Orchard Funding Regulatory News (ORCH)

13 December 2023

Orchard Funding Group PLC

("Orchard Funding Group" or the "company" or the "group")

Full Year Results

For the 12 months ended 31 July 2023

Orchard Funding Group PLC, the finance company which specialises in insurance premium finance and the professions funding market, is pleased to announce its audited full year results for the year ended 31 July 2023.

Highlights

· Increases in lending, revenue and profit

· Gross total income in the period increased by 27.14% to £7.86 million for the 12 months to 31 July 2023 (31 July 2022 £6.19 million)

· The loan book increased by 34.87% year on year to £58.99 million

· Profit after tax rose by 12.50% from £1.52 million to £1.71 million

· Earnings Per Share ("EPS") rose in the period by 12.82% to 8.03p (31 July 2022 7.11p)

· The group lent £99.87 million to clients in the 12 months to 31 July 2023 an increase of 24.90% (31 July 2022 £79.96 million)

· We are again proposing a full year dividend per share of 3.0 pence

· We have increased the amount of funding to which we have access (from £28.70m to £30.74m unrestricted funds).

 Ravi Takhar, Chief Executive Officer of the company, stated:

"We are delighted to report our robust performance and return to historic profit levels.

We have grown our business whilst maintaining the historic credit quality of our lending book. We continue to benefit from excellent liquidity from Toyota Financial Services and Nat West. We have also now bolstered our liquidity with access to the listed retail bond market through Orchard Bond Finance.

We continue to invest in and benefit from our software platform, which gives us a number of advantages in underwriting, servicing and marketing our business.

We are very well placed to manage the current difficulties in the UK economy and will continue to manage and operate our business carefully and in the best interests of all our stakeholders."

For further information, please contact:

Orchard Funding Group PLC +44 (0)1582 346 248

Ravi Takhar, Chief Executive Officer

Liberum (Nomad and Broker) +44 (0)20 3100 3222

Investment banking

Lauren Kettle

Chris Clarke

For Investor Relations please go to: www.orchardfundinggroupplc.com

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as amended by The Market Abuse (Amendment) (EU Exit) Regulations 2019. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

Group financial highlights

Until 2019, Orchard grew its lending year on year. From August 2019 to July 2021 lending fell primarily due to the impact of Covid-19. In the last two years this situation has been reversed. This year overall lending increased.

Comparing lending, income and profit for 2023 with 2022:

Further detail on the above is given throughout the Group strategic report on pages 4 to 15 of the full financial statements.

Chairman's statement

I am very pleased to report that the business continues to grow despite the ongoing economic headwinds. We have again achieved record lending volumes of nearly £100m and the outstanding loan book is at an all time high. This growth has been achieved in our core insurance premium funding markets.

The economic outlook is showing some signs of improvement but the ongoing uncertainty and significant increase in base lending rates has impacted our business. Our margins have been compressed, although despite this we have still delivered higher profits. The planned expansion into longer term lending in the static caravan market and the short term bridging loan market has been slowed, as we proceed with caution in line with our prudent approach to lending. 

I am very proud of what our committed staff have achieved this year. They have delivered record volumes of business with only a small increase in numbers. This increase in productivity is a testament to their hard work and also to the scalability of our systems and the effectiveness of our flexible hybrid working arrangements. 

We continue to benefit from excellent support from our introducing partners and funders. In particular, it has been good to see the relationship with Toyota Financial Services continue to develop and business volumes increase. 

Relatively high base rates will likely endure well into 2024 and the Bank of England has been clear that a low base rate environment is not imminent. The macroeconomic and geopolitical situation remains unstable and this brings ongoing uncertainty for our business in the short term. Margins will continue to be squeezed and we will be alert for any increase in arrears and ready to support our customers as necessary. The medium term outlook remains positive. We are seeing ongoing growth in our core market and I remain optimistic that our platform of a highly skilled team and strong track record will enable us to diversify into aligned lending markets. 

I am pleased to confirm that we are proposing to maintain the dividend at 3 pence per share enabling us to keep retaining profits to invest in future growth. 

Steven Hicks

Chairman

12 December 2023

Chief executive's review

We are pleased to report record lending of nearly £100 million and record earnings for the year ended 31 July 2023.

Our staff have worked hard and successfully to continue to increase our lending in our core market of insurance premium finance. Whilst our professions and leisure lending has remained solid, safe and stable, the economic back drop has limited our appetite to lend in the static caravan and property bridging market.

Another factor that has impacted our earnings significantly is the rapid rise in base rate, which has a direct and immediate impact on our cost of funds. We operate in extremely competitive markets which has limited our ability to pass on base rate rises to our customers and have therefore suffered an erosion of our net income.

We continue to carefully manage operational costs and retain a loyal and hardworking team of staff.

IT is still an important focus of the business. We continue to develop our lending platform Lend XP and have also developed our open banking platform to enable fully automated affordability calculations for our customers.

We operate in highly regulated markets. The regulatory framework is burdensome and the costs of regulatory compliance continue to increase. We continue to manage our regulatory obligations and responsibilities effectively.

As we enter a new financial year there are some obvious headwinds that the business will be required to navigate.

A significant concern is the increase in cost of funds, which will more fully impact the business going forward. We will also have to manage the impact on consumer demand for credit due to the current difficult economic conditions.

Our business has operated in its markets for over 20 years. We enter our 8th year as a listed company with the benefit of our accumulated experience, our loyal staff, excellent funding partners and market leading and cost effective IT. We are therefore optimistic and excited about the prospects for the business going forward.

I would like to thank our staff, Toyota and NatWest, our funding partners, our shareholders, bond holders and customers for their continued support and loyalty.

We are pleased to be able to maintain our dividend payment.

Ravi Takhar

Chief executive officer

12 December 2023

Group strategic report

Strategy and objectives

Our strategy has remained the same since we commenced business - to increase our profitability in a prudent, sustainable manner, having due regard for the interests of all stakeholders. Stakeholders are not just our employees and shareholders but also introducing partners, other customers, creditors, regulators, other parts of government and the local and wider community. It is the responsibility of the board of directors to ensure that all stakeholders are treated in a fair manner, despite the fact that each group may have conflicting interests. This concept of even-handedness permeates through the decision making process.

The strategic drivers behind our principal objective are still to:

· differentiate our business from that of our competitors, based on service excellence, fair pricing and robust underwriting procedures;

· increase lending in a responsible manner using a two pronged approach - increase the number of partners who fit in with our business values (brokers, accountants and other third party introducers) as well as to increase the volume of business from each of these partners, while always having regard to the risks associated with lending and keeping fair treatment of customers at the heart of our business;

· preserve and, where deemed necessary, increase our sources of liquidity;

· innovate by reviewing markets and product lines which we believe are appropriate for our lending criteria - safe lending and sensible returns - as well as evaluating other ways of doing business;

· continually improve our IT systems by further development to enable efficient processing of information and to assist in reducing the various risks attaching to our business;

· support our excellent staff in their work by providing them with the means to find lending opportunities, assisting them in developing those opportunities, offering continuous training and ensuring, where we are able, that there is a balance between work and home life.

Our business model

Our core business remains providing credit to businesses and consumers to enable them to spread the cost of their insurance premiums, professional fees or other service fees. Until two years ago this credit was offered over a period of up to one year. Two years ago we expanded into asset finance (up to seven years) and gap insurance (up to three years). Last year we introduced a bridging loan product which, again, is up to one year. These newer ranges have dovetailed well with our core business. Our business model is a "hold to collect" model in which financial assets are held to maturity to collect cash flows of principal and interest, rather than holding them for sale. More detail on this is given in note 3.6(d) on page 40 of the full financial statements.

The nature of most of our lending is similar in terms of risk, reward and processes. However, we have a significant amount of lending which is no risk and offers lower returns than other types of lending. This is lending for Toyota products. Our lending in this area has grown by almost 20% over the previous year. We have therefore applied segregation to the results of the group. This is shown in note 6. The divisions are described in the note as "Toyota products" and "Standard lending". In most other cases our Standard lending is covered by recourse to a guaranteeing partner. Our underwriting and debt management procedures are similar enough that we have not found it necessary to disaggregate results arising from our several other markets.

All of our lending is within the UK.

Lending limits to our customers are set by reference to financial information (credit reports, regulatory and other requirements) and by reference to other qualitative information for both our introducing partners and for the end borrowers. In addition, an annual review process, including regulatory permissions and credit checks, is conducted for each introducing partner and each partner is monitored monthly for the group's financial exposure to that entity. The majority of our lending gives us recourse to the introducing partner, is through regulated introducers and no cash is passed over until at least the first repayment is received. In the case of insurance, the customer can have their cover withdrawn for non-payment with any refunds being paid to Orchard. In the case of longer term lending, the procedure is more vigorous, making use of open banking technology (as mentioned earlier) to further mitigate the risk of default. In terms of bridging finance, our maximum loan compared to the value of the property ("LTV") is 75%, with no loan this year being more than 70% LTV.

A retail listed bond was issued on 2 March 2022. Full details plus the prospectus are on the company's website at https://www.orchardfundinggroupplc.com/bonds. This raised £3.90m and has given us further secure liquidity.

Excluding the bond, the group has borrowing facilities up to up to a maximum of £27.00m (2022 £25.00m) for general lending. In addition Orchard Finance has a facility of up to £20.00m (2022 £10.00m) to be used exclusively for lending in respect of products from the provider of those funds.

Of the general facility, £6.28m was unused at the year end (2022 £8.58m), Of the restricted facility, £9.76m was unused (2022 £4.64m). We send regular reports to our funders to indicate that we are complying with covenants and the loans are subject to an external audit by those funders where they require it.

The balance of lending is provided from group resources. At 31 July 2023 the group had net financial assets (financial assets less financial liabilities) amounting to £19.20m (2022 £17.62m).

The group's average cost of finance (calculated by interest payments over borrowings in the year) was 6.64% (3.57% on the same basis in the year to 31 July 2022). Cost of finance includes arrangement and legal fees payable for access to funding and fees for non-use of the facility. If only interest and no charges were included in the cost of finance, the percentages would be 6.03% for 2023 and 2.95% for 2022.

Principal risks and uncertainties

The group's activities expose it to a variety of risks.

The board has identified the following principal risks, their potential impact on Orchard, an assessment of change in risk year-on-year, our risk appetite and how we mitigate risk. Principal risks are those which could have most impact on our ability to continue in business. Indicators of those risks (key risk indicators or KRIs) are shown below.

Credit risk

Liquidity risk

Interest rate risk

Non-repayment risk

Systems risk

Conduct risk

The group's overall risk management programme focuses on reducing the effect of these risks on its financial performance. A risk appetite (the level at which risk is accepted by the group before action needs to be taken) is established for the key risk areas. A regular assessment of the principal risks affecting the group, based on a traffic light classification, is carried out by the executive directors who then pass this on to the full board of directors. The board identifies, evaluates and mitigates financial risks and there are written policies for all major risk areas at subsidiary company level (where the activity takes place). The tables above show the group's principal risk appetite and how risk is mitigated. A risk register is maintained in which any instances of any of the aforementioned risks are recorded and, where necessary, acted upon.

We are committed to maintaining the highest standards of ethics and integrity in the way we do business. We adopt a zero tolerance approach to bribery and fraud and expect our business partners to do the same. Our staff are encouraged to contact the board if they have any concerns in this regard. We are committed to behaviour that results in fair outcomes for our customers (both introducers and end borrowers).

In summary:

· credit risk is reduced by a robust system of checks on introducers, borrowers and by third party guarantees;

· liquidity risk is alleviated by borrowing facilities from our funders;

· interest rate risk is mitigated by the fact that most loans are short term, by regular interaction with our bankers and by reviewing the net interest margin;

· non-repayment risk is alleviated by our normal business processes of finding markets which can give a profitable return and generate sufficient cash to make the repayments on the bonds;

· risk from disruption to the IT system and cyber-crime is avoided by thorough business continuity procedures and procedures designed to prevent, detect, respond and recover from malicious attacks; and

· conduct risk is mitigated by staff training, board oversight and monitoring of introducing partners.

The nature of the business is that loans are made either to finance companies or to clients of our introducing partners. Although there is some significant lending to individual finance companies, the underlying debts making up these loans are collected by Orchard and assigned to Orchard. At 31 July 2023, the largest nominal exposure was £8.29m (2022 £6.69m) to one finance company representing 13.98% (2022 15.25%) of our loans before expected credit loss provisions ("ECL"). The highest exposure to a non-finance company was £3.19m (2022 £2.15m) and consisted of advances comprising many smaller loans (the average amount for each loan was £223). At 31 July 2023 total outstanding loans were £59.29m before ECL (2022 £43.87m), of which the highest individual loan (not a block loan to a premium finance company) was £321k. This was for property bridging and represented less than 0.54% (2022 0.43%) of total outstanding loans.

We review debts for impairment and expected credit losses and make provision where necessary. As part of this process, we have increased the provision by £64k during the year to 31 July 2023 (2022 £63k), net of reversal of previous provisions and items written off against those provisions. This has been charged to the income statement below operating costs. The provision this year is £305k carried forward at 31 July 2023 (£135k at 31 July 2022). As our loan book grows so does the provision. Note 3.6 outlines the approach to credit impairments.

The main uncertainties in these financial statements are those connected with the level of expected credit losses. Although objective evidence is obtained where possible (macroeconomic factors etc.), these still require management judgement. They are detailed in note 4.

The business environment

Businesses are still in a period of instability. The ongoing problems in Ukraine and the conflict in the Middle East have led to further unrest in the markets.

As a result of the above we have seen rates of inflation not seen for many years, with the Bank of England increasing interest rates to combat these high inflation rates. Bank of England base rate has increased nine times since our last year end. Although inflation fell in October to its lowest level in two years, interest rate decreases are not likely until the Bank of England sees inflation under control.

In this environment, individuals and businesses are more likely to try to conserve cash and spread expenditure over a period of time. Insurance is one type of expenditure which lends itself to this approach. It is also a purchase which is a necessity either for legal reasons or for security. Orchard's core business is exactly that - providing funds for the spreading of insurance payment. We are in an ideal position to provide help to our introducers and their customers in these difficult times by providing this service.

Development and performance of the business

Overview

We have continued to grow our lending, continuing the trend seen in the last financial year with growth in every month this year except December. Overall growth in lending was 24.91% over the previous year.

Most of our premium finance growth continues to come from the direct insurance side (this was up 45.56% compared to the previous year) rather than from broker premium funding companies ("PFC"'s). PFCs still remain our largest market and has grown to £46.68m in this financial year (2022 £37.03m). After some stabilising of the market for professional fee funding last year, demand has fallen this year to £3.73m (2022 £4.38m).

Product lines already introduced are reviewed regularly to evaluate the impact they are having on the business. To date that impact has been encouraging. We continue to use the same disciplined approach when evaluating potential new markets.

We began lending into longer term markets, as mentioned last year, and this has slowed this year due to the economic environment. We still intend to grow these further once the economic conditions improve.

To summarise: it remains our intention to increase our sales in existing markets and expand into adjacent markets, always having regard to returns that are needed to keep the business financially healthy. We shall continue to control costs, only spending where we believe it will increase our profitability. We have sufficient liquidity at present but this is always kept under review.

Financial indicators

The function of the group remains to lend money safely. Good quality customers are therefore central to the development of the business. We have continued to add to our introducing partner base and have continued to sell more through this base. Despite hard economic conditions, this continues to work well.

Our margin is an important area. Some of our borrowing is fixed to bank base rate and some to the Sterling Overnight Index Average, "SONIA." As these rates alter so will our borrowing costs. Given the short term nature of most of our lending any likely changes would only have an impact on our margins in the short term. We continue to ensure, where possible given the current economic conditions, that as base rate or SONIA rise, we are faster to readjust our pricing. There remains greater risk with our longer term products that rate increases would erode margins.

Most other operating costs in this business are relatively stable. We have increased our staffing levels this year and we have increases resulting from growing sales. The other main increase is the amortisation of costs incurred in issuing the bond. Overall, operating costs (including ECL and impairment of an investment) are 15.94% higher than in 2022. Details of these costs are shown in note 6.

Financial key performance (KPIs) and other performance indicators

The table below gives a breakdown of group KPIs as well as indicators not considered KPIs but which give a better understanding of the figures.

Group profit before tax was 15.43% higher than in 2022. The board are satisfied with the results this year.

All £m unless otherwise stated

KPIs

Other performance indicators

1. Average interest earning assets consist of the average of the opening and closing loan book after taking account of the impairment provision.

2. Average external funding comprises amounts borrowed on a daily basis net of repayments.

3. Cost of funds/funds ratio is the cost of external funds divided by average external funding.

4. The method of calculating own resources available has changed from using net current financial assets to net financial assets to take account of long term financial assets and liabilities as this reflects better the resources available over the longer term. Comparatives have been recalculated on this basis.

5. Net interest margin is net interest income divided by the average loan book.

6. ROAE consists of profit after tax divided by average equity. Average equity is the average of opening and closing equity.

7. Gross interest margin is gross interest income divided by the average loan book.

8. There are no factors which would dilute earnings therefore fully diluted earnings per share are identical.

9. Dividends per share are based on interim dividends paid in the year and proposed final dividend for the year.

10. ROCE consists of earnings before interest, tax, depreciation and amortisation divided by capital employed. Capital employed comprises capital and reserves together with borrowings, less cash held.

Net total income (as shown in the Consolidated statement of comprehensive income) continues to grow. Operating costs before ECL and impairment of investment are up by £397k. Included in interest payable and similar charges are costs associated with the bond issue which have the first full years amortisation amounting to £46k. Staff costs were £277k higher, reflecting the fact that we have taken on additional staff and increased pay. Commission has grown by £126k this year as sales have increased. The impairment allowance this year was £64k. In addition we carried out a review on our investment in Open B Gateway Limited and concluded that this was severely impaired. The fair value of this investment has been estimated at £Nil resulting in an impairment of £75k. This is detailed in note 16.

Non-financial indicators

Staffing

The most important non-financial indicator remains quality of management and staff.

Our senior members of staff are all fully trained in every facet of the business and have good relationships with more junior staff members whom they are able and willing to assist when required. They have been with us for many years.

Customer care is of paramount importance in our business culture and this aspect is a constant part of training for everyone in the organisation. Feedback from our partners in this area has been very positive. Non-financial performance targets set for our staff have all been met. These include, but are not limited to, ensuring that our partners and end-user customers receive prompt responses to any queries they raise.

Orchard is a small group with 18 employees excluding the main board directors. Although no employee is on the main board, there is no formal workforce advisory panel, nor is there a designated workforce non-executive director, all employees have access to the executive directors at any time and can raise any issues with them. They are also able to contact the Chairman should they wish to discuss a matter which they feel may not be appropriate for the executive. There are two non-main board directors as directors of the subsidiaries.

Partner retention

Partner retention is another significant area in our business. This couples well with another non-financial indicator, brand preference. As our partner base grows, so does awareness of who we are and what we do. We review our partner base regularly to establish whether they are increasing or decreasing the amount of business they do with us. Action is taken if business from one source is unexpectedly dropping.

Innovation

A key non-financial strategy is innovation (see Strategy and objectives on page 4 of the full financial statements). Innovation is the ability to continually evolve and grow our business in our chosen markets. When looking at new products we stay within our risk parameters and examine whether the returns justify the resources expended. If new products fit our return and risk expectations, we proceed to the testing stage - relatively small amounts of lending. We believe that innovation is fundamental to growth.

IT systems

A robust, reliable and secure IT system is crucial to the business. We work closely with external outsource partners to continually review and develop our IT systems. Our system and has been tried and tested for a number of years. We began two years ago to take advantage of the open banking system as part of our risk strategy and this has been invaluable. Our customers have seen advantages of this, making it easier to manage their agreements. We continue to upgrade the system in response to customer requirements.

Quality of lending

Our lending has been based on sound underwriting since we began - we carefully assess any person or body to whom we lend. In addition, we receive at least one instalment before we pay out (eliminating first payment default); the direct debit establishes timely collection and an electronic link to our borrowers; in most cases our partners guarantee the payment should the end borrower default; and, if the partner fails, many of our end borrowers are protected by the financial services compensation scheme thereby ensuring that we are paid. In addition, the open banking system has helped ensure quality of lending.

Good governance

The role of the board is set out in the Corporate governance report on pages 19 to 21 of the full financial statements. Among its objectives is to protect and enhance long-term value for all stakeholders. It sets the overall strategy for the group and supervises executive management. The non-executive directors are there to challenge the executives. The board also ensures that good corporate governance policies and practices are implemented within the group. In the course of discharging its duties, the board acts in good faith, with due diligence and care, and in the best interests of the group and its shareholders.

Going concern

The financial statements have been prepared on a going concern basis which assumes that the group will be able to continue its operations for the foreseeable future.

The directors continually assess the prospects of the group. Forecasts are prepared for a four year period, on a rolling basis. These are also subject to stress testing, the main aspects of which are the value of loans made, the return on those loans and the level of expected credit losses. In these scenarios, there is no indication that there will be a problem in continuing as a going concern. It is important to appreciate that the further away in time the estimate, the less reliable it is.

The character of our lending is such as to permit us to react to any changes in base rate within a relatively short period of time other than with those loans that can be up to three or seven years ahead. These amount to 3.26% (2022 5.10%) of which 2.81% (2022 4.38%) are three years or less. Not included in these figures are loans made by Orchard Finance where, although longer term, the risk is taken by the provider of the funds.

The key assumptions and bases used in the forecasts are that for the year ending by 31 July 2026:

· Loans through our partners will grow to circa £133m;

· Liquidity will be available to fund those loans;

· Net interest margins on lending will fall to an average for the year of 8.15%;

· Overheads will increase at the rate of inflation with stepped increases at certain points, e.g. when capacity constraints are hit or when project spending is required;

· The funding system will be able to accommodate the increased business.

The directors have prepared and reviewed the financial projections covering a period of almost four years from the date of signing of these financial statements. In each year, and in particular in the 12 to 18 month period from signing, there is sufficient cash and there are sufficient reserves to enable the group to pay its debts as they fall due. In addition, management have further stress tested these projections to a point which they believe is unlikely to happen (reducing lending, reducing margins and increasing bad debt) to give a confidence buffer. Even in this scenario, based on the level of existing cash, the projected income and expenditure and the excess of our loan book over external debt, the directors have a reasonable expectation that the company and group have adequate resources to continue in business for the foreseeable future. Accordingly, the going concern basis has been used in preparing the financial statements.

Future developments

There has been little change in how we wish to grow the business in the future. Fee funding, site fee and school fee income have fallen this year and it is expected that they will fall further. Against that, we have seen growth in PFC, insurance premium funding, asset financing and bridging finance. We are still exploring complementary markets but will only sell into these if they fit our risk and return profile.

We took an investment in Open B Banking in 2020 and increased our investment in that company in 2021. Although the supplier is not actively engaged in developing the system further (hence the reason for the impairment of our investment detailed in note 16 to the full financial statements) we have the rights to further develop this ourselves and we are doing so as part of our own IT development.

Despite the fact that we have secure sources of funding at present, we shall continue to look at alternative sources of liquidity as this is of key importance to what we do.

Environmental, social responsibility, community, human rights issues and gender diversity

The impact of the group on the environment consists of power used in an office environment and fuel used for getting to and from work.

Although the group operates out of an office in Luton, most of our employees work from home at least 3 days a week. This has proved to be worthwhile for both employee and employer. It is envisaged that this method of working will continue. It has meant that our carbon footprint as a business in the area has fallen (although there is some impact on the environment from home working).

We provide health club membership and childcare vouchers for any staff who wish them.

We provide equal opportunities for all applicants and members of staff, irrespective of race, colour, sex, disability or marital status.

The composition of the main board of directors is currently all male. The board of the subsidiaries consist of two females and one male each (although one subsidiary has two male directors). Males make up 56.52% of the employees in total (61.90% in 2022).

We are a small entity in terms of staffing and our CEO is always available for staff to discuss any matters with him. Although many of our staff continue to operate from home, he is able to be contacted by telephone, e-mail or face to face if necessary. In this way our staff have communication lines to the board via the CEO. If they would prefer to discuss a matter with the Chairman, he is also available.

We review the background of our suppliers and will not use any supplier which, as far as we are aware, breaches our own high standards as regards human rights.

Environmental issues are therefore negligible (see SECR reporting on page 13 of the full financial statements).

Section 172(1) Statement

Section 172(1) requires a director of a company to act in the way he considers, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard to:

(a) the likely consequences of any decision in the long term,

(b) the interests of the company's employees,

(c) the need to foster the company's business relationships with suppliers, customers and others,

(d) the impact of the company's operations on the community and the environment,

(e) the desirability of the company maintaining a reputation for high standards of business conduct, and

(f) the need to act fairly as between members of the company.

All matters brought to the board for consideration are reviewed in the light of how they will impact on stakeholders.

This review involves balancing the interests of all stakeholders and includes having regard to:

· profitability;

· risk associated with the proposal (see Principal risks and uncertainties on page 5 of the full financial statements);

· how the decision will impact on our employees (both in financial terms and how the quality of their work life and outside life will be affected). Further detail on how we engage with our workforce is shown on page 12 of the full financial statements;

· what impact it will have on our partners and other customers (as mentioned under Non-financial indicators on page 10 of the full financial statements). Proper customer care, particularly in avoiding unfair outcomes, is of overriding importance to Orchard;

· our reputation (the impact of loss of reputation is dealt with under Conduct risk on page 7 of the full financial statements);

· either the CEO and/or CFO are in contact with major investors at least twice a year (albeit by Teams or telephone) to discuss the group's progress and overall plans. This gives us an insight into how our investors perceive us. All reports and other documents are on our website and any investor may request a meeting with any member of the board.

In a wider sense:

· Orchard does not deal unfairly with its suppliers and business associates and ensures that payment terms are adhered to. In fact, in many cases it assists those associates to expand their business;

· it behaves as a good neighbour, helping the local community where it is able and employing people from the locality - which also assists in reducing our carbon footprint; 

· in its dealings with government, particularly the revenue authorities, it is completely open, paying what it owes on time;

· it has had no instances from the FCA of non-compliance with regulations;

· Environmental, social responsibility, community, human rights issues and gender diversity are discussed above.

The board considers whether proposals put to it have long-term outcomes which affect its stakeholders. In most cases the proposals have no material long-term consequences. However, where there are potential consequences, the board takes account of the long-term nature of its decisions.

Streamlined Energy and Carbon Reporting (SECR)

The directors believe that the company is exempt from reporting under the SECR framework as its energy use is below the threshold for reporting.

Approved by the directors and signed by order of the board

Liam McShane,

Company secretary

12 December 2023

Consolidated statement of comprehensive income

Consolidated statement of financial position

Consolidated statement of changes in equity

Retained earnings consist of accumulated profits less losses of the group. They represent the amounts available for further investment in group activities. Only the element which constitutes profits of the parent company are available for distribution. There are no restrictions on payment of dividends by the subsidiaries to the parent or by the parent to shareholders.

The share premium account arose on the IPO on 1 July 2015 at a premium of 95p per share. Costs of the IPO have been deducted from the account as permitted by IFRS.

The merger reserve arose through the formation of the group on 23 June 2015 using the capital reorganisation method.

Consolidated statement of cash flows

Notes to the consolidated financial statements

1. Preliminary announcement

The preliminary announcement set out above does not constitute Orchard's statutory financial statements for the years ended 31 July 2023 or 2022 within the meaning of section 434 of the Companies Act 2006 but is derived from those audited financial statements. The auditor's report on the consolidated financial statements for the years ended 31 July 2023 and 2022 is unqualified and does not contain statements under s498(2) or (3) of the Companies Act 2006.

The preliminary announcement was approved by the board and authorised for release on 12 December 2023.

The accounting policies used for the year ended 31 July 2023 are unchanged from those used for the statutory financial statements for the year ended 31 July 2022. The 2023 statutory accounts will be delivered to the Registrar of Companies following the Company's Annual General Meeting.

2. Compliance with accounting standards

While the financial information included in this preliminary announcement has been computed in accordance with UK adopted International Accounting Standards, this announcement does not itself contain sufficient information to comply with UK adopted International Accounting Standards.

Effect of new, or changes to financial reporting standards

At the date of authorisation of these financial statements, all of the new or amended Accounting Standards and Interpretations issued by the International Accounting Standards Board ('IASB') that are mandatory for the current reporting period and are relevant to the group's operations have been applied.

There are a number of new standards, amendments and interpretations that been issued but are not effective for these financial statements. They are not expected to impact the financial statements as either they are not relevant to the group's activities or are consistent with accounting policies already followed by the group.

3. Going concern

The financial statements have been prepared on a going concern basis which assumes that the group will be able to continue its operations for the foreseeable future.

The directors have prepared and reviewed financial projections, on an annual basis, covering a period of almost four years from the date of signing of these financial statements, with a particular focus on the period of 12 to 18 months from the date of signing. Based on the level of existing cash, the projected income and expenditure and the excess of our loan book over external debt (amounting to approximately £24.28m at the year end), the directors have a reasonable expectation that the company and group have adequate resources to continue in business for the foreseeable future. Accordingly, the going concern basis has been used in preparing the financial statements. This is discussed more fully in the Group strategic report under Going concern.

4. Restatement

There is a requirement to present amounts owed from subsidiary undertakings as current only where they are expected to be received within 12 months or within the company's normal operating cycle. Previously amounts owed by subsidiaries have been shown as current assets. It has now been concluded that, although these amounts are repayable on demand, there is no expectation to receive them within 12 months. The amounts owed by subsidiaries have therefore been reclassified as non-current and the comparative and pre-comparative Company statement of financial position, Company statement of cash flows and associated notes have been restated accordingly in the full financial statements.

In addition, there was an amount owing to one subsidiary which had been set against amounts owing by other subsidiaries. This has now been separately disclosed and the comparative and pre-comparative Company statement of financial position, Company statement of cash flows and associated notes restated in respect of this in the full financial statements..

The restatements have not impacted the net assets of the company (total assets less total liabilities) or its profit for the year. The change in presentation has no impact on the results of the group.

5. Segment information

As noted on page 4 of the full financial statements, the group now reports to the board of directors (the Chief Operating Decision Makers ("CODM")) in terms of two segments - lending for Toyota products (shown as "Toyota products" in these financial statements) which carry no credit risk and have a lower return, and other lending (shown as "Standard lending" in these financial statements), the nature of which is similar in terms of risk, reward and processes.

The CODM reviews monthly management information including our KPIs (see page 9 of the full financial statements for these).

Revenue (which for these purposes includes interest income, which is outside the scope of IFRS 15) consists of income which is recognised at a single point in time and that which occurs over a given period There is a small amount of income falling within the scope of IFRS 15 which is recognisable over more than one year. Any discounting would be immaterial.

The group has no single major customer. All income is from financing. Revenue can be analysed as follows:

Revenue

Revenue

Expenses by nature

Revenue

Expenses by nature

Set out below are assets and liabilities by segment.

6. Finance income and costs

The group's income comes from making loans.

Interest payable on borrowings to finance these loans is therefore included as a cost of sale under interest payable and similar charges. The amount included was £1,270k (2022 £464k).

The group receives a small amount of interest from its bank balances. This year it amounted to £9k (2022 £1k).

Interest payable is in respect of right-of-use assets and amounted to £1k (2022 £2k).

7. Tax expense

7.1 Current year tax charge:

7.2 Tax reconciliation

The tax assessed for the year differs from the applicable corporation tax rate in the UK -21.01% for 2023 and 19.00% for 2022. The tax rate for 2023 is the blended rate for the period as a result of the corporate tax rate increasing from 19% to 25% on 1 April 2023.

The differences are explained below.

8. Dividends

9. Earnings per share

Earnings per share is based on the profit for the year of £1.71m (2022 £2.52m) and the weighted average number of the ordinary shares in issue during the year of 21.35m (2022 21.35m). There are no options or other factors which would dilute these therefore the fully diluted earnings per share is identical.

10. Loans to customers and other receivables

Loans to customers

Standard credit terms for loans to customers are based on the length of the loan but repayments are due on a monthly basis. Detail of impairment reviews are shown in note 3.6 to the full financial statements.

The expected credit losses on receivables not past due have been assessed as very low, because of the following factors:

· With the majority of our lending no loan is made until the first repayment has been received by the group;

· In the event of default, the group has recourse to the underlying borrower;

· In the case of insurance premium receivables, the Financial Services Compensation Scheme provides additional cover to the group;

· For insurance premium receivables, the cover ceases, premiums paid are refunded, and the group has access to these refunds.

Loans to customers can be analysed as follows. The reference to stage 1, 2 and 3 refer to those stages explained in note 3.6 to the full financial statements.

The figures refer to the group as the company has no loans to customers.

Total loans to customers:

Included in amounts receivable above are stage 1 receivables due after more than one year amounting to £7,972k on which the impairment allowance was £5k (2022 £6,587k and £1k respectively). There are no stage 2 debts due after more than one year this year (2022 £8k). There was no impairment allowance on these.

An amount of £128k is due after more than five years (2022 £86k). It is stage 1 debt and there is no impairment allowance on the amount this year or last.

Over 98% of customer receivables are subject to recourse to the introducing partner in the event of default by the borrower.

There are debts included in the table where a third party takes the credit risk and on which no impairment allowance is needed. These amount to £11,588k (2022 £6.078k).

11. Borrowings

Borrowings other than those arising from right-of-use are secured. The parent company has no external borrowings.

11.1 Terms and debt repayment schedule

Bexhill's current facility was increased during the year from £20.00m to £22.00m and is renewable in April 2024. Orchard Funding's facility is renewable in June 2024 with the renewal date for Orchard Finance being May 2024. There is no indication that these facilities will not be renewed. Average interest is calculated by the interest paid in the year divided by average borrowings in the year.

Borrowings by Bexhill of £19.23m (2022 £14.92m) are secured by a fixed and floating charge over all the assets of Bexhill, bear interest at an average rate of 6.04% excluding associated costs (2022 3.10% on the same basis) and are repayable within one year of the advance. The rate is variable and is 2.50% above bank base rate. At the year end the rate payable by Bexhill was 7.50%. The maximum drawdown on the facility is currently £22.00m (2022 £20.00m) of which £2.78m was undrawn at the year-end (2022 £5.08m). The outstanding amount of £19.22m (2022 £14.92m) is repayable otherwise than by instalments by the renewal date.

Orchard Funding borrowings are secured by a fixed and floating charge over all the assets of Orchard Funding, bear interest at an average rate of 6.31% pa excluding associated costs (2022 3.53% on the same basis) and are repayable within one year of the advance. The rate is variable and is 2.75% above the Sterling Overnight Index Average (SONIA) rate. At the year end the rate payable by Orchard Funding was 7.95%. The maximum drawdown facility is currently £5.00m (2022 £5.00m) of which £3.50m was undrawn at the year-end (2022 £3.50m). The outstanding amount of £1.5m (2022 £1.5m) is repayable otherwise than by instalments by the renewal date.

Orchard Finance has access to a maximum drawdown borrowing facility of £20.00m (2022 £7.50m) of which £9.76m was undrawn at the year end (2022 £2.14m). This facility can only be used for products of the lender, bears no interest, is secured by a fixed and floating charge and is repayable as monies are received by Orchard Finance from loans made by it. Non-current borrowings of £4.90m (2022 £2.34m) and current borrowings of £5.34m (2022 £3.02m) are matched with receipts from loans to customers and are repayable on that basis up to 36 months after the loan is made.

On 3 March 2022 a five year, retail bond was issued. The bond raised £3.90m in 5 tranches. These were issued at between 0.9965 discount and 1.006 premium. The total amount issued was also £3.90m. Costs of the issue amounting to £0.21m were offset against the proceeds and are being amortised over five years. The market value of the bonds was £3.90m at 31 July 2023 (£3.99m at 29 July 2022, the last trading day of the financial year). The interest payable is fixed at 6.5% for the life of the bonds. They are wholly repayable in March 2027.

The directors consider that the terms of these facilities closely match the maturity dates of the group's receivables.

No amounts are due after five years on any of the facilities.

11.2 Retail Bond

11.3 Right-of-use assets

Liabilities in respect of right-of-use assets are unsecured, bear interest at the group's marginal cost of borrowing on inception of the lease. This was 3.60%.

The minimum payments under lease liabilities are as follows:

The present value of lease liabilities are as follows:

11.4 Reconciliation of liabilities arising from financing activities

The information given below relates to the group. The parent has no cash-flows from financing activities as all its costs are paid for by its subsidiaries.

The non-cash movement was in respect of the element of amortised costs for the bond which were charged in the year to comprehensive income.

12. Trade and other payables

Trade payables are unsecured and are usually paid within 30 days of recognition. Included within accruals and deferred income is deferred income of £1.13m (2022: £0.70m) relating to income received in advance for loan administration services. The majority of this balance is expected to reverse within the next 12 months.

Intercompany payables are interest free and repayable on demand.

13. Financial instruments

The company is exposed to the risks that arise from its use of financial instruments. The objectives, policies and processes of the company for managing those risks and the methods used to measure them are detailed in note 5 to the full financial statements.

13.1 Principal financial instruments

The principal financial instruments used by the group and company, from which financial instrument risk arises, are as follows:

· Loans to customers and other receivables

· Cash and cash equivalents

· Trade payables

· Borrowings including financing for right-of-use assets

13.2 Financial instruments by category

The group held the following financial assets at the reporting date: