Quarterly Report • Sep 15, 2020
Quarterly Report
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Annual Report 2019



| Half-year activity report | 4 |
|---|---|
| Condensed half-year consolidated financial statement | 17 |
| Statutory Auditors' review on the half-year consolidated financial information | 68 |
| Persons responsible for the half-year financial report | 69 |
| About Rothschild & Co | 70 |
The Supervisory Board of Rothschild & Co SCA met on 15 September 2020 to review the consolidated financial statements from 1 January 2020 to 30 June 2020; these accounts had been previously approved by Rothschild & Co Gestion SAS, Managing Partner of Rothschild & Co.
| (in €m) | H1 2020 | H1 2019 | Var | Var % |
|---|---|---|---|---|
| Revenue | 838 | 898 | (60) | (7)% |
| Staff costs | (523) | (520) | (3) | 1% |
| Administrative expenses | (122) | (134) | 12 | (9)% |
| Depreciation and amortisation | (34) | (31) | (3) | 10% |
| Impairments | (8) | 2 | (10) | (500) % |
| Operating Income | 151 | 215 | (64) | (30)% |
| Other income / (expense) (net) | (1) | 18 | (19) | N/A |
| Profit before tax | 150 | 233 | (83) | (36)% |
| Income tax | (28) | (36) | 8 | (22)% |
| Consolidated net income | 122 | 197 | (75) | (38)% |
| Non-controlling interests | (62) | (63) | 1 | (2)% |
| Net income - Group share | 60 | 134 | (74) | (55)% |
| Adjustments for exceptionals | 5 | (10) | 15 | (150)% |
| Net income - Group share excl. exceptionals |
65 | 124 | (59) | (48)% |
| Earnings per share 1 | 0.82 € | 1.88 € | (1.06) € | (56) % |
| EPS excl. exceptionals | 0.88 € | 1.73 € | (0.85) € | (49)% |
| Return On Tangible Equity (ROTE) | 6.3% | 15.2% | ||
| ROTE excl. exceptionals | 6.8% | 14.0% |
1 Diluted EPS is €0.82 (H1 2019: €1.85)
An analysis of Exceptional items and a presentation of Alternative Performance Measures are shown respectively in Appendix B and Appendix G
Our Global Advisory business focuses on providing advice in the areas of Strategic Advisory and M&A; Financing Advisory encompassing Debt Advisory, Restructuring and Equity Advisory; and Investor Advisory advising on engaging with shareholders on a variety of topics including activism, sustainability and governance.
Revenue for H1 2020 was €529.4 million, 3% below H1 2019 (€544.8 million), with the effects of the economic shocks caused by the COVID-19 pandemic being felt from March. For the last twelve months to June 2020, we ranked 8th globally by financial advisory revenue1 .
Operating income for H1 2020, excluding ongoing investment in the development of our North American M&A franchise, was €82 million (H1 2019: €93 million), representing an operating income margin of 15.4% (H1 2019: 17.0%). Including the effect of ongoing investment in senior hiring in North America, operating income was €75 million (H1 2019: €83 million) with an operating income margin of 14.1% (H1 2019: 15.2%).
Our M&A business has remained resilient despite significantly reduced market activity, ranking 2nd globally by number of completed transactions for H1 20202 . In Europe, we continue to advise on more M&A transactions than any of our competitors, a position we have held for more than a decade3 . M&A advisory revenue for H1 2020 was €385.0 million, down 12% compared to H1 2019 (€436.7 million).
Financing Advisory revenue for H1 2020 was €144.4 million, up 34% compared to H1 2019 (€108.1 million), driven by strong demand for liquidity and financing advice. During H1 2020, we ranked 1st in Europe by numbers of completed restructuring transactions3and maintained our position as adviser on more European equity assignments than any other independent financial adviser3 .
Our breadth of independent advice and global footprint position us well to serve existing and new clients effectively through the ongoing crisis. During the second quarter, we have seen a meaningful proportion of the ingoing pipeline of our clients' well-advanced or announced transactions through to completion, and our teams of experienced Financing Advisory bankers have been working extensively with clients to support them on liquidity and financing matters, often in highly expedited situations. Alongside this, all our teams worldwide have been focused on maintaining active dialogues with existing and potential clients in order to offer our assistance and advice in supporting them through this difficult period.
During H1 2020, we promoted 20 new Managing Directors across the business, demonstrating our focus on growing talent from within. In addition, we recruited two new Managing Directors into our Swiss and Middle Eastern businesses and continued our ongoing strategic investment in North America with a new Vice Chairman in North America, advising clients across Restructuring, Debt Advisory and M&A, and one new Managing Director focusing on the Automotive sector.
Global Advisory advised the following clients on significant assignments completed in H1 2020:
In addition, despite the extremely challenging market environment, we continue to work on some of the largest and most complex announced transactions globally, including acting as financial adviser to:
For further examples of Global Advisory assignments completed during H1 2020, please refer to Appendix F.
1 Source: Company filings
Wealth & Asset Management is made up of our Wealth Management businesses in France, Switzerland, UK, Belgium, Germany, Monaco and Italy and our Asset Management activity in Europe. In addition, we operate an Asset Management business in North America.
Net New Assets (NNA) were €0.3 billion. These are the result of a combination of an excellent performance in Wealth Management (€1.8 billion net inflows in all our main geographies) partially offset by net outflows of €1.5 billion in our asset management business. Despite the impact of COVID-19, levels of activity have been very high as we remain in constant dialogue with clients in these difficult conditions.
Asset Management recorded a net outflow largely due to North America (€1.4 billion), where our valueoriented investment philosophy has proved difficult in the current environment. However, recently, our North American business has won an important mandate of sub-advisor, with Transamerica AM, a new distribution partner, for approximately \$2.1 billion, effective in December 2020.
Assets under Management (AUM) fell by 6% (€4.7 billion) to €71.3 billion as at 30 June 2020 (31 December 2019: €76.0 billion) as a result of weak market conditions, the sharp fall in the first quarter at the start of the COVID-19 crisis has been partially offset by the rally in the second quarter.
| Quarter ended | 6 months to June | ||||
|---|---|---|---|---|---|
| In € billion | 30/06/2020 | 31/03/2020 | 30/06/2019 | 2020 | 2019 |
| AuM opening | 66.7 | 76.0 | 69.6 | 76.0 | 64.8 |
| of which Wealth Management | 46.6 | 50.5 | 45.8 | 50.5 | 42.5 |
| of which Asset Management | 20.1 | 25.5 | 23.8 | 25.5 | 22.3 |
| Net new assets | (0.3) | 0.6 | 1.1 | 0.3 | 2.0 |
| of which Wealth Management | 0.5 | 1.3 | 1.0 | 1.8 | 1.9 |
| of which Asset Management | (0.8) | (0.7) | 0.1 | (1.5) | 0.1 |
| Market and exchange rate | 4.9 | (9.9) | 0.8 | (5.0) | 4.7 |
| AuM closing | 71.3 | 66.7 | 71.5 | 71.3 | 71.5 |
| of which Wealth Management | 49.9 | 46.6 | 47.1 | 49.9 | 47.1 |
| of which Asset Management | 21.4 | 20.1 | 24.4 | 21.4 | 24.4 |
| % var / AuM opening | 7% | -6% |
The table below presents the progress in Assets under Management.
Overall, despite the impact of COVID-19, the business has performed well, with high levels of activity and a continued ability to attract new clients.
Revenues for H1 2020 were a record €252.3 million, up 5% (H1 2019: €239.2 million). This reflects two opposite effects (i) an increase of 8% in fees and commissions due to the strong growth in AUM enjoyed in 2019 and high transaction fees; and (ii) a decline of 12% in Net interest income driven by the negative impact of the interest environment on our treasury revenue.
Operating income was also strong at €43.9 million, up 14% (H1 2019: €38.4 million). This represents a margin of 17.4% (H1 2019: 16.1%). Cost increases in 2020 over 2019 primarily reflect the impact of growth-oriented recruitment made in 2019 partially offset by reduced marketing, travel and recruitment activity in 2020 due to COVID-19.
As a result of our conservative lending strategy, the private client loan book has proved resilient in the recent challenging market conditions. The relatively few margin calls have been rectified in accordance with normal procedures.
Merchant Banking is the investment arm of Rothschild & Co which manages capital for the firm and third parties in private equity and private debt.
Recurring revenue (management fees) of €53 million was up 29% in H1 2020 (H1 2019: €41 million), as a result of strong AUM growth driven by recent successful fundraisings. Total revenue for H1 2020, however, was €52.8 million, down 52% (H1 2019: €110.4 million), reflecting a close-to-zero contribution from investment performance-related revenue in the period. When compared to the average first half year revenue of the last three years, revenue is down 44%. The table below illustrates the progress in revenue.
| In € million | H1 2020 | H1 2019 | % Var |
|---|---|---|---|
| Recurring revenue | 53.1 | 41.3 | 29% |
| Investment performance revenue | (0.3) | 69.1 | (100)% |
| of which carried interest | (0.8) | 33.5 | (102)% |
| of which realised and unrealised investments gains and dividends |
0.5 | 35.6 | (99)% |
| Total revenue | 52.8 | 110.4 | (52)% |
| % recurring / total revenue | 101% | 37% |
These figures confirm the pattern seen in the first quarter, with revenue contraction reflecting two opposing effects:
The decline in investment performance-related revenue is anticipated to be largely transient, with no or limited impact to our long-term value prospects. Given our sector focus (Healthcare, Data & Software and Technology Enabled Business Services) and the quality of our assets, we remain confident that our equity and debt portfolios' value accretion will resume as market conditions stabilise. Crucially, all the portfolio companies in our equity funds are well capitalised with no liquidity issues.
The significant contribution from recurring revenue, combined with tight cost controls, has allowed Merchant Banking to close H1 2020 with positive Operating income of €10 million, albeit below the same period of last year (€68 million) due to the above-mentioned contraction in investment performance-related revenue. This illustrates the benefits of a balanced business model combining recurring fee-based revenue and investment performance revenue, especially during times when cyclical conditions delay value accretion.
A critical indicator to measure the performance of Merchant Banking over the investment cycle is Return On Risk Adjusted Capital ("RORAC"), a ratio comparing the adjusted profit before tax and an internal measure of risk capital invested in the business, on a rolling three year basis. As at 30 June 2020, RORAC was 25%, lower than last year (28% as at 30 June 2019), but still well above the division's stated target ("above 15% over the cycle"). The use of a three-year rolling average to calculate this metric has reduced the impact of the profit contraction in 2020 – we believe that this calculation method provides a fairer representation of the underlying performance of the business.
The alignment of interests between the Group and our third-party investors remains a key differentiator for Merchant Banking, especially in the midst of these challenging market conditions. During H1 2020:
In H1 2020 Merchant Banking has continued to develop its business activities, launching new fundraising initiatives to increase its AUM further and completing new transactions both in our private equity and private debt portfolios.
We are well advanced in raising our third direct lending and our first growth capital funds, both of which have completed successful first closings in H1 2020:
Similarly, our Credit Management business has continued to increase its AUM base:
Merchant Banking's AUM as at 30 June 2020 was €14.5 billion, up 4% so far in 2020 (31 December 2019: €14.0 billion), of which Rothschild & Co's share is €1.2 billion (8% of total).
Evolution in Net Asset Value of the Group's investments in Merchant Banking products (in millions of euros)


For H1 2020, revenue was €838 million (H1 2019: €898 million), representing a decrease of €60 million or 7%. This was largely due to Merchant Banking where revenue decreased by €58 million. The translation effect of exchange rate fluctuations increased revenue by €4 million.
For H1 2020, staff costs were €523 million, almost at the same level as in H1 2019 (€520 million), in line with the robust level of revenue delivered by our Global Advisory and Wealth and Asset Management divisions. The translation impact of exchange rate fluctuations resulted in an increase in staff costs of €2 million.
The adjusted compensation ratio, as defined in Appendix G on Alternative Performance Measures, was 68.0% as at 30 June 2020 (30 June 2019: 62.8%). When adjusting for the effects of senior hiring in the US for the advisory business and exchange rates; the ratio is 67.3% (30 June 2019: 61.4%). Further, if adjusted for the deferred bonus effect, the ratio is 66.3% (30 June 2019: 59.9%).
The H1 2020 compensation ratio has been negatively impacted by lower investment performance-related revenue from Merchant Banking (average of €60 million for the last three first half years) on which bonuses are not payable. If we calculate a pro forma ratio including an equivalent amount of investment revenue as in H1 2019 (€69.1 million), the compensation ratio would be 62.1%, being a similar level to H1 2019 ratio of 61.4%.
Overall Group headcount was similar to December 2019 at 3,557 as at 30 June 2020 (31 December 2019: 3,559).
For H1 2020, administrative expenses were €122 million (H1 2019: €134 million) representing a decrease of €12 million. The translation impact of exchange rate fluctuations had no net impact on administrative expenses.
As announced in our full year results press release, the Group decided to move to a new IT infrastructure supplier to enable it to accelerate the implementation of its operational programmes. This will result in a one-off transition and transformation charge of around €15 million in 2020. For H1 2020, that charge represented €5.5 million.
The administrative expenses reduction is mainly related to the impact of COVID-19, which resulted in savings in travel, marketing and other costs of €14 million.
For H1 2020, depreciation and amortisation were €34 million (H1 2019: €31 million), representing an increase of €3 million. The translation impact of exchange rate fluctuations had no net impact on depreciation and amortisation.
For H1 2020, impairment charges and loan provisions were €8 million (H1 2019: credit of €2 million). In H1 2019, we had a reduction in provisions which resulted in a credit of €2 million. However, given the current uncertain environment, we have conservatively recognised in H1 2020 an increase in provisions in respect of our corporate loan book (€2.2 million) as well as certain GA receivables.
For H1 2020, other income and expenses, which include results from equity-accounted companies and gains / losses on disposal of subsidiaries and associates, resulted in a net cost of €1 million (H1 2019: net income of €18 million). In H1 2019, it comprised net capital gains on property transactions and on legacy assets including the sale of Trust.
For H1 2020, the income tax charge was €28 million (H1 2019: €36 million) comprising a current tax charge of €27 million and a deferred tax charge of €1 million, giving an effective tax rate of 18.8% (H1 2019: 15.6%).
For H1 2020, the charge for Non-controlling interests was €62 million (H1 2019: €63 million). This mainly comprises interest on perpetual subordinated debt and preferred dividends payable to French partners in line with the performance of the French Global Advisory and Wealth & Asset Management businesses.
The Group is regulated by the French Prudential and Resolution Authority (ACPR: Autorité de Contrôle Prudentiel et de Résolution) as a financial company (Compagnie Financière). The Group continues to maintain a high level of liquidity. As at 30 June 2020, total liquid assets as a percentage of total assets was 58% (57% as at 31 December 2019).
| 30/06/2020 | 31/12/2019 | Full Basel 3 minimum with the CCB (Capital Conservation Buffer) |
|
|---|---|---|---|
| Common Equity Tier 1 ratio | 19.6% | 20.2%5 | 7.0% |
| Global solvency ratio | 19.6% | 20.2%6 | 10.5% |
The CET 1 ratio was 19.6%6 as at 30 June 2020 (20.2% as at 31 December 2019). The fully loaded Common Equity Tier 1 capital is calculated in accordance with applicable CRR/CRD4 rules. The fully loaded solvency ratios are presented pro forma for current earnings7 , net of dividends, for the current financial year, unless specified otherwise.
Our focus throughout the COVID-19 crisis remains the safety and welfare of our colleagues and the needs of our clients. We were able to move swiftly into a home-working set-up for all of our employees without major impact on productivity. This accelerated adoption of digital remote working practices is a testament to the hard work and resilience of our teams around the globe.
5 The ratios as at 31 December 2019 have been recalculated to reflect the cancellation of the 2019 dividend, in accordance with the ACPR's recommendation
6 The ratio submitted to ACPR as at 30 June 2020 was 19.0%, which excludes the profit of the first half of the year as non-audited at the time of the submission
7 Subject to the provisions of article 26.2 of Regulation (EU) No 575/2013
Our return to the office is now taking place in a measured and prudent manner, respecting local government requirements.
The Group is financially resilient; we have a strong balance sheet with a capital ratio of 19.6% and high levels of liquidity. Our prudent approach to the business is also reflected in our conservative loan book.
Thanks to our staff, clients and operating synergies from our three-business model, the Group is confident it will emerge from this crisis stronger and fully able to continue to support our clients and to take advantage of future business opportunities.
Following the announcements by the Autorité de contrôle prudentiel et de résolution (ACPR) in March and July recommending that dividend payments by financial institutions should not be paid, the Managing Partner has decided that no dividend will be distributed to shareholders during the 2020 financial year.
However, it is the intention of the Managing Partner to pay the dividend of €0.85 per share, previously announced in respect of 2019, when appropriate.
In Global Advisory, whilst it is still too difficult to predict the outcome for the year with any confidence, we expect our M&A revenue for the full year to be below 2019 levels, with this decline partially mitigated by Financing Advisory activity. Several M&A situations were put on hold as a consequence of COVID-19, but we have seen a meaningful proportion of our clients' ingoing well-advanced or announced transactions through to completion. We are currently experiencing new M&A activity beginning to return, albeit we remain cautious with regards to predicting M&A activity levels going forward. We also continue to see strong demand to advise existing and new clients with regards to liquidity, financing and balance sheet repair matters, often across multi-disciplinary teams.
In Wealth & Asset Management, although our first half 2020 was exceptionally strong, we anticipate revenues to be lower in the second half of 2020 predominantly due to expected lower transaction volumes and to the effects of the interest rate environment, especially in US Dollar and Sterling. NNA is expected to improve in Asset Management but it may prove difficult to sustain the current levels of NNA in Wealth Management given the restrictions imposed by COVID-19 and the decline in M&A activity which has been an important source of new business in recent years. The crisis has, however, underlined how our excellent client service and positive investment performance remain key differentiators in a competitive market and we believe that we are well placed to benefit from future opportunities.
In Merchant Banking, we expect to continue to grow our recurring revenue base, which will represent our main profitability driver in 2020. The adverse effects of the COVID-19 outbreak will be confined to our investment performance-related revenue and are expected to be transient with no long-term impact on our value creation prospects. We believe our portfolios are well-equipped to weather this downturn and attribute this resilience to our fundamental investing principles centred around capital preservation.
Although the underlying performance of our businesses is proving robust, there is still considerable uncertainty around how the current situation will develop and it is clear that the effect for the Group will be materially detrimental compared to 2019, largely due to the limited investment revenue we expect to earn in Merchant Banking which has a direct impact on the Group's net income. However, we remain focused on our strategy to increase revenue while maintaining a close control over costs, and we have the advantage of being able to manage the significant element of our cost base which is variable compensation. Experience has shown that our business model is resilient, highly adaptable and well suited to clients' needs at times like these. Therefore, the Group is confident it will emerge from this crisis stronger and fully able to continue to support our clients and to take advantage of future business opportunities.
| (in €bn) | 30/06/2020 | 31/12/2019 | Var |
|---|---|---|---|
| Cash and amounts due from central banks | 3.9 | 4 4 | (0.5) |
| Loans and advances to banks | 24 | 2.0 | 0.4 |
| Loans and advances to customers | 3.3 | 3.3 | |
| of which Private client lending | 2.9 | 28 | 0.1 |
| Debt and equity securities | 2.8 | 2.8 | |
| Other assets | 1.6 | 1.7 | (0.1) |
| Total assets | 14.0 | 14.2 | (0.2) |
| Due to customers | 9.7 | 9.5 | 0.2 |
| Other liabilities | 1.8 | 2.1 | (0.3) |
| Shareholders' equity - Group share | 2.2 | 2.2 | |
| Non-controlling interests | 0.3 | 0.4 | (0.1) |
| Total capital and liabilities | 14.0 | 14.2 | (0.2) |
The foreign exchange translation effect between 30 June 2020 and 31 December 2019 has no material effect on the balance sheet.
| (in €m) | H1 2020 | H1 2019 | ||||
|---|---|---|---|---|---|---|
| PBT | PATMI | EPS | PBT | PATMI | EPS | |
| As reported | 150 | 60 | 0.82 € | 233 | 134 | 1.88 € |
| - Net profit on legacy assets | 18 | 10 | 0.15 € | |||
| - IT transition costs | (6) | (5) | (0.06) € | |||
| Total exceptional (charges) / profits | (6) | (5) | (0.06) € | 18 | 10 | 0.15 € |
| Excluding exceptional | 156 | 65 | 0.88 € | 215 | 124 | 1.73 € |
| (in €m) | Global Advisory |
Wealth & Asset Management |
Merchant Banking |
Other businesses and corporate centre |
IFRS reconciliation 1 |
H1 2020 |
|---|---|---|---|---|---|---|
| Revenue | 529 | 252 | 53 | 7 | (3) | 838 |
| Operating expenses | (454) | (206) | (43) | (28) | 52 | (679) |
| Impairments | - | (2) | - | - | (6) | (8) |
| Operating income | 75 | 44 | 10 | (21) | 43 | 151 |
| Other income / (expense) | - | - | - | - | (1) | (1) |
| Profit before tax | 75 | 44 | 10 | (21) | 42 | 150 |
| Exceptional (profits) / charges | - | - | - | - | 6 | 6 |
| PBT excluding exceptional charges / profits |
75 | 44 | 10 | (21) | 48 | 156 |
| Operating margin % | 14% | 17% | 19% | - | - | 19% |
| (in €m) | Global Advisory |
Wealth & Asset Management |
Merchant Banking |
Other businesses and corporate centre |
IFRS reconciliation 1 |
H1 2019 |
|---|---|---|---|---|---|---|
| Revenue | 545 | 239 | 110 | 14 | (10) | 898 |
| Operating expenses | (462) | (202) | (42) | (28) | 49 | (685) |
| Impairments | - | 1 | - | - | 1 | 2 |
| Operating income | 83 | 38 | 68 | (14) | 40 | 215 |
| Other income / (expense) | - | - | - | - | 18 | 18 |
| Profit before tax | 83 | 38 | 68 | (14) | 58 | 233 |
| Exceptional (profits) / charges | - | - | - | - | (18) | (18) |
| PBT excluding exceptional charges / profits |
83 | 38 | 68 | (14) | 40 | 215 |
| Operating margin % | 15% | 16% | 62% | - | - | 24% |
The sale of our worldwide wealth planning and trust services business was completed in February 2019. The result for this business in 2019 has been classified in "Other businesses" at Group level.
1 IFRS reconciliation mainly reflects: the treatment of profit share paid to French partners as non-controlling interests; accounting for deferred bonuses over the period that they are earned; the application of IAS 19 for defined benefit pension schemes; adding back nonoperating gains and losses booked in "net income/(expense) from other assets" or administrative expenses; and reallocating impairments and certain operating income and expenses for presentational purposes.
.
| P&L | Balance sheet | ||||||
|---|---|---|---|---|---|---|---|
| Rates | H1 2020 | H1 2019 | Var | Rates | 30/06/2020 | 31/12/2019 | Var |
| € / GBP | 0.8773 | 0.8715 | 1% | € / GBP | 0.9088 | 0.8522 | 7% |
| € / CHF | 1.0642 | 1.1274 | (6)% | € / CHF | 1.0654 | 1.0860 | (2)% |
| € / USD | 1.1065 | 1.1300 | (2)% | € / USD | 1.1251 | 1.1214 | 0% |
P&L rates are illustrative. P&L is translated at the rates of the month in which P&L is booked.
| In € million | 2020 | 2019 | Var | |
|---|---|---|---|---|
| 1st quarter | 269.1 | 292.5 | (8)% | |
| Global Advisory | 2nd quarter | 260.3 | 252.3 | 3% |
| Total | 529.4 | 544.8 | (3)% | |
| 1st quarter | 130.8 | 118.5 | 10% | |
| Wealth & Asset Management | 2nd quarter | 121.4 | 120.7 | 1% |
| Total | 252.2 | 239.2 | 5% | |
| 1st quarter | 20.7 | 24.1 | (14)% | |
| Merchant Banking | 2nd quarter | 32.1 | 86.3 | (63)% |
| Total | 52.8 | 110.4 | (52)% | |
| Other business | 1st quarter | 3.1 | 9.8 | (68)% |
| and corporate centre | 2nd quarter | 4.0 | 3.5 | 14% |
| Total | 7.1 | 13.3 | (47)% | |
| 1st quarter | (7.3) | (1.0) | 630% | |
| IFRS reconciliation | 2nd quarter | 3.6 | (9.2) | (139)% |
| Total | (3.7) | (10.2) | (64)% | |
| Total Group | 18t quarter | 416.4 | 443.9 | (6)% |
| Revenue | 2nd quarter | 421.4 | 453.6 | (7)% |
| Total | 837.8 | 897.5 | (7)% |
Global Advisory advised the following clients on notable transactions completed in the first 6 months of 2020.
| Alternative Performance Measures |
Definition | Reason for use | Reference to the data in the Press release / Investor presentation |
|
|---|---|---|---|---|
| Net income – Group share excluding exceptionals |
Net income attributable to equity holders excluding exceptional items | To measure Net result Group share of Rothschild & Co excluding exceptional items of a significant amount |
Please refer to Appendix B. |
|
| EPS excluding exceptionals |
EPS excluding exceptional items | To measure Earnings per share excluding exceptional items of a significant amount |
Please refer to Appendix B. |
|
| Adjusted compensation |
Ratio between adjusted staff costs divided by consolidated Revenue of Rothschild & Co. |
To measure the proportion of Net Banking Income granted to all - employees. |
Please refer: to § 3.2 Operating expenses / Staff costs and in the Investor presentation to slide 30 |
|
| ratio | Adjusted staff costs represent: 1. staff costs accounted in the income statement (which include the effects of |
Key indicator for competitor listed | ||
| accounting for deferred bonuses over the period in which they are earned as opposed to the "awarded" basis), |
investment banks. - Rothschild & Co calculates this |
|||
| 2. to which must be added the amount of profit share paid to the French partners, |
ratio with adjustments to give the fairest and closest calculation to the one used by other |
|||
| 3. from which must be deducted redundancy costs, revaluation of share based employee liabilities and business acquisition costs treated as employee compensation under IFRS, |
comparable listed companies. | |||
| which gives Total staff costs in calculating the basic compensation - ratio |
||||
| 4. from which the investment costs related to the recruitment of senior bankers in the United States must be deducted, |
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| 5. the amount of adjusted staff costs is restated by the exchange rate effect to offset the exchange rate fluctuations from one year to the next one, |
||||
| which gives the adjusted staff costs for compensation ratio. - |
||||
| Return on Tangible Equity |
Ratio between Net income - Group share excluding exceptional items and average tangible equity Group share over the period. |
To measure the overall profitability of Rothschild & Co |
In the Investor presentation release, |
|
| (ROTE) excluding exceptional items |
Tangible equity corresponds to total equity Group share less intangible assets (net of tax) and goodwill. |
excluding exceptional items on the equity capital in the business |
please refer to slide 39 |
|
| Average tangible equity over the period equal to the average between tangible equity as at 31 December 2019 and 30 June 2020. |
||||
| Business Operating margin |
Each Business Operating margin is calculated by dividing Profit before tax relative to revenue, business by business. |
To measure business' profitability |
Please refer to § 2 | |
| It excludes exceptional items. | ||||
| Return on Risk Adjusted Capital (RORAC) |
Ratio of an adjusted profit before tax divided by an internal measure of risk adjusted capital deployed in the business on a rolling 3-year basis. |
To measure the performance of the Merchant Banking business |
In the Investor presentation release, |
|
| The estimated amount of capital and debt which management believes would be reasonable to fund the Group's investments in Merchant Banking products is consistent with its cautious approach to risk management. Based on the mix of its investment portfolio as of the reporting dates, management believes that this "risk-adjusted capital" (RAC) amounts to c. 70% of the Group's investments net asset value and that the remainder could be funded by debt. This percentage broadly represents the weighted average of 80% for equity exposures, 50% for junior credit exposures, 40% for CLO exposures in vertical strips and 33% for senior credit exposures. |
please refer to slide 39 |
|||
| To calculate the RORAC, Merchant Banking profit before tax is adjusted by a notional 2.5% cost of debt, computed as per the above (i.e. 30% of the Group's investments NAV), divided by the RAC. |
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| Disclosed RORAC is calculated on a 3-year rolling period average to account for the inevitable volatility in the financial results of the business, primarily relating to investment income and carried interest recognition. |
| Consolidated balance sheet as at 30 June 2020 | 19 |
|---|---|
| Consolidated income statement for the six months ended 30 June 2020 | 20 |
| Statement of comprehensive income for the six months ended 30 June 2020 | 21 |
| Consolidated statement of changes in equity for the six months ended 30 June 2020 | 22 |
| Cash flow statement for the six months ended 30 June 2020 | 23 |
| Notes to the consolidated financial statements | 24 |
| Term | Definition |
|---|---|
| ACPR | Autorité de Contrôle Prudentiel et de Résolution (French Prudential and Resolution Authority) |
| bp | Basis point |
| Category 1/2/3/4/5 | Classification of credit risk rating by the Group, explained in section 4.2.1 |
| CGU | Cash-generating unit |
| Company | Rothschild & Co SCA |
| CRD4 | Capital Requirements Directive 4 |
| DCF | Discounted cash flow |
| ECL | Expected credit loss (IFRS 9), which can be measured on either a 12-month basis (12m ECL) or a lifetime basis (lifetime ECL) |
| Equity Scheme | Rothschild & Co operates a scheme for certain senior staff where participants are required to invest in Rothschild & Co shares and for each share owned they are granted four share options |
| FVOCI | Fair value through other comprehensive income |
| FVTPL | Fair value through profit or loss |
| GA | Global Advisory (business segment) |
| Group | Rothschild & Co SCA consolidated group |
| IBOR | Interbank Offered Rate |
| IFRS | International Financial Reporting Standards |
| LCR | Liquidity Coverage Ratio |
| Level 1/2/3 | IFRS 13 fair value hierarchy, explained in section 4.5.1 |
| LGD | Loss given default (IFRS 9) |
| LIBOR | London Interbank Offered Rate |
| Lombard lending | Lending secured against portfolios of securities |
| LTV | Loan to value |
| Managing Partner | Rothschild & Co Gestion SAS (the gérant ) |
| MB/Merchant Banking | Merchant Banking (business segment) |
| NCI | Non-controlling interest |
| OCI | Other comprehensive income |
| PCL | Private Client Lending in the WAM business segment |
| PD | Probability of default (IFRS 9) |
| POCI | Purchased or originated credit-impaired financial asset (IFRS 9) |
| R&Co | Rothschild & Co SCA |
| R&Co Gestion | Rothschild & Co Gestion SAS (the gérant /Managing Partner) |
| R&CoBI | Rothschild & Co Bank International Limited |
| R&CoBZ | Rothschild & Co Bank AG Zurich |
| R&CoCL | Rothschild & Co Continuation Limited |
| ROU asset | Right of use asset (IFRS 16) |
| SICR | Significant increase in credit risk (IFRS 9) |
| Stage 1/2/3 | IFRS 9 credit quality assessments |
| Supervisory Board | Rothschild & Co Supervisory Board |
| WAM | Wealth & Asset Management (business segment) |
as at 30 June 2020
| In thousands of euro Notes |
30/06/2020 | 31/12/2019 |
|---|---|---|
| Cash and amounts due from central banks | 3,899,226 | 4,382,129 |
| Financial assets at fair value through profit or loss | 1 1,262,424 |
1,347,101 |
| Hedging derivatives | 2 369 |
1,029 |
| Securities at amortised cost | 3 1,590,654 |
1,520,879 |
| Loans and advances to banks | 4 2,410,807 |
2,001,714 |
| Loans and advances to customers | 5 3,329,362 |
3,264,001 |
| Current tax assets | 26,579 | 20,690 |
| Deferred tax assets 15 |
77,500 | 59,469 |
| Other assets | 6 564,389 |
693,838 |
| Investments accounted for by the equity method | 24,958 | 25,562 |
| Tangible fixed assets | 282,635 | 306,904 |
| Right of use assets | 7 214,218 |
221,763 |
| Intangible fixed assets | 8 181,928 |
171,203 |
| Goodwill | 9 138,974 |
140,253 |
| TOTAL ASSETS | 14,004,023 | 14,156,535 |
| In thousands of euro Notes |
30/06/2020 | 31/12/2019 | |
|---|---|---|---|
| Financial liabilities at fair value through profit or loss | 1 | 68,612 | 70,735 |
| Hedging derivatives | 2 | 6,438 | 6,434 |
| Due to banks and other financial institutions | 10 | 402,628 | 448,594 |
| Customer deposits | 11 | 9,717,499 | 9,486,569 |
| Debt securities in issue | 14,250 | 3,207 | |
| Current tax liabilities | 29,340 | 33,024 | |
| Deferred tax liabilities | 15 | 39,776 | 41,473 |
| Lease liabilities | 7 | 248,756 | 255,708 |
| Other liabilities, accruals and deferred income | 12 | 800,269 | 1,061,375 |
| Provisions | 13 | 141,182 | 64,944 |
| TOTAL LIABILITIES | 11,468,750 | 11,472,063 | |
| Shareholders' equity | 2,535,273 | 2,684,472 | |
| Shareholders' equity - Group share | 2,197,019 | 2,238,888 | |
| Share capital | 155,235 | 155,235 | |
| Share premium | 1,143,961 | 1,143,961 | |
| Consolidated reserves | 918,070 | 740,346 | |
| Unrealised or deferred capital gains and losses | (80,304) | (43,338) | |
| Net income - Group share | 60,057 | 242,684 | |
| Non-controlling interests | 17 | 338,254 | 445,584 |
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 14,004,023 | 14,156,535 |
for the six months ending 30 June 2020
| In thousands of euro | Notes | 30/06/2020 | 30/06/2019 |
|---|---|---|---|
| + Interest income |
20 | 56,675 | 72,472 |
| - Interest expense |
20 | (25,860) | (38,464) |
| + Fee income |
21 | 832,190 | 823,760 |
| - Fee expense |
21 | (39,484) | (43,194) |
| +/- Net gains/(losses) on financial instruments at fair value through profit or loss | 22 | 15,541 | 81,163 |
| +/- Net gains/(losses) on derecognition of assets held at amortised cost | (828) | 426 | |
| + Other operating income |
468 | 2,045 | |
| - Other operating expenses |
(871) | (686) | |
| Net banking income | 837,831 | 897,522 | |
| - Staff costs |
23 | (522,558) | (519,439) |
| - Administrative expenses |
23 | (122,194) | (133,999) |
| - Depreciation, amortisation and impairment of tangible and intangible fixed assets |
(33,977) | (30,871) | |
| Gross operating income | 159,102 | 213,213 | |
| +/- Cost of risk | 24 | (7,739) | 1,959 |
| Operating income | 151,363 | 215,172 | |
| +/- Net income from companies accounted for by the equity method | 1,009 | 149 | |
| +/- Net income/(expense) from other assets | 25 | (1,951) | 18,202 |
| Profit before tax | 150,421 | 233,523 | |
| - Income tax expense |
26 | (28,228) | (36,462) |
| CONSOLIDATED NET INCOME | 122,193 | 197,061 | |
| Non-controlling interests | 17 | 62,136 | 62,748 |
| NET INCOME - GROUP SHARE | 60,057 | 134,313 | |
| Earnings per share in euro - Group share (basic) | 29 | 0.82 | 1.88 |
| Earnings per share in euro - continuing operations (basic) | 29 | 0.82 | 1.88 |
| Earnings per share in euro - Group share (diluted) | 29 | 0.82 | 1.85 |
| Earnings per share in euro - continuing operations (diluted) | 29 | 0.82 | 1.85 |
for the six months ending 30 June 2020
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Consolidated net income | 122,193 | 197,061 |
| Gains and losses recyclable in profit or loss | ||
| Translation differences on subsidiaries | (49,328) | 6,981 |
| Translation gain transferred to income on sale of a subsidiary | - | (8,209) |
| Recyclable gains/(losses) relating to financial assets at fair value through comprehensive income | - | 270 |
| Gains and losses relating to net investment hedge | 368 | (7,655) |
| Net gains/(losses) from changes in fair value of cash flow hedges | (1,146) | (1,227) |
| (Gains) and losses relating to cash flow hedge transferred to P&L | 41 | 217 |
| Gains and losses recognised directly in equity for companies accounted for by the equity method | (1,613) | (16) |
| Other adjustments | (17) | 272 |
| Taxes | 110 | 2,678 |
| Total gains and losses recyclable in profit or loss | (51,585) | (6,689) |
| Gains and losses not recyclable in profit or loss | ||
| Remeasurement gains/(losses) on defined benefit pension funds | (92,983) | (24,078) |
| Taxes | 22,504 | 5,318 |
| Total gains and losses not recyclable in profit or loss | (70,479) | (18,760) |
| Gains and losses recognised directly in equity | (122,064) | (25,449) |
| TOTAL COMPREHENSIVE INCOME | 129 | 171,612 |
| attributable to equity shareholders | (46,966) | 109,658 |
| attributable to non-controlling interests | 47,095 | 61,954 |
for the six months ending 30 June 2020
| In thousands of euro | and losses (net of tax) | Unrealised or deferred capital gains | ||||||
|---|---|---|---|---|---|---|---|---|
| Capital and associated reserves (1) |
Consol idated reserves (3) |
Related to translation differences |
Cash flow hedge reserve |
Fair value through OCI reserves |
Share holders' equity, Group share |
Share holders' equity, NCI |
Total shareholders' equity |
|
| SHAREHOLDERS' EQUITY AT 1 JANUARY 2019 | 1,297,364 | 802,790 | (61,474) | - | 68 | 2,038,748 | 456,236 | 2,494,984 |
| Impact of elimination of treasury shares | - | 17,951 | - | - | - | 17,951 | - | 17,951 |
| Dividends | - | (57,662) | - | - | - | (57,662) | (144,990) | (202,652) |
| Issue of shares | 1,832 | - | - | - | - | 1,832 | - | 1,832 |
| Capital increase related to share-based payments | - | 243 | - | - | - | 243 | - | 243 |
| Interest on perpetual subordinated debt | - | - | - | - | - | - | (17,619) | (17,619) |
| Effect of a change in shareholding without a change of control |
4,461 | (4,258) | - | (173) | 30 | (634) | (604) | |
| Revaluation of R&CoCL preferred shares to the fair value before repayment (note 17) |
- | (12,743) | - | - | (12,743) | 12,743 | - | |
| Repayment of R&CoCL preferred shares (note 17) | - | - | - | - | - | - | (27,129) | (27,129) |
| Other movements | 316 | - | 316 | - | 316 | |||
| Sub-total of changes linked to transactions with shareholders |
1,832 | (47,434) | (4,258) | - | (173) | (50,033) | (177,629) | (227,662) |
| 2019 net income for the year | - | 242,684 | - | - | - | 242,684 | 153,779 | 396,463 |
| Net gains/(losses) from changes in fair value | - | - | - | 279 | 41 | 320 | - | 320 |
| Net (gains)/losses transferred to income | - | - | - | 262 | - | 262 | - | 262 |
| Remeasurement gains/(losses) on defined benefit funds |
- | (14,987) | - | - | - | (14,987) | - | (14,987) |
| Translation gain transferred to income on sale of subsidiary |
- | - | (8,209) | - | - | (8,209) | - | (8,209) |
| Net gains/(losses) on hedge of net investment in foreign operations |
- | - | (5,663) | - | - | (5,663) | - | (5,663) |
| Translation differences and other movements | - | (23) | 35,725 | - | 64 | 35,766 | 13,198 | 48,964 |
| SHAREHOLDERS' EQUITY AT 31 DECEMBER 2019 | 1,299,196 | 983,030 | (43,879) | 541 | - | 2,238,888 | 445,584 | 2,684,472 |
| Impact of elimination of treasury shares | - | 7,401 | - | - | - | 7,401 | - | 7,401 |
| Dividends(2) | - | (2,596) | - | - | - | (2,596) | (146,530) | (149,126) |
| Capital increase related to share-based payments | - | 406 | - | - | - | 406 | - | 406 |
| Interest on perpetual subordinated debt | - | - | - | - | - | - | (7,295) | (7,295) |
| Effect of a change in shareholding without a change of control |
- | 643 | (441) | - | - | 202 | (600) | (398) |
| Other movements | - | (316) | - | - | - | (316) | - | (316) |
| Sub-total of changes linked to transactions with shareholders |
- | 5,538 | (441) | - | - | 5,097 | (154,425) | (149,328) |
| 2020 net income for the six months | - | 60,057 | - | - | - | 60,057 | 62,136 | 122,193 |
| Net gains/(losses) from changes in fair value | - | - | - | (929) | - | (929) | - | (929) |
| Net (gains)/losses transferred to income | - | - | - | 41 | - | 41 | - | 41 |
| Remeasurement gains/(losses) on defined benefit funds |
- | (70,479) | - | - | - | (70,479) | - | (70,479) |
| Net gains/(losses) on hedge of net investment in foreign operations |
- | - | 261 | - | - | 261 | - | 261 |
| Translation differences and other movements | - | (19) | (35,898) | - | - | (35,917) | (15,041) | (50,958) |
| SHAREHOLDERS' EQUITY AT 30 JUNE 2020 | 1,299,196 | 978,127 | (79,957) | (347) | - | 2,197,019 | 338,254 | 2,535,273 |
(1) Capital and associated reserves at the period end consist of share capital of €155.2 million and share premium of €1,144.0 million. Share premium, under IFRS measurement, includes costs incurred in the issuance of share capital.
(2) Dividends comprise €2.6 million of dividends to R&Co Gestion and Rothschild & Co Commandité SAS. Distributions to non-controlling interests are analysed in note 17. The R&Co 2019 ordinary dividend was not paid in the period, following the ECB recommendation on 27 March 2020 that dividend payments by financial institutions should not be made until 1 October 2020. A further announcement was made by the ACPR on 28 July recommending that dividend payments by financial institutions should not be made until 1 January 2021. R&Co has, accordingly, decided that no dividend will be distributed to shareholders during the 2020 financial year. It remains its intention to pay the previously announced 2019 dividend of €0.85 per share when appropriate.
(3) Consolidated reserves consist of retained earnings of €1,036.0 million less treasury shares of €117.9 million plus the Group share of net income of €60.1 million.
for the six months ending 30 June 2020
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Consolidated profit before tax (I) | 150,421 | 233,523 |
| Depreciation and amortisation expense on tangible and intangible fixed assets | 16,423 | 19,356 |
| Depreciation and impairment of ROU assets and interest on lease liabilities | 20,421 | 18,226 |
| Impairments and net charge for provisions | (928) | (5,249) |
| Remove (profit)/loss from associates and from disposal of subsidiary | (1,000) | (3,356) |
| Remove (profit)/loss from investing activities | (792) | (89,758) |
| Non-cash items included in pre-tax profit and other adjustments (II) | 34,124 | (60,781) |
| Net (advance)/repayment of loans to customers | (79,230) | (146,968) |
| Cash (placed)/received through interbank transactions | (332,938) | 65,326 |
| Increase/(decrease) in customer deposits | 328,889 | 1,125,921 |
| Net inflow/(outflow) related to derivatives and trading items | (519) | 64,793 |
| Issuance/(redemption) of debt securities in issue | 11,043 | 1,498 |
| Net (purchases)/disposals of assets held for liquidity purposes | (15,512) | (141,270) |
| Other movements in assets and liabilities related to treasury activities | 9,956 | (175,087) |
| Total treasury-related activities | 919 | 941,181 |
| (Increase)/decrease in working capital | (175,512) | (177,967) |
| Payment of lease liabilities | (19,935) | (17,825) |
| Tax paid | (30,878) | (19,552) |
| Other operating activities | (226,325) | (215,344) |
| Net (decrease)/increase in cash related to operating assets and liabilities (III) | (304,636) | 578,869 |
| Net cash inflow/(outflow) related to operating and treasury activities (A) = (I) + (II) + (III) | (120,091) | 751,611 |
| Purchase of investments | (36,091) | (91,981) |
| Purchase of property, plant and equipment and intangible fixed assets | (12,942) | (10,958) |
| Total cash invested | (49,033) | (102,939) |
| Cash received from investments (disposals and dividends) | 61,812 | 65,176 |
| Cash received from subsidiaries, associates and long-standing shareholding (disposals and dividends) | - | 5,884 |
| Cash from disposal of property, plant and equipment and intangible fixed assets | 771 | 47,198 |
| Total cash received from investments | 62,583 | 118,258 |
| Net cash inflow/(outflow) related to investing activities (B) | 13,550 | 15,319 |
| Dividends paid to shareholders of parent company | (2,596) | (57,662) |
| Dividends paid to non-controlling interests (note 17) | (146,530) | (143,876) |
| (Repayment) of preference shares | - | (27,129) |
| Interest paid on perpetual subordinated debt | (7,528) | (9,071) |
| (Acquisition)/disposal of own shares and additional interests in subsidiaries | 1,736 | 4,132 |
| Net cash inflow/(outflow) related to financing activities (C) | (154,918) | (233,606) |
| Impact of exchange rate changes on cash and cash equivalents (D) | (102,001) | 32,927 |
| NET INFLOW/(OUTFLOW) OF CASH (A) + (B) + (C) + (D) | (363,460) | 566,251 |
| Net opening cash and cash equivalents (note 18) | 5,383,025 | 5,658,872 |
| Net closing cash and cash equivalents (note 18) | 5,019,565 | 6,225,123 |
| NET INFLOW/(OUTFLOW) OF CASH | (363,460) | 566,251 |
The presentation of the cash flow statement was amended in the current period. For the purposes of comparison, the prior year was restated.
The Covid-19 pandemic, and the action taken by governments around the world to tackle its effects, have created a significant amount of uncertainty, and the consequences and duration of the impacts are still unclear. This makes the exercise of judgment for accounting estimates particularly difficult for the current accounting period, and increases the range of uncertainty for the figures reported.
A summary of how the impact of the pandemic has been considered in making these judgments is as follows:
Wherever possible, the Group continues to use observable market prices to value its investments. In response to market dislocation during the period, the Group has increased the frequency of the Merchant Banking valuation cycles and provided updated valuations to its investors, both at the end of March and at the end of June 2020. The effects of these valuation updates are fully reflected in the accounts for the period. During the period, the method of valuation and the controls surrounding the valuations have not changed: specific attention has been given to the earnings projections of the portfolio companies in such an uncertain market scenario.
Merchant Banking considers the industry sectors most affected by the crisis to be leisure, travel, aviation, non-food retail of the "bricks and mortar" kind, automotive and energy. Its exposure to these sectors is very limited, being approximately 7.5% of its total portfolio. The MB portfolio has proven to be resilient so far with the majority of its businesses taking advantage of the mission-critical nature of their services, their entrenched market positions and the recurring nature of their revenue streams. Merchant Banking continues, however, to manage its assets very conservatively, especially in terms of their liquidity levels and balance sheet metrics to ensure that they are adequately prepared for any new surge of the pandemic and its economic consequences.
Comprehensive disclosures about the assumptions used and the sensitivities of the valuations are made in section 4.5 Fair value disclosures.
In line with the recommendations of regulatory authorities and of the IASB in light of Covid-19, the Group has reviewed the methodology and assumptions it uses for the measurement of expected credit losses. The adaptations made are described in section 4.2.2.1 Grouping of instruments for losses measured on a collective basis.
The LGD has been determined in large part through a review of the collateral held against loans made. Where the collateral is difficult to value following the Covid-19 market dislocations, adjustments have been made to its assumed value that reflect recent market movements.
Accounts receivable from the GA business are already reviewed on a quarterly basis, and these reviews during the period have, in particular, focused on individual debtors that could have been adversely affected by the effects of the pandemic. The provisioning process is explained further in section 4.2.3 Credit risk management of other financial assets.
Some borrowers in the corporate loan book have taken advantage of opportunities to postpone scheduled loan payments, known as a moratorium, following the onset of the Covid-19 crisis. The terms of the moratoriums granted by the Group to its clients vary from country to country. In France, for example, since March 2020, six-month moratoriums have been permitted on all outstanding corporate loans, with no specific granting conditions. In the first half of 2020, moratoriums granted by the whole Group concerned the corporate portfolio and represented €103 million of amounts outstanding. Under the terms of the moratoriums, interest continues to accrue and, in the absence of contradictory evidence, such a postponement is not automatically considered as a significant increase of credit risk (SICR), or a transfer into Stage 3. Postponement of payments are not considered as substantial modifications of the contractual cash flows of the loans, an event which would require derecognition of these loans.
Goodwill and intangible assets with an indefinite useful life are subject to an impairment test whenever there is any indication that their value may have diminished, and at least once a year. While the disruption related to Covid-19 does not in itself constitute an indication of impairment, the impact on the Group's results and projections has been reflected in tests reperformed as at 30 June 2020; these revealed no evidence of impairment.
Deferred tax assets are recognised only if the relevant entity is likely to recover these assets. The Group only recognises deferred tax assets for losses carried forward after considering a realistic projection of taxable income or expense of the relevant tax entities. As at 30 June 2020, the Group recognised deferred tax assets for losses carried forward only where recovery was probable after taking account of Covid-19 related uncertainties.
There are no significant changes in the consolidation scope in the six months ended 30 June 2020. There are also no changes in accounting standards which have a material impact on the Group's accounts.
The summary consolidated financial statements of Rothschild & Co SCA Group (the Group) for the six months ended 30 June 2020 are presented in accordance with IFRS in force at the reporting date, as adopted in the European Union by way of EC Regulation No. 1606/2002. The format used for the summary financial statements is a banking format. It is consistent with Recommendation No. 2017-02 of 2 June 2017 of the French Accounting Standards Authority (Autorité des normes comptables ). The statements cover the period from 1 January 2020 to 30 June 2020.
The consolidated accounts were approved by Rothschild & Co Gestion SAS, the Managing Partner of Rothschild & Co, on 7 September 2020 and, for verification and control purposes, were considered by the Supervisory Board on 15 September 2020.
On 30 June 2020, the Group's holding company was Rothschild & Co, a French partnership limited by shares (société en commandite par actions ), headquartered at 23 bis, avenue de Messine, 75008 Paris (Paris Trade and Companies Registry Number 302 519 228). The Company is listed on the Eurolist market of Euronext Paris (Compartment A).
The notes to the accounts have been prepared having taken into account the understanding, relevance, reliability, comparability and materiality of the information provided. The Group has adequate resources to continue in operational existence for the foreseeable future and, accordingly, the financial statements have been prepared on a going concern basis.
The following amendments to IFRS have been adopted for the first time in the EU for accounting periods starting from 1 January 2020:
The replacement of IBORs (Interbank Offered Rates), including LIBOR, with alternative risk-free rates is expected to happen after 2021. The Group continues to evaluate the impact of this on its products, services and processes as the industry accord evolves, with the intention of minimising disruption through appropriate mitigating actions. Given the nature of our businesses, there are not expected to be any significant issues resulting from IBOR transition.
The Interest rate benchmark reform (Amendments to IFRS 9, IAS 39 and IFRS 7) clarifies the way to account for hedging relationships during the period of uncertainty linked to the IBOR reform. It does not have a material impact on our current hedging relationships.
These amendments are intended to facilitate the exercise of judgment during the preparation of financial statements, particularly when selecting the information to be presented in the notes. They introduced the notion of obscuring, and advise against disclosing excessive information that is not helpful to the primary users of the accounts.
IFRS 17 Insurance contracts (applicable for periods starting on 1 January 2023, after adoption by the European Union for application in Europe) is not expected to have any effect on the Group.
There are no subsequent events to report.
The accounting principles and valuation methods applied by the Group for the half-year summary consolidated financial statements are the same as those applied and described in the financial statements for the year ended 31 December 2019. It should be noted that the Group's interim financial reporting is in compliance with IAS 34.
The Group has not opted for early application of new standards, amendments and interpretations adopted by the European Union or the IASB where the application in 2020 is optional.
To prepare the financial statements in accordance with the Group's accounting methods, management has made assumptions and estimates that could have an impact on the book value of certain assets and liabilities and items of income and expense. By their nature, such valuations carry risks and uncertainties as to their realisation in the future. Management has taken care to consider a counterparty's financial situation and outlook as well as multiple-criteria valuations that take observable parameters into account to determine whether there are objective signs of impairment.
Estimates and assumptions are used mainly with regard to estimation of bonus accruals, impairment testing of goodwill and intangible assets, valuation of FVTPL financial assets, impairments of assets at amortised cost, pension accounting, provisions, and the assessment of consolidation under IFRS 10 rules.
At each closing date, the Group draws conclusions from past experience and all relevant factors relating to its business.
The Group's governance environment is described in the annual report for the year ended 31 December 2019, and is substantially unchanged at 30 June 2020.
Credit risk is the risk of suffering financial loss, should any of the Group's customers, clients or market counterparties fail to fulfil their contractual obligations to the Group.
The Group reviews credit exposures on financial assets on a quarterly basis and for this purpose they are classified as follows:
| Category | Definition | Mapping to IFRS 9 three-stage model for impairment |
|---|---|---|
| Category 1 | Exposures which are considered to be fully performing. | Stage 1 |
| Category 2 | Exposures where the payment of interest or principal is not currently in doubt, but which require closer observation than usual, due perhaps to some deterioration in the position of the client. Examples include: poor trading results; difficult conditions in the client's market sector; competitive or regulatory threats; or the potential impact from currency or other factors. Unimpaired GA receivables which are past due over 90 days are included in this category. |
Stage 2 |
| Category 3 | Exposures where there has been further deterioration in the position of the client compared to Category 2. Although the exposure is not considered to be impaired, the relationship requires close monitoring by the front office team. |
Stage 2 |
| Category 4 | Exposures that are considered to be impaired and which carry a provision against part of the loan. At least some recovery is expected to be made. |
Stage 3 |
| Category 5 | Exposures that are considered to be impaired and which carry a full provision. No significant recovery of value is expected. |
Stage 3 |
All Group companies map their own credit monitoring to these categories for the purposes of Group reporting.
The tables below disclose the maximum exposure to credit risk at 30 June 2020 and at 31 December 2019 for financial assets with exposure to credit risk, without taking account of collateral held or other credit risk mitigation. Following a review during the period of exposures that are classified as Category 1 to 3, changes have been made to enhance consistency between judgments made by different credit committees. Some comparative categories have been adjusted as at December 2019 to enhance comparability.
| In millions of euro | Category 1 | Category 2 | Category 3 | Category 4 | Category 5 Impairment allowance |
30/06/2020 | |
|---|---|---|---|---|---|---|---|
| Cash and amounts due from central banks | 3,899.2 | - | - | - | - | - | 3,899.2 |
| Financial assets at FVTPL(1) | 141.1 | - | - | - | - | - | 141.1 |
| Loans and advances to banks | 2,410.8 | - | - | - | - | - | 2,410.8 |
| Loans and advances to customers | 3,270.1 | 15.2 | 13.7 | 76.3 | 16.5 | (62.4) | 3,329.4 |
| Debt at amortised cost | 1,591.4 | - | - | - | - | (0.7) | 1,590.7 |
| Other financial assets | 347.2 | 22.7 | - | 20.5 | 15.7 | (29.2) | 376.9 |
| Subtotal assets | 11,659.8 | 37.9 | 13.7 | 96.8 | 32.2 | (92.3) | 11,748.1 |
| Commitments and guarantees | 861.6 | - | - | - | - | n/a | 861.6 |
| TOTAL | 12,521.4 | 37.9 | 13.7 | 96.8 | 32.2 | (92.3) | 12,609.7 |
(1) Including hedging derivatives and excluding equities.
Credit risk on financial assets at fair value through profit or loss is not applicable to equity instruments. Allowances against commitments and guarantees are included in "Provisions for counterparty risk" (note 13).
| In millions of euro | Category 1 | Category 2 | Category 3 | Category 4 | Category 5 Impairment allowance |
31/12/2019 | |
|---|---|---|---|---|---|---|---|
| Cash and amounts due from central banks | 4,382.1 | - | - | - | - | - | 4,382.1 |
| Financial assets at FVTPL(1) | 147.8 | 5.4 | - | - | - | - | 153.2 |
| Loans and advances to banks | 2,001.7 | - | - | - | - | - | 2,001.7 |
| Loans and advances to customers | 3,187.7 | 22.6 | 27.8 | 67.6 | 16.3 | (58.0) | 3,264.0 |
| Debt at amortised cost | 1,521.7 | - | - | - | - | (0.8) | 1,520.9 |
| Other financial assets | 436.6 | 27.8 | - | 14.3 | 17.8 | (27.8) | 468.7 |
| Subtotal assets | 11,677.6 | 55.8 | 27.8 | 81.9 | 34.1 | (86.6) | 11,790.6 |
| Commitments and guarantees | 820.9 | - | - | - | - | n/a | 820.9 |
| TOTAL | 12,498.5 | 55.8 | 27.8 | 81.9 | 34.1 | (86.6) | 12,611.5 |
(1) Including hedging derivatives and excluding equities.
For expected credit loss provisions calculated on a collective basis, a grouping of exposures is performed on the basis of risk characteristics that are shared by exposures.
Lending by the R&Co Group is primarily focused on supporting the WAM business by way of lending to private clients, either by way of mortgages against residential properties or against portfolios of securities (Lombard lending). In addition, there is a French portfolio of corporate exposures which includes some sector specialisations (this equates to €322 million of the total in the balance sheet). The UK commercial legacy book continues to run off and is now down to less than €25 million net of provisions.
The majority of the Private Client Loan (PCL) books are secured and there is no historical record of losses for these. Nevertheless, we have adopted a conservative approach to measuring losses on a collective basis for these loans, based on assumptions of PD and LGD for different loan types. The approach for the remaining book, which generally comprises a larger number of smaller loans, does have some loss data, and this has been factored into the IFRS 9 calculations.
The Group has a history of very low defaults on its Lombard and mortgage loans made by PCL, and the PD and the LGD have been determined by the history of observed defaults alongside realistic downside scenarios based on management assessment.
For the Lombard loans, the LGD is estimated based on the amount of collateral held, and whether it is diversified or not, as well as the nature of the client and the potential difficulties of recovering the value of the collateral. In the base case for assessment of credit risk, the weighted average PD is 0.3% and the weighted average LGD is 6%.
For the mortgage loans, the LGD is estimated considering the value of the properties which are mortgaged, and varies based on the LTV; the amount of costs likely to be incurred in recovering and realising any collateral; the nature of the client; and the potential difficulties of recovering the value of the collateral. In the base case, the weighted average PD is 1.6% and weighted average LGD is 5%.
In response to market disruption caused by Covid-19, the forward-looking estimates used to calculate ECL in the PCL book have been reviewed. The base case assumptions have been revisited, and additional provisions have been made as at June 2020 to reflect increased uncertainty under a stressed scenario. However, the Group still considers that there is a very low risk of a material loss from these loans.
The Group also makes other loans to customers, mainly in the French corporate market and to fund real estate development. In response to Covid-19, the ECL in these businesses has been considered on a sector-by-sector basis, and, wherever significant, on a loan-by-loan basis. The basis of assessment of the PD and LGD for each sector has been informed by historical losses, combined with a forward-looking judgment of the ways the current situation may increase the level of future losses.
Because of the relatively small size of this portfolio, especially the part which is not assessed for credit risk on an individual basis, the Group does not use a model to estimate correlations between the macroeconomic variables and the probability of default. For loans where there is no obvious sign of distress, or for loans which are too small for individual review, additional top-down management overlays have been made in cost of risk to reflect increases in the credit risk which are not possible to detect at an individual level.
For debt securities in the treasury portfolio, S&P credit ratings are used to determine the ECL. These published ratings are monitored and updated daily. The 12m and lifetime PDs associated with each rating are determined based on realised default rates, also published by S&P. To estimate the LGD, the Group has used the Basel III LGD, which is 45% for senior debt.
The assumptions underlying the ECL calculation are monitored and reviewed on a quarterly basis.
There have been no significant changes in estimation techniques or significant assumptions made during the reporting period.
The following table contains an analysis of the credit risk exposure of financial instruments for which an ECL allowance might be recognised. The gross carrying amount of financial assets below also represents the Group's maximum exposure to credit risk on these assets. As explained in 4.2.1, some comparative Stages have been adjusted as at December 2019 to enhance comparability. The credit risk exposure of other financial assets is shown in section 4.2.3.
| In millions of euro | Stage 1 12 month ECL |
Stage 2 Lifetime ECL |
Stage 3 Lifetime ECL |
30/06/2020 | Stage 1 12 month ECL |
Stage 2 Lifetime ECL |
Stage 3 Lifetime ECL |
31/12/2019 |
|---|---|---|---|---|---|---|---|---|
| Gross carrying amounts | ||||||||
| Loans and advances to banks | 2,410.8 | - | - | 2,410.8 | 2,001.7 | - | - | 2,001.7 |
| PCL loans to customers | 2,921.9 | 9.3 | 4.9 | 2,936.1 | 2,801.8 | 8.2 | 7.7 | 2,817.7 |
| Other loans to customers | 348.2 | 19.6 | 87.9 | 455.7 | 385.9 | 42.2 | 76.2 | 504.3 |
| Securities at amortised cost | 1,591.4 | - | - | 1,591.4 | 1,521.6 | - | - | 1,521.6 |
| TOTAL | 7,272.3 | 28.9 | 92.8 | 7,394.0 | 6,711.0 | 50.4 | 83.9 | 6,845.3 |
| Loss allowance | ||||||||
| Loans and advances to banks | - | - | - | - | - | - | - | - |
| PCL loans to customers | (3.0) | (0.0) | (3.5) | (6.5) | (1.7) | (0.0) | (4.8) | (6.5) |
| Other loans to customers | (2.5) | (2.6) | (50.8) | (55.9) | (1.2) | (7.8) | (42.5) | (51.5) |
| Securities at amortised cost | (0.7) | - | - | (0.7) | (0.7) | - | - | (0.7) |
| TOTAL | (6.2) | (2.6) | (54.3) | (63.1) | (3.6) | (7.8) | (47.3) | (58.7) |
| Net carrying amount | ||||||||
| Loans and advances to banks | 2,410.8 | - | - | 2,410.8 | 2,001.7 | - | - | 2,001.7 |
| PCL loans to customers | 2,918.9 | 9.3 | 1.4 | 2,929.6 | 2,800.1 | 8.2 | 2.9 | 2,811.2 |
| Other loans to customers | 345.7 | 17.0 | 37.1 | 399.8 | 384.7 | 34.4 | 33.7 | 452.8 |
| Securities at amortised cost | 1,590.7 | - | - | 1,590.7 | 1,520.9 | - | - | 1,520.9 |
| TOTAL | 7,266.1 | 26.3 | 38.5 | 7,330.9 | 6,707.4 | 42.6 | 36.6 | 6,786.6 |
Information on how the ECL is measured and how the three stages above are determined is provided in "Expected credit loss measurement", section 3.4 of the annual report as at December 2019.
For loans to customers, the movement in the loss allowance is provided in the table on the following page. Additionally, the movement in other loss allowances is shown in "Impairments" (note 14).
Loans to customers
| In millions of euro | Stage 1 12 month ECL |
Stage 2 Lifetime ECL |
Stage 3 Lifetime ECL |
TOTAL |
|---|---|---|---|---|
| Loss allowance at beginning of period | (2.9) | (7.8) | (47.3) | (58.0) |
| Movements with P&L impact | ||||
| (Charge) | (2.7) | (1.1) | (5.7) | (9.5) |
| Release | 0.2 | - | 3.4 | 3.6 |
| Total net P&L (charge)/release during the period | (2.5) | (1.1) | (2.3) | (5.9) |
| Movements with no P&L impact | ||||
| Transfers | - | 6.2 | (6.2) | - |
| Written off | - | - | 0.7 | 0.7 |
| Exchange | (0.1) | 0.1 | 0.8 | 0.8 |
| LOSS ALLOWANCE AT END OF PERIOD | (5.5) | (2.6) | (54.3) | (62.4) |
No loans have been classified as purchased or originated credit-impaired (POCI) assets.
Changes in the gross amounts of loans to customers had a relatively insignificant effect on the Stage 1 and the Stage 2 allowance in the period.
The table below shows the ageing of loans to customers which are past due as at 30 June 2020 and at 31 December 2019. As explained in 4.2.1, some comparative data has been adjusted as at December 2019 to enhance comparability.
| In millions of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Less than 30 days past due | 151.3 | 135.4 |
| Between 30 and 90 days past due | 23.6 | 35.9 |
| Over 90 days past due | 0.8 | 2.9 |
| TOTAL | 175.7 | 174.2 |
The Group holds collateral against loans to customers, as substantially all third-party commercial lending is secured. The majority of collateral is in the form of charges over property assets, or over marketable securities (Lombard lending). There is a realistic possibility, if necessary, of both taking possession of, and realising, the collateral.
Stage 1 and 2 loans are usually covered by collateral, and the level of collateral at exit is expected to be sufficient to cover the balance sheet exposure. Where a loan is deemed to be impaired (Stage 3), the level of the impairment charge is primarily driven by any expected shortfall in the collateral value, though it is also influenced by the ability of the borrower to service the debt.
Collateral is valued independently at the time the loan is made and periodically thereafter on a rolling basis. Management is able to roll forward a valuation for reporting purposes via a combination of specific knowledge of the collateral and the application of general indices.
The table below gives an estimate of the fair value of collateral held by the Group as security against its loans to customers that are credit impaired. For each loan, the value of collateral disclosed is capped to the nominal amount less provision of the loan that it is held against.
| 30/06/2020 | 31/12/2019 | ||
|---|---|---|---|
| In millions of euro | Stage 3 loans |
Stage 3 loans |
|
| Tangible assets collateral | 35.0 | 35.9 | |
| Financial assets collateral | 0.6 | 0.1 | |
| TOTAL | 35.6 | 36.0 | |
| Gross value of credit-impaired loans | 92.8 | 83.9 | |
| Impairment | (54.3) | (47.3) | |
| Net value of loans | 38.5 | 36.6 | |
| % of Stage 3 loans covered by collateral | 92% | 98% |
Other financial assets mainly contain trade receivables from the GA and WAM businesses. For these assets, the Group applies a simplified approach to the calculation of impairments. This means that the loss allowance is always measured at an amount equal to the asset's lifetime ECL. Therefore, the concept of a significant increase in credit risk is not applicable to these assets. Fee income is widespread in terms of location and of sector, so concentration risk is not significant.
The Group considers a receivable to be in default when the borrower is unlikely to pay the Group in full. For each GA office, a quarterly review of the outstanding receivables where there is any concern over recovery is conducted by local management and the GA Global Finance Director, including any receivable over 90 days. This review determines if the receivable should be impaired and ensures that impairments are made, or not made, consistently around the Group.
Management has reviewed historical payment behaviour and believes on this basis that receivables less than 90 days overdue have, prima facie, an immaterial risk of not being recoverable in full. These receivables are therefore classified as Category 1 in our internal credit risk table. Management considers that all individual unimpaired receivables over 90 days past due merit assessment for potential credit losses, in addition to more recent debts which are known to have credit issues. These receivables are considered to be on a watchlist. Where these are not impaired, management provides a percentage of all these assets to reflect losses that might be expected to eventually arise. The provision percentage takes account of both historical experience and management's assessment of future potential losses.
The table below shows the ageing of other financial assets and the associated provisions as at 30 June 2020 and at 31 December 2019.
| 30/06/2020 | 31/12/2019 | ||||||
|---|---|---|---|---|---|---|---|
| In millions of euro | Credit risk category classification |
% total gross exposure |
Gross carrying amount |
Lifetime ECL |
% total gross exposure |
Gross carrying amount |
Lifetime ECL |
| Not impaired | |||||||
| Current to 90 days past due | Category 1 | 85% | 347.2 | - | 88% | 436.6 | - |
| 90 - 180 days past due | Category 2 | 3% | 11.9 | (0.2) | 4% | 21.3 | (0.3) |
| 180 days - 1 year past due | Category 2 | 2% | 7.5 | (0.7) | 1% | 4.5 | (0.4) |
| more than 1 year past due | Category 2 | 1% | 3.3 | (0.7) | 0% | 2.0 | (0.3) |
| Impaired | |||||||
| Partially impaired | Category 4 | 5% | 20.5 | (11.9) | 3% | 14.3 | (9.0) |
| Fully impaired | Category 5 | 4% | 15.7 | (15.7) | 4% | 17.8 | (17.8) |
| TOTAL | 100% | 406.1 | (29.2) | 100% | 496.5 | (27.8) |
The movements in the loss allowance are disclosed in "Impairments" (note 14).
The tables below show an analysis of credit risk by location and by sector as at 30 June 2020 and 31 December 2019.
4.2.4.1 CREDIT RISK BY LOCATION
Location for loans and advances is measured by reference to the location of the borrower. Debt securities are recorded based on the location of the issuer of the security.
| In millions of euro | France | Switzer land |
UK and Channel Islands |
Rest of Europe |
Americas | Australia and Asia |
Other | 30/06/2020 |
|---|---|---|---|---|---|---|---|---|
| Cash and amounts due from central banks | 1,401.8 | 2,465.5 | - | 31.9 | - | - | - | 3,899.2 |
| Financial assets at FVTPL(1) | 33.3 | 5.1 | 46.7 | 33.4 | 21.1 | 1.1 | 0.4 | 141.1 |
| Loans and advances to banks | 1,272.9 | 151.1 | 445.3 | 316.5 | 141.2 | 76.8 | 7.0 | 2,410.8 |
| Loans and advances to customers | 1,660.0 | 160.3 | 817.7 | 437.2 | 135.2 | 71.4 | 47.6 | 3,329.4 |
| Debt at amortised cost | 382.1 | 10.3 | 381.2 | 477.9 | 264.2 | 75.0 | - | 1,590.7 |
| Other financial assets | 154.1 | 9.1 | 33.5 | 102.6 | 44.6 | 21.6 | 11.4 | 376.9 |
| Subtotal assets | 4,904.2 | 2,801.4 | 1,724.4 | 1,399.5 | 606.3 | 245.9 | 66.4 | 11,748.1 |
| Commitments and guarantees | 491.5 | 18.6 | 66.6 | 229.4 | 46.2 | 8.2 | 1.1 | 861.6 |
| TOTAL | 5,395.7 | 2,820.0 | 1,791.0 | 1,628.9 | 652.5 | 254.1 | 67.5 | 12,609.7 |
(1) Including hedging derivatives and excluding equities.
| In millions of euro | France | Switzer land |
UK and Channel Islands |
Rest of Europe |
Americas | Australia and Asia |
Other | 31/12/2019 |
|---|---|---|---|---|---|---|---|---|
| Cash and amounts due from central banks | 1,994.8 | 2,336.3 | - | 51.0 | - | - | - | 4,382.1 |
| Financial assets at FVTPL(1) | 52.2 | 28.3 | 21.2 | 35.1 | 16.1 | 0.3 | - | 153.2 |
| Loans and advances to banks | 1,099.7 | 58.6 | 316.2 | 244.9 | 214.2 | 49.1 | 19.0 | 2,001.7 |
| Loans and advances to customers | 1,629.0 | 173.8 | 825.4 | 392.7 | 116.2 | 78.0 | 48.9 | 3,264.0 |
| Debt at amortised cost | 398.8 | 6.6 | 397.5 | 425.7 | 228.7 | 63.6 | - | 1,520.9 |
| Other financial assets | 192.0 | 15.9 | 63.8 | 110.5 | 43.2 | 20.5 | 22.8 | 468.7 |
| Subtotal assets | 5,366.5 | 2,619.5 | 1,624.1 | 1,259.9 | 618.4 | 211.5 | 90.7 | 11,790.6 |
| Commitments and guarantees | 469.0 | 23.9 | 65.0 | 237.0 | 14.0 | 9.8 | 2.2 | 820.9 |
| TOTAL | 5,835.5 | 2,643.4 | 1,689.1 | 1,496.9 | 632.4 | 221.3 | 92.9 | 12,611.5 |
(1) Including hedging derivatives and excluding equities.
| In millions of euro | 30/06/2020 | % | 31/12/2019 | % |
|---|---|---|---|---|
| Cash and amounts due from central banks | 3,899.2 | 31% | 4,382.1 | 35% |
| Credit institutions | 3,502.0 | 28% | 3,005.6 | 24% |
| Households | 2,883.0 | 23% | 2,672.8 | 21% |
| Other financial corporations | 613.1 | 5% | 677.4 | 5% |
| Real estate | 499.4 | 4% | 531.3 | 4% |
| Short-term fee income receivable (diversified customers) | 303.7 | 2% | 365.4 | 3% |
| Liquid debt securities (other sectors) | 281.8 | 2% | 269.5 | 2% |
| Government(1) | 240.2 | 2% | 308.9 | 2% |
| Other | 387.3 | 3% | 398.5 | 3% |
| TOTAL | 12,609.7 | 100% | 12,611.5 | 100% |
(1) The "Government" exposure predominantly consists of high-quality government securities.
The sectors above are based on NACE classification codes ("Nomenclature of Economic Activities"), and other categories used for FINREP regulatory reporting.
Short-term accounts receivable and liquid debt securities, issued by non-financial corporations and held for treasury management, are exposed to various diversified sectors. Any temporary exposure to these sectors is not thought by management to pose a significant sectoral risk, and is not expected to be indicative of sectoral concentration for these assets in future. Therefore, these exposures are not analysed further in this section.
Market risk associated with treasury and equity positions is described below with a description of the levels of risk.
The Group has exposure to equity price risk through holdings of equity investments by its Merchant Banking business and through holding other equities, including those issued by mutual funds. The Group is also exposed to the risks affecting the companies in which it invests. Each MB investment is individually approved by management and is monitored on an individual basis.
If the price of these equities were to fall by 5% at 30 June 2020, then there would be a post-tax charge to the income statement of €52.9 million (31 December 2019: €55.1 million).
The table below shows the Group's equity price risk in relation to these instruments, by location.
| In millions of euro | 30/06/2020 | % | 31/12/2019 | % |
|---|---|---|---|---|
| France | 413.5 | 37% | 470.6 | 39% |
| Rest of Europe | 237.6 | 21% | 281.7 | 24% |
| United Kingdom and Channel Islands | 234.8 | 21% | 223.1 | 19% |
| Americas | 151.2 | 13% | 123.9 | 10% |
| Australia and Asia | 40.5 | 4% | 55.3 | 5% |
| Other | 44.1 | 4% | 40.4 | 3% |
| TOTAL | 1,121.7 | 100% | 1,195.0 | 100% |
Liquidity risk arises from the mismatch between the legal maturity of assets and liabilities. Management of liquidity risk is described in the annual report for the year ended 31 December 2019, and is substantially unchanged at 30 June 2020.
The Group continues to take a conservative approach to the management of liquidity risk and R&Co retains a very strong liquidity position at 30 June 2020 of €8.4bn, which is 60% of gross assets and over 85% of deposits.
Liquidity assets held by the Group consist mainly of amounts at central banks and banks (€6.3bn) and investment grade debt securities (€1.5bn). These debt securities are closely monitored and the holdings and limits for the weaker credits have been reduced where considered necessary. Any new investments are currently restricted to ratings above BBB+ with a maximum tenor of 2 years, and overall there is limited exposure to securities in the BBB range of €81m. Regarding sectors, the majority of the exposure is to financials and supranationals. Corporate exposure is €180m and is reasonably well diversified across sectors and counterparties.
Movements in customer deposits are all as expected in the normal course of business and the core client deposit book has remained stable over the period to June 2020.
Each of the Group's banks maintains low loan-to-deposit ratios and a significant amount of high-quality liquidity, for example central bank deposits, to ensure they maintain a minimum level of 20% of all client deposits in cash or assets readily realisable into cash within 48 hours. Set out below are the regulatory liquidity coverage ratios (LCR) of the Group's banks, all of which are well in excess of the regulatory minimum of 100%. The reduction in the LCRs of Rothschild Martin Maurel and R&CoBI from the very high levels at 31 December 2019 was due to a managed reduction in high quality liquid assets via increased interbank placements and purchases of investment grade securities.
The figures are taken from regulatory returns, but are not audited.
| 30/06/2020 | 31/12/2019 | |
|---|---|---|
| Liquidity coverage ratios (LCRs) | ||
| Rothschild & Co Bank AG Zurich | 141% | 140% |
| Rothschild Martin Maurel | 189% | 223% |
| Rothschild & Co Bank International Limited | 187% | 231% |
The Group also retains a strong liquidity position in the central holding companies and other operating businesses.
The following table shows the Group's financial assets and liabilities, analysed by remaining contractual maturity at the balance sheet date.
| In millions of euro | Demand - 1m |
1m - 3m | 3m - 1yr | 1yr - 2yr | 2yr - 5yr | >5 yr | No contractual maturity |
30/06/2020 |
|---|---|---|---|---|---|---|---|---|
| Cash and balances at central banks | 3,899.2 | - | - | - | - | - | - | 3,899.2 |
| Financial assets at FVTPL(1) | 517.9 | 6.8 | 39.8 | 73.1 | 193.0 | 292.5 | 139.7 | 1,262.8 |
| Securities at amortised cost | 129.2 | 161.8 | 428.0 | 559.2 | 239.6 | 72.9 | - | 1,590.7 |
| Loans and advances to banks | 1,846.4 | 508.1 | 52.3 | 4.0 | - | - | - | 2,410.8 |
| Loans and advances to customers | 817.0 | 387.3 | 604.5 | 475.8 | 617.0 | 427.8 | - | 3,329.4 |
| Other financial assets | 300.8 | 57.9 | 7.6 | 3.7 | - | 6.9 | - | 376.9 |
| TOTAL | 7,510.5 | 1,121.9 | 1,132.2 | 1,115.8 | 1,049.6 | 800.1 | 139.7 | 12,869.8 |
| Financial liabilities at FVTPL | 18.5 | 9.9 | 40.2 | - | - | - | - | 68.6 |
| Hedging derivatives | - | - | 0.4 | 0.4 | 2.8 | 2.8 | - | 6.4 |
| Due to banks and other financial institutions | 93.7 | 0.1 | 2.7 | 6.9 | 160.5 | 138.7 | - | 402.6 |
| Due to customers | 9,538.4 | 69.9 | 74.9 | 20.6 | 13.5 | 0.2 | - | 9,717.5 |
| Debt securities in issue | 14.3 | - | - | - | - | - | - | 14.3 |
| Lease liabilities | 3.3 | 6.0 | 27.2 | 35.8 | 104.8 | 71.7 | - | 248.8 |
| Other financial liabilities | 142.7 | 4.2 | 3.3 | 0.4 | 3.9 | - | - | 154.5 |
| TOTAL | 9,810.9 | 90.1 | 148.7 | 64.1 | 285.5 | 213.4 | - | 10,612.7 |
| Loan and guarantee commitments given | 631.9 | - | 2.2 | 0.9 | 20.0 | 206.6 | - | 861.6 |
(1) Including hedging derivatives.
Loan and guarantee commitments given are disclosed in the period in which they could first be drawn down. The undiscounted cash flows of liabilities and commitments are not materially different from the amounts disclosed in the contractual maturity table above.
For financial reporting purposes, IFRS 13 requires fair value measurements which are applied to financial instruments to be allocated to one of three Levels, reflecting the extent to which the valuation is based on observable data.
Level 1 comprises instruments whose fair value is determined based on directly usable prices quoted on active markets. This mainly consists of listed securities and derivatives traded on organised markets (futures, options, etc.) whose liquidity can be demonstrated, as well as shares of funds where the value is determined and reported on a daily basis.
Level 2 comprises instruments not directly quoted on an active market, measured using a standard valuation technique incorporating parameters that are either directly observable (prices) or indirectly observable (price derivatives) through to maturity.
Level 3 comprises instruments which are measured, at least in part, on the basis of non-observable market data which is liable to materially impact the valuation.
In the absence of a price available on an active market, an equity security is considered to be Level 3 if a significant adjustment is made to parameters that are observable. Where no significant adjustment is made to those observable parameters, the security is classed as Level 2.
The normal measurement techniques of equity securities held by the Group either directly, or within its managed funds, are:
The preferred measurement technique is based on transaction multiples. This technique uses recent transactions in the sector under consideration. Multiples are established based on the enterprise value (EV) of comparable transactions and accounting measures such as EBITDA (earnings before interest, tax, depreciation and amortisation), EBIT or profit, which are applied to the asset to be measured.
This consists of applying a multiple to the earnings of the company to be valued. It is based on multiples from a sample of listed companies, which are in the peer group of the company to be valued. The earnings multiples used are EV/EBITDA, EV/EBIT and the price/earnings ratio (PER). These are historical multiples of the company to be valued and of the peer-group companies. They are restated to exclude all non-recurring and exceptional amounts, as well as the amortisation of goodwill.
Companies in the selected peer group must operate in a similar sector to that of the target company. They are of a relatively comparable size and have similar growth prospects. Specific factors may also be taken into account in the selection: country, regulatory aspects specific to each market, and the presence or otherwise of related business activities.
The value of the peer group companies is obtained by adding together the market capitalisation, net financial debt and non-controlling interests, based on the most recently available financial data.
Stock exchange multiples are calculated excluding any control premium. The valuation is made from the point of view of a non-controlling shareholder. However, if the investment to be valued is not listed, the lack of liquidity relative to listed companies in the peer group may be reflected through an illiquidity discount. For the purpose of the valuation hierarchy, such an illiquidity discount is considered as an unobservable discount, and, where significant, would mean the valuation is considered as a Level 3 valuation.
Investments which give a share of underlying loans held by a fund are classified as Level 2 where the value of underlying loans are considered to be Level 2.
Shares of private equity funds or investments managed by third parties, for which the manager and third-party assessor have published a net asset value, may use a valuation technique incorporating parameters that are not directly observable, or using observable inputs with a significant adjustment which is not observed. Where it is not clear that the valuations have been performed using only observable inputs, the external funds are assumed to be Level 3.
Junior and subordinated tranches of securitised vehicles held directly by the Group are valued using prices obtained from active brokers and/or dealers. Transactions do not necessarily occur at the indicated prices due to the nature of the securities held and their usually low transaction volume. Therefore, these are considered to be Level 2.
The group manages and has invested in a credit investment company which invests in subordinated CLO tranches. These are valued by a third party valuation provider using discounted cash flow (DCF) techniques giving a "mark to model" valuation which uses software to estimate future cashflows based on a number of assumptions. Some of these assumptions, of which the default rates are considered the most significant, are unobservable inputs, so this instrument is considered to be Level 3.
Other credit management investments consist mainly of investment funds and managed accounts. The majority of these are valued based on market prices, and are considered to be Level 2.
The fair value of derivatives is predominantly derived from prices or quotations of other Level 1 and Level 2 instruments, through standard market extrapolation or interpolation or through corroboration by real transactions. Fair value can also be derived from other standard techniques and models. The most frequently used measurement model is the DCF technique. The values derived from these models are materially affected by the measurement assumptions used, such as the amounts and settlement dates of future cash flows, the discount rates and solvency. When those parameters are determined on the basis of directly observable inputs, the derivatives are classified in Level 2.
adjusted for the appropriate credit margin.
Loans to customers and their associated interest rates are compared, by maturity, with similar recent transactions and are usually held as Level 2. In the event of a material difference in interest rates or any other factor indicating that an asset's fair value is materially different from the net carrying amount, the fair value is adjusted accordingly. To determine an asset's fair value, the Group estimates the counterparty's default risk and calculates the sum of future cash flows, taking into account the debtor's financial standing. Repurchase agreements and amounts due to banks and customers are valued using a DCF technique, the discount rate of which is
Impaired loans where the carrying value is determined by a DCF, using best estimates of recoverable cash flows are classified as Level 3.
Debt securities are predominantly government bonds, corporate debt securities, senior tranches of securitised mortgage-backed securities, and certificates of deposit. They can be classified in Level 1 if listed, or Level 2 when external prices for the same security can be regularly observed from a reasonable number of market makers that are active in this security, but these prices do not represent directly tradable prices (when supplied, for example, by consensus pricing services or active brokers and/or dealers). Where prices are not directly observable in the market, a DCF valuation is used. The discount rate is adjusted for the applicable credit margin determined by similar instruments listed on an active market for comparable counterparties.
Carried at amortised cost
| 30/06/2020 | |||||||
|---|---|---|---|---|---|---|---|
| In millions of euro | Carrying value | Fair value | Level 1 | Level 2 | Level 3 | ||
| Financial assets | |||||||
| Cash and amounts due from central banks | 3,899.2 | 3,899.2 | - | 3,899.2 | - | ||
| Securities at amortised cost | 1,590.7 | 1,585.9 | 1,514.8 | 71.1 | - | ||
| Loans and advances to banks | 2,410.8 | 2,410.8 | - | 2,410.8 | - | ||
| Loans and advances to customers | 3,329.4 | 3,330.1 | - | 3,321.4 | 8.7 | ||
| TOTAL | 11,230.1 | 11,226.0 | 1,514.8 | 9,702.5 | 8.7 | ||
| Financial liabilities | |||||||
| Due to banks and other financial institutions | 402.6 | 433.6 | - | 433.6 | - | ||
| Due to customers | 9,717.5 | 9,717.5 | - | 9,717.5 | - | ||
| Debt securities in issue | 14.3 | 14.3 | - | 14.3 | - | ||
| TOTAL | 10,134.4 | 10,165.4 | - | 10,165.4 | - |
| 31/12/2019 | |||||||
|---|---|---|---|---|---|---|---|
| In millions of euro | Carrying value | Fair value | Level 1 | Level 2 | Level 3 | ||
| Financial assets | |||||||
| Cash and amounts due from central banks | 4,382.1 | 4,382.1 | - | 4,382.1 | - | ||
| Securities at amortised cost | 1,520.9 | 1,519.7 | 1,446.4 | 73.3 | - | ||
| Loans and advances to banks | 2,001.7 | 2,001.7 | - | 2,001.7 | - | ||
| Loans and advances to customers | 3,264.0 | 3,257.5 | - | 3,253.8 | 3.7 | ||
| TOTAL | 11,168.7 | 11,161.0 | 1,446.4 | 9,710.9 | 3.7 | ||
| Financial liabilities | |||||||
| Due to banks and other financial institutions | 448.6 | 469.2 | - | 469.2 | - | ||
| Due to customers | 9,486.6 | 9,486.6 | - | 9,486.6 | - | ||
| Debt securities in issue | 3.2 | 3.2 | - | 3.2 | - | ||
| TOTAL | 9,938.4 | 9,959.0 | - | 9,959.0 | - |
| 30/06/2020 | ||||
|---|---|---|---|---|
| In millions of euro | TOTAL | Level 1 | Level 2 | Level 3 |
| Financial assets | ||||
| Mutual funds | 508.0 | 487.1 | 20.9 | - |
| Other financial assets at FVTPL | 702.3 | 107.9 | 143.6 | 450.8 |
| Derivative financial instruments | 52.5 | - | 52.5 | - |
| TOTAL | 1,262.8 | 595.0 | 217.0 | 450.8 |
| Financial liabilities | ||||
| Derivative financial instruments | 75.0 | - | 75.0 | - |
| TOTAL | 75.0 | - | 75.0 | - |
| 31/12/2019 | ||||
|---|---|---|---|---|
| In millions of euro | TOTAL | Level 1 | Level 2 | Level 3 |
| Financial assets | ||||
| Mutual funds | 580.0 | 557.7 | 22.3 | - |
| Other financial assets at FVTPL | 713.8 | 96.6 | 592.3 | 24.9 |
| Derivative financial instruments | 54.4 | - | 54.4 | - |
| TOTAL | 1,348.2 | 654.3 | 669.0 | 24.9 |
| Financial liabilities | ||||
| Derivative financial instruments | 77.2 | - | 77.2 | - |
| TOTAL | 77.2 | - | 77.2 | - |
The following table presents the movement in assets valued using Level 3 valuation methods in the period. All changes in value are recorded in the income statement in Net gains/(losses) on financial instruments at fair value through profit or loss. The majority of valuation changes are unrealised.
| In millions of euro | Funds and other equities |
Bonds and other fixed income securities |
TOTAL |
|---|---|---|---|
| As at 1 January 2020 | 23.2 | 1.7 | 24.9 |
| Transfer into/(out of) Level 3 | 439.9 | - | 439.9 |
| Total gains or losses for the period included in income statement | (1.7) | - | (1.7) |
| Additions | 24.6 | - | 24.6 |
| Disposals | (36.3) | (0.6) | (36.9) |
| Other movements | (0.1) | 0.1 | - |
| AS AT 30 JUNE 2020 | 449.6 | 1.2 | 450.8 |
In the valuation hierarchy described above, the Group has an accounting policy of classifying its unquoted investments as Level 2 when the significant inputs to the valuation are observable. When there are significant unobservable inputs to the valuation, these valuations are classified as Level 3. Since the end of 2019, in the context of the growing importance of the Merchant Banking business to Rothschild & Co and the volatility of markets in the year to date, the Group has benchmarked its fair value Levels against other quoted companies and reassessed the materiality or otherwise of the unobservable elements in the valuations. During this exercise, the Group compared the extent to which the inputs for valuations are considered to be observable or not, as well as the point at which they were significant enough to cause a valuation to be in Level 3. The Group has not changed its valuation method during the year; nevertheless, following this exercise, certain assets with a value of €440 million have been reclassified during the year from Level 2 to Level 3.
Disclosure about the inputs to the valuation of Level 3 assets, including the elements which are unobservable, are made below.
The following table summarises the inputs and assumptions used for equities categorised as Level 3 assets. Where the equity investment by the Group is in a managed fund, the valuation method refers to the valuation of the underlying investments of that fund, of which the Group has a proportionate interest.
| Value 30/06/2020 Valuation method |
Weighted average multiple | |||
|---|---|---|---|---|
| Investment | pre-discount | |||
| (in m€) | 30/06/2020 | 31/12/2019 | ||
| Investment in unquoted equity, managed by the Group | 341.9 Earnings multiple | 15.5x | 15.3x | |
| Investment in MB fund, investing in external funds | 66.6 NAV based on an external valuation | n/a | n/a | |
| Investment in fund, managed by external providers | 26.2 NAV based on an external valuation | n/a | n/a | |
| Holding in credit investment company | 14.2 Mark to model | n/a | n/a | |
| Other | 0.7 n/a | n/a | n/a | |
| Total | 449.6 | |||
| Value | Weighted average | |||
| Investment | 30/06/2020 Main unobservable input | unobservable input | ||
| (in m€) | 30/06/2020 | 31/12/2019 | ||
| Investment in unquoted equity, managed by the Group | 341.9 Liquidity discount | 9.4% | 9.2% | |
| Investment in MB fund, investing in external funds | ||||
| n/a | n/a | |||
| 66.6 External valuation parameters | n/a | n/a | ||
| Investment in fund, managed by external providers Holding in credit investment company |
26.2 External valuation parameters 14.2 Default rate |
2.0% | 2.0% | |
| Other | 0.7 n/a | n/a | n/a |
Out of the €450 million of FVTPL equity securities classified in Level 3 as at 30 June 2020, €342 million are investments made by the Group in managed funds, where the underlying instruments are valued using an earnings multiple or by an external valuation. The main unobservable input is the liquidity discount taken off valuations which have been calculated by using earnings multiples. These reflect the difference in value between a comparable liquid share whose value can be observed and an illiquid unquoted share. In general, if the liquidity discount for an asset were 15% rather than 10%, the valuation used by R&Co would be 15% lower than that calculated using the earnings multiple, rather than 10% lower. To further quantify the fair value sensitivity of these investments, the Group has determined the impact in the event of a fall of 5% in the carrying value of the underlying instruments. In such an event, there would be a pre-tax charge to the income statement of €17.8 million, or 5.2% of this type of asset. The remaining Level 3 equities held by the Group will rise or fall by a proportion matching the change in value of the asset being valued.
Additionally, €93 million were investments in funds, for which the underlying assets are subject to a third-party valuation. Because full details of all the valuations are not available, the assumption is made that some elements may be unobservable, and so these are classified as Level 3; none of the underlying assets are individually material to the Group's accounts. To quantify the fair value sensitivity of these instruments, measured using unobservable inputs, the Group has determined the impact in the event of a fall of 5% in the carrying value. In such an event, there would be a pre-tax charge to the income statement of €5.1 million or 5.5%.
The main unobservable input to value the holding in the credit investment company is considered to be the default rate. If the average default rate was 2.5% instead of 2.0%, the value of the holding would fall by €0.3 million or 2.4%.
The calculation of fair value is subject to control procedures aimed at verifying that fair values are determined or validated by an independent function. Fair values determined by reference to external quoted prices or market parameters are validated by the relevant fund's valuation committee.
These committees review, at least twice a year, the valuation of the investments made by Merchant Banking.
The parameters of valuation that are reviewed in committee include the following:
Merchant Banking funds are valued by their management companies in accordance with the International Private Equity and Venture Capital Valuation (IPEV) guidelines or other commonly acknowledged industry standards. As such, where applicable, these valuation committees act as the valuator under the Alternative Investment Fund Managers Directive (AIFMD) requirements.
In addition, the valuations of assets held by MB funds are reviewed and supported by statutory audits of those funds.
The Group's over-the-counter (OTC) derivatives (i.e. non-exchange traded) are valued using external valuation models. These models calculate the present value of expected future cash flows. The Group's derivative products are of a "vanilla" nature, such as interest rate swaps and cross-currency swaps; for these, the modelling techniques used are standard across the industry. Inputs to the valuation models are determined from observable market data, including prices available from exchanges, dealers, brokers or providers of consensus pricing.
Exchange traded derivatives are valued by the exchange on which they are traded, which asks for margin calls depending on the value.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Debt securities held for liquidity | 23,035 | 28,929 |
| Debt securities and loans to customers held for investment | 65,612 | 69,880 |
| Equity instruments held for investment | 542,317 | 562,830 |
| Equity instruments issued by mutual funds | 507,959 | 580,014 |
| Other equity instruments | 71,383 | 52,123 |
| Financial assets mandatorily at fair value through profit or loss | 1,210,306 | 1,293,776 |
| Trading derivative assets (see note 2) | 52,118 | 53,325 |
| TOTAL | 1,262,424 | 1,347,101 |
Assets held for investment at FVTPL are held primarily by the Merchant Banking business. Equity instruments issued by mutual funds are predominantly money market and low risk debt funds. The presentation of assets at fair value through profit or loss has changed in the period to better reflect the way that the assets are managed, and comparatives have, therefore, also been adjusted.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Trading derivative liabilities (see note 2) | 68,612 | 70,735 |
| TOTAL | 68,612 | 70,735 |
Trading derivatives
| 30/06/2020 | 31/12/2019 | |||||
|---|---|---|---|---|---|---|
| In thousands of euro | Notional principal |
Of which: asset |
Of which: liability |
Notional principal |
Of which: asset |
Of which: liability |
| Firm interest rate contracts | 202,411 | 58 | 3,948 | 234,780 | 175 | 1,946 |
| Conditional interest rate contracts | 11,800 | - | 151 | 19,500 | 5 | 106 |
| Firm foreign exchange contracts | 10,121,361 | 50,231 | 61,305 | 9,236,039 | 51,956 | 67,117 |
| Conditional foreign exchange contracts | 436,039 | 1,829 | 1,821 | 337,989 | 1,189 | 1,175 |
| Other swaps | 7,100 | - | 1,387 | 7,100 | - | 391 |
| TOTAL | 10,778,711 | 52,118 | 68,612 | 9,835,408 | 53,325 | 70,735 |
| 30/06/2020 | 31/12/2019 | |||||
|---|---|---|---|---|---|---|
| In thousands of euro | Notional principal |
Of which: asset |
Of which: liability |
Notional principal |
Of which: asset |
Of which: liability |
| Firm interest rate contracts | 101,894 | - | 6,139 | 98,000 | - | 6,434 |
| Firm foreign exchange contracts | 55,856 | 369 | 299 | 27,200 | 1,029 | - |
| TOTAL | 157,750 | 369 | 6,438 | 125,200 | 1,029 | 6,434 |
The Group holds a portfolio of medium and long-term fixed-rate customer loans and is, therefore, exposed to changes in fair value due to movements in market interest rates. The Group manages this risk exposure by entering into interest rate swaps whereby it pays fixed rates and receives floating rates. The Group applies hedge accounting to these derivatives, which it treats as fair value hedges.
Only the interest risk element is hedged; other risks, such as credit risk, are managed but not hedged by the Group. The interest rate risk component which is hedged is the change in fair value of the medium/long-term fixed rate customer loans arising solely from changes in EONIA (the benchmark rate of interest). Such changes are usually the largest component of the overall change in fair value.
For the purposes of hedge accounting, efficiency tests are performed, prospectively at the date of designation and retrospectively at each balance sheet date, to ensure that there is no risk of over-coverage. The ineffectiveness of these hedges is considered immaterial and has therefore not been recognised in the income statement.
Most of these macro hedging swaps are carried out against EONIA and are intended to be held until maturity without periodic revision (i.e. they are non-dynamic).
The following table sets out the maturity profile and average fixed rate payable on the hedging instruments that are used in the Group's non-dynamic hedging strategies as at 30 June 2020.
| Total | Demand - 1 month |
1m - 3m | 3m - 1yr | 1yr - 5yr | >5yr | |
|---|---|---|---|---|---|---|
| Fair value hedges - interest rate swap | ||||||
| Notional (in thousands of euro) | 101,894 | - | - | 11,000 | 53,894 | 37,000 |
| Average fixed interest rate paid | 1.48% | - | - | 3.12% | 1.54% | 0.91% |
The following table contains details of the loans and advances to customers that are covered by the Group's hedging strategies.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Notional principal | 101,894 | 98,000 |
| Carrying amount of hedged fixed rate loans | 448,670 | 399,106 |
| Accumulated amount of fair value increases on the hedged loans | 6,139 | 6,434 |
| Increase/(decrease) in fair value of hedged loans during the year for effectiveness assessment | (295) | 630 |
A foreign currency exposure arises from a net investment in subsidiaries that have a different functional currency from that of the Group. The risk arises from the fluctuation in spot exchange rates between the functional currency of the subsidiaries and the Group's functional currency, which causes the amount of the net investment to vary. This risk may have a significant impact on the Group's financial statements. The Group's policy is to hedge these exposures only when not doing so would be expected to have a significant impact on the regulatory capital ratios of the Group and its banking subsidiaries.
The hedged risk in the Group's net investment hedges is the risk of weakening exchange rates against the euro that would result in a reduction in the carrying amount of the Group's net investment in its Swiss franc subsidiaries.
The Group uses forward foreign exchange contracts as hedging instruments. The Group assesses effectiveness by comparing past changes in the fair value of the derivatives with changes in the fair value of a hypothetical derivative. Because the Group expects to hold the net investment for a period longer than the maturity of the forward foreign exchange contract, and the Group policy is to hedge only a portion of the net investment, any ineffectiveness is expected to be immaterial.
The following table sets out the maturity profile and average exchange rate on the forward foreign exchange contracts that are used in the Group's net investment hedging strategies as at 30 June 2020.
| Total | Demand - 1 month |
1m-3m | 3m-1yr | 1yr-5yr | >5yr | |
|---|---|---|---|---|---|---|
| Net investment hedges - currency forward | ||||||
| Notional (in thousands of euro) | 37,546 | - | - | 37,546 | - | - |
| Average EUR-CHF exchange rate | 1.16 | - | - | 1.16 | - | - |
The following table contains details of the Group's net investment hedges.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Notional principal | 37,546 | - |
| Gain/(loss) in value of the hedged net investment during the period for effectiveness assessment | 8,345 | |
| Cumulative foreign currency translation reserve gain/(loss) - continuing hedges | - | |
| Cumulative foreign currency translation reserve (loss) - discontinuing hedges | (8,877) | (8,877) |
The cumulative foreign currency reserve on discontinued hedges (negative €8.9m) will only be transferred to the P&L if the Group disposes of the underlying foreign operations, for which no plans exist.
A foreign currency exposure arises in operating divisions which have a cost base in a currency that is different to its functional currency. The risk arises from the fluctuation in future spot rates, which would cause volatility in the Group's income statement. This risk may have a significant impact on the financial statements of the Group or the affected business.
The Group has introduced a hedging programme in certain divisions to reduce the volatility caused by exchange rate movements, by entering into forward foreign exchange contracts. The derivatives (a cash flow hedge) are designated as a hedge of a probable forecasted transaction, being the foreign currency sterling costs of the operating division.
The hedged risk in the Group's cash flow hedges is the risk of a strengthening of sterling exchange rates against the euro that would result in a reduction in profit. Because the Group policy is to hedge only a portion of the cost base, any ineffectiveness is expected to be immaterial.
The following table sets out the maturity profile and average exchange rate on the forward foreign exchange contracts that are used in the Group's cash flow hedging strategies as at 30 June 2020.
| Total | Demand - 1 month |
1m-3m | 3m-1yr | 1yr-5yr | >5yr | |
|---|---|---|---|---|---|---|
| Cash flow hedges - currency forward | ||||||
| Notional (in thousands of euro) | 18,310 | - | - | 18,310 | - | - |
| Average EUR-GBP exchange rate | 0.90 | - | - | 0.90 | - | - |
The following table contains details of the Group's cash flow hedges.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Notional principal | 18,310 | 27,200 |
| Gain/(loss) in value of the hedged sterling cost base during the period for effectiveness assessment | 41 | 238 |
| Gain/(loss) in cash flow hedge reserve transferred to P&L | (41) | (327) |
The following table shows the impact (1) on the consolidated balance sheet of offsetting assets and liabilities with the same counterparties. Amounts are offset when the Group has a legally enforceable right to set off the recognised amounts, and it intends either to settle the asset and liability on a net basis, or to realise the asset and settle the liability simultaneously.
The table also indicates (2) amounts subject to a master netting agreement, which may be offset in the event of the default of one of the counterparties, but whose characteristics make them ineligible for offsetting under IFRS. Fair values of financial instruments and collateral here are capped at the net book value of the balance sheet exposure, so as to avoid any over-collateralisation effect. This part of the table ("net amount") is provided to indicate where master netting agreements mitigate the Group's exposure to financial instruments in the event of default by the counterparty. The Group also uses other risk mitigation strategies, such as holding collateral against its loans, but these are not disclosed in this table.
| (2) Impact of Master Netting Agreements |
||||||
|---|---|---|---|---|---|---|
| In thousands of euro | Gross amounts |
(1) Amounts set off |
Net amounts as per balance sheet |
Cash collateral received/ pledged |
Financial instrument received/ pledged as collateral |
Net amount |
| Derivative assets | 66,464 | (13,977) | 52,487 | (29,031) | - | 23,456 |
| Interbank demand deposits and overnight loans assets |
1,004,727 | - | 1,004,727 | (43,805) | - | 960,922 |
| Reverse repos and loans secured by bills | 828,870 | - | 828,870 | - | (828,870) | - |
| Guarantee deposits paid | 17,172 | - | 17,172 | (7,844) | - | 9,328 |
| Remaining assets not subject to netting | 12,100,767 | - | 12,100,767 | - | - | 12,100,767 |
| Total assets | 14,018,000 | (13,977) | 14,004,023 | (80,680) | (828,870) | 13,094,473 |
| Derivative liabilities | 89,027 | (13,977) | 75,050 | (53,650) | - | 21,400 |
| Interbank demand deposits and overnight loans liabilities |
88,257 | - | 88,257 | (27,030) | - | 61,227 |
| Repurchase agreements | 150,000 | - | 150,000 | - | (150,000) | - |
| Guarantee deposits received | 107 | - | 107 | - | - | 107 |
| Other liabilities not subject to netting | 11,155,336 | - | 11,155,336 | - | - | 11,155,336 |
| Total liabilities | 11,482,727 | (13,977) | 11,468,750 | (80,680) | (150,000) | 11,238,070 |
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Debt securities at amortised cost - gross amount | 1,591,397 | 1,521,633 |
| Stage 1 - 2 allowances | (743) | (754) |
| TOTAL | 1,590,654 | 1,520,879 |
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Interbank demand deposits and overnight loans | 1,004,727 | 927,905 |
| Interbank term deposits and loans | 575,763 | 400,615 |
| Reverse repos and loans secured by bills | 828,870 | 671,484 |
| Accrued interest | 1,447 | 1,710 |
| Loans and advances to banks - gross amount | 2,410,807 | 2,001,714 |
| Allowance for credit losses | - | - |
| TOTAL | 2,410,807 | 2,001,714 |
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Overdrafts | 174,864 | 169,662 |
| PCL loans to customers | 2,936,078 | 2,817,690 |
| Other loans to customers | 263,174 | 315,011 |
| Accrued interest | 17,617 | 19,665 |
| Loans and advances to customers – gross amount | 3,391,733 | 3,322,028 |
| Stage 1 - 2 allowances | (8,041) | (10,687) |
| Stage 3 allowances | (54,330) | (47,340) |
| Allowance for credit losses | (62,371) | (58,027) |
| TOTAL | 3,329,362 | 3,264,001 |
Credit risk on loans to customers is further explained in 4.2.2.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Accounts receivable(1) | 163,139 | 211,253 |
| Guarantee deposits paid(1) | 17,172 | 18,194 |
| Settlement accounts for transactions of securities(1) | 55,920 | 85,008 |
| Defined benefit pension scheme assets (note 13) | 20,093 | 20,345 |
| Other sundry assets | 129,620 | 174,659 |
| Other assets | 385,944 | 509,459 |
| Prepaid expenses | 37,775 | 30,182 |
| Accrued income(1) | 140,670 | 154,197 |
| Prepayments and accrued income | 178,445 | 184,379 |
| TOTAL | 564,389 | 693,838 |
(1) These balances represent other financial assets as reported in section 4.
The Group rents several offices around the world from which it conducts its business. The terms of these leases typically span from 5-15 years.
Many of these leases contain clauses whereby the lessee has the opportunity to extend the lease beyond the non-cancellable term of the lease or has the option to terminate the lease early in advance of the contractual end date. Where entities have judged that they are reasonably certain to utilise these options they have included these early termination/extension options in their assessment of the lease term.
A significant proportion of the Group's property leases are for French commercial leases. Typically, French commercial leases are signed for at least nine years, with unilateral termination possible by the tenant after three or six years. For this reason, this form of lease is commonly also known as 3/6/9 in France. As the tenants of these properties are reasonably certain that they do not expect to utilise these unilateral termination options, they have estimated that the lease term will be for 9 years.
The Group, where appropriate, subleases a proportion of these properties to entities outside the Group.
The Group also leases a number of motor vehicles and certain other equipment, which are collectively not significant to the Group's accounts.
| In thousands of euro | 01/01/2020 | Additions | Disposals/ write-offs |
Depreciation and impairment |
Exchange rate and other movements |
30/06/2020 | |
|---|---|---|---|---|---|---|---|
| Right of use assets | |||||||
| Leasehold property | 251,037 | 10,649 | (381) | - | (1,654) | 259,651 | |
| Other assets | 4,483 | 753 | (15) | - | (17) | 5,204 | |
| Total right of use assets – gross amount | 255,520 | 11,402 | (396) | - | (1,671) | 264,855 | |
| Depreciation and allowances | |||||||
| Leasehold property | (32,283) | - | 258 | (16,661) | 404 | (48,282) | |
| Other assets | (1,474) | - | 6 | (893) | 6 | (2,355) | |
| Total depreciation and allowances | (33,757) | - | 264 | (17,554) | 410 | (50,637) | |
| TOTAL | 221,763 | 11,402 | (132) | (17,554) | (1,261) | 214,218 | |
| Lease liabilities | |||||||
| In thousands of euro | 01/01/2020 | Additions | Disposals/ write-offs |
Amounts paid |
Unwinding of discount |
Exchange rate and other movements |
30/06/2020 |
| Lease liabilities |
| TOTAL | 255,708 | 11,579 | (116) | (19,936) | 2,866 | (1,345) | 248,756 |
|---|---|---|---|---|---|---|---|
| Lease liabilities - other assets | 3,015 | 754 | (1) | (900) | 13 | (11) | 2,870 |
| Lease liabilities - property assets | 252,693 | 10,825 | (115) | (19,036) | 2,853 | (1,334) | 245,886 |
Using permitted exemptions, the Group does not apply IFRS 16 to low value leases and short term leases. The amounts recorded in the P&L in respect of these leases were as follows:
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Low value leases | - | (6) |
| Short term leases | (531) | (2,601) |
| TOTAL | (531) | (2,607) |
Commitments payable
| In thousands of euro | 30/06/2020 | 30/06/2019 | |||
|---|---|---|---|---|---|
| Land and buildings |
Other | Land and buildings |
Other | ||
| Up to one year | 315 | 133 | 789 | 1,240 | |
| Between one and five years | - | - | - | 731 | |
| Over five years | - | - | - | - | |
| TOTAL | 315 | 133 | 789 | 1,971 |
Amounts disclosed as commitments payable as at 30 June 2020 represent a commitment to pay for leases which are short term, low value, or otherwise not subject to IFRS 16 due to materiality.
| In thousands of euro | 01/01/2020 | Additions | Disposals/ write-offs |
Amortisation/ impairment |
Exchange rate and other movements |
30/06/2020 |
|---|---|---|---|---|---|---|
| Gross intangible fixed assets | ||||||
| Brand names | 157,955 | - | - | - | (30) | 157,925 |
| Other intangible assets | 34,541 | 6,588 | (3,507) | - | 11,824 | 49,446 |
| Total intangible assets – gross amount | 192,496 | 6,588 | (3,507) | - | 11,794 | 207,371 |
| Amortisation and allowances | ||||||
| Brand names | - | - | - | (45) | 1 | (44) |
| Other intangible assets | (21,293) | - | 3,507 | (2,813) | (4,800) | (25,399) |
| Total amortisation and allowances | (21,293) | - | 3,507 | (2,858) | (4,799) | (25,443) |
| TOTAL | 171,203 | 6,588 | - | (2,858) | 6,995 | 181,928 |
The most significant of the brand names is the asset related to the use of the "Rothschild & Co" name. This is considered to have an indefinite useful life and is, therefore, not amortised, but is instead subject to an annual impairment test. However, the Group has reperformed its annual impairment test at the half year to identify whether impairment losses are required due to the impact of Covid-19.
As at 30 June 2020, the Group performed an impairment test for the "Rothschild & Co" name. It valued the name using the "royalty relief" method, whereby the value of the name is based on the theoretical amount that would be paid if the name were licensed from a third party, and not owned. The key assumptions used for the test were:
income is determined on the basis of a business plan of the acquired subsidiaries, which is derived from a three-year plan drawn up through the Group's budget process and then extended in perpetuity to a terminal value, using a long-term growth rate. For the purposes of this test, the economic disruption resulting from the Covid-19 pandemic is considered to have an impact on the current year, followed by an improvement in results in 2021 and thereafter;
royalty rate = 2%;
growth rate in perpetuity = 2%; and
discount rate = 8%.
Results of sensitivity tests on the Rothschild & Co name show that:
a 50 bp increase in discount rates combined with a 50 bp reduction in perpetual growth rates would reduce the value by €51 million;
a 25 bp decrease in the royalty rate would reduce the value by €50 million; and
a 10% decrease in the income in the future business plan cash flows would reduce the value by €39 million.
Such decreases would not result in an impairment.
| In thousands of euro | Global Advisory | Wealth & Asset Management |
Merchant Banking | TOTAL |
|---|---|---|---|---|
| As at 1 January 2020 | 123,118 | 12,916 | 4,219 | 140,253 |
| Currency translation | (1,272) | 7 | (14) | (1,279) |
| AS AT 30 JUNE 2020 | 121,846 | 12,923 | 4,205 | 138,974 |
The Group has reperformed its annual impairment tests as at 30 June 2020 to identify whether impairment losses are required due to the impact of Covid-19. The tests are applied for each of the cash generating units (CGU) to which goodwill has been allocated. The recoverable amount of the CGUs was calculated using the most appropriate method. The results of these tests concluded that no impairment was needed on any of the Group's goodwill.
For GA, the fair value less cost of disposal has been calculated using price/earnings (PE) multiples which have been applied to the normalised profit after tax. The value was determined using parameters derived from market conditions and based on data from comparable companies. The valuation technique would be classified in Level 2 of the fair value hierarchy.
The following assumptions were used:
Results of sensitivity tests on the wider GA business show that a 10% decrease in either the PE multiples or in the normalised profit after tax would reduce the CGU by €127 million and would not result in an impairment.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Interbank demand and overnight deposits | 88,257 | 148,493 |
| Repurchase agreements(1) | 150,000 | 50,000 |
| Interbank term deposits and borrowings | 159,927 | 245,522 |
| Accrued interest | 4,444 | 4,579 |
| TOTAL | 402,628 | 448,594 |
(1) These balances include repurchase agreements made with central banks
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Demand deposits | 9,101,787 | 8,679,775 |
| Term deposits | 502,890 | 650,316 |
| Borrowings secured by bills | 111,775 | 154,100 |
| Accrued interest | 1,047 | 2,378 |
| TOTAL | 9,717,499 | 9,486,569 |
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Due to employees | 438,344 | 641,745 |
| Other accrued expenses and deferred income | 96,512 | 126,538 |
| Accrued expenses | 534,856 | 768,283 |
| Settlement accounts for transactions of securities(1) | 134,997 | 169,324 |
| Accounts payable (1) | 19,519 | 26,859 |
| Sundry creditors | 110,897 | 96,909 |
| Other liabilities | 265,413 | 293,092 |
| TOTAL | 800,269 | 1,061,375 |
(1) These balances represent other financial liabilities as reported in section 4.
| In thousands of euro | 01/01/2020 | Charge/ (release) |
(Paid)/ recovered |
Exchange movement |
Other movements |
30/06/2020 |
|---|---|---|---|---|---|---|
| Provisions for counterparty risk | 1,047 | (366) | - | - | - | 681 |
| Provisions for claims and litigation | 29,187 | (7,753) | 1,297 | (47) | 12 | 22,696 |
| Provisions for property | 1,687 | 30 | (75) | (5) | 443 | 2,080 |
| Provisions for staff costs | 2,912 | (815) | (114) | (16) | (2) | 1,965 |
| Other provisions | 1,002 | - | - | - | - | 1,002 |
| Subtotal | 35,835 | (8,904) | 1,108 | (68) | 453 | 28,424 |
| Retirement benefit liabilities | 29,109 | n/a | n/a | n/a | 83,649 | 112,758 |
| TOTAL | 64,944 | (8,904) | 1,108 | (68) | 84,102 | 141,182 |
From time to time, the Group is involved in legal proceedings or receives claims arising from the conduct of its business. Based upon available information and, where appropriate, legal advice, provisions are made where it is probable that an outflow of resources will be required and the amount can be reliably estimated.
Also within provisions for claims and litigation are amounts set aside to cover estimated costs of other legal proceedings and claims arising from the conduct of business.
Management believes that the level of provisions made in these financial statements continues to be sufficient for any potential or actual proceedings or claims which are likely to have an impact on the Group's financial statements, based on information available at the reporting date.
Retirement benefit liabilities (above) and assets (note 6) arise mainly from defined benefit pension schemes in the United Kingdom, the US and Switzerland, and represent the difference between the present value of the defined benefit obligation at the balance sheet date and the fair value of any plan assets. The values of assets and obligations in the principal schemes are prepared by qualified independent actuaries for the half year and year-end accounts and the net movement in the liability is shown in the table above. Further information on retirement benefit obligations is provided in the financial statements for the period ended 31 December 2019.
| In thousands of euro | 01/01/2020 | Income statement (charge) |
Income statement reversal |
Written off | Exchange rate and other movements |
30/06/2020 |
|---|---|---|---|---|---|---|
| Loans and advances to customers | (58,027) | (9,480) | 3,571 | 666 | 899 | (62,371) |
| Other financial assets | (27,751) | (2,758) | 552 | 306 | 464 | (29,187) |
| Securities at amortised cost | (755) | - | 10 | - | - | (745) |
| TOTAL | (86,533) | (12,238) | 4,133 | 972 | 1,363 | (92,303) |
The movement in the deferred tax account is as follows:
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Net (liability)/asset as at beginning of period | 17,996 | 2,741 |
| of which deferred tax assets | 59,469 | 50,587 |
| of which deferred tax liabilities | (41,473) | (47,846) |
| Recognised in income statement | ||
| Income statement (expense)/income | (649) | 9,881 |
| Recognised in equity | ||
| Defined benefit pension arrangements | 22,313 | 5,588 |
| Financial assets at fair value through other comprehensive income | 191 | 1,284 |
| Share options | (626) | (1,062) |
| Net investment hedge | (107) | - |
| Cash flow hedge | 217 | (136) |
| Exchange differences | (1,967) | 1,095 |
| Purchase/sale of a subsidiary | - | (1,117) |
| Other | 356 | (278) |
| NET (LIABILITY)/ASSET AS AT END OF PERIOD | 37,724 | 17,996 |
| of which deferred tax assets | 77,500 | 59,469 |
| of which deferred tax liabilities | (39,776) | (41,473) |
Deferred tax net assets are attributable to the following items:
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Deferred profit share arrangements | 42,046 | 43,839 |
| Defined benefit pension liabilities | 19,802 | 3,456 |
| Provisions | 5,798 | 4,815 |
| Losses carried forward | 2,764 | 1,031 |
| Accelerated depreciation | 1,158 | 1,892 |
| Share options | 313 | 954 |
| Financial assets at fair value | (508) | (839) |
| Other temporary differences | 6,127 | 4,321 |
| TOTAL | 77,500 | 59,469 |
In accordance with the Group's accounting policy, some deductible temporary differences have not given rise to the recognition of deferred tax assets, mainly in the United States, Canada and Asia. Unrecognised deferred tax assets amounted to €46.0 million at 30 June 2020 (€47.6 million at 31 December 2019). The Group has not recognised significant amounts of deferred tax assets for tax losses carried forward.
Deferred tax net liabilities are attributable to the following items:
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Intangible assets recognised following acquisition of subsidiaries | 13,459 | 13,459 |
| Fair value adjustments to properties | 9,853 | 10,159 |
| Financial assets at fair value | 9,602 | 10,035 |
| Accelerated capital allowances | 2,895 | 2,179 |
| Defined benefit pension assets | 963 | 1,499 |
| Other temporary differences | 3,004 | 4,142 |
| TOTAL | 39,776 | 41,473 |
Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to set-off and the balance relates to income tax levied by the same tax authority on the same taxable entity or tax group. There must also be the intention and the will to settle on a net basis or to realise the assets and liabilities simultaneously.
The deferred tax (expense)/income in the income statement comprises the following temporary differences:
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Deferred profit share arrangements | 1,220 | 15,589 |
| Allowances for loan losses | 984 | (669) |
| Fair value adjustments to properties | 396 | 6,639 |
| Financial assets carried at fair value | 362 | (1,626) |
| Tax losses carried forward | (458) | (3,530) |
| Depreciation differences | (934) | (1,039) |
| Defined benefit pension liabilities | (5,018) | (5,001) |
| Other temporary differences | 2,799 | (482) |
| TOTAL | (649) | 9,881 |
A structured entity is one which has been designed so that voting or similar rights are not the dominant factor in deciding who controls the entity. It will often have restricted activities and a narrow or well-defined objective and can include some investment funds.
In most cases, it is clear under IFRS 10 that the Group need not consolidate its investments in structured entities. However, some structured entities are managed by the Group in the form of funds in which the Group's own money is also invested. In these situations, a judgment must be made as to whether there is a need to consolidate these funds or not. To do this, a combined assessment of two key indicators is made:
remuneration and other economic interests in aggregate; and
kick-out rights.
To assess economic interests, it is considered, at a particular level of returns, how much of any further increase in the performance of a fund accrues to the manager ("the variability of the economic interest"). The level of returns at which this is measured is the level at which performance fees begin to accrue.
A high level of variability would support the conclusion that a manager might be a principal (and would probably consolidate the managed fund). Meanwhile, a low level of variability would indicate that a manager might be an agent for the other investors (and would probably not consolidate).
Additionally, negligible rights for the investors to remove the manager or transfer their funds might indicate that a manager is a principal (and would probably consolidate) while strong rights might suggest that a manager is an agent (and would probably not consolidate).
The Group's judgment is guided by both IFRS 10 and its understanding of market practice.
The following table shows the Group's interest in unconsolidated structured entities which it manages, and in which it has made an equity investment.
| 30/06/2020 | |||
|---|---|---|---|
| In thousands of euro | Equity funds | Debt funds | TOTAL |
| Total assets within the underlying vehicles | 2,557,883 | 2,795,914 | 5,353,797 |
| Assets under management including third party commitments | 5,892,128 | 3,806,195 | 9,698,323 |
| Interest held in the Group's balance sheet: | |||
| Debt and equity securities at FVTPL | 436,654 | 103,735 | 540,389 |
| Debt securities at amortised cost | - | 72,900 | 72,900 |
| Loans and advances to customers | 13,000 | 3,986 | 16,986 |
| Total assets in the Group's balance sheet | 449,654 | 180,621 | 630,275 |
| Off-balance sheet commitments made by the Group | 551,552 | 97,336 | 648,888 |
| Group's maximum exposure | 1,001,206 | 277,957 | 1,279,163 |
Non-controlling interests (NCI) represent the share of fully consolidated subsidiaries that is not directly or indirectly attributable to the Group. These interests comprise the equity instruments which have been issued by these subsidiaries and which are not held by the Group. The Group's income, net assets and distributions which are attributable to NCI arise from the following sources:
| 30/06/2020 | 30/06/2019 | 31/12/2019 | 30/06/2019 | |||
|---|---|---|---|---|---|---|
| In thousands of euro | Income | Amounts in the balance sheet |
Distributions | Income | Amounts in the balance sheet |
Distributions |
| Share of profit attributable to NCI | ||||||
| Preferred shares | 54,982 | 46,175 | 146,413 | 54,716 | 137,713 | 170,979 |
| Other | (374) | 3,992 | 117 | (1,039) | 4,976 | 27 |
| Expense, net of tax | ||||||
| Perpetual subordinated 'debt |
7,528 | 288,087 | 7,295 | 9,071 | 302,895 | 8,875 |
| TOTAL | 62,136 | 338,254 | 153,825 | 62,748 | 445,584 | 179,881 |
Preferred shares within NCI mainly consist of amounts calculated in accordance with legal clauses applicable to French limited partnerships owned by Rothschild Martin Maurel SCS, the French holding company of our WAM and GA businesses located in France. The preferred amounts are based on the partnerships' individual local earnings, and take into account the share that relates to workers' remuneration.
Preferred shares issued by R&CoCL a number of years ago were repaid in March 2019 at fair value, and the proceeds of €27.1 million are included in the 2019 distributions in the table above. As this was a transaction with shareholders, the uplift in fair value on repayment was charged directly to shareholders' funds in the consolidated statement of changes in equity.
Subsidiaries inside the Group have issued to third parties perpetual subordinated debt instruments which have discretionary clauses relating to the payment of the interest. Under IFRS, these instruments are considered to be equity instruments and are shown as part of NCI because they were issued by subsidiaries and not held by the Group. The interest payable, net of tax relief, on these instruments is shown as a charge to NCI. The instruments are shown below.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Perpetual fixed rate subordinated notes 9 per cent (£125 million) | 162,734 | 173,537 |
| Perpetual floating rate subordinated notes (€150 million) | 56,916 | 60,694 |
| Perpetual floating rate subordinated notes (US\$200 million) | 68,437 | 68,664 |
| TOTAL | 288,087 | 302,895 |
For the purposes of drawing up the cash flow statement, the "cash and cash equivalents" items are analysed as follows:
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Cash and accounts with central banks | 3,899,226 | 4,382,129 |
| Interbank demand deposits and overnight loans (assets) | 1,004,727 | 927,905 |
| Other cash equivalents | 203,869 | 221,484 |
| Interbank demand deposits and overnight loans (liabilities) and due to central banks | (88,257) | (148,493) |
| TOTAL | 5,019,565 | 5,383,025 |
Cash includes demand deposits placed with banks and cash on hand. Other cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of value change. These comprise overnight interbank reverse repos and public bills which are held for trading.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Given to banks | 1,602 | 1,542 |
| Given to customers | 665,223 | 625,960 |
| Loan commitments | 666,825 | 627,502 |
| Given to banks | 98,204 | 103,855 |
| Given to customers | 96,611 | 89,502 |
| Guarantee commitments | 194,815 | 193,357 |
| Investment commitments | 413,877 | 391,396 |
| Irrevocable nominee commitments | 222,071 | 200,757 |
| Pledged assets and other commitments given | 55,350 | 60,484 |
| Other commitments given | 691,298 | 652,637 |
Investment commitments relate to Merchant Banking funds and investments. Irrevocable nominee commitments represent commitments to funds where the Group acts as a nominee on behalf of its clients. The commitment to employees in respect of deferred remuneration is set out in note 23.
| In thousands of euro | 30/06/2020 | 31/12/2019 |
|---|---|---|
| Received from banks | 299,189 | 314,609 |
| Loan commitments | 299,189 | 314,609 |
| Received from banks | 44,177 | 47,723 |
| Received from customers | 2,988 | 3,072 |
| Guarantee commitments | 47,165 | 50,795 |
Note 20 - Net interest income
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Interest income - loans to banks | 3,183 | 4,906 |
| Interest income - loans to customers | 29,153 | 31,974 |
| Interest income - debt securities at FVTPL | 374 | 371 |
| Interest income - debt securities at FVOCI | - | 528 |
| Interest income - debt securities at amortised cost | 4,324 | 3,000 |
| Interest income - derivatives | 19,514 | 31,706 |
| Interest income - other financial assets | 127 | (13) |
| TOTAL | 56,675 | 72,472 |
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Interest expense - due to banks and other financial institutions | (3,495) | (4,649) |
| Negative interest income from loans to banks | (12,191) | (16,247) |
| Interest expense - due to customers | (6,122) | (13,772) |
| Interest expense - derivatives | (894) | (1,064) |
| Interest expense - lease liabilities | (2,866) | (2,646) |
| Interest expense - other financial liabilities | (292) | (86) |
| TOTAL | (25,860) | (38,464) |
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Fees for advisory work and other services | 533,132 | 551,077 |
| Portfolio and other management fees | 289,407 | 264,782 |
| Banking and credit-related fees and commissions | 3,532 | 2,816 |
| Other fees | 6,119 | 5,085 |
| TOTAL | 832,190 | 823,760 |
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Net income - financial instruments at fair value through profit or loss | 3,368 | 40,163 |
| Net income - carried interest | (621) | 30,897 |
| Net income - foreign exchange operations | 14,450 | 11,059 |
| Net income - other trading operations | (1,656) | (956) |
| TOTAL | 15,541 | 81,163 |
Net gains and losses on financial instruments at fair value through profit or loss include the changes in fair value of financial instruments at fair value through profit or loss, and financial instruments held in the trading portfolio, including derivatives.
Financial instruments at fair value through profit or loss include both ordinary equity and carried interest shares held by the Group in its Merchant Banking funds. They also include other interests in its Merchant Banking funds.
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Compensation and other staff costs | (506,550) | (507,932) |
| Defined benefit pension expenses | (8,416) | (4,751) |
| Defined contribution pension expenses | (7,592) | (6,756) |
| Staff costs | (522,558) | (519,439) |
| Administrative expenses | (122,194) | (133,999) |
| TOTAL | (644,752) | (653,438) |
As part of its variable pay strategy, the Group pays bonuses to employees. In some cases, the cash payment is deferred to future years.
In most circumstances, deferred cash awards are paid one, two and three years after the year of the award, and the expense is recognised over the two, three and four-year periods from the start of the year of the award to the date of payment. These awards are paid on the condition that the recipient is still an employee of the Group. For certain employees, a portion of the bonus will be settled in the form of a non-cash instrument. There are two forms of non-cash instruments in the R&Co Group, used in response to the Capital Requirements Directive 4 (CRD4). Firstly, an equity-settled deferred share award consisting of R&Co shares: the R&Co shares are released to the employees six months after the vesting date of the award. Secondly, a cash-settled share-linked cash award (non-deferred): this vests immediately but the value of the amount paid moves in line with the R&Co share price over a six month holding period. When it is mutually beneficial, the Group sometimes allows employees to accelerate the vesting of deferred cash awards, and in this case, the uncharged expense is recognised immediately.
A commitment to employees exists in connection with deferred remuneration. Some of this has not yet accrued because it relates to a future service period. The amount of potential future payments that have not yet accrued is €91.3 million (€109.7 million as at 31 December 2019).
The objective of the deferred share-based payment awards is to link the reward of certain key staff with the performance of the Group. In addition to the requirement to remain employed by the Group, these awards may also be cancelled under specific circumstances.
| In thousands of euro | Impairment | Impairment reversal |
Recovered loans |
30/06/2020 | 30/06/2019 |
|---|---|---|---|---|---|
| Loans and advances to customers | (9,480) | 1,848 | 1,723 | (5,909) | 1,278 |
| Securities at amortised cost | - | 10 | - | 10 | (131) |
| Other financial assets | (2,758) | 472 | 80 | (2,206) | 812 |
| Commitments given to customers | - | 366 | - | 366 | - |
| TOTAL | (12,238) | 2,696 | 1,803 | (7,739) | 1,959 |
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Gains/(losses) related to sales of tangible or intangible assets | 62 | 18,598 |
| Gains/(losses) on disposal and impairment of subsidiaries | - | 3,207 |
| Non-operating income/(expense) | (2,013) | (3,603) |
| TOTAL | (1,951) | 18,202 |
The comparative period in the note above includes the result on sale, and impairment prior to sale, of two office buildings.
The loss in non-operating income includes the unrealised change in value and dividend income from certain legacy investments, which are excluded from the management result.
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Current tax | (27,579) | (34,930) |
| Deferred tax | (649) | (1,532) |
| TOTAL | (28,228) | (36,462) |
The net tax charge can be analysed between a current tax charge and a deferred tax charge as follows:
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Tax charge for the period | (23,485) | (29,690) |
| Adjustments related to prior periods | (3,053) | (552) |
| Irrecoverable dividend-related tax | (970) | (4,415) |
| Other | (71) | (273) |
| TOTAL | (27,579) | (34,930) |
| In thousands of euro | 30/06/2020 | 30/06/2019 |
|---|---|---|
| Temporary differences | 983 | (1,347) |
| Changes in tax rates | (2,946) | 1,015 |
| Adjustments related to prior periods | 1,314 | (1,200) |
| TOTAL | (649) | (1,532) |
Reconciliation of the tax charge between the French standard tax rate and the effective rate
| In thousands of euro | 30/06/2020 | 30/06/2019 | ||
|---|---|---|---|---|
| Profit before tax | 150,421 | 233,523 | ||
| Expected tax charge at standard French corporate income tax rate |
32.02% | 48,165 | 32.02% | 74,774 |
| Main reconciling items (1) | ||||
| Tax on partnership profits recognised outside the Group | (11.7%) | (17,589) | (7.0%) | (16,265) |
| Impact of foreign profits and losses taxed at different rates |
(5.6%) | (8,414) | (12.1%) | (28,322) |
| Recognition of previously unrecognised deferred tax | (1.8%) | (2,625) | (1.9%) | (4,412) |
| Irrecoverable and other dividend-related taxes | +0.7% | 970 | +1.9% | 4,415 |
| Permanent differences | +0.7% | 1,035 | +1.5% | 3,587 |
| Tax impacts relating to prior years | +1.2% | 1,739 | +0.8% | 1,752 |
| Impact of unrecognised deferred tax on losses | +1.2% | 1,811 | +0.6% | 1,318 |
| Tax impact on deferred tax relating to change of the corporate income tax rate |
+2.0% | 2,946 | (0.4%) | (1,015) |
| Other tax impacts | +0.1% | 190 | +0.2% | 630 |
| Actual tax charge | 18.8% | 28,228 | 15.6% | 36,462 |
| EFFECTIVE TAX RATE | 18.8% | 15.6% |
(1) The categories used in the comparative disclosure are presented in a way that is consistent with the categories used to explain the tax in the current period.
| 30/06/2020 | 31/12/2019 | |||||
|---|---|---|---|---|---|---|
| In thousands of euro | Companies accounted for by the equity method |
Executive Directors |
Other related parties |
Companies accounted for by the equity method |
Executive Directors |
Other related parties |
| Assets | ||||||
| Loans and advances to customers | - | - | 7,480 | - | - | 11,882 |
| Right of use assets | 4,304 | - | - | 4,857 | - | - |
| Other assets | - | - | - | - | - | - |
| TOTAL ASSETS | 4,304 | - | 7,480 | 4,857 | - | 11,882 |
| Liabilities | ||||||
| Due to customers | - | 3,569 | 88,897 | - | 573 | 115,317 |
| Lease liabilities | 4,346 | - | - | 4,905 | - | - |
| Other liabilities | 9 | - | - | 7 | - | - |
| TOTAL LIABILITIES | 4,355 | 3,569 | 88,897 | 4,912 | 573 | 115,317 |
| 30/06/2020 | 30/06/2019 | |||||
|---|---|---|---|---|---|---|
| In thousands of euro | Companies accounted for by the equity method |
Executive Directors |
Other related parties |
Companies accounted for by the equity method |
Executive Directors |
Other related parties |
| Income and expenses from transactions with related parties | ||||||
| Net interest income/(expense) | (46) | - | 19 | (52) | 19 | 30 |
| Net fee and commission income/(expense) | 55 | - | - | 57 | - | - |
| Other income | - | - | - | - | - | 75 |
| TOTAL NET BANKING INCOME | 9 | - | 19 | 5 | 19 | 105 |
| Other expenses | (260) | - | (1,319) | (263) | - | (773) |
| TOTAL EXPENSES | (260) | - | (1,319) | (263) | - | (773) |
The table below presents a segmental analysis by business line, used internally for assessing business performance, which is then adjusted to conform to the Group's statutory accounting policies. The reconciliation to IFRS mainly reflects: the treatment of profit share paid to French partners as non-controlling interests; accounting for deferred bonuses over the period that they are earned; the application of IAS 19 for defined benefit pension schemes; adding back non-operating gains and losses booked in "net income/(expense) from other assets" or administrative expenses; and reallocating impairments and certain operating income and expenses for presentational purposes.
| In thousands of euro | Global Advisory |
Wealth & Asset Management |
Merchant Banking |
Other business and corporate centre |
Total before IFRS reconciliation |
IFRS reconciliation |
30/06/2020 |
|---|---|---|---|---|---|---|---|
| Net banking income | 529,380 | 252,271 | 52,802 | 7,080 | 841,533 | (3,702) | 837,831 |
| Operating expenses | (454,520) | (205,959) | (43,338) | (26,881) | (730,698) | 51,969 | (678,729) |
| Cost of risk | - | (2,436) | - | - | (2,436) | (5,303) | (7,739) |
| Operating income | 74,860 | 43,876 | 9,464 | (19,801) | 108,399 | 42,964 | 151,363 |
| Share of profits of associated entities | - | - | - | - | - | 1,009 | 1,009 |
| Non-operating income | - | - | - | - | - | (1,951) | (1,951) |
| Profit before tax | 74,860 | 43,876 | 9,464 | (19,801) | 108,399 | 42,022 | 150,421 |
| In thousands of euro | Global Advisory |
Wealth & Asset |
Merchant Banking |
Other business and |
Total before IFRS |
IFRS reconciliation |
30/06/2019 |
| Management | corporate centre |
reconciliation | |||||
| Net banking income | 544,846 | 239,195 | 110,406 | 13,291 | 907,738 | (10,216) | 897,522 |
| Operating expenses | (462,064) | (201,886) | (42,496) | (27,215) | (733,661) | 49,352 | (684,309) |
| Cost of risk | - | 1,126 | - | - | 1,126 | 833 | 1,959 |
| Operating income | 82,782 | 38,435 | 67,910 | (13,924) | 175,203 | 39,969 | 215,172 |
| Share of profits of associated entities | - | - | - | - | - | 149 | 149 |
| Non-operating income | - | - | - | - | - | 18,202 | 18,202 |
| In thousands of euro | 30/06/2020 | % | 30/06/2019 | % |
|---|---|---|---|---|
| France | 269,667 | 32% | 235,056 | 26% |
| United Kingdom and Channel Islands | 264,109 | 32% | 279,097 | 31% |
| Americas | 122,197 | 15% | 123,529 | 14% |
| Rest of Europe | 93,143 | 11% | 165,515 | 18% |
| Switzerland | 58,210 | 7% | 51,218 | 6% |
| Australia and Asia | 21,503 | 3% | 32,587 | 3% |
| Other | 9,002 | 1% | 10,520 | 1% |
| TOTAL | 837,831 | 100% | 897,522 | 100% |
The breakdown by geographic segment is based on the geographic location of the entity that records the income.
| 30/06/2020 | 30/06/2019 | |
|---|---|---|
| Net income - Group share (millions of euro) | 60.1 | 134.3 |
| Preferred dividends adjustment (millions of euro) | (1.3) | (0.7) |
| Net income - Group share after preferred dividends adjustment (millions of euro) | 58.8 | 133.6 |
| Basic average number of shares in issue - 000s | 71,793 | 71,198 |
| Earnings per share - basic (euro) | 0.82 | 1.88 |
| Diluted average number of shares in issue - 000s | 71,994 | 72,251 |
| Earnings per share - diluted (euro) | 0.82 | 1.85 |
Basic earnings per share are calculated by dividing Net income - Group share (after removing accrued preferred dividends, which are not part of the profit earned by ordinary shareholders) by the weighted average number of ordinary shares in issue during the period. The preferred dividend adjustment is spread evenly over the reporting period.
Diluted earnings per share are calculated using the treasury share method, whereby net income is divided by the weighted average number of ordinary shares outstanding plus the bonus number of ordinary shares that would be issued through dilutive option or share awards. Share options and awards which are dilutive are those which are in the money, based on the average share price during the period. The majority of potential ordinary shares which are not dilutive are connected to the Rothschild & Co Equity Scheme.
As there were no gains or losses on discontinued activities, the earnings per share on continuing activities are the same as earnings per share.
As at 30 June 2020, the main entities in the Group's consolidation scope can be summarised as follows:
| 30/06/2020 | 31/12/2019 | Consolidation method (1) |
|||||
|---|---|---|---|---|---|---|---|
| Company name | Country of operation |
% Group voting interest |
% Group ownership interest |
% Group voting interest |
% Group ownership interest |
30/06/2020 | 31/12/2019 |
| Concordia Holding Sarl | France | 100.00 | 100.00 | 100.00 | 100.00 | FC | FC |
| Rothschild Martin Maurel SCS(2) | France | 99.99 | 99.99 | 99.99 | 99.99 | FC | FC |
| Rothschild & Co Deutschland GmbH | Germany | 100.00 | 99.98 | 100.00 | 99.98 | FC | FC |
| Rothschild & Co Bank International Limited | Guernsey | 100.00 | 100.00 | 100.00 | 100.00 | FC | FC |
| Five Arrows Principal Investments International Feeder SCA SICAR |
Luxembourg | 100.00 | 100.00 | 100.00 | 100.00 | FC | FC |
| Rothschild & Co Europe B.V. | Netherlands | 100.00 | 99.98 | 100.00 | 99.98 | FC | FC |
| Rothschild & Co Bank AG | Switzerland | 100.00 | 100.00 | 100.00 | 100.00 | FC | FC |
| Rothschild & Co Continuation Holdings AG | Switzerland | 100.00 | 100.00 | 100.00 | 100.00 | FC | FC |
| N.M. Rothschild & Sons Limited | United Kingdom |
100.00 | 100.00 | 100.00 | 100.00 | FC | FC |
| Rothschild & Co North America Inc. | United States of America |
100.00 | 100.00 | 100.00 | 100.00 | FC | FC |
(1) FC: full consolidation.
(2) Some subsidiaries are limited partnerships (sociétés en commandite simple). The percentage interest recorded in the consolidated accounts is calculated in accordance with the statutory regulations applicable to limited partnerships based on the individual results of each partnership, after taking into consideration the share attributable to workers' remuneration.
This is a free translation into English of the statutory auditors' review report on the half-yearly financial information issued in French and is provided solely for the convenience of English-speaking users. This report includes information relating to the specific verification of information given in the Group's half-yearly management report. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.
For the period from January 1 to June 30, 2020
To the Shareholders,
In compliance with the assignment entrusted to us by your General meeting and in accordance with the requirements of article L. 451-1-2 III of the French Monetary and Financial Code ("Code monétaire et financier"), we hereby report to you on:
These half-yearly summary consolidated financial statements are the responsibility of the Management which met on September 7th, 2020 and were produced on the basis of the information available at that date in an evolving context of the Covid-19 crisis and difficulties in apprehending its impact and future prospects. Our role is to express a conclusion on these financial statements based on our review.
We conducted our review in accordance with professional standards applicable in France. 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 professional standards applicable in France 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.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed half-yearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 - standard of the IFRSs as adopted by the European Union applicable to interim financial information.
We have also verified the information presented in the half-yearly management report on the condensed half-yearly consolidated financial statements subject to our review. We have no matters to report as to its fair presentation and consistency with the condensed half-yearly consolidated financial statements.
Paris La Défense, on September 15, 2020 KPMG S.A.
Paris, on September 15, 2020 Cailliau Dedouit et Associés
Arnaud Bourdeille Partner
Sandrine Le Mao Partner
Rothschild & Co Gestion SAS Mark Crump
Managing Partner Group Chief Financial Officer and Group Chief Operating Officer
We hereby declare that, to the best of our knowledge, the the summary interim consolidated financial statements for the past six-month period have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and all the other companies included in the scope of consolidation, and that the half-year activity report includes a fair review of the material eventsthat occurred in the first six months of the financial year, their impact on the interim accounts and the main transactions between related parties, together with a description of the principal risks and uncertainties for the remaining six months of the year.
Paris, 15 September 2020
Rothschild & Co Gestion SAS Managing Partner Represented by Alexandre de Rothschild, Executive Chairman
Mark Crump Group Chief Financial Officer and Group Chief Operating Officer
With a team of c.3,500 talented financial services specialists on the ground in over 40 countries across the world, our integrated global network of trusted professionals provide in-depth market intelligence and effective long-term solutions for our clients in Global Advisory, Wealth & Asset Management, and Merchant Banking. Rothschild & Co is family-controlled and independent and has been at the centre of the world's financial markets for over 200 years.
Rothschild & Co is a French partnership limited by shares (société en commandite par actions) listed on Euronext in Paris, Compartment A with a share capital of €155,235,024. Paris trade and companies registry 302 519 228. Registered office: 23 bis avenue de Messine, 75008 Paris, France.
For further information:
Investor Relations Marie-Laure Becquart [email protected] Media Relations Caroline Nico [email protected]
For more information, please visit www.rothschildandco.com
Financial calendar:
9 November 2020 Publication of Third quarter information 2020 9 March 2021 Publication of Full year results 2020

Annual Report 2019

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