Interim Results

• News Release •

Helphire Group plc

Issue Date: 27 February 2014

Interim Results for the six months ended 31 December 2013

Helphire restoration pays dividends

Financial headlines

· Adjusted* operating profit of £4.2m (2012: £3.1m)

· Adjusted* profit before tax of £4.2m (2012: £0.5m)

· Debtor days reduced to seasonal record low of 135 days (2012: 155 days)

· Total cash balances of £75.7m

· Net cash of £62.0m (2012: net debt of £95.3m)

· Shareholders funds £136.6m (2012: £10.7m)

· Adjusted* basic EPS 0.307 pence (2012: 0.147 pence)

· Statutory basic EPS 0.340 pence (2012: 0.046 pence)

· Planned third interim dividend of 0.054 pence declared making 0.335 pence for the period (2012: nil)

Operational headlines

· Credit hire cases at 47,000 cases; (2012: 52,000)

· Open case count reduced by 18% to 37,000 cases (2012: 45,000 cases)

· Cases >120 days reduced by 24% to 19,000 cases (2012: 25,000 cases)

· Revenue generating fleet utilisation maintained at 82% (2012: 82%)

· Protocol case settlement with insurers continuing to grow for mutual benefit

* Adjusted measures exclude the impact of the items described as exceptional in Note 5 of the Interim Report and Accounts.

Commenting on the Group's results and prospects, Martin Ward, Chief Executive Officer said:

"As a board we are pleased to note the continued improvement in profits and operational efficiency as well as the closer working relationships with many insurers. Our strategy is to continue building our product and service offering that appeals to our wide Partner base whilst continuing to focus on providing a high quality service to all of our Partners and their customers. This remains a key driver in our goal for continued success. We are also pleased to announce a further interim dividend which supports our commitment to our stated dividend policy."

For further information, contact: 01225 321134

Helphire Group plc

Martin Ward, Chief Executive Officer

Stephen Oakley, Chief Financial Officer

Cenkos Securities plc 0207 397 8900

Ian Soanes

Max Hartley

Square1 Consulting 020 7929 5599 

David Bick

Mark Longson

Notes to Editors:

Founded in 1992, Helphire is one of the market leaders in providing accident assistance to non-fault motorists involved in road accidents. In partnership with the insurance and motor industries Helphire delivered accident management solutions to over 100,000 motorists in 2013 including legal representation, ensuring that they remain mobile until their own vehicles are repaired or until they are put in a position to obtain a replacement.

Chairman's Statement

I am pleased to be able to report to shareholders that the improvement in the Group's results following the actions that have been taken-over the past 2 years has continued and that the Group achieved a profit before taxation of £4.7 million compared to £0.2 million in the corresponding period last year.

Results

The total numbers of hire cases were 17.4% lower at 54,500 a reduction of 11,500 cases of which 7,400 was in relation to lower margin direct hire business. Hires in respect or our core credit hire business reduced by 4,100 cases, a reduction of 7.9% on last years credit hires following falls seen in during 2013 in national accident rates. 

I can report that as a result of changes in the mix of claims handled, hire length, which is a major driver in the Group's profitability, increased to an average of 16.9 days during the period, compared to the average of 16.4 days reported for the year to 30 June 2013 and this also represents an increase over the 16.5 days seen in the corresponding period last year.

Revenues were £92.3m (2012: £109.9m), a reduction of £17.6m (16.0%) which is principally as a result of the effects of the ban on the receipt and payment of referral fees in respect of personal injury cases that came into effect on 1 April 2013 which accounts for £11.4m of the reduction. The balance of the reduction is mostly due to a reduction in the volume of credit repairs handled consequent upon changes in the mix of referrer cases received and a reduction in low margin direct hire business. Revenues from core credit hires were virtually unchanged from the corresponding period last year reflecting improvements in components of the mix of business.

The adjusted operating profit for the period was £4.2m with a much improved operating margin of 4.5% (2012: £3.1m and 2.8%).This increase principally reflects improved margins as a consequence of changes in the mix of cases handled, a number of improvements seen in our supply chain and further significant reductions (12.5%) in group overhead costs compared to the corresponding period last year.

Adjusted profit before tax for the period was £4.2m (2012: £0.5m). A pre-tax exceptional net credit of £0.5m (2012: cost of £0.3m) was recorded in the period reflecting a credit of £0.9m in respect of the benefits of surrendering onerous leases partially offset by the £0.4m cost recorded under IFRS2 in respect of the charge under share based payments on incentive share schemes adopted as part of the March 2013 restructuring. After exceptional items, statutory profit before tax was £4.7m (2012: £0.2m).

Earnings Per Share

Statutory basic EPS is 0.340p (2012: 0.046p). Statutory diluted EPS is 0.315p (2012: 0.046p).

The adjusted EPS is 0.307p (2012: 0.147p). The adjusted diluted EPS is 0.284p profit (2012: 0.147p).

Dividends

Two interim dividends were declared on 27 September 2013 (0.110 pence per share paid on 25 October 2013) and 28 November 2013 (0.171 pence per share paid on 10 January 2014).

The board has pleasure in declaring a third interim dividend of 0.054 pence per share payable on 27 March 2014 to those shareholders on the register on 7 March 2014 (2012: £nil). This dividend makes a total of 0.335 pence declared for the year to date.

The board expects to declare any final dividend with its full year results for the year ended 30 June 2014 at the end of September 2014.

I am pleased to note that dividends declared in the 12 months since the £25.6 million open offer and placing at 2.5 pence that was completed on 28 March 2013 amount to 0.500 pence per share and total net dividends of £8.5 million. The total dividends per share of 0.500 pence equates to a net dividend yield of 20% over the period for those shareholders participating in the March 2013 open offer and placing at 2.5 pence.

Receivables

Trade and other receivables reduced to £75.7m, an improvement of £1.9m from 30 June 2013 and an improvement of £25.2m over the prior year comparable period (2012: £100.9m). Statutory debtor days were in line with our seasonal expectations at 135 days and compare to 155 days at 31 December 2012.

Cash and Debt

The Group has continued to meet its targets for cash collections and improving cash inflow. Excluding the net proceeds from the placing that was completed on 24 December 2013, net cash has been increased by £3.3m since 30 June 2013 to £4.4m (December 2012: net debt of £95.3m) notwithstanding dividends of £4.3m being paid during the period.

Outlook

We note that the Competition Commission has recognised that consumers do not fully understand their legal rights in a non-fault accident and we welcome their call for greater transparency which has been a key element of the Group's dealings with consumers and others in the market for many years. We continue to develop improved ways of working with our business partners and suppliers and are implementing a business model that is more resilient to the changes in the market and also involves a sustainable underlying model that better aligns the economic risk and reward in our business.

On 24 December 2013 the Group completed a share placing raising £60 million before expenses in order to fund its strategic growth plans. Our criteria for acquisitions is that they must be earnings enhancing and have a cash generation profile that supports our current dividend policy which is in the absence of unforeseen circumstances, or other requirements or commitments to which the Directors should have regard, to distribute as much of the profits by way of dividend as it reasonably and legitimately can, provided sufficient cash is available to pay such dividends.

We have also announced today that contracts have been exchanged (with completion commencing on 28 February 2014) for the acquisition of the New Law group of companies comprising New Law Legal Limited and its associated companies and partnership interests (the "New Law Group"). The New Law Group is a leading personal injury legal firm with complementary businesses in medical reporting and legal costs drafting.

This acquisition is the first step in our strategy (i) to develop a top tier UK personal injury legal services business that can provide a comprehensive range of services to our referral partners (ii) to build upon our base as one of the largest, longest established, replacement vehicle providers and (iii) to take opportunities for organic growth within our existing businesses.

The second half has started well with performance in the first few weeks in line with our expectations. The combination of strategic acquisitions as demonstrated above, as well as continuing to deliver organic growth and further improvements in operational efficiency from our new business model, gives the board great encouragement for the future.

Our people

Once again we thank our employees for their support, hard work and loyalty during the period.

Avril Palmer-Baunack

Chairman

27 February 2014

Operational and Financial Review

Operational review

The Group has continued to make good progress in implementing the necessary changes to achieve a business model that is more resilient to the changes in the market. These include moving to a sustainable underlying model that better aligns the economic risk and reward in our business. In accordance with this model the Group has deliberately not sought to secure low margin volume business which relies principally upon price driven criteria in priority to service quality.

The continued improvement in the Group's operational practices and systems has facilitated excellent working relationships with many insurers. This has contributed to a growing number of bi-lateral protocol agreements with those insurers that has seen improvements in cash collection cycles and at the same time has continued to remove frictional costs for both parties. This has lead to debtor days being reduced in line with our expectations to a seasonal record low of 135 days.

Market investigation by the Competition Commission

The period has seen significant regulatory activity in respect of the ongoing investigation by the Competition Commission ("CC") in relation to a market investigation into the UK market for the supply or acquisition of private motor insurance and related goods and services (which includes the credit hire industry) and they are required to issue their final report by the end of September 2014.

The Group has been engaged with the CC in this respect and has provided numerous documents and a considerable amount of data in response to the various "theories of harm" that the CC hypothesise as being relevant in the market.

On 17 December 2013 the CC issued details of its interim report which concluded that it had provisionally found an Adverse Effect on Competition ("AEC") in a number of areas of the total market. The particular areas of concern were described as being in relation to:

1. The separation of cost liability and cost control in handling claims

2. An inefficient supply chain

3. Limited monitoring of the quality of repairs

4. Limited transparency in the sale of add-ons, by insurers, brokers and intermediaries, such as motor legal expenses insurance, courtesy car cover, key loss cover and non claims bonus cover

5. Distortive practices in car insurance price comparison websites.

The part of the market in which the Group principally operates in is represented by paragraphs 1 - 3 above and the estimated AEC cost of this has since been revised downwards by the CC as equating to £5 to £6 per private car insurance policy (£120m - £155m or 1.1% to 1.4% in an estimated £11billion market). This equates to just over 10 pence per policy per week.

In the same report the CC sought feedback from those in the industry and other interested parties on the practicality and cost of some possible remedies including:

1. First party insurance for replacement cars being the responsibility of not at fault insurers

2. Giving at-fault insurers the first option to handle non-fault claims

3. Cost caps on car repairs and car write offs

4. Prohibiting car hire and repair referral fees

5. Regulations for improved disclosure and transparency on pricing, repairs and insurance policy add-ons.

The existing overriding position under English Law is that parties that are not at fault in road accidents are entitled to be re-instated to their former position. The CC recognised that remedy items 1 and variations of 2 above in particular would require significant changes in current legislation, because the legal entitlements currently held by insurance policyholder consumers and/or not at fault drivers could be materially diminished and that for all remedies generally there might be implementation costs and unintended consequences of these possible remedies which could be likely to outweigh any possible benefits.

It is our view that the diminishing of consumer rights that have been enshrined in law over hundreds of years and covering rights of restitution which reach far beyond that applicable to just motor insurance claims would be against consumer interests with significant potential for unintended consequences. It also remains our view that insurers will not want to burden their own balance sheet by providing accident management services themselves or attempt to price for this upfront, in insurance premiums, lest they become uncompetitive. Claims for replacement vehicles will continue to require representation, are not simple to handle and require a detailed knowledge and skill to manage effectively, which is a core activity of Helphire's service provision.

The Group welcomes the CC's call for greater transparency which has been a key element of the Group's dealings with consumers and others in the market for many years. We note that the CC has recognised that consumers generally do not understand their legal rights in a non-fault accident and that they are considering, through the issue of an enforcement notice, requiring insurers and others involved in handling the First Notification of Loss to provide clear and concise information to include:

1. what happens when a claimant is at fault or not at fault and what the basic legal entitlements are in each case (in relation to both repairs and replacement cars);

2. whether a claimant claiming under their own insurance policy would have to pay an excess and/or would lose any NCB and how these can be recovered;

3. when a claimant is entitled to choose their own repairer and whether this affects their liability to pay an excess; and

4. what a claimant's contractual rights are if the claimant is unsatisfied with the repairs carried out. 

The above information mirrors what the Group already provides to consumers as part of the service provided and it is considered that the provision of more information by the industry would further underline the benefits of consumers using the Group's services.

The Group will continue to make appropriate representations to the CC over coming months in respect of all the matters contained above.

Settlement provision and case management

The total number of open cases has been further reduced by 18% in the twelve month period to 37,000 cases (2012: 45,000 cases). Cases >120 days reduced by 24% to 19,000 cases (31 December 2012: 25,000 cases). The number of cases with solicitors has also been halved to 5,000 cases (31 December 2012: 10,000 cases)

Recoveries during the period have been increasingly encouraging with over 70% of new claims being settled within 90 days of request, which is testament to the better working relationships with at-fault insurers and improvements in procedures and processes that have been achieved over the last two years. This has facilitated an increasing number of settlement protocols being put in place with certain insurers to remove frictional costs and accelerate settlement. At the end of the period almost 45% of the Group's business was subject to bilateral protocol arrangements and this is likely to increase in future months providing further savings in frictional costs for both insurers and ourselves and further improvements to cash collections profiles.

Autofocus

As reported in November 2013, the Group is in the preparatory stages of the Autofocus litigation and has identified several thousand cases that may have been compromised as a result of unreliable evidence used by defendant insurers. These cases are going through due process, which involves the intermediaries approved by the court presenting data obtained to solicitors acting for the Autofocus Liquidators before being made available to the Group in order to allow the Group to represent its losses to insurers. Although some data has been received the overall process continues to be frustrated by a series of objections and challenges by solicitors acting for the intervening insurers. It is the Group's view (on advice) that these challenges are without merit given the terms of the existing disclosure order. The solicitors acting for the interveners that have objected have been challenged to articulate their objections with the clarity that a court would expect. If they do not withdraw their objections the group is prepared to refer the matter back to the High Court for resolution.

Despite the delay caused by the above, subject to being satisfied that we have identified the full extent of our losses, we still expect to begin settlement negotiations with insurers over the coming months. We still intend, where possible, to resolve matters with insurers without litigation. It would not be appropriate to speculate on the outcome of any negotiations at this stage, but we will provide an update when we are able to do so.

Vehicle fleet

The Group continues to operate highly effective fleet services through a hybrid solution of ownership, contract hire and, during peak periods, cross-hiring from daily rental companies. This combination allows flexibility to dispose of excess fleet in the lower volume summer months or in the event of a downturn and to maximise fleet, without incurring ownership costs, in short peak periods.

The average age of the fleet continues to be maintained at less than 12 months with a broad spread of manufacturers and models. Our efforts to better balance the mix of the fleet to meet a changing demand profile continued and in response to falling levels of accident rates and consequent referrals the average number of vehicles held was reduced by 10.1% from 6,494 at 31 December 2012 to 5,837 at 31 December 2013. This enabled fleet utilisation to be maintained at 82% (2012: 82%) which is considered a creditable performance. Our fleet comprised of 6,567 vehicles at 31 December 2013 compared to 7,434 at 31 December 2012 and 5,836 at 30 June 2013.

Financial review

Certain items have been reported and disclosed as exceptional on the face of the Income Statement and these items are commented on separately as appropriate further in this Financial Review. The Income Statement captions excluding these exceptional items more properly reflect the comparable operating performance of the business and for ease of reference are referred to as 'adjusted'.

For the six months ended 31 December 2013, the Group recorded an adjusted operating profit of £4.2m (2012: £3.1m) together with an adjusted profit before tax of £4.2m (2012: £0.5m) and a statutory profit before tax of £4.7m (2012: £0.2m).

A summary of the key performance indicators and financial results is set out in the table below.

* Adjusted measures exclude the impact of the items described as exceptional in Note 5.

Revenue and hire length

Group revenue of £92.3m for the period ended 31 December 2013 (2012: £109.9m) was £17.6m or 16.0% lower than the prior comparable period. This reflected principally the effect of the ban on and cessation of Personal Injury referral fees that came into force on 1 April 2013 which accounted for £11.4m of the reduction. The balance of the reduction was mostly due to fewer credit repairs handled consequent upon changes in the mix of referrer cases received, lower accident rates and less low margin direct hire business. Revenues from core credit hire were unchanged from the corresponding period last year.

The total number of hire cases were 17.4% lower at 54,500 a reduction of 11,500 cases of which 7,400 related to lower margin direct hire business; hires in respect or our core credit hire business reduced by 4,100 cases, a reduction of 7.9% following the reduction in national accident rates in 2013. 

As a result of changes in the mix of claims handled, hire length, which is a major driver in the Group's profitability, increased to an average of 16.9 days during the period, compared to the average of 16.4 days reported for the year to 30 June 2013 and is also an increase over the 16.5 days seen in the corresponding period last year.

Gross profit and adjusted operating profit

Gross profit was £1.4m lower than the corresponding period last year but a much improved gross margin of 23.4% (2012: 20.9%) was achieved which saw an increase of 2.5% versus the 2012 comparable period. The loss of cash margin principally reflects the cessation of the low margin personal injury referral fee activity from 1 April 2013. Gross margin percentage increased, however, as a result of better margins flowing from the changes in the mix of cases handled (leading to increased hire lengths) and a number of improvements seen in our supply chain.

Adjusted operating profit of £4.2m (2012: £3.1m) increased by £1.1m versus the corresponding period last year which was the net result of the lower cash gross profit of £1.4m offset by a reduction of overheads of £2.5m (12.5%).

Adjusted operating profit margin was 4.5% (2012: 2.8%).

EBITDA was £7.8m (2012:£8.5m) a reduction of £0.7m which is principally attributable to the switch from vehicles acquired under finance leases to those supplied under contract hire arrangements. The reduction in fleet depreciation and fleet finance lease interest from 2012 amounted to approximately £3.1m compared to an increase in charge for contract hired vehicles compared to the same period last year of approximately £2.0m.

Adjusted operating profit is reconciled to the Income Statement as follows:

Net finance costs

There was net finance income for the period of £20,000 (2012: charge of £2.6m) reflecting the full period effect of the elimination of almost all of the corporate debt from 28 March 2013 as well as interest receivable on cash balances.

Adjusted profit before tax

Adjusted profit before tax of £4.2m (2012: £0.5m) is an increase of £3.7m over the comparable prior period and is due to the improvement of £1.1m in adjusted operating profit together with a £2.6m reduction in the net interest charge as detailed above.

Exceptional items

In the period to 31 December 2013, a net credit of £0.5m was recorded in respect of the release of onerous lease provisions amounting to £0.9m following the surrender of certain leases for empty property together with a charge of £0.4m in respect of share based payments arising as a result of the adoption of the new share incentive schemes approved by shareholders in March 2013.

The total pre-tax exceptional credit for the period was £0.5m (2012: charge of £0.3m), which together with a tax credit of £nil (2012: £nil) results in a post tax exceptional credit of £0.5m (2012: charge of £0.3m).

Statutory profit before and after taxation

The Statutory profit before tax was £4.7m (2012: £0.2m). There was a net tax credit (principally in respect of the further recognition of a deferred tax asset relating to prior years' losses and unused allowances) of £0.7m, (2012: £nil) and therefore the statutory profit after tax is £5.5m (2012: £0.2m).

Earnings per share

Statutory basic EPS is 0.340p (2012: 0.046p). Statutory diluted EPS is 0.315p (2012: 0.046p)

The adjusted EPS is 0.307p (2012: 0.147p). The adjusted diluted EPS is 0.284p profit (2012: 0.147p)

Dividends

A first interim dividend of 0.110 pence per share was declared on 27 September 2013 and was paid on 25 October 2013 and a second interim dividend of 0.171 pence per share was declared on 28 November 2013 and was paid on 10 January 2014.

The board has declared a third interim dividend of 0.054 pence per share payable on 27 March 2014 to those shareholders on the register on 7 March 2014 (2012: £nil).

Balance sheet

The Group has continued its focus on the reduction of operating working capital. During the six month period to 31 December 2013 net trade receivables have reduced by £1.9m to £75.7m and by £25.2m since 31 December 2012. Debtor days have continued to be reduced as a result of improved settlement levels and associated cash collection following an increase number of protocol arrangements and now stand at a record seasonal low of 135 days (31 December 2012: 155 days) and compare to 126 days at 30 June 2013.

The Group also made greater use of vehicle contract hire arrangements which have been available at very competitive rates during the period with flexible terms and as a consequence there was a net reduction of £12.6m of vehicles held as fixed assets under finance leases since 31 December 2012 although in the period since 30 June 2013 an increased proportion of vehicles has been acquired on finance leases.

Net assets at 31 December 2013 were £136.6m.

Net debt and financing

Total net cash at 31 December 2013 (excluding £57.6m net proceeds of the placing that was completed on 24 December 2013) was £4.4m: this compares with net debt of £95.3m at 31 December 2012 and net cash of £1.1m at 30 June 2013. In addition there was £57.6m of cash representing the net proceeds of the placing that was completed on 24 December 2013 and so total cash balances were £75.8m and total net cash balances were £62.0m.

Net cash is analysed as follows:

Principal risks and uncertainties

Principal risks and uncertainties are detailed in note 20 to this announcement

Related party transactions

There were no related party transactions during the period that require disclosure.

Martin Ward Stephen Oakley

Chief Executive Officer Chief Financial Officer

27 February 2014 27 February 2014

The full Interim report will be made available shortly at http://www.helphire.com/helphire/ir/repsaccounts/. Printed copies will not be available.

Condensed Consolidated Statement of Comprehensive Income

For the six months ended 31 December 2013

Condensed Consolidated Statement of Changes in EquityFor the six months ended 31 December 2013

Condensed Consolidated Statement of Financial Position

As at 31 December 2013

Company Registration Number :03120010

Condensed Consolidated Statement of Cash Flows

For the six months ended 31 December 2013

Notes to the Interim Statements

1 Basis of preparation

The condensed consolidated financial statements are prepared using accounting policies consistent with International Financial Reporting Standards and in accordance with International Accounting Standard ('IAS') 34, 'Interim Financial Reporting'.

The information for the year ended 30 June 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 auditor's report on these accounts was not qualified and did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain statements under Section 498 (2) or (3) of the Companies Act 2006.

The condensed consolidated financial statements have been prepared under the going concern assumption.

The directors have assessed the future funding requirement of the Group and the Company, and have compared them to the levels of available cash and funding resources. The assessment included a review of current financial projections to June 2015. Recognising the potential uncertainties surrounding financial projections in the current economic environment, in particular with regard to the demand for the Group's services and the cash collection profiles from insurers, the directors have considered a number of scenarios and the mitigating actions the Group could take to limit any adverse consequences.

Having undertaken this work, the Directors are of the opinion that the Group has adequate resources to finance its operations for the foreseeable future and accordingly, continue to adopt the going concern basis in preparing the Interim Report.

2 Significant accounting policies

The condensed consolidated financial statements have been prepared under the historical cost convention. The same accounting policies, presentation and methods of computation have been applied in these condensed consolidated financial statements as were applied in the Group's financial statements for the year ended 30 June 2013.

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

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

The critical judgements affecting the Group's interim financial statements are the valuation of the receivables (see Note 3) and depreciation of the vehicle fleet (see Note 11) and goodwill impairment (see Note 10).

3 Revenue

As fully disclosed within Note 13 to the consolidated financial statements for the year ended 30 June 2013, the estimation of the expected adjustment arising on the settlement of claims is revised, where necessary, at each balance sheet date to reflect the Group's most recent estimation of amounts ultimately recoverable. Although in principle this is determined by reference to individual cases, in practice the homogenous nature of most claims means that the level of adjustment is calculated by reference to specific categories of claims. Adjustments arising from subsequent revision of the Group's expected adjustment arising on settlement of claims, including amounts received by way of late payment charges, are recorded in revenue in the Income Statement.

4 Business segments

The condensed consolidated financial statements are in respect of the Group's sole business segment of accident management services, conducted in the United Kingdom. The Directors consider that the business comprises a single segment within the meaning of IFRS 8, 'Operating segments'. (See Note 2 to the Annual Report and Accounts for the year to 30 June 2013.)

Notes to the Interim Statements (continued)

5 Exceptional items

Exceptional items are items which due to their size, incidence or non recurring nature have been classified separately in order to draw them to the attention of the reader of the accounts and, in the opinion of the Board, to show more accurately the underlying results of the Group. Such items are disclosed separately on the face of the consolidated income statement.

Adjusted profit

As discussed in the Operational and Financial Review, in order to provide a comparable view of the underlying performance of the Group, the adjusted profit has been presented in the condensed consolidated income statement. Adjusted profit excludes the impact of those items described as exceptional, as discussed in more detail below.

a) Surplus property restructuring costs

During the period the Group was able to negotiate the exit from its residual liability in respect of the lease of an empty property no longer used by the group by way of making a payment for surrender. The excess of the residual liability compared to the surrender value amounted to £0.9m and has been credited as an exceptional item. The tax effect of this item is £nil (2012: £nil).

b) Share based payments

Ancillary to the share placing completed on 28 March 2013 certain new share incentive schemes were approved by shareholders and new options issued to certain directors and staff. During the period further options were issued under these schemes. In accordance with IFRS2 the calculated charge in respect of options issued and outstanding amounts to £0.4m for the period. The tax effect of this item is £nil (2012: £nil).

6 Finance income and finance costs

7 Tax credit

The tax credit comprises the following:

The effective tax credit at the rate of 15.6% differs from the effective standard rate of UK corporation tax charge of 20.75% as the Group has recognised a further additional deferred tax asset in respect of the future use of losses and temporary timing differences

8 Earnings / (loss) per ordinary share

The calculation of the basic and diluted earnings per share is based on the following share volume information:

There are currently 2,726,637,393 ordinary shares of 0.01p each in issue as at 26 February 2014.

9 Dividends

A special dividend of 0.165 pence per ordinary share and amounting to £2,576,700 in respect of the year ended 30 June 2013 was announced on 20 June 2013 and was paid on 24 July 2013.

The Board paid a first interim dividend of 0.110 pence per share and amounting to £1,729,020 on account of the year to 30 June 2014 on Friday 25 October 2013.

The Board paid a second interim dividend of 0.171 pence per share and amounting to £2,689,473 on account of the year to 30 June 2014 on Friday 10 January 2014.

The board has announced a third interim dividend on account of the year to 30 June 2014 of 0.054 pence per ordinary share and amounting to £1,472,384 payable on Thursday 27 March 2014 to those shareholders on the register at the close of business on Friday 7 March 2014. The shares will be ex-dividend on Wednesday 5 March 2014.

Ordinary share dividends paid in the period to 31 December 2013 can be summarised as follows:

The Directors have undertaken a review of the carrying value of Goodwill as at 31 December 2013 and have concluded that no adjustment is necessary. There was therefore no movement in goodwill in the six months ended 31 December 2013 (2012: nil).

During the period the Group spent £7.3m on additions, being principally vehicles. £6.9m of this was funded by finance leases. It also disposed of plant and equipment (predominantly vehicles) with a carrying amount of £4.2m for disposal proceeds of £4.0m. Depreciation charges of £1.9m were incurred during the period.

12 Trade and other receivables

Net trade receivables comprise claims due from insurance companies and self insuring organisations and amounts invoices for the provision of services to customers. The Group's debtor days at 31 December 2013 were 135 days (31 December 2012: 155 days). This measure is based upon net trade receivables, other receivables and accrued income as a proportion of the related sales revenue multiplied by 365 days.

13 Assets held for sale

As a consequence of the removal of all of the historical bank debt and associated operating restrictions in March 2013 the Board was able to implement a strategic decision to dispose of all freehold properties formerly occupied by the Group but either empty or subject to sub lets. The freehold properties unsold at 30 June 2013 were included under this heading on the balance sheet were all sold during the period and the associated mortgages extinguished.

14 Trade and other payables

15 Obligations under finance leases

During the period the Group entered into new finance leases with a principal value of £6.9m and made principal repayments of existing finance leases of £5.6m. Finance leases outstanding at 31 December 2013 amounted to £13.8m and compares to £12.4m at 30 June 2013 and £27.8m at 31 December 2012.

16 Borrowings

The Group no longer has any corporate debt or working capital facilities with bankers and the group's assets are consequently unencumbered save those assets financed by finance leases as noted in Note 15. Total debt owing to banks amounting to £7.7m at 30 June 2013 has all been extinguished during the period.

17 Share capital and share premium account

Changes in the share capital or share premium account during the period are summarised in the Consolidated Statement of Changes in net Equity and reflect:

a) the issue on 4 October 2013 of a total of 10,200,000 ordinary shares of 0.01p at a value of 3.38p per share in respect of placing fees payable to the company's brokers under the terms of the March 2013 placing agreement.

b) the issue on 4 November 2013 and 11 November 2013 of a total of 954,869 ordinary shares of 0.01p issued for cash at an average of 2.65p per share as a result of the exercise of options by certain members of staff under the terms of the 2013 executive share option schemes.

c) On 24 December 2013 following a general meeting of the company a total of 1,153,846,160 ordinary shares of 0.01p were then issued for cash of 5.2p per share to fund the strategic growth plans of the Company.

18 Cash flow information

19 Approval of Interim Financial Statements

The Interim Financial Statements were approved by the Board of Directors on 26 February 2014.

20. Principal Risks and Uncertainties

The Group faces a range of risks and uncertainties. The processes that the Board has established to safeguard both shareholder value and the assets of the Group are described more fully in the Directors' Report in the Annual Report and Accounts. Set out here are those specific risks and uncertainties that the directors believe could have the most significant adverse impact on the Group's business. The risks and uncertainties described below are not intended to be an exhaustive list.

Adverse economic conditions

The Group's operating and financial performance is affected by the economic conditions in the United Kingdom. The current uncertain economic conditions in the United Kingdom and globally and the volatility of international markets could result in continued or further changes to driving patterns, car usage and ownership and this may result in lower miles driven and lower numbers of accidents and therefore reduced business volumes. Any such adverse effects on the Group's business might affect its relationships and/or terms of business with, and ultimately even the loss of, some key business partners. The current economic uncertainty might also affect its key business partners and referrers and/or generally have an adverse impact on the insurance or other industries in which the Group's key trading partners operate. This in turn could lead to more onerous terms of business or the inability of the Group's debtors to pay monies due. The economic uncertainty may also have an adverse effect on the banking industry generally which may affect the Group's ability to obtain or maintain finance on suitable terms when needed.

Competition

Barriers to entry into the general credit hire and credit repair markets at a local level are low. Although barriers to establishing a national or specialist business in this sector are higher, there is no guarantee that these barriers will remain or will deter new entrants or existing competitors. In addition, there is the potential for local operators to overcome these barriers and establish national networks by forming alliances. Furthermore, competition could be intensified due to the activity of the Group's competitors or if insurance companies, brokers and/or providers of services to motorists or other consumer groups entered the market, either alone or in collaboration with existing providers. Increased competitive pressures such as these could result in a fall in the Group's revenues, margins and/or market share which could cause an adverse impact on its business, financial condition and operating results.

Customer and referrer relationships

Business is referred to the Group from a number of sources including insurance companies, insurance brokers, dealerships and body shops. The Group has agreements in place with many of these referrers which govern the flow of cases and the terms and commissions on which cases are introduced. These agreements are subject to periodic review, and once out of initial term can be terminated with short notice periods of typically 3 to 6 months. In the past, commission rates for new business have risen sharply increasing the costs of acquiring new business. Commission increases could adversely affect the Group's business and operating results. A significant proportion of the Group's business is referred from insurance companies. If insurance companies were to withhold business from the Group or credit hire providers generally or increase their referral commissions, whether alone or on a concerted basis, the operating results, business and prospects of the Group could be adversely impacted. Based upon profit contribution analysis, the Group may decide that renewal terms for certain existing contracts are uneconomic for the Group and consequently gross revenues may decline.

Insurance industry protocols

The Group is a subscriber to voluntary protocols developed by accident management companies and the ABI known as the General Terms of Agreement (GTA). There is no guarantee that insurers and accident management companies will continue to subscribe to the GTA and they may seek alternative arrangements.

Regulation

Certain of the Group's activities and arrangements are subject to regulation. Whilst the Group seeks to conduct its business in compliance with all applicable regulations, there remains a residual risk that regulators will find that the Group has not complied fully with all such regulations. Failure by the Group to comply with regulations may adversely affect its reputation (which could in turn lead to fewer referrals), may result in the imposition of fines or an obligation to pay compensation or may prevent the Group from carrying on a part of its business and could have a materially adverse effect on the Group's business, financial condition and operating results.

Legal

In the past, legal challenges have been brought on various grounds (mainly by insurance companies) seeking weaknesses in the legality of credit hire agreements and the hire rates and the periods of hire that can be recovered by credit hire companies. A number of historical legal cases relating to the provision of credit hire and related services have provided clarity and precedent. The majority of the Group's claims are now initially pursued under the terms of the GTA or bilateral protocols with individual insurers and the Group believes that it operates its business within the parameters laid down by the reported decisions of the courts such that its credit hire and repair arrangements are enforceable. Insurance companies may however bring further challenges to the legality of credit hire and repair arrangements or the rates payable.

Recovery of receivables

The business of credit hire involves the provision of goods and services on credit. The Group generally receives payment for the goods and services it has provided after a claim has been pursued against the party at fault (and the relevant third party insurer). This can mean that the Group can endure a long period before payment is received. Whilst significant progress has been made recently in obtaining prompt settlement of claims there is a risk that the Group will not be able to improve or maintain the pace of settlement of claims. In addition, third party insurers may seek to delay payments further in an attempt to achieve more favourable settlement terms for outstanding claims or, ultimately, to force the Group and other credit-hire providers out of the market. If the Group is unable to maintain existing settlement periods, if there are further delays in the receipt of payments or if settlement terms with insurers worsen, its business, financial condition and operating results could be adversely impacted.

Fleet costs and residual values

The cost to the Group of holding vehicles for hire is dependent upon a number of factors, including the availability of vehicle finance, the purchase price of those vehicles, the level of discounts available from dealers and manufacturers, financing costs (represented by LIBOR and applicable margins), and the expected residual value at the date of disposal. There is a risk that changes in any of these factors could mean that the Group's fleet costs are increased. The Group's fleet management system enables the business to manage the fleet effectively and maximise the utilisation of its vehicles in order to minimise the cost to the business of holding vehicles. Risk is further mitigated by managing vehicle holding periods.

Operational risks and systems

Operational risks are present in all of the Group's businesses, including the risk of direct and/or indirect loss resulting from inadequate or failed internal and external processes, systems, from fraud or human error or from external events. The Group's business is dependent on processing a large number of claims and vehicle hires across the country. The Group's systems and processes are designed to ensure that the operational risks associated with its activities are appropriately controlled. If there is any failure, weakness in or security breach of systems, processes or business continuity arrangements, the Group's business, financial condition and operating results could be materially affected.

Liquidity and Financial

The Group has made the decision not to have any committed working capital facilities at the present time and therefore manages its existing cash balances and operational cash flow surpluses to provide working capital headroom. The Group is also dependent upon the continued availability of both committed and uncommitted fleet finance facilities to finance replacement vehicle purchases. In addition the principal financial risks and uncertainties include capital risk, interest rate risk and credit risk.

Competition Commission investigation into the private motor car insurance industry

The Competition Commission ("CC") is currently investigating the UK private motor insurance market, following a market referral by the OFT which was prompted by rising car insurance premiums over the last few years. The OFT last reviewed this area in 2004 as part of a study into the Association of British Insurers General Terms of Agreement ("GTA") and concluded at that time that the GTA was beneficial to consumers. In its latest review the OFT noted that there was a consensus that credit hire has addressed a gap in the market, improving the quality of the service that those not-at-fault drivers receive. At the same time the OFT in their report recognised that there is no readily implementable, comprehensive solution available to address the issues that they identified.

The investigation by the Competition Commission (due to issue its final report by the end of September 2014) includes scrutiny of replacement vehicle and repair services such as the credit hire and repair services supplied by the Group. On 17 December 2013 the Competition Commission published a report of its interim findings for further discussion. In this report the Competition Commission indicated that it had provisionally identified a number of matters that it regarded as having an Adverse Effect on Competition and outlined a number of possible remedies for further discussion and consultation with interested parties. Some of these proposed remedies, which would require changes in current legislation, could affect the way in which the Group supplies its credit hire and repair services in the future The present position is that motorists who have a non-fault accident have a legal entitlement to restitution and can utilise the services offered by the Group.

The Group is making representations to the CC in mitigation of this risk. At the same time the Group has been reviewing its business model and taking steps to improve the flexibility of the business model to accommodate as far as can be foreseen any possible changes in the market that may be consequential upon the final outcome of the investigation by the CC.

Going concern

The Group's business activities, analysis of its financial performance and position, and factors likely to affect its future development, are set out in the Operational and Financial Review above. The financial resources available to the Group are also discussed in detail in the Operational and Financial Review above. The forward risks faced by the Group are also discussed in the section on principal risks and uncertainties above.

The directors have assessed the future funding requirement of the Group and the Company, and have compared them to the levels of available cash and funding resources. The assessment included a review of current financial projections to June 2015. Recognising the potential uncertainties surrounding financial projections in the current economic environment, in particular with regard to the demand for the Group's services and the cash collection profiles from insurers, the directors have considered a number of scenarios and the mitigating actions the Group could take to limit any adverse consequences.

Having undertaken this work, the directors are of the opinion that the Group has access to adequate resources to fund its operations for the foreseeable future and so determine that it is appropriate for the financial statements to be prepared on a going concern basis.

Martin Ward Stephen Oakley

Chief Executive Officer Chief Financial Officer

Independent Review Report to Helphire Group plc

Introduction

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 31 December 2013 which comprises the condensed consolidated income statement, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of changes in equity, the condensed consolidated statement of financial position, the condensed consolidated statement of cash flows and the related explanatory notes. 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 the terms of our engagement. Our review has been undertaken so that we might state to the company those matters we are required to state to it in this 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 reached.

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 AIM Rules.

The annual financial statements of the group are prepared in accordance with IFRSs as adopted by the EU. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

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 UK. A review of interim financial information consists of making enquiries, 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 31 December 2013 is not prepared, in all material respects, in accordance with IAS 34 as adopted by the EU and the AIM Rules.

Andrew Campbell-Orde

for and on behalf of KPMG LLP

Chartered Accountants

100 Temple Street, Bristol, BS1 6AG, United Kingdom

27 February 2014