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Cenkos Securities (CNKS)

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Monday 30 March, 2015

Cenkos Securities

Final Results

RNS Number : 7676I
Cenkos Securities PLC
30 March 2015
 



 

Cenkos Securities plc ("the Company") together with its subsidiaries ("the Group")

ANNUAL FINANCIAL RESULTS OF THE GROUP FOR THE YEAR ENDED 31 DECEMBER 2014

 

Cenkos Securities plc today announced its audited final results for the year to 31 December 2014. The highlights of the results, comparing them with the prior year, are:

Highlights

 


31-Dec-14

31-Dec-13

Revenue

+ 72%

£88.5m

£51.4m

Profit before tax

+ 152%

£27.0m

£10.7m

Cash

+ 9%

£32.9m

£30.3m

Basic earnings per share

+ 148%

35.2p

14.2p

Full year dividend per share paid and proposed

+ 42%

17p

12p

 - includes proposed final dividend of 10p (2013: 8.5p)

 - additionally, 9% of the Company's shares were bought back in January 2015. The Company has now returned £76.4 million of cash to shareholders (equivalent to 118p per share) since it was floated in 2006




 

 

 

Commenting on the final results, Chief Executive Officer Jim Durkin noted:

 

"Our successful strategy of being a leading UK institutional broker to growth companies and investment funds has led to us being profitable in every year since our formation in 2004. This approach continues to bear fruit and I am pleased to report a very strong performance for 2014. We have materially increased our profitability and earnings per share. We strengthened our position as one of the leading brokers in London for growth companies. We grew our client base and staff numbers. We achieved a market share of 15% of all funds raised on AIM and acted as sole co-ordinator and book runner on the flotation of The AA plc. All of this demonstrates our ability to execute transactions across the small, mid and large cap space. I would like to thank all of our clients and staff for their continued support.

We are pleased with our performance since the start of 2015. There continues to be strong institutional demand to fund high quality companies and ideas. Since January we have been engaged in a number of significant fundraisings and our current pipeline is encouraging."

 

Enquiries:

 

Jim Durkin

Chief Executive Officer

Cenkos Securities plc 

 

+44 20 7397 8900

 

Dr Azhic Basirov / David Jones / Ben Jeynes

Nominated Adviser

Smith & Williamson Corporate Finance Limited 

 

+44 20 7131 4000

 

David Rydell / Duncan Mayall

Bell Pottinger 

+44 20 3772 2500

 

 

 

 

 

 

Strategic report

Introduction

The Board of Cenkos is pleased to report that revenues and profits were materially ahead of last financial year on the back of increased fundraising for our growing list of clients. This includes the £1,385 million IPO in June 2014 of The AA plc, where Cenkos acted as sole bookrunner. We are rated as one of the leading brokers in London for growth companies. AIM Advisers Rankings Guide for January 2015 ranks the Company as the number one Nominated Adviser ("Nomad") by client market capitalisation, and number two Nomad and Stockbroker by number of AIM clients.

 

Our strategy

The Company was founded in 2004 and over the past ten years has established a successful platform that has been profitable in every year of its existence and delivered strong returns to shareholders. 

 

Our prime strategy is to build from these solid foundations to become the pre-eminent UK institutional broker to growth companies and investment funds admitted to trading or listed on a UK market. We aim to achieve this through:

n Understanding the needs of our clients, enabling us to provide successful fund raising and advice through an innovative and entrepreneurial approach;

n Delivering sustainable, diversified and growing income streams;

n Adding high quality individuals to the teams; and

n Managing costs and risks carefully.

Thereby delivering a high return on equity and shareholder value through earnings growth and attractive cash returns to shareholders.

 

Our business model

We provide corporate finance, corporate broking and securities services to small and mid-cap growth companies and increasingly larger companies, across a wide range of industry sectors, as well as investment funds. We focus on companies that seek admission of their shares to trading on AIM or the LSE's main market, or companies that are already quoted on those markets. For growing companies that require access to capital and international exposure, AIM's flexibility, with its Nomad arrangements, provides a firm foundation for financing and corporate development. We offer our clients advice and access to equity finance at all stages of their development.

 

Revenue streams

Cenkos earns fees from primary and secondary equity fundraising, providing access to capital through acting as a key intermediary between growth companies or investment funds and institutional providers of capital. In 2014 we raised £2.8 billion of funds for our clients and from when we first opened for business in August 2004 to the end of December 2014 have raised a total of almost £12 billion for our clients - mainly acting as sole broker.

 

We aim to provide equity financing and strong and supportive shareholder lists for companies and healthy returns for institutional investors. Corporate finance fees are earned from providing strategic advice and regulatory guidance to clients, as well as advice on all forms of corporate transactions including fundraisings, mergers and acquisitions, disposals, restructurings and tender offers. Fees are also generated from acting as Nomad, broker and/or financial adviser to our corporate clients. Commission is earned from execution and research services and revenue is also generated from our market-making activities.

 

As corporate broker, our clients' Boards engage us to:

n Create and maintain supportive shareholder registers;

n Provide an informed and effective interface with shareholders and potential investors;

n Provide appropriate dealing liquidity in their company's shares; and

n Advise on all pertinent market and regulatory issues.

 

Management systems and controls

We operate an efficient and flexible business model, well adapted to a highly regulated environment. It is therefore critical that we continue to maintain an appropriate and proportionate level of systems and controls, commensurate with our size and complexity. Our risk management processes are outlined in more detail in the Corporate Governance section and in note 23 of the Annual Report.

 

We manage our cost base carefully. We offer our client-facing staff relatively low basic salaries but reward their performance based on factors that include their net income generation. This cost flexibility allows us to operate during economic downturns more successfully than many of our competitors who have higher levels of fixed or guaranteed pay. Further details on pay are disclosed in the Directors' Remuneration Report. We selectively use outsourcing partners to help us maintain this cost flexibility in areas where volumes can be unpredictable. Our settlement and core trading systems and associated support are outsourced.

 

Culture and people

Our success is based on maintaining experienced and stable teams, whose members build professional relationships and achieve results through a committed and entrepreneurial approach. We endeavour to remunerate our staff to a level which not only retains them but also motivates them to perform in line with the longer-term growth objectives of the Company.

 

Our key objectives and key performance indicators ("KPIs")

Our key objectives are to:

n Grow the business by both retaining existing corporate clients and winning new ones, helping clients achieve their strategies through the provision of advice and fundraising capabilities, ensuring we have the right calibre and number of staff deployed to support this; and

n Reward our shareholders by remaining profitable and generating a high return on equity (within acceptable risk limits), leading to an attractive dividend yield - or other returns to shareholders such as share buy-backs where appropriate - and strong share price growth.

Our KPIs include, but are not limited to, measures such as:

n The size of our corporate client base (Nomad / broker / financial adviser appointments): this increased from 125 in 2013 to 130 as at 31 December 2014. We won a number of new clients in the year and grew this measure, even though several of our clients were acquired in the year;

n Funds raised for clients: in 2014 we raised £2,816 million (2013: £1,195 million) for our clients. We achieved a market share of 15% of all fundraisings on AIM in 2014, and demonstrated our ability to float large cap companies onto the LSE's main market through The AA plc IPO, generating a 68% post-float return for IPO investors on this transaction for the period to 20 March 2015 (source: LSE);

n Revenue per head, profit before tax, earnings per share: revenue per head grew from £0.48 million in 2013 to £0.77 million in 2014 despite hiring activity in the year across the business, including a new office in Liverpool and a convertible bond desk. We continue to look to attract experienced staff who can help grow our business. Our profit before tax rose 152% to £27.0 million in 2014. Operational leverage within the business model has helped us grow profit before tax faster than revenues, despite continued investment in core infrastructure and in net staff hires. Our basic earnings per share ("EPS") grew 148% to 35.2p due to higher profits;

n Post tax return on average equity, total shareholder returns: our post tax return on average equity improved from 37% in 2013 to 60% in 2014. This level is far above industry averages, reflecting both our profitability and careful management of surplus capital; and

n Various key risk indicators, including capital resources and cash. As at 31 December 2014 we held £32.9 million (2013: £30.3 million) of cash. We continue to maintain healthy cash reserves, reflecting our positive cash flow cycle.

 

Review of the year

 

Financial results

Overall performance

We are pleased to report that performance in 2014 was very strong. As at 31 December 2014 we were Nomad, broker or financial adviser to 130 companies or trusts (2013: 125). Revenues grew on the back of increased fundraising for our growing list of clients. Costs rose primarily due to greater performance-related pay on the back of increased profitability. Profit before tax was £27.0 million (2013: £10.7 million) and, as noted below, this 152% increase reflected both a very material rise in revenues and the benefits of operational gearing in the business. Basic earnings per share rose by 148% to 35.2p (2013: 14.2p).

 

Revenues

Revenue increased by 72% to £88.5 million (2013: £51.4 million) due largely to a higher level of corporate activity - including fundraising - by our expanding list of corporate clients. The economic recovery the UK is experiencing has clearly benefited equity markets, with the total funds being raised by all companies on AIM in 2014 reaching £5,868 million, a 50% rise on 2013 (source: LSE AIM factsheet December 2014), with IPOs making up £2,599 million of that figure (up 119% on 2013). We have been well positioned to benefit from this tailwind given our strong market position, helping our clients raise around 15% of all of the funds raised on AIM in 2014. During the year we completed 38 transactions - including 12 IPOs - and helped our clients raise a total of £2,816 million (2013: £1,195 million), including £1,385 million on the IPO of The AA plc onto the main market of the LSE. During the year we also completed seven M&A corporate finance transactions (2013: seven). Our corporate finance revenue (including fees from placings) rose 91% to £69.1 million in 2014 (2013: £36.2 million).

 

We remain ranked as one of the leading brokers in London for growth companies, as demonstrated by AIM Advisers Rankings Guide for January 2015 where we were ranked as number one Nomad by client market capitalisation, second in terms of both Nomad and Stockbroker for all AIM clients by number of clients, as well as being ranked top Nomad for Oil and Gas and Consumer Services, second for both Financials and Industrial clients and third for both Consumer Goods and Technology companies by number of AIM clients.

 

We make markets in the securities of all the companies where we have a broking relationship to support the other services we provide. We actively provide liquidity to the market and facilitate institutional business in small, mid and selected large cap equities. Our trading desks make markets in the shares of 413 (2013: 341) companies and investment trusts. Importantly, we maintained a top three market share in 85% of our clients' stock. Despite this we continue to restrict actively the amount of capital committed to this activity to limit market risk exposure without adversely affecting our market-making services and the revenue generated.

 

Our corporate broking, market-making, research and commission revenues rose 28% to £19.4 million in 2014 (2013: £15.2 million) as we experienced more favourable trading conditions and higher commission income, helped in part by new staff hired in the year. However, the pressure on secondary commissions shows no sign of relenting, including the potential impact of recent FCA initiatives in terms of the unbundling of dealing commission and payment for equity research. We are confident that we can continue to prosper in this environment because of our flexible cost model. Our execution business is primarily focused on client facilitation. We believe that this enhances our overall service offering to our expanding client base.

 

Costs, profit and earnings per share

Costs of continuing operations rose by £20.8 million (51%) in the year, primarily driven by higher performance-related pay on the back of increased profitability. We have grown our average staff numbers by 7% to 115 and incurred a £1.2 million rise in costs when compared to 2013 due to increased staff bonuses resulting from the Compensatory Award Phantom Dividend Plan 2009 ("CAP"). Payments under this scheme are only triggered by the payment of a dividend to ordinary shareholders. This amounted to an 8.5p final dividend for 2013 paid in H1 2014 and a 7p interim dividend for 2014 paid in November 2014 (4p for 2012's final dividend paid in H1 2013 and 3.5p interim dividend paid in 2013). Profit before tax increased by 152% to £27.0 million (2013: £10.7 million).

 

The tax charge for the year from continuing operations as presented in the income statement was £5.6 million (2013: £2.1 million), which equates to an effective rate of tax of 21% (2013: 20%). Profit after tax increased by 148% to £21.3 million (2013: £8.6 million). Basic earnings per share rose by 148% to 35.2p (2013: 14.2p).

 

Financial position and cash flow

As at 31 December 2014, our net trading investments were £7.3 million (2012: £9.4 million). Cash held at 31 December 2014 was £32.9 million (2013: £30.3 million). The year to 31 December 2014 saw an inflow of cash and cash equivalents of £2.6 million (2012 inflow: £8.1 million). The net inflow in 2014 reflects a number of factors including our profitable trading in 2014, offset partly by a reduction in trade payables and the payment of corporation tax and dividends.

 

Dividend and capital levels

We aim to retain sufficient capital and reserves to meet our regulatory capital and cash requirements, after taking into account anticipated future working capital needs and potential growth requirements. As at 31 December 2014, we had a capital resources surplus of £12.4 million (2013: £6.2 million) in excess of our Pillar 1 and 2 regulatory capital requirements after considering January's 2015 share buy-back (noted below) but before including H2 2014's retained earnings. Surplus capital rose by £6.2 million when compared to 2013 due to profitable trading in 2014, offset by the planned buy-back and dividends paid.

 

In December 2014 a Tender Offer was launched to purchase up to 5.7 million ordinary shares in Cenkos (9% of the issued share capital). The Tender Offer subsequently returned £10.8 million of surplus capital to shareholders when the offer closed in January 2015.

 

Since our flotation on AIM in October 2006, we have paid out 91.5p in dividends (prior to the 10p proposed final dividend for 2014 noted below) and bought back 15 million shares at a cost of £17.2 million for cancellation (including the £10.8 million Tender Offer completed in January 2015), thereby increasing the Company's prospective earnings per share. We have therefore returned £76.4 million of cash to shareholders equivalent to 118p per share (before 2014's final dividend of 10p) since our flotation in 2006.    

 

No shares were bought back by Cenkos for cancellation in the year (2013: 0.4 million shares were cancelled at a cost of £0.3 million) and no shares were acquired by Cenkos Securities Employee Benefit Trust ("EBT") in the year (2013: 0.3 million shares were purchased by EBT at a cost of £0.3 million). In July 2014 we launched two HM Revenue & Customs approved all staff share schemes - a Share Incentive Plan ("SIP") and a Save As You Earn Sharesave ("SAYE") Scheme. During 2014 347,447 shares were transferred from the EBT into the Cenkos Securities plc SIP to satisfy Matching, Free and Dividend share awards made under that scheme.

 

The Board proposes a final dividend of 10p per share (2013: 8.5p per share). This makes a total dividend of 17p for the year (2013: 12p). The payment of this final dividend will trigger payments to staff under the CAP of £1.4 million in the first half of 2015 (2013: final dividend of 8.5p led to a further £2.0 million of staff costs in the first half of 2014). In setting the level of the final dividend, the Board considered, inter alia, the £10.8 million Tender Offer paid in January 2015 to participating shareholders as well as regulatory capital and cash requirements, working capital needs and potential growth requirements.

 

Subject to approval at the Annual General Meeting to be held on 12 May 2015, the final dividend will be paid on 28 May 2015 to all shareholders on the register at 1 May 2015. In line with existing shareholder authorisation, the Board will continue to assess opportunities for share buy-backs, tender offers and the funding of share purchases by the EBT where this is beneficial to shareholders.

 

People

The continued professionalism of our employees has enabled us to achieve a robust performance for the year. We continue to look to recruit staff attracted by our culture and business model, and a further net 12 staff joined us in the year. We aim to take advantage of further regional opportunities in the UK and in Asia. We opened an office in Liverpool in December 2014 and plan to open an office in Singapore in 2015.

 

We endeavour to remunerate our staff to a level and in a manner which not only retains but also motivates them to perform in line with the longer-term growth objectives of the Company. Our staff's skill, commitment and determination will continue to provide us with a solid platform on which to continue to build our franchise. In recognition of the contribution our staff made to help build the franchise that Cenkos now enjoys, "one-off" discretionary bonuses were paid to staff in the year in addition to their annual performance related bonus and we also launched two share schemes for all staff - a SIP and a SAYE scheme.

 

Principal risks

We face a range of risks which could affect both our financial performance and the achievement of our strategic objectives. One of our key risks is that our income is dependent on the health of the financial markets and in particular the economic conditions of the UK and how they impact equity fundraising. Our business model has been designed to minimise the impact of lower revenues by ensuring that performance-related pay also falls to help compensate for this. The primary economic environment in which we operate is the UK and the majority of our transactions are in UK-based equities. We therefore have limited direct exposure to the Eurozone and immaterial foreign exchange risk.

 

Aside from the health of UK equity markets, the remaining risks outlined below are those that we believe have the potential to have a significant detrimental impact on our financial performance and future prospects. These risks should not be regarded as a comprehensive list of all the risks that the Company may potentially face which could adversely impact performance or future prospects. The key risk areas that could impact the Company's future performance - and how they are managed - are noted below, along with comments as to how our risk profile has changed in the year, where relevant.

 

Principal risk

Mitigation

Change in the year

Reputational risk

We believe that one of the greatest risks we face comes from potential damage to our reputation.

All new business proposals are subject to a rigorous appraisal process followed by consideration by the New Business Committee.

 

We continued to enhance the processes supporting this Committee and the quality of debate and subsequent actions.

 

Operational risk

Operational risk is the risk that we will suffer a loss directly or indirectly from inadequate or failed internal processes, people, systems, or external events.

Other specific operational risks that are material to our performance are regulatory risk, people risk and litigation risk. These

are commented on in more detail below.

We continually review our risk framework to ensure that it properly reflects the risks to which we are exposed and that any significant operational risks and their associated controls are reviewed, assessed and, where applicable, enhanced. There is also an on-going process for identifying, evaluating and managing the significant risks we face, including fraud and cybercrime.

Our business model relies on key suppliers for our trading and settlement systems. We maintain regular dialogue and meetings with them to ensure there is appropriate oversight of the risks associated with outsourcing. We continuously review our business continuity plans, and have disaster recovery facilities in place in order to mitigate any substantial disruption to our operations. 

We continued to refresh and refine our risk framework and the associated risk and governance fora.

We have taken our internal audit resources in house, supplementing this with external expertise as and when required.

In both February 2014 and February 2015 our business continuity plans were tested. No issues of concern were raised by these tests.

Regulatory risk

We continue to ensure that the appropriate systems and controls, reporting, capital and liquidity requirements are in place to meet the on-going obligations of an FCA regulated (IFPRU Investment) firm. This is focused particularly on our on-going obligations and responsibilities as an AIM Nomad and a UK Listing Authority ("UKLA") Sponsor.

In light of the increasing regulatory burden being placed on regulated entities such as ourselves, we continued to enhance our systems, processes and controls. This includes enhanced compliance monitoring, a focus on Conduct Risk and the implementation of new regulatory processes associated with Basel III / Capital Requirements Directive ("CRD") IV.

People risk

Our employees are our greatest asset and the future success of the Company depends on our ability to attract and retain high quality employees.

We seek to minimise this risk by creating the right culture and working environment and by rewarding employees through an overall remuneration package that is geared towards performance, after consideration of relevant risk factors, and aim to align the interests of both employees and shareholders.

 

People risk is also mitigated via a senior management succession planning process overseen by the Nomination Committee and Board.

In addition to increased bonus payments - reflecting our strong financial performance in the year - we also launched two HM Revenue & Customs approved all staff share schemes, both of which were well received by staff.

 

Litigation risk

There is always a risk that some form of litigious action may be taken against the Company. Before any decision to enter into litigation is made, the Board, senior management and our legal advisers will review all aspects of the case to assess and consider if it is in the best interests of the Company and ultimately the shareholders to either instigate proceedings or defend ourselves against any potential litigation.

We were not subject to any litigation in the year.

Credit, market and

liquidity  risk

We are exposed to limited credit risks in the normal course of business as our market making activities are carried out on a delivery versus payment basis, hence face settlement risk or market risk in terms of an underlying exposure to equities.

 

To mitigate market risk we have established individual stock position limits and overall trading book limits. There are daily procedures in place to monitor any position limit excesses. We do, from time to time, take shares in lieu of fees subject to appropriate internal signoffs. Some stocks traded on AIM are subject to low levels of underlying liquidity.

 

To mitigate liquidity risk we have put in place an appropriate liquidity risk management framework. The Board approves our Individual Liquidity Adequacy Assessment ("ILAA") at least annually.

No material change in the year.




Financial risks are also discussed in more detail in note 23 to the financial statements and include capital, equity price risk, credit risk and liquidity risk. Our internal control and risk management processes are discussed in more detail in the Corporate Governance report in this Annual Report. It is not anticipated that our risk profile will change materially in 2015.

 

Outlook

We are pleased with our performance since the start of 2015. There continues to be good institutional demand to fund high quality companies and ideas. Since January we have been engaged in a number of significant fund raisings and our current pipeline is encouraging.

 

Jim Durkin

Chief Executive Officer

27 March 2015

 

Forward-looking statements

These financial statements contain forward-looking statements with respect to the financial condition, results, operations and businesses of the Company. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, we can give no assurance that these expectations will prove to have been correct. Such statements and forecasts involve risk and uncertainty because they relate to events and depend upon circumstances that will occur in the future. There are a number of factors that could cause actual results or developments to differ materially from those expressed or implied by forward-looking statements and forecasts. Forward-looking statements and forecasts are based on the Directors' current view and information known to them at the date of this statement. The Directors do not make any undertaking to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Consolidated income statement

For the year ended 31 December 2014





2014

2013





Note

£ 000's

£ 000's

Continuing operations







Revenue




3

88,516

51,433

Administrative expenses





(61,704)

(40,856)

Operating profit





26,812

10,577

Investment income - interest receivable




4

161

135

Interest expense




5

(1)

(1)

Profit before tax from continuing operations for the year

7

26,972

10,711

Tax




8

(5,644)

(2,122)

Profit after tax



21,328

8,589

Attributable to:







Equity holders of Cenkos Securities plc





21,328

8,589








Basic earnings per share




10

35.2p

14.2p

Diluted earnings per share




10

32.0p

14.2p

 

The profit attributable to the Company in the year ended 31 December 2014 was £21.33 million (31 December 2013: £9.54 million).

 

Consolidated statement of comprehensive income

For the year ended 31 December 2014





2014

2013






£ 000's

£ 000's

Profit for the year



21,328

8,589








Amounts that will be recycled to income statement in future periods


 

Gain on available-for-sale financial assets





132

-

Tax on available-for-sale financial assets





(28)

-






104

-

Total comprehensive income for the year





21,432

8,589

Attributable to:







Equity holders of Cenkos Securities plc





21,432

8,589

 

Consolidated statement of financial position

As at 31 December 2014





2014

2013





Notes

£ 000's

£ 000's

Non-current assets







Property, plant and equipment





421

387

Deferred tax asset





2,042

1,024






2,463

1,411

Current assets







Trade and other receivables





19,717

19,349

Available-for-sale financial assets





729

1,080

Other current financial assets





10,014

13,706

Cash and cash equivalents





32,932

30,343






63,392

64,478

Total assets





65,855

65,889

Current liabilities







Trade and other payables





(23,583)

(35,508)

Other current financial liabilities





(2,711)

(4,289)






(26,294)

(39,797)

Net current assets





37,098

24,681

Total liabilities





(26,294)

(39,797)

Net assets





39,561

26,092

Equity







Share capital





637

635

Share premium





232

-

Capital redemption reserve





93

93

Own shares





(3,218)

(3,228)

Available-for-sale reserve





104

-

Retained earnings





41,713

28,592

Total equity





39,561

26,092

 

The financial statements were approved by the Board of Directors and authorised for issue on 27 March 2015. They were signed on its behalf by:

 

Jim Durkin                                                                                     Mike Chilton

Chief Executive Officer                                                               Finance Director

27 March 2015                                                                            27 March 2015

Registered Number: 05210733

Consolidated cash flow statement

For the year ended 31 December 2014





2014

2013





Notes

£ 000's

£ 000's

Profit for the year





21,328

8,589

Gain on available-for-sale financial assets





104

-

Adjustments for:







Net finance income





(160)

(134)

Tax expense




8

5,644

2,122

Tax expense arising on available-for-sale asset




28

-

Depreciation of property, plant and equipment




386

311

Shares and options received in lieu of fees

(3,443)

(1,335)

Share-based payment expense

250

138

Operating cash flows before movements in working capital

24,137

9,691

Decrease / (increase) in net trading investments




5,976

(1,212)

Increase in trade and other receivables




(379)

(3,742)

(Decrease) / increase in trade and other payables




(12,940)

10,406

Net cash flow from operating activities

16,794

15,143

Interest paid





(1)

(1)

Tax paid





(4,815)

(1,871)

Net cash flow from operating activities

11,978

13,271

Investing activities







Interest received





173

62

Purchase of property, plant and equipment





(420)

(148)

Net cash outflow from investing activities

(247)

(86)

Financing activities







Dividends paid




9

(9,386)

(4,541)

Proceeds from issue of own shares





234

-

Acquisition of own shares by Cenkos Securities Employee Benefit Trust ("EBT")


-

(283)

Transfer of shares by EBT to employee share plans


10

-

Acquisition of own shares for cancellation


-

(289)

Net cash used in financing activities

(9,142)

(5,113)

Net increase in cash and cash equivalents

2,589

8,072

Cash and cash equivalents at beginning of year

30,343

22,271

Cash and cash equivalents at end of year





32,932

30,343

 

 

Consolidated statement of changes in equity

For the year ended 31 December 2014

Share capital

Share premium

Capital redemption reserve

Own shares

Available-for-sale reserve

Retained earnings

Total


£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

£ 000's

At 1 January 2013

638

-

90

(2,945)

-

24,446

22,229

Profit for the year

-

-

-

-

-

8,589

8,589

Total comprehensive income for the year

-

-

-

-

-

8,589

8,589

Own shares acquired in the year

-

-

-

(283)

-

-

(283)

Own shares acquired in the year for cancellation

(3)

-

3

-


(289)

(289)

Credit to equity for equity-settled share-based payments

-

-

-

-

-

138

138

Credit to equity for day 1 valuation of acquired share options

-

-

-

-

-

12

12

Deferred tax on share-based payments

-

-

-

-

-

237

237

Dividends paid

-

-

-

-

-

(4,541)

(4,541)

At 31 December 2013

635

-

93

(3,228)

-

28,592

26,092

Profit for the year

-

-

-

-

-

21,328

21,328

Gain on available-for-sale financial assets net of tax

-

-

-

-

104

-

104

Total comprehensive income for the year

-

-

-

-

104

21,328

21,432

Shares issued in the year

2

232

-

-

-

-

234

Transfer of shares to employee share plans

-

-

-

10

-

-

10

Credit to equity for equity-settled share-based payments

-

-

-

-

-

250

250

Credit to equity for day 1 valuation of acquired share options

-

-

-

-

-

68

68

Deferred tax on share-based payments

-

-

-

-

-

818

818

Current tax on share-based payments

-

-

-

-

-

43

43

Dividends paid

-

-

-

-

-

(9,386)

(9,386)

At 31 December 2014

637

232

93

(3,218)

104

41,713

39,561

 

 

Notes to the financial statements

1. Accounting policies

General information

Cenkos Securities plc is a company incorporated in the United Kingdom under the Companies Act 2006 (Company Registration No. 05210733).  These financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which the Company operates. The Company has taken advantage of the exemption under section 408 of the Companies Act 2006 and therefore has not produced a Company income statement or accompanying notes.

Basis of accounting

The Company's consolidated financial statements are prepared in accordance with International Financial Reporting Standards ("IFRS") and International Financial Reporting Interpretations Committee ("IFRIC") interpretations adopted by the European Union, and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, with the prior period being presented on the same basis.

 

Adoption of new and revised standards

During the year, a number of amendments to IFRS became effective and were adopted by the Company, none of which had a material impact on the Company's net cash flows, financial position, statement of comprehensive income or earnings per share. Note 25 details the accounting standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Company's financial statements. The Company intends to adopt these standards, if applicable, when they become effective.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company made up to 31 December each year. Control is achieved where the Company has the power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.             All intra-group transactions, balances, income and expenses are eliminated on consolidation.

Going concern

The Company's business activities, together with the factors likely to affect its future development and performance, the financial position of the Company, its cash flows and liquidity position are set out in the Strategic Report. In addition, note 23 of the Annual Report includes the Company's objectives, policies and processes for managing its capital, its financial risk management objectives, details of its financial instruments and its exposures to credit risk and liquidity risk.

The financial statements of the Company have been prepared on a going concern basis as the Directors have satisfied themselves that, at the time of approving the financial statements and having taken into consideration the strength of the Company's statement of financial position and cash balances, the Company has adequate resources to continue in operational existence for at least the next 12 months from the signing of these financial statements.

Financial instrument

Financial assets and financial liabilities are recognised in the Company's statement of financial position when it becomes a party to the contractual provisions of the instrument.

Financial Assets

Financial assets are recognised and derecognised on trade date when the purchase or sale of an investment is under a contract whose terms require delivery of the investment within the time frame established by the market concerned, and are initially measured at fair value, net of transaction costs.

Financial assets are classified into the following specified categories: financial assets as "at fair value through profit or loss" ("FVTPL"), "held-to-maturity", "available-for-sale", and "loans and receivables". The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition. However, reclassification is possible when the criteria in IAS 39.50 are met. There were no reclassifications during the year.

Financial assets at fair value through profit or loss

Financial assets are classified as at FVTPL when the financial asset is either held for trading or it is designated as at FVTPL.

Financial assets are classified as financial assets at FVTPL where the Company acquires the financial asset principally for the purpose of selling it in the near term, the financial asset is a part of an identified portfolio of financial instruments that the Company manages together and has a recent actual pattern of short-term profit taking, as well as all derivatives that are not designated as FVTPL and hedging instruments. Financial assets at fair value through profit or loss are stated at fair value, with any resulting gain or loss recognised in the income statement. The net gain or loss recognised in the income statement incorporates any dividend or interest earned on the financial asset.

Trading investment

Trading investments pertain to investment securities which are held for trading purposes. These investments comprise both long and short positions and are initially measured at fair value excluding transaction costs. Subsequently and at each reporting date, these investments are measured at their fair values, with the resultant gains and losses arising from changes in fair value being taken to the income statement. Trading investments include securities which have been received as consideration for corporate finance and other services rendered.

Derivative financial assets

Derivative financial assets include equity options and warrants over listed securities earned by the Company as part of fee arrangements. The Directors consider that the initial valuation reflects fair consideration for the services provided. All gains and losses on subsequent valuations are recorded within revenue in the income statement.

Available-for-sale investments

Unlisted shares held by the Company are classified as available-for-sale investments and are initially measured at fair value, including transaction costs. At each reporting date, these investments are measured at their fair values and the resultant gains and losses, after adjusting for taxation, are recognised directly in other comprehensive income, until the security is disposed of or is determined to be impaired, at which time the cumulative gain or loss previously recognised in equity is included in the net profit or loss for the period.

Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted on an active market. They are included in current assets, except for those with maturities greater than 12 months after the reporting date which are classified as non-current assets. Loans and receivables comprise trade and other receivables and cash and cash equivalents in the statement of financial position.

Trade and other receivables

Market debtors are measured at fair value. All other debtors are measured at amortised cost using the effective interest method, less any impairment. Appropriate allowance for estimated irrecoverable amounts is recognised in the income statement when there is objective evidence that the asset is impaired. The allowance recognised is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows discounted at the effective interest rate computed at initial recognition.

Impairment of financial assets

Financial assets, other than those held for trading purposes or designated at fair value through profit or loss, are assessed for indicators of impairment at each reporting date. Financial assets are impaired where there is objective evidence that as a result of one or more events that occurred after the initial recognition of the financial asset the estimated future cash flows of the investment have been impacted. For loans and receivables the amount of the impairment is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments, which are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

Derecognition of financial assets

The Company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received.              

Financial liabilities

Financial liabilities are classified as either financial liabilities "at FVTPL" or "other financial liabilities".

Financial liabilities at FVTPL

Financial liabilities are classified as at FVTPL where the financial liability is either held for trading or it is designated as at FVTPL upon initial recognition.

A financial liability is classified as held for trading if:

n It has been incurred principally for the purpose of disposal in the near future; or

n It is part of an identified portfolio of financial instruments that the Company manages together and has a recent pattern of short-term profit taking; or

n It is a derivative that is not designated and effective as a hedging instrument.

A financial liability other than a financial liability held for trading may be designated as at FVTPL upon initial recognition if:

n Such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

n The financial liability forms part of a Company of financial assets or financial liabilities or both, which is managed and its performance is evaluated on a fair value basis, in accordance with the Company's documented risk management or investment strategy, and information about the Company is provided internally on that basis; or

n It forms part of a contract containing one or more embedded derivatives, and IAS 39 Financial Instruments: Recognition and Measurement permits the entire combined contract (asset or liability) to be designated as at FVTPL.

Financial liabilities at FVTPL are stated at fair value, with any resultant gain or loss recognised in the income statement. The net gain or loss recognised in the income statement incorporates any interest paid on the financial liability.

Trade and other payables

Trade payables are initially measured at fair value. At each reporting date, these trade payables are measured at amortised cost using the effective interest rate method.

Other financial liabilities

Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs.

Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest which is recognised on an effective yield basis.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability or, where appropriate, a shorter period to the net carrying amount on initial recognition.

Derecognition of financial liabilities

The Company derecognises financial liabilities when, and only when, the Company's obligations are discharged, cancelled or they expire.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised as the proceeds are received, net of direct issue costs.

Derivative financial instruments

The Company has no significant exposure to derivative financial instruments but will occasionally enter into futures to manage its exposure to market risk.

Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured to their fair value at each reporting date. The resulting gain or loss is recognised in the income statement immediately.

Financial guarantee contracts

Financial guarantee contracts issued by the Company are those contracts that require a payment to be made to reimburse the holder for a loss it incurs because the specified debtor fails to make a payment when due in accordance with the terms of a debt instrument. Financial guarantee contracts are recognised as a liability at fair value. Subsequently, the liability is measured at the higher of the best estimate of the expenditure required to settle the present obligation at the reporting date and the amount initially recognised less cumulative amortisation.

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

Foreign currencies

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction.  Monetary assets and liabilities denominated in foreign currencies at the reporting date are reported at the rates of exchange prevailing at that date.  Gains and losses arising during the year on transactions denominated in foreign currencies are translated at the prevailing rate and included in the income statement.

Investments in subsidiary undertakings

Investments held as fixed assets are stated at cost, less any provision for impairment in value.

Operating leases

Rentals payable under operating leases are charged to the income statement on a straight-line basis over the term of the relevant lease. Where a rent free period or discount is negotiated it is amortised over the period of the lease.

Property, plant and equipment

Property, plant and equipment is stated at cost, net of depreciation and any provision for impairment.  Depreciation is provided at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its estimated useful life as follows:

n Leasehold improvements:             Remaining term of the lease

n Fixtures and fittings:                      Three years

n IT equipment:                                   Three years

The carrying values of property, plant and equipment are subject to annual review and any impairment is charged to the income statement.

Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible.  The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method.  Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised.  Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised.  Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for services provided in the normal course of business, net of discounts, VAT and other sales related taxes.

Revenue comprises fees for corporate finance advisory services which are taken to the income statement at the point in time when, under the terms of the contract, the conditions have been met such that Cenkos is entitled to the fees specified. Revenue also comprises profits on dealing operations, being gains less losses, both realised and unrealised, on financial assets and financial liabilities, arrived at after taking into account attributable dividends and directly related interest, together with commission income receivable.

Interest income is recognised at the effective interest rate applicable, which is the rate that discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount.

Dividend income from investments is recognised when the shareholder's right to receive payment has been established.

Revenue includes the fair value of options over securities which have been received as consideration for corporate finance services rendered.

Segment reporting

IFRS 8 requires that an entity discloses financial and descriptive information about its reportable segments, which are operating segments or aggregations of operating segments.  Cenkos is managed as an integrated UK institutional stockbroking business and although it has different revenue streams it has one consolidated reportable segment. It considers its activities to be subject to similar economic characteristics. The internal reports used by the Chief Executive Officer for the purpose of monitoring performance and allocating resources reflect that Cenkos is managed as a single business unit.

Share-based payments

The Company has applied the requirements of IFRS 2: Share-based payments. The Company issues equity-settled share-based payments to certain employees. Equity-settled share-based payments are measured at fair value (excluding the effect of non-market-based vesting conditions) at the date of grant. The cost of these awards is measured by reference to the fair value determined at the grant date of the equity-settled share-based payments and the expected number of employees likely to become fully entitled to the award. This cost is expensed on a straight-line basis over the vesting period. At each reporting date, the Company revises its estimate of the number of equity instruments expected to vest as a result of the effect of non-market-based vesting conditions. The impact of the revision of the original estimates, if any, is recognised in the income statement such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to equity.

Related party disclosures

The compensation of the key management personnel of the Company and their interests in the shares and options over the shares of Cenkos Securities plc are set out in note 24. Key management personnel comprise Directors of the Company as they are able to exert significant influence over the financial and operating policies of the Company.

 

2. Critical accounting judgement and key sources of estimation uncertainty

The preparation of financial statements in conformity with generally accepted accounting principles requires the use of judgements, estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management's best knowledge of the amount, event or actions, actual results ultimately may differ from those estimates. The principal risks that the Company faces are noted in the Strategic Report. The estimates and assumptions that have a significant effect on the carrying amounts of assets and liabilities are set out below:

a) Equity-settled share-based payments

The fair value of share-based payments is calculated using a Monte Carlo simulation. Inputs into the model are based on management's best estimates of expected volatility and risk free rate of return, which are referred to in note 23. As a measure of implied volatility of the share-based payment is not available, a measure of the historic volatility of Cenkos' share price has been used as a proxy. This expected volatility reflects the assumption that the historical volatility over a period similar to the life of the share-based payment is indicative of future trends, which may not necessarily be the actual outcome.

b) Valuation of derivative financial assets

Derivative financial assets comprise equity options and warrants over listed securities which include those received as non-cash consideration for advisory and other services. On grant, these instruments are fair valued. Thereafter, at each period end they are revalued using a Monte Carlo simulation. Inputs to the model include share price, risk free rate of return and implied volatility. Although the underlying securities are listed, the equity options and warrants themselves are not. As a measure of implied volatility of the instrument is therefore not available, either the historic volatility of the underlying security's share price or that of a comparable company has been used as a proxy. The Directors consider that the initial valuation reflects fair consideration for the services provided.

c) Bad debt policy

The Company regularly reviews all outstanding balances and provides for amounts where there is significant doubt over the recoverability of the balance.

d) Provisions and contingent liabilities

Provisions are measured at the Directors' best estimate of the expenditure required to settle obligations.

 

3. Business and geographical segments

Cenkos is managed as an integrated UK institutional stockbroking business and although it has different revenue streams, the nature of its activities is considered to be subject to similar economic characteristics. The internal reports used by the Chief Executive Officer for the purpose of monitoring performance and allocating resources reflect that Cenkos is managed as a single business unit.

Revenue is wholly attributable to the principal activity of the Company and arises solely within the UK.

 

Major clients

In the year to 31 December 2014, one of Cenkos' clients contributed more than 10% of Cenkos' total revenue. The amount was £33.29 million (2013: no one particular client's revenues accounted for more than 10% of the Company's total revenue).

 

4. Investment income - interest receivable






2014

2013






£000's

£000's

Interest income generated from:







Cash and cash equivalents





161

64

Trade and other receivables





-  

71






161

135

 

Interest income generated from trade and other receivables includes the recognition of the unwinding of the discount factor applied to loans due from staff related to the issue of the partly paid B shares, which amounted to £ nil (2013: £71,221).These loans were fair valued when granted and the discount factor unwound over the period until settlement. By 30 June 2013 all outstanding amounts in respect of the B shares had been received by the Company.

 

5. Interest expense






2014

2013






£ 000's

£ 000's

Interest on bank overdrafts and loans





1

1

 

 

6. Staff costs






2014

2013






£ 000's

£ 000's

Staff costs comprise:







Wages and salaries





45,538

29,231

Social security costs





6,188

3,949

IFRS 2 share-based payments





250

138






51,976

33,318

 

During 2014, in order to comply with the Pensions Act, Cenkos was required to enrol all qualifying employees in a pension scheme. Under the scheme, qualifying employees are required to contribute a percentage of their relevant earnings. The Company also contributes 1% of relevant earnings.

 

The average number of employees (including executive Directors) was:



2014

2013



No

No

Corporate finance 


22

20

Corporate broking


62

56

Administration


31

31



115

107

 

 

7. Profit for the year

Profit for the year has been arrived at after charging / (crediting):



2014

2013



£ 000's

£ 000's

Operating lease rentals


524

532

Auditor's remuneration (refer to analysis below)


169

160

Depreciation of property, plant and equipment


386

310

Staff costs (see note 6)


51,976

33,318

Change in fair value of share options and warrants as at FVTPL


196

(401)

 

The analysis of the auditor's remuneration is as follows:



2014

2013



£ 000's

£ 000's

Fees payable to the Company's auditor and its associates for the audit of the Company's

annual accounts and consolidation


130

120

Total audit fees


130

120

Fees payable to the Company's auditor for other services to the Group:




 - Half year review of the Company's interim report


35

30

 - Other advisory services - including taxation


4

10

Total non-audit fees


39

40



169

160

 

 

8. Tax

The tax charge comprises:



2014

2013



£ 000's

£ 000's

Current tax




United Kingdom corporation tax at 21.5% (2013: 23.25%) based on the profit for the year


5,813

2,612

Adjustment in respect of prior period




United Kingdom corporation tax at 21.5% (2013: 23.25%)


31

25

Total current tax


5,844

2,637





Deferred tax




Credit on account of temporary differences


(173)

(495)

Deferred tax prior year adjustment


(27)

(20)

Total deferred tax


(200)

(515)

Total tax on profit on ordinary activities from continuing operations


5,644

2,122

 

A reconciliation of the tax expense for 2013 and 2014 and the accounting profit multiplied by the standard rate of UK corporation tax of 21.5% (2013: 23.25%) is set out below:

 



2014

2013



£ 000's

£ 000's

Profit before tax from continuing operations


26,972

10,711

Tax on profit on ordinary activities at the UK corporation tax rate of 21.5% (2013: 23.25%)


5,799

2,491

Tax effect of:




Non-deductible expenses for tax purposes


152

104

Income not subject to corporation tax


-

(15)

Recognition of deferred tax previously unrecognised


(336)

(621)

Deferred tax rate change adjustment


25

148

Adjustment for loss relief not claimed


-

10

Adjustment in respect of prior period deferred tax


(27)

(20)

Adjustment in respect of prior period current tax


31

25

Tax expense for the year


5,644

2,122

 

In addition to the tax expense presented in the income statement, the following amounts have been recognised directly in equity:



2014

2013



£ 000's

£ 000's

Other Comprehensive Income (OCI)




Current tax expense arising on available-for-sale financial asset


28

-





Statement of Changes in Equity (SOCIE)




Current tax credit arising on share-based payments


(43)

-

Deferred tax credit arising on share-based payments


(818)

(237)

Total income tax recognised directly in equity


(833)

(237)

 

 

9. Dividends

Amounts recognised as distributions to equity holders in the year:



2014

2013



£ 000's

£ 000's

Final dividend for the year ended 31 December 2013 of 8.5p (December 2012: 4p) per share


5,128

2,430

Interim dividend for the period to 30 June 2014 of 7p (June 2013: 3.5p) per share


4,258

2,111



9,386

4,541

 

A final dividend of 10 pence per share has been proposed for the year ended 31 December 2014 (2013: 8.5p). Subject to approval at the Annual General Meeting to be held on 12 May 2015, the final dividend will be paid on 28 May 2015 to all shareholders on the register at 1 May 2015. The payment of a dividend to ordinary shareholders triggers a cash payment to holders of options under the 2009 Compensatory Award Plan ("CAP"). The payment of this final dividend will lead to a further £1.44 million of staff costs in the first half of 2015 (8.5p final dividend in respect of 2013 led to a further £2.04 million of staff costs in the first half of 2014).

 

10. Earnings per share






2014

2013

Basic earnings per share





35.2p

14.2p

Diluted earnings per share





32.0p

14.2p

 

The calculation of the basic and diluted earnings per share is based on the following data:



2014

2013



£ 000's

£ 000's

Earnings




Earnings for the purposes of basic and diluted earnings per share being net profit attributable to

equity holders of the parent


21,328

8,589

 



2014

2013



No.

No.

Number of shares




Weighted average number of ordinary shares for the purposes of basic earnings per share


60,530,876

60,525,904

Effect of dilutive potential ordinary shares:




Share options


6,132,434

-

Weighted average number of ordinary shares for the purpose of diluted earnings per share


66,663,310

60,525,904

 

The Board has agreed to continue to fund the Company's Employee Benefit Trust ("EBT") so that it can make market purchases in Cenkos Securities plc's shares as and when market conditions allow. During the year, no further ordinary shares were purchased (2013: 314,753 shares were purchased for an aggregate consideration of £282,356), however 347,447 shares were transferred out at average cost to the Cenkos Securities plc Share Incentive Plan to satisfy awards under that scheme. As at 31 December 2014 the EBT held a total of 2,811,030 (2013: 3,158,477) ordinary shares at an aggregate consideration of £2.87 million (2013: £3.23 million). These shares are held by the trust and have been excluded from the weighted average number of shares calculation. The table below shows the number of shares held by the Company's EBT.



2014

2013



No.

No.

Number of shares held by the Company's EBT




At 1 January


3,158,477

2,843,724

Acquired during the year


-

314,753

Transferred to Cenkos Securities plc Share Incentive Plan


(347,447)

-



2,811,030

3,158,477

 

11. Events after the reporting period

The Board announced on 17 September 2014 that as a result of the Company's recent financial performance it was, in addition to the payment of an interim dividend in respect of the first half of 2014, evaluating means of returning further value to shareholders during the remainder of 2014. The Board therefore launched a Tender Offer in December 2014 to purchase up to 9% of the Company's issued share capital for subsequent cancellation. As a result of this, the Company's broker, Smith & Williamson, purchased 5,727,340 ordinary shares in the Company in January 2015 at a cost of £10.8m and these were subsequently cancelled by the Company. There were no other material post-balance sheet events after the reporting period.

 

Additional Information

The financial information included in this statement does not constitute the Group's statutory accounts (within the meaning of section 434 of the Companies Act 2006) for the years ended 31 December 2014 or 2013, but is derived from those accounts. Statutory accounts for 2013 have been delivered to the Registrar of Companies and those for 2014 will be made available to the public from the Company's website and delivered following the Company's Annual General Meeting. The auditors have reported on those accounts; their reports were unqualified, did not draw attention to any matters by way of emphasis without qualifying their report and did not contain statements under s498(2) or (3) Companies Act 2006 or equivalent preceding legislation.

 

The Annual General Meeting of Cenkos Securities plc will be held at 6.7.8. Tokenhouse Yard, London EC2R 7AS on 12 May 2015.

 


This information is provided by RNS
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