12
September 2024
BROOKS MACDONALD GROUP
PLC
Final results for the year
ended 30 June 2024
Focusing on clients to
reignite growth
Brooks Macdonald Group plc ("Brooks
Macdonald" or "the Group") today announces its audited results for
the year ended 30 June 2024, which show a rise in funds under
management, a double-digit increase in underlying profit before
tax, a strong capital and cash position and the nineteenth
successive annual dividend increase for the Group. Also released
today are two further announcements regarding the disposal of the
International business and appointment of the new CFO.
Andrew Shepherd, CEO of Brooks Macdonald,
said:
"Despite the challenging market
conditions, we have delivered good results, with our Funds Under
Management growing to £18.0 billion and having maintained strong
underlying profit margins. This performance is a testament to our
robust business model and the unwavering commitment of our people.
I want to thank the entire team at Brooks Macdonald for their hard
work, dedication, and resilience throughout this past year and
indeed during the three years of my tenure as CEO. As I hand over
the reins to Andrea Montague, who has already made a significant
impact as CFO, I have every confidence that she will lead Brooks
Macdonald to even greater success as CEO."
Andrea Montague, CEO Designate of Brooks Macdonald,
said:
"Over the last 12 months, I have
been impressed with the deep client relationships that we have at
Brooks Macdonald as well as the expertise and commitment of our
people to our clients. To be the best, we know there is more we can
do. Today we are redefining our strategy to reignite growth with a
renewed focus on excellent client service, broadening and deepening
our client reach and exploring targeted opportunities to drive
scale and efficiencies. We are also simplifying the Group by
announcing the sale of our International business for a total
consideration of up to £50.85 million.
"I announced this morning the
appointment of Katherine Jones as our new Chief Financial
Officer. This appointment will strengthen my leadership team
so we can continue to drive performance and execute our strategy.
Looking ahead, I am hugely excited about what we can achieve as we
unlock the full potential of Brooks Macdonald."
Good financial performance and strategic
progress
·
Group Funds Under Management ("FUM") reached £18.0
billion (FY23: £16.8 billion), up 7.0% on prior year reflecting a
strong investment performance:
o Gross inflows totalled £2.3 billion (FY23: £2.7 billion)
reflecting strong client demand with the fourth
quarter showing an improvement on each of the prior quarters
of the financial year
o Gross outflows in the year were elevated, driven by the
macroeconomic backdrop and higher interest rate environment leading
to net outflows of £0.6 billion (FY23: net inflows of £0.8
billion)
o Performance in absolute terms over the 10-year period, across
all our risk profiles, is very strong delivering a range
of +30% (for low risk) through to +97% for our
highest risk strategy (all net of fees).
o The
last 12 months to the end of June 2024 has seen this outperformance
compared to peers cemented. All 5 risk profiles have delivered
outstanding absolute returns for clients and outperformed the ARC
Private client index series.
·
Revenue of £128.3 million (FY23: £123.8 million),
up 3.6% driven by increased transactional and FX income, and the
full year contribution from the financial planning businesses
acquired part way through FY23
·
Management actions realised annualised cost
savings of £4.0 million through organisational changes resulting in
broadly flat underlying costs for the year
·
Underlying profit1 of £34.1 million
(FY23: £30.3 million), up 12.5% and an improved underlying profit
margin of 26.6% (FY23: 24.5%).
·
Total dividend up 4.0% to 78.0p (FY23: 75.0p)
reflecting the Board's confidence in the Group's medium-term growth
strategy. This is the nineteenth successive annual dividend
increase since shares began trading on AIM
·
Sale of Brooks Macdonald International (BMI) to
Canaccord Genuity Wealth Management for a total consideration of up
to £50.85 million, including an initial consideration of £28
million payable in cash upon completion.
Key
financial results
|
Year ended
30.06.2024
|
Year ended
30.06.2023
|
Change
|
FUM
and Revenue
|
|
|
|
Funds under management
("FUM")
|
£18.0bn
|
£16.8bn
|
7.0%
|
Net flows growth rate
|
(3.7)%
|
5.2%
|
(8.9)ppt
|
Revenue
|
£128.3m
|
£123.8m
|
3.6%
|
Underlying results1
Profit before tax
|
£34.1m
|
£30.3m
|
12.5%
|
Profit margin before tax
|
26.6%
|
24.5%
|
2.1ppt
|
Basic earnings per share
|
163.8p
|
153.8p
|
10.0p
|
Diluted earnings per
share
|
161.0p
|
151.0p
|
10.0p
|
Statutory results
Profit before tax
|
£11.6m
|
£22.2m
|
(47.7)%
|
Profit margin before tax
|
9.0%
|
17.9%
|
(8.9)ppt
|
Basic earnings per share
|
40.1p
|
114.7p
|
(74.6)p
|
Diluted earnings per
share
|
39.4p
|
112.6p
|
(73.2)p
|
Capital
Net cash2
|
£44.7m
|
£53.4m
|
(16.3)%
|
Own Funds adequacy ratio
|
348.5%
|
328.1%
|
20.4ppt
|
Dividends
Proposed final dividend per
share
|
49.0p
|
47.0p
|
4.3%
|
Total dividend per share
|
78.0p
|
75.0p
|
4.0%
|
1The underlying figures represent the results for the Group's
continuing activities excluding certain adjusting items as listed
in the Financial Review. These represent an alternative performance
measure for the Group. A reconciliation between the Group's
statutory and underlying profit before tax is also included in the
Financial Review.
2During the year, the Group invested £30 million of surplus
cash resources into UK Gilts which are held on the balance sheet as
financial assets held at amortised cost.
Redefining our Strategy and setting medium-term
targets
We plan to reignite growth through a
renewed focus on:
1. Delivering excellent client
service:
o unlock the full potential of Brooks Macdonald's client-centric
culture;
o proactively tailor our service to client needs;
and,
o launch differentiated and innovative new products to further
drive business growth.
2. Broadening and deepening our
client reach
o take
the Group's broad product range to our existing network and build
new connections;
o increase brand awareness; and,
o enhance client data management and analytics to support lead
generation.
3. Driving scale and
efficiencies:
o build talent and execution capabilities to support delivery of
client service;
o leverage automation across front-office and support teams to
increase productivity; and,
o optimise investment and client reporting processes to improve
efficiency.
As a result of this strategy, we
announce today the following medium-term targets:
·
5% annualised net inflows
·
underlying cost growth of less than 5% per
annum
Successful Execution of M&A strategy
The completion of the following
transaction will progress our strategy to reignite growth and
create a simplified wealth management and financial planning
business in the UK:
·
Following a strategic review of Brooks Macdonald
International (BMI), the Board concluded that a sale of the
business was in the best interests of the Group. The separately
announced sale to Canaccord Genuity Wealth Management for a total
consideration of up to £50.85m which includes initial consideration
of £28 million payable in cash upon completion, with additional
contingent consideration of up to £22.85 million payable on the
second anniversary of completion, subject to meeting certain
revenue targets and secures a highly credible future owner for
BMI.
Update on regulatory matters
·
Regarding the FCA's review of ongoing advice: the
Group undertook a review of historical data and practices in the
second half of the financial year and consequently, the Board
concluded no provision was required.
·
Consumer Duty: the Group fully supports the
principles of Consumer Duty and completed its first annual Consumer
Duty Board report in the year.
We continue to have a constructive,
ongoing dialogue with all of our regulators and remain committed to
delivering excellent outcomes for all of our clients.
FY25 Guidance and Outlook
The structural growth opportunity in
our industry remains highly attractive, underpinned by
demographics, government policy and increasing need for advice.
This, coupled with an improving economic outlook gives us strong
confidence in delivering the strategy we have announced
today.
As a result, we anticipate a return
to overall positive net flows later in the financial year. We
continue to expect to see the blended revenue yield follow its
established trend as our Platform MPS business continues to grow at
pace, which will drive operational leverage through the
business.
The BMI transaction is subject to
regulatory approval with anticipated completion by March 2025 and
an impact of c £2m on group underlying profit in FY25.
As we guided at the half year, H224
interest income was in line with our guidance at £5m. Following on
from that, we expect interest income to be impacted by further BOE
base rate reductions. For FY25, we expect client interest turn to
be c. £7-8m.
We continue to actively manage our
costs and drive efficiencies to ensure we are well-positioned for
future growth.
We expect capital expenditure to
average £4-5m in FY25.
Conference call and investor presentation
details
A video presentation and results
presentation slides will be available from 7:00 a.m. today on the
Investor Relations section of Brooks Macdonald's website using the
following link:
https://www.brooksmacdonald.com/investor-relations
There will be a Q&A session for
analysts and investors at 9:30 a.m. today via conference
call.
For details please contact FTI
Consulting on +44 (0) 07976 870961 or brooksmacdonald@fticonsulting.com
Enquiries to:
Brooks Macdonald Group plc
Andrea Montague, CEO Designate and
CFO
|
www.brooksmacdonald.com
Andrea.Montague@brooksmacdonald.com
|
Singer Capital Markets (Nominated Adviser and
Broker)
Charles Leigh-Pemberton / James
Moat
|
+44 (0) 20
7496 3000
|
Investec Bank (Joint Broker)
Christopher Baird / David
Anderson
|
+44 (0) 20
7597 5970
|
FTI
Consulting
Edward Berry/Katherine
Bell
|
brooksmacdonald@fticonsulting.com
07703
330199/07976870961
|
Notes to editors
Brooks Macdonald Group plc, through
its various subsidiaries, provides leading wealth management
services in the UK and internationally. The Group, which
was founded in 1991 and began trading on AIM in 2005, had
discretionary Funds under Management of £18.0 billion as at 30 June
2024.
Brooks Macdonald offers outsourced
discretionary investment management for intermediaries and
advice-led integrated wealth management for private clients. The
Group also acts as fund manager to a range of onshore and
international funds.
The Group has a strong local
presence across the UK and Crown Dependencies.
The information contained within
this announcement was previously deemed by the Company to
constitute inside information as stipulated by Market Abuse
Regulation (EU) No 596/2014 ("EU MAR") and the retained UK law
version of EU MAR pursuant to the Market Abuse (Amendment) (EU
Exit) Regulations 2019 (SI 2019/310) ("UK MAR"). With the
publication of this announcement via a Regulatory Information
Service, this information is now considered to be in the public
domain. For the purposes of UK MAR, the person responsible for
arranging for the release of this information on behalf of Brooks
Macdonald is Company Secretary Phil Naylor.
Forward-looking statements
This announcement may include
statements, beliefs or opinions that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements may
be identified by the use of forward-looking terminology, including
the terms "believes", "estimates", "plans", "projects",
"anticipates", "targets", "aims", "continues", "expects",
"intends", "hopes", "may", "will", "would", "could" or "should" or,
in each case, their negative or other variations or comparable
terminology, or by discussions of strategy, plans, objectives,
goals, future events or intentions. No representation or warranty
is made that any of these statements or forecasts will come to pass
or that any forecast results will be achieved. Forward-looking
statements may and often do differ materially from actual results.
Any forward-looking statements contained in the announcement speak
only as of their respective dates, reflect Brooks Macdonald's
current view with respect to future events and are subject to risks
relating to future events and other risks, uncertainties and
assumptions relating to Brooks Macdonald's business, results of
operations, financial position, liquidity, prospects, growth and
strategies.
Except as required by any applicable
law or regulation, Brooks Macdonald expressly disclaims any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained in this
announcement or any other forward-looking statements it may make
whether as a result of new information, future developments or
otherwise.
LEI:
213800WRDF8LB8MIEX37
www.brooksmacdonald.com
/ @BrooksMacdonald
Chair's statement
Focus on reigniting growth
I am delighted to present my first
Annual Report as your new chair. I have spent recent months getting
to know Brooks Macdonald and I have great first impressions. In
particular, our client-centric culture - the service and commitment
we provide to clients and advisers is exemplary, together with the
strength of our relationships and the calibre of our people. I have
also met shareholders, corporate advisers and competitors, and have
gained a good understanding of Brooks Macdonald, and it's position
in the UK wealth market.
Brooks Macdonald is an excellent
business that serves a critical need for individual saving and
investment. The structural opportunity for our industry remains
strong and we are well positioned to help clients navigate all
market conditions. We will continue to focus on delivering
consistently good investment returns for our clients and partners.
The Group delivered good financial
results in the year to 30 June 2024. Underlying PBT increased by
12.5% to £34.1m, with our results reflecting the resilience of our
business model and the added value of the services we provide. The
financial review in this Annual Report contains detailed
information on our performance.
Since our financial year end, the
Bank of England ("BOE") has cut the interest base rate for the
first time since the aggressive hikes that started late 2021 to
stave off soaring inflation. As macroeconomic conditions stabilise,
we are confident that our business is well positioned to benefit,
with clients being more likely to commit funds for long-term
investment. As a Board, we are focused on implementing our strategy
and achieving the goals we have set for the Group.
Enhancing our strategy
We have set out our strategy to
reignite growth with a renewed focus on:
• Delivering
excellent client service
• Broadening and
deepening client reach
• Driving scale
and efficiencies
By focusing on these growth levers,
which include enhancing our technology, scaling our products and
being more data-led, and by carrying out targeted M&A (using
strict criteria) we are confident that we will achieve the new
medium-term targets that we have set. We recognise that we need to
improve our flows, to attract new clients and to retain existing
clients, and are committing to a medium-term target of 5% net
inflows per annum. However, we also recognise the importance of
doing this efficiently and will limit underlying cost growth to
less than 5% per annum.
Our tailored distribution, to
advisers and direct to clients, and our broad proposition set that
meets clients' needs throughout their entire investment lifecycle
give us an excellent base from which to grow. With an enhanced
focus on our refined strategy, I look forward to seeing BM
delivering enhanced returns for all our stakeholders.
Dividend
The Board has recommended a final
dividend of 49.0p (FY23: 47.0p), which, subject to approval by
shareholders, will result in total dividends for the year of 78.0p
(FY23: 75.0p). This represents an increase of 4.0% in the total
dividend on the previous year and underlines the Board's confidence
in the prospects for the Group. The final dividend will be paid on
1 November 2024 to shareholders on the register at the close of
business on 20 September 2024.
We have increased our dividend each
year for 19 years, demonstrating the capital strength of our
business through the cycle and our commitment to shareholder
returns.
Governance
In March 2024, following a nine-year
term on the Board, Richard Price stepped down after various
positions including Chair of the Audit Committee, Senior
Independent Director and Acting Chair. I would like to thank
Richard for the significant contribution he made to Brooks
Macdonald and for leaving the Group in a strong
position.
In June this year, we announced that
CEO, Andrew Shepherd will be retiring after 22 years with the
Group. From 1 October 2024, our Chief Financial Officer, Andrea
Montague, will be appointed as CEO, subject to regulatory approval.
Andrea has been working closely with Andrew since this announcement
and has been in position as CEO Designate since 1 July 2024. I am
confident of a smooth handover and that Andrea's demonstrated
experience, pace and leadership stand her in excellent stead to
deliver our ambitious growth plans.
I would like to take this
opportunity to reiterate the gratitude of the Group to Andrew for
the immense contribution he has made to Brooks Macdonald during his
tenure as CEO and for the many years before. He has shown
extraordinary dedication and commitment to the Group. We will miss
'Shep' and wish him all the best in the future.
Culture and colleagues
Our people are our greatest strength
and we are focused on developing them to be the best they can be.
Throughout the year, we have evolved our People strategy to
increase leadership and management capability, to drive high
performance and to improve the employee experience. Each of these
is underpinned by our 'Inclusive by Design' strategy which
challenges us to ensure we adopt an inclusive approach to
everything that we do, in turn fostering a culture that inspires
motivation and engagement from our workforce.
In July this year, we conducted a
'Speak-up' employee engagement survey and had a participation rate
of 79%. We saw improved scores in Performance Management and
Fulfilling Careers with employees commenting positively on our
culture of continuous improvement. Based on this survey, we provide
each business area with a report to enable managers to address
specific needs of their teams. The Board and the Executive
leadership team will ensure that we make Brooks Macdonald an even
better place to work by implementing changes suggested by our
people.
Looking ahead
Demographics in the form of an
ageing population continue to underpin the strategic opportunity
for Brooks Macdonald. With an ambitious new government in place we
must hope that dis-incentivising pension savings does not become a
new source of funding for the various state spending plans. The
high inflation stress seems to be behind us and a first BOE base
rate reduction bodes well for the clients of wealth managers. The
bank of mum and dad alongside the temptation of debt reduction has
been and remains tough competition for wealth managers, but with
further rate cuts on the horizon, prospects are looking up for
long-term investment strategies as offered by Brooks Macdonald.
Under Andrea's leadership our redefined strategy, coupled with a
strong balance sheet and robust cash generation will ensure we
continue to be well positioned for the future. Finally I would like
thank our shareholders for their continued support, our colleagues
for their hard work and our clients and partners for their business
and trust in our organisation.
Maarten Slendebroek
Chair
11 September 2024
CEO's review
As I present my final review as CEO
of Brooks Macdonald, I reflect on the immense pride I have felt in
holding this position. Brooks Macdonald is a great business that
delivers excellent outcomes for our clients across their entire
investment lifecycle. By generating consistently strong investment
returns to support their long-term financial goals, we provide them
with increased certainty and reassurance over their financial
futures, regardless of the economic backdrop.
Throughout my tenure as CEO, we have
remained focused on our Purpose of realising ambitions and securing
futures, which means we keep our clients at the forefront of our
minds, whilst also providing for all our stakeholders - employees,
intermediaries and shareholders.
This year has been no different.
Clients have benefitted from the close relationships with our
investment managers and financial planners which is even more
important when markets are challenging, and have further benefitted
from strong returns from our rigorous investment
process.
Financial performance
For much of our financial year,
inflation remained high, together with persistently high interest
rates. Clients remained under pressure in terms of higher costs of
living and continued to be encouraged to pay down increasingly
expensive debt. These factors impacted our industry and our Group,
where we saw net outflows of £616 million, largely in our Bespoke
and Funds products. MPS continued to be a driver of growth with net
inflows of £388 million, reflecting the trend for MPS as a solution
of choice for accumulation.
Gross inflows across our
propositions were strong throughout the year, with £2.3 billion
gross inflows at the Group level and we ended the year with the
best-performing quarter. Platform MPS gross inflows contributed
approximately half of these flows. Although outflows were
stubbornly high, we saw signs of improvement in the fourth quarter.
Given our internal efforts on client retention, combined with a
more stable economic outlook, we are confident that outflows will
decrease.
We had a year of good financial
performance in FY24, with underlying profit before tax increased to
£34.1 million (FY23: £30.3 million). The underlying profit margin
increased by 2.1 percentage points to 26.6% as we implemented cost
efficiencies and benefited from increased interest and
transactional income. Statutory profit before tax fell to £11.6
million from £22.2 million, primarily due to the impairment of the
International goodwill balance announced in our half-year
results.
Our year-end closing FUM was a
record £18.0 billion, up 7% in the year, with investment
performance of £1.8 billion more than offsetting the impact of net
outflows.
Investment performance and market conditions
Our aggregate investment performance
across all our risk profiles for the year was 10.7%. These strong
returns have been generated through our robust Centralised
Investment Proposition where we have constructed portfolios with a
balanced approach utilising multiple asset classes and investment
vehicles against a backdrop that has seen headline index returns
dominated by a focussed set of large and mega cap
stocks.
During the second half of the year,
we saw an improvement for UK companies benefitting from better
sentiment, signs of political stability and economic improvement.
Our clients continued to benefit from our rigorous investment
process, which provides diversified portfolios for their long-term
investment horizons. Our investment strategies outperformed their
relevant ARC peer group indices for the year and maintained strong
results over the 10-year period.
Looking ahead, we are encouraged by
the recent falls in inflation and anticipate interest rate cuts
across Western economies that should be supportive of asset prices.
Additionally, the change in government in the UK is seen to
encourage international asset allocators to review exposure to the
region.
We are retaining our slight
overweight position to equity markets but maintaining our balance
between value and growth investment styles as we recognise
diversification as critical in the current uncertain
outlook.
Review of business performance
UK
Investment Management
Across UK Investment Management
("UKIM"), our people have once again worked incredibly hard to
provide exceptional levels of support to their clients and
intermediaries resulting in strong gross inflows of £2.0 billion in
the year.
The Platform Managed Portfolio
Service ("PMPS") was the strongest performer, achieving net inflows
of approximately £330 million for the year. This reflects both the
robust current and potential growth of this product at Brooks
Macdonald and within the broader industry.
BM Investment Solutions ("BMIS"),
our business-to-business offering, collaborates with adviser firms
to provide tailored services aligned to their objectives. Once
again, BMIS demonstrated good performance, achieving net inflows of
approximately £140 million.
In our Bespoke Portfolio Service
("BPS") product, UKIM has experienced significant growth in our
specialist offerings - Responsible Investing Service, Decumulation,
and Court of Protection, and especially with our Gilts product
which was introduced to meet client demand for their portfolios to
take advantage of higher interest rates whilst avoiding equity
risk. However, beyond these specialist offerings, BPS saw net
outflows due to a broader market trend, compounded by the impact of
higher interest rates and macroeconomic uncertainty.
Despite our funds business facing
challenges this year, with net outflows similar to much of the
sector, we remain optimistic about the potential for growth in our
multi-asset funds. We are confident in the actions we have already
taken to drive medium-term growth and are actively reviewing
additional steps to further strengthen our position.
International
In our interim results in March
2024, we announced a strategic review of the International business
following performance that had been behind plan. I would like to
thank the International team for their unwavering commitment during
this time. We conducted a thorough review aimed at determining how
to maximise value from the business. It has been concluded that the
sale of the International business is in the best interests of the
Group as it simplifies the Group's operations to focus on its core
activities of high-quality investment management and financial
planning within the UK.
Distribution
We operate in a significant and
growing market and have traditionally leveraged our relationships
with advisers to distribute our products. In recent years we have
recognised the growing opportunity in distributing direct to
clients, especially where we have a financial planning
relationship. As at 30 June 2024, the Group had £5.3 billion Funds
under Management or Advice ("FUM/A") with private clients who deal
with the Group directly. £4.5 billion related to portfolios in the
Group's investment management and £0.8 billion to portfolios with
third-party investment managers.
We made two senior appointments to
newly created roles in the year to reflect this targeted
distribution with Alex Charalambous joining the Group as Head of
Wealth and, since year end, Greg Mullins joining as Head of Adviser
Solutions. Alex is leading the Group's advice-led integrated wealth
management offering for private clients and Greg will focus on
delivering exceptional service to the adviser community, both
supporting our ambitious growth plan.
Investing in our people
Our commitment to a strong people
agenda has been unwavering, and our client-centric culture
continues to be one of our most valuable assets. This year, we have
deepened our investment in our people, bringing in talented new
hires and enhancing our team's capabilities. We have made
significant strides in our people strategy by advancing management
training programmes, expanding professional development
opportunities, and refining our performance management approach.
These efforts are complemented by regular employee feedback, which
we use to continuously improve our processes and ensure they align
with the needs of our people.
Leadership transitions are a
critical moment in any organisation, and in June 2024, I announced
my resignation alongside the Board's decision to appoint Andrea
Montague as our new CEO, effective 1 October 2024, subject to
regulatory approval.
As Chief Financial Officer since
August 2023, Andrea has been a vital member of our leadership team.
Her drive to redefine our strategy to reignite growth puts Brooks
Macdonald in excellent hands and in a strong position for the
future.
This financial year, we also
undertook necessary organisational changes to ensure the Group's
long-term competitiveness. These changes, which included a
reduction in roles by approximately 10%, were difficult but
necessary to align our resources with our strategic objectives. The
resulting cost savings of approximately £4 million per annum have
strengthened our commercial position and enhanced our ability to
compete effectively in the market.
Employee wellbeing remains at the
forefront of our agenda, particularly during times of change. We
continue to support our people through various initiatives,
including enhanced employee assistance programmes, mental health
support, and professional development opportunities. Our goal is to
foster an environment where every employee can thrive, both
personally and professionally.
Andrew Shepherd
CEO
11 September
2024
Our
strategy
Brooks Macdonald has redefined its
strategy to take advantage of the growth opportunities in the UK
wealth management sector. We have strong foundations in place and
we continue to make substantial progress. Although persistently
high interest rates have made the short term difficult, the
longer-term outlook for the business is excellent.
Reigniting growth
Brooks Macdonald was founded to give
clients wealth management driven by purpose and principles, and
that remains as true as ever.
We have multiple stakeholders -
clients always come first, and if we look after our clients, our
employees, and our intermediaries, then our shareholders will get
the returns they seek. For all of them, the reason Brooks Macdonald
is here is to help them realise their ambitions and secure their
futures.
We work every day to protect and
enhance our clients' wealth through high-quality investment
management and financial planning, underpinned by exceptional
client service.
We are dedicated to the highest
professional standards, inspired by our guiding principles: we do
the right thing, we are connected, we care, and we make a
difference. We are proud of the powerful blend of talented people
we have in Brooks Macdonald, and together we are confident and
ambitious in what we can achieve and the difference we can make for
our clients.
Focused distribution
We have aligned our business around
our two key distribution channels - financial advisers and private
clients. Our proposition is different in the two channels -
outsourced discretionary investment management for advisers, in our
Adviser Solutions unit, and integrated wealth management for
private clients in our Wealth team. Aligning the organisation to
the needs of the different propositions is helping make us more
effective and efficient in serving our clients and
advisers.
Strategic priorities
Our strategy is grounded in three
key areas, each with a number of principal initiatives for
2025.
1.
Delivering excellent client service
We aim to unlock the full potential
of Brooks Macdonald's client-centric culture, proactively tailor our service to client needs and launch
differentiated and innovative new products to further drive
business growth.
2.
Broadening and deepening our client reach
We will focus on taking the Group's
broad product range to our existing network and new connections,
increase brand awareness and, enhance client data analytics to
support lead generation.
3.
Driving scale and efficiencies
We will focus on building talent and
execution capabilities to support delivery of client service,
leverage automation across the front-office and support teams to
increase productivity and optimise investment and client reporting
processes to improve efficiency.
Strategic progress in FY24
Following Consumer Duty 'go live' in
July, we updated our Target Market Guide and published it on our
website.
We continued to make incremental
improvements to our client and adviser portal InvestBM.
We continued to align the advice
process across our financial planning teams.
Gross inflows held up well in FY24
at 13.8%, despite persistent higher interest rates weakening
investor sentiment.
Our Platform MPS product had net
flows of c.13%.
We have continued to see positive
net flows (c.22%) and FUM growth (27%) in our specialist BPS
products, including Decumulation, Responsible Investment and
Gilts.
We rebuilt our marketing function to
align to the new distribution channel focus and to deliver
high-quality marketing support to our distribution and front office
teams.
We upgraded our capabilities with
selective external hires in key functional areas, including
Finance, HR, Risk and Compliance.
We experimented with generative AI
to bring greater efficiency to internal processes and to build our
understanding of what the technology can deliver.
Financial review
Review of results for the year
The Group delivered a good set of
results for FY24, seeing growth in revenue and an improvement in
underlying profit and underlying profit margin on the prior
year.
The Group recorded net outflows in
the year of £0.6 billion as a result of the challenging
macroeconomic environment and the impact of higher interest rates
prevailing during the year. These were offset by positive
investment performance of £1.8 billion, leading to a record closing
FUM of £18.0 billion at 30 June 2024 (£16.8 billion at 30 June
2023).
Revenue increased by 3.6% on the
prior year to £128.3 million, and underlying profit was up 12.5% to
£34.1 million, resulting in an underlying profit margin of 26.6%
(FY23: 24.5%).
On a statutory basis, profit before
tax was £11.6 million, down 47.7% from the prior year as a result
of the previously communicated goodwill impairment charge
recognised at 31 December 2023 of £11.6 million in relation to the
International business.
Refer to the reconciliation between
underlying and statutory profits section for details on the
statutory adjustments, including the goodwill
impairment.
Group financial results summary
Table 1 shows the Group's financial
performance for the year ended 30 June 2024 with the comparative
period and provides a reconciliation between the underlying
results, which the Board considers to be an appropriate reflection
of the Group's underlying performance, and the statutory results.
Underlying profit represents an alternative performance measure
("APM") for the Group. Refer to the Non-IFRS financial information
for a glossary of the Group's APMs, their definition, and the
criteria for how underlying adjustments are considered.
Table 1 - Group financial results summary
|
FY24
£m
|
FY23
£m
|
Change
|
Revenue
|
128.3
|
123.8
|
3.6%
|
Fixed staff costs
|
(45.8)
|
(45.2)
|
1.3%
|
Variable staff costs
|
(12.8)
|
(10.9)
|
17.4%
|
Total staff costs
|
(58.6)
|
(56.1)
|
4.5%
|
Non-staff costs
|
(38.0)
|
(37.8)
|
0.5%
|
FSCS levy
|
(0.5)
|
(0.5)
|
-
|
Total non-staff costs
|
(38.5)
|
(38.3)
|
0.5%
|
Net finance income
|
2.9
|
0.9
|
222.2%
|
Total underlying costs
|
(94.2)
|
(93.5)
|
0.7%
|
|
|
|
|
Underlying profit before tax
|
34.1
|
30.3
|
12.5%
|
Underlying adjustments
|
(22.5)
|
(8.1)
|
177.8%
|
Statutory profit before tax
|
11.6
|
22.2
|
(47.7)%
|
Taxation
|
(5.2)
|
(4.1)
|
26.8%
|
Statutory profit after tax
|
6.4
|
18.1
|
(64.6)%
|
|
|
|
|
Underlying profit margin before
tax
|
26.6%
|
24.5%
|
2.1ppts
|
Underlying basic earnings per
share
|
163.8p
|
153.8p
|
10.0p
|
Underlying diluted earnings per
share
|
161.0p
|
151.0p
|
10.0p
|
Statutory profit margin before
tax
|
9.0%
|
17.9%
|
(8.9)ppts
|
Statutory basic earnings per
share
|
40.1p
|
114.7p
|
(74.6)p
|
Statutory diluted earnings per
share
|
39.4p
|
112.6p
|
(73.2)p
|
Own Funds adequacy ratio
|
348.5%
|
328.1%
|
20.4ppts
|
Dividends per share
|
78.0p
|
75.0p
|
4.0%
|
FUM
movement in the year
The table below shows the opening
and closing FUM position and the flows for the year broken down by
segment and by the key services within UK Investment Management
("UKIM").
Table 2 - Movements in funds under
management
Year ended 30 June 2024
(£m)
|
|
Opening
|
|
Organic net new
business
|
|
Total inv.
perf.
|
|
Closing
|
|
Total organic net new
business
|
Total
mvmt
|
|
FUM
1 Jul 23
|
|
Q1
|
Q2
|
Q3
|
Q4
|
Total
|
|
FUM
30 Jun 24
|
|
BPS
|
8,527
|
|
(98)
|
(94)
|
(205)
|
(158)
|
(555)
|
|
908
|
|
8,880
|
|
(6.5)%
|
4.1%
|
MPS Custody
|
966
|
|
(14)
|
(21)
|
(20)
|
(25)
|
(80)
|
|
88
|
|
974
|
|
(8.3)%
|
0.8%
|
MPS Platform
|
3,489
|
|
147
|
121
|
65
|
135
|
468
|
|
410
|
|
4,367
|
|
13.4%
|
25.2%
|
MPS
total
|
4,455
|
|
133
|
100
|
45
|
110
|
388
|
|
498
|
|
5,341
|
|
8.7%
|
19.9%
|
UKIM discretionary
|
12,982
|
|
35
|
6
|
(160)
|
(48)
|
(167)
|
|
1,406
|
|
14,221
|
|
(1.3)%
|
9.5%
|
Funds
|
1,708
|
|
(78)
|
(71)
|
(112)
|
(76)
|
(337)
|
|
174
|
|
1,545
|
|
(19.7)%
|
(9.5)%
|
UKIM total
|
14,690
|
|
(43)
|
(65)
|
(272)
|
(124)
|
(504)
|
|
1,580
|
|
15,766
|
|
(3.4)%
|
7.3%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
International
|
2,157
|
|
(27)
|
(33)
|
(22)
|
(30)
|
(112)
|
|
217
|
|
2,262
|
|
(5.2)%
|
4.9%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
16,847
|
|
(70)
|
(98)
|
(294)
|
(154)
|
(616)
|
|
1,797
|
|
18,028
|
|
(3.7)%
|
7.0%
|
|
|
|
|
Total investment
performance
|
|
|
10.7%
|
FUM increased by £1.2 billion or
7.0% during the year, to £18.0 billion at 30 June 2024 (30 June
2023: £16.8 billion). The Group's broad product offering and
continued focus on serving clients in a changing economic
environment has resulted in robust gross inflows of £2.3 billion
for the year, however, gross outflows were elevated driven by the
prevailing backdrop of market volatility and higher interest rates
continuing to affect client behaviour, resulting in net outflows
for the period of £0.6 billion.
Investment performance for the year
added £1.8 billion to the closing FUM, representing an increase of
10.7%. Performance in absolute terms over the 10-year period,
across all our risk profiles, is very strong delivering a range of
+30% (for low risk) through to +97% for our highest risk strategy
(all net of fees).
The last 12 months to the end of
June 2024 has seen this outperformance compared to peers cemented.
All 5 risk profiles have delivered outstanding absolute returns for
clients and outperformed the ARC Private client index
series.
BPS experienced net outflows of £0.6
billion or 4.1% during the year, as clients withdrew funds to repay
debt or to hold higher cash balances. The gilts offering launched
at the end of the last financial year within the BPS product range
saw strong demand, enabling clients to take advantage of higher
interest rates whilst avoiding equity risk. Our Decumulation
specialised product, offering a solution to meet clients' income
requirements by shielding their portfolio from downturn in the
early years of withdrawal, grew by 6.3% in the year.
Platform MPS, including the Group's
B2B offering for financial advisers, BM Investment Solutions
("BMIS"), grew to £4.4 billion, an increase of 25.2%, with organic
net flows contributing 13.4%.
Funds saw net outflows during the
period, driven by the wider market conditions and in line with the
trend observed across the sector.
International FUM grew moderately by
4.9% over the period with net outflows of £0.1 billion, offset by
investment performance.
Revenue
Table 3 - Breakdown of the Group's total
revenue
|
FY24
£m
|
FY23
£m
|
Change
%
|
Fee income
|
92.1
|
91.5
|
0.7%
|
Transactional and FX
income
|
15.3
|
13.3
|
15.0%
|
Financial planning income
|
8.2
|
6.6
|
24.2%
|
Interest income
|
12.7
|
12.4
|
2.4%
|
Total revenue
|
128.3
|
123.8
|
3.6%
|
The Group's revenue for FY24
increased by 3.6% from £123.8 million to £128.3 million. Fee income
was slightly up on last year to £92.1 million, driven by a
combination of the impact from flows, product mix, and investment
performance.
Transactional and FX income
increased by 15.0% on the prior year due to higher trading volumes
in the year and the impact of asset allocation strategies in
response to the volatile market during the year.
Financial planning fees totalled
£8.2 million in FY24, with an additional £1.8 million of revenue
recognised in the current year from the full period impact of the
Integrity Wealth Solutions Limited and Adroit Financial Planning
Limited businesses acquired in FY23.
Interest income, net of increasing
amounts paid out to clients on cash holdings, was up by £0.3
million to £12.7 million in the current year as a result of the
continued rise in the Bank of England base rates during the
year.
Table 4 - Revenue, average FUM and yields
|
Revenue
|
Average FUM
|
Yield
|
|
FY24
£m
|
FY23
£m
|
Change
£m
|
FY24
£m
|
FY23
£m
|
Change
%
|
FY24
bps
|
FY23
bps
|
Change
bps
|
BPS fees
|
54.4
|
54.2
|
0.2
|
8,579
|
8,318
|
3.1
|
63.5
|
65.1
|
(1.6)
|
BPS non-fees (transactional income
and FX fees)
|
12.2
|
10.4
|
1.8
|
-
|
-
|
-
|
14.2
|
12.5
|
1.7
|
BPS non-fees (interest
income)
|
10.2
|
9.7
|
0.5
|
-
|
-
|
-
|
11.9
|
11.7
|
0.2
|
Total BPS
|
76.8
|
74.3
|
2.5
|
8,579
|
8,318
|
3.1
|
89.6
|
89.3
|
0.3
|
MPS Custody
|
5.8
|
5.7
|
0.1
|
972
|
967
|
0.5
|
59.2
|
59.1
|
0.1
|
MPS Platform
|
7.1
|
5.2
|
1.9
|
3,892
|
2,750
|
41.5
|
18.2
|
18.8
|
(0.6)
|
MPS non-fees (interest
income)
|
1.2
|
1.1
|
0.1
|
-
|
-
|
-
|
11.9
|
11.7
|
0.2
|
Total MPS
|
14.1
|
12.0
|
2.1
|
4,864
|
3,717
|
30.9
|
29.0
|
32.3
|
(3.3)
|
UKIM discretionary
|
90.9
|
86.3
|
4.6
|
13,443
|
12,035
|
11.7
|
67.6
|
71.7
|
(4.1)
|
Funds
|
8.4
|
9.6
|
(1.2)
|
1,769
|
1,997
|
(11.4)
|
47.7
|
48.3
|
(0.6)
|
Total UKIM
|
99.3
|
95.9
|
3.4
|
15,212
|
14,032
|
8.4
|
65.3
|
68.4
|
(3.1)
|
International fees
|
15.6
|
16.1
|
(0.5)
|
2,215
|
2,198
|
0.8
|
70.4
|
73.3
|
(2.9)
|
International non-fees
(transactional income and FX fees)
|
2.9
|
2.6
|
0.3
|
-
|
-
|
-
|
13.2
|
11.7
|
1.5
|
International non-fees (interest
income)
|
1.4
|
1.6
|
(0.2)
|
-
|
-
|
-
|
6.2
|
7.2
|
(1.0)
|
Total International
|
19.9
|
20.3
|
(0.4)
|
2,215
|
2,198
|
0.8
|
89.8
|
92.2
|
(2.4)
|
Total FUM-related revenue
|
119.2
|
116.2
|
3.0
|
17,427
|
16,230
|
7.4
|
68.4
|
71.6
|
(3.2)
|
Financial planning income
|
8.2
|
6.6
|
1.6
|
|
|
|
|
|
|
Other income
|
0.9
|
1.0
|
(0.1)
|
|
|
|
|
|
|
Total non-FUM-related revenue
|
9.1
|
7.6
|
1.5
|
|
|
|
|
|
|
Total Group revenue
|
128.3
|
123.8
|
4.5
|
|
|
|
|
|
|
The Group's overall yield decreased
by 3.2bps or 4.5% compared to the prior year. This was driven by a
number of factors across the products set out below.
The yield on BPS fees for UKIM
decreased by 1.6bps to 63.5bps during the year (FY23: 65.1bps),
driven by the impact of flows, the underlying product mix and rates
achieved on new business.
The BPS non-fee transactional and FX
income yield increased by 1.7bps in the year, as a result of higher
trading volumes. The yield on interest income was up 0.2bps, due to
the increase of the Bank of England base rate in Q1, offset by
higher amounts paid to clients.
The MPS Custody yield of 59.2bps
continued to remain stable on FY23, whereas the yield on MPS
Platform fell slightly by 0.6bps to 18.2bps due to the impact of
product mix as Platform MPS includes our BM Investment Solutions
offering that attracts relatively larger mandates and benefits from
discounted tiered rates. Additionally, we saw growth in our passive
Platform MPS offering during the year, which attract lower yields.
This has resulted in the overall MPS yield decreasing from 32.3bps
to 29.0bps in the year.
The UK Funds fee yields reduced by
0.6bps to 47.7bps during the year, primarily driven by the impact
and timing of flows during the year.
International fee income yield
reduced by 2.9bps to 70.4bps during FY24, driven by a change in
product mix and the impact of flows. International non-fees
transactional and FX income increased by 1.5bps, whilst interest
income yield reduced by 1.0bp due to the impact of cash balances
denominated in foreign currencies. This has resulted in the overall
International yield decreasing from 92.2bps to 89.8bps during the
year.
Underlying costs
Total underlying costs were broadly
flat on last year, increasing marginally by 0.7% to £94.2 million
in FY24 (FY23: £93.5 million). Excluding the full-year impact of
the Integrity and Adroit businesses acquired part way through the
prior year, underlying costs reduced by £0.4 million.
Staff costs
Total staff costs increased by £2.5
million to £58.6 million. Of this, £1.4 million was driven by the
full-year impact of the two acquired businesses last year.
Excluding acquired costs, staff costs increased by £1.1 million,
from £54.5 million to £55.6 million.
Excluding the full-year impact of
acquisitions, fixed staff costs decreased by £0.3 million. This was
contributed by the organisational restructure the Group carried out
in October 2023 where opportunities to streamline and remove
duplication from core processes were identified with roles being
made redundant as a result. This saving was offset by inflationary
pay rises, the impact of net joiners and further investment in
staff training and development.
Variable staff costs increased from
£10.9 million to £12.8 million driven by the increase in
pre-variable pay profit. Within this, the share-based payments
charge was down £0.3 million on the prior year due to lapses
recognised in FY24 as a result of leavers, and a reduction in the
Group's share price impacting the associated employer national
insurance contributions.
Non-staff costs
Non-staff costs amounted to £38.5
million, broadly flat on last year, a reflection of management's
continued cost discipline. The Group continued to incur generic
inflationary increases on the cost base, in addition to an increase
in legal and professional fees to assist with the review of the
Group's targeted operating model and potential M&A
opportunities.
Net
finance income
The Group's net finance income
increased from £0.9 million to £2.9 million in FY24 as the Group
attracted higher interest rates on its corporate cash
balances.
Profit before tax
Combined, the above gave rise to an
underlying profit before tax for the year of £34.1 million, an
increase of 12.5% on the prior year (FY23: £30.3 million) and
resulting in a profit margin of 26.6%, up by 2.1 points on last
year's margin of 24.5%.
The Group's statutory profit before
tax was £11.6 million, a reduction from last year (FY23: £22.2
million), contributed by the impairment charge recognised at 31
December 2023 in relation to the goodwill held in respect of the
International business.
Segmental analysis
For FY24, the Group continued to
report its results across two key operating segments, UK Investment
Management and International.
The tables below provide a breakdown
of the full-year performance broken down by these segments, with
comparatives.
UKIM, which includes the Group's
Private Clients business, increased its revenue by 4.7%, driven by
higher financial planning revenue of £1.7 million as a result of
the full period impact of the acquisitions, along with £2.2 million
additional Investment Management fees and £1.8 million additional
transactional income. These uplifts were offset by a decline in
Fund Management fees. Total underlying costs increased by 8.6% as a
result of the factors outlined previously, including the
full-period impact of the acquisitions. This gave rise to an
underlying profit for FY24 of £33.5 million (FY23: £34.5 million)
and an underlying profit margin of 30.9% (FY23: 33.3%).
The International segment reported
reduced revenues of £19.9 million, down 2.0% from the prior year,
with reductions in Investment Management fees, Fund Management fees
and Interest income, slightly offset by increases in Transactional
and foreign exchange fees. The total International cost base
reduced by 16.2%, as a result of the organisational restructure and
cost discipline. This resulted in underlying profit increasing from
£0.1 million to £3.3 million this year, and an underlying profit
margin of 16.6% (FY23: 0.5%).
Table 5 - Segmental analysis
FY24 (£m)
|
UK Investment
Management
|
International
|
Group and consolidation
adjustments
|
Total
|
Revenue
|
108.4
|
19.9
|
-
|
128.3
|
Direct costs
|
(47.9)
|
(11.1)
|
(38.1)
|
(97.1)
|
Operating contribution
|
60.5
|
8.8
|
(38.1)
|
31.2
|
Indirect cost recharges
|
(28.7)
|
(6.0)
|
34.7
|
-
|
Net finance income
|
1.7
|
0.5
|
0.7
|
2.9
|
Underlying profit/(loss) before tax
|
33.5
|
3.3
|
(2.7)
|
34.1
|
Underlying adjustments
|
(5.3)
|
(3.6)
|
(13.6)
|
(22.5)
|
Statutory profit/(loss) before tax
|
28.2
|
(0.3)
|
(16.3)
|
11.6
|
|
|
|
|
|
Underlying profit margin before tax
|
30.9%
|
16.6%
|
N/A
|
26.6%
|
Statutory profit/(loss) margin before tax
|
26.0%
|
(1.5)%
|
N/A
|
9.0%
|
FY23 (£m)
|
UK
Investment Management
|
International
|
Group and
consolidation
adjustments
|
Total
|
Revenue
|
103.5
|
20.3
|
-
|
123.8
|
Direct costs
|
(47.4)
|
(13.6)
|
(33.4)
|
(94.4)
|
Operating contribution
|
56.1
|
6.7
|
(33.4)
|
29.4
|
Indirect cost recharges
|
(22.1)
|
(6.8)
|
28.9
|
-
|
Net finance income
|
0.5
|
0.2
|
0.2
|
0.9
|
Underlying profit/(loss) before tax
|
34.5
|
0.1
|
(4.3)
|
30.3
|
Underlying adjustments
|
(4.8)
|
(3.0)
|
(0.3)
|
(8.1)
|
Statutory profit/(loss) before tax
|
29.7
|
(2.9)
|
(4.6)
|
22.2
|
|
|
|
|
|
Underlying profit margin before tax
|
33.3%
|
0.5%
|
N/A
|
24.5%
|
Statutory profit/(loss) margin before tax
|
28.7%
|
(14.3)%
|
N/A
|
17.9%
|
Reconciliation between underlying and statutory
profits
Underlying profit before tax is
considered by the Board to be an appropriate reflection of the
Group's performance compared to the statutory results as it
excludes income and expense categories, which are deemed to be of a
non-recurring nature or a non-cash operating item. Reporting at an
underlying basis is also considered appropriate for external
analyst coverage. Underlying profit is deemed to be an alternative
performance measure ("APM"); (refer to the Non-IFRS financial
information section for a glossary of the Group's APMs, their
definitions, and the criteria for how underlying adjustments are
considered). A reconciliation between underlying and statutory
profit before tax for the year ended 30 June 2024 with comparatives
is shown in the table below:
Table 6 - Reconciliation between underlying profit and
statutory profit before tax
|
FY24
£m
|
FY23
£m
|
Underlying profit before tax
|
34.1
|
30.3
|
|
|
|
Goodwill impairment
|
(11.6)
|
-
|
Amortisation of client
relationships
|
(6.0)
|
(5.7)
|
Organisational
restructure
|
(3.0)
|
-
|
International strategic
review
|
(1.5)
|
-
|
Acquisition and integration-related
costs
|
(0.4)
|
(0.6)
|
Dual running operating platform
costs
|
-
|
(1.6)
|
Changes in fair value and finance
cost of deferred contingent consideration
|
-
|
(0.2)
|
Total underlying adjustments
|
(22.5)
|
(8.1)
|
|
|
|
Statutory profit before tax
|
11.6
|
22.2
|
Goodwill impairment (£11.6 million)
Goodwill is reviewed for impairment
indicators at each reporting period, and if indicators are present,
an impairment test is carried out based on the carrying value of
the asset compared to its expected recoverable amount. The review
of our International business at 31 December 2023 indicated that
the estimated recoverable amount arising from future cash flows,
was less than the carrying value of the goodwill held on the
Group's Consolidated statement of financial position that was
recognised upon the acquisition of the business in 2012. The
goodwill impairment charge has been excluded from underlying profit
in view of its non-recurring nature, and the fact that it does not
impact cash or regulatory capital. The annual impairment review at
30 June 2024 was also carried out and the remaining goodwill
balance was fully supported. (Refer to Note 9 in the Notes to the
consolidated financial statements for more details).
Amortisation of client relationship contracts (£6.0
million)
These intangible assets are created
in the course of acquiring funds under management and financial
advice portfolios, which are amortised over their useful life,
which have been assessed to range between 6 and 20 years. This
amortisation charge has been excluded from the underlying profit
since it is a significant non-cash item. (Refer to Note 9 in the
Notes to the consolidated financial statements for more
details).
Organisational restructure (£3.0 million)
The Group carried out an
organisational restructure in December 2023 to ensure it is set up
for future success. The Group identified opportunities to
streamline and remove duplication from core processes, resulting in
redundancy and associated third-party consultancy costs. These have
been excluded from underlying earnings in view of their one-off
nature.
International strategic review (£1.5
million)
As announced as part of the Group's
half-year results in March 2024, the Group is carrying out a
strategic review of the International business as a result of its
performance falling behind plan. The costs incurred relate to
third-party consultancy spend to assist with the review and have
been excluded from underlying earnings in view of their
non-recurring nature.
Acquisition and integration-related costs (£0.4
million)
These represent the share-based
payment integration charge for share options awarded to acquired
employees as part of acquisitions in the prior period. In the prior
year, costs were incurred in relation to the acquisitions of
Integrity Wealth Solutions on 31 October 2022 and Adroit Financial
Planning on 15 December 2022, in addition to the share-based
payment integration charges.
FY23 - Dual running operating platform costs (£1.6
million)
The Group is in a partnership
agreement with SS&C to transform our adviser and client service
including the onboarding process and digital experience, as well as
enhancing our operating platform. As part of the transition process
in the prior year, the Group incurred net incremental costs in
running two operating platforms concurrently. The dual running
costs were excluded from underlying profit in view of their
non-recurring nature.
FY23 - Changes in fair value and finance cost of deferred
contingent consideration (£0.2 million)
This comprises the associated net
finance costs arising on deferred contingent consideration payments
from acquisitions carried out by the Group, together with their
fair value measurements, where applicable.
Reconciliation between profits and earnings before interest,
tax, depreciation and amortisation ("EBITDA")
The tables below provide
reconciliations between the Group's underlying and statutory profit
before tax and the underlying and statutory earnings before
interest, tax, depreciation and amortisation ("EBITDA"), which
constitutes an APM, and which the Board considers to be an
appropriate alternative measure to the Group's BAU
performance.
Table 7 - Underlying EBITDA reconciliation
|
FY24
£m
|
FY23
£m
|
Change
%
|
Underlying profit before tax
|
34.1
|
30.3
|
12.5%
|
Add back:
|
|
|
|
Net finance income
|
(2.9)
|
(0.9)
|
222.2%
|
Depreciation and
amortisation
|
4.6
|
3.8
|
21.1%
|
Underlying EBITDA
|
35.8
|
33.2
|
7.8%
|
Table 8 - EBITDA reconciliation
|
FY24
£m
|
FY23
£m
|
Change
%
|
Statutory profit before tax
|
11.6
|
22.2
|
(47.7)%
|
Add back:
|
|
|
|
Net finance income
|
(2.9)
|
(0.8)
|
262.5%
|
Depreciation and
amortisation
|
10.6
|
9.5
|
11.6%
|
Goodwill impairment
|
11.6
|
-
|
N/A
|
EBITDA
|
30.9
|
30.9
|
-
|
Taxation
The Group's total tax charge for the
year was £5.2 million, representing an increase of 26.8% from last
year (FY23: £4.1 million). The Group's underlying effective tax
rate has increased from 19.7% to 22.7% and the statutory effective
tax rate increased from 18.4% to 44.4%. This has been contributed
to by the goodwill impairment not deductible for tax purposes, the
increased CT rate in the current year and under provision from
prior period tax charges. (Details on taxation are provided in Note
6 in the Notes to the consolidated financial
statements).
Earnings per share
Basic statutory earnings per share
for the Group in FY24 was 40.1p (FY23: 114.7p), reducing as a
result of the goodwill impairment charge. On an underlying basis,
basic earnings per share was 163.8p representing an increase of
6.5% on the prior year (FY23: 153.8p) driven by the increase in
underlying earnings. (Details on the basic and diluted earnings per
share are provided in Note 7 in the Notes to the consolidated
financial statements).
Dividend
The Board recognises the importance
of dividends to shareholders and the benefit of providing
sustainable shareholder returns. In determining the level of
dividend in any year, the Board considers a number of factors, such
as the level of retained earnings, future cash commitments,
statutory profit cover, capital and liquidity requirements and the
level of profit retention required to sustain the growth of the
Group. The Board has proposed a final dividend of 49.0p per share
(FY23: 47.0p).
Including the interim dividend of
29.0p per share (FY23: 28.0p), this results in a total dividend for
the year of 78.0p per share (FY23: 75.0p), which is an overall
increase of 3.0p or 4.0%. (Refer to Note 8 in the Notes to the
consolidated financial statements for more details).
The recommended dividend is subject
to shareholders' approval, which will be sought at the Company's
Annual General Meeting on 24 October 2024.
Financial position and regulatory capital
Net assets were £152.3 million at 30
June 2024 (FY23: £157.3 million), demonstrating the Group's robust
financial position. The Group's tangible net assets (net assets
excluding intangibles) was £69.1 million at 30 June 2024 (FY23:
£56.7 million). As at 30 June 2024, the Group had regulatory
capital resources of £75.7 million (FY23: £64.6 million). As at 30
June 2024, the Group had an own funds adequacy ratio of 348.5%
(FY23: 328.1%). The own funds adequacy ratio is defined as the
Group's own funds as a proportion of the fixed overhead
requirement. The total net assets and the own funds adequacy ratio
calculation take into account the respective year's profits (net of
the declared interim dividends) as these are deemed to be verified
at the date of publication of the annual results.
Table 9 - Own funds reconciliation
|
FY24
£m
|
FY23
£m
|
Share capital
|
0.2
|
0.2
|
Share premium
|
83.1
|
81.8
|
Other reserves
|
6.3
|
9.1
|
Retained earnings
|
62.7
|
66.2
|
Total equity
|
152.3
|
157.3
|
Intangible assets (net book
value)
|
(83.2)
|
(100.6)
|
Deferred tax adjustment
|
6.6
|
7.9
|
Own
funds
|
75.7
|
64.6
|
The Group includes five regulated
entities that provide personalised investment management and
financial consultancy services to clients within the UK and abroad.
These entities comply with regulations set by the Financial Conduct
Authority ("FCA"), Jersey Financial Services Commission ("JFSC"),
and Guernsey Financial Services Commission ("GFSC"). The Group
operates under its parent company, Brooks Macdonald Group plc
("BMG"), which is incorporated and registered in England and Wales,
with the UK as its primary business market. The Group's main
operating subsidiary, Brooks Macdonald Asset Management Limited
("BMAM"), is categorised as a MIFIDPRU Non-SNI Firm under the
Investment Firms Prudential Regime ("IFPR") and is authorised and
regulated by the FCA. As such, the Group, being the parent entity,
is obliged to adhere to MIFIDPRU rules within the IFPR framework
and reports to the FCA on a prudential consolidation
basis.
In compliance with the regulations
of the FCA, JFSC, and GFSC, the Group routinely conducts
assessments of its regulatory capital and liquidity. This is
achieved through the Internal Capital Adequacy and Risk Assessment
("ICARA") and Adjusted Net Liquid Asset ("ANLA") evaluations. These
include a series of stress tests and scenario analyses to ascertain
the requisite levels of regulatory capital and liquidity. The Group
forecasts surplus capital and liquidity, factoring in anticipated
outflows and proposed dividends, to ensure the perpetual adequacy
of capital and liquidity.
The FY23 ICARA review was conducted
for the year ended 30 June 2023 and signed off by the Board in
December 2023. Regulatory capital forecasts are performed monthly
and take into account expected dividends and intangible asset
acquisitions and disposals where applicable, as well as budgeted
and forecast trading results. The Group's IFPR Public Disclosures
are published annually on the Group's website
(www.brooksmacdonald.com) and
provide further details about the Group's regulatory capital
resources and requirements. The Group monitors a range of capital
and liquidity statistics on a daily and monthly basis.
Cash flow and capital expenditure
The Group continues to have strong
levels of cash generation from operations. Total cash resources at
the end of the year were £44.7 million (FY23: £53.4 million) and
the Group had no borrowings at 30 June 2024. The reduction in cash
balance compared to the previous year was contributed by the Group
investing surplus corporate cash into financial assets at amortised
cost of £30.0 million, refer to Note 12 in the Notes to the
consolidated financial statements for further information.
Combining the financial assets at amortised cost and the cash
balance totals £74.7 million at 30 June 2024, an increase of £21.3
million on the prior year.
The Group incurred capital
expenditure of £1.8 million (FY23: £3.7 million). This comprised
technology-related development of £1.7 million (FY23: £3.0
million), property-related and IT and office equipment of £0.1
million (FY23: £0.7 million). Half of the technology-related spend
was incurred in connection with continued developments on our
partnership with SS&C and amortisation started at the end of
July 2022 following the migration, with the capital expenditure
amortised over the remaining eight years from migration.
Reigniting growth
We have a strong business model that
consistently delivers for our clients. Our current strengths
include a broad investment proposition, strong distribution and
brand, a robust investment process yielding attractive returns, and
a talented team. Moving forward, we aim to build on these strengths
to drive further growth in the attractive markets we serve. We have
identified three key enablers to achieve this:
1. Delivering excellent client service.
This includes working to continually improve our
technology delivery to clients, scaling our existing specialist
products and creating new products to serve client
demand.
2. Broadening and deepening client reach.
Improving distribution both directly to clients
and to advisers by using data more heavily and effectively. We will
also adapt employee incentives to reward retention of client funds
as well as winning new business.
3. Driving scale and efficiencies.
Remaining focused on managing costs across the
business and optimising our technology to best serve clients,
freeing up time for our client-facing employees.
FY25 guidance and outlook
The structural growth opportunity in
our industry remains highly attractive, underpinned by
demographics, government policy and increasing use of advice. This,
coupled with an improving economic outlook gives us strong
confidence in delivering our strategy.
We anticipate a return to overall
positive net flows later in the financial year. We expect to see
the established blended revenue yield trend to follow as our
Platform MPS business continues to grow at pace, which will drive
operational leverage through the business.
The International transaction is due
to complete by March 2025 with an impact of c. £2 million on group
underlying profit in FY25.
As we guided at the half year, H2
FY24 interest income was in line with our guidance at £5 million.
Following on from that, we expect interest income to be impacted by
further BOE base rate reductions. For FY25, we expect client
interest turn to be c. £7 million - £8 million.
We remain focused on cost discipline
and efficiency to ensure we are well-positioned for future growth.
Capital expenditure for FY25 is expected to be c. £4 million - £5
million.
Andrea Montague
CEO
Designate and Chief Financial Officer
11 September 2024
Risk management
We have a robust approach to risk
management to support positive client outcomes.
We continue to enhance our risk
management processes across the Group as we look to continue to
embed risk management and deliver positive risk outcomes. This work
is enhancing efficiencies across the risk management framework
through the greater use of data-driven evidence-based risk analysis
and reporting.
We remain mindful of the current
geopolitical and macroeconomic uncertainties and continue to
monitor these closely both as an Executive and a Risk and
Compliance Committee ("RCC").
Risk management framework
The Group's risk management
framework consists of the following components:
Risk culture. We promote a risk
culture that encourages ownership of and management of risk. Risk
management is the responsibility of everyone.
Risk governance. The Board is
ultimately responsible for the Group's risk management framework
but has delegated certain responsibilities to the Risk and
Compliance Committee ("RCC"), a sub-committee of the Board. The
Group operates a 'three lines of defence' approach to managing
risks across the Group.
Risk appetite. The objective of
the Group's risk appetite framework is to ensure that the Board and
senior management are properly engaged in agreeing and monitoring
the Group's appetite for risk and setting acceptable boundaries for
business activities and behaviours. The risk appetite categories
are reviewed by the Executive Risk Management Committee ("ERMC"),
RCC and approved by the Board on an annual basis. Key Risk
Indicators ("KRIs") are mapped to the risk appetite categories,
with KRI tolerances aligned to risk appetite. The KRIs and
tolerances are subject to an annual approval process by the ERMC,
RCC and Board.
Risk reporting. Risk reporting
is presented to ERMC and RCC. This includes details of underlying
KRIs mapped to the risk appetite categories, breaches, risk events
and emerging risks.
Risk identification. The Group
adopts a top-down and a bottom-up approach to the identification of
risks. The ERMC and the RCC have identified the principal risks
that could impact the ability of the Group to meet its strategic
objectives. In addition, the Group maintains a bottom-up
operational Group risk register, mapped to the Group's risk
appetite categories.
Risk assessment and management. All of the risks included in the Group risk register are
scored according to probability and impact and assessed on an
inherent basis (before the impact of controls) and on a residual
basis (after the impact of controls). Where risks are classed as
outside the Group's risk appetite, actions must be taken to bring
the risk back within appetite.
Risk and control self-assessment ("RCSA").
The Group's bottom-up assessment of risk is
managed through the RCSA process which supports a comprehensive
understanding of risks and controls in place at the operational and
business process level. The RCSA process enables the risk and
control owners to identify any omissions in the risk environment
and to close any control gaps or weaknesses as
necessary.
Policy governance framework. The policy governance framework provides minimum standards for
managing the key risks that the Group faces. Each Group policy has
an Executive Committee-level owner who is ultimately accountable
for the design, implementation and maintenance of the
policy.
Internal Capital Adequacy and Risk Assessment
("ICARA"). The Group conducts an
ICARA process to ensure that it has appropriate systems and
controls in place to identify, monitor and, where proportionate,
reduce all potential material harms that may result from the
ongoing operation of its business. The Group holds financial
resources (capital and liquidity) in excess of our minimum
regulatory requirements.
Principal risks
The principal risks facing the Group
are detailed below, as well as any change in the year-on-year risk
profile.
|
Key
risks identified by the risk management framework
|
Change since last year
|
Rationale for change
|
1. Credit risk
The risk of loss arising from a
client or counterparty failing to meet their financial obligations
to a Brooks Macdonald entity as and when they fall due.
|
• Cash deposits
with external banks
• Client credit
risk
• Counterparty
credit risk
•
Custodian-related credit risk
• Indirect
counterparty risk in respect of referrals
|
Unchanged
|
The risk continues to remain
unchanged given the strong credit risk control environment,
including ongoing monitoring and due diligence on all
counterparties.
|
2. Liquidity risk
The risk that assets are
insufficiently liquid and/or Brooks Macdonald does not have
sufficient liquidity resources available to meet liabilities as
they fall due or can secure such resources only at excessive cost.
Liquidity risk also includes the risk that the Group is unable to
meet liquidity ratios.
|
• Corporate cash
deposited with external banks
• Client cash
deposited with external banks (CASS rules)
• Failed
trades
• Indirect
liquidity risk associated with client portfolios
• Indirect
liquidity risks associated with dealing
• Indirect risk in
respect of the liquidity of individual holdings in a
fund
• Indirect risk in
respect of the overall liquidity of our funds
|
Unchanged
|
The Group continues to maintain
liquidity resources above its minimum regulatory requirement and
internal thresholds. The Group regularly monitors forecast against
actual cash flows and matches the maturity profiles of financial
assets and liabilities. The Group has robust contingency funding
arrangements, which are tested on a periodic basis.
|
3. Market risk
The risk that arises from
fluctuations in the value of, or income arising from, movements in
equity, bonds, or other traded markets, interest rates or foreign
exchange rates that have a financial impact.
|
• Failed
trades
• Indirect market
risk associated with advising on client portfolios
• Indirect market
risks associated with dealing
• Indirect market
risk associated with managing client portfolios
|
Unchanged
|
Market risk remains at a heightened
level (unchanged, year-on-year), due to the relatively unstable
political landscape; with numerous significant general elections in
2024 and ongoing conflicts in Ukraine and the Middle East, this may
result in increased volatility.
|
4. Capital risk
The risk of adverse business and/or
client impact resulting from breaching capital
requirements.
|
• Capital
requirements
|
Unchanged
|
The Group continues to maintain
capital resources above its minimum regulatory requirement and
internal thresholds. The Group regularly monitors its capital
resources versus capital requirements.
|
5. Strategic risk
The risk of having an inadequate
business model or making strategic decisions that may result in
lower than anticipated profit or losses or exposes the Group to
unforeseen risks.
|
•
Acquisitions
• Business
growth
• Extreme market
events
• Investment
performance
|
Unchanged
|
Despite current macroeconomic and
geopolitical challenges, the Group continues to post positive gross
flows and record funds under management, highlighting the
resiliency of its
business model.
|
6. Conduct risk
The risk of causing detriment to
clients, stakeholders or the integrity of the wider market because
of inappropriate execution of Brooks Macdonald's business
activities.
|
• Conduct/consumer
harm risk
|
Unchanged
|
The Group continues to work on
numerous initiatives to promote good risk and compliance culture
and awareness to ensure positive client outcomes.
|
7. Operational risk
The risk of loss resulting from
inadequate or failed internal processes, people and systems, or
from external events.
|
• Financial
control
•
Change
• IT
infrastructure
• Operational
resilience
• Deferred
delivery
• Third
parties
•
People
•
Suitability
|
Unchanged
|
The Group continues to monitor and
enhance its oversight framework to mitigate any external threats
brought about by the current geopolitical environment, coupled with
idiosyncratic risks linked to the Group's transition to a new
operating model.
|
8. Legislation and regulatory risk
Legislation and regulatory risk is
defined as the risk of exposure to legal or regulatory penalties,
financial forfeiture and material loss due to failure to act in
accordance with industry laws and regulations.
|
•
Regulatory
• Legal
• Tax
|
Unchanged
|
This risk remains unchanged given
that the regulatory landscape and focus on the wealth management
industry has not changed.
|
9. Financial crime risk
The risk of failure to protect the
Group and its customers from all aspects of financial crime,
including anti-money laundering ("AML") and market
abuse.
|
• Fraud
• AML
• Market
abuse
|
Unchanged
|
This risk remains unchanged, the
Group maintains robust controls in place to minimise financial
crime.
|
10. Cyber risk
The risk of a malicious attack by
individuals or organisations attempting to gain access to the
Company's network to corrupt data, disrupt, and steal confidential
information.
|
• Cyber
|
Unchanged
|
The cyber threat landscape remains
at a heightened level (unchanged, year-on-year), with a high volume
of sophisticated cyber threat activity.
|
11. Environmental, Social & Governance ("ESG")
risk
The risk that environmental, social
and governance factors could negatively impact the Group, its
clients and the wider community.
|
• Environmental,
physical and transition
• Diversity,
equity and inclusion
•
Governance
|
Unchanged
|
This risk remains unchanged. The
Group has established an Environmental, Social and Governance
Advisory Committee ("ESGAC") to manage all ESG-related
matters.
The Group is committed to creating
an inclusive workplace and prioritising employee
wellbeing.
The Group has a robust governance
framework.
|
Emerging Risks
|
Definition
|
Context
|
12. Geopolitical landscape
The relatively unstable political
landscape, with numerous significant general elections in 2024 and
ongoing conflicts in Ukraine and the Middle East.
|
Geopolitical events have a direct
impact on market risk listed previously. Prolonged economic
downturn also has an impact on client sentiment and thus strategic
risk as listed previously. The large majority for Labour in the UK
general election is viewed as being good for market sentiment and
stability.
|
13. Generational wealth change
The potential decrease in FUM as
financial assets are distributed from one generation to the
next.
|
With generational wealth poised to
change hands, primarily from the baby boomers to Gen X and
millennials through the next decade, younger investors may have
different priorities and views on how their inheritance is
managed.
|
14. Disruptive technologies
The risk that innovative
technologies significantly alter the way businesses
operate.
|
With the introduction of new
technologies such as AI, the industry is being impacted
particularly in automated trading, investment advice, fraud
detection, customer service, and portfolio management.
|
Viability statement
In accordance with the UK Corporate
Governance Code, the Board has assessed the Group's viability over
a five-year period. The decision to do so is to be aligned with the
Group's strategy, its budgeting and forecasting process and the
scenarios set out in the 2023 Internal Capital Adequacy and Risk
Assessment ("ICARA").
The Board has carried out a robust
assessment of the principal risks facing the Group along with the
stress tests and scenarios that would threaten the sustainability
of its business model, future performance, solvency or liquidity.
This assessment is based on the Group's Medium-Term Plan ("MTP"),
the ICARA and an evaluation of the Group's emerging and principal
risks, as set out in the Risk management section.
In assessing the future viability of
the overall business, the Board has considered the current and
future strategy. The Board has also considered the business
environment of the Group and the potential threats to its business
model arising from regulatory, demographic, political and
technological changes. Moreover, the Board's assessment considered
the current macroeconomic environment, the impact of volatile
markets, inflation, and interest rates on the Group's
profitability, regulatory capital and liquidity forecasts. The
Board's assessment of the Group's capital and liquidity position
also considers the implications of meeting the Group's proposed
interim and final dividend pay-outs.
The five-year MTP forms part of the
Group's annual business planning process. The model translates the
Group's current and future strategy into a detailed year-one
budget, followed by higher-level forecasts for years two through to
five. The combination of this detailed budgeting, longer-term
forecasting and various stress tests provides a transparent and
holistic view of the forward-looking financial prospects of the
Group. The Board reviews and challenges the Group's MTP annually.
The MTP covering the five-year period from FY24 to FY28, which
underpins the 2023 ICARA, was challenged and approved by the Board
in December 2023. The MTP for the five-year period covering FY25 to
FY29 was reviewed and challenged by the Board in August
2024.
In addition to the annual MTP
preparation process, a re-forecast is carried out by management and
reviewed by the Board on a quarterly basis. These reflect updates
for prevailing trading conditions and other changes required to the
budget assumptions set at the start of the year.
As part of the ICARA, the Group
models a range of downside scenarios and a severe but plausible
stress scenario designed to assess the Group's ability to withstand
a market-wide shock, such as a sharp market decline triggered by a
global recession, Group-specific stresses, such as the loss of an
investment management team or key introducer, and a combination of
both.
The Group modelled a multi-layered
scenario involving a significant decline in financial markets over
a five-year period (with UK equities modelled to lose 45% of their
value with correlated impacts modelled across the Group's
portfolios, with a gradual recovery), combined with the loss of a
key investment management team. This scenario would have a material
impact on the Group's profitability compared to the MTP base case,
giving a significant reduction to regulatory capital surpluses,
before putting in place any mitigating management
actions.
Management identified a number of
mitigating actions that could be implemented in the event of such
severe stresses. In this scenario, the mitigation actions
implemented were to reduce discretionary compensation and to impose
departmental cost reductions to ensure a greater capital surplus
was maintained against the minimum capital requirement. Although
the Group does not fall into a regulatory capital deficit during
the stress period, management actions were implemented to
strengthen regulatory resources and bolster profitability. If
deemed appropriate, mitigating actions could include reduction of
external dividend payments and an increased focus on cost reduction
across the business. The implementation of the above actions
depends on the nature of the specific stress events and the time
frames over which they occur.
These scenarios are subject to
regular review to ensure they remain relevant and continue to be a
suitable tool for developing our controls and mitigating actions.
Management also considers a reverse stress case and carries out an
assessment of the cost to the Group of a wind-down in the event of
a non-recoverable shock to the operating model. Moreover,
management has identified a number of actions that could be
implemented in the event of severe stresses.
Taking into consideration the
assessment of the above factors, including the results of the
latest ICARA, the Group's risk management framework and the
mitigating actions that can be put in place, the Board has
reasonable expectations the Group will be able to continue in
operation and meet its liabilities as they fall due over the period
under assessment. This assessment also supports the Group's
Consolidated financial statements to be prepared on a going concern
basis, as discussed in Note 2 in the Notes to the consolidated
financial statements.
Consolidated statement of comprehensive
income
For the year ended 30 June
2024
|
Note
|
2024
£'000
|
2023
£'000
|
Revenue
|
4
|
128,262
|
123,777
|
Administrative costs
|
|
(107,934)
|
(102,207)
|
Gross profit
|
|
20,328
|
21,570
|
Other gains/(losses) -
net
|
|
83
|
(162)
|
Operating profit
|
|
20,411
|
21,408
|
Finance income
|
5
|
3,056
|
1,127
|
Finance costs
|
5
|
(208)
|
(296)
|
Goodwill impairment
|
9
|
(11,641)
|
-
|
Profit before tax
|
|
11,618
|
22,239
|
Taxation
|
6
|
(5,161)
|
(4,090)
|
Profit for the year
|
|
6,457
|
18,149
|
Other comprehensive
income
|
|
-
|
-
|
Total comprehensive income for the year
|
|
6,457
|
18,149
|
|
|
|
|
Earnings per share
|
|
|
|
Basic
|
7
|
40.1p
|
114.7p
|
Diluted
|
7
|
39.4p
|
112.6p
|
Consolidated statement of financial position
As at 30 June 2024
|
Note
|
30 June 2024
£'000
|
30 June
2023
£'000
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Intangible assets
|
9
|
83,224
|
100,582
|
Property, plant and
equipment
|
10
|
1,350
|
2,123
|
Right-of-use assets
|
11
|
3,225
|
4,329
|
Financial assets at amortised
cost
|
12
|
29,963
|
-
|
Financial assets at fair value
through other comprehensive income
|
|
500
|
500
|
Total non-current assets
|
|
118,262
|
107,534
|
|
|
|
|
Current assets
|
|
|
|
Financial assets at fair value
through profit or loss
|
|
905
|
825
|
Trade and other
receivables
|
|
29,061
|
33,542
|
Cash and cash equivalents
|
|
44,732
|
53,355
|
Total current assets
|
|
74,698
|
87,722
|
Total assets
|
|
192,960
|
195,256
|
|
|
|
|
Liabilities
|
|
|
|
Non-current liabilities
|
|
|
|
Lease liabilities
|
14
|
(1,645)
|
(3,181)
|
Provisions
|
15
|
(378)
|
(322)
|
Net deferred tax
liabilities
|
13
|
(5,394)
|
(6,033)
|
Other non-current
liabilities
|
|
(587)
|
(783)
|
Total non-current liabilities
|
|
(8,004)
|
(10,319)
|
|
|
|
|
Current liabilities
|
|
|
|
Lease liabilities
|
14
|
(2,169)
|
(1,960)
|
Provisions
|
15
|
(1,628)
|
(1,000)
|
Deferred contingent
consideration
|
|
-
|
(1,467)
|
Trade and other payables
|
|
(27,889)
|
(22,521)
|
Current tax liabilities
|
|
(935)
|
(645)
|
Total current liabilities
|
|
(32,621)
|
(27,593)
|
Net
assets
|
|
152,335
|
157,344
|
|
|
|
|
Equity
|
|
|
|
Share capital
|
17
|
165
|
164
|
Share premium account
|
17
|
83,135
|
81,830
|
Other reserves
|
|
6,363
|
9,112
|
Retained earnings
|
|
62,672
|
66,238
|
Total equity
|
|
152,335
|
157,344
|
The Consolidated financial
statements were approved by the Board of Directors and authorised
for issue on 11 September 2024, and signed on their behalf
by:
Andrew
Shepherd
Andrea Montague
CEO
CEO Designate and Chief Financial Officer
Company registration number:
4402058
Consolidated statement of changes in equity
For the year ended 30 June
2024
|
Note
|
Share capital
£'000
|
Share
premium
account
£'000
|
Other
reserves
£'000
|
Retained earnings
£'000
|
Total
equity
£'000
|
Balance at 1 July 2022
|
|
162
|
79,141
|
9,962
|
59,160
|
148,425
|
|
|
|
|
|
|
|
Comprehensive income
|
|
|
|
|
|
|
Profit for the year
|
|
-
|
-
|
-
|
18,149
|
18,149
|
Other comprehensive
income
|
|
-
|
-
|
-
|
-
|
-
|
Total comprehensive income
|
|
-
|
-
|
-
|
18,149
|
18,149
|
|
|
|
|
|
|
|
Transactions with owners
|
|
|
|
|
|
|
Issue of ordinary shares
|
17
|
2
|
2,689
|
-
|
-
|
2,691
|
Share-based payments
|
|
-
|
-
|
2,686
|
-
|
2,686
|
Share options exercised
|
|
-
|
-
|
(3,201)
|
3,201
|
-
|
Purchase of own shares by Employee
Benefit Trust
|
|
-
|
-
|
-
|
(2,850)
|
(2,850)
|
Tax on share options
|
|
-
|
-
|
(335)
|
-
|
(335)
|
Dividends paid
|
8
|
-
|
-
|
-
|
(11,422)
|
(11,422)
|
Total transactions with owners
|
|
2
|
2,689
|
(850)
|
(11,071)
|
(9,230)
|
|
|
|
|
|
|
|
Balance at 30 June 2023
|
|
164
|
81,830
|
9,112
|
66,238
|
157,344
|
|
|
|
|
|
|
|
Comprehensive income
|
|
|
|
|
|
|
Profit for the year
|
|
-
|
-
|
-
|
6,457
|
6,457
|
Other comprehensive
income
|
|
-
|
-
|
-
|
-
|
-
|
Total comprehensive income
|
|
-
|
-
|
-
|
6,457
|
6,457
|
|
|
|
|
|
|
|
Transactions with owners
|
|
|
|
|
|
|
Issue of ordinary shares
|
17
|
1
|
1,305
|
-
|
-
|
1,306
|
Share-based payments
|
|
-
|
-
|
2,407
|
-
|
2,407
|
Share options exercised
|
|
-
|
-
|
(4,221)
|
4,221
|
-
|
Purchase of own shares by Employee
Benefit Trust
|
|
-
|
-
|
-
|
(2,150)
|
(2,150)
|
Tax on share options
|
|
-
|
-
|
(935)
|
-
|
(935)
|
Dividends paid
|
8
|
-
|
-
|
-
|
(12,094)
|
(12,094)
|
Total transactions with owners
|
|
1
|
1,305
|
(2,749)
|
(10,023)
|
(11,466)
|
|
|
|
|
|
|
|
Balance at 30 June 2024
|
|
165
|
83,135
|
6,363
|
62,672
|
152,335
|
Consolidated statement of cash flows
For the year ended 30 June
2024
|
Note
|
2024
£'000
|
2023
£'000
|
Cash flows from operating activities
|
|
|
|
Cash generated from
operations
|
16
|
43,336
|
30,093
|
Corporation tax paid
|
|
(6,444)
|
(5,134)
|
Net
cash generated from operating activities
|
|
36,892
|
24,959
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
Purchase of computer
software
|
9
|
(1,734)
|
(2,954)
|
Purchase of property, plant and
equipment
|
10
|
(83)
|
(745)
|
Investment in financial assets at
amortised cost
|
12
|
(29,978)
|
-
|
Purchase of financial assets at fair
value through profit or loss
|
|
-
|
(30)
|
Consideration paid for
acquisitions
|
|
-
|
(15,111)
|
Deferred contingent consideration
paid
|
|
(852)
|
(334)
|
Interest received
|
5
|
3,231
|
1,127
|
Net
cash used in investing activities
|
|
(29,416)
|
(18,047)
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Proceeds of issue of
shares
|
17
|
681
|
1,691
|
Payment of lease
liabilities
|
14
|
(2,536)
|
(2,304)
|
Purchase of own shares by Employee
Benefit Trust
|
17
|
(2,150)
|
(2,850)
|
Dividends paid to
shareholders
|
8
|
(12,094)
|
(11,422)
|
Net
cash used in financing activities
|
|
(16,099)
|
(14,885)
|
|
|
|
|
Net
decrease in cash and cash equivalents
|
|
(8,623)
|
(7,973)
|
|
|
|
|
Cash and cash equivalents at
beginning of year
|
|
53,355
|
61,328
|
Cash and cash equivalents at end of year
|
|
44,732
|
53,355
|
Notes to the consolidated financial
statements
For the year ended 30 June
2024
1.
General information
Brooks Macdonald Group plc (the
"Company") is the Parent Company of a group of companies (the
"Group"), which offer a range of investment management services to
private high net worth individuals, pension funds, institutions,
charities and trusts. The Group also provides financial planning as
well as international investment management, and acts as fund
manager to a range of onshore and international funds.
The Company is a public limited
company by shares, incorporated and domiciled in England, United
Kingdom under the Companies Act 2006 and listed on AIM. The address
of its registered office is 21 Lombard Street, London, EC3V 9AH,
England.
2.
Principal accounting policies
The general accounting policies
applied in the preparation of these Financial statements are set
out below. These policies have been applied consistently to all
years presented, unless otherwise stated.
a.
Basis of preparation
The Group's Consolidated financial
statements for the year ended 30 June 2024 have been prepared in
accordance with UK-adopted International Accounting Standards
("IAS") and with the requirements of the Companies Act 2006 as
applicable to companies reporting under those standards. These
Consolidated financial statements have been prepared on a
historical cost basis, except for the revaluation of certain
financial instruments or deferred contingent consideration that are
measured at fair value. Historic cost is generally based on the
fair value of the consideration given in exchange for the assets.
The principal accounting policies adopted are set out below. Unless
otherwise stated, they have been applied consistently to all
periods presented in the Financial statements.
At the time of approving the
Financial statements, the Directors have a reasonable expectation
that the Company and the Group have adequate resources to continue
in operational existence for the foreseeable future. Accordingly,
they continue to adopt the going concern basis in preparing the
Financial statements. For further details on the Group's going
concern assessment, refer to the Viability statement. There have
been no post balance sheet events that have materially impacted the
Group's liquidity headroom and going concern assessment.
b.
Changes in accounting policies
The Group's accounting policies,
which have been applied in preparing these Financial statements,
are consistent with those disclosed in the Annual Report and
Financial Statements for the year ended 30 June 2023, except as
explained below.
New
accounting standards, amendments and interpretations adopted in the
year
In the year ended 30 June 2024, the
Group did not adopt any new standards or amendments issued by the
International Accounting Standards Board ("IASB") or
interpretations by the International Financial Reporting Standards
Interpretations Committee ("IFRS IC") that have had a material
impact on the Consolidated financial statements.
Certain new accounting standards,
amendments to accounting standards, and interpretations have been
published that are not mandatory for 30 June 2024 reporting periods
and have not been early adopted by the Group. These standards,
amendments or interpretations are not expected to have a material
impact on the Group in the current or future reporting periods or
on foreseeable future transactions.
Standard, Amendment or Interpretation
|
Effective
date
|
IFRS 17 'Insurance
contracts'
|
1 January
2023
|
Deferred tax related to assets and
liabilities arising from a single transaction (amendment to IAS
12)
|
1 January
2023
|
Definition of Accounting Estimates
(amendments to IAS 8)
|
1 January
2023
|
Disclosure of Accounting Policies
(amendments to IAS 1 and IFRS Practice Statement 2)
|
1 January
2023
|
Classification of Liabilities as
Current or Non-Current (amendments to IAS 1)
|
1 January
2023
|
Initial application of IFRS 17 and
IFRS 9 - Comparative information (amendments to IFRS 17)
|
1 January
2022
|
c.
Critical accounting estimates and material accounting policy
information
The preparation of financial
information requires the use of assumptions, estimates and
judgements about future conditions. Use of currently available
information and application of judgement are inherent in the
formation of estimates. Actual results in the future may differ
from those reported. In this regard, the Directors believe that the
accounting policies, where important estimations are used, relate
to the measurement of intangible assets and the estimation of the
fair value of share-based payments. Management also needs to
exercise judgement in applying the Group's accounting
policies.
The preparation of the Group's
Consolidated financial statements includes the use of estimates,
assumptions and significant judgements. The significant accounting
estimates, being those with a significant risk of a material change
to the carrying value of assets and liabilities within the next
year in terms of IAS 1, 'Presentation of Financial Statements', are
the useful economic life estimates for acquired client-relationship
contracts.
The Consolidated financial
statements include other areas of judgement and accounting
estimates. Whilst these areas do not meet the definition under IAS
1 of significant accounting estimates or critical accounting
judgements, the recognition and measurement of certain material
assets and liabilities are based on assumptions and/or are subject
to longer-term uncertainties. The other areas of judgement and
accounting estimates are the pre-tax discount rate and perpetuity
growth rate used within the International, Braemar, Cornelian,
Adroit and Integrity CGU goodwill impairment reviews. See Note 9
for further details on the discount rate and the perpetuity growth
for the various CGUs. Additionally, the inputs into the
Black-Scholes model used to value the Group's equity-settled
share-based payments (Note 18).
The underlying assumptions and
estimates are reviewed on an ongoing basis. Revisions to accounting
estimates are recognised in the year in which the estimate is
revised only if the revision affects both current and future
periods.
Further information about key
assumptions and sources of estimation uncertainty are set out
below.
Intangible assets
The Group has acquired client
relationships and the associated investment management and
financial advice contracts as part of business combinations,
through separate purchase or with newly employed teams of fund
managers, as described in Note 9. In assessing the fair value of
these assets, the Group has estimated their finite life based on
information about the typical length of existing client
relationships. Acquired client relationship contracts are amortised
on a straight-line basis over their estimated useful lives, ranging
from 6 to 20 years.
Of the client relationship
intangible assets held by the Group at 30 June 2024, the expected
amortisation charge for the year ending 30 June 2025 is £5,326,000.
If the useful economic lives were to reduce by one year, the
estimated charge would increase by £3,547,000.
Goodwill recognised as part of a
business combination is not amortised but instead reviewed annually
for impairment, or when a change in circumstances indicates that it
might be impaired. The recoverable amounts of CGUs are determined
by value-in-use calculations, which require the use of estimates to
derive the projected future cash flows attributable to each unit.
Details of the more significant assumptions and sensitivity
analysis are given in Note 9.
In assessing the value of client
relationships and the associated investment management and
financial advice contracts and goodwill or gain on bargain purchase
arising as part of a business combination, the Group prepares
forecasts for the cash flows acquired and discounts to a net
present value. The Group uses a pre-tax discount rate, adjusting
from a post-tax discount rate calculated by the Group's weighted
average cost of capital ("WACC"), adjusted for any specific risks
for the relevant CGU. The Group uses the capital asset pricing
model ("CAPM") to estimate the WACC, which is calculated at the
point of acquisition for a business combination, or the relevant
reporting period date. The key inputs are the risk-free rate,
market risk premium, the Group's adjusted beta with reference to
beta data from peer-listed companies, small company premium and any
risk-adjusted premium for the relevant CGU. See Note 9 for further
details on the discount rate for the various CGUs.
Share-based payments
The Group operates various
share-based payment schemes in respect of services received from
certain employees. Estimating the fair value of these share-based
payments requires the Group to apply an appropriate valuation model
and determine the inputs to that model (Note 18). The charge to the
Consolidated statement of comprehensive income in respect of
share-based payments is calculated using assumptions about the
number of eligible employees that will leave the Group and the
number of employees that will satisfy the relevant performance
conditions. These estimates are reviewed regularly. A decrease of
10% in the total options would decrease the estimated share-based
payment charge and the associated national insurance charge in the
Consolidated statement of comprehensive income for the year by
£381,000 and £87,000, respectively, hence these assumptions do not
constitute a critical estimate. The key inputs into the fair value
calculations for the options granted during the year are disclosed
in Note 18.
Income tax
The Directors have to estimate at
each year end a provision for income taxes that takes into account
the utilisation of existing deferred tax assets when available and,
therefore, the level of the future taxable profits of the Company
that support the recoverability of these deferred tax assets. The
key inputs are management approved forecasts, determining if there
will be sufficient future taxable profits to recognised deferred
tax assets.
Non-current assets held for sale
IFRS 5 'Non-current assets held for
sale and discontinued operations' outlines how to account for
non-current assets held for sale. Management judgement is required
in determining whether the IFRS 5 held for sale criteria are met,
including whether a sale is highly probable and expected to
complete within one year of classification. Judgement typically
involves evaluating the likelihood of obtaining any necessary
approvals, determining the stage of negotiations and commitment of
any potential interested parties, the likelihood of selling at a
reasonable price and any possibility of a sale plan to change. Once
classified as held-for-sale, continuous judgement is required to
ensure the classification remains appropriate in future accounting
periods.
As part of the ongoing strategic
review of the International business, the Group evaluated potential
outcomes, including the possible disposal of the International
business. Management applied judgement in assessing that the
International business did not meet the IFRS 5 criteria for
classification as held for sale at 30 June 2024 on the basis that a
potential sale was still at the early stages. Consequently, the
International business has not been classified as held for sale
within these Consolidated financial statements.
3.
Segmental information
For management purposes, the Group's
activities are organised into two operating divisions: UK
Investment Management and International. The Group's other
activity, offering nominee and custody services to clients, is
included within UK Investment Management. These divisions are the
basis on which the Group reports its primary segmental information
to the Group Board of Directors, which is the Group's chief
operating decision-maker. In accordance with IFRS 8 'Operating
Segments', disclosures are required to reflect the information that
the Board of Directors uses internally for evaluating the
performance of its operating segments and allocating resources to
those segments. The information presented in this Note is
consistent with the presentation for internal reporting.
The UK Investment Management segment
offers a range of investment management services to private high
net worth individuals, pension funds, institutions, charities and
trusts, as well as wealth management services to high net worth
individuals and families, giving independent 'whole of market'
financial advice, enabling clients to build, manage and protect
their wealth. The International segment is based in the Channel
Islands and the Isle of Man, offering a similar range of investment
management and wealth management services as the UK Investment
Management segment. The Group segment principally comprises the
Group Board's management and associated costs, along with the
consolidation adjustments.
Revenues and expenses are allocated
to the business segment that originated the transaction. Sales
between segments are carried out at arm's length. Centrally
incurred expenses are allocated to business segments on an
appropriate pro rata basis.
Year ended 30 June 2024
|
UK Investment Management
£'000
|
International
£'000
|
Group and consolidation
adjustments
£'000
|
Total
£'000
|
Total revenue
|
113,713
|
19,911
|
-
|
133,624
|
Inter-segment revenue
|
(5,362)
|
-
|
-
|
(5,362)
|
External revenue
|
108,351
|
19,911
|
-
|
128,262
|
Underlying administrative
costs
|
(47,863)
|
(11,126)
|
(38,122)
|
(97,111)
|
Operating contribution
|
60,488
|
8,785
|
(38,122)
|
31,151
|
Allocated costs
|
(28,743)
|
(5,951)
|
34,694
|
-
|
Net finance income and other
gains/losses
|
1,774
|
477
|
690
|
2,941
|
Underlying profit/(loss) before tax
|
33,519
|
3,311
|
(2,738)
|
34,092
|
|
|
|
|
|
Goodwill impairment
|
-
|
-
|
(11,641)
|
(11,641)
|
Amortisation of acquired client
relationship contracts
|
(3,383)
|
(2,465)
|
-
|
(5,848)
|
Organisational
restructure
|
(1,729)
|
(887)
|
(423)
|
(3,039)
|
International strategic review
costs
|
-
|
-
|
(1,513)
|
(1,513)
|
Acquisition and integration related
costs
|
(423)
|
-
|
-
|
(423)
|
Finance cost of deferred contingent
consideration
|
-
|
-
|
(13)
|
(13)
|
Change in fair value of deferred
contingent consideration
|
-
|
-
|
3
|
3
|
Profit/(loss) mark-up on Group
allocated costs
|
258
|
(258)
|
-
|
-
|
Total underlying adjustments
|
(5,277)
|
(3,610)
|
(13,587)
|
(22,474)
|
|
|
|
|
|
Profit/(loss) before tax
|
28,242
|
(299)
|
(16,325)
|
11,618
|
Taxation
|
|
|
|
(5,161)
|
Profit for the year attributable to equity holders of the
Company
|
|
|
|
6,457
|
Year ended 30 June 2024
|
UK Investment Management
£'000
|
International
£'000
|
Group and consolidation
adjustments
£'000
|
Total
£'000
|
Total assets
|
92,377
|
26,706
|
73,877
|
192,960
|
Total liabilities
|
(33,775)
|
(2,775)
|
(4,075)
|
(40,625)
|
Net
assets
|
58,602
|
23,931
|
69,802
|
152,335
|
Year ended 30 June 2024
|
UK Investment Management
£'000
|
International
£'000
|
Group and consolidation
adjustments
£'000
|
Total
£'000
|
Statutory operating costs included
the following:
|
|
|
|
|
-
Amortisation
|
4,296
|
941
|
2,214
|
7,451
|
-
Depreciation
|
2,175
|
809
|
11
|
2,995
|
- Interest
income
|
1,709
|
516
|
606
|
2,831
|
Year ended 30 June 2023
|
UK
Investment Management
£'000
|
International
£'000
|
Group and
consolidation adjustments
£'000
|
Total
£'000
|
Total revenue
|
109,737
|
20,319
|
-
|
130,056
|
Inter-segment revenue
|
(6,279)
|
-
|
-
|
(6,279)
|
External revenue
|
103,458
|
20,319
|
-
|
123,777
|
Underlying administrative
costs
|
(47,405)
|
(13,576)
|
(33,373)
|
(94,354)
|
Operating contribution
|
56,053
|
6,743
|
(33,373)
|
29,423
|
Allocated costs
|
(22,127)
|
(6,844)
|
28,971
|
-
|
Net finance costs
|
590
|
226
|
88
|
904
|
Underlying profit/(loss) before tax
|
34,516
|
125
|
(4,314)
|
30,327
|
|
|
|
|
|
Amortisation of client
relationships
|
(3,205)
|
(2,465)
|
-
|
(5,670)
|
Dual running costs of operating
platforms
|
(1,424)
|
(192)
|
-
|
(1,616)
|
Acquisition and integration-related
costs
|
(499)
|
-
|
(69)
|
(568)
|
Changes in fair value of deferred
contingent consideration
|
-
|
-
|
(173)
|
(173)
|
Finance cost of deferred contingent
consideration
|
-
|
(7)
|
(54)
|
(61)
|
Profit/(loss) mark-up on Group
allocated costs
|
299
|
(299)
|
-
|
-
|
Total underlying adjustments
|
(4,829)
|
(2,963)
|
(296)
|
(8,088)
|
|
|
|
|
|
Profit/(loss) before tax
|
29,687
|
(2,838)
|
(4,610)
|
22,239
|
Taxation
|
|
|
|
(4,090)
|
Profit for the year attributable to equity holders of the
Company
|
|
|
|
18,149
|
Year ended 30 June 2023
|
UK
Investment Management
£'000
|
International
£'000
|
Group and
consolidation adjustments
£'000
|
Total
£'000
|
Total assets
|
91,141
|
26,537
|
77,578
|
195,256
|
Total liabilities
|
(30,175)
|
(2,541)
|
(5,196)
|
(37,912)
|
Net
assets
|
60,966
|
23,996
|
72,382
|
157,344
|
Year ended 30 June 2023
|
UK
Investment Management
£'000
|
International
£'000
|
Group and
consolidation adjustments
£'000
|
Total
£'000
|
Statutory operating costs included
the following:
|
|
|
|
|
-
Amortisation
|
3,429
|
912
|
2,491
|
6,832
|
-
Depreciation
|
1,943
|
689
|
17
|
2,649
|
- Interest
income
|
762
|
279
|
51
|
1,092
|
4.
Revenue
Year ended 30 June 2024
|
UK Investment Management
£'000
|
International
£'000
|
Total
£'000
|
Investment management
fees
|
67,825
|
12,027
|
79,852
|
Transactional income and foreign
exchange trading fees
|
12,394
|
2,946
|
15,340
|
Fund management fees
|
8,583
|
3,565
|
12,148
|
Financial planning income
|
8,182
|
-
|
8,182
|
Interest income
|
11,367
|
1,373
|
12,740
|
Total revenue
|
108,351
|
19,911
|
128,262
|
Year ended 30 June 2023
|
UK
Investment Management
£'000
|
International
£'000
|
Total
£'000
|
Investment management
fees
|
65,626
|
12,292
|
77,918
|
Transactional income and foreign
exchange trading fees
|
10,578
|
2,704
|
13,282
|
Fund management fees
|
9,983
|
3,739
|
13,722
|
Financial planning income
|
6,446
|
-
|
6,446
|
Interest income
|
10,825
|
1,584
|
12,409
|
Total revenue
|
103,458
|
20,319
|
123,777
|
a.
Geographic analysis
The Group's operations are located
in the United Kingdom and the Channel Islands. The following table
presents external revenue analysed by the geographical location of
the Group subsidiary entity providing the service.
|
2024
£'000
|
20231
£'000
|
United Kingdom
|
108,351
|
103,458
|
Channel Islands
|
19,911
|
20,319
|
Total revenue
|
128,262
|
123,777
|
1 The prior year geographical
revenue analysis has been reclassified with £146,000 previously
reported within the Isle of Man now recognised within the Channel
Islands.
b.
Major clients
The Group is not reliant on any one
client or group of connected clients for the generation of
revenues.
5.
Finance income and finance costs
|
2024
£'000
|
2023
£'000
|
Finance income
|
|
|
Dividends on preference
shares
|
28
|
35
|
Interest on assets held at amortised
cost
|
197
|
-
|
Bank interest on deposits
|
2,831
|
1,092
|
Total finance income
|
3,056
|
1,127
|
|
|
|
Finance costs
|
|
|
Finance cost of lease liabilities
(Note 14)
|
195
|
235
|
Finance cost of deferred contingent
consideration
|
13
|
61
|
Total finance costs
|
208
|
296
|
6.
Taxation
The tax charge on profit for the
year was as follows:
|
2024
£'000
|
2023
£'000
|
UK Corporation Tax at 25% (FY23:
20.5%)
|
6,221
|
5,703
|
Over provision in prior
years
|
514
|
(834)
|
Total current tax
|
6,735
|
4,869
|
Deferred tax credits
|
(1,788)
|
(1,189)
|
Under provision of deferred tax in
prior years
|
214
|
410
|
Income tax expense
|
5,161
|
4,090
|
Taxation for other jurisdictions is
calculated at the rates prevailing in the respective
jurisdictions.
The tax on the Group's profit before
tax differs from the theoretical amount that would arise using the
time apportioned tax rate applicable to profits of the consolidated
entities in the UK as follows, split out between underlying and
statutory profits:
Year ended 30 June 2024
|
Underlying profit
£'000
|
Underlying profit
adjustments
£'000
|
Statutory profit
£'000
|
Profit/(loss) before taxation
|
34,092
|
(22,474)
|
11,618
|
|
|
|
|
Profit/(loss) multiplied by the standard rate of tax in the UK
of 25%
|
8,523
|
(5,619)
|
2,904
|
Tax effect of amounts that are not
deductible/(taxable) in calculating taxable income:
|
|
|
|
Depreciation and
amortisation
|
543
|
34
|
577
|
Non-taxable income
|
(6)
|
-
|
(6)
|
Overseas tax losses not available
for UK tax purposes
|
(366)
|
-
|
(366)
|
Lower tax rates in other
jurisdictions in which the Group operates
|
(121)
|
-
|
(121)
|
Disallowable expenses
|
316
|
3
|
319
|
Share-based payments
|
(1,676)
|
106
|
(1,570)
|
Over provision in prior
years
|
514
|
-
|
514
|
Goodwill impairment
|
-
|
2,910
|
2,910
|
Income tax expense/(credit)
|
7,727
|
(2,566)
|
5,161
|
|
|
|
|
Effective tax rate
|
22.7%
|
n/a
|
44.4%
|
The higher effective tax rate on
underlying and statutory profit has been contributed by the
goodwill impairment not deductible for tax purposes, the increased
Corporation Tax rate in the current year and under provision from
prior period tax charges.
Year ended 30 June 2023
|
Underlying
profit
£'000
|
Underlying
profit adjustments
£'000
|
Statutory
profit
£'000
|
Profit/(loss) before
taxation
|
30,327
|
(8,088)
|
22,239
|
|
|
|
|
Profit/(loss) multiplied by the
standard rate of tax in the UK of 20.5%
|
6,217
|
(1,658)
|
4,559
|
Tax effect of amounts that are not
deductible/(taxable) in calculating taxable income:
|
|
|
|
Depreciation and
amortisation
|
604
|
(285)
|
319
|
Non-taxable income
|
(124)
|
-
|
(124)
|
Overseas tax losses not available
for UK tax purposes
|
67
|
-
|
67
|
Lower tax rates in other
jurisdictions in which the Group operates
|
(107)
|
-
|
(107)
|
Disallowable expenses
|
263
|
48
|
311
|
Share-based payments
|
(512)
|
-
|
(512)
|
Over provision in prior
years
|
(423)
|
-
|
(423)
|
Income tax expense/(credit)
|
5,985
|
(1,895)
|
4,090
|
|
|
|
|
Effective tax rate
|
19.7%
|
n/a
|
18.4%
|
The standard rate of Corporation Tax
in the UK was 25.0% with effect from 1 April 2023. Accordingly, the
Company's profits for this accounting year are taxed at a rate of
25.0% (FY23: 20.5%). The relevant deferred tax balances have been
remeasured at this increased rate from the prior year. Deferred tax
assets and liabilities are calculated at the rate that is expected
to be in force when the temporary differences unwind, however,
limited to the extent that such rates have been substantively
enacted.
The deferred tax charges for the
year arise from:
|
2024
£'000
|
2023
£'000
|
Share-based payments
|
(503)
|
(1)
|
Accelerated capital
allowances
|
71
|
(27)
|
Accelerated capital allowances on
research and development
|
(152)
|
(117)
|
Dilapidations
|
7
|
(54)
|
Amortisation of acquired client
relationship contracts
|
(1,427)
|
(934)
|
Trading losses carried
forward
|
216
|
(56)
|
Under provision in prior
years
|
214
|
410
|
Deferred tax charge
|
(1,574)
|
(779)
|
7.
Earnings per share
The Directors believe that
underlying earnings per share provides an appropriate reflection of
the Group's performance in the year. Underlying earnings per share,
which is an alternative performance measure ("APM"), is calculated
based on 'underlying earnings', which is also an APM. Refer to the
Non-IFRS Information section for a glossary of the Group's APMs,
their definition and criteria for how underlying adjustments are
considered. The tax effect of the underlying adjustments to
statutory earnings has also been considered; refer to Note 6 for
the taxation on underlying and statutory profit. Earnings for the
year used to calculate earnings per share as reported in these
Consolidated financial statements were as follows:
|
2024
£'000
|
2023
£'000
|
Earnings attributable to ordinary
shareholders
|
6,457
|
18,149
|
Amortisation of acquired client
relationship contracts (Note 9)
|
5,848
|
5,670
|
Dual running costs of operating
platform
|
-
|
1,616
|
Acquisition and integration-related
costs
|
423
|
568
|
Changes in fair value of deferred
contingent consideration
|
(3)
|
173
|
International strategic
review
|
1,513
|
-
|
Impairment of goodwill
|
11,641
|
-
|
Restructure costs
|
3,039
|
-
|
Finance cost of deferred contingent
consideration
|
13
|
61
|
Tax impact of adjustments (Note
6)
|
(2,566)
|
(1,895)
|
Underlying earnings attributable to ordinary
shareholders
|
26,365
|
24,342
|
Basic earnings per share is
calculated by dividing earnings attributable to ordinary
shareholders by the weighted average number of shares in issue
throughout the period. Included in the weighted average number of
shares for basic earnings per share purposes are employee share
options at the point all necessary conditions have been satisfied
and the options have vested, even if they have not yet been
exercised.
Diluted earnings per share
represents the basic earnings per share adjusted for the effect of
dilutive potential shares issuable on exercise of employee share
options under the Group's share-based payment schemes, weighted for
the relevant period.
The diluted weighted average number
of shares in issue and diluted earnings per share considers the
effect of all dilutive potential shares issuable on exercise of
employee share options. The potential shares issuable includes the
contingently issuable shares that have not yet vested and the
vested unissued share options that are either nil cost options or
have little or no consideration.
The weighted average number of
shares in issue during the year was as follows:
|
2024
Number of shares
|
2023
Number
of shares
|
Weighted average number of shares in issue
|
16,098,412
|
15,825,397
|
Effect of dilutive potential shares
issuable on exercise of employee share options
|
275,450
|
293,992
|
Diluted weighted average number of shares in
issue
|
16,373,862
|
16,119,389
|
Earnings per share for the year
attributable to equity holders of the Company were:
|
2024
p
|
2023
p
|
Based on reported earnings:
|
|
|
Basic earnings per share
|
40.1
|
114.7
|
Diluted earnings per
share
|
39.4
|
112.6
|
|
|
|
Based on underlying earnings:
|
|
|
Basic earnings per share
|
163.8
|
153.8
|
Diluted earnings per
share
|
161.0
|
151.0
|
8.
Dividends
Amounts recognised as distributions
to equity holders of the Company in the year were as
follows:
|
2024
£'000
|
2023
£'000
|
Final dividend paid for the year
ended 30 June 2023 of 47.0p (FY22: 45.0p) per share
|
7,467
|
7,021
|
Interim dividend paid for the year
ended 30 June 2024 of 29.0p (FY23: 28.0p) per share
|
4,627
|
4,401
|
Total dividends
|
12,094
|
11,422
|
|
|
|
Final dividend proposed for the year
ended 30 June 2024 of 49.0p (FY23: 47.0p) per share
|
7,865
|
7,448
|
The interim dividend of 29.0p (FY23:
28.0p) per share was paid on 16 April 2024.
A final dividend for the year ended
30 June 2024 of 49.0p (FY23: 47.0p) per share was declared by the
Board of Directors on 12 September 2024 and is subject to approval
by the shareholders at the Company's Annual General Meeting. It
will be paid on 1 November 2024 to shareholders who are on the
register at the close of business on 20 September 2024. In
accordance with IAS 10 'Events After the Reporting Period', the
aggregate amount of the proposed dividend expected to be paid out
of retained earnings is not recognised as a liability in these
Consolidated financial statements.
9.
Intangible assets
|
Goodwill
£'000
|
Computer software
£'000
|
Acquired client relationship
contracts
£'000
|
Contracts acquired with fund
managers
£'000
|
Total
£'000
|
Cost
|
|
|
|
|
|
At 1 July 2022
|
51,887
|
6,930
|
70,011
|
3,521
|
132,349
|
Additions
|
12,486
|
2,954
|
6,087
|
-
|
21,527
|
Disposals
|
-
|
(1,054)
|
-
|
(3,521)
|
(4,575)
|
At 30 June 2023
|
64,373
|
8,830
|
76,098
|
-
|
149,301
|
Additions
|
-
|
1,734
|
-
|
-
|
1,734
|
At
30 June 2024
|
64,373
|
10,564
|
76,098
|
-
|
151,035
|
|
|
|
|
|
|
Accumulated amortisation and impairment
|
|
|
|
|
|
At 1 July 2022
|
11,213
|
251
|
31,477
|
3,521
|
46,462
|
Amortisation charge
|
-
|
1,162
|
5,670
|
-
|
6,832
|
Accumulated amortisation on
disposals
|
-
|
(1,054)
|
-
|
(3,521)
|
(4,575)
|
At 30 June 2023
|
11,213
|
359
|
37,147
|
-
|
48,719
|
Amortisation charge
|
-
|
1,603
|
5,848
|
-
|
7,451
|
Impairment
|
11,641
|
-
|
-
|
-
|
11,641
|
At
30 June 2024
|
22,854
|
1,962
|
42,995
|
-
|
67,811
|
|
|
|
|
|
|
Net
book value
|
|
|
|
|
|
At 1 July 2022
|
40,674
|
6,679
|
38,534
|
-
|
85,887
|
At 30 June 2023
|
53,160
|
8,471
|
38,951
|
-
|
100,582
|
At
30 June 2024
|
41,519
|
8,602
|
33,103
|
-
|
83,224
|
The amortisation charge of
intangible assets is recognised within administrative costs in the
Consolidated statement of comprehensive income.
At 30 June 2024, intangible assets
net book value totalling £70,009,000 are recognised in the United
Kingdom and £13,215,000 are recognised in the Channel
Islands.
a.
Goodwill
Goodwill acquired in a business
combination is allocated at acquisition to the CGUs that are
expected to benefit from that business combination. The carrying
amount of goodwill in respect of these CGUs within the operating
segments of the Group comprises:
|
2024
£'000
|
2023
£'000
|
Funds
|
|
|
Braemar Group Limited
("Braemar")
|
3,320
|
3,320
|
|
|
|
International
|
|
|
Brooks Macdonald Asset Management
(International) Limited ("Brooks Macdonald
International")
|
9,602
|
21,243
|
|
|
|
Cornelian
|
|
|
Cornelian Asset Managers Group
Limited ("Cornelian")
|
16,111
|
16,111
|
|
|
|
Integrity
|
|
|
Integrity Wealth (Holdings) Limited
("Integrity")
|
3,945
|
3,945
|
|
|
|
Adroit
|
|
|
Adroit Financial Planning Limited
("Adroit")
|
8,541
|
8,541
|
|
|
|
Total goodwill
|
41,519
|
53,160
|
Goodwill is reviewed annually for
impairment and its recoverability has been assessed at 30 June 2024
by comparing the carrying amount of the CGUs to their expected
recoverable amount, estimated on a value-in-use basis. The value in
use of each CGU has been calculated using pre-tax discounted cash
flow projections based on the most recent budgets and forecasts
approved by the relevant subsidiary company boards of directors.
The most recent budgets prepared are part of the detailed budget
process for the year ending 30 June 2024, and then extrapolated
over a longer period for the following four years, resulting in the
budgets and forecasts covering a period of five years. Cash flows
are then extrapolated beyond the five-year budget and forecast
period using an expected long-term growth rate, with the long-term
growth rate considered reasonable against the budgeted and forecast
growth.
During the six months ended 31
December 2023, the prevailing macroeconomic environment and market
volatility seen during the reporting period had an impact on client
sentiment and new business, whilst the higher interest rate
environment resulted in higher outflows with clients withdrawing
funds to repay debt. This gave rise to impairment indicators in
relation to the International CGU, which were recognised upon the
acquisition of the Spearpoint business in 2012. Accordingly, an
impairment review was carried out for this CGU, and based on a
value-in-use calculation, the recoverable amount of the
International CGU at 31 December 2023 did not support the carrying
amount of the International CGU of £31,311,000. As a result, the
International goodwill balance was impaired by £11,641,000, leaving
a goodwill balance of £9,061,000 as at 31 December 2023.
International
Based on a value-in-use calculation
as at 30 June 2024, the recoverable amount of the Brooks Macdonald
International CGU at 30 June 2024 was £36,697,000 (FY23:
£33,642,000), giving a surplus over the Brooks Macdonald
International CGU carrying amount of £17,263,000, indicating that
there is no impairment. The key underlying assumptions of the
calculation are the discount rate, the medium-term growth in
earnings and the long-term growth rate of the business. A pre-tax
discount rate of 13% (FY23: 13%) has been used, based on the
Group's assessment of the risk-free rate of interest and specific
risks relating to Brooks Macdonald International. The key input in
forecasting revenue is FUM, which is forecast to grow based on new
business targets, attrition and estimated impact of market
performance. FUM is multiplied by estimated fee yields for the
business resulting in annual revenue growth between 4% and 6%
annually over the five-year period. Expenditure growth is forecast
to increase by between 3% and 4% annually over the five-year
period, which includes consideration for reasonable allocated
costs. The underlying methodology for allocating costs is reviewed
by management each year when preparing the value-in-use
calculations to ensure the methodology remains appropriate. The
period covered is five years and the forecasts are based on
management's growth projections for the business based on its
strategic objectives, taking into account historic performance and
prevailing market and economic conditions. The 2% long-term growth
rate applied is considered prudent in the context of the long-term
average growth rate for the funds and investment management
industries in which the CGU operates.
The Directors do not believe that
any reasonably possible change would result in an impairment,
including the outcome of the strategic review discussed in Note 21;
however, to provide additional analysis, sensitivity analysis has
been performed to show what may be required for an impairment to be
recognised.
• An increase of
the pre-tax discount rate of 10% (FY23: 2%), from 13% to 23%, would
result in an impairment.
• The perpetuity
growth rate would need to reduce by 29% (FY23: 2%), from 2% to
(27%), to result in an impairment.
• The forecast
pre-tax cash inflows would need to reduce by 44% (FY23: 11%) each
year to result in an impairment.
Cornelian
The Cornelian CGU recoverable amount
was calculated as £37,223,000 at 30 June 2024 (FY23: £46,836,000),
giving a surplus over the Cornelian CGU carrying amount of
£8,416,000, indicating that there is no impairment. The key
underlying assumptions of the calculation are the discount rate,
the medium-term growth in earnings and the long-term growth rate of
the business. The revenue growth forecasts range between 8% and 9%
annually over the five-year period. Revenue growth is forecast
using new business targets, expected outflows and estimated impact
of market performance on FUM, multiplied by estimated fee yields
for both the discretionary and fund management business.
Expenditure growth forecasts range between 4% and 9% annually over
the five-year period. Both the revenue growth and expenditure
growth reflect historic actual growth and planned management
actions and are considered to be reasonable in the current market
and industry conditions. A pre-tax discount rate of 13% has been
used (FY23: 15%), based on the Group's assessment of the risk-free
rate of interest and specific risks relating to Cornelian. The
recoverable amount was based on the estimated cash inflows over the
next five financial years, the period covered by the most recent
forecasts, which reflect planned management actions and are
considered to be reasonable in the current market and industry
conditions. The 2% long-term growth rate applied is considered
prudent in the context of the long-term average growth rate for the
funds and investment management industries in which the CGU
operates.
The Directors do not believe that
any reasonably possible change would result in an impairment;
however, to provide additional analysis, sensitivity analysis has
been performed to show what may be required for an impairment to be
recognised.
• An increase of
the pre-tax discount rate of 3% (FY23: 6%), from 13% to 16%, would
result in an impairment.
• The perpetuity
growth rate would need to reduce by 5% (FY23: 10%), from 2% to
(3%), to result in an impairment.
• The forecast
pre-tax cash inflows would need to reduce by 21% (FY23: 28%) each
year to result in an impairment.
Funds
Based on a value-in-use calculation,
the recoverable amount of the Braemar CGU at 30 June 2024 was
£13,602,000 (FY23: £14,463,000), giving a surplus over the Braemar
CGU carrying amount of £9,384,000 indicating that there is no
impairment. A pre-tax discount rate of 15% (FY23: 16%) has been
used, based on the Group's assessment of the risk-free rate of
interest and specific risks relating to Braemar. The key underlying
assumptions of the calculation are the discount rate, the growth in
FUM of the funds business and the long-term growth rate. Forecasted
FUM is multiplied by estimated fee yields for each of the funds
resulting in forecasted revenue remaining flat over the five-year
period. FUM growth is forecast using estimated new business
targets, expected outflows and estimated impact of market
performance. Expenditure growth is forecast to decrease by between
1% and 3% annually over the five-year period. The inputs to the
forecast cash inflows over the next five financial years reflect
historic actual growth and planned management activities and are
considered to be reasonable in the current market and industry
conditions. The 2% long-term growth rate applied is considered
prudent in the context of the long-term average growth rate for the
funds industry in which the CGU operates.
The Directors do not believe that
any reasonably possible change would result in an impairment;
however, to provide additional analysis, sensitivity analysis has
been performed to show what may be required for an impairment to be
recognised.
• An increase of
the pre-tax discount rate of 30% (FY23: 28%), from 15% to 45%,
would result in an impairment.
• The 2%
perpetuity growth rate could reduce by >100% (FY23: 100%) to
trigger an impairment.
• The forecast
pre-tax cash inflows would need to reduce by 54% (FY23: 52%) each
year to result in an impairment.
Integrity
Based on a value-in-use calculation,
the recoverable amount of the Integrity CGU at 30 June 2024 was
£9,335,000 (FY23: £7,725,000), giving a surplus over the Integrity
CGU carrying amount of £4,010,000, indicating that there is no
impairment. The key underlying assumptions of the calculation are
the discount rate, the medium-term growth in earnings and the
long-term growth rate of the business. A pre-tax discount rate of
14% (FY23: 15%) has been used, based on the Group's assessment of
the risk-free rate of interest and specific risks relating to
Integrity. The key input in forecasting revenue is based on new
business, which is forecast to grow based on new business targets,
attrition and estimated impact of market performance. The revenue
growth forecasts range between 8% and 13% annually over the
five-year period. Revenue growth is forecast using new business
targets, expected outflows and estimated impact of market
performance on AUM. Expenditure growth is forecast to increase by
between 4% and 6% annually over the five-year period, which
includes consideration for reasonable allocated costs. The
underlying methodology for allocating costs is reviewed by
management each year when preparing the value-in-use calculations
to ensure the methodology remains appropriate. In the current year,
this resulted in a change to the allocation metrics used within the
five-year forecast. The period covered is five years and the
forecasts are based on management's growth projections for the
business based on its strategic objectives, taking into account
historic performance and prevailing market and economic conditions.
The 2% long-term growth rate applied is considered prudent in the
context of the long-term average growth rate for the funds,
investment management and financial planning industries in which
the CGU operates.
The Directors do not believe that
any reasonably possible change would result in an impairment;
however, to provide additional analysis, sensitivity analysis has
been performed to show what may be required for an impairment to be
recognised.
• An increase of
the pre-tax discount rate of 8% (FY23: 4%), from 14% to 22%, would
result in an impairment.
• The perpetuity
growth rate would need to reduce by 15% (FY23: 6%), from 2% to
(13%), to result in an impairment.
• The forecast
pre-tax cash inflows would need to reduce by 36% (FY23: 23%) each
year to result in an impairment.
Adroit
Based on a value-in-use calculation,
the recoverable amount of the Adroit CGU at 30 June 2024 was
£12,854,000 (FY23: £12,121,000), giving a surplus over the Adroit
CGU carrying amount of £2,769,000 indicating that there is no
impairment. A pre-tax discount rate of 14% (FY23: 15%) has been
used, based on the Group's assessment of the risk-free rate of
interest and specific risks relating to Adroit. The key input in
forecasting revenue is based on new business, which is forecast to
grow based on new business targets, attrition and estimated impact
of market performance. The revenue growth forecasts range between
9% and 15% annually over the five-year period. Revenue growth is
forecast using new business targets, expected outflows and
estimated impact of market performance on AUM. The inputs to the
forecast cash inflows over the next five financial years reflect
historic actual growth and planned management activities and are
considered to be reasonable in the current market and industry
conditions. The 2% long-term growth rate applied is considered
prudent in the context of the long-term average growth rate for the
funds, investment management and financial planning industries in
which the CGU operates.
The Directors do not believe that
any reasonably possible change would result in an impairment;
however, to provide additional analysis, sensitivity analysis has
been performed to show what may be required for an impairment to be
recognised.
• An increase of
the pre-tax discount rate of 3% (FY23: 1%), from 14% to 17%, would
result in an impairment.
• The perpetuity
growth rate would need to reduce by 4% (FY23: 6%), from 2% to (2%),
to result in an impairment.
• The forecast
pre-tax cash inflows would need to reduce by 9% (FY23: 8%) each
year to result in an impairment.
b.
Computer software
Costs incurred on internally
developed computer software are initially recognised at cost and,
when the software is available for use, the costs are amortised on
a straight-line basis over an estimated useful life of four years,
with some specific projects amortised over longer useful economic
lives ("UELs") based on their size and usability.
c.
Acquired client relationship contracts
This asset represents the fair value
of future benefits accruing to the Group from acquired client
relationship contracts. The amortisation of client relationships is
charged to the Consolidated statement of comprehensive income on a
straight-line basis over their estimated useful lives (6 to 20
years).
During the prior year ended 30 June
2023, the Group acquired client relationship contracts totalling
£3,156,000 and £2,931,000, as part of the Integrity and Adroit
acquisitions, respectively, which were recognised as separately
identifiable intangible assets in the Condensed consolidated
statement of financial position, with UEL of 15 years.
d.
Contracts acquired with fund managers
This asset represents the fair value
of the future benefits accruing to the Group from contracts
acquired with fund managers. Payments made to acquire such
contracts are stated at cost and amortised on a straight-line basis
over a UEL of five years.
10.
Property, plant and equipment
|
Leasehold
improvements£'000
|
Fixtures, fittings and office
equipment
£'000
|
IT equipment
£'000
|
Total
£'000
|
Cost
|
|
|
|
|
At 1 July 2022
|
2,688
|
741
|
1,246
|
4,675
|
Additions
|
477
|
74
|
194
|
745
|
Disposals
|
(19)
|
(173)
|
(474)
|
(666)
|
At 30 June 2023
|
3,146
|
642
|
966
|
4,754
|
Additions
|
13
|
47
|
23
|
83
|
Disposals
|
(11)
|
(3)
|
(3)
|
(17)
|
At
30 June 2024
|
3,148
|
686
|
986
|
4,820
|
|
|
|
|
|
Accumulated depreciation
|
|
|
|
|
At 1 July 2022
|
1,131
|
513
|
829
|
2,473
|
Depreciation charge
|
535
|
102
|
187
|
824
|
Depreciation on disposals
|
(19)
|
(173)
|
(474)
|
(666)
|
At 30 June 2023
|
1,647
|
442
|
542
|
2,631
|
Depreciation charge
|
571
|
95
|
190
|
856
|
Depreciation on disposals
|
(11)
|
(3)
|
(3)
|
(17)
|
At
30 June 2024
|
2,207
|
534
|
729
|
3,470
|
|
|
|
|
|
Net
book value
|
|
|
|
|
At 1 July 2022
|
1,557
|
228
|
417
|
2,202
|
At 30 June 2023
|
1,499
|
200
|
424
|
2,123
|
At
30 June 2024
|
941
|
152
|
257
|
1,350
|
During the year ended 30 June 2024,
the Group conducted a review of the property, plant and equipment
assets and retired assets from the fixed asset register with a £nil
net book value, and no longer used in the business. This resulted
in disposals of property, plant and equipment with cost and
accumulated depreciation both totalling £17,000.
Property, plant and equipment net
book value totalling £1,062,000 at 30 June 2024 are recognised in
the United Kingdom and £288,000 are recognised in the Channel
Islands.
11.
Right-of-use assets
|
Cars
£'000
|
Property
£'000
|
Total
£'000
|
Cost
|
|
|
|
At 1 July 2022
|
328
|
9,425
|
9,753
|
Additions
|
470
|
713
|
1,183
|
At 30 June 2023
|
798
|
10,138
|
10,936
|
Additions
|
174
|
1,125
|
1,299
|
Adjustment on change of lease
terms
|
(91)
|
(315)
|
(406)
|
At
30 June 2024
|
881
|
10,948
|
11,829
|
|
|
|
|
Accumulated depreciation
|
|
|
|
At 1 July 2022
|
37
|
4,745
|
4,782
|
Depreciation charge
|
158
|
1,667
|
1,825
|
At 30 June 2023
|
195
|
6,412
|
6,607
|
Depreciation charge
|
210
|
1,929
|
2,139
|
Adjustment on change of lease
terms
|
50
|
(192)
|
(142)
|
At
30 June 2024
|
455
|
8,149
|
8,604
|
|
|
|
|
Net
book value
|
|
|
|
At 1 July 2022
|
291
|
4,680
|
4,971
|
At 30 June 2023
|
603
|
3,726
|
4,329
|
At
30 June 2024
|
426
|
2,799
|
3,225
|
The Group offers a car leasing
arrangement to provide a salary sacrifice car leasing scheme for
employees. Each vehicle leased to individual employees creates a
separate right-of-use asset and lease liability measured at present
value of the remaining lease payments, discounted using the
lessee's estimated incremental borrowing rate (see Note
14).
The property additions relate to six
new leases that commenced during the year ended 30 June
2024.
Right-of-use assets net book value
totalling £2,823,000 at 30 June 2024 are recognised in the United
Kingdom and £402,000 are recognised in the Channel
Islands.
12.
Financial assets held at amortised cost
|
2024
£'000
|
2023
£'000
|
At 1 July
|
-
|
-
|
Additions
|
29,978
|
-
|
Implied interest income
|
197
|
-
|
Contractual coupons
received
|
(212)
|
-
|
At
30 June
|
29,963
|
-
|
During the year ended 30 June 2024,
the Group invested £29,978,000 in UK Government Investment Loan and
Treasury Stock ("Gilts"). The Gilts carry coupon rates ranging from
1.5%-4.5% per annum and have maturity dates ranging from 2026-28.
Investments in Gilts are classified as financial assets at
amortised cost.
13.
Net deferred tax liabilities
Deferred income tax assets are only
recognised to the extent that it is probable that future taxable
profit will be available against which the temporary differences
can be utilised. An analysis of the Group's deferred assets and
deferred tax liabilities is shown below.
|
|
2024
|
|
|
UK
£'000
|
CI
£'000
|
Total
£'000
|
Deferred tax assets
|
|
|
|
Share-based payments
|
1,901
|
-
|
1,901
|
Trading losses carried
forward
|
-
|
147
|
147
|
Dilapidations
|
111
|
1
|
112
|
Accelerated capital
allowances
|
93
|
-
|
93
|
Total deferred tax assets
|
2,105
|
148
|
2,253
|
|
|
|
|
Deferred tax liabilities
|
|
|
|
Intangible asset
amortisation
|
(5,809)
|
(920)
|
(6,729)
|
Accelerated capital allowances on
research and development
|
(918)
|
-
|
(918)
|
Total deferred tax liabilities
|
(6,727)
|
(920)
|
(7,647)
|
|
|
|
|
Net
deferred tax liabilities
|
(4,622)
|
(772)
|
(5,394)
|
|
|
2023
|
|
|
UK
£'000
|
CI
£'000
|
Total
£'000
|
Deferred tax assets
|
|
|
|
Share-based payments
|
2,333
|
-
|
2,333
|
Trading losses carried
forward
|
-
|
363
|
363
|
Dilapidations
|
92
|
27
|
119
|
Accelerated capital
allowances
|
164
|
-
|
164
|
Total deferred tax assets
|
2,589
|
390
|
2,979
|
|
|
|
|
Deferred tax liabilities
|
|
|
|
Intangible asset
amortisation
|
(7,404)
|
(752)
|
(8,156)
|
Accelerated capital allowances on
research and development
|
(856)
|
-
|
(856)
|
Total deferred tax liabilities
|
(8,260)
|
(752)
|
(9,012)
|
|
|
|
|
Net
deferred tax liabilities
|
(5,671)
|
(362)
|
(6,033)
|
The gross movement on the deferred
income tax account during the year was as follows:
|
2024
£'000
|
2023
£'000
|
At 1 July
|
(6,033)
|
(4,957)
|
Additional liability on acquisition
of client relationship intangible assets
|
-
|
(1,520)
|
Credit to the Consolidated statement
of comprehensive income (Note 6)
|
1,574
|
779
|
Charge recognised in
equity
|
(935)
|
(335)
|
At
30 June
|
(5,394)
|
(6,033)
|
The change in deferred income tax
assets and liabilities during the year was as follows:
|
Share-based payments
£'000
|
Trading losses carried
forward
£'000
|
Dilapidations
£'000
|
Accelerated capital
allowances
£'000
|
Total
£'000
|
Deferred tax assets
|
|
|
|
|
|
At 1 July 2022
|
2,667
|
133
|
65
|
137
|
3,002
|
Over provision in prior
years
|
-
|
174
|
-
|
-
|
174
|
Charge to the Consolidated statement
of comprehensive income
|
1
|
56
|
54
|
27
|
138
|
Credit to equity
|
(335)
|
-
|
-
|
-
|
(335)
|
At 30 June 2023
|
2,333
|
363
|
119
|
164
|
2,979
|
Credit to the Consolidated statement
of comprehensive income
|
503
|
(216)
|
(7)
|
(71)
|
209
|
Charge to equity
|
(935)
|
-
|
-
|
-
|
(935)
|
At
30 June 2024
|
1,901
|
147
|
112
|
93
|
2,253
|
|
2024
£'000
|
2023
£'000
|
Deferred tax assets
|
|
|
Deferred tax assets to be settled
after more than one year
|
1,061
|
1,198
|
Deferred tax assets to be settled
within one year
|
1,192
|
1,781
|
Total deferred tax assets
|
2,253
|
2,979
|
The carrying amount of the deferred
tax asset is reviewed at each reporting date and is only recognised
to the extent that it is probable that future taxable profits of
the Group will allow the asset to be recovered. There is an amount
of unrecognised deferred tax in relation to capital losses carried
forward at 30 June 2024 of £859,000. A deferred tax asset is not
recognised in these Consolidated financial statements, nor the
Parent Company financial statements, on the basis that it is not
probable that capital gains will be available against which capital
losses can be offset.
The change in deferred income tax
liabilities during the year is as follows:
|
Accelerated capital
allowances on research and development
£'000
|
Intangible asset
amortisation
£'000
|
Total
£'000
|
Deferred tax liabilities
|
|
|
|
At 1 July 2022
|
389
|
7,570
|
7,959
|
Additional liability on acquisition
of client relationship intangible assets
|
-
|
1,520
|
1,520
|
Credit to the Consolidated statement
of comprehensive income
|
(117)
|
(934)
|
(1,051)
|
Over provision in prior
year
|
584
|
-
|
584
|
At 30 June 2023
|
856
|
8,156
|
9,012
|
Credit to the Consolidated statement
of comprehensive income
|
62
|
(1,427)
|
(1,365)
|
At
30 June 2024
|
918
|
6,729
|
7,647
|
|
2024
£'000
|
2023
£'000
|
Deferred tax liabilities
|
|
|
Deferred tax liabilities to be
settled after more than one year
|
(6,641)
|
(7,777)
|
Deferred tax liabilities to be
settled within one year
|
(1,006)
|
(1,235)
|
Total deferred tax liabilities
|
(7,647)
|
(9,012)
|
14.
Lease liabilities
|
Cars
£'000
|
Property
£'000
|
Total
£'000
|
At 1 July 2022
|
292
|
5,735
|
6,027
|
Additions
|
470
|
713
|
1,183
|
Payments made
|
(169)
|
(2,135)
|
(2,304)
|
Finance cost of lease
liabilities
|
18
|
217
|
235
|
At 30 June 2023
|
611
|
4,530
|
5,141
|
Additions
|
174
|
1,157
|
1,331
|
Adjustment on change of lease
terms
|
(142)
|
(175)
|
(317)
|
Payments made
|
(225)
|
(2,311)
|
(2,536)
|
Finance cost of lease
liabilities
|
21
|
174
|
195
|
At
30 June 2024
|
439
|
3,375
|
3,814
|
|
|
|
|
Analysed as:
|
|
|
|
Amounts falling due within one
year
|
194
|
1,975
|
2,169
|
Amounts falling due after more than
one year
|
245
|
1,400
|
1,645
|
Total lease liabilities
|
439
|
3,375
|
3,814
|
The Group offers a car leasing
arrangement to provide a salary sacrifice car leasing scheme for
employees. Each vehicle leased to individual employees creates a
separate right-of-use asset (Note 11) and lease liability measured
at present value of the remaining lease payments, discounted using
the lessee's estimated incremental borrowing rate.
The Group is party to leases as
lessee in relation to property agreements for the use of office
space. All leases are accounted for by recognising a right-of-use
asset and a lease liability at the lease commencement data. Lease
liabilities are initially measured at the present value of the
contractual payments due to the lessor over the lease term, with
the discount rate determined by reference to the rate implicit in
the lease.
Right-of-use assets are initially
measured at the amount of the lease liability, reduced for any
lease incentives received, and increased for lease payments made at
or before commencement of the lease, initial direct costs incurred
and the amount of any provision recognised where the Group is
required to dismantle, remove or restore the asset. Additionally,
they may be re-measured to reflect reassessment due to lease
modifications.
The right-of-use asset is
subsequently depreciated using the straight-line method from the
commencement date to the end of the lease term. Additionally, the
right-of-use asset is periodically reduced by impairment losses, if
any, and adjusted for certain re-measurements of the lease
liability.
If the Group revises its estimate of
the term of any lease, it will adjust the carrying amount of the
lease liability to reflect the payments to be made over the revised
term, discounted at the revised discount rate. An equivalent
adjustment is made to the carrying value of the right-of-use asset,
with the revised carrying amount being amortised over the remaining
(revised) lease term.
15.
Provisions
|
Client
compensation
£'000
|
FSCS levy
£'000
|
Leasehold dilapidations
£'000
|
Tax-related
£'000
|
Total
£'000
|
At 1 July 2022
|
112
|
386
|
367
|
280
|
1,145
|
Charge to the Consolidated statement
of comprehensive income
|
579
|
239
|
260
|
-
|
1,078
|
Utilised during the year
|
(441)
|
(458)
|
(2)
|
-
|
(901)
|
At 30 June 2023
|
250
|
167
|
625
|
280
|
1,322
|
Charge to the Consolidated statement
of comprehensive income
|
640
|
691
|
83
|
-
|
1,414
|
Utilised during the year
|
(295)
|
(167)
|
(268)
|
-
|
(730)
|
At
30 June 2024
|
595
|
691
|
440
|
280
|
2,006
|
|
|
|
|
|
|
Analysed as:
|
|
|
|
|
|
Amounts falling due within one
year
|
595
|
691
|
62
|
280
|
1,628
|
Amounts falling due after more than
one year
|
-
|
-
|
378
|
-
|
378
|
Total provisions
|
595
|
691
|
440
|
280
|
2,006
|
a.
Client compensation
Client compensation provisions
relate to the potential liability arising from client complaints
against the Group. Complaints are assessed on a case-by-case basis
and provisions for compensation are made where judged necessary.
The amount recognised within provisions for client compensation
represents management's best estimate of the potential liability.
The timing of the corresponding outflows is uncertain as these are
made as and when claims arise.
b.
FSCS levy
Following confirmation by the FSCS
in July 2024 of its final industry levy for the 2024/25 scheme
year, the Group has made a provision of £691,000 (FY23: £167,000)
for its estimated share.
c.
Leasehold dilapidations
Leasehold dilapidations relate to
dilapidation provisions expected to arise on leasehold premises
held by the Group, and monies due under the contract with the
assignee of leases on the Group's leased properties.
d.
Tax-related
Tax-related provisions relate to
voluntary disclosures made by the Group to HM Revenue and Customs
("HMRC") following an input VAT review carried out by the Group
during FY23.
16.
Reconciliation of operating profit to net cash inflow from
operating activities
|
2024
£'000
|
2023
£'000
|
Operating profit
|
20,411
|
21,408
|
|
|
|
Adjustments for:
|
|
|
Amortisation of intangible
assets
|
7,451
|
6,832
|
Depreciation of property, plant and
equipment
|
856
|
824
|
Depreciation of right-of-use
assets
|
2,139
|
1,825
|
Other (gains)/losses -
net
|
(83)
|
162
|
Decrease/(increase) in
receivables
|
4,391
|
(2,215)
|
Increase/(decrease) in
payables
|
5,276
|
(1,526)
|
Increase/(decrease) in
provisions
|
684
|
(147)
|
(Decrease)/increase in other
non-current liabilities
|
(196)
|
244
|
Share-based payments
charge
|
2,407
|
2,686
|
Net
cash inflow from operating activities
|
43,336
|
30,093
|
17.
Share capital and share premium account
The movements in share capital and
share premium during the year were as follows:
|
Number of
shares
|
Exercise price
p
|
Share capital
£'000
|
Share premium
account
£'000
|
Total
£'000
|
At 1 July 2022
|
16,205,542
|
|
162
|
79,141
|
79,303
|
Shares issued:
|
|
|
|
|
|
on exercise of options
|
1,866
|
1,710.0 -
2,400.0
|
-
|
30
|
30
|
to Sharesave Scheme
|
140,171
|
1,172.0 -
1,704.0
|
1
|
1,660
|
1,661
|
of consideration for the acquisition
of Integrity
|
52,084
|
1,900.0 -
1,920.0
|
1
|
999
|
1,000
|
At 30 June 2023
|
16,399,663
|
|
164
|
81,830
|
81,994
|
Shares issued:
|
|
|
|
|
|
on exercise of options
|
8,554
|
1,381.0 -
1,725.0
|
-
|
135
|
135
|
to Sharesave Scheme
|
35,488
|
1,172.0 -
1,988.0
|
1
|
545
|
546
|
of consideration for the acquisition
of Integrity
|
28,748
|
1,900.0 -
2,174.0
|
-
|
625
|
625
|
At
30 June 2024
|
16,472,453
|
|
165
|
83,135
|
83,300
|
The total number of ordinary shares
issued and fully paid at 30 June 2024 was 16,472,453 (FY23:
16,399,663) with a par value of 1p per share.
There was £1,306,000 share capital
issued on exercise of options and to Sharesave Scheme members in
the year ended 30 June 2024 (FY23: £2,691,000).
Employee Benefit Trust
The Group established an Employee
Benefit Trust ("EBT") on 3 December 2010 to acquire ordinary shares
in the Company to satisfy awards under the Group's Long-Term
Incentive Scheme; see Note 18(b). At 30 June 2024, the EBT held
421,938 (FY23: 552,633) 1p ordinary shares in the Company, acquired
for a total consideration of £19,100,000 (FY23: £16,950,000) with a
market value of £8,228,000 at 30 June 2024 (FY23: £11,633,000).
They are classified as treasury shares in the Consolidated
statement of financial position, their cost being deducted from
retained earnings within shareholders' equity.
18.
Equity-settled share-based payments
All share options granted to
employees under the Group's equity-settled share-based payment
schemes are valued using the Black-Scholes model, based on the
market price of the Company's shares at the grant date and
annualised volatility of up to 50%, covering the period to the end
of the contractual life. Volatility has been estimated on the basis
of the Company's historical share price subsequent to flotation.
The risk-free annual rate of interest is deemed to be the yield on
a gilt-edged security with a maturity term between seven months and
five years, ranging from 0.01% to 2.00%. No options outstanding at
30 June 2024 (FY23: none) carry any dividend or voting
rights.
The share options in issue under the
various equity-settled share-based payment schemes have been valued
at prices ranging from £7.35 to £16.49 per share. The charge to the
Consolidated statement of comprehensive income for the year in
respect of these was £2,407,000 (FY23: £2,686,000). The weighted
average remaining contractual life of all equity-settled
share-based payment schemes at 30 June 2024 was 1.36 years (FY23:
1.17 years). The weighted average share price of all options
exercised during the year was £18.32 (FY23: £19.34).
A summary of the inputs into the
fair value calculations for options granted during the year is set
out below.
|
Long-Term Incentive
Plan
|
Save As You Earn
("SAYE")
|
Grant date
|
Various
|
01/06/2024
|
Share price at grant
|
£16.50 -
£18.05
|
£20.60
|
Vesting period
|
27 - 51
months
|
36
months
|
Volatility
|
35.34 -
38.06%
|
38.01%
|
Annual dividend
|
4.26 -
4.73%
|
3.79%
|
Risk-free rate
|
3.95 -
4.92%
|
4.07%
|
Option value
|
£14.33 -
£16.49
|
£7.35
|
The exercise price and fair value of
share options granted during the year were as follows:
|
Exercise price
£
|
Fair value
£
|
Number of
options
|
Long-Term Incentive Plan
|
-
|
14.33 -
16.49
|
232,851
|
Employee Sharesave Scheme
|
14.62
|
7.35
|
63,603
|
a.
Long-Term Incentive Plan
The Long-Term Incentive Plan was
approved by shareholders at the 2018 Annual General Meeting and
encompasses annual deferral of bonuses into a Deferred Bonus Plan
("DBP"), Long-Term Incentive Plan ("LTIP") awards made to senior
management, and Exceptional Share Option Awards ("ESOA"). Certain
ESOA grants carry performance conditions. All awards are subject to
continued employment and are made at the discretion of the
Remuneration Committee. No awards expired during the year (FY23:
1,452).
|
2024
|
2023
|
|
Number of
options
|
Weighted average exercise
price
£
|
Number of
options
|
Weighted
average exercise price
£
|
At 1 July
|
687,360
|
-
|
711,763
|
-
|
Awarded in the year
|
232,851
|
-
|
306,603
|
-
|
Exercised in the year
|
(252,507)
|
-
|
(168,107)
|
-
|
Forfeited in the year
|
(58,541)
|
-
|
(162,899)
|
-
|
At
30 June
|
609,163
|
-
|
687,360
|
-
|
i.
Deferred Bonus Plan ("DBP") Awards
The number of share options
outstanding at the reporting date was as follows:
Scheme year (grant date)
|
Exercise price
£
|
Vesting
period
|
2024
Number of options
|
2023
Number of options
|
2018
|
-
|
2019 -
2021
|
2,694
|
12,491
|
2019
|
-
|
2020 -
2022
|
8,278
|
13,132
|
2020
|
-
|
2021 -
2023
|
17,071
|
27,689
|
2021
|
-
|
2022 -
2024
|
26,619
|
44,239
|
2022
|
-
|
2023 -
2025
|
54,931
|
78,834
|
2023
|
-
|
2024 -
2026
|
63,107
|
-
|
All
years
|
|
|
172,700
|
176,385
|
ii.
Long-Term Incentive Plan ("LTIP") Awards
The number of share options
outstanding at the reporting date was as follows:
Scheme year (grant date)
|
Exercise price
£
|
Vesting
period
|
2024
Number of options
|
2023
Number of options
|
2020
|
-
|
2023
|
-
|
10,128
|
2021
|
-
|
2024
|
42,964
|
44,619
|
2022
|
-
|
2025
|
55,100
|
59,088
|
2023
|
-
|
2026
|
113,878
|
-
|
All
years
|
|
|
211,942
|
113,835
|
iii. Exceptional Share Option Awards
("ESOA")
The number of share options
outstanding at the reporting date was as follows:
Financial year of grant
|
Exercise price
£
|
Vesting
period
|
2024
Number of options
|
2023
Number of options
|
2018
|
-
|
2018 -
2023
|
7,460
|
8,302
|
2019
|
-
|
2019 -
2024
|
51,208
|
122,092
|
2020
|
-
|
2020 -
2024
|
23,449
|
45,419
|
2021
|
-
|
2021 -
2024
|
20,626
|
116,580
|
2022
|
-
|
2022 -
2025
|
21,870
|
7,032
|
2023
|
-
|
2023 -
2026
|
70,796
|
97,715
|
2024
|
-
|
2024 -
2027
|
29,112
|
-
|
All
years
|
|
|
224,521
|
397,140
|
b.
Long-Term Incentive Scheme ("LTIS")
The Group made no new awards under
the LTIS during the year. The conditional awards, which vest three
years after the grant date, are subject to the satisfaction of
specified performance criteria, measured over a three-year
performance period. No awards expired during the year (FY23: none).
Off-cycle awards were made in 2017 to senior executives to replace
awards forfeited from previous employers.
|
2024
Number of options
|
2023
Number of options
|
At 1 July
|
5,442
|
5,442
|
Exercised in the year
|
(4,298)
|
-
|
At
30 June
|
1,144
|
5,442
|
The number of share options
outstanding at the reporting date was as follows:
Scheme year (grant date)
|
Exercise price
£
|
Vesting
period
|
2024
Number of options
|
2023
Number of options
|
2015
|
-
|
2018
|
495
|
1,077
|
2016
|
-
|
2019
|
649
|
1,416
|
2017 (off-cycle)
|
-
|
2020
|
-
|
2,949
|
All
years
|
|
|
1,144
|
5,442
|
At 30 June 2024, options for schemes
up to and including the 2017 scheme have vested and are able to be
exercised.
c.
Employee Benefit Trust ("EBT")
Brooks Macdonald Group plc
established an Employee Benefit Trust on 3 December 2010 to acquire
ordinary shares in the Company to satisfy awards under the LTIS and
LTIP. All finance costs and administration expenses connected with
the EBT are charged to the Consolidated statement of comprehensive
income as they accrue. The EBT has waived its rights to dividends.
The following table shows the number of shares held by the EBT that
have not yet vested unconditionally.
|
2024
Number of shares
|
2023
Number of shares
|
At 1 July
|
552,633
|
580,806
|
Acquired in the year
|
123,918
|
140,495
|
Exercised in the year
|
(254,613)
|
(168,668)
|
At
30 June
|
421,938
|
552,633
|
d.
Company Share Option Plan ("CSOP")
The Company has established a
Company Share Option Plan, which was approved by HMRC in November
2013. The CSOP is a discretionary scheme whereby employees or
Directors are granted an option to purchase the Company's shares in
the future at a price set on the date of the grant. The maximum
award under the terms of the scheme is a total market value of
£30,000 per recipient.
|
2024
|
2023
|
|
Number of
options
|
Weighted average exercise
price
£
|
Number of
options
|
Weighted
average exercise price
£
|
At 1 July
|
16,955
|
16.37
|
18,821
|
16.32
|
Exercised in the year
|
(8,554)
|
15.83
|
(1,866)
|
15.89
|
At
30 June
|
8,401
|
16.92
|
16,955
|
16.37
|
The number of share options
outstanding at the reporting date was as follows:
Scheme year (grant date)
|
Exercise price
£
|
Vesting
period
|
2024
Number of options
|
2023
Number of options
|
2013
|
14.52
|
2016
|
-
|
2,067
|
2014
|
13.81
|
2017
|
725
|
2,537
|
2015
|
17.19
|
2018
|
5,236
|
9,016
|
2016
|
17.25
|
2019
|
2,440
|
3,335
|
All
years
|
|
|
8,401
|
16,955
|
At 30 June 2024, all options for the
CSOP schemes have vested and are able to be exercised. No awards
expired during the year under the CSOP schemes (FY23:
none).
e.
Employee Sharesave Scheme ("SAYE")
Under the scheme, employees can
contribute up to £500 a month over a three-year period to acquire
shares in the Company.
At the end of the savings period,
employees can elect to receive shares or receive their savings in
cash.
|
2024
|
2023
|
|
Number of
options
|
Weighted average exercise
price
£
|
Number of
options
|
Weighted
average exercise price
£
|
At 1 July
|
225,003
|
15.23
|
254,111
|
14.25
|
Granted in the year
|
63,603
|
14.62
|
161,518
|
19.35
|
Exercised in the year
|
(31,958)
|
15.77
|
(143,701)
|
11.85
|
Forfeited in the year
|
(58,186)
|
15.51
|
(46,925)
|
17.21
|
At
30 June
|
198,462
|
14.87
|
225,003
|
15.23
|
The number of share options
outstanding at the reporting date was as follows:
Scheme year (grant date)
|
Exercise price
£
|
Vesting
period
|
2024
Number of options
|
2023
Number of options
|
2020
|
11.72
|
2023
|
-
|
7,611
|
2021
|
17.04
|
2024
|
7,882
|
36,473
|
2022
|
19.88
|
2025
|
11,772
|
21,911
|
2023
|
14.34
|
2026
|
115,205
|
159,008
|
2024
|
14.62
|
2027
|
63,603
|
-
|
All
years
|
|
|
198,462
|
225,003
|
At 30 June 2024, options for the
2021 scheme have vested and are able to be exercised. No awards
under the 2019 scheme expired during the year (FY23:
77).
19.
Contingent liabilities and guarantees
In the normal course of business,
the Group is exposed to certain legal issues, which, in the event
of a dispute, could develop into litigious proceedings and, in some
cases, may result in contingent liabilities. Similarly, a
contingent liability may arise in the event of a finding in respect
of the Group's tax affairs, including the accounting for VAT, which
could result in a financial outflow and/or inflow from the relevant
tax authorities.
A claim for unspecified losses has
been made by a client against Brooks Macdonald Financial Consulting
Limited, a subsidiary of the Group, in relation to alleged
negligent financial advice. The claimant has not yet advised the
quantum of their claim so it is not possible to reliably estimate
the potential impact of a ruling in their favour. There remains
significant uncertainty surrounding the claim and the Group's legal
advice indicates that it is not probable that the claim will be
upheld; therefore no provision for any liability has been
recognised at this stage.
Brooks Macdonald Asset Management
Limited, a subsidiary company of the Group, has an agreement with
the Royal Bank of Scotland plc to guarantee settlement for trading
with CREST stock on behalf of clients. The Group holds client
assets to fund such trading activity.
20.
Related-party transactions
Transactions between the Company and
its subsidiaries, which are related parties, are eliminated on
consolidation. The Company's individual financial statements
include the amounts attributable to subsidiaries. These amounts are
disclosed in aggregate in the relevant company financial statements
and in detail in the following table:
|
Amounts owed by related
parties
|
Amounts owed to related
parties
|
|
2024
£'000
|
2023
£'000
|
2024
£'000
|
2023
£'000
|
Brooks Macdonald Asset Management
Limited
|
-
|
239
|
14,654
|
-
|
Brooks Macdonald Asset Management
(International) Limited
|
162
|
83
|
-
|
-
|
Brooks Macdonald Funds
Limited
|
-
|
-
|
900
|
900
|
Adroit Financial Planning
Limited
|
-
|
-
|
355
|
-
|
All of the above amounts are
interest-free and repayable on demand.
21.
Events since the end of the year
On 11 September 2024, the Group
determined the sale of its International business (the
International segment in Note 3) was highly probable following the
previously announced strategic review. The Group have exchanged
contracts for the sale of Brooks Macdonald Asset Management
(International) Limited, and its wholly owned subsidiaries for
estimated gross proceeds of £50,850,000, inclusive of total
deferred contingent consideration amounts, with completion expected
by March 2025. The Group and Parent Company expects to make a gain
on disposal and no impairment is required. As at 30 June 2024, the
sale of the International business was not deemed as highly
probable and did not meet the criteria for reclassification to
assets held for sale under IFRS 5 as the sale was at its early
stages.
Post 30 June 2024, the Group
received confirmation from HMRC that its AIM Portfolio Service
could be treated as exempt from VAT. As a result, the Group is
awaiting a refund from HMRC in respect of VAT arising on those
services during the period from 31 December 2019 to 30 September
2023 of £2,249,000. This is being treated as a non-adjusting post
balance sheet event.
Non-IFRS financial information
Non-IFRS financial information or
alternative performance measures ("APMs") are used as supplemental
measures in monitoring the performance of the Group. The
adjustments applied to IFRS measures to compute the Group's APMs
exclude income and expense categories, which are deemed of a
non-recurring nature or a non-cash operating item. The Board
considers the disclosed APMs to be an appropriate reflection of the
Group's performance.
The Group follows a rigorous process
in determining whether an adjustment should be made to present an
alternative performance measure compared to IFRS measures. For an
adjustment to be excluded from underlying profit as an alternative
performance measure compared to statutory profit, it must initially
meet at least one of the following criteria:
• It is unusual in
nature, e.g. outside the normal course of business and
operations.
• It is a
significant item, which may be recognised in more than one
accounting period.
• It has been
incurred as a result of an acquisition, disposal or a company
restructure process.
The Group uses the below
APMs:
APM
|
Equivalent IFRS measure
|
Definition and purpose
|
Underlying profit
before tax
|
Statutory profit
before tax
|
Calculated as profit before tax
excluding income and expense categories, which are deemed of a
non-recurring nature or a non-cash operating item. It is considered
by the Board to be an appropriate reflection of the Group's
performance and considered appropriate for external analyst
coverage and peer group benchmarking. See the
reconciliation between underlying and
statutory profits section for a reconciliation of underlying profit
before tax and statutory profit before tax, and an explanation for
each item excluded in underlying profit before tax.
|
Underlying tax charge
|
Statutory tax charge
|
Calculated as the statutory tax
charge, excluding the tax impact of the adjustments excluded from
underlying profit. See Note 6 of the Consolidated financial
statements.
|
Underlying earnings/ Underlying
profit after tax
|
Total comprehensive
income
|
Calculated as underlying profit
before tax less the underlying tax charge.
See Note 7 of the Consolidated
financial statements for a reconciliation of underlying profit
after tax and statutory profit after tax.
|
Underlying profit margin before
tax
|
Statutory profit margin before
tax
|
Calculated as underlying profit
before tax over revenue for the year. This is another key metric
assessed by the Board and appropriate for external analyst coverage
and peer group benchmarking.
|
EBITDA/Underlying EBITDA
|
N/A
|
Earnings before interest, tax,
depreciation and amortisation ("EBITDA"). Underlying EBITDA is
EBITDA excluding income and expense categories, which are deemed of
a non-recurring nature or a non-cash operating item.
|
Underlying basic earnings per
share
|
Statutory basic earnings per
share
|
Calculated as underlying profit
after tax divided by the weighted average number of shares in issue
during the year. This is a key management incentive metric and is a
measure used within the Group's remuneration schemes. See Note 7 of
the Consolidated financial statements for the earnings per
share.
|
Underlying diluted earnings per
share
|
Statutory diluted earnings per
share
|
Calculated as underlying profit
after tax divided by the weighted average number of shares in issue
during the year, including the dilutive impact of future share
awards. This is a key management incentive metric and is a measure
used within the Group's remuneration schemes. See Note 7 of the
Consolidated financial statements for the earnings per
share.
|
Underlying costs
|
Statutory costs
|
Calculated as total administrative
expenses, other net gains/(losses), finance income and finance
costs and excluding income and expense categories, which are deemed
of a non-recurring nature or a non-cash operating item. This is a
key measure used in calculating underlying profit before
tax.
|
Segmental underlying profit before
tax
|
Segmental statutory profit before
tax
|
Calculated as profit before tax,
excluding income and expense categories, which are deemed of a
non-recurring nature or a non-cash operating item for each segment.
See Note 3 of the Consolidated financial statements for the
segmental information.
|
Segmental underlying profit before
tax margin
|
Segmental statutory profit before
tax margin
|
Calculated as segmental underlying
profit before tax over segmental revenue.
|
Own Funds Capital Adequacy
Ratio
|
N/A
|
Calculated as the Group's total
regulatory resources relative to its Fixed Overhead
requirement.
|
Finance information
The financial information contained
within this preliminary announcement has been extracted from the
Group's Financial statements, which have been approved by the Board
of Directors and agreed with the Company's auditors'.
The financial information set out
above does not constitute the Group's statutory financial
statements for the years ended 30 June 2024 or 2023. Statutory
financial statements for 2023 have been delivered to the Registrar
of Companies. Statutory financial statements for 2024 will be
delivered to the Registrar of Companies following the Company's
Annual General Meeting. The auditor has reported on both the 2024
and 2023 financial statements. Their reports were
unqualified.
Forward looking statements
This announcement has been prepared
to provide information to shareholders to assess the current
position and future potential of Brooks Macdonald Group. It
contains certain forward-looking statements with respect to the
Group's financial condition, operations, and business
opportunities. Forward looking statements involve known and unknown
risks, uncertainties and other important factors that could cause
actual results to differ materially from what is expressed or
implied by the statements. Any forward-looking statement is made in
good faith based on information available to the Directors as of
the date of the statement. Past performance cannot be relied on as
a guide to future performance.
Financial calendar
Results announcement
|
12 September 2024
|
Ex-dividend date for final
dividend
|
19 September 2024
|
Record date for final
dividend
|
20 September 2024
|
Annual General Meeting
|
24 October 2024
|
Final dividend payment
date
|
1 November 2024
|