REG - Tullett Prebon Plc - Half-year Report <Origin Href="QuoteRef">TLPR.L</Origin> - Part 2
- Part 2: For the preceding part double click ID:nRSB9084Fa
Items that may be reclassified subsequently to profit or loss:
Revaluation of investments 0.8 0.4 0.1
Effect of changes in exchange rates on translation of foreign operations 34.3 (5.3) 8.8
Taxation charge relating to items that may be reclassified (0.2) (0.4) (0.5)
34.9 (5.3) 8.4
Other comprehensive income for the period 52.1 (9.2) 24.3
Total comprehensive income for the period 81.4 79.4 107.6
Attributable to:
Equity holders of the parent 80.9 79.2 107.1
Minority interests 0.5 0.2 0.5
81.4 79.4 107.6
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Condensed Consolidated Balance Sheet
as at 30 June 2016
30 June2016(unaudited) 30 June2015(unaudited) 31 December2015
£m £m £m
Non-current assets
Intangible assets arising on consolidation 372.1 334.3 357.4
Other intangible assets 22.0 19.7 22.1
Property, plant and equipment 26.7 28.3 27.4
Interest in associates 6.2 5.9 6.0
Investments 9.9 8.5 8.5
Deferred tax assets 3.6 2.2 2.4
Defined benefit pension scheme 115.8 56.9 88.2
556.3 455.8 512.0
Current assets
Trade and other receivables 12,919.0 10,161.3 2,639.2
Financial assets 17.7 16.6 20.3
Cash and cash equivalents 352.3 348.0 358.9
13,289.0 10,525.9 3,018.4
Total assets 13,845.3 10,981.7 3,530.4
Current liabilities
Trade and other payables (12,927.6) (10,161.9) (2,666.7)
Interest bearing loans and borrowings (141.1) - (140.9)
Current tax liabilities (15.0) (30.5) (17.3)
Short term provisions (9.6) (3.6) (21.3)
(13,093.3) (10,196.0) (2,846.2)
Net current assets 195.7 329.9 172.2
Non-current liabilities
Interest bearing loans and borrowings (79.4) (220.0) (79.3)
Deferred tax liabilities (43.1) (22.0) (33.2)
Long term provisions (7.3) (8.5) (7.8)
Other long term payables (24.6) (14.6) (22.2)
(154.4) (265.1) (142.5)
Total liabilities (13,247.7) (10,461.1) (2,988.7)
Net assets 597.6 520.6 541.7
Equity
Share capital 60.9 60.9 60.9
Share premium account 17.1 17.1 17.1
Merger reserve 178.5 178.5 178.5
Other reserves (1,136.6) (1,178.6) (1,165.1)
Retained earnings 1,475.6 1,441.0 1,448.6
Equity attributable to equity holders of the parent 595.5 518.9 540.0
Minority interests 2.1 1.7 1.7
Total equity 597.6 520.6 541.7
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Condensed Consolidated Statement of Changes in Equity
for the six months ended 30 June 2016
Equity attributable to equity holders of the parent
Share capital Share premium account Mergerreserve Reverseacquisition reserve Re-valuationreserve Hedgingand translation Ownshares Retained earnings Total Minority interests Total equity
£m £m £m £m £m £m £m £m £m £m £m
30 June 2016 (unaudited)
Balance at 1 January 2016 60.9 17.1 178.5 (1,182.3) 1.4 15.9 (0.1) 1,448.6 540.0 1.7 541.7
Profit for the period - - - - - - - 29.0 29.0 0.3 29.3
Other comprehensiveincome for the period - - - - 0.8 33.9 - 17.2 51.9 0.2 52.1
Total comprehensiveincome for the period - - - - 0.8 33.9 - 46.2 80.9 0.5 81.4
Purchase of own shares - - - - - - (6.2) - (6.2) - (6.2)
Dividends paid - - - - - - - (27.2) (27.2) (0.1) (27.3)
Credit arising on share-based payment awards - - - - - - - 8.0 8.0 - 8.0
Balance at 30 June 2016 60.9 17.1 178.5 (1,182.3) 2.2 49.8 (6.3) 1,475.6 595.5 2.1 597.6
30 June 2015 (unaudited)
Balance at 1 January 2015 60.9 17.1 178.5 (1,182.3) 1.4 7.6 (0.1) 1,378.8 461.9 1.6 463.5
Profit for the period - - - - - - - 88.3 88.3 0.3 88.6
Other comprehensiveincome for the period - - - - 0.4 (5.6) - (3.9) (9.1) (0.1) (9.2)
Total comprehensiveincome for the period - - - - 0.4 (5.6) - 84.4 79.2 0.2 79.4
Dividends paid - - - - - - - (27.4) (27.4) (0.1) (27.5)
Credit arising on share-based payment awards - - - - - - - 5.2 5.2 - 5.2
Balance at 30 June 2015 60.9 17.1 178.5 (1,182.3) 1.8 2.0 (0.1) 1,441.0 518.9 1.7 520.6
31 December 2015
Balance at 1 January 2015 60.9 17.1 178.5 (1,182.3) 1.4 7.6 (0.1) 1,378.8 461.9 1.6 463.5
Profit for the year - - - - - - - 82.9 82.9 0.4 83.3
Other comprehensive income for the year - - - - - 8.3 - 15.9 24.2 0.1 24.3
Total comprehensive income for the year - - - - - 8.3 - 98.8 107.1 0.5 107.6
Dividends paid - - - - - - - (41.0) (41.0) (0.4) (41.4)
Credit arising on share-based payment awards - - - - - - - 12.0 12.0 - 12.0
Balance at 31 December 2015 60.9 17.1 178.5 (1,182.3) 1.4 15.9 (0.1) 1,448.6 540.0 1.7 541.7
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Condensed Consolidated Cash Flow Statement
for the six months ended 30 June 2016
Six monthsended30 June2016(unaudited) Six monthsended30 June2015(unaudited) Yearended 31 December2015
Notes £m £m £m
Net cash from operating activities 12 7.3 105.2 144.0
Investing activities
Sale/(purchase) of financial assets 5.7 (6.8) (10.7)
Sale/(purchase) of investments 0.1 (0.4) (0.4)
Interest received 1.1 0.8 1.8
Dividends from associates 2.0 0.1 1.5
Expenditure on intangible assets (3.6) (3.1) (9.3)
Purchase of property, plant and equipment (1.5) (3.2) (4.6)
Investment in subsidiaries (0.1) - (11.6)
Cash acquired with acquisitions - - 1.7
Cash sold with subsidiaries - (0.3) (0.3)
Net cash arising from investment activities 3.7 (12.9) (31.9)
Financing activities
Dividends paid 11 (27.2) (27.4) (41.0)
Dividends paid to minority interests (0.1) (0.1) (0.4)
Purchase of own shares (6.2) - -
Debt issue and bank facility arrangement costs (1.7) (1.7) (4.3)
Net cash used in financing activities (35.2) (29.2) (45.7)
Net (decrease)/increase in cash and cash equivalents (24.2) 63.1 66.4
Cash and cash equivalents at the beginning of the period 358.9 287.1 287.1
Effect of foreign exchange rate changes 17.6 (2.2) 5.4
Cash and cash equivalents at the end of the period 13 352.3 348.0 358.9
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Notes to the Condensed Consolidated Financial Statements
for the six months ended 30 June 2016
1. General information
The condensed consolidated financial information for the six months ended 30
June 2016 has been prepared in accordance with the Disclosure and Transparency
Rules ('DTR') of the Financial Conduct Authority and with IAS 34 'Interim
Financial Reporting' as adopted by the European Union ('EU'). This condensed
financial information should be read in conjunction with the statutory Group
Financial Statements for the year ended 31 December 2015 which were prepared
in accordance with International Financial Reporting Standards ('IFRSs') as
adopted by the EU.
The statutory Group Financial Statements for the year ended 31 December 2015
have been reported on by the Company's auditors, Deloitte LLP, and have been
delivered to the Registrar of Companies. The report of the auditors on those
financial statements was unqualified, did not draw attention to any matters by
way of emphasis and did not contain a statement under section 498(2) or (3) of
the Companies Act 2006.
The condensed consolidated financial information for the six months ended 30
June 2016 has been prepared using accounting policies consistent with IFRSs.
The interim information, together with the comparative information contained
in this report for the year ended 31 December 2015, does not constitute
statutory financial statements within the meaning of section 434 of the
Companies Act 2006. The financial information is unaudited but has been
reviewed by the Company's auditor, Deloitte LLP, and their report appears at
the end of the Interim Management Report.
2. Accounting policies
The Condensed Consolidated Financial Statements have been prepared on the
historical cost basis, except for the revaluation of certain financial
instruments. The Group has adequate financial resources to meet the Group's
ongoing obligations. Accordingly, the going concern basis continues to be
used in preparing these Condensed Consolidated Financial Statements. The
Condensed Consolidated Financial Statements are rounded to the nearest hundred
thousand pounds (expressed as millions to one decimal place - £m), except
where otherwise indicated.
The same accounting policies, presentation and methods of computation have
been followed in the Condensed Consolidated Financial Statements as applied in
the Group's latest annual audited Group Financial Statements for the year
ended 31 December 2015, except as described below.
The Group has adopted Amendments to IAS 1 'Presentation of financial
statements' regarding disclosures, the Annual Improvements to IFRSs (2012-2014
Cycle), the Amendments to IAS 16 and IAS 38 regarding the clarification of
acceptable methods of depreciation and amortisation, and the Amendments to
IFRS 11 regarding the accounting for acquisition of interests in Joint
Operations. The adoption of these amendments has had no impact on the
Condensed Consolidated Financial Statements.
3. Related party transactions
Related party transactions are described in Note 36 to the 2015 statutory
Group Financial Statements. There have been no material changes in the nature
or value of related party transactions in the six months ended 30 June 2016.
4. Principal risks and uncertainties
Robust risk management is fundamental to the achievement of the Group's
objectives. The Group identifies the risks to which it is exposed as a result
of its business objectives, strategy and operating model, and categorises
those risks into three overarching risk categories: Operational Risk,
Financial Risk, and Strategic and Business Risk. The risks identified within
each of these categories, along with an explanation of how the Group seeks to
manage or mitigate these risk exposures can be found on pages 21 to 24 of the
latest Annual Report which is available at www.tullettprebon.com. The
Directors do not consider that the principal risks and uncertainties have
changed since the publication of the Annual Report for the year ended 31
December 2015. Risks and uncertainties which could have a material impact on
the Group's performance over the remaining six months of the financial year
are discussed in the Interim Management Report.
5. Segmental analysis
Products and services from which reportable segments derive their revenues
The Group is organised by geographic reporting segments which are used for the
purposes of resource allocation and assessment of segmental performance by
Group management. These are the Group's reportable segments under IFRS 8
'Operating Segments'.
Each geographic reportable segment derives revenue from Energy and
Commodities, Interest Rate Derivatives, Fixed Income, Treasury Products,
Equities, and Information Sales and Risk Management Services.
Information regarding the Group's operating segments is reported below:
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
£m £m £m
Revenue
Europe and the Middle East 234.2 241.9 455.3
Americas 134.1 117.9 234.5
Asia Pacific 62.0 55.9 106.2
430.3 415.7 796.0
Operating profit
Europe and the Middle East 47.5 46.3 81.2
Americas 10.8 7.1 14.9
Asia Pacific 8.7 7.2 11.8
Underlying operating profit 67.0 60.6 107.9
Exceptional and acquisition related items (Note 6) (21.6) 58.2 14.0
Reported operating profit 45.4 118.8 121.9
Finance income 2.7 1.9 4.1
Finance costs (12.6) (9.6) (20.3)
Profit before tax 35.5 111.1 105.7
Taxation (7.9) (23.7) (25.0)
Profit of consolidated companies 27.6 87.4 80.7
Share of results of associates 1.7 1.2 2.6
Profit for the period 29.3 88.6 83.3
There are no inter-segment sales included in segment revenue.
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
Revenue by product group £m £m £m
Energy and Commodities 117.6 101.2 204.3
Interest Rate Derivatives 70.2 76.2 135.3
Fixed Income 88.8 93.6 171.2
Treasury Products 94.3 96.0 185.0
Equities 27.6 21.5 46.3
Information Sales and Risk Management Services 31.8 27.2 53.9
430.3 415.7 796.0
Other segmental information
30 June2016 30 June2015 31 December2015
Segment assets £m £m £m
Europe and the Middle East - UK 7,711.2 5,071.0 1,436.8
Europe and the Middle East - Other 99.2 40.1 26.7
Americas 5,937.3 5,793.2 1,987.9
Asia Pacific 97.6 77.4 79.0
13,845.3 10,981.7 3,530.4
30 June2016 30 June2015 31 December2015
Segment liabilities £m £m £m
Europe and the Middle East - UK 7,305.3 4,693.3 1,059.2
Europe and the Middle East - Other 94.3 37.5 21.6
Americas 5,801.9 5,690.9 1,867.0
Asia Pacific 46.2 39.4 40.9
13,247.7 10,461.1 2,988.7
Segmental assets and liabilities exclude all inter-segment balances.
6. Exceptional and acquisition related items
Exceptional and acquisition related items comprise:
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
£m £m £m
Net credit relating to major legal actions - 64.4 64.4
Charge relating to cost improvement programmes (5.2) - (25.7)
(5.2) 64.4 38.7
Acquisition costs relating to IGBB (9.5) - (12.1)
Other acquisition costs - - (0.5)
Acquisition related share-based payment charge (5.5) (5.2) (10.5)
Amortisation of intangible assets arising on consolidation (0.6) (0.7) (1.2)
Loss on disposal of subsidiary undertakings - (0.3) (0.6)
Adjustments to acquisition consideration (0.8) - 0.2
(21.6) 58.2 14.0
Finance costs (Note 9) (3.2) - (2.0)
(24.8) 58.2 12.0
7. Other operating income
Other operating income represents receipts such as rental income, royalties,
insurance proceeds, settlements from competitors and business relocation
grants. Costs associated with such items are included in administrative
expenses.
8. Finance income
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
£m £m £m
Interest receivable and similar income 1.1 0.8 1.8
Deemed interest arising on the defined benefit pension scheme surplus 1.6 1.1 2.3
2.7 1.9 4.1
9. Finance costs
Underlying Acquisition related Six monthsended30 June2016 Six monthsended30 June2015
£m £m £m £m
Interest and fees payable on bank facilities 1.2 1.4 2.6 0.8
Interest payable on Sterling Notes July 2016 4.9 - 4.9 4.9
Interest payable on Sterling Notes June 2019 2.1 - 2.1 2.1
Other interest payable 0.2 - 0.2 0.2
Amortisation of debt issue and bank facility costs 0.8 1.7 2.5 1.1
Total borrowing costs 9.2 3.1 12.3 9.1
Unwind of discounted liabilities and provisions 0.2 0.1 0.3 0.5
9.4 3.2 12.6 9.6
Underlying Acquisition related Yearended31 December2015
£m £m £m
Interest and fees payable on bank facilities 1.6 0.6 2.2
Interest payable on Sterling Notes July 2016 9.9 - 9.9
Interest payable on Sterling Notes June 2019 4.2 - 4.2
Other interest payable 0.4 - 0.4
Amortisation of debt issue and bank facility costs 1.8 1.1 2.9
Total borrowing costs 17.9 1.7 19.6
Unwind of discounted liabilities and provisions 0.4 0.3 0.7
18.3 2.0 20.3
10. Earnings per share
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
Basic - underlying 21.0p 17.7p 32.2p
Diluted - underlying 20.1p 17.4p 31.5p
Basic earnings per share 11.9p 36.2p 34.0p
Diluted earnings per share 11.5p 35.8p 33.3p
The calculation of basic and diluted earnings per share is based on the
following number of shares:
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
No. (m) No. (m) No. (m)
Basic weighted average shares 242.7 243.6 243.6
Contingently issuable shares 9.4 3.3 5.1
Issuable on vesting of share-based deferred bonus plans 1.0 - -
Diluted weighted average shares 253.1 246.9 248.7
The earnings used in the calculation of underlying, basic and diluted earnings
per share are set out below:
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
£m £m £m
Profit for the period 29.3 88.6 83.3
Minority interests (0.3) (0.3) (0.4)
Earnings 29.0 88.3 82.9
Exceptional and acquisition related items (Note 6) 24.8 (58.2) (12.0)
Tax on exceptional and acquisition related items (2.9) 12.9 7.5
Underlying earnings 50.9 43.0 78.4
11. Dividends
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
£m £m £m
Amounts recognised as distributions to equity holders in the period:
Final dividend for the year ended 31 December 2015of 11.25p per share 27.2 - -
Interim dividend for the year ended 31 December 2015of 5.6p per share - - 13.6
Final dividend for the year ended 31 December 2014of 11.25p per share - 27.4 27.4
27.2 27.4 41.0
The Board has recommended the payment of interim dividends to shareholders,
the basis for which is set out on page 14.
As at 30 June 2016 the Tullett Prebon plc Employee Benefit Trust 2007 held
1,927,575 ordinary shares (2015: 202,029 ordinary shares) and has waived its
rights to dividends.
12. Reconciliation of operating result to net cash from operating
activities
Six monthsended30 June2016 Six monthsended30 June2015 Yearended31 December2015
£m £m £m
Operating profit 45.4 118.8 121.9
Adjustments for:
- Share-based compensation expense 2.5 - 1.5
- Pension scheme's administration costs 0.4 0.3 0.7
- Depreciation of property, plant and equipment 3.9 3.8 7.7
- Amortisation of intangible assets 3.9 3.6 7.3
- Acquisition related share-based payment charge 5.5 5.2 10.5
- Amortisation of intangible assets arising on consolidation 0.6 0.7 1.2
- Loss on disposal of property, plant and equipment - - 0.2
- Loss on derecognition of intangible assets - - 0.1
- Loss on disposal of subsidiary undertaking - 0.2 0.2
- Remeasurement of deferred consideration 0.8 - 0.4
(Decrease)/increase in provisions for liabilities and charges (14.1) (4.3) 11.5
Decrease in non-current liabilities (0.2) (0.5) (0.8)
Operating cash flows before movement in working capital 48.7 127.8 162.4
(Increase)/decrease in trade and other receivables (8.9) (10.8) 0.1
(Increase)/decrease in net settlement balances (4.1) (0.4) 1.3
(Decrease)/increase in trade and other payables (13.6) (3.9) 16.5
Cash generated from operations 22.1 112.7 180.3
Income taxes paid (10.7) (4.6) (19.5)
Interest paid (4.1) (2.9) (16.8)
Net cash from operating activities 7.3 105.2 144.0
13. Analysis of net funds
1 January2016 Cashflow Non-cashitems Exchangedifferences 30 June2016
£m £m £m £m £m
Cash 296.7 (18.7) - 14.3 292.3
Cash equivalents 60.2 (5.5) - 3.3 58.0
Client settlement money 2.0 - - - 2.0
Cash and cash equivalents 358.9 (24.2) - 17.6 352.3
Financial assets 20.3 (5.7) - 3.1 17.7
Total funds 379.2 (29.9) - 20.7 370.0
Notes due within one year (140.9) - (0.2) - (141.1)
Notes due after one year (79.3) - (0.1) - (79.4)
(220.2) - (0.3) - (220.5)
Total net funds 159.0 (29.9) (0.3) 20.7 149.5
Cash and cash equivalents comprise cash at bank and other short term highly
liquid investments with an original maturity of three months or less. Cash at
bank earns interest at floating rates based on daily bank deposit rates.
Short term deposits are made for varying periods of between one day and three
months depending on the immediate cash requirements of the Group, and earn
interest at the respective short term deposit rates.
Financial assets comprise short term government securities and term deposits
held with banks and clearing organisations.
14. Regulatory matters
The Company is currently under investigation by the FCA in relation to certain
trades undertaken between 2008 and 2011, including trades which are risk free,
with no commercial rationale or economic purpose, on which brokerage is paid,
and trades on which brokerage may have been improperly charged. As part of
its investigation, the FCA is considering the extent to which during the
relevant period (i) the Company's systems and controls were adequate to manage
the risks associated with such trades and (ii) whether certain of the
Company's managers were aware of, and/or managed appropriately the risks
associated with, the trades. The FCA is also reviewing the circumstances
surrounding a failure in 2011 to discover certain audio files and produce them
to the FCA in a timely manner. As the investigation is ongoing, any potential
liability arising from it cannot currently be quantified.
15. Allocation of other comprehensive income within Equity
Equity attributable to equity holders of the parent
Re-valuationreserve Hedgingandtranslation Ownshares Retainedearnings Total Minorityinterests Totalequity
£m £m £m £m £m £m £m
Six months ended 30 June 2016 (unaudited)
Revaluation of investments 0.8 - - - 0.8 - 0.8
Effect of changes in exchange rates on translation of foreign operations - 34.1 - - 34.1 0.2 34.3
Remeasurement of the defined benefit pension scheme - - - 26.4 26.4 - 26.4
Taxation charge on components of other comprehensive income - (0.2) - (9.2) (9.4) - (9.4)
Other comprehensive income for the period 0.8 33.9 - 17.2 51.9 0.2 52.1
Six months ended 30 June 2015(unaudited)
Revaluation of investments 0.4 - - - 0.4 - 0.4
Effect of changes in exchange rates on translation of foreign operations - (5.2) - - (5.2) (0.1) (5.3)
Remeasurement of the defined benefit pension scheme - - - (6.0) (6.0) - (6.0)
Taxation (charge)/credit on components of other comprehensive income - (0.4) - 2.1 1.7 - 1.7
Other comprehensive income for the period 0.4 (5.6) - (3.9) (9.1) (0.1) (9.2)
Year ended 31 December 2015
Revaluation of investments 0.1 - - - 0.1 - 0.1
Effect of changes in exchange rates on translation of foreign operations - 8.7 - - 8.7 0.1 8.8
Remeasurement of the defined benefit pension scheme - - - 24.5 24.5 - 24.5
Taxation charge on components of other comprehensive income (0.1) (0.4) - (8.6) (9.1) - (9.1)
Other comprehensive income for the year - 8.3 - 15.9 24.2 0.1 24.3
16. Events after the balance sheet date
In July 2016, the Group announced the acquisition of Creditex's US hybrid
voice brokerage business. Under the agreement, deferred contingent
consideration is payable through to the third anniversary of completion. The
amount of deferred contingent consideration is dependent upon the performance
of the business over the three year period and has an initial fair value
estimated to be US$3.5m (£2.7m). The initial fair value of the net assets
acquired is negligible which would result in the recognition of US$3.5m
(£2.7m) of intangible assets arising on consolidation.
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Directors' Responsibility Statement
The Directors confirm, to the best of their knowledge, that the condensed set
of financial statements has been prepared in accordance with IAS 34 'Interim
Financial Reporting' as adopted by the European Union, and that the Interim
Management Report herein includes a fair review of the information required by
DTR 4.2.7R and DTR 4.2.8R.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company's website.
Legislation in the United Kingdom governing the preparation and dissemination
of financial information differs from legislation in other jurisdictions.
By order of the Board
Andrew Baddeley
Chief Financial Officer
2 August 2016
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
Independent Review Report to Tullett Prebon plc
Introduction
We have been engaged by the Company to review the condensed set of financial
statements in the half year report for the six months ended 30 June 2016 which
comprises the Condensed Consolidated Income Statement, the Condensed
Consolidated Statement of Comprehensive Income, the Condensed Consolidated
Balance Sheet, the Condensed Consolidated Statement of Changes in Equity, the
Condensed Consolidated Cash Flow Statement and related Notes 1 to 16. We have
read the other information contained in the half year report and considered
whether it contains any apparent misstatements or material inconsistencies
with the information in the condensed set of financial statements.
This report is made solely to the Company in accordance with International
Standard on Review Engagements (UK and Ireland) 2410 'Review of Interim
Financial Information Performed by the Independent Auditor of the Entity'
issued by the Auditing Practices Board. Our work has been undertaken so that
we might state to the Company those matters we are required to state to them
in an independent review report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility to anyone
other than the Company for our review work, for this report, or for the
conclusions we have formed.
Directors' responsibilities
The half year report is the responsibility of, and has been approved by, the
Directors. The Directors are responsible for preparing the half year report
in accordance with the Disclosure and Transparency Rules of the United
Kingdom's Financial Conduct Authority.
As disclosed in Note 1, the annual financial statements of the Group are
prepared in accordance with IFRSs as adopted by the European Union. The
condensed set of financial statements included in this half year report has
been prepared in accordance with International Accounting Standard 34 'Interim
Financial Reporting', as adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed
set of financial statements in the half year report based on our review.
Scope of Review
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410 'Review of Interim Financial Information
Performed by the Independent Auditor of the Entity' issued by the Auditing
Practices Board for use in the United Kingdom. A review of interim financial
information consists of making inquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted
in accordance with International Standards on Auditing (UK and Ireland) and
consequently does not enable us to obtain assurance that we would become aware
of all significant matters that might be identified in an audit. Accordingly,
we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to
believe that the condensed set of financial statements in the half year report
for the six months ended 30 June 2016 is not prepared, in all material
respects, in accordance with International Accounting Standard 34 as adopted
by the European Union and the Disclosure and Transparency Rules of the United
Kingdom's Financial Conduct Authority.
Deloitte LLP
Chartered Accountants and Statutory Auditor
London, UK
2 August 2016
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