24th Nov 2016 07:00
24 November 2016
Charles Stanley Group PLC
Results for the six months ended 30 September 2016
Charles Stanley Group PLC (the "Group", "the Company" or "Charles Stanley") today announces its interim results for the six months ended 30 September 2016. The commentary below refers to the period from 1 April 2016 to 30 September 2016 ("the period") unless otherwise stated.
Charles Stanley has a distinctive client focused approach offering a full and personal service across a range of wealth management services. The Group's vision is to become the UK's leading wealth manager by 2020.
Financial highlights:
· Funds under Management and Administration ("FuMA") rose by 13% to £22.5 billion (30 September 2016: £20.0 billion)
· Reported profit before tax up 80% to £3.6 million (1H 2016: £2.0 million)
· Reported earnings per share grew by 46% to 4.44p (1H 2016: 3.04p)
· Capital adequacy ratio of 139% (1H 2016: 148%)
· FY 2017 interim dividend maintained at 1.5 pence per share (1H 2016: 1.5 pence per share)
Update on revised remuneration arrangements:
· Remuneration consultation process has been concluded and revised financial arrangements will come into force at the beginning of the next financial year
· Two remuneration schemes now in place, one for employed investment managers and one for self-employed associates
· As part of the arrangements, for the employed teams only, the Board is now seeking shareholder approval for the implementation of a new share plan of up to an additional 5% of the current issued share capital of the Company
Operational highlights:
· Positive momentum across all divisions
· Released a new, more efficient, client onboarding process
· Restructured Investment Management Services management team providing improved stewardship
· Created a range of risk-rated pooled vehicles being readied for launch
· Reorganised the Financial Planning division's management team and following a strategic review
· Launched a mobile-optimised digital website and new pricing structure for Charles Stanley Direct
· Overhauled the Distribution, Marketing (including digital marketing) and PR departments and an initiative is underway to forge strategic links with national advisor firms
· Delivered process efficiencies across the Support Functions
· Rationalised the Group's London offices
The Group's medium term operating margin target of 15% remains achievable.
Paul Abberley, Chief Executive Officer commented:
"The conclusion of the remuneration process is a significant milestone and marks the successful conclusion of the first stage of our turnaround strategy. We are maintaining momentum and the Group is now in a healthier position on a more sustainable basis. With operational foundations in place and productivity initiatives underway, we are well positioned to pursue the second phase of our strategy, with an emphasis on building the delivery of organic growth".
For further information, please contact:
Charles Stanley Joanne Vowles Public Relations Manager Via Redleaf Communication | Canaccord Genuity Andrew Buchanan 020 7523 4661 | Peel Hunt Guy Wiehahn 020 7418 8893 | Redleaf Communications Rebecca Sanders-Hewett Charlie Geller 020 7382 4730 |
Notes to editors:
Charles Stanley traces its origins to 1792 and is one of the oldest firms on the London Stock Exchange. Charles Stanley today provides holistic wealth management services to private clients, charities and smaller institutions. These are delivered by over 450 professionals located in 25 offices throughout the UK, both direct to clients and to intermediaries. Our services include investment portfolio management and financial planning, supported by in-house administration and custody for investment portfolios, SIPPs and ISAs to enhance the quality of service provided. In addition, Charles Stanley Direct provides an award winning direct to customer Execution-only dealing platform for equities and funds.
Financial highlights:
| 1H 2017 | 1H 2016 |
Profit before tax from Core Business1 (£m) | 4.2 | 3.5 |
Reported profit before tax (£m) | 3.6 | 2.0 |
Earnings per share from Core Business (p) | 6.86 | 6.12 |
Reported earnings per share (p) | 4.44 | 3.04 |
Dividend per share (p) | 1.5 | 1.5 |
Business highlights:
| 1H 2017 | 1H 2016 |
FuMA (£bn) | 22.5 | 20.0 |
Discretionary funds (£bn) | 10.6 | 8.9 |
Core Business revenue (£m) | 68.8 | 70.8 |
Core Business revenue:
| 1H 2017 | 1H 2016 |
Investment Management Services (£m) | 59.8 | 61.3 |
Asset Management (£m) | 3.1 | 2.8 |
Financial Planning (£m) | 3.8 | 4.1 |
Charles Stanley Direct (£m) | 2.1 | 2.6 |
Financial calendar:
Interim results announced | 24 November 2016 |
Ex-dividend date for interim dividend | 15 December 2016 |
Record date for interim dividend | 16 December 2016 |
Payment date of interim dividend | 20 January 2017 |
1Core Business represents the Group's four main operating divisions being: Investment Management Services,Asset Management, Financial Planning and Charles Stanley Direct.
Chief Executive's report
Profits before tax for the first half were up 80% to £3.6 million. This improvement in profitability is indicative of the momentum in the turnaround strategy that was implemented last year.
The initial phase of this turnaround strategy had four parts; to strengthen the balance sheet and return the Group to profitability; dispose of non-core assets; focus on core activities that will allow us to deliver high levels of customer satisfaction; and review the remuneration structures.
We are now profitable, have disposed of loss-making non-core activities and developed detailed strategic implementation plans for our divisions to provide the holistic wealth management services that our customers want.
The final strand of this initial phase was to finalise the consultation with our investment management teams regarding the methodology used to calculate their variable remuneration and their contractual terms.
Remuneration consultation process completed
We are delighted to announce that this process has been concluded and we can now transition to the revised financial arrangements. These will come into force at the beginning of the next financial year.
We have put in place two schemes, one for employed investment managers and one for self-employed associates, and whilst there are differences between the two, they are both profit focused and include specific measures to ensure conduct based behavior is considered.
It has always been the intention of Charles Stanley to reach an agreement that allows us to work collaboratively with our investment managers, and establish a long-term framework that lets all stakeholders benefit from the ongoing prospects of the Group. I would like to thank our investment managers for their support and our shareholders for their patience as we concluded this important milestone in our turnaround programme.
As part of the arrangements, for the employed teams only, we are seeking shareholder approval for the implementation of a share plan up to 5% of the current issued share capital of the Company. A separate announcement containing details of the scheme has been made today and a shareholder circular will be posted to shareholders shortly.
Focus on driving organic growth
The completion of the remuneration consultation process will allow us to focus now on driving organic growth within the business. We are seeing the signs of revenue growth across all our divisions. and in order to maintain the momentum that we have already achieved within the business, we are putting our strategic implementation plan in to practice. To that end, the management teams of each of the four main operating divisions have been restructured, in some instances augmented, and they are driving the strategy execution for their area.
Continue to implement efficiencies
Inevitably this restructuring highlights resourcing and prioritisation issues, so a change management office has been formed to manage key projects more closely. Their role is to ensure proper cost benefit analysis is done at the outset and then to manage key change projects through to delivery. Ultimately the aim is to ensure focused change management and to accelerate the programme through improved execution.
Early evidence of this working in practice during the first half has included a streamlined lead management and new client set-up process for the Investment Management Services division, and a much-improved digital client onboarding process, repricing and mobile-optimised website for Charles Stanley Direct. It has also been reflected through the consolidation of our London offices into 55 Bishopsgate which has been completed seamlessly and within budget. Bringing all our London based staff under one roof will improve internal communication and help us drive the pace of change.
Charles Stanley has also worked hard to improve its profitability through the careful management of costs and process efficiencies across all the Support Functions. Examples of process efficiencies that have been implemented during the first half include changes to automate the transfers process, the dematerialisation of paper holdings using Allfunds as custodian and the streamlining of the client amendment process. Looking forward, we will also be pooling more holdings in the next six months and improving the efficiency of the reconciliation process.
Next stage of strategy well underway
The next stage of our turnaround strategy is well underway and growing assets under management has been prioritised by the executive team. The formation of a dedicated Distribution department during 2015 has led to increased new business leads which are handled by a specialist business development team.
A re-energised marketing programme together with a comprehensive digital marketing campaign has been put in place to serve all divisions. The PR effort has been refocused by streamlining internal resources and outsourcing key elements to professional external agencies with the aim of improving brand recognition and increasing new business enquiries.
The sales team serving the advisor market has been strengthened and an initiative is underway to forge strategic links with national advisor firms and build sustainable long-term business flows.
Board changes and governance
After many years serving as an executive director, Mike Lilwall has decided to step down from the Board to focus on private client investment management. Mike has been one of the main architects of the Group's growth since he joined the firm in 1997 and whilst he will no longer serve on the Board, his counsel will remain available.
More widely, the Board is currently reviewing the general governance structure of the Group. In part this is being done in anticipation of the Senior Managers regime expected to come into effect in 2018, but it is also being done to bring greater clarity of purpose to our various boards and committees, drive better decision taking and increase accountability.
Outlook
Contrary to many commentators' expectations, market conditions have improved markedly since the UK voted to leave the EU and we are cautiously optimistic that this will continue during 2017. Brexit inevitably poses challenges for the UK economy, but financial conditions remain highly accommodative and should help cushion the economy and support asset prices during 2017. We also consider the outcome of the US presidential election likely to be positive for markets. This relatively optimistic outlook receives further support from a more positive global backdrop, which we expect to be characterised by better activity data and improving corporate earnings.
The resolution of the investment managers' variable remuneration is now complete and we have a detailed roadmap for our strategic implementation plan.
Over the coming year we intend to put our strategic implementation plan into practice, increase Funds under Management and Administration over time, and maintain the momentum within the Group through improved execution. I am confident that we will continue to progress against our stated strategy.
Interim financial report
First half review
The Group's overall revenues have declined from £74.9 million in 1H 2016 to £68.8 million in 1H 2017. The majority of this reduction was accounted for by the held for sale activities (£4.1 million in 1H 2016) which had been sold by the commencement of this financial year. Overall expenditure also reduced from £73.1 million in 1H 2016 to £69.6 million in 1H 2017. In addition, net finance income of £4.2 million, arising primarily from exceptional gains included in the adjusting items analysis shown below, were recognised during the first half. As a result of the above factors, the Group's reported profit before tax for the first half has improved by 80% to £3.6 million (1H 2016: £2.0 million).
Funds under Management and Administration
Charles Stanley's revenue is substantively driven by the level of its FuMA which have increased to £22.5 billion at 30 September 2016, representing a 10% increase from the £20.5 billion at 31 March 2016 and a 13% year-on-year increase from the £20.0 billion at 30 September 2015. These increases are broadly in line with the increases in the WMA Balanced Index over the same periods (up 10% since 31 March 2016 and up 14% since 30 September 2015) and the FTSE 100 Index (up 12% since 31 March 2016 and up 14% since 30 September 2015).
FuMA movement year on year |
|
|
|
| Sep 2016 | Mar 2016 | Sep 2015 |
| £bn | £bn | £bn |
Discretionary funds | 10.6 | 9.4 | 8.9 |
Advisory Managed funds | 2.6 | 2.6 | 2.3 |
Total Managed funds | 13.2 | 12.0 | 11.2 |
Advisory Dealing funds | 1.7 | 1.7 | 2.0 |
Execution-only funds | 7.6 | 6.8 | 6.8 |
Total Administered funds | 9.3 | 8.5 | 8.8 |
Total FuMA | 22.5 | 20.5 | 20.0 |
FTSE 100 index | 6,896 | 6,175 | 6,062 |
WMA balanced | 3,915 | 3,556 | 3,421 |
Discretionary Managed funds increased 19% year on year. The Advisory Managed and Execution-only categories also increased, by 13% and 12% respectively. Advisory Dealing funds fell 15%, partly due to transfers between services. The Execution-only funds on the Charles Stanley Direct platform have increased to £2.0 billion, up from £1.8 billion at 31 March 2016 and from £1.7 billion at 30 September 2015.
The £2.0 billion net increase in FuMA since 31 March 2016 comprises inflows from new (£0.5 billion) and existing (£0.2 billion) clients, positive market performance of £2.0 billion offset by client accounts closed during the period of £0.7 billion, of which £0.4 billion was accounted for by clients of departing investment managers.
Results and performance
The Group's financial performance for the six months ended 30 September 2016, the comparative period to 30 September 2015 and the full year to 31 March 2016 is summarised in the three tables below. These tables show the results of the Core Business (comprising the Investment Management Services, Asset Management, Financial Planning and Charles Stanley Direct divisions), the held for sale activities (Charles Stanley Securities and Charles Stanley Financial Solutions, both of which were disposed of by 1 April 2016), and various exceptional adjusting items.
| Core Business | Held for sale | Adjusting items | Reported results |
| £m | £m | £m | £m |
30 September 2016 |
|
|
|
|
Revenue | 68.8 | - | - | 68.8 |
Expenses | (65.3) | - | (4.3) | (69.6) |
Other income | 0.2 | - | - | 0.2 |
Operating profit/(loss) | 3.7 | - | (4.3) | (0.6) |
Net finance income | 0.5 | - | 3.7 | 4.2 |
Gain/(loss) on sale of business | - | - | - | - |
Profit/(loss) before tax | 4.2 | - | (0.6) | 3.6 |
Tax expense | (0.7) | - | (0.6) | (1.3) |
Profit/(loss) after tax | 3.5 | - | (1.2) | 2.3 |
|
|
|
|
|
30 September 2015 |
|
|
|
|
Revenue | 70.8 | 4.1 | - | 74.9 |
Expenses | (67.4) | (3.9) | (1.8) | (73.1) |
Other income | 0.1 | - | - | 0.1 |
Operating profit/(loss) | 3.5 | 0.2 | (1.8) | 1.9 |
Net finance income | - | - | - | - |
Gain on sale of business | - | - | 0.1 | 0.1 |
Profit/(loss) before tax | 3.5 | 0.2 | (1.7) | 2.0 |
Tax expense | (0.4) | (0.1) | - | (0.5) |
Profit/(loss) after tax | 3.1 | 0.1 | (1.7) | 1.5 |
|
|
|
|
|
31 March 2016 |
|
|
|
|
Revenue | 136.3 | 5.3 | - | 141.6 |
Expenses | (132.2) | (5.9) | (3.9) | (142.0) |
Other income | 0.1 | - | - | 0.1 |
Operating profit/(loss) | 4.2 | (0.6) | (3.9) | (0.3) |
Net finance income | 0.1 | - | - | 0.1 |
(Loss)/gain on sale of business | (0.1) | 0.1 | (0.1) | (0.1) |
Profit/(loss) before tax | 4.2 | (0.5) | (4.0) | (0.3) |
Tax (expense)/credit | (0.7) | (0.1) | 0.8 | - |
Profit/(loss) after tax | 3.5 | (0.6) | (3.2) | (0.3) |
Revenues from the Core Business declined marginally to £68.8 million (1H 2016: £70.8 million) because the reduction in dealing commission, trail commissions and interest earned on client cash balances of £5.2 million exceeded the increase in investment management fees achieved in the period of £3.2 million.
Expenses within the Core Business reduced 3.1% to £65.3 million (1H 2016: £67.4 million). The bulk of the cost savings were achieved by reduced remuneration costs, down £1.2 million, driven by a 5.4% reduction in headcount to 898 (1H 2016: 949) and a decrease in variable remuneration. Professional fees also reduced by £1.2 million compared to last year.
The Core Business pre-tax profit increased by 20% to £4.2 million (1H 2016: £3.5 million), primarily as a consequence of the improved cost control noted above and £0.5 million net finance income recognised during 1H 2017 arising from dividend income and net gains from available-for-sale financial assets.
Divisional review
Investment Management Services
The Investment Management Services division provides personal investment services to individuals, companies, trusts and charities and includes platform dealing, custody and administration services. The firm's advisor services are highly rated and were once again awarded six five-star ratings by Defaqto. Changes in these key performance indicators for the division are shown below.
|
| Sep '16 | Sep '15 | Change |
|
| £m | £m | % |
Revenue |
| 59.8 | 61.3 | (2.4%) |
Direct costs |
| (30.3) | (32.6) | (7.1%) |
Other income |
| 0.2 | 0.1 | 100.0% |
Contribution |
| 29.7 | 28.8 | 3.1% |
Allocated costs |
| (23.5) | (23.3) | 0.9% |
Operating profit |
| 6.2 | 5.5 | 12.7% |
|
|
|
|
|
Contribution margin |
| 49.7% | 47.0% |
|
Operating margin |
| 10.4% | 9.0% |
|
The division's FuMA increased 12.2% to £19.3 billion at 30 September 2016 (30 September 2015: £17.2 billion). However, revenues decreased 2.4% to £59.8 million (1H 2016: £61.3 million) because declines in dealing commission, trail commission income and interest earned on client cash balances more than offset the 6.4% increase of investment management fees. The overall average revenue margin for the first half was 65bps by comparison to 68bps last year. The division's direct costs decreased 7.1% resulting in an operating contribution of £29.7 million (1H 2016: £28.8 million). Allocated costs have remained relatively flat leading to a reported operating profit of £6.2 million (1H 2016: £5.5 million).
As has been previously mentioned, the Group has been in prolonged discussions with its investment management teams about the method of computation and scale of their variable remuneration arrangements. Interim arrangements were agreed with the majority of investment managers during March 2016 and took effect from 1 April 2016. These have contributed to a reduction in variable compensation as a proportion of revenue in the period.
In addition to resolving the reward arrangements for the long term, a key challenge the Group faces is how to create efficiencies and streamline its front office support and mid and back office processes, both to be able to reduce the cost base and to introduce a greater degree of variability to it. The Group has a number of work streams focused on trying to achieve this. At the same time a more focused and strategic approach to project development will mean that developments in the division will deliver real benefits for clients and investment managers.
As with many of our competitors, increasing costs of providing our services has caused the Group to look to recalibrate its pricing structure to ensure that the cost of services are fair and appropriate. A new minimum pricing has been agreed and is being rolled out in a phased fashion.
Asset Management
The Asset Management division provides specialist asset management services through a range of funds, active and passive model portfolios and Inheritance Tax Portfolio Service. It also provides investment research services to the rest of the Group.
|
| Sep '16 | Sep '15 | Change |
|
| £m | £m | % |
Revenue |
| 3.1 | 2.8 | 10.7% |
Direct costs |
| (2.8) | (2.9) | (3.4%) |
Contribution |
| 0.3 | (0.1) | 400.0% |
Allocated costs |
| (0.1) | (0.3) | (66.7%) |
Operating profit/(loss) |
| 0.2 | (0.4) | 150.0% |
|
|
|
|
|
Contribution margin |
| 9.7% | (3.6%) |
|
Operating margin |
| 6.5% | (14.3%) |
|
The division's funds under management increased to £1.0 billion as at 30 September 2016 (30 September 2015: £0.7 billion). Institutional business within the Asset Management division has grown strongly in 1H 2016 and Charles Stanley was awarded 2016 Fiduciary Manager of the Year by Global Investor. Revenues grew 10.7% to £3.1 million (1H 2016: £2.8 million) and as a result of tight cost control the division's direct costs have reduced leading to the division moving into profit.
Asset Management has undergone a systematic reorganisation following the formation of the division in late 2015. The aim was not solely to reduce cost but to upskill and create a scalable offering for the intermediary and institutional market. The process was completed in October leaving the division with a motivated, skilled team and a coherent, scalable range of products and services serving both internal and external clients.
Financial Planning
The Financial Planning division provides financial planning and advice. It also incorporates EBS Management PLC ("EBS"), the Group's pensions administration business.
|
| Sep '16 | Sep '15 | Change |
|
| £m | £m | % |
Revenue |
| 3.8 | 4.1 | (7.3%) |
Direct costs |
| (3.6) | (3.6) | - |
Contribution |
| 0.2 | 0.5 | (60.0%) |
Allocated costs |
| (2.2) | (1.4) | 57.1% |
Operating loss |
| (2.0) | (0.9) | 122.2% |
|
|
|
|
|
Contribution margin |
| 5.3% | 12.2% |
|
Operating margin |
| (52.6%) | (22.0%) |
|
Revenues for the division have decreased by comparison to the prior year by 7.3% due to the transfer of a number of investment managers, who accounted for £0.7 million in the prior year, from Financial Planning to the Investment Management Services division. On a like for like basis the underlying Financial Planning team has increased revenues by 14.3% from £2.1 million to £2.4 million and EBS revenues were up 7.7% from £1.3 million to £1.4 million. The direct costs of the division have remained flat but allocated costs increased mainly due to restructuring charges, and this has led to the division's reported loss increasing to £2.0 million (1H 2016: £0.9 million).
Following a change of management earlier this year, the Financial Planning division (excluding EBS) has carried out a full strategic review of its operations and its customer value proposition. This review has been directed to better position Financial Planning to make a meaningful contribution to the Group's wealth management targets. This review has now been completed and its findings are in the process of being implemented and are expected to contribute to an enhanced performance of the division going forward.
EBS continues to grow with scheme numbers totalling 13,641 at 30 September 2016 (11,373 at 30 September 2015).
Charles Stanley Direct
Charles Stanley Direct provides direct-to-client online share and fund broking services.
|
| Sep '16 | Sep '15 | Change |
|
| £m | £m | % |
Revenue |
| 2.1 | 2.6 | (19.2%) |
Direct costs |
| (1.2) | (1.5) | (20.0%) |
Contribution |
| 0.9 | 1.1 | (18.2%) |
Allocated costs |
| (1.6) | (1.8) | (11.1%) |
Operating loss |
| (0.7) | (0.7) | - |
|
|
|
|
|
Contribution margin |
| 42.9% | 42.3% |
|
Operating margin |
| (33.3%) | (26.9%) |
|
Funds under Administration on the platform grew 17.6% from £1.7 billion at 30 September 2015 to £2.0 billion at 30 September 2016. New clients were up 14.1% with the platform now servicing 31,125 accounts. Overall revenues, however, declined as anticipated owing to the termination in February 2016 of the contract to provide dealing services to the Fidelity platform which contributed £0.6 million in 1H 2016.
The division completed a thorough review of its client pricing hierarchy during the first half and this was announced in October together with a relaunch of the front end of the website which has now been mobile-optimised. The re-pricing exercise is expected to show positive returns almost immediately whilst remaining highly attractive to new clients transferring from other platform providers. Initial indications of the performance of the new website are encouraging, with its smoother client onboarding journeys leading to lower drop-out rates and much higher conversion rates for digital advertising.
Marketing spend has been constrained as a thorough review of digital marketing has led to agency changes and a more scientific approach ahead of a major campaign planned for the year-end which will flow through 2017-2018. Further asset growth for the division is expected through internal Execution-only transfers in the second half and onwards through 2017 alongside the launch of the Lifetime ISA in April 2017.
Garrison Investment Analysis, which is accounted for within the division, is in the process of re-designing its client-facing website for launch in early H2 whilst enabling a significant paper-based marketing exercise to new clients alongside an outreach marketing campaign to existing clients.
Support Functions
The costs incurred by the Support Functions are either charged directly to the four main operating divisions, for example for share dealing costs, or recharged as an allocated cost. The Support Functions have played an important part in the improvement of the Group's profitability with cost savings and process efficiencies being achieved across these areas. Ongoing costs excluding exceptional adjusting items have decreased by 5.2% from £24.8m in 1H 2016 to £23.5m in 1H 2017. Examples of process efficiencies include changes to automate the transfers process, the dematerialisation of paper holdings using Allfunds as custodian and the streamlining of the client amendment process. Looking forward, we will be pooling more holdings in the next six months and improving the efficiency of the reconciliation process. The London office relocation has also allowed us to move some support teams to our Chelmsford site and outsource the provision of certain services which is expected to bring further savings.
Adjusting items
The Board considers the Core Business profit before tax and earnings per share to be a better reflection of underlying business performance than the statutory figures reported in the financial statements. To calculate the Core Business results the Board has excluded the items detailed below.
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|
|
| 1H 2017 | 1H 2016 |
| £m | £m |
London office rationalisation: |
|
|
1. Net gain on surrender of long term lease | 3.2 | - |
2. Overlapping rent and occupancy costs | (1.9) | - |
3. Dilapidations | (0.9) | - |
Amortisation of client relationships | (0.7) | (0.9) |
Impairment of intangibles | (0.7) | (0.4) |
Profit on part sale of Runpath Group Limited | 0.4 | - |
Exceptional professional fees | - | (0.5) |
Profit on disposal of Matterley Undervalued Assets Fund | - | 0.1 |
Net charge from adjusting items | (0.6) | (1.7) |
London office rationalisation
A number of the adjusting items relate to the rationalisation of the Group's London office footprint. The Group has historically occupied five buildings in the city of London and has now rationalised these down to one site at 55 Bishopsgate. This has enabled the Group to sell its long leasehold at 35 Luke Street to realise a profit but has also necessitated the acceleration of dilapidation charges and resulted in double running costs of the new office whilst it has been fitted out prior to occupancy. The specific exceptional income and expense incurred comprised:
1. Net gain on surrender of long term lease: (£3.2 million)
On 8 September 2016, the Group surrendered the remaining term of its long term lease at 35 Luke Street for proceeds of £5.6 million. This gain was off-set by the acquisition costs of the new lease at 55 Bishopsgate of £0.2 million and a loss incurred on decommissioning the fixed assets held in the vacating London offices at their net book value at 30 September 2016 of £2.2 million, resulting in a net gain of £3.2 million.
2. Overlapping rent and occupancy costs: (£1.9 million)
During the first half of the year, the Group incurred double running costs in respect of rent, rates and other occupancy costs of £1.9 million covering both the vacating sites, primarily 131 Finsbury Pavement, and the new offices at 55 Bishopsgate. Further overlapping costs will be incurred in the second half of the year but are not expected to be material beyond that.
3. Dilapidations: (£0.9 million)
The leasehold dilapidations provision set up in March 2016 in respect of obligations applicable under the lease agreements of the Group's vacating London sites, was increased during 1H 2017 to take into account the obligations arising under the new lease at 55 Bishopsgate of £0.9 million.
Amortisation of client relationships: (£0.7 million)
Payments made for the introduction of customer relationships that are deemed to be intangible assets are capitalised and amortised over their useful life, which has been assessed to be 10 years. This amortisation charge has been excluded from the Core Business profit since it is a significant non-cash item.
Impairment of intangibles (£0.7 million)
During the period, the Group took an impairment charge in respect of goodwill held in connection with a departing investment management team based in one of the regional offices for £0.7 million.
Profit on part sale of Runpath Group Limited: (£0.4 million)
In June 2016, the Group entered into an agreement to convert loan notes held in Runpath Group Limited into equity and subsequently disposed of 25% of its enlarged equity holding in the company, resulting in a an overall gain of £0.4 million.
Reported profit before tax
Taking into account the £0.6 million net charge arising from adjusting items during the period, the Group's overall reported profit before tax for the first half has improved to £3.6 million (1H2016: £2.0 million).
Taxation
The tax charge for the first half was £1.3 million (1H 2016: £0.5 million) representing an effective tax rate of 36.1% (1H 2016: 25%). The increase in the effective tax rate is principally due to the proceeds arising on the surrender of the lease at 35 Luke Street which are taxable in full. A detailed reconciliation between the standard and effective rate of corporation tax is provided in note 4 of the interim financial statements.
Financial position and regulatory capital
The Group's financial position remains strong. Net assets at 30 September 2016 were £82.0 million including £54.9 million of cash. The capital resources are £53.4 million by comparison to a requirement of £38.5 million, giving a capital adequacy ratio of 139% (1H 2016: 148%).
Whilst this state of affairs is satisfactory, the Group's financial position has been materially impacted by the most recent actuarial assessment of the Group's defined benefit pension scheme's liabilities which have risen from £36.7 million at 31 March 2016 to £44.0 million at 30 September 2016. This has occurred largely as a result of the drop in long term corporate bond yields post Brexit which has caused the discount rate applied to the projected cash flows of the scheme being reduced from 3.6% to 2.3%. Every 0.25% movement in this rate has an estimated +/- 4.8% impact on the scheme's liabilities.
The scheme was closed to new members in 1998, was closed to further accruals for the remaining 25 active members at 31 March 2016 after a consultation process conducted last year, and the basis of transfer values has recently been reviewed. The Trustees have also recently changed the investment management strategy of the scheme's assets. Whilst these have performed well, they have not been linked to the scheme's liabilities. The long term investment objective is now to achieve self-sufficiency which means achieving a funding level whereby scheme assets grow to the same level as their liabilities. A five stage de-risking flight plan is in the process of being adopted to reduce risk gradually over life of the plan as the scheme nears its objective. In stage 1 it is intended to build an initial liability hedge of 70%. This will be built up in a number of tranches, starting with creating a 20% hedge which has been completed.
Dividends
The Board has declared a maintained interim dividend of 1.5 pence per share (September 2015: 1.5 pence per share). It will be paid on 20 January 2017 to shareholders on the register on 16 December 2016.
Condensed consolidated interim income statement
Six months ended 30 September 2016
| Notes | Unaudited half-year 30 Sept 2016 £'000 | Unaudited half-year 30 Sept 2015 £'000 | Audited full-year 31 Mar 2016 £'000 |
Continuing operations |
|
|
|
|
Revenue | 2 | 68,835 | 72,133 | 138,650 |
Administrative expenses | 2 | (68,981) | (70,330) | (139,163) |
Impairment of intangible assets | 2 | (650) | (465) | (465) |
Other income | 2 | 155 | 112 | 153 |
Operating loss/(profit) |
| (641) | 1,450 | (825) |
Gain on surrender of lease |
| 5,550 | - | - |
Loss on disposal of fixed assets |
| (2,190) | - | (131) |
Gain on sale of business |
| 42 | 100 | 299 |
Gain on sale of corporate investments |
|
422 |
- |
- |
Finance income |
| 418 | 64 | 69 |
Finance costs |
| (44) | (51) | (99) |
Net finance and other income |
| 4,198 | 113 | 138 |
Profit/(loss) before tax |
| 3,557 | 1,563 | (687) |
Tax (expense)/credit | 3 | (1,306) | (358) | 47 |
Profit/(loss) from continuing operations |
| 2,251 | 1,205 | (640) |
Discontinued operations |
|
|
|
|
Profit from discontinued operations |
| - | 316 | 333 |
Profit/(loss) for the period attributable to equity |
| 2,251 | 1,521 | (307) |
|
|
|
|
|
Earnings per share |
|
|
|
|
Basic |
| 4.44p | 3.04p | (0.61p) |
Diluted |
| 4.44p | 3.03p | (0.61p) |
|
|
|
|
|
Earnings per share continuing operations |
|
|
|
|
Basic |
| 4.44p | 2.41p | (1.27p) |
Diluted |
| 4.44p | 2.40p | (1.27p) |
Condensed consolidated interim statement of comprehensive income
Six months ended 30 September 2016
| Unaudited half-year 30 Sept 2016 £'000 | Unaudited half-year 30 Sept 2015 £'000 | Audited full-year 31 Mar 2016 £'000 |
Profit/(loss) for the period | 2,251 | 1,521 | (307) |
Other comprehensive income |
|
|
|
Items that will never be classified to income statement |
|
|
|
Remeasurement of the defined benefit obligation | (5,221) | 1,342 | 2,515 |
Related tax | 958 | (269) | (753) |
| (4,263) | 1,073 | 1,762 |
Items that are or may be reclassified to income statement |
|
|
|
Available for sale financial assets - net change in fair value | 387 | (163) | (183) |
Available for sale financial assets - reclassified to profit and loss | 160 | 7 | 53 |
Related tax | (199) | 31 | 90 |
| 348 | (125) | (40) |
Other comprehensive (expense)/income for the period net of tax | (3,915) | 948 | 1,722 |
Total comprehensive (expense)/income for the period attributable to owners of the Company | (1,664) | 2,469 | 1,415 |
Condensed consolidated interim statement of financial position
As at 30 September 2016
| Unaudited half-year 30 Sept 2016 £'000 | Unaudited half-year 30 Sept 2015 £'000 | Audited full-year 31 Mar 2016 £'000 |
Assets |
|
|
|
Intangible assets and goodwill | 23,896 | 25,920 | 25,400 |
Property, plant and equipment | 9,034 | 12,200 | 10,732 |
Net deferred tax assets | 2,866 | 2,253 | 2,042 |
Available for sale financial assets | 7,698 | 6,886 | 6,969 |
Trade and other receivables | 500 | 792 | 870 |
Non-current assets | 43,994 | 48,051 | 46,013 |
Trade and other receivables | 164,328 | 282,805 | 145,744 |
Financial assets at fair value through profit or loss | 50 | 50 | 72 |
Current tax assets | - | - | 118 |
Assets held for sale | - | 3,073 | 1,722 |
Cash and cash equivalents | 54,903 | 42,326 | 48,095 |
Current assets | 219,281 | 328,254 | 195,751 |
Total assets | 263,275 | 376,305 | 241,764 |
Equity |
|
|
|
Share capital | 12,671 | 12,641 | 12,669 |
Share premium | 4,423 | 4,151 | 4,402 |
Revaluation reserve | 3,014 | 2,581 | 2,666 |
Merger reserve | 15,167 | 15,167 | 15,167 |
Retained earnings | 46,684 | 52,260 | 50,461 |
Equity attributable to owners of the Company | 81,959 | 86,800 | 85,365 |
Non-controlling interest | 24 | 24 | 24 |
Total equity | 81,983 | 86,824 | 85,389 |
Liabilities |
|
|
|
Employee benefits | 15,237 | 11,828 | 10,090 |
Borrowings | - | 1,751 | - |
Provisions | 940 | - | - |
Non current liabilities | 16,177 | 13,579 | 10,090 |
Borrowings | - | 150 | - |
Current tax liabilities | 1,018 | 458 | - |
Trade and other payables | 159,955 | 272,636 | 141,833 |
Provisions | 4,142 | 2,654 | 4,367 |
Liabilities held for sale | - | 4 | 35 |
Current liabilities | 165,115 | 275,902 | 146,285 |
Total liabilities | 181,292 | 289,481 | 156,375 |
Total equity and liabilities | 263,275 | 376,305 | 241,764 |
The financial statements were approved and authorised for issue by the board on 24 November 2016
Condensed consolidated interim statement of changes in equity
Six months ended 30 September 2016
|
Share capital £'000 |
Share premium £'000 | Re-valuation reserve £'000 | Merger relief reserve £'000 |
Retained earnings £'000 |
Total £'000 | Non- controlling interest £'000 |
Total equity £'000 |
|
|
|
|
|
|
|
|
|
1 April 2016 | 12,669 | 4,402 | 2,666 | 15,167 | 50,461 | 85,365 | 24 | 85,389 |
Profit for the period | - | - | - | - | 2,251 | 2,251 | - | 2,251 |
Other comprehensive income: |
|
|
|
|
|
|
|
|
Revaluation of available for sale financial assets |
|
|
|
|
|
|
|
|
- net gain from change in fair values | - | - | 160 | - | - | 160 | - | 160 |
- net profit on disposal transferred to profit or loss | - | - | 387 | - | - | 387 | - | 387 |
Deferred tax on available for sale financial assets | - | - | (199) | - | - | (199) | - | (199) |
Defined benefit plan actuarial losses | - | - | - | - | (5,221) | (5,221) | - | (5,221) |
Deferred tax on defined benefit plan actuarial losses | - | - | - | - | 958 | 958 | - | 958 |
Total other comprehensive income/expense) for the period | - | - | 348 | - | (4,263) | (3,915) | - | (3,915) |
Total comprehensive income/(expense) for the period | - | - | 348 | - | (2,012) | (1,664) | - | (1,664) |
Dividends paid | - | - | - | - | (1,774) | (1,774) | - | (1,774) |
Share options |
|
|
|
|
|
|
|
|
- value of employee services | 2 | 21 | - | - | (74) | (51) | - | (51) |
Long-term incentive plans | - | - | - | - | 83 | 83 | - | 83 |
30 September 2016 (unaudited) | 12,671 | 4,423 | 3,014 | 15,167 | 46,684 | 81,959 | 24 | 81,983 |
Condensed consolidated interim statement of changes in equity (continued)
|
Share capital £'000 |
Share premium £'000 | Re-valuation reserve £'000 | Merger relief reserve £'000 |
Retained earnings £'000 |
Total £'000 | Non- controlling interest £'000 |
Total equity £'000 |
|
|
|
|
|
|
|
|
|
1 April 2015 | 11,490 | 4,139 | 2,706 | - | 50,559 | 68,894 | 24 | 68,918 |
Profit for the period | - | - | - | - | 1,521 | 1,521 | - | 1,521 |
Other comprehensive income: |
|
|
|
|
|
|
|
|
Revaluation of available for sale financial assets |
|
|
|
|
|
|
|
|
- net loss from change in fair values | - | - | (163) | - | - | (163) | - | (163) |
- net profit on disposal transferred to profit or loss | - | - | 7 | - | - | 7 | - | 7 |
Deferred tax on available for sale financial assets | - | - | 31 | - | - | 31 | - | 31 |
Defined benefit plan actuarial losses | - | - | - | - | 1,342 | 1,342 | - | 1,342 |
Deferred tax on defined benefit plan actuarial losses | - | - | - | - | (269) | (269) | - | (269) |
Total other comprehensive income/expense) for the period | - | - | (125) | - | 1,073 | 948 | - | 948 |
Total comprehensive income/(expense) for the period | - | - | (125) | - | 2,594 | 2,469 | - | 2,469 |
Dividends paid | - | - | - | - | (995) | (995) | - | (995) |
Share options |
|
|
|
|
|
|
|
|
- value of employee services | - | - | - | - | 37 | 37 | - | 37 |
- issue of shares | 2 | 12 | - | - | - | 14 | - | 14 |
Long-term incentive plans | - | - | - | - | 65 | 65 | - | 65 |
Issue of ordinary shares | 1,149 | - | - | 15,167 | - | 16,316 | - | 16,316 |
30 September 2015 (unaudited) | 12,641 | 4,151 | 2,581 | 15,167 | 52,260 | 86,800 | 24 | 86,824 |
Condensed consolidated interim statement of changes in equity (continued)
|
Share capital £'000 |
Share premium £'000 | Re-valuation reserve £'000 | Merger relief reserve £'000 |
Retained earnings £'000 |
Total £'000 | Non- controlling interest £'000 |
Total equity £'000 |
|
|
|
|
|
|
|
|
|
1 October 2015 | 12,641 | 4,151 | 2,581 | 15,167 | 52,260 | 86,800 | 24 | 86,824 |
Profit for the period | - | - | - | - | (1,828) | (1,828) | - | (1,828) |
Other comprehensive income: |
|
|
|
|
|
|
|
|
Revaluation of available for sale financial assets |
|
|
|
|
|
|
|
|
- net loss from change in fair values | - | - | (20) | - | - | (20) | - | (20) |
- net profit on disposal transferred to profit or loss | - | - | 46 | - | - | 46 | - | 46 |
Deferred tax on available for sale financial assets | - | - | 59 | - | - | 59 | - | 59 |
Defined benefit plan actuarial losses | - | - | - | - | 1,173 | 1,173 | - | 1,173 |
Deferred tax on defined benefit plan actuarial losses | - | - | - | - | (484) | (484) | - | (484) |
Total other comprehensive income/expense) for the period | - | - | 85 | - | 689 | 774 | - | 774 |
Total comprehensive income/(expense) for the period | - | - | 85 | - | (1,139) | (1,054) | - | (1,054) |
Dividends paid | - | - | - | - | (759) | (759) | - | (759) |
Share options |
|
|
|
|
|
|
|
|
- value of employee services | 2 | 12 | - | - | 99 | 113 | - | 113 |
- issue of shares | 26 | 239 | - | - | - | 265 | - | 265 |
31 March 2016 (audited) | 12,669 | 4,402 | 2,666 | 15,167 | 50,461 | 85,365 | 24 | 85,389 |
Condensed consolidated interim statement of cash flows
Six months ended 30 September 2016
| Unaudited half-year 30 Sept 2016 £'000 | Unaudited half-year 30 Sept 2015 £'000 | Audited full-year 31 Mar 2016 £'000 |
Cash flows from operating activities |
|
|
|
Cash generated from operating activities | 4,063 | 1,415 | 8,666 |
Interest received | 154 | 64 | 136 |
Interest paid | (44) | (51) | (36) |
Taxation paid | (234) | (65) | (453) |
Net cash from operating activities | 3,939 | 1,363 | 8,313 |
Cash flows from investing activities |
|
|
|
Proceeds from surrender of lease | 5,550 | - | - |
Acquisition of intangible assets | (674) | (1,462) | (2,545) |
Purchase of property, plant and equipment | (1,686) | (392) | (479) |
Proceeds from disposal of property, plant and equipment | - | - | 7 |
Purchase of available for sale financial assets | (1,540) | (150) | (327) |
Proceeds from sale of available for sale financial assets | 1,315 | 102 | 223 |
Net proceeds from disposal of business | 1,180 | 577 | 1,623 |
Dividends received | 155 | 112 | 152 |
Net cash generated from/(used in) investing activities | 4,300 | (1,213) | (1,346) |
Cash flows from financing activities |
|
|
|
Proceeds from issue of ordinary share capital | - | 16,316 | 16,316 |
Purchase of ordinary shares for employee share schemes | 23 | 14 | 294 |
Repayment of borrowings | - | (71) | (1,974) |
Dividends paid to equity shareholders | (1,774) | (995) | (1,754) |
Net cash (used in)/generated from financing activities | (1,751) | 15,264 | 12,882 |
Net increase in cash and cash equivalents | 6,488 | 15,414 | 19,849 |
Cash and cash equivalents at start of the period | 48,415 | 28,566 | 28,566 |
Cash and cash equivalents at end of the period | 54,903 | 43,980 | 48,415 |
Cash and cash equivalents shown in current assets | 54,903 | 42,326 | 48,095 |
Cash classified as assets held for sale | - | 1,654 | 320 |
Cash and cash equivalents at end of period | 54,903 | 43,980 | 48,415 |
Notes to the condensed consolidated interim financial statements
Corporate information
Charles Stanley Group PLC ("the Company") is the parent company of the Charles Stanley group of companies ("the Group"). Charles Stanley Plc is a public limited company which is listed on the London Stock Exchange and is incorporated and tax resident in the United Kingdom.
1. Basis of preparation and significant accounting policies
1.1 Basis of preparation
The condensed consolidated interim financial statements for the six months ended 30 September 2016 have been prepared in accordance with IAS34 Interim Financial Reporting as adopted by the European Union. The condensed consolidated interim financial statements do not include all the information and disclosures required for a complete set of IFRS financial statements, and therefore should be read in conjunction with the Charles Stanley Group PLC Annual Report and Accounts for the year ended 31 March 2016, which were prepared under IFRS as adopted by the European Union.
The Directors assessed the going concern of the Group in light of its current trading performance. The Directors looked at the forecasts covering the 18-month period from 1 October 2016 to 31 March 2018 and applied stress tests for adverse scenarios, which had been determined as part of the Internal Capital Adequacy Assessment Process ("ICAAP"). Based on this assessment, the Directors are satisfied that the Group has and will maintain sufficient financial resources to enable it to continue operating for the foreseeable future, and therefore continue to adopt the going concern basis in the preparation of the interim report and accounts.
1.2 Functional and presentation currency
The condensed consolidated interim financial statements are presented in GBP which is the Group's functional currency. All financial information presented in GBP has been rounded to the nearest thousand unless otherwise indicated.
1.3 Comparative figures
Certain comparative figures have been amended to conform with the current period presentation of the financial statements.
1.4 Significant accounting policies
The accounting policies adopted in the preparation of the condensed consolidated interim financial statements are consistent with those followed in the preparation of the Group's Annual Report and Accounts for the year ended 31 March 2016. The Group has not adopted any new accounting standards and amendment to standards and interpretations during the period.
1.5 Use of judgements and estimates
In preparing these condensed consolidated interim financial statements the Directors have made judgements, estimates and assumptions that affect the application of the Group's accounting policies and the reported amounts of assets, liabilities, income and expenses. Estimates and judgements are reviewed on an ongoing basis taking account of historical experience and future expectations.
2. Operating segments
The Group has four operating divisions, representing the Core Business, which are its reportable segments. These segments are the basis on which the Group reports its performance to the Board, which is the Group's chief operating decision-maker.
| Investment Management Services £'000 | Asset Management £'000 | Financial Planning £'000 | Charles Stanley Direct £'000 | Support Functions £'000 | Continued Operations Subtotal £'000 | Discontinued Operations £'000 | Total £'000 |
Six months ended 30 September 2016 |
|
|
|
|
|
|
|
|
Investment management fees | 31,222 | 1,629 | 297 | - | - | 33,148 | - | 33,148 |
Administration fees | 6,237 | 1,166 | 3,451 | 1,701 | 72 | 12,627 | - | 12,627 |
Total fees | 37,459 | 2,795 | 3,748 | 1,701 | 72 | 45,775 | - | 45,775 |
Commission | 22,280 | 325 | 15 | 440 | - | 23,060 | - | 23,060 |
Total revenue | 59,739 | 3,120 | 3,763 | 2,141 | 72 | 68,835 | - | 68,835 |
Administrative expenses | (31,548) | (2,777) | (3,573) | (1,262) | (29,821) | (68,981) | - | (68,981) |
Impairment of intangible assets |
- |
- |
- |
- |
(650) |
(650) |
- |
(650) |
Other income | 155 | - | - | - | - | 155 | - | 155 |
Operating contribution | 28,346 | 343 | 190 | 879 | (30,399) | (641) | - | (641) |
Allocated costs | (23,410) | (76) | (2,144) | (1,526) | 27,156 | - | - | - |
Operating profit/(loss) | 4,936 | 267 | (1,954) | (647) | (3,243) | (641) | - | (641) |
Segment assets | 252,024 | 1,225 | 2,551 | 6,832 | 643 | 263,275 | - | 263,275 |
Segment liabilities | 181,284 | (7) | - | 15 | - | 181,292 | - | 181,292 |
Note:
The operating profit/(loss) as per the above table is different to that shown in the divisions included within the Interim financial report as the table above is inclusive of adjusting items which are stripped out from the Core Business performance.
3. Tax (expense)/credit
| Unaudited half-year 30 Sept 2016 £'000 | Unaudited half-year 30 Sept 2015 £'000 | Audited full-year 31 Mar 2016 £'000 |
Current taxation |
|
|
|
(Expense)/credit for the period | (1,369) | (360) | 135 |
Adjustment in respect of prior periods | - | - | 57 |
| (1,369) | (360) | 192 |
Deferred taxation |
|
|
|
Credit/(expense) for the period | 63 | 2 | (145) |
| 63 | 2 | (145) |
Total tax (expense)/credit on continuing operations | (1,306) | (358) | 47 |
A reduction in the UK corporation tax rate from 21% to 20% (effective from 1 April 2015) was substantively enacted on 2 July 2013. Further reductions to 19% (effective from 1 April 2017) and to 18% (effective 1 April 2020) were substantively enacted on 26 October 2015, and an additional reduction to 17% (effective 1 April 2020) was substantively enacted on 6 September 2016. This will reduce the Group's future current tax charge accordingly. The deferred tax asset at 30 September 2016 has been calculated based on these rates.
| Unaudited half-year 30 Sept 2016 £'000 | Unaudited half-year 30 Sept 2015 £'000 | Audited full-year 31 Mar 2016 £'000 |
Profit/(loss) before tax from continuing operations | 3,557 | 1,563 | (687) |
Profit/(loss) multiplied by rate of corporation tax | (711) | (313) | 137 |
Tax effects of: |
|
|
|
Income not subject to tax | 31 | 24 | 31 |
Expenses not allowed for tax | (226) | (28) | (89) |
Pension contribution | (14) | - | - |
Share-based payments | 20 | (3) | (71) |
Long term incentive plans | 27 | - | - |
Adjustments in respect of prior periods | - | - | (57) |
Intangible asset amortisation and impairments | (13) | (32) | 6 |
Tangible asset depreciation and capital allowance | (334) | 12 | 154 |
Change in tax rate | (86) | - | (89) |
Other adjustments | - | (18) | 25 |
| (595) | (45) | (90) |
Total tax (expense)/credit for the period | (1,306) | (358) | 47 |
4. Earnings per share
The calculation of earnings per share has been based on the profit/(loss) for the year attributable to equity shareholders.
| Unaudited half-year 30 Sept 2016 £'000 | Unaudited half-year 30 Sept 2015 £'000 | Audited full-year 31 Mar 2016 £'000 |
Weighted average number of shares in issue during the period | 50,678 | 50,054 | 50,386 |
Effect of share options | 29 | 29 | 1 |
Diluted weighted average number of shares in issue during the period | 50,707 | 50,707 | 50,387 |
|
|
|
|
Earnings per share from reported performance |
|
|
|
Basic earnings per share | 4.44p | 3.04p | (0.61p) |
Diluted earnings per share | 4.44p | 3.03p | (0.61p) |
Earnings per share from continuing operations |
|
|
|
Basic earnings per share | 4.44p | 2.41p | (1.27p) |
Diluted earnings per share | 4.44p | 2.40p | (1.27p) |
Earnings per share from Core Business (unaudited) |
|
|
|
Basic earnings per share | 6.86p | 6.12p | 8.33p |
Diluted earnings per share | 6.86p | 6.12p | 8.33p |
5. Dividends paid
| Unaudited half-year 30 Sept 2016 £'000 | Unaudited half-year 30 Sept 2015 £'000 | Audited full-year 31 Mar 2016 £'000 |
Final paid for 2016: 3.5p per share (2015: 2.0p per share) | 1,774 | 995 | 996 |
Interim paid for 2016: 1.5p per share (2015: 3.0p per share) | - | - | 758 |
| 1,774 | 995 | 1,754 |
Related Shares:
CAY.L