Half Yearly Report

RNS Number : 9297C
Close Brothers Group PLC
15 March 2011
 



 


Close Brothers Group plc announcement of Interim Results for the six months ended 31 January 2011

 

Close Brothers reports a good result for the first six months of the year

 

·     Adjusted operating profit from continuing operations increased 5% to £65.4 million and adjusted EPS from continuing operations increased 6% to 34.1p

 

·     Strong performance in the Banking division with 33% increase in adjusted operating profit and 9% loan book growth to £3.2 billion since 31 July 2010

 

·     Good performance from the Securities division with £31.1 million adjusted operating profit, 9% down on very strong prior year period

 

·     The Asset Management division increased Funds under Management 20% to £8.3 billion1 but made a small loss as it invests in its wealth and asset management strategy

 

·     On 10 March 2011, the group announced the sale of its UK offshore business, in line with its strategy of focusing on its core businesses in Banking, Securities and Asset Management, resulting in an estimated loss on disposal of £24.7 million

 

·     Ordinary interim dividend maintained at 13.5p per share

 

·     The group remains strongly capitalised with a core tier 1 capital ratio of 13.1%

 

 

Financial Highlights

for the six months ended 31 January

 

2011


 

2010

Adjusted operating profit2 (continuing operations)

£65.4m

£62.0m

Adjusted earnings per share3 (continuing operations)

34.1p 

32.1p 

Operating profit before tax (continuing operations)

£55.8m

£61.8m

Basic earnings per share (continuing operations)

27.4p

     31.9p 

Basic earnings per share (continuing and discontinued operations)

10.1p

         32.2p   

Ordinary dividend per share

13.5p

13.5p

Total equity

£739.0m

£735.4m

Core tier 1 capital ratio

13.1%

14.5%

 

1Excludes £457 million of FuM relating to the division's UK offshore business classified as a discontinued operation under IFRS 5.

2Adjusted operating profit is before exceptional items, impairment losses on goodwill and amortisation of intangible assets on acquisition.

3Adjusted earnings per share is before exceptional items, impairment losses on goodwill, amortisation of intangible assets on acquisition

  and the tax effect of such adjustments.

 

 

Preben Prebensen, Chief Executive, commenting on the results said:

"Close Brothers delivered a good result for the first six months of the year driven by a strong performance from the Banking division and a good performance from the Securities division, particularly Winterflood.  The Asset Management division's transformation is well underway as it implements its strategy in UK wealth and asset management.  Overall our businesses are well positioned for future growth opportunities."

 

 

 

Enquiries to:


Sophie Gillingham - Investor Relations                             Close Brothers Group plc      020 7655 3844

Debbie Sager - Investor Relations                      Close Brothers Group plc      020 7655 3845

Robert Morgan - Corporate Communications    Close Brothers Group plc      020 7655 3350

Anthony Silverman - Media Relations                 Maitland                                  020 7379 5151

 

A presentation to analysts and investors will be held at 9.30 am GMT at our offices at 10 Crown Place, London EC2A 4FT.  A listen-only dial-in facility will be available by dialling 0845 356 5007, or +44 203 003 2666, password "Close Brothers".  A recording of this call will be available for replay for two weeks by dialling 0121 260 4861, access code 1229003#.

 

 

About Close Brothers:

 

Close Brothers Group plc is a UK based financial services group.  It operates through three divisions, Banking, Securities and Asset Management, and its clients include small and medium sized companies, individuals and financial institutions.  Close Brothers was established in 1878, is listed on the London Stock Exchange and is a constituent of the FTSE 250.  The group employs over 2,500 people, principally in the UK.  For more information, go to www.closebrothers.co.uk


 

OVERVIEW

 

Chairman's and Chief Executive's Statement

 

The group delivered a good overall performance for the first half of the financial year.  The Banking division had a strong performance and continued to grow its specialised lending businesses.  The Securities division had another good result, driven by strong activity levels at Winterflood.  The Asset Management division is in the process of implementing its strategy and established good momentum in attracting Private Client assets both directly and through acquisitions.  As expected, the division recorded a small loss in the first half. 

 

The group continues to focus on developing its three key business areas: pursuing growth in Banking; maintaining its position as a leading market maker in Securities; and transforming Asset Management to create a leader in UK wealth and asset management.  The group recently announced the sale of its UK offshore trust, fund administration, asset management and banking business ("UK offshore business"), adding further focus to the group's operations, and is evaluating alternatives with regards to its business in the Cayman Islands.

 

Results and Dividend

 

Adjusted operating profit from continuing operations increased 5% to £65.4 million (2010: £62.0 million) driven by a strong contribution from the Banking division.  Adjusted earnings per share from continuing operations increased 6% to 34.1p (2010: 32.1p) whilst basic earnings per share from continuing operations decreased 14% to 27.4p (2010: 31.9p) as a result of exceptional items and an impairment of goodwill in Asset Management.  The group recorded a £24.7 million estimated loss on disposal of the UK offshore business which resulted in basic earnings per share from continuing and discontinued operations of 10.1p (2010: 32.2p).

 

The group has continued to improve the quality and efficiency of its balance sheet whilst remaining focused on maintaining a sound liquidity position.  Loans and advances to customers ("the loan book") increased 9% to £3.2 billion (31 July 2010: £2.9 billion) whilst treasury assets reduced 23% to £1.6 billion (31 July 2010: £2.0 billion). This reflects the redeployment of funds from lower yielding treasury assets into the loan book and into high quality liquid assets.  

 

The group remains strongly capitalised and has flexibility to pursue growth opportunities whilst remaining comfortably above the new regulatory minimum proposed under Basel 3.  At 31 January 2011, the core tier 1 capital ratio was 13.1% (31 July 2010: 13.9%) and the total capital ratio was 14.9% (31 July 2010: 15.8%). 

 

The board has declared a maintained interim dividend of 13.5p (2010: 13.5p) per share. 

 

Divisional Performance

 

The Banking division continued to build on its leading position in specialised finance in the UK whilst retaining its disciplined approach to lending. 

 

The division has developed its infrastructure and sales capabilities over the last twelve months, which has allowed it to take advantage of a favourable operating environment.  This has resulted in an increase in new business volumes across the division, particularly in asset finance within Commercial.  At the same time, the division has enjoyed good customer retention and high levels of repeat business.

 

As a result, the division achieved organic loan book growth of 9% to £3,169.6 million (31 July 2010: £2,912.6 million) in the six months.  This additional lending has been achieved at strong margins with the overall net interest margin improving to 10.0% (2010: 9.7%).  Impairment losses on loans and advances also reduced slightly to 2.4% (2010: 2.5%) and as a result, adjusted operating profit increased 33% to £48.6 million (2010: £36.5 million).

 

 In the Securities division, Winterflood continues to focus on maintaining its leading market position in UK market-making to retail brokers.  It has also been exploring opportunities to expand its business and increase order flow from the US and Europe and is investing in technology and key personnel to promote its expertise in outsourced dealing and execution.  

 

Winterflood had a good performance during the first half with adjusted operating profit of £25.0 million (2010: £27.6 million).  Winterflood has again demonstrated consistency in its trading performance with no loss days (2010: two loss days) in the period.  However, adjusted operating profit reduced 9% compared to a very strong prior year period. 

 

In the other Securities businesses, Seydler has benefited from an increase in German equity and debt capital markets activity and improved its adjusted operating profit to £4.9 million (2010: £3.0 million).  This was offset by lower associate income from Mako, which is currently being impacted by low volumes and low volatility but remains well positioned for a recovery in its markets.

 

Overall, adjusted operating profit from the Securities division reduced 9% to £31.1 million (2010: £34.0 million).

 

The Asset Management division is in the early stages of implementing its strategy to become a leading provider of UK wealth and asset management and is making good progress on its propositions for mass affluent to high net worth private clients.  

 

The division is also making good progress on asset gathering both organically and through acquisition.  The Private Clients business had net inflows of £172 million in the six months to 31 January 2011 reflecting good sales to high net worth clients.  Additionally, since 31 July 2010, the group has acquired over £1.1 billion of advisory and execution only client assets including Chartwell Group Limited ("Chartwell"), with client assets of £705 million, in September 2010 and, post period end, Allenbridge Group plc, a London-based execution only retail broker with client assets of around £440 million, in February 2011. 

 

Overall, in the six months to 31 January 2011, Funds under Management ("FuM") increased 20% to £8,317 million (31 July 2010: £6,954 million) driven by the Chartwell acquisition, net inflows and positive market movements.  This excludes the UK offshore business, classified as a discontinued operation under IFRS 5, which had FuM of £457 million (31 July 2010: £474 million), but includes the Property funds business with £554 million FuM at 31 January 2011, the sale of which was announced in October 2010 and completed post the period end.

 

Adjusted operating income from continuing operations increased 13% to £34.8 million (2010: £30.8 million) reflecting higher FuM and a stable revenue margin.  However, as a result of its ongoing investment, the division made a small loss in the first half of £4.0 million (2010: profit of £2.2 million) from continuing operations. 

 

Board Changes

 

Geoffrey Howe was appointed as an independent non-executive director of Close Brothers Group plc with effect from 4 January 2011.  Geoffrey is currently Chairman of Nationwide Building Society and of Jardine Lloyd Thompson Group plc. 

 

Outlook

 

The group remains strongly capitalised and is well positioned to support future growth opportunities.

 

Given the Banking division's loan book growth in the first half, it expects a good performance in the second half of the year with a modest improvement in bad debts for the financial year as a whole.

 

The Securities division remains well positioned in its markets, and since the half year end trading activity has been resilient.

 

The Asset Management division continues to invest in implementing its strategy and as a result expects a further small loss for the second half of the financial year.

 

Overall, the group is confident that it will deliver a satisfactory performance for the 2011 financial year.

 

FINANCIAL REVIEW

 

Overview

 

Group Income Statement

 

 

First half

2011

£ million

First half

2010

£ million

 

Change

%

Continuing operations1

Adjusted operating income

280.1 

249.1 

12

Adjusted operating expenses

(177.5)

(156.5)

13

Impairment losses on loans and advances

(37.2)

(30.6)

22

Adjusted operating profit

          65.4

62.0 

5

Exceptional items

(4.5)

Impairment losses on goodwill

(4.5)

Amortisation of intangible assets on acquisition

(0.6)

(0.2)

Operating profit before tax

55.8 

61.8 

(10)

Tax

(15.8)

(15.9)

(1)

Non-controlling interests

(0.5)

(0.2)

 

Profit attributable to shareholders:

continuing operations

 

 39.5 

 

45.7 

 

(14)

(Loss)/profit from discontinued operations

(24.9)

0.4 

Profit attributable to shareholders:

continuing and discontinued operations

          

           14.6

          

           46.1 

                              (68)

Adjusted earnings per share: continuing

operations2

 

34.1p

 

32.1p

 

Basic earnings per share: continuing operations

27.4p

31.9p

(14)

Basic earnings per share: continuing and

discontinued operations

 

10.1p

 

32.2p

 

(69)

Ordinary dividend per share

13.5p

13.5p

 -

 

 1Results from continuing operations for first half 2011 and first half 2010 exclude the trading result from the UK offshore business, the sale of  which was announced on 10 March 2011.

 2Adjusted earnings per share: continuing operations excludes exceptional items, impairment losses on goodwill, amortisation of intangible assets on acquisition, discontinued operations and the tax effect of such adjustments.

 

Note: All data within this announcement relates to the six month period to 31 January, unless otherwise indicated.

 

Close Brothers Group plc ("Close Brothers") has achieved a good performance in the first half of the 2011 financial year with an increase of 5% in adjusted operating profit from continuing operations to £65.4 million (2010: £62.0 million).  The Banking division continued to see good momentum with 9% growth in loans and advances to customers ("the loan book") in the first half and a 33% increase in adjusted operating profit.  Securities also had a good performance underpinned by a 7% increase in trading volumes at Winterflood, although adjusted operating profit reduced 9% compared to a very strong prior year period.  The Asset Management division is in the process of implementing its growth strategy in wealth and asset management and, as expected, investment during the period resulted in a small loss.

 

Adjusted operating income from continuing operations increased 12%, or £31.0 million, to £280.1 million (2010: £249.1 million) principally reflecting strong income in the Banking division from good growth in the loan book.

 

Adjusted operating expenses from continuing operations increased 13%, or £21.0 million, to £177.5 million (2010: £156.5 million).  In the Banking division, costs increased £11.7 million reflecting volume related growth and an increase in headcount as the division added to its sales capacity in the second half of the 2010 financial year.  Costs in the Asset Management division increased due to £5 million of planned non-recurring investment spend and an increase in staff and infrastructure costs associated with the transformation of the division. 

 

Impairment losses on loans and advances ("bad debts") as a percentage of the average loan book ("bad debt ratio") reduced to 2.4% (2010: 2.5%).  However, as a result of the 23% growth in the average loanbook over the period, the charge for bad debts increased £6.6 million to £37.2 million (2010: £30.6 million). 

 

The group reports adjusted operating profit before exceptional items, impairment losses on goodwill and amortisation of intangible assets on acquisition.  During the period, the group had an exceptional charge of £4.5 million relating to an onerous lease provision taken in conjunction with the sale of the UK offshore trust, fund administration, asset management and banking business ("UK offshore business").  Additionally, as part of the strategic development process for the Asset Management division, a review of the division's goodwill was carried out at 31 January 2011 for indications of impairment in the last six months.  As a result, an impairment charge on goodwill of £4.5 million has been recognised in the period relating to the group's Cayman Islands business.  The group also incurred a charge for amortisation of intangible assets on acquisition of £0.6 million (2010: £0.2 million).  There were no exceptional items or impairment losses on goodwill in the prior year period.

 

Operating profit before tax from continuing operations, after these items, decreased 10% to £55.8 million (2010: £61.8 million).

 

The tax charge on continuing operations for the first six months was £15.8 million (2010: £15.9 million) which represents an effective tax rate of 28% (2010: 26%), broadly in line with the statutory tax rate.

 

Adjusted earnings per share from continuing operations increased 6% to 34.1p (2010: 32.1p) and basic earnings per share from continuing operations decreased 14% to 27.4p (2010: 31.9p) reflecting the impairment losses on goodwill and exceptional items in the Asset Management division. 

 

On 10 March 2011, the group announced the sale of the UK offshore business for a cash consideration of £29.1 million subject to adjustment by reference to the net asset position of the business at the time of completion.  This business has been classified as a discontinued operation under IFRS 5 "Non-Current Assets Held for Sale and Discontinued Operations" for the period.  The post tax loss from discontinued operations was £24.9 million.  This includes an estimated loss on disposal of £24.7 million, including an £11.2 million impairment of goodwill, and a £0.2 million trading loss in the six months to 31 January 2011.  Additionally, in conjunction with the disposal, the group recorded a provision of £4.5 million for an onerous lease commitment and this has been treated as an exceptional item in the period.

 

As a result, profit attributable to shareholders from continuing and discontinued operations was £14.6 million (2010: £46.1 million), a 68% reduction.  Basic earnings per share from continuing and discontinued operations reduced 69% to 10.1p (2010: 32.2p).

 

The board has declared a maintained interim dividend of 13.5p (2010: 13.5p) per share.  The dividend will be paid on 20 April 2011 to shareholders on the register at 25 March 2011.

 

Divisional Performance

 

Divisional Adjusted Operating Profit (Continuing Operations)

First half 2011

First half 2010

Change

£ million

%

£ million

%

%

Banking

48.6 

64 

36.5 

50

33 

Securities

31.1 

41 

34.0 

47

(9)

Asset Management

(4.0)

(5)

2.2 

3

-  

Total divisions

75.7 

100 

72.7 

100

Group

(10.3)

(10.7)

(4)

Adjusted operating profit

65.4 

62.0 

 

 

The group's good performance in the first half reflects a significant contribution from the Banking division with adjusted operating profit up 33% to £48.6 million (2010: £36.5 million) due to good loan book growth.  As a result, the division's contribution to adjusted operating profit before group net expenses from continuing operations increased to 64% (2010: 50%).

 

In the Securities division, Winterflood had a good performance benefiting from strong retail activity.  Close Brothers Seydler Bank ("Seydler") also performed well although this was offset by a lower contribution from Mako.  Overall, the division contributed £31.1 million (2010: £34.0 million), or 41% (2010: 47%) to group adjusted operating profit before group net expenses from continuing operations.

 

The Asset Management division is in the process of implementing its wealth and asset management strategy and made a small loss of £4.0 million (2010: profit of £2.2 million) from continuing operations as expected, reflecting investment during the period.

 

Group net expenses were slightly lower at £10.3 million (2010: £10.7 million).

 

Balance Sheet

 

Group Balance Sheet

 

 

31 January

2011

£ million

31 July

2010

£ million

Assets

Cash and loans and advances to banks

866.0

611.2

Settlement balances, long trading positions and loans to money brokers1

915.6

713.3

Loans and advances to customers

3,169.6

2,912.6

Non trading debt securities

903.8

1,582.1

Intangible assets

111.1

107.5

Other assets

331.7

332.9

Assets held for sale

190.3

-

Total assets

6,488.1

6,259.6

Liabilities

Settlement balances, short trading positions and loans from money brokers

814.3

597.8

Deposits by banks

24.3

48.1

Deposits by customers

2,657.4

3,115.5

Borrowings

1,471.4

1,472.0

Other liabilities

219.3

271.8

Liabilities held for sale

562.4

-

Total liabilities

5,749.1

5,505.2

Equity

739.0

754.4

Total liabilities and equity

6,488.1

6,259.6

 

1Includes £50.3 million (31 July 2010: £54.1 million) long trading positions in debt securities.

 

In accordance with IFRS 5, the operations of the UK offshore business have been treated as held for sale at 31 January 2011 and separately disclosed on the balance sheet.  This has resulted in a total of £190.3 million of assets and £562.4 million of liabilities held for sale at 31 January 2011 with the difference principally reflecting those funds which were on deposit with the Banking division at the balance sheet date.  In accordance with IFRS 5, the prior period has not been restated.

 

The group has maintained a strong balance sheet position whilst enhancing its efficiency.  During the period, total assets increased 4% to £6,488.1 million (31 July 2010: £6,259.6 million) mainly through organic growth in the loan book of 9% to £3,169.6 million (31 July 2010: £2,912.6 million).  The loan book is predominantly secured, originated on conservative loan to value ratios and short term, with an average maturity of twelve months (31 July 2010: twelve months). 

  

Cash and loans and advances to banks increased £254.8 million to £866.0 million (31 July 2010: £611.2 million) primarily driven by an increase of £219.3 million in cash on deposit at the Bank of England to £671.9 million (31 July 2010: £452.6 million).

 

Non trading debt securities, which includes the group's certificates of deposit ("CDs"), gilts and government guaranteed debt and floating rate notes ("FRNs"), reduced £678.3 million to £903.8 million  (31 July 2010: £1,582.1 million) as £388.3 million of CDs matured and £171.2 million of FRNs were sold or matured.  A further £151.2 million of non trading debt securities held in the UK offshore business were reclassified as held for sale at the balance sheet date.  To improve the efficiency of the balance sheet, the group has redeployed the cash from the sales and maturities of these assets to fund loan book growth and to increase the group's holding of high quality liquid assets, notably deposits with the Bank of England.

 

At 31 January 2011, the group had £444.1 million (31 July 2010: £615.4 million) of FRNs classified as available for sale.  These had a negative mark to market adjustment to equity of £2.9 million during the period, net of tax, resulting in an aggregate negative mark to market adjustment on FRNs at 31 January 2011 of £15.6 million (31 July 2010: £12.7 million), net of tax.

 

Settlement balances, long and short trading positions and loans to and from money brokers relate to the group's market-making activities in the Securities division.  The net balance was stable at £101.3 million (31 July 2010: £115.5 million).  On the asset side these increased to £915.6 million (31 July 2010: £713.3 million) and on the liability side these increased to £814.3 million (31 July 2010: £597.8 million) largely due to higher settlement balances, principally reflecting higher market levels at the balance sheet date. 

 

Intangible assets increased to £111.1 million (31 July 2010: £107.5 million) and principally reflects an increase in goodwill and intangibles as a result of the acquisition of Chartwell Group Limited ("Chartwell") partly offset by impairment losses on goodwill in Asset Management.

 

Deposits by customers, which include deposits from both retail and corporate clients, decreased 15%, or £458.1 million, to £2,657.4 million (31 July 2010: £3,115.5 million).  The reduction in the period reflects the classification of £549.3 million customer deposits in the UK offshore business as held for sale.  Excluding this, customer deposits increased by £91.2 million.  Deposits by banks reduced to £24.3 million (31 July 2010: £48.1 million).

 

Borrowings include the group's loans and overdrafts from banks, debt securities in issue, non-recourse borrowings and subordinated loan capital.  Overall total borrowings were broadly unchanged at £1,471.4 million (31 July 2010: £1,472.0 million) as loans from banks that matured during the period were replaced with additional borrowings and a non-recourse securitisation.

 

Total equity decreased £15.4 million to £739.0 million (31 July 2010: £754.4 million) principally due to profit attributable to shareholders for the period of £14.6 million, including a loss from discontinued operations of £24.9 million, less a dividend payment in the period of £36.4 million.

 

During the period to 31 January 2011, the group released shares due to the exercise of options and share awards.  As a result, the shares held in treasury reduced to 4.5 million (31 July 2010: 4.8 million).

 

Funding and Liquidity

 

The group has retained its strong and diversified funding position with good levels of liquidity.  Total available funding at 31 January 2011 was £5.0 billion (31 July 2010: £5.6 billion) corresponding to 1.6 times (31 July 2010: 1.9 times) the loan book of £3.2 billion at 31 January 2011 (31 July 2010: £2.9 billion).  This excludes £0.5 billion of UK offshore deposits classified as held for sale.

 

The group's approach to funding is to maintain a diverse mix of funding sources and a prudent maturity profile whilst considering cost efficiency.  This approach gives the group sufficient flexibility to meet existing funding requirements and support future growth.

    

Group Funding Overview

 

 

31 January

2011

£ million

31 July

2010

£ million

 

Change

£ million

Drawn and undrawn facilities1

1,425.4

1,487.5

(62.1)

Group bond

198.0

197.8

0.2 

Deposits by customers²

2,656.1

3,114.3

(458.2) 

Equity

739.0

754.4

(15.4) 

Total available funding

5,018.5

5,554.0

(535.5) 

 

 1Includes £165.9 million (31 July 2010: £227.0 million) of undrawn facilities and excludes £13.9 million (31 July 2010: £13.7 million) of non-facility overdrafts included in borrowings.

 2Deposits by customers at 31 January 2011 exclude £549.3 million (31 July 2010: nil) of deposits relating to the UK offshore business classified as held for sale, and £1.3 million (31 July 2010: £1.2 million) of deposits held within the Securities division.

 

Total drawn and undrawn facilities were broadly unchanged at £1.4 billion (31 July 2010: £1.5 billion).  During the period, the group has further diversified its wholesale funding sources by raising an additional £1.0 billion of long-term funding including a securitisation, a syndication and a repurchase agreement, which replaced short-term funding maturing in the period.

 

The group has a resilient customer deposit base of £2.7 billion (31 July 2010: £3.1 billion) including term retail and shorter term corporate deposits.  This includes £0.4 billion (31 July 2010: £0.2 billion) of deposits with a maturity over one year at the balance sheet date.  Post the period end, the group has announced the acquisition of the retail structured deposit book of Dunbar Bank plc.  On completion, which is expected by the end of the current financial year subject to court approval, Close Brothers will assume approximately £0.3 billion of deposits with an average maturity of 19 months.

 

At 31 January 2011, the group had £2.2 billion (31 July 2010: £1.6 billion) of available funding with a residual maturity over one year ("term funding") which includes drawn and undrawn facilities, the group bond, customer deposits and equity.  This corresponds to 45% (31 July 2010: 28%) of total funding and had a weighted average maturity, excluding equity, of 34 months (31 July 2010: 48 months).  This term funding covers 71% (31 July 2010: 53%) of the group's £3.2 billion (31 July 2010: £2.9 billion) loan book, which has an average maturity of twelve months.

 

Group Funding Maturity Profile

 

 

 

Less than one year 

£ million

One to two years 

£ million

Greater than two years

£ million

 

Total 

£ million

Drawn and undrawn facilities1

517.1

411.4

496.9

1,425.4

Group bond

-

-

198.0

198.0

Deposits by customers2

2,263.7

346.3

46.1

2,656.1

Equity

-

-

739.0

739.0

Total available funding at 31 January 2011

2,780.8

757.7

1,480.0

5,018.5

Total available funding at 31 July 2010

3,996.4

431.4

1,126.2

5,554.0

 

  1Drawn facilities exclude £13.9 million (31 July 2010: £13.7 million) of non-facility overdrafts included in borrowings.

  2Deposits by customers at 31 January 2011 exclude £549.3 million (31 July 2010: nil) of deposits relating to the UK offshore business and classified as held for sale, and £1.3 million (31 July 2010: £1.2 million) of deposits held within the Securities division.

 

The strategic focus of the group's treasury activities is on funding the loan book and holding an appropriate level and mix of liquid assets.  The group maintains a strong liquidity position and believes it is well positioned for the FSA's recently introduced new liquidity framework (Individual Liquidity Adequacy Standards). 

 

Over the last two years, the group has enhanced the quality of its treasury assets and in the period the group has further increased its holding of high quality liquid assets by increasing its deposits at the Bank of England to £671.9 million (31 July 2010: £452.6 million). 

 

At the same time the group has continued to improve balance sheet efficiency by managing down its portfolio of less liquid FRNs to £446.2 million (31 July 2010: £624.4 million).  The cash that was funding these lower yielding assets, and that received from CDs that matured in the period, has been primarily redeployed into the loan book and as a result, total treasury assets decreased to £1,575.7 million (31 July 2010: £2,034.7 million). 

 

Treasury Assets

 

 

31 January    2011

£ million

31 July

2010

£ million

 

Change

£ million

Gilts and government guaranteed debt

280.6

285.6

(5.0) 

Bank of England deposits1

671.9

452.6

219.3  

Certificates of deposit

177.0

672.1

(495.1) 

Liquid assets

1,129.5

1,410.3

(280.8) 

Floating rate notes

446.2

624.4

(178.2) 

Treasury assets2

1,575.7

2,034.7

(459.0) 

 

  1Excludes £0.1 million (31 July 2010: £0.1 million) deposits with central banks held by the Securities division.  

  2Excludes £151.2 million (31 July 2010: nil) treasury assets relating to the UK offshore business classified as held for sale.

 

The credit ratings for Close Brothers Group plc, issued by Fitch Ratings ("Fitch") and Moody's Investors Services ("Moody's"), have remained at A/F1 and A3/P2 respectively.  Close Brothers Limited ("CBL"), the group's regulated banking subsidiary, has credit ratings of A/F1 by Fitch and A2/P1 by Moody's.  During the period to 31 January 2011 Fitch upgraded both Close Brothers Group plc and CBL outlooks to stable whilst Moody's remained unchanged with negative outlooks.

 

Capital

 

Group Capital Position

31 January 2011

31 July 2010

£ million

£ million

Core tier 1 capital

587.2

603.3

Total regulatory capital

669.2

683.8

Risk weighted assets

4,497.1

4,338.7

Core tier 1 capital ratio

13.1%

13.9%

Total capital ratio

14.9%

15.8%

 

The group has maintained a strong capital position with a core tier 1 capital ratio of 13.1% (31 July 2010: 13.9%) and total capital ratio of 14.9% (31 July 2010: 15.8%).  These strong capital ratios have allowed the group to support both growth in the loan book as well as an acquisition in the Asset Management division.

 

Core tier 1 capital has reduced to £587.2 million (31 July 2010: £603.3 million) principally reflecting a £15.4 million decrease in equity as a result of the loss on discontinued operations.  Risk weighted assets increased by £158.4 million, or 4%, to £4,497.1 million (31 July 2010: £4,338.7 million), primarily reflecting growth in the loan book during the period.  This includes £68 million of risk weighted assets attributable to assets held for sale at the balance sheet date.

 

Based on information available to date, the group does not expect to be materially impacted by proposed changes under the new Basel 3 regime.  Close Brothers' capital ratios are already comfortably above the new regulatory minimum proposed under Basel 3.  In addition, the group does not have complex trading book exposures and therefore does not expect a significant impact under the new counterparty credit risk rules.  The group will continue to monitor any future changes to requirements set by the European Commission and the FSA.

 

The group has maintained a conservative capital position and prudent approach to capital management.  This gives it flexibility to pursue growth opportunities, which may result in capital ratios moderating somewhat over the coming periods, whilst remaining comfortably above the minimum regulatory requirements. 

 

Key Financial Ratios

 

The group's key financial ratios ("KFRs"), which it uses to monitor performance, have remained consistent with the prior year period.  The group's expense/income ratio remained unchanged at 64% (2010: 64%) whilst the compensation ratio reduced slightly to 40% (2010: 41%).  The operating margin also reduced slightly to 23% (2010: 24%) whilst return on opening equity was unchanged at 13% (2010: 13%).

 

Group Key Financial Ratios


First half

2011

First half

2010

Operating margin1

23%

24%

Expense/income ratio2

64%

64%

Compensation ratio3

40%

41%

Return on opening equity4

13%

13%

 

1Adjusted operating profit on adjusted operating income.

2Adjusted operating expenses on adjusted operating income.

3Total staff costs excluding exceptional items on adjusted operating income.

4Adjusted operating profit after tax and non-controlling interests on opening total equity.  

 

Note: All KFRs exclude associate income, exceptional items, impairment losses on goodwill and amortisation of intangible assets on acquisition, and are in respect of continuing operations.

 

BUSINESS REVIEW

 

Banking

· Adjusted operating profit up 33% to £48.6 million

· 9% loan book growth to £3.2 billion since 31 July 2010

· 24% increase in adjusted operating income to £158.7 million

· Return on equity of 20%

 

Key Figures

 

 

 

First half

2011

£ million

First half

2010

£ million

Change

%

Adjusted operating income

158.7 

128.3 

24 

     Net interest and fees on loan book

151.4 

119.4 

27 

     Retail

63.2 

50.4 

25 

     Commercial

67.1 

51.9 

29 

     Property

21.1 

17.1 

23 

     Treasury and other non-lending income

7.3 

8.9 

(18)

Adjusted operating expenses

(72.9)

(61.2)

19 

Impairment losses on loans and advances

(37.2)

(30.6)

22 

Adjusted operating profit

48.6 

36.5 

33 

Net interest margin1

10.0%

9.7%

Bad debt ratio2

2.4%

2.5%

Closing loan book

3,169.6

2,577.7

23 

 

1Net interest and fees on average net loans and advances to customers.

2Impairment losses on average net loans and advances to customers.

 

The strong performance in the Banking division has continued in the six months to 31 January 2011.  The division has benefited from good new business levels driven by investment in sales teams and the development of its distinctive business model in a favourable operating environment. 

 

Adjusted operating income increased 24% to £158.7 million (2010: £128.3 million).  Growth of 27% in net interest and fees on loan book to £151.4 million (2010: £119.4 million) was driven by a 23% year on year increase in the average loan book to £3,041.1 million (2010: £2,471.3 million) and a strong net interest margin of 10.0% (2010: 9.7%).  Treasury and other non-lending income declined 18% to £7.3 million (2010: £8.9 million) due to a reduced holding of treasury assets.

 

Adjusted operating expenses increased 19% to £72.9 million (2010: £61.2 million) reflecting volume related growth and an increase in staff which were recruited largely in the second half of the last financial year.  The division is continuing to build its infrastructure in order to increase the capacity of its lending operations whilst retaining the distinctive, localised business model which delivers strong net interest margins.  The expense/income ratio reduced to 46% (2010: 48%), despite an increase in headcount across the division over the last year of 13%, or 180 people.

 

The bad debt ratio has reduced slightly to 2.4% (2010: 2.5%) notwithstanding the impact of a bad debt in the legacy Property portfolio in the first quarter of the financial year.  Commercial saw modest improvements whilst Retail has remained at low levels.  The charge for impairment losses on loans and advances increased £6.6 million to £37.2 million (2010: £30.6 million) as a result of 23% loan book growth over the prior year period.  For the 2011 financial year as a whole, the bad debt ratio is expected to be slightly down on the 2.4% reported in the 2010 financial year.

 

In the six months to 31 January 2011, the loan book increased 9%, or £257.0 million, to £3,169.6 million (31 July 2010: £2,912.6 million) driven by organic growth across all the lending businesses.

 

Loan Book Analysis


31 January

2011

£ million

 31 July

2010

£ million

 

Change

%

Retail

1,348.2

1,201.9

  12

     Premium finance

611.3

553.6

10 

     Motor finance

736.9

648.3

14 

Commercial

1,250.4

1,162.9

     Invoice finance

270.1

262.1

     Asset finance

980.3

900.8

Property

571.0

547.8

Closing loan book

3,169.6

2,912.6

 

 

In Retail, the loan book increased 12% to £1,348.2 million (31 July 2010: £1,201.9 million).  Expansion of the branch network and sales teams in motor finance, in the second half of the last financial year, resulted in an increase in the number of intermediating dealers to over 6,000 (31 July 2010: 5,800) and 14% loan book growth.  The premium finance loan book increased 10% as it continued to benefit from good new business levels, particularly in personal lines.  Income increased 25% to £63.2 million (2010: £50.4 million) reflecting a 25% increase in the average loan book over the last twelve months.

 

The Commercial loan book increased £87.5 million, or 8%, to £1,250.4 million (31 July 2010: £1,162.9 million).  Good demand led to an increase in the average loan book of 26% over the prior year period and strong margins, resulting in a 29% increase in income to £67.1 million (2010: £51.9 million).  In the six month period, asset finance increased its loan book by 9% following investment in its sales capacity, benefiting from a favourable operating environment.  Despite the ongoing impact of the economic environment on its small and medium enterprise borrowers, invoice finance increased its loan book by 3%.

 

The Property loan book increased 4% to £571.0 million (31 July 2010: £547.8 million) driven by shorter term bridging loans.  The benign competitive environment has enabled the business to continue to lend selectively and improve the quality of its loan book whilst maintaining its disciplined lending criteria.  Income increased 23% to £21.1 million (2010: £17.1 million) as the average loan book increased 14% over the year.

 

The division's operating margin improved to 31% (2010: 28%) principally reflecting the strong growth in income.  Improved profitability also led to an increase in return on opening equity to 20% (2010: 18%), in line with the ten year average, and the return on net loan book has improved to 3.2% (2010: 3.0%).

 

Banking Key Financial Ratios


First half

2011

First half

2010

Operating margin

31%

28%

Expense/income ratio

46%

48%

Compensation ratio

27%

27%

Return on opening equity

20%

18%

Return on net loan book1

3.2%

3.0%

 

1Banking division adjusted operating profit before tax on average net loans and advances to customers.  

 

Note: All KFRs exclude associate income, exceptional items, impairment losses on goodwill and amortisation of intangible assets on acquisition.

 

 

Securities

·Adjusted operating profit down 9% from very strong prior year period

·Winterflood average bargains per trading day up 7% to over 48,000

· Seydler adjusted operating profit improved to £4.9 million

· Associate income from Mako reduced to £1.2 million

 

Key Figures


First half

2011

£ million

First half

2010

£ million

 

Change

%

Adjusted operating income

86.7  

89.6  

        (3)

Adjusted operating expenses

(55.6) 

(55.6) 

              - 

Adjusted operating profit

31.1  

34.0  

            (9)

   Winterflood

25.0  

27.6  

            (9)

   Seydler

4.9  

3.0  

            63 

   Mako (associate income after tax)

1.2  

3.4  

          (65)

 

The Securities division had a good overall performance, although adjusted operating income decreased 3% to £86.7 million (2010: £89.6 million) compared to a very strong prior year period.  Winterflood had a good performance reflecting strong retail activity, whilst an improved performance from Seydler was offset by a lower contribution from Mako.  Total adjusted operating profit for the division decreased 9% to £31.1 million (2010: £34.0 million) and as a result return on opening equity reduced marginally to 45% (2010: 46%). The operating margin and expense/income ratio remained unchanged at 35% (2010: 35%) and 65% (2010: 65%) respectively. The compensation ratio reduced 2% to 44% (2010: 46%).

 

Key Winterflood Figures


First half

2011

£ million

First half

2010

£ million

Change

%

Adjusted operating income

69.1 

73.0 

(5)

Adjusted operating expenses

(44.1)

(45.4)

(3)

Adjusted operating profit

25.0 

27.6 

(9)

Number of bargains (million)

6.1 

5.7 

             7

Average bargains per trading day

48,401 

45,262 

             7

Income per bargain

£11.24 

£12.80 

(12)

 

 

Winterflood adjusted operating income was £69.1 million (2010: £73.0 million), a 5% decrease on a very strong prior year period.  Retail investor activity was strong, particularly in the second quarter of the financial year, with good flows in AIM listed stocks.  Overall, average bargains per trading day increased 7% to 48,401 (2010: 45,262), the highest in any financial half year period to date.  The total number of bargains traded in the period was 6.1 million (2010: 5.7 million), up 7%, although income per bargain decreased 12% to £11.24 (2010: £12.80) against the very strong prior year period.

 

Winterflood continued to demonstrate consistent trading performance with no loss days (2010: two loss days) out of a total 127 (2010: 126) trading days.

 

Adjusted operating expenses decreased 3% to £44.1 million (2010: £45.4 million) reflecting lower variable costs as adjusted operating income reduced.  As a result, adjusted operating profit decreased 9% to £25.0 million (2010: £27.6 million).

 

Key Seydler Figures


First half

2011

£ million

First half

2010

£ million

 

Change

%

Adjusted operating income

16.4 

13.2 

24

Adjusted operating expenses

(11.5)

(10.2)

13

Adjusted operating profit

4.9 

3.0 

63

 

Seydler performed well as the business's strong corporate relationships enabled it to take advantage of good levels of activity in the German mid-cap capital markets.  Adjusted operating profit increased 63% to £4.9 million (2010: £3.0 million) and increased 73% on a constant currency basis.  Adjusted operating income improved 24% to £16.4 million (2010: £13.2 million) whilst adjusted operating expenses were up 13% to £11.5 million (2010: £10.2 million) reflecting the increased levels of activity.

 

Key Mako Figures


First half

2011

£ million

First half

2010

£ million

 

Change

%

Adjusted operating profit1

1.7    

4.9 

 (65)

Tax on adjusted operating profit1

                   (0.5)  

(1.5)

(67)

Profit after tax1

1.2    

3.4 

(65)

 

1 Close Brothers share of result.

 

The group's 49.9% investment in Mako generated £1.2 million (2010: £3.4 million) of after tax associate income.  This reflects difficult trading conditions due to low volatility and reduced volumes across both fixed income and equities in the institutional markets in which Mako operates.  However, Mako's investment management business has continued to perform well and funds under management of Pelagus Capital, its fixed income relative-value fund, increased 24% to $948 million (31 July 2010: $766 million).

 

Securities Key Financial Ratios


First half

2011

First half

2010

Operating margin

35%

35%

Expense/income ratio

65%

65%

Compensation ratio

44%

46%

Return on opening equity

45%

46%

 

Note: All KFRs exclude associate income, exceptional items, impairment losses on goodwill and amortisation of intangible assets on acquisition.

 

 

Asset Management

· Closing Funds under Management up 20% to £8.3 billion since 31 July 2010

· 13% increase in adjusted operating income

· Investment in growth initiatives negatively impacted profitability

 

Key Figures (Continuing Operations)1


First half

2011

£ million

First half

2010

£ million

 

     Change

%

Adjusted operating income

34.8 

30.8 

13  

     Management fees on FuM

27.0 

23.2 

16  

Income on Assets under Administration and deposits

5.3 

5.5 

(4) 

     Other income2

2.5 

2.1 

19  

Adjusted operating expenses

(38.8)

(28.6)

36  

Adjusted operating (loss)/profit

(4.0)

2.2 

Management fees/average FuM (bps)

71 

70 

1  

Closing FuM3

8,317 

6,832 

22  

 

 1Excludes the trading result for the UK offshore business, the sale of which was announced on 10 March 2011 and which is classified as a discontinued operation under IFRS 5.

 2Includes performance fees, income on investment assets and other income.

 3First half 2011 excludes £457 million (First half 2010: £457 million) of UK offshore FuM and includes the Property funds business with £554 million FuM, the sale of which was announced in October 2010 and completed post the period end.

 

The figures presented above are on a continuing operations basis and exclude the division's UK offshore trust, fund administration, asset management and banking business, the sale of which was announced on 10 March 2011 and is expected to complete by the end of the current financial year.  This business includes trust and fund administration, investment management, custody and execution and banking services and has operations in Guernsey, Jersey, Isle of Man and South Africa.  The group is also evaluating alternatives with regards to its trust, fiduciary services, fund administration and banking business in the Cayman Islands, which is included in continuing operations in the six months to 31 January 2011.

 

The Asset Management division is in the process of implementing its wealth and asset management strategy focused on affluent and high net worth individuals and selected institutional clients.  The division has made good progress on organic growth initiatives and acquisitions, and in the period total Funds under Management ("FuM"), excluding £457 million (31 July 2010: £474 million) FuM related to the UK offshore business, increased 20% to £8.3 billion (31 July 2010: £7.0 billion) including market movements.  This resulted in a 13% increase in adjusted operating income from continuing operations, although the division's ongoing investment led to a small adjusted operating loss from continuing operations of £4.0 million (2010: profit of £2.2 million).

 

Adjusted operating income from continuing operations increased 13% to £34.8 million (2010: £30.8 million).  This primarily reflects higher management fees on FuM which increased by 16% to £27.0 million (2010: £23.2 million) as a result of a 15% increase in average FuM to £7.6 billion (2010: £6.6 billion) combined with broadly stable management fees/average FuM of 71 bps.

 

Income on Assets under Administration and deposits, which following the sale of the UK offshore business principally relates to the group's operations in the Cayman Islands, decreased by 4% to £5.3 million (2010: £5.5 million).  Other income was £2.5 million (2010: £2.1 million) as the division realised modest gains from its residual private equity investments.

 

Adjusted operating expenses from continuing operations increased £10.2 million to £38.8 million (2010: £28.6 million).  This reflects costs to support the transformation of the business including a higher level of staff, enhanced infrastructure, acquisitions and approximately £5 million of non-recurring investment relating to the development of the division's wealth and asset management proposition.  Following £6 million in the 2010 financial year, the division is broadly on track to invest £10 million during the 2011 financial year as planned, and £18 million to £20 million in total over the project, as previously announced.

 

Funds under Management


Private Clients

£ million

Institutional

£ million

Total

£ million

At 1 August 20101

3,397 

3,557 

6,954 

New funds raised

300 

203 

503 

Redemptions, realisations and withdrawals

(128)

(248)

(376)

Net new funds

172 

(45)

127 

Acquisitions

705 

-  

705 

Market movement

271 

260 

531 

At 31 January 20112

4,545 

3,772 

8,317 

Change

34%

6%

20%

 

 1Excludes £474 million of UK offshore FuM previously reported in Private Clients.

 2Excludes £457 million of UK offshore FuM and includes the Property funds business with £554 million FuM, the sale of which was announced in October 2010 and completed post the period end.

 

FuM increased 20% over the six months to 31 January 2011 to £8,317 million (31 July 2010: £6,954 million) reflecting £127 million of net new funds (2% of opening FuM), £531 million of positive market movements (8% of opening FuM) and the addition of £705 million of client assets through the acquisition of Chartwell, an IFA business based in Bristol.

 

In Private Clients, FuM increased 34% to £4,545 million (31 July 2010: £3,397 million) and contributed 55% of the division's total FuM at 31 January 2011.  In addition to the acquisition, the business benefited from a £271 million market movement (8% of opening FuM) and net new funds of £172 million (5% of opening FuM) driven by good new business levels from high net worth clients. 

 

Institutional experienced modest net outflows of £45 million (1% of opening FuM) although this was more than offset by a £260 million positive market movement (7% of opening FuM) resulting in a 6% increase in FuM to £3,772 million (31 July 2010: £3,557 million). 

 

Since the period end, the division has acquired Allenbridge Group plc, a London-based execution only retail broker with around £440 million of client assets, for a consideration of £5.6 million.  The division also completed the previously announced sale of its property fund management business, with £554 million of FuM at the time of disposal, to a specialist property fund manager.

 

The aim of the division's investment management process is to deliver consistent long-term growth and risk adjusted returns, whilst managing downside volatility.  In the last six months of rising markets, the division's portfolios underperformed a 100% equity mandate, given its multi-asset class approach.  Market movements increased FuM in Private Clients by 8% in line with the increase of 8% in the APCIMS Balanced Portfolio Index but below the 12% gain in the FTSE 100.  Performance for the Institutional business was also positive, rising 7% driven by strong returns from the multi-manager, hedge fund advisory and specialist UK small cap businesses.

 

Asset Management Key Financial Ratios

 

 

First half

2011

First half

2010

Operating margin

(11)%

7%

Expense/income ratio

111%

93%

Compensation ratio

64%

59%

Return on opening equity

(5)%

3%

Net new funds/opening FuM

2%

0%

 

Note: All KFRs exclude associate income, exceptional items, impairment losses on goodwill and amortisation of intangible assets on acquisition and are in respect of continuing operations.

 

  

Principal Risks and Uncertainties

 

Effective management and monitoring of risk is central to the group's core strategic objectives.  To further enhance the group's risk management process and to ensure sufficient time for the board's oversight of risk, the group established a board Risk Committee in December 2010.

 

The principal risks and uncertainties faced by the group are consistent with those set out on pages 22 to 26 of the Annual Report 2010.  The Annual Report 2010 also sets out the group's approach to the management and mitigation of those risks and uncertainties.  The Annual Report 2010 can be accessed via the link on the home page of the group's website at www.closebrothers.co.uk.

 

A summary of the key risks and uncertainties which may affect the group in the second half of the financial year is shown below.  This should not be regarded as a comprehensive statement of all potential risks and uncertainties that the group may face.   

 

Key risk and uncertainty

Description

Economy and competitive environment

Demand for the group's products and services are sensitive to global economic conditions and those within the UK in particular. Underlying economic conditions also impact the levels of competition the group's businesses face and their ability to trade profitably.

 

Funding

The group requires access to funding in order to support its client lending in particular within the Banking division but also trading and growth initiatives within the Securities and Asset Management divisions.

 

Liquidity

The group requires sufficient liquid resources to ensure it is able to meet liabilities as they fall due.

 

Counterparty risk

The failure or default of one or more financial institutions could materially impact the financial position of the group.

 

Credit risk

The risk of default or untimely payment of amounts due by customers leading to the write off or write down of assets.

 

Regulation, tax and legislation

The group operates in a highly regulated environment. Changes in regulation or the basis of taxation, particularly in the UK, could materially impact the group's performance.

 

Operational risk

The risk of loss or other material adverse impact resulting from inadequate or failed internal processes, people or systems, or from external events.

 

Market risk

The group's activities are exposed to losses arising from equity or fixed income price movements and changes to foreign exchange and interest rates.

 

 

 

Directors' Responsibility Statement

 

We confirm that to the best of our knowledge:

 

·      The condensed set of consolidated financial statements has been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting";

  

·      The Interim Report 2011 includes a fair review of the information required by Disclosure and Transparency Rule 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

 

·      The Interim Report 2011 includes a fair review of the information required by Disclosure and Transparency Rule 4.2.8R (disclosure of related parties' transactions and changes therein).

 

By order of the board

 

 

 

 

P.S.S. Macpherson                                   P. Prebensen

Chairman                                                    Chief Executive

 

15 March 2011

 

 

Independent Review Report

Independent Review Report to Close Brothers Group plc

We have been engaged by the company to review the condensed set of consolidated financial statements in the Interim Report 2011 for the six months ended 31 January 2011 which comprises the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Consolidated Statement of Changes in Equity, the Consolidated Cash Flow Statement and related notes 1 to 19. We have read the other information contained in the Interim Report 2011 and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

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

 

Directors' responsibilities

The Interim Report 2011 is the responsibility of, and has been approved by, the directors.  The directors are responsible for preparing the Interim Report 2011 in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

 

As disclosed in note 1, the annual financial statements of the group are prepared in accordance with International Financial Reporting Standards as adopted by the European Union.  The condensed set of financial statements included in this Interim Report 2011 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 Interim Report 2011 based on our review.

 

Scope of review

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

 

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of consolidated financial statements in the Interim Report 2011 for the six months ended 31 January 2011 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

 

 

 

Deloitte LLP

Chartered Accountants and Statutory Auditors

London, United Kingdom

 

15 March 2011

 

 

Consolidated Income Statement

for the six months ended 31 January 2011

 

Six months ended

Year ended

31 January

31 July

2011 

2010

2010

Unaudited

Unaudited

Audited

                                                                                                       Note

£ million 

£ million 

£ million

Continuing operations

Interest income

175.0 

153.0 

307.9 

Interest expense

(62.8)

(59.1)

(117.1)






Net interest income

112.2 

93.9 

190.8 

Fee and commission income

90.9 

73.1 

159.7 

Fee and commission expense

(8.6)

(10.4)

(17.4)

Gains less losses arising from dealing in securities

74.3 

80.4 

141.9 

Share of profit of associates

1.2 

3.4 

5.7 

Other income

10.1 

8.7 

25.2 

Non-interest income

167.9 

155.2 

315.1 

Operating income

280.1 

249.1 

505.9 






Administrative expenses

(177.5)

(156.5)

(321.9)

Impairment losses on loans and advances                                             

7

(37.2)


(30.6)

(63.4)






Total operating expenses before exceptional items, goodwill 

   impairment and amortisation of intangible assets on acquisition


 

(214.7)


 

(187.1)

 

(385.3)

Operating profit before exceptional items, goodwill impairment

   and amortisation of intangible assets on acquisition and tax

 

65.4 


 

62.0 

 

120.6 

Exceptional items                                                                                    

3

(4.5)

(15.0)

Impairment losses on goodwill                                              

10

(4.5)

(0.3)

Amortisation of intangible assets on acquisition

(0.6)

(0.2)

(0.5)

Operating profit before tax

55.8 

61.8 

104.8 

Tax                                                                                                          

4

(15.8)

(15.9)

(32.8)






Profit after tax from continuing operations

40.0 

45.9 

72.0 

(Loss)/profit for the period from discontinued operations, net of tax

11

(24.9)

0.4 

(5.5)

Profit for the period

15.1 

46.3 

66.5 

Profit attributable to non-controlling interests from continuing operations

0.5 

0.2 

0.6 

Profit attributable to the shareholders of the company

14.6 

46.1 

65.9 

From continuing operations

Basic earnings per share                               

5

27.4p

31.9p

49.8p

Diluted earnings per share                                                     

5

26.7p

31.5p

49.0p

From continuing and discontinued operations

Basic earnings per share

5

10.1p

32.2p

46.0p

Diluted earnings per share

5

9.9p

31.7p

45.2p

Ordinary dividend per share                                              

6

13.5p

13.5p

39.0p

 

 

Consolidated Statement of COMPREHENSIVE INCOME

for the six months ended 31 January 2011

 

Six months ended

Year ended

31 January

31 July

2011

2010

2010

Unaudited

Unaudited

Audited

£ million

£ million

£ million

Profit for the period

15.1 

46.3 

66.5 

Other comprehensive income:

Currency translation (losses)/gains

(1.9)

3.6 

5.1 

Gains on cash flow hedges

2.9 

4.6 

6.1 

Other gains/(losses)

0.5 

(4.4)

(Losses)/gains on financial instruments classified as available for sale:

Gilts and government guaranteed debt

(1.4)

0.1 

(0.2)

Floating rate notes

(3.0)

17.9 

19.0 

Equity shares

1.2 

(0.7)

(2.8)

Transfer to income statement on impairment of available for sale equity shares

 

 

-

 

15.0 

(1.7)

25.5 

37.8 

Total comprehensive income

13.4 

71.8 

104.3 

Attributable to:

Non-controlling interests

0.5 

0.2 

0.6 

Shareholders

12.9 

71.6 

103.7 

 

 

Consolidated Balance Sheet

at 31 January 2011

 

31 January

31 July

2011

2010

2010

Unaudited

Unaudited

Audited

Note

£ million

£ million

£ million

Assets      

Cash and balances at central banks

672.0 

198.6 

452.7 

Settlement balances

713.5 

596.2 

541.7 

Loans and advances to banks

194.0 

247.2 

158.5 

Loans and advances to customers                              

7

3,169.6 

2,577.7 

2,912.6 

Debt securities

8

954.1 

1,722.2 

1,636.2 

Equity shares

9

68.8 

72.2 

59.9 

Loans to money brokers against stock advanced

110.4 

84.5 

86.0 

Derivative financial instruments

10.6 

24.7 

23.0 

Interests in associates

72.2 

77.8 

73.7 

Intangible assets

10

111.1 

112.2 

107.5 

Property, plant and equipment

47.6 

42.4 

46.2 

Deferred tax assets

31.5 

25.8 

32.8 

Prepayments, accrued income and other assets

142.4 

126.6 

128.8 

Assets classified as held for sale

11

190.3 

Total assets

6,488.1 

5,908.1 

6,259.6 

Liabilities

Settlement balances and short positions

12

682.5 

584.6 

565.1 

Deposits by banks                                                              

13

24.3 

39.7 

48.1 

Deposits by customers                                                     

13

2,657.4 

2,892.4 

3,115.5 

Loans and overdrafts from banks                                        

13

827.0 

1,193.5 

1,178.4 

Debt securities in issue

13

219.4 

21.7 

218.6 

Loans from money brokers against stock advanced

131.8 

87.0 

32.7 

Derivative financial instruments

9.2 

13.5 

20.5 

Non-recourse borrowings

13

350.0 

Accruals, deferred income and other liabilities

210.1 

265.3 

251.3 

Subordinated loan capital

75.0 

75.0 

75.0 

Liabilities classified as held for sale

11

562.4 

Total liabilities

5,749.1 

5,172.7 

5,505.2 

Equity

Called up share capital                                                           

37.4 

37.4 

37.4 

Share premium account                                                                  

276.1 

275.7 

275.9 

Profit and loss account                                                                

435.8 

457.5 

457.3 

Other reserves                                                    

(13.1)

(37.5)

(18.7)

Total shareholders' equity

736.2 

733.1 

751.9 

Non-controlling interests in equity

2.8 

2.3 

2.5 

Total equity

739.0 

735.4 

754.4 

Total liabilities and equity

6,488.1 

5,908.1 

6,259.6 

 

 

 

Consolidated Statement of CHANGES IN EQUITY

for the six months ended 31 January 2011

 

Other reserves

 

Called up

share

capital

 

Share premium account

 

Profit and loss account

Available

for sale movements reserve

 

Share-based reserves

 

Exchange movements reserve

Cash

flow hedging reserve

Total attributable to equity holders

 

Non-controlling interests

 

 

Total equity

£ million

£ million

£ million

£ million

£ million

£ million

£ million

£ million

£ million

£ million

At 1 August 2009

37.4

274.5

445.7 

(35.7)

(37.4)

18.6 

(9.7)

693.4 

4.3 

697.7 

Profit for the period

-

-

46.1 

46.1 

0.2 

46.3 

Other recognised

income for the period

 

-

 

-

 

 

17.3 

 

 

3.6 

 

4.6 

 

25.5 

 

 

25.5 

Total recognised

income for the period

 

-

 

-

 

46.1 

 

17.3 

 

 

3.6 

 

4.6 

 

71.6 

 

0.2

 

71.8 

Exercise of options

-

1.2

1.2 

1.2 

Dividends paid

-

-

(36.3)

(36.3)

(36.3)

Shares purchased

-

-

Shares released

-

-

6.8 

6.8 

6.8 

Other movements

-

-

2.0 

(5.6)

(3.6)

(2.2)

(5.8)

At 31 January 2010

   (unaudited)

 

37.4

 

275.7

 

457.5 

 

(18.4)

 

(36.2)

 

22.2 

 

(5.1)

 

733.1 

 

2.3 

 

735.4 

Profit for the period

-

-

19.8 

19.8 

0.4 

20.2 

Other recognised

(expense)/income for the period

 

 

-

 

 

-

 

 

(4.4)

 

 

13.7 

 

 

 

 

1.5 

 

 

1.5 

 

 

12.3 

 

 

 

 

12.3 

Total recognised

income for the period

 

-

 

-

 

15.4 

 

13.7 

 

 

1.5 

 

1.5 

 

32.1 

 

0.4 

 

32.5 

Exercise of options

-

0.2

0.2 

0.2 

Dividends paid

-

-

(19.2)

(19.2)

(19.2)

Shares purchased

-

-

(2.3)

(2.3)

(2.3)

Shares released

-

-

2.7 

2.7 

2.7 

Other movements

-

-

3.6 

1.7 

5.3 

(0.2)

5.1 

At 31 July 2010 

   (audited)

 

37.4

 

275.9

 

457.3 

 

(4.7)

 

(34.1)

 

23.7 

 

(3.6)

 

751.9 

 

2.5 

 

754.4 

Profit for the period

-

-

14.6 

14.6 

0.5 

15.1 

Other recognised

income/(expense) forthe period

 

 

-

 

 

-

 

 

0.5 

 

 

(3.2)

 

 

 

 

(1.9)

 

 

2.9 

 

 

(1.7)

 

 

 

 

(1.7)

Total recognised

income/(expense) for

the period

 

 

-

 

 

-

 

 

15.1 

 

 

(3.2)

 

 

 

 

(1.9)

 

 

2.9 

 

 

12.9 

 

 

0.5 

 

 

13.4 

Exercise of options

-

0.2

0.2 

0.2 

Dividends paid

-

-

(36.4)

(36.4)

(36.4)

Shares purchased

-

-

(0.3)

(0.3)

(0.3)

Shares released

-

-

5.0 

5.0 

5.0 

Other movements

-

-

(0.2)

3.1 

2.9 

(0.2)

2.7 

At 31 January 2011 

   (unaudited)

 

37.4

 

276.1

 

435.8 

 

(7.9)

 

(26.3)

 

21.8 

 

(0.7)

 

736.2 

 

2.8 

 

739.0 

 

 

 

Consolidated Cash Flow Statement

for the six months ended 31 January 2011

 

Six months ended

Year ended

31 January

31 July

2011

2010

2010

Unaudited

Unaudited

Audited

Note

£ million

£ million

 £ million

Net cash outflow from operating activities                     

19(a)

(60.1)

(222.1)

(135.1)

Net cash outflow from investing activities:

Dividends received from associates

8.2 

Purchase of:

   Assets let under operating leases

(7.6)

(4.5)

(12.6)

   Property, plant and equipment

(3.8)

(3.1)

(8.5)

   Intangible assets

(3.8)

(1.0)

(4.7)

   Equity shares held for investment

(0.5)

(0.2)

(0.2)

   Own shares for employee share award schemes

(0.3)

(2.3)

   Non-controlling interests

(2.0)

(4.0)

   Loan book

(97.8)

(97.8)

   Subsidiaries and associates                              

19(b)

(16.0)

(0.5)

(0.4)

Sale of:

   Property, plant and equipment

0.1 

2.2 

   Equity shares held for investment

9.0 

0.2 

3.3 

(22.9)

(108.9)

(116.8)

Net cash outflow before financing

(83.0)

(331.0)

(251.9)

Financing activities:

Issue of ordinary share capital

19(c)

0.2 

1.2 

1.4 

Equity dividends paid

(36.4)

(36.3)

(55.5)

Dividends paid to non-controlling interests

(0.1)

(0.3)

(0.7)

Interest paid on subordinated loan capital

(2.8)

(2.8)

(5.6)

Debt securities issued

197.2 

Net decrease in cash

(122.1)

(369.2)

(115.1)

Cash and cash equivalents at beginning of period

1,283.2 

1,398.3 

1,398.3 

Cash and cash equivalents at end of period

19(d)

1,161.1 


1,029.1 

1,283.2 

 

 

 

THE NOTES

 

1. Basis of preparation and accounting policies

The interim financial information has been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and in accordance with the International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and endorsed by the European Union ("EU").  These include International Accounting Standard ("IAS") 34, Interim Financial Reporting, which specifically addresses the contents of condensed interim financial statements.  The consolidated financial statements incorporate the individual financial statements of Close Brothers Group plc and the entities it controls, using the acquisition method of accounting.

 

The accounting policies used are consistent with those set out on pages 56 to 61 of the Annual Report 2010. The following standards and amendments were also effective for the current period, but the adoption of these did not have a material impact on these condensed consolidated interim financial statements.

 

· IFRS 2 "Share-based Payments" - Amendments relating to group cash-settled share-based payment transactions and vesting conditions;

· IAS 32 "Financial Instruments: Presentation" - Amendments relating to classification of rights issue;

· IFRS Interpretations Committee ("IFRIC") 19 "Extinguishing Financial Liabilities with Equity Instruments";

and

· IFRS Annual Improvements 2009.

 

The following standards, amendments and interpretations have been issued by the IASB and IFRIC with an effective date, subject to EU endorsement in some cases, that do not impact on these financial statements:

 

· IFRS 9 "Financial Instruments" - Effective for annual periods beginning on or after 1 January 2013;

· IFRS 7 "Disclosures - Transfers of Financial Assets" - Effective for annual periods beginning on or after 1 July 2011;

· IAS 24 "Related Party Disclosures" - Effective for annual periods beginning on or after 1 January 2011; 

· IFRIC 14 "Prepayments of a Minimum Funding Requirement" - Effective for annual periods beginning on or after 1 January 2011; and

· IFRS Annual Improvements 2010 - Most of the amendments are effective for annual periods beginning on or after 1 January 2011.

 

After making enquiries, the directors have a reasonable expectation that the company and the group as a whole have adequate resources to continue in operational existence for the foreseeable future, a period of not less than twelve months from the date of this report. For this reason, they continue to adopt the going concern basis in preparing the condensed interim financial statements.

 

The preparation of the Interim Report requires management to make estimates and assumptions that affect the reported income and expense, assets and liabilities and disclosure of contingencies at the date of the Interim Report. Although these estimates and assumptions are based on the management's best judgement at that date, actual results may differ from these estimates.

 

The Interim Report is unaudited and does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. However, the information has been reviewed by the company's auditors, Deloitte LLP, and their report appears on page 21.

 

The financial information for the year ended 31 July 2010 contained within this Interim Report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006.  A copy of those statutory accounts has been reported on by Deloitte LLP and delivered to the Registrar of Companies. The report of the auditors on those statutory accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006.

 

 

2. Segmental analysis

The directors manage the group primarily by class of business and present the segmental analysis on that basis.  The group's activities are organised in three primary divisions namely Banking, Securities and Asset Management. 

 

Divisions charge market prices for services rendered to other parts of the group.  Funding charges between segments are determined by the Banking division's Treasury operation having regard to commercial demands.  Substantially all of the group's activities and revenue are located within the British Isles.

 

 

Summary Income Statement for the six months ended 31 January 2011

 

Banking

 

Securities

Asset Management

 

Group

Continuing operations

Discontinued operations

 

Total

£ million

£ million

£ million

£ million

£ million

£ million

£ million

Net interest income/

   (expense)

 

112.2 

 

(0.4)

 

0.3 

 

0.1 

 

112.2 

 

3.0 

 

115.2 

Other income/(expense)

46.5 

87.1 

34.5 

(0.2)

167.9 

11.1 

179.0 

Operating income/(expense)

   before exceptional items

 

158.7 

 

86.7 

 

34.8 

 

(0.1)

 

280.1 

 

14.1 

 

294.2 

Administrative expenses

(67.0)

(54.6)

(38.6)

(9.8)

(170.0)

(13.6)

(183.6)

Depreciation and amortisation

(5.9)

(1.0)

(0.2)

(0.4)

(7.5)

(0.6)

(8.1)

Impairment losses on  

   loans and advances

 

(37.2)

 

 

 

 

(37.2)

 

 

(37.2)

Total operating expenses

   before exceptionals

 

(110.1)

 

(55.6)

 

(38.8)

 

(10.2)

 

(214.7)

 

(14.2)

 

(228.9)

Adjusted operating

   profit/(loss)1

 

48.6 

 

31.1 

 

(4.0)

 

(10.3)

 

65.4 

 

(0.1)

 

65.3 

Exceptional items

(4.5)

(4.5)

(4.5)

Impairment losses on

   goodwill

 

 

 

(4.5)

 

 

(4.5)

 

(11.2)

 

(15.7)

Amortisation of intangible

   assets on acquisition

 

(0.2)

 

 

(0.4)

 

 

(0.6)

 

 

(0.6)

Loss on remeasurement to fair value less costs to sell

 

 

 

 

 

 

(13.5)

 

(13.5)

Operating profit/(loss)

   before tax

 

48.4 

 

31.1 

 

(13.4)

 

(10.3)

 

55.8 

 

(24.8)

 

31.0 

Tax

(13.1)

(8.6)

2.0 

3.9 

(15.8)

(0.1)

(15.9)

Non-controlling interests

(0.2)

(0.3)

(0.5)

(0.5)

Profit/(loss) after tax and

non-controlling interests

 

35.1 

 

22.5 

 

(11.7)

 

(6.4)

 

39.5 

 

(24.9)

 

14.6 

 

1Adjusted operating profit/(loss) is stated before exceptional items, goodwill impairment, amortisation of intangible assets on acquisition, loss on remeasurement to fair value less costs to sell and tax.

 

 

For the six months ended 31 January 2011, the operating income before exceptional items and the operating profit before tax of the Securities division included £1.2 million relating to its share of profit of associates.

 

The following table provides further detail on group wide operating income:

 

Six months ended

Year ended

31 January

31 July

2011


2010

2010

£ million


£ million

£ million

Banking

Net interest and fees on loan book:

Retail

63.2 

50.4

104.9

Commercial


67.1 


51.9

114.2

Property


21.1 

17.1

36.5

Treasury and other non-lending income

7.3 

8.9

16.4

Securities




Market-making and related activities

86.7 

89.6

162.2

Asset Management

Management fees on FuM

27.0 

23.2

47.8

Income on Assets under Administration and deposits

5.3 

5.5

11.3

Other income

2.5 

2.1

12.1

Group

(0.1)

0.4

0.5

Operating income before exceptional items (continuing operations)

280.1 

249.1

505.9

Discontinued operations

14.1 

12.7

25.8

Operating income before exceptional items

294.2 

261.8

531.7

 

Summary Balance Sheet at 31 January 2011

 


 

Banking

 

Securities

Asset

Management

 

Group

 

Total

£ million

£ million

£ million

£ million

£ million

Assets

Cash and loans and advances to banks

773.7 

26.8 

65.3

0.2 

866.0

Settlement balances, long trading positions

   and loans to money brokers1

 

 - 

 

915.6 

 

-

 

 

915.6

Loans and advances to customers

3,169.6 

-

3,169.6

Non trading debt securities

901.7 

2.1 

-

903.8

Interest in associates

71.9 

0.3

72.2

Intangible assets

29.6 

29.1 

52.3

0.1 

111.1

Other assets

180.3 

17.6 

38.8

22.8 

259.5

Intercompany balances

(473.7)

(27.7)

490.5

10.9 

-

Assets classified as held for sale

190.3

190.3







Total assets

4,581.2 

1,035.4 

837.5

34.0 

6,488.1

Liabilities

Settlement balances, short trading positions and loans from money brokers

 

 

814.3 

 

-

 

 

814.3

Deposits by banks

18.2 

6.1

24.3

Deposits by customers

2,543.4 

1.3 

112.7

2,657.4

Borrowings

1,093.7 

4.7 

-

373.0 

1,471.4

Other liabilities

120.9 

48.9 

36.9

12.6 

219.3

Intercompany balances

415.4 

72.1 

32.0

(519.5)

-

Liabilities classified as held for sale

562.4

562.4

Total liabilities

4,191.6 

941.3 

750.1

(133.9)

5,749.1







Equity

389.6 

94.1 

87.4

167.9 

739.0







Total liabilities and equity

4,581.2 

1,035.4 

837.5

34.0 

6,488.1

1£50.3 million of long trading positions in debt securities have been included with other trading balances in "Settlement balances, long trading positions and loans to money brokers" for the purpose of this summary balance sheet.  These balances are included within "Debt securities" on the consolidated balance sheet.

 

Summary Income Statement for the six months ended 31 January 2010


 

Banking

 

Securities

Asset Management

 

Group

Continuing operations

Discontinued

operations

 

Total

£ million

£ million

£ million

£ million

£ million

£ million

£ million

Net interest income/

   (expense)

 

92.7 

 

(0.2)

 

1.3 

 

0.1 

 

93.9 

 

2.2 

 

96.1 

Other income

35.6 

89.8 

29.5 

0.3 

155.2 

10.5 

165.7 

Operating income before

   exceptional items

 

128.3 

 

89.6 

 

30.8 

 

0.4 

 

249.1 

 

12.7 

 

261.8 

Administrative expenses

(56.1)

(54.6)

(28.2)

(10.8)

(149.7)

(11.7)

(161.4)

Depreciation and amortisation

(5.1)

(1.0)

(0.4)

(0.3)

(6.8)

(0.5)

(7.3)

Impairment losses on

   loans and advances

 

(30.6)

 

 

 

 

(30.6)

 

-

 

(30.6)

Total operating expenses

   before exceptionals

 

(91.8)

 

(55.6)

 

(28.6)

 

(11.1)

 

(187.1)

 

(12.2)

 

(199.3)

Adjusted operating

   profit/(loss)1

 

36.5 

 

34.0 

 

2.2 

 

(10.7)

 

62.0 

 

0.5 

 

62.5 

Exceptional items

Impairment losses on goodwill

Amortisation of intangible

   assets on acquisition

 

(0.2)

 

 

 

 

(0.2)

 

 

(0.2)

Loss on remeasurement to fair value less costs to sell

 

 

 

 

 

 

 

Operating profit/(loss)

   before tax

 

36.3 

 

34.0 

 

2.2 

 

(10.7)

 

61.8 

 

0.5 

 

62.3 

Tax

(10.2)

(8.2)

(0.4)

2.9 

(15.9)

(0.1)

(16.0)

Non-controlling interests

(0.2)

(0.2)

(0.2)

 

Profit/(loss) after tax and

non-controlling interests

 

 

26.1 

 

 

25.8 

 

 

1.6 

 

 

(7.8)

 

 

45.7 

 

 

0.4 

 

 

46.1 

 

1Adjusted operating profit/(loss) is stated before exceptional items, goodwill impairment, amortisation of intangible assets on acquisition,  loss on remeasurement to fair value less costs to sell and tax.

 

 

For the six months ended 31 January 2010, the operating income before exceptional items and the operating profit before tax of the Securities division included £3.4 million relating to its share of profit of associates.

 

Summary Balance Sheet at 31 January 2010


 

Banking

 

Securities

Asset

Management

 

Group

 

Total

£ million

£ million

£ million

£ million

£ million

Assets

Cash and loans and advances to banks

230.0 

17.6 

197.5

0.7 

445.8

Settlement balances, long trading positions

   and loans to money brokers1

 

 

782.0 

 

-

 

 

782.0

Loans and advances to customers

2,562.9 

14.8

2,577.7

Non trading debt securities

1,507.6 

4.4 

143.3

1,655.3

Interests in associates2

77.5 

0.3

77.8

Intangible assets

28.3 

29.1 

54.7

0.1 

112.2

Other assets

151.0 

17.8 

56.4

32.1 

257.3

Intercompany balances

(395.8)

(27.7)

424.3

(0.8)

-

Assets classified as held for sale

-

Total assets

4,084.0 

900.7 

891.3

32.1 

5,908.1

Liabilities

Settlement balances, short trading positions and loans from money brokers

 

 

671.6 

 

-

 

 

671.6

Deposits by banks

25.5 

14.2

39.7

Deposits by customers

2,221.5 

1.0 

669.9

2,892.4

Borrowings

1,279.9 

4.4 

5.9

1,290.2

Other liabilities

169.8 

50.2 

44.3

14.5 

278.8

Intercompany balances

59.1 

77.8 

18.2

(155.1)

-

Liabilities classified as held for sale

-

Total liabilities

3,755.8 

805.0 

752.5

(140.6)

5,172.7

Equity

328.2 

95.7 

138.8

172.7 

735.4

Total liabilities and equity

4,084.0 

900.7 

891.3

32.1 

5,908.1

 

1£66.9 million of long trading positions in debt securities have been included with other trading balances in "Settlement balances, long trading positions and loans to money brokers" for the purpose of this summary balance sheet.  These balances are included within "Debt securities" on the consolidated balance sheet.

2Previously the interest in the group associate Mako had been presented in "Group" for the purposes of the segmental balance sheet.  This has been reclassified to "Securities" in line with changes in internal management reporting.

 

 

 

Summary Income Statement for the year ended 31 July 2010

 

Banking

 

Securities   

Asset Management

 

Group

Continuing operations

Discontinued

operations

 

Total

£ million

£ million

£ million

£ million

£ million

£ million

£ million

 

188.5 

 

(0.4)

 

2.4 

 

0.3 

 

190.8 

 

4.7 

 

195.5 

Other income

83.5 

162.6 

68.8 

0.2 

315.1 

21.1 

336.2 

Operating income before

   exceptional items

 

272.0 

 

162.2 

 

71.2 

 

0.5 

 

505.9 

 

25.8 

 

531.7 

Administrative expenses

(118.3)

(100.9)

(67.9)

(20.6)

(307.7)

(24.0)

(331.7)

Depreciation and amortisation

(10.8)

(2.0)

(0.7)

(0.7)

(14.2)

(1.1)

(15.3)

Impairment losses on loans and advances

 

(63.4)

 

 

 

 

(63.4)

 

 

(63.4)

Total operating expenses

   before exceptionals

 

(192.5)

 

(102.9)

 

(68.6)

 

(21.3)

 

(385.3)

 

(25.1)

 

(410.4)

Adjusted operating

   profit/(loss)1

 

79.5 

 

59.3 

 

2.6 

 

(20.8)

 

120.6 

 

0.7 

 

121.3 

Exceptional items

(15.0)

(15.0)

(15.0)

Impairment losses on goodwill

(0.3)

(0.3)

(6.2)

(6.5)

 

(0.5)

 

 

 

 

(0.5)

 

 

(0.5)

Loss on remeasurement to fair value less costs to sell

 

 

 

 

 

 

 

 

79.0 

 

59.3 

 

2.3 

 

(35.8)

 

104.8 

 

(5.5)

 

99.3 

(22.5)

(16.0)

(0.5)

6.2 

(32.8)

(32.8)

Non-controlling interests

(0.3)

(0.3)

(0.6)

(0.6)

Profit/(loss) after tax and

   non-controlling interests

 

56.2 

 

43.3 

 

1.5 

 

(29.6)

 

71.4 

 

(5.5)

 

65.9 

 

1Adjusted operating profit/(loss) is stated before exceptional items, goodwill impairment, amortisation of intangible assets on acquisition, loss on remeasurement to fair value less costs to sell and tax.

 

For the year ended 31 July 2010, the operating income before exceptional items and the operating profit before tax of the Securities division included £5.7 million relating to its share of profit of associates.

 

 Summary Balance Sheet at 31 July 2010


 

Banking

 

Securities

Asset

Management

 

Group

 

Total

£ million

£ million

£ million

£ million

£ million

Assets

Cash and loans and advances to banks

493.5 

26.8 

90.4

0.5 

611.2

Settlement balances, long trading positions and loans to money brokers1

 

 

713.3 

 

-

 

 

713.3

Loans and advances to customers

2,898.0 

14.6

2,912.6

Non trading debt securities

1,448.1 

2.0 

132.0

1,582.1

Interests in associates

73.4 

0.3

73.7

Intangible assets

29.6 

28.7 

49.0

0.2 

107.5

Other assets

168.3 

15.5 

52.9

22.5 

259.2

Intercompany balances

(475.7)

(27.5)

515.9

(12.7)

-

Assets classified as held for sale

-

-

Total assets

4,561.8 

832.2 

855.1

10.5 

6,259.6

Liabilities

Settlement balances, short trading positions

and loans from money brokers

 

 

597.8 

 

-

 

 

597.8

Deposits by banks

37.8 

10.3

48.1

Deposits by customers

2,469.1 

1.2 

645.2

3,115.5

Borrowings

1,167.8 

4.9 

1.5

297.8 

1,472.0

Other liabilities

148.5 

59.9 

47.7

15.7 

271.8

Intercompany balances

377.7 

73.6 

17.5

(468.8)

-

Liabilities classified as held for sale

-

-

Total liabilities

4,200.9 

737.4 

722.2

(155.3)

5,505.2

Equity

360.9 

94.8 

132.9

165.8 

754.4

Total liabilities and equity

4,561.8 

832.2 

855.1

10.5 

6,259.6

 

1£54.1 million of long trading positions in debt securities have been included with other trading balances in "Settlement balances, long trading positions and loans to money brokers" for the purpose of this summary balance sheet.  These balances are included within "Debt securities" in the consolidated balance sheet. 

 

 

3. Exceptional items

 

Six months ended

Year ended

31 January

31 July

2011 

2010

2010

£ million 

£ million 

£ million

Provision for onerous lease commitments

4.5

-

-

Impairment on investment assets

-

-

15.0

4.5

-

15.0

 

The provision for onerous lease commitments relates to office space to be sublet in Guernsey and Jersey following the decision to dispose of the UK offshore business. 

 

 

4. Tax expense


Six months ended

31 January

Year ended

31 July

2011

2010

2010

£ million

£ million

£ million

Tax recognised in the income statement

Current tax:

UK corporation tax

16.2 

10.2  

29.9 

Foreign tax

1.6 

1.3  

1.8 

Adjustments in respect of previous periods

(0.3)

3.4 

17.8 

11.2 

35.1

Deferred tax:

Deferred tax (credit)/expense for the current period

(2.0)

4.8 

0.8 

Adjustments in respect of previous periods

(0.1)

(3.1)

Tax charge

15.8 

15.9

32.8 

Tax recognised in equity

Current tax relating to:

Financial instruments classified as available for sale

(1.7)

7.1 

7.4 

Share-based transactions

(0.3)

-

(0.5)

Deferred tax relating to:

Cash flow hedging

1.1 

1.7 

2.3 

Financial instruments classified as available for sale

0.3 

Share-based transactions

(0.3)

(0.2)

(0.9)

8.8 

9.0 

 

The effective tax rate for the period is 28.3% (six months ended 31 January 2010: 25.7%; year ended 31 July 2010: 33.0%), representing the best estimate of the annual effective tax rate expected for the full year, applied to the operating profit before tax for the six month period.

 

The effective tax rate for the period is slightly above the UK corporation tax rate of 27.7% due to the non tax deductible impairment losses on goodwill, partly offset by the inclusion of the share of profit of associates in the consolidated income statement on an after tax basis.

 

 

5. Earnings per share

Earnings per share is presented on six bases.  On a continuing operations basis the following are presented: basic; diluted; adjusted basic; and adjusted diluted.  These measures exclude the effect of the UK offshore business which has been classified as a discontinued operation.  On a continuing and discontinued operations basis the following are presented: basic and diluted.  

 

Basic earnings per share is in respect of all activities and diluted earnings per share takes into account the dilution effects which would arise on the conversion or vesting of share options and share awards in issue during the period. 

 

On a continuing operations basis the adjusted basic earnings per share excludes discontinued activities, exceptional items, impairment losses on goodwill, amortisation of intangible assets on acquisition and their tax effects to enable comparison of the underlying earnings of the business with prior periods.  Adjusted diluted earnings per share takes into account the same dilution effects as for diluted earnings per share described above. 

 

Six months ended

Year ended

31 January

31 July

2011

2010

2010

Earnings per share

Continuing operations

Basic

27.4p

31.9p

49.8p

Diluted

26.7p

31.5p

49.0p

Adjusted basic

34.1p

32.1p

60.8p

Adjusted diluted

33.2p

31.6p

59.8p

Continuing and discontinued operations

Basic

10.1p

32.2p

46.0p

Diluted

9.9p

31.7p

45.2p

£ million

£ million

£ million

Profit attributable to shareholders

14.6

46.1 

65.9

Loss/(profit) for the period from discontinued operations

24.9

(0.4)

5.5

Profit attributable to shareholders on continuing operations

39.5

45.7 

71.4

Adjustments:

Exceptional expenses

4.5

15.0

Impairment losses on goodwill

4.5

0.3

Amortisation of intangible assets on acquisition

0.6

0.2 

0.5

Adjusted profit attributable to shareholders on continuing operations

49.1

45.9 

87.2


million

million

million

Average number of shares

Basic weighted

144.0

143.1 

143.4

Effect of dilutive share options and awards

3.9

2.2 

2.4

Diluted weighted

147.9

145.3 

145.8

 

The basic earnings per share from discontinued operations is (17.3)p (six months ended 31 January 2010: 0.3p; year ended 31 July 2010: (3.8)p) and the diluted earnings per share from discontinued operations is (16.8)p (six months ended 31 January 2010: 0.3p; year ended 31 July 2010: (3.8)p).

 

Adjusted basic earnings per share on a continuing and discontinued basis was 34.0p (six months ended 31 January 2010: 32.4p; year ended 31 July 2010: 61.3p), based on adjusted profit attributable to shareholders on continuing and discontinued operations of £48.9 million (six months ended 31 January 2010: £46.3 million; year ended 31 July 2010: £87.9 million).

 

 

6. Dividends

 

Six months ended

Year ended

31 January

31 July

2011

2010

2010

£ million

£ million

£ million

For each ordinary share

Interim dividend for previous financial year paid in April 2010: 13.5p

-

-

19.2

Final dividend for previous financial year paid in November 2010: 25.5p

   (2009: 25.5p)

 

36.4

 

36.3

 

36.3

36.4

36.3

55.5

 

An interim dividend relating to the six months ended 31 January 2011 of 13.5p, amounting to an estimated £19.3 million, is declared.  This interim dividend, which is due to be paid on 20 April 2011, is not reflected in these financial statements.  

  

 

7. Loans and advances to customers

 


31 January 2011

31 January 2010

31 July 

2010

£ million

£ million

£ million

Repayable

On demand

126.1 

119.9 

49.6 

Within three months

882.6 

782.3 

1,069.3 

Between three months and one year

1,121.2 

887.9 

822.9 

Between one and two years

526.8 

425.8 

490.6 

Between two and five years

592.7 

431.6 

554.5 

After more than five years

11.4 

13.5 

12.8 

Impairment provisions

(91.2)

(83.3)

(87.1)


3,169.6 

2,577.7 

2,912.6 

Impairment provisions on loans and advances

Opening balance

87.1 

71.2 

71.2 

Charge for the period

37.2 

30.6 

63.4 

Amounts written off net of recoveries

(33.1)

(18.5)

(47.5)

91.2 

83.3 

87.1 

 

At 31 January 2011, gross impaired loans were £294.5 million (31 January 2010: £320.1 million; 31 July 2010: £299.4 million) and equate to 9.0% (31 January 2010: 12.0%; 31 July 2010: 10.0%) of the gross loan book before provisions.  The majority of the group's lending is secured and therefore the gross impaired loans quoted do not reflect the expected loss.  

 

 

8. Debt securities

 


Held for trading

Held to maturity assets

Available for sale assets

Loans and receivables

 

Total

£ million

£ million

£ million

£ million

£ million

At 31 January 2011

Long trading positions in

debt securities

 

50.3

 

-

 

-

 

-

 

50.3

Certificates of deposit

-

-

-

177.0

177.0

Floating rate notes

-

2.1

444.1

-

446.2

Gilts and government

guaranteed debt

 

-

 

-

 

280.6

 

-

 

280.6

50.3

2.1

724.7

177.0

954.1

 

Held for trading

Held to

maturity assets

Available for sale assets

Loans and receivables

 

Total

£ million

£ million

£ million

£ million

£ million

At 31 January 2010

Long trading positions in

debt securities

 

66.9

 

-

 

-

 

-

 

66.9

Certificates of deposit

-

-

-

587.7

587.7

Floating rate notes

-

18.4

763.4

-

781.8

Gilts and government

guaranteed debt

 

-

 

-

 

285.8

 

-

 

285.8

66.9

18.4

1,049.2

587.7

1,722.2

 


Held for trading

Held to

maturity assets

Available for sale assets

Loans and receivables

 

Total

£ million

£ million

£ million

£ million

£ million

At 31 July 2010

Long trading positions in

debt securities

 

54.1

 

-

 

-

 

-

 

54.1

Certificates of deposit

-

-

-

672.1

672.1

Floating rate notes

-

9.0

615.4

-

624.4

Gilts and government

guaranteed debt

 

-

 

-

 

285.6

 

-

 

285.6

54.1

9.0

901.0

672.1

1,636.2

 

The fair value of items carried at amortised cost together with their book value is as follows:

 

 
 
 
 
31 January 2011
31 January 2010
 
31 July 2010
 
Book value
Fair value
Book value
Fair value
Book value
Fair value
 
£ million
£ million
£ million
£ million
£ million
£ million
Certificates of deposit classified
   as loans and receivables
 
177.0
 
176.8
 
587.7
 
588.8
 
672.1
 
672.4
Floating rate notes held to maturity
2.1
2.1
18.4
17.8
9.0
8.8
 
179.1
178.9
606.1
606.6
681.1
681.2
  

Movements on the book value of gilts and government guaranteed debt and floating rate notes held during the period comprise:

 


Gilts and government guaranteed debt


 

 

 

Floating rate notes

 

 


Available for sale


Available for sale

Held to maturity

 

Total

£ million

£ million

£ million

£ million

At 1 August 2009

285.0 

754.7 

19.4 

1,059.1 

Additions

 

Disposals

 

Redemptions at maturity

 

(24.7)

(1.0)

(25.7)

Currency translation differences

 

8.5 

8.5 

Increase in carrying value of financial

   instruments classified as available for sale

 

0.8 

 

 

24.9 

 

 

25.7 

Transfers to held for sale assets

At 31 January 2010

285.8 


763.4 

18.4 

1,067.6 

Additions

 

Disposals

 

(32.5)

(32.5)

Redemptions at maturity

 

(112.4)

(9.3)

(121.7)

Currency translation differences

 

(4.4)

(0.1)

(4.5)

(Decrease)/increase in carrying value of financial

   instruments classified as available for sale

 

(0.2)

 

 

1.3 

 

 

1.1 

Transfers to held for sale assets

 - 

At 31 July 2010

285.6 

615.4 

9.0 

910.0 

Additions

37.4 

 

37.4 

Disposals

 

(115.1)

(115.1)

Redemptions at maturity

 

(55.0)

(55.0)

Currency translation differences

 

2.9 

0.1 

3.0 

Decrease in carrying value of financial

   instruments classified as available for sale

 

(5.0)

 

 

(4.1)

 

 

(9.1)

Transfers to held for sale assets

(37.4)


-

(7.0)

(44.4)







At 31 January 2011

280.6 

 

444.1 

2.1 

726.8 

 

In respect of the floating rate notes, both classified as available for sale and held to maturity, £147.8 million (31 January 2010: £175.4 million; 31 July 2010: £132.4 million) were due to mature within one year and £26.5 million (31 January 2010: £28.1 million; 31 July 2010: £25.0 million) have been issued by corporates with the remainder issued by banks and building societies. 

 

 

9. Equity shares

 

Six months ended

Year ended

31 January

31 July

2011

2010

2010

£ million

£ million

£ million

Equity shares classified as held for trading

41.4

34.4

31.5

Other equity shares

27.4

37.8

28.4

68.8

72.2

59.9

 

Movements on the book value of other equity shares held during the period comprise:

 


 

Available

for sale

Fair value

through

profit or loss

 

 

Total

£ million

£ million

£ million

At 1 August 2009

25.4 

12.6 

38.0 

Additions

0.2 

0.2 

Disposals

(0.6)

(0.6)

Currency translation differences

Increase/(decrease) in carrying value of:

 

 

Equity shares classified as available for sale

(0.7)

(0.7)

Listed equity shares held at fair value

Unlisted equity shares held at fair value

0.9 

0.9 

Transfers to held for sale assets

At 31 January 2010

24.7 

13.1 

37.8 

Additions

Disposals

(10.3)

(10.3)

Currency translation differences

(0.3)

(0.3)

Increase/(decrease) in carrying value of:

 

 

Equity shares classified as available for sale

(1.7)

(1.7)

Listed equity shares held at fair value

Unlisted equity shares held at fair value

2.9 

2.9 

Transfers to held for sale assets

At 31 July 2010

22.7 

5.7 

28.4 

Additions

0.5 

0.5 

Disposals

(1.7)

(1.7)

Currency translation differences

0.5 

0.5 

Increase/(decrease) in carrying value of:

 

 

Equity shares classified as available for sale

0.7 

0.7 

Listed equity shares held at fair value

Unlisted equity shares held at fair value

0.7 

0.7 

Transfers to held for sale assets

(1.7)

(1.7)





At 31 January 2011

22.2 

5.2 

27.4 

 

 

10. Intangible assets

 

 

Note

 

 

Goodwill

 

 

Software

Intangible assets on acquisition

 

Group

total

£ million

£ million

£ million

£ million

Cost

At 1 August 2010

171.2

26.5 

7.0

204.7 

Additions

-

3.8 

-

3.8 

Acquisition of subsidiary

11.8

8.0

19.8 

Foreign exchange

0.2

-

0.2 

Transfers to held for sale assets

-

(2.7)

-

(2.7)

At 31 January 2011

183.2

27.6 

15.0

225.8 

Amortisation and impairment

At 1 August 2010

75.6

20.7 

0.9

97.2 

Amortisation charge for the period

-

1.2 

0.6

1.8 

Impairment included in discontinued operations             11

11.2

-

11.2 

Impairment charge

4.5

-

4.5 

At 31 January 2011

91.3

21.9 

1.5

114.7 

Net book value at 31 January 2011

91.9

5.7 

13.5

111.1 

Net book value at 31 January 2010

102.4

3.4 

6.4

112.2 


Net book value at 31 July 2010

95.6

5.8 

6.1

107.5 

 

The Asset Management division continues to review its options in respect of all its activities, given its objective to become a leading provider of UK wealth and asset management services. As a result of this review and in light of the impairment triggered by the agreed disposal of the UK offshore business, indications of potential goodwill impairment within the group's Cayman Islands business were identified. This was confirmed by detailed impairment testing and a £4.5 million impairment charge has been recognised in the consolidated income statement.

 

 

11. Discontinued operations and non-current assets held for sale

On 10 March 2011, the group announced the sale of its UK offshore trust, fund administration, asset management and banking business, which is part of the Asset Management division, to Kleinwort Benson Channel Islands Holdings Limited for cash consideration of £29.1 million, subject to adjustment by reference to the net asset position of the business at the time of completion.  The closing of the transaction is expected to be completed by the end of the financial year.

 

At the balance sheet date, the UK offshore business fulfilled the requirements of IFRS 5 to be classified as "Discontinued operations" in the consolidated income statement.  Additionally, the assets that have not been sold yet are presented as "held for sale" in the 31 January 2011 consolidated balance sheet.

 

(a) Results of discontinued operations

The results of discontinued operations, which comprise the UK offshore business held for sale, were as follows:

 

Six months ended

Year ended

31 January

31 July

2011 

2010

£ million 

£ million 

£ million

Operating income

14.1 

12.7 

25.8 

Operating expense

(14.2)

(12.2)

(25.1)

Operating (loss)/profit before tax

(0.1)

0.5 

0.7 

Tax

(0.1)

(0.1)

(Loss)/profit after tax

(0.2)

0.4 

0.7 

Loss on remeasurement to fair value less costs to sell

(13.5)

Impairment of goodwill

(11.2)

(6.2)

Tax

(Loss)/profit for the period from discontinued operations

(24.9)

0.4 

(5.5)

 

Excluding the loss after tax, the estimated loss on disposal of the business was £24.7 million.  This comprised £11.2 million impairment of goodwill and £13.5 million remeasurement to fair value less costs to sell.

 

As disclosed in note 3, the group incurred a provision for onerous lease commitments of £4.5 million.  This relates to the UK offshore properties which was recorded at the balance sheet date and is not included in the above loss on discontinued operations.

 

(b) Assets and liabilities held for sale

The major classes of assets and liabilities classified as held for sale are as follows:

 

31 January

2011

£ million

Loans and advances to banks

22.3

Loans and advances to customers

15.3

Debt securities

143.9

Equity shares

1.6

Prepayments, accrued income and other assets

7.2

Total assets classified as held for sale

190.3

Deposits by banks

5.3

Deposits by customers

549.3

Loans and overdrafts from banks

0.8

Derivative financial instruments

0.3

Accruals, deferred income and other liabilities

6.7

Total liabilities classified as held for sale

562.4

 

Intra group assets of £399.2 million on deposit with the Banking division's Treasury operation and intra group liabilities of £1.2 million with the Asset Management division are not included in the held for sale assets and liabilities above.

 

 (c) Cash flow from discontinued operations

Six months ended

Year ended

31 January

31 July

2011 

2010

2010

£ million 

£ million 

£ million

Net cash flows from operating activities

(57.2)

15.2 

20.5 

Net cash flows from investing activities

(0.9)

(1.0)

(1.6)

Net cash flows from financing activities

 

 

12. Settlement balances and short positions

 


31 January 2011

31 January 2010

31 July 

2010

£ million

£ million

£ million

Settlement balances

587.1

526.4

498.1

Short positions held for trading:

Debt securities

79.2

44.9

48.6

Equity shares

16.2

13.3

18.4

682.5

584.6

565.1

 

 

13. Financial liabilities

 


 

On demand

Within three

months

Between

three months

and one year

Between

one and two years

Between

two and five years

After

more than

five years

 

 

Total


£ million

£ million

£ million

£ million

£ million

£ million

£ million

At 31 January 2011

Deposits by banks

14.3

9.0

1.0

-

-

-

24.3

Deposits by customers

578.7

870.2

816.1

346.3

43.3

2.8

2,657.4

Loans and overdrafts

from banks

 

13.9

 

29.6

 

392.5

 

41.4

 

349.6

 

-

 

827.0

Debt securities in issue

-

-

-

-

21.4

198.0

219.4

606.9

908.8

1,209.6

387.7

414.3

200.8

3,728.1

 


 

 

On demand

 

Within three

months

 

Between

three months

and one year

 

Between

one and

two years

 

Between

two and five years

 

After

more than

five years

 

 

 

Total

£ million

£ million

£ million

£ million

£ million

£ million

£ million

At 31 January 2010

Deposits by banks

5.4

28.5

5.8

-

-

-

39.7

Deposits by customers

814.1

774.2

593.3

628.9

81.9

-

2,892.4

Loans and overdrafts

from banks

 

18.3

 

38.0

 

1,012.2

 

50.0

 

75.0

 

-

 

1,193.5

Debt securities in issue

-

-

-

-

-

21.7

21.7

837.8

840.7

1,611.3

678.9

156.9

21.7

4,147.3

 

 


 

On demand

Within

three

months

Between

three months

and one year

Between

one and

two years

Between

two and five years

After

more than

five years

 

 

Total

£ million

£ million

£ million

£ million

£ million

£ million

£ million

At 31 July 2010

Deposits by banks

23.0

25.1

-

-

-

-

48.1

Deposits by customers

782.0

787.6

1,301.3

186.4

56.0

2.2

3,115.5

Loans and overdrafts

from banks

 

13.7

 

437.5

 

617.2

 

50.0

 

60.0

 

-

 

1,178.4

Debt securities in issue

-

-

-

-

20.8

197.8

218.6

818.7

1,250.2

1,918.5

236.4

136.8

200.0

4,560.6

 

Of the debt securities in issue, £21.4 million mature on 20 April 2015 and £198.0 million on 10 February 2017.

 

Included in loans and overdrafts from banks are committed sale and repurchase facilities with residual maturities as follows:

 


 

 

On demand

Within

three

months

Between

three months

and one year

Between

one and

two years

Between

two and five years

After

more than

five years

 

 

Total

£ million

£ million

£ million

£ million

£ million

£ million

£ million

At 31 January 2011

-

29.6

167.5

41.4

65.5

-

304.0

At 31 January 2010

-

-

405.7

-

-

-

405.7

At 31 July 2010

-

-

402.2

-

-

-

402.2

 

 

The group has entered into a repurchase agreement whereby floating rate notes to the value of £360.4 million (31 January 2010: £561.3 million; 31 July 2010: £553.6 million) have been lent in exchange for cash of £304.0 million (31 January 2010: £405.7 million; 31 July 2010: £401.4 million) which has been included within loans and overdrafts from banks.  These floating rate notes remain on the group's consolidated balance sheet as the group retains the risks and rewards of ownership.

 

The group has securitised £495.1 million (31 January 2010: £nil; 31 July 2010: £nil) of its insurance premium receivables in return for non-recourse borrowings of £350.0 million (31 January 2010: £nil; 31 July 2010: £nil).  The group has retained substantially all the risks and rewards of the receivables and therefore continues to recognise these assets on its consolidated balance sheet included within loans and advances to customers. 

 

 

14. Capital

The group's individual entities and the group as a whole complied with all of the externally imposed capital requirements to which they are subject for the year ended 31 July 2010 and the period to 31 January 2011.  The table below summarises the composition of regulatory capital and Pillar 1 risk weighted assets as at those financial period ends.

 


31 January 2011

31 January 2010

31 July 

2010

£ million

£ million

£ million

Core tier 1 capital

Called up share capital

37.4 

37.4 

37.4 

Share premium account

276.1 

275.7 

275.9 

Retained earnings and other reserves

470.3 

487.6 

490.6 

Non-controlling interests

2.8 

2.3 

2.5 

Deductions from core tier 1 capital

Intangible assets

(111.1)

(112.2)

(107.5)

Goodwill in associates

(49.3)

(50.7)

(51.9)

Investment in own shares

(39.0)

(44.1)

(43.7)

Unrealised losses on available for sale equity shares

(5.3)

Core tier 1 capital after deductions

587.2 

590.7 

603.3 

Tier 2 capital

Subordinated debt

75.0 

75.0 

75.0 

Unrealised gains on available for sale equity shares

8.8 

7.6 

Tier 2 capital

83.8 

75.0 

82.6 

Deductions from total of tier 1 and tier 2 capital

Participation in a non-financial undertaking

(1.5)

(4.0)

(1.8)

Other regulatory adjustments

(0.3)

(0.2)

(0.3)

Total regulatory capital

669.2 

661.5 

683.8 

Risk weighted assets

Credit and counterparty risk

3,372.8 

2,965.8 

3,230.8 

Operational risk

971.9 

993.8 

971.9 

Market risk

152.4 

119.8 

136.0 


4,497.1 

4,079.4 

4,338.7 

Core tier 1 capital ratio

13.1 

14.5 

13.9 

Total capital ratio

14.9 

16.2 

15.8 

 

 

 

Reconciliation between equity and core tier 1 capital after deductions

 


31 January 2011

31 January 2010

31 July 

2010

£ million

£ million

£ million

Equity

739.0 

735.4 

754.4 

Regulatory deductions from equity:

Intangible assets

(111.1)

(112.2)

(107.5)

Goodwill in associates

(49.3)

(50.7)

(51.9)

Reserves not recognised for core tier 1 capital:

Cash flow hedging reserve

0.7 

5.1 

3.6 

Available for sale movements reserve1

7.9 

13.1 

4.7 

Core tier 1 capital after deductions

587.2

590.7 

603.3 

 

1Total available for sale movements reserve less unrealised losses on available for sale equity shares.

 

 

15. Contingent liabilities

Financial Services Compensation Scheme

As disclosed in note 28 of the Annual Report 2010, the group is exposed to the Financial Services Compensation Scheme ("FSCS") which provides compensation to customers of financial institutions in the event that an institution is unable, or is likely to be unable, to pay claims against it.  In order to meet its obligations to the depositors of a number of failed institutions, the FSCS has borrowed amounts from HM Treasury on an interest only basis.  While it is anticipated that these borrowings will be repaid wholly or substantially from the realisation of the assets of the failed institutions, the FSCS will recoup any shortfalls from additional levies to FSCS participants.  No further information has become available since the Annual Report 2010 and so at the date of this Interim Report it is not possible to estimate with any certainty the amount or timing of any such additional levies the group may be required to pay in respect of failed institutions.  The group has accrued for its share of levies that will be raised by the FSCS, including the interest on the loan from HM Treasury, in respect of the levy years to 31 March 2012.

 

 

16. Related party transactions

Related party transactions, including salary and benefits provided to directors and key management, were not material to the financial position or performance of the group during the period.  There were no changes to the type and nature of the related party transactions disclosed in the Annual Report 2010 that could have a material effect on the financial position and performance of the group in the six months to 31 January 2011.

 

 

 

 

17. Acquisitions

On 9 September 2010 the group acquired 100% of Chartwell Group Limited, an IFA with £705 million of client assets, for consideration of £16.9 million in cash, including £2.2 million for the settlement of third party debt. 

 

This acquisition is not regarded as material in the context of the group's financial statements and therefore the information that would be required for material acquisitions by IFRS 3 has not been disclosed.

 

 

18. Post balance sheet events

On 17 February 2011 the group acquired 100% of Allenbridge Group plc, a London-based execution only retail broker with approximately £440.0 million of client assets for consideration of £5.6 million in cash.

 

This acquisition is not regarded as material in the context of the group's financial statements and therefore the information that would be required for material acquisitions by IFRS 3 has not been disclosed.

 

On 10 March 2011, the group announced the sale of its UK offshore trust, fund administration, asset management and banking business to Kleinwort Benson Channel Islands Holdings Limited for a cash consideration of £29.1 million subject to adjustment by reference to the net asset position of the business at the time of completion.  In accordance with IFRS 5, the results of this business have been reported as discontinued operations in the consolidated income statement and its assets and liabilities have been classified as held for sale in the consolidated balance sheet as shown in note 11.

 

The group is evaluating alternatives with regards to its trust, fiduciary services, fund administration and banking business in the Cayman Islands, which is included in the Asset Management division, and has concluded since the balance sheet date that the business meets the definition of a disposal group as defined in IFRS 5. The results of the Cayman Islands business for the six months to 31 January 2011 are included within continuing operations.

 

 

19. Consolidated cash flow statement reconciliation

Six months ended

Year ended

31 January

31 July

2011

2010

2010

£ million

£ million

£ million

(a)

Reconciliation of operating profit before tax to net cash inflow  from operating activities




Operating profit before tax

55.8 

62.3 

99.3 

Tax paid

(19.3)

(12.2)

(29.7)

(Increase)/decrease in:

Interest receivable and prepaid expenses

(0.3)

22.6 

21.5 

Net settlement balances and trading positions

(60.5)

(133.0)

(82.3)

Net money broker loans against stock advanced

74.7 

160.8 

105.0 

(Decrease)/increase in:

Interest payable and accrued expenses

(16.0)

(38.5)

(19.3)

Depreciation, amortisation and impairment losses on goodwill

24.4 

7.5 

22.3 

Net cash inflow from trading activities

58.8 

69.5 

116.8 

(Increase)/decrease in:

Loans and advances to banks not repayable on demand

(12.0)

(0.2)

2.0 

Loans and advances to customers

(273.1)

(119.0)

(453.9)

Floating rate notes held to maturity

(0.1)

1.0 

10.4 

Floating rate notes classified as available for sale

171.3 

(8.7)

139.3 

Debt securities held for liquidity

(32.4)

(0.8)

(0.6)

Other assets less other liabilities

(44.7)

18.6 

17.0 

(Decrease)/increase in:

Deposits by banks

(18.5)

(8.3)

0.1 

Deposits by customers

91.2 

(27.2)

195.9 

Loans and overdrafts from banks

(350.6)

(147.0)

(162.1)

Non-recourse borrowings

350.0 

Net cash outflow from operating activities

(60.1)


(222.1)


(135.1)


 

Six months ended

Year ended

31 January

31 July

2011


2010

2010

£ million

£ million

£ million

(b)

Analysis of net cash outflow in respect of the purchase of subsidiaries and associates

Cash consideration in respect of current year purchases

(14.7)

Loan stock redemptions and deferred consideration paid in

   respect of prior year purchases

 

(1.3)

 

(0.5)

 

(0.4)

Net movement in cash balances

(16.0)

(0.5)

(0.4)

 (c) Analysis of changes in financing

Share capital (including premium) and subordinated loan capital:

Opening balance

388.3 

386.9 

386.9 

Issue of ordinary share capital

0.2 

1.2 

1.4 

Closing balance

388.5 

388.1 

388.3 

(d) Analysis of cash and cash equivalents

Cash and balances at central banks

668.9

196.5

452.7

Loans and advances to banks repayable on demand

208.4

244.9

158.4

Certificates of deposit

283.8

587.7

672.1

1,161.1

1,029.1

1,283.2

 

Cautionary Statement

Certain statements included or incorporated by reference within this announcement may constitute "forward-looking statements" in respect of the group's operations, performance, prospects and/or financial condition. By their nature, forward looking statements involve a number of risks, uncertainties and assumptions and actual results or events may differ materially from those expressed or implied by those statements. Accordingly, no assurance can be given that any particular expectation will be met and reliance should not be placed on any forward-looking statement. Additionally, forward-looking statements regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. No responsibility or obligation is accepted to update or revise any forward-looking statement resulting from new information, future events or otherwise. Nothing in this announcement should be construed as a profit forecast. This announcement does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase any shares or other securities in the company, nor shall it or any part of it or the fact of its distribution form the basis of, or be relied on in connection with, any contract or commitment or investment decisions relating thereto, nor does it constitute a recommendation regarding the shares and other securities of the company. Past performance cannot be relied upon as a guide to future performance and persons needing advice should consult an independent financial adviser. Statements in this announcement reflect the knowledge and information available at the time of its preparation. Liability arising from anything in this announcement shall be governed by English Law. Nothing in this announcement shall exclude any liability under applicable laws that cannot be excluded in accordance with such laws.

 


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