TIDMFCAP

RNS Number : 1845S

finnCap Group PLC

07 July 2020

finnCap Group plc ("finnCap" or "the Company")

Preliminary results for the year ended 31 March 2020

Financial Highlights(1) :

   --         Turnover of GBP26.0m (FY19: GBP24.5m) 
   --         Equity Capital Markets division turnover of GBP18.7m (FY19: GBP21.3m) 
   --         M&A division turnover of GBP7.3m (FY19: GBP3.2m; 12 months to 31 March 2019: GBP14.9m) 

-- Pre-tax profit GBP1.4m before non-recurring costs of GBP0.2m (FY19: GBP4.3m before non-recurring costs of GBP1.1m)

   --         Basic EPS: 0.49p (FY19: 1.85p).  Adjusted EPS: (2) 0.80p (FY19: 2.86p) 
   --         Cash of GBP4.7m (31 Mar 2019: GBP4.7m) 

Strategic Development (1) :

   --         Completed 61 transactions with total deal and advisory fees of GBP16.0m (FY19: GBP15.2m) 
   --         Completed 13 private M&A transactions in Cavendish 
   --         Completed 3 debt mandates and signed up 9 new mandates for FY21 
   --         Hired new revenue generators to cover target sectors and services 

-- Debt advisory and private growth capital practices launched, further diversifying revenue

Current Trading (unaudited)(3)

-- Q1 2021 revenue GBP9.8m (Q120: GBP6.5m) including GBP6.5m of advisory fees (Q120: GBP4.3m)

   --         COVID-19: significantly reduced cost base and enhanced cash generation 

-- Cash(4) at 30 June 2020 was GBP8.5m (excluding proceeds from property loan and HMRC deferrals)

Commenting on the results, Sam Smith, Chief Executive Officer, said:

"The financial year was dominated by the uncertain political and economic backdrop which is reflected in our results. Equity issuance levels reached a multi-year low and M&A deal cycles lengthened considerably during the latter half of the year. Nonetheless we have continued to concentrate on expanding services, such as debt advisory and private growth capital, to enhance our product line up, as well as investing in sector coverage from which we expect to derive the benefit in future years.

At the end of March we anticipated a difficult trading environment due to COVID-19 and took the right steps to prepare quickly. In Q1 2021, we helped clients raise significant equity to strengthen balance sheets and support investment cases from a range of companies, many of which operate in areas such as life sciences and tech and are at the forefront of the UK's efforts to recover from the pandemic. This contributed to making the period the best quarter we have ever recorded.

Our capital raising activity and market volatility also helped drive higher trading revenues. While the global M&A business slowed, our team still completed several mandates, both public and private.

This strong performance in Q1 coupled with our actions to significantly reduce costs has resulted in us having a much more resilient balance sheet at 30 June 2020.

The overall outlook for the global economy and the effects of COVID-19 remain uncertain and we must continue to be cautious about the overall prospects for the current financial year. In the shorter term, our pipeline of deals for the first half remains good and we will continue to deliver on our strategy for growth."

Contacts

finnCap Group plc Tel: +44 (0) 20 7220 0500

Sam Smith, Chief Executive Officer investor.relations@finncap.com

Richard Snow, Chief Financial Officer

   Grant Thornton (Nominated Adviser)                                 Tel: +44 (0) 20 7383 5100 

Philip Secrett/Samantha Harrison/Seamus Fricker

finnCap Ltd (Broker) Tel: +44 (0) 20 7220 0500

Rhys Williams / Tim Redfern

   Sapience Communications (PR adviser)                             Tel: +44 (0) 20 3195 3240 

Richard Morgan Evans

Notes to Editors

About finnCap Group

finnCap Group plc provides financial services to growth companies both public and private. We provide advisory, broking and research services to 126 companies on AIM and on the London Stock Exchange Main Market and also advises on M&A, with a specialism in sell-side M&A through Cavendish Corporate Finance, corporate debt and private company fundraisings. finnCap also provides trading services to a broad range of institutional investors.

Notes:

(1) The FY19 comparable figures throughout this announcement, except for the M&A revenue comparative, are for the 11 month period from 1 May 2018 to 31 March 2019 because of a change in year-end and the approximately 4 months results of Cavendish Corporate Finance following its acquisition on 5 December 2018. In order to provide an appropriate 12 month comparative for the performance of the M&A segment, the comparative revenue for the M&A divisions is extracted from the audited accounts of Cavendish Corporate Finance LLP for the 12 months ended 31 March 2019.

(2) Adjusted EPS is calculated excluding share-based payments, amortisation of intangible assets from the acquisition of Cavendish, non-recurring costs and includes an adjustment to normalise tax. The weighted average number of shares in issue during the period excludes shares held by the Group's Employee Benefit Trust.

(3) The Q1 19 comparable period includes trading for three months for both finnCap Ltd and Cavendish Corporate Finance LLP.

(4) Cash at 30 June excludes GBP1.8m proceeds from the 5-year loan announced on 26 May for fitting out the new premises at One Bartholomew (which was drawn in June 2020 and which will be spent over the next three months) and amounts due to HMRC under COVID-19 arrangements and repayable over the next 6-12 12 months of c.GBP1.6m. Cash is stated before any deduction for market making working capital.

Business review

During FY20, we made significant progress with business integration, in consolidating our existing client offerings, improving our infrastructure and investing in new services which are central to delivering our strategy for growth and strengthening the business.

However, the operating environment for UK financial services was challenging and volatile. Business confidence was significantly impacted by the protracted discussion on Brexit timing in the first part of the financial year and then the resulting change in Conservative Party leadership and general election. Completing transactions in both Equity Capital Markets ("ECM") and Mergers and Acquisitions ("M&A") was significantly harder than in the prior year. This was particularly evident in the quantum of funds raised on AIM during the period with the funds raised in the calendar year 2019 amounting to only GBP3.8bn, a reduction of 30% on prior year and the lowest since 2012.

In this context, whilst the result for the year was disappointing, with revenue per head declining markedly to GBP189k (FY19: GBP230k), it was important to remain profitable and continue the development of the business.

ECM

Our equity capital markets division of the Group delivered GBP18.7m of turnover in the year (FY19: GBP21.3m). The principal reason for the reduction in turnover was a significant reduction in deal fees as a result of lower equity issuance by our corporate clients consistent with the equity market activity as a whole. The individual contributors to this performance are considered below.

Retainers - Total fees from retainers in the year were GBP6.5m (FY19: GBP5.9m). Retainers have remained stable on a pro rata basis which does not reflect the significant change in the client base in the year. Our focus on client service saw 24 new client wins which was offset by client losses principally due to delistings and takeovers.

Transactions - Total fees received from transactions in the year were GBP8.7m (FY19: GBP12.0m).

Notable public market fundraisings and advisory mandates included:

   --         Xeros Technology Group plc - GBP5.7m Equity Fundraising 
   --         Trackwise Designs plc - GBP5.9m Equity Fundraising 
   --         Synairgen plc - GBP14.0m Equity Fundraising 

-- The Barkby Group plc - Admission to AIM, GBP5.0m Equity Fundraising; GBP30.6m reverse takeover

   --         FFI Holdings plc - GBP39.5m recommended offer by Lumiere Acquisitions - Rule 3 Adviser 
   --         Nasstar plc - GBP79.4m recommended offer by GCI - Rule 3 Adviser, NOMAD and Broker 

-- SCISYS Group plc - GBP78.9m recommended offer by CGI Inc - Rule 3 Adviser, NOMAD and Broker

   --         Kingswood Holdings plc - advice on GBP80.0m Convertible Preference Shares issue 

Our debt advisory team - which works across Cavendish and finnCap - closed three deals and signed up a further 9 mandates for FY21 and our private capital team closed 4 fundraisings including for Parsley Box and Bella & Duke. Together these generated GBP0.4m revenue.

Trading - trading revenues were GBP3.6m (FY19: GBP3.4m), an improvement on the previous year, despite market conditions. This reflects our core focus on providing liquidity to our corporate client list.

M&A Advisory

Cavendish generated revenues of GBP7.3m in the year (FY19: GBP3.2m being c.4 months since acquisition), closing 13 private M&A transactions. Revenue was well down on the previous full financial year (year to 31 March 2019: GBP14.9m) reflecting the impact of political uncertainty in H2 on buyer and seller confidence and the cancellation of a small number of high value deals that would have made a material difference to the year's outturn.

Activity improved in the final quarter and the team signed up a significant number of new retainers which, we believe, demonstrates the strength of the Cavendish brand and its engagement with clients in the private sell-side market. This should benefit revenue when buyer confidence returns to the market although COVID-19 is clearly delaying many deal timetables.

Key transactions included:

   --      Java Republic - sale to Spanish coffee group Cafento 
   --      Centaur Media - sale of three subsidiaries as part of its strategic refocus 

-- The Farm Post Production - advised the founders and WPP plc on the sale to Picture Head Group

   --      Avicenna Holdings - sale to Juno Health 
   --      Lay & Wheeler - advised Naked Wines Plc on its sale Coterie Limited 
   --      Star Professional - sale to IRIS Software Group 
   --      Falcon Green - sale of a minority stake to two private business investors 
   --    AltoDigital Holdings - sale to Xerox. 

Administrative expenses

Costs increased as a result of the longer duration of the financial period, the cost base assumed from the acquisition of Cavendish, and the additional costs of being a public company throughout the period.

The average operating cost per employee reduced to GBP175k (FY19: GBP191k) primarily as a result of lower bonus payments. Average staff costs per employee reduced by 15% to GBP115k (FY19: GBP136k). Staff costs to revenue were broadly stable at 62% (FY19: 59%). Non staff operating cost per employee increased by 10% to GBP60k partly as the result of the transition to being a listed company. However, cost action decisions taken during Q4 reduced our quarterly cost run rate and we currently expect that operating costs excluding variable compensation and non-recurring costs (primarily redundancy and property move) in FY21 to be roughly 10% below FY20.

Capital and liquidity

The Group's cash and cash equivalents, net of borrowings, did not change over the period at GBP4.7m.

The Group has implemented IFRS 16 for the current period, resulting in an increase in the carrying value of Property, Plant and Equipment, and a corresponding creditor. As both of the Group's office leases are into their last year, the impact on both the Consolidated Statement of Financial Position and the Consolidated Statement of Comprehensive Income is not material.

COVID-19 Response and Dividend

At the time of its admission, we set a dividend policy reflecting the historic performance of each business, the expectation of future cash flow generation and long-term earnings potential of the Group. During FY19 the Group made dividend payments of GBP1.2m.

The COVID-19 pandemic required a rapid response and, reflecting the expectation of a severe economic impact, it appeared only sensible to preserve cash resources as a buffer against future developments.

To reduce cost, we implemented a 3-month voluntary and Group-wide reduction in salaries and directors' remuneration, deferred recruiting and reduced discretionary expenditure. In addition, we have made limited redundancies and staff furloughs. Alongside this, we also took the difficult decision to not pay any further dividends relating to the year ended 31 March 2020.

The Board recognises the importance of income to its shareholders, and is keen to reinstate the dividend, but will only do so when the operating environment is more certain and the visibility of revenue becomes clearer.

We will review our position again in November with our interim results. We further recognise our employees' and directors' contribution to the firm's financial resilience in these testing times.

Current trading and outlook

In the 3 months to 30 June 2020, the Group recorded turnover (unaudited) of GBP9.8m (Q119: GBP6.5m), up by 51% and the best quarter on record.

Our ECM division has benefitted from a number of equity fund raisings by clients to invest in COVID-19 related activities, support balance sheets and to accelerate investment. Alongside this we have completed a number of public M&A transactions, experienced favourable market-making conditions and continued to win clients.

In the M&A division transactions have continued to complete and our team has continued to win new mandates, although several transactions we expected to close in the first quarter have been delayed as a result of COVID-19.

The trading performance, combined with the actions taken to protect the business during the initial stage of the COVID-19 pandemic, led to an increase in cash at 30 June to GBP8.5m(4) . This level of liquidity is substantially in excess of our capital requirements and provides an excellent platform as we look to an uncertain future.

In September, the Group will move into its new premises at 1 Bartholomew Close which will enable us to operate and leverage our two brands from a single base and to share best practice, cross sell and win new clients. The GBP1.8m fit out cost will be financed by our 5-year loan announced in May. We expect to record c.GBP800k as a non-recurring cost in H121 as a result of having overlapping properties. Given the long rent-free period for 1 Bartholomew Close the cash impact is very substantially lower.

Whilst we have experienced a good start to the year and have a good pipeline of deals for the next few months, the fact remains that the outlook is uncertain and we therefore remain cautious about the prospects for the year and particularly the trading period post September.

Regardless, we will continue to drive our strategy and, as the result of our actions in March and a strong Q1 performance, we have a more resilient balance sheet to capture the opportunities that arise in the post COVID-19 period as we service the needs of ambitious growing companies.

Sam Smith

Chief Executive Officer

7 July 2020

Consolidated Statement of Comprehensive Income

 
                                                         Year ended     Period ended 
                                                      31 March 2020    31 March 2019 
                                                Notes       GBP'000          GBP'000 
 
  Revenue                                         2          26,006           24,516 
  Other operating income                                      (115)               14 
------------------------------------------    -------  ------------  --------------- 
  Total income                                               25,891           24,530 
  Administrative expenses                         3        (24,522)         (20,264) 
------------------------------------------    -------  ------------  --------------- 
  Operating profit before non-recurring 
   items                                                      1,369            4,266 
  Non-recurring items                                         (188)          (1,095) 
  Operating profit                                            1,181            3,171 
  Finance income                                                 26               28 
  Finance charge                                               (24)                - 
-----------------------------------------     ------- 
  Profit before taxation                                      1,183            3,199 
  Taxation                                                    (411)            (875) 
  Profit attributable to equity 
   shareholders                                                 772            2,324 
--------------------------------------------  -------  ------------  --------------- 
  Total comprehensive income for 
   the year                                                     772            2,324 
--------------------------------------------  -------  ------------  --------------- 
  Earnings per share 
   (pence) 
  Basic                                           4            0.49             1.85 
  Diluted                                         4            0.46             1.65 
 

There are no items of other comprehensive income.

All results derive from continuing operations.

Consolidated Statement of Financial Position

 
                                        31 March    31 March 
                                            2020        2019 
                                         GBP'000     GBP'000 
  Non-current 
   assets 
  Property, plant and equipment              635         487 
  Intangible 
   assets                                 13,533      13,644 
  Financial assets held at 
   fair value                                393         691 
  Deferred tax 
   asset                                     171         428 
  Total non-current 
   assets                                 14,732      15,250 
----------------------------------    ----------  ---------- 
  Current assets 
  Trade and other receivables              9,037       8,541 
  Current assets held at fair 
   value                                     431       1,111 
  Cash and cash equivalents                4,695       4,659 
  Total current 
   assets                                 14,163      14,311 
---------------------------------     ----------  ---------- 
  Total assets                            28,895      29,561 
---------------------------------     ----------  ---------- 
 
  Non-Current liabilities 
  Provisions                                  40          63 
---------------------------------     ----------  ---------- 
  Current liabilities 
  Trade and other payables                 8,469       8,065 
  Corporation taxation                        64         498 
  Borrowings                                   -           - 
  Total current liabilities                8,533       8,563 
----------------------------------    ----------  ---------- 
  Equity 
  Share capital                            1,697       1,688 
  Share premium                              616         575 
  Capital redemption 
   reserve                                     -           - 
  Own shares 
   held                                  (1,636)     (1,636) 
  EBT reserve                                  -           - 
  Merger relief reserve                   10,482      10,482 
  Share based payments reserve               388         292 
  Retained earnings                        8,775       9,534 
                                      ----------  ---------- 
  Total equity                            20,322      20,935 
---------------------------------     ----------  ---------- 
  Total equity and liabilities            28,895      29,561 
----------------------------------    ----------  ---------- 
 
 

Consolidated Statement of Cashflows

 
                                                Year ended    Period ended 
                                                  31 March        31 March 
                                                      2020            2019 
                                                   GBP'000         GBP'000 
  Cash flows from operating activities 
  Profit before taxation                             1,183           3,199 
  Adjustments for: 
  Depreciation                                         948             242 
  Amortisation of intangible assets                     79              56 
  Finance income                                      (26)            (28) 
  Share based payments charge                          110             100 
  Net fair value gains recognised 
   in profit or loss                                   115           (155) 
  Payments received of non-cash assets               (275)           (218) 
                                                     2,134           3,196 
  Changes in working capital: 
  Decrease/increase in trade and 
   other receivables                                 (495)             778 
  Increase in trade and other payables                 173             109 
  Decrease in provisions                              (23)            (10) 
  Cash generated from operations                     1,789           4,073 
  Net cash receipts /payments for current 
   asset investments 
  held at fair value through profit 
   or loss                                             680           (465) 
  Tax paid                                           (845)           (796) 
  Net cash inflow from operating 
   activities                                        1,624           2,812 
--------------------------------------------  ------------  -------------- 
  Cash flows from investing activities 
  Acquisition of subsidiaries, net 
   of cash acquired                                      -         (3,592) 
  Purchase of property, plant and 
   equipment                                         (262)           (249) 
  Purchase of intangible assets                        (9)            (30) 
  Proceeds on sale of investments                      508              70 
  Interest received                                     26              28 
  Net cash (outflow)/inflow from 
   investing activities                                263         (3,773) 
--------------------------------------------  ------------  -------------- 
  Cash flows from financing activities 
  Purchase of own shares by EBT                          -         (1,260) 
  Sale of own share by EBT                               -             693 
  Equity dividends paid                            (1,218)         (1,635) 
  Proceeds from the issue of new 
   shares net of costs                                   -           3,665 
  Proceeds from exercise of options                     50             375 
  Lease liability payments                           (683)               - 
  Proceeds from borrowings                               -           (739) 
  Net cash outflow from financing 
   activities                                      (1,851)           1,099 
--------------------------------------------  ------------  -------------- 
  Net increase/(decrease) in cash and cash 
   equivalents                                          36             138 
  Cash and cash equivalents at beginning 
   of year                                           4,659           4,521 
  Cash and cash equivalents at end 
   of year                                           4,695           4,659 
--------------------------------------------  ------------  -------------- 
 

Consolidated Statement of Changes in Equity

 
                                              Capital       Own              Merger   Share Based 
                         Share     Share   Redemption    Shares       EBT    Relief       Payment   Retained     Total 
                       Capital   Premium      Reserve      Held   Reserve   Reserve       Reserve   Earnings    Equity 
 Group                 GBP'000   GBP'000      GBP'000   GBP'000   GBP'000   GBP'000       GBP'000    GBP'000   GBP'000 
 Balance at 30 April 
  2018                   1,180       768          452     (676)      (54)         -           247      5,418     7,335 
--------------------  --------  --------  -----------  --------  --------  --------  ------------  ---------  -------- 
 Total comprehensive 
  income 
  for the period             -         -            -         -        54         -             -      2,270     2,324 
 Transactions with 
 owners: 
 Transfer of own 
  shares                     -         -            -     (960)         -         -             -          -     (960) 
 Issue of share 
  capital                  134     3,616            -         -         -         -             -          -     3,750 
 Share issue costs           -      (85)            -         -         -         -             -          -      (85) 
 Shares issued as 
 part of the 
 consideration in a 
  business 
  combination              334         -            -         -         -     9,019             -          -     9,353 
 Elimination in 
  share for share 
  acquisition                -   (1,011)        (452)         -         -     1,463             -          -         - 
 Share premium 
  cancellation                   (3,048)            -         -         -         -             -      3,048         - 
 Share based 
  payments charge            -         -            -         -         -         -           100          -       100 
 Deferred tax on 
  share based 
  payments                   -         -            -         -         -         -             -        378       378 
 Dividends                   -         -            -         -         -         -             -    (1,635)   (1,635) 
 Share options 
  exercised                 40       335            -         -         -         -          (55)         55       375 
                           508     (193)        (452)     (960)         -    10,482            45      1,846    11,276 
--------------------  --------  --------  -----------  --------  --------  --------  ------------  ---------  -------- 
 Balance at 31 March 
  2019                   1,688       575            -   (1,636)         -    10,482           292      9,534    20,935 
--------------------  --------  --------  -----------  --------  --------  --------  ------------  ---------  -------- 
 Total comprehensive 
  income 
  for the period             -         -            -         -         -         -             -        772       772 
 Transactions with 
 owners: 
 Share based 
  payments charge            -         -            -         -         -         -           110          -       110 
 Implementation of 
  IFRS16                                                                                                (70)      (70) 
 Deferred tax on 
  share based 
  payments                   -         -            -         -         -         -             -      (257)     (257) 
 Dividends                   -         -            -         -         -         -             -    (1,218)   (1,218) 
 Share options 
  exercised                  9        41            -         -         -         -          (14)         14        50 
                             9        41            -         -         -         -            96    (1,531)   (1,385) 
--------------------  --------  --------  -----------  --------  --------  --------  ------------  ---------  -------- 
 Balance at 31 March 
  2020                   1,697       616            -   (1,636)         -    10,482           388      8,775    20,322 
--------------------  --------  --------  -----------  --------  --------  --------  ------------  ---------  -------- 
 

Notes to the Financial Statements for the 12 months ended 31 March 2020

finnCap Group plc (the "Company") is a public limited company, limited by shares, incorporated and domiciled in England and Wales. The Company was incorporated on 28 August 2018. The registered office of the Company is at 1 Bartholomew Close, London, EC1A 7BL, United Kingdom. The registered company number is 11540126. The Company is listed on the AIM market of the London Stock Exchange.

   1.    Basis of Preparation and Relevant Accounting Policies 
   a.    Basis of Preparation 

The financial information set out in this announcement (the "Preliminary Financial Statements") does not constitute the Company's statutory accounts for the period ended 31 March 2020 (or the period ended 31 March 2019) under the meaning of Section 434 the Companies Act 2006 but is derived from those accounts.

Statutory accounts for the period ended 31 March 2020 have been reported on by the Company's independent auditors, BDO LLP (the "Independent Auditors"). The Independent Auditors' Reports on the Annual Report and Financial Statements for the period ended 31 March 2020 were unmodified, did not draw attention to any matters by way of emphasis and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006. The statutory accounts will be available at www.finncap.com and will be delivered to the Registrar of Companies in due course.

The Preliminary Financial Statements comparatives for FY19 include the performance of finnCap Ltd for 11 months (due to the alignment of year ends), and for Cavendish for just under four months (since the date of its acquisition).

The statutory accounts have been prepared in accordance with International Financial Reporting Standards and International Accounting Standards as adopted by the European Union and the IFRS Interpretation Committee interpretations (collectively IFRSs), and in accordance with applicable law.

These consolidated Preliminary Financial Statements contain information about the Group and have been prepared on a historical cost basis except for certain financial instruments which are carried at fair value. Amounts are rounded to the nearest thousand, unless otherwise stated and are presented in pounds sterling, which is the currency of the primary economic environment in which the Group operates.

The preparation of these Preliminary Financial Statements requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies. Judgements and estimates used in these Preliminary Financial Statements have been applied on a consistent basis with those used in the statutory accounts for the year ended 31 March 2020.

   b.    Basis of Consolidation 

The Group's consolidated financial statements include the financial statements of the Company and all its subsidiaries. Subsidiaries are entities over which the Group has control if all three of the following elements are present: power over the investee, exposure to variable returns from the investee and the ability of the investor to use its power to affect those variable returns. Subsidiaries are fully consolidated from the date on which control is established and de-consolidated on the date that control ceases.

The acquisition method of accounting is used for the acquisition of subsidiaries. Transactions and balances between members of the Group are eliminated on consolidation and consistent accounting policies are used throughout the Group for the purposes of consolidation.

The share for share acquisition of finnCap Ltd by finnCap Group plc was a corporate reorganisation to facilitate the IPO on AIM and the subsequent purchase of Cavendish. As this was not a business combination, merger accounting principles have been applied.

The Directors believe that the company has adequate resources to continue trading for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Preliminary Financial Statements.

IFRS16

The Group has applied the modified retrospective approach to the two existing property leases. As such, an asset and liability were created on the 1st April 2019 and the comparative figures have not been restated. The right of use asset and lease liability have been calculated as the net present value of the remaining lease payments discounted at the incremental borrowing rate of 3.0%. As a result of this change the group, has also derecognised a rent-free period accrual and adjusted retained earnings brought forward upon creation of the IFRS 16 assets and liabilities.

At 1 April 2019, a right-of-use asset of GBP850k was recognised and lease liability of GBP1,074k. FY20 includes depreciation of GBP600k that would have been recognised as an operating lease expense in the prior period.

   2.    Segmental reporting 

The Group is managed as an integrated full-service financial services group and the different revenue streams are considered to be subject to similar economic characteristics. Consequently, the Group is managed as one business unit.

The trading operations of the Group comprise of Corporate Advisory and Broking, M&A Advisory and Institutional Stockbroking. The Group's revenues are derived from activities conducted in the UK, although several of its corporate and institutional investors and clients are situated overseas. All assets of the Group reside in the UK.

 
                                        Year ended    Period ended 
                                     31 March 2020   31 March 2019 
                                           GBP'000         GBP'000 
 Revenues 
 Retainers                                   6,471           5,922 
 Transactions                                8,642          11,950 
 Corporate advisory and broking             15,113          17,872 
 M&A advisory                                7,326           3,229 
 Institutional Stockbroking                  3,567           3,415 
 Total Revenue                              26,006          24,516 
----------------------------------  --------------  -------------- 
 
 
 
   3.    Expenses by Nature 
 
                                       12 months       11 months 
                                           ended           ended 
                                   31 March 2020   31 March 2019 
                                                         Audited 
                                         GBP'000         GBP'000 
 
 Employee benefit 
  expense                                 16,095          14,451 
 Non-employee 
 costs                                     8,427           5,813 
 Total administrative 
  expenses                                24,522          20,264 
------------------------     ---  --------------  -------------- 
 
 Average number of 
  employees                                  140             106 
------------------------     ---  --------------  -------------- 
 
   4.    Earnings per share 
 
                                           Year ended    Period ended 
                                        31 March 2020   31 March 2019 
                                              GBP'000         GBP'000 
 Earnings (GBP'000) 
 Earnings for the purposes of basic 
  and diluted earnings 
 per share being profit for the 
  year attributable to 
 equity shareholders                              772           2,324 
 
 Number of shares 
 Weighted average number of shares 
  for the purposes 
 of basic earnings per share              157,093,604     125,845,121 
                                       --------------  -------------- 
 Weighted average dilutive effect 
  of conditional share 
 awards                                     9,553,641      14,927,048 
                                       --------------  -------------- 
 Weighted average number of shares 
  for the purposes 
 of diluted earnings per share            166,647,245     140,772,169 
-------------------------------------  --------------  -------------- 
 
 Profit per ordinary share (pence) 
 Basic profit per ordinary share                 0.49            1.85 
 Diluted profit per ordinary 
  share                                          0.46            1.65 
-------------------------------------  --------------  -------------- 
 

The shares held by the Group's Employee Benefit Trust have been excluded from the calculation of earnings per share.

The earnings per share for the year ended 31 March 2020 is reported after charging the non-recurring costs from restructuring costs, which equate to 0.12p per share.

The earnings per share for the 11 months ended 31 March 2019 is reported after charging the non-recurring costs from the IPO and acquisition of Cavendish, which equate to 0.87p per share.

   5.    Dividends 
 
                                     Year ended    Period ended 
                                  31 March 2020   31 March 2019 
                                        GBP'000         GBP'000 
 
 Dividends proposed and paid 
  during the year                         1,218           1,635 
-------------------------------  --------------  -------------- 
 Dividends per share                      0.78p           1.38p 
 
 
   6.    Balance Sheet items 
   i)                      Plant, property and equipment 

See IFRS16 disclosure above

   ii)                    Intangible assets 

Intangible assets include goodwill of GBP13,335,000 recognised on the acquisition of all the share capital of Cavendish Corporate Finance (UK) Limited and all the partnership rights of Cavendish Corporate Finance LLP on the 5(th) December 2018.

   iii)                  Deferred tax asset 

Deferred taxation for the Group relates to timing differences on the taxation relief on the exercise of options. The amount of the asset is determined using tax rates that have been enacted or substantively enacted when the deferred tax assets are expected to be recovered.

   iv)                  Trade and other receivables 

Trade and other receivables principally consist of amounts due from client, brokers and other counterparties.

   v)                    Own shares held 

The value of own shares held is the cost of shares purchased the Group's Employee Benefit Trust. The Trust was established with the authority to acquire shares in finnCap Group plc and is funded by the Group.

   vi)                  Merger relief reserve 

The merger relief reserve represents:

-- the difference between net book value of finnCap Ltd and the nominal value of the shares issued due to the share for share exchange on the acquisition of finnCap Ltd. Upon consolidation, part of the merger reserve was eliminated to recognise the pre-acquisition share premium and capital redemption reserve of finnCap Ltd; and

-- the difference between the fair value and nominal value of shares issued for the acquisition of Cavendish Corporate Finance (UK) Limited and Cavendish Corporate Finance LLP.

This reserve is not distributable.

END

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END

FR FLFLADLIRIII

(END) Dow Jones Newswires

July 07, 2020 02:00 ET (06:00 GMT)

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