The following amendment has been made
to the 'Full Year Results' announcement released on 24/07/24 at
07.00 under RNS No 6188X.
The record date is corrected from 26
September 2024 to 27 September 2024.
All other details remain
unchanged.
The full amended text is shown
below.
24 July 2024
FRP ADVISORY GROUP
PLC
("FRP",
the "Group" or the "Company")
Full Year
Results
for the
year ended 30 April 2024
FRP Advisory Group plc, a leading
national specialist business advisory firm, is pleased to announce
its full year results for the year ended 30 April 2024
("FY2024").
Geoff Rowley, Chief Executive
Officer of FRP Advisory Group plc, said:
|
"The Group made excellent progress in the financial year to 30
April 2024, growing revenues and profits for another consecutive
year as we remained focused on the execution of our proven
strategy: achieving strong organic growth, supplemented by
selective acquisitions.
All five of our pillars made a positive contribution in the
year. Our restructuring team continued to be the most active in the
UK administration appointment market, FRP Corporate Finance
was ranked as the 24th most active financial adviser in the UK
M&A market, and our Forensic Services team was very active on a
high number of investigation and litigation / arbitration
confidential projects. Trading for the first full year of the
combined Financial Advisory pillar has been positive, with
heightened activity across all service lines
The results achieved are testament to the efforts of our
colleagues, who consistently provide a high-quality service to
achieve the best possible outcome for our clients. During FY2024
the Group promoted 15 colleagues to Partner across various
locations and service lines, demonstrating our commitment to
supporting internal career progression and longer-term succession
planning.
In
the new financial year, activity levels across all our locations
and pillars are encouraging, with trading in line with the Board's
expectations. Our M&A pipeline also remains healthy, giving us
confidence of making further positive progress against our
strategy."
|
Financial highlights
|
2024
|
2023
|
|
|
£m
|
£m
|
%
change
|
Revenue
|
128.2
|
104.0
|
23%
|
Adjusted underlying
EBITDA*
|
37.1
|
27.0
|
37%
|
Reported EBITDA
|
33.3
|
18.5
|
80%
|
Adjusted Profit before
tax**
|
33.7
|
24.1
|
39%
|
Reported Profit before
tax
|
29.9
|
15.6
|
92%
|
Adjusted Total EPS
(pence)***
|
9.94
|
7.83
|
27%
|
Basic EPS (pence)
|
9.35
|
5.58
|
67%
|
Total dividend relating to the year
(pence)
|
5.0
|
4.6
|
9%
|
Net cash
|
29.7
|
22.9
|
30%
|
·
Another year of sustainable growth:
· Revenue increased by 23% to £128.2 million (2023: £104.0
million) with 19% organic and 4% inorganic.
· Adjusted underlying EBITDA* rose by 37% to £37.1 million
(2023: £27.0 million).
· £1.4
million average revenue per Partner for the year (2023: £1.3
million).
· £29.9
million reported profit before tax for the year (2023: £15.6
million).
· Strong balance sheet maintained with year-end net cash of
£29.7 million (2023: £22.9 million).
· Increased returns to shareholders:
· Total
dividends of 5.0p relating to FY2024 (2023: 4.6p), comprising three
interim dividends of 0.9p per eligible Ordinary Share and a final
proposed dividend of 2.3p per eligible Ordinary Share for the year
ended 30 April 2024 recommended by the Board.
* Adjusted Underlying Earnings
Before Interest Tax Depreciation and Amortisation (EBITDA)
excludes
exceptional costs and a share-based payment expense that arises
from a) the Employee Incentive Plan (EIP) funded on IPO and b)
deemed remuneration amortisation linked to
acquisitions. See table in the Financial Review below.
**
Reported Profit before tax plus share-based payments and
exceptional items
*** Earnings adjusted by adding back
share-based payments and related deferred tax. Earnings per total
weighted shares in issue. See Note 6 for more details.
Operational highlights
· Delivering on our strategy to achieve strong organic growth,
supplemented by selective acquisitions.
· Continued growth of the FRP team, supporting ongoing trading
growth.
o FRP
team grew by 19% (additional 106 colleagues year-on-year) to 657
excluding Consultants (2023: 551).
o Growth was driven by demand-led lateral hiring and two
acquisitions (65 new colleagues via two acquisitions).
o Colleague utilisation increased to 68% (2023: 65%).
o As
at 30 April 2024, the Group had 92 Partners (2023: 78), 430 other
fee earners (2023: 361) and 135 support staff (2023:
112).
o At
year-end FRP's UK footprint covered 27 locations (2023: 25) plus
two international and offshore offices in Cyprus and the Isle of
Man.
o During FY2024 15 colleagues were promoted to Partner across
various locations and service lines, demonstrating the Group's
commitment to supporting internal career progression and
longer-term succession planning
· Restructuring team continue to be the most active in the UK
administration appointment market.
o Market share in the number of administration appointments
increased to 16% (2023: 14%).
· FRP
Corporate Finance ranked as the
24th most active financial adviser in the UK M&A
market.
o Corporate Finance and Debt Advisory teams were involved in 76
successful transactions (2023: 73) with an aggregate deal value of
£1.4 billion (2023: £1.8 billion) and £0.6 billion of debt raised
(2023: £0.8 billion).
· Our Forensic Services team has been very active on a high
number of confidential projects.
· Strengthened operational infrastructure to support further
growth.
o Launched a Project Management Office ("PMO") to oversee key
projects including: key system changes, data governance, data
strategy and implementing operational efficiencies leveraging the
latest technological tools.
o Managed Security Operations Centre (SOC), in place.
o Network Transformation to CATO SASE (continued roll
out).
o Hired a new People Director on 1 May 2024 to help progress the
Group's future people proposition.
Post balance sheet events
· A
dividend of £2.2 million, equivalent to 0.9p per eligible Ordinary
Share, was declared on 14 February 2024 and paid on 14 June
2024.
· On 13
May 2024, we announced our ninth acquisition since IPO in 2020, of
Southampton based Hilton-Baird Group for a consideration of £7
million plus an amount for the net assets acquired on completion,
and a three-year performance based earn-out linked to profit. The
total consideration is split between cash of approximately £5.6
million, the issue of new ordinary shares worth £2.8 million and a
performance based earn-out. Established in 1997, Hilton-Baird
provides commercial finance and credit insurance brokerage,
outsourced risk and receivables audit, as well as credit management
and commercial debt collection services to a national client
base.
· On 23
May 2024, we announced a secondary placing of approximately 20.4
million ordinary shares, pursuant to which new lock-in agreements
were signed, providing that the selling shareholders (including
Geoff Rowley, Chief Executive Officer and Jeremy French, Chief
Operating Officer), are not permitted to dispose of further
Ordinary Shares on or before 31 July 2026, save in certain limited
circumstances (including with the consent of the Company's
Remuneration Committee).
· In
June 2024, the Board launched a Save As You Earn (SAYE) scheme
which was available for all colleagues and we were pleased to see a
strong level of colleague participation.
· On 19
July 2024 we announced the acquisition of Lexington Corporate
Finance for a consideration of £3 million plus an additional amount
for the net assets acquired on completion of approximately £0.5
million. The total consideration for the acquisition is split
between cash of approximately £2.2 million and the issue of new
ordinary shares with a value of approximately £1.3 million. The
Group's first acquisition in Wales, Lexington is based in Cardiff
and provides corporate finance services to clients, both locally
and nationwide.
The
information contained within this announcement is deemed by the
Group to constitute inside information under the Market Abuse
Regulation No. 596/2014.
Management will host a presentation
for analysts this morning at 09:30am, for details, please contact
FRP@mhpgroup.com.
Enquiries:
FRP
Advisory Group plc
Geoff Rowley, CEO
Jeremy French, COO
Gavin Jones, CFO
Enquiries via MHP
Cavendish Capital Markets Limited (Nominated Adviser and Joint
Broker)
Katy Birkin/Stephen Keys/George
Lawson (Corporate Finance)
Tel: +44 (0) 207 220 0500
Investec Bank plc (Joint Broker)
Carlton Nelson / James Rudd
(Corporate Broking)
Tel: +44 (0) 207 597 4000
MHP
(Financial Public Relations)
Oliver Hughes
Eleni Menikou
Catherine Chapman
Tel: +44 (0)7711 191518
FRP@mhpgroup.com
Notes to Editors
FRP is a leading national specialist
business advisory firm established in 2010. It 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. The
Restructuring team serves the full range of UK clients across all
sectors, with assignments ranging from personal clients, SMEs to
larger corporates.
· 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.
· Financial advisory: transaction services including financial
due diligence, lender services, financial modelling, valuations,
pensions and company-side advisory
services.
Chairman's report
I am pleased to present FRP Advisory
Group plc ("FRP") and its subsidiaries'
fourth Full Year Results and my first as
Chair.
Overview
The financial year 2024 was
challenging for businesses, with the impact of further increases in
interest rates, inflationary pressure, higher costs of living and
general market confidence weighing on sentiment. FRP's services
support clients through their entire corporate lifecycle and this
resilience enabled the Group to deliver another year of strong
growth, both organically and through some selective acquisitions in
Sheffield, the Isle of Man, and just after year-end, in Southampton
and Cardiff.
In the new financial year there has
been a change of government in the UK. The outcomes of this for
business are yet to be seen. We therefore expect mid-market
corporate finance activity to continue and demand for our
restructuring services to also stay strong as FRP continues to
support businesses facing challenges.
Continued profitable growth
We are pleased the Group has
delivered another year of strong growth, with revenues of £128.2
million, up 23% from the previous year (2023: £104.0 million). This
performance was driven by 19% organic growth with 4% coming from
acquisitions. Following an acquisition by the
Group we treat the first 12 months contribution as inorganic, with
month 13 onwards becoming organic.
Adjusted underlying EBITDA of
£37.1 million grew by 37%
from the previous year (2023: £27.0 million). Reported EBITDA
was £33.3 million
(2023: £18.5
million). During the year we were pleased to welcome 106 new
colleagues; the overall headcount grew 19% in the year to 657
(2023: 551) and the number of Partners increased by 14 to
92.
Strong balance sheet
The largest asset on FRP's balance
sheet is unbilled revenue or Work in Progress (WIP). WIP days are
typically four to seven months within the restructuring industry,
and FRP maintains the discipline of a robust monthly WIP valuation
process. Cash collections in the second half were particularly
strong and as a result, WIP days were approximately five months (FY
2023: approximately five months). Going into FY2025 it is expected
WIP will grow in the first half due to the Group's continuing
growth.
The Group's balance
sheet is strong with net cash balances at 30 April 2024 of £29.7
million (2023: £22.9 million), consisting of gross cash of £32.9
million less a balance remaining on a term loan of £3.2
million. The Group also has an
undrawn £10 million revolving credit
facility and an accordion acquisition facility that enables the Group to act swiftly
on any acquisitions that meet FRP's criteria. These facilities were refinanced in July 2023 for 3 years
on improved terms.
Consistently delivering on our growth
strategy
Our strategy remains to seek steady
and sustainable growth through organic initiatives and selective
acquisition opportunities. During the year, the Group completed two
restructuring acquisitions, and since year end has completed one
debt advisory and one corporate finance acquisition.
FRP continues to seek acquisitions
that meet the Group's strict criteria of cultural alignment,
strategic fit and mutually acceptable economics. The Group has a
healthy M&A pipeline and an active dialogue across a range of
opportunities. The acquisitions strengthen the Group's pillars,
footprint and broaden the referral network.
Further details are set out in the
Strategic Report in the 2024 Annual Report.
Dividend
In line with the dividend policy,
the Group pays quarterly dividends, which have progressed yearly
since IPO.
The Board recommends a final
dividend of 2.3p per eligible Ordinary Share for the financial year
ended 30 April 2024. Subject to approval by shareholders at the
AGM, the final dividend will be paid on 25 October 2024 to
shareholders on the Company's register at close of business on 27
September 2024. If the final dividend is approved, the total
dividends paid by the Company relating to FY 2024 will be 5.0p per
eligible Ordinary Share (FY 2023: 4.6p).
Robust corporate
governance
The Board firmly believes that a
robust governance structure is required to optimise decision making
to the benefit of the business and its wider stakeholders. To
support this, FRP adopted the Quoted Companies Alliance
("QCA") Corporate Governance Code on
admission to AIM and shareholders can find more information on our
governance arrangements in the Corporate Governance
Statement. Further information on our Corporate Governance
structure is also available on our website at
https://www.frpadvisory.com/investors/corporate-governance/.
Our Environmental, Social and
Governance ("ESG") responsibilities include committing the Group to
be carbon neutral by 2030.
Our people
As a people business, FRP recognises
the importance of keeping our colleagues motivated, engaged and
incentivised to perform at their best. We work hard to retain our
friendly, collaborative, entrepreneurial and meritocratic
culture.
To reflect the Group's increase in
size, (FRP has doubled its team size since IPO) a new People
Director was hired in order to support the business in its next
stage of growth. A colleague engagement survey was recently
completed with excellent feedback. Suggestions from colleagues will
be combined with existing initiatives to support and improve
colleague wellbeing, personal development and activities related to
Equality, Diversity and Inclusion (ED & I).
In June 2024 the Board launched a
Save As You Earn (SAYE) scheme which was available for all
colleagues and we were pleased to see a strong level of colleague
participation.
We believe that we are an
attractive destination for qualified and skilled people, with our
regional office network and strong culture offering considerable
appeal in the marketplace. Retaining and developing our team in a
world where the competition for talent will become more intense is
a key priority and greater investment in this area
continues.
Following the year end, we completed
an oversubscribed secondary placing for certain Directors and
Partners, which was well received by both new and existing
investors, demonstrating ongoing faith in FRP. Under the terms of
the placing, selling shareholders entered into new lock-in
agreements which restrict the disposal of shares on or before 31
July 2026 (except under certain exceptional circumstances),
aligning us even more closely with the interests of our wider
shareholder base.
Board changes
On 2 January 2024, Nigel Guy retired
from his role of Non-Executive Chaiman. Nigel joined FRP shortly
after the management buyout completed in 2010 and became Chair of
FRP Advisory Group plc following the IPO in March 2020. He was
instrumental in delivering our growth strategy, taking FRP from a
small partnership to one of the UK's largest national independent
advisory firms. As a result of this, on 2 January 2024, as part of
the Board's succession planning, I was delighted to join the Board
as Non-Executive Chair.
At the close of the financial year,
Claire Balmforth retired as an independent Non-Executive Director
and Louise Jackson was appointed as a new independent Non-Executive
Director on 1 May 2024.
On behalf of the Board and everyone
at FRP, I would like to thank Nigel and Claire for their
contribution over the years and we wish them both a long and happy
retirement.
Annual General Meeting
The Company's Annual General Meeting will be held
on 26 September 2024. 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
In our new financial year, activity
levels have been encouraging and trading is in line with the
Board's
expectations including the financial contribution of recently
acquired businesses where integration is progressing as planned.
The short and medium-term outlook for our business remains positive
and we are confident of continued progress.
Penny Judd
Non-Executive Chair
23 July 2024
Chief Executive Officer's
report
We have achieved another strong set
of results by staying focused on doing the basics well and giving
clients honest, clear and considered advice.
For another year, FRP has delivered
growth in both revenues and profit, an excellent performance that
is testament to the strength of our people, our business model and
a strategy that consistently delivers for our clients and wider
stakeholders.
We saw positive contributions from
each of our five service pillars, Corporate Finance (currently 18
partners), Debt Advisory (9 partners), Financial Advisory (7
partners), Forensic Services (5 partners) and Restructuring
Advisory (63 partners). This was delivered through the efforts of
our teams, who continue to work collaboratively across the Group,
an approach that underpins FRP's adaptability and success.
Connectivity between our service pillars and geographic locations
is a key differentiator which consistently enables us to achieve
more for our clients.
During the year, we saw an uplift in
revenue of 23% compared with the previous year, to £128.2 million
(2023: £104.0 million), 19% of which was organic growth and 4%
inorganic, including the first 12 months' revenue from new
acquisitions. Adjusted underlying EBITDA was £37.1 million, up 37%
on 2023 (2023: £27.0 million), reflecting focused cost control and
considered investment to support growth. On a reported basis,
EBITDA was £33.3 million (2023: £18.5 million).
We maintained our focus on the
basics, applying the rigorous monthly valuation of our unbilled
revenue ("work in progress" or "WIP") and turning this into cash.
Overall our WIP days are comfortably in line with the industry
range of 4 to 7 months, at year end approximately 5
months.
Investing for
growth
Expanding the business through
considered acquisitions has long been a key element of FRP's
strategy.
Our overarching goal remains
unchanged; to generate sustainable profitable growth through a
combination of quality organic growth and selective acquisitions.
We will only ever consider acquiring businesses that represent a
strong cultural and strategic fit, on commercial terms that are
mutually acceptable to both parties. Adhering to these strict
selection criteria, we have expanded our Group significantly in
recent years. We have established a bigger geographical footprint,
gained market share, and widened our client service
offering.
In line with this strategy, during FY
2024 we acquired two high quality firms to FRP - Wilson Field Group
in September 2023, and GWC, in March 2024; our seventh and eight
acquisitions since IPO, respectively.
Based in Sheffield, Wilson Field
Group provides restructuring and debt advisory services to clients
locally and across the UK. Through the acquisition, we have gained
a channel through which we can deepen our referral relationships
and also, a highly complementary digital platform. Two of the
firm's Directors, Nick Wilson and Kelly Burton joined FRP as
Partners on completion, with 61 further colleagues also joining the
Group following completion.
GWC, based in Douglas, provides
advisory and insolvency services across the Isle of Man. The
acquisition strengthens our offshore presence and enables us to
better support on international matters, complementing our existing
work through global advisory organisation, Eight International. The
firm's owner, Gordon Wilson joined FRP as a Partner following the
deal, and brought a further 8 colleagues to the Group.
Since the year-end, we completed the
acquisition of commercial finance and risk management specialist
Hilton-Baird Group, which is based in Southampton and operates
across the UK. Retaining the Hilton-Baird brand, the business sits
within FRP's Debt Advisory pillar. Four of the firm's Directors,
Alex Hilton-Baird, Evette Orams, Graham Bird, and Ian Tramaseur
have joined FRP as Partners, with the rest of the Hilton-Baird team
of 36 colleagues also joining the Group.
We have also completed the
acquisition of Lexington Corporate Finance based in Cardiff which
provides corporate finance services to clients both locally and
nationwide. One of the firm's Directors and Founder, Gary
Partridge, will join FRP as a Partner. All other members of the
Lexington team will also join FRP, including 14
colleagues.
During the year, we grew our team by
19% overall, adding 106 colleagues across our network of offices,
which at year end, comprised 27 in the UK, including a new office
in Salisbury, which was opened in June 2023 to support team and
business growth from Southampton, and two international
offices.
The deeply collaborative culture of
the business can only be facilitated by a strong group wide
infrastructure and support. To support this, the Group launched a
Project Management Office ("PMO") during the year to oversee key
projects including key system changes, data governance, data
strategy and implementing operational efficiencies leveraging the
latest technological tools.
Navigating an uncertain and evolving world
Market sentiment continued to be
fragile, as the challenges that have been facing businesses in
recent years persisted through FY2024. However, there were also
encouraging signs of improvement, with an increase in corporate
M&A as a result of relative stability returning, particularly
in the second half of the financial year. As a result, demand for
services across all of our pillars remained very robust, clearly
demonstrating FRP's ability to operate across the entire corporate
lifecycle.
Financial
Advisory
Our Financial Advisory pillar, a key
growth area for the Group, comprises pensions advisory, valuation
services, transaction services, lender services, board and c-suite
advisory and financial modelling.
Trading for the first full year of
the combined Financial Advisory pillar has been positive, with
heightened activity across all service lines. As well as
demand for due diligence services being high throughout the period
due to the current risk environment, we have also seen more
transactions take place as buyers and lenders become increasingly
active.
Our valuation specialists have been
very active, both with mainstream projects and preparing valuations
which underpin restructuring plans and schemes of arrangement. Our
pensions advisory specialists meanwhile continue to work with
trustees and corporates, increasingly those moving towards
buying-out schemes with insurers and assisting those navigating the
changing regulatory environment.
FRP's Financial Advisory team now
comprises 7 Partners.
Restructuring
During the year, the impact of
sustained interest rate rises, inflationary pressures, higher costs
of living and lack of market confidence continued to weigh on
businesses. This caused the total number of company
administrations to rise by 22%, with Construction and Retail
ostensibly the most impacted sectors. One of the key challenges for
companies in this environment has been the ability to raise
finance, with lenders' appetite for risk changing. Whilst there are
more positive signs emerging in the economy, we believe many
businesses will continue to face challenges through the current
year and beyond, as they navigate their way through higher costs of
borrowing and an increased cost base.
FRP's Restructuring team, which
provides corporate finance advisory, formal insolvency
appointments, informal restructuring advisory and personal
insolvency support, has been active nationwide, and across all
sectors. Notable high-profile appointments include the Body Shop,
WiggleCRC, Inland Homes plc, Just Cashflow and Readers Digest, and
we have also been engaged on many mid-sized high quality projects
across the UK. FRP strengthened its market leading position
in the administrations market, remaining the most active
administration appointment taker in the UK by volume of
appointments, and growing its market share to 16% (2023: 14%),
which includes group appointments (Source: London and Regional
Gazettes).
Growth in the higher volume
liquidations market, which are typically lower value and less
complex, continues, including Creditors Voluntary Liquidation's and
Compulsory Liquidations which increased by 3% in the financial year
(Source: London and Regional Gazettes).
FRP's Restructuring team now
comprises 63 Partners.
FRP Corporate
Finance
FRP Corporate Finance is the brand
which contains both the corporate finance and debt advisory
pillars.
As economic conditions in the UK
began to stabilise and market sentiment improved through the year,
our Corporate Finance team, which works on M&A, strategic
advisory and valuation, financial due diligence, capital raising,
special situations M&A and partial exits, became more active,
particularly in the second half. There is cautious optimism and
momentum continuing into financial year 2025.
FRP Corporate Finance
ranked as the 24th most active
financial adviser in the UK M&A market (Source: Experian Market IQ).
The team was involved in 76
successful transactions with an aggregate deal value of £1.4
billion and £0.6 billion of debt raised (FY2023: £1.8 billion deal
value and £0.8 billion of debt raised), representing
approximately 1% market share of the UK M&A market, by number of
appointments (Source: Experian
Market IQ). The average deal value of approximately
£20 million for the year maintains FRP Corporate Finance's position
in the heart of the lower mid-market.
The Corporate Finance team also
continued its commitment to the private equity community with over
half of the deals in the period involving private equity, including
buy-side, sell-side, and debt advisory transactions.
The sectors where FRP Corporate Finance was most
active in the year included:
· Business Services - 39% of transactions
· Industrials & Manufacturing - 14 %
· Consumer Retail and Leisure - 14%
· Technology - 12%
There was also an increase in
activity in the Automotive and Energy sectors.
Corporate Finance
Corporate Finance remains a UK member
firm of Alliance of International Corporate Advisors ("AICA"), an
integrated network of middle-market M&A advisory firms, and in
the financial year over 40% of its disposals were to international
buyers. FRP Corporate Finance Partner Simon Davies was elected as
the Chairman of the AICA for a two-year term of 2023 and 2024 and
in November 2023, FRP Corporate Finance hosted the AICA European
conference in London.
The Corporate Finance team now
comprises 18 Partners.
Debt
Advisory
The Debt advisory team works closely
with the Corporate Finance pillar, with cross collaboration on a
number of projects. It also supports other service pillars and
following year end the Debt Advisory team now comprises 9 Partners
including 4 recently joined from Hilton-Baird.
Forensic Services
The Forensic Services team had a very
busy year across a multitude of high-profile investigations and
litigation / arbitration disputes. We hired new colleagues across
multiple locations to meet the increase in demand for our services,
including two lateral Partner hires to further increase our
strength in investigations, and also to provide additional focus to
serving private client assignments.
Forensic Services has seen a very
busy year spanning a multitude of investigations and litigation/
arbitration disputes. We have been instructed on a number of
investigations typically with an element of alleged fraud with
clients requiring independent investigations, often driven by
concerns from auditors. We have deployed both forensic
accounting and forensic technology skills to many of our cases and
utilised teams from across our offices. We have also seen an
increase in contentious insolvency projects requiring our forensic
accounting and technology expertise.
Our team has grown substantially in
the last year: we hired forensic accounting professionals across
multiple locations to meet the increase in demand for our services
including two lateral partner hires to further increase our bench
strength in investigations, and also to provide additional focus to
serving the private client market. We announced a number of
promotions across the team including promotion of a home-grown team
member to Partner.
FRP's Forensic Services team now
comprises 5 Partners.
Investing in our people
Fundamentally, it is our people who
power FRP. It is their outstanding work every day that underpins
the success that we have been delivering consistently for so many
years. I would like to wholeheartedly thank all colleagues,
including those who have joined us during the year, for their
continued efforts.
In recognition of these efforts,
during the year we promoted 15 colleagues to Partners, 13 to
Directors and announced a further 72 promotions across a wide range
of senior and specialist roles, from Office Managers to Associate
Directors/Senior Managers. Immediately following the
year-end, on 1 May 2024, 7 further promotions to Partner were
announced, just one part of a total of 87 promotions across the
Group.
This was a record number of
promotions for FRP and when combined with our ongoing investment in
Learning and Development (L&D), demonstrates clearly the
Group's long-term commitment to developing talent and providing
attractive career paths.
Our specialist L&D Senior
Manager, Kevin Elliott, implemented more focused training options
to reflect individual career progression, incorporating a flexible
approach to development across our five service pillars. Continued
support of colleagues in acquiring professional qualifications and
supporting their career aspirations remains a priority, enabling
promising young stars to become future Directors and Partners of
the business.
Colleague engagement, developing
talent and managing succession is a key focus of the Group. During
the year, many new programmes were added to our Learning Management
System and over a hundred colleagues participated in a leadership
programme.
FRP has also been working on
wellbeing initiatives through a partnership with the Charlie Waller
Trust, the launch of a Balanced Minds Committee and launching a
Mind.Set podcast series online. The Group made two senior hires on
1 May 2024, both with significant HR and people leadership
experience. Claire Dale joined as new People Director to lead on
FRP's "People proposition" and Louise Jackson, former Group
Director of Talent and Leadership at Selfridges, joined as a new
Non-Executive Director and Remuneration Committee chair.
To promote continued collaboration
across the Group the senior leaders (all Directors and Partners),
gather regularly, the last function being November 2023.
We are also delighted to see our
people being recognised externally, with our Glasgow Restructuring
partner, Michelle Elliot, winning 'Corporate Leader of the Year' at
the Scottish Women's awards in September 2023.
Our Forensic Services team has been
ranked in Band 2 in the 2023 Chambers and Partners Litigation
Support Guide, marking the fifth consecutive year that the firm has
been recognised by the international legal directory. In addition,
Forensic Services Partner Faye Hall, was listed in Private Client
Global Elite Directory 2024 for the first time.
We remain committed to ensuring FRP
is an inclusive and diverse place to work, aiming to reflect the
diversity we see across our client base in our workforce. To
support this commitment, our recently appointed people director is
leading on these.
Building a more sustainable
business
As a responsible business, FRP
continuously strives to carefully manage its impact on the
environment, and the communities in which it operates. To see more
details please see the ESG report.
In line with our efforts to maintain
exemplary governance standards, on 2 January 2024, we welcomed
Penny Judd to our Board as Non-Executive Chair, following the
retirement of Nigel Guy. Penny brings more than 35 years'
experience in compliance, regulation, corporate finance and audit.
She currently holds non-executive positions at a number of AIM
businesses, and has held several senior executive positions,
including Managing Director and EMEA Head of Compliance at Nomura
International plc, Managing Director at UBS and Head of Equity
Markets at the London Stock Exchange. I would once again like
to thank Nigel Guy for his many years of leadership of the Board,
including through the Group's IPO process.
We also welcomed Louise Jackson as a
Non-Executive Director and member of the Group's management board.
Louise also brings extensive experience to the FRP Board, and as
noted above has particular expertise in Human Resources across
retail, travel, media and business services.
Outlook
Our strategy is built around steady
and sustainable growth through both organic initiatives and
selective acquisition opportunities. Part of the organic growth
strategy is to ensure that FRP's offices,
across its 28 locations in the UK and two international locations,
are connected and work well together. This supports our delivery of
sustainable profitable growth by drawing on specialists from our
five service lines as necessary, in order to provide each
assignment with the right team, to deliver the best possible
service and outcome.
Our M&A pipeline remains
healthy, and we are in active discussions at varying stages
regarding a number of opportunities that will further enhance our
ability to support clients through their entire corporate
lifecycle.
Trading in the first few months of
the current financial year has been positive, with good activity
levels and is in line with the Board's expectations. This includes
the financial contribution of recently acquired businesses where
integration is progressing as planned.
We remain fully committed to
retaining our healthy collegiate culture where we promote the
development, health and well-being of our colleagues. As demand for
our services continues to increase, and as a people business, this
approach will be critical to meeting our goals.
Geoff Rowley
Chief Executive Officer
23 July 2024
Financial review
The following is an extract from the
Strategic Report, which can be found in the Company's Annual
Report.
Revenue
FRP's revenue grew 23% year-on-year
to £128.2 million (2023: £104.0 million). 19% was organic growth
and 4% inorganic, the latter defined as an acquisition's first 12
months' contribution to the Group.
Adjusted underlying Earnings Before Interest Tax Depreciation
and Amortisation (EBITDA)
The Group grew profitably with
adjusted underlying EBITDA* rising by 37% to £37.1 million (2023:
£27.0 million). We continue to maintain a
focus on cost control, while also investing in the business to
support future sustainable growth.
£m
|
2024
|
2023
|
Reported Profit before
tax
|
29.9
|
15.6
|
Add back depreciation, amortisation
and interest
|
3.4
|
2.9
|
Reported EBITDA
|
33.3
|
18.5
|
|
|
|
|
|
|
Add share-based payment expense
relating to the Employee Incentive Plan (EIP)
|
2.2
|
6.3
|
Add share-based payment expense -
Deemed remuneration
|
1.6
|
2.1
|
Add back exceptional
items
|
-
|
0.1
|
Adjusted underlying EBITDA*
|
37.1
|
27.0
|
* Adjusted underlying EBITDA excludes
exceptional costs and a share-based payment expense that arises
from a) the Employee Incentive Plan (EIP) funded on IPO and b)
deemed remuneration amortisation linked to acquisitions.
FRP team growth
The FRP team grew by 19% through
both demand-led lateral hiring and acquisition. We opened a new UK
office in Salisbury, to support continued team and business growth
from our Southampton office. We also have a Sheffield office,
following the acquisition of the Wilson Field Group in September
2023. In March 2024, we acquired GWC in Douglas, Isle of Man,
providing another offshore office.
The Group started the financial year
with 551 colleagues, (excluding Consultants) operating out of 25 UK
offices and one international office, in Cyprus. By 30 April 2024,
there were 27 UK offices and two international and offshore
offices, while the colleague number had increased to 657 (excluding
Consultants), as set out in the table below:
Team
|
FY2024
|
FY2023
|
Partners
|
92
|
78
|
Colleagues - fee earners
|
430
|
361
|
Total fee earners
|
522
|
439
|
Colleagues - support
|
135
|
112
|
Total (exc. Consultants)
|
657
|
551
|
Balance sheet and cash flow
The Group's balance sheet remains strong with a net cash balance as
at 30 April 2024 of £29.7 million (2023: £22.9 million), consisting
of gross cash of £32.9 million, less the balance remaining on a
term loan of £3.2 million (2023: £27.7 million gross and £4.8
million loan). The Group also has an undrawn RCF of £10 million and an accordion acquisition facility
with Barclays Bank. These facilities were
refinanced in July 2023 for 3 years.
The Group has improved its staff
utilisation rate to 68% (2023: 65%) against a target of
approximately 60%. The Group monitors utilisation and capacity and
has a culture of internal collaboration whereby colleagues can be
utilised across different locations. Utilisation is calculated as
the percentage of available hours that FRP colleagues spend on
chargeable activities. Available hours being a standard 7.5 hour
day multiplied by the number of working days, less hours taken for
holidays, study days and sickness.
The largest asset on FRP's balance
sheet is unbilled revenue or Work in Progress (WIP). The majority
of WIP relates to restructuring cases and represents the value of
work done which the relevant insolvency practitioner believes will
be signed off by the relevant creditors as part of the fee process.
WIP days are typically 4-7 months within the restructuring industry
and FRP maintain the discipline of a robust monthly WIP valuation
process. Cash collections in the second half were particularly
strong such that WIP days were approximately 5 months (FY 2023:
approximately five months). Going into FY2025 it is expected both
WIP and WIP days will grow in the first half due to the Group's continuing growth.
The Group has repaid all IPO
liabilities due to Partners and now carries a liability to partners
on go forward profits. This represents the Group's largest payables
as FRP maintains a general supplier payment policy whereby
suppliers are paid within 30 days in the absence of any other
agreement.
Dividend
Given the Group's trading
performance and strong balance sheet, the Board recommends a final
dividend, in line with its stated dividend policy to pay quarterly
dividends. Since IPO dividends paid have
increased year-on-year.
The FRP Staff Employee Benefit Trust
which was seeded by Partners on IPO, and which holds shares that
back employee options, has waived its right to dividends and the
corresponding amount was retained by the Group. As the employee
share options became exercisable from 6 March 2023, these shares
will attract dividend rights when converted. The Board recommends a final dividend of 2.3p per eligible
Ordinary Share for the financial year ended 30 April
2024.
Subject to approval by shareholders,
the final dividend will be paid on 25 October 2024 to shareholders
on the Company's register at close of business on 27 September
2024. If the final dividend is approved, the total dividends paid
by the Company relating to the financial year ended 30 April 2024
will be 5.0p per eligible Ordinary Share (2023: 4.6p).
Consolidated statement of comprehensive
income
For
the year ended 30 April 2024
|
|
Year Ended
|
Year Ended
|
|
|
30 April
2024
|
30 April
2023
|
|
Notes
|
£'million
|
£'million
|
|
|
|
|
Revenue
|
|
128.2
|
104.0
|
|
|
|
|
Personnel costs
|
|
(69.6)
|
(64.3)
|
Depreciation and
amortisation
|
|
(2.8)
|
(2.5)
|
Other operating expenses
|
|
(25.3)
|
(21.1)
|
Exceptional costs
|
4
|
-
|
(0.1)
|
|
|
|
|
Operating profit
|
3
|
30.5
|
16.0
|
|
|
|
|
Finance income
|
5
|
0.2
|
0.2
|
Finance costs
|
|
(0.8)
|
(0.6)
|
|
|
|
|
Net finance costs
|
|
(0.6)
|
(0.4)
|
|
|
|
|
Profit before tax
|
|
29.9
|
15.6
|
Taxation
|
|
(7.9)
|
(2.9)
|
|
|
|
|
Profit and total comprehensive income for the year
attributable to the owners of the Group
|
22.0
|
12.7
|
|
|
|
|
Earnings per share (in pence)
|
|
|
|
Total
|
6
|
8.78
|
5.13
|
Basic
|
6
|
9.35
|
5.58
|
Diluted
|
6
|
9.18
|
5.33
|
All results derive from continuing
operations.
The notes form part of these
financial statements.
Consolidated statement of financial position
As
at 30 April 2024
|
|
As at 30
April
|
As at 30
April
|
|
|
2024
|
2023
|
|
Notes
|
£'million
|
£'million
|
|
|
|
|
Non-current assets
|
|
|
|
Goodwill
|
|
13.7
|
10.8
|
Other intangible assets
|
|
2.2
|
0.6
|
Property, plant and
equipment
|
|
2.5
|
2.5
|
Right of use asset
|
|
8.1
|
6.5
|
Deferred tax asset
|
|
0.7
|
2.5
|
Total non-current assets
|
|
27.2
|
22.9
|
|
|
|
|
Current assets
|
|
|
|
Trade and other
receivables
|
7
|
70.2
|
58.3
|
Cash and cash equivalents
|
|
32.9
|
27.7
|
Total current assets
|
|
103.1
|
86.0
|
|
|
|
|
Total assets
|
|
130.3
|
108.9
|
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables
|
8
|
35.4
|
29.7
|
Loans and borrowings
|
|
1.6
|
1.6
|
Lease liabilities
|
|
1.5
|
1.2
|
Total current liabilities
|
|
38.5
|
32.5
|
|
|
|
|
Non-current liabilities
|
|
|
|
Other creditors
|
|
5.7
|
4.8
|
Loans and borrowings
|
|
1.6
|
3.2
|
Lease liabilities
|
|
6.6
|
5.3
|
Total non-current liabilities
|
|
13.9
|
13.3
|
|
|
|
|
Total liabilities
|
|
52.4
|
45.8
|
|
|
|
|
Net
assets
|
|
77.9
|
63.1
|
|
|
|
|
Equity
|
|
|
|
Share capital
|
|
0.2
|
0.2
|
Share premium
|
|
34.2
|
32.0
|
Own shares
|
|
(0.0)
|
(0.0)
|
Share-based payment
reserve
|
|
2.9
|
1.3
|
Merger reserve
|
|
1.3
|
1.3
|
Retained earnings
|
|
39.3
|
28.3
|
Shareholders' equity
|
|
77.9
|
63.1
|
Approved by the Board and authorised for issue on 23 July
2024.
Jeremy
French
Gavin Jones
Director
Director
Company Registration No.
12315862
Consolidated statement of changes in equity
For
the year ended 30 April 2024
|
|
Called up share
capital
|
Share premium
account
|
Own shares
|
Share-based payment
reserve
|
Merger
reserve
|
Retained
earnings
|
Total
equity
|
|
|
|
|
£'million
|
£'million
|
£'million
|
£'million
|
£'million
|
£'million
|
£'million
|
|
|
|
|
|
|
|
|
|
Balance at 30 April 2022
|
|
0.2
|
23.7
|
(0.0)
|
(1.1)
|
1.3
|
20.4
|
44.5
|
|
|
|
|
|
|
|
|
|
Profit and total comprehensive
income for the year
|
|
-
|
-
|
-
|
-
|
-
|
12.7
|
12.7
|
Other movements
|
|
-
|
-
|
0.0
|
-
|
-
|
(0.0)
|
-
|
Issue of shares
|
|
0.0
|
8.5
|
-
|
-
|
-
|
-
|
8.5
|
Share issue costs
|
|
-
|
(0.2)
|
-
|
-
|
-
|
-
|
(0.2)
|
Dividends
|
|
-
|
-
|
-
|
-
|
-
|
(9.8)
|
(9.8)
|
Share-based payment
expenses
|
|
-
|
-
|
-
|
6.3
|
-
|
-
|
6.3
|
Deemed remuneration
addition
|
|
-
|
-
|
-
|
(1.0)
|
-
|
-
|
(1.0)
|
Deemed remuneration
|
|
-
|
-
|
-
|
2.1
|
-
|
-
|
2.1
|
Transfer to retained
earnings
|
|
-
|
-
|
-
|
(5.0)
|
-
|
5.0
|
-
|
|
|
|
|
|
|
|
|
|
Balance at 30 April 2023
|
|
0.2
|
32.0
|
(0.0)
|
1.3
|
1.3
|
28.3
|
63.1
|
|
|
|
|
|
|
|
|
|
Profit and total comprehensive
income for the year
|
|
-
|
-
|
-
|
-
|
-
|
22.0
|
22.0
|
Other movements
|
|
-
|
-
|
0.0
|
-
|
-
|
(0.0)
|
-
|
Issue of shares
|
|
0.0
|
2.2
|
-
|
-
|
-
|
-
|
2.2
|
Dividends
|
|
-
|
-
|
-
|
-
|
-
|
(11.0)
|
(11.0)
|
Share-based payment
expenses
|
|
-
|
-
|
-
|
2.2
|
-
|
-
|
2.2
|
Deemed remuneration
addition
|
|
-
|
-
|
-
|
(2.2)
|
-
|
-
|
(2.2)
|
Deemed remuneration
|
|
-
|
-
|
-
|
1.6
|
-
|
-
|
1.6
|
|
|
|
|
|
|
|
|
|
Balance at 30 April 2024
|
|
0.2
|
34.2
|
(0.0)
|
2.9
|
1.3
|
39.3
|
77.9
|
Consolidated statement of cash flows
For
the year ended 30 April 2024
|
|
Year Ended
|
Year Ended
|
|
|
30 April
2024
|
30 April
2023
|
|
Notes
|
£'million
|
£'million
|
|
|
|
|
Cash flows from operating activities
|
|
|
|
Profit before taxation
|
|
29.9
|
15.6
|
Depreciation, amortisation and
impairment
|
|
2.8
|
2.5
|
Share-based payments: employee
options
|
|
2.2
|
6.3
|
Share-based payments: deemed
remuneration
|
|
1.6
|
2.1
|
Net finance expenses
|
|
0.6
|
0.4
|
Increase in trade and other
receivables
|
|
(9.0)
|
(11.6)
|
Increase / (decrease) in trade and
other payables
|
|
6.9
|
(2.2)
|
Tax paid
|
|
(9.4)
|
(2.0)
|
Net
cash from operating activities
|
|
25.6
|
11.1
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
Purchase of tangible
assets
|
|
(0.9)
|
(0.6)
|
Acquisition of subsidiaries less
cash acquired
|
|
(4.4)
|
(1.6)
|
Interest received
|
|
0.2
|
0.2
|
Net
cash used in investing activities
|
|
(5.1)
|
(2.0)
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Proceeds from share sales
|
|
-
|
7.5
|
Dividends paid
|
9
|
(11.0)
|
(9.8)
|
Principal elements of lease
payments
|
|
(1.8)
|
(1.4)
|
Repayment of loans and
borrowings
|
|
(1.6)
|
(2.0)
|
Interest paid
|
|
(0.9)
|
(0.6)
|
Net
cash used in financing activities
|
|
(15.3)
|
(6.3)
|
|
|
|
|
Net increase in cash and cash
equivalents
|
|
5.2
|
2.8
|
Cash and cash equivalents at the
beginning of the year
|
|
27.7
|
24.9
|
Cash and cash equivalents at the end of the
year
|
|
32.9
|
27.7
|
Extract of the notes to the Financial
Statements
For
the year ended 30 April 2024
1. Basis of
preparation and accounting policies
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 financial 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.
The financial information set out in
this extract does not constitute the Group's statutory financial
statements for the year ended 30 April 2024 but is derived from
those accounts, which are prepared in accordance with UK adopted
International Accounting Standards ('IFRS') in conformity with the
requirements of the Companies Act 2006. Statutory audited
financial statement for FY 2024 will be available at
www.frpadvisory.com/investors/ and 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) of the Companies Act
2006.
This extract has been prepared in
sterling, which is the presentational currency of the Group and
amounts are rounded to the nearest £'million, unless otherwise
stated. They have been prepared under the historical cost
convention.
The extract incorporates the results
of FRP Advisory Group plc and all of its subsidiary undertakings as
at 30 April 2024. The main subsidiary is FRP Advisory Trading
Limited, which has thirteen owned subsidiaries, FRP Debt Advisory
Limited, FRP Corporate Advisory Limited, FRP Corporate Finance
Limited, Litmus Advisory Limited, Abbott Fielding Limited, JDC
Accountants & Business Advisors Limited, JDC Holdings Limited,
Spectrum Corporate Finance Limited, BridgeShield Asset Management
Limited, FRP Advisory (Cyprus) Limited, APP Audit Co Limited,
Wilson Field Group Limited, and GW Holdings Ltd, as well as being a
member of FRP Advisory Services LLP. The consolidation includes two
acquisitions that were completed in the year Wilson Field,
Sheffield in September 2023 and GWC in March 2024. The assets,
liabilities and entities acquired have been consolidated within
this extract, in accordance with IFRS.