7 Jun 2018 07:56
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Impax Asset Management Group plc
Interim results to 31 March 2018
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London, 7 June 2018 - Impax Asset Management Group plc ("Impax" or the "Company"), the specialist investor focused on a more sustainable global economy, today announces interim results for the six months to 31 March 2018 (the "Period").
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Ian Simm, Chief Executive, commented:
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"I am pleased to report on aΒ successful first half of the year. Alongside robust investment performance and net inflows of Β£1 billion, we completed the acquisition of Pax World Management LLC ("Pax"), further extending our investment management capabilities and client base in North America.
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The Company's strong financial results support a 57% increase in the interim dividend to 1.1Β pence per share. In addition, following the realisation of carried interest proceeds from Impax's second private equity infrastructure fund, the board has declared a special dividend of 2.6 pence per share.
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As asset owners around the world seek higher levels of exposure to the companies leading the transition to a more sustainable economy, Impax remains well placed for further profitable growth."
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H1 business highlights
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Β· Completion of the acquisition of Pax1
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Β· AUM2Β increased 51% to Β£11.0 billion; Β£2.9 billion attributable to Pax World Funds, increasing to Β£11.8 billion as at 31 May 2018
Β· Total net inflows of over Β£1 billion, predominantly from clients in continental Europe and North America
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Β· Final close of Impax's third private equity infrastructure fund with assets of β¬357million
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H1 financial highlights
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Β· Interim dividend increased by 57% to 1.1 pence per share
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Β· Special dividend of 2.6 pence per share payable as result of outstanding performance of second private equity infrastructure fund.
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Β· Revenue: Β£25.7 million3 (H1, 2017: Β£13.9m)
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Β· Profit before tax: Β£5.5 million (H1, 2017: Β£2.4m)
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Β· Adjusted earnings per share: 4.83p (H1, 2017: 1.94p)
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The presentation for shareholders and analysts will be available to view on the Company's website later this morning: https://www.impaxam.com/investor-relations/reports-and-presentations
The information communicated in this announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.
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Enquiries:
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Ian Simm Tel: + 44 (0) 20 3912 3000 (switchboard)
Chief Executive
Impax Asset Management Group plc
www.impaxam.com
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Montfort Communications Tel: + 44 (0) 20 3514 0897
Gay Collins, Rory King, Email:impax@montfort.london
Toto Reissland-Burghart, Louis Supple
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Anne Gilding Tel: +44 (0) 20 3912 3000 (switchboard)
Head of Communications Tel: +44 (0) 20 3912 3126 (direct)
Impax Asset Management Group plc Tel: +44 (0) 7881 249612 (mobile)
www.impaxam.com Email: a.gilding@impaxam.com
Guy Wiehahn or Rishi Shah Tel: +44 (0) 20 7418 8900Nominated AdviserPeel Hunt LLP
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LEI number: 213800AJDNW4S2B7E680
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1 Pax World Management LLC now renamed Impax Asset Management LLC.
2 Assets under Management and Advice (assets under advice approximately 3% total AUM as at 31 March 2018).
3 For details of Impax Asset Management LLC contribution see Note 5.
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Chief Executive's statement
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As we celebrate our twentieth anniversary year, I am pleased to report that Impax Asset Management Group plc ("Impax" or the "Company") has delivered strong results for theΒ sixΒ monthsΒ toΒ 31Β MarchΒ 2018Β (theΒ "Period"),Β reflectingΒ the receipt of over Β£1 billion of new client money and the successful closing on 18 January of the acquisition of Pax World Management LLC ("Pax" or "Impax LLC"), which is based in Portsmouth, NewΒ Hampshire.
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During the Period, the volatility of global equity markets and currencies increased significantly, with political uncertainty in several regions exacerbating investor fears about trade wars and the negative consequences of rising interest rates. However, the companies in which Impax invests generally proved resilient and our investment strategies have delivered robust performance.
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At Period end, the combined assets under management and advice ("Impax AUM") of the integrated Company was Β£11,035 million, comprising Β£8,116 million in the Impax businessΒ pre-acquisitionΒ ("ImpaxΒ Ltd")Β andΒ Β£2,919Β millionΒ in ImpaxΒ LLC.Β ForΒ comparison,Β theΒ AUMΒ ofΒ ImpaxΒ LtdΒ was Β£5,711 million on 31 March 2017 and Β£7,261 million on 30 September 2017. On 31 May 2018, Impax AUM was Β£11.8 billion.
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THE SHIFT TO A MORE SUSTAINABLE GLOBAL ECONOMYΒWe are observing an unmistakable shift towards a more sustainable global economy, driven by new technologies, stricterΒ regulation,Β socialΒ factorsΒ andΒ consumerΒ preferences, which is producing many compelling, long-term investment opportunities. For example, environmental regulation to fight air pollution is accelerating the transition to hybrid and electricΒ vehiclesΒ ("EVs"),Β withΒ worldwideΒ EVΒ salesΒ projected to rise from approximately one million vehicles in 2018 to over fifty million by 20251. The food industry is also undergoing a significant shift as many companies innovate in response to consumer demand for more natural, better quality, nutritious ingredients. In healthcare the expansion of personalised medical care is underpinned by the development of sophisticated diagnostic tools, for example, to identify the onset and deliver the best treatmentΒ for type 2 diabetes, where by 20402 the number of sufferers worldwide is set to increase by more than 50 per cent.
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Against a backdrop of a rapidly expanding set of investment opportunities, the acquisition of Pax extends our investment capability in new asset classes, including fixed income and smart beta. In time, we expect to launch one or more additional Pax World Funds based on London-managed strategies as well as new investment products for the European institutional and wealth management markets based on strategies managed in Portsmouth, New Hampshire.
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1 Bloomberg/BNEF
2 World Health Organisation
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As noted in our previous Annual Report, Impax was one of the first signatories to the Financial Stability Board's Task Force on Climate-related Financial Disclosures ("TCFD"). In addition to helping our clients navigate the risks and opportunitiesΒ linkedΒ toΒ climateΒ change,Β weΒ areΒ committedΒ to deepening our dialogue with the companies in which we invest to encourage improved transparency. Over the long term we believe that better disclosure will enable investors toΒ assessΒ riskΒ moreΒ effectively,Β makeΒ marketsΒ moreΒ efficient and the economy more stable and resilient. We are also following TCFD guidelines to enhance our own corporate reporting.
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INVESTMENT PERFORMANCEOver the Period, most of our thematic environmental and resource efficiency strategies outperformed their sector benchmarks while slightly lagging the MSCI All Country World Index (the "ACWI"). Our global equity strategy maintained its strong performance and has on average beaten the ACWI by 300 basis points (annualised) since inception in January 2015.
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The Pax World Funds have, for the most part, delivered returns within a few basis points of peers and benchmark indices, with the best performers being Large Cap, ESG Beta Quality and the Global Women's Leadership funds.
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REAL ASSETSOur second renewable energy infrastructure fund, Impax New Energy Investors II ("NEF II") has recently signed or closed exits to realise over 95 per cent of the total value of the portfolio. Recent asset sales include an Italian solar photovoltaic business, another tranche of our French onshoreΒ windΒ developmentΒ andΒ anΒ IrishΒ windΒ farm.Β NEFΒ IIΒ is on track to deliver strong overall returns toΒ investors.
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As a result of NEFII's strong returns and successful asset sales,Β ImpaxΒ receivedΒ Β£3.2Β millionΒ (netΒ ofΒ bonusΒ andΒ tax)Β of carriedΒ interestΒ paymentsΒ inΒ MayΒ 2018,Β withΒ theΒ potentialΒ for additional payments over the next 18Β months.
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OurΒ thirdΒ fund,Β ImpaxΒ NewΒ EnergyΒ InvestorsΒ IIIΒ ("NEFIII") heldΒ itsΒ finalΒ closeΒ onΒ 31Β MayΒ 2018,Β withΒ totalΒ assetsΒ of β¬357 million1. The Fund has already made investments in Germany,Β FranceΒ andΒ Norway,Β forΒ whichΒ weΒ expectΒ toΒ draw down capital over the next two to threeΒ years.
1Β Includes amounts committed by co-investors
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FUND FLOWS AND DISTRIBUTIONThe Company continues to see significant interest from investors around the world, particularly in Continental Europe and North America, where asset owners and their consultants are increasingly looking for authentic investment solutions to pursue opportunities and manage risks associated with the transition to a more sustainable economy.Β OverΒ theΒ PeriodΒ theΒ CompanyΒ receivedΒ inΒ excess ofΒ Β£1Β billionΒ ofΒ netΒ inflows,Β inΒ additionΒ toΒ theΒ assetsΒ managed byΒ ImpaxΒ LLC;Β ImpaxΒ LtdΒ hasΒ nowΒ receivedΒ netΒ inflowsΒ over ten consecutive quarters. The breakdown of flows is detailed in the table on the next page.
FINANCIAL RESULTS FOR THE PERIODIn our financial statements we consolidate the financial results of Impax LLC for the months from the date the acquisitionΒ completedΒ (18Β JanuaryΒ 2018).Β RevenueΒ forΒ theΒ six monthsΒ toΒ 31Β MarchΒ 2018Β wasΒ Β£25.7Β millionΒ (H1Β 2017:Β Β£13.9 million; H2 2017: Β£18.8 million) which for the first time included revenue from Impax LLC which contributed Β£4.5 million.Β OverΒ theΒ Period,Β ImpaxΒ LtdΒ revenueΒ increasedΒ by Β£2.5 million versus H2 2017, mainly due to higher AUM from strong inflows to the listed equity business.
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Last year, in order to facilitate comparison of performance with previous time periods and to provide for an appropriate comparison with peers, the Board encouraged shareholders to focus on operating earnings, profit before tax and earnings per share after adjustment for the accounting treatment of National Insurance costs arising from historical share awards. For similar reasons, the Board recommends further adjustments, principally the elimination of the one-off acquisition costs of Impax LLC, and the amortization of the intangible asset arising from the acquisition. Reconciliation of the adjusted amounts to the IFRS reported amounts are shown in note 4.
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AdjustedΒ operatingΒ profitΒ forΒ theΒ periodΒ wasΒ Β£7.7Β million,Β (H1 2017:Β Β£3.6Β million;Β H2Β 2017:Β Β£5.7Β million),Β ofΒ whichΒ ImpaxΒ LLC contributedΒ Β£1.0Β million.Β TheΒ ImpaxΒ LtdΒ revenueΒ increaseΒ was mainly offset by increased profit-related remuneration and increased operating costs to support the growth in the business.
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Adjusted profit before tax of Β£7.4 million, (H1 2017: Β£3.0 million;Β H2Β 2017:Β Β£5.7Β million)Β andΒ adjustedΒ dilutedΒ earnings perΒ shareΒ ofΒ 4.83Β penceΒ (H1Β 2017Β 1.94Β pence;Β H2Β 2017:Β 3.94 pence), benefited from the increased adjusted operating profit,Β offsetΒ byΒ interestΒ payableΒ onΒ theΒ newΒ debtΒ facility. On an IFRS basis, profit before tax was Β£5.5 million (H1 2017: Β£2.4Β million,Β H2Β 2017:Β Β£3.5Β million)Β andΒ dilutedΒ earningsΒ per shareΒ wasΒ 3.45Β penceΒ (H1Β 2017:Β 2.11Β pence,Β H2Β 2017: 4.13 pence).
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DIVIDENDSAt the Annual General Meeting on 2 March 2018, shareholders approved payment of a dividend of 2.2 pence per share, taking the total dividend for the year ended 30 September 2017 to 2.9 pence per share (2016: 2.1 pence).
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The Board is declaring an interim dividend for the Period of 1.1 pence per share (2017: 0.7 pence). This will be paid on 20 July 2018 to Ordinary Shareholders on the shareholder register at the close of business on 15 June 2018.
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In addition, in the light of the carried interest received as a result of the strong performance of NEFII, the Board is declaringΒ aΒ specialΒ dividendΒ ofΒ 2.6Β penceΒ perΒ share.Β ThisΒ will be paid at the same time as the interim dividend to ordinary shareholders on the shareholder register of the close of business on 15 JuneΒ 2018.
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The Company operates a dividend reinvestment plan ("DRIP"). The final date for receipt of elections under the DRIP will be 29 June 2018. For further information and to register and elect for this facility, please visit www.signalshares.com andΒ searchΒ forΒ informationΒ relatedΒ to theΒ Company.
Β INTEGRATION AND STAFFIn line with plans agreed before completing the Pax acquisition, we have made good progress on the integration of the back and middle offices of the businesses and on the sharing of research and analytical information between the investment teams. We have also established management structures to ensure effective communication between, and collaboration across, the sales and marketing teams.
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Following the acquisition, the Company now has a total of 141Β staff,Β withΒ 80Β basedΒ inΒ theΒ UK,Β 59Β inΒ theΒ USΒ (ofΒ whomΒ 52 workΒ forΒ ImpaxΒ LLC)Β andΒ twoΒ investmentΒ managersΒ inΒ Hong Kong.Β AsΒ theΒ CompanyΒ expands,Β weΒ expectΒ toΒ makeΒ aΒ small number of additional hires to support the business in an increasingly complex regulatory environment and to continue to deliver the highest standards of marketing, communications, client service andΒ reporting.
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| AUM MOVEMENT FOR SIX MONTHS TO 31 MARCH 2018 Β | |||||
Impax Ltd | Impax LLC | ||||
Fixed income, | |||||
Thematic equity funds | Real asset1 funds | smart, beta, US equity funds | Β Reconciliation2 | Β Total firm | |
AUM movement to 31 March 2018 | Β£m | Β£m | Β£m | Β£m | Β£m |
Total AUM at 30 September 2017 | 6,788 | 473 | - | - | 7,261 |
Impax LLC acquisition (AUM as at 19 January 2018) | - | - | 3,474 | (459) | 3,015 |
Net flows | 1,007 | 10 | 30 | (44) | 1,003 |
Market movement, foreign exchange and performance | (160) | (2) | (105) | 24 | (243) |
Total AUM at 31 March 2018 | 7,635 | 481 | 3,398 | (479) | 11,035 |
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1Β Real assets comprise private equity and property funds
2Β Avoidance of double count of Pax World Global Environmental Markets Fund
Β SHARE MANAGEMENTAs part of the initial consideration for the acquisition of Pax, the Company issued 2,665,989 Ordinary Shares to the selling shareholders at a price of 170.19 pence. Following this issuance, the Company has a total of 130,415,087 shares in issue.
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The Board intends to continue to recommend that the Employee Benefit Trust ("EBT") buys the Company's shares from time to time in the open market. Shares purchased may be used to satisfy obligations to employees for share-based awards, thus reducing the requirement for the Company to issue new shares. During the Period the EBT did not buy any shares; however, in April 2018, after the end of the Period, the EBT purchased 950,000 shares, at an average price of 159.5 pence, in order to match awards with such purchases. The EBT is funded by the Company.
ΒAlso after the end of the Period, the Company announced the launch of an HMRC approved Share Incentive Plan ("SIP") for all eligible UK employees. This facility will allow staff to acquire Ordinary Shares in the Company in a tax-effective way, which will further align the interests of our staff and shareholders.
OUTLOOKSince Impax was founded in 1998, the Company's distinctive investment philosophy has enabled us to develop a number of scalable investment strategies that have produced attractive levels of financial return to clients around the world.
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As asset owners around the world become aware of the investment opportunities we have identified, our services are attracting increasing levels of attention, while our long track record and stable team provide us with a strong competitive edge. The Board is optimistic that the Company will continue to deliver good returns for our shareholders in the coming years.
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Ian Simm
6 June 2018
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Condensed consolidated income statement Β | Β | ||||
For the six months ended 31 March 2018 Β | Β | ||||
Note | Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 Β | Β | |
Revenue | 25,680 | 13,948 | 32,694 | ||
Operating costs | (19,932) | (11,016) | (26,461) | ||
Fair value gains/(losses) and other financial income/(expense) | 6 | 28 | (325) | (141) | |
Interest payable | (251) | - | - | ||
Non-controlling interest | 21 | - | - | ||
Change in third party interests in consolidated funds | 7 | (30) | (163) | (239) | |
Profit before taxation | 5,516 | 2,444 | 5,853 | ||
Taxation | 8 | (1,081) | 77 | 1,814 | |
Profit after taxation | 4,435 | 2,521 | 7,667 | ||
Basic earnings per share 9 | 3.56p | 2.15p | 6.48p | ||
Diluted earnings per share 9 | 3.45p | 2.11p | 6.24p | ||
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Condensed consolidated statement of comprehensive income Β | |||
For the six months ended 31 March 2018 | |||
Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 Β | |
Profit for the period | 4,435 | 2,521 | 7,667 |
Change in value of cash flow hedges | 24 | 115 | 157 |
Tax on change in value of cash flow hedges | (5) | (22) | (25) |
Tax credit on long-term incentive schemes | 530 | 348 | 2,540 |
Exchange differences on translation of foreign operations | 60 | 58 | (44) |
Total other comprehensive income | 609 | 499 | 2,628 |
Total comprehensive income for the period attributable to equity holders of the parent | 5,044 | 3,020 | 10,295 |
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All profit for the period is derived from continuing operations.
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Adjusted numbers are provided in noteΒ 4.
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Condensed consolidated statement of financial position | ||||
As at 31 March 2018 | ||||
Note Β | Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 | |
Assets | ||||
Non-current assets | ||||
Goodwill | 3 | 13,347 | 1,681 | 1,681 |
Intangible assets | 3 | 24,775 | 31 | 17 |
Property, plant and equipment | 1,849 | 115 | 461 | |
Investments | 3 | 13 | 3 | |
Deferred tax asset | 1,423 | - | 1,947 | |
41,397 | 1,840 | 4,109 | ||
Current assets | ||||
Trade and other receivables | 15,288 | 7,641 | 11,732 | |
Investments | 11 | 8,326 | 15,550 | 13,010 |
Current tax asset | 2,927 | - | 2,720 | |
Cash invested in money market funds and long-term deposit accounts | 12 | 4,204 | 10,623 | 7,780 |
Cash and cash equivalents | 12 | 5,434 | 2,664 | 12,932 |
36,179 | 36,478 | 48,174 | ||
Total assets | 77,576 | 38,318 | 52,283 | |
Equity and liabilities | ||||
Equity | ||||
Ordinary shares | 1,304 | 1,277 | 1,277 | |
Share premium | 9,291 | 4,093 | 4,093 | |
Exchange translation reserve | (138) | (96) | (198) | |
Hedging reserve | 35 | (23) | 16 | |
Retained earnings | 36,399 | 23,114 | 30,456 | |
Equity attributable to owners of the Company | 46,891 | 28,365 | 35,644 | |
Non-controlling interests | 914 | - | - | |
Total equity | 47,805 | 28,365 | 35,644 | |
Current liabilities | ||||
Trade and other payables | 17,971 | 4,230 | 11,282 | |
Loans | 13 | 3,078 | - | - |
Third party interests in consolidated funds | 77 | 4,321 | 4,846 | |
Current tax liability | 192 | 977 | 180 | |
21,318 | 9,528 | 16,308 | ||
Non-current liabilities | ||||
Accruals | 347 | 264 | 331 | |
Loans | 13 | 8,083 | - | - |
Deferred tax liability | 23 | 161 | - | |
8,453 | 425 | 331 | ||
Total liabilities | 29,771 | 9,953 | 16,639 | |
Total equity and liabilities | 77,576 | 38,318 | 52,283 | |
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Condensed consolidated statement of changes in equity For the six months ended 31 March 2018 Β | ||||||
Β Β Share capital | Β Share premium | Exchange translation reserve | Β Hedging reserve | Β Retained earnings | Β Β Total | |
Β£000 | Β£000 | Β£000 | Β£000 | Β£000 | Β£000 | |
As at 1 October 2016 | 1,277 | 4,093 | (154) | (116) | 21,645 | 26,745 |
Transactions with owners | ||||||
Dividends paid | - | - | - | - | (1,856) | (1,856) |
Cash received on option exercises | - | - | - | - | (948) | (948) |
Award of shares on option exercises | - | - | - | - | 1,041 | 1,041 |
Long-term incentive scheme charge | - | - | - | - | 363 | 363 |
- | - | - | - | (1,400) | (1,400) | |
Profit for the period | - | - | - | - | 2,521 | 2,521 |
Other comprehensive income | ||||||
Cash flow hedge | - | - | - | 115 | - | 115 |
Tax on cash flow hedge | - | - | - | (22) | - | (22) |
Tax credit on long-term incentive schemes | 348 | 348 | ||||
Exchange differences on translation of foreign operations | - | - | 58 | - | 58 | |
- | - | 58 | 93 | 348 | 499 | |
As at 31 March 2017 | 1,277 | 4,093 | (96) | (23) | 23,114 | 28,365 |
Transactions with owners | ||||||
Dividends paid | - | - | - | - | (816) | (816) |
Cash received on option exercises | - | - | - | - | (2) | (2) |
Award of shares on option exercises | - | - | - | - | 55 | 55 |
Long-term incentive scheme charge | - | - | - | - | 767 | 767 |
- | - | - | - | 4 | 4 | |
Profit for the period | - | - | - | - | 5,146 | 5,146 |
Other comprehensive income | ||||||
Cash flow hedge | - | - | - | 42 | - | 42 |
Tax on cash flow hedge | - | - | - | (3) | (3) | |
Tax credit on long-term incentive schemes | 2,192 | 2,192 | ||||
Exchange differences on translation of foreign operations | - | - | (102) | - | - | (102) |
- | - | (102) | 39 | 2,192 | 2,129 | |
As at 30 September 2017 | 1,277 | 4,093 | (198) | 16 | 30,456 | 35,644 |
Transactions with owners | ||||||
Shares issued | 27 | 5,198 | - | - | - | 5,225 |
Dividends paid | - | - | - | - | (2,752) | (2,752) |
Cash received on option exercises | - | - | - | - | 2,383 | 2,383 |
Management equity scheme - value assigned to | ||||||
preβacquisition service | - | - | - | - | 2,009 | 2,009 |
Long-term incentive scheme charge | - | - | - | - | 716 | 716 |
27 | 5,198 | - | - | 2,356 | 7,581 | |
Profit for the period | - | - | - | - | 4,435 | 4,435 |
Other comprehensive income | ||||||
Fair value of put option over non-controlling interest | - | - | - | - | (1,379) | (1,379) |
Cash flow hedge | - | - | - | 24 | - | 24 |
Tax on cash flow hedge | - | - | - | (5) | - | (5) |
Tax credit on long-term incentive schemes | - | - | - | - | 530 | 530 |
Exchange differences on translation of foreign operations | - | - | 60 | - | - | 60 |
- | - | 60 | 19 | (849) | (770) | |
As at 31 March 2018 | 1,304 | 9,291 | (138) | 35 | 36,399 | 46,891 |
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Β
Condensed consolidated statement of cash flows | ||||
For the six months ended 31 March 2018 Β | ||||
Note Β | Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 | |
Cash flows from operating activities: | ||||
Profit before taxation | 5,516 | 2,444 | 5,853 | |
Adjustments for: | ||||
Investment income | (154) | (213) | (464) | |
Interest paid | 251 | - | - | |
Depreciation and amortisation | 614 | 80 | 167 | |
Fair value (gains)/losses | (158) | 317 | 52 | |
Share-based payment charges | 716 | 363 | 1,130 | |
Charges related to legacy long-term incentive schemes | 553 | 242 | 653 | |
Change in third party interests in consolidated funds | 30 | 163 | 239 | |
Operating cash flows before movement in working capital | 7,368 | 3,396 | 7,630 | |
(Increase) in receivables | (105) | (217) | (4,271) | |
(Increase)/decrease in margin account | (57) | (17) | 75 | |
(Decrease)/Increase in payables | (4,518) | (1,372) | 4,950 | |
Cash generated from operations | 2,688 | 1,790 | 8,384 | |
Corporation tax paid | (209) | (1,351) | (3,070) | |
Net cash generated from operating activities | 2,479 | 439 | 5,314 | |
Investing activities: | ||||
Acquisition of new subsidiary, net of cash acquired | 3 | (24,459) | - | - |
Deconsolidation of investment fund | (255) | - | - | |
Investment income received | 154 | 213 | 639 | |
Settlement of investment related hedges | 140 | (1,274) | (1,460) | |
Net redemptions made to Impax by unconsolidated investment funds | 67 | - | 455 | |
Net investments made by consolidated funds | - | (2,002) | 658 | |
Decrease/(increase) in cash held by money market funds and longβterm deposit accounts | 3,576 | 2,268 | 5,111 | |
Acquisition of property plant and equipment and intangible assets | (1,480) | (57) | (367) | |
Net cash used by investment activities | (22,257) | (852) | 5,036 | |
Financing activities: | ||||
Proceeds from bank borrowings | 13 | 17,616 | - | - |
Repayment of bank borrowings | 13 | (6,183) | - | - |
Interest paid on bank borrowings | (71) | - | - | |
Dividends paid | 10 | (2,752) | (1,856) | (2,672) |
Acquisition of own shares | - | (948) | (950) | |
Cash received on exercise of Impax share options | 2,383 | 1,041 | 1,096 | |
Investments by third parties into consolidated funds | 20 | 2,034 | 2,482 | |
Net cash generated from/(used by) financing activities | 11,013 | 271 | (44) | |
Β Net (decrease)/increase in cash and cash equivalents | Β (8,765) | Β (142) | Β 10,306 | |
Cash and cash equivalents at the beginning of the period | 12,932 | 2,804 | 2,804 | |
Cash received into RPA accounts | 946 | - | - | |
Effect of foreign exchange rate changes | 321 | 2 | (178) | |
Cash and cash equivalents at the end of the period | 12 | 5,434 | 2,664 | 12,932 |
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Β
Notes to the condensed consolidated interim
financial statements
For the six months ended 31 March 2018
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1 BASIS OFΒ PREPARATIONThis interim report is unaudited and does not constitute statutory accounts within the meaning of Section 435 of the Companies Act 2006. These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted by the EU and the AIM rules. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the Group for the year ended 30 September 2017.
Β
TheΒ comparativeΒ figuresΒ forΒ theΒ financialΒ yearΒ endedΒ 30Β SeptemberΒ 2017Β areΒ notΒ theΒ Company'sΒ statutoryΒ accountsΒ forΒ that financial year. Those accounts, prepared in accordance with IFRS as adopted by the EU, have been reported on by the Company'sΒ auditorsΒ andΒ deliveredΒ toΒ CompaniesΒ House.Β TheΒ reportΒ ofΒ theΒ auditorsΒ wasΒ (i)Β unqualified;Β (ii)Β didΒ notΒ includeΒ a reference to matters to which the auditors drew attention by way of emphasis without qualifying their report; and (iii) did not contain a statement under Section 498 (2) or (3) of the Companies Act 2006. Copies of these accounts are available uponΒ requestΒ fromΒ theΒ Company'sΒ registeredΒ officeΒ atΒ SeventhΒ floor,Β 30Β PantonΒ St,Β LondonΒ SW1YΒ 4AJΒ orΒ atΒ theΒ Company's website:Β www.impaxam.com.
Β
TheΒ GroupΒ hasΒ appropriateΒ financialΒ resourcesΒ andΒ aΒ broadΒ rangeΒ ofΒ products.Β AsΒ aΒ consequenceΒ theΒ DirectorsΒ believeΒ the Group is well placed to manage its business risks in the context of the current economic outlook. The Directors therefore have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeableΒ futureΒ andΒ haveΒ continuedΒ toΒ adoptΒ theΒ goingΒ concernΒ basisΒ inΒ preparingΒ theseΒ interimΒ financialΒ statements.
Β
TheΒ accountingΒ policiesΒ appliedΒ byΒ theΒ GroupΒ inΒ theseΒ condensedΒ consolidatedΒ interimΒ financialΒ statementsΒ areΒ theΒ same asΒ thoseΒ appliedΒ byΒ theΒ GroupΒ inΒ itsΒ consolidatedΒ financialΒ statementsΒ forΒ theΒ yearΒ endedΒ 30Β SeptemberΒ 2017.Β Accounting policiesΒ inΒ respectΒ ofΒ theΒ acquisitionΒ madeΒ inΒ theΒ PeriodΒ areΒ describedΒ inΒ noteΒ 3.
2 ESTIMATESTheΒ preparationΒ ofΒ interimΒ financialΒ statementsΒ requiresΒ managementΒ toΒ makeΒ judgements,Β estimatesΒ andΒ assumptionsΒ that affectΒ theΒ applicationΒ ofΒ accountingΒ policiesΒ andΒ theΒ reportedΒ amountsΒ ofΒ assetsΒ andΒ liabilities,Β incomeΒ andΒ expense.Β Actual results may differ from theseΒ estimates.
Β
InΒ preparingΒ theseΒ condensedΒ consolidatedΒ interimΒ financialΒ statements,Β theΒ significantΒ judgementsΒ madeΒ byΒ management in applying the Group's accounting policies and the key sources of estimation uncertainty were: (i) judgements and estimates made in the valuation of acquired management contracts (see note 3) and in the determination of their useful economic lives; (ii) estimating the amount of contingent consideration that will be paid for the acquisition of Pax World Management LLC (see note 3) (iii) judgements and estimates made in determining the valuation of unlisted current asset investmentsΒ (seeΒ noteΒ 11);Β (iv)Β determiningΒ taxΒ payableΒ onΒ feesΒ receivedΒ fromΒ privateΒ equityΒ funds;Β andΒ (v)Β estimatingΒ theΒ size of shareβbased paymentΒ charges.
Β
3 ACQUISITION OF PAX WORLD MANAGEMENTΒ LLCOnΒ 18Β JanuaryΒ 2018,Β theΒ GroupΒ completedΒ theΒ acquisitionΒ ofΒ PaxΒ WorldΒ ManagementΒ LLCΒ ("Pax").Β PaxΒ isΒ aΒ recognised leaderΒ inΒ theΒ fieldΒ ofΒ sustainableΒ investingΒ inΒ theΒ UnitedΒ States.Β BasedΒ inΒ Portsmouth,Β NewΒ Hampshire,Β PaxΒ managesΒ 11 mutual funds and at the date of acquisition had assets under management of Β£3.5 billion. This business combination createsΒ scaleΒ forΒ theΒ Group'sΒ operationsΒ inΒ NorthΒ AmericaΒ andΒ broadensΒ theΒ rangeΒ ofΒ investmentΒ strategiesΒ theΒ Group offers clients, including fixed income and passiveΒ equity.
Β
Following completion of the acquisition Pax was renamed Impax Asset Management LLC ("Impax LLC").
Β
From the date of acquisition, Impax LLC has contributed Β£4,840,000 of revenue and Β£964,000 of the adjusted operating profit of the Group. If the acquisition had taken place at the beginning of the year, revenue for the Group would have been
Β£32,686,000 and the adjusted operating profit would have been Β£8,372,000.
Β
The Group has initially acquired a 83.3 per cent interest of Pax's membership interests from the selling shareholders (the "SellingΒ Shareholders")Β inΒ exchangeΒ forΒ cashΒ payableΒ onΒ theΒ acquisitionΒ dateΒ ofΒ US$37.1Β million,Β 2,665,989Β ImpaxΒ shares andΒ upΒ toΒ US$31.3mΒ ofΒ contingentΒ paymentsΒ ("ContingentΒ Consideration").Β Pax'sΒ managementΒ andΒ staffΒ shareholdersΒ (the "Management Shareholders"), representing the remaining 16.7 per cent of Pax's membership interests will retain their shareholdingΒ untilΒ 2021Β whenΒ ifΒ eitherΒ ImpaxΒ orΒ theΒ ManagementΒ ShareholdersΒ exerciseΒ aΒ putΒ andΒ callΒ optionΒ arrangement, theΒ GroupΒ wouldΒ acquireΒ theirΒ entireΒ holdingΒ forΒ US$8.3Β millionΒ andΒ upΒ toΒ US$6.3Β millionΒ ofΒ ContingentΒ Consideration.Β This wouldΒ beΒ paidΒ inΒ 2021Β inΒ ImpaxΒ equityΒ and/orΒ cash,Β asΒ theΒ GroupΒ elects.
Β
TheΒ cashΒ payableΒ onΒ acquisitionΒ wasΒ determinedΒ asΒ US$38.1Β millionΒ lessΒ US$1.0Β millionΒ ofΒ balanceΒ sheetΒ adjustmentsΒ for workingΒ capitalΒ andΒ transactionΒ costs.Β TheΒ numberΒ ofΒ GroupΒ sharesΒ issuedΒ toΒ theΒ SellingΒ ShareholdersΒ wasΒ determined usingΒ anΒ agreedΒ valueΒ ofΒ US$6.1Β million,Β theΒ 20βdayΒ averageΒ ofΒ theΒ Group'sΒ shareΒ priceΒ toΒ 12Β JanuaryΒ 2018Β beingΒ 170.19 penceΒ andΒ aΒ US$/GBPΒ exchangeΒ rateΒ ofΒ 0.7403.Β TheΒ fairΒ valueΒ ofΒ theseΒ sharesΒ usedΒ toΒ determineΒ theΒ totalΒ consideration in the table below ($5.2 million) was determined to be 196 pence, using the Group's midβmarket closing share price on 17 JanuaryΒ 2018.
Β
TheΒ ContingentΒ ConsiderationΒ willΒ beΒ determinedΒ basedΒ onΒ ImpaxΒ LLC'sΒ averageΒ AUMΒ asΒ atΒ 30Β JuneΒ 2020,Β 30Β September 2020Β andΒ 31Β DecemberΒ 2020Β andΒ willΒ riseΒ linearlyΒ fromΒ zero,Β ifΒ ImpaxΒ LLC'sΒ averageΒ AUMΒ isΒ notΒ moreΒ thanΒ US$5.5Β billion, toΒ US$37.5Β millionΒ forΒ theΒ entireΒ shareΒ capitalΒ ofΒ ImpaxΒ LLC,Β ifΒ ImpaxΒ LLC'sΒ averageΒ AUMΒ isΒ US$8Β billionΒ orΒ above.Β ToΒ the extent that Impax LLC has achieved these performance targets, based on Impax LLC's average AUM as at 31 December 2018, 31 March 2019 and 30 June 2019, up to US$8.3 million of Contingent Consideration will become payable to the SellingΒ ShareholdersΒ withinΒ 45Β daysΒ ofΒ 30Β JuneΒ 2019.Β TheΒ fairΒ valueΒ ofΒ theΒ ContingentΒ ConsiderationΒ payableΒ toΒ theΒ Selling ShareholdersΒ hasΒ beenΒ estimatedΒ asΒ US$5.8Β millionΒ atΒ theΒ acquisitionΒ date.Β AsΒ withΒ theΒ initialΒ consideration,Β settlementΒ of any Contingent Consideration payable to Impax LLC's Management Shareholders is expected to be made in 2021 in the Group'sΒ OrdinaryΒ SharesΒ atΒ theΒ shareΒ priceΒ prevailingΒ atΒ theΒ timeΒ andΒ orΒ inΒ cashΒ ifΒ theΒ GroupΒ soΒ elects.
Β
Prior to the acquisition, Management Shareholders acquired their stake in Impax LLC using loans provided by Impax LLC, with part of the distributions made by Impax LLC being used to repay the loan and interest. The shares were subject to certain restrictions linked to the employment of the individual. On acquisition the Group agreed to extend the period of these loans until 2021 in line with the put and call arrangements over the shares and have retained certain of the employment restrictions on the shares. The original arrangement is considered to be a shareβbased payment for the individuals which has been replaced by a new shareβbased payment in the Group's shares. The fair value of this equity scheme assigned to preβacquisition service is included as part of the consideration on acquisition and a charge for the new shareβbased payment award is included in the income statement over the period from acquisition to 31 December 2021, when the employment restriction over the shares ends.
Β
The acquisition has been accounted for using the acquisition method. These interim condensed consolidated financial statements include the results of Impax LLC for the 2.5βmonth period from the acquisition date.
Β
AnΒ analysisΒ ofΒ theΒ considerationΒ paid,Β theΒ recognisedΒ amountsΒ ofΒ assetΒ acquiredΒ andΒ liabilitiesΒ assumedΒ andΒ theΒ resulting goodwill is providedΒ below.
Β
Consideration | Β£000 |
Cash and cash equivalents | 26,775 |
Amounts receivable in respect of post-closing adjustments | (552) |
Group shares - 2,665,989 shares | 5,225 |
Contingent Consideration | 4,202 |
Valuation of management equity scheme assigned to preβacquisition service | 2,009 |
37,659 | |
Β Β Recognised amounts of identifiable assets acquired and liabilities assumed | Β Β Β£000 |
Assets Property, plant and equipment | Β 67 |
Intangible assets - management contracts | 25,669 |
Cash | 2,316 |
Trade receivables | 3,041 |
Total assets | 31,093 |
Liabilities Trade and other payables | Β (4,329) |
Total liabilities | (4,329) |
Total identifiable net assets at fair value | 26,764 |
Non-controlling interest | (981) |
Goodwill arising on acquisition (provisional) | 11,876 |
Total | 37,659 |
Β
Goodwill and intangible assetsThe goodwill recognised is primarily attributed to the expected synergies and other benefits from combining the assets and activities of Impax LLC with those of the Group and has been determined on a provisional basis.
Β
TheΒ intangibleΒ assetsΒ acquiredΒ onΒ acquisitionΒ representΒ investmentΒ managementΒ contracts.Β TheseΒ areΒ amortisedΒ overΒ an 11 yearΒ life.
Β
The acquired intangible assets and goodwill are deductible for US tax purposes.
Β
A reconciliation of the carrying amount of goodwill and intangible assets at the beginning and end of the reporting period is presented below:
Β
Intangible assets | Β Goodwill | |
Β£000 | Β£000 | |
At 1 October 2017 | 17 | 1,681 |
Additions | 29 | - |
Acquisition of Impax LLC | 25,669 | 11,876 |
Amortisation | (491) | - |
Foreign exchange movement | (449) | (210) |
At 31 March 2018 | 24,775 | 13,347 |
There were no brought forward impairment losses at 1 October 2017 or impairment charges during the period.
Β
Minority interestImpax LLC owns 51 per cent of Pax Ellevate Management LLC with the remaining shares being held by Ellevate Asset ManagementΒ LLCΒ ("EAM").Β EAMΒ hasΒ aΒ putΒ rightΒ toΒ sellΒ itsΒ PaxΒ EllevateΒ unitsΒ toΒ ImpaxΒ LLCΒ atΒ anyΒ time.Β AΒ liabilityΒ isΒ recorded forΒ theΒ valueΒ ofΒ thisΒ putΒ withinΒ tradeΒ andΒ otherΒ payablesΒ withΒ aΒ correspondingΒ chargeΒ toΒ equity.
Β
Transaction costsTransaction costs have been expensed in the income statement and are part of operating cash flows.
Β
ΒΒ£000 | |
Analysis of cash flows on acquisition | Β£000 |
Net cash acquired with the subsidiary | 2,316 |
Cash paid | (26,775) |
Net cash flow on acquisition | (24,459) |
4 ADJUSTED PROFITS AND EARNINGSΒ
The reported operating profit, profit before tax and earnings per share are substantially affected by nonβrecurring acquisition costs, business combination effects and other items. The Directors have therefore decided to report an adjusted operating profit, Adjusted profit before tax and adjusted earnings per share which exclude these items in order to enable comparison with peers and provide consistent measures of performance over time. A reconciliation of the adjusted amounts to the IFRS reported amounts is shown below.
Six months ended 31 March 2018 | Six months ended 31 March 2017 | |||||||
Adjustments | Adjustments | |||||||
Reported - IFRS Β£000 Β | Non-recurring acquisition costs Β£000 Β | Business combination effects Β£000 Β | Other Β£000 | Adjusted Β£000 Β | Reported - IFRS Β£000 Β | Other Β£000 Β | Adjusted Β£000 Β | |
Income statement Revenue Operating costs Acquisition costs Amortisation of intangibles arising on acquisition (see note 3) Acquisition equity incentive scheme charges (see note 3) Markβtoβmarket charge on equity awards | Β 25,680 (19,932) | Β Β Β 847 | Β Β Β 484 Β Β 97 | Β Β Β Β Β Β Β Β 552 | Β 25,680 (17,952) | Β 13,948 (11,016) | Β Β Β Β Β Β Β Β 704 | Β 13,948 (10,312) |
Operating profit Fair value (losses)/gains on investments and other financial (expense)/income Interest expense Non-controlling interest Change in third party consolidated funds | 5,748 28 Β Β (251) 21 (30) | 847 | 581 | 552 (105) | 7,728 (77) Β Β (251) 21 (30) | 2,932 (325) Β Β Β (163) | 704 (112) | 3,636 (437) Β Β Β (163) |
Profit before taxation Taxation Tax credit on adjustments | 5,516 (1,081) | 847 Β (120) | 581 | 447 Β (85) | 7,391 (1,286) | 2,444 77 | 592 Β (778) | 3,036 (701) |
Profit after taxation | 4,435 | 727 | 581 | 362 | 6,105 | 2,521 | (186) | 2,335 |
Statement of comprehensive income Profit for the year Change in valuation of cash flow hedges net of tax Tax credit on long-term incentive schemes Exchange differences on translation of foreign operations | Β Β 4,435 19 Β 530 Β 60 | Β Β 727 | Β Β 581 | Β Β 362 Β (530) | Β Β 6,105 19 Β - Β 60 | Β Β 2,521 93 Β 348 Β 58 | Β Β (186) Β Β (348) | Β Β 2,335 93 Β - Β 58 |
Total comprehensive income | 5,044 | 727 | 581 | (168) | 6,184 | 3,020 | (534) | 2,486 |
Diluted earnings per share | 3.45p | 0.60p | 0.48p | 0.30p | 4.83p | 2.11p | (0.17p) | 1.94p |
Β
The adjusted diluted earnings per share is calculated using the adjusted profit after taxation shown above with a further adjustmentΒ forΒ profitΒ attributableΒ toΒ ownersΒ ofΒ restrictedΒ sharesΒ ofΒ Β£287,000Β (seeΒ noteΒ 9).Β TheΒ dilutedΒ numberΒ ofΒ sharesΒ is theΒ sameΒ asΒ usedΒ forΒ theΒ IFRSΒ calculationΒ ofΒ earningsΒ perΒ shareΒ (seeΒ noteΒ 9).
Β
The same adjustments, where relevant, and an adjustment to eliminate oneβ off tax credits for private equity income has been made for the year ended 30 September 2017 to give adjusted operating profit of Β£9,329,000, adjusted profit before tax of Β£8,735,000 and adjusted earnings per share of 5.88 pence.
Β
Mark-to-market charge on equity incentive awardsThe Group has awarded employees in prior years and the current period, options over the Group's shares, some of which areΒ eitherΒ unvestedΒ orΒ unexercisedΒ atΒ theΒ balanceΒ sheetΒ date.Β TheΒ GroupΒ hasΒ alsoΒ madeΒ awardsΒ ofΒ restrictedΒ sharesΒ ("RSS awards") the majority of which have not vested at the balance sheet date. Employer's National Insurance Contributions ("NIC") are payable on the option awards when they are exercised and on the RSS awards when they vest, based on the valuation of the underlying shares at that point. The Group does however receive a corporation tax credit equal to the value of the awards at the date they are exercised (options) or vest (RSS awards). A charge is accrued for the NIC within IFRS operating profit based on the share price at the balance sheet date. Similarly a credit for the corporation tax is accruedΒ withinΒ theΒ IFRSΒ taxΒ chargeΒ andΒ whereΒ theΒ corporationΒ taxΒ creditΒ isΒ largerΒ thanΒ theΒ associatedΒ shareβbasedΒ payment charge within other comprehensiveΒ income.
Β
Additional retention payments are made to holders of vested legacy LTIP awards ("LTIP") when they are exercised. The payment will be equal to the corporation tax benefit the Group receives on the exercise of the options minus the amount of NIC payable on exercise. This charge is accrued based on the share price at the balance sheet date.
Β
These charges vary based on the Group's share price (together referred to as markβtoβmarket charge on equity awards) andΒ areΒ notΒ linkedΒ toΒ theΒ operatingΒ performanceΒ ofΒ theΒ Group.Β TheyΒ areΒ thereforeΒ eliminatedΒ whenΒ reportingΒ adjustedΒ profit.
5 SEGMENT INFORMATION
The Group's reportable segments have been identified in accordance with the way in which the Group is structured and managed. IFRS 8 "Operating Segments" requires that the information presented in the financial statements is based on information provided to the "Chief Operating Decision Maker". The Chief Operating Decision Maker for the Group is the Chief Executive.
Β
The Group's reportable segments are as follows:
Impax Ltd
ImpaxΒ LtdΒ representΒ theΒ Group'sΒ businessΒ priorΒ toΒ theΒ acquisitionΒ ofΒ ImpaxΒ LLC.Β ItΒ managesΒ andΒ advisesΒ listedΒ equityΒ and private equity funds andΒ accounts.
Impax LLC
Following acquisition Impax LLC has operated as a separate segment managing the Pax World Funds.
Β
The following tables present revenue and profit information for the Group's operating segments for the six months ended 31 March 2018.
Β
Six months ended 31 March 2018 | Β Β Impax Ltd | Β Β Impax LLC | Β Β Adjustments | Β Β Consolidated |
Β£000 | Β£000 | Β£000 | Β£000 | |
Revenue External customers | Β 20,840 | Β 4,840 | Β - | Β 25,680 |
Inter-segment | 376 | - | (376) | - |
Total revenue | 21,216 | 4,840 | (376) | 25,680 |
Segment profit - adjusted operating profit | 6,764 | 964 | - | 7,728 |
Β
ForΒ theΒ sixΒ monthsΒ endedΒ 31Β MarchΒ 2017Β thereΒ wasΒ onlyΒ oneΒ segmentΒ beingΒ ImpaxΒ Ltd. SegmentΒ profitΒ isΒ statedΒ atΒ theΒ adjustedΒ operatingΒ profitΒ levelΒ asΒ shownΒ inΒ noteΒ 4.
6 FAIR VALUE GAINS/(LOSSES) AND OTHER FINANCIALΒ INCOME/EXPENSEFairΒ valueΒ gains/(losses)Β includeΒ thoseΒ arisingΒ onΒ revaluationΒ ofΒ listedΒ andΒ unlistedΒ investmentsΒ heldΒ byΒ theΒ GroupΒ including those held by the Group's consolidated funds (see note 11) and any gains or losses arising on related hedge instruments heldΒ byΒ theΒ Group.Β OtherΒ financialΒ incomeΒ includesΒ foreignΒ exchangeΒ gainsΒ orΒ lossesΒ andΒ investmentΒ income.
7 CHANGE IN THIRD PARTY INTEREST IN CONSOLIDATEDΒ FUNDSThisΒ chargeΒ removesΒ theΒ fairΒ valueΒ gainsΒ orΒ losses,Β otherΒ operatingΒ costsΒ andΒ investmentΒ incomeΒ recordedΒ inΒ theΒ Group's consolidatedΒ fundsΒ (seeΒ noteΒ 11)Β whichΒ areΒ attributableΒ toΒ thirdΒ partyΒ investorsΒ inΒ theΒ funds.
8 TAXATIONTheΒ taxΒ rateΒ forΒ theΒ periodΒ isΒ higherΒ thanΒ theΒ standardΒ rateΒ ofΒ corporationΒ taxΒ inΒ theΒ UKΒ forΒ theΒ periodΒ (19Β perΒ cent). The differences are explainedΒ below:
Β
Β
Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 | |
Profit before tax | 5,516 | 2,444 | 5,853 |
Tax charge at 19 per cent, 19.5 per cent, 19.5 per cent | 1,048 | 477 | 1,141 |
Effects of: | |||
Non-deductible expenses and charges | 62 | 2 | 200 |
Decrease/(increase) in value of deductions re share awards from share price decreases/increases | - | (663) | (462) |
Non-taxable income | - | - | (475) |
Adjustment in respect of prior years | (99) | 41 | (2,413) |
Change in tax rates | - | - | 12 |
Effect of higher tax rates in foreign jurisdictions | 70 | 66 | 183 |
Total income tax expense | 1,081 | (77) | (1,814) |
Β
9 EARNINGS PER SHARE
Β
Β
Β
Earnings for the period Β£'000 | Shares '000 Β | Earnings per share Β | |
Six months ended 31 March 2018 | |||
Basic | 4,148 | 116,612 | 3.56p |
Diluted | 4,148 | 120,374 | 3.45p |
Six months ended 31 March 2017 | |||
Basic | 2,380 | 110,904 | 2.15p |
Diluted | 2,380 | 113,048 | 2.11p |
Year ended 30 September 2017 | |||
Basic | 7,206 | 111,251 | 6.48p |
Diluted | 7,206 | 115,397 | 6.24p |
Β
Earnings are reduced by Β£287,000 for the six months ending 31 March 2018 (31 March 2017: Β£141,000; 30 September 2017:
Β£461,000)Β forΒ basicΒ andΒ dilutedΒ earningsΒ perΒ sharesΒ toΒ reflectΒ theΒ profitΒ attributableΒ toΒ holdersΒ ofΒ restrictedΒ shares,Β which are treated as contingently returnableΒ shares.
Β
The weighted average number of shares is calculated as shown in the table below.
Β
Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 | |
Issued share capital | 130,415 | 127,749 | 127,749 |
Less own shares held | (13,803) | (16,845) | (16,498) |
Weighted average number of Ordinary Shares used in the calculation of basic EPS | 116,612 | 110,904 | 111,251 |
Additional dilutive shares re share options | 5,941 | 10,630 | 10,495 |
Adjustment to reflect option exercise proceeds and future service from employees receiving | |||
awards/shares | (2,179) | (8,486) | (6,349) |
Weighted average number of Ordinary Shares used in the calculation of diluted earnings per share | 120,374 | 113,048 | 115,397 |
Β
The basic earnings per share for all periods shown includes vested LTIP options on the basis that these have an inconsequential exercise price (1 pence or 0 pence). As described in note 3 the Group has an agreement with Management Shareholders of Impax LLC under which it can acquire their shares in Impax LLC in exchange for Group shares. This arrangement is not currently dilutive.
Β
Restricted stock units were also issued to Impax LLC staff and management which have a threeβyear vesting period from the date of acquisition and a further twoβyear restriction on the holders' ability to sell the vested awards. The value of the Impax shares received is determined by reference to the Impax LLC assets under management at the vesting date. These awards are currently out of the money and accordingly the scheme is not dilutive.
10 DIVIDENDSΒOnΒ 2Β MarchΒ 2018,Β atΒ theΒ Company'sΒ AnnualΒ GeneralΒ Meeting,Β paymentΒ ofΒ aΒ 2.2Β penceΒ perΒ shareΒ finalΒ dividendΒ forΒ theΒ year endedΒ 30Β SeptemberΒ 2017Β (2016:Β 1.6Β penceΒ perΒ share)Β wasΒ approved.Β CombinedΒ withΒ anΒ interimΒ paymentΒ ofΒ 0.7Β penceΒ this gave total dividends for the year ended 30 September 2017 of 2.9 pence. The Trustee of the Impax Employee Benefit TrustsΒ waivedΒ theΒ Trusts'Β rightsΒ toΒ partΒ ofΒ thisΒ dividend,Β leadingΒ toΒ aΒ totalΒ dividendΒ paymentΒ ofΒ Β£2,752,107.Β ThisΒ wasΒ paidΒ on 17 MarchΒ 2018.
Β
TheΒ BoardΒ hasΒ declaredΒ anΒ interimΒ dividendΒ forΒ theΒ periodΒ ofΒ 1.1 penceΒ perΒ OrdinaryΒ ShareΒ (2017:Β 0.7Β pence).Β ThisΒ dividend willΒ beΒ paidΒ onΒ 20Β JulyΒ 2018Β toΒ OrdinaryΒ ShareholdersΒ onΒ theΒ registerΒ atΒ closeΒ ofΒ businessΒ onΒ 15Β JuneΒ 2018.
Β
TheΒ DirectorsΒ haveΒ alsoΒ declaredΒ aΒ specialΒ dividendΒ ofΒ 2.6 penceΒ perΒ OrdinaryΒ ShareΒ inΒ respectΒ ofΒ incomeΒ earnedΒ postΒ the balanceΒ sheetΒ date,Β inΒ MayΒ 2018,Β forΒ carriedΒ interestΒ earnedΒ onΒ theΒ Group'sΒ secondΒ privateΒ equityΒ fund.Β ThisΒ dividendΒ will alsoΒ beΒ paidΒ onΒ 20Β JulyΒ 2018Β toΒ shareholdersΒ onΒ theΒ registerΒ atΒ closeΒ ofΒ businessΒ onΒ 15Β JuneΒ 2018.
11 CURRENT ASSET INVESTMENTSΒ
Unlisted investments | Listed investments | Β Total | |
Β£000 | Β£000 | Β£000 | |
At 1 October 2016 | 1,568 | 11,243 | 12,811 |
Additions | - | 3,457 | 3,457 |
Fair value movements | 6 | 731 | 737 |
Repayments/disposals | - | (1,455) | (1,455) |
At 31 March 2017 | 1,574 | 13,976 | 15,550 |
Additions | 14 | 1,520 | 1,534 |
Fair value movements | (63) | 627 | 564 |
Repayments/disposals | (458) | (4,180) | (4,638) |
At 30 September 2017 | 1,067 | 11,943 | 13,010 |
Additions | 16 | - | 16 |
Fair value movements | (135) | 119 | (16) |
Deconsolidation of IEL fund | 4,670 | (9,271) | (4,601) |
Repayments/disposals | (83) | - | (83) |
At 31 March 2018 | 5,535 | 2,791 | 8,326 |
Β
Listed investmentsImpax Global Equity Opportunities fund ("IGEO") (consolidated)
OnΒ 23Β JanuaryΒ 2015Β theΒ GroupΒ launchedΒ theΒ IGEOΒ FundΒ andΒ investedΒ fromΒ itsΒ ownΒ resourcesΒ Β£2Β millionΒ intoΒ theΒ Fund.Β IGEOΒ investsΒ inΒ listedΒ equitiesΒ usingΒ theΒ Group'sΒ GlobalΒ EquitiesΒ strategy.Β TheΒ Group'sΒ investmentΒ representedΒ moreΒ thanΒ 50Β per cent of IGEO's NAV from the date of launch to 31 March 2018 and has been consolidated throughout this period with its underlying investments included in listed investments in the tableΒ above.
Β
TheΒ investmentsΒ heldΒ byΒ IGEOΒ areΒ revaluedΒ toΒ marketΒ valueΒ usingΒ quotedΒ marketΒ pricesΒ thatΒ areΒ availableΒ atΒ theΒ dateΒ of these financial statements. The quoted market price is the current bidΒ price.
Β
Unlisted investmentsPrivate equity funds (not consolidated)
TheΒ GroupΒ hasΒ aΒ 1.68Β perΒ centΒ partnershipΒ shareΒ inΒ ImpaxΒ NewΒ EnergyΒ InvestorsΒ IIIΒ LP,Β aΒ privateΒ equityΒ partnership managed by the Group. To date the Group has invested a total of β¬28,000 into the partnership. The Group has a commitment to invest up to a further β¬3.97 million into thisΒ partnership.
TheΒ GroupΒ hasΒ aΒ 1.14Β perΒ centΒ partnershipΒ shareΒ inΒ ImpaxΒ NewΒ EnergyΒ InvestorsΒ IIΒ LP,Β aΒ privateΒ equityΒ partnershipΒ managed byΒ theΒ Group.Β ToΒ dateΒ theΒ GroupΒ hasΒ investedΒ aΒ totalΒ ofΒ β¬2.20Β millionΒ intoΒ theΒ partnershipΒ andΒ receivedΒ distributionsΒ of
β¬2.96Β millionΒ followingΒ salesΒ ofΒ investmentsΒ byΒ theΒ partnership.Β TheΒ investmentΒ isΒ includedΒ atΒ theΒ Board'sΒ assessmentΒ ofΒ its fair value, being Β£544,000 at 31 March 2018, which is determined by valuing the underlying investments. The principal valuation techniques used are the prices of recent investment and market bids. Post the balance sheet date the Group received distributions of Β£423,000 following further successful sales of investments by this partnership. The Group also receivedΒ Β£3.2Β million (net of bonus and tax)Β ofΒ carriedΒ interestΒ paymentsΒ fromΒ thisΒ fundΒ atΒ theΒ sameΒ time.Β TheΒ GroupΒ hasΒ aΒ commitmentΒ toΒ investΒ up toΒ aΒ furtherΒ β¬1.1Β millionΒ intoΒ thisΒ partnership.
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TheΒ GroupΒ hasΒ aΒ 3.76Β perΒ centΒ partnershipΒ shareΒ ofΒ ImpaxΒ NewΒ EnergyΒ InvestorsΒ LP,Β aΒ privateΒ equityΒ partnershipΒ managed by the Group. At the balance sheet date the partnership had fully divested of its investments and the carrying value of the Group's investment in the partnership was nil. The partnership is however part of a group of investors who have claimed compensation from the Spanish Government, for losses on investments it previously owned, incurred following significant retroactiveΒ reformsΒ toΒ theΒ SpanishΒ energyΒ markets.Β TheΒ claimΒ isΒ currentlyΒ beingΒ heardΒ byΒ theΒ EuropeanΒ CourtΒ ofΒ Arbitration. InΒ theΒ eventΒ thatΒ theΒ claimΒ isΒ successfulΒ theΒ GroupΒ willΒ receiveΒ itsΒ shareΒ ofΒ theΒ compensation.
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Impax Environmental Leaders fund ("IEL") (not consolidated)
OnΒ 12Β JanuaryΒ 2016Β theΒ GroupΒ launchedΒ theΒ IELΒ FundΒ andΒ invested,Β fromΒ itsΒ ownΒ resources,Β Β£3Β millionΒ intoΒ theΒ fund.Β IEL investsΒ inΒ listedΒ equitiesΒ usingΒ theΒ Group'sΒ LeadersΒ strategy.Β TheΒ Group'sΒ investmentΒ representedΒ moreΒ thanΒ 50Β perΒ cent atΒ 30Β SeptemberΒ 2017,Β howeverΒ atΒ 31Β MarchΒ 2018Β theΒ Group'sΒ investmentΒ representedΒ justΒ 23.4Β perΒ centΒ ofΒ IELΒ andΒ has therefore been deconsolidated in the Period. Accordingly at 31 March 2018 the investment is recorded in unlisted investments.
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12 CASHΒ RESERVESInΒ orderΒ toΒ mitigateΒ bankΒ defaultΒ riskΒ andΒ toΒ accessΒ favourableΒ interestΒ rates,Β theΒ GroupΒ investsΒ partΒ ofΒ itsΒ surplusΒ cashΒ in money market funds and longβterm deposit accounts. Amounts held in money market funds and longβterm deposit accounts are as shownΒ below.
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The Group collects a portion of commissions paid when funds it manages trade fund holdings and beginning this period holdsΒ theΒ cashΒ inΒ GroupΒ bankΒ accountsΒ ("RPAs")Β forΒ paymentΒ toΒ researchΒ providers,Β supplementedΒ byΒ paymentsΒ contributed by the Group itself. These cash amounts are held on the balance sheet but a matching liability is recorded in trade and otherΒ payables.
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TheΒ GroupΒ considersΒ theΒ totalΒ ofΒ itsΒ cashΒ andΒ cashΒ equivalentsΒ heldΒ byΒ operatingΒ entitiesΒ ofΒ theΒ GroupΒ andΒ cashΒ invested in money market funds and in longβterm deposit accounts less amounts held in commission accounts to be its cash reserves.
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Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 | |
Cash and cash equivalents | 5,434 | 2,664 | 12,932 |
Cash held in money market funds and long-term deposit accounts | 4,204 | 10,623 | 7,780 |
Less: cash held in RPAs | (946) | - | - |
Β cash and cash equivalents held by consolidated funds | (101) | (307) | (348) |
Total cash reserves | 8,591 | 12,980 | 20,364 |
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13 LOANSToΒ partΒ fundΒ theΒ acquisitionΒ ofΒ ImpaxΒ LLCΒ theΒ GroupΒ signedΒ aΒ debtΒ facilityΒ withΒ RBS.Β TheΒ facilityΒ consistsΒ ofΒ aΒ US$13Β million term loan repayable annually over a three year term and a US$13 million revolving credit facility ("RCF") with a five year tenor.Β TheΒ termΒ loanΒ incursΒ interestΒ atΒ USΒ LIBORΒ plusΒ 2.9Β perΒ centΒ andΒ theΒ revolvingΒ creditΒ facilityΒ atΒ USΒ LIBORΒ plus 3.3 per cent.
OnΒ completionΒ ofΒ theΒ acquisitionΒ theΒ GroupΒ drewΒ downΒ theΒ termΒ loanΒ inΒ fullΒ andΒ US$12Β millionΒ ofΒ theΒ revolvingΒ creditΒ facility. AtΒ 31Β MarchΒ US$8.75Β millionΒ ofΒ theΒ revolvingΒ creditΒ facilityΒ hadΒ beenΒ repaidΒ leavingΒ US$16.25Β millionΒ ofΒ debtΒ outstanding.
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14 SHARE CAPITAL AND OWNΒ SHARESΒ
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31 March 2018 Β | 31 March 2017 Β | 30 September 2017 Β | |
Issued and fully paid Ordinary Shares of 1 pence each | |||
Number | 130,415,087 | 127,749,098 | 127,749,098 |
Β£000s | 1,304 | 1,277 | 1,277 |
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31 March 2018 Β | 31 March 2017 Β | 30 September 2017 Β | |
Own shares | |||
Number | 13,672,081 | 19,144,332 | 19,009,332 |
Β£000s | 4,339 | 6,631 | 6,633 |
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Own shares represents a portion of those held in Impax's Employee Benefit Trusts. No shares were acquired in the six months ended 31 March 2018, (period ended 31 March 2017: 1,466,493). 5,337,251 shares were awarded to option holders on exercise of options (period ended 31 March 2017: 3,710,000). As at 31 March 2018 there were a total of 9,677,500 options outstanding of the Group's shares of which 8,377,500 were exercisable. As at 31 March 2018 employees also held 8,364,749 Restricted Shares over which the restrictions lapse from January 2019 through to December 2022. These shares are held in trust and are included in own shares above.
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15 RELATED PARTYΒ TRANSACTIONSImpax New Energy Investors LP, Impax New Energy Investors Sarl, Impax New Energy Investors II and IIβB LP, Impax New Energy Investors III and IIIβB LP, INEI III CoβInvestment LP, Impax New Energy Investors III (Feeder) SLP, INEI III Team CoβInvestment LP, Impax New Energy Investors SCA, Impax Global Resource Optimization Fund LP, Impax Carried Interest Partners LP, Impax Carried Interest Partners II LP, INEI III CIP LP, Impax Climate Property Fund LP, New Energy Investors III LP and entities controlled by them are related parties of the Group by virtue of subsidiaries being the General Partners to these funds. BNP Paribas Asset Management Holding is a related party of the Group by virtue of owning a 24.48 per cent equity holding in the Group. Other funds managed by subsidiaries of the Company are also related parties by virtue of their management contracts.
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Revenue earnt from related parties of the Group is shown in the table below.
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Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 | |
Revenue | 25,610 | 13,785 | 32,654 |
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Investments in related parties of the Group and trade and other receivables due from related parties are shown in the table below.
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Six months ended 31 March 2018 Β£000 Β | Six months ended 31 March 2017 Β£000 Β | Year ended 30 Sept 2017 Β£000 | |
Β Non-current asset investments | Β 13 | Β 13 | Β 3 |
Current asset investments | 5,535 | 1,574 | 628 |
Trade and other receivables | 13,825 | 6,545 | 9,517 |
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16 GROUPΒ RISKSTheΒ Group'sΒ principalΒ risksΒ remainΒ asΒ detailedΒ withinΒ theΒ Group'sΒ 2017Β StrategicΒ Report.Β AsΒ notedΒ inΒ thatΒ reportΒ additional risksΒ haveΒ arisenΒ asΒ aΒ resultΒ ofΒ theΒ acquisitionΒ ofΒ ImpaxΒ LLC,Β asΒ theΒ GroupΒ hasΒ takenΒ onΒ allΒ ofΒ theΒ inherentΒ riskΒ associated withΒ thatΒ businessΒ andΒ introducedΒ integrationΒ risk.Β AdditionalΒ liquidityΒ riskΒ alsoΒ arisesΒ asΒ aΒ resultΒ ofΒ takingΒ onΒ debt.
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