Final Results
Frenkel Topping Group PLC
31 March 2006
FRENKEL TOPING GROUP PLC
('FRENKEL TOPPING' OR 'tHE GROUP')
PRELIMINARY RESULTS FOR THE YEAR ENDED 31 DECEMBER 2005
Frenkel Topping provides specialist independent financial advice on the
investment of personal injury damages and clinical negligence awards. Frenkel
Topping offers a complete service for all personal injury claim handlers,
lawyers and individual clients dealing with awards from a few thousand pound to
multi-million pound cases. Frenkel Topping's expertise includes asset
protection, bespoke investment portfolios, analysis of periodical payments,
Court of Protection portfolios and provision of trustee and receivership bank
accounts.
FINANCIAL HIGHLIGHTS
Year Ended 5 Months
31 Dec 2005 Ended
31 Dec 2004
Turnover £2,303,306 £1,093,238
Operating (loss)/profit before amortisation of goodwill £(591,810) £46,390
Operating loss £(938,487) £(112,791)
(Loss)/profit before taxation and amortisation of goodwill £(588,781 £16,380
Loss before taxation £(935,458) £(148,801)
Basic and fully diluted loss per share (1.72)p (0.46)p
OPERATIONAL HIGHLIGHTS
Funds under management as at 31 December 2005 £145 million (31 December 2004:
£119 million)
Business re-organisation now complete
For further information:
Frenkel Topping Group Plc Richard Fraser
(Chief Executive)
Tel No: 0161 886 8000
CHAIRMAN'S STATEMENT
The financial year ending 31 December 2005 was challenging for the Group, its
Directors and Staff. Our main focus has been to attempt to establish the
Frenkel Topping brand as a leader in the field of independent financial advice
for personal injury victims. The Group is also well placed to take advantages
of the changes in law as to how payment awards are made as part of personal
injury or clinical negligence claims.
Our income is gained primarily from fees and commission together with recurring
income from investment funds under management. Frenkel Topping does not just
focus on the generation of new clients but aims to serve its existing client
base of both professional and non-professional clients with excellent after
sales service.
The Group recorded a turnover of £2.3m, which was broadly in line with
expectations. Included within this figure was £0.8m of recurring income. In
addition our funds under management have grown by 20% to £145m as at 31st
December 2005. Due to our continued focus on retaining existing clients and
obtaining new business, our funds under management will continue to grow, and
provide an increasing recurring income for future years.
Changes in the market place and our own ambitions for the future necessitated
the implementation of a reorganisation of the Group, and this has affected our
financial results for the year ending 31 December 2005. During the year we have
strengthened the management team, expanded our premises and created a business
development department to augment our team of fee earners.
The loss for the Group before Tax, Goodwill and Minority Interests was £0.6m.
This loss reflects the cost of our reorganisation, which is now complete, and a
number of significant one-off costs. The cost of the reorganisation and the
one-off costs during the year amounted to £0.4m. This has mainly been spent on
recruitment, legal fees, the issue of share options to long term staff and
enhanced marketing. In July 2005 the Group sold a number of shares in two of
its subsidiary companies for net proceeds of £512,000. These funds were used
for purposes of working capital. Net assets at the year end were £2.9m and net
debt was £0.3m. The Board does not propose a dividend.
Part of our focus in 2006 is to expand on the Frenkel Topping operation in
London and the surrounding areas, and in December 2005 the Group relocated its
London offices to a more favourable position in order to facilitate this plan.
Through enhanced marketing, we have increased the leads and enquiries that will
generate income and as a result, at the commencement of 2006 we had a strong
pipeline of both fee income and funds to invest under management.
Whilst 2005 had been difficult and challenging, progress has been made in the
re-positioning of the Group for the future, and the Directors are primarily
focused on returning the Group to profitability as soon as possible.
D R Southworth
Chairman
Consolidated profit and loss account
For the year ended 31 December 2005
2005 2004
Notes £ £
TURNOVER 2 2,303,306 1,093,238
Cost of sales (967,914) (579,079)
GROSS PROFIT 1,335,392 514,159
ADMINISTRATIVE EXPENSES
Amortisation of goodwill (346,677) (159,181)
Share based compensation (88,197) -
Exceptional items 3 (342,499) -
Other administrative expenses (1,496,506) (467,769)
TOTAL ADMINISTRATIVE EXPENSES (2,273,879) (626,950)
OPERATING LOSS (938,487) (112,791)
Profit on partial disposal of interest 41,015 -
in subsidiaries
Interest receivable - 6,830
Interest payable (37,986) (36,840)
LOSS ON ORDINARY ACTIVITIES BEFORE (935,458) (142,801)
TAXATION
Tax on profit on ordinary activities 4 (19,273) (5,227)
LOSS ON ORDINARY ACTIVITIES AFTER (954,731) (148,028)
TAXATION
Equity minority interest 168,789 (4,344)
RETAINED LOSS FOR THE FINANCIAL PERIOD (785,942) (152,372)
Basic loss per ordinary share 5 (1.72)p (0.46)p
fully Diluted loss per ordinary share 5 (1.72)p (0.46)p
All the activities of the group are classed as continuing.
Consolidated BALANCE SHEET
As at ended 31 December 2005
2005 Restated
(note 1)
2004
£ £
FIXED ASSETS
Intangible assets 2,620,855 3,628,243
Tangible assets 68,426 139,931
2,689,281 3,768,174
CURRENT ASSETS
Work in progress 218,427 80,893
Debtors 541,561 793,938
Cash at bank and in hand 183 15,568
760,171 890,399
CREDITORS: amounts falling due within one year (782,553) (987,980)
NET CURRENT LIABILITIES (22,382) (97,581)
TOTAL ASSETS LESS CURRENT LIABILITIES 2,666,899 3,670,593
CREDITOR amounts falling due after more than one year (34,807) (67,756)
PROVISIONS FOR LIABILITIES AND CHARGES (233,973) (128,219)
MINORITY INTERESTS
Minority Interests 540,955 187,201
NET ASSETS 2,939,074 3,661,819
CAPITAL AND RESERVES
Called up share capital 227,998 227,998
Other reserve 88,197 -
Own Shares (25,000) -
Share premium account 3,586,193 3,586,193
Profit and loss account (938,314) (152,372)
equity SHAREHOLDERS' FUNDS 2,939,074 3,661,819
Consolidated cash flow statement
For the year ended 31 December 2005
Notes 2005 2004
£ £
Net cash (outflow) from operating activities 6 (108,587) (927,020)
Returns on investments and servicing of finance 6 (37,986) (30,010)
Taxation 6 (9,595) (23,483)
Capital expenditure 6 (35,472) (7,381)
Acquisitions and disposals 6 486,760 (909,010)
net cash inflow/(outflow) before financing 295,120 (1,896,904)
Financing 6 16,819 1,495,432
increase/(decrease) in cash in the period 311,939 (401,472)
RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET FUNDS
Notes 2005 2004
£ £
Increase/(decrease) in cash in the period 311,939 (401,472)
Net cash (outflow)/inflow from debt financing (16,819) 69,809
295,120 (331,663)
Loans and finance leases acquired with subsidiary undertakings - (254,268)
Change in net debt 295,120 (585,931)
Net (debt)/funds as 1 January (573,431) 12,500
Net debt as 31 December 7 (278,311) (573,431)
1 presentation of financial information
Information in this preliminary announcement does not constitute statutory
accounts of the Group within the meaning of Section 240 of the Companies Act
1985. The figures for the year ended 31 December 2005 are audited. The
preliminary announcement is prepared on the same basis as set out in the
previous year's statutory accounts except for the changes in accounting
standards as detailed below.
FRS 21 'Events after the Balance Sheet Date', FRS 22 'Earnings Per Share' and
the disclosure requirements of FRS 25 'Financial Instruments: Disclosure and
Presentation' are effective for accounting periods beginning on or after 1
January 2005 but have had no impact on the financial statements. FRS 20 '
Share-base Payment' is effective for unlisted companies (including AIM
companies) for accounting periods beginning on or after 1 January 2006. The
Group has however adopted FRS 20 early and the loss for the year has been
increased by £88,197. The change in accounting policy has not resulted in a
prior year adjustment.
The professional indemnity claims provision has also been
reclassified within provisions for liabilities.
Statutory accounts for the year ended 31 December 2004, which were prepared
under accounting practices generally accepted in the UK, have been filed with
the Registrar of Companies. The auditors' report on those accounts was
unqualified and did not contain any statement under Section 237 (2) or (3) of
the Companies Act 1985.
2 Turnover and segmental analysis
The total turnover, losses before tax and net assets are
attributable to the one principal activity of the Group, the provision of advice
regarding Structured Settlements and related financial services. An analysis of
turnover is given below:
2005 2004
£ £
United Kingdom 2,303,306 1,093,238
3 EXCEPTIONAL COSTS
2005 2004
£ £
Redundancy and restructuring costs 228,526 -
PI exceptional provision 113,973 -
342,499 -
4 TAx on loss on ordinary activities
Analysis of charge in period 2005 2004
£ £
Current tax
UK Corporation tax based on the results for the period at 30% (2004:19%) 27,615 9,595
UK Corporation tax based on the results for the period at 19% 5,020 -
Total current tax charge 32,635 9,595
Total deferred tax (13,362) (4,368)
Tax on loss on ordinary activities 19,273 5,227
Factors affecting tax charge for period
The tax assessed on the loss for the period is that of the Group, the combined
rate being lower than
the standard rate of corporation tax in the UK of 30%. The differences are
explained below:
2005 2004
£ £
Loss on ordinary activities before taxation (935,458) (142,801)
Loss on ordinary activities multiplied by standard rate of corporation (280,637) (27,132)
tax in the UK of 30% (2004: 19%)
Effects of:
Expenses not deductible for tax purposes (including goodwill) 126,952 33,377
Capital allowances in excess of depreciation 13,362 3,350
Deferred tax movements not recognised 173,472 -
Effect of rate change (10,277) -
Marginal relief 4,743 -
Prior year under provision 5,020 -
Current tax charge for period 32,635 9,595
Factors that may affect future charges
The Group has unrecognised deferred tax assets of £446,732 at 31 December 2005
and £288,939 at 31 December 2004, which have arisen mainly due to trading losses
carried forward. The deferred tax asset has not been provided for because it is
uncertain whether the trading losses giving rise to the asset will be utilised
in the foreseeable future.
5 EARNINGS PER SHARE
The calculation of basic loss per ordinary share is based on losses of £785,942
(2004: £152,372) and on 45,599,614 (2004: 33,009,759) ordinary shares of 0.005p
each being the weighted average number of ordinary shares in issue during the
period.
The loss for the period and the weighted average number of ordinary shares for
the purpose of calculating the diluted earnings per share are the same as for
the basic earnings per share calculation.
This is because the outstanding share options would have the effect of reducing
the loss per ordinary share and would therefore not be dilutive under the terms
of Financial Reporting Standard ('FRS') 22.
6 GROUP GROSS CASHFLOWS
Reconciliation of operating loss to net cash outflow from operating activities
2005 2004
£ £
Operating loss (938,487) (112,791)
Share based compensation 88,197 -
Loss on disposal of fixed assets - 691
Depreciation and amortisation 458,654 184,898
(Increase)/decrease in work-in-progress (137,534) 52,940
Decrease/(increase) in debtors 257,520 (294,691)
Increase/(decrease) in creditors 163,063 (758,067)
Net cash outflow from operating activities (108,587) (927,020)
2005 2004
£ £
Returns on investments and servicing of finance
Interest received - 6,830
Interest paid (37,986) (36,840)
(37,986) (30,010)
Taxation
Payment of UK corporation tax (9,595) (23,483)
Capital expenditure
Payments to acquire tangible fixed assets (35,472) (7,381)
Acquisitions and Disposals
Purchase of additional shareholding in subsidiaries - (600,000)
Proceeds from disposal of interest in subsidiary undertakings 511,760 -
Purchase of own shares (25,000) (309,010)
486,760 (909,010)
Financing
Issue of ordinary shares (net of costs) - 1,565,241
New short term loans 25,000 -
Repayment of bank loans (13,296) (23,956)
Other loan repayments 13,015 (39,299)
Capital element of finance lease payments (7,900) (6,554)
16,819 1,495,432
7 group analysis of changes in net debt
DEbt As at Non As at
1 January Cash cash 31 December
2005 flows changes 2005
£ £ £ £
Cash at bank and in hand 15,568 (15,385) - 183
Overdrafts (404,540) 327,324 - (77,216)
(388,972) 311,939 - (77,033)
Debt due within one year (108,803) 281 (53,831) (162,353)
Debt due after one year (53,831) (25,000) 53,831 (25,000)
Finance leases (21,825) 7,900 - (13,925)
(184,459) (16,819) - (201,278)
Net debt (573,431) 295,120 - (278,311)
8 Basis of the preliminary announcement
The board of directors of Frenkel Topping Group Plc approved the Preliminary
Results on 31st March 2006.
The statutory accounts for the year ended 31 December 2005 will be delivered to
the Registrar of Companies following the Annual General Meeting. The statutory
accounts will be posted to shareholders on 4 April 2006. Further copies will
available to the public, free of charge, at the company's registered office,
Frontier House, Merchants Quay, Salford Quays, Manchester M50 3SR.
The Annual General Meeting will be held on 27 April 2006 at 10 am at Wacks
Caller, Steam Packet House, 76 Cross Street, Manchester, M2 4JU.
This information is provided by RNS
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