8 September 2022
Bonhill Group plc
("Bonhill", the "Company" or the "Group")
Interim Results for the Six Months Ended 30 June 2022
Bonhill Group plc (AIM: BONH), a leading B2B media business specialising in financial services providing media, events and data & analytics, announces its unaudited interim results for the six months ended 30 June 2022 ("H1 2022").
Financial Highlights 1
· |
Revenue from continuing operations1 up by 10% to £6.1m (H1 2021: £5.5m); |
· |
Gross margin reduced to 75.5% (H1 2021: 80.6%) as expected due mainly to a return to live events in H1 2022; |
· |
Improved adjusted EBITDA loss from continuing operations1 of £0.5m (H1 2021: adjusted EBITDA loss £0.9m); |
· |
Reduced operating loss from continuing operations1 of £1.8m (H1 2021: loss of £2.1m); |
· |
Cash balance at 30 June 2022 higher than expected at £1.2m (30 June 2021: £1.3m); and |
· |
Net debt (including property leases) reduced to £1.1m at 30 June 2022 (30 June 2021: £2.5m). |
1 Following its recent disposal, post period end, the Company's Business Solutions Group (BSG) division has been classified as a discontinued operation. Accordingly, the financial statements for the six months ended 30 June 2021 have been restated.
Operational and Strategic Highlights
· |
Strengthened Board with the appointment of Laurie Benson as an Independent Non-executive Director in January 2022, following the appointment of Richard Staveley as a non-independent Non-executive Director in December 2021. |
· |
Post-period end: - · The appointments to the Board, in July 2022, of two highly experienced B2B media professionals: o Patrick Ponsford, the Company's UK managing director, as Group CEO; and o John French, the CEO of InvestmentNews, as an executive director; · Strategic Group re-focus on Financial Services following sale of the BSG division, reducing complexity and creating efficiencies; and · Cash position following receipt of net proceeds of the disposal of the Company's BSG division was £1.2m on 31 August 2022. |
Commenting on the results, Patrick Ponsford, CEO of Bonhill, said:
"I'm pleased to announce a robust first half of the year. With the successful sale last month of the BSG division, we can begin to complete the planned operational efficiencies which should deliver an estimated £600k of annual cost savings in 2023.
As at 5 September 2022, the Group had booked 71% in the US and 79% in the UK & Asia of its full year revenue target; compared to 60% and 77% respectively at the same time last year.
We are deploying some of the net proceeds of the Company's fundraising which was completed in May 2022 into a purpose-built studio with video capability at our new, lower cost, offices. Additionally, we have launched two live congress events, both running in H2 2022, generating significant additional revenues. The revenue from these new initiatives will help offset any potential weakness in client spending due to the continuing macro-economic and geo-political backdrop."
For further enquiries please contact:
Bonhill Group plc
Jonathan Glasspool, Non-executive Chairman +44 (0)207 638 6378
Patrick Ponsford, Group CEO +44 (0)7714 660 943
Shore Capital (Nominated Adviser and Broker) +44 (0)20 7408 4050
Tom Griffiths/David Coaten
About Bonhill Group plc
Bonhill Group plc is a leading, AIM-quoted, B2B media company providing Business Information, Events and Data & Insight propositions to the global Financial Services community. Bonhill operates multiple digital platforms, has market leading media brands, hosts over 100 events per annum, offers a portfolio of data & analytics propositions and provides a range of content marketing solutions.
Bonhill operates exclusively in the financial services space where its brands and services are acknowledged as market leaders. It specialises in enhancing the relationship and flow of information between the global community of financial services providers and the advisers who recommend their products. Bonhill was early to recognise the growing importance of ESG in asset allocation and fund selection and now owns the leading global platform in this space, serving the adviser community.
Flagship brands include: InvestmentNews, ESG Clarity, Portfolio Adviser, Fund Selector Asia, Expert Investor Europe, UK Adviser and International Adviser.
Offices in New York, London, Singapore and Hong Kong.
For more information visit www.bonhillplc.com .
Chairman's Statement
The Board is pleased with the Group's financial performance and results in H1 2022 with revenue growth of 10%, improved EBITDA loss, a reduced operating loss and stable cash position.
Operationally, since the start of the year, there have been significant changes, including:
· the appointment in January 2022 of Laurie Benson as an independent Non-executive Director and Chair of the Remuneration Committee;
· the successful completion in May 2022 of an equity fundraising; net proceeds of £973k;
· the appointments in July 2022 to the Board of Patrick Ponsford as Group CEO, following a period as interim CEO, replacing Simon Stilwell, and John French, CEO of our US Investment News business, as an Executive Director; and
· the sale last month of the BSG division for £0.7 million .
As I outlined last year, it was the Board's intention to refine the Company's business model and I am therefore pleased that the disposal of the Company's BSG division was completed last month.
This sale enables the Company to focus on one global Financial Services offering. We are excited by the financial performance that the new streamlined business presents, namely:
· a more focused business;
· less capital intensive;
· higher margins; and
· less complex.
I would like to thank Simon Stilwell, who served as the Company's CEO from August 2017 until April 2022, for his dedication and service to the Company and wish him well in the future.
Our staff continue to demonstrate their commitment and flexibility as they continue to navigate the 'new world'; our hybrid and flexible working approaches are working well and have enabled the Company to drive down overheads with a further reduction in London office space following an office move last month to lower cost premises.
Finally, I would finally like to thank our shareholders and client base for their continued support.
Jonathan Glasspool
Non-executive Chairman
Chief Executive's Report
Introduction
2022 has seen the Group return to some semblance of normality, which has been underpinned by some decisive changes in the management structure and business focus and a return to full staffing levels in the US.
I took over as the Group CEO and joined the Board in July 2022 and have over 30 years' B2B media experience, having run Bonhill's financial services division after its acquisition of Last Word Media in 2019.
I am excited by the appointment of John French, the CEO of InvestmentNews, our US business, and another seasoned B2B media veteran, who joined me on the Board in July 2022. InvestmentNews now has a fully staffed team for the first time in 3 years and we are already seeing the commercial benefits.
The Board has laid out a mandate to create a global financial services focused business. This, along with the Company's recent sale of the BSG division, will enable us to create a global financial services brand recognised by both clients and audiences.
As quickly as the business pivoted from live to virtual events, we have now pivoted back to holding predominantly live events, with over 20 events delivered by the continuing group in the first 6 months of 2022. While this has led to higher revenues and operating profits, it has, as expected, caused a 5% dilution in margin compared to the corresponding period last year. Revenues in H1 2022 increased by 10% year on year with both cash and EBITDA loss being in line with the Board's expectations.
Market turbulence has led to a weakening in traditional media and content projects, as clients have held off on discretionary marketing spend, but we would expect this position to improve somewhat later in the year as these spends are historically allocated before the calendar year end.
A number of strategic decisions have been made in the first half of the year which we expect to lead to significant improvements in operational efficiencies and cost savings. This includes the sale of the Company's Business Solutions division to allow us to focus purely on global financial services.
Additionally, we are undertaking a review of our audience and marketing platforms to create new commercial opportunities. Given the streamlined business, and in line with our flexible working practices, we downsized our office space in August 2022, generating expected annual savings of £150k in each of 2023 and 2024. We are also reviewing our US office requirements where we have appointed brokers for a partial or full sub-let or a sub-divide of the space.
The fundraising completed in May 2022 allowed the Company to focus on more live event opportunities with a new ESG event successfully executed at Cambridge University in July 2022 (generating over £0.4m in revenues) and a new Congress event being added in November 2022 (current bookings £0.2m, 60% of target).
The Company has entered the second half of 2022 with greater focus and a strong pipeline and looks forward to completing the operational changes and cost savings that will see full annualised benefits in 2023 enhancing shareholder value.
Financial Services
Following the sale last month of its Business Solutions division, the Company has become a pure financial services specialist. It operates in multiple regions, but with one central function. It facilitates the flow of information between financial intermediaries and the product providers that rely on them for distribution. The Company does this using media, digital engagement, live and virtual events, data and research.
Covid-19 and socio-economic uncertainty disrupted this interaction in 2020 and 2021 due to a lack of live events, holding back discretionary marketing spend and a run for safe havens by some investors rather than seeking advice for active investment strategies.
The Company is now seeing some return to normal activity levels, particularly in relation to live events, with a solid 10% increase in revenues in H1 2022 to £6.1m compared to £5.5m in the same period in 2021.
ESG and sustainable investing has bucked the general trend of fund outflows which plays to our strengths. We are seeing a continuation of the success of our ESG brand, ESG Clarity. We continue to be the "go-to place" for news and analysis and the brand has seen further success branching out into live events, awards and ratings.
The Company's Asia business has returned to growth following the severe lock down activity in Hong Kong and again is seeing the strong return of live events.
In the US, InvestmentNews is now fully staffed with strong leadership in place and a clear plan for growth with both revenue and profit growing in H1 2022, in spite of discontinuing some low margin activity and the re-phasing of a large research project.
We have a solid product offering, market leading brands, a full staff roster and new creative capabilities with a video suite in the new London office.
Many of the Company's clients are blue chip global banks and asset managers of high value which operate in multiple jurisdictions where we have a presence and we are increasingly having global conversations which will only be helped by having a global specialist brand. During H1 2022, we had a commercial relationship with 16 of the top 20 global asset managers (by AUM).
Business Solutions and Governance (BSG)
On 22 June 2022, following the Board's review of the Group and its constituent businesses, the Company announced the proposed sale of its BSG division, which was completed last month. We will continue to support the business, under its new ownership, for a period of up to six months under a transitional services agreement with the acquirer, Stubben Edge Group.
Compliant with IFRS5, the BSG business has been classified as a discontinued operation. The financial statements for the comparative periods in these results have been restated accordingly.
The BSG division comprises brands, including SmallBusiness.co.uk, GrowthBusiness.co.uk, Information-Age.com, and DiversityQ which includes the 'Women in…' events series.
During the period, live events returned with the 'Women in IT UK' Awards held in February 2022 at the Grosvenor Hotel, London. The event secured 261 nominations with over 650 attendees, being the largest Bonhill event held since January 2020. This was followed by the first 'Women in IT UK' live summit which ran in May 2022 and was the launchpad for a new Future Tech Leaders sub-brand, with a capacity audience of over 150 on the day.
Our People
Hybrid working continues to be a success empowering our people to decide when, where and how they work best to ensure high performance alongside a work-life balance.
To support the continued work to embed the Group's new cultural values created with our people's input in 2021, the first round of the employee recognition scheme and performance assessments in 2022 focused on how our people exhibit these values.
Group staff voluntary turnover nearly doubled during the period to 18.0% (H1 2021: 9.7%) although this is consistent with national turnover being low in H1 2021 due to the Covid-19 restrictions.
We have strengthened our US editorial team with a series of notable hires and promotions at InvestmentNews; in particular, Paul Curcio was promoted to Editor-in-Chief having served as Executive Editor for 2.5 years; Gretchen Lembach was appointed as Director of Content joining from Accenture Interactive; and Joanne Cleaver joined as the first InvestmentNews team member to focus exclusively on DE&I.
Technology
Our focus has been on increasing insight to our customers, improving the speed and usability of our websites, and delivering projects faster and more effectively.
Customer insight is essential for any successful business and we have been focusing on enhancing our understanding of our customers and the way in which they interact with our content, events, videos, and emails. This has helped our audience teams provide more relevant materials to customers, helped our editorial teams understand the reading behaviours and so write tailored content, and our product teams develop new products and brands. To this end, we have recently made the decision to transition to a new audience and marketing platform, initially in the US with plans to roll out globally in early 2023. We expect this to deliver significant further revenue opportunities with minimal additional cost.
The speed and usability of a website are key in delivering successful sites that focus on helping a visitor reach the right content quickly and easily. Google rightly also prioritises these attributes and a site that is fast, efficient and easy to navigate for a visitor also ranks more highly. We have invested in new servers, usability designs, and resources to review and re-code software to run faster.
Delivering projects faster and more effectively help our product and commercial teams react quickly to market need and, at the same time, ensure that we deliver a technology infrastructure that is reducing its cost of maintenance. Our investment in a new global website framework has now been implemented and ensures that we can reduce the total cost of ownership whilst delivering new products quickly and effectively.
Lastly, a key part of the technology team is the advertising operations team and marketing operations. Our best-of-breed advertising solutions provide effective solutions for our clients, great usability for our visitors and increased commercial success for our sales teams. In marketing operations, we optimise delivery of more than 10 million emails every month, working closely on functionality and deliverability ensuring our customers receive the content they rely on in a timely and reliable format.
Dividend
In light of the prevailing operating environment the decision was taken not to recommend the payment of a final dividend for the year ended 31 December 2021. The Board is not proposing the payment of an interim dividend for the six months ended 30 June 2022 as we see greater value in investing in the business for improved shareholder returns in the medium term. It is very much the Board's intention that the Company should return to paying a dividend when it is appropriate to do so.
Outlook
Our aim in 2022 is to have a year of delivery, stabilisation and re-focus following the challenges of the last few years and we believe that we are well placed to do so. Recent actions have resulted in a new streamlined portfolio of extremely well regarded, industry leading profitable brands, improved operations, business efficiencies and a digital-first product set. Our stable cash position (£1.2m on 31st August 2022 following receipt of the net proceeds of the disposal of the Company's BSG division) means we are well placed to invest in higher margin new products and services.
We see opportunities for growth across the business, in all geographies, brands and formats. In 2023, we expect to see a significant recovery in EBITDA following the Company's recent sale of the BSG division and corresponding gross margin improvement, which should deliver a significant improvement in shareholder value.
Patrick Ponsford
Chief Executive Officer
Financial Highlights 1
· Revenue from continuing operations1 up by 10% to £6.1m (H1 2021: £5.5m);
· Gross margin reduced to 75.5% (H1 2021: 80.6%) as expected due mainly to a return to live events in H1 2022;
· Improved adjusted EBITDA loss from continuing operations1 of £0.5m (H1 2021: adjusted EBITDA loss of £0.9m);
· Reduced operating loss from continuing operations1 of £1.8m (H1 2021: loss of £2.1m);
· Cash balance at 30 June 2022 higher than expected at £1.2m (30 June 2021: £1.3m); and
· Net debt (including property leases) reduced to £1.1m at 30 June 2022 (30 June 2021: £2.5m).
Financial Review (continuing operations)
Key Financials 1 (£'000s) |
6 months to 30 Jun 2022 |
Restated 6 months to 30 Jun 2021 |
Change £ |
Change % |
|
(unaudited) |
(unaudited) |
|
|
Revenue |
6,079 |
5,524 |
555 |
10% |
Gross Profit |
4,591 |
4,452 |
139 |
3% |
Gross Margin |
75.5% |
80.6% |
N/A |
(5)% |
Adjusted EBITDA |
(542) |
(895) |
353 |
39% |
Adjusted operating loss |
(1,752) |
(2,059) |
307 |
15% |
Statutory operating loss |
(2,691) |
(2,467) |
(224) |
(9)% |
Cash |
1,198 |
1,288 |
(90) |
(7)% |
Adjusted basic loss per share |
(1.70)p |
(1.91)p |
|
|
Statutory basic loss per share |
(2.60)p |
(2.33)p |
|
|
1 Following its recent disposal, post period end, the Company's BSG division has been classified as a discontinued operation. Accordingly, the financial statements for the six months ended 30 June 2021 have been restated.
Revenue and gross margin
Despite the 10% increase in revenue in H1 2022, gross profit only improved by 3% with gross margin, as expected, reducing by 5%, when compared to the corresponding period last year, which reflects a change in mix, mainly driven by the return to live events.
Business Information revenues are up slightly year-on-year, but were unfavourably impacted by foreign exchange translation.
Whilst live events tend to be larger in scale than virtual events (so generating higher revenue) the associated costs (venue, speaker, IT and technology) result in overall lower margins. During the period, the continuing group ran 22 live events (H1 2021: nil) which is the main driver for the doubling of events revenue when compared to H1 2021.
Data & Insight was impacted by the non-return of a long-standing research project, which might return in the H2 2022 as a series of smaller projects.
Revenue splits by proposition and business unit, from continuing operations are as follows:
Revenue (£'000s) |
6 months to 30 Jun 2022 |
Restated 6 months to 30 Jun 2021 |
|
|
(unaudited) |
(unaudited) |
Change % |
Business information |
3,820 |
4,159 |
(8)% |
Events |
2,014 |
996 |
102% |
Data & Insight |
245 |
369 |
(34)% |
Total |
6,079 |
5,524 |
10% |
Revenue (£'000s) |
6 months to 30 Jun 2022 |
Restated 6 months to 30 Jun 2021 |
|
|
(unaudited) |
(unaudited) |
Change % |
Financial Services |
6,079 |
5,524 |
10% |
Total |
6,079 |
5,524 |
10% |
Operating costs (excl. depreciation, amortisation, lease payments under IFRS16 and share based payments)
Operating costs for the period showed a reduction of 4% to £5.1m (H1 2021: £5.3m). Like most businesses, the Group continues to be impacted by global price inflation, high staff churn (as reported earlier, voluntary turnover has nearly doubled year-on-year) and salary inflation. Positively, the continuing drive for operating efficiencies and cost savings has fully offset these inflationary pressures.
Headcount (excluding BSG division) at 30 June 2022 was 106 (H1 2021: 111) with 40% of the Group's employees being located outside the UK.
Cash and net debt
Having started the year with £1.4m in cash, the monthly closing balances have been consistently in the range of £0.9m to £1.3m. The Company continues to manage its cash and working capital well; the move to live events does create some unfavourable working capital as venues look for deposits to secure events many months in advance. This situation is expected to improve following the Company's recent sale of the BSG division.
April and May 2022 saw the Company successfully complete an underwritten placing and open offer which generated gross cash of £1.1m and net cash of just under £1.0m. As ever, we remain grateful for the support of our shareholders and the faith they place in the Company and management team.
At the half year end, we had a net debt position of £1.1m (H1 2021: £2.5m), including IFRS16 lease liabilities (the office leases in London and New York):
Net Debt (£'000s) |
30 Jun 2022 |
30 Jun 2021 |
31 Dec 2021 |
|
(unaudited) |
(unaudited) |
(audited) |
Cash |
1,198 |
1,288 |
1,372 |
Borrowings |
(91) |
(1,269) |
(100) |
Lease liabilities (under IFRS16) |
(2,183) |
(2,558) |
(2,305) |
Net debt |
(1,076) |
(2,539) |
(1,033) |
During the period, we commenced capital repayments of the Bounce Back loans with Coutts and Lloyds Bank, total repayments of £9k (H1 2021: nil); the remaining balance as at 30 June 2022 was £91k (31 December 2021: £100k).
Cash as at 31 August 2022 was £1.2m, following receipt of net proceeds of the disposal of the Company's BSG division.
Principal risks and Covid-19
The Directors do not consider that the principal risks and uncertainties described in the Company's annual report for the year ended 31 December 2021 have changed. A detailed explanation of the risks, including those related to Covid-19, and how the Group seeks to mitigate them can be found on pages 30 to 33 of the Company's annual report for the year ended 31 December 2021 which is available at www.bonhillplc.com .
Adjusting items
During the period, the Group incurred £411k of non-recurring or adjusting items expenses. These expenses can be broadly categorised as:
Continuing Operations Discontinued Operations
Restructuring costs £153k £135k
Additional bad debt provision - £63k
Professional fees - 30k
Other - £30k
Total 153k £258k
Restructuring costs from continuing operations relate to the departure of Simon Stilwell who was CEO of the Company until April 2022. Discontinued operations charges relate to the previously announced closure of "What Investment", the planned reduction in central headcount as a result of the sale of the BSG division and fees and costs relating to the Company's disposal of the BSG division.
Statutory auditor update
In August 2022, the Board resolved to appoint Cooper Parry Group Limited as the Group's auditors replacing BDO LLP with immediate effect. The Board would like to thank BDO for their support since their appointment in 2018.
Simon Bullock
Interim Chief Financial Officer
Consolidated statement of comprehensive income
for the six months ended 30 June 2022
|
|
6 months ended 30 Jun 2022 unaudited £'000 |
Restated 6 months ended 30 Jun 2021 unaudited £'000 |
Restated Year ended 31 Dec 2021 unaudited £'000 |
Revenue from continuing operations |
|
6,079 |
5,524 |
13,713 |
Cost of sales |
|
(1,488) |
(1,072) |
(3,146) |
Gross Profit from continuing operations |
|
4,591 |
4,452 |
10,567 |
|
|
|
|
|
Operating Costs |
|
(5,133) |
(5,347) |
(9,818) |
Adjusted EBITDA from continuing operations |
|
(542) |
(895) |
749 |
|
|
|
|
|
Depreciation |
|
(51) |
(65) |
(130) |
Amortisation and impairment |
|
(963) |
(1,035) |
(8,135) |
Share-based payments |
|
(43) |
(64) |
(87) |
Adjusting items |
|
(153) |
- |
- |
Net operating loss from continuing operations |
|
(1,752) |
(2,059) |
(7,603) |
|
|
|
|
|
Finance costs |
|
(44) |
(117) |
(146) |
|
|
|
|
|
Loss before tax from continuing operations |
|
(1,796) |
(2,176) |
(7,749) |
|
|
|
|
|
Tax |
|
- |
292 |
395 |
|
|
|
|
|
Loss for the period from continuing operations |
|
(1,796) |
(1,884) |
(7,354) |
|
|
|
|
|
Discontinued Operations |
|
|
|
|
|
|
|
|
|
Loss for the period from discontinued operations |
|
(940) |
(408) |
(726) |
|
|
|
|
|
Loss for the Period |
|
(2,736) |
(2,292) |
(8,080) |
|
|
|
|
|
|
|
|
|
|
Other comprehensive income: |
|
|
|
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
Exchange differences on translating foreign operations |
|
532 |
(229) |
129 |
|
|
|
|
|
Total comprehensive loss for the year |
|
(2,204) |
(2,521) |
(7,951) |
Basic loss per share |
|
(2.60)p |
(2.33)p |
(8.20)p |
Consolidated statement of financial position
as at 30 June 2022
|
|
30 Jun 2022 unaudited £'000 |
30 Jun 2021 unaudited £'000 |
31 Dec 2021 audited £'000 |
Non-current assets |
|
|
|
|
Goodwill |
|
4,951 |
10,624 |
4,810 |
Other intangible assets |
|
6,543 |
7,835 |
6,624 |
Property, plant and equipment |
|
86 |
153 |
103 |
Deferred tax asset |
|
322 |
360 |
292 |
Right-of-use asset |
|
1,994 |
2,421 |
2,140 |
|
|
13,896 |
21,393 |
13,969 |
Current assets |
|
|
|
|
Trade and other receivables |
|
3,169 |
3,437 |
3,288 |
Cash and cash equivalents |
|
1,198 |
1,288 |
1,372 |
|
|
4,367 |
4,725 |
4,660 |
|
|
|
|
|
Total assets |
|
18,263 |
26,118 |
18,629 |
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Deferred tax liability |
|
(348) |
(402) |
(348) |
Borrowings |
|
(69) |
(50) |
(81) |
Lease financial liability |
|
(1,699) |
(1,932) |
(1,686) |
|
|
(2,116) |
(2,384) |
(2,115) |
Current liabilities |
|
|
|
|
Trade and other payables |
|
(4,316) |
(3,468) |
(3,366) |
Borrowings |
|
(22) |
(1,219) |
(19) |
Lease financial liability |
|
(484) |
(626) |
(619) |
Current tax liability |
|
- |
- |
(1) |
|
|
(4,822) |
(5,313) |
(4,005) |
|
|
|
|
|
Total liabilities |
|
(6,938) |
(7,697) |
(6,120) |
|
|
|
|
|
Net assets |
|
11,325 |
18,421 |
12,509 |
|
|
|
|
|
Equity |
|
|
|
|
Share capital |
|
1,193 |
986 |
986 |
Share premium account |
|
2,525 |
1,759 |
1,759 |
Share-based payment reserve |
|
389 |
305 |
346 |
Merger reserve |
|
1,976 |
1,976 |
1,976 |
Other reserves |
|
104 |
104 |
104 |
Retained earnings |
|
5,149 |
14,192 |
7,881 |
Foreign exchange reserve |
|
(11) |
(901) |
(543) |
Total equity attributable to owners of the parent |
|
11,325 |
18,421 |
12,509 |
The financial statements were approved and authorised to issue by the Board and signed on its behalf on 7 September 2022.
Jon Kempster
Director
7 September 2022
Consolidated statement of changes in equity (unaudited)
for the six months ended 30 June 2022
|
Share capital £'000 |
Share premium £'000 |
Share- based payment reserve £'000 |
Merger reserve £'000 |
Other reserves £'000 |
Retained earnings £'000 |
Foreign exchange reserve £'000 |
Total £'000 |
Balance as at 1 January 2021 |
986 |
1,759 |
245 |
1,976 |
104 |
16,011 |
(672) |
20,409 |
|
|
|
|
|
|
|
|
|
Loss for the period |
- |
- |
- |
- |
- |
(1,741) |
- |
(1,741) |
Other comprehensive income |
- |
- |
- |
- |
- |
- |
(229) |
(229) |
Total comprehensive loss for the year |
- |
- |
- |
- |
- |
(1,741) |
(229) |
(1,970) |
|
|
|
|
|
|
|
|
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
|
Share option charge |
- |
- |
61 |
- |
- |
- |
- |
61 |
Other movements |
- |
- |
- |
- |
- |
(78) |
- |
(78) |
Balance as at 30 June 2021 |
986 |
1,759 |
306 |
1,976 |
104 |
14,192 |
(901) |
18,422 |
|
|
|
|
|
|
|
|
|
Loss for the period |
- |
- |
- |
- |
- |
(6,339) |
- |
(6,339) |
Other comprehensive income |
- |
- |
- |
- |
- |
- |
- |
- |
Total comprehensive loss for the year |
- |
- |
- |
- |
- |
(6,339) |
- |
(6,339) |
|
|
|
|
|
|
|
|
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
|
Share option charge |
- |
- |
40 |
- |
- |
- |
- |
40 |
Other movements |
- |
- |
- |
- |
- |
28 |
358 |
386 |
Balance as at 31 December 2021 |
986 |
1,759 |
346 |
1,976 |
104 |
7,881 |
(543) |
12,509 |
|
|
|
|
|
|
|
|
|
Loss for the period |
- |
- |
- |
- |
- |
(2,736) |
- |
(2,736) |
Other comprehensive income |
- |
- |
- |
- |
- |
- |
532 |
532 |
Total comprehensive loss for the year |
- |
- |
- |
- |
- |
(2,736) |
532 |
(2,204) |
|
|
|
|
|
|
|
|
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
|
Issue of share capital |
207 |
932 |
- |
- |
- |
- |
- |
1,139 |
Share issue costs |
- |
(166) |
- |
- |
- |
- |
- |
(166) |
Share option charge |
- |
- |
43 |
- |
- |
- |
- |
43 |
Other movements |
- |
- |
- |
- |
- |
4 |
- |
4 |
Balance as at 30 June 2022 |
1,193 |
2,525 |
389 |
1,976 |
104 |
5,149 |
(11) |
11,325 |
|
|
|
|
|
|
|
|
|
Consolidated statement of cash flows
for the six months ended 30 June 2022
|
6 months ended 30 June 2022 unaudited £'000 |
6 months ended 30 June 2021 unaudited £'000 |
Cash used in operations |
146 |
301 |
Interest paid |
(43) |
(78) |
Taxation paid |
(20) |
197 |
Net cash (used in)/generated in operating activities |
83 |
420 |
|
|
|
Investing activities |
|
|
Purchases of property, plant and equipment |
(30) |
(36) |
Purchases of intangible assets |
- |
(24) |
Net cash used in investing activities |
(30) |
(60) |
|
|
|
Financing activities |
|
|
Proceeds from issue of ordinary shares |
973 |
- |
Repayment of borrowings |
(9) |
(741) |
Lease repayments |
(335) |
(210) |
Government Covid-19 funding received |
- |
970 |
Net cash generated from financing activities |
629 |
19 |
|
|
|
Foreign exchange movement |
84 |
(25) |
|
|
|
Increase in cash and cash equivalents |
766 |
354 |
Decrease in cash and cash equivalents from discontinued operations |
(940) |
(409) |
Total decrease in cash and cash equivalents |
174 |
55 |
|
|
|
Cash and cash equivalents at the beginning of the period |
1,372 |
1,343 |
Cash and cash equivalents at the end of the period |
1,198 |
1,288 |
The Group consists of entities with functional currencies of GBP, USD, SGD and HKD.
Notes to the cash flow statement
|
6 months ended 30 Jun 2022 unaudited £'000 |
6 months ended 30 Jun 2021 unaudited £'000 |
Loss after tax |
(1,796) |
(1,884) |
Adjustments for: |
|
|
Tax |
- |
(292) |
Finance costs |
44 |
117 |
Amortisation and impairment |
963 |
1,035 |
Depreciation of property, plant and equipment |
51 |
65 |
Share-based payment charge |
43 |
64 |
Operating cash flows before movements in working capital |
(695) |
(895) |
|
|
|
Movement in receivables |
258 |
1,073 |
Movement in payables |
583 |
123 |
Cash flows used in operations |
146 |
301 |
Notes to the accounts
1. General information
The financial information set out above does not constitute the Company's statutory accounts for the 6-month period ended 30 June 2022 or the 6-month period ended 30 June 2021. Statutory accounts for the year ended 31 December 2021 have been reported on by the Independent Auditor. The Independent Auditor's Report on the Annual Report and Financial Statements for the year ended 31 December 2021 was unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006. Statutory accounts for the year ended 31 December 2021 have been filed with the Registrar of Companies.
2. Accounting policies
Basis of preparation
The financial statements of Bonhill Group plc have been prepared in accordance with International Financial Reporting Standards as adopted by the United Kingdom and IFRIC interpretations (IFRS) and the Companies Act 2006 applicable to companies reporting under IFRS. The financial statements have been prepared under the historical cost convention.
The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process pf applying the accounting policies.
The principal accounting policies adopted in the preparation of the financial information in this announcement are unchanged from those used in the Company's financial statements for the year ended 31 December 2021 and are consistent with those that the Company is expected to adopt in the preparation of its financial statements for the year ending 31 December 2022.
Going concern
The directors are satisfied that the Group has sufficient resources to continue in operation for the foreseeable future, a period of not less than 12 months from the date of this report. Accordingly, they continue to adopt the going concern basis in preparing the condensed financial statements.
3. Revenue and segmental analysis from continuing operations
In September 2021, the Company announced a rebranding which changed the reporting segments, from 1 January 2022 to Financial Services and Business Solutions Group (BSG).
Following the Company's disposal of the BSG division, the Board considers the business now has one operating segment, Financial Services, which operates in two primary geographies - USA and UK & Rest of World. To aid comparison the prior periods have been restated on this basis.
|
6 months ended 30 Jun 2022 unaudited |
Restated 6 months ended 30 Jun 2021 unaudited |
|
£'000 |
£'000 |
Analysis of revenue by core propositions |
|
|
Business information |
3,820 |
4,159 |
Live Events |
2,014 |
996 |
Data and Insight |
245 |
369 |
Total |
6,079 |
5,524 |
|
6 months ended 30 Jun 2022 unaudited |
Restated 6 months ended 30 Jun 2021 unaudited |
|
Analysis by country |
£'000 |
£'000 |
|
|
|
|
|
United Kingdom |
2,317 |
1,867 |
|
United States |
3,243 |
3,132 |
|
Asia |
519 |
525 |
|
Total |
6,079 |
5,524 |
|
|
|
|
|
6 months ended 30 June 2022 |
|
USA |
UK/RoW |
Total |
|
|
unaudited |
unaudited |
unaudited |
|
|
£'000 |
£'000 |
£'000 |
Reportable segmental income statement |
|
|
|
|
Revenue |
|
3,243 |
2,836 |
6,079 |
Gross profit |
|
2,350 |
2,241 |
4,591 |
Operating loss |
|
(421) |
(1,331) |
(1,752) |
Loss before tax |
|
(428) |
(1,368) |
(1,796) |
|
|
|
|
|
6 months ended 30 June 2021 |
|
USA |
UK/RoW |
Total |
|
|
unaudited |
unaudited |
unaudited |
|
|
£'000 |
£'000 |
£'000 |
Reportable segmental income statement |
|
|
|
|
Revenue |
|
3,132 |
2,392 |
5,524 |
Gross profit |
|
2,414 |
2,038 |
4,452 |
Operating loss |
|
(1,444) |
(615) |
(2,059) |
Loss before tax |
|
(1,556) |
(620) |
(2,176) |
4. Discontinued operations
On 22 June 2022, following the Board's review of the Group and its constituent businesses, the Company announced the proposed sale of its BSG division, which was completed last month.
Compliant with IFRS5, the BSG business has been classified as a discontinued operation. The financial statements for the comparative periods in these results have been restated accordingly.
6 months ended 30 June |
2022 |
2021 |
|
unaudited |
unaudited |
|
£'000 |
£'000 |
|
|
|
Revenue |
1,267 |
1,220 |
Gross profit |
752 |
866 |
Operating loss |
(940) |
(408) |
Loss before tax |
(940) |
(408) |
|
|
|
Within the discontinued operations financials there is a charge of £258k relating to adjusting items that relate to the closure of 'What Investment', the planned reduction in central headcount as a result of the sale of the BSG division and fees and costs relating to the disposal of the BSG division.
5. Loss per share
Basic loss per share is calculated by dividing the loss attributable to owners of the parent by the weighted average number of ordinary shares in issue during the period.
Based on statutory earnings |
6 months ended 30 Jun 2022 unaudited |
6 months ended 30 Jun 2021 unaudited |
|
£'000 |
£'000 |
|
|
|
Loss attributable to owners of the parent |
(2,204) |
(2,521) |
Weighted average number of ordinary shares in issue |
105,388,649 |
98,585,692 |
Basic loss per share (pence per share) |
(2.60)p |
(2.33)p |
6. Share capital
Issued and fully paid ordinary share of 1p each. |
Number |
£'000 |
As at 31 December 2020 |
98,585,692 |
986 |
Shares issued during the 6 month period |
- |
- |
As at 30 June 2021 |
98,585,692 |
986 |
Shares issued during the 6 month period |
- |
- |
As at 31 December 2021 |
98,585,692 |
986 |
Shares issued during the 6 month period |
20,702,995 |
207 |
As at 30 June 2022 |
119,288,687 |
1,193 |
Share capital at 30 June 2022 amounted to £1.2 million. On 20 April 2022 and 12 May 2022, a total of 20.7 million new ordinary shares were issued as part of a Firm Placing and Open Offer at a price of 5.5 pence per share. Total issue costs, charged to the Share Premium Account, amounted to £166k.
7. Lease
The Group recognises a right-of-use asset and lease liability under IFRS 16.
Right-of-use asset |
£'000 unaudited |
Carrying value as at 30 June 2021 |
2,421 |
Additions to right-of-use assets |
- |
Amortisation charged |
(288) |
Foreign exchange impact of revaluation |
7 |
Carrying value as at 31 December 2021 |
2,140 |
Additions to right-of-use assets |
- |
Amortisation charged |
(36) |
Foreign exchange impact of revaluation |
(110) |
Carrying value as at 30 June 2022 |
1,994 |
|
|
Lease liability |
£'000 |
Carrying value as at 30 June 2021 |
2,558 |
Additions to lease liability |
- |
Interest charged |
(30) |
Repayments made |
(349) |
Foreign exchange impact of revaluation |
126 |
Carrying value as at 31 December 2021 |
2,305 |
Additions to lease liability (see comment below) |
(3) |
Interest charged |
43 |
Repayments made |
(375) |
Foreign exchange impact of revaluation |
213 |
Carrying value as at 30 June 2022 |
2,183 |
On 2 January 2021, the Group entered into a new 8 year lease for the New York office for InvestmentNews.
On 16 May 2021, the Group extended, for 2 years, its lease on the Hong Kong office. During the period the "additions to lease liability" of £3k relate to a temporary Covid-19 rent reduction in March, April and May 2022.
On 17 May 2021, the Group entered into a new licence for the UK office, based in London, through until 31 December 2022. In July 2022, the licence was renegotiated and extended to 31 December 2024.
8. Availability
Further copies of this announcement are available on the Company's website, www.bonhillplc.com .