TIDMTEAM
RNS Number : 7049P
Team PLC
22 June 2022
Interim Results
For the six months to 31 March 2022
TEAM plc
('the Company' or 'the Group')
Unaudited Interim Results for the six months to 31 March
2022
Delivering on Strategy and on Track to be Cash Positive
Highlights
-- TEAM plc was created to be a new wealth, asset management and
complementary financial services group
-- In March 2021, TEAM completed a successful listing on AIM
raising gross proceeds of GBP7.5 million and attracted the support
of leading institutional fund managers and has since:
-- In July 2021 completed the second acquisition, a treasury services business in Jersey, JCAP
-- In December 2021 exchanged contracts on a further
acquisition, a financial advice business in Jersey, Omega Financial
Services, for a headline consideration of GBP4 million (awaiting
regulatory approval)
-- In May 2022, exchanged contracts for the acquisition of a
second financial advice and investment consulting business,
Concentric Group, for a headline consideration of GBP2.5 million
(awaiting regulatory approval), and raised gross proceeds of
GBP2.65 million from existing and new shareholders
-- Client AUM in the asset management business was GBP231
million (H1 2022) versus GBP281 million (FY 2021), primarily as one
client with GBP41 million of assets transferred to their historic
adviser. Cash under advice was GBP1.4 billion (H1 2022)
-- Strengthened investment management team with key senior
hires, together with further client-facing staff joining post the
period end
-- Paid the maximum deferred consideration payment, of
GBP737,500, for the acquisition of JCAP, as it surpassed its profit
target for the year to December 2021
-- Good visibility on further significant organic and
acquisition led growth opportunities, within Jersey and other
locations
-- Staff numbers grown to 20, an increase from 10 at March 2021
Financial Highlights
-- Revenue was up 63% to GBP1.0 million (H1 2021 GBP0.6 million)
-- Loss for the year down 26% to GBP0.7 million (H1 2021 GBP0.9 million)
-- Adjusted EBITDA flat at loss of GBP0.4 million (H1 2021 GBP0.4 million)
-- Loss per share was down 53% to 8 pence (H1 2021 17 pence)
-- Adjusted loss per share down 43% to 4 pence (H1 2021 7 pence)
-- Cash balance as at 30 March 2022 GBP3.0 million, (H1 2021 GBP6.4 million)
Current trading and outlook
-- Trading in line with management expectations
-- The Company is benefiting from increasing new client
opportunities, though partially offset by the challenging asset
markets
-- The Company remains in line to be cash positive once the
acquisitions of Omega and Concentric have gained regulatory
approval and are integrated into the group.
Commenting on the results Mark Clubb, Executive Chairman of
TEAM, said:
"TEAM plc is delivering on its growth strategy. We have had a
very active start as a public company, investing in and building a
talented, multi-skilled team as well as putting in place the
infrastructure to support them, together with the distribution
capabilities to enable first class execution. To date, we have made
four exciting acquisitions which have helped lay the foundations
for the future.
We therefore have the building blocks in place to provide an
integrated wealth and investment business. Our attention now turns
to effectively integrating the acquired businesses into TEAM plc,
and delivering the improved services to clients that will generate
incremental revenues and profits for shareholders.
We have good momentum and are building our presence in our home
market of Jersey, and starting to be recognised as a leading player
in the Jersey wealth management market, as demonstrated by our
ability to attract high quality staff and to win new clients.
With the completion of the two latest acquired businesses, we
expect to be cash positive as a group. We are optimistic for the
future."
Enquiries
TEAM plc Mark Clubb / Matthew Moore
Telephone: +44 (0) 1534 877210
Hannam & Partners (Financial Adviser to TEAM)
Giles Fitzpatrick / Richard Clarke / Ernest Bell
Telephone: +44 20 7907 8500
Canaccord Genuity Limited (Nominated Adviser and Broker to
TEAM)
Bobbie Hilliam / Alex Aylen
Telephone: +44 20 7523 8000
Novella Communications (Financial Public Relations)
Tim Robertson
Telephone: +44 20 3151 7008
Chairman's Statement
Progress
These are the second set of interim results for TEAM plc as a
public company following our listing in March 2021. At that time of
listing we set out our ambition to become a leading wealth and
asset management business. I am therefore delighted to confirm that
we have seen even more opportunity to develop and grow, and have
made significant progress towards this goal.
In December 2021 we exchanged contracts for the acquisition of a
Jersey based financial advisory business, Omega, which has been
supplemented by the exchange of contracts to acquire a second
Jersey based IFA and investment consultancy business, called
Concentric Group. These two businesses, together with the organic
growth achieved, and the further development of our pipeline of
potential transactions demonstrate that we have delivered on our
early plans and clearly signal the future potential of the
Group.
We have also continued to invest in the development of TEAM
Jersey, our asset management business, and the integration into the
group of the treasury services business we acquired last year,
JCAP. Our new proposition has found favour with the large majority
of the acquired client base, though we have seen some move on where
the alignment was less clear. The return of volatility to global
asset markets has dampened investment returns, though as a
long-term focused manager this is part of the expected cycle.
Our financial results for the period demonstrate a significant
improvement in our revenues, and, while this has required
investment, we expect it to pay off in the future. Our revenues
rose from GBP610k in the previous period to GBP999k, while our
operating loss closed at GBP700k (GBP935k). The underlying loss,
excluding the costs associated with the acquisitions, increased to
GBP646k from GBP467k. Group total net assets fell to GBP6.9
million, down from GBP7.7 million, and cash balances at the year-
end were GBP3.0 million (2021: GBP6.4 million) with no deferred
payments outstanding. Financially, we are well positioned to
continue with our growth plans.
We received good support from existing and new shareholders for
our most recent round of fund raising in May to acquire the
Concentric Group and add to working capital. We look forward to
integrating this business into the Group and we are grateful for
the continued and new support from our shareholders.
We entered the second half of the financial year in a good
position, with the expectation of maintaining our positive momentum
and building upon progress to date. Once we have completed the two
acquisitions agreed by gaining regulatory approval, we expect the
business will become cash positive. I look forward to providing
further updates as we continue to progress.
Mr J M Clubb
Executive Chair
21 June 2022
Operational and Financial Review
Overview
The first six months of the financial year include a full
contribution from the acquired JCAP business for the first time,
which was the main driver of the increase in revenues from GBP0.6
million to GBP1.0 million. The adjusted EBITDA (adjusted for IPO
and acquisition costs) was flat at a loss of GBP382k. This is our
preferred measure of profitability, as it shows the core
performance of the group, and is not skewed by the impact of
amortisation of intangible assets.
The adjusted loss per share reduced to 4p from 7p, and at this
early stage in the Company's development we are not recommending
paying a dividend for the period. The Company had over GBP3 million
of cash at period end on the balance sheet
TEAM Jersey
October 2021 to March 2022 saw further investment in the
investment management business, a revision to client fees, and
further steps towards building the investment track record of the
multi asset portfolios, which delivered outperformance of mid to
high single digit across all four strategies (Diversified Income,
Multi Asset Cautious, Balanced & Growth) versus MPI peer group
(55 direct competitors). This places TEAM ahead of MPI peer group
across all key time periods (rolling 1Y, 3Y, 5Y) in each strategy.
The business did however see a large, lower yielding client,
transfer to historic managers who had left TEAM Jersey, and this
was the main driver in the total AUM falling from GBP285 million to
GBP231 million. There were positive signs, with the level of new
client wins on an upwards trajectory. TEAM Jersey is starting to
gain traction with the key trustee intermediaries within
Jersey.
The Keox funds continued to perform well within their asset
class, but were overall down from GBP91 million to GBP82 million.
This decline was directly attributable to bond market declines as
the interest rate environment changed to combat inflation. This was
further compounded by a widening in credit spread in both
Investment Grade and High Yield sectors.
We will shortly be shutting the KEOX GBP fund and transferring
the assets to our new GBP Diversified Income fund (Liechtenstein
UCITS). I'm confident that we can get the fund up to GBP20 million
in fairly short order.
The TEAM International Equity Fund (Dublin UCITS) performed
better than most of the peers, being up 3.4% versus MSCI All World
Index for the period of plus 7.4%. The volatility and uncertainty
of equities markets has presented marketing challenges in terms of
new subscribers. However, I believe this may be short lived.
Treasury Services
JCAP made a material contribution to the financial performance
of the group, and exceeded its profit target for the year to
December 2021. The deferred consideration due on the acquisition
was paid in full. The upwards move in interest rates is leading to
greater client interest for the cash advisory services, and while
still early days, extending the client base into the Jersey trust
market is looking promising.
M&A
We exchanged contracts to acquire 100% of the shares of Omega
Financial Services (Jersey) Limited in December 2021, which we
covered in our annual report last year. We have bolstered our
financial advice capabilities in Jersey by the acquisition of a
second business, the Concentric Group, which we signed in May 2022.
Both Omega and Concentric await approval by the Jersey regulator
for the change in the shareholder.
I am pleased to report that the above transactions have been
well received and heightened the market's awareness of TEAM Plc.
The result is that opportunities both recruitment and corporate are
presenting themselves more than ever. I believe there will be
further consolidation both locally (e.g., RBC acquiring Brewin),
internationally within the ex-pat centres and other IFC
jurisdictions. For recruitment we are now an appealing "home" for
all ranges of professionals and importantly, their clients.
Looking Forward
H2 2022 will be another period of progression for the business.
In the near term we are looking forward to completing the
acquisition of both Omega and Concentric and then fully integrating
the two businesses into the Group. This will be relatively quick as
much of the groundwork has been done and the respective teams are
already working closely together and jointly planning future
projects around potential opportunities.
There is a real TEAM plc ethos and personality developing,
driven by the people already in the business and those who are
about to join. Being a new wealth, asset management and
complementary financial services group, this is modern business,
and the ethos is entrepreneurial. We are not held back by any
traditional approach - instead our team is youthful and energetic
and excited by the potential of being a part of fast growing,
flexible company with an ambition to become a much larger
business.
With Jersey as our base, we believe we are ideally placed to
capture a growing number of upcoming younger investors in Jersey
where there is over-concentration of private wealth. We also intend
to grow our international client base including the ex-pat
communities across Europe and further afield, an attractive market
by demographics and wealth and one which we believe is currently
significantly under-served in terms of accessing professional
financial advice.
Mr M C Moore
CFO and COO
21 June 2022
Unaudited Consolidated Statement of Comprehensive Income
6 months ended 6 months ended
31 Mar 2022 31 Mar 2021
Note GBP'000 GBP'000
Revenues 2 999 610
Cost of sales (230) (41)
Operating expenses (1,469) (1,504)
Operating loss (700) (935)
Operating loss before exceptional
items (646) (467)
Exceptional items 3 (54) (468)
Operating loss after exceptional
item (700) (935)
------------------------------------------- --------------- ---------------
Other income and charges (10) 2
Loss on ordinary activities
before tax (710) (933)
Taxation 29 12
Loss for the year/ period and total
comprehensive
loss (681) (921)
------------------------------------------- --------------- ---------------
Loss per share (basic and diluted) (0.08) (0.17)
Unaudited Consolidated Statement of Financial Position
6 months 6 months ended
ended 31 31 Mar 2021
Mar 2022
Note GBP'000 GBP'000
Non-current assets
Intangible assets 3,516 936
Property, plant & equipment 501 522
Deferred tax 118 56
Long term deposit 55 55
4,190 1,569
------------------------------------------ ----- ---------- ---------------------------------------
Current assets
Trade, other receivables and prepayments 545 366
Cash and cash equivalents 3,013 6,404
3,558 6,770
------------------------------------------ ----- ---------- ---------------------------------------
Trade and other payables: amounts
falling due within one year (360) (206)
------------------------------------------ ----- ---------- ---------------------------------------
Net current assets 3,198 6,564
------------------------------------------ ----- ---------- ---------------------------------------
Total assets less current liabilities 7,388 8,133
------------------------------------------ ----- ---------- ---------------------------------------
Trade and other payables: amounts falling
due after one
year (446) (463)
------------------------------------------------- ---------- ---------------------------------------
Net assets 6,942 7,670
------------------------------------------ ----- ---------- ---------------------------------------
Equity
Stated Capital 4 9,791 9,053
Retained loss (2,849) (1,383)
Total Equity 6,942 7,670
------------------------------------------ ----- ---------- ---------------------------------------
The condensed consolidated interim financial statements were
approved and authorised for issue by the board of the directors on
the 21 June 2022 and were signed on its behalf by:
Mr J M Clubb Mr M C Moore
Executive Chair CFO and COO
Unaudited Consolidated Statement of Changes in Equity
Share Share Stated Retained
capital premium capital loss Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 1 October
2021 - - 9,606 (2,168) 7,438
New share
capital - - 185 - 185
Loss for the
year - - - (681) (681)
At 31 March
2022 - - 9,791 (2,849) 6,942
---------------- ------------------ ------------------ ------------------ ------------------ ------------------
Share Share Stated Retained
capital premium capital loss Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 1 October
2020 9 1,823 - (462) 1,370
New share
capital - 163 - - 163
Cost of shares
issued
through IPO - (443) - - (443)
Conversion of
shares (9) (1,543) 1,552 - -
Share premium
received
from IPO - - 7,501 - 7,501
Loss for the
period - - - (921) (921)
At 31 March
2021 - - 9,053 (1,383) 7,670
---------------- ------------------ ------------------ ------------------ ------------------ ------------------
Unaudited Consolidated Statement of Cash Flows
6 months ended 6 months ended
31-Mar-22 31-Mar-21
Note GBP'000 GBP'000
Cash flows from operating activities
Loss for the year before
tax (710) (933)
Adjustments to cash flows from non-cash
items:
Depreciation and amortisation 264 85
Finance costs 10 (2)
Trade and other receivables (18) (63)
Trade and other payables
(deferred payments) (1,410) (115)
Net cash outflow from operating activities (1,864) (1,028)
----------------------------------------------- ------------------------------- ------------------------------
Cash flows from investing activities
Acquisition of property, plant and
equipment (9) (8)
Net cash outflow from investing activities (9) (8)
----------------------------------------------- ------------------------------- ------------------------------
Cash flows from financing activities
Lease liability paid (35) (34)
IPO costs capitalised - (443)
Issue of share capital
at no par - 7,501
Share premium on issue
of shares - 163
Net cash flow from financing activities (35) 7,187
----------------------------------------------- ------------------------------- ------------------------------
Net increase in cash and cash equivalents (1,908) 6,151
----------------------------------------------- ------------------------------- ------------------------------
Cash and cash equivalents from at
beginning of year/ period 4,921 253
Cash and cash equivalents from acquired - -
subsidiaries
Cash and cash equivalents at end of
year/ period 3,013 6,404
----------------------------------------------- ------------------------------- ------------------------------
Notes to the Consolidated Financial Statements
1. Accounting policies
Basis of preparation and accounting policies
The accounting policies and estimates adopted are consistent
with those of the previous financial period as disclosed in the
2021 Report and Audited Consolidated Financial Statements.
The financial information in this interim report has been
prepared in accordance with the disclosure requirements of the AIM
Rules for Companies and the recognition and measurements of
International Financial Reporting Standards ("IFRS"), as adopted by
the European Union ("EU"). They have been prepared on a going
concern basis with reference to the accounting policies and methods
of computation and presentation set out in the Group's Consolidated
financial statements for the year ended 30 September 2021.
The Interim Condensed consolidated financial statements do not
include all the information and disclosures required in the annual
financial statements and should be read in conjunction with the
Group's audited financial statements for the year ended 30
September 2021, which have been prepared in accordance with
International Financial Reporting Standards ("IFRS") as issued by
the International Accounting Standards Board ("IASB"), the
interpretations issued by the International Financial Reporting
Interpretations Committee ("IFRIC") and the requirements of
Companies (Jersey) Law 1991.
The information relating to the six months ended 31 March 2022
is unaudited and does not constitute statutory financial
statements. The Group's Consolidated financial statements for the
year ended 30 September 2021 have been reported on by the Group's
auditor. The report of the auditor was unqualified and did not draw
attention to any matters by way of emphasis.
Consolidated financial statements
The consolidated financial statements incorporate the financial
statements of the Company and subsidiary entities controlled by the
Company made up to 31 March 2022. Control is achieved where the
Company is exposed, or has rights, to variable returns from its
involvement with an investee company and has the ability to affect
those returns through its power over the other entity; power
generally arises from holding a majority of voting rights.
New standards and interpretations not yet adopted
There are a number of standards, amendments to standards, and
interpretations which have been issued by the IASB that are
effective in future accounting periods that the Group has decided
not to adopt early .
The accounting policies adopted in the preparation of the
interim condensed consolidated financial statements will be
consistent with those to be followed in the preparation of the
Group's annual financial statements for the year ending 30
September 2022 .
Going concern
After making enquiries, the Directors have formed a judgement,
at the time of approving the financial statements, that there is a
reasonable expectation that the Group has adequate resources to
continue in operational existence for the foreseeable future. For
this reason the Directors continue to adopt the going concern basis
in preparing the financial statements.
The Directors have considered the impact of COVID-19 on the
Group and are of the view that it remains a going concern after
revising forecasts for the period to September 2023 and reviewing
the impact of COVID-19 on the working capital of the Group.
Critical accounting estimates and judgements
The Group makes certain estimates and assumptions in the
preparation of financial statements. Estimates and judgements are
continually evaluated based on historical experience and other
factors, including expectations of future events that are believed
to be reasonable that best reflects the conditions and
circumstances that exist at the reporting date.
The principal estimates and judgements that could have an effect
upon the Group's financial results are the useful economic lives of
property, plant and equipment, the impairment of trade receivables
and intangible assets and the provision for income and deferred
taxes. Further details of these estimates and judgements are set
out in the related accounting policies for these items.
2. Operating Segments
IFRS 8 operating segments are to be identified on the basis of
internal reports about components of Group that are regularly
reviewed by management to allocate resources to the segments and to
assess their performance. The Group continues to identify a single
reportable segment, this is likely to change with the completion of
the two most recent transaction. Within this single reportable
segment, total revenue for the year from continuing operations is
as follows;
6 months 6 months
31 Mar 2022 31 Mar 2021
(unaudited) (unaudited)
GBP'000 GBP'000
Revenue
Fees 491 541
Commissions 260 69
Cash and risk management 208 -
Other revenue 40 -
999 610
------------------------------ ------------- -------------
Notes to the Consolidated Financial Statements
3. Exceptional items
6 months 6 months
31 Mar 2022 31 Mar 2021
(unaudited) (unaudited)
GBP'000 GBP'000
IPO and acquisition
related costs 54 468
54 468
------------------------- ------------- -------------
Acquisition costs in the period relate to legal advice for the
acquisition of Omega, and financial advice for other transactions
that did not complete.
4. Stated capital
31 Mar 2022 31 Mar 2021
(unaudited) (unaudited)
No. No.
------------------------------------ ----- ------------- -------------
Allotted, called and fully paid shares
Ordinary shares 17,559,478 16,559,334
------------------------------------------- ------------- -------------
31 Mar 2022 31 Mar 2021
(unaudited) (unaudited)
GBP'000 GBP'000
------------------------------------------ ------ -------------- -------------
Allotted, called and fully paid share capital
Opening balance - 9
Ordinary share capital of GBP0.10 each - -
Transferred - (9)
- -
---------------------------------------------------------------- -------------
31 Mar 2022 31 Mar 2021
(unaudited) (unaudited)
GBP'000 GBP'000
----------------------- --- -------------- -------------
Share Premium
Opening balance - 1,823
Premium in year - 163
Cost of shares issued
through IPO - (443)
Transferred - (1,543)
- -
------------------------------------------ -------------
Notes to the Consolidated Financial Statements
4. Stated capital (continued)
31 Mar 2022 31 Mar 2021
(unaudited) (unaudited)
GBP'000 GBP'000
------------------------ --- ------------- -------------
Stated capital
Opening balance 9,606 -
Transferred - 1,552
Share premium received
from IPO - 7,501
New Capital subscribed 185 -
9,791 9,053
---------------------------- ------------- -------------
The increase in Stated capital reflects the equity component of
the deferred consideration paid to the JCAP shareholders.
5. Earnings per share
The Group has calculated the weighted-average number of
outstanding ordinary shares for the period as follows:
Weighted
average
Number of number of
shares Time weighting shares
----------------------------------- --- ----------- --------------- -----------
Weighted Average Number of Shares
2022
Balance brought forward 17,299,795 6/12 8,649,898
28 February - 31 March
2022 259,683 1/12 21,640
17,559,478 6 months 8,671,538
----------------------------------- --------------- --------------- -----------
Weighted
average
Number of number of
shares Time weighting shares
----------------------------------- --- ----------- --------------- -----------
Weighted Average Number of Shares
2021
Balance brought forward 93,000 6/6 93,000
19 October 2020 - Shares
issued 3,600 5/6 3,000
6 January 2021 - Shares
issued 900 3/6 450
6 January 2021 - Bonus
issue 7,897,500 3/6 3,948,750
6 January 2021 - Shares
issued 41,000 3/6 20,550
8 March 2021 - IPO 8,523,334 1/6 1,420,556
16,559,334 6 months 5,486,256
----------------------------------- --------------- --------------- -----------
Notes to the Consolidated Financial Statements
5. Earnings per share (continued)
Loss per share
31 Mar 31 Mar 2021
2022
Loss per share
Loss for the financial period and total comprehensive
loss (GBP'000) (681) (921)
Weighted average number of shares 8,671,538 5,486,256
Pence per share (0.08) (0.17)
-------------------------------------------------------- ---------- ------------
The Parent Company does not have any contingent issuable shares
as at year end, hence diluted loss per share is the same as the
basic loss per share
Adjusted Loss per share
6 months 6 months
31 Mar 2022 31 Mar 2021
(unaudited) (unaudited)
GBP'000 GBP'000
Loss after tax (681) (921)
Interest 10 (2)
Tax (29) (12)
Depreciation 35 32
Amortisation of intangible assets 229 53
EBITDA (436) (850)
IPO related expenses - 443
Acquisition related expenses 54 25
Adjusted EBITDA (382) (382)
----------------------------------- ------------- -------------
31 Mar 2022 31 Mar 2021
(unaudited) (unaudited)
Adjusted loss per share
Adjusted EBITDA (GBP'000) (382) (382)
Weighted average number of shares 8,671,538 5,486,256
Pence per share (0.04) (0.07)
-------------------------------------- ------------- -------------
Notes to the Consolidated Financial Statements
6. Dividends
No interim dividend has been paid or proposed in respect of the
current financial period (2021: nil).
7. Events after the statement of financial position date
On 12 May 2022, TEAM exchanged contracts with the shareholders
of Concentric Group Limited to acquire 100% of the issued and to be
issued share capital of the business for up to GBP2.5 million.
Completion is conditional on the approval of the change in
controller by the local regulator, the Jersey Financial Services
Commission. Approval for the change in controller for Omega
Financial Services Limited is also awaited.
On the same date it completed a share subscription with existing
and new shareholders, at a price of 60 pence per share (a 5.5%
discount to the closing mid-market price), for 4,416,667 share,
which raised gross proceeds of GBP2.65 million, which net of costs
were GBP2.53 million. This is to be used to fund the cash
consideration for Concentric, and support working capital for the
TEAM plc group.
Company number
129405
Brokers and nominated adviser
Canaccord Genuity Limited
88 Wood Street London
EC2V 7QR
United Kingdom
Financial adviser
Hannam & Partners
2 Park Street
London
W1K 2HX
Bankers
Butterfield Bank (Jersey) Ltd
St Paul's Gate
New Street
St Helier
Jersey J
E4 5PU
Registered office
6 Caledonia Place
St Helier
Jersey
JE2 3NG
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