Half Yearly Report

RNS Number : 0492R
Liontrust Asset Management PLC
14 November 2012
 

Embargoed until 0700 hours, Wednesday 14 November 2012

                                                        

LIONTRUST ASSET MANAGEMENT PLC

HALF YEARLY REPORT FOR THE SIX MONTHS ENDED

30 SEPTEMBER 2012

 

Liontrust Asset Management PLC ("Liontrust", the "Company", or the "Group"), the independent fund management group, today announces its Half Yearly Report for the six months ended 30 September 2012.

 

Results:

 

·     Revenues from Continuing Operations up 59% compared to the same period last year

·     Adjusted profit before tax of £0.9 million (2011: £22,000)

·     Loss before tax from Continuing Operations of £4.0 million (2011: £0.2 million), includes costs of £4.9 million relating to the acquisition of Walker Crips Asset Managers Limited, amortisation of the related intangible asset, and other non-cash and non-recurring costs (see note 6 below)

 

Assets under management:

·     On 30 September 2012, assets under management were £2.36 billion (2011: £1.19 billion)

·     Close of business on 12 November 2012, assets under management were £2.38 billion

 

Fund flows:

 

·     Net inflows for the six months to 30 September 2012 of £189 million (2011: £59 million)

 

Commenting on the results, John Ions, Chief Executive, said:

 

"Liontrust has enjoyed a very strong first six months of the financial year, continuing the substantial progress the business has made over the past couple of years. We have generated net inflows of £189 million in the period, making it nine successive quarters of positive net sales and taking our assets under management to £2.4 billion. 

 

"Fund performance and distribution capability are key to this trend continuing. Since the funds were launched or the current fund managers were appointed, all bar one of our nine unit trust funds have outperformed their benchmark and the average fund performance in their respective sectors. While there has been much focus recently on the cost of fund management, we continue to believe that investors will be prepared to pay for active managers who can deliver outperformance and in our case this has been achieved across our fund management teams.

 

"Fund management companies face many challenges ahead which I believe will create excellent opportunities for groups with clear focus and strategy. We will continue to recruit high quality fund management talent to enhance and diversify further our current capability when the opportunity arises whilst building on our strong organic momentum.

 

"We have also maintained our focus on broadening and deepening our relationships with institutional and intermediary clients. This will take on even greater importance in the post-RDR (Retail Distribution Review) world as fewer and more powerful distributors emerge who will control ever increasing amounts of fund flows. The distinct, clear and robust investment processes applied by our fund management teams allied to our excellent long-term fund performance will offer us tremendous opportunities following the implementation of RDR.

 

"These developments give me great confidence that we can continue to grow our assets under management and therefore increase revenues and profitability."

 

For further information please contact:

 

Liontrust Asset Management                                                     020 7412 1700

John Ions                                                                                             www.liontrust.co.uk

Vinay Abrol

Simon Hildrey - Head of Marketing & Communications

 

N+1 Singer                                                                                          020 7496 3000

Jonny Franklin-Adams

Jenny Wyllie

 

Chairman's Statement

 

Introduction

 

Liontrust has continued its expansion in the first six months of the financial year in spite of the headwinds facing the asset management industry in the form of continued economic uncertainty, volatile stock markets and investor nervousness. We have again delivered net positive sales over the past two quarters and an adjusted profit before tax.

 

A key driver behind the growth has been our strong fund performance. We benefit from excellent long-term track records across our fund management teams, which bodes well for continued sales in the future. We have launched the appropriate share classes for the post-RDR world and believe the experience and expertise of our fund management teams, our distinct investment processes and performance will ensure we flourish next year and beyond.

 

Our fund management capability has been enhanced further by the successful completion and integration of the acquisition of Walker Crips Asset Managers Limited. A great deal of our sales activity is currently focused on this team and we have received very positive feedback from the market.

 

I am optimistic about the future prospects for growing our assets under management ("AuM") while keeping a focus on managing costs. This will benefit the business and shareholders alike. 

 

Results

 

Adjusted profit before tax was £0.902 million (2011: £22,000). Adjusted profit (or loss) before tax is disclosed in order to give shareholders an indication of the profitability of the Group excluding the gain on the sale of the credit business, non-cash (depreciation, intangible asset amortisation and share incentivisation related) expenses and non-recurring (acquisition, cost reduction, restructuring, share incentivisation and severance compensation related) expenses ("Adjustments"), see note 6 below for a reconciliation of adjusted profit (or loss) before tax.  

 

Loss before tax from Continuing Operations of £3.678 million for the six months ended 30 September 2011 (2011: £0.352 million) includes a loss of £4.854 million (2011: gain of £1.680 million) of Adjustments.

 

AuM

 

AuM as at close of business on 30 September 2012 stood at £2,364 million, an increase of 55% since 31 March 2012.

 

AuM as at close of business on 30 September 2012 were broken down by type and process as follows:-

Process

Total

Institutional

Retail

Offshore Funds


£m

£m

£m

£m






Cashflow Solution

826

404

395

27

Economic Advantage

918

-

918

-

Macro Thematic

554

166

388

-

Asia

15

-

4

11

Indexed

51

-

51

-

Total

2,364

570

1,756

38

 

AuM as at close of business on 12 November 2012 were £2,380 million.

 

Fund Flows

 

Net inflows of £189 million were achieved for the six months ended 30 September 2012 (2011: £59 million).

 

A reconciliation of fund flows and AuM over the six month period to 30 September 2012 is as follows:-


Total

Institutional

UK Retail

Offshore Funds


£m

£m

£m

£m






Opening AuM - 1 April 2012

1,529

388

1,088

53






Inflows

427

39

388

0

Outflows

(238)

(24)

(202)

(12)

Net flows

189

15

186

(12)






Acquisition of Walker Crips Asset Managers Ltd *

581

160

421

0






Market movement

65

7

61

(3)






Closing AuM - 30 September 2012

2,364

570

1,756

38

 

Performance fees

 

Performance fees of £20,000 were earned in the six months to 30 September 2012 (2011: £576,000, of which £119,000 related to the credit business, the disposal of which completed on 30 June 2011).

 

Awards

 

We are proud to announce a hat-trick of awards for Liontrust in the six months to 30 September 2012:

 

·     The Liontrust Special Situations Fund won the "Best UK Growth Fund" at the Investment Week Fund Manager of the Year Awards in July for the second year running.

 

·     Liontrust has been named the "Best UK Equity Group" by Money Observer magazine.

 

·     Liontrust Special Situations Fund won the "Best UK Equity Growth Fund" Award from What Investment magazine.

 

Fund Performance (Quartile ranking)

 

The strength of Liontrust's fund management capability is shown by the fact that all bar one of nine unit trust funds have out-performed their respective IMA sector average since launch or since the fund managers were appointed to 31 October 2012. Liontrust Special Situations Fund was ranked second out of 216 funds in the IMA UK All Companies sector over this period while another five of the funds were in the first quartile of their respective sectors. 

 


Quartile ranking - 1 year

Quartile ranking - 3 year

Quartile ranking - 5 year

Quartile ranking - Since Manager tenure

Launch / Manager appointed

Liontrust Income Fund

2

2

-

1

25/03/2009

Liontrust UK Growth Fund

1

1

-

1

25/03/2009

Liontrust Special Situations Fund

1

1

1

1

10/11/2005

Liontrust UK Smaller Companies Fund

1

1

1

1

08/01/1998

Liontrust European Absolute Return Fund

4

4

-

4

08/07/2009

Liontrust European Growth Fund

4

1

1

1

15/11/2006

Liontrust Asia Income Fund

-

-

-

2

05/03/2012

Liontrust Macro Equity Income Fund

4

3

1

2

31/10/2003

Liontrust Macro UK Growth Fund

4

3

2

2

01/08/2002

 

Source: Financial Express, total return, bid to bid, to 31 October 2012 unless otherwise stated.  The above funds are all UK authorised unit trusts (retail share class).  Liontrust FTSE 100 Tracker Fund (index fund) and Liontrust Macro UK High Alpha Fund (proposed to, subject to appropriate approvals, merge into Liontrust Macro UK Growth Fund) not included. Past performance is not a guide to the future; the value of investments and the income from them can fall as well as rise. Investors may not get back the amount originally subscribed.

 

Outlook

Net positive sales in the first half of the financial year and the acquisition of Walker Crips Asset Managers Limited has continued the growth momentum that Liontrust has built up over the past couple of years. With excellent long-term fund performance spread across different fund management teams, the broadening of our client base and a significantly higher level of assets under management than 12 months ago, we have strong foundations in place from which to continue to expand the business.  

Adrian Collins

Chairman

 

Consolidated Statement of Comprehensive Income

Six months ended 30 September 2012

 




Six

Six

Year




months to

months to

ended




30-Sep-12

30-Sep-11

31-Mar-12




(unaudited)

(unaudited)

(audited)



Notes

£'000

£'000

£'000







Continuing Operations












Revenue


3

8,227

5,185

13,714

Cost of sales



(53)

(44)

(76)

Gross profit



8,174

5,141

13,638







Realised (loss)/gain on sale of financial assets



(8)

212

212

Administration expenses


5

(12,009)

(5,518)

(15,445)

Operating loss from Continuing Operations



(3,843)

(165)

(1,595)







Interest payable



(113)

-

-

Interest receivable



4

10

22







Loss before tax from Continuing Operations



(3,952)

(155)

(1,573)







Taxation


7

274

(197)

(250)







Loss for the period from Continuing Operations



(3,678)

(352)

(1,823)







Discontinued Operations












Realised gain on sale of credit business


4

-

1,834

1,569

Profit after tax for the period from Discontinued Operations (attributable to equity holders of the Company)


4

-

17

17







(Loss)/profit for the period



(3,678)

1,499

(237)







Other comprehensive income:






Net (losses)/gains on available-for-sale financial assets net of tax

(8)

61

61

Amounts recycled through the Consolidated Statement of Comprehensive Income



8

(212)

(212)













Other Comprehensive income for the period, net of tax


-

(151)

(151)







Total comprehensive income



(3,678)

1,348

(388)










Pence

Pence

Pence







Basic earnings per share


8

(10.46)

4.92

(0.73)

Diluted earnings per share


8

(10.37)

4.89

(0.73)







The notes 1 to 15 form an integral part of this condensed consolidated interim financial information.

 

Consolidated Balance Sheet

As at 30 September 2012

 




30-Sep-12

30-Sep-11

31-Mar-12




(unaudited)

(unaudited)

(audited)



Notes

£'000

£'000

£'000

Assets






Non current assets






Intangible assets


10

12,002

-

1,100

Property, plant and equipment



113

134

121

Deferred tax assets



1,912

1,985

1,638

 Total Non current assets



14,027

2,119

2,859

Current assets






Trade and other receivables



15,394

10,800

18,462

Financial assets


11

111

369

295

Cash and cash equivalents



6,034

12,639

12,388

Total current assets



21,539

23,808

31,145







Liabilities






Non current liabilities






Convertible unsecured loan stock - Loan component

12

(3,521)

 -

-

 Total Non current liabilities



(3,521)

-

-

Current liabilities






Trade and other payables



(15,567)

(8,809)

(16,932)

Accruals



(288)

(153)

(233)

Total current liabilities



(15,855)

(8,962)

(17,165)







Net current assets



5,684

14,846

13,980







Net assets



16,190

16,965

16,839







Shareholders' equity






Ordinary shares



389

353

371

Share premium



13,801

10,272

11,552

Capital redemption reserve



15

15

15

Convertible unsecured loan stock - Equity component

12

479

-

-

Retained earnings



13,678

18,497

17,073

Own shares held



(12,172)

(12,172)

(12,172)







Total equity



16,190

16,965

16,839

 

The notes 1 to 15 form an integral part of this condensed consolidated interim financial information.

 

Consolidated Cash Flow Statement

Six months ended 30 September 2012





Six

Six

Year





months to

months to

ended





30-Sep-12

30-Sep-11

31-Mar-12





(unaudited)

(unaudited)

(audited)





£'000

£'000

£'000








Cash flows from operating activities





Cash inflow from operations


11,599

7,961

14,351

Cash outflow from operations


(12,626)

(9,381)

(15,914)

Cash inflow/(outflow) from changes in unit trust receivables and payables


679

375

(754)

Net cash used in operations


(348)

(1,045)

(2,317)








Interest (paid)/received


(109)

10

22

Tax received



-

70

1,035

Net cash used in operating activities


(457)

(965)

(1,260)








Cash flows from investing activities





Purchase of property and equipment


(9)

(32)

(41)

Sale of credit business


-

1,393

2,434

Acquisitions


(12,240)

-

(2,166)

Sale of seeding investments


161

8,086

7,966

Purchase of seeding investments


(97)

-

-

Net cash (used in)/from investing activities


(12,185)

9,447

8,193








Cash flows from financing activities





Issue of new shares



2,288

-

1,298

Issue of Convertible unsecured loan stock


4,000

-

-

Net cash from financing activities


6,288

-

1,298

 

Net (decrease)/increase in cash and cash equivalents

(6,354)

8,482

8,231

Opening cash and cash equivalents*


12,388

4,157

4,157

Closing cash and cash equivalents


6,034

12,639

12,388

 

* Cash and cash equivalents consists only of cash balances.

 

Consolidated Statement of Change in Equity

Six months ended 30 September 2012



Share

Share

Capital

Re-

Convertible

Retained

Own shares

Total



capital

premium

redemption

valuation

Loan Equity

earnings

held

Equity







Element






£ '000

£ '000

£ '000

£ '000

£ '000

£ '000

£ '000

£ '000











Balance at 1 April 2012 brought forward

371

11,552

15

-

-

17,073

(12,172)

16,839











Loss for the period

-

-

-

-

-

(3,678)

-

(3,678)










Net loss on available-for-sale financial assets net of tax

-

-

-

(8)

-

-

-

(8)










Amounts recycled through the Consolidated Statement of Comprehensive Income

-

-

-

8

-

-

-

8











Total comprehensive income for the period

-

-

-

-

-

(3,678)

-

(3,678)











Addition of Convertible unsecured loan stock -  Equity component


-

-

-

-

479

-

-

479











Shares issued


18

2,249

-

-

-

-

-

2,267










Equity share options issued

-

-

-

-

-

283

-

283










Balance at 30 Sep 2012

389

13,801

15

-

479

13,678

(12,172)

16,190

                               

Consolidated Statement of Change in Equity

Six months ended 30 September 2011



Share

Share

Capital

Re-

Retained

Own shares

Total



capital

premium

redemption

valuation

earnings

held

Equity



£ '000

£ '000

£ '000

£ '000

£ '000

£ '000

£ '000










Balance at 1 April 2011 brought forward

353

10,272

15

151

16,703

(12,172)

15,322










Profit for the period

-

-

-

-

1,499

-

1,499









Net gain on available-for-sale financial assets net of tax

-

-

-

61

-

-

61









Amounts recycled through the Consolidated Statement of Comprehensive Income

-

-

-

(212)

-

-

(212)










Total comprehensive income for the period

-

-

-

(151)

1,499

-

1,348

Shares issued


-

-

-

-

-

-

-









Equity share options issued

-

-

-

-

295

-

295









Balance at 30 Sep 2011

353

10,272

15

-

18,497

(12,172)

16,965

 

Consolidated Statement of Change in Equity

Year ended 31 March 2012



Share

Share

Capital

Re-

Retained

Own shares

Total



capital

premium

redemption

valuation

earnings

held

Equity



£ '000

£ '000

£ '000

£ '000

£ '000

£ '000

£ '000










Balance at 1 April 2011 brought forward

353

10,272

15

151

16,703

(12,172)

15,322










Loss for the period

-

-

-

-

(237)

-

(237)









Net gains on available-for-sale financial assets net of tax

-

-

-

61

-

-

61









Amounts recycled through the Consolidated Statement of Comprehensive Income

              -

                 -

                      -

(212)

                     -

                     -

(212)










Total comprehensive income for the year

              -

                 -

                      -

(151)

(237)

                     -

(388)


















Shares issued


18

1,280

-

-

-

-

1,298









Equity share options issued

-

-

-

-

607

-

607









Balance at 31 March 2012

371

11,552

15

-

17,073

(12,172)

16,839

 

Notes to the Financial Statements

 

1.    Principal accounting policies

 

Basis of Preparation

 

This Half Yearly Report is unaudited and does not constitute statutory accounts within the meaning of s434 of the Companies Act 2006. The financial information for the half years ended 30 September 2012 and 2011 has not been audited or reviewed by the auditors pursuant to the Auditing Practices Board guidance on Review of Interim Financial Information. The statutory accounts for 2012, which were prepared in accordance with International Financial Reporting Standards ("IFRS"), comprising standards and interpretations approved by either the International Accounting Standards Board or the International Financial Reporting Interpretations Committee or their predecessors, as adopted by the European Union, and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, have been delivered to the Registrar of Companies. The auditors' opinion on these accounts was unqualified and did not contain a statement made under s498 of the Companies Act 2006.                                         

                                               

The financial statements have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority ("DTR") and with IAS 34 'Interim Financial Reporting'.                                            

                                               

The accounting policies applied in this Half Yearly Report are consistent with those applied in the Group's most recent annual accounts.                                             

                                               

At the date of authorisation of these financial statements, the following Standards and Interpretations were in issue but either not endorsed or not yet effective:                                            

                                               

IFRS 9    Financial instruments: Classification                     

                                               

The Directors anticipate the adoption of these Standards and Interpretations in future periods will have no material impact on the financial statements of the Group.                                           

 

2.    Segmental reporting

 

The Group's operates only in one business segment - Investment management.                                            

                                               

The Group offers different fund products through different distribution channels. All financial, business and strategic decisions are made centrally by the Board, which determines the key performance indicators of the Group. The Group reviews financial information presented at a Group level. The Board, is therefore, the chief operating decision-maker for the Group. The information used to allocate resources and assess performance is reviewed for the Group as a whole. On this basis, the Group considers itself to be a single-segment investment management business.                                           

 

3.    Revenue from Continuing Operations


Six

Six

Year


months to

months to

ended


30-Sep-12

30-Sep-11

31-Mar-12


(unaudited)

(unaudited)

(audited)


£'000

£'000

£'000

Revenue




 - Revenue

8,207

4,728

9,831

 - Performance fee revenue

20

457

3,883

Total Revenue

8,227

5,185

13,714

 

4.    Discontinued Operations

 

In July 2011, the Group completed the sale of its credit business including its credit team to Avoca Capital Holdings (the "Disposal"). The two funds that the credit team managed, the Liontrust Credit Absolute Return Fund and the Liontrust Credit Fund were transferred to Avoca. The total consideration for the Disposal was 3.75% of the assets under management transferred. The gain on this has been calculated as follows:

 


Six months to

Six months to

Year ended


30-Sep-12

30-Sep-11

31-Mar-12


(unaudited)

(unaudited)

(audited)


£'000

£'000

£'000





Proceeds received from sale

-

2,490

2,490

Costs associated with sale

 -                            

(56)

(56)

Cost of intangible asset held on balance sheet

-

(600)

(600)

Taxation on gain

-

-

(265)

Realised gain on sale of credit business

-

1,834

1,569





Revenue

-

275

275

Member and Employee expenses

-

(223)

(223)

Administrative expenses

-

(29)

(29)

Tax

-

(6)

(6)

Profit after tax from Discontinued Operations

-

17

17

 

5.    Administration expenses from Continuing Operations

 


Six

Six

Year


months to

months to

ended


30-Sep-12

30-Sep-11

31-Mar-12


(unaudited)

(unaudited)

(audited)


£'000

£'000

£'000

Employee related expenses




Director and employee costs

1,089

1,560

4,533

Share incentivisation expense

176

235

380

Severance compensation

154

-

147


1,419

1,795

5,060

Non employee related expenses




Members' drawings charged as an expense

4,173

1,446

3,458

Acquisition costs

1,738

-

690

Members' share incentivisation expense

117

73

241

Members' severance compensation

387

-

-

Cost reduction and restructuring programme

395

-

515

Depreciation and intangible asset amortisation

1,356

22

1,109

Other administration expenses

2,424

2,182

4,372

Total administration expenses

12,009

5,518

15,445

 

6.    Adjusted profit (or loss) before tax

 

Adjusted profit (or loss) before tax is disclosed in order to give shareholders an indication of the profitability of the Group excluding the gain on the sale of the credit business, non-cash (depreciation, intangible asset amortisation and share incentivisation related) expenses and non-recurring (acquisition, cost reduction, restructuring, share incentivisation and severance compensation related) expenses, and is reconciled in the table below.

 


Six

Six

Year


months to

months to

ended


30-Sep-12

30-Sep-11

31-Mar-12


(unaudited)

(unaudited)

(audited)


£'000

£'000

£'000





(Loss)/Profit for the period

(3,678)

1,499

(237)

Taxation on Continuing Operations

(274)

197

250

Taxation on Discontinued Operations

-

6

271

(Loss)/Profit before tax from Continuing and Discontinued Operations

(3,952)

1,702

284





Employee related share incentivisation expense

176

235

621

Member related share incentivisation expense

117

73

-

Severance compensation

541

-

147

Gain on sale of credit business

-

(1,834)

(1,834)

Acquisition related costs

1,738

  -

690

Cost reduction and restructuring

395

-

515

Members' advance drawings

531

(176)

(531)

Depreciation and Intangible asset amortisation

1,356

22

1,109

Adjustments

4,854

(1,680)

717

Adjusted profit before tax

902

22

1,001

 

7.    Taxation

 

The half yearly tax charge has been calculated at the estimated full year effective UK corporation tax rate of 24% (2011: 26%).

 

8.    Earnings per share

 

The calculation of basic earnings per share is based on profit after taxation and the weighted average number of Ordinary Shares in issue for each period. The weighted average number of Ordinary Shares for the six months ended 30 September 2012 was 35,157,320 (30 September 2011: 31,617,555, 31 March 2012: 32,268,104). Shares held by the Liontrust Asset Management Employee Trust are not eligible for dividends and are treated as cancelled for the purposes of calculating earnings per share.

 

Diluted earnings per share is calculated on the same bases as set out above, after adjusting the weighted average number of Ordinary Shares for the effect of options to subscribe for new Ordinary Shares that were in existence during the six months ended 30 September 2012. The adjusted weighted average number of Ordinary Shares so calculated for the period was 35,454,359 (30 September 2011: 31,815,023, 31 March 2012: 32,465,594). This is reconciled to the actual weighted number of Ordinary Shares as follows:

 



30-Sep-12

30-Sep-11

31-Mar-12











Weighted average number of Ordinary Shares


35,157,320

31,617,555

32,268,104






Weighted average number of dilutive Ordinary shares under option:





 - to Liontrust Senior Incentive Plan


99,013

-

-

 - to Liontrust Incentive Plan


198,026

197,468

197,490

 - to Liontrust Option Plan


-

-

-






Adjusted weighted average number of Ordinary Shares


35,454,359

31,815,023

32,465,594

 

9.    Acquisition of Walker Crips asset Managers Limited

 

On 13 March 2012, Liontrust announced that it had entered into a conditional share purchase agreement with Walker Crips Group Plc ("Walker Crips") to purchase (the "Acquisition") the entire issued share capital of Walker Crips Asset Managers Limited. The Acquisition completed on 12 April 2012 and Liontrust issued 1,851,719 new Ordinary shares, £4 million of Convertible unsecured loan stock (see note 12 below) and £6,447,853 in cash as consideration payable to Walker Crips, which included net assets of £0.448 million.

 

10.  Intangible assets

 

Intangible assets represent investment management contracts that have been capitalised upon acquisition and are amortised on a straight-line basis over a period of 5 years. The intangible asset on the balance sheet represents investment management contracts as follows:



30-Sep-12

30-Sep-11

31-Mar-12



£'000

£'000

£'000






Intangible asset from the acquisition of Occam


883

-

1,100

Intangible asset from the acquisition of Walker Crips Asset Managers Limited

11,119

-

-



12,002

-

1,100

 

11.  Financial assets

 

Assets held at fair value through profit and loss:

The Group's assets held at fair value through profit and loss represent units in the UK Authorised unit trusts and shares in sub-funds of the Liontrust Guernsey Fund Limited (a Guernsey domiciled Open ended investment company) held in the manager's box and are valued at bid price.

 

Assets held as available-for-sale              :                                              

The Group's assets held as available-for-sale represent shares in the Liontrust European Absolute Alpha Return Fund (a sub-fund of Liontrust Umbrella Fund PLC (a Dublin Open ended investment company) and are valued at bid price).                                                     

 

12.  Convertible unsecured loan stock

 

On 12 April 2012, as part of the consideration for the acquisition of Walker Crips Asset Managers Limited (see note 9 above),  the Company issued £4 million of Convertible unsecured loan stock (the "Stock"), which may convert into 4 million new Ordinary Shares limited to the total quantity being issued is no more than 4.99% of the number of Ordinary Shares already admitted to trading on a regulated market situated or operated in the United Kingdom at that time in the first year after issuing and no more than 9.99% per year thereafter until the maturity date, being 5 years at the Stockholder's option. The Directors have chosen to present the Stock, in accordance with IAS 32 (Financial Instruments: Presentation), as a financial instrument that contains both a liability and equity component. The liability component has been determined as £3.521 million and is shown as a financial liability; the balance of £0.479 million, being the equity component, is treated as an equity instrument.                                              

 

13.  Related party transactions

 

During the six months to 30 September 2012 the Group received fees from unit trusts under management of £8,107,000 (2011: £5,673,000). Transactions with these unit trusts comprised creations of £275,753,000 (2011: £139,394,000) and liquidations of £60,261,000 (2011: £99,590,000). Directors can invest in unit trusts managed by the Group on commercial terms that are no more favourable than those available to staff in general. As at 30 September 2012 the Group owed the unit trusts £11,141,000 (2011: £3,507,000) in respect of unit trust creations and was owed £918,000 (2011: £627,000) in respect of unit trust cancellations and fees.  

 

  During the six months to 30 September 2012 remuneration paid to key decision makers (the Executive Directors) was  £400,000 (2011: £325,000).         

                                                                                                                                                 

14.  Key risks

 

The Directors have identified the risks and uncertainties that affect the Group's business and believe that they will be substantially the same for the second half of the year as the current risks as identified in the 2012 Annual Report.  These can be broken down into risks that are within the management's influence and risks that are outside it.                                                                                                                                                                                                                                                            

Risks that are within management's influence include areas such as the expansion of the business, prolonged periods of under-performance, loss of key personnel, human error, poor communication and service leading to reputational damage and fraud.

 

Risks outside the management's influence include falling markets, terrorism, a deteriorating UK economy, investment industry price competition and hostile takeovers.                                                                                                                                                                                                                                          

Management monitor all risks to the business, they record how each risk is mitigated and have warning flags to identify increased risk levels. Management recognise the importance of risk management and view it as an integral part of the management process which is tied into the business model and is described further in the Risk management and internal control section on page 17 of the 2012 Annual Report and Note 2 "Financial risk management" on page 35 of the 2012 Annual Report.              

                                                                                                                                                  

15.  Directors' responsibilities

 

The Directors confirm that this condensed set of financial statements has been prepared in accordance with IAS 34 as adopted by the European Union, and that the Half Yearly Report herein includes a fair review of the information required by DTR 4.2.7 and DTR 4.2.8.

 

By Order of the Board

John S. Ions                                                        Vinay K. Abrol

Chief Executive                                                 Chief Operating Officer and Chief Financial Officer

 

Forward Looking Statements                                                                                    

                                                                                                                               

This report contains certain forward-looking statements with respect to the financial condition, results of operations and businesses and plans of the Group. These statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that have not yet occurred. There are a number of factors that could cause actual results or developments to differ materially from those expressed or implied by these forward-looking statements and forecasts. Nothing in this announcement should be construed as a profit forecast.

 

END


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