TIDMIHP

RNS Number : 4888O

IntegraFin Holdings plc

18 May 2018

IntegraFin Holdings plc - Interim Results for the Six Months Ended 31 March 2018

IntegraFin Holdings plc was admitted to the London Stock Exchange on 2 March 2018, and is pleased to report its Interim Results for the six months to 31 March 2018 as a listed company.

Highlights

   --      Funds under direction GBP29.75bn 
   --      Gross inflows of GBP3bn in the first half of the year 

Ian Taylor, Chief Executive Officer, commented:

"Following a successful IPO, we are pleased to announce a pleasing set of results for the first half of the year. Despite the backdrop of stock market volatility, Transact achieved its highest ever H1 inflows.

Given our differentiated premium offering and the quality of the service we offer to advisers and their clients, we remain confident in our ability to sustain growth as we move into the second half of the year."

Financial Highlights

 
                           Six months ended   Six months ended     Year ended 30 
                              31 March 2018      31 March 2017    September 2017 
                                       GBPm               GBPm              GBPm 
 Fee generating 
  funds under direction              29,753             25,548            27,927 
 Revenue                               44.6               38.7              80.2 
 Profit before tax                     18.7               17.3              37.0 
 Basic and diluted 
  earnings per share                   4.4p               4.2p              9.0p 
 Adjusted operating 
  profit                               21.2               17.3              37.5 
 Adjusted operating 
  profit margin                         48%                45%               47% 
 Adjusted basic 
  and diluted earnings 
  per share                            5.2p               4.2p              9.2p 
 

Contacts

Media

Lansons +44 (0)7979 692287, or +44 (0)20 7490 8828

Tony Langham

Maddy Morgan-Williams

Eva Murphy

Investors

Mark Mochalski +44 (0)20 7608 5339

Analyst Presentation

IntegraFin Holdings plc will be hosting an analyst presentation on 18 May 2018 following the release of these results for the half year ended 31 March 2018. Attendance is by invitation only. Slides accompanying the analyst presentation will be available on the IntegraFin Holdings plc website.

Cautionary Statement

These Interim Results have been prepared in accordance with the requirements of English Company Law and the liabilities of the Directors in connection with these Interim Results shall be subject to the limitations and restrictions provided by such law.

These Interim Results are prepared for and addressed only to the Company's shareholders as a whole and to no other person. The Company, its Directors, employees, agents or advisers do not accept or assume responsibility to any other person to whom these Interim Results are shown or into whose hands it may come and any such responsibility or liability is expressly disclaimed.

These Interim Results contain forward looking statements, which are unavoidably subject to risk and uncertainty because they relate to events and depend upon circumstances that will occur in the future. It is believed that the expectations set out in these forward looking statements are reasonable but they may be affected by a wide range of variables which could cause future outcomes to differ from those foreseen. All statements in these Interim Results are based upon information known to the Company at the date of this report. Except as required by law, the Company undertakes no obligation to publicly update or revise any forward looking statement, whether as a result of new information, future events or otherwise.

Operating and Financial Review

The first six months of financial year 2018 saw good levels of client inflows onto Transact, despite market volatility in the second half of the period. Growth in Funds Under Direction (FUD) was affected by this volatility in the three months to 31 March 2018, but still ended the interim period some GBP1.8bn higher than at 2017 financial year end.

FUD, inflows and outflows

 
                                Six months        Six months      Year ended 
                            ended 31 March    ended 31 March    30 September 
                                      2018              2017            2017 
                                      GBPm              GBPm            GBPm 
 Opening fee generating 
  FUD                               27,927            22,686          22,686 
 Inflows                             3,007             2,470           5,310 
 Outflows                            (840)             (774)         (1,647) 
------------------------  ----------------  ----------------  -------------- 
 Net flows                           2,167             1,696           3,663 
 Market movements                    (319)             1,093           1,425 
 Other movements(1)                   (22)                73             153 
------------------------  ----------------  ----------------  -------------- 
 Closing fee generating 
  FUD                               29,753            25,548          27,927 
 Other FUD(2)                            0             1,657               1 
 Total closing FUD                  29,753            27,205          27,928 
 

(1) Other movements includes dividends, interest, fees and tax charges and rebates.

(2) FUD held historically for a single private client, for which the only charge was a nominal fee for custody.

Gross inflows for the six months to 31 March 2018 increased by GBP537m or 21.7% from the six months to 31 March 2017. Gross inflows for the first half of financial year 2018 are the highest since the platform's inception. Gross outflows grew by 8.5%. Lower outflow growth than inflow growth led to an increase in net flows of GBP471m (27.8%).

Despite significantly less favourable market conditions in the second quarter, FUD continued to grow, ending the reporting period 6.5% higher than at the 2017 financial year end.

Financial performance

 
                       Six months ended   Six months ended     Year ended 30 
                          31 March 2018      31 March 2017    September 2017 
                                   GBPm               GBPm              GBPm 
 Revenue                           44.6               38.7              80.2 
 Cost of sales                    (0.4)              (0.2)             (0.6) 
--------------------  -----------------  -----------------  ---------------- 
 Gross profit                      44.2               38.5              79.6 
 Operating expenses              (25.7)             (21.3)            (42.8) 
 Operating profit 
  attributable 
  to shareholder 
  returns                          18.5               17.2              36.8 
 Interest income                    0.2                0.1               0.2 
--------------------  -----------------  -----------------  ---------------- 
 Profit before 
  tax attributable 
  to shareholder 
  returns                          18.7               17.3              37.0 
 Tax on ordinary 
  shareholder only 
  activities                      (4.1)              (3.3)             (7.1) 
--------------------  -----------------  -----------------  ---------------- 
 Profit after 
  tax                              14.6               13.9              29.9 
 

Total gross profit in the six months to 31 March 2018 increased by GBP5.7m, or 14.8%, from the same period in financial year 2017. This growth was driven by the increase in value of FUD due to strong inflows in the period and an increase in the number of tax wrappers.

Components of revenue

 
                       Six months ended   Six months ended     Year ended 30 
                          31 March 2018      31 March 2017    September 2017 
                                   GBPm               GBPm              GBPm 
 Annual commission 
  income                           38.8               33.5              69.5 
 Wrapper fee income                 3.9                3.5               7.3 
 Other income                       1.9                1.7               3.4 
--------------------  -----------------  -----------------  ---------------- 
 Total revenue                     44.6               38.7              80.2 
 

Revenue comprises three elements. Of these, annual commission income and wrapper fee income constitute the recurring revenue. Other income includes "buy commission" and "dealing income".

Annual commission income increased by GBP5.3m, or 15.8%, in the period versus the same period in the prior financial year. This growth was due to increased value of FUD arising from strong inflows and, in the first quarter, market growth. This increase in annual commission was achieved even after a planned reduction in the annual commission rate effective from 1 April 2017.

Wrapper fee income increased by GBP0.4m (11.4%) in the 2018 period. This was due to an increase in the number of both new and existing clients on the platform with open tax wrappers. This has been offset by wrappers being closed.

These recurring revenue streams constituted 95.7% of total fee income in the six months to 31 March 2018.

The main constituent of other income is buy commission, which accounts for GBP1.7m (89.5%) of other income in the 2018 six month period, and GBP1.5m (88.2%) in the 2017 six month period.

Operating Expenses

 
                      Six months ended   Six months ended     Year ended 30 
                         31 March 2018      31 March 2017    September 2017 
                                  GBPm               GBPm              GBPm 
 Staff costs                      17.2               15.2              30.5 
 Occupancy                         1.6                1.8               3.5 
 Regulatory and 
  professional 
  fees                             4.5                2.2               4.5 
 Other costs                       2.1                1.8               3.7 
-------------------  -----------------  -----------------  ---------------- 
 Total expenses                   25.4               21.0              42.2 
 Depreciation 
  and amortisation                 0.3                0.3               0.6 
-------------------  -----------------  -----------------  ---------------- 
 Total operating 
  expenses                        25.7               21.3              42.8 
 

Total operating expenses increased by GBP4.4m (21.0%) in the six months to 31 March 2018, compared with the same period in the prior financial year. This increase arose predominantly from professional fees and additional staff costs associated with the listing of IntegraFin Holdings plc (IHP) on the London Stock Exchange on 2 March 2018. Additionally there was an increase in client servicing staff numbers in the period to 31 March 2018.

Staff costs increased by GBP2m, or 13.2%, in the six months to 31 March 2018, compared with the six months to 31 March 2017. This is in line with staff numbers increasing to 507 from 451, an increase of 12.4%. The main area of people growth was in the area that provides service to advisers and clients and reflects the increase in business volumes and the Group's commitment to maintaining premium service. There were some increases in governance staffing ahead of the listing.

The increase in regulatory and professional fees of GBP2.3m, or 104.5%, in the six months to 31 March 2018 compared with the six months to 31 March 2017 was mostly due to the increase of GBP2.2m in professional fees from GBP1.4m to GBP3.6m across the comparative periods. The increase is attributable to non-recurring IPO expenses which totalled GBP4.0m across all periods.

Profit Before Tax Attributable to Shareholder Returns

Profit before tax increased by GBP1.4m, or 8.1%, comparing the six months to 31 March 2018 with the six months to 31 March 2017. This growth was despite the IPO costs included in the financial year 2018 period and reflects strong revenue growth and general control of expenses.

 
                                           Six months ended   Six months ended 
                                              31 March 2018      31 March 2017 
                                                       GBPm               GBPm 
 Operating profit attributable 
  to shareholder returns                               18.5               17.2 
 IPO adjustments                                        2.9                0.4 
 Other adjustments                                    (0.2)              (0.3) 
----------------------------------------  -----------------  ----------------- 
 Adjusted operating profit attributable 
  to shareholder returns                               21.2               17.3 
 

The operating margin was 41.5% in the six months to March 2018. Allowing for IPO one off costs of GBP0.4m in the six months to March 2017 and GBP2.9m in the six months to March 2018, offset by other adjustments in both periods, the adjusted operating margin increased from 44.7% in the six months to March 2017, to 47.5% in the six months to March 2018.

Dividends

During the six month period to 31 March 2018 the Company paid an interim dividend of GBP19.4m and a special dividend of GBP11.4m to shareholders. This compares with an interim dividend of GBP13.5m in the six month period to 31 March 2017.

Earnings Per Share

 
                                    Six months ended   Six months ended 
                                       31 March 2018      31 March 2017 
 Profit after tax for the period            GBP14.6m           GBP13.9m 
 Number of shares in issue                    331.3m          331.3m(1) 
 Earnings per share - basic and 
  diluted                                       4.4p               4.2p 
 
 Adjusted profit after tax for              GBP17.3m           GBP14.0m 
  the period 
 Number of shares in issue                    331.3m          331.3m(1) 
 Adjusted earnings per share - 
  basic and diluted                             5.2p               4.2p 
 

(1 Shares in issue restated for financial year 2017 periods to reflect number of shares in issue following the IHP listing.)

Earnings per share has grown by 4.8% comparing the six months to 31 March 2018 with the six months to 31 March 2017, and adjusted earnings per share has grown by 23.8%.

Principal Risks and Uncertainties

The principal risks and uncertainties which affect the Group are those detailed on Pages 24 to 26 of the Group's Annual Report and Financial Statements for the year ended 30 September 2017. The principal risks and uncertainties remain unchanged from year end and are not expected to change for the remainder of the financial year. The key risks and uncertainties are listed below.

Financial risks:

-- Market risk - impact of changes in the following on the value of client Portfolios, which can affect future charges and expenses: equity, property market values, currency exchange rates, credit spreads, interest rates and inflation;

-- Liquidity risk - the Group not having sufficient financial resources to meet its obligations;

   --       Outflow risk - loss of future profits due to unexpectedly high client outflows; 
   --       Expense risk - impact of expenses rising faster than expected. 

Non-financial risks:

-- Regulatory risk - impact of new regulatory requirements on the Group's business model, or the Group failing to comply with regulations;

-- Operational risk - risk of loss from inadequate or failed internal processes, people, systems, or external events;

   --       Competition risk - risk of competitor activity reducing inflows, and increasing outflows; 

-- Geopolitical risk - changes in the political landscape disrupting the business, or requiring development spending;

-- Reputational risk - risk of clients no longer wishing do business with the Group due to a poor perception of Transact service in the market place.

Directors' Responsibility Statement

The Directors confirm to the best of their knowledge:

-- The unaudited condensed consolidated set of financial statements has been prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted by the EU, and gives a true and fair view of the assets, liabilities, financial position, and profit and loss of the Group;

-- The interim management report includes a fair review of the information required by sections 4.2.7R and 4.2.8R of the Disclosure and Transparency Rules of the UK Financial Conduct Authority; and

-- The condensed financial statements have been prepared in accordance with ASB's 2007 statement half yearly reports.

By Order of the Board

David Johnson

Company Secretary

Registered Office

29 Clement's Lane

London

EC4N 7AE

17 May 2018

Independent Review Report to IntegraFin Holdings 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 March 2018 which comprises the condensed consolidated profit and loss and other comprehensive income, condensed consolidated statement of financial position, condensed consolidated statement of cash flows and condensed consolidated statement of changes in shareholder's equity; and the related 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.

Directors' responsibilities

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

As disclosed in note 1, the annual financial statements of the group are prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union.

Our responsibility

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

Our report has been prepared in accordance with the terms of our engagement to assist the Company in meeting its responsibilities in respect of half-yearly financial reporting in accordance with the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority and for no other purpose. No person is entitled to rely on this report unless such a person is a person entitled to rely upon this report by virtue of and for the purpose of our terms of engagement or has been expressly authorised to do so by our prior written consent. Save as above, we do not accept responsibility for this report to any other person or for any other purpose and we hereby expressly disclaim any and all such liability.

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 Financial Reporting Council for use in the United Kingdom. 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 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 March 2018 is not prepared, in all material respects, in accordance with International Accounting Standard 34, as adopted by the European Union, and the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.

BDO LLP

Chartered Accountants

London

United Kingdom

Date

BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).

Interim Consolidated Profit and Loss and Other Comprehensive Income

 
                                                                    Unreviewed 
                                                     Six months     Six months 
                                            Note    to 31 March    to 31 March 
                                                           2018           2017 
                                                        GBP'000        GBP'000 
 Revenue 
 Fee income                                    4         44,596         38,743 
 Cost of sales                                            (441)          (254) 
---------------------------------------  -------  -------------  ------------- 
 Gross profit                                            44,155         38,489 
 
 Administrative expenses                               (25,685)       (21,314) 
 
 Net income / (expense) attributable 
  to policyholder returns                               (5,744)          7,406 
 Operating profit                                        12,726         24,581 
---------------------------------------  -------  -------------  ------------- 
 Operating profit/(loss) attributable 
  to policyholder returns                               (5,744)          7,406 
 
 Operating profit attributable 
  to shareholder returns                                 18,470         17,176 
 
 Interest income                                            152             86 
 
 Profit on ordinary activities 
  before taxation                                        12,878         24,668 
---------------------------------------  -------  -------------  ------------- 
 Profit/(loss) on ordinary activities 
  before taxation attributable to 
  policyholder returns                                  (5,744)          7,406 
 
 Profit on ordinary activities 
  before taxation attributable to 
  shareholder returns                                    18,622         17,262 
 
 Policyholder tax                                         5,807        (7,394) 
 
 Tax on profit on ordinary activities          6        (4,088)        (3,345) 
 Profit after tax                                        14,596         13,928 
 
 Other comprehensive income 
 
 Exchange gains/(losses) arising 
  on translation of foreign operations                     (76)             49 
 Total other comprehensive income 
  for the period                                           (76)             49 
 
 Profit for the period                                   14,520         13,976 
---------------------------------------  -------  -------------  ------------- 
 
 
 Earnings per share 
 Ordinary shares - basic and diluted    5   4.4p   4.2p 
 

All activities of the Group are classed as continuing.

Interim Consolidated Statement of Financial Position

 
                                                                  Restated 
                                                  31 March    30 September 
                                         Note         2018            2017 
                                                   GBP'000         GBP'000 
 Non-current assets 
 Loans and receivables                               3,698           1,873 
 Intangible assets                                  12,976          12,986 
 Property, plant and equipment                       1,860           1,858 
 Deferred acquisition costs                         42,394          38,295 
 Investments and cash held for 
  the benefit of policyholders                  12,877,070      11,947,652 
--------------------------------------  -----  -----------  -------------- 
                                                12,937,998      12,002,664 
 
 Current assets 
 Financial assets at fair value 
  through profit or loss                             6,178           8,895 
 Other prepayments and accrued 
  income                                            10,516          10,252 
 Trade and other receivables                         2,780           1,456 
 Cash and cash equivalents                          97,205         105,829 
--------------------------------------  -----  -----------  -------------- 
                                                   116,680         126,432 
 
 Current liabilities 
 Trade and other payables                           18,956          15,208 
 Current tax liabilities                             4,032           2,803 
--------------------------------------  -----  -----------  -------------- 
                                                    22,987          18,011 
 
 Non-current liabilities 
 Provisions for liabilities                         19,059          11,831 
 Deferred income liability                          42,394          38,295 
 Liabilities for linked investment 
  contracts                                     12,877,070      11,947,652 
 Deferred tax liabilities                            6,896          10,781 
--------------------------------------  -----  -----------  -------------- 
                                                12,945,418      12,008,559 
 
 Net assets                                         86,273         102,526 
--------------------------------------  -----  -----------  -------------- 
 
 Capital and reserves 
 Called up equity share capital             7        3,313              57 
 Capital redemption reserve                              2               2 
 Share-based payment reserve                           308             308 
 Foreign exchange reserve                             (34)              42 
 Other non-distributable reserves           8        5,722           5,722 
 Non-distributable insurance reserves                  501             501 
 Profit or loss account                             76,460          95,894 
--------------------------------------  -----  -----------  -------------- 
 Total equity                                       86,273         102,526 
--------------------------------------  -----  -----------  -------------- 
 

These interim financial statements were approved by the Board of Directors on 17 May 2018 and are signed on their behalf by:

Ian Taylor, Director

Company Registration Number: 08860879

Interim Consolidated Statement of Cash Flows

 
                                                            Unreviewed 
                                             Six months     Six months 
                                            to 31 March    to 31 March 
                                                   2018           2017 
                                                GBP'000        GBP'000 
 
 Cash flows from operating activities 
 Profit before tax                               12,878         24,667 
 Adjustments for: 
 Amortisation and depreciation                      300            288 
 Interest                                         (152)           (86) 
 Increase in loans and receivables              (3,414)          (359) 
 Increase in payables                             3,748          3,456 
 Decrease in current asset investments            2,717             37 
 Increase in provisions                           3,343          1,941 
 Cash generated from operations                  19,419         29,944 
 
 Income taxes (paid)/received                     2,947       (10,592) 
 Net cash flows from operating 
  activities                                     22,366         19,352 
 
 Investing activities 
 Acquisition of tangible assets                   (291)          (340) 
 Interest received                                  152             86 
 Net cash used in investing activities            (140)          (254) 
 
 Financing activities 
 Equity dividends paid                         (30,780)       (13,521) 
----------------------------------------  -------------  ------------- 
 
 Net cash used in financing activities         (30,780)       (13,521) 
 
 Net increase/(decrease) in cash 
  and cash equivalents                          (8,554)          5,577 
 
 Cash and cash equivalents at 
  beginning of period                           105,829         90,571 
 
 Exchange gains/(losses) on cash 
  and cash equivalents                             (70)             49 
----------------------------------------  -------------  ------------- 
 
 Cash and cash equivalents at 
  end of period                                  97,205         96,196 
 
 

Interim Consolidated Statement of Changes in Equity

 
                                                                                  Restated 
                                           Share   Non-distrib-utable                Other 
                                           based            insurance   Non-distrib-utable 
                     Share      Other    payment             reserves             reserves   Retained      Total 
                   capital   reserves    reserve                                             earnings     equity 
                   GBP'000    GBP'000    GBP'000              GBP'000              GBP'000    GBP'000    GBP'000 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 Balance at 
  1 October 
  2016                  57         34        308                  501                5,722     79,622     86,244 
 Comprehensive 
  income for 
  the year: 
 Profit for 
  the year               -          -          -                    -                    -     13,928     13,928 
 Other 
  comprehensive 
  income                 -         49          -                    -                    -          -         49 
 Other movement          -          -          -                    -                    -       (96)       (96) 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 Total 
  comprehensive 
  income for 
  the year               -         49          -                    -                    -     13,832     13,881 
 Distributions 
  to owners: 
 Dividends               -          -          -                    -                    -   (13,521)   (13,521) 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 Total 
  distributions 
  to owners              -          -          -                    -                    -   (13,521)   (13,521) 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 Balance at 
  31 
  March 2017            57         83        308                  501                5,722     79,933     86,604 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 
 
 Balance at 
  1 October 
  2017                  57         44        308                  501                5,722     95,894    102,526 
 Comprehensive 
  income for 
  the year: 
 Profit for 
  the year               -          -          -                    -                    -     14,596     14,596 
 Other 
  comprehensive 
  income                 -       (76)          -                    -                    -          -       (76) 
 Other movement          -          -          -                    -                    -          6          6 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 Total 
  comprehensive 
  income for 
  the year               -       (76)          -                    -                    -     14,602     14,526 
 Distributions 
  to owners: 
 Issue of share 
  capital            3,256                                                                    (3,256)          - 
 Dividends               -          -          -                    -                    -   (30,780)   (30,780) 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 Total 
  distributions 
  to owners          3,256          -          -                    -                    -   (34,036)   (30,780) 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 Balance at 
  31 March 2018      3,313       (32)        308                  501                5,722     76,460     86,273 
                 ---------  ---------  ---------  -------------------  -------------------  ---------  --------- 
 

Notes to the Financial Statements

1. Basis of preparation

The consolidated interim financial statements have been prepared and approved by the Directors in accordance with International Financial Reporting Standards (IFRSs) as adopted by the EU, and in accordance with the International Accounting Standard (IAS) 34 Interim Financial Reporting, and the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority (FCA).

The financial information contained in these interim financial statements does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. The information has been reviewed by the company's auditor, BDO LLP, and their report is presented on page 7-8.

The same accounting policies, methods of calculation and presentation have been followed in the preparation of the interim financial statements for the six months to 31 March 2018 as were applied in the Audited Annual Financial Statements for the year ended 30 September 2017.

The financial statements have been prepared on a going concern basis following an assessment by the Directors.

Principal risks and uncertainties

The Group's principal risks and uncertainties have not changed from year end, and are listed on page 5.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and its subsidiaries.

Future standards, amendments to standards, and interpretations not early-adopted in the 2018 consolidated interim statements

A full impact assessment of IFRS 9 Financial Instruments, IFRS 15 Revenue from Contracts with Customers, and IFRS 17 Insurance Contracts was conducted at financial year 2017 year end. None of the standards was found to have a material impact on the Group, and this position has not changed.

An initial assessment of the impact of IFRS 16 Leases was conducted at financial year 2017 year end, which indicated that whilst there will be a material adjustment to gross assets and liabilities as a result of bringing leased assets on balance sheet, there is unlikely to be a material net impact at Group level. This position has not changed.

2. Critical accounting estimates and judgements

The preparation of interim consolidated financial statements in compliance with IAS 34 requires the use of certain critical accounting estimates. There have been no material revisions to the Group's critical accounting estimates and judgements methodology from year ending 30 September 2017.

3. Financial instruments

Financial assets and liabilities have been classified into categories that determine their basis of measurement and, for items measured at fair value, whether changes in fair value are recognised in the profit and loss and other comprehensive income statement. The following tables show the carrying values of assets and liabilities for each of these categories.

Financial assets:

 
 
                                     Fair value through         Loans and Receivables 
                                        profit or loss 
                                       31 Mar         30 Sep       31 Mar       30 Sep 
                                         2018           2017         2018         2017 
                                      GBP'000        GBP'000      GBP'000      GBP'000 
 Cash and cash equivalents                  -              -       97,205      105,829 
 Listed shares and securities              95             83            -            - 
 Loans and receivables                      -              -        3,698        1,873 
 Investments in quoted 
  debt instruments                      6,083          8,812            -            - 
 Accrued income                             -              -        8,673        7,951 
 Trade and other receivables                -              -        2,780        1,456 
 Investments and cash held 
  for the policyholders            12,877,070     11,947,652            -            - 
 Total financial assets            12,883,248     11,956,547      112,357      117,109 
 

Financial liabilities:

 
                                  Fair value through       Amortised cost 
                                     profit or loss 
                                    31 Mar       30 Sep    31 Mar    30 Sep 
                                      2018         2017      2018      2017 
                                   GBP'000      GBP'000   GBP'000   GBP'000 
 Trade and other payables                -            -    12,299     7,524 
 Accruals                                -            -     5,538     6,454 
 Liabilities for linked 
  investments contracts         12,877,070   11,947,652         -         - 
                               -----------  -----------  --------  -------- 
 Total financial liabilities    12,877,070   11,947,652    23,090    18,010 
 
 
 

Financial Instruments - Fair Value Hierarchy

The following table shows the Group's assets measured at fair value and split into the three levels described below:

Level 1: quoted prices (unadjusted) in active markets for identical assets;

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

Level 3: inputs for the asset that are not based on observable market data (unobservable inputs).

 
   At 31 March 2018                                            Level 1         Level 2         Level 3              Total 
                                                               GBP'000         GBP'000         GBP'000            GBP'000 
  Investments and 
   assets held for 
   the benefit of policyholders 
 
     *    Policyholder cash                                  1,124,997               -               -          1,124,997 
 
     *    Investments and securities                           336,312         102,898           1,019            440,228 
 
     *    Bonds and other fixed-income securities               11,892           1,431              27             13,350 
 
     *    Holdings in collective investment schemes         11,153,732         142,269           2,493         11,298,495 
                                                     -----------------  --------------  --------------  ----------------- 
                                                            12,626,933         246,598           3,539         12,877,070 
   Other investments                                             6,178               -               -              6,178 
                                                     -----------------  --------------  --------------  ----------------- 
   Total                                                    12,633,111         246,598           3,539         12,883,248 
                                                     -----------------  --------------  --------------  ----------------- 
 
 
  At 30 September                                              Level 1         Level 2         Level 3              Total 
   2017 
                                                               GBP'000         GBP'000         GBP'000            GBP'000 
  Investments and 
   assets held for 
   the benefit of 
   policyholders 
 
     *    Policyholder cash                                  1,091,744               -               -          1,091,744 
 
     *    Investments and securities                           351,308          94,521           1,541            447,370 
 
     *    Bonds and other fixed-income securities               12,378             399               5             12,782 
 
     *    Holdings in collective investment schemes         10,260,975         132,113           2,668         10,395,756 
                                                     -----------------  --------------  --------------  ----------------- 
                                                            11,716,405         227,033           4,214         11,947,652 
   Other investments                                             8,895               -               -              8,895 
                                                     -----------------  --------------  --------------  ----------------- 
  Total                                                     11,725,300         227,033           4,214         11,956,547 
                                                     -----------------  --------------  --------------  ----------------- 
 

Level 1 valuation methodology

Financial assets included in Level 1 are measured at fair value using quoted mid prices that are available at the reporting date and are traded in active markets. These financial assets are mainly collective investment schemes and listed equity instruments.

Level 2 and Level 3 valuation methodology

The Group regularly reviews whether a market is active, based on available market data and the specific circumstances of each market. Where the Group assesses that a market is not active, then it applies one or more valuation methodologies to the specific financial asset. These valuation methodologies use quoted market prices where available, and may in certain circumstances require the Group to exercise judgement to determine fair value.

Financial assets included in Level 2 are measured at fair value using observable mid prices traded in markets that have been assessed as not active enough to be included in Level 1.

Otherwise, financial assets are included in Level 3. These are assets where one or more inputs to the valuation methodology are not based on observable market data.

Level 3 sensitivity to changes in unobservable measurements

For financial assets assessed as Level 3, based on its review of the prices used, the Company believes that any change to the unobservable inputs used to measure fair value would not result in a significantly higher or lower fair value measurement at year end, and therefore would not have a material impact on its reported results.

Changes to valuation methodology

There have been no changes in valuation methodology since year end.

Transfers between Levels

There have been no material changes between Levels since year end.

4. Segmental reporting

The revenue and profit before tax are attributable to activities carried out in the UK and Isle of Man.

The Group has three classes of business as follows:

   -       provision of investment administration services 
   -       transaction of ordinary long term insurance and underwriting life assurance 
   -       provision of consultancy services. 

Analysis by class of business is given below:

 
                                         Six months    Six months to 
                                        to 31 March    31 March 2017 
                                               2018 
                                            GBP'000          GBP'000 
 Revenue 
 Investment administration services          23,997           21,364 
 Insurance and life assurance 
  business                                   20,599           17,379 
                                             44,596           38,743 
 Profit before tax 
 Investment administration services           8,078            8,159 
 Insurance and life assurance 
  business                                    4,152           16,219 
 Consultancy services                           648              290 
                                      -------------  --------------- 
                                             12,878           24,668 
 
 
                                            As at 31 March        As at 30 September 
                                                      2018                      2017 
                                                   GBP'000                   GBP'000 
 Net assets 
 Investment administration services                 38,888                    51,176 
 Insurance and life assurance 
  business                                          46,045                    50,397 
 Consultancy services                                1,340                       953 
                                      --------------------  ------------------------ 
                                                    86,273                   102,526 
 

The figures above comprise the results of the companies that fall directly into each segment, as well as a proportion of the results from the other Group companies that only provide services to the revenue-generating companies. This therefore has no effect on revenue, but has an effect on the profit before tax and net assets figures.

5. Earnings per share

 
                                        Six months ended   Six months ended 
                                           31 March 2018      31 March 2017 
 
 Profit 
 Profit for the year and earnings               GBP14.6m           GBP13.9m 
  used in basic and diluted earnings 
  per share 
 
 Number of shares 
 Number of shares used in basic 
  and diluted earnings per share                  331.3m             331.3m 
 

On 2 March 2018, as part of the IntegraFin Holdings plc IPO process, a bonus share issue occurred resulting in the numbers of shares in issue increasing from 1,137,278 to 331,322,014. The nominal value of each share was also reduced through the bonus share issue process, from 0.05p to 0.01p. The calculation of earnings per share for the comparative period presented has been adjusted retrospectively to reflect the new share structure.

Earnings per share is calculated based on the share capital of IntegraFin Holdings plc and the earnings of the consolidated Group.

6. Tax on profit on ordinary activities

Tax is charged at 22% for the six month period ended 31 March 2018 (31 March 2017: 19%), representing the best estimate of the average annual effective tax rate expected to apply for the full year, applied to the pre-tax income of the six month period. The effective tax rate reflects entities in the Group operating in non-UK tax jurisdictions, and includes the effect of IPO costs not deductible for tax purposes.

7. Called up share capital - Company and Group

 
                                       31 Mar      30 Sep    31 Mar    30 Sep 
                                         2018        2017      2018      2017 
 Allotted, called up and fully         Number      Number   GBP'000   GBP'000 
  paid: 
 Ordinary shares of GBP0.01 
  each                            331,322,014           -     3,313 
 Ordinary Class A shares of 
  GBP0.05 each                                    417,868                  21 
 Ordinary Class B shares of 
  GBP0.05 each                                    357,000                  18 
 Ordinary Class C shares of 
  GBP0.05 each                                    332,410                  17 
 Ordinary Class D shares of 
  GBP0.05 each                                     30,000                   1 
-------------------------------  ------------  ----------  --------  -------- 
                                  331,322,014   1,137,278     3,313        57 
 

Immediately prior to Admission to the London Stock Exchange, the share capital of the Company was increased from GBP56,863.90 to GBP3,313,220.14 by virtue of a bonus issue of a further: 122,017,456 A Ordinary Shares of 0.01p each; 102,244,000 B Ordinary Shares of 0.01p each; 97,063,720 C Ordinary Shares of 0.01p each; and, 6,859,560 D Ordinary Shares of 0.01p each.

Immediately prior to Admission each A, B, C and D share was then re-designated into an Ordinary Share of 0.01p each.

8. Other non-distributable reserves

 
                                                        Restated 
                                        31 March    30 September 
                                            2018            2017 
                                         GBP'000         GBP'000 
 Other non-distributable reserves          5,722           5,722 
 

The share premium account per the Audited Annual Financial Statements for the year ended 30 September 2017 has been reclassified as other non-distributable reserves. The share premium is held by one of the Company's subsidiaries, Integrated Financial Arrangements Limited, so it is more appropriate to classify this within other reserves on a Group level.

9. Related parties

There were no material changes to the related party transactions during the period.

10. Events after the reporting date

There are no events subsequent to the year-end that require disclosure in, or amendment to the financial statements.

11. Dividends

During the six month period to 31 March 2018 the Company paid an interim dividend of GBP19,418,436 (six months to 31 March 2017: GBP13,527,336) and a special dividend of GBP11,372,780 (six months to 31 March 2017: nil) to shareholders.

DIRECTORS, COMPANY DETAILS, ADVISERS

Executive Directors

Ian Taylor

Michael Howard

Alexander Scott

Non-Executive Directors

Christopher Munro

Patrick Snowball (appointed 1 October 2017)

Neil Holden

Company Secretary

David Johnson

Independent Auditors

BDO LLP London

Solicitors

Eversheds Sutherland, London

Principal Bankers

NatWest

Registrars

Equiniti

Registered Office

29 Clement's Lane, London, EC4N 7AE

Website

www.integrafin.co.uk

Company number

8860879

IntegraFin Holdings plc, 29 Clement's Lane, London, EC4N 7AE Tel: (020) 7608 4900 Fax: (020) 7608 5300

(Registered office: as above; Registered in England and Wales under number: 8860879)

The holding company of the Integrated Financial Arrangements Ltd group of companies.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR LLFIRESIDLIT

(END) Dow Jones Newswires

May 18, 2018 02:00 ET (06:00 GMT)

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