TIDMFKE
RNS Number : 4852R
Fiske PLC
28 February 2019
28 February 2019
Fiske Plc
('Fiske' or 'the Company')
Correction: Interim Results
This announcement replaces the announcement of Interim Results
that was issued at 07:28 on 28 February 2019. The paragraph in Note
2 Taxation in the Notes to the Interim Financial Statements has
been replaced with the following paragraph:
No tax credit on the loss for the period has been recognised for
the six months to 30 November 2018, due to uncertainty over
sufficient future taxable profits being available.
All other information is unchanged
Interim Results
Fiske Plc (the 'Company') announces its interim results for the
six months ended 30 November 2018. In accordance with rule 26 of
the AIM Rules for Companies this information is also available,
under the Investors section, at the Company's website,
http://www.fiskeplc.com .
For further information please contact:
-- Samantha Harrison/Harrison Clarke/Niall McDonald, Grant
Thornton UK LLP (Nominated Adviser)
(tel: 020 7383 5100)
-- Gerard Luchini, Fiske Plc - Compliance Officer
(tel: 020 7448 4700)
Chairman's Statement
Trading
Our results for the half year to 30 November 2018 were
disappointing with a pre-tax loss of GBP492,000 compared to a
profit of GBP190,000 for the comparable period in 2017. This
resulted in part from the uncertain and weak markets depressing our
commission revenues but also from some non-recurring items
affecting both our costs and fee revenues.
Our commission revenues were some GBP246,000 lower than the
prior year comparative which represents a reduction of
approximately 20%. Our operating expenses increased by 30% to
GBP2.544 million (2017: GBP1.955 million) for a number of reasons.
Firstly we incurred non-recurring items relating to the acquisition
of Fieldings Investment Management Limited. These included
additional audit fees relating to determining the application of
appropriate acquisition accounting rules, as well as agreed
deferred consideration bonus payments which fell due, the latter of
which amounted to GBP129,000.
Secondly a review of management fee revenue and a subsequent
tightening of revenue recognition criteria resulted in a one-off
revenue adjustment of GBP118,000 in the period.
Lastly, as we have previously highlighted, the increasing burden
of regulation has resulted in a general increase in our operating
expenses. These relate to the continued implementation of MiFID II
specifically the costs and charges element, initial work on the
Senior Managers and Certification Regime which is due for
implementation in December 2019 and further development of our
internal controls around the Client Money and Assets rules
(CASS).
On a more positive note we are pleased with the successful
launch in May 2018 of our own unit trust, Ocean UK Equity. Despite
having to navigate a very challenging period for global markets the
fund has delivered a top quartile performance over its first six
months.
Balance Sheet
We continue to maintain our strong financial position with our
cash balance standing at GBP2,014,000 at the period end. On the
30th January 2019 the London Stock Exchange Group (LSEG) announced
its acquisition of an aggregate 4.92% stake in Euroclear's share
capital for EUR278.5 million, which equates to a value of EUR1,798
per share. We believe this commercial collaboration will benefit
both customers and shareholders alike further strengthening the
value of our holding of 3,618 shares in Euroclear.
Dividend
The Board has resolved not to pay an interim dividend for the
six month period to 30th November 2018.
Markets
The current market outlook is less clear than it has been for
many years. We have the major uncertainties of the Federal
Reserve's future interest rate policy and their quantitative
tightening, the US/China trade discussions, Brexit and the gentle
slide of the Eurozone into recession to contend with. Although
markets have recovered well since the start of the year a certain
degree of caution is warranted.
Outlook
The second half of our financial year began during a period of
weak markets with December being particularly quiet. However
sentiment turned quickly in January and markets have continued to
improve through February. We now anticipate a busy period leading
up to the end of the UK income tax year.
Clive F Harrison
Chairman
27 February 2019
Independent Review Report to Fiske plc
We have been engaged by the Group to review the condensed set of
financial statements in the half-yearly financial report for the
six months ended 30 November 2018 which comprise the consolidated
statement of comprehensive income, the consolidated statement of
changes in equity, the consolidated statement of financial
position, the consolidated cash flow statement and the related
notes 1 to 4. We have read the other information contained in the
half-yearly financial report and considered whether it contains any
apparent misstatements or material inconsistencies with the
information in the condensed set of financial statements.
This report is made solely to the Group in accordance with
International Standard on Review Engagements (UK and Ireland) 2410
"Review of Interim Financial Information Performed by the
Independent Auditor of the Entity" issued by the Auditing Practices
Board. Our work has been undertaken so that we might state to the
Group those matters we are required to state to them in an
independent review report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility
to anyone other than the Group, for our review work, for this
report, or for the conclusions we have formed.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and
has been approved by, the directors. The directors are responsible
for preparing the half-yearly financial report in accordance with
the AIM Rules of the London Stock Exchange.
As disclosed in note 1, the annual financial statements of the
Group are prepared in accordance with International Financial
Reporting Standards (IFRSs) as adopted by the European Union. The
condensed set of financial statements included in this half-yearly
financial report have been prepared in accordance with the
accounting policies the Group intends to use in preparing its next
annual financial statements.
Our responsibility
Our responsibility is to express to the Group a conclusion on
the condensed set of financial statements in the half-yearly
financial report based on our review.
Scope of Review
We conducted our review in accordance with International
Standard on Review Engagements (UK and Ireland) 2410 "Review of
Interim Financial Information Performed by the Independent Auditor
of the Entity" issued by the Auditing Practices Board for use in
the United Kingdom. A review of interim financial information
consists of making inquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other
review procedures. A review is substantially less in scope than an
audit conducted in accordance with International Standards on
Auditing (UK and Ireland) and consequently does not enable us to
obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do
not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that
causes us to believe that the condensed set of financial statements
in the half-yearly financial report for the six months ended 30
November 2018 is not prepared, in all material respects, in
accordance with accounting policies the Group intends to use in
preparing its next annual financial statements and the AIM Rules of
the London Stock Exchange.
Deloitte LLP
Statutory Auditor
London
United Kingdom
27 February 2019
Consolidated Statement of Comprehensive Income
for the six months ended 30 November 2018
Six months Six months Year ended
ended ended 31 May
30 November 30 November 2018
2018 2017 Audited
Unaudited Unaudited
GBP'000 GBP'000 GBP'000
------------------------------------- ------------ ------------ ----------
Fee and commission income 2,015 2,074 4,283
Other income - 75 80
Fair value through other
comprehensive income
(FVTOCI) 4 (4) 18
TOTAL REVENUE 2,019 2,145 4,381
Operating expenses (2,544) (1,955) (4,020)
-------------------------------------- ------------ ------------ ----------
OPERATING (LOSS) / PROFIT (525) 190 361
-------------------------------------- ------------ ------------ ----------
Investment revenue - - 103
Finance income 33 - -
(Loss) / Profit on ordinary
activities before taxation (492) 190 464
Taxation - - (4)
-------------------------------------- ------------ ------------ ----------
(Loss)/Profit on ordinary
activities after taxation (492) 190 460
-------------------------------------- ------------ ------------ ----------
Other comprehensive income/(expense)
Movement in unrealised
appreciation of investments 20 25 26
Deferred tax on movement
in unrealised appreciation
of investments (4) 12 12
-------------------------------------- ------------ ------------ ----------
Net other comprehensive
(expense)/ income 16 37 38
====================================== ============ ============ ==========
Total comprehensive (loss)
/ income for the period/year
attributable to equity
shareholders (476) 227 498
====================================== ============ ============ ==========
(Loss) / Earnings per
ordinary share (pence),
excluding other comprehensive
income
Basic (4.5p) 1.9p 4.2p
Diluted (4.5p) 1.8p 4.2p
All results are from continuing operations and are attributable
to equity shareholders of the parent company.
Consolidated Statement of Changes in Equity
Share Share Revaluation Retained Total
Capital Premium Reserve Earnings Equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------------------- -------- -------- ----------- --------- -------
Balance at 1 December
2017 2,115 1,222 1,459 (1,309) 3,487
Profit on ordinary
activities after
taxation - - - 460 460
Movement in unrealised
appreciation of investments - - 26 - 26
Deferred tax on movement
in unrealised appreciation
of investments - - 12 - 12
Share based payment
transactions - - - 1 1
Issue of ordinary
share capital 775 775 - - 1550
----------------------------- -------- -------- ----------- --------- -------
Balance at 31 May
2018 2,890 1,997 1,497 (848) 5,536
----------------------------- -------- -------- ----------- --------- -------
(Loss) on ordinary
activities after
taxation - - - (492) (492)
Other comprehensive
income - - - 2 2
Movement in unrealised
appreciation of investments - - 21 - 21
Deferred tax on movement
in unrealised appreciation
of investments - - (4) - (4)
----------------------------- -------- -------- ----------- --------- -------
Total comprehensive
(loss) for the period - - 17 (490) (473)
----------------------------- -------- -------- ----------- --------- -------
Dividends paid - - - - -
----------------------------- -------- -------- ----------- --------- -------
Share based payment
transactions - - - 1 1
----------------------------- -------- -------- ----------- --------- -------
Balance at 30 November
2018 2,890 1,997 1,514 (1,337) 5,064
============================= ======== ======== =========== ========= =======
Consolidated Statement of Financial Position
30 November 2018
As at As at As at
30 November 30 November 31 May
2018 2017 2018
Unaudited Unaudited Audited
GBP'000 GBP'000 GBP'000
----------------------------------- ------------ ------------ --------
Non-current assets
Goodwill and intangible
assets 1,510 1,524 1,576
Other intangible assets 113 146 130
Property, plant and equipment 37 20 35
Equity investments 2,491 2,468 2,470
Total non-current assets 4,151 4,158 4,211
------------------------------------ ------------ ------------ --------
Current assets
Trade and other receivables 2,364 2,508 4,087
Investments held at fair
value through other comprehensive
income (FVTOCI) - 8 0
Cash and cash equivalents 2,014 2,252 2,453
------------------------------------ ------------ ------------ --------
Total current assets 4,378 4,768 6,540
------------------------------------ ------------ ------------ --------
Current liabilities
Trade and other payables 3,212 3,418 4,965
Current tax liabilities 36 71 36
Total current liabilities 3,248 3,489 5,001
------------------------------------ ------------ ------------ --------
Net current assets 1,130 1,279 1,539
------------------------------------ ------------ ------------ --------
Non-current liabilities
Deferred tax liabilities 217 213 214
------------------------------------ ------------ ------------ --------
Total non-current liabilities 217 213 214
------------------------------------ ------------ ------------ --------
Net assets 5,064 5,224 5,536
==================================== ============ ============ ========
Equity
Share capital 2,890 2,890 2,890
Share premium 1,997 1,957 1,997
Revaluation reserve 1,514 1,496 1,497
Retained earnings (1,337) (1,119) (848)
------------------------------------ ------------ ------------ --------
Shareholders' equity 5,064 5,224 5,536
==================================== ============ ============ ========
Consolidated Cash Flow Statement
For the six months ended 30 November 2018
Six months Six months Year ended
ended ended 31 May
30 November 30 November 2018
2018 2017 Audited
Unaudited Unaudited
GBP'000 GBP'000 GBP'000
-------------------------------- ------------ ------------ ----------
Operating activities (525) 190 361
Amortisation of intangibles 17 - 26
Depreciation of tangible
and intangible assets 9 32 20
Decrease/(increase) in
investments - 11 19
Remove opening receivables
of acquisition - (568) -
Amortisation of intangible
asset - customer relationships - 131 -
Remove opening payables
of acquisition - 475 -
Write down of goodwill 66 - -
Decrease/(increase) in
receivables 1,723 (252) (1,397)
Increase/(decrease) in
payables (1,751) 768 730
-------------------------------- ------------ ------------ ----------
Cash generated from / (used
in) operations (461) 656 (110)
Tax recovered - 71 (38)
-------------------------------- ------------ ------------ ----------
Net cash (used in)/generated
from operating activities (461) 727 (148)
-------------------------------- ------------ ------------ ----------
Investing activities
Interest received 33 - -
Investment income received - - 103
Interest paid - (1) -
Purchases of property,
plant and equipment (11) (12) (45)
Purchases of other intangible
assets - - (12)
Payments to acquire subsidiary
undertaking - (3,357) (2,092)
Cash acquired with subsidiary
undertaking - 2,320 2,320
Net cash (used in)/ generated
from investing activities 22 (1,060) 274
-------------------------------- ------------ ------------ ----------
Financing activities
Proceeds from issue of
ordinary share capital - 1,550 1,292
Dividends paid - - -
-------------------------------- ------------ ------------ ----------
Net cash used in financing
activities - 1,550 1,292
-------------------------------- ------------ ------------ ----------
Net (decrease) / increase
in cash and cash equivalents (439) 1,217 1,418
Cash and cash equivalents
at beginning of period 2,453 1,035 1,035
Cash and cash equivalents
at end of period/year 2,014 2,252 2,453
-------------------------------- ------------ ------------ ----------
Notes to the Interim Financial Statements
1. Basis of preparation
The financial information contained in this half-yearly
financial report does not constitute statutory accounts as defined
in section 434 of the Companies Act 2006.
The figures and financial information for the period ended 31
May 2018 are extracted from the latest published audited financial
statements of the Group and do not constitute the statutory
financial statements for that period. The audited financial
statements for the period ended 31 May 2018 have been filed with
the Registrar of Companies. The report of the independent auditors
on those financial statements contained no qualification or
statement under section 498(2) or section 498(3) of the Companies
Act 2006.
The condensed set of financial statements has been prepared
using accounting policies consistent with International Financial
Reporting Standards (IFRSs) as adopted by the European Union. The
financial information has been prepared under the historical cost
convention, except for the revaluation of certain financial
instruments. The same accounting policies, presentation and methods
of computation are followed in these condensed set of financial
statements as applied in the Group's latest, and intends to use in
preparing its next, annual audited financial statements. While the
financial figures included in this half-yearly report have been
computed in accordance with IFRSs applicable to interim periods,
this half-yearly report does not contain sufficient information to
constitute an interim financial report as that term is defined in
IAS 34.
In the current period, no standards or interpretations, new or
revised, have been adopted that have had a significant impact on
the amounts reported in the financial statements. This is the first
set of the Group's financial statements where IFRS 9 and IFRS 15
have been applied. These new standards were adopted from 1 June
2018 and have not had a significant impact on the amounts reported
in these financial statements.
Under IAS 27 these financial statements are prepared on a
consolidated basis where the Group consists of Fiske plc, the
parent, with the following subsidiaries in which it owns 100% of
the voting rights:
VOR Financial Strategy Limited
Ionian Group Limited
Fiske Nominees Limited
Fieldings Investment Management Limited
The directors have a reasonable expectation that the Group has
adequate resources to continue in operational existence for the
foreseeable future. Thus they continue to adopt the going concern
basis of accounting in preparing this half-yearly financial
report.
There has been no impact on the classification and measurement
of the Group's financial assets and liabilities, except for equity
assets that were classified as available--for--sale under IAS 39
which, at the date of initial application of IFRS 9, the Group is
applying the Fair Value through Other Comprehensive Income
("FVOCI") option. A review of the expected credit loss on
receivables has been conducted and the impact thereof is expected
to be de-minimis.
2. Taxation
No tax credit on the loss for the period has been recognised for
the six months to 30 November 2018, due to uncertainty over
sufficient future taxable profits being available.
3. Dividends paid
Dividends paid in the first period of 2019 GBPnil (2018 -
GBPnil).
4. IAS39 and IFRS9
The change in classification of the Euroclear holding from IAS39
to IFRS9 will result in the financial asset continuing to be valued
at fair value but subsequent gains or losses will be recognised in
other comprehensive income rather than profit and loss
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR BUGDDLDDBGCI
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February 28, 2019 10:34 ET (15:34 GMT)
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