Propty Franchis Regulatory News (TPFG)

MARTINCO PLC

(the "Company" or the "Group")

Interim Results for the six months ended 30 June 2016

EBITDA up 31% as the Group benefits from continued revenue growth and operational gearing

MartinCo Plc, one of the UK's largest property franchises, today announces its interim results for the period ended 30 June 2016.

FINANCIAL HIGHLIGHTS

OPERATIONAL HIGHLIGHTS

Ian Wilson, CEO commented:

"I am delighted to announce this very strong performance in the first half of the year which reflects the significant strategic growth achieved over the period.

"The Company is in its strongest position since its admission to trading on AIM in 2014 and considering the current momentum, the Board remains confident of future progress for the benefit of shareholders and other stakeholders."

MartinCo management will host a conference call for analysts today at 9.30am (BST). Analysts who wish to join should dial in on + 44 (0)20 3059 8125 and request the MartinCo conference call.

For further information, please contact:

MartinCo PLC 01202 292829

Ian Wilson, Chief Executive Officer

David Raggett, Chief Financial Officer

Cenkos Securities plc 0207 397 8925

Max Hartley(Nomad), Alex Aylen (Sales)

Bell Pottinger 020 3772 2500

David Rydell, Henry Lerwill

Chief Executive's Review

Our strategy since IPO has been to acquire property franchisors which we can consolidate into a common cost base to achieve operational gearing. The success of the Company's strategy is evidenced by a further improvement in our operating margin to 42% and earnings per share of 5.7p.

The integration of two property franchisors and the associated four property brands acquired as "Xperience" is now complete, with scope for further operational gearing if the right targets present themselves. We have a strong balance sheet, unused debt facility (at period end) and proven track record as a consolidator of other property franchisors.

Our acquisition of EweMove Sales and Lettings Limited ("EweMove") last week is a natural evolution of our multi brand strategy.

EweMove is a 21st century generation hybrid/on-line estate and letting agent which has enjoyed tremendous growth since it launched to the public in January 2014, with 85 active franchisees as of 30 June 2016.

A hybrid agent operates a scalable central technology platform and operational hub to support local property experts / franchisees.

The Directors believe that there is capacity in the UK market for substantial growth in the number of local property experts. We will exploit our existing infrastructure and experience to support and accelerate this growth, whilst leveraging the acquired marketing and technology know-how across the rest of the Group.

EweMove is the UK's Most Trusted Estate Agent and Letting Agent on Trustpilot, reflecting the service led nature of the EweMove proposition, where consumers only pay based upon results rather than being asked to pay a non-contingent upfront fee model operated by most other online agents.

EweMove is now generating cash, there is no debt and further growth should be self-funding. It will continue to operate from its own HQ in Yorkshire to preserve its distinctive cultural and brand identity. However, the two founders have taken up senior positions within the Group to improve on-line marketing and technology capability across all six of our brands.

Market conditions became challenging as the Brexit vote approached and, whilst uncertainty remains, there are now signs of recovery in lettings transactions. Estate agency activity is mildly depressed in London and the South compared to the same period in 2015 but activity in the Midlands and North remains in line with our budgetary expectations.

No other property franchise combines both our scale of operation with a portfolio of six property brands, one established in 1850. Martin & Co is a national lettings brand which has successfully developed an estate agency capability, mainly buying and selling investment properties as a defensive play. The four "Xperience" brands are well-regarded within their regional bases, and we are now a player in the rapidly developing hybrid/on-line space. We remain confident about trading results for the full year and excited about growth prospects for 2017.

I am delighted to announce that we have again increased our interim dividend in line with our progressive dividend policy stated at IPO. This year we will pay 2p (1.8p H1 2015) on 7 October 2016 to shareholders on the register on 23 September 2016. The shares will be marked ex-dividend on 22 September 2016.

Ian Wilson, Chief Executive Officer

Financial Review

Revenue

Revenue for the six months ended 30 June 2016 was £3.74m (H1 2015: £3.35m), an increase of £0.39m (12%) over the comparative period. Strong and consistent growth in management service fees (royalties) contributed £0.30m (increase of 10% over H1 2015) and franchise sales increased £0.07m (a 50% increase over H1 2015).

Management service fees from lettings continued to grow steadily at 7%, accounting for 50% of the increase in total management service fees, whilst management service fees from sales, driven by the stamp duty change in April 16 and no general election (a factor in H1 2015) increased by 24%. The outcome of the referendum has had a dampening effect on house transactions whilst lettings appear to be recovering from a short lived downturn. That said, significant uncertainty still remains with regards to the impact of a Brexit vote on our sector as it does for many.

Operating profit

Operating profit increased by 22% to £1.6m for the six months ended 30 June 2016 (H1 2015: £1.3m before exceptional costs).

Administrative costs have been closely controlled and only increased by 3% over the comparative period. The operating margin increased to 42% (H1 2015: 38% before exceptional costs).

EBITDA

The Group's EBITDA was £1.7m (H1 2015: £1.3m), an increase of £0.4m (31%) over the comparative period.

Earnings per share

Earnings per share for the six months ended 30 June 2016 was 5.7p (H1 2015: 4.2p). The income attributable to owners was £1.2m (H1 2015: £0.9m).

Dividends

The Board intends to continue to pursue a progressive dividend policy providing an attractive yield to shareholders. Whilst the Group utilised £3m of its cash balance post period end to acquire the entire issued share capital of Ewemove Sales and Lettings Limited ("EweMove"), its strong cash generation has allowed it to continue with this policy. The interim dividend has been increased by 11% over last year to 2.0p per share (H1 2015 1.8p per share) is payable on 7 October 2016 and the board expects the dividend cover for the full year to remain comfortably above 1.5 times earnings going forward.

Cash flow

The net cash inflow from operating activities in the first six months of 2016 was £1.3m (H1 2015: £0.9m). Profit before tax was £0.4m higher than the comparative period.

Cash generated from investing activities for the six months ended 30 June 2016 was £0.03m (H1 2015: £0.3m) which relates to the continued receipts of deferred consideration on owned offices disposed of in a previous year. The comparative period also included disposal proceeds from Saltaire of £0.3m.

In the first 6 months of 2016 the Group made bank loan repayments of £0.25m and paid a final dividend of £0.9m for the year ended 31 December 2015.

Overall cash increased in the first six months of 2016 by £0.2m (H1 2015: £0.4m).

Liquidity

The Group had cash balances of £4.5m at 30 June 2016 compared to £3.8m at 30 June 2015. The Group also had unutilised bank loan facilities of £3.25m at 30 June 2016 (30 June 2015: £2.75m).

Financial position

The Group continues to be strongly cash generative which combined with its robust balance sheet, and, at period end, unutilised bank loan facilities puts it in a strong position to fulfil the acquisition element of its strategic plan. This has been demonstrated post period end with the acquisition of the entire issued share capital of EweMove on 5 September 2016.

Significant events post period end

The Group bought EweMove, a hybrid estate agent, for a total consideration of up to £15m on 5th September 2016. It paid £5m in cash on completion, drawing down £2m from its facility with Santander UK plc, and issued £3m of new ordinary shares to the owners which are locked in for 24 months. Up to a further £7m ("Deferred Payment") may be payable after the Group's Financial Statements for FY18 are approved by the Board, dependent on performance criteria linked to EBITDA for the enlarged Group. The Deferred Payment can be paid in cash and/or by the issue of new ordinary shares at the Company's discretion.

David Raggett, Chief Financial Officer

MARTINCO PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 JUNE 2016

MARTINCO PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2016

MARTINCO PLC

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 JUNE 2016

MARTINCO PLC

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 JUNE 2016

MARTINCO PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2016

1. GENERAL INFORMATION

The principal activity of MartinCo plc and its subsidiaries is that of a UK residential property franchise business. The Group operates in the UK. The company is a public limited company incorporated and domiciled in the UK. The address of its head office and registered office is 2 St Stephen's Court, St Stephen's Road, Bournemouth, Dorset, UK.

2. GOING CONCERN

The interim financial information has been prepared on the basis that the Group is a going concern.

When assessing the foreseeable future the directors have looked at a period of 12 months from the date of approval of the interim financial information. The directors have a reasonable expectation that the Group has adequate resources to continue to trade for the foreseeable future and, therefore, consider it appropriate to prepare the Group's interim financial information on a going concern basis.

3. BASIS OF PREPARATION

The consolidated interim financial information for the six months ended 30 June 2016 was approved by the Board and authorised for issue on 13 September 2016. The results for 30 June 2016 and 30 June 2015 are unaudited. The disclosed figures are not statutory accounts in terms of Section 435 of the Companies Act 2006. Statutory accounts for the year ended 31 December 2015 on which the auditors gave an audit report which was unqualified and did not contain a statement under Section 498(2) or (3) of the Companies Act 2006, have been filed with the Registrar of Companies. The annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards as adopted by the European Union.

This interim report has been prepared on a basis consistent with the accounting policies expected to be applied for the year ending 31 December 2016, and uses the same accounting policies and methods of computation applied for the year ended 31 December 2015.

4. BASIS OF CONSOLIDATION

The Group's interim financial information includes those of the parent company and its subsidiaries, drawn up to 30 June 2016. Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred.

Inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are also eliminated. When necessary amounts reported by subsidiaries have been adjusted to conform with the Group's accounting policies.

5. SEGMENTAL REPORTING

The board of Directors, as the chief operating decision-making body, review financial information for and make decisions about the Group's overall franchising business and have identified a single operating segment, that of property franchising.

MARTINCO PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2016

6. REVENUE

The Directors believe there to be three material income streams relevant to property franchising which are split as follows:

All revenue is earned in the UK and no customer represents greater than 10 per cent of total revenue in the periods reported.

7. EXCEPTIONAL ITEMS

The exceptional items represent redundancy costs as part of the reorganisation in periods ended 30 June 2015 and 31 December 2015 following the acquisition of Xperience (Xperience Franchising Limited and Whitegates Estate Agency Limited).

8. TAXATION

The underlying tax charge is based on the expected effective tax rate for the full year to December 2016. The majority of the tax arises from applying this effective tax rate to the profit on ordinary activities

MARTINCO PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2016

9. EARNINGS PER SHARE

Earnings per share is calculated by dividing the profit for the financial period by the weighted average number of shares during the period.

MARTINCO PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2016

10. DIVIDENDS

The dividends above are the amounts paid in the respective periods. Details of when they were paid can be found below.

Dividends for the financial year ended 31st December 2014 were paid as follows:

- Final dividend of 2.7p per share (£594,000 in total) paid on 11th May 2015.

Dividends for the financial year ended 31st December 2015 were paid as follows:

- Interim dividend of 1.8p per share (£396,000 in total) paid on 30th September 2015.

- Final dividend of 4.1p per share (£902,000 in total) paid on 16th May 2016.

MARTINCO PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2016

11. INTANGIBLE ASSETS

MARTINCO PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2016

12. TRADE AND OTHER RECEIVABLES

13. CALLED UP SHARE CAPITAL

14. OTHER RESERVES

Merger reserve

The merger reserve relates to the acquisition of Martin & Co (UK) Limited by MartinCo PLC. This did not meet the definition of a business combination and therefore, falls outside of the scope of IFRS 3. This transaction was accounted for in accordance with the principles of merger accounting as set out in Financial Reporting Standard 6 - Acquisitions and Mergers.

Share-based payment reserve

The share based payments reserve comprises charges made to the income statement in respect of share-based payments and related deferred tax impacts under the Group's equity compensation scheme.

MARTINCO PLC

NOTES TO THE INTERIM RESULTS

FOR THE SIX MONTHS ENDED 30 JUNE 2016

15. BORROWINGS

The term loan of £1.75m (31.12.15: £2m) is secured with a fixed and floating charge over the Group's assets and a cross guarantee across all companies in the Group. The loan commenced on 30 October 2014 and is repayable over 5 years in equal instalments. Interest is charged quarterly on the outstanding amount and the rate is fixed during the term at 4.08%. At 31 December 2015, the unutilised amount of the facility was £3m and on 30 June 2016 the unutilised amount of the facility was £3.25m.

16. TRADE AND OTHER PAYABLES