating businesses whose principal activities are as follows:

Management Services business - mutual management service.

Adjusting Services business - energy, aviation, non marine and marine (including average) adjusting.

Insurance Support Services business - non-life and life insurance support services, including captive management, investment management and risk management.

Insurers in Run-off business - non-life and life insurance companies closed to new business.

 

Management information about these businesses is regularly provided to the Group's chief operating decision maker to assess their performance and to make decisions about the allocation of resources. Accordingly, these businesses correspond with the Group's operating segments under IFRS 8 "Operating Segments". Businesses forming part of each business which might otherwise qualify as reportable operating segments have been aggregated where they share similareconomic characteristics and meet the other aggregation criteria in IFRS 8.

 

In the Management Services business, a higher proportion of revenue arises in the second half of the financial year. There is no significant seasonality or cyclicality in the other businesses.

 

Measurement of segmental results and assets

Transactions between reportable segments are accounted for on the basis of the contractual arrangements in place for the provision of goods or services between segments and in accordance with the Group's accounting policies. Reportable segment results and assets are also measured on a basis consistent with the Group's accounting policies. Operating segment profit includes an allocation of central costs across the four businesses and excludes non-recurring adjusting items. Reconciliations of segmental results to the Group profit before tax are set out below.

 

Information about major customers

The Group derived revenue of £15.5m (to 30 June 2013: £14.8m, full year 2013: £29.8m) from one external customer which accounts for more than 10% of Group revenue, and is included within the Management Services business.

Professional Services businesses

Run-off

Other

Group

Six months to 30 June 2014

Management Services£000

Adjusting Services£000

Insurance Support Services£000

Unallocated£000

Total£000

Insurers in Run-off£000

Inter-segment eliminations£000

Total£000

Revenue from external clients

20,307

26,390

8,155

1

54,853

1,960

-

56,813

Revenue from other operating segments

-

-

1,592

-

1,592

-

(1,592)

-

Total revenue

20,307

26,390

9,747

1

56,445

1,960

(1,592)

56,813

Depreciation and amortisation

(610)

(564)

(262)

-

(1,436)

(190)

-

(1,626)

Other expenses

(16,639)

(24,474)

(8,366)

91

(49,388)

(1,767)

1,592

(49,563)

Operating segment profit

3,058

1,352

1,119

92

5,621

3

-

5,624

Share of results of associates

18

Amortisation of acquired intangible assets

(681)

Non-recurring costs (note 17)

(211)

Operating profit

4,750

Investment and other income

85

Finance costs

(704)

Profit before tax

4,131

Amortisation of acquired intangible assets

681

Non-recurring costs (note 17)

211

Non-controlling interests before tax

177

Profit before tax - adjusted

5,200

 

3. Segmental information continued

 

Professional Services businesses

 

Run-off

 

Other

 

Group

 

Management

 Services

 

Adjusting Services

Insurance Support Services

 

 

 Unallocated

 

 

Total

 

Insurers in Run-off

 

Inter-segment eliminations

 

 

Total

Six months to 30 June 2013

£000

£000

£000

£000

 £000

£000

£000

£000

Revenue from external

clients

19,125

28,273

6,235

4

53,637

2,489

-

56,126

Revenue from other

operating segments

-

-

1,727

-

1,727

-

(1,727)

-

Total revenue

19,125

28,273

7,962

4

55,364

2,489

(1,727)

56,126

Depreciation and

amortisation

(472)

(656)

(285)

-

(1,413)

(275)

-

(1,688)

Other expenses

(16,490)

(23,978)

(7,526)

(7)

(48,001)

(1,861)

1,727

 (48,135)

Operating segment profit

2,163

3,639

151

(3)

5,950

353

-

6,303

Share of results of

associates

8

Amortisation of acquired

intangible assets

(465)

Non-recurring costs (note 17)

(1,014)

Operating profit

4,832

Investment and other

income

43

Finance costs

(749)

Profit before tax

4,126

Amortisation of acquired

intangible assets

465

Non-recurring costs (note 17)

1,014

Non-controlling interests

before tax

(58)

Profit before tax - adjusted

5,547

 

3. Segmental information continued

Professional Services businesses

Run-off

Other

Group

Year to 31 December 2013

Management Services£000

Adjusting Services£000

Insurance Support Services£000

Unallocated£000

Total£000

Insurers in Run-off£000

Inter-segment eliminations£000

Total£000

Revenue from external clients

41,069

54,922

12,536

17

108,544

5,034

-

113,578

Revenue from other operating segments

-

-

3,337

-

3,337

-

(3,337)

-

Total revenue

41,069

54,922

15,873

17

111,881

5,034

(3,337)

113,578

Depreciation and amortisation

(1,062)

(1,238)

(919)

-

(3,219)

(524)

-

(3,743)

Other expenses

(33,379)

(48,840)

(15,832)

(170)

(98,221)

(3,728)

3,337

(98,612)

Operating segment profit

6,628

4,844

(878)

(153)

10,441

782

-

11,223

Share of results of associates

69

Amortisation of acquired intangible assets

(1,181)

Non-recurring costs (note 17)

(1,627)

Operating profit

8,484

Investment and other income

92

Finance costs

(1,668)

Profit before tax

6,908

Amortisation of acquired intangible assets

1,181

Non-recurring costs (note 17)

1,627

Non-controlling interests before tax

240

Profit before tax - adjusted

9,956

 

 

 

3. Segmental information continued

 

At 30 June 2014

£000

At 30 June 2013

£000

At 31 December 2013

£000

 

 

Professional

Services businesses

 

Insurers in Run-off

 

 

Group

Professional Services businesses

 

Insurers in Run-off

 

 

Group

Professional Services businesses

 

Insurers in Run-off

 

 

Group

Management Services business

 

3,247

 

-

 

3,247

 

4,258

 

-

 

4,258

 

2,021

 

-

 

2,021

Adjusting Services

business

113,299

-

113,299

103,030

-

103,030

109,535

-

109,535

Insurance Support Services business

31,549

-

31,549

29,427

-

29,427

31,265

-

31,265

Unallocated assets and eliminations

 

24,245

 

-

 

24,245

 

25,511

 

-

 

25,511

 

20,096

 

-

 

20,096

Insurers in Run-off business

 

-

 

310,939

 

310,939

 

-

 

344,313

 

344,313

 

-

 

322,248

 

322,248

Total assets

172,340

310,939

483,279

162,226

344,313

506,539

162,917

322,248

485,165

Non-current assets

63,240

2,834

66,074

58,063

3,223

61,286

60,310

3,000

63,310

Current assets

109,100

308,105

417,205

104,163

341,090

445,253

102,607

319,248

421,855

Total assets

172,340

310,939

483,279

162,226

344,313

506,539

162,917

322,248

485,165

Current liabilities

(83,434)

(270,647)

(354,081)

(88,011)

(303,279)

(391,290)

(66,968)

(281,114)

(348,082)

Deferred consideration

 

(625)

 

(4,051)

 

(4,676)

 

-

 

(5,348)

 

(5,348)

 

(102)

 

(4,182)

 

(4,284)

Net current assets

25,041

33,407

58,448

16,152

32,463

48,615

35,537

33,952

69,489

Non-current liabilities

 

(56,704)

 

-

 

(56,704)

 

(37,682)

 

(54)

 

(37,736)

 

(62,487)

 

-

 

(62,487)

Deferred

consideration

(2,040)

(7,762)

(9,802)

-

(7,297)

(7,297)

(980)

(8,659)

(9,639)

Total liabilities

(142,803)

(282,460)

(425,263)

(125,693)

(315,978)

(441,671)

(130,537)

(293,955)

(424,492)

Net assets

 

29,537

 

28,479

 

58,016

 

36,533

 

28,335

 

64,868

 

32,380

 

28,293

 

60,673

Non-controlling interests

 

(1,007)

 

(20,566)

 

(21,573)

 

(1,215)

 

(20,977)

 

(22,192)

 

(1,057)

 

(20,774)

 

(21,831)

Equity attributable to owners ofthe Company

 

 

28,530

 

 

7,913

 

 

36,443

 

 

35,318

 

 

7,358

 

 

42,676

 

 

31,323

 

 

7,519

 

 

38,842

 

 

 

 

Six months

Revenue

 

Six months

 

 

Year to

 

 

At

Non-current assets1

 

At

 

 

At

to 30 June

to 30 June

31 December

 30 June

 30 June

31 December

2014

2013

2013

2014

2013

2013

Geographical information

£000

£000

£000

£000

£000

£000

United Kingdom

14,738

14,823

29,241

48,083

43,580

45,975

Other Europe

4,288

5,032

9,573

3,112

3,548

3,297

North America

7,054

7,495

14,896

5,901

6,272

6,038

Asia Pacific

8,212

8,573

16,704

1,294

1,243

1,315

Bermuda

22,521

20,203

43,164

788

992

874

56,813

56,126

113,578

59,178

55,635

57,499

 

1 Excluding deferred tax.

 

4. Income tax expense

Tax for the six month period is charged at 14.2% (to 30 June 2013: 16.6%) representing the best estimate of the average annual effective tax rate expected for the full year, applied to the adjusted pre-tax income of the six month period.

 

5. Dividends

Six months to 30 June2014£000

Six monthsto 30 June2013£000

Year to31 December 2013£000

Ordinary dividends paid comprise:

Final dividend paid (2013: 6.75p, 2012: 6.75p)

2,788

2,705

2,705

Interim dividend paid (2013: 3.25p)

-

-

1,338

2,788

2,705

4,043

 

The interim dividend of 3.25p per share was approved by the Board on 28 August 2014 and has not been included as a liability as at 30 June 2014.

 

6. Earnings per share

Earnings per ordinary share have been calculated by dividing the profit on ordinary activities after taxation and non-controlling interests for each period by the weighted average number of shares in issue. The shares held by the ESOP have been excluded from the calculation because the trustees have waived the right to dividends on these shares.

 

The calculation of the statutory basic, statutory diluted and adjusted earnings per share is based on the following data:

 

Six months to 30 June

2014

Six months to 30 June

2013

Year to 31 December

2013

£000

£000

£000

Earnings

Earnings for the purposes of adjusted earnings per share being adjusted profit after tax attributable to owners of the Company

 

 

4,450

 

 

4,557

 

 

8,185

Amortisation of acquired intangible assets

(681)

(465)

(1,181)

Non-recurring costs (note 17)

(211)

(1,014)

( 1,627)

Tax on non-recurring costs

117

236

430

Earnings for the purposes of statutory basic and statutory diluted earnings per share being net profit attributable to owners of the Company

 

3,675

 

3,314

 

5,807

 

 

Number

Number

Number

Number of shares

Weighted average number of ordinary shares for the purposes of statutory basic earnings per share

41,631,237

40,471,896

40,835,149

Effect of dilutive potential ordinary shares:Share options

447,430

285,241

329,128

Weighted average number of ordinary shares for the purposes of statutory diluted earnings per share

42,078,667

40,757,137

41,164,277

 

 

7. Goodwill

The increase in goodwill from £41.5m at 31 December 2013 to £42.0m at 30 June 2014 was due to £0.6m goodwill arising on the acquisition of KLA Group (see note 9) offset by £0.1m of expense as a result of foreign exchange differences.

 

8. Other intangible assets

During the period we have reduced the value of the intangible assets recognised as part of the KnowledgeCenter acquisition by £240,000, as a result of the business not meeting performance targets.

 

9. Acquisition of subsidiaries

KLA Group

On 14 May 2014, the Group acquired 100% of the issued share capital of KLA Holdings Limited and its subsidiary Knowles Loss Adjusters Limited ("Knowles"). Knowles is a UK loss adjusting business focused on UK property and casualty ("P&C") claims, complementing the existing loss adjusting services provided by the Group.

 

The business contributed £0.6m revenue and £0.0m profit before tax to the Group since the acquisition date.

 

If the acquisition had been completed on the first day of the financial year the combined revenue for the Group and statutory profit before tax would have been £58.1m and £4.2m respectively. The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are as set out in the table below:

 

 

 

KLA Group

Carrying amount before acquisition

£000

 Adjustments

£000

Amount recognised at acquisition

£000

Identifiable intangible assets

-

2,025

2,025

Property, plant and equipment

44

-

44

Trade and other receivables

569

-

569

Cash and cash equivalents

440

-

440

Trade and other payables

(416)

-

(416)

Tax liabilities

(83)

-

(83)

Identifiable assets and liabilities

554

2,025

2,579

Goodwill

593

Consideration

3,172

Satisfied by:

Ordinary shares of the Company

1,631

Deferred consideration

1,541

Consideration

3,172

 

 

The deferred consideration of £1.5m is contingent on the performance of the business post acquisition and is limited to a £2.0m maximum, with no minimum payment. The goodwill is underpinned by a number of elements which individually cannot be quantified. Most significant amongst these is the premium attributable to a highly skilled workforce and established experience in the field of P&C loss adjusting and third party claims administration.

 

10. Bank overdrafts and loans

Loans raised during the period amounted to £18.0m (to 30 June 2013: £6.7m, full year 2013: £26.7m) and repayments on loans amounted to £28.6m (to 30 June 2013: £13.3m, full year 2013: £15.4m). As noted in last year's annual audited financial statements, the Group's senior banking facilities were renewed on 7 November 2013 for a five-year term.

 

11. Share capital

Share capital as at 30 June 2014 amounted to £427,000 (at 30 June 2013: £414,000, at 31 December 2013: £415,000). 1,193,197 1p shares were issued during the period (to 30 June 2013: 1,069,179, full year 2013: 1,195,338). The consideration above 1p per share is reflected in the share premium account and amounts to £2,555,000 (to 30 June 2013: £1,876,000, full year 2013: £2,096,000).

 

 

12. Notes to the condensed consolidated cash flow statement

 

 

Six months to

 

 

Six months to

 

 

Year to

30 June

2014

30 June

2013

31 December

2013

£000

£000

£000

Operating profit

Adjustments for:

Depreciation of property, plant and equipment

4,750

 

834

4,832

 

989

8,484

 

2,253

Amortisation of intangibles

1,473

1,165

2,671

Other non-cash items

480

330

2,253

Decrease in provisions

(1,164)

(1,045)

(2,193)

Share of results of associates and joint ventures

(18)

(8)

(69)

Operating cash flows before movements in working capital

6,355

6,263

13,399

Increase in receivables

(5,969)

(5,295)

(1,946)

Increase in payables

15,840

14,820

581

Decrease in insurance company assets

11,143

8,237

30,079

Decrease in insurance company liabilities

(10,467)

(9,597)

(31,761)

Cash generated by operations Contributed by:

- Professional Services

16,902

 

16,190

14,428

 

15,054

10,352

 

10,186

- Insurers in Run-off

712

(626)

166

Cash generated by operations

16,902

14,428

10,352

Income taxes paid

(536)

(423)

(1,041)

Interest paid

(554)

(532)

(1,151)

Net cash before movement in client funds

15,812

13,473

8,160

Movement in client funds

(1,856)

2,924

4,777

Net cash from operating activities

13,956

16,397

 12,937

 

Additions to tangible fixed assets during the period amounting to £59,000 (to 30 June 2013: £nil, full year 2013: £nil) were financed by new finance leases.

 

Cash and cash equivalents (which are presented as a single class of assets on the face of the balance sheet) comprise cash at bank and other short-term highly-liquid investments with a maturity of three months or less. Cash includes client funds of £38.1m (30 June 2013: £38.1m, 31 December 2013: £40.0m).

 

13. Net interest bearing liabilities

 

 

At

 

 

At

 

 

At

30 June

2014

30 June

2013

31 December

2013

£000

£000

£000

Cash and cash equivalents

48,608

47,508

48,757

Bank overdrafts

(6,313)

(11,924)

(4,440)

Current loans

(855)

(2,661)

(862)

Non-current bank loans

(24,819)

(13,599)

(35,255)

Finance leases

(369)

(878)

(584)

16,252

18,446

7,616

Client funds

(38,134)

(38,137)

(39,990)

(21,882)

(19,691)

(32,374)

 

14. Financial instruments

 

Valuation techniques and assumptions applied for the purposes of measuring fair value

The fair values of the Group's financial assets and liabilities are determined as follows:

 

· For those financial assets and liabilities that are cash or short-term trade receivables or payables, carrying amount is a reasonable approximation of fair value.

· Retirement benefit obligations are valued by independent actuaries in accordance with IFRS.

· The Group's remaining financial assets and liabilities are measured, subsequent to initial recognition, at fair value, and they can be grouped into Levels 1 to 3 based on the degree to which the fair value is observable:

- Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;

- Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

- Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

Fair value hierarchy

 

For each of the assets in the table below carrying value is a reasonable approximation to fair value. There are no level 1 financial assets or liabilities and there were no transfers between level 1 and 2 during the period, nor were there any valuation changes. All movements in the asset or liability values below, except deferred consideration, are through the income statement.

 

Deferred consideration has increased by £0.6m, being £1.5m arising on the acquisition of KLA Group (see note 9), offsetting a distribution of £0.9m of loan notes convertible to shares to former owners of the LCL Group. Other movements in deferred consideration are through the income statement and net to nil.

 

At 30 June 2014

At 30 June 2013

At 31 December 2013

Level 2

Level 3

Total

Level 2

Level 3

Total

Level 2

Level 3

Total

£000

£000

£000

£000

£000

£000

£000

£000

£000

Trade debtors

-

26,136

26,136

-

22,158

22,158

-

22,807

22,807

Accrued income

-

22,934

22,934

-

24,121

24,121

-

23,278

23,278

Deferred consideration

-

(14,478)

(14,478)

-

(12,645)

(12,645)

-

(13,923)

(13,923)

FX forward contracts

4

-

4

304

-

304

(120)

-

(120)

Interest rate swaps

-

-

-

(193)

-

(193)

(61)

-

(61)

4

34,592

34,596

111

33,634

33,745

(181)

32,162

31,981

 

The fair values of the financial assets and liabilities included in the Level 2 category have been independently valued by the Royal Bank of Scotland and HSBC based on observable market conditions prevailing at the valuation date, including relevant foreign exchange rates and the zero-coupon yield curve.

 

The fair values of the financial assets and liabilities included in the Level 3 category above have been determined in accordance with generally accepted pricing models based on a discounted cash flow analysis with the most significant inputs being the discount rate that reflects substantially the same terms and characteristics including the credit quality of the instrument:

· Trade debtors are reduced by a discount to reflect the time value of money at a discount rate of 2.75% (30 June 2013: 2.59%, 31 December 2013: 2.75%) that reflects the Group's debt funding rate over the relevant maturities.

· Accrued income is uplifted by 5.4% for anticipated unrecorded income, which is based on average over-recovery of unrecorded income during 2014, and then discounted for the time value of money at 2.75% (30 June 2013: 2.59%, 31 December 2013: 2.75%) that reflects the Group's debt funding rate over the relevant maturities.

· Deferred consideration is reduced by a discount to reflect the time value of money at a discount rate of 4.03% (30 June 2013: 4.50%, 31 December 2013: 4.63%) that reflects the Group's debt funding rate over the relevant maturities.

 

The sensitivity of the fair values of trade debtors and accrued income to changes in the discount rate is negligible, irrespective of the change in discount rate. The sensitivity of the fair value of deferred consideration to reasonably likely changes in the discount rate is immaterial.

 

15. Pensions

The Group contributes to a number of defined benefit pension schemes on behalf of employees. The present value of the retirement benefit obligation at 30 June 2014 has been arrived at by recalculating the 31 December 2013 liabilities using the financial assumptions at 30 June 2014 and rolling forward the liability, allowing for interest and benefit accrual to 30 June 2014. The value of plan assets represents the bid value of invested assets at 30 June 2014 plus cash balances held.

 

The financial assumptions used to calculate scheme liabilities under IAS 19R "Employee benefits" are as follows:

 

At30 June2014£000

At30 June2013£000

At31 December 2013£000

Rate of increase in salaries

3.40

3.30

3.40

Rate of increase of pensions in payment

- RPI

 - max 5%

3.40

3.30

3.40

 - max 2.5%

2.50

2.50

2.50

 - min 3%, max 5%

3.40

3.30

3.40

- CPI

 - max 5%

2.65

2.55

2.65

 - max 2.5%

2.50

2.50

2.50

Discount rate

4.30

4.90

4.60

Inflation assumption

- RPI

3.40

3.30

3.40

- CPI

2.65

2.55

2.65

 

 

Amount recognised in the balance sheet in respect of the Group's retirement benefit obligations

 

At 30 June

2014

At 30 June

2013

At 31 December

2013

£000

£000

£000

Total market value of assets

81,986

76,219

79,009

Actuarial value of liability

(111,095)

(97,772)

(103,604)

Effect of paragraph 58(b) limit

(2,140)

(1,443)

(1,867)

Overseas retirement benefit obligation

(151)

(217)

(209)

Net liability recognised in the balance sheet

(31,400)

(23,213)

(26,671)

Related deferred tax asset

6,301

5,340

5,358

Pension liability net of related deferred tax asset

(25,099)

(17,873)

(21,313)

 

16. Related party transactions

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

 

17. Non-recurring costs

In the prior year the directors removed certain costs from the business in order to improve operational efficiency. The £0.2m cost incurred to date represents further restructuring costs arising from the reduction of headcount in certain business segments. The directors consider these costs to be of a non-recurring nature.

 

Forward-looking statements

This interim report contains certain forward-looking statements. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that will or may occur in the future. Actual results may differ from those expressed in such statements, depending on a variety of factors, including demand and pricing; operational problems; general economic conditions; political stability and economic growth in relevant areas of the world; changes in laws and governmental regulations; exchange rate fluctuations and other changes in business conditions; the actions of competitors and other factors.

 

Responsibility Statement

 

We confirm that to the best of our knowledge:

(a) the condensed set of financial statements has been prepared in accordance with IAS 34 "Interim Financial Reporting";

(b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

(c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).

 

By order of the Board

 

David Marock

Group Chief Executive Officer

 

Damian Ely

Group Chief Operating Officer

 

Tito Soso

Group Chief Financial Officer

 

Independent review report to Charles Taylor plc

 

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2014 which comprises the condensed consolidated income statement, the condensed consolidated statement of comprehensive income, the condensed consolidated balance sheet, the condensed consolidated cash flow statement, the condensed consolidated statement of changes in equity, and related notes 1 to 17. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

This report is made solely to the Company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the Company those matters we are required to state to it in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review work, for this report, or for the conclusions we have formed.

 

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

 

As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting," as adopted by the European Union.

 

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

 

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2014 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.

 

 

 

 

 

Deloitte LLP

Chartered Accountants and Statutory Auditor

London, United Kingdom 28 August 2014

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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