Final Results

Intercede Group PLC

18 June 2024

 

18 June 2024

INTERCEDE GROUP plc

('Intercede', the 'Company' or the 'Group')

Preliminary Results for the year ended 31 March 2024

Intercede, the leading cybersecurity software company specialising in digital identities, today announces its preliminary results for the year ended 31 March 2024 ("FY24").

Headlines:

·    Record Group revenues of £20.0 million.

·    Record net profit of £6.0 million.

·    Net cash generation from operating activities of £9.6 million.

·    Basic EPS of 10.3p.

·    Rebranding acquired Authlogics solutions as part of an expanded MyID product family, now comprising MyID CMS, MyID MFA and MyID PSM.

·    Continued investment in product and code, including internal IT infrastructure.

·    Clear strategic vision on M&A plans.

·    Strong and unleveraged financial position.

Financial Highlights

		FY24	FY23	% Change
		£ million	£ million
	Revenue	20.0	12.1	65.3%
	Gross profit	19.4	11.7	65.8%
	Profit before Tax	5.6	0.6	833.3%
	Net Profit	6.0	1.3	361.5%
	EPS - basic	10.3p	2.3p
	EPS - diluted	9.6p	2.2p
	Gross Margin	97.2%	96.7%
	Net Margin	30.2%	10.7%
	Cash and cash equivalents	17.2	8.3	107.2%
	Net cash from operating activities	9.6	2.9	231.0%
	Deferred revenue	8.6	7.5	14.7%
	Total Assets	25.7	17.4	47.7%
	Total Equity	13.2	7.0	88.6%
	Adjusted EBITDA	6.2	1.3	376.9%
	Less:
	Amortisation of intangibles	0.2	0.1
	Depreciation of assets	0.1	0.1
	Right-of-use depreciation	0.2	0.2
	Acquisition costs	0.1	0.2
	Employee Share/Unit incentive & option plan charges	0.2	-
	Exceptional costs	0.1	0.1
	Operating Profit	5.3	0.6	783.3%

Revenue highlights for the year include:

·    Revenues for the year ended 31 March 2024 totalling £20.0 million were approximately 65% higher than last year (2023: £12.1 million) and a 67% increase on a constant currency basis.

·    Contract 1 - announced in December 2023:

- Major new contract win with a large US Federal Agency.

- Purchase order received, via our partners, of perpetual licences worth approximately $6.6 million.

- Associated annual support and maintenance of approximately $1.4 million; this is the Group's largest single order to date and the Group highlights that this contract was an exceptional order and deemed 'one-off' due to the substantial number of perpetual licences purchased, which have been recognised in FY24.

·    Contract 2 - announced in January 2024:

- A major licence order with associated support and maintenance totaling approximately $1.0 million for a new client in the US Intelligence Community. In addition to the perpetual licence order, the client was also contracted for a separate annual subscription of $0.2 million.

·    Licence orders in the first half of the year included a multiple MyID PIV licence orders from the US Department of State (DoS) for its Identity Management System (IDMS) solution totalling $0.9 million and a new three year licence order for MyID MFA from a global aluminium producer in the Middle East as well as key subscription renewals for MyID PSM and MyID MFA.

·    An order for a new licence test environment for an existing US Federal Agency at the year end with the potential to expand further in the coming years.

·    In total, 17 new deployments were added in the year (including MyID MFA and PSM new deployments).

Operating Highlights for the year include:

·    Quarterly release cycle for MyID CMS (with versions of CMS v12.7 to v12.10 being released in FY24) and six-monthly releases for MyID MFA (MFA v4.2 and MFA v5.0 being released).

·    During the year, in response to customer interest, we released a beta version of our CMS client compatible with Mac OS.

·    Successfully delivered over 30 projects to a variety of customers and partners across the UK, Europe, the Middle East and the United States. These included both new; a large defence agency in the US, a defence customer in the UK, a global aluminium manufacturer, a major trust of the UK health agency, a global technology provider in West Asia; and long standing customers in federal, defence, telecoms, and finance sectors.

·    Strengthened our delivery team with new employees across Development, Test, Professional Services and Customer Support including an experienced new Director of Software Development.

·    Investment in internal IT infrastructure continued and the Group moved a majority of back-end support systems from on premise into the Azure Cloud. We invested in our development and testing platforms to increase performance and capacity.

·    The M&A programme continued, focused on targets that add recurring revenues and have a strong industry and product logic.

·    The Group successfully maintained ISO 9001 and 27001 certifications without any non-conformances.

·    Successful execution and opening of a major new contemporary US office in Reston, close to Washington D.C., which facilitates customer and partner demonstrations with a dedicated "demo wall" and conference facilities.

·    Our customer Net Promoter Score (NPS) in FY24 was 50 (increased from 31 in FY23) and underscores our commitment to continue to achieve greater customer satisfaction. Our focus is on high quality software products, first class support, excellent professional services and engaging with our customers to obtain their feedback through executive service reviews and our Customer Advisory Board, which are all aimed at providing better customer service and satisfaction.

Outlook

FY24 was an exceptional year for the Group. Intercede continues to invest in its colleagues, IT Infrastructure, product development, sales and marketing to maintain and sustain it current momentum.

We embark into FY25 with good visibility on the pipeline, known and fully resourced internal critical investments, and with a clear roadmap on our acquisition strategy. As mentioned earlier, the focus is on growth and execution of strategic plans to deliver it.

Board Changes

In the year Charles Pol and Rob Chandhok resigned from the Board and John Linwood and Daniel O'Brien joined, with Tina Whitley moving to Chair the Remuneration Committee whilst Daniel, with his extensive financial experience and acumen, became Chair of the Audit Committee. All three are independent members of both Committees.

Royston Hoggarth, Chairman, said:

"In this challenging global environment, the Group has delivered record revenues in what has been an exceptional year. We look forward to building on this momentum."

ENQUIRIES

Intercede Group plc Klaas van der Leest Nitil Patel	Tel. [phone] CEO CFO
Cavendish Capital Markets Limited Simon Hicks/Fergus Sullivan Tim Redfern/Ondraya Swanson	Tel. [phone] Corporate Finance ECM

About Intercede

Intercede is a cybersecurity software company specialising in digital identities, and its innovative solutions enable organisations to protect themselves against the number one cause of data breach: compromised user credentials.

The Intercede suite of products allows customers to choose the level of security that best fits their needs, from Secure Registration and ID Verification to Password Security Management, One-Time Passwords, FIDO and PKI.  Uniquely, Intercede provides the entire set of authentication options from Passwords to PKI, supporting customers on their journey to passwordless and stronger authentication environments. In addition to developing and supporting Intercede software, the Group offers professional services and custom development capabilities as well as managing the world's largest password breach database.

For over 20 years, global customers in government, aerospace and defence, financial services, healthcare, telecommunications, cloud services and information technology have trusted Intercede solutions and expertise in protecting their mission critical data and systems at the highest level of assurance.

For more information visit: www.intercede.com

The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the company's obligations under Article 17 of MAR.

Strategic Report

The Investment Case

Intercede provides business critical authentication software​ in a growing cyber security market and does this by protecting organisations​ against ​data breaches.

Our Business​

Intercede has a scalable software business that has transitioned from Phase One - Transformation to Phase Two - Growth. The operating model is structured to enable the Group to grow, and key strategic investments have been made in people and infrastructure to enable execution of these growth plans.

The Group's strategy of focusing on our customers and solving real-world problems has resulted in a net promoter score of 50 in the financial year. This demonstrates the Group's capability to deliver value to our customers, which protects recurring revenue and strongly positions us for new opportunities.

Our Market​

We believe we are a recognised global market leader​ for MyID CMS solution and with this competitive advantage we plan to defend and expand on this through innovation, intellectual investment by recruiting the best people and introducing flexible pricing to customers. With a business-critical offering and non-discretionary nature of the expenditure, the Group has low attrition and growing recurring revenues.

Since the acquisition of Authlogics in October 2022, the Group has moved down the authentication pyramid (See Products) and has been able to further expand its offering with the addition of MyID MFA and MyID PSM. This has significantly increased the addressable market, which with an integrated offering (MyID MFA v5), has enhanced our opportunities.

Our Current Financials​

Following an exceptional year of delivery both in growth and other KPIs, the Group is in a strong position to continue the momentum into the new fiscal year. With cash generation resulting in a year-end balance of £17.2m, no debt and tight working capital management, it has the ability to source, engage and execute on larger M&A transactions.

Our Business Principles

As the Group has evolved by way of both organic and inorganic growth, it has adopted an enhanced set of business principles to deliver on its stated KPIs. The Board is confirming a key target of doubling revenues from the FY2023 base of £12m.

Customer First Approach​

Understanding our customers and their requirements are key for the Group and we are focused on supporting their use cases with Intercede solutions.  Our customer journey begins when they first engage with the Group and continues through their software purchase, onboarding, training, services, and long-term support. At each point of engagement, we aim to deliver an excellent Intercede service.

Engaging, via Customer Advisory Boards (CABs) in the US and Europe, educates our teams from development, sales to professional services how best to address user enhancement and experience of our software solutions. As the product innovates and develops, we aim to increase our customer satisfaction and retention rates, which are already market leading.

This approach facilitates the Group aim to increase revenue, delivering even better customer experience and supporting long term customer relationships and retention. Our most loyal customer has been with us for more than 20 years, which underlines our commitment to longstanding relationships.

Invest in Product​

Stable and scalable Intercede software solutions allow our customers to deploy effective authentication management across their organisations. To have that capability the Group constantly invests in the product and has recently expanded that ability via strategic investment in people across development, testing and software management.

We innovate constantly to ensure we maintain technology independence with a wide range of partners and once deployed, is accessible by all employees within an organisation. (See Section on Intercede MyID Solutions for further information).

Colleagues

Putting our colleagues first and creating an environment where they can perform to their best abilities is a key principle of the Group. We do this to enable our colleagues to create the code and product that enables the sales team to sell and professional services to help successfully deploy.

During the last two years the Group has developed a succession plan by recruiting the next generation of colleagues of the Group, and to date we have been successful in that KPI. As we invest more in development, testing, presales, professional services, and customer support, we increase the bandwidth of the Group. This ensures we can deliver for our customer as we grow.

By building a more diverse and representative group of colleagues we increase innovation and foster growth. We will continue to enable opportunities for equitable growth, development, and advancement for our employees. This also attracts and retains engaged talent.

GTMM​

The Group has believed in and enacted a channel go-to-market model (GTMM) whereby our products and services are delivered to our customers through various distribution and resale channels. We do this by selecting and supporting the right channel partners, creating a value proposition that resonates with customers and partners, with the key aim of increasing our reach, generating revenue and minimising our direct sales costs whilst increasing market coverage.

We partner with channels like distributors and resellers who:

·    align with our values,

·    have a strong customer base and

·    possess the necessary expertise to effectively sell and distribute our products and services.

A well-defined indirect channel go-to-market strategy offers several benefits to the Group, including:

·    access to new markets and customer segments through the expertise and reach of our channel partners.

·    expanding our market reach in a cost-effective and efficient manner.

·    streamlining our sales efforts by focusing on what we do best: we act as subject matter experts.

·    fostering strong relationships with channel partners, leading to increased loyalty and collaboration.

During the year 94% of all new business was contracted through this channel.

Pricing​

We believe we have a unique offering whose combination of features, benefits, and pricing sets us apart from our competitors. This has enabled us to provide a value proposition that resonates with both customers and channel partners.

With the introduction of a new flexible pricing structure, whereby the Group now offers a subscription option on MyID CMS in addition to the well-established perpetual pricing model, we believe we have further increased the opportunities the Group can achieve.

M&A​

Inorganic growth is a key strategy for the Group, and it enables it to assess gaps in capabilities across its solutions by considering whether it is cost effective to build the technology deck or purchase it. In addition, our M&A is focused on broadening the service offerings, expanding the client portfolio, and increasing recurring revenues.

As we have moved purposefully down the employee authentication pyramid, the Group is consciously aware that a pyramid has more than one side and therefore has opportunities to expand into markets with complimentary products and intellectual property via acquisitions.

With an in-house corporate development capability, the Group has adopted a strict criterion in assessing these M&A opportunities which it applies vigorously.

Intercede MyID Solutions

Products

Authentication

Intercede protect our customers against data breach by enabling them to replace weak user credentials with stronger authentication simply, securely and at scale.

The number one cause of a data breach is compromised user credentials. Put another way, 'hackers don't break in, they log in.' Intercede solutions enable our customers to choose the level of security that is appropriate for them, helping them wherever they are on their journey to better security.

The authentication pyramid (below) shows the relative strength of various authentication mechanisms, with the strength of authentication increasing as the pyramid is climbed.

·    Passwords and Security Phrases (longer passwords based on a number of disconnected words) are the weakest as they only comprise a single factor (if I know your password I can authenticate as you), are subject to phishing attacks, and are often reused online where they can be stolen and used by bad actors.

·    Multi-Factor Authentication, also known as strong authentication, comprises two or more factors from 'something I have' (e.g. a phone or smart card), 'something I know' (e.g. a PIN or password) and 'something I am' (e.g. a fingerprint or face match) and typically generates a one-time password (OTP) which is valid for a short time only. Using two factors significantly increases the level of security as it protects against password reuse and several automated attacks.

·    The highest level of security is based on cryptographic keys and includes both Public Key Infrastructure (PKI) and Faster IDentity Online (FIDO) credentials/FIDO passkeys. These provide phishing-resistance, making it extremely difficult for a bad actor to steal and reuse a credential. They are recognised by the National Institute of Standards and Technology (NIST) as offering the highest level of authentication assurance.

 

The MyID product family

Historically, Intercede have focused on the 'top of the' pyramid, delivering credential management systems that enable issuance of high-assurance PKI and FIDO credentials to security demanding customers in government, aerospace & defence, healthcare and financial services. With a business critical offering and non-discretionary nature of the expenditure, the Group has low attrition and growing recurring revenues.

Following the acquisition of Authlogics in October 2022, Intercede has completed the integration of the Multi-Factor Authentication (MFA) and Password Security Management (PSM) solutions into a rebranded and fully integrated MyID product family:

·    MyID PSM - Secure your passwords, with user-friendly policies to help users set good passwords, and continuous assessment against the world's largest database of compromised credentials.

·    MyID MFA - Authenticate to anything from anywhere, with modern authentication that is easy to use, deploy and manage.

·    MyID CMS - Issue and manage high-assurance credentials simply, securely and at scale, compliant with security guidelines such as FIPS-201 and NIS2,

Intercede are now a multi-product company who uniquely offer our customers a solution wherever they are on their security journey from passwords to PKI, enabling us to address a wider range of customers including small to medium businesses.

Market drivers

Intercede offers solutions to a number of factors in the cybersecurity market which are driving organisations towards improved security:

·    The number of, and sophistication of cyberattacks, is on the increase, be they state sponsored due to the current geopolitical climate, or criminally motivated (e.g. ransomware). Of particular note is the increased use of Artificial Intelligence (AI) to generate phishing attacks which are virtually indistinguishable from genuine communications, as well as the use of AI-powered deepfake technology to fool voice and facial recognition systems.

·    The range of cybersecurity legislation is increasing and driving organisations towards improved cybersecurity solutions. In the US, a presidential executive order pushing MFA 'to the maximum extent possible' and updates to FIPS 201* in the US giving guidance on the use a wider range of credentials including FIDO is one example of this. Of particular note is NIS2** in Europe. The NIS2 Directive is EU-wide legislation on cybersecurity providing legal measures to boost the overall level of cybersecurity in the EU. NIS2 becomes law at the end of 2024, and member states and organisations affected must comply with local country regulations by this time.

·    Due to the increased level of cyber-attack combined with the increasing level of cybersecurity legislation, spending in cybersecurity is continuing to increase and is seen as essential.

·    In government, there is a drive to move away from bespoke or 'GOTS' government off-the-shelf software towards COTS (commercial off-the-shelf) solutions. This will enable customers to benefit from vendor investments in roadmap and to keep up with the rapidly changing cybersecurity landscape including adopting modern technologies faster.

*FIPS 201 link is: Giving NIST Digital Identity Guidelines a Boost: Supplement for Incorporating Syncable Authenticators | NIST

 **NIS2 link is: The NIS2 Directive: A high common level of cybersecurity in the EU | Think Tank | European Parliament (europa.eu)

Roadmap

Intercede continues to invest in research and product development to maintain our market leading position in digital identity and credential management. Inputs into the roadmap can be split into three categories:

·    Support and Maintenance - customers gain access to upgrades and product support. As a security product this is vital to our customers and Intercede invest in keeping the product family up to date with the latest security standards and support for third party systems and devices. This protects our S&M revenue which is either an annual contract or included in subscription pricing.

·    Customer funded - on occasion a customer wishes to accelerate particular features on the product roadmap. This work is funded with Intercede retaining the intellectual property.

·    Strategic - a combination of research and development activities, resulting in new features or modules in the product family, maintain or increase Intercede's competitive position. Examples over the current period have included:

Ø The addition of FIDO to the MyID MFA solution, bringing high assurance authentication to an easy deploy mid-market product.

Ø Support for mobile driving licence style credentials on mobile devices in the MyID CMS solution, enabling consumer devices to be used for carrying high-assurance digital identity information.

Ø The introduction of a self-service client on Apple Mac, enabling customers to benefit from reduced help desk calls via user-enablement on a wider range of platforms.

The roadmap process is tightly managed, taking input from multiple internal and external stakeholders, including the Client Advisory Boards, and results in quarterly product updates.

A key initiative of Intercede is to continue to increase the percentage of resources allocated to strategic roadmap development to ensure Intercede maintains and increases competitive advantage.

 

Specific roadmap items for the fiscal year FY25 include:

Password Security management:

·    Increased marketing/awareness campaign of existing capabilities, particularly around the password breach database - with over 8 billion records, the largest collection of known compromised credentials in the world (see https://www.intercede.com/myid-product-suite/myid-psm/).

·    Extend the solution to manage a wider range of passwords used within the enterprise.

·    Extend the solution to provide enterprise password management capabilities; where passwords for applications are learned, scrambled and then replayed at logon, giving a single-sign on experience.

·    Investigation into providing FIDO Passkeys management - placing Enterprise and Government organisations in control of their passkeys.

 

Multi-Factor Authentication

·    Provide out-of-the box connectors to enable specific national ID issued credentials to be used to authenticate to MyID MFA protected resources, enabling customers to leverage high-assurance national credentials to protect local resources.

·    Extend the existing authentication solution to provide authorisation and single-sign on capabilities, delivering flexible access control in a mid-market product.

·    Investigation into utilising AI for risk-based and ongoing authentication.

 

Credential Management System

·    Provide the ability to issue FIDO passkeys and then pass them to a third party IDP for authentication, enabling customers to leverage MyID CMS to issue high assurance PKI and FIDO credentials compatible with their existing identity infrastructure (e.g. Microsoft Entra ID).

·    Enhanced project toolkit enabling customers to configure the CMS solution to meet their needs without the need for custom coding.

·    Investigation into use of AI in identity onboarding and credential management.

·    Investigation into support of quantum resistant cryptographic algorithms.

·    Investigation into supporting device identity management (non-person entities) in the CMS in addition to person identities.

 

Market Opportunities

Breaking the total market size down further into market opportunities available to Intercede, follows a three-step process:

Addressable Market

Intercede's addressable market is any organisation globally that needs to secure and manage their user identities. Our key segments are US federal government (and related aerospace and defence suppliers) and enterprise/workforce identity, into which we provide password management, multi-factor authentication and credential management solutions.

Served Market

Within the addressable market Intercede have a strong footprint in the US and EMEA, and a growing footprint in the APAC region.

Actual Market

Within the served markets Intercede is focused on a number of growth areas:

·    PKI and FIDO credential management in high assurance environments.

·    Multi-Factor Authentication in the mid-size enterprise, particularly those affected by NIS2 regulations in Europe.

·    Multi-Factor Authentication in small businesses, served by embedding Intercede technology into established managed service provider (MSP)/managed security service provider (MSSP) offerings.

·    Password Security Management as a simple first step on a journey towards better authentication.

Accounting for the actual market opportunity and Intercede's focused growth areas, the Group is confident that the stated aim of doubling revenue within 3-4 years from the 2023 base is achievable.

Summary

Intercede has expanded the product portfolio to uniquely cover the complete set of authentication options from passwords to PKI We give our customers choice and help them wherever they are on their journey to stronger authentication and better security.

We continue to invest in the CMS, MFA and PSM products to ensure increased competitive positioning.

With the increased demand for high-assurance cybersecurity products, Intercede is well positioned to capitalise on the reputation gained from multiple high-profile deployments and to bring enhanced capabilities to the mid-market.

Financial Review

Income Statement

Revenue and operating results

The Group's revenue from continuing operations increased by 65% to £20.0 million (2023: £12.1 million) and gross profit increased by 66% to £19.4 million (2023: £11.7 million). Gross margin is broadly flat at 97% as a similar level of third-party product was sold as part of licence sale in both years.

The Group's operating profit was £5.3 million (2023: £0.6 million), after non-cash depreciation charge for property, plant and equipment in the year of £0.1 million (2023: £0.1 million), a right-of-use depreciation charge of £0.2 million (2023: £0.2 million) and amortisation costs of £0.2 million (2023: £0.1 million). Acquisition costs for the year were £0.1 million (2023: £0.2 million) with exceptional expense of £0.1 million relating to costs for moving IT infrastructure to the cloud (2023: £0.1 million relating to exiting CFO expense overlapping incoming CFO). Operating expenses increased by 27% to £14.1 million (2023: £11.1 million).

Tight cost control continues to be a focus for the Group in conjunction with considered project expenditure to support revenue growth. Meanwhile the Group continues to recognise the achievements of its staff with pay rises and performance-related rewards. Staff costs represents the highest area of expense representing 80% of total operating costs (2023: 81%). Intercede had 108 employees and contractors as at 31 March 2024 (2023: 94). The average number of employees and contractors during the period was 102 (2023: 91).

The statutory profit before tax for the period was £5.6 million (2023: £0.6 million) and profit for year was £6.0 million (2023: £1.3 million).

Taxation

The Group has a tax credit of £0.4 million for the year due to amounts received from HMRC in respect of R&D claims, less US corporation tax payable. (2023: tax credit of £0.7 million). The Group has carried forward unused tax losses of £3.7 million (2023: £9.9 million). Intercede makes an R&D claim as part of its annual tax return and can choose whether to carry taxable losses forward or to request a cash repayment from the UK government. The Group continues to review its R&D capitalisation policy in accordance with accounting standards as the Group develops out its product portfolio.

Finance Income

Net finance income was £0.3 million (2023: £0.1 million) reflecting increased interest income due to a combination of higher cash balances and rate rises.

Earnings per share

Earnings per share from continuing operations in the year was 10.3 pence for basic and 9.6 pence for diluted (2023: 2.3p pence for basic and 2.2p diluted) and was based on the profit for the year of £6.0 million (2023: £1.3 million) with a basic weighted average number of shares in issue during the period of 58,231,712 (2023: 57,939,548 shares). For diluted the weighted average number of shares in issue during the year was 62,429,062 (2023: 60,595,485).

Dividend

The Board is not proposing a dividend (2023: £nil).

Financial Position

Assets

Non-current assets of £4.2 million comprise goodwill of £2.4 million (2023: £2.4 million), identifiable intangibles of £0.6 million (2023: £0.8 million), property, plant and equipment of £0.4 million (2023: £0.1 million) and IFRS 16 right of use assets of £0.7 million (2023: £0.2 million).

Trade and other receivables decreased by £1.2 million to £4.3 million (2023: £5.5 million) reflecting a more even spread of customer orders over the year, compared to a concentration towards the end of the previous year.

Liabilities

Current liabilities increased by £1.6 million to £11.1 million (2023: £9.5 million) reflecting increased deferred revenue at the year end of £7.9 million (2023: £7.0 million).

Non-Current liabilities increased by £0.6 million to £1.5 million (2023: £0.9 million), which also reflects increased deferred revenue at the year end of £0.7 million (2023: £0.6 million) and the impact of increase lease liabilities of £0.6 million (2023: £0.2 million).

Contingent Consideration

Included in current and non-current liabilities are contingent consideration amounts due on the acquisition of Authlogics Ltd. These amounts have been based on the reasonable estimates by management of Authlogics achieving its recognised revenue targets for the calendar years ending June 2024 and June 2025. The Group's current and non-current liabilities include £0.3 million (2023: £0.3 million) and £0.2 million (2023: £0.2 million) respectively for the contingent consideration liabilities.

Capital and Reserves

Total equity increased to £13.2 million (2023: £7.0 million), reflecting the profit for the year. Accordingly, the accumulated deficit account has now moved into a retained earnings position of £5.7 million for the year (2023: £0.5 million accumulated deficit).

The Group regularly assesses its capital position and maintains a disciplined approach to the allocation of excess capital.

Liquidity and capital resources

The Group remains in a good financial position, with gross cash balances of £17.2 million as at 31 March 2024 compared to £8.3 million held at 31 March 2023. During the year there has been a cash outflow for investing activities of £0.4 million (2023: £2.2 million, mainly due to the £2.0 million acquisition of Authlogics Ltd).

The net cash inflow from operating activities rose significantly to £9.6 million (2023: £2.9 million) which reflects an increased profit for the year and good management of working capital movements thanks to tight management of debtors. The increased profit for the year is underpinned by strong licence orders in the year.

The Group has refined its Treasury Policy and spread its cash balances held across a number of UK banking institutions with reputable credit ratings.

The Group had no debt at the year-end (2023: £nil).

Outlook

FY24 was an exceptional year for the Group. Intercede continues to invest in its colleagues, IT Infrastructure, product development, sales and marketing to maintain and sustain its current momentum.

We embark into FY25 with good visibility on the pipeline, known and fully resourced internal critical investments, and with a clear roadmap on our acquisition strategy. As mentioned earlier, the focus is on growth and execution of strategic plans to deliver it.

By order of the Board

Klaas van der Leest                                                                                                         Nitil Patel

Chief Executive Officer                                                                                                  Chief Financial Officer

17 June 2024

INTERCEDE GROUP plc

Consolidated Statement of Comprehensive Income for the year ended 31 March 2024

	2024		2023
	£'000		£'000
Continuing operations
Revenue	19,963		12,110
Cost of sales	(560)		(403)
Gross profit	19,403		11,707
Operating expenses	(14,138)		(11,136)
Operating profit	5,265		571
Finance income	393		130
Finance costs	(63)		(75)
Profit before tax	5,595		626
Taxation	428		685
Profit for the year	6,023		1,311
Total comprehensive income attributable to owners of the parent company	6,023		1,311
Earnings per share (pence)
- basic	10.3p		2.3p
- diluted	9.6p		2.2p

INTERCEDE GROUP plc

Consolidated Balance Sheet as at 31 March 2024

	2024		2023
	£'000		£'000
Non-current assets
Goodwill arising on acquisition	2,442		2,442
Other intangible assets	611		785
Property, plant and equipment	399		125
Right-of-use assets	709		262
	4,161		3,614
Current assets
Trade and other receivables	4,307		5,489
Cash and cash equivalents	17,226		8,334
	21,533		13,823
Total assets	25,694		17,437
Equity
Share capital	584		584
Share premium	5,430		5,430
Merger reserve	1,508		1,508
Retained earnings / (Accumulated deficit)	5,656		(492)
Total equity	13,178		7,030
Non-current liabilities
Lease liabilities	631		204
Deferred Consideration	160		174
Deferred revenue	667		550
	1,458		928
Current liabilities
Lease liabilities	173		261
Deferred consideration	282		313
Trade and other payables	2,686		1,918
Deferred revenue	7,917		6,987
	11,058		9,479
Total liabilities	12,516		10,407
Total equity and liabilities	25,694		17,437

INTERCEDE GROUP plc

Consolidated Statement of Changes in Equity for the year ended 31 March 2024

	Share		Share		Merger		Accumulated		Total
	capital		premium		reserve		deficit		equity
	£'000		£'000		£'000		£'000		£'000
As at 1 April 2022	577		5,268		1,508		(1,842)		5,511
Purchase of own shares for SIP (for employees)	-		-		-		(54)		(54)
Issue of new shares	7		162		-		-		169
Employee share option plan charge	-		-		-		50		50
Employee share incentive plan charge	-		-		-		43		43
Profit for the year and total comprehensive income	-		-		-		1,311		1,311
As at 31 March 2023	584		5,430		1,508		(492)		7,030
Purchase of own shares for SIP (for employees)	-		-		-		(54)		(54)
Employee share option plan charge	-		-		-		134		134
Employee share incentive plan charge	-		-		-		45		45
Profit for the year and total comprehensive income	-		-		-		6,023		6,023
As at 31 March 2024	584		5,430		1,508		5,656		13,178

All amounts included in the table above are attributable to owners of the parent company.

INTERCEDE GROUP plc

Consolidated Cash Flow Statement for the year ended 31 March 2024

	2024		2023
	£'000		£'000
Cash flows from operating activities
Profit for the year	6,023		1,311
Taxation	(428)		(685)
Finance income	(393)		(130)
Finance costs	63		75
Depreciation of property, plant & equipment	84		66
Depreciation of right-of-use assets	196		246
Amortisation	174		83
Exchange (gains) / losses on foreign currency lease liabilities	(24)		40
Employee share option plan charge	134		50
Employee share incentive plan charge	45		43
Employee unit incentive plan charge / (credit)	13		(51)
Employee unit incentive plan payment	(14)		(3)
Decrease / (increase) in trade and other receivables	1,218		(831)
Increase in trade and other payables	721		334
Increase in deferred revenue	1,046		1,668
Cash generated from operations	8,858		2,216
Finance income	403		116
Finance costs on leases	(60)		(44)
Tax received	428		574
Net cash generated from operating activities	9,629		2,862
Investing activities
Purchases of property, plant and equipment	(358)		(70)
Purchase of business (net of cash acquired)	-		(2,009)
Cash used in investing activities	(358)		(2,079)
Financing activities
Purchase of own shares	(54)		(54)
Proceeds from issue of ordinary share capital	-		169
Principal element of lease payments	(279)		(409)
Cash used in financing activities	(333)		(294)
Net increase in cash and cash equivalents	8,938		489
Cash and cash equivalents at the beginning of the year Exchange (losses) / gains on cash and cash equivalents	8,334 (46)		7,787 58
Cash and cash equivalents at the end of the year	17,226		8,334

INTERCEDE GROUP plc

Preliminary Results for the Year Ended 31 March 2024

NOTES

1.            While the financial information included in this annual financial results announcement has been prepared in accordance with UK adopted international accounting standards (IFRS) and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, this announcement does not contain sufficient information to comply therewith. The financial information set out in this announcement does not constitute the Group's Statutory Accounts for the years ended 31 March 2024 or 2023. Statutory Accounts for 2023 have been delivered to the Registrar of Companies and those for 2023, which have been approved by the Board of Directors, will be delivered following the Group's Annual General Meeting. The Company's auditors have reported on those accounts; their reports were unqualified and did not contain statements under Section 498 of the Companies Act 2006.

The Annual General Meeting will be held on Wednesday 25 September 2024. Copies of the full Statutory Accounts and the Notice of Annual General Meeting will be despatched to shareholders in due course. Copies will also be available on the website (www.intercede.com) and from the registered office of the Company: Lutterworth Hall, St. Mary's Road, Lutterworth, Leicestershire, LE17 4PS.

Going concern assessment

Reported profit in each of the last five years have been underpinned by increasing recurring revenues and a continued high level of cash balances. The Directors have reviewed forecasts for the years ended 31 March 2025 and 31 March 2026 and concluded that the Group is expected to have sufficient cash to enable it to meet its liabilities, as and when they fall due, for a period of at least 12 months from the date of signing these financial statements. Accordingly, they believe it is appropriate to prepare the financial statements on a going concern basis under the historical cost convention.

2.        REVENUE

All of the Group's revenue, operating profits and net assets originate from operations in the UK. The Directors consider that the activities of the Group constitute a single business segment.

The split of revenue by geographical location of the end customer can be analysed as follows:

	2024		2023
	£'000		£'000
UK	388		539
Rest of Europe	1,172		906
Americas	17,492		9,879
Rest of World	911		786
	19,963		12,110

Analysis of revenue is as follows:

	2024		2023
	£'000		£'000
Software Licences	7,672		2,268
Professional services	3,568		2,526
Support and maintenance	8,723		7,316
	19,963		12,110

3.        OPERATING PROFIT

Operating profit is stated after charging / (crediting):

	2024		2023
	£'000		£'000
Staff costs	11,259		9,027
Foreign exchange loss / (gain)	167		(19)
Depreciation of property, plant and equipment	84		66
Depreciation of right-of-use buildings	196		226
Depreciation of right-of-use equipment	-		20
Amortisation	174		83

Included in the staff costs above is research and development expenditure totalling £3,311,000 (2023: £3,053,000).

4.        TAXATION

The tax credit comprises:	2024		2023
	£'000		£'000
Current year - UK corporation tax	-		-
Current year - US corporation tax	(39)		(30)
Research and development tax credits relating to prior years	467		604
Deferred tax on separately identifiable acquired intangibles	-		111
Taxation	428		685

The Group has unused tax losses of £3,916,000 (2023: £9,946,000) and unrecognised deferred tax assets of £979,000 (2023: £2,486,000) calculated at the corporation tax rate of 25% (2023: 25%), being the enacted rate at which the deferred tax assets would unwind, were they to be recognised. Intercede makes an R&D Claim as part of its annual tax return and can choose whether to carry taxable losses forward or to request a cash repayment from the UK government.

5.        EARNINGS PER SHARE

The calculations of earnings per ordinary share are based on the profit for the financial year and the weighted average number of ordinary shares in issue during each year.

	2024		2023
	£'000		£'000
Profit for the year	6,023		1,311
	Number		Number
Weighted average number of shares - basic	58,231,712		57,939,548
- diluted	62,429,062		60,595,485
	Pence		Pence
Earnings per share - basic	10.3p		2.3p
- diluted	9.6p		2.2p

The weighted average number of shares used in the calculation of basic and diluted earnings per share for each year were calculated as follows:                    

	2024		2023
	Number		Number
Issued ordinary shares at start of year	58,363,357		57,743,357
Effect of treasury shares	(131,645)		(131,645)
Effect of issue of ordinary share capital	-		327,836
Weighted average number of shares - basic	58,231,712		57,939,548
Add back effect of treasury shares	131,645		131,645
Effect of share options in issue	4,065,705		2,524,292
Weighted average number of shares - diluted	62,429,062		60,595,485

Please see note 7 for details of issues of ordinary share capital.

6.        DIVIDEND

The Directors do not recommend the payment of a dividend.

7.        SHARE CAPITAL

	2024		2023
	£'000		£'000
Authorised
481,861,616 ordinary shares of 1p each (2023: 481,861,616)	4,819		4,819
Issued and fully paid
58,363,357 ordinary shares of 1p each (2023: 58,363,357)	584		584

There were no changes to share capital during the year (2023: issue of 620,000 ordinary shares to facilitate the exercise of options by a Director in September 2022). As at 31 March 2024, the Company had 131,645 ordinary shares held in treasury (2023: 131,645).

8.        INTANGIBLE ASSETS

	Acquired intangible assets		Goodwill		Total
	£'000		£'000		£'000
Cost
At 1 April 2022	-		-		-
Businesses acquired	868		2,442		3,310
At 1 April 2023	868		2,442		3,310
Businesses acquired	-		-		-
At 31 March 2024	868		2,442		3,310
Amortisation
At 1 April 2022	-		-		-
Charge for the year	83		-		83
At 1 April 2023	83		-		83
Charge for the year	174		-		174
At 31 March 2024	257		-		257
Carrying amount
At 31 March 2024	611		2,442		3,053
At 31 March 2023	785		2,442		3,227

Acquired intangible assets are made up of the separately identified intangibles acquired with the purchase of Authlogics Ltd in October 2022.

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