29 June 2021
D4t4 Solutions Plc
Preliminary Results for the year ended 31 March 2021
Revenues up 4.6% as transition to ARR model continues
D4t4 Solutions Plc (AIM: D4T4, "the Group", "D4t4"), the data solutions provider, announces its preliminary results for the year ended 31 March 2021.
Financial Highlights
· Revenues up 4.6% to £22.8 million (2020: £21.8 million)
· Annual recurring revenue (ARR) up 11% to £10.6 million (2020: £9.55 million)
· ARR as percentage of total revenue increased to 47% (2020: 45.2%)
· Gross profit margin increased to 62.4% (2020: 60.7%)
· Adjusted profit before tax of £4.45 million (2020: £5.05 million)
· Statutory profit before tax of £3 million (2020: £4.9 million)
· Adjusted fully-diluted EPS of 9.52p (2020: 11.19p)
· Diluted basic EPS of 6.75p (2020: 11.04p)
· Proposed final dividend of 2.0p (2020: 1.9p), total dividend for year 2.81p (2020: 2.67p)
· Year-end cash position £14.24 million (2020: £12.77 million)
· Total Assets of £41.9 million (2020: £38.9 million).
Operational Highlights
· Delivery on key strategic objectives; increased revenues from Celebrus family of products, continued successful transition to ARR model, international expansion and investing in next generation of Celebrus products
· Broadened vertical and geographic reach of new contracts - UK, Europe, Middle East, North America and Pacific Rim, across financial services, health, telecommunications and consumer organisations
· Strengthened relationships with key industry partners Teradata, SAS, Pegasystems and Dell directly and via partnerships
· Sales of the Celebrus product family of software and services now make up 81% of total Group revenue (2020: 80%).
Post period-end
· Launched Celebrus Fraud Data Platform (FDP) for real time detection of payment, account opening and remote account takeover fraud - accessing a growing $18 billion market
· Launched updated Celebrus Customer Data Platform (CDP) with profile builder and first party Identity graph features
· Launched Celebrus Customer Data Management (CDM) mass file deletion alert detector software
· Trading during the new financial year has been in line with the Board's expectations with strong levels of both existing and new client activity.
Outlook
· Strategic focus is delivering good growth and significant progress on transition to ARR
· Continued leadership of technology segment, through innovation and customer and partner led development
· Successful geographic expansion and focus on building new partner relationships in broader range of verticals, particularly to support roll out of FDP
· Entered current financial year with strong momentum - new product launches alongside digital transformation tailwinds.
Enquiries
D4t4 Solutions Plc Peter Kear, Chief Executive Officer Bill Bruno, Deputy Chief Executive Officer Nitil Patel, Interim Chief Financial Officer
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+44 (0) 1932 893333
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finnCap (Nominated Adviser & Joint Broker) Julian Blunt / Edward Whiley, Corporate Finance Alice Lane, ECM
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+44 (0) 20 7220 0500 |
Canaccord Genuity (Joint Broker) Simon Bridges / Andrew Potts
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+44 (0) 20 7523 8000 |
Instinctif Partners Rozi Morris / Hannah Campbell |
+44 (0) 20 7457 2020 |
About D4t4 Solutions plc
D4t4 Solutions plc (www.d4t4solutions.com) provides data solutions through its Celebrus suite of products and services, which is comprised of two distinct complementary offerings - its proprietary Customer Data Platform (CDP), Customer Data Management (CDM) solution, and the newly launched Fraud Data Platform (FDP). The Celebrus family of products offer data capture, data migration, data synchronisation, data management and data monitoring.
Celebrus CDP is an enterprise software product which captures customer behaviour in real time across all digital channels to enable a range of applications including identity, customer analytics, personalised marketing, data science, and advertising.
Celebrus CDM is an integrated platform that automates the ingestion, integration, transformation, and delivery of customer data from streaming, persisted or historical sources, whether as an appliance on-premises or in the cloud, to deliver real-time, unified, and trusted multidimensional views of customer data for personalisation, risk, fraud, analytics, and recommendation applications.
Celebrus FDP provides a single source of truth for digital data across all devices to allow organizations to catch the fraudster before the fraud. Backed by behavioural biometrics and analytics, combined with the industry's most complete first-party solution to digital identity, the Celebrus FDP protects business and their customers from the growing threat of digital fraud around the globe in partnership with leading fraud management solutions.
The Group has offices in the UK, USA, India and Australia with employees across the UK, US, Europe, India and Australia. D4t4's blue chip global customers are largely within the financial services, retail and consumer sectors.
Celebrus, the company's flagship first-party product suite, is fully compliant with all major data privacy regulations and the Group is accredited to ISO27001: Information Security Management
Despite the unprecedented and challenging circumstances of the last year, I am pleased to report that D4t4 Solutions has continued to deliver on its strategic objectives - increasing revenues from our Celebrus family of software products and continuing the transition to an Annual Recurring Revenue model (ARR). This has led to increased revenue visibility and better-quality earnings.
We have continued to invest in our existing Celebrus Customer Data Platform (CDP) and following positive market soundings invested in the development of the Celebrus Fraud Data Platform (FDP) which has been launched in June 2021.
Our geographic expansion has continued, and we have expanded and deepened our partner relationships in existing and different verticals. I am very pleased with the progress made and can confidently confirm the year has been a strong one for D4t4, building the foundations for further growth.
D4t4's financial performance in the year was ahead of our expectations, reflecting the strength of our product offering and partner relationships, as well as the fundamental shift of businesses online and the essential part we play in that digital transformation. However, the global pandemic situation inevitably forced some customers to focus on internal challenges, resulting in some client projects and new initiatives being paused or slowed. This had a modest impact on top line growth in 2020/21.
We enter the new financial year with positive market tailwinds and continue to proactively develop our product offering so to empower clients to maximise the value gained from their customer data, with the objective of delivering major uplifts in terms of their revenue and profitability.
Our position
During the year, global events have increased the speed at which companies have transitioned their businesses online and the volume of data that is now being produced. Enterprises are increasingly focused on improving and differentiating their customer experience in a crowded marketplace. The expectations and sophistication of successful businesses is creating increased demands for products which capture customer experience in real time across a wide variety of platforms. This is resulting in a real opportunity, as our products provide that real time data to enable and improve these experiences in a relevant, compliant and personalised way.
This unique real time capability, along with global digital transformation is helping us to drive our reach into new sectors and verticals. Customers and partners are finding that our capabilities can provide vital functionality beyond our traditional core focus of financial services and into the retail, automotive, telecoms and healthcare sectors.
It is our strong partner relationships and customer-led approach that have driven our innovation in R&D. New releases of Celebrus CDP have provided key solutions for clients such as seamless integration with other software, natural language and machine learning capabilities and reductions in data storage costs.
Research into other markets where real time, highly granular client interaction would be value enhancing has led us to invest in a new fraud detection and identity verification tool. This product has been launched, post period end. Known as Celebrus FDP, this product is built on the foundations of the Celebrus CDP and represents a completely new vertical for us. This product has a huge addressable market and is the result of nearly two years of design, development and testing.
Although the addressable market for the Celebrus FDP is incremental with client spend often controlled by a different budget holder to the rest of the Celebrus offering, its core focus is Financial Services where we already have strong customer references and a strong following. This, combined with the underlying similarities in code with the already successful Celebrus CDP product, gives me a high level of confidence that the FDP opportunity represents a high value, low risk business opportunity worthy of significant investment to build a parallel and highly complementary Annual Recurring Revenue stream.
Geographic expansion has also been an important driver. During the year we opened a new APAC office in Sydney, Australia and have added to our operations in Cary, US and Chennai, India.
Global pandemic
On behalf of the Board, I would like to say how grateful I am to our leadership team and staff across the world for their commitment to the business and the way they have responded to the challenges of the pandemic.
Despite having to close our offices at short notice, our staff have been able to work from home with little interruption and have maintained the highest levels of customer service. Following the lockdowns across the world, the Board reviewed the impact on all roles across the business. Although a few roles were not required during the office closures, the Group did not use taxpayer funded furlough schemes in any geographies.
Whilst we are a technology driven company, we are also a people led business and innovation is driven from personal interaction across the firm and with customers, so we look forward to returning to a more hybrid working model. We envisage this as a combination of home and office working, whilst optimising opportunities for creative interaction, communication and efficient working.
Board changes
In January 2021, John Lythall announced his intention to retire as a Non-Executive Director at the end
of March 2021. Formerly CEO of D4t4 until he stepped down in 2016, John co-founded the business along with Peter Kear and has been instrumental in the Group's development. We wish him the very best for his retirement.
In February 2021, Charles Irvine, CFO, announced his decision to leave the Group to pursue another opportunity outside of the public markets. Charles has been replaced by interim CFO Nitil Patel and the search for a permanent CFO is ongoing.
After the period end, in April 2021, Peter Kear, CEO, announced his plans to retire by June 2022. Peter's energy, leadership skills and strength of personality have been critical to the success of D4t4 since he co-founded the Group back in 1985 and became CEO in 2016. On behalf of the entire Board, I would like to thank Peter for all his contributions to the business and would like to say a personal thank you for the professional manner in which he has handled the process and contributed pro- actively to the search for his successor.
Following an extensive search process led by Monika Biddulph, Chair of the Nominations Committee, I am delighted that Peter will be replaced by Bill Bruno, previously Vice President of D4t4's US business. I am confident that following a well-managed handover the business will continue to thrive and develop a host of new global opportunities under Bill's leadership.
Prior to joining D4t4 in 2018, Bill was CEO of Stratigent between 2009-2013 until it was acquired by Ebiquity. He then served as Ebiquity's CEO (North America) until 2018. Bill's wealth of industry knowledge and excellent track record in the digital data market and in growing an international digital media, analytics and intelligence business will be of great benefit to D4t4 as it moves into the next phase of its development.
Additionally, we are intending to create a new Group Operations Board below the main D4t4 Board which will consist of Jim Dodkins (CTO), Mark Boxall (COO) and a number of our existing senior managers; accordingly, Jim and Mark will both step down from the D4t4 Board on the 30th of June 2021 to lead the formation of the Group Operations Board. This will enable them to focus entirely on the execution and delivery of Group strategy.
I would personally like to take this opportunity to thank Jim and Mark for all their hard work and support and I know that they will ensure the success of the new management structure.
This gives the opportunity to streamline the main D4t4 Board to allow increased focus on corporate governance, group strategy formulation as well as investor and wider stakeholder relations. From the 1st of July 2021 the Board of D4t4 will consist of the Chief Executive Officer, the Non-Executive Chairman, two Non-Executive Directors and (upon making a permanent appointment) the Chief Financial Officer.
Dividend
Notwithstanding the global pandemic, the Board has maintained dividend payments during FY21 reflecting the financial strength of the Group, its significant liquidity position and the Board's longer term confidence in the performance of the business.
The Board recognises the importance of returns to shareholders so we are delighted today to be recommending the payment of a final dividend, subject to shareholder approval at the 2021 AGM, of 2.0p per share (2020: 1.9p). The final dividend is expected to be paid on 17 September 2021 to shareholders on the register as at the close of business on 13 August 2021.
The Board expects to maintain a dividend payment in line with adjusted profit before tax and cash generation metrics, though always subject to the constant assessment of the impact of the global pandemic on the Group.
Outlook
Despite the obvious challenges of the pandemic the business has continued to thrive over the last year as evidenced by our financial and operational performance, proving that our robust strategy continues to deliver. Our high level of customer retention, excellent customer references and increasing recurring revenue visibility position the Group well.
We enter FY22 in a solid financial position, with high profit margins, a strong cash position with no debt and a well proven business model. Trading during the new financial year has been in line with the Board's expectations with strong levels of both existing and new client activity.
The Board is excited about the growth opportunity represented by the new FDP product and has now launched a comprehensive program to market the product and build the associated team to ensure a successful global launch during FY22. Whilst FDP is only expected to drive modest initial recurring revenues this year c ustomer and partner interest levels are already encouraging, with several currently using and evaluating the technology.
The Board remains highly confident in the Group's strategy; our underlying business is delivering against our key KPI's and performing well, and D4t4 is well positioned in its key markets. The current revenue visibility, order book and pipeline of opportunities all bode well for the future.
Peter Simmonds
Chairman
29 June 2021
The year to 31 March 2021 was one of good progress for D4t4, despite the impact of the global pandemic. After a slightly slower start to the year while customers got used to the "new normal" way of conducting business remotely, our customers accelerated their efforts to affect their digital business transformations, with an industry report (Dynatrace) suggesting digital transformation accelerated by 89% in the last 12 months, with further momentum expected.
The Group delivered revenue and adjusted profit before tax of £22.8 million and £4.5 million respectively, ahead of the Board's prior expectations and with significant progress on our strategy of migrating towards an ARR model. ARR increased by 11% year on year to £10.6 million (2020: £9.55 million), providing more revenue visibility and better quality earnings. Statutory profit before tax was £3.0 million which was in line with expectations.
We are proud to have achieved this without any assistance from government schemes, with no staff furloughed and whilst continuing to pay all relevant taxes.
With the emphasis on businesses' online offerings growing hugely due to the global pandemic, we saw strong demand for our Celebrus family of products. Being able to optimise a customer's online experience and harness the data generated in real time have become ever more important as our clients seek to differentiate themselves and their digital offering in a crowded marketplace.
This demand resulted in a healthy sales pipeline, with new contract wins in the healthcare and telecoms sectors broadening our customer base beyond our traditional financial and consumer markets.
Constantly innovating, we have continued to invest in the development of our products and were proud to launch both Celebrus CDP 9.2 and 9.3 versions during the year. These included newly embedded machine learning and natural language processing capabilities as well as cloud connectivity, reducing data storage costs for clients.
This drive for innovation and the current emphasis on the importance of identity, privacy and data protection has led to the development of our new Celebrus Fraud Data Platform (FDP) which was launched post period-end, taking D4t4 into an exciting new area of fraud prevention and security, along with its associated verticals.
Strategy and position
We have delivered real progress on our aim to transition towards a predominantly ARR model which has had a positive impact on the visibility and stability of our revenue. The shift is being driven by new product innovations and uptake, although the pace is ultimately driven by customer requirements.
We are progressing on our strategy of growing product revenues within our Celebrus family of products. This has been enabled by broadening our offering to target additional verticals such as healthcare, retail, telecoms, automotive and travel, as well as developing innovative capabilities in new versions of our Celebrus CDP software.
Global Reach
We have focused on international expansion during the year, establishing a presence in APAC, as well as investing in our operations in the US and India, which will all be key drivers going forward.
With customers extending the use of our products into additional territories, our software is now used in 27 countries around the globe.
Sales overview
During the year, we saw new international sales wins from customers across Europe, the US, Asia and the Middle East.
These were not only in our core areas of financial services, but also included the automotive, online retail and telecoms sectors. The majority of these contracts are on an ARR basis, helping to drive our ARR transition. Existing clients were also key customers over the year, often adding geographical expansions and additional capabilities to current contracts.
Revenue for the year grew by 4.6% to £22.8 million (2020: £21.8 million) with adjusted profit before tax of £4.5 million (2020: £5.0 million). Sales of our Celebrus product family of software and services now make up 81% of total company revenue (2020: 80%). As a result of the improved quality of revenues, gross margins also improved to 62.4% (2020: 60.7%).
We closed the year with £14.2 million in cash up 11% on last year's £12.8 million, and due to the successful fourth quarter, we ended the year with £10.2 million in debtors, which is expected to unwind by the next reporting date.
As we invest behind our newly launched Celebrus FDP fraud product, we expect an increase in operating expenditure as we recruit specialists in this new sector and increase our marketing spend for our new product family.
Partnerships
Our strategic industry partnerships continue to be a focus for future growth and providing geographical reach and business diversity beyond our own core verticals and territories. During the year we have strengthened relationships with key partners including Teradata, Pegasystems, SAS and Dell, working together to innovate and to ensure seamless product integration.
This resulted in the development and launch of a joint innovation with Teradata in April 2020. Celebrus CDP's real time capabilities were integrated with Teradata's Vantage CX software, enabling it to provide customer behaviour data instantly from across all digital channels to create personalised and optimised customer experiences, at scale.
Post period-end, D4t4 also launched a key joint update with Pegasystems to its Pega Customer Profile Designer platform, integrating Celebrus CDP to generate complete, compliant, individual-level digital behaviour data, enabling enterprises to create relevant, contextualised offers and messaging in real-time, for every customer.
Channel partner sales contribute a major proportion of our revenues, so working closely with our partner base to provide solutions driven by customer need is a priority. Further collaborations with our strategic partners are underway and are expected to continue to provide valuable product innovations and updates in the short to medium term.
Markets and opportunities
The benefits of this partner focus are demonstrated by the new opportunities that arise - we are being introduced to different user groups within partners and customers which want to use the depth and quality of our data in new ways. One particular area has been in risk and fraud, which has driven both the development of our new Celebrus FDP software and the requirement for new strategic partnerships to exploit the use of our software and data in those areas.
Technology platform leadership
The evolution of our Celebrus CDP software has continued during the year and we are proud that it remains the leading real time, multi-channel digital data collection platform, used by many of the world's largest financial services and consumer organisations.
This drive for excellence and innovation has resulted in the launch of our completely new capability, the Celebrus Fraud Data Platform (FDP).
Using automated behavioural biometrics to eliminate fraud around the three core fraud use cases of Account Opening, Account Takeover and Payment Processing, FDP is able to identify potentially fraudulent signals in real-time so as to pre-empt occurrence, enabling enterprises to improve their fraud management processes, avoid losses, reduce reputational damage and help with identification of fraudsters even before a fraud has taken place.
FDP helps businesses protect their customers through:
· Behavioural biometrics and analytics which provide seamless detail about users as they navigate digital channels;
· Insights that signal unusual online interactions in real-time to identify fraud across the customer journey;
· Integration to existing fraud detection and investigation systems to identify and prevent multiple fraud types;
· Complete control to adapt quickly to evolving threats.
The launch will incur additional expenditure in the current financial year as the new product will be supported by a new specialist fraud team which is being recruited and we will also be supplementing our installed base customer success team with a number of new hires around the globe.
New board structure
As previously announced, I will be retiring by the end of June 2022 with Bill Bruno (currently Deputy CEO) assuming the CEO role in due course. Bill and I are currently working closely together to ensure an orderly transition over the coming months, and I will continue to support him after the formal handover through to 30 June 2022.
Additionally, we are intending to create a new Group Operations Board below the main D4t4 Board which will consist of Jim Dodkins (CTO), Mark Boxall (COO) and a number of our existing senior managers; accordingly, Jim and Mark will both step down from the D4t4 Board on the 30th of June 2021 to lead the formation of the Group Operations Board. This will enable them to focus entirely on the execution and delivery of Group strategy.
I would personally like to take this opportunity to thank Jim and Mark for all their hard work and support during the last six years while I have been CEO and I know that they will ensure the success of the new management structure.
This gives the opportunity to streamline the main D4t4 Board to allow increased focus on corporate governance, group strategy formulation as well as investor and wider stakeholder relations. From the 1st of July 2021 the Board of D4t4 will consist of the Chief Executive Officer, the Non-Executive Chairman, two Non-Executive Directors and (upon making a permanent appointment) the Chief Financial Officer.
Looking forward
D4t4 has performed well during a challenging year. Our strategic focus continues to pay off with good growth in the business and significant progress in the transition to ARR. We continue to lead in our technology segment, through innovation and through customer and partner led development.
We are expanding geographically and are working to develop new partner relationships in different verticals.
As demonstrated by the number new product launches alongside digital transformation tailwinds, we have entered the current financial year with strong momentum. With the launch of our new fraud offering, and with our improved revenue visibility, order book and pipeline, we are optimistic about the year ahead.
Peter Kear
Chief Executive Officer
29 June 2021
Income statement
Revenue
The Group achieved continuing operations revenue growth of 4.6% despite the impact of the global pandemic to working practices. Revenue was £22.8 million (2020: £21.8 million). The quality of the revenue growth is evidenced by increased Annual Recurring Revenues (ARR) of 11.0% to £10.6 million (2020: £9.55 million).
The Group maintained its international growth with non-UK revenues accounting for 87% of the total revenue for the year (2020: 81%).
As the Group continues the migration to ARR, emphasis on CDP and CDM continues. As the new Celebrus Fraud Data Platform (FDP) product gains traction we expect it to achieve the same prominence, especially to new clients and/or partners. Sales of the Celebrus product family of software and services now make up 81% of total Group revenue (2020: 80%).
Gross margin
The gross margin for continuing operations was 62.4% (2020: 60.7%). The increase in gross margin comes from the growth in revenue from CDP sales. The Group continues to see value in both the direct and indirect models of selling and hence will continue to invest in building long term ARR.
Operating expenses
Adjusted operating profit before tax from continuing operations decreased by 11.8% from £5.1 million to £4.5 million. Operating expenses as a percentage of revenues moved from 38% to 49%. The main cost categories were increased employment costs, share based payments and foreign exchange expenses in the year.
The administration expenses increase relates to additional staff, salaries, bonuses and one-off FDP associated expenses (£1.2 million), foreign exchange charge in the year (£0.7 million) plus a comparative year on year movement from a foreign exchange credit of £0.4 million, share based payments (£0.2 million), director remuneration (£0.2m) and other costs (£0.2 million). This has resulted in an increase of £2.9m to £11.2 million for the year (2020: £8.3 million).
The addition of new staff and the retention, motivation and reward for success of our existing employees are critical for the Group and these additional expenses reflect these aims and the current employment environment. This and the additional costs associated with the development of our new FDP platform contributed to the extra administration expenses. Further, the foreign exchange expense is a consequence of the appreciation of the pound against dollar denominated contracts, which the Group will look to manage going forward, utilising forward foreign exchange contracts.
Taxation
Profitability in the year was lower than last year and as a consequence the tax liability decreased to £0.3 million (2020: £0.5 million). With an effective tax rate of 9%, the Group continues to utilise R&D and Patent Box tax credits. In addition, the Group benefited from the tax impact of share options being exercised in the year.
Earnings per share
Basic EPS for the year was 6.88p (2020: 11.12p) and diluted basic EPS was 6.75p (2020: 11.04p). The basic figure has been calculated using the weighted average number of shares in issue being 40,235,856 (2020: 39,976,957) and the diluted figure using 41,007,252 (2020: 40,276,951).
Adjusted basic EPS was 9.70p (2020: 11.28p) and adjusted diluted EPS was 9.52p (2020: 11.19p) following adjustments for amortisation, share based payments, exceptional items, foreign exchange expense and tax on these adjustments as set out in note 5 below.
Dividend
The Board is today proposing a final dividend, subject to shareholder approval at the 2021 AGM, of 2.0p per share (2020: 1.9p). The final dividend is expected to be paid on 17 September 2021 to shareholders on the register as at the close of business on 13 August 2021.
Financial Position
Intangibles
Goodwill of £8.7 million (2020: £8.7 million) results from the acquisition of Celebrus (Speed- Trap) in 2015 with the net balance of £0.87 million (2020: £0.96 million) of other intangibles representing purchased IPR, trade name and capitalised development costs. The Group expenses the majority of its R&D costs and capitalised £0.2 million in the year (2020: £0.2 million).
Right of use Assets
The Group has applied IFRS 16 Leases for the year commencing 1 April 2020 as it was immaterial for the previous financial year.
The Group has applied the modified approach from 1 April 2020 but has not restated comparatives for the year ended 31 March 2020 as permitted under the specific transitional provisions in the standard. The net asset value at year end was £0.26 million (2020: £nil).
Working capital
The Group had strong cash management in the year with net cash generated from continuing operations of £3.3 million (2020: £2.4 million) an increase of 37.5%. The cash balance at the year end was £14.2 million (2020: £12.8 million).
The Group continues to be debt free and maintains a robust financial position following a full year of the global pandemic and with no recourse to any government support schemes. Investing activities increased in the year from £0.2 million to £1.7 million reflecting cash outflow on dividends paid and net purchase of own shares in the year.
Trade receivables have grown by 27.5% in the year to £10.2 million (2020: £8.0 million), reflecting revenue growth and timing differences at year end in relation to an outstanding debt received after the year end. Overall receivables have grown 31.9% due to the increases mentioned earlier and accrued income of £2.7 million (2020: £1.5 million). Inventories fell significantly to £0.1 million (2020: £1.3 million) as the Group delivered goods before the year end.
Trade payables and accruals decreased in the year to £4.1 million (2020: £4.8 million) as the Group continues to pay its suppliers on due dates. Deferred income increased significantly by 53.6% to £6.3 million (2020: £4.1 million) reflecting growth in ARR.
Purchase of own shares
During the year, the Group increased shares held in Treasury to 191,498 (2020: 159,133).
Equity
The principal increase in the year was retained earnings growing by £1.7 million to £20 million (2020: £18.3 million). As at 31 March 2021 the Group had £30.9 million (2020: £29.3 million) attributable to the shareholders of the company.
Total Assets
The Group ended the year with total assets of £41.9 million (2020: £38.9 million) an increase of £3 million.
Nitil Patel
Interim Chief Financial Officer
29 June 2021
Consolidated income statement for the year ended 31 March 2021 |
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2021 |
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2020 |
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£'000 |
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£'000 |
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Continuing operations |
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Revenue |
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22,792 |
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21,748 |
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Cost of sales |
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(8,566) |
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(8,537) |
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Gross Profit |
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14,226 |
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13,211 |
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Administration expenses |
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(11,234) |
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(8,343) |
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Other operating income |
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58 |
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58 |
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Profit from operations |
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3,050 |
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4,926 |
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Finance income |
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25 |
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43 |
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Financing |
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(32) |
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- |
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Profit before tax |
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3,043 |
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4,969 |
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Tax |
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(274) |
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(522) |
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Attributable to equity holders of the parent |
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2,769 |
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4,447 |
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Earnings per share from continuing operations attributable to the equity holders of the parent |
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Statutory |
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Basic |
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6.88p |
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11.12p |
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Diluted |
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6.75p |
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11.04p |
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|
|
|
|
||||||||||||||
Consolidated statement of comprehensive income for the year ended 31 March 2021 |
|
|
|
|
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
|
2021 |
|
2020 |
|
|
|
|
|
|
|
||||||||||||
|
|
|
£'000 |
|
£'000 |
|
|
|
|
|
|
|
||||||||||||
Attributable to equity holders of the parent |
|
2,769 |
|
4,447 |
|
|
|
|
|
|
|
|||||||||||||
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Items that will not be reclassified to profit or loss |
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Gains on property revaluation |
70 |
|
71 |
|
|
|
|
|
|
|
|||||||||||||
|
Exchange differences on translation of foreign operations |
61 |
|
24 |
|
|
|
|
|
|
|
|||||||||||||
Total comprehensive income for the year attributable |
|
|
|
|
|
|
|
|
|
|
||||||||||||||
to equity holders of the parent |
|
2,900 |
|
4,542 |
|
|
|
|
|
|
|
|||||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||||
Consolidated statement of changes in equity attributable to Equity Holders of the Parent for the year ended 31 March 2021 |
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
Share capital |
Share premium |
Merger reserve |
Revaluation reserve |
Own shares |
Equity reserve |
Retained earnings |
Total £'000 |
|
|
|
|
|
|
|
|
|
Balance at 1 April 2019 |
794 |
2,624 |
5,977 |
1,099 |
(1,127) |
10 |
15,463 |
24,840 |
Dividends paid |
- |
- |
- |
- |
- |
- |
(1,235) |
(1,235) |
Purchase of own shares |
- |
- |
- |
- |
(69) |
- |
- |
(69) |
Issue of new shares - exercise of share options |
14 |
741 |
- |
- |
- |
- |
- |
755 |
Settlement of share-based payments |
- |
- |
4 |
- |
856 |
(3) |
(516) |
341 |
Share-based payment charge |
- |
- |
- |
- |
- |
- |
97 |
97 |
Deferred tax on outstanding share options |
- |
- |
- |
- |
- |
(7) |
- |
(7) |
Transactions with equity holders |
14 |
741 |
4 |
- |
787 |
(10) |
(1,654) |
(118) |
Profit for the year |
- |
- |
- |
- |
- |
- |
4,447 |
4,447 |
Other comprehensive income |
- |
- |
- |
71 |
- |
- |
24 |
95 |
Total comprehensive income |
- |
- |
- |
71 |
- |
- |
4,471 |
4,542 |
Balance at 1 April 2020 |
808 |
3,365 |
5,981 |
1,170 |
(340) |
- |
18,280 |
29,264 |
Dividends paid |
- |
- |
- |
- |
- |
- |
(1,090) |
(1,090) |
Purchase of own shares |
- |
- |
- |
- |
(868) |
- |
- |
(868) |
Settlement of share-based payments |
- |
- |
- |
- |
666 |
- |
(262) |
404 |
Share-based payment charge |
- |
- |
- |
- |
- |
- |
276 |
276 |
Transactions with equity holders |
- |
- |
- |
- |
(202) |
- |
(1,076) |
(1,278) |
Profit for the year |
- |
- |
- |
- |
- |
- |
2,769 |
2,769 |
Other comprehensive income |
- |
- |
- |
70 |
- |
- |
61 |
131 |
Total comprehensive income |
- |
- |
- |
70 |
- |
- |
2,830 |
2,900 |
Balance at 31 March 2021 |
808 |
3,365 |
5,981 |
1,240 |
(542) |
- |
20,034 |
30,886 |
Consolidated statement of financial position as at 31 March 2021 |
|||||||||
|
|
|
|
|
|
|
|||
|
|
|
2021 |
|
2020 |
|
|||
|
|
|
£'000 |
|
£'000 |
|
|||
Non-current assets |
|
|
|
|
|
||||
|
Goodwill |
|
8,696 |
|
8,696 |
|
|||
|
Other intangible assets |
|
872 |
|
956 |
|
|||
|
Property, plant and equipment |
4,141 |
|
4,099 |
|
||||
|
Deferred tax assets |
|
- |
|
283 |
|
|||
|
|
|
13,709 |
|
14,034 |
|
|||
Current assets |
|
|
|
|
|
||||
|
Trade and other receivables |
|
13,362 |
|
10,137 |
|
|||
|
Tax receivables |
|
414 |
|
649 |
|
|||
|
Inventories |
|
129 |
|
1,266 |
|
|||
|
Cash and cash equivalents |
|
14,241 |
|
12,772 |
|
|||
Total Current Assets |
|
28,146 |
|
24,824 |
|
||||
|
|
|
|
|
|
|
|||
Total assets |
|
41,855 |
|
38,858 |
|
||||
|
|
|
|
|
|
|
|||
Equity |
|
|
|
|
|
||||
|
Share capital |
|
808 |
|
808 |
|
|||
|
Share premium account |
|
3,365 |
|
3,365 |
|
|||
|
Merger reserve |
|
5,981 |
|
5,981 |
|
|||
|
Revaluation reserve |
|
1,240 |
|
1,170 |
|
|||
|
Own shares |
|
(542) |
|
(340) |
|
|||
|
Retained earnings |
|
20,034 |
|
18,280 |
|
|||
Total equity |
30,886 |
|
29,264 |
|
|||||
|
|
|
|
|
|
|
|||
Current liabilities |
|
|
|
|
|
||||
|
Trade and other payables |
|
10,691 |
|
9,377 |
|
|||
|
Tax liabilities |
|
- |
|
- |
|
|||
|
Lease obligations |
|
83 |
|
- |
|
|||
|
|
|
10,774 |
|
9,377 |
|
|||
Non-current liabilities |
|
|
|
|
|
||||
|
Lease obligations |
|
194 |
|
- |
|
|||
|
Deferred tax liabilities |
|
1 |
|
217 |
|
|||
|
|
|
195 |
|
217 |
|
|||
Total liabilities |
|
10,969 |
|
9,594 |
|
||||
|
|
|
|
|
|
|
|||
Total equity and liabilities |
|
41,855 |
|
38,858 |
|
||||
Consolidated cash flow statement for the year ended 31 March 2021 |
|||||
|
|
|
2021 |
|
2020 |
|
|
|
£'000 |
|
£'000 |
Cash generated from operations |
|
3,258 |
|
3,116 |
|
|
Taxes received / (paid) |
|
80 |
|
(738) |
Net cash generated from operating activities |
|
3,338 |
|
2,378 |
|
Investing activities |
|
|
|
|
|
|
Interest received |
|
25 |
|
43 |
|
Purchase of property, plant and equipment |
|
(34) |
|
(249) |
|
Capitalisation of development costs |
|
(195) |
|
(188) |
Net cash used in investing activities |
|
(204) |
|
(394) |
|
Financing activities |
|
|
|
|
|
|
Dividends paid |
|
(1,090) |
|
(1,235) |
|
Lease repayments |
|
(79) |
|
- |
|
Interest paid |
|
(32) |
|
- |
|
Purchase of own shares |
|
(868) |
|
(69) |
|
Exercise of share options |
|
404 |
|
1,096 |
Net cash used in financing activities |
|
(1,665) |
|
(208) |
|
Net increase in cash and cash equivalents |
|
1,469 |
|
1,776 |
|
|
Cash and cash equivalents at start of year |
|
12,772 |
|
10,996 |
Cash and cash equivalents at end of year |
|
14,241 |
|
12,772 |
Notes to the financial statements
1. General information
D4t4 Solutions plc is a public limited company incorporated and domiciled in England and Wales and quoted on the AIM Market, hence there is no ultimate controlling party.
2. Significant accounting policies
Basis of preparation
The financial statements have been prepared in accordance with International Accounting Standards adopted by the Companies Act 2006 applicable to companies reporting under International Accounting Standards.
The financial statements have been prepared under the historical cost convention, with the exception of land and buildings which is held at valuation.
The presentation and functional currency of the financial statements is British Pounds and amounts are rounded to the nearest thousand pounds.
The financial information contained in this preliminary announcement does not constitute the Group's statutory accounts for the year ended 31 March 2021. The statutory accounts for the year ended 31 March 2021 will be filed with the Registrar of Companies in due course. The 2021 annual report will be made available on the Company's website for the purposes of the AIM Rules for Companies; a further announcement to this effect will be made at the relevant date, expected to be later in July 2021.
The auditors' report on the Annual Report and Financial Statements for the year ended 31 March 2020 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.
Going concern
The Group and Company have sufficient financial resources to cover budgeted future cashflows, together with contracts with a number of customers and suppliers across different geographic areas and industries. As a consequence, the Directors believe that the Group and Company are well placed to manage their business risks successfully.
Having reviewed the impact of the global pandemic on the business, and stress-tested the Group's future plans and cash flow projections, the Directors are confident that the Group and Company have adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the financial statements .
3. Business and geographical segments
IFRS 8 Operating Segments requires these to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker to allocate resources to the segments and assess their performance.
The Group has four tightly integrated service lines that are offered to clients. These service lines combine one or more of four types of revenue to deliver on our core services
Information is presented to the Board on the revenue analysis below:
· Product - Own IP
· Product - 3rd party
· Delivery services
· Support and maintenance
All revenue streams are recognised on a point in time basis apart from Support and maintenance which is recognised over time.
No allocation of other income and costs to these categories is made because the Directors consider that any such allocation would be arbitrary and contract sensitive, as would be any allocation of assets and liabilities.
The segmental reporting set out below is consistent with that provided to the Board of Directors.
The segmental reporting analysis is as follows:
Continuing operations 2021 |
|
|
|
Group |
||||
|
|
|
|
|
|
2021 |
|
2020 |
|
|
|
|
|
|
£'000 |
|
£'000 |
|
Products - Own IP |
|
|
|
9,005 |
|
7,658 |
|
|
Products - 3rd party |
|
|
|
4,403 |
|
4,362 |
|
|
Delivery services |
|
|
|
2,886 |
|
3,629 |
|
|
Support & Maintenance |
|
|
6,498 |
|
6,099 |
||
|
Revenue |
|
|
|
|
22,792 |
|
21,748 |
|
Cost of sales |
|
|
|
(8,566) |
|
(8,537) |
|
|
Gross profit |
|
|
|
14,226 |
|
13,211 |
|
|
Other operating costs and income |
|
(11,176) |
|
(8,285) |
|||
|
Investing and financing activities |
|
(7) |
|
43 |
|||
|
Profit before tax |
|
|
|
3,043 |
|
4,969 |
Major customers (partners) over 10% of revenue |
2021 |
2020 |
|||||
|
|
|
£'000 |
£'000 |
£'000 |
£'000 |
|
|
|
|
Customer 1 |
Customer 2 |
Customer 1 |
Customer 2 |
|
|
|
|
|
|
|
|
|
Products - Own IP |
|
3,682 |
1,154 |
3,855 |
1,363 |
|
|
Products - 3rd party |
|
3,775 |
- |
3,401 |
- |
|
|
Delivery services |
|
769 |
- |
1,515 |
2 |
|
|
Support & Maintenance |
2,764 |
1,663 |
2,616 |
1,767 |
|
||
Total Revenue |
|
10,990 |
2,817 |
11,387 |
3,132 |
|
Geographical information |
|
|
|
|
||
|
|
|
|
Group |
||
|
|
|
|
2021 |
|
2020 |
|
|
|
|
£'000 |
|
£'000 |
|
United Kingdom |
|
2,983 |
|
4,158 |
|
|
Rest of Europe |
|
2,396 |
|
3,162 |
|
|
United States of America |
16,699 |
|
13,327 |
||
|
Others |
|
|
714 |
|
1,101 |
|
|
|
|
22,792 |
|
21,748 |
The geographical revenue segment is determined by the domicile of the external customer.
|
|
4 Dividends |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
|
2019 |
|
|
|
|
|
|
£'000 |
|
£'000 |
Amounts recognised as distributions to equity holders |
|
|
|
|
||||
|
Final dividend for the year ended 31 March 2020 of 1.9p (for the year ended 31 March 2019: 2.3p) per share |
|
765 |
|
925 |
|||
|
Interim dividend for the year ended 31 March 2021 of 0.81p (31 March 2020: 0.77p) per share |
|
|
325 |
|
310 |
||
|
|
|
|
|
|
1,090 |
|
1,235 |
Proposed final dividend for the year ended 31 March 2021 of 2.0p |
|
|
||||||
|
|
|
|
|
|
|
|
|
The proposed final dividend is subject to shareholders' approval at the AGM and has not been included as a liability in these financial statements. |
5 Earnings per share
|
|
|
|
|
|
|
||
The calculation of earnings per share is based on profit attributable to owners of the parent and the weighted average number of ordinary shares in issue during the year. |
||||||||
The adjusted earnings per share figures have been calculated based on earnings before adjusted items. These have been presented to provide shareholders with an additional measure of the Group's year-on-year performance. |
||||||||
Details of the adjusted earnings per share are set out below: |
|
|
|
|||||
|
|
|
|
|
2021 |
|
2020 |
|
|
|
|
|
£'000 |
|
£'000 |
Profit attributable to owners of the parent |
|
2,769 |
|
4,447 |
|||
Amortisation of intangible assets (see note 7) |
279 |
|
246 |
||||
Share-based payment |
|
318 |
|
97 |
|||
Net foreign exchange differences |
|
746 |
|
(362) |
|||
Restructuring costs |
|
|
|
58 |
|
96 |
|
Tax on the adjustments |
|
|
(266) |
|
(15) |
||
Adjusted profit attributable to owners of the parent |
3,904 |
|
4,509 |
||||
|
|
|
|
|
2021 No. |
|
2020 No. |
|
|
|
|
|
|
|
|
Basic weighted average number of shares, excluding own shares, in issue |
40,235,856 |
|
39,976,957 |
||||
Dilutive effect of share options |
|
|
771,396 |
|
299,994 |
||
Diluted weighted average number of shares, excluding own shares, in issue |
41,007,252 |
|
40,276,951 |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
|
2020 |
|
|
|
|
|
Pence per share |
|
Pence per share |
Basic Earnings per share |
|
|
6.88 |
|
11.12 |
||
Diluted Earnings per share |
|
|
6.75 |
|
11.04 |
||
Adjusted Basic Earnings per share |
|
9.70 |
|
11.28 |
|||
Adjusted Diluted Earnings per share |
|
9.52 |
|
11.19 |
6 Goodwill |
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
Group |
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
Cost of goodwill |
|
|
|
|
£'000 |
|
|
|
|||
|
Balance at 1 April 2019, 31 March 2020 and 31 March 2021 |
10,952 |
|
|
|
||||||
Accumulated impairment charges |
|
|
|
|
|
|
|
||||
|
Balance at 1 April 2019, 31 March 2020 and 31 March 2021 |
2,256 |
|
|
|
||||||
Carrying amount at year end |
|
|
|
8,696 |
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
||
Allocation of goodwill (Group and Company) |
|
|
Speed-Trap |
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
Balance at 1 April 2019 and 31 March 2020 |
100 |
918 |
8,696 |
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
||
|
Balance at 31 March 2021 |
|
|
|
8,696 |
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
||
|
|
||||||||||
Goodwill acquired in a business combination is allocated at acquisition to the cash-generating units (CGUs) that are expected to benefit from that business combination.
|
|
||||||||||
Goodwill is not amortised but tested annually for impairment with the recoverable amount being determined from value in use calculations. The key assumptions for the value in use calculations are those regarding the discount rate, growth rates, pre-tax cash flow and forecasts of income and costs. |
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
||
The Group assessed whether the carrying value of goodwill was supported by the discounted cash flow forecasts of the Group based on financial forecasts approved by management covering a one-year period, taking into account both past performance and expectations for future market developments.
|
|
||||||||||
Management estimates the discount rate using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to each separate business unit if applicable. The impairment charge was £nil (2020: £nil). The recoverable amount of the CGU is determined from value in use calculations. |
|
||||||||||
|
|
||||||||||
Key assumptions used for the value-in-use calculations |
|
|
|
|
|
||||||
Value in use was determined by discounting future cash flows generated from the continuing use of the titles and was based on the following most sensitive assumptions: |
|
||||||||||
|
|
||||||||||
· cash flows for 2021/22 were projected based on the forecast for 2021/22, using the budget as a base and sensitising in light of the current environment; |
|
|
|||||||||
· forecasts based on current customer contracts and gross margins being achieved; |
|
|
|||||||||
· cash flows for year ending 31 March 2022 were projected based on the Group forecast for that year based on the current economic environment in respect of the global pandemic. For years ending 31 March 2023 onwards, cash flows were prepared using underlying growth rates of 2% based on a conservative view; |
|
|
|||||||||
· cash flows were discounted using the CGU's pre-tax discount rate of 11.6% (2020: 15%). |
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
||
Based on the above sensitivity assumptions the calculations disclosed headroom against the carrying value of goodwill for the CGU. Management carried out several sensitivity scenarios on the data. These were based on best estimates under the current economic environment created by the global pandemic.
|
|
||||||||||
Sensitivity to changes in assumptions |
|
|
|
|
|
|
|
||||
The margins achieved are based on actual margins, the forecast revenues are based on budget for the current year and an ongoing 2% growth rate.
|
|
||||||||||
Management are satisfied that a reasonable change in the key assumptions used in assessing the recoverable amounts of the cash generating unit would not give rise to the recoverable amount exceeding the carrying value. |
|
||||||||||
7 Other intangible assets |
|
|
|
|
|
|
|
||||
|
|
|
Development Costs |
Internally generated IPR |
Purchased IPR |
Trade name |
|
Total |
|
||
Group and company |
£'000 |
£'000 |
£'000 |
£'000 |
|
£'000 |
|
||||
Cost |
|
|
|
|
|
|
|
|
|
||
|
Balance at 1 April 2019 |
- |
56 |
1,858 |
142 |
|
2,056 |
|
|||
|
Balance at 1 April 2019 |
- |
56 |
1,858 |
142 |
|
2,056 |
|
|||
|
Additions |
|
188 |
|
|
|
|
188 |
|
||
|
Balance at 1 April 2020 |
188 |
56 |
1,858 |
142 |
|
2,244 |
|
|||
|
Additions |
|
195 |
- |
- |
- |
|
195 |
|
||
|
Balance at 31 March 2021 |
383 |
56 |
1,858 |
142 |
|
2,439 |
|
|||
|
|
|
|
|
|
|
|
|
|
||
Accumulated amortisation |
|
|
|
|
|
|
|
||||
|
Balance at 1 April 2019 |
- |
56 |
929 |
57 |
|
1,042 |
|
|||
|
Amortisation |
- |
- |
232 |
14 |
|
246 |
|
|||
|
Balance at 1 April 2020 |
- |
56 |
1,161 |
71 |
|
1,288 |
|
|||
|
Amortisation |
33 |
- |
232 |
14 |
|
279 |
|
|||
|
Balance at 31 March 2021 |
33 |
56 |
1,393 |
85 |
|
1,567 |
|
|||
|
|
|
|
|
|
|
|
|
|
||
Carrying amount |
|
|
|
|
|
|
|
|
|||
|
Balance at 1 April 2019 |
- |
- |
929 |
85 |
|
1,014 |
|
|||
|
Balance at 31 March 2020 |
188 |
- |
697 |
71 |
|
956 |
|
|||
|
Balance at 31 March 2021 |
350 |
- |
465 |
57 |
|
872 |
|
|||
|
|
|
|
|
|
|
|
|
|
||
The amortisation charge for the year is booked to administration expenses. |
|
|
|
|
|||||||
Development Costs are amortised over 8 years. |
|
|
|
|
|
|
|||||
The remaining amortisation period for the Purchased IPR is 2 years (2020: 3 years) and for the Trade name is 4 years (2020: 5 years). |
|
||||||||||
8. Trade and other receivables |
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
2020 |
|
|
|
|
|
|
|
|
£'000 |
£'000 |
|
Trade receivables |
|
|
|
|
|
10,165 |
7,970 |
|
|
Other debtors |
|
|
|
|
|
48 |
66 |
|
|
Prepayments |
|
|
|
|
|
595 |
567 |
|
|
Accrued Income |
|
|
|
|
|
2,554 |
1,534 |
|
|
|
|
|
|
|
|
|
13,362 |
10,137 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9. Trade and other payables |
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2021 |
2020 |
|
|
|
|
|
|
|
|
£'000 |
£'000 |
|
Trade payables |
|
|
|
|
|
1,450 |
3,403 |
|
|
Other taxes and social security |
|
|
|
|
274 |
531 |
||
|
Other creditors |
|
|
|
|
|
36 |
22 |
|
|
Accruals |
|
|
|
|
|
|
2,643 |
1,364 |
|
Deferred income |
|
|
|
|
|
6,288 |
4,057 |
|
|
|
|
|
|
|
|
|
10,691 |
9,377 |
10. Group reconciliation of profit before corporation tax to cash generated from operations |
||||
|
|
|
|
|
|
|
2021 |
|
2020 |
|
|
£'000 |
|
£'000 |
Operating activities |
|
|
|
|
|
Profit before tax |
3,043 |
|
4,969 |
Adjustments for: |
|
|
|
|
|
Depreciation of property, plant and equipment |
395 |
|
327 |
|
Amortisation of intangible assets |
279 |
|
246 |
|
Finance income |
(25) |
|
(43) |
|
Finance expense |
32 |
|
- |
|
Share-based payments |
276 |
|
97 |
|
Settlement of Share-based payments |
42 |
|
- |
|
Gain on sale of property, plant and equipment |
(8) |
|
- |
|
|
|
|
|
Operating cash flows before movements in working capital |
4,034 |
|
5,596 |
|
|
(Increase) in receivables |
(3,225) |
|
(3,862) |
|
(Increase) / Decrease in inventories |
1,137 |
|
(1,221) |
|
Increase in payables |
1,312 |
|
2,603 |
|
|
|
|
|
Cash generated from operations |
3,258 |
|
3,116 |
ENDS