Final Results

RNS Number : 2653X

FRP Advisory Group PLC

27 August 2020

FRP ADVISORY GROUP PLC

("FRP", the "Group" or the "Company")

A milestone year with a strong start as a listed company

FRP Advisory Group plc, a leading UK professional services firm specialising in restructuring advisory, is pleased to announce Full Year Results for the year ended 30 April 2020.

Financial Highlights

· £63.2 million revenue (2019: £54.3 million) - an increase of more than 16.3%

· £18.5 million* adjusted underlying EBITDA (2019: £14.1 million)

· £11.7m revenue (c.2 months since IPO)

· £3.5m adjusted EBITDA (c.2 months since IPO). Before £0.4 million exceptional IPO costs for the c.2 month period post IPO.

· £3.3 million adjusted profit before tax before £0.4 million exceptional IPO costs for the c.two month period post IPO. For c. 10 months of the year pre-IPO, the entity was full distribution Partnership. (2019: £nil million, fully distributed)

· £1.2 million average revenue per partner (2019: £1.1 million) - an increase of 12.2%

· Net cash position of £21.3 million following the oversubscribed £20 million equity fundraise at IPO (2019: £4.9 million)

· Dividend of 0.66p per eligible Ordinary Share (for the period from 6 March 2020, the date of the IPO, to 30 April 2020)

Operational Highlights

· Admitted to trading on AIM on 6 March 2020

· Seamless delivery of client service and business support resources during the COVID-19 pandemic

· 189 administration appointments in the year, an increase of 34.0% (2019: 141).

· Continued growth in size and complexity of caseloads, with high-profile insolvency appointments including Bonmarché, Carluccio's and Debenhams

· Team grew by 27 to 351 as at the year-end (2019: 324), including one new partner and 15 other fee earners

Events post period-end

· Acquisition in June 2020 of a Newcastle based Restructuring Advisory team of 15, including two partners and 10 fee earners

· Recruitment of a new Chief Financial Officer and independent Non-Executive Director

· Trading for the period since year end has been in line with expectations and the Board remains confident of making further progress in the current year

^{*Underlying adjusted EBITDA is calculated by deducting 10 months partner profit allocation in the period up to IPO. Then for both the two month period post IPO and the ten month period before IPO the go forward partner compensation has been applied. For the 2019 comparative, a full 12 months adjustment has been applied.}

Geoff Rowley, Chief Executive Officer of FRP Advisory Group plc, said:

"On behalf of the Board, I would like to thank the whole of our team for their outstanding response to the challenges of COVID-19 and in particular with the flexibility and commitment they have shown whilst operating remotely.

With a significant and growing market share, FRP is well placed to service increasing levels of restructuring assignments in the UK, both on increasingly high profile, complex cases and across regional businesses through our national network. This is further supported by the breadth of our skillset across our service lines, including forensics, corporate finance, debt advisory and pensions advisory.

FRP is a resilient business, with a track record of growth throughout the entire economic cycle, a strong balance sheet and a structure that provides a good level of flexibility in our internal capacity, allowing us to be well positioned for an increase in demand for our services."

Enquiries:

FRP Advisory Group plc

Geoff Rowley, CEO

Jeremy French, COO

Gavin Jones, CFO

Enquiries via MHP

Cenkos Securities plc (Nominated Adviser and Sole Broker)

Max Hartley/Max Gould (Corporate Finance)

Alex Pollen (Sales)

Tel: +44 (0) 207 397 8900

MHP Communications (Financial Public Relations)

Oliver Hughes

Charlie Barker

Pete Lambie

Tel: +44 (0) 20 3128 8570

FRP@mhpc.com

Notes to Editors

FRP is a professional services firm established in 2010 which offers a range of advisory services to companies, lenders, investors and other stakeholders, as well as individuals. These services include:

· Restructuring advisory: corporate financial advisory, formal insolvency appointments, informal restructuring advisory, personal insolvency and general advice to all stakeholders.

· Corporate finance: mergers & acquisitions (M&A), strategic advisory and valuations, financial due diligence, capital raising, special situations M&A and partial exits.

· Debt advisory: raising and refinancing debt, debt amendments and extensions, restructuring debt, asset based lending and corporate and leveraged debt advisory.

· Forensic services: forensic investigations, compliance and risk advisory, dispute services and forensic technology.

· Pensions advisory: pension scheme transaction advisory, pension scheme restructuring advisory, covenant advisory and corporate governance

Chairman's report

Overview

Although the world has changed markedly since we began the process to float FRP on the London Stock Exchange, I am pleased to confirm the business has adapted swiftly to the challenges of COVID-19 and continues to provide seamless delivery of client service.

In responding to the pandemic, our key concerns have been:

- the health and safety of our people, our clients, and the wider community.

- adapting our ways of working to ensure minimal disruption to our services.

- supporting our clients and the business community through the crisis.

On behalf of the Board, I would like to thank the whole of our team for their outstanding response to the challenges of COVID-19 and in particular with the flexibility and commitment they have shown whilst operating remotely. I would also like to thank those outside the business who have continued to support us in delivering our services - our advisers, our facilities teams and the wider public services and key workers - despite facing significant challenges of their own.

Our talented people are our key asset, and we want to use our considerable expertise to play our part in helping businesses survive and recover. To this end, we have dedicated significant effort and resources to help businesses navigate the crisis. In addition to our appointments, we have offered pro bono advice and shared extensive business support resources through the COVID-19 hub on our website.

Strong maiden financial results

During the year, FRP Advisory Group plc generated revenues of £63.2 million, up by more than 16.3% from the previous year. This growth was enabled by new team members and fee earners joining the business, and the continued hard work of the whole of the FRP team.

Profit before tax was £3.3 million, after excluding one off £0.4 million of IPO costs, for the c. 2 month period post IPO. For c. 10 months of the year pre-IPO, the business was a full distribution LLP Partnership. The prior year was also a full distribution partnership.

The Company's IPO in March 2020 was oversubscribed and raised £20 million in gross proceeds The fundraising provides the Group with a strong balance sheet and an excellent capital base to grow the business, both organically and through strategic acquisition opportunities of talented individuals and teams as they arise.

Strategy

FRP's strategy is to seek steady and sustainable growth through organic and acquisitive strategies. We also remain alert to opportunities created by potential restructuring within the business advisory sector, as large firms tackle the need for independent audit and advisory functions.

Further details are set out in the Strategic Report in the Company's annual report.

Dividend

The Board declares a dividend of 70% of the comprehensive income for the c.2 month period from IPO (6 March 2020) to the financial year end on 30 April 2020 which equates to 0.66p per eligible Ordinary Share. To enable payment of this dividend, a dividend was paid up from a subsidiary to the Company post year end. In future the Company's dividend policy will follow that outlined in the Company's IPO Admission Document.

Robust corporate governance and strengthened management team

The Board believes strongly that a robust governance structure and input from multiple viewpoints are necessary to make the best decisions for the business and its stakeholders. The business's strong governance environment was bolstered by the addition of two independent non-executive directors, Kate O'Neill and David Chubb, in the year leading up to the IPO. Unfortunately, a change in personal circumstances meant that Kate had to step down at the end of June, but the Board was delighted to welcome Claire Balmforth as an independent non-executive director in August 2020.

We were also pleased to welcome Gavin Jones as Chief Financial Officer on 29 June 2020, meeting the commitment we made to investors at the time of our IPO. Gavin was previously the Global CFO of Bowring Marsh, part of MMC Group, and has held financial and operational leadership roles in a number of financial services businesses including Aon plc and ABN Amro. He is a Chartered Accountant, having qualified with KPMG. He brings a wealth of financial leadership experience to our executive team and we look forward to him making a considerable contribution to our business as we continue to grow as an AIM tradedcompany.

FRP complies with the QCA Corporate Governance Code and you can find more information on our governance arrangements in the Corporate Governance Report in the Company's annual report. Further information on our Corporate Governance structure is also available on our website at https://www.frpadvisory.com/investors/corporate-governance/ .

Our people

We recognise the importance of our people to our ongoing success, and the Board was delighted to be able to implement an Employee Incentive Plan as part of the IPO. The plan enables all our people to share in the success of the business. As at 30 April 2020, over 11.3m options were held by more than 289 employees below partner level (representing 96% of our non-partner employees).

On behalf of the Board, I would again like to thank the whole of our team and our wider support network for their outstanding work across the financial year and beyond.

Annual general meeting

The Company's first annual general meeting will be held on 22 October 2020. The Notice of Annual General Meeting will be posted in due course to those shareholders who opted to receive hard copy communications and a copy will also be made available on our website at https://www.frpadvisory.com/investors/financials-documents/ .

Looking ahead

With a strong balance sheet and our new remote working environment operating well, the Board is looking to the future with cautious optimism. While the world adjusts to a new reality, we will continue to seek opportunities to help businesses in our wider communities and support our people and clients.

Nigel Guy

Non-executive Chairman

27 August 2020

Chief Executive Officer's report

A broad and diversified business

Since launching in 2010, our firm has grown into a substantial independent business. At year end we had 19 offices across the UK, making us a formidable player in the national business advisory landscape with a robust platform to support our growth prospects.

Offering restructuring and insolvency services, forensics, corporate finance, debt and pensions services, we specialise in finding strategic solutions to a range of situations for clients of all sizes, from multinational organisations to small enterprises. Through our five pillar services, we offer a multi-disciplinary approach that allows us to support businesses across their lifecycle and all macro-economic environments.

A track record of scalable, profitable growth

We have enjoyed another year of profitable growth, building on our strong track record to date. In line with our growth strategy, we have pursued strategic business opportunities and developed our regional networks by attracting talented individuals to grow our team. At the year-end, our team had grown from 324 to 351 overall, while the number of fee earners (including partners) grew by 22, from 259 to 281.

Organic growth was strong, and we were appointed on a number of complex high-profile cases, alongside the extensive support we provide to regional businesses through our national network. Despite the challenges of COVID-19, we also continued to pursue growth through strategic acquisitions, completing a 15-strong restructuring team acquisition in June 2020 that further expands our UK footprint. Our strategy for future growth is set out in more detail in the Strategic Report.

Our Restructuring Advisory pillar was our strongest performer, as all our service pillars grew their revenues over the year, confirming our view that we can best support businesses by working together and drawing on expertise from our specialist teams across FRP. We have worked hard to avoid silos within the business, and we believe our agile, collaborative approach sets us apart from our peers, enables us to apply our situational expertise across many sectors, and allows us to continue to be appointed to increasingly large and complex cases. We look forward to building on this strong position in the future.

Strong trading results

FRP traded strongly during the second half of the financial year, continuing to grow caseloads in both size and complexity. We also secured a number of high-profile appointments, including the administrations of Bonmarché, Carluccio's,and Debenhams.

As a result of this strong momentum, FRP generated £63.2 million in revenues for the year to 30 April 2020, up by 16.3% on the same period last year (£54.3 million). We closed the year strongly securing a number of high-value restructuring appointments, confirmed late in the year.

Our profit before tax was £3.3 million, after excluding £0.4 million an element one off IPO costs, for the c. 2 month period post IPO. For c. 10 months of the year pre-IPO, the entity was full distribution Partnership. Prior year was also a full distribution partnership.

A successful IPO, strengthening employee loyalty through ownership

In early March 2020, FRP's shares commenced trading on the London Stock Exchange's AIM market after an excellent reception during our IPO. We raised £20 million, before costs, through the issue of new shares, which has strengthened our balance sheet and will enable us to fund strategic acquisitions of talented individuals and teams to expand our profile and market share. We believe that the ability to offer shares as part of our incentive packages has made us more competitive in attracting the best talent to grow our expert team, allowing new and established team members to share in FRP's collective success.

Admission to trading on the AIM market of the London Stock Exchange was a significant undertaking, and our success was made possible by our amazing internal team and external advisers who managed the process expertly to minimise the impact on the business. I would like to thank everyone who contributed to this outstanding achievement and significant milestone for our firm.

Defining our brand and values

In 2019, the business embarked on an important rebranding project, taking the opportunity to define what we stand for as a business. These values form the basis of how we operate as a business and extend beyond our client work to guide how we treat our people, shareholders, and other stakeholders.

- Straightforward: We are transparent, clear and honest with our advice.

- Confident: We base our advice on reliable information and evidence, using our specialists across all five service pillars.

- Pragmatic: We take a practical approach and focus on achieving tangible outcomes for clients.

- Real: We are real people who understand our clients' situations. We listen to their needs and work with them to find the best solution.

These values form the basis of how we operate as a business and extend beyond our client work to guide how we treat our people, shareholders, and other stakeholders.

Responding to COVID-19

Many businesses across the UK suffered a sharp shock and their resilience has been tested since the country went into lockdown to manage the impact of the global pandemic.

To support our clients, and the business community generally through this crisis, we quickly developed a Corporate Resilience Hub to provide practical, operational, and financial advice to businesses and their management teams affected by the pandemic. As well as a crisis toolkit and COVID-19 resources, we shared a range of insights and templates to help businesses navigate the unprecedented situation.

For our own part, we quickly transitioned to home-working arrangements and were pleased to be able to continue the majority of our business activities during lockdown. None of our people were placed on furlough and we have not taken advantage of any of the government backed lending schemes. Thanks to the collective efforts of our colleagues, our operations have not been impacted by the pandemic.

Empowering our people

As a professional services business, we understand that our people are central to our success and our most valuable asset. As well as offering competitive financial rewards, we offer opportunities for our team members to grow within the business and reach their full potential. Development programmes include internal coaching, leadership courses and extensive professional training support. We view this investment in our people as an important investment in the future of our business.

We work hard to attract and retain highly skilled professionals by creating a rewarding high-performance environment. We believe highly engaged people deliver excellent client service and results, and, in turn, strengthen our reputation in the market.

An outstanding team

I would like to take this opportunity to thank our team for their hard work and dedication during the year. I am particularly proud of how they have all risen to the challenges posed by COVID-19. The team quickly sought to understand the government measures to support businesses as these initiatives changed and developed, helping our clients to navigate the swiftly changing landscape.

Despite the obvious challenges of our new working arrangements, the team transitioned smoothly to working from home and continued to provide our clients with the outstanding service and high-quality advice that we are known for. I am extremely proud of everyone and look forward to being able to work together in person again soon.

Outlook

For many businesses across the UK, their resilience was, and continues to be, tested as the country went into lockdown to manage the impact of the global pandemic. There remains a significant degree of uncertainty around the shape and scale of economic recovery, combined with potential additional pressure as the Brexit transitional agreement comes to an end in 2020.

The support measures made available to both firms and individuals by the UK Government in response to COVID-19 has reduced the number of appointments in our financial Q1 compared to prior year. Despite this, trading for the period since year end has been in line with expectations and we remain confident of making further progress in the current year. We have maintained steady growth and utlilisation rates by continuing to secure larger projects and market share, while sharing resources across our office network.

In a recessionary environment, there will naturally be higher levels of corporate financial distress, which depending on a number of factors - such as creditors' attitudes to forbearance - have historically led to an increase in insolvency volumes. We believe there should be an increase in restructuring assignments at all levels across the business community as the various UK government support mechanisms are phased out and the impact of Brexit is also felt across the wider economy when the current transitional agreement concludes.

FRP is a resilient business with a track record of growth throughout the entire economic cycle and a strong balance sheet which will enable the Company to continue to grow both organically and through the acquisition of teams. We have a structure that provides a good level of flexibility in our internal capacity, allowing us to be well positioned for an increase in demand for our services, the medium-term outlook for our markets is positive and the Board remains confident of making further progress in the current year.

Geoff Rowley

Chief Executive Officer

27 August 2020

Financial review

The following is an extract from the Strategic Report, which can be found in the Company's Annual Report.

Basis of preparation

The Company was admitted to trading on the AIM market of the London Stock Exchange on 6 March 2020 (the "IPO") and the Company was incorporated on 14 November 2019 specifically for the purposes of the IPO. The comparative figures, for the consolidated financial statements, presented in this annual report for the year ended 30 April 2019 ("FY19") are for FRP Advisory LLP and its subsidiary companies, the businesses of which were acquired by the Company immediately prior to the IPO. For the year ended 30 April 2020, the consolidated figures represent the results of the underlying business for the whole financial period before and after acquisition by the Company at the time of the IPO. Merger accounting principles were adopted. The financial statements have been compiled on this basis to provide useful comparative information to shareholders.

Revenue

The Group's total revenue for FY20 increased by more than 16.3% to £63.2 million (FY19: £54.3 million) driven by a growing number of client engagements year-on-year, higher value cases and increased numbers of fee earners across the Group. The overall higher levels of uncertainty within "UK Plc" during the financial year under review expanded the size of the Group's market, due in part to Brexit and the political uncertainty during the period.

The Group's continued steady growth can be demonstrated by it having been formally appointed on 1,654 engagements during the year, an increase of almost 7% on the prior year's total of 1,547 appointments. This percentage uplift is in line with the Group's 10-year compound annual growth rate in case appointments, particularly within the Group's restructuring advisory business, which again captured the bulk of the appointments and continues to be the largest of the Group's five service pillars.

The Group's growing reputation led to assignments on a number of high-profile cases during the period, including Bonmarché, Carluccio's,and Debenhams, as well as an improved geographical spread of engagements across the UK.

Adjusted underlying EBITDA

	FY20	FY19
	£m	£m
Adjusted EBITDA*	3.5	1.6
Add 10 months EBITDA**	2.9	-
Add pre IPO full distribution	23.0	24.5
Deduct post IPO partner compensation***	(10.9)	(12.0)
Total	18.5	14.1

* Adjusted EBITDA is after adding back element of IPO exceptional costs of £0.4 million.

* * After adding back, the remaining element of IPO exceptional costs of £1.6 million.

* * *As per current going forward partner compensation model since IPO.

Operating profit

Reported operating profit for the c.2 month period was £3.1m. The 10 month period before IPO and prior year were both a fully distributed partnership. In these Financial Statements partners compensation has been included as an expense.

The Group started the financial year under review with 324 employees operating out of 19 offices. By 30 April 2020, this number had increased to 351 people, as set out in the table below:

Group's employee numbers at year-end:	FY20	FY19
Partners	51	50
Fee earners	230	209
Administration	70	65
Total	351	324

Number of offices	19	19

Since the end of FY20, total colleague numbers have increased further such that, at the date of this report, the Group employs 400 people, of which 56 are partners. On 31 July 2020 the Group closed its Glasgow office.

Each of the Group's 19 offices provide restructuring advisory services, with six providing one or more additional service lines from the partners and employees based there. The Group's network of offices covers the length of the UK, with an office as far north as Inverness and one as far south as Brighton. The London office, where 17 of the Group's partners are based, has the greatest breadth of service offering, and is the largest office by partner and employees number. The Group's Brentwood office also operates as the Central Services Headquarters.

Reflecting the increase in headcount during the year, the Group's employee costs, including partners compensation charged as an expense, increased 6.5% to £42.7 million (FY19: £40.1 million). The Group's other operating expenses in the year increased 11.0% to £14.1 million (FY19: £12.7 million) and the Group incurred £2.0 million of one-off exceptional costs associated with the IPO in March 2020. Planned increased investment spending on marketing and IT compared to the prior year came through as the Group builds the necessary foundations for its continued steady growth.

The Group's net finance costs for the year were £0.2 million (FY19: £0.3 million) and relate to the interest on its bank borrowing facilities.

The Group's reported profit before tax for the year is £2.9 million, which arose in the c.2month period to year end. The 10 months before IPO and prior year were a fully distributed partnership with partner compensation treated as an expense in these Financial Statements.

The overall tax charge for the year was £0.8 million, arising from the period following the IPO to the end of the financial year. As the business was partner-owned before the IPO, there was no material corporate taxation incurred within the Group.

Earnings per share for the year (after tax) was 0.87p. During FY19 and the first 10 months of FY20, the business was a partner-owned full profit distribution LLP, and therefore there is no comparative EPS figure available.

Balance sheet and cash flow

The Group's net asset position as at 30 April 2020 was £20.5 million (2019:net liability £(0.9) million). On a like for like basis, trade and other receivables were £33.6 million at the year-end (2019: £31.1million) of which £28.3 million (2019: £26.3 million) was in relation to unbilled revenue.

The Group's cash balance at the year-end of £21.3 million (2019: £4.9 million) was bolstered significantly as a result of the IPO when the Company raised £20 million gross. The net cash raised has been used to strengthen the Group's balance sheet and provide resources for potential strategic acquisitions. The Group had no borrowings as at 30 April 2020 (2019: £3.6 million), and the Group has an unused revolving credit facility of £5 million.

The Group retained its strong cash generation during FY20, with cash collection from cases up £15.7 million from the prior year to £72.9 million (FY19: £57.2 million) including VAT where applicable.

The Group's current trade and other payables decreased from £30.9 million at the end of April 2019 to £27.3 million. This includes £9.5 million of non-current liabilities (FY19: £4.6 million) which predominantly relate to amounts owed to partners and related statutory deductions following the corporate restructuring ahead of the IPO.

Dividend

In line with its stated strategy at the time of the IPO, the Directors expect the Group to continue to be cash-generative and accordingly, the dividend policy reflects the long-term earnings and cashflow potential of the Group. The Directors' stated dividend policy is to pay a 70% overall dividend.

In respect of the Group's trading in the two-month period from the date of its IPO to the end of FY20, the Board declared a dividend of 0.66 pence per eligible ordinary share. To enable payment of this dividend, a dividend was paid up from a subsidiary to the company post year end.

Consolidated statement of comprehensive income

For the year ended 30 April 2020

		Group
		Year ended	Year ended
		30 April	30 April
	Notes	2020	2019
		£'000	£'000

Revenue		63,187	54,312

Personnel costs		(42,692)	(40,082)
Depreciation and amortisation		(1,359)	(1,325)
Other operating expenses		(14,086)	(12,651)
Exceptional costs	7	(1,974)	-

Operating profit	6	3,076	254

Finance income		7	7
Finance costs		(177)	(257)

Net finance costs	10	(170)	(257)

Profit before tax		2,906	4
Taxation	11	(829)	(4)

Profit for the year		2,077	-

Other comprehensive income		-	-
Total comprehensive income for the year		2,077	-

Earnings per share (in pence)
Basic and diluted	12	0.87	n/a

All results derive from continuing operations. Prior to the group reorganisation on 6 March 2020, the Group was headed by a partnership. Under the terms of the partnership agreement, all profits for the c.10 month period to IPO and prior year were automatically allocated to the partners, with the allocation being presented within staff costs.

The notes form part of these financial statements.

Consolidated statement of financial position

As at 30 April 2020

		Group
		Year ended	Year ended
		30 April	30 April
	Notes	2020	2019
		£'000	£'000
Non-current assets
Goodwill	13	750	750
Other intangible assets	13	-	2
Property, plant and equipment	14	1,994	1,853
Right of use asset	14	3,995	4,786
Total non-current assets		6,739	7,391

Current assets
Trade and other receivables	15	33,576	31,069
Cash and cash equivalents	16	21,311	4,946
Total current assets		54,887	36,015

Total assets		61,626	43,406

Current liabilities
Trade and other payables	17	27,276	30,947
Loans and borrowings	18	-	358
Lease liability	18	925	850
Total current liabilities		28,201	32,155

Non-current liabilities
Other creditors	17	9,528	4,625
Loans and borrowings	18	-	3,284
Lease liability	18	3,271	4,197
Deferred tax liabilities	19	124	-
Total non-current liabilities		12,923	12,106

Total liabilities		41,124	44,261

Net assets/(liabilities)		20,502	(855)

Equity
Share capital	21	238	-
Share premium	24	18,975	-
Treasury shares reserve		(19)	-
Share based payment reserve	22	361	-
Merger reserve		(90)	-
Retained earnings		1,037	(855)

Shareholders equity		20,502	(855)

Jeremy French Gavin Jones
Director Director

Company Registration No. 12315862

Consolidated statement of changes in equity

As at 30 April 2020

	Called up share capital	Share premium account	Treasury share reserve	Share based payment reserve	Merger reserve	Retained earnings	Total equity
	£'000	£'000	£'000	£'000	£'000	£'000	£'000


Balance at 30 April 2018 and 30 April 2019	-	-	-	-	-	(855)	(855)

Year ended 30 April 2020
Profit for the year	-	-	-	-	-	2,077	2,077
Distributions	-	-	-	-	-	-	-
Other movements	-	-	-	-	-	(185)	(185)
Group restructuring	-	-	-	-	(90)	-	(90)
Issue of share capital	238	19,975	-	-	-	-	20,213
Issue costs	-	(1,000)	-	-	-	-	(1,000)
Acquisition of treasury shares	-	-	(19)	-	-	-	(19)
Share based payment expense	-	-	-	361	-	-	361


Balance at 30 April 2020	238	18,975	(19)	361	(90)	1,037	20,502

Prior to the group reorganisation on 6 March 2020, the Group was headed by a partnership. Under the terms of the partnership agreement, all members' interests, including partner capital, was considered to be a liability of the partnership. As such, the group has recorded no net assets or equity, other than amounts relating to the adoption of IFRS, prior to 6 March 2020.

Consolidated statement of cash flows

As at 30 April 2020

	Group
	Year ended	Year ended
	30 April	30 April
	2020	2019
	£'000	£'000
Cash flows from operating activities
Profit/(loss) before taxation	2,906	4
Depreciation, amortisation and impairment	1,359	1,325
Share based payments	361	-
Net finance expense	170	250
Increase in trade and other receivables	(2,510)	(5,786)
Increase/(decrease) in trade and other payables	360	(2,308)
Tax paid	(18)	4
Net cash from operating activities	2,628	(6,511)

Cash flows from investing activities
Purchase of tangible assets	(707)	(937)
Interest received	7	7
Net cash used in investing activities	(700)	(930)

Cash flows from financing activities
Proceeds from shares	20,106	-
Less issue costs	(1,000)	-
Principal elements of lease payments	(850)	(767)
Drawdown of new loans	-	3,000
Repayment of loans and borrowings	(3,642)	(345)
Interest paid	(177)	(257)
Net cash used in financing activities	14,437	1,631

Net increase/(decrease) in cash and cash equivalents	16,365	(5,810)
Cash and cash equivalents at the beginning of the year	4,946	10,756

Cash and cash equivalents at the end of the year	21,311	4,946

Notes to the financial statements

For the year ended 30 April 2020

1. General information

FRP Advisory Group plc (the "Company") and its subsidiaries' (together "the Group") principal activities include the provision of specialist business advisory services for a broad range of clients, including restructuring and insolvency services, corporate finance, debt advisory, forensic services and pensions advisory.

The Company is a public company limited by shares registered in England and Wales and domiciled in the UK. The address of the registered office is 110 Cannon Street, London, EC4N 6EU and the company number is 12315862.

2. Significant accounting policies

The following principal accounting policies have been used consistently in the preparation of consolidated financial statements:

2.1 Basis of preparation

The financial information has been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, in accordance with the IFRS Interpretations Committee ("IFRIC") interpretations, and with those parts of the Companies Act 2006 as applicable to companies reporting under IFRS. The financial statements comply with IFRS as issued by the International Accounting Standards Board (IASB).

The financial information is prepared in sterling, which is the presentational currency of the Company. Monetary amounts in these financial statements are rounded to the nearest £000.

2.2 Historic cost convention

The financial statements have been prepared under the historical cost convention.

2.3 Basis of consolidation

The financial information incorporates the results of FRP Advisory Group plc and all of its subsidiary undertakings as at 30 April 2020.

FRP Advisory Group plc was incorporated on 14 November 2019 and on 6 March 2020 it acquired the entire issued share capital of FRP Advisory Trading Limited from FRP Advisory LLP by way of a share-for-share exchange. The shareholding of FRP Advisory Group plc owned by FRP Advisory LLP as a result of the exchange was subsequently distributed to its members in the same proportion to their equity holdings. FRP Advisory Trading Limited has three wholly owned subsidiaries, FRP Debt Advisory Limited, FRP Corporate Finance Limited and Litmus Advisory Limited, as well as being a member of FRP Advisory Services LLP and Apex Debt Solutions LLP.

The accounting treatment in relation to the addition of FRP Advisory Group plc as a new UK holding company of the Group falls outside the scope of IFRS 3 'Business Combinations'. The re-organisation constituted a common control combination of the entities. This was a result of the shareholders of FRP Advisory Group plc being issued shares in the same proportion to their equity holdings in FRP Advisory LLP and the continuity of ultimate controlling parties.The reconstructed group was consolidated using merger accounting principles, as outlined in Financial Reporting Standard FRS 102 ("FRS"), and the reconstructed Group treated as if it had always been in existence. The Directors believe that this approach presents fairly the financial performance, financial position and cash flows of the Group.

2.4 New and amended standards adopted by the group

The Group has applied the following standards and amendments for the first time for their annual reporting period ending 30 April 2020:

· IFRS 16 Leases

IFRS 16 'Leases'

IFRS 16 specifies how the Group will recognise, measure, present and disclose leases. The standard provides a single lessee accounting model, requiring lessees to recognise assets and liabilities for all leases unless the lease term is 12 months or less or the underlying asset has a low value. The full retrospective application of IFRS16 has been applied. For each lease the Group has recognised an asset for the remaining lease term and lease liability reflecting the obligation to make lease payments. Both the asset and the liability have been recognised on-balance sheet where previously they were off balance sheet. There has been no impact on cash flow but there has been an impact on the Income Statement as the operating lease payments have been replaced with a depreciation charge on the leased asset and an interest expense on the lease liability.

The Group has taken advantage of the exemptions available under IFRS 16 not to apply the recognition and requirements of IFRS 16 to leases with a term of 12 months or less. The recognition of these exempted leases will therefore continue unchanged - a charge will be recognised in the income statement based on straight-line recognition of the lease payments payable on each lease, after adjustment for lease incentives received. These are also recognised in the operating profit note.

A number of other new standards are also effective from 1 May 2019 but they do not have a material effect on.

2.5 Standards issued but not yet effective

At the date of authorisation of these financial statements, the following standards and interpretations relevant to the Group and which have not been applied in the financial statements, were in issue but were not yet effective. In some cases, these standards and guidance have not been endorsed for use in the European Union.

The Group's and Company's management have reviewed the application of the amendments and have concluded that there is no expected impact on the group and company financial statements.

Standard	Effective date, annual period beginning on or after
Conceptual Framework and Amendments to References to the Conceptual Framework in IFRS Standards	1 January 2020
Amendments to IFRS 3 Business Combinations	1 January 2020
Amendments to IAS 1 and IAS 8: Definition of Material	1 January 2020
Amendments to IFRS9, IAS39 and IFRS 7: Interest Rate Benchmark Reform	1 January 2020
Amendment to IFRS16: Covid-19 Related Rent Concessions	1 June 2020
IFRS 17 - Insurance Contracts	1 January 2021

2.6 Going concern

The Group has been, and is currently, both profitable and cash generative. The business has consistently grown year on year for 10 years and has proved to be resilient, growing in both periods of economic growth and recession.

At year end the group had £21m of cash reserves, higher than historic positions due to funds raised during the IPO. The group also has an undrawn £5m committed revolving credit facility (RCF). Ongoing operational cash generation and this cash balance mean we have sufficient resources to both operate and move swiftly should acquisition opportunities arise.

The quality of client service, strong referral network and barriers to enter the market, together with the strong cash position, make the board confident that the company will continue to grow. In terms of diversification, offices can adapt quickly to supporting each other and work on both higher value assignments or higher volume lower value jobs. Also, the business has 4 other pillars: Pensions, Forensics, Corporate Finance and Debt Advisory that both support the restructuring offering but also earn fees autonomously.

With specific regard to the 2020 coronavirus (COVID-19) virus pandemic, the Group immediately adapted our ways of working, clients were continually serviced without interruption. Consequently, our cash generation and profitability were not significantly impacted by COVID-19. Given our strong financial position no employees of the firm have so far been made redundant or furloughed and none of the other Government assistance schemes available (grants, emergency loans, tax settlement delays) were utilised. Throughout the 'lock-down' period we have continued to win new client appointments, retain existing employees and attract new employees.

Remote working has reduced colleague interaction, limiting virus exposure to our Partners and colleagues. Colleagues that choose to come into work are temperature checked and work in a socially distanced layout.

In the unlikely event that the business had a significant slowdown in cash collections the business has a number of further options available to preserve cash.

2.7 Subsidiaries

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity.

The financial statements of trading subsidiaries are included in the consolidated financial statements until the date that control ceases. The accounting policies of the subsidiaries have been changed when necessary to align them with the policies adopted by the Group.

2.8 Transactions eliminated on consolidation

Intra-Group balances, and any gains and losses or income and expenses arising from intra-Group transactions, are eliminated in preparing the historical financial information. Losses are eliminated in the same way as gains, but only to the extent that there is no evidence of impairment.

The Group has been consolidated under merger accounting principles set out in Section 19 of FRS 102 as described in 'basis of consolidation' above.

2.9 Foreign currencies

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the income statement for the period.

2.10 Revenue recognition

Revenue is recognised when control of a service or product provided by the group is transferred to the customer, in line with the Group's performance obligations in the contract, and at an amount reflecting the consideration the Group expects to receive in exchange for the provision of services.

Revenue from contracts with customers is recognised when the Group satisfies a performance obligation for a contracted service. The Group applies the following five step model:

· Identify the contract with a customer;

· Identify the individual performance obligations within the contract;

· Determine the transaction price;

· Allocate the price to the performance obligations; and

· Recognise revenue as the performance obligations are fulfilled.

The Group considers the terms of engagement, either through court appointment or otherwise agreed, issued to customers to be contracts.

There are no significant judgements required in determining the Group's performance obligations in its contracts as the significant majority of contracts contain only one performance obligation.

Transaction price is determined by agreed hourly rates or a fixed fee stated within the letters of engagement or court appointment. If the fee basis is fixed or time based, the provisioning method is based on estimated recoverability of the current unbilled revenue with reference to the billing to date and future billing to be performed as a proportion of costs to date and estimated costs to complete the contract.

Where work is contingent and not based on time-cost, fees are fully provided until performance obligations are satisfied as at this point there is no risk of a material reversal of revenue. Contingent work generally includes investigations, corporate finance services, some forensic work and other assignments where the outcome is determined by either a judge, pre-trial agreement or completion of a transaction. The group adopts a prudent approach in only recognising revenue on cases that have been resolved with all costs incurred expensed in the relevant month.

The Group recognises revenue from the following activities:

· insolvency and advisory services;

· debt advisory services; and

· corporate finance services.

Insolvency and advisory services

For the Group's formal insolvency appointments and other advisory engagements, where remuneration is typically determined based on hours worked by professional partners and colleague , the Group transfers control of its services over time and recognises revenue over time if the Group:

· provides services for which it has no alternative use or means of deriving value; and

· has an enforceable right to payment for its performance completed to date, and for formal insolvency appointments has approval from creditors to draw fees which will be paid from asset realisations.

Progress on each assignment is measured using an input method based on costs incurred to date as a percentage of total anticipated costs.

In determining the amount of revenue and the related balance sheet items (such as trade receivables, unbilled income and deferred income) to recognise in the period, management is required to form a judgement on each individual contract of the total expected fees and total anticipated costs. These estimates and judgements may change over time as the engagement completes and this will be recognised in the consolidated statement of comprehensive income in the period in which the revision becomes known. These judgements are formed over a large portfolio of contracts and are therefore unlikely to be individually material.

Invoices on formal insolvency appointments are generally raised having achieved approval from creditors to draw fees. This is typically settled on a timely basis from case funds. On advisory engagements, invoices are generally raised in line with contract terms.

Where revenue is recognised in advance of the invoice being raised (in line with the recognition criteria above) this is disclosed as unbilled income within trade and other receivables.

Debt advisory services

Revenue will typically be recognised at a point in time following satisfaction of the performance obligation(s) in the contract, at which point the Group is typically entitled to invoice the customer, and payment will be due.

Corporate finance services

Revenue is recognised at a point in time on the date of completion of the transaction or when unconditional contracts have been exchanged. For non-refundable retainer fees, these are recognised upon signing of the contract. Fees typically comprise a non-refundable retainer and a success fee based on a fixed percentage of the transaction value. Retainer fees are invoiced to the client and are payable in the first three to four months. Success fees are deferred and recognised on completion.

2.11 Goodwill

Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests and any previous interest held over the net identifiable assets acquired and liabilities assumed). If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over the aggregate consideration transferred, then the gain is recognised in the income statement.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. The goodwill is tested annually for impairment irrespective of whether there is an indication of impairment. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group's cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.

2.12 Intangible assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date if the fair value can be measured reliably.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives, being 10% on a straight-line basis.

2.13 Property plant and equipment

Property, plant and equipment are stated at cost net of accumulated depreciation and accumulated impairment losses.

Cost comprises purchase cost together with any incidental costs of acquisition.

Depreciation is provided to write down the cost less the estimated residual value of all tangible fixed assets by equal instalments over their estimated useful economic lives on a straight-line basis. The following rates are applied:

Computer software 25%

Computer equipment 25%

Fixtures and fittings 15%

Leasehold improvements Over the term of the lease

Right of use assets Over the term of the lease

Motor vehicles 25%

2.14 Financial instruments

The Group classifies financial instruments, or their component parts, on initial recognition as a financial asset, a financial liability or an equity instrument in accordance with the substance of the contractual arrangement. Financial instruments are recognised on trade date when the Group becomes a party to the contractual provisions of the instrument. Financial instruments are recognised initially at fair value plus, in the case of a financial instrument not at fair value through profit and loss, transaction costs that are directly attributable to the acquisition or issue of the financial instrument. Financial instruments are derecognised on the trade date when the Group is no longer a party to the contractual provisions of the instrument.

2.15 Non-derivative financial instruments

Non-derivative financial instruments comprise trade and other receivables, cash and cash equivalents, loans and borrowings and trade and other payables. All financial instruments held are classified financial assets or liabilities held at amortised cost.

Trade and other receivables and trade and other payables

Trade and other receivables are recognised initially at transaction price less attributable transaction costs. Trade and other payables are recognised initially at transaction price plus attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any expected credit losses in the case of trade receivables. If the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal business terms, then it is measured at the present value of future payments discounted at a market rate of instrument for a similar debt instrument.

Unbilled revenue

Unbilled revenue recognised by the Group falls into one of three categories: insolvency & advisory services, corporate finance services and debt-advisory services.

Insolvency and advisory services

Unbilled revenue is recognised at the fair value of services provided at the balance sheet date reflecting the stage of completion (determined by costs incurred to date as a percentage of the total anticipated costs) of each assignment. This is included in trade and other receivables.

Debt advisory services and corporate finance services

Revenue is recognised upon the completion of each performance obligation (i.e. "stages") at a point in time. There is therefore no unbilled revenue at each year end as revenue is only recognised once these performance obligations have been fulfilled and invoicing has taken place.

Interest bearing borrowings

Interest-bearing borrowings are recognised initially at the present value of future payments discounted at a market rate of interest. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost using the effective interest method, less any impairment losses.

Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral part of the Group's cash management are included as a component of cash and cash equivalents for the purpose only of the cash flow statement.

2.16 Impairment of tangible and intangible assets

At each reporting end date, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. Impairment losses are recognised immediately in profit or loss.

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. The reversal of an impairment loss is recognised immediately in profit or loss.

2.17 Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date. The tax payable prior to the group reorganisation was the personal liability of the individual members; consequently, neither tax on partnership profits nor related deferred taxation have been accounted for in the financial statements.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited to the consolidated statement of comprehensive income except when it relates to items charged or credited to equity, in which case the deferred tax is also dealt with in equity.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes by the same taxation authority and the group intends to settle its current tax assets and liabilities on a net basis.

2.18 Employee benefits

The Group operates defined contribution plans for its employees. A defined contribution plan is a post-employment benefit plan under which the Group pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognised as an expense in the periods during which services are rendered by employees.

Termination benefits are recognised immediately as an expense when the Group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

2.19 Provisions

A provision is recognised in the statement of financial position when the Group has a present legal or constructive obligation as a result of a past event, that can be reliably measured and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects risks specific to the liability.

In common with comparable businesses, the Group is involved in a number of disputes in the ordinary course of business which may give rise to claims. Provision is made in the financial statements for all claims where costs are likely to be incurred and represents the cost of defending and concluding claims. The Group carries professional indemnity insurance and no separate disclosure is made of the cost of claims covered by insurance as to do so could seriously prejudice the position of the Group.

2.20 Leases

The Group leases a number of properties in various locations around the UK from which it operates.

All leases are accounted for by recognising a right-of-use asset and a lease liability except for:

· Leases of low value assets; and

· Leases with a duration of twelve months or less.

IFRS16 full retrospective method has been applied. Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term, with the discount rate determined by reference to the rate inherent in the lease at the commencement date.

Variable lease payments are only included in the measurement of the lease liability if they depend on an index or rate. In such cases, the initial measurement of the lease liability assumes the variable element will remain unchanged throughout the lease term. Other variable lease payments are expensed in the period to which they relate.

On initial recognition, the carrying value of the lease liability also includes:

· Amounts expected to be payable under any residual value guarantee;

· The exercise price of any purchase option granted in favour of the Group if it is reasonable certain to assess that option;

·Any penalties payable for terminating the lease, if the term of the lease has been estimated on the basis of termination option being exercised.

Right-of-use assets are initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for:

· Lease payments made at or before commencement of the lease;

· Initial direct costs incurred; and

· The amount of any provision recognised where the Group is contractually required to dismantle, remove or restore the leased asset (typically leasehold dilapidations).

Subsequent to initial measurement lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease or over the remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term.

When the Group revises its estimate of the term of any lease (because, for example, it re-assesses the probability of a lessee extension or termination option being exercised), it adjusts the carrying amount of the lease liability to reflect the payments to make over the revised term, which are discounted at the same discount rate that applied on lease commencement. The carrying value of lease liabilities is similarly revised when the variable element of future lease payments dependent on a rate or index is revised. In both cases an equivalent adjustment is made to the carrying value of the right-of-use asset, with the revised carrying amount being amortised over the remaining (revised) lease term.

2.21 Financing income and expenses

Financing expenses comprise interest payable, finance charges on leases recognised in profit or loss using the effective interest method, unwinding of the discount on provisions, and net foreign exchange losses that are recognised in the statement of comprehensive income.

Other interest receivable and similar income include interest receivable on funds invested and net foreign exchange gains.

Interest income and interest payable are recognised in the statement of comprehensive income as they accrue, using the effective interest method.

2.22 Share capital

Ordinary shares are classified as equity. Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.

2.23 Share based payments

Equity settled share based payments to employees and others providing similar services are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equity settled share based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of the number of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Group revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in the income statement such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to other reserves. Where equity settled share based payments of the parent company have been issued to employees of its subsidiaries this is recognised as a cost of investment in the parent company financial statements and as an expense and capital contribution in the subsidiary.

The Employee Benefit Trust has been consolidated.

3. Critical accounting judgements and key sources of estimation uncertainty

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

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

Critical judgements

The following are the critical judgements, apart from those involving estimates (which are dealt with separately below), that have been made in the process of applying the Group's accounting policies and that have had the most significant effect on amounts recognised in the financial statements.

Impairment of goodwill

The Group records all assets and liabilities acquired in business combinations, including goodwill, at fair value. Goodwill is not amortised but is subject, at a minimum, to annual tests for impairment. The initial goodwill recorded and subsequent impairment review require management to make subjective judgements concerning the value in use of cash-generating units.

Investments in subsidiaries

The directors assess the recoverability of investments in subsidiaries at the reporting date by reference to the profitability and its net asset position. Where applicable, investments in subsidiaries are impaired down to the amount assessed as recoverable.

Merger accounting

IFRS Standards do not specify how to account for Business Combinations Under Common Control. Management has used its judgement to determine that the substance of this transaction is solely a reorganisation of the group not affecting the nature or conduct of the underlying trading operation. As such, in accordance with IAS 8, management has considered other standard setting bodies when using judgement to determine an accounting policy and has adopted the principles of merger accounting under FRS 102.

Key source of estimation uncertainty

The judgements involving estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Unbilled revenue

Time recorded for chargeable professional services work is regularly reviewed to ensure that only what the Directors believe to be recoverable from the client is recognised as unbilled revenue within prepayments and accrued revenue.

Estimates are made with allocating revenue to the performance obligation and the valuation of contract assets. The Group estimates the contract completion point, costs yet to be incurred and the potential outcome of the contract.

Significant judgement is involved in estimating the amount of revenue, where variable consideration is involved and which results in the recognition of unbilled revenue.

Management base their assessments for judgements and estimates on historic experience, market insights and rational estimates of future events. Judgements and estimates are made in each part of the business by engagement teams with experience of the service being delivered and are subject to review and challenge by management.

Share based payments

The charge related to equity settled transactions with employees is measured by reference to the fair value of the equity instruments at the date they are granted, using an appropriate valuation model selected according to the terms and conditions of the grant. Judgement is applied in determining the most appropriate valuation model and in determining the inputs to the model. Third-party experts are engaged to advise in this area where necessary. Judgements are also applied in relation to estimations of the number of options which are expected to vest, by reference to historic leaver rates and expected outcomes under relevant performance conditions.

4. Financial risk management

The Group is exposed to a variety of financial risks through its use of financial instruments which result from its operating activities. All of the Group's financial instruments are classified as financial assets or liabilities measured at amortised cost.

The Group does not actively engage in the trading of financial assets for speculative purposes. The most significant financial risks to which the Group is exposed are described below.

Credit risk

Generally the Group's maximum exposure to credit risk is limited to the carrying amount of the financial assets recognised at the balance sheet date, as summarised below.

Credit risk is the risk of financial risk to the Group if a counter party to a financial instrument fails to meet its contractual obligation. The nature of the group's debtor balances, the time taken for payment by clients and the associated credit risk are dependent on the type of engagement.

	As at	As at
	30 April	30 April
	2020	2019
	£	£
Trade receivables	3,391	3,229
Unbilled revenue	28,285	26,313
Cash and cash equivalents	21,311	4,946

	52,987	34,488

On formal insolvency appointments (which form the majority of the Group's activities), invoices are generally raised having achieved approval from creditors to draw fees. This is typically settled on a timely basis from case funds. The credit risk on these engagements is therefore considered to be extremely low.

The Group's trade receivables and unbilled revenue are actively monitored by management on a monthly basis. The group provides a variety of different professional services in line with its pillars to spread credit risk over its service lines. The Group also controls cash collection of its insolvency assignments in line with the terms of appointment.

The ageing profile of trade receivables that were not impaired is shown within Note 15. The Group does not believe it is exposed to any material concentrations of credit risk.

Unbilled revenue is recognised by the Group only when all conditions for revenue recognition have been met in line with the Group's accounting policy. Changes in contract asset balances this year primarily relate to increases in revenue and the Group undertaking more complex cases.

Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting its obligations associated with its financial liabilities. The Group seeks to manage financial risks to ensure sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably.

The contractual maturities of borrowings and other financial liabilities are disclosed below.

	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000
Within 1 year	925	1,208
Within 2-5 years	2,552	6,442
Beyond 5 years	719	1,039
	4,196	8,689

Interest rate risk

Interest rate risk is the risk that the value of a financial instrument or cash flows associated with the instrument will fluctuate due to changes in market interest rates. Interest bearing assets including cash and cash equivalents are considered to be short term liquid assets. It is the Group's policy to settle trade payables within the credit terms allowed and the Group does therefore not incur interest on overdue balances.

Foreign currency risk

There is no material risk associated with foreign currency transactions or overseas subsidiaries.

5. Operating segments

The Group has one single business segment and therefore all revenue is derived from the provision of specialist business advisory services as stated in the principal activity. The Group's assets are held in the UK and all its capital expenditure arises in the UK. The Group's operations and markets are located in the UK.

All revenue is recognised in relation to contracts held with customers.

6. Operating profit

	Year ended	Year ended
	30 April	30 April
	2020	2019
	£'000	£'000

Operating profit has been arrived at after charging:

Depreciation of owned assets	542	462
Depreciation of right-of-use-assets	815	860
Fees payable to the Group's auditor for the audit of the group accounts	80	27
Fees payable to the auditor for other services
- the auditing of Subsidiary accounts	40	11
- taxation compliance and other services	-	3
- all other services	-	85
Expenses relating to short term leases	35	35

7. Exceptional costs

Items that are material, either because of their size or their nature, or that are nonrecurring are considered as exceptional items and are presented within the line items to which they best relate.

An analysis of the amount presented as exceptional items in these financial statements is given below.

	Year ended	Year ended
	30 April	30 April
	2020	2019
	£'000	£'000

Operating items:
Costs in relation to the IPO	1,974

Total exceptional costs	1,974	-

Attributable costs relating to the group restructuring and IPO performed during the year have been recognised within the consolidated income statement as an exceptional cost.

8. Director and employee information

	Year ended	Year ended
	30 April	30 April
	2020	2019
	Number	Number
The average number of employees during the year was:

Directors	5	-
Fee earning employees	262	201
Non fee earning employees	67	61

The aggregate payroll costs of these persons were as follows:
	£'000	£'000
Wages, salaries and partner compensation charged as an expense	40,735	38,413
Social security costs	1,202	1,257
Pension costs - defined contribution scheme	394	412
Share-based payment expense	361	-

	42,692	40,082

9. Directors' remuneration and emoluments (including partner profit allocations)

Details of emoluments paid to the key management personnel from the date of incorporation to the year-end (including partner profit allocations in respect of Messrs Rowley and French) are as follows:

	14 November 2019	Year ended
	to 30 April	30 April
	2020	2019
	£'000	£'000

Directors' emoluments	427	-
Benefits in kind (inc. pension contributions)	1	-
Share based payment expense	115	-

	543	-

Key management personnel including directors:

Salaries and fees	1,238	1,071
Contributions to pension plans	33	-
Benefits in kind	29	-
Share based payment expense	39	-
	1,339	-

Remuneration (including partner profit allocation) disclosed above include the following amounts paid to the highest paid director:

Remuneration for qualifying services	278	-

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 5 (2019: n/a).

10. Finance income and expense

	Year ended	Year ended
	30 April	30 April
	2020	2019
	£'000	£'000

On short term deposits and investments	7	7
Total finance income	7	7

On bank loans and overdrafts measured at amortised cost	148	72
On lease liability	29	185
Total finance expense	177	257

11. Taxation

	Year ended	Year ended
	30 April	30 April
	2020	2019
	£'000	£'000

Current tax
UK corporation tax	705	4
	705	4

Deferred tax
Origination of timing differences	124	-
	124	-

Total tax expense	829	4

	Year ended	Year ended
	30 April	30 April
Reconciliation of tax charge:	2020	2019
	£'000	£'000

Profit before tax	2,906	4

Corporation tax in the UK at 19%	552	1

Effects of:
Non-deductible expenses	132	5
Other permanent differences	145	(2)

	829	4

Finance Bill 2016 enacted provisions to reduce the main rate of UK corporation tax to 17% from 1 April 2020. However, in the March 2020 Budget it was announced that the reduction in the UK rate to 17% will now not occur and the Corporation Tax Rate will be held at 19%.

12. Earnings per share

The earnings per share has been calculated using the profit for the year and the weighted average number of ordinary shares outstanding during the year, as follows:

	Year ended	Year ended
	30 April	30 April
	2020	2019
	£'000	£'000
Profit for the period attributable to equity holders of the company	2,077	n/a
Weighted average number of ordinary shares	237,500,560	n/a
Earnings per share (in pence)	0.87	n/a

Earnings per share has not been reported for the comparative period as the group was headed by an LLP and there was no share capital in issue. The potential ordinary shares which arise as a result of the options in issue are not dilutive under the terms of IAS 33 because the share options are backed by shares already in issue. Accordingly, there is no difference between the basic and dilutive loss per share.

The Employee Benefit Trust does not have an entitlement to dividends, holding 18,750,000 shares of the above 237,500,560 shares.

13. Intangible assets

		Computer software	Goodwill	Total
		£'000	£'000	£'000

Cost
At 1 May 2018		46	750	796
Additions		-	-	-
Disposals		(36)	-	(36)
At 30 April 2019		10	750	760

At 1 May 2019		10	750	760
Additions		-	-	-
At 30 April 2020		10	750	760

Amortisation
At 1 May 2018		(41)	-	(41)
Charge for the period		(3)	-	(3)
Disposals		36	-	36
At 30 April 2019		(8)	-	(8)

At 1 May 2019		(8)	-	(8)
Charge for the period		(2)	-	(2)
At 30 April 2020		(10)	-	(10)

Net book value
At 30 April 2019		2	750	752
At 30 April 2020		-	750	750

Analysis of Goodwill by entity as at 30 April 2020:

	Date of acquisition			£'000
FRP Debt Advisory Limited	29 January 2016			750
				750

Following initial recognition, goodwill is subject to impairment reviews, at least annually, and measured at cost less accumulated impairment losses. Any impairment is recognised immediately in the consolidated statement of comprehensive income and is not subsequently reversed.

There are three steps to performing an impairment review:

· Allocating the goodwill to the relevant cash generating unit (CGU) or multiple CGUs.

· Determining the recoverable amount of the CGU to which the goodwill belongs.

· Recognising any impairment losses after performing an impairment review of the CGU or CGUs.

Goodwill acquired in a business combination represents future economic benefits arising from assets that are not capable of being individually identified and separately recognised. Goodwill does not generate cash flows independently from other assets or groups of assets and so the recoverable amount of goodwill as an individual asset cannot be determined. However, goodwill often contributes to the cash flows of individual or multiple CGUs. Therefore, goodwill acquired in a business combination must be allocated from the acquisition date to each of the acquirer's CGUs or groups of CGUs that are expected to benefit from the synergies of the business combination.

The definition of a CGU is "the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets" (per IAS 36).

In practice CGU's could represent:

· An entire entity (parent or subsidiary entities within a group)

· Departments or business units within an entity

· Production lines within a department, or within an entity

· Groups of items of property, plant and equipment within a production line, department and entity

In accordance with IAS 36, a CGU to which goodwill has been allocated shall be tested for impairment annually and whenever there is indication of impairment by comparing the carrying amount of the unit, including the goodwill, with the recoverable amount of the unit.

If the recoverable amount of the unit exceeds the carrying amount of the unit, the unit and the goodwill allocated to that unit shall be regarded as not impaired. If the carrying amount of the unit exceeds the recoverable amount of the unit, the entity shall recognise an impairment loss.

The recoverable amount is the higher of a CGU's fair value less costs to sell and its value in use. In brief the fair value less costs to sell is likely to involve a valuation of the CGU if sold at an arm's length and deducting the costs of disposal.

The value in use will involve a discounted cash flow ('DCF') calculation estimating the future cash inflows and outflows to be derived from the continuing use of the CGU, The DCF calculation would include the estimated net cash flows, if any, to be received for the disposal of the CGU at the end of its useful life.

Key assumptions used in value in use calculation

The key assumptions for the value in use calculation are those regarding:

· number of years of cash flows used and budgeted EBITDA growth rate;

· discount rate; and

· terminal growth rate.

Number of years of cash flows used

The recoverable amount of the CGU is based on a value in use calculation using specific cash flow projections over a 5-year period and a terminal growth rate thereafter. The cash flow projections for the 5-year period assume a conservative growth rate of 7.5%.

The 5-year forecast is prepared considering members' expectations based on market knowledge, numbers of new engagements and the pipeline of opportunities.

Discount rate

The group's post-tax weighted average cost of capital has been used to calculate a group pre-tax discount rate of 10.45%, which reflects current market assessments of the time value of money for the period under review and the risks specific to the Group.

Terminal growth rate

A growth rate of 1.0% is used. This is derived from members' expectations based on market knowledge, numbers of new engagements, and the pipeline of opportunities.

Sensitivity to changes in assumptions

With regard to the assessment of value in use for debt advisory CGU, the directors believe that reasonably possible changes in any of the above key assumptions would not cause the carrying value of the unit to exceed its recoverable amount.

14. Property, plant and equipment

						Group
	Right of use asset	Computer equipment	Fixtures and fittings	Leasehold improvements	Motor vehicles	Total
	£'000	£'000	£'000	£'000	£'000	£'000
Cost
At 1 May 2018	6,329	1,041	511	956	7	8,844
Additions	869	364	133	442	-	1,808
Disposals	-	-	(112)	-	-	(112)
Other	11	-	-	-	-	11
At 30 April 2019	7,209	1,405	532	1,398	7	10,551

At 1 May 2019	7,209	1,405	532	1,398	7	10,551
Additions	24	310	90	283	-	707
Disposals	-	-	-	-	-	-
At 30 April 2020	7,233	1,715	622	1,681	7	11,258

Depreciation
At 1 May 2018	(1,563)	(522)	(232)	(385)	(0)	(2,702)
Depreciation charge for the period	(860)	(228)	(78)	(154)	(2)	(1,322)
Disposals	-	-	112	-	-	(112)
At 30 April 2019	(2,423)	(750)	(198)	(539)	(2)	(3,912)

At 1 May 2019	(2,423)	(750)	(198)	(539)	(2)	(3,912)
Depreciation charge for the period	(815)	(292)	(83)	(166)	(1)	(1,357)
Disposals	-	-	(0)	-	-	(0)
At 30 April 2020	(3,238)	(1,042)	(281)	(705)	(3)	(5,269)

Net book value
At 30 April 2019	4,786	655	334	859	5	6,639
At 30 April 2020	3,995	673	341	976	4	5,989

15. Trade and other receivables

Trade and other receivables

	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000

Trade receivables	3,391	3,229
Other receivables	1,900	1,527
Unbilled revenue	28,285	26,313

	33,576	31,069

The ageing profile of non-related party trade receivables is as follows:
	As at	As at
	30 April	30 April
	2020	2019
Due in:	£'000	£'000
< 30 days	1,305	1,159
30-60 days	434	962
60-90 days	485	307
> 90 days	1,167	801
Total	3,391	3,229

All of the trade receivables were non-interest bearing and receivable under normal commercial terms. The directors consider that the carrying value of trade and other receivables approximates to their fair value.

All trade receivables and unbilled revenue are derived from contracts with customers. Unbilled revenue constitutes the costs incurred to fulfil contracts with customers.

The expected loss provision for trade receivables is calculated on the gross carrying amount of trade receivables less any specific loss allowance, and is detailed below as follows:

As at 30 April 2019
	< 30 days	< 60 days	< 90 days	< 180 days	> 180 days	Total
	£'000	£'000	£'000	£'000	£'000	£'000
Expected loss rate	0%	0%	0%	0%	33%	5%
Gross carrying amount	1,668	401	278	550	498	3,395
Expected credit loss provision	-	-	-	-	(166)	(166)

As at 30 April 2020
	< 30 days	< 60 days	< 90 days	< 180 days	> 180 days	Total
	£'000	£'000	£'000	£'000	£'000	£'000
Expected loss rate	0%	0%	0%	4%	49%	11%
Gross carrying amount	1,305	434	485	785	822	3,831
Expected credit loss provision	-	-	-	(34)	(406)	(440)

16. Cash and cash equivalents

	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000

Cash at bank and in hand	21,311	4,946

Cash at banks earn interest at floating rates based on daily bank deposit rates.

17. Trade and other payables

Current liabilities
	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000

Trade payables	1,064	662
Other taxes and social security costs	3,416	1,683
Other payables and accruals	22,796	28,602
	27,276	30,947

Non-current liabilities
	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000

Other payables and accruals	9,528	4,625
	9,528	4,625

The fair value of trade and other payables approximates to book value at each year end. Trade payables are non-interest bearing. Accruals are normally settled monthly throughout the financial year.

The increase in other payables and accruals primarily relates to amounts owed to partners following the corporate restructuring prior to the IPO.

18. Loans and borrowings

	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000
Current borrowings

Bank loan	-	358
Lease liability	925	850
	925	1,208


Non-current interest-bearing loans and borrowings

Bank loan	-	3,284
Lease liability	3,271	4,197
	3,271	7,481


Bank loan is repayable:

Within one year	-	358
Within two to five years	-	3,284
	-	3,642

Interest on the bank loan was charged at 2.5% over LIBOR per annum.

The bank loan was secured by fixed and floating charges over the assets of FRP Advisory LLP. Cross guarantees and debentures existed between FRP Advisory LLP, Apex Debt Solutions LLP and FRP Debt Advisory Limited.

Also included within bank loans was a quarterly Revolving Capital Facility on which interest was charged at 1.5% over LIBOR.

19. Provisions for liabilities

The deferred tax provision of the group is as follows:

	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£	£

Deferred tax liability brought forward	-	-
Recognised in profit and loss for the period	124	-
	124	-

The deferred tax provision is analysed as follows:
	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000

Accelerated capital allowances	138	-
Other temporary differences	(14)	-
	124	-

20. Financial instruments

	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000

Financial assets held at amortised cost	33,576	31,069
Financial liabilities held at amortised cost	41,000	44,261

21. Share capital

	Group and company	Group and company
	As at	As at
	30 April	30 April
	2020	2019
	£	£

Allotted, called up and fully paid
237,500,560 Ordinary shares of £0.001 each	237,501	n/a

The shares have attached to them full voting, dividend and capital distributions (including on winding up) rights; they do not confer any rights of redemption. The employee benefit trust, holding 18,750,000 shares does not have an entitlement to dividends, when these options convert to shares held by staff, there will be a dividend entitlement.

Reconciliation of movements in shares during the year
	Group and company
	Ordinary	Ordinary
	number	number
	£1 shares	£0.001 shares

At 1 May 2018	-	-
Issued on incorporation	2	-
Issued on 21 February 2020	51,808	-
Subdivision	(51,810)	51,810,000
Share for share exchange	-	141,940,560
Issued on 6 March 2020	-	18,750,000
Issued on 6 March 2020	-	25,000,000
	-	237,500,560

The Company was incorporated on 14 November 2019, issuing 2 Ordinary shares of £1 each.

On 21 February 2020, the Company issued 51,808 Ordinary shares of £1 each at par.

On 25 February 2020, the Company subdivided the Ordinary shares of £1 each into Ordinary shares of £0.001 each.

On 6 March 2020, the Company issued 141,940,560 Ordinary shares of £0.001 at a value of £0.80 each in exchange for the entire issued share capital of FRP Advisory Trading Limited.

On 6 March 2020, the Company issued 18,750,000 Ordinary shares of £0.001 each at par.

On 6 March 2020, the Company issued 25,000,000 Ordinary shares of £0.001 for cash consideration of £0.80 each and incurred issue costs of £1,000,000.

22. Share based payments

FRP Advisory Group plc has granted share options at its discretion to directors and employees. These are accounted for as equity settled options. Details for the share options granted and outstanding at the year-end are as follows:

		Weighted
		average
	Number of	exercise
	share options	price £
	2020	2020

Outstanding at the beginning of the year	-	-
Granted during the year	11,463,008	-
Forfeited during the year	(64,539)	-
Outstanding at the end of the year	11,398,469	-

Exercisable at the end of the year	-	-

The weighted average life of outstanding options was three years (2019: n/a).

Details of the number of share options outstanding by type of company scheme were as follows:


		Non-executive
	Employees	directors	Total

Outstanding at the beginning of the year	-	-	-
Granted during the year	11,319,258	143,750	11,463,008
Forfeited during the year	(64,539)	-	(64,539)
Outstanding at the end of the year	11,254,719	143,750	11,398,469

Exercisable at the end of the year	-	-	-

Options arrangements that exist over FRP Advisory Group plc's shares at the end of the year are detailed below:

		Exercise
Date of grant	2020	price (£)	Vesting

6 March 2020	11,254,719	-	06/03/2023
6 March 2020	143,750	0.001	06/03/2023

The Group uses a Black Scholes model to estimate the fair value of share options. The options were issued over shares held by the FRP Advisory Group Employee Benefit Trust, an entity that is not controlled by the Group. The following information is relevant in the determination of the fair value of the above options. The assumptions inherent in the use of this model, at the time of issue, are as follows:

· The option life is the estimated period over which the options will be exercised. The options have no expiry date to discount, so 3 years has been considered a reasonable expected life as those awarded are required to remain in employment for 3 years;

· No variables change during the life of the option (such as the dividend yield remaining zero);

· As the Group has limited trading history, the volatility rate has been based on other AIM support services entities. The volatility rate used was 21%;

· A risk-free interest rate of 0.7% has been used; and

· 80% of the options issued under the employee scheme are expected to vest. 90% of the options issued to the non-executive directors are expected to vest.

The total recognised share-based payment expense during the year by the Group was £361,000 (2019: n/a).

23. Leases

	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£'000	£'000

Expenses relating to short term leases	35	35
Cash outflow for leases	1,020	952

The carrying value of right-of-use assets all relate to leasehold land and buildings.

Lease liabilities in relation to right-of-use assets fall due as follows:

	Group	Group
	As at	As at
	30 April	30 April
	2020	2019
	£	£

Due within one year	925	850
Due within two to five years	2,552	3,158
Due after more than five years	719	1,039
	4,196	5,047

24. Reserves

Called up share capital

The called up share capital reserve represents the nominal value of equity shares issued.

Share premium account

The share premium account reserve represents the amounts above the nominal value of shares issued and called up by the Company.

Treasury shares reserve

The Treasury shares reserve represents the shares of FRP Advisory plc that are held in Treasury or by the Employee Benefit Trust.

Share based payment reserve

The share based payment reserve represents the cumulative expense of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration.

Merger reserve

The merger reserve represents the difference between the nominal value of shares issued and the fair value of the assets received during the reorganisation. The merger reserve arose following a share for share exchange between FRP Advisory LLP and FRP Advisory Group plc as part of the group reorganisation and IPO during the year.

Retained earnings

The retained earnings reserve represents the Group's cumulative net gains and losses less contributions/distributions.

25. Related party transactions

During the year the Group recharged costs of £19k (2019: £23k) to Apex Debt Solutions LLP, an LLP in which the Group has a controlling interest.

FRP Advisory Services LLP provides services to FRP Advisory Trading Ltd, a subsidiary of FRP Advisory Group Plc.

During the period FRP Advisory Trading Ltd paid £2,261k to FRP Advisory Services LLP. Geoff Rowley and Jeremy French are directors of FRP Advisory Group PLC and designated members of FRP Advisory Services LLP.

26. Control

There is no one ultimate controlling party of FRP Advisory Group plc.

27. Events after the reporting period

The following director has resigned their position on the Board:

Kate O'Neill - 30 June 2020.

The following directors were appointed to the Board:

Gavin Jones - 29 June 2020.

Claire Balmforth - 3 August 2020.

28. Capital commitments

At the balance sheet date, the Group had no material capital commitments in respect of property, plant and equipment (2019: £nil).

29. Contingent liabilities

The Group is from time to time involved in legal actions that are incidental to its operations. Currently the Group is not involved in any legal actions that would significantly affect the financial position or profitability of the Group.

NOTES

The financial information set out above does not constitute the Group's statutory accounts for the year ended 30 April 2020 but is derived from those accounts. Statutory accounts for 2020 will be delivered to the Registrar of Companies following the company's annual general meeting. The auditors have reported on these accounts; their report was unqualified, did not draw attention to any matters by way of emphasis without qualifying their report and did not contain statements under s498(2) or (3) Companies Act 2006.

The information included in this announcement is taken from the audited financial statements which are expected to be dispatched to the members shortly and will be available at www.frpadvisory.com

This announcement is based on the Group's financial statements, which are prepared in accordance with applicable law and International Financial Reporting Standards ("IFRS") as adopted by the European Union.

Neither an audit nor a review provides assurance on the maintenance and integrity of the website, including controls used to achieve this, and in particular whether any changes may have occurred to the financial information since first published. These matters are the responsibility of the directors but no control procedures can provide absolute assurance in this area.

Legislation in the United Kingdom governing the preparation and dissemination of financial information differs from legislation in other jurisdictions.

This preliminary statement was approved by the Board of Directors on 26 August 2020

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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