RNS Number : 8310Y
Helphire Group PLC
28 February 2013
 



News Release

Helphire Group plc

 

Issue Date: 28 February 2013

 

Interim Results for the six months ended 31 December 2012

 

Helphire returns to profit

 

Financial headlines

·      Adjusted* operating profit of £3.1m (2011: £0.7m loss)

·      Statutory operating profit of £2.8m (2011: £3.1m loss)

·      Adjusted* profit before tax of £0.5m (2011: £3.6m loss)

·      Statutory profit before tax of £0.2m (2011: £6.0m loss)

·      EBITDA £8.5m (2011: £6.1m)

·      Operating cash flow £15.5m (2011: £15.8m)

·      Net cash inflow from operating activities £12.1m (2011: £11.6m)

·      Debtor days further reduced to 155 days (2011: 175 days)

·      Net debt reduced by £15.5m since 30 June 2012 to £95.3m

·      Adjusted* basic EPS 0.15p profit (2011: 1.08p loss)

·      Statutory basic EPS 0.05p profit (2011: 1.81p loss)

 

Operational headlines

·      Hire cases stable at 66,000 cases despite further decline in UK accident rates

·      Open case count reduced by 20% to 45,000 cases (2011: 56,000 cases)

·      Cases >120 days reduced by 24% to 25,000 cases (2011: 33,000 cases)

·      Revenue generating fleet utilisation improved to 82% (2011: 78%)

 

* Adjusted measures exclude the impact of the items described as exceptional in Note 5 of the Interim Report and Accounts.

 

Commenting on the Group's results and prospects, Martin Ward, Chief Executive Officer said:

 

"As a board we are pleased to be able to report a return to profitability which is an outcome of the implementation of a number of changes made to build a more sustainable business model, which has better secured the margins in the business. Our key performance indicators demonstrate that the business has moved forwards considerably in delivering effective underlying operational and financial improvements in a market that has remained challenging and competitive. Our focus on providing a quality service to all of our Partners and their customers is a key driver in our goal of continued success."

 

 

 

For further information, contact:

Helphire Group plc                                                                  01225 304501

Martin Ward,                                 Chief Executive Officer           

Stephen Oakley,                            Chief Financial Officer            

 

Square1 Consulting                                                                  020 7929 5599

David Bick

Mark Longson

 

Notes to Editors:

Helphire Group plc is a market leader in the provision of accident assistance and claims management services to not at fault drivers involved in motor accidents. In partnership with the insurance and motor industries, the Group delivers accident management solutions to motorists, ensuring that they remain mobile until their own vehicles are repaired or until they are put in a position to obtain a replacement vehicle.

 

Chairman's Statement

 

Whilst the Group's main trading environment in credit hire continued to be challenging with a combination of proposed regulatory changes, review by regulatory authorities, continued competitive pressure and lower levels of accidents all contributing to a changing marketplace, I am pleased to be able to report to shareholders that following the actions that have been taken-over the past 18 months the group has now been returned to profit.

 

I can report that the recent decline in hire length, which is a major driver in the Group's profitability, appears to have abated and an average of 16.5 days was recorded during the period, compared to the average of 16.4 days reported for the year to 30 June 2012 and is an improvement over the 16.2 days seen in the corresponding period last year.

 

We have continued to explore with our business partners and suppliers improved ways of working toward a business model that is more resilient to the changes being seen in the market to create a sustainable underlying model that better aligns the economic risk and reward in our business. In addition the group has continued to review its options with regard to the impending ban on Personal Injury referral fees which takes effect from 01 April 2013 and in anticipation of this I can confirm that the group has made application to the regulatory authorities for a licence to operate its own legal practice within an Alternative Business Structure and I look forward to reporting on the progress of this application in due course.

 

The Group has also continued to focus on improving cash inflow in order to lower net debt which, has been further reduced by £15.5m since 30 June 2012 to £95.3m (June 2012: £110.8m), with fleet related debt of £32.4m and non-fleet related net debt of £62.9m.

 

Results

 

The number of hire cases remained stable at 66,000, revenues were £109.9m (2011: £112.9m) and the adjusted operating profit for the period was £3.1m (2011: £0.7m loss), principally reflecting a much improved fleet operational utilisation which delivered a revenue generating utilisation in the period to 31 December 2012 of 82% (2011: 78%), a reorganisation of our credit repair network and an increase in recorded average hire lengths.

 

Adjusted profit before tax for the period was £0.5m (2011: £3.6m loss). Pre-tax exceptional items of £0.3m (2011: £2.4m) were incurred in the period principally to the amortisation of the net present value of future lease related obligations. After exceptional items, statutory profit before tax was £0.2m (2011: £6.0m loss).

 

No interim dividend is being declared (2011: £nil).

 

 

Receivables and Debt

 

Trade and other receivables reduced to £100.9m, an improvement of £7.0m from 30 June 2012 and an improvement of £12.8m over the prior year comparable period (2011: £113.6m). Statutory debtor days further reduced by 20 days over the comparable period and stood at 155 days (2011: 175 days).

 

The Group has continued to meet its targets for cash collections and improving cash inflow. Net debt has been reduced by £15.5m since 30 June 2012 to £95.3m (December 2011: £132.4m). Fleet related debt was £32.4m (2011: £64.1m) and non-fleet related net debt was £62.9m (2011: £68.3m).

 

 

 

 



 

 

Outlook

 

The underlying benefits of a lower cost base as a result of the actions taken over the last 18 months together with the steps that are being taken to improve the business model and margins as well as the exit from the market of a major competitor in December 2012 and further evidence that the fall in hire lengths appears to have abated gives the board further confidence that the outlook has continued to stabilise and that as a result the Group remains well-positioned in its marketplace.

 

Consequently notwithstanding the uncertainty around regulatory intervention and the weak economy, the board is increasingly optimistic that the improvement in performance demonstrated in the results can be continued in the second half which historically sees higher activity and is the stronger of the year as a whole.

 

 

Our people

 

 

Once again we thank our employees for their support, hard work and loyalty during the period which has been evidenced by the much improved results on the road to recovery.

 

 

Share placing and open offer

 

We have today issued a separate announcement of a share placing and open offer raising a gross amount £25.6m. The net proceeds of this offer, together with an associated reconstruction of existing bank debt including the issue of additional shares, will on completion, result in the elimination of significantly all of the existing historic corporate bank debt and put the Groups finances and balance sheet on a much firmer footing. This represents the final step in the restructuring of the group and we are grateful to the investors who have supported our fundraising and to our lenders for their constructive role in the Refinancing and we look forward to rewarding their commitment to the Group.

 

 

 

 

 

Avril Palmer-Baunack

 

Chairman

 

28 February 2013



 

 

Operational and Financial Review

 

Operational review

 

Operationally, the business is now right-sized for the volume of work transacted and the operational gearing of the group is such that the any upturn in business has a beneficial effect on margins and profitability. The group was therefore well placed to cope with increased demand following the exit from the market of a major competitor in December 2012, the benefits of which will be more fully felt in the second half.

 

The Group has also continued to make good progress to gradually change the business model to include more flexible terms which more equitably share the risk and reward in a transaction but these initiatives have yet to mature fully. The ongoing improvement in the Group's working relationship with at-fault insurers have continued to remove frictional costs and will increase the number of claims being resolved and paid more quickly than in the past. The Group anticipates that the majority of its business will now be conducted on this new basis. A continued focus on cash recoveries has seen further working capital improvements and debtor days have again improved substantially.

 

 

Referral fees and regulatory involvement

 

The period has seen significant regulatory activity and, after the completion of an investigation by the Office of Fair Trading ("OFT") into the rising levels of car insurance premiums charged by insurers and the workings of the car insurance market the OFT has referred the UK market for the supply or acquisition of private motor insurance and related goods and services (which includes the credit hire industry) to the Competition Commission ("CC") for a market investigation and they are required to report by the end of September 2014.

 

The Group has been fully co-operating with the CC in this respect in the context that the existing overriding position under English Law is that parties that are not at fault in road accidents are entitled to be re-instated to their former position. It remains our view that insurers will not want to burden their own balance sheet by providing accident management services themselves or attempt to price for this upfront, in insurance premiums, lest they become uncompetitive. Consequently, if a ban on referral fees were to be introduced, the accident management sector could potentially return to its origins, whereby replacement car provision services for not at fault parties were undertaken to fill a gap in the market, without the need for referral fee payment. Claims for replacement vehicles will continue to require representation, are not simple to handle and require a detailed knowledge and skill to manage effectively, which is a core activity of Helphire's service provision.

 

In addition following changes to the Law the ban on Personal Injury referral fees takes effect from 01 April 2013 and as a consequence, in anticipation of this it is clear that the market is already changing its operations, including the way in which personal injury cases are to be processed going forward. A number of insurers have already indicated their intention to manage personal injury claims by way of an involvement with Alternative Business Structures ("ABS") that allow non solicitors to invest in legal firms that conduct regulated legal services and some competitors have been purchasing law firms in parallel to this. The Group has over the past year also been examining possible changes in its own business model in this area and intends upon due authorisation by the regulatory authorities, to form its own ABS with appropriate legal expertise utilising existing Group facilities and an appropriate corporate structure. Whilst this structure will service the lower number of personal injury cases that will now necessarily be available to the Group, these lower personal injury referrals should enable the Group to more closely align the economic return earned from this business with the level of services provided. It is anticipated that the combination of these two actions will secure an overall net benefit to the Group after 01 April 2013.

 

 



 

Settlement provision and case management

 

The total number of open cases has been further reduced by 20% in the twelve month period to 45,000 cases (2011: 56,000 cases). Cases >120 days reduced by 24% to 25,000 cases (31 December 2011: 33,000 cases). The number of cases with solicitors has also been further reduced to 10,000 cases (31 December 2011: 22,000 cases) and this trend will continue with lower numbers of newer cases requiring to be litigated. These improvements have been assisted by increasing the number of settlement protocols that have been put in place with certain insurers to remove frictional costs and accelerate settlement.

 

Settlement provision has been broadly maintained as a percentage against outstanding debtors for the period. The most recent recovery rates continue to be encouraging, albeit although falling, there are still a number of older cases yet to be settled. However, these cases have actions to progress to a conclusion which will happen through due process.  Sustaining an improving position on cash and recovery rates remains a key focus for the business.

 

Autofocus

 

As reported in our Interim Management Statement announcement in November 2012, the Group has been engaged in an ongoing process involving solicitors acting for the Autofocus Liquidators and the intervening insurers, Direct Line Group and RSA, to agree the process to extract the information required by the Group, and permitted under that the court order granted on 26 June 2012, which will enable the Group to begin to determine the appropriate level of damages suffered as a result of the unreliable evidence offered by Autofocus and then to seek recovery of those losses from defendant insurers. The intermediaries approved by the court have however only recently been able to complete their negotiations with the liquidators with respect to their terms of reference. As a consequence we are still unable at this stage to quantify the number or value of the cases that have been compromised as a result of the unreliable evidence or the value or timing of any possible settlements that may be obtained.

 

Once this process has been completed, where possible, it remains the Group's intention to make good its losses through negotiated settlements.  A number of insurers have indicated that they would wish to enter into dialogue with the Group in this respect.

 

 

Vehicle fleet

 

The Group continues to operate highly effective fleet services through a hybrid solution of ownership, contract hire and cross-hiring from daily rental companies for peak periods. This combination allows flexibility to dispose of excess fleet in the event of a downturn and to maximise fleet, without incurring ownership costs, in short peak periods.

 

The average age of the fleet continues to be maintained at less than 12 months with a broad spread of manufacturers and models but with a more even mix of contract hire and HP funding. Our efforts to better balance the mix of the fleet to meet a changing demand profile continued and the average number of vehicles held during the period was reduced by 5.1% from 6,839 to 6,494 which contributed to a significant improvement in fleet utilisation to 81.8% (2011: 78.1%) which is considered an excellent performance for the period.

 

 

Financial review

 

Certain items have been reported and disclosed as exceptional on the face of the Income Statement and these items are commented on separately as appropriate further in this Financial Review. The Income Statement captions excluding these exceptional items more properly reflect the comparable operating performance of the business and for ease of reference are referred to as 'adjusted'.

 

For the six months ended 31 December 2012, the Group recorded an adjusted operating profit of £3.1m (2011: £0.7m loss) together with an adjusted profit before tax of £0.5m (2011: £3.6m loss) and a statutory profit before tax of £0.2m (2011: £6.0m loss).

 

A summary of the key performance indicators and financial results is set out in the table below.

 

 






6 months ended

6 months ended

12 months ended


31 December 2012

31 December 2011

30 June 2012

Operational KPIs




Hire cases

65,962

66,339

129,048

Credit hire

51,566

53,949

104,513

Standard hire

14,396

12,390

24,535

Repair cases

22,626

25,503

47,742

% of credit hire cases

43.9%

47.3%

45.7%

PI cases

13,400

14,666

28,070

% of credit hire cases

26.0%

27.2%

26.9%

Hire days

1,089,997

1,073,814

2,121,121

Average days hire

16.5

16.2

16.4

Average fleet revenue generating utilisation

81.8%

78.1%

78.5%





Financial KPIs




Revenue (£'000)

109,938

112,896

224,309

Gross profit (£'000)

23,031

20,061

42,740

Gross margin

20.9%

17.8%

19.1%

Statutory operating profit / (loss) (£'000)

2,799

(3,130)

(678)

Adjusted operating profit / (loss)* (£'000)

3,132

(697)

1,438

Adjusted operating margin*

2.8%

(0.6)%

0.6%

Exceptional costs (£'000)

(333)

(2,433)

(2,116)

Profit/(loss) before tax (£'000)

153

(6,013)

(6,254)

Debtor days

155

175

165





 

* Adjusted measures exclude the impact of the items described as exceptional in Note 5.

 

 

Revenue and hire length

 

Group revenue of £109.9m for the period ended 31 December 2012 (2011: £112.9m) was £3.0m or 2.7% lower than the prior comparable period and reflected principally the lower levels of personal injury cases processed which were 8.6% lower than the corresponding period last year and lower levels of credit repair cases handled due to changes in the mix of the sources of referrals.

 

The recent decline in hire length, a major driver in the Group's profitability, appears to have abated and average hire length, which is a key driver of the Group's performance, was 16.5 days compared to the average of 16.4 days reported for the year to 30 June 2012 and the 16.2 days seen in the corresponding period last year. As a consequence on a virtually unchanged level in the number of hires achieved in the period of 66,000 hires, the total of hire days increased by 1.5% to 1.1m.

 

Gross profit and adjusted operating profit

 

Gross profit was £3.0m higher than the corresponding period last year due to a much improved gross margin of 20.9% (2011: 17.8%) which saw an increase of 3.1% versus the 2011 comparable period, reflecting a much improved fleet operational utilisation, a reorganisation of our credit repair network and the small increase in recorded average hire lengths.

 

 

 

Adjusted operating profit is reconciled to the Income Statement as follows:

 


Unaudited

Unaudited

Audited


6 months ended

6 months ended

12 months ended


31 December 2012

31 December 2011

30 June 2012


£m

£m

£m

Adjusted operating profit / (loss) - continuing operations

3.1

(0.7)

1.4

Adjustments




Share-based payment credit

-

-

1.3

Restructuring expenses

(0.3)

(2.4)

(3.4)





Statutory operating profit / (loss)

2.8

(3.1)

(0.7)

 

 

Adjusted operating profit of £3.1m (2011: £0.7m loss) recorded a turnaround of £3.8m versus the comparable prior period primarily due to the much improved gross profit of £3.0m together with the full period effect of the reductions in central overheads that were undertaken in the first quarter of last year.

 

Adjusted operating profit margin was 2.8% (2011: 0.6% loss).

 

Adjusted profit before tax

 

Adjusted profit before tax of £0.5m (2011: £3.6m loss) is a turnaround of £4.1m versus the comparable prior period and is due to the improvement of £3.8 in adjusted operating margin together with a £0.3m reduction in the interest charge, due principally to the lower average levels of debt during the period.

 

Exceptional items

 

In the period to 31 December 2012, a net charge of £0.3m was recorded in respect of restructuring costs and relates principally to the amortisation of the net present value of future lease related obligations.

 

The total pre-tax exceptional charges for the period were £0.3m (2011: £2.4m), which together with a tax credit of £nil (2011: £nil) results in a post tax exceptional cost of £0.3m (2011: £2.4m).

 

Loss before and after taxation

 

Statutory profit before tax is £0.2m (2011: £6.0m loss) and statutory profit after tax is £0.2m (2011: £6.0m loss). There is no tax charge on the profit for the period due to the availability of unrecognised tax losses and allowances form prior periods (2011: £nil).

 

Loss per share

 

Statutory EPS (both basic and diluted) is 0.05p profit (2011: EPS 1.81p loss).

 

 

Cash flow

 

Cash generated from operations was £15.5m (2011: £15.8m) and represented 181% of EBITDA. After other operating outflows/inflows of interest and taxation, net cash flow from operating activities was £12.1m (2011: £11.6m).

 

 

 

Balance sheet

 

The Group has continued its focus on the reduction of operating working capital. In the six month period to 31 December 2012 receivables have been further reduced by £7.0m and operating working capital including fleet was reduced by £16.0m to £80.9m.

 

Debtor days have continued to reduce in line with improved cash collection and now stand at 155 days (2011: 175 days).

 

Net assets at 31 December 2012 were £10.7m, representing an increase of £0.2m since 30 June 2012.

 

Net debt and financing

 

Total net debt at 31 December 2012 was £95.3m (2011: £132.4m), a reduction of £15.5m versus £110.8m at 30 June 2012, and comprised fleet related funding of £32.4m (30 June 2012: £43.8m) and other corporate borrowings of £62.9m (30 June 2012: £67.0m) net of cash on hand and unamortised bank facility arrangement fees. Net debt is analysed as follows:

 


Unaudited

Unaudited

Audited


6 months ended

6 months ended

12 months ended


31 December 2012

31 December 2011

30 June 2012


£m

£m

£m

Fleet




Finance leases

27.6

56.4

39.1

Fleet facility

4.8

7.7

4.7

Total fleet

32.4

64.1

43.8

Corporate




Working capital

25.0

25.0

25.0

Term loan

28.4

29.4

29.4

Share purchase loan

7.5

7.5

7.5

Mortgages

8.2

8.3

8.3

Finance leases

0.2

0.5

0.3

Unamortised debt arrangement fees

(1.9)

(0.7)

(1.4)

Total corporate

67.4

70.0

69.1

Total debt

99.8

134.1

112.9

Cash

(4.5)

(1.7)

(2.1)

Net debt

95.3

132.4

110.8

 

 

At 31 December 2012, the Group's bank related facilities, comprising revolving working capital and ancillary facilities, fleet, term, share purchase and mortgage related facilities totalled £88.3m, of which £18.0m net of cash in hand was unutilised at 31 December 2012.

 

 

Principal risks and uncertainties

 

The Group faces a range of risks and uncertainties. The processes that the Board has established to safeguard both shareholder value and the assets of the Group are described more fully in the Director's report on pages 10 to 12 in the Annual Report and Accounts for the year ended 30 June 2012. Set out here are those specific risks and uncertainties that the directors believe could have the most significant adverse impact on the Group's business. The risks and uncertainties described below are not intended to be an exhaustive list.

 

Adverse economic conditions

The sustained, suppressed economic situation in the United Kingdom could lead to continued or further changes to driving patterns, car usage and ownership and this may result in lower miles driven and lower numbers of accidents and therefore reduced business volumes. Any such adverse effects on the Group's business might affect its relationships and/or terms of business with, and ultimately even the loss of, some key business partners. The current economic uncertainty might also affect its key business partners and referrers and/or generally have an adverse impact on the insurance or other industries in which the Group's key trading partners operate. This in turn could lead to more onerous terms of business or the inability of the Group's debtors to pay monies due. The economic uncertainty may also have an adverse effect on the Group's bankers or on the banking industry generally which may affect the Group's relationship with lenders or its ability to obtain or maintain finance on suitable terms.

 

Competition

Barriers to entry into the general credit hire and credit repair markets are relatively low. There is also the potential for referrers of business to the Group and/or providers of services to motorists or other consumer groups, either alone or in collaboration with others, to adopt alternative business models for the provision of replacement vehicles or the repair of damaged vehicles. If the Group is unable to respond adequately to the competitive challenges faced by it, it may lose market share and/or there may be pressure on the Group's terms of trade.

 

Customer and referrer relationships

Whilst the Group's business is not dependent on any one particular referrer, a number of individual referrers generate a significant proportion of this business. Some referrers are insurance companies who may choose tactically to withhold business from the Group or the credit hire industry altogether. The cost of acquiring new business may continue to rise. Based upon profit contribution analysis, the Group may decide that renewal terms for certain existing contracts are uneconomic for the Group and consequently gross revenues may decline.

 

Insurance industry protocols

The Group is a subscriber to voluntary protocols developed by accident management companies and the ABI known as the General Terms of Agreement (GTA). There is no guarantee that insurers and accident management companies will continue to subscribe to the GTA and they may seek alternative arrangements.

 

Regulation

Certain of the Group's activities and arrangements are subject to regulation. Whilst the Group seeks to conduct its business in compliance with all applicable regulations, there remains a residual risk that regulators will find that the Group has not complied fully with all such regulations.

 

Legal

The Group believes that its credit hire and credit repair arrangements are enforceable. Insurance companies may however bring further challenges to the legality of credit hire and repair arrangements or the rates payable.

 

Recovery of receivables

The Group's accident management business involves the provision of goods and services on credit. As the sum receivable by the Group is recorded as a claim based on the assessment of liability for the accident and the customer's need, there is a risk that the sum is not fully recoverable from the party at fault and/or there may be significant delays in the receipt of payment. The amount of the receivable is estimated by reference to the assessment of the liability for the accident and the customer's need for a replacement vehicle. The Group manages this risk by ensuring that services are only provided to customers after a full risk assessment process and agreement to an appropriate contract.

 

Fleet costs and residual values

The cost to the Group of holding vehicles for hire is dependent upon a number of factors, including the availability of vehicle finance, the purchase price of those vehicles, the level of discounts available from dealers and manufacturers, financing costs (represented by LIBOR and applicable margins), and the expected residual value at the date of disposal. There is a risk that changes in any of these factors could mean that the Group's fleet costs are increased. The Group's fleet management system enables the business to manage the fleet effectively and maximise the utilisation of its vehicles in order to minimise the cost to the business of holding vehicles. Risk is further mitigated by managing vehicle holding periods.

 

Operational risks and systems

Operational risks are present in all of the Group's businesses, including the risk of direct and/or indirect loss resulting from inadequate or failed internal and external processes, systems, from fraud or human error or from external events. The Group's business is dependent on processing a large number of claims and vehicle hires. There could be a failure, weakness in, or security breach of, the Group's systems, processes or business continuity arrangements. However, the Group's systems and processes are designed to ensure that the operational risks associated with its activities are appropriately controlled.

 

Liquidity and Financial

The Group is dependent upon the continued availability of bank working capital and also fleet facilities whose ongoing availability are dependent upon, inter alia, continued covenant compliance for the bank facilities as a whole, together with the continued availability of uncommitted fleet finance facilities to finance replacement vehicle purchases. In addition the principal financial risks and uncertainties include capital risk, interest rate risk and credit risk. 

 

Competition Commission market investigation into the private motor car insurance industry

The Office of Fair Trading ("OFT") announced on 28 September 2012 that, following an enquiry into the rising levels of car insurance premiums charged by insurers and the workings of the car insurance market, it was referring the UK market for the supply or acquisition of private motor insurance and related goods and services (which includes the credit hire industry) to the Competition Commission ("CC") for a market investigation and that the CC was required to report its finding in this respect by the end of September 2014. This market is the main market in which the Group operates. The OFT last reviewed this area in 2004 as part of a study into the Association of British Insurers General Terms of Agreement ("GTA") and concluded at that time that the GTA was beneficial to consumers. In its latest review the OFT noted that there was a consensus that credit hire has addressed a gap in the market, improving the quality of the service that those not-at-fault drivers receive. At the same time the OFT in their report recognised that there is no readily implementable, comprehensive solution available to address the issues that they identified. It is possible that the CC may conclude that new regulations are needed, which may include restrictions on the payment of referral fees in the pursuit of damages for the provision of replacement cars for drivers involved in non-fault accidents, and which may in turn influence the level of future claims processed by the Group. The Group has made representations to the CC in mitigation of this risk. At the same time the Group has been reviewing its business model and taking steps to improve the flexibility of the business model to accommodate as far as can be foreseen any possible changes in the market that may be consequential upon the final outcome of the investigation by the CC.

 

Referral fees and Alternative Business Structures ('ABS')

In September 2011 the Government announced plans to ban referral fees and any consideration earned in the pursuit of Personal Injury ("PI") claims and the relevant ban will come into force from April 2013. In addition, since December 2011, non-lawyers have been able to set up regulated structures offering specified legal services previously reserved for solicitors. This includes personal injury services such that there is a risk that some referrers of personal injury cases might in the future deal with such cases through an Alternative Business Structure ("ABS") formed outside of existing relationships. The Group is actively considering its other options in this area and is also working together with interested parties in order to take steps to mitigate this risk which may involve inclusion within a suitably structured ABS in order that Helphire may continue to lawfully provide assistance to injured parties in the pursuit of their claims and at the same time generate an equitable return on these activities for the future.

 

 

Going concern

The Group's business activities, analysis of its financial performance and position, and factors likely to affect its future development, are set out in the Operational and Financial Review above. The financial resources available to the Group are also discussed in detail in the Operational and Financial Review above. The forward risks faced by the Group are also discussed in the section on principal risks and uncertainties above.

 

The directors have assessed the future funding requirement of the Group and the Company, and have compared them to the level of available borrowing facilities. The assessment included a review of current financial projections to December 2014, and a review of the forecast performance against the financial covenants contained in the Group's banking arrangements. Recognising the considerable uncertainty surrounding financial projections in the current economic environment, in particular with regard to the demand for the Group's services and the cash collection profiles from insurers, the directors considered a number of scenarios and the mitigating actions the Group could take to limit any adverse consequences.

 

Having undertaken this work, the directors are of the opinion that the Group has access to adequate resources to fund its operations for the foreseeable future and so determine that it is appropriate for the financial statements to be prepared on a going concern basis.

 

Related party transactions

 

There were no related party transactions during the period that require disclosure.

 

 

 

 

 

 

Martin Ward                                                                             Stephen Oakley

Chief Executive Officer                                                            Chief Financial Officer

28 February 2013                                                                     28 February 2013

 

The full Interim report will be made available shortly at http://www.helphire.co.uk/helphire/ir/repsaccounts/. Printed copies will not be available.



 

 

Condensed Consolidated Income Statement

For the six months ended 31 December 2012

 









 



6 months

ended

31 December

2012

Adjusted*

 

6 months

ended

31 December

2012

Exceptional

items*

6 months
ended

31 December

2012

 

6 months

ended

31 December

2011

Adjusted *

 

6 months
ended

31 December

2011

Exceptional items*

6 months

ended

31 December

2011

 

 









 

Unaudited  

Note 

£'000

£'000

£'000

£'000

£'000

£'000

 

Continuing operations








 

Revenue

3

109,938

-

109,938

112,896

-

112,896

 

Total Revenue


109,938

-

109,938

112,896

-

112,896

 

 








 

 








 

Cost of sales**


(86,907)

-

(86,907)

(92,835)

-

(92,835)

 

Total cost of sales


(86,907)

-

(86,907)

(92,835)

-

(92,835)

 

 

 







 

Gross profit

 

23,031

-

23,031

20,061

-

20,061

 

 

 







 

Administrative expenses:

 







 

Restructuring costs

5

-

(315)

(315)

-

(2,433)

(2,433)

 

Share based payments

5

-

(18)

(18)

-

-

-

 

Other

5

(19,899)

-

(19,899)

(20,758)

-

(20,758)

 

Total administrative expenses

 

(19,899)

(333)

(20,232)

(20,758)

(2,433)

(23,191)

 

 

 







 

Operating profit / (loss) - continuing operations

 

3,132

(333)

2,799

(697)

(2,433)

(3,130)

 

Finance costs**

 

(2,646)

-

(2,646)

(2,883)

-

(2,883)

 

Profit / (loss) before taxation

 

486

(333)

153

(3,580)

(2,433)

(6,013)

 

Tax

6

-

-

-

-

-

-

 

Profit / (loss) for the period attributable to equity holders of the company

 

486

(333)

153

(3,580)

(2,433)

(6,013)

 

 

 







 

Earnings / (loss) per share (p)

 







 

Basic

7

0.15

(0.10)

0.05

(1.08)

(0.73)

(1.81)

 

Diluted

7

0.15

(0.10)

0.05

(1.08)

(0.73)

(1.81)

 

 

 

* Adjusted profit excludes the impact of those items described as exceptional, namely restructuring costs. See Note 5 for further details.

 

** Interest on obligations under finance leases and fleet facilities of £1,241k (2011: £1,556k) has been charged to cost of sales during the period.



 

 

Condensed Consolidated Statement of Comprehensive Income

For the six months ended 31 December 2012

 




6 months ended 31 December 2012

6 months ended 31 December 2011

Unaudited


£'000

£'000






Profit /(Loss) for the period



153

(6,013)






Other comprehensive income





Cash flow hedges





     Gains  arising during the period



-

807

Total comprehensive income for the period, attributable to the equity holders of the Company



153

(5,206)

 

           



 

 

Condensed Consolidated Statement of Changes in Equity

For the six months ended 31 December 2012

 


Share

capital

Share premium account

Equity reserve

Hedging reserve

Retained earnings

Total


£'000

£'000

£'000

£'000

£'000

£'000

Six months ended 31 December 2012







Balance at 1 July 2012

16,567

107,103

-

-

(113,164)

10,506

 







Profit for the period

-

-

-

-

153

153

Other comprehensive income

-

-

-

-

-

-

Total comprehensive income for the period

-

-

-

-

153

153

 







Credit to equity for equity settled share-based payments

-

-

-

-

18

18

 







Balance at 31 December 2012

16,567

107,103

-

-

(112,993)

10,677

 

 

 

 

 

 

 

 

 


Share

capital

Share premium account

 

Equity reserve

Hedging reserve

Retained earnings

Total


£'000

£'000

£'000

£'000

£'000

£'000

Six months ended 31 December 2011







Balance at 1 July 2011

16,567

107,103

6,652

(1,307)

(112,692)

16,323

 







Loss for the period

-

-

-

-

(6,013)

(6,013)

Other comprehensive income

-

-

-

807

-

807

Total comprehensive income for the period

-

-

-

807

(6,013)

(5,206)

 







 







Balance at 31 December 2011

16,567

107,103

6,652

(500)

(118,705)

11,117

 







 

 

 

 

 

Condensed Consolidated Statement of Financial Position

As at 31 December 2012

 



Unaudited

31 December 2012

Unaudited

31 December 2011

Audited

30 June

2012



Note 

£'000

£'000

£'000







Non-current assets






Goodwill


 9

18,950

18,950

18,950

Property, plant and equipment (including vehicles)


10

43,342

68,941

51,784

Deferred tax asset



1,659

1,677

1,659




63,951

89,568

72,393

Current assets






Trade and other receivables



100,890

113,644

107,910

Cash and cash equivalents



4,484

1,722

2,082




105,374

115,366

109,992

Total assets



169,325

204,934

182,385







Current liabilities






Trade and other payables



(51,090)

(49,486)

(50,193)

Obligations under finance leases


12

(21,835)

(36,411)

(30,098)

Short-term borrowings


11

(3,965)

(77,271)

(3,092)

Provisions



(1,740)

(2,410)

(1,817)




(78,630)

(165,578)

(85,200)

Net current assets / (liabilities)



26,744

(50,212)

24,792







Non-current liabilities






Long-term borrowings


11

(68,017)

-

(70,449)

Obligations under finance leases


12

(5,928)

(20,442)

(9,269)

Other financial liabilities



-

(500)

-

Deferred tax liability



(131)

(154)

(131)

Long-term provisions



(5,942)

(7,143)

(6,830)




(80,018)

(28,239)

(86,679)

Total liabilities



(158,648)

(193,817)

(171,879)







Net assets



10,677

11,117

10,506







Equity






Share capital


13

16,567

16,567

16,567

Share premium account


13

107,103

107,103

107,103

Equity reserve



-

6,652

-

Hedging reserve



-

(500)

-

Retained earnings



(112,993)

(118,705)

(113,164)

Total equity



10,677

11,117

10,506








 



 

 

Condensed Consolidated Statement of Cash Flows

For the six months ended 31 December 2012

 




 

 

Unaudited

6 months ended

31 December 2012

 


Unaudited

6 months ended

31 December 2011

 




£'000 

£'000

£'000

£'000 

Cash flows from operating activities






Profit / (loss) for the period


153


(6,013)


Tax credit


-


-


Finance costs


2,646


2,883


Fleet finance lease interest


1,241


1,556


Depreciation, amortisation and impairment charges


4,388


7,937


Loss / (profit) on sale of tangible fixed assets


95


(250)


Share-based payment charges


18


-


EBITDA


8,541


6,113


Decrease in receivables


7,020


10,628


Increase / (decrease) in payables


897


(906)


Decrease in provisions


(964)


(26)


Cash generated from operating activities



15,494


15,809

 






Bank and loan interest paid


(2,143)


(2,640)


Fleet finance lease interest


(1,241)


(1,556)


Interest element of finance lease rentals


(23)


(34)





(3,407)


(4,230)

Taxation



-


-

Net cash  from operating activities



12,087


11,579

        






Cash flows from investing activities






Purchase of property, plant and equipment


(2,089)


(398)


Proceeds from sale of property plant and equipment


12,202


5,693


Net cash from investing activities



10,113


5,295







Cash flows from financing activities






Net proceeds from issue of new loans


128


68


Repayment of borrowings


(1,216)


(1,000)


Loan issue costs


(951)


(750)


Finance lease principal repayments


(17,759)


(13,561)


Net cash  from financing activities



                            (19,798)


                            (15,243)

Net increase in cash and cash equivalents



                                2,402


                                1,631







Cash and cash equivalents at the beginning of the period



                                     2,082


                                     91

Cash and cash equivalents at the end of the period



                                4,484


                                1,722







Cash and cash equivalents consisted of:

 



                                


                                

Cash at bank and in hand



4,484 


1,722

 



 

 

Notes to the Interim Statements

 

1              Basis of preparation

 

The condensed consolidated financial statements are prepared using accounting policies consistent with International Financial Reporting Standards and in accordance with International Accounting Standard ('IAS') 34, 'Interim Financial Reporting'.

 

The information for the year ended 30 June 2012 does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. A copy of the statutory accounts for that year has been delivered to the Registrar of Companies. The auditor's report on these accounts was not qualified and did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying the report and did not contain statements under Section 498 (2) or (3) of the Companies Act  2006.

 

The condensed consolidated financial statements have been prepared under the going concern assumption.

 

The Group's ongoing bank facilities are until 31 December 2014. As at 31 December 2012 the Group's bank facilities totalled £88.3m of which £18.0m (net of available cash on hand) was unutilised.

 

The Group is currently in full compliance with the financial covenants contained in its financing agreements. The Directors have prepared detailed profit and cash flow forecasts through to 31 December 2014 and in doing so have carefully considered the impact of assumptions and sensitivities. This includes scenario testing carried out to demonstrate performance and headroom under stressed conditions including appropriate mitigating actions. This takes account of reasonable possible changes in its trading performance, and shows that the Group will be able to operate within existing financing facilities.

 

Having undertaken this work, the Directors are of the opinion that the Group has adequate resources to finance its operations for the foreseeable future and accordingly, continue to adopt the going concern basis in preparing the Interim Report.

 

2              Significant accounting policies

 

The condensed consolidated financial statements have been prepared under the historical cost convention. The same accounting policies, presentation and methods of computation have been applied in these condensed consolidated financial statements as were applied in the Group's financial statements for the year ended 30 June 2012.

 

In the application of the Group's accounting policies the Directors are required to make judgements, estimates and assumptions about the carrying value of the assets and liabilities that are not readily apparent from the other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

 

The critical judgements affecting the Group's interim financial statements are the valuation of the receivables (see Note 3) and depreciation of the vehicle fleet (see Note 10) and goodwill impairment (see Note 9).

 

3              Revenue

 


Unaudited 6 months ended 31 December 2012

Unaudited 6 months ended 31 December 2011





£'000

£'000




Revenue

109,938

112,896

 

 

As fully disclosed within Note 12 to the consolidated financial statements for the year ended 30 June 2012, the estimation of the expected adjustment arising on the settlement of claims is revised, where necessary, at each balance sheet date to reflect the Group's most recent estimation of amounts ultimately recoverable. Although in principle this is determined by reference to individual cases, in practice the homogenous nature of most claims means that the level of adjustment is calculated by reference to specific categories of claims. Adjustments arising from subsequent revision of the Group's expected adjustment arising on settlement of claims, including amounts received by way of late payment charges, are recorded in revenue in the Income Statement.

 

4              Business segments

 

The condensed consolidated financial statements are in respect of the Group's sole business segment of accident management services, conducted in the United Kingdom. The Directors consider that the business comprises a single segment within the meaning of IFRS 8, 'Operating segments'. (See Note 2 to the Annual Report and Accounts for the year to 30 June 2012.)

 



 

 

Notes to the Interim Statements (continued)

 

5              Exceptional items

 

The Group's accounting policy is that costs or gains are treated as exceptional costs or gains when they are associated with normal activities but are of a non-recurring nature and/or an exceptional magnitude such that if they were not shown separately, the accounts would not present a true and fair view.

 

Adjusted profit

 

As discussed in the Operational and Financial Review, in order to provide a comparable view of the underlying performance of the Group, the adjusted profit has been presented in the condensed consolidated income statement. Adjusted profit excludes the impact of those items described as exceptional, as discussed in more detail below.

 

Restructuring expense

 

The restructuring expense of £0.3m (2011: £2.4m) relates to onerous lease provision of £0.3m (2011: £1.4m), redundancy and severance costs of £nil (2011: £0.5m) and staff and other restructuring costs of £nil (2011: £0.5m).  The tax effect of these exceptional charges was £nil (2011: £nil).

 

 

 

6              Tax credit

 

The tax credit comprises the following:

 


Unaudited

6 months

ended 31 December

2012

Unaudited

6 months

ended 31 December

2011


£'000

£'000

Deferred tax credit

-

-

 

The effective tax rate of 0% differs from the effective standard rate of UK corporation tax of 23.75% as the Group is not recognising any additional deferred tax asset.

 

7              Earnings / (loss) per share

 

The calculation of basic and diluted earnings / (loss) per share is based on the following share volume information:

 





Unaudited

6 months ended

31 December 2012

 

Unaudited

6 months ended

31 December 2011

 

Number of shares




Number

Number

 

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




331,347,667

331,347,667

 

There is no difference in earnings per share on a diluted basis.

 

8              Dividends

 

No interim or final dividend for the year ended 30 June 2012 was declared and no interim dividend for the six month period of 31 December 2012 has been declared.

 

9              Goodwill

 

The Directors have undertaken an impairment review of Goodwill as at 31 December 2012 and have concluded that no further impairment provision is necessary. There was therefore no movement in goodwill in the six months ended 31 December 2012.

 

10            Property, plant and equipment (including vehicles)

 

During the period the Group spent £8.2m on additions, being principally vehicles. £6.1m of this was funded by finance leases. It also disposed of plant and equipment (predominantly vehicles) with a carrying amount of £12.3m for disposal proceeds of £12.2m. Depreciation charges of £4.4m were incurred during the period.

 



 

Notes to the Interim Statements (continued)

 

 

11            Bank borrowings

 

The Group reduced its net debt by £15.5m in the six months ended 31 December 2012.

 

At  31 December 2012 the Group's bank debt of £95.3m net of £4.5m cash on hand (30 June 2012: £110.8m net of £2.1m cash on hand) comprised a revolving credit facility of £20.5m net of cash on hand (30 June 2012: £22.9m net of cash on hand), a term loan of £28.4m (30 June 2012: £29.4m), a revolving fleet funding facility totalling £4.8m (30 June 2012: £4.7m), a term loan of £7.5m (30 June 2012: £7.5m) and mortgages totalling £8.2m (30 June 2012: £8.3m) secured on the Groups freehold properties at Northwich, Stoke and Chesterfield, less un-amortised debt arrangement fees.

 

As at the 31 December 2012, £20.5m revolving working capital facility is repayable in full by 31 December 2014.The £28.4m term loan is repayable at increasing quarterly instalments with an additional £2.3m payable in the six months to 30 June 2013 and £4.6m in the year to 30 June 2014 with a final bullet payment of £20.0m due by 31 December 2014. The mortgages of £8.2m are now payable at £150,000 semi-annually with a bullet payment of £7.6m due by 31 December 2014. The revolving fleet funding facility of £4.8m is repayable in full by 31 December 2014. The £7.5m term loan is repayable in full by 31 December 2014. The term loans and mortgages may also be subject to earlier repayments by way of a cash sweep mechanism based upon defined formulae in the period to 31 December 2014.

 

The interest rates applicable to the revolving working capital and term loan facilities are 3.3% to 4.5% above LIBOR dependent on specific financial ratios. The fleet facility is subject to interest at 4.0% to 4.5% above LIBOR dependent upon specific financial ratios and the mortgage facilities are subject to interest at 4% above LIBOR. The combined bank facility is secured by a fixed and floating charge over the assets of the Group.

 

12            Obligations under finance leases

 

During the period the Group entered into new finance leases with a principal value of £7.7m and made principal repayments of existing finance leases of £19.3m.

 

13            Share capital and share premium account

 

There were no changes in the share capital or share premium account during the period.

 

14            Cash flow information

 



Audited

30 June

2012

£'000

Cash flow

£'000

Other non-cash changes

£'000

Decrease/

(increase) in net debt

£'000

Unaudited

31 December

2012

£'000

Analysis and reconciliation of net debt












Net cash and cash equivalents

2,082

2,402

-

2,402

4,484

Debt due within one year

(3,648)

1,216

(2,560)

(1,344)

(4,992)

Debt due after more than one year

(71,283)

(128)

2,560

2,432

(68,851)

Unamortised loan issue costs

1,390

951

(480)

471

1,861


(73,541)

2,039

(480)

1,559

(71,982)

Finance leases

(39,367)

17,759

(6,155)

11,604

(27,763)


(112,908)

19,798

(6,635)

13,163

(99,745)







Net debt

(110,826)

22,200

(6,635)

15,565

(95,261)

 

 



Audited

30 June

2011

£'000

Cash flow

£'000

Other non-cash changes

£'000

Decrease/

(increase) in net debt

£'000

Unaudited

31 December

2011

£'000

Analysis and reconciliation of net debt












Net cash and cash equivalents

91

1,631

-

1,631

1,722

Debt due within one year


(78,744)

1,000

(211)

789

(77,955)

Debt due after more than one year


-

(68)

68

-

-

Unamortised loan issue costs


-

750

(68)

684

684



(78,744)

1,682

(209)

1,473

(77,271)

Finance leases


(55,026)

13,561

(15,388)

(1,827)

(56,853)



(133,770)

15,243

(15,597)

(354)

(134,124)








Net debt


(133,679)

16,874

(15,597)

1,277

(132,402)


 

15            Approval of Interim Financial Statements

 

The Interim Financial Statements were approved by the Board of Directors on 28 February 2013.

 

Signed

 

 

 

 

 

 

 

Martin Ward                                                                                       Stephen Oakley

Chief Executive Officer                                                                   Chief Financial Officer



 

 

Independent Review Report to Helphire Group plc

 

Introduction

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 31 December 2012 which comprises the condensed consolidated income statement, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of changes in equity, the condensed consolidated statement of financial position, the condensed consolidated statement of cash flows and the related explanatory notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

This report is made solely to the company in accordance with the terms of our engagement to assist the company in meeting the requirements of the Disclosure and Transparency Rules ("the DTR") of the UK's Financial Services Authority ("the UK FSA"). Our review has been undertaken so that we might state to the company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company for our review work, for this report, or for the conclusions we have reached.

 

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the DTR of the UK FSA.

 

The annual financial statements of the group are prepared in accordance with IFRSs as adopted by the EU. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

 

Our responsibility

Our responsibility is to express to the company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

 

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board for use in the UK. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 31 December 2012 is not prepared, in all material respects, in accordance with IAS 34 as adopted by the EU and the DTR of the UK FSA.

 

 

 

 

 

Andrew Campbell-Orde

for and on behalf of KPMG Audit Plc

 

Chartered Accountants

100 Temple Street, Bristol, BS1 6AG, United Kingdom

28 February 2013

 



 

 

Responsibility Statement of the Directors in respect of the half-yearly Financial Report

 

We confirm that to the best of our knowledge:

 

·      the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU;

 

·      the Interim Management Report includes a fair review of the information required by:

 

(a) DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the condensed set of financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

 

(b) DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last Annual Report that could do so.

 

 

 

 

 

Martin Ward                                                                             Stephen Oakley

Chief Executive Officer                                                            Chief Financial Officer

 

28 February 2013                                                                    

 


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