Interim Results
Fiske PLC
24 January 2003
Chairman's Statement
There has been no overall improvement in trading conditions since I reported to
you in August 2002. Markets continue to be volatile and depressed. The general
economic conditions are still not conducive to a resumption in levels of private
client activity which is the core of our business.
Net losses for the half-year ended 30 November 2002 were £413,000. These net
losses are arrived at after making provisions of £425,000 for the writing down
of goodwill which are further referred to below. They also take account of an
exceptional profit of £319,000 arising on the sale of a part of our shareholding
in the London Stock Exchange.
The acquisition of the fund management business of Ionian, which we completed in
June 2002, and the subsequent acquisition of the business of one of our
associates, Leslie Harmon, have proved to be successful albeit in the present
difficult climate. We anticipate further benefits to accrue in the future.
Since the Ionian acquisition occurred in the first half of this current year, we
have carefully considered the carrying forward of goodwill arising on
consolidation. Bearing in mind the Stock Market values of quoted fund management
groups and the reduction in value of funds under management, we have concluded
that the most appropriate and prudent policy at the outset is to write this down
to a realistic figure and then to provide by equal annual instalments for the
writing off of the remaining balance over a period of ten years. This gives rise
to a write-off of £395,000 which has been provided in the first half of this
year and goodwill carried forward of £753,000 to be provided for in equal annual
instalments of £75,000 thereafter. In the case of the Harmon acquisition,
goodwill will be written off over four years giving rise to a provision in the
first half of £30,000 and an annual charge thereafter of £75,000. The total
provision for goodwill in the first half is thus £425,000.
Since 30 November 2002, being the second half of the current year, we have sold
a further 25,000 shares in the London Stock Exchange to produce a profit of
£78,500 and now retain 75,000 shares held at nil cost, which were quoted at
344.75p per share on 23 January 2003.
We have continued to closely monitor our overheads and savings have been made
wherever possible. We are not pessimistic about the future and we believe that
value will emerge in the equity markets for our clients once this period of
global economic uncertainty is over. Bearing in mind the strength of our balance
sheet, we have decided to pay an interim dividend, out of Revenue Reserves, of
1p per share reduced from 2p for the first half of last year.
G Maitland Smith
Chairman
24 January 2003
Independent Review Report to Fiske plc
Introduction
We have been instructed by the company to review the financial information for
the six months ended 30 November 2002 which comprises the consolidated profit
and loss account, the consolidated balance sheet, the consolidated cash flow
statement and related notes (1 to 6). We have read the other information
contained in the interim report and considered whether it contains any apparent
misstatements or material inconsistencies with the financial information.
Directors' responsibilities
The interim report, including the financial information contained therein, is
the responsibility of, and has been approved by, the directors. The directors
are also responsible for ensuring that the accounting policies and presentation
applied to the interim figures are consistent with those applied in preparing
the preceding annual accounts except where any changes, and the reasons for
them, are disclosed.
Review work performed
We conducted our review in accordance with the guidance contained in Bulletin
1999/4 issued by the Auditing Practices Board for use in the United Kingdom.
A review consists principally of making enquiries of group management and
applying analytical procedures to the financial information and underlying
financial data and, based thereon, assessing whether the accounting policies and
presentation have been consistently applied unless otherwise disclosed. A review
excludes audit procedures such as tests of controls and verification of assets,
liabilities and transactions. It is substantially less in scope than an audit
performed in accordance with United Kingdom auditing standards and therefore
provides a lower level of assurance than an audit. Accordingly, we do not
express an audit opinion on the financial information.
Review conclusion
On the basis of our review we are not aware of any material modifications that
should be made to the financial information as presented for the six months
ended 30 November 2002.
Deloitte & Touche
Chartered Accountants
London
24 January 2003
Consolidated Profit and Loss Account
for the six months ended 30 November 2002
Six months ended Six months ended Year ended
30 November 2002 30 November 2001 31 May 2002
Unaudited Unaudited Audited
Notes £'000 £'000 £'000
TURNOVER
Gross commission receivable 1,138 1,312 2,326
Commission payable (327) (525) (904)
Other income 122 206 301
Continuing operations 740 993 1,723
Acquisitions 193 - -
933 993 1,723
OPERATING COSTS
Goodwill write-off (exceptional) 1 (395) - -
Staff costs (638) (554) (987)
Depreciation (51) (54) (111)
Other operating charges (659) (727) (1,469)
(1,743) (1,335) (2,567)
Continuing operations (424) (342) (844)
Acquisitions (including goodwill write-off) (386) - -
OPERATING LOSS (810) (342) (844)
Gain on disposal of fixed asset investment 319 1,097 1,097
Other income from fixed asset investments 33 13 19
Interest receivable and similar income 56 113 186
Interest payable (1) - (1)
407 1,223 1,301
(LOSS)/PROFIT ON ORDINARY ACTIVITIES
BEFORE TAXATION (403) 881 457
Taxation on (loss)/profit on ordinary activities (10) (282) (162)
(LOSS)/PROFIT ON ORDINARY ACTIVITIES
AFTER TAXATION (413) 599 295
Dividends paid and proposed 4 (80) (130) (429)
Retained (loss)/profit for the period/year (493) 469 (134)
Retained profit brought forward 1,672 1,806 1,806
Retained profit carried forward 1,179 2,275 1,672
Basic (losses)/earnings per share 3 (5.2)p 9.2p 4.5p
Diluted (losses)/earnings per share 3 (5.2)p 9.2p 4.4p
Headline losses per share 3 (3.2)p (3.3)p (7.3)p
Headline diluted losses per share 3 (3.2)p (3.3)p (7.3)p
Consolidated Balance Sheet
30 November 2002
As at As at As at
30 November 2002 30 November 2001 31 May 2002
Unaudited Unaudited Audited
Note £'000 £'000 £'000
FIXED ASSETS
Tangible assets 120 208 159
Intangible assets 2 1,122 - -
Investments 347 115 387
1,589 323 546
CURRENT ASSETS
Market and client debtors 7,151 7,237 6,424
Other debtors 203 160 132
Cash at bank and in hand 2,868 4,675 3,716
10,222 12,072 10,272
CREDITORS: amounts falling due
within one year
Market and client creditors (6,950) (7,293) (6,507)
Other creditors (559) (852) (664)
(7,509) (8,145) (7,171)
NET CURRENT ASSETS 2,713 3,927 3,101
TOTAL ASSETS LESS CURRENT
LIABILITIES 4,302 4,250 3,647
CAPITAL AND RESERVES
Called up share capital 1,996 1,630 1,630
Share premium account 1,127 345 345
Profit and loss account 1,179 2,275 1,672
EQUITY SHAREHOLDERS' FUNDS 4,302 4,250 3,647
Consolidated Cash Flow Statement
for the six months ended 30 November 2002
RECONCILIATION OF OPERATING LOSS TO NET CASH OUTFLOW
FROM OPERATING ACTIVITIES
Six months ended Six months ended Year ended
30 November 2002 30 November 2001 31 May 2002
Unaudited Unaudited Audited
£'000 £'000 £'000
Operating loss (810) (342) (844)
Depreciation charges 51 54 111
Amortisation 30 - -
Goodwill write-off (exceptional) 395 - -
(Increase)/decrease in debtors (451) 2,631 3,471
Increase/(decrease) in creditors 322 (2,788) (3,502)
Net cash outflow from operating activities (463) (445) (764)
CASH FLOW STATEMENT
Six months ended Six months ended Year ended
30 November 2002 30 November 2001 31 May 2002
Unaudited Unaudited Audited
£'000 £'000 £'000
Net cash outflow from operating activities (463) (445) (764)
Returns on investment and servicing of finance 68 126 204
Taxation
UK corporation tax repaid/(paid) 145 (182) (488)
Capital expenditure and financial investment (27) 1,073 791
Acquisitions (272) - -
Equity dividends paid (299) (244) (374)
(Decrease)/increase in cash (848) 328 (631)
(Decrease)/increase in cash in the period (848) 328 (631)
Change in net cash (848) 328 (631)
Net funds brought forward 3,716 4,347 4,347
Net funds carried forward 2,868 4,675 3,716
Notes
for the six months ended 30 November 2002
1.Goodwill
In respect of the acquisition of Ionian Group Limited, a fund management
business, on 5 June 2002 for £1.58 million, Fiske plc has decided, following a
review of the business at 30 November 2002, to make a provision of £395,000 for
impairment of the value of the business acquired. The balance of the goodwill
resulting from the acquisition will be amortised in equal parts over the next
ten years.
In respect of the acquisition of the goodwill of the business of Mr Leslie
Harmon and Mr Matthew Shock on 1 August 2002 for a consideration of £300,000,
Fiske plc has decided to write off this goodwill in equal parts over four years.
2.Intangible Assets
As at
30 November 2002
£'000
Fund management acquisition 753
Other acquisition 270
Fiscal Licence 99
1,122
3. Earnings per ordinary share
Headline earnings per share has been calculated in accordance with the
definition in the Institute of Investment Management Research ('IIMR') Statement
of Investment Practice No. 1, 'The definition of IIMR Headline Earnings', in
order to eliminate the exceptional gain arising on the disposal of London Stock
Exchange shares and any effects of goodwill as follows:
Six months ended Six months ended Year ended
30 November 2002 30 November 2001 31 May 2002
Unaudited Unaudited Audited
Basic (losses)/earnings per ordinary share (5.2)p 9.2p 4.5p
Add: Goodwill write-off 5.2p - -
Less: Gain on disposal of fixed asset
investment
after taxation 3.2p 12.5p 11.8p
Headline losses per ordinary share (3.2)p (3.3)p (7.3)p
Diluted (losses)/earnings per ordinary (5.2)p 9.2p 4.4p
share
Add: Goodwill write-off 5.2p - -
Less: Gain on disposal of fixed asset
investment
after taxation 3.2p 12.5p 11.7p
Headline diluted losses per ordinary share (3.2)p (3.3)p (7.3)p
4. Dividend
The interim dividend of 1p per share will be paid on 28 February 2003 to
shareholders on the register on 7 February 2003. The shares will be marked
ex-dividend on 5 February 2003.
5. Contingent Liability
The group has received a small number of claims. The maximum exposure to the
group is £350,000. The directors are of the opinion that the majority of these
claims will not be sustained.
6. Basis of preparation
Financial information for the year ended 31 May 2002 has been extracted from the
Company's statutory accounts which have been delivered to the Registrar of
Companies. The audit report on the accounts for the year ended 31 May 2002 was
unqualified. The financial information contained in this Interim Report does not
constitute the Company's statutory accounts within the meaning of section 240 of
the Companies Act 1985.
Enquiries:
Clive Harrison - Chief Executive - (020) 7448 4700
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