RNS Number:2839P
THB Group PLC
03 September 2003
EMBARGOED FOR RELEASE AT 7AM ON 3 SEPTEMBER 2003
THB GROUP plc
PRELIMINARY RESULTS FOR THE YEAR ENDED 30 APRIL 2003
and
ACQUISITION OF RRG
THB Group plc ("THB" or "the group") today announces its maiden preliminary
results for the year ended 30 April 2003, following its successful flotation on
AIM on 1 October 2002, and the acquisition of Rarrigini & Rosso Group Limited
excluding its '24 7' systems development business ("RRG").
Financial Highlights
* Turnover up 49% to #22.9 million (2002: #15.3 million)
* Profit before taxation and goodwill amortisation up 22% to #4.2 million
(2002: #3.5 million)
* Profit before tax up 15% to #3.8 million (2002: #3.3 million)
* Dividend 4p (2002: 6p on lower capital base prior to flotation on AIM)
* Earnings per share:
* Basic and diluted 10.03p (2002: 13.34p);
* Excluding goodwill amortisation 11.68p (2002: 14.10p);
reflecting funds raised at flotation awaiting investment and impact of
seasonality of TL Clowes acquisition (acquired December 2001) on 2002
result
* Encouraging start to current year trading
Corporate Highlights
* Strong organic growth in both Wholesale and Retail businesses,
particularly in North American property, motor fleet, motor sport and
UK commercial markets
* Full year contribution from TL Clowes
* Successful flotation on AIM on 1 October 2002, raising #6 million
(before costs) to fund acquisitions
* Egger Lawson (acquired 2 December 2002), strengthens the group's
leading position in motor sport; British Equestrian Insurance Brokers
(acquired 7 April 2003) is a market leader in equine insurance
* Group continues to seek acquisitions of high margin businesses with
leading positions in growing niche markets
Acquisition of RRG
* RRG acquired on 2 September 2003 for a total consideration of up to
#11.8 million, including proforma net liabilities acquired at completion of #1.0
million and deferred consideration of up to #0.7 million payable on achievement
of results.
* RRG is a leading provider of wholesale motor fleet and commercial
property insurance solutions and risk management services to a network of over
500 insurance brokers throughout the UK
* In the year ended 31 August 2002, RRG achieved a pro-forma profit
before tax of #2.0 million on turnover of #4.2 million and gross written premium
of over #60 million
* The acquisition of RRG is expected to be earnings enhancing in the year
ending 30 April 2004
* RRG doubles the size of THB's existing motor fleet operations to create
the largest UK wholesale fleet broker, handling gross written premiums in excess
of #120 million, and strengthens THB's market position as a specialist wholesale
insurance broker in commercial property and other commercial lines insurance in
the UK
Commenting on the results, Vic Thompson, Chairman THB Group plc, said:
"Our first full year results following our AIM flotation are excellent. They
demonstrate the effectiveness of our defined strategy of developing a spread of
niche insurance broking businesses and reflect the contribution made by our
staff in achieving substantial organic growth.
Whilst we anticipate a gradual softening of rates across most classes of
business other than liability in the coming year, there are good prospects for
organic revenue growth in selected markets in which we operate. Coupled with
our careful control of operating expenses, and the expected impact on profits of
our recent acquisitions, we look forward with confidence to another year of good
organic and acquisition led growth.
We believe that with our AIM flotation behind us, our strong balance sheet and
transaction experience, we are well positioned to take advantage of further
opportunities to acquire complementary specialist broking businesses and teams."
Commenting on the acquisition of RRG, Vic Thompson said:
"RRG is a significant step for the group, doubling the size of our motor fleet
business to create the UK's premier wholesale motor fleet broker, and bringing
to THB for the first time a wholesale broking business outside the Lloyd's
market. The ARM business will also strengthen the group's existing risk
management services, especially to the motor fleet market."
Enquiries:
Vic Thompson, Chairman THB Group plc 01689 883500
Rob Wilkinson, Finance Director THB Group plc 01689 883500
Further information is available on the company's website at www.thbgroup.com.
THB GROUP plc
PRELIMINARY STATEMENT
for the year ended 30 April 2003
Results and dividends
I am pleased to report that 2003 has proved to be another excellent year for
THB. Profits before tax rose 15% to #3.83 million (2002: #3.33 million) on
brokerage and fees of #22.9 million (2002: #15.3 million). Profit before
taxation and goodwill amortisation was up 22% in the year at #4.22 million
(2002: #3.45 million). Basic earnings per share were 10.03p (2002: 13.34p),
reflecting the dilutive effect in the period of the funds raised at flotation
and the impact of the seasonality of the TL Clowes business acquired in December
2001 on the 2002 result.
The Board approved the payment of a second interim dividend of 2.5p, paid on 11
August 2003, in place of a final dividend, bringing the total dividend for the
year to 4p. This is covered 2.3 times by profits.
THB's business is spread across a number of sectors to provide the group with a
degree of security against fluctuations in insurance cycles for different risk
areas. This year, the group was able, as a result, to deliver a sound
performance in rapidly changing markets, which saw residual nervousness among
underwriters early in the year following the events of 11 September 2001 and
significant variations in conditions in different sectors of the market. THB's
strength lies, I believe, in its ability to react and adapt to changing markets.
The increase in turnover in the year under review reflects a full year for the
TL Clowes businesses acquired in December 2001. However, we have also seen
satisfactory organic growth in both the original THB and the TL Clowes
businesses, reflecting the group's particular strength in North American
property catastrophe, UK motor fleet, motor sport and UK commercial markets.
The divisions serving these markets, representing around two-thirds of total
group turnover, together enjoyed 18% organic growth in brokerage in the year.
The North American division performed very strongly, particularly in the face of
a weakening US dollar, reflecting strength in its core binding authority
business and flexibility to take advantage of opportunities in the open market.
The group also gained business by the requirement for war cover for property and
personnel in the recent Iraqi conflict.
Absolute levels of insurance premiums continued to rise during the year in most
sectors, balanced to some extent by continued downward pressure on brokerage
rates, although a few sectors, notably motor fleet, saw premium levels plateau
in the second half of the year.
Flotation on the AIM market
The company completed a successful flotation on the Alternative Investment
Market of the London Stock Exchange on 1 October 2002, raising #6 million
(before costs) at a price of 120p per share, largely by way of a placing to
institutional investors. We believe that the AIM quote will further the group's
strategy, particularly in its acquisition programme, but also by a more general
raising of its profile amongst clients and insurers.
I was especially pleased that the portion of the placing in the flotation
reserved for employees of the group and persons connected with them was fully
subscribed.
Operating review
Group strategy
THB Group plc is a UK based insurance broking group serving clients
predominantly in the UK and the United States. It acts as a wholesaler for other
insurance brokers, as well as providing retail broking services directly to a
range of corporate and individual clients.
The group continues to enjoy strong relationships in the London, and
particularly Lloyd's, markets. Over 70% of THB's business in the year under
review was placed into the Lloyd's market, spread across a large range of
syndicates. The balance of the group's business was placed with UK composite
insurers and also with other insurers in Europe and overseas markets. The Board
is encouraged by Lloyd's return to profit in 2002 and that Lloyd's has continued
to strengthen its reserves for liability business written in the past and has
maintained its 'A-' rating.
A key objective of the group, set prior to flotation, is to grow turnover
substantially by means of organic development, recruitment and acquisition of
specialist teams and targeted businesses.
Wholesale
THB acts as a wholesaler for other insurance intermediaries in the UK and abroad
principally through four divisions: North America, motor fleet, personal lines
and specialty markets. The North American and motor fleet divisions were the key
wholesale performers, both exceeding their income and profit targets in the year
under review. Overall, wholesale business grew by a creditable 13% in the year.
North America
THB North America works closely with some 50 insurance broker and insurance
agent partners in North America, providing solutions to high or special risks
that do not fit within the criteria set from time to time by the "admitted"
domestic North American insurance market. THB North America places risks from
small commercial to large industrial and specialises in catastrophe property
placements.
The North American division achieved an excellent result in the year under
review, reporting brokerage up 11%, in spite of a 9% deterioration of the US
dollar/sterling average exchange rate during the period.
THB North America conducted 81% of its business through binding authorities
granted by underwriters. Growth in this type of business was limited in the year
by the reluctance of underwriters to write business under such authorities in a
hard market and it fell as a proportion of the division's income from 88% in
2002. However, we have been encouraged by the recovery in THB's binder business
in the second half of the year as underwriters began to write increased volumes
of business, albeit selectively, through those binding authorities which have
consistently delivered good underwriting results.
The balance of THB North America's business is written in the "open market". THB
has demonstrated an ability to respond swiftly to emerging market needs. In the
year under review, THB earned $1m of income on open market terrorism covers
primarily placed in respect of buildings in New York, before the US Government
passed the Terrorism Act in December 2002. This particular opportunity may have
receded, but THB North America works closely with underwriters and its US
partners to identify new emerging market opportunities.
During the year, the division added banking industry expertise to its existing
team of skilled brokers. Since the year end, a business has been acquired from
Alexander Forbes, which further extends the division's reach in the US property
market through the inclusion of additional long-established and profitable
binding authorities.
Motor Fleet
THB has a well established position in the Lloyd's motor fleet market, using its
expertise and strong relationships with selected Lloyd's motor syndicates to
find competitive insurance solutions for higher risk haulage and coach fleets.
The Motor Fleet division delivered a 16% increase in brokerage in 2003. This was
achieved in spite of difficult trading conditions in the second half of the
year, when the division saw rates in certain classes begin to soften with the
re-emergence of aggressive underwriting by certain composite insurers. We expect
this trend to continue through the course of 2004.
Personal Lines & Specialty Markets
THB offers retail brokers access to the Lloyd's underwriting market. Through its
own personal lines binding authorities and its expertise in placing difficult
and high risk covers, THB can respond swiftly to the needs of clients.
Retail & Financial Services
The group places insurance on behalf of a range of retail clients, both
corporates and individuals based in the UK and overseas. Specialist services are
provided through four main Lloyd's broker divisions and through the group's
provincial broking operations, which also provide a full range of general
broking services. In addition, the group has two financial services businesses.
On the retail side, the Sport & Travel division and the TL Clowes provincial
broker in Leamington have been the major contributors to the year's success.
Sport & Travel
The division specialises in motor sport and other sports, as well as handling
travel related risks. It also places personal accident and equipment damage
covers for journalists operating in war zones and the Iraq War boosted the Sport
& Travel division to a rise in brokerage of 16% over the previous full year.
Media
Insurance for the advertising industry, particularly risks associated with
advertising productions, is provided by THB Media. It has developed a range of
products, including "weatherday" cover, targeted at advertisers, advertising
agencies and production companies. Media brokerage grew only marginally during
the year, as the advertising sector remained depressed.
Aviation
The group's Aviation division places cover for private light aircraft, gliders
and smaller commercial aircraft. Although the division recorded an increase in
brokerage during the year, this still remains a very competitive class which is
likely to be adversely impacted by falling disposable incomes.
Equine
British Equestrian Insurance Brokers ("BEIB") was acquired by THB in April 2003.
As a niche Lloyd's broker, BEIB provides specialist insurance for the horse,
rider and owner in the UK and international markets. BEIB has developed close
relationships with many equestrian affinity organisations in the UK, Eire and
USA.
Provincial brokers
THB's network of general commercial brokers comprises TL Clowes (Warwick) Ltd in
Leamington, THB Northern Ltd in Leeds and Marshall Ewart & Graham Ltd ("MEG") in
Glasgow.
TL Clowes (Warwick) Limited derives its brokerage from corporate and individual
clients principally connected with the motor sport, automotive and photographic
industries. This includes commercial insurance arranged for clients of the Sport
& Travel division. Based in Leamington, this operation successfully attracted a
number of smaller firms and sole traders as additional teams during the year.
THB Northern Ltd provides a commercial broking service in the Leeds area,
although the retention of personal contacts over time has resulted in clients
being located throughout the UK. THB Northern is a general broker but has
specialist expertise in the property and haulage sectors.
MEG is a general insurance broker, based in Glasgow and Edinburgh and serving
the Scottish commercial market. It also provides financial services.
In addition, THB Egger Lawson Ltd, based in Nottingham, was acquired by the
group in December 2002 and is the clubman's motor sport insurance specialist,
trading primarily as Competition Car Insurance.
THB's retail provincial operations grew brokerage by 42% in 2003 over the year
to 30 April 2002.
Financial Services
Through TL Clowes Financial Services, based in Leamington, and MEG in Glasgow,
THB provides a range of advisory services to corporate clients and individuals.
These operations are regulated by the FSA and complement the group's general
insurance broking activities by offering pensions and other employee benefits to
their corporate clients. Trading conditions for financial services continued to
be highly competitive during 2003, with margins under pressure in the group's
pensions business. However, greater integration of Financial Services into the
wider group is expected to provide opportunities for renewed growth.
Acquisitions during the year
As anticipated in the prospectus issued in connection with the group's
flotation, THB has sought to expand its operations and profitability by means of
both recruitment of teams and corporate acquisitions.
On 2 December 2002, the group completed the purchase of the business and certain
assets and liabilities of Egger Lawson, a retail broker specialising in
insurance for grassroots motor sport, such as club rallying, which complements
the group's existing strength in the motor sport area. On 7 April 2003, THB
acquired the holding company of British Equestrian Insurance Brokers Limited, a
Lloyd's broker providing specialist equine insurance products in the UK and
overseas.
A number of small teams and key individuals were recruited into the group during
the year to add depth to existing core businesses, principally affecting the
provincial broking operations and the North American and motor fleet divisions.
Acquisitions since the year end
North American property business
Since the year end, the group has acquired a North American property business
from Alexander Forbes, which in terms of the geographic spread of its client
base complements the group's existing US operations well and will reduce the
proportion of catastrophe business within our portfolio. The consideration for
this acquisition, payable in cash, is deferred and depends on the performance of
the acquired business during the current year. It is estimated by the Directors
that it will not exceed #0.6 million.
Rarrigini & Rosso Group Limited
On 2 September 2003, THB completed the acquisition of Rarrigini & Rosso Group
Limited excluding its '24 7' systems development business ("RRG") for a total
consideration of up to #11.8 million, which includes proforma net liabilities
acquired at completion of #1.0 million and deferred consideration of up to #0.7
million payable on achievement of results. RRG is a leading provider of motor
fleet and property insurance solutions and risk management services to the UK
broker market.
The combination of RRG and THB's existing motor fleet operations will create the
largest UK wholesale fleet broker, handling gross written premiums in excess of
#120 million, and will strengthen THB's market position as a specialist
wholesale insurance broker in commercial property and other commercial lines
insurance in the UK.
RRG, through its subsidiary Rarrigini & Rosso Limited ("RRL"), to be renamed THB
Risk Solutions Limited, provides specialist commercial insurance package
products on a wholesale basis to a network of over 500 retail commercial
insurance brokers throughout the UK.
The principal insurance products are:
- 'Fleet UK' (commercial motor fleet)
- 'Property UK' (commercial property)
- 'Goodsure' (goods-in-transit insurance), and
- 'Encompass' (combined commercial insurances for small- and medium- sized
enterprises)
RRG also provides risk management services, through its Active Risk Management
("ARM") division. ARM is a leading provider of driver training services to fleet
managers in the UK and also conducts a range of risk management surveys. RRG is
to be re-named THB Risk Management Limited.
THB acquired 100% of the issued ordinary share capital of RRG and of RRL, in two
separate transactions through its wholly-owned subsidiary THB UK Limited, for a
total initial cash consideration of up to #11.1 million, including proforma net
liabilities of RRG and RRL acquired at completion of #1.0 million, subject to
adjustment following audit of the completion balance sheet and the settlement of
certain obligations of RRG.
The deferred consideration is payable in cash on achievement of results by RRG
and RRL for each of the periods ending 30 April 2005, 2006 and 2007. The
maximum total payment is #0.7 million.
The acquisition has been funded through new borrowings of #9.5 million, with the
balance from THB's own cash resources.
THB is acquiring the well established profitable core businesses of RRG. For
the past three years, RRG has also sought to develop an IT solution for
insurance brokers known as "24 7". This business was disposed of by RRG
immediately prior to completion.
The acquisition of RRG is a significant step for the group, bringing to THB for
the first time a wholesale broking business outside the Lloyd's market and
establishing THB as the UK's premier wholesale motor fleet broker. The ARM
business will also strengthen the group's existing risk management services,
especially to the motor fleet market.
Our people
THB strives to provide a working environment in which skilled and dedicated
professionals can achieve and be recognised. I would like to thank our staff -
both those of longstanding pedigree and those new to the group through
acquisition or recruitment - without whose expertise and hard work this
excellent result would certainly not have been achieved and on whose continued
commitment the group's future depends.
New Offices
The group moved its headquarters to new offices in Orpington, Kent in November
2002. This move, together with new leased space taken in London, involves
additional costs, but provides capacity for future expansion and reflects the
Board's confidence in its strategy for growth.
Technology
Technology is increasingly vital to establishing a competitive edge in the
insurance broking market and progress has been made both with integration of the
group's systems and the service offer to clients during the year.
THB strives constantly to add value to both clients and underwriters. During the
year, the group launched a document management system ("DMS") that allows its
North American binding authority insurers to monitor key information relating to
the risks written on their behalf. The system provides flexible search
facilities and automatic e-mail alerts to insurers as new risks are written. We
believe that this e-mail facility remains unique in the market and that THB's
DMS adds significant value to insurers by helping them to monitor risks for
purposes of reinsurance and aggregate correlation. Plans are being developed for
DMS to permit client interface in due course.
Outlook
The hard market conditions continued throughout the year in most sectors, albeit
with some signs of softening in certain classes of business, such as motor
fleet. Underwriters were generally more selective in their business focus and
driven by profitability. However, with worldwide capacity increasing and
insurers recording excellent underwriting results on their current business, we
anticipate that a gradual softening of rates may well extend to other classes,
with the exception of liability, in the coming year.
It was a key strategy of THB in the first half of the year to seek open market
business in its North American
division in anticipation of underwriters' continuing aversion to binding
authority business. Open market business was successfully acquired, but a
welcome boost to brokerage levels in the second half was provided by an
increasing willingness by underwriters to accept good quality binder business.
We expect this to be a feature of the coming year and this offers THB good
prospects for growth given its traditional strength in this class of business.
We believe underwriters will increasingly seek the efficient flow of business
offered by binders, provided the broker can demonstrate effective compliance
controls that meet all regulatory requirements, together with support facilities
that provide the underwriter with fast and efficient access to all relevant
information.
The group's stated objective is to grow its turnover substantially in the
forthcoming years, both organically and through further strategic acquisitions.
We believe THB is well positioned to take advantage of consolidation in the
broking sector, particularly among retail brokers. The first indications of the
style and focus of FSA regulation, which will be applicable to all insurance
brokers from January 2005, together with an ageing population of owner-managers
in the sector, will, we believe, further this process and provide a wider
selection of first rate acquisition opportunities to THB.
Although we will continue to keep the group's operating expenses under careful
control, we expect to see some increase in staffing levels in order to manage an
aggressive expansion programme. In addition, the group enjoyed the benefit of
relatively low cost Errors & Omissions insurance cover in 2003, under a
three-year policy taken out in April 2000. In spite of an excellent E&O claims
record, the hard market conditions prevailing in this class of business have
adversely affected THB's renewal terms for the current year at an additional
cost to the group of around #0.5 million.
The group has made an encouraging start to the current year, although the loss
of US open market terrorism business may be expected to give trading a slightly
increased second half bias. In summary, whilst we anticipate a gradual softening
of rates across most classes of business other than liability in the coming
year, we believe there are good prospects for organic revenue growth in selected
markets in which we operate.
FSA regulation
The Financial Services Authority ("FSA") will take over regulatory
responsibility for the general insurance sector with effect from January 2005.
Until that time, all existing THB companies will continue to be regulated by the
General Insurance Standards Council. The Board has reviewed the FSA's
consultation papers, which indicate the direction that the FSA intends to take.
We believe that THB's compliance culture is well established and that the group
will be able to register its businesses with the FSA in the early stages of the
registration process.
Change of name
In August 2002 the company changed its name from Thompson Heath & Bond
(Holdings) Limited to THB Group plc. It is the intention of the Board to develop
the 'THB' branding across the whole group and in future acquisitions.
We wish THB to be recognised as the first choice for insurance solutions in its
chosen niches, by wholesale and retail clients alike, and for career development
and opportunity by highly skilled and ambitious insurance professionals. We look
forward with eager anticipation to furthering these goals during the year ahead.
Victor H. Thompson
Chairman & Chief Executive
THB GROUP plc
GROUP PROFIT AND LOSS ACCOUNT
for the year ended 30 April 2003
2003 2002
Continuing Acquired Total Total
Notes # # # #
Turnover 2 22,475,391 433,929 22,909,320 15,345,886
Operating charges (18,742,846) (402,299) (19,145,145) (13,084,821)
Goodwill amortisation (369,649) (25,836) (395,485) (125,117)
Administrative expense (19,112,495) (428,135) (19,540,630) (13,209,938)
Other operating income 56,892 - 56,892 831,723
__________ __________ __________ __________
Operating profit 3,419,788 5,794 3,425,582 2,967,671
Share of operating profit
in associate - 9,307 9,307 -
Interest receivable 715,571 552,062
Interest payable (322,971) (194,572)
__________ __________
Profit on ordinary activities
before taxation 3,827,489 3,325,161
Taxation 3 (1,419,483) (1,120,695)
__________ __________
Profit on ordinary activities
after taxation 2,408,006 2,204,466
Dividend for year 4 (1,058,013) (1,068,594)
__________ __________
Profit transferred to reserves 1,349,993 1,135,872
__________ __________
Earnings per share 5
Basic and diluted 10.03p 13.34p
Excluding goodwill amortisation - Basic
and diluted
11.68p 14.10p
The company has no recognised gains or losses other than the profit for the
period.
_________________________________________________________________________________
NOTE OF HISTORICAL COST PROFITS AND LOSSES
for the year ended 30 April 2003
2003 2002
# #
Profit on ordinary activities before taxation 3,827,489 3,325,161
Difference between historical cost depreciation charge
and depreciation charge based on revalued amounts 13,171 13,779
Difference between profit on disposal of fixed assets
based on historic net book value and revalued net book value 161,243 -
__________ __________
Historical cost profit on ordinary activities before taxation 4,001,903 3,338,940
__________ __________
Historical cost profit retained 1,524,407 1,149,651
__________ __________
THB GROUP plc
GROUP BALANCE SHEET
at 30 April 2003
2003 2002
Notes # # #
Fixed assets
Intangible assets 9,958,508 7,129,558
Tangible assets 6,696,377 4,984,059
Investments 473,351 197,457
Investments in associated company 162,178 -
__________ __________
17,290,414 12,311,074
__________
Current assets
Debtors 58,210,566 49,352,534
Cash at bank and in hand 29,369,671 26,798,852
__________ __________
87,580,237 76,151,386
Creditors: Amounts falling
due within one year (81,500,926) (74,264,510)
__________ __________
Net current assets 6,079,311 1,886,876
__________ __________
Total assets less current liabilities 23,369,725 14,197,950
Creditors : Amounts falling
due after more than one year (4,583,014) (2,876,065)
Provisions for liabilities and charges
Deferred taxation (51,593) -
__________ __________
18,735,118 11,321,885
__________ __________
Capital and reserves
Called up share capital 2,650,000 2,089,932
Share premium account 9,335,252 4,132,080
Revaluation reserve 1,899,047 2,073,461
Other reserves 826,000 526,000
Profit and loss account 4,024,819 2,500,412
__________ __________
Shareholders' funds 6 18,735,118 11,321,885
(All equity interests) __________ __________
THB GROUP plc
GROUP CASH FLOW STATEMENT
for the year ended 30 April 2003
2003 2002
Notes # #
Net cash inflow from operating activities 7 1,904,175 5,710,019
__________ __________
Return on investments and servicing of finance
Interest received 715,571 552,062
Interest paid (311,916) (165,663)
Finance lease interest paid (11,055) (28,909)
__________ __________
Net cash inflow from returns on investments
and servicing of finance 392,600 357,490
__________ __________
Taxation
Tax paid (1,280,222) (1,129,756)
__________ __________
Capital expenditure and financial investments
Purchase of fixed assets (2,866,449) (529,763)
Purchase of investments (272,317) (22,318)
Proceeds on disposal of fixed assets 565,147 42,909
__________ __________
Net cash outflow from capital
expenditure and financial investment (2,573,619) (509,172)
__________ __________
Acquisitions
Purchase of subsidiary undertakings (4,613,483) (2,931,388)
Net cash from purchase of subsidiary undertakings 2,364,160 8,894,905
Proceeds on disposal of related undertakings - 11,324
__________ __________
Net cash (outflow) / inflow from acquisitions (2,249,323) 5,974,841
__________ __________
Dividends
Equity dividends paid (813,499) (1,070,608)
__________ __________
Net cash (outflow) / inflow before financing (4,619,888) 9,332,814
Financing
Issue of shares 5,263,240 731,170
Receipts from new borrowing 2,852,334 1,534,066
Repayments of amounts borrowed (862,208) (417,762)
Capital repayments of finance leases (64,899) (182,049)
__________ __________
Net cash inflow from financing 7,188,467 1,665,425
__________ __________
Increase in cash 8 2,568,579 10,998,239
__________ __________
THB GROUP PLC
NOTES TO THE PRELIMINARY RESULTS - 30 April 2003
1 Basis of preparation
The group financial statements have been prepared on the going concern
basis under the historical cost convention, modified to include the revaluation
of certain land and buildings, and in accordance with applicable accounting
standards.
2 Turnover and operating profit
Turnover and operating profit were derived from the activity of
insurance broking.
Turnover was received from activities in the following geographical
areas:
Continuing Acquired 2003 2002
# # # #
United Kingdom 13,020,128 377,891 13,398,019 7,424,480
Other European countries 768,247 34,049 802,296 424,534
United States of America 8,381,195 21,989 8,403,184 7,228,258
Other countries 305,821 - 305,821 268,614
__________ __________ __________ __________
22,475,391 433,929 22,909,320 15,345,886
__________ __________ __________ __________
3 Taxation on Profit on Ordinary Activities
Analysis of the charge for the year.
2003 2002
# #
The taxation charge/(credit) comprises:
UK corporation tax at 30% (2002: 30%)
Current year 1,344,485 1,165,812
Prior year (7,797) (7,053)
__________ __________
1,336,688 1,158,759
Deferred taxation 82,795 (38,064)
__________ __________
1,419,483 1,120,695
__________ __________
4 Dividends
2003 2002
# #
Interim dividend of 1.5p per share (2002: 4p) 395,513 650,608
Second interim dividend of 2.5p per share (2002: nil) 662,500 -
Final dividend of nil p per share (2002: 2p) - 417,986
__________ __________
1,058,013 1,068,594
__________ __________
5 Earnings per share
Basic earnings per share are calculated by dividing the net profit
attributable to shareholders by the weighted average number of shares in issue
during the year.
Diluted earnings per share are calculated by dividing the net profit
attributable to shareholders by the adjusted weighted average number of shares
in issue during the year.
Net profit Weighted average Net profit Weighted average
attributable to number of shares attributable to number of shares
shareholders shareholders
2003 2003 2002 2002
# #
Basic earnings per share 2,408,006 23,996,872 2,204,466 16,519,920
Dilutive effect of share options - 11,438 - -
__________ __________ __________ __________
2,408,006 24,008,310 2,204,466 16,519,920
__________ __________ __________ __________
Earnings per share excluding the effect of goodwill amortisation has been
presented because the Directors believe it to be a key performance indicator.
Excluding goodwill amortisation:
Basic earnings per share 2,408,006 23,996,872 2,204,466 16,519,920
Goodwill amortisation 395,485 - 125,117 -
__________ __________ __________ __________
Adjusted earnings 2,803,491 23,996,872 2,329,583 16,519,920
Dilutive effect of share options - 11,438 - -
__________ __________ __________ __________
2,803,491 24,008,310 2,329,583 16,519,920
__________ __________ __________ __________
6 Reconciliation of movement in shareholders' funds
Group
#
Retained profit for the year 1,349,993
Shares issued in the year 6,644,490
Costs of issue (881,250)
Shares to be issued 300,000
__________
Net increase in shareholders' funds 7,413,233
Shareholders' funds at 1 May 2002 11,321,885
__________
Shareholders' funds at 30 April 2003 18,735,118
__________
7 Net cash inflow from operating activities
2003 2002
# #
Operating profit 3,425,582 2,967,671
Depreciation and amortisation 1,142,435 634,992
Executive share option schemes - (168,609)
Loss/(profit) on sale of fixed assets 12,886 (7,605)
(Increase)/decrease in amounts due from clients and insurers (7,339,419) 6,292,829
Increase in amounts due from associated undertaking (212,095) -
Increase)/decrease in other debtors (208,380) 200,769
Increase/(decrease) in amounts due to clients and insurers 4,922,723 (4,475,598)
Increase in amounts due to associated undertaking 44,889 -
Increase in other creditors 115,554 265,570
__________ __________
Net cash inflow from operating activities 1,904,175 5,710,019
__________ __________
8 Reconciliation of net cash flow to movement in net funds
2003 2002
# #
Increase in cash for the year 2,568,579 10,998,239
Cash outflow from finance leases 45,078 182,049
Cash inflow from financing (1,990,126) (1,116,304)
__________ __________
Changes in net funds resulting from cash flows 623,531 10,063,984
Inception of finance leases - (75,516)
Net funds at start of year 23,309,151 13,320,683
__________ __________
Net funds at end of year 23,932,682 23,309,151
__________ __________
9 Analysis of changes in net funds
At 1 May 2002 At 30 April 2003
Cash flows Acquisitions
# # # #
Insurance broking accounts 25,208,016 1,497,535 2,384,732 29,090,283
Other cash at bank and in hand 1,590,836 (1,344,221) 32,773 279,388
Overdrafts - 51,105 (53,345) (2,240)
Finance leases (94,551) 64,899 (19,821) (49,473)
Borrowings (3,395,150) (1,990,126) - (5,385,276)
__________ __________ __________ __________
Net funds 23,309,151 (1,720,808) 2,344,339 23,932,682
__________ __________ __________ __________
10 Acquisitions
On 13 November 2002, the group acquired the entire issued share capital of THB
Egger Lawson Limited ("THBEL"), a dormant company, which on 2 December 2002
acquired the business and certain assets and liabilities of Egger Lawson, an
unincorporated business.
On 7 April 2003, the group acquired the entire issued share capital of BEIB
Equestrian Holdings Limited ("BEHL").
The assets and liabilities acquired in these transactions comprised:
THBEL BEHL
# #
Intangible fixed assets - -
Tangible fixed assets 51,529 119,323
Investments - 156,448
Current assets
Debtors - 1,129,340
Cash at bank - 2,417,505
__________ __________
Total assets 51,529 3,822,616
Creditors due within one year (250,000) (3,221,943)
Creditors due after more than one year - (5,329)
__________ __________
Net assets/(liabilities) (198,471) 595,344
Goodwill arising on acquisition 566,885 2,657,550
__________ __________
Total cost of acquisition 368,414 3,252,894
__________ __________
Satisfied by:
Issue of shares - 500,000
Cash paid 351,529 2,344,322
Deferred contingent issue of shares - 300,000
__________ __________
Total consideration 351,529 3,144,322
Costs of acquisition 16,885 108,572
__________ __________
Total cost of acquisition 368,414 3,252,894
__________ __________
All assets and liabilities are stated at their fair values and no adjustment has
been made to their book value, other than to write off goodwill of #191,027 in
the books of BEHL.
The consolidated results of BEHL have been included with effect from 1 April
2003.
Cash paid in respect of BEHL includes #500,000, which was held in escrow at 30
April 2003 pending collection of that company's debtors. This amount has been
released in full since the year end.
The deferred contingent issue of shares represents the directors' estimate of
the likely amount payable, based on achievement of results by BEHL and its
subsidiary and associated undertakings in the years ending 30 April 2004, 2005
and 2006, which will be reassessed annually.
11 The financial information contained in this preliminary announcement
does not constitute statutory accounts within the meaning of Section 240 of the
Companies Act 1985. The balance sheet as at 30 April 2003, profit and loss
account and cashflow statement and associated notes for the year then ended have
been extracted from the group's financial statements. Those financial statements
have not yet been delivered to the Registrar of Companies, nor have the auditors
reported on them.
Statutory accounts for the year ended 30 April 2003 will be posted to
shareholders no later than 30 September 2003 and delivered to the Registrar of
Companies following the Annual General Meeting on 27 October 2003.
Copies of the preliminary press release (and statutory accounts when
available) may be obtained from the Secretary at the registered office.
SHAREHOLDER INFORMATION
See our group website www.thbgroup.co.uk for information about the group and
other shareholder information, including link to latest share price.
Registered office: Directors:
Murray House VH Thompson - chairman and chief executive
Murray Road GM Cotter - group operations director
Orpington, Kent DA Ulph
BR5 3QY RS Wilkinson - finance director
Tel: 01689 883500 NJ Moorhouse - non executive director
MF Holbrook - non executive director
Company registration number:
1514749
Financial calendar:
27 October 2003 AGM
December 2003 Interim results announced
January 2004 Interim dividend payable
July 2004 Final results announced
August 2004 Final dividend payable
Registrars: Stockbroker:
Capita IRG Plc Numis Securities Limited
Bourne House Cheapside House
34 Beckenham Road 138 Cheapside
Beckenham, Kent London EC2V 6LH
BR3 4TU
Tel: 0870 1623100 Tel: 020 7776 1500
www.capita-irg.com www.numiscorp.com
Auditors: Group Bankers:
Grant Thornton Lloyds TSB Bank plc
Singer & Friedlander Limited
Solicitors: Fleet Bank
Kendall Freeman Barclays Bank PLC
Addleshaw Goddard Clydesdale Bank PLC
This information is provided by RNS
The company news service from the London Stock Exchange
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