Final Results

AB Dynamics PLC

24 January 2024

 

24 January 2024

AB Dynamics plc

Final results for the year ended 31 August 2023

"Strong financial performance and clear strategic progress"

AB Dynamics plc ("AB Dynamics", the "Company" or the "Group"), the designer, manufacturer and supplier of advanced testing, simulation and measurement products to the global transport market, is pleased to announce its final results for the year ended 31 August 2023.

	Audited 2023 £m	Audited 20222 £m
Revenue	100.8	83.2	+21%
Gross margin	59.5%	56.6%	+290 bps
Adjusted EBITDA1	20.5	17.3	+18%
Adjusted operating profit1	16.6	13.7	+21%
Adjusted operating margin1	16.5%	16.4%	+10 bps
Statutory operating profit	12.6	6.2	+103%
Adjusted cash flow from operations1	23.5	20.7	+14%
Net cash	32.0	29.2
	Pence	Pence
Adjusted diluted earnings per share1	60.8	48.1	+26%
Statutory diluted earnings per share	47.4	20.7	+129%
Total dividend per share	6.36	5.30	+20%

¹Before amortisation of acquired intangibles, acquisition related charges and exceptional items. A reconciliation to statutory measures is given below.

²Restated for change in interpretation of revenue recognition, see note 10.

Financial highlights

·    Record revenue and operating profit delivered alongside an improved operating margin reflecting strong growth enhanced by improved operational efficiency and effective cost management

·    Market and customer activity levels have remained positive, with strong activity in both track testing and laboratory testing and simulation, particularly in Europe

·      Revenue increased by 21% of which 7% was organic growth

o  Track testing revenue grew by 6% reflecting increases in robots and Advanced Driver Assistance (ADAS) platforms

o  Laboratory testing and simulation organic growth of 10% driven by a strong performance at rFpro and delivery of SPMM systems. Total sector revenue growth of 74% includes the contribution from the acquisition of Ansible Motion

·      The proportion of recurring and service-based sales was maintained at 40% (2022: 40%)

·     The Group has remained effective in mitigating inflationary cost pressures, with gross margins improving to 59.5% (2022: 56.6%)

·    Operating margin improved by 10bps to 16.5% as a result of the increased levels of activity and the benefits of enhanced performance initiatives, partially offset by the continued investment of £1.8m in ABD Solutions to support the Group's strategic long-term growth drivers

o  Excluding ABD Solutions, the operating margin increased to 18.3% (2022: 18.2%)

·      Significant operating cash generation of £23.5m (2022: £20.7m) with cash conversion of 114% (2022: 119%), resulting in net cash at year end of £32.0m (2022: £29.2m) after funding the initial consideration for the acquisition of Ansible Motion

·      Proposed final dividend of 4.42p per share, bringing the total dividend for the year to 6.36p per share (2022: 5.30p per share), an increase of 20%, reflecting the Board's confidence in the Group's financial position and prospects

Operational and strategic highlights

·      Continuing progress made in the strategic initiative to open up new markets beyond automotive

o  ABD Solutions won a £1m contract for delivery of a retrofit pedestrian detection system for construction machines for delivery during FY 2024, illustrating the wide range of applications for its technology

·      VadoTech has been awarded an extension of its existing contract to provide testing services in Beijing, as well as a new, smaller contract to provide similar services near Shanghai

·      The integration of Ansible Motion is continuing as planned and the business has delivered a strong performance since acquisition in September 2022

·      New product development continues in line with the technology roadmap for existing track testing and simulation markets and development of the core technology for ABD Solutions

o  Along with the launch of the new range of ADAS motorcycle and pedestrian dummies, and LaunchPad Spin, the Group has also released ray-tracing capability for its simulation software

·      Well placed to sustain growth momentum into the medium term, supported by:

o  Strong organic growth across automotive markets, supported by regulatory tailwinds and rapid technology change, with a greatly strengthened operational and commercial platform

o  The substantial opportunity beyond automotive markets presented by ABD Solutions, transitioning from technology development to commercialisation 

o  Significantly enhanced simulation and software capabilities enabled by the expanded product range created through the acquisitions of rFpro and Ansible Motion

o  A strong financial position that provides scope for further value-enhancing growth investment in FY 2024 and beyond

Current trading and outlook

·    Trading in FY 2024 to date has been encouraging, supported by the solid current order book which provides good visibility into the second half of the year

·      Whilst being mindful of timing of pipeline conversion and customer delivery schedules, the Board remains confident that the Group will make further financial and strategic progress with its expectations for FY 2024 unchanged

·      Future growth prospects remain supported by long-term structural and regulatory growth drivers in active safety, autonomous systems and the automation of vehicle applications

There will be a presentation for analysts this morning at 9.30am at Teneo, 85 Fleet Street, EC4Y 1AE.  Please contact [e-mail] if you would like to attend.

Commenting on the results, Dr James Routh, Chief Executive Officer said:

"The Group has delivered a strong performance in FY 2023, demonstrating the benefits of the investment made in recent years in the commercial and operating capability of the business. The financial results show further strong progress, with record levels of revenue and operating profit and an improvement in operating margin. In parallel, the Group has further strengthened its platform for growth through both organic investments and acquisitions.

"We see significant opportunity in our core markets in automotive, which are supported by long-term structural and regulatory growth drivers, and are continuing to invest in new product development and technology. In addition, we are investing in new technologies to diversify the business into attractive adjacent markets through ABD Solutions.

"Trading in FY 2024 has been encouraging, supported by a solid order book providing good visibility into the second half of the year. Whilst being mindful of timing of pipeline conversion and customer delivery schedules, the Board remains confident that the Group will make further financial and strategic progress and its expectations for FY 2024 are unchanged.

"Our market drivers both in our core business and in ABD Solutions remain strong. This backdrop, along with the Group's recent investments in capability and new products, provides confidence of delivering continued progress in 2024 and beyond."

Enquiries:

AB Dynamics plc	01225 860 200
Dr James Routh, Chief Executive Officer
Sarah Matthews-DeMers, Chief Financial Officer
Peel Hunt LLP	0207 418 8900
Mike Bell Ed Allsopp
Teneo	0207 353 4200
James Macey White
Matt Low

The person responsible for arranging the release of this information is Felicity Jackson, Group Legal Counsel.

About AB Dynamics plc

AB Dynamics is a leading designer, manufacturer and supplier of advanced testing, simulation and measurement products to the global transport market. 

AB Dynamics is an international group of companies headquartered in Bradford on Avon. AB Dynamics currently supplies all the top automotive manufacturers, Tier 1 suppliers and service providers, who routinely use the Group's products to test and verify vehicle safety systems and dynamics.

Group overview

The Group delivered a strong set of results driven by recent investments in its commercial and operating capabilities, underpinned by positive market dynamics in both sectors. The Group has evolved significantly over the last four years, building a solid and scalable platform from which to capitalise on a multi-year growth opportunity.

The Group delivered record levels of revenue and operating profit, while continuing investment to support its long-term growth objectives.

The Group continued to deliver against its strategic priorities by launching new products, developing its service offering to drive recurring revenues and delivering on its diversification plans through progress in ABD Solutions. The acquisition of Ansible Motion also expanded its presence in the simulation market, complementing the existing product range.

The Group is well positioned, with market-leading products and services, and remains supported by regulatory and structural growth drivers that provide a strong position for continued growth and performance during FY 2024.

Financial performance

The Group delivered significant revenue growth in the year of 21%, to £100.8m (2022: £83.2m), of which 7% related to organic growth and the remainder to the acquisition of Ansible Motion.

Laboratory testing and simulation revenue grew by 74% due to the contribution from Ansible Motion as well as a significant increase in SPMM revenue driven by an increase in demand and timing of delivery for new units. Track testing saw more modest growth of 6% overall due to reduced testing services revenue impacted by local lock downs in China and the availability of new vehicles for testing in H1 2023. The proportion of recurring revenue was consistent at 40% (2022: 40%). The level of recurring revenue is now expected to broadly stabilise ahead of new market offerings which will be released in the near future.

Gross margin was 59.5%, up 290bps on 2022 due to operational efficiencies and mitigation of the ongoing impacts of inflation through price increases to the market.

Group adjusted operating profit of £16.6m (2022: £13.7m) increased 21% against 2022. The adjusted operating margin increased against 2022 to 16.5% (2022: 16.4%), as a result of the increased levels of activity and the benefits of enhanced performance initiatives, partially offset by the investment in ABD Solutions to support the strategic long-term growth drivers. Excluding ABD Solutions, the adjusted operating margin increased to 18.3% (2022: 18.2%).

Adjusted earnings before interest, tax, depreciation and amortisation ('EBITDA') increased by 18% to £20.5m (2022: £17.3m). Adjusted EBITDA margin was 20.4% (2022: 20.8%), a decrease of 40bps.

Adjusted net finance costs were consistent at £0.4m (2022: £0.4m).

Adjusted profit before tax was £16.3m (2022: £13.3m). The Group adjusted tax charge totalled £2.1m (2022: £2.3m), an adjusted effective tax rate of 13.2% (2022: 17.1%). The effective tax rate is lower than the current UK corporation tax rate due to allowances for research and development and patent box. In future years, the effective tax rate is expected to increase as a result of the full year effect of the increase in the UK corporation tax rate. 

Adjusted diluted earnings per share was 60.8p (2022: 48.1p), an increase of 26%, reflecting the increase in operating profit and a lower tax rate.

The Group delivered strong adjusted operating cash flow of £23.5m (2022: £20.7m) with cash conversion of 114% (2022: 119%). The cash generated was used to fund the acquisition of Ansible Motion, £3.4m of investment in product development and property, plant and equipment and dividends of £1.3m.

Net cash at the end of the year was £32.0m (2022: £29.2m), underpinning a robust balance sheet. Along with the Group's £15.0m revolving credit facility which extends to February 2026, this provides significant funding headroom to continue the Group's investment programme.

Statutory operating profit increased by 103% to £12.6m (2022: £6.2m) and after net finance costs of £1.1m (2022: £0.4m), statutory profit before tax increased by 98% from £5.8m to £11.5m. Statutory basic earnings per share was 48.0p (2022: 21.0p). The statutory tax charge was £0.5m (2022: £1.0m). A reconciliation of statutory to underlying non-GAAP financial measures is provided below.

Sector review

		2023 £m	*Restated 2022 £m
Driving robots		25.2	20.6	+22%
ADAS test products		30.5	29.7	+3%
Testing services		12.9	14.4	-10%
Track testing		68.6	64.7	+6%
Laboratory testing		7.3	5.3	+38%
Simulation		24.9	13.2	+89%
Laboratory testing and simulation		32.2	18.5	+74%
Total revenue		100.8	83.2	+21%

*See note 10.

Track testing

The track testing business delivered revenue of £68.6m (2022: £64.7m), a 6% increase against the prior year, with growth in sales of driving robots and ADAS platforms offset by a reduction in testing services revenue due to local COVID-19 restrictions in China delaying the delivery of services and impacting the availability of test vehicles in the first half of the year.

Driving robot sales increased by 22% to £25.2m (2022: £20.6m), driven by the increase in complexity and volume of testing required for ADAS assessment. The Group expects continued growth in driving robot sales at more normalised levels, as new regulatory requirements for evolving ADAS technologies are released, such as the launch of the Euro NCAP 2030 roadmap and its new Truck Safe rating scheme. It is expected that there will be over 700 Euro NCAP test scenarios by 2025, up from 591 in 2023. New tests for commercial vehicles offer further opportunities for market expansion.

Revenue from ADAS platforms increased by 3% to £30.5m (2022: £29.7m). The new higher speed versions of the GST and LaunchPad, which can operate at speeds of up to 120kph and 80kph respectively, enable customers to perform a greater range of tests, particularly the assessment of automated lane-keeping technology and vehicle interactions with Vulnerable Road Users such as motorcyclists, and are continuing to gain traction. The recent launch of a new range of soft targets including motorcycles and articulating pedestrians and a new, more manoeuvrable platform, the LaunchPad Spin, will drive further growth.

Testing services revenue decreased 10% to £12.9m (2022: £14.4m) due to local COVID-19 restrictions delaying the provision of testing services in China during the first half of the year and continued delays in availability of test vehicles more widely due to the well documented supply chain challenges in the automotive market.

The Group continues to build customer relationships, drive improvement in revenue and gross margins and invest in new product development to meet the growing demand from manufacturers and test providers to keep up to date with changes in regulations.

The growth in testing volume and complexity continues to drive demand for ADAS platforms and driving robots that are both more capable and more versatile. To recognise the need for new test tools, this year Euro NCAP updated its listing of equipment used in official testing to include AB Dynamics' Soft Motorcycle 360.

Laboratory testing and simulation

Laboratory testing and simulation delivered strong growth in revenue up 74% on 2022 to £32.2m (2022: £18.5m) due to the contribution from Ansible Motion as well as strong organic growth from both rFpro and SPMM sales, reflecting the continued demand for laboratory testing equipment.

SPMM revenue of £7.3m grew by 38% (2022: £5.3m) demonstrating continued demand for our market leading kinetics and compliance machines. This long-standing product which has been supplied to global customers for the past 25 years has evolved significantly over this period, culminating in the recent launch of the SPMM Plus.

Organic simulation revenue was flat with revenue at £13.1m (2022: £13.2m). The contribution from Ansible Motion was £11.8m reflecting the strong order book at the time of acquisition and delivery of sales synergies, giving total simulation revenue of £24.9m (2022: £13.2m).

Strategic progress

The Group continues to make good progress against its organic-led growth strategy, supplemented with  value-enhancing acquisitions. During the year, the focus on building and growing the core business continued, coupled with delivering on the Group's diversification plans through ABD Solutions and building critical mass in the attractive simulation market through the acquisition of Ansible Motion.

Investment continued in the core automotive sector, which is characterised by strong regulatory and structural growth drivers and rapid technology change. New product development and the strengthened operational and commercial platform leaves the Group well placed to benefit from increasing regulation and the increasing number and complexity of test scenarios required by NCAP bodies.

Ansible Motion has been successfully integrated into the Group's simulation business, enhancing the Group's simulation capability and expanding its range of products and services in this area which includes the physics-based simulation software, rFpro.

As part of the objective to diversify into adjacent markets, ABD Solutions continues to make significant progress in its mission to add automated solutions to existing vehicles fleets faster and more cost effectively. ABD Solutions has demonstrated its product offering in contrasting environments for potential customers in mining, defence and other specialist vehicles and successfully proved its concept and market solution, Indigo Drive. A digital twin has been developed which provides operational environment validation and a platform for accelerated product testing.

Its focus is transitioning from technology development to commercialisation with negotiations ongoing around mining related contracts. The Japanese mining development contract is progressing as planned and a Memorandum of Understanding has been signed with Jevons Robotics in Australia for mining applications. In addition, ABD Solutions has been awarded a £1m contract for delivery during FY 2024 of a retrofit pedestrian detection system for a UK customer for construction industry applications.

Acquisitions 

On 20 September 2022, the Group acquired Ansible Motion Limited, a UK based provider of advanced simulator solutions to the automotive market, for an initial cash consideration of £14.4m and shares in AB Dynamics plc to the value of £3.2m. Based on the financial performance in FY 2023, a further cash payment of approximately £5.7m will be made, along with retained consideration of £0.5m, bringing the total consideration to £23.8m.

Ansible Motion designs and manufactures high-end motion platform systems for Driver in the Loop development of vehicle dynamics, ADAS and automated systems and already utilises rFpro as its physics based virtual environments. The Ansible Motion range of driving simulators complements the existing product offering from AB Dynamics and provides a comprehensive range of simulators that addresses a wider range of simulator applications.

Ansible Motion has been integrated into the Group's simulation sector and has been earnings accretive, delivering £11.8m of revenue and £2.4m of adjusted operating profit during FY 2023.

Acquisitions continue to form a key part of the long-term strategic development of the Group and we operate a continuous process to identify and execute acquisition opportunities. The current long-term pipeline remains positive and we expect to continue to deliver further value-enhancing acquisitions.

Alternative performance measures

In the analysis of the Group's financial performance and position, operating results and cash flows, alternative performance measures are presented to provide readers with additional information. The principal measures presented are adjusted measures of earnings including adjusted operating profit, adjusted operating margin, adjusted EBITDA, adjusted profit before tax and adjusted earnings per share.

This financial information includes both statutory and adjusted non-GAAP financial measures, the latter of which the Directors believe better reflect the underlying performance of the business and provide a more meaningful comparison of how the business is managed and measured on a day-to-day basis. The Group's alternative performance measures and KPIs are aligned to the Group's strategy and together are used to measure the performance of the business and form the basis of the performance measures for remuneration. Adjusted results exclude certain items because if included, these items could distort the understanding of the performance for the year and the comparability between the periods.

We provide comparatives alongside all current year figures. The term 'adjusted' is not defined under IFRS and may not be comparable with similarly titled measures used by other companies. All profit and earnings per share figures in this financial information relate to underlying business performance (as defined above) unless otherwise stated.

A reconciliation of statutory measures to adjusted measures is provided below:

		2023			20221
	Adjusted	Adjustments	Statutory	Adjusted		Adjustments		Statutory
EBITDA (£m)	20.5	3.1	23.6	17.3		(2.0)		15.3
Operating profit (£m)	16.6	(4.0)	12.6	13.7		(7.5)		6.2
Operating margin	16.5%		12.5%	16.4%				7.4%
Finance expense (£m)	(0.3)	(0.8)	(1.1)	(0.4)		-		(0.4)
Profit before tax (£m)	16.3	(4.8)	11.5	13.3		(7.5)		5.8
Taxation (£m)	(2.2)	1.7	(0.5)	(2.2)		1.2		(1.0)
Profit after tax (£m)	14.1	(3.1)	11.0	11.0		(6.3)		4.7
Diluted eps (pence)	60.8	(13.4)	47.4	48.1		(27.4)		20.7
Operating cash (£m)	23.5	(4.2)	19.3	20.7		(2.0)		18.7

1 Restated, see note 10

The adjustments comprise:

	2023		2022
	Profit impact £m	Cash flow impact £m	Profit impact £m	Cash flow impact £m
Amortisation of acquired intangibles	7.2	-	5.5	-
Acquisition related (credit)/costs	(4.5)	2.8	0.3	0.3
ERP development costs	1.3	1.4	1.7	1.7
Adjustments to operating profit / cash flow	4.0	4.2	7.5	2.0
Acquisition related finance costs	0.8	-	-	-
Adjustments to profit before tax	4.8	4.2	7.5	2.0

The tax impact of these adjustments was a credit of £1.7m (2022: £1.2m).

Return on capital employed (ROCE)

Our capital-efficient business and high margins enable generation of strong ROCE (defined as adjusted operating profit as a percentage of capital employed, being shareholders' equity less net cash plus deferred tax and contingent consideration). During the year, ROCE has increased from 15.3% to 15.4% benefitting from operating leverage.

Research and development

While research and development form a significant part of the Group's activities, a significant and increasing proportion relates to specific customer programmes which are included in the cost of the product. Development costs of £0.5m (2022: £1.7m) have been capitalised in relation to projects for which there are a number of near-term sales opportunities. Other research and development costs, all of which have been expensed as incurred, totalled £0.2m (2022: £0.4m).

Foreign currency exposure

Foreign exchange translation has provided a minor tailwind on revenue and profit, due to the weakening of Sterling against the US dollar and Euro. On a constant currency basis, restating the current year at 2022 average rates, revenue would have been £1.2m lower and both adjusted and statutory operating profit £0.1m lower.

Dividends

We recognise that dividends continue to be an important component of total shareholder returns, balanced against maintaining a strong financial position. The Board is recommending a final dividend of 4.42p per share, giving a total dividend for the year of 6.36p per share, which is an increase of 20% over the prior year.

Summary and outlook

The Group has delivered a strong performance, demonstrating the benefits of the investment in the commercial and operating capability of the business. The financial results show further strong progress, with record levels of revenue and operating profit and an improvement in operating margin. In parallel, the Group has further strengthened its platform for growth through both organic investments and acquisitions.

We see significant opportunity in our core markets in automotive, which are supported by long-term structural and regulatory growth drivers, and are continuing to invest in new product development and technology. In addition, we are investing in new technologies to diversify the business into attractive adjacent markets through ABD Solutions.

Trading in FY 2024 has been encouraging, supported by a solid order book providing good visibility into the second half of the year. Whilst being mindful of timing of pipeline conversion and customer delivery schedules, the Board remains confident that the Group will make further financial and strategic progress and its expectations for FY 2024 are unchanged.

Our market drivers both in our core business and in ABD Solutions remain strong. This backdrop, along with the Group's recent investments in capability and new products, provides confidence of delivering continued progress in FY 2024 and beyond.

Directors' Responsibility Statement on the Annual Report and Accounts

The responsibility statement below has been prepared in connection with the Company's full annual report and accounts for the year ended 31 August 2023. Certain parts thereof are not included within this announcement.

We confirm to the best of our knowledge:

1.	the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; and
2.	the strategic report and directors' report includes a fair review of the development and performance of the business and the position of the issuer and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

We consider the annual report and accounts, taken as a whole, is fair, balanced and understandable, and provides the information necessary for shareholders to assess the Group's position and performance, business model and strategy.

This responsibility statement was approved by the Board of Directors on 23 January 2024 and has been signed on its behalf by James Routh and Richard Elsy CBE.

AB Dynamics plc

Consolidated statement of comprehensive income

For the year ended 31 August 2023

		2023				**Restated 2022
	Note	Adjusted £'000	*Adjustments £000	Statutory £'000		Adjusted £'000	*Adjustments £'000	Statutory £'000
Revenue	2	100,767	-	100,767		83,226	-	83,226
Cost of sales		(40,837)	-	(40,837)		(36,085)	-	(36,085)
Gross profit		59,930	-	59,930		47,141	-	47,141
General and administrative expenses		(43,326)	(4,049)	(47,375)		(33,473)	(7,514)	(40,987)
Operating profit		16,604	(4,049)	12,555		13,668	(7,514)	6,154
Operating profit is analysed as:
Before depreciation and amortisation		20,517	3,140	23,657		17,288	(1,998)	15,290
Depreciation and amortisation		(3,913)	(7,189)	(11,102)		(3,620)	(5,516)	(9,136)
Operating profit		16,604	(4,049)	12,555		13,668	(7,514)	6,154
Net finance expense		(354)	(713)	(1,067)		(374)	-	(374)
Profit before tax		16,250	(4,762)	11,488		13,294	(7,514)	5,780
Tax expense	4	(2,146)	1,644	(502)		(2,274)	1,235	(1,039)
Profit for the year		14,104	(3,118)	10,986		11,020	(6,279)	4,741
Other comprehensive (expense)/income
Items that may be reclassified to consolidated income statement:
Cash flow hedges		124	-	124		(93)	-	(93)
Exchange (loss)/gain on foreign currency net investments		(2,059)	-	(2,059)		3,574	-	3,574
Total comprehensive income for the year		12,169	(3,118)	9,051		14,501	(6,279)	8,222
* See note 3
** Restated, see note 10
		2023				**Restated 2022
Earnings per share	Note	Adjusted		Statutory		Adjusted		Statutory
Basic	6	61.6p		48.0p		48.7p		21.0p
Diluted	6	60.8p		47.4p		48.1p		20.7p
** Restated, see note 10

AB Dynamics plc

Consolidated statement of financial position

As at 31 August 2023

	Note	2023 £'000		*Restated 2022 £'000		*Restated 2021 £'000
ASSETS
Non-current assets
Goodwill		36,939		23,818		22,221
Acquired intangible assets		32,831		23,665		28,282
Other intangible assets		2,746		2,971		1,577
Property, plant and equipment		25,739		25,708		25,815
Right-of-use assets		1,409		876		913
		99,664		77,038		78,808
Current assets
Inventories		17,954		13,651		7,901
Trade and other receivables		14,494		13,782		15,500
Contract assets		3,152		4,328		4,319
Taxation		-		890		1,542
Cash and cash equivalents		33,486		30,141		23,282
		69,086		62,792		52,544
Assets held for sale		1,893		1,893		1,893
LIABILITIES
Current liabilities
Trade and other payables		20,127		16,810		10,933
Contract liabilities		9,234		5,068		5,258
Derivative financial instruments		-		123		31
Short-term lease liabilities		570		628		456
Contingent consideration		5,943		-		4,929
		35,874		22,629		21,607
Non-current liabilities
Deferred tax liabilities		8,708		6,397		6,552
Long-term lease liabilities		906		315		511
		9,614		6,712		7,063
Net assets		125,155		112,382		104,575
SHAREHOLDERS' EQUITY
Share capital		229		226		226
Share premium		62,781		62,260		62,210
Other reserves	7	2,403		1,142		(2,339)
Retained earnings		59,742		48,754		44,478
Total equity		125,155		112,382		104,575

* See note 10

AB Dynamics plc

Consolidated statement of changes in equity

For the year ended 31 August 2023

	Share capital	Share premium		Other reserves		Retained earnings	Total equity
	£'000	£'000	£'000		£'000		£'000
At 1 September 2021 as previously reported	226	62,210	(2,339)		44,889		104,986
Prior year adjustment (note 10)	-	-	-		(411)		(411)
At 1 September 2021 as restated	226	62,210	(2,339)		44,478		104,575
Share based payments	-	-	-		750		750
Total comprehensive income	-	-	3,481		4,741		8,222
Deferred tax on share based payments	-	-	-		(84)		(84)
Dividend paid	-	-	-		(1,131)		(1,131)
Issue of shares	-	50	-		-		50
At 31 August 2022 as restated	226	62,260	1,142		48,754		112,382
At 1 September 2022 as previously reported	226	62,260	1,142		48,333		111,961
Prior year adjustment (note 10)	-	-	-		421		421
At 1 September 2022 restated	226	62,260	1,142		48,754		112,382
Share based payments	-	-	-		1,064		1,064
Total comprehensive income	-	-	(1,935)		10,986		9,051
Deferred tax on share based payments	-	-	-		193		193
Dividend paid	-	-	-		(1,255)		(1,255)
Issue of shares	3	521	3,196		-		3,720
At 31 August 2023	229	62,781	2,403		59,742		125,155

AB Dynamics plc

Consolidated cash flow statement

For the year ended 31 August 2023

					*Restated
		Note	2023 £'000		2022 £'000
Cash flows from operating activities Profit before tax			11,488		5,780
Depreciation and amortisation			11,102		9,136
Finance expense			1,067		374
Share based payment			1,263		795
Release of contingent consideration			(5,180)		-
Acquisition costs			-		290
Operating cash flows before changes in working capital			19,740		16,375
Increase in inventories			(2,612)		(5,751)
Decrease in trade and other receivables			2,514		1,707
(Decrease)/increase in trade and other payables			(369)		6,350
Cash flows from operations			19,273		18,681
Adjusted cash flows from operations			23,450		20,651
Cash impact of adjusting items		3	(4,177)		(1,970)
Cash flows from operations			19,273		18,681
Finance costs paid			(291)		(89)
Income tax received/(paid)			363		(684)
Net cash flows from operating activities			19,345		17,908
Cash flows used in investing activities
Acquisition of businesses net of cash		9	(10,656)		(5,114)
Purchase of property, plant and equipment			(2,930)		(2,098)
Capitalised development costs and purchased software			(469)		(1,711)
Net cash used in investing activities			(14,055)		(8,923)
Cash flows used in financing activities
Drawdown of loans			6,000		-
Repayments of loans			(6,000)		-
Dividends paid		5	(1,255)		(1,131)
Proceeds from issue of share capital			457		50
Repayment of lease liabilities			(1,124)		(964)
Net cash used in financing activities			(1,922)		(2,045)
Net increase in cash and cash equivalents			3,368		6,940
Cash and cash equivalents at beginning of the year			30,141		23,282
Effects of exchange rate changes			(23)		(81)
Cash and cash equivalents at end of the year			33,486		30,141

* See note 10

AB Dynamics plc

Notes to the consolidated financial statements

For the year ended 31 August 2023

1.       Basis of preparation

The Company is a public limited company limited by shares and incorporated under the UK Companies Act. The Company is domiciled in the United Kingdom and the registered office and principal place of business is Middleton Drive, Bradford on Avon, Wiltshire, BA15 1GB.

The principal activity of the Group is the design, manufacture and supply of advanced testing, simulation and measurement products and services to the global transport market. The Group's products and services are used primarily for the development of road vehicles, particularly in the areas of active safety and autonomous systems, as well as automation of vehicles used for other applications, such as mining and defence.

The annual financial statements of the Group are prepared in accordance with UK-adopted international accounting standards and applicable law.

The financial information set out above does not constitute the Company's statutory accounts for the year ended 31 August 2023 or 31 August 2022 but is derived from those accounts. A copy of the statutory accounts for the year ended 31 August 2022 has been delivered to the Registrar of Companies. The auditor's report on those accounts was unqualified and did not contain any statements under section 498(2) or (3) of the Companies Act 2006.

Certain new standards, amendments to standards and interpretations are not yet effective for the year ended 31 August 2023 and have therefore not been applied in preparing the annual financial statements.

Going concern basis of accounting

The financial information has been prepared under the going concern basis, which assumes that the Group will continue to be able to meet its liabilities as they fall due for the foreseeable future.

The Directors have assessed the principal risks to the going concern assumption, including by modelling a severe but plausible downside scenario, whereby the Group experiences:

·      A reduction in demand of 25% over the next two financial years, with no mitigation

·      A 10% increase in operating costs from supply chain disruption

·      An increase in cash collection cycle

·      An increase in input costs resulting in reduction in gross margins to 40%.

With £33.5m of cash at 31 August 2023 and a £15.0m undrawn revolving credit facility, in this severe downside scenario, the Group has sufficient headroom to be able to continue to operate for the foreseeable future. The Directors believe that the Group is well placed to manage its financing and other business risks satisfactorily and have a reasonable expectation that the Group will have adequate resources to continue in operation for at least twelve months from the signing date of the financial statements. They therefore consider it appropriate to adopt the going concern basis of accounting in preparing the financial statements.

2.         Segment information

The Group derives revenue from the sale of its advanced measurement, simulation and testing products used in assisting the global transport market in the laboratory, on the test track and on-road. The income streams are all derived from the utilisation of these products which, in all aspects except details of revenue, are reviewed and managed together within the Group and as such are considered to be the only segment.

The operating segment is based on internal reports about components of the Group, which are regularly reviewed and used by the Board of Directors being the Chief Operating Decision Maker (CODM). Revenue is split into sectors in the information reviewed by the Board but all other aspects of performance are reviewed and managed together.

Analysis of revenue by destination:

			2023 £'000		*Restated 2022 £'000
United Kingdom			4,875		7,299
Rest of Europe			22,095		13,723
North America			25,171		20,547
Asia Pacific			46,409		40,941
Rest of World			2,217		716
			100,767		83,226

No customers individually represent more than 10% of total revenue for the year ended 31 August 2023 (2022: One customer individually represented 12% of revenue).

Assets and liabilities by segment are not reported to the Board of Directors, therefore are not used as a key decision-making tool and are not disclosed here. 

A disclosure of non-current assets by location is shown below:

			2023 £'000		2022 £'000
United Kingdom			66,199		39,565
Rest of Europe			1,049		1,262
North America			15,508		17,084
Asia Pacific			16,908		19,127
			99,664		77,038

Revenues are disaggregated as follows:

					2023 £'000		*Restated 2022 £'000
	Revenue by sector
	Track testing				68,610		64,743
	Laboratory testing and simulation				32,157		18,483
					100,767		83,226

* See note 10

3.       Alternative Performance measures

In the analysis of the Group's financial performance and position, operating results and cash flows, alternative performance measures are presented to provide readers with additional information. The principal measures presented are adjusted measures of earnings including adjusted operating profit, adjusted operating margin, adjusted profit before tax, adjusted EBITDA and adjusted earnings per share.

The financial statements include both statutory and adjusted non-GAAP financial measures, the latter of which the Directors believe better reflect the underlying performance of the business and provide a more meaningful comparison of how the business is managed and measured on a day-to-day basis. The Group's alternative performance measures and KPIs are aligned to the Group's strategy and together are used to measure the performance of the business and form the basis of the performance measures for remuneration. Adjusted results exclude certain items because if included, these items could distort the understanding of the performance for the year and the comparability between the periods.

We provide comparatives alongside all current year figures. The term 'adjusted' is not defined under IFRS and may not be comparable with similarly titled measures used by other companies. All profit and earnings per share figures in this financial information relate to underlying business performance (as defined above) unless otherwise stated.

			2023 £'000		2022 £'000
Amortisation of acquired intangibles			7,189		5,516
Acquisition related (credit)/costs			(4,502)		328
ERP development costs			1,362		1,670
Adjustments to operating profit			4,049		7,514
Acquisition related finance costs			713		-
Adjustments to profit before tax			4,762		7,514

Amortisation of acquired intangibles

The amortisation relates to the acquisition of Ansible Motion Limited on 20 September 2022, VadoTech Group on 3 March 2021 and the businesses acquired in 2019, DRI and rFpro.

Acquisition related (credit)/costs

The credit in the current year relates to the release of contingent consideration on the acquisition of Ansible Motion, less acquisition costs.

The prior year costs also related to Ansible Motion acquisition costs.

ERP development costs

These costs relate to the development, configuration and customisation of the Group's new ERP system which is hosted on the cloud.

Acquisition related finance costs

Finance costs relate to the unwind of the discount on contingent consideration payable on the acquisition of Ansible Motion.

Tax

The tax impact of these adjustments was as follows: amortisation of acquired intangibles £1.3m (2022: £0.8m), acquisition related costs £0.1m (2022: £0.1m) and ERP development costs £0.3m (2022: £0.3m).

Cash impact

The operating cash flow impact of the adjustments was an outflow of £4.2m (2022: £2.0m) being £1.4m (2022: £1.7m) in relation to ERP development costs and £2.8m (2022: £0.3m) in relation to acquisition costs of which £2.1m (2022: £Nil) was in relation to a bonus paid to employees of the acquired entity for pre-acquisition service. The cash to pay this bonus was included within the cash acquired in the opening balance sheet, therefore the impact on the cash flow statement was a reduction in cash flows on acquisition of businesses and a corresponding decrease in cash flows from operations.

Net cash

The reconciliation of cash and cash equivalents to net cash is as follows:

			2023 £'000		2022 £'000
Cash and cash equivalents			33,486		30,141
Lease liabilities			(1,476)		(943)
			32,010		29,198

4.       Tax

The statutory effective rate of tax for the year of 4.4% (2022: 17.9%) is lower than (2022: lower than) the standard rate of corporation tax in the UK of 21.5% (2022: 19.0%) due to allowances for research and development and patent box, and the release of the accrual for contingent consideration in relation to Ansible Motion which was not taxable.

The effective rate of tax on the adjusted profit before tax is 13.2% (2022: 17.1%).

5.       Dividend paid

			2023 £'000		2022 £'000
Final 2021 dividend paid of 3.24p per share			-		733
Interim 2022 dividend paid of 1.76p per share			-		398
Final 2022 dividend paid of 3.54p per share			811		-
Interim 2023 dividend paid of 1.94p per share			444		-
			1,255		1,131

The Board has proposed a final dividend of 4.42p per share totalling £1,014,000. An interim dividend was paid of 1.94p per share totalling £444,000. If approved, the final dividend will be paid on 6 March 2024 to shareholders on the register on 9 February 2024.

6.       Earnings per share

Basic earnings per share is calculated by dividing the profit attributable to equity holders by the weighted average number of ordinary shares in issue during the period.

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all potentially dilutive shares. The Company has one category of potentially dilutive shares, namely share options.

The calculation of earnings per share is based on the following earnings and number of shares:

			*Restated
		2023	2022
Weighted average number of shares ('000)
Basic		22,886	22,625
Diluted		23,193	22,908
Earnings per share
Profit for the year attributable to owners of the Group (£'000)		10,986	4,741
Basic earnings per share		48.0p	21.0p
Diluted earnings per share		47.4p	20.7p
Adjusted earnings per share
Adjusted profit for the year attributable to owners of the Group (£'000)		14,104	11,020
Adjusted basic earnings per share		61.6p	48.7p
Adjusted diluted earnings per share		60.8p	48.1p

* See note 10

7.       Other reserves

	Merger relief reserve £'000	Reconstruction reserve £'000	Translation reserve £'000	Hedging reserve £'000	Total other reserves £'000
At 1 September 2021	11,390	(11,284)	(2,414)	(31)	(2,339)
Other comprehensive income	-	-	3,574	(93)	3,481
At 31 August 2022	11,390	(11,284)	1,160	(124)	1,142
Other comprehensive expense	-	-	(2,059)	124	(1,935)
Issue of shares	3,196	-	-	-	3,196
At 31 August 2023	14,586	(11,284)	(899)	-	2,403

8.       Foreign exchange

The foreign exchange rates applied during the year were:

		2023	2022
Year end rate
US dollar		1.27	1.16
Euro		1.16	1.15
Yen		186	161
Average rate
US dollar		1.21	1.31
Euro		1.15	1.19
Yen		165	158

9.       Acquisition of subsidiary

On 20 September 2022, the Group acquired 100% of the issued share capital of Ansible Motion Limited, a leading provider of advanced simulators to the global automotive market.

The initial £17.6m consideration comprised £14.4m of cash and £3.2m of new ordinary shares in AB Dynamics plc. A maximum additional £12.0m performance payment was available subject to certain performance criteria being met for the year ended 31 August 2023. An accrual for the deferred contingent consideration was included in the balance sheet at net present value of £9.9m at the acquisition date, which has been adjusted at the year end to £5.9m following completion of the performance period. £0.5m of the total consideration has been retained against any potential warranties. The performance payment is payable in cash in January 2024.

The carrying amount of each class of Ansible Motion Limited's assets before combination is set out below:

	Book value £'000	Fair value adjustments £'000	Provisional fair value £'000
Intangible assets	-	16,800	16,800
Property, plant and equipment	31	-	31
Right of use asset	441	-	441
Inventory	1,691	-	1,691
Trade and other receivables	2,049	-	2,049
Cash	3,744	-	3,744
Trade and other payables	(6,404)	-	(6,404)
Lease liabilities	(441)	-	(441)
Deferred tax liabilities	-	(4,137)	(4,137)
Deferred tax assets	222	-	222
Net assets acquired	1,333	12,663	13,996
Goodwill arising on acquisition			14,014
			28,010
Cash paid			14,400
New ordinary shares issued			3,200
Contingent consideration payable			10,410
Total consideration			28,010
Cash consideration			14,400
Less cash acquired			(3,744)
			10,656

Contingent consideration
Performance payment net present value at acquisition date	9,882
Retained consideration	528
At acquisition	10,410
Unwind of discount	713
Less adjustment to performance payment payable	(5,180)
At 31 August 2023	5,943

The contingent consideration has been adjusted at the year end to a fair value of £5.4m following completion of the performance period (an undiscounted value of £5.5m). £0.5m of the total consideration has been retained against any potential warranties. After the year end, the final payment was agreed as £5.7m and has become payable in cash in January 2024. 

The initial cash consideration was satisfied with available cash resources and a short-term utilisation of part of the Group revolving credit facility which has since been repaid. £0.5m of the initial purchase price has been retained against any potential warranties and is included within deferred consideration.

Intangible assets arising on acquisition are in respect of technology (£16.1m) and brand (£0.7m). The useful economic lives have been determined to be ten and five years respectively.

Ansible Motion Limited contributed revenue of £11.8m and adjusted operating profit of £2.4m for the period between acquisition and the balance sheet date. Acquisition related costs amounted to £0.7m which have been expensed when incurred. £0.7m of the discount on the deferred contingent consideration unwound in the period and has been included in finance expenses.

10.       Prior year adjustment

The comparatives for the prior period have been restated to reflect a different interpretation of the accounting standard regarding revenue recognition following challenge by the Group's new auditors, Grant Thornton. The restatement relates to timing differences on contracts with two customers under which revenue was previously recognised over time as the equipment was built and has been restated to reflect recognition at a point in time on delivery and installation. The change in interpretation relates to judgement applied in determining how much profit the Group would be entitled to in the unlikely event of a cancellation of the contract. None of these contracts were cancelled and all have concluded during FY 2023 and payment has been received in full.

The impact is detailed in the tables below and has resulted in an increase to revenue of £2,921,000 and profit after tax of £832,000 for the prior period and a decrease in opening net assets at 1 September 2021 of £411,000. The net impact on the closing net assets at 31 August 2022 and hence on the profit after tax for the year ended 31 August 2023 was £421,000. 

Consolidated statement of financial position

	31 August 2022			31 August 2021
	As reported £'000	Impact of restatement £'000	Restated £'000	As reported £'000	Impact of restatement £'000	Restated £'000
Non-current assets	77,038	-	77,038	78,808	-	78,808
Current assets
Inventories	13,611	40	13,651	6,771	1,130	7,901
Taxation	882	8	890	1,443	99	1,542
Contract assets	3,917	411	4,328	4,269	50	4,319
Other current assets	43,923	-	43,923	38,782	-	38,782
	62,333	459	62,792	51,265	1,279	52,544
Assets held for sale	1,893	-	1,893	1,893	-	1,893
Current liabilities
Contract liabilities	5,787	(719)	5,068	3,568	1,690	5,258
Other current liabilities	16,804	757	17,561	16,349	-	16,349
	22,591	38	22,629	19,917	1,690	21,607
Non-current liabilities	6,712	-	6,712	7,063	-	7,063
Net assets	111,961	421	112,382	104,986	(411)	104,575
Retained earnings	48,333	421	48,754	44,889	(411)	44,478
Share capital and other reserves	63,628	-	63,628	60,097	-	60,097
Total equity	111,961	421	112,382	104,986	(411)	104,575
Consolidated income statement				31 August 2022
				As reported £'000	Impact of restatement £'000	Restated £'000
Revenue				80,305	2,921	83,226
Cost of sales				(34,089)	(1,996)	(36,085)
Gross profit				46,216	925	47,141
Operating profit				5,229	925	6,154
Profit before tax				4,855	925	5,780
Tax expense				(946)	(93)	(1,039)
Profit for the year				3,909	832	4,741

11.     Principal risks

The principal risks and uncertainties impacting the Group are described on pages 54-58 of our Annual Report 2023. They include: downturn or instability in major geographic markets or market sectors (including inflation, conflicts and pandemics), supply chain disruption, loss of major customers and change in customer procurement processes, failure to deliver new products, dependence on external routes to market, acquisition integration and performance, cybersecurity and business interruption, competitor actions, loss of key personnel, threat of disruptive technology, product liability, failure to manage growth, foreign currency, counterparty risk, credit risk, intellectual property/patents and environmental risk.

12.   2023 Annual Report

The Annual Report for the year ended 31 August 2023 will be posted on the Company's website, www.abdplc.com, on 2 February 2024 and a copy will be posted to shareholders, as required, in advance of the Company's Annual General Meeting of 28 February 2024.

 

END