Audited Final Results 2023

Made Tech Group PLC

13 September 2023

 

13 September 2023

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.

MADE TECH GROUP PLC

("Made Tech" or the "Group")

AUDITED FINAL RESULTS 2023

Made Tech Group plc, a leading provider of digital, data and technology services to the UK public sector, announces its audited final results for the year to 31 May 2023 ("FY23" or the "period").

Financial summary

	FY23	FY22	Change
Revenue	£40.2m	£29.3m	£10.9m
Gross profit	£14.4m	£11.3m	£3.1m
Gross profit margin	35.81%	38.43%	(2.6pp)
Adjusted EBITDA1	£1.5m	£2.6m	(£1.1m)
Adjusted EBITDA margin	3.79%	9.04%	(5.25pp)
Adjusted profit before tax2	£1.0m	£2.3m	(£1.3m)
Sales Bookings3	£69.9m	£51.1m	£18.8m
Contracted Backlog4	£67.9m	£38.2m	£29.7m
Cash	£8.5m	£12.3m	(£3.8m)

●	Revenue up 37% (organic) to £40.2m (FY22: £29.3m) and CAGR of over 80% over the last 5 years
●	Adjusted EBITDA at £1.5m (FY22: £2.6m) impacted by unexpected delays to scheduled work streams towards year end
●	Cash at 31 May 2023 at £8.5m (FY22: £12.3m), following a £3.1m strategic investment in new SaaS products and expanding capabilities
●	Contracted Backlog growth of 44% to £67.9m (FY22: £38.2M) and Sales Bookings up 37% to £69.9m (FY22: £51.1m)

Operational highlights

●	Trend of increased contract sizes continued during FY23, with two contracts won over £10m, seven over £5m and 10 over £2m during FY23, reflecting the Group's growing stature in the market
●	First of three, higher margin, recurring revenue SaaS products successfully launched in the year for local authority market, presenting a substantial market opportunity to generate recurring revenues at higher margins
●	Cost base right sized, reducing from 484 at the HY end to 430 at the FY end (FY22: 478) and further reduction in contractors from 10% at HY end to 8% at FY end (FY22: 35%)
●	Utilisation at 70% (FY22: 81%) impacted by changes at a number of our client organisations, which resulted in the rephasing of certain projects at short notice.
●	Carbon neutral status achieved during the year and clear ESG objectives set
●	Leadership team strengthened with appointment of Tim Bardell as Chief Delivery and Transformation Officer and Wayne Searle as Chief People Officer, as part of preparations for the next wave of growth

Post year end highlights and outlook

●	Revenue for FY24 expected to be in line with FY23, due to near term political and macro environment challenges. Digital transformation market expected to remain buoyant over the long term.
●	Firm focus on profitability with the Group reporting an improved adjusted EBITDA in the first three months of the new financial year and trading in line with expectations for FY24
●	One of only 11 suppliers to win a place on Lot 2b of the new Digital and Legacy Application Services framework ("DALAS"), which is expecting to spend £700m-800m until September 2027
●	With a strong team, brand and market positioning, a reputation for excellent digital delivery, a clear strategy and a robust financial position, the board remains excited about the opportunities which lie ahead

Rory MacDonald, CEO, commented: 

"This year marked our first full year on the public markets, a significant milestone in our corporate journey. Despite the challenges of a turbulent macroeconomic landscape, we have made significant strategic progress. We have delivered another year of solid organic revenue growth, up 37% yearly. This continues our impressive track record of organic growth, with a compound organic annual growth rate ("CAGR") of c.80% over the last five years, a market-leading figure within our sector.

We achieved a record level of sales bookings at £69.9m, driven by a substantial number of contract renewals and expanding our remit with key clients. This is a testament to the strength of our client relationships and the quality of our services. In addition to expanding our service lines, we have continued investing in intellectual property ("IP") solutions. This financial year, we spent £1.5m on developing three new SaaS products, specifically designed for the local government market. Our investment in IP solutions is a key part of our longer-term strategy to provide a comprehensive, end-to-end transformation offering which spans software and services.

Our financial position remains strong, as we stay debt-free and had a cash balance of £8.5m at the end of FY23. Our immediate focus is improving profitability and operating cashflow, as we settle the business ahead of our next wave of growth.

Thank you to our shareholders, employees, partners and clients for their ongoing support, and we look forward to delivering value for you in the years ahead."

Online investor presentation

As part of the Group's Results roadshow, the management team will also host an online investor presentation with Q&A tomorrow, 14 September 2023, at 12.30pm. To participate, please register with PI World at: https://bit.ly/MTEC_FY23_results_presentation.

1	Adjusted EBITDA means operating profit before depreciation, amortisation, exceptional items  and share based payment charge
2	Adjusted profit before tax means profit before tax before amortisation of intangible assets, share based payment charge and exceptional items
3	Sales bookings represent the total value of sales contracts awarded in the year, to be delivered in FY22-FY25
4	Contracted Backlog is the value of contracted revenue that has yet to be recognised

Enquiries:

Made Tech Rory MacDonald, CEO Deborah Lovegrove, CFO	via Belvedere PR
Singer Capital Markets (Nominated Adviser & Broker) Jen Boorer/ Harry Gooden / Asha Chotai	Tel: [phone]
Belvedere PR (Financial PR) Cat Valentine Keeley Clarke	Email: [e-mail] Tel: [phone] Tel: [phone]

About Made Tech

Made Tech is a high-growth provider of digital, data and technology services to the UK public sector. Founded in 2008 and with a headcount of over 430 across multiple UK locations, Made Tech provides services that enable central government, healthcare and local government organisations to digitally transform.

The Group's purpose is to "positively impact the future of society by improving public sector technology". To achieve this the Group has four key strategic missions: Modernise legacy technology and working practices; Accelerate digital service and technology delivery; Drive better decisions through data and automation; and Enable technology and delivery skills to build better systems.

More information is available at www.madetech.com 

CHAIR'S REPORT

I am pleased to present Made Tech's audited annual results for the year ended 31 May 2023, another year of substantial revenue growth for the business, which have been delivered despite the continuing challenging wider economic circumstances.

With the post-Covid economic recovery being compromised by inflationary pressures, including wage inflation, the continuing delivery of strong revenue growth and increasing numbers of clients are achievements which are testament to the talented teams we have throughout the business. I must also acknowledge our disappointment when, in the final few weeks of the financial year, unforeseen rephasing of the required work packages by certain of our clients and the consequent lower level of associated revenues negatively impacted our performance in FY23.

Summary of the year

With revenue for the year nevertheless increasing by a substantial 37% to £40.2m (FY22 £29.3m), this continues an exceptionally strong track record of growth, delivering an 83% CAGR over the last five years. Our gross profit also increased significantly by 28% to £14.4m (FY22 11.3m). Due to the impact of the deferral of work by certain clients as noted above, our adjusted EBITDA for FY23 decreased by 43% to £1.5m (FY22 £2.6m). Although this has reduced our profitability in the short term, we remain confident in our ability to build our business for the future and deliver long-term returns and value for all our stakeholders.

Strategic delivery

FY23 is the first full year of results since Made Tech's admission to AIM in September 2021. At IPO, we set out our strategy to achieve sustained revenue, profit and cashflow growth by expanding the Group's capabilities, building out regional hubs and growing the Group's market share within the health, local government and central government sectors.

In FY23, we continued to make progress against the majority of these strategic objectives. We have been successful in winning a greater proportion of larger contracts, which reflects our growing reputation in the market. Our revenues in the health sector increased by 27% to £5m on the back of the major contract win in FY22 with NHS Digital, which, although the phasing of work has been later than originally anticipated and therefore didn't add to our FY23 revenues, is now contributing to our revenues and presence in the health sector in the current year. We were delighted to be awarded our first contracts with the Met Office and Crown Commercial Services, which together with renewals, helped to grow our services to central government by over 60% to £29m. Our local government services revenues contracted by 16% to £6m due to budgetary pressures experienced in the year. To better service local government clients, we moved our focus to developing our first bespoke Software as a Service ("SaaS") recurring revenue products, investing £1.5m in FY23 in developing three new SaaS products, specifically designed for the local government market. These products will deliver value for money for budget-constrained local authorities and generate recurring revenues at higher margins for Made Tech, presenting a substantial opportunity. Our first two products help local government teams to manage their housing stocks, streamlining repairs and managing voids and the third enables local government to easily request and validate service users' information quickly and accurately. The first of these products has launched with a number of clients actively using these services. Investment in our own intellectual property is a key part of our longer-term strategy to provide a comprehensive, end-to-end offering to our clients which spans software and services. We believe this will both benefit our clients and reduce Made Tech's exposure to variations in the timing of demand for our services and ultimately add to the resilience of our business.

Our people are fundamental to the success and sustainability of Made Tech. We rely on their skills, talent, motivation and commitment to deliver services and solutions to our clients. We have recently been delighted to recruit an experienced Chief People Officer strengthening our senior leadership team, leading our people strategy, and ensuring we create opportunities for our people to develop and grow with Made Tech over the long term. We continue to recruit talented individuals across the UK to ensure we have the right mix of capabilities to meet our client demand. We have paused our progress on regional hubs as we develop our hybrid working strategy, taking account of the needs of our people at the same time as optimising the quality of service we are able to provide to our clients.

We continue to invest in our core services, expanding and strengthening our range of capabilities. Our design capability now has a team of almost 80 skilled professionals and, during the year, we recruited an experienced leader to deliver further growth in this area. Our data practice capability now has a team of around 20 data experts specialising in data science, artificial intelligence and machine learning and we continue to add to these data offerings. We are also investing in our transformation services team, as we seek to engage earlier at a senior level with our clients and to become a strategic partner as they plan the long-term digital transformation of their organisations. In addition, we are in the early stages of building our managed services offering. This strategic progress has helped us to deliver substantial growth in revenues but we acknowledge that investments made in the year, to deliver future growth, impacted our profits and cashflows in the year under review.

As we worked to deliver progress against our strategic commitments during the year, adjustment of our headcount was required to manage the impact of clients' changing demands and tailor the mix of our talent pool to deliver the required range of services. Our people have shown great commitment during and adaptability to the changes needed over the past year and their dedication towards both the business and our clients is a credit to them.

The Board believes in the value of having alignment in the interests of our people with those of our shareholders and remains committed to offering our employees the opportunity to own shares in the Company. At the FY23 year end, 36% of our people held shares in our business and to promote the alignment of the interests of our new recruits with those of our shareholders we have recently awarded equity incentives to key new members of our executive team. 

Our financial position remains strong. Unlike many technology businesses, Made Tech is debt free and our cash balance is robust at £8.5m at the end of FY23, providing more than sufficient funds to deliver our plans for future organic growth. This financial strength gives us the flexibility to both invest for future growth and take advantage of opportunities as they arise.

A responsible business

Following our IPO, we established an ESG Committee to guide and oversee our progress against environmental, social and governance targets. This is a key priority for us and the committee is chaired by our CEO and has members who are enthusiastic volunteers from all across our group, as well as myself and Helen Gilder from our NED team. We are committed to continuing to develop our environmental, social and governance priorities embedded within our overall strategy and as a fundamental part of what it means to be Made Tech. We are committed to sourcing, designing and offering services and products which support social responsibility and environmental sustainability. During FY23, we are pleased to have reduced our overall carbon emissions and our carbon emissions per employee, achieved carbon neutral status and have set ourselves the target of being carbon net zero by 2030. Our mission in transforming public services is to create a fairer and more equitable society, and we recognise the importance and benefits of diversity in our business. While our gender diversity remains better than the industry average for the technology sector we recognise our ongoing imperative to drive improvement in this space. 

We recognise the value of good corporate governance in every part of the business and consider that compliance with the QCA Code serves the interests of all our key stakeholders and will support the maintenance and creation of long-term value in the Company. In FY23, the Board performed an internal formal evaluation of its performance in its first full year as a listed company. The review comprised the completion of a comprehensive questionnaire by all Board members covering the effectiveness of the Board's performance as a unit, as well as that of its committees and the individual Directors. As this is the first time of undertaking this review, these results will be used as a benchmark for the Board and will be assessed again on a yearly basis. 

Current trading and outlook

We are aware that the ongoing economic headwinds and the forthcoming general election will put some pressure on our clients. However, given the UK government's long term commitment to use technology to improve both its operations and its interaction with the public, we expect to be able play our part in delivering this digital transformation for many years to come and look forward to FY24 with cautious optimism.

To support our future growth, we have made strategic investments in both our service capabilities and our SaaS products and we have the resources and intent to continue investment in these areas, as we see them as important elements in the long-term success of our business. We have also invested in our executive management and have strengthened our senior leadership team with the addition of a Chief People Officer to lead our people strategy. 

The Group has traded profitability in the first three months of the new financial year, driven by right sizing of the cost base - improved billable utilisation, reduced contractor numbers and partner work, improved management information; and a reduction in spend on capability investments.  Our contracted backlog of £67.9m is at record levels, providing good revenue cover to FY26 and we have a promising pipeline of further new business opportunities. In summary, we feel we are well placed to continue Made Tech's progress as an increasingly important provider of technology services and products to the UK public sector and we look forward to delivering long-term returns and value for all our stakeholders. 

Joanne Lake

Non-Executive Chair

CHIEF EXECUTIVE'S REVIEW

I am delighted to present the Made Tech Group results for 2023. I want to start by extending my deepest gratitude to our shareholders, clients and dedicated team. Your unwavering support and commitment have been instrumental in navigating the past 12 months, and for that, I am truly thankful.

This year marked our first full year on the public markets, a significant milestone in our corporate journey. However, it has not been without its challenges. The macroeconomic landscape has been turbulent, with various factors causing instability in the wider economic environment. This instability has particularly affected the core government market within which we operate.

Despite these challenges, I am proud to report that we have made significant strategic progress. Our resilience has allowed us to navigate these uncertain times, and our achievements are a testament to the strength of our business and the dedication of our team.

We have delivered another year of exceptionally strong organic revenue growth, up 37% yearly. This continues our impressive track record of organic growth, with a compound annual growth rate ("CAGR") of c.80% over the last five years, a market-leading figure within our sector.

The digital transformation market in which we operate remains buoyant. We expect long-term demand from existing and new clients as they seek to drive productivity enhancements and capitalise on emerging opportunities, such as artificial intelligence. Many of these clients lack the necessary in-house skills, presenting a significant opportunity for our business.

Our brand and market positioning continue to be very strong. We have built a reputation for excellent digital delivery, and this positions us well to capitalise on the structural growth opportunities ahead. We remain committed to delivering value for our shareholders, clients and people, and I am confident that we are well placed to continue our growth trajectory. 

Continuing to grow at a pace

We achieved a record level of sales bookings at £69.9m, a significant milestone for the Group. This achievement was driven by a substantial number of contract renewals and expanding our remit with key clients. This is a testament to the strength of our client relationships and the quality of our services.

This year, we undertook our first independent customer satisfaction review, showing an impressive 77% of our clients expressed their strong satisfaction with the Company. The feedback received highlighted our exceptional performance in fostering robust client relationships, providing excellent client service and promoting effective collaboration. We are thrilled with these results and are committed to maintaining and improving this high level of customer satisfaction and will continue to conduct these reviews on an ongoing basis, reporting the results to our investors.

We have also seen a trend of increased contract sizes, winning two contracts over £10m, seven over £5m and ten over £2m during FY23. This trend reflects our growing stature in the market, and we expect to see this continue as we expand our business.

Regarding our sector-specific performance, our revenue in the central government sector was up 61% to £29m. This was a strong performance, driven by renewals and winning new mandates with the Met Office and Crown Commercial Service.

In the health sector, revenue increased by 27% to £5m, and we secured a new mandate at the Health Security Agency, despite significant changes within NHS England and NHS Digital seen during the year.

In the local government sector, our revenue decreased by 16% to £6m. We saw increased budget pressure within the market, which led us to adapt and refocus our go-to-market strategy for this industry to focus purely on our new Software as a Service ("SaaS") products.

Expanding the services we offer clients

Our goal has always been to provide an integrated digital transformation offering to our clients, and I am pleased to highlight significant strides towards this objective.

Our design capability, which we launched in 2021, has developed impressively. We now have nearly 80 talented individuals, contributing significantly to the business and improving the quality of outcomes we deliver to our clients. Given the scale of this team, we have appointed an experienced and specialised design leader to drive this area forward.

In 2022, we launched our data practice, which now has a team of approximately 20 data experts specialising in data science, AI and machine learning. We have continued to invest in developing our data offerings in 2023, further strengthening our capabilities in an area which we expect to be critical moving forwards.

We are also in the early stages of building our managed services offering. Although in its infancy, this new service line has already enabled us to target new opportunities previously out of reach. We expect contracts and revenues from this service to be longer term, providing more visible and committed revenue streams for the future.

We have made significant investments in our transformation service. This is a key area of focus for us, as we look to position the business as a more strategic partner, engaging at more senior levels and providing more transformational impact for our client organisations.

In total, we have invested £0.9m in FY23 to build our core services. These investments are not just about expanding our capabilities but also about driving new areas of growth and revenue streams in the years ahead. They build on our already strong reputation in the market, enabling us to deliver additional value to clients.

Progressing our product strategy

In addition to expanding our service lines, we have continued investing in intellectual property ("IP") solutions. This financial year, we spent £1.5m on developing three new SaaS products, specifically designed for the local government market.

Our first two products support local authorities in managing their housing stock. Our Housing Repairs product streamlines the repair process for residents and is more cost effective for local authorities. Our Voids product reduces the relet times and housing waiting lists. 

Our third product, Evidence, is a software solution enabling local authorities to verify individual identities and the evidence required to establish eligibility to access a service. In an increasingly digital world, verifying identities and eligibility quickly and accurately is crucial, and our Evidence software provides a reliable solution to this challenge.

We are excited about the opportunities these new products present. We already have a number of local government clients signed up and using these products, and we anticipate that this number will grow in the coming years. 

Our investment in IP solutions is a key part of our longer-term strategy to provide a comprehensive, end-to-end transformation offering which spans software and services. We are excited about the potential of these new products and their future contribution. 

Nurturing our most important assets

Over the past year, we have slowed the pace of our regional expansion, as we take the time to understand new hybrid working patterns and develop our estate strategy. This decision reflects our commitment to ensuring that our growth is sustainable and that we are creating the best possible working environment for our team.

We have strengthened our senior leadership team with the appointments of Tim Bardell as Chief Delivery and Transformation Officer and Wayne Searle as Chief People Officer, as part of our preparations for the next wave of growth. These changes are designed to ensure we have the right people in the right roles to drive our business forward. There will be further positive changes in the coming year, as we continue to strengthen our leadership structure.

Being a responsible business

Environmental, social and governance ("ESG") considerations are increasingly vital to our stakeholders and are central to our operations. As a key supplier to the UK government, ESG is crucial to our ability to secure work and long-term frameworks. Our ESG strategy is deeply integrated into our business, and we have made significant progress on various fronts in FY23.

Adopting best practice guidelines, like the QCA Code, and taking feedback from our teams, clients and investors, we have developed our ESG initiatives in a way that reflects our unique voice. You can find more details in the ESG section of this FY23 Annual Report.

A positive outlook

Although the economic uncertainty and the forthcoming general election will continue to put short-term pressure on our clients, we know there is a commitment to use technology to modernise and improve the way our clients' organisations operate, and we fully expect to benefit from the digital transformation opportunity for many years to come. 

Our strategic investments in data, managed services, design, transformation and products set us up for future growth, and we intend to continue investing for growth in the coming years, confident in the long-term opportunity ahead for our business.

Our financial position remains strong, as we stay debt free and had a cash balance of £8.5m at the end of FY23. This financial strength gives us the flexibility to invest in growth and seize opportunities as they arise. Our contracted backlog is the strongest it has ever been, providing good revenue cover to FY26, and we have a promising pipeline of new business opportunities.

In conclusion, while the political and macro environment provides near-term challenges, we are confident in our ability to navigate them and continue our growth trajectory. We have a strong team, a clear strategy and a robust financial position, and we are excited about the opportunities ahead.

I want to end by saying a big thank you to our shareholders, employees, partners and clients for their ongoing support and we look forward to continuing to deliver value for you in the years ahead.

Rory MacDonald

Chief Executive Officer

FINANCIAL REVIEW

Adjusted performance measures

The Group uses adjusted measures as key performance indicators, in addition to those reported under IFRS, as they are more representative of the underlying performance of the business and enable comparability between periods. These adjusted measures exclude certain non-operational and exceptional items and have been consistently applied in all years presented.

Revenue

Revenue for FY23 was £40.2m (FY22: £29.3m), growth of 37%. The organic growth arose from a combination of strong growth from existing key clients and winning contracts with new clients.

Gross profit

During the year, there was a decrease in gross profit as a percentage of turnover, declining by 2.7% from 38.4% to 35.8%. This decrease can primarily be attributed to a reduction in utilisation, which dropped from 81% to 70%. The decline in margin was influenced by shifts in the political landscape, resulting in client project delays and the postponement of awarding new contracts. In addition, the business faced a period of rising expenses due to inflationary factors, increases in salaries, and travel costs associated with transitioning back to on-site work after the pandemic. 

Key statistics	FY23 £'000	FY22 £'000	Variance £'000
Revenue	40,195	29,289	10,906
Gross profit	14,393	11,257	3,136
Gross profit margin	35.81%	38.43%	(2.6pp)
Adjusted EBITDA	1,521	2,649	(1,128)
Adjusted EBITDA margin	3.79%	9.04%	(5.25pp)
Depreciation and amortisation	(417)	(308)	(109)
Share-based payment charge	(2,068)	(2,376)	308
Exceptional items	(574)	(224)	(350)
Operating loss	(1,538)	(259)	(1,279)
Net finance income/(costs)	11	(29)	40
Tax	(72)	(20)	(52)
Loss for the year	(1,599)	(308)	(1,291)
Weighted average number of shares ('000)	148,885	135,729	13,156
Adjusted earnings per share (pence)	0.34p	1.29p	(0.95)p

In order to enhance margins in FY24 and beyond, we have realigned our headcount with current forecasts and will continue to do so on an ongoing basis. Over the past year, we have reduced our headcount from 478 at 31 May 2022 to 430 at 31 May 2023. Additionally, we have implemented significant changes to our capacity management and reporting processes, with the goal of optimising utilisation moving forward. These improvements will enable us to maximise productivity and better capitalise on available resources, ultimately strengthening our margins.

Adjusted EBITDA

Adjusted EBITDA for FY23 was £1.5m (FY22: £2.6m). Adjusted EBITDA margin was 3.8% (FY22: 9.0%). During the year, the Company continued to invest in new capabilities, clients and bids, to support future revenue growth. We expect our pace of expansion to moderate in the coming year due to the upcoming general election and an increase in public sector competition driven by a slowdown in public sector spending. Despite this, we have our largest ever contracted backlog moving into FY24 at £67.9m, giving us good revenue cover to FY26.

Operating loss

The £1.5m operating loss for the year (FY22: £0.3m operating loss) includes a £2.1m share-based payment charge (FY22: £2.4m) and exceptional items of £0.6m (FY22: £0.2m). 

Total operating expenses were £15.9m (FY22: £11.5m). Operating expenses excluding share-based payment charges and exceptional items increased by 50% to £13.4m (FY22: £8.9m) to support future revenue growth.

Share-based payment charge

The total charge for the period under IFRS 2 Share-based Payment was £2.1m (FY22: £2.4m). This charge related to the FY21, FY22 and FY23 awards made under the Long Term Incentive Plan and the Group Restricted Share Plan ("RSP") launched on 30 September 2021.

Exceptional items

Exceptional costs in the year were £574,000 (FY22: £224,000). Costs in FY23 comprised £493k related to severance payments and £80k related to reorganisation and restructuring costs, as changes were made to align headcount with anticipated revenue following the delays and postponements of client contracts and revenue (FY22: £180,000 related to the Group's admission to AIM in September 2021 and £45,000 related to severance payments).

Taxation

The total taxation charge was a charge of £72,000 (FY22: £19,760), giving rise to an effective tax credit/(charge) of 5% (FY22: (7%)). The charge is lower than the UK standard rate of taxation due to the use of tax losses brought forward. In future years, we would expect the Group's effective rate of tax to move closer to the UK corporation tax rate.

Basic earnings per share

The earnings per share analysis above covers both adjusted earnings per share (profit after tax before amortisation of intangibles, share-based payment charge and exceptional items divided by the weighted average number of shares in issue during the year), and statutory earnings per share (profit attributable to equity holders divided by the weighted average number of shares in issue during the year). Adjusted profit after tax was £1.0m (FY22: £2.3m), a decrease in adjusted earnings per share of 0.95 pence. Basic earnings per share was negative in both years due to the loss position.

Cash flow

Cash at year end was £8.5m (FY22: £12.3m). The Group's current cash reserves provide sufficient capital to fund current planned product development and working capital as the business continues to grow. Cash flow for the year is set out below. 

The combined underlying trade debtor and other receivables totalled £6.2m (FY22: £6.1m). The increase of 8% is in line with expectations, given revenue growth.

Cash flow	FY23 £'000	FY22 £'000	Variance £'000
Adjusted EBITDA	1,521	2,649	(1,128)
Movement in working capital	(1,477)	(750)	(727)
Capital expenditure investment	(3,144)	(2,336)	(808)
Adjusted operating cash flow	(3,100)	(437)	(2,663)
Taxation	-	-	-
Net finance cash flows	(194)	12,072	(12,266)
Exceptional items	(574)	(224)	(350)
Others	9	-	9
Net cash flow	(3,859)	11,411	(15,270)
Adjusted EBITDA to adjusted operating cash flow conversion	(203.81%)	(16.49%)	(187.32%)

Adjusted operating cash flow

Operating cash flow before tax payments, net finance costs and payments in respect of exceptional items reduced by £2.7m. This includes £3.2m of capital expenditure investment, of which £3.1m related to ongoing investment in IP to support future growth.

Balance sheet and shareholders' funds

Net assets increased in the year by £424k. Non-current assets include £5m of investment in capitalised product development and IP solution costs (see below). The balance sheet is summarised below: 

Net assets	FY23 £'000	FY22 £'000	Variance £'000
Non-current assets	5,512	2,783	2,729
Working capital	1,365	(9)	1,374
Cash	8,474	12,333	(3,859)
Lease liability	(140)	(320)	180
Other net assets	-	-	-
Net assets	15,211	14,787	424

Capitalised product development and IP solutions costs

The Group continues to invest in product development and IP solutions. Our IP solutions act as business accelerators for the clients we serve. These include business solutions encompassing commercial software embedded within our end-to-end service, and digital enablers such as methodologies and frameworks to drive change across business and IT processes. Where these investments are expected to result in future revenue, costs incurred that meet the definition of product development and IP solutions in accordance with IAS 38 Intangible Assets are capitalised in the statement of financial position. During the year, the Group capitalised £3.1m in respect of product development (FY22: £1.9m). 

Dividend policy

On admission to AIM in September 2021, the Group's stated intention was to make dividend payments, and this policy remains in place. However, as we believe that the opportunities ahead are significant, we have taken the decision to retain cash in the business and not pay a dividend in respect of FY23. The Board will review the decision to pay a dividend in FY24, and will provide an update in the Company's half year results, scheduled for announcement in February 2024. 

Alternative performance measures ("APMs") 

Throughout the Annual Report and Accounts the Group has used a number of APMs. These are used to provide additional clarity to the Group's financial performance and are used internally by management to monitor business performance, in its budgeting and forecasting and also for determination of Directors' and senior management's remuneration. These APMs are not defined under IFRS and, therefore, may not be directly comparable with adjusted measures presented by other companies. The non-GAAP measures are not intended to be a substitute for or superior to any IFRS measures of performance. However, they are considered by management to be important measures used in the business for assessing performance.

The following are key non-GAAP measures identified by the Group and used in the Strategic Report and financial statements:

•    adjusted EBITDA: operating profit before depreciation, amortisation, share-based payments charge and exceptional items;

•    adjusted operating profit: operating profit before amortisation of intangible assets, share-based payments charge and exceptional items;

•    adjusted profit before tax: profit before tax, amortisation of intangible assets, share-based payments charge and exceptional items;

•    adjusted earnings: profit after tax before amortisation of intangible assets, share-based payments charge and exceptional items less net finance costs and taxation;

•    adjusted earnings per share: adjusted earnings divided by a weighted average number of shares in issue; and

•    adjusted operating cash flow: adjusted EBITDA less movements in working capital, capital expenditure and lease payments. 

The adjusted profit measures can be reconciled to the reported statutory numbers as follows:

Adjusted EBITDA:

	FY23 £'000	FY22 £'000	Variance £'000
Loss after tax	(1,599)	(308)	(1,291)
Interest (receivable)/payable	(11)	29	(40)
Taxation	72	20	52
Loss before interest and taxation	(1,538)	(259)	(1,279)
Depreciation	417	308	109
Share-based payment charge	2,068	2,376	(308)
Exceptional items	574	224	370
Adjusted EBITDA	1,521	2,649	(1,128)

Adjusted profit/(loss) before tax:

	FY23 £'000	FY22 £'000	Variance £'000
Statutory loss before tax	(1,527)	(288)	(1,239)
Share-based payment expense and related costs	2,068	2,376	(308)
Exceptional items	574	224	370
Adjusted profit/(loss) before tax	1,115	2,312	(1,197)

Adjusted profit/(loss) after tax:

	FY23 £'000	FY22 £'000	Variance £'000
Statutory loss after tax	(1,599)	(308)	(1,291)
Share-based payment expense and related costs	2,068	2,376	(308)
Exceptional items	574	224	350
Adjusted profit/(loss) after tax	1,043	2,292	(1,249)

Deborah Lovegrove

Chief Financial Officer

CONSOLIDATED STATEMENT OF PROFIT AND LOSS AND OTHER COMPREHENSIVE INCOME

	Note	FY23 £'000	FY22 £'000
Revenue		40,195	29,289
Cost of sales		(25,802)	(18,032)
Gross profit		14,393	11,257
Administrative expenses		(12,931)	(8,608)
Share-based payments	15	(2,068)	(2,376)
Depreciation	11	(417)	(308)
Exceptional items	7	(574)	(224)
Other income		59	-
Operating loss		(1,538)	(259)
Interest payable	6	(14)	(29)
Interest receivable	6	25
Loss before tax		(1,527)	(288)
Taxation expense	8	(72)	(20)
Loss for the period		(1,599)	(308)
Total comprehensive loss attributable to the owners of the parent		(1,599)	(308)
Loss per share:
Loss per ordinary share	9	(1.07p)	(0.22p)
Diluted loss per ordinary share	9	(1.07p)	(0.22p)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

	Note	FY23 £'000	FY22 £'000
Assets
Non-current assets
Tangible assets	11	499	879
Intangible assets	10	5,013	1,904
Total non-current assets		5,512	2,783
Current assets
Trade and other receivables		6,193	6,065
Cash and cash equivalents		8,474	12,333
Total current assets		14,667	18,398
Total assets		20,179	21,181
Equity and liabilities
Equity
Share capital		75	74
Share premium		13,421	13,421
Share-based payment reserve		4,398	2,376
Deferred share reserve		-	12
Capital redemption reserve		12	-
Retained deficit		(2,695)	(1,096)
		15,211	14,787
Non-current Liabilities
Lease liabilities		-	140
Deferred tax liability	14	92	20
Total non-current liabilities		92	160
Current liabilities
Trade and other payables		4,736	6,054
Lease liabilities	12	140	180
Total current liabilities		4,876	6,234
Total liabilities		4,968	6,394
Total equity and liabilities		20,179	21,181

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

	Share Capital £'000	Share Premium £'000	Share-based payment reserve £'000	Deferred share reserve £'000	Capital redemption reserve £'000	Retained earnings £'000	Total equity/ (deficit) £'000
Equity at 1 June 2021	1	-	-	-	-	(788)	(787)
Loss for the period	-	-	-	-	-	(308)	(308)
Transactions with equity owners:
Issue of shares	73	13,421	-	12	-	-	13,506
Share-based payment reserve	-	-	2,376	-	-	-	2,376
Total transactions with equity owners	73	13,421	2,376	12	-	-	15,882
Balance at 31 May 2022	74	13,421	2,376	12	-	(1,096)	14,787
Equity/(deficit) at 1 June 2022	74	13,421	2,376	12	-	(1,096)	14,787
Loss for the period	-	-	-	-	-	(1,599)	(1,599)
Transactions with equity owners:
Issue of shares	1	-	-	-	-	-	1
Cancellation of deferred shares	-	-	-	(12)	12	-	-
Share-based payment reserve	-	-	2,022	-	-	-	2,022
Total transactions with equity owners	1	12	2,022	(12)	12	-	2023
Balance at 31 May 2023	75	13,421	4,398	-	12	(2,695)	15,211

CONSOLIDATED CASH FLOW STATEMENT

	Note	FY23 £'000	FY22 £'000
Loss for the period		(1,599)	(308)
Adjustments for:
Tax charge	8	72	20
Net finance (credit)/charge in the income statement	6	(11)	29
Loss on disposal of property, plant and equipment		9	-
Depreciation of property, plant and equipment	11	417	308
Share-based payment		2,068	2,376
Cash flows from operating activities before changes in working capital		956	2,425
Increase in trade and other receivables		(128)	(3,521)
Decrease/(increase) in trade and other payables		(1,349)	2,771
Net cash flows (used by)/from operating activities		(521)	1,675
Cash flows from investing activities
Purchase of property, plant and equipment	11	(60)	(432)
Addition of intangibles	10	(3,109)	(1,904)
Interest and other fees received	6	25	-
Net cash flows used by investing activities		(3,144)	(2,336)
Cash flows from financing activities
Issue of equity shares		-	13,506
Interest and other fees paid	6	(4)	(12)
Repayment of loans and borrowings		-	(1,250)
Repayment of lease liability	13	(180)	(155)
Interest paid on lease liability		(10)	(17)
Net cash flows from/(used by) financing activities		(194)	12,072
Net increase in cash and cash equivalents		(3,859)	11,411
Cash and cash equivalents at the start of the period		12,333	922
Cash and cash equivalents at the end of the period		8,474	12,333

NOTES TO THE FINANCIAL STATEMENTS

1.    Company information

The consolidated financial information represents the results of Made Tech Group Plc (the "Company") and its subsidiary, together comprising the Group ("Made Tech Group Plc" or the "Group").

Made Tech Group Plc is a company incorporated and domiciled in England and Wales, registration number 12204805. The address of its registered office is 4 O'Meara St, London SE1 1TE.

Made Tech Group Plc is quoted on the London Stock Exchange.

The principal activity of Made Tech Group Plc (the "Company") is that of a holding company. The main trading company of the Group is Made Tech Limited (company number 06591591) and the principal activity of this company is a provider of digital, data and technology services to the UK public sector. Service offerings include digital service delivery, embedded capabilities, data infrastructure and insights and legacy application transformation.

2.    Accounting policies

Accounting convention

The principal accounting policies adopted in the preparation of the consolidated financial statements are set out below. They have been consistently applied to the periods presented. The financial statements are presented in Sterling rounded to the nearest thousand (£'000) except where specified.

Basis of preparation of the consolidated financial statements

The Group financial statements have been prepared in accordance with UK-adopted International Accounting Standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards. The Company financial statements have been prepared under FRS 102. Both financial statements have been prepared on the historical cost basis with the exception of certain items which are measured at fair value as disclosed in the principal accounting policies set out below. These policies have been consistently applied to all years presented unless otherwise stated.

Going concern

The Directors have considered the Group's cash flow forecasts and they have no grounds for concern regarding the Group's ability to meet its obligations as they fall due and continue to operate within the existing cash balance and working capital facilities, thus requiring no additional funding to maintain liquidity.

In reaching their decision to prepare the financial statements on a going concern basis, the Directors have a reasonable expectation that the Company and the Group have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the Annual Report and Accounts.

Standards and amendments to existing standards adopted in these accounts

In the current year, the Group has applied the following standards and amendments for the first time for its annual reporting period commencing 1 June 2022:

·    IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors (Amendment - Definition of Material);

·    IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors (Amendment - Introduce a new definition for accounting estimates); and

·    IAS 12 Income Taxes (Amendment - Deferred Tax related to Assets and Liabilities arising from a Single Transaction).

·    Their adoption has not had any material impact on the disclosures or on the amounts reported in these financial statements.

Standards, amendments and interpretations to existing standards that are not yet effective and have not been early adopted by the Company in the 31 May 2023 financial statements

At the date of authorisation of these financial statements, certain new accounting standards and interpretations have been published that are not mandatory for 31 May 2023 reporting periods and have not been early adopted by the Group. The Directors continue to monitor developments in the accounting standards they see as relevant, but do not expect that the adoption of these standards will have a material impact on the financial statements of the Group in the current or future reporting periods and on foreseeable future transactions.

Basis of consolidation

The Group's consolidated financial statements incorporate the results of the parent company and all of its subsidiary undertakings. The parent controls a subsidiary if it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the subsidiary. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated on the date control ceases.

Inter-company transactions, balances and unrealised gains and losses (where they do not provide evidence of impairment of the asset transferred) on transactions between Group companies are eliminated.

Accounting policies of subsidiaries have been changed where necessary to ensure consistency with policies adopted by the Group.

Revenue recognition

Revenue is the fair value of the total amount receivable by the Group for supplies of services. VAT or similar local taxes and trade discounts are excluded. The Group's only source of revenue is from the provision of digital, data and technology services to the UK public sector, all of which are recognised in the same manner.

Contracts for the provision of services are typically "time and materials" contracts whereby the customer is contractually bound to pay for services for each hour or day spent in delivering a contractually agreed services scope. Materials are incidental expenses incurred whilst delivering the services. These contracts typically have no payment milestones or bundling with other services and have no variable element. Revenue is therefore recognised in line with the chargeable "time and materials" which are allocated to the contracted project.

The Group recognised revenue each month once as it provides these services for the duration of the contract. At the balance sheet date, an asset is recognised for unbilled amounts for services provided yet to be invoiced. Payment for the services is based on the agreed payment terms.

Revenue contract liability is recorded when cash payments are received in advance of satisfying the performance obligation. Contract liabilities are recognised in profit or loss in the period when the Group completes the agreed services to the customers. In all other cases payments are due from customers within 30-60 days (depending on the credit terms applicable) of the service being agreed and invoiced.

Interest income and expenditure are reported on an accruals basis.

EBITDA and adjusted EBITDA

Earnings before interest, taxation, depreciation and amortisation ("EBITDA") and adjusted EBITDA are non‑GAAP measures used by management to assess the operating performance of the Group. EBITDA is defined as operating profit before depreciation and amortisation. Exceptional items and share-based payment charge are excluded from EBITDA to calculate adjusted EBITDA.

The Directors primarily use the adjusted EBITDA measure when making decisions about the Group's activities. As they are non-GAAP measures, EBITDA and adjusted EBITDA measures used by other entities may not be calculated in the same way and hence are not directly comparable.

Exceptional items

The Group's income statement separately identifies exceptional items. Such items are those that in the Directors' judgement are one off in nature or non-operating and need to be disclosed separately by virtue of their size or incidence. In determining whether an item should be disclosed as an exceptional item, the Directors consider quantitative and qualitative factors such as the frequency, predictability of occurrence and significance. This is consistent with the way financial performance is measured by management and reported to the Board.

Intangible assets

Internally generated intellectual property

An internally generated intangible asset consisting of intellectual property arising from development (or the development phase) of an internal project is recognised if, and only if, all of the following have been demonstrated:

·    the technical feasibility of completing the intangible asset so that it will be available for use or sale;

·    the intention to complete the intangible asset and use or sell it;

·    the ability to use or sell the intangible asset;

·    how the intangible asset will generate probable future economic benefits;

·    the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset; and

·    the ability to measure reliably the expenditure attributable to the intangible asset during its development.

Internally generated intellectual property continued

The amount initially recognised for internally generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first meets the recognition criteria listed above. Where no internally generated intangible asset can be recognised, development expenditure is charged to profit or loss in the period in which it is incurred.

Subsequent to initial recognition, internally generated intangible assets are reported at cost less accumulated amortisation and accumulated impairment losses. Internally generated intangibles not yet in use are not amortised but are subject to annual impairment testing.

As yet, no internally generated intangible assets are being amortised. Internally generated intangible assets are expected to be amortised over three to five years.

Research expenditure is recognised as an expense in the period in which it is incurred.

Tangible assets

Tangible assets are recorded at cost net of accumulated depreciation and any provision for impairment. Depreciation is provided to write off the cost of the asset less any residual value over its useful economic life in line with below. The residual values of assets are reviewed annually and revised where necessary. Assets' useful economic lives are as follows:

Furniture and fittings                     25% reducing balance

Office equipment                            3 years straight line

Leasehold improvements            25% reducing balance

Right-of-use lease assets             straight line over the lease term

Impairment

For the purposes of assessing impairment, assets are grouped at the lowest level for which there are separately identifiable cash flows. As a result, some assets are tested individually for impairment and some are tested at cash-generating unit level.

Intangible assets not yet available for use are tested for impairment at least annually. All other individual assets or cash-generating units are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the carrying amount exceeds the recoverable amount of the asset or cash-generating unit. The recoverable amount is the higher of fair value, reflecting market conditions less costs to sell, and value in use based on an internal discounted cash flow evaluation. The cash flow evaluations are a result of the Directors' estimation of future sales and expenses based on their past experience and the current market activity within the business. With the exception of goodwill, which the Group does not currently have, all assets are subsequently reassessed for indications that an impairment loss previously recognised may no longer exist.

Any impairment charge arising from the review of the carrying value of assets, where material, is disclosed separately on the face of the consolidated income statement.

Financial assets

Financial assets and liabilities are recognised when the Group becomes party to the contractual obligations of a financial instrument. They are measured initially at fair value, net of transaction costs. The Group subsequently classifies and measures its financial assets as either financial assets at fair value through profit or loss, at amortised cost, or fair value through comprehensive income, as appropriate. The classification depends on the purpose for which the financial assets were acquired. At the reporting year end the financial assets of the Group were all classified as loans or receivables held at amortised cost.

Trade receivables

These assets are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise principally through the provision of goods and services to customers but also incorporate other types of contractual monetary assets.

They are initially recognised at fair value and measured subsequent to initial recognition at amortised cost using the effective interest method, less any impairment loss.

The Group's financial assets comprise trade receivables, other receivables (excluding prepayments) and cash and cash equivalents.

Trade and other receivables - impairment

The Group applies an expected credit loss model to calculate the impairment losses on its trade receivables. The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of the lifetime expected loss provision for all trade receivables. Trade receivables at the reporting date have been put into groups based on days past the due date for payment and an expected loss percentage has been applied to each group to generate the expected credit loss provision for each group and a total expected credit loss provision has thus been calculated.

Financial liabilities

The Group's financial liabilities include trade and other payables and borrowings which include lease liabilities.

Financial liabilities are recognised when the Group becomes a party to the contractual agreements of the instrument. All interest-related charges are recognised as an expense in the income statement.

Trade payables are recognised initially at their fair value, net of transaction costs and subsequently measured at amortised cost less settlement payments.

Leases

At inception the Group assesses whether a contract contains a lease. This assessment involved the exercise of judgement about whether the Group obtains substantially all the economic benefits from the use of that asset and whether the Group has the right to direct the use of the asset.

The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentive received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low value assets which it defines as having a purchase cost of £5,000 or less. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

The lease liability is measured at amortised cost using the effective interest method.

The Group presents right-of-use assets in "property, plant and equipment" and lease liabilities in "borrowings" in the statement of financial position.

Taxation

Current tax

Current income tax assets and liabilities comprise those obligations to fiscal authorities in the countries in which the Group carries out its operations. They are calculated according to the tax rates and tax laws applicable to the fiscal period and the country to which they relate. All changes to current tax liabilities are recognised as a component of tax expense in the income statement unless the tax relates to an item taken directly to equity, in which case the tax is also taken directly to equity. Tax relating to items recognised in other comprehensive income is recognised in other comprehensive income.

Deferred tax

Deferred income taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases.

A deferred tax asset is recognised for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilised. Deferred tax is not provided on the initial recognition of goodwill, nor on the initial recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit. Deferred tax on temporary differences associated with shares in subsidiaries is not provided if reversal of these temporary differences can be controlled by the Group and it is probable that reversal will not occur in the foreseeable future. In addition, tax losses available to be carried forward as well as other income tax credits to the Group are assessed for recognition as deferred tax assets.

Deferred tax liabilities are always provided for in full. Deferred tax assets, such as those resulting from assessing deferred tax on the expense of share-based payments, are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised. Deferred tax assets and liabilities are calculated at tax rates that are expected to apply to their respective period of realisation, provided they are enacted or substantively enacted at the balance sheet date.

Provisions, contingent liabilities and contingent assets

Provisions are recognised when the present obligations arising from legal or constructive commitment resulting from past events will probably lead to an outflow of economic resources from the Group which can be estimated reliably.

Provisions are measured at the present value of the estimated expenditure required to settle the present obligation, based on the most reliable evidence available at the reporting date taking into account risks and uncertainties surrounding the obligation.

All provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

Employee benefits

The Group provides a range of benefits to employees, including annual bonus arrangements, paid holiday arrangements and defined contribution pension plans.

Short-term benefits, including holiday pay and other similar non-monetary benefits, are recognised as an expense in the period in which the service is received.

Termination benefits are recognised immediately as an expense when the Group is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution pension plan

The Group operates a defined contribution pension scheme. The assets are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and is further detailed in note 7. Other creditors include £206,643 (FY22: £190,148) in respect of pension contributions committed but not yet paid at year end.

The cost of pensions in respect of the Group's defined contribution scheme is charged to the income statement in the period in which the related employee services were provided.

Share-based payments

The Group operates equity settled share-based compensation plans for the remuneration of its employees.

All employee services received in exchange for the grant of any share-based compensation are measured at their fair values. These are indirectly determined by reference to the share options awarded. Their value is appraised at the grant date and excludes the impact of any non-market vesting conditions (e.g. profitability or sales growth targets).

All share-based compensation is ultimately recognised as an expense in the income statement with a corresponding credit to the share-based payment reserve, net of deferred tax where applicable. If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period, based on the best available estimate of the number of share options expected to vest. Fair value of the awards are measured using the Black-Scholes valuation model. Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. Estimates are subsequently revised if there is any indication that the number of share options expected to vest differs from previous estimates. No adjustment to expense recognised in prior periods is made if fewer share options ultimately are exercised than originally estimated. The impact of the revision of the original estimates, if any, is recognised in the statement of comprehensive income over the remaining vesting period, with a corresponding adjustment to the share-based payment reserve.

Where modifications are made to the vesting or lapse dates of options the excess of the fair value of the revised options over the fair value of the original options at the modification date is expensed over the remaining vesting period.

Equity and reserves

Issued share capital

Ordinary shares are classified as equity. The nominal value of shares is included in issued capital.

Share premium

The share premium account represents the excess over nominal value of the fair value of consideration received for equity shares, net of the expenses of the share issue.

Share-based payment reserve

The share-based payment reserve represents the total value expensed at the balance sheet date in relation to the fair value of the share options at their grant date expensed over the vesting period under the relevant share option schemes.

Deferred shares

Ordinary deferred shares are classified as equity. The nominal value of shares is included in deferred share capital.

Retained earnings

The retained earnings include all current and prior period results for the Group and the results of the Group's subsidiaries as determined by the income statement net of dividends paid.

Dividends

Final equity dividends to the shareholders of the Group are recognised in the period that they are approved by shareholders. Interim equity dividends are recognised in the period that they are paid. Dividends receivable are recognised when the Group's right to receive payment is established.

3.    Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements requires management to make judgements, estimations and assumptions that affect the amounts reported for assets and liabilities as at the year-end date and the amounts reported for revenues and expenses during the year. These judgements and estimates are based on management's best knowledge of the relevant facts and circumstances, their historical experience and other factors including expectations of future events. Actual results may differ from the amounts included in the financial statements. The estimates and assumptions that have a significant risk of material adjustment to the carrying amount of assets and liabilities within the next financial year are summarised below:

Judgements in applying accounting policies

Development costs

Capitalisation of development costs in accordance with IAS 38 requires analysis of the technical feasibility and commercial viability of the project in the future. This in turn requires a long-term judgement to be made about the development of the industry in which the development will be marketed. Where the Directors consider that sufficient evidence exists surrounding the technical feasibility and commercial viability of the project which indicates that the costs incurred will be recovered they are capitalised within intangible fixed assets. The amount of the capitalisation is based on estimates to judge the percentage of the time relevant staff spend on projects. Where insufficient evidence exists, the costs are expensed to the income statement.

Sources of estimation uncertainty

Impairment of intangible assets

Determining whether intangible assets are impaired requires an estimation of the value in use of the cash‑generating unit to which the intangibles have been allocated. The value in use calculations require an estimation of the future cash flows expected to arise from the cash-generating units and a suitable discount rate to calculate the present value.

Impairment of intangible assets

An assessment of impairment of intangibles is performed if there is an indicator of impairment. The key estimate for the carrying value of the intangibles is the cash flows associated with the investment and the WACC. Each intangible is reviewed regularly to ensure that it generates discounted positive cash flows.

The same principles used in the assessment of impairment of goodwill are used for estimating the "value in use" of the cash flows of the investment. Where there is an indication of impairment, the investment is impaired by a charge to the consolidated income statement. The key area of uncertainty is the revenue growth. Management performs sensitivity analysis to ascertain the level of growth rate that will start to impair the investment on a yearly basis.

4.    Financial instruments - risk management

The Board of Directors of Made Tech Group Plc has overall responsibility for the determination of the Group's risk management objectives and policies. The Group has in place a risk management programme that seeks to limit the adverse effects on the financial performance of the Group. All funding requirements and financial risks are managed based on policies and procedures adopted by the Board.

The Group does not enter into derivative transactions or trade in financial instruments and the Directors believe the Group is not materially exposed to commodity price risk.

The Group is exposed to the following financial risks:

·    credit risk;

·    liquidity risk; and

·    interest rate risk.

The Group is exposed to risks that arise from its use of financial instruments. The principal financial instruments used by the Group, from which financial instrument risk arises, are as follows:

·    trade and other receivables;

·    cash and cash equivalents; and

·    trade and other payables.

To the extent financial instruments are not carried at fair value in the consolidated statement of financial position, book value approximates to fair value.

Trade and other receivables are measured at amortised cost. Book values and expected cash flows are reviewed by the Board and any impairment charged to the consolidated statement of comprehensive income in the relevant period.

Trade and other payables are measured at amortised cost.

Financial instruments by category

Financial assets	At 31 May 2023 £'000	At 31 May 2022 £'000
Cash and cash equivalents	8,474	12,333
Trade receivables	4,304	4,400
Other receivables	1,889	1,665
Financial assets at amortised cost	14,667	18,398

Financial liabilities	At 31 May 2023 £'000	At 31 May 2022 £'000
Current
Trade payables	1,634	2,705
Accruals	1,005	1,255
Social security and other taxes	1,889	1,891
Other payables	208	203
Trade and other payables	4,736	6,054
Non-current
Borrowings - lease liability	-	142
Current
Borrowings - lease liability	140	180
Loans and borrowings	140	322
Financial liabilities at amortised cost	4,876	6,376

The key risks to the Group and the policies and procedures put in place by management to manage them are summarised below:

Interest rate risk

The Group is exposed to cash flow interest rate risk from bank borrowings at variable rates. As at 31 May 2023 there are no loans outstanding (FY22: £nil); therefore there is no material exposure to interest rate risk.

Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Group is mainly exposed to credit risk from credit sales. The Group's net trade receivables for the two reported periods are disclosed in the financial assets table above.

The Group considers that its exposure to credit risk is insignificant as it carries out work for public sector entities without the risks attached to normal commercial credit sales.

The Directors do not consider that there is any concentration of risk within other receivables.

Credit risk on cash and cash equivalents is considered to be small as the counterparties are substantial banks with high credit ratings. The maximum exposure is the amount of the deposit. To date, the Group has not experienced any losses on its cash and cash equivalent deposits.

Liquidity risk

Liquidity risk arises from the Group's management of working capital. It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.

At 31 May 2023	Within 1 month £'000	1-3 months £'000	3-12 months £'000	2-5 years £'000	5+ years
Trade Payables	1,634	-	-	-	-
Accruals	554	257	194	-	-
Other payables	2,097	-	-	-	-
Bank loans	-	-	-	-	-
Lease liability	-	47	93	-	-
	4,285	304	287	-	-

At 31 May 2022	Within 1 month £'000	1-3 months £'000	3-12 months £'000	2-5 years £'000	5+ years
Trade Payables	2,705	-	-	-	-
Accruals	939	113	173	-	-
Other payables	203	-	-	-	-
Bank loans	-	-	-	-	-
Lease liability	-	47	133	142	-
	3,847	160	306	142	-

Capital management

The Group's capital is made up as follows:

	At 31 May 2023 £'000	At 31 May 2022 £'000
Share capital - issued	75	74
Share capital - deferred	-	12
Share premium	13,433	13,421
Share based payment reserve	4,398	2,376
Retained deficit	(2,695)	(1,096)
	15,211	14,787

The Group's objectives when maintaining capital are:

·    to safeguard the entity's ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders; and

·    to provide an adequate return to shareholders by pricing services commensurately with the level of risk.

The capital structure of the Group consists of shareholders' equity as set out in the consolidated statement of changes in equity. All working capital requirements are financed from existing cash resources, fundraising and borrowings.

5.    Operating profit/(loss)

The operating profit/(loss) has been arrived at after charging/(crediting):

	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
Fees paid to the Group's auditors (see below)	56	186
Other accountancy fees	26	26
Loss on disposal of property, plant and equipment	9	-
Advertising expense	548	388
Depreciation of property, plant and equipment	417	308
Staff costs	30,904	19,546
	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
Analysis of the fees paid to the Group's auditors
Audit of the Group and Company's financial statement	56	47
Other services	-	139
Total fees paid to Groups auditor	56	186

Other services provided by the Groups' auditors relate to professional services in connection with the Group's IPO in September 2021.

6.    Interest receivable/(payable)

	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
Interest received	25	-
Interest on bank loans and bank fees	(4)	(12)
Interest on lease liability	(10)	(17)
Total interest receivable/(payable)	11	(29)

7.    Exceptional items

	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
Transaction and IPO-related costs	-	180
Termination costs	493	44
Restructuring costs	81	-
Total exceptional items	574	224

Exceptional items relate to the following:

·   termination costs - relating to severance for twenty employees exited in the year (FY22: three employees); and

·   restructuring costs - relating to reorganisation and restructuring improvements to improve efficiency and accountability.

8.    Taxation

The following tax was recognised in the income statement:

	31 May 2023 £'000	31 May 2022 £'000
Corporation tax	-	-
Total current tax expense	-	-
Deferred tax
Origination and reversal of timing differences	72	20
Tax charge for the year	72	20

The tax assessed for the year is different from the standard rate of corporation tax as applied in the respective trading domains where the Group operates.

The Group's tax charge can be reconciled to the profit/(loss) in the income statement and effective tax rate as follows:

	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
Loss before tax	(1,527)	(288)
Tax credit at the UK corporation tax rate of 20% (FY22: 19%)	(305)	(55)
Effects of:
Fixed asset differences	37	(53)
Expenses not deductible for tax purposes	461	485
Utilisation of losses brought forward	(28)	(32)
Unused tax losses	462	17
IP capitalisation	(622)	(362)
Sundry items	(5)	-
Movement in deferred tax provision	72	20
Tax charge for the year	72	20

Deferred tax	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
At 1 June	20	-
Deferred tax recognised	-	-
Charge	72	20
At 31 May	92	20

Current taxes comprise the income taxes of the Group companies which posted a taxable profit for the year, while deferred taxes show changes in deferred tax assets and liabilities which were recognised by the Group on the temporary differences between the carrying amount of assets and liabilities and their amount calculated for tax purposes and, on consolidation adjustments, calculated using the rates that are expected to apply in the year these differences will reverse.

No deferred tax has been provided on share based payments amounting to £181,302.

At the reporting date, the Group has unused tax losses of £3.1m (FY22: £0.8m) available for offset against future profits. No deferred tax asset has been recognised in respect of these losses due to the uncertainty of the timing of future taxable profits forecast at the balance sheet date.

Factors that may affect future tax charges

On 24 May 2021, the UK Finance Act 2021 was substantively enacted, increasing the UK corporation tax rate to 25% effective from 1 April 2023. The impact of this rate change has been considered when recognising the deferred tax in relation to the UK companies in the Group. Where the asset or liability is expected to unwind after 1 April 2023 the deferred tax has been recognised at 25%.

9.    Loss per ordinary share

Loss per ordinary share	FY23 £'000	FY22 £'000
Loss for the period	(1,599)	(308)
Weighted average number of ordinary share in issue for the year ('000)	148,885	135,729
Loss per ordinary share (pence)
Basic loss per share	(1.07p)	(0.22p)
Diluted loss per share	(1.07p)	(0.22p)

Where a loss has been recorded the effect of options is not dilutive and therefore the basic and diluted figure is the same.

For diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all potentially dilutive ordinary shares. The Company has potentially dilutive ordinary shares arising from share options granted to employees. Options are dilutive under the Group Restricted Share Plan ("RSP") where the exercise price, together with the future IFRS 2 charge of the option, is less than the average market price of the Company's ordinary shares during the year. Options under the LTIP schemes, as defined by IFRS 2, are contingently issuable shares and are therefore only included within the calculation of diluted EPS if the performance conditions, as set out in note 24, are satisfied at the end of the reporting period, irrespective of whether this is the end of the vesting period or not.

The calculation of adjusted earnings per share is based on the after tax adjusted operating loss after adding back certain costs as detailed in the table below. Adjusted earnings per share figures are given to exclude the effects of share-based payments and exceptional items, all net of taxation, and are considered to show the underlying performance of the Group.

The adjusted basic earnings per share is calculated by dividing the adjusted profit/(loss) after tax for the year by the weighted average number of ordinary shares in issue during the period.

	FY23 £'000	FY22 £'000
Loss for the period	(1,599)	(308)
Share based payments (including associated taxes)	2,068	2,376
Exceptional items	574	224
Tax effect of the above	(528)	(494)
Adjusted profit after tax for the year	515	1,798
Weighted average number of ordinary share in issue for the year ('000)	148,885	135,729
Effect of dilutive potential ordinary shares from share options	4,097	3,962
Weighted average number of ordinary shares for the purposes of diluted earnings per share ('000)	152,982	139,691
Adjusted Basic earnings per share	0.35p	1.33p
Adjusted diluted earnings per share	0.34p	1.29p

10.  Intangible assets

	Intellectual property £'000	Total £'000
Cost
At 1 June 2021	-	-
Additions	1,904	1,904
At 31 May 2022	1,904	1,904
Additions	3,109	3,109
At 31 May 2023	5,013	5,013
Amortisation
At 1 June 2021	-	-
Charge for period	-	-
At 31 May 2022	-	-
Charge for period	-	-
At 31 May 2023	-	-
Net book value
At 31 May 2022	1,904	1,904
At 31 May 2023	5,013	5,013

During the year the Group has capitalised costs relating to intellectual property. This is an internally generated intangible asset that is currently still in the process of completion. Upon completion the intellectual property is expected to be amortised over a useful life of three to five years. Personnel costs of £3,028,623 (FY22: £1,809,293) have been capitalised as intangible assets.

Intangible assets have been tested for impairment by assessing the value in use of the cash-generating units ("CGUs"). The value in use calculations were based on projected cash flows in perpetuity. Cash flows were based on five year forecasts with varying growth rates derived from market demand and an assessment of the asset's development pipeline. The growth rates shown are the average applied to the cash flows of the individual CGUs and do not form a basis for estimating the consolidated profits of the Group in the future.

The discount rate used to test the cash-generating units was the Group's pre-tax WACC of 12.4% (FY22: 10%). The value in use calculations described above indicate significant headroom and therefore do not give rise to impairment concerns.

As a result of these tests no impairment was considered necessary.

11.  Tangible assets

	Land and buildings £'000	Furniture, fittings and equipment  £'000	Right-of-use assets £'000	Total £'000
Cost
At 1 June 2021	33	453	766	1,252
Additions	-	432	-	432
At 31 May 2022	33	885	766	1,684
Additions	-	60	-	60
Disposals	-	(106)	-	(106)
At 31 May 2023	33	839	766	1,638
Depreciation
As at 1 June 2021	17	152	328	497
Charge for period	4	151	153	308
At 31 May 2022	21	303	481	805
Charge for period	3	260	154	417
Eliminated on disposal	-	(83)	-	(83)
At 31 May 2023	24	480	635	1,140
Net book value
At 31 May 2022	12	582	285	879
At 31 May 2023	9	359	131	499

12.  Leases

The Company leases office premises. Under IFRS 16 this lease has been classified as a right-of-use asset. The lease liability is included within tangible assets on the statement of financial position. There are no other long-term leased assets.

Right-of-use assets	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
Balance as at 1 June	285	438
Depreciation charge for year	(154)	(153)
Balance at 31 May	131	285
Lease liability
Maturity analysis - contractual discounted cash flows
Less than one year	140	180
One to five years	-	140
Total lease liabilities at 31 May	140	320
Lease liabilities included in the statement of financial position:
Current	140	180
Non-current	-	140

Right-of-use assets are included within tangible assets in the consolidated statement of financial position.

Amounts recognised in the Consolidated income statement

The Consolidated income statement shows the following amounts relating to leases:

	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
Interest paid on lease liability	10	17

Any expense for short-term and low value leases is not material and has not been presented.

13.  Analysis of net cash

	Cash £'000	Bank loans £'000	Lease liabilities £'000	Total £'000
At 1 June 2021	922	(1,250)	(475)	(803)
Working capital movements	(2,150)	-	-	(2,150)
Income from share issue net of IPO costs	13,561	-	-	13,561
Repayment of loans	-	1,250	-	1,250
Payment of lease liabilities	-	-	155	155
At 31 May 2022	12,333	-	(320)	12,013
Working capital movements	(3,859)	-	-	(3,859)
Payment of lease liabilities	-	-	180	180
At 31 May 2023	8,474	-	(140)	8,334

14.  Deferred tax

Deferred tax liabilities are analysed as follows.

	Year to 31 May 2023 £'000	Year to 31 May 2022 £'000
Accelerated capital allowances	(92)	(167)
Tax losses	-	147
Total deferred tax liability	(92)	(20)

Changes during each year are as follows:

	Accelerated capital allowances £'000	Tax losses £'000	Total £'000
Balance at 1 June 2021	-	-	-
Tax (charge)/credit in respect of current year	(167)	147	(20)
Balance at 31 May 2022	(167)	147	(20)
Tax credit in respect of current year	75	(147)	(72)
Balance at 31 May	92	-	(92)

15.  Share-based payments

In the year ended 31 May 2023 the Group recognised total expenses of £2,068,000 (FY22: £2,376,000) in respect of equity‑settled share-based payment awards under IFRS 2 Share-based Payment.

Details of the maximum number of ordinary shares which may be issued in future periods in respect of LTIP awards and RSAs outstanding at 31 May 2023 are shown below:

	LTIP  Number of shares	RSAs Number of shares
At 1 June 2022	2,443,643	3,517,342
Granted in the year	-	511,564
Forfeited in the year	(1,321,720)	(821,241)
At 31 May 2023	1,121,923	3,207,665

Share awards granted in the year ended 31 May 2023 were limited to below Board employees and structured as Restricted Share Awards whereby vesting is based on continued service only. As such, the IFRS 2 Share-based Payment fair value of each award granted was equal to the face value of awards. Details of the awards granted are as follows:

	RSAs 23 February 2023	RSAs 23 February 2023
Awards	406,122	105,442
Vesting	Tranched vesting	Tranched vesting
Share price at grant date (pence)	31	31
Exercise price (pence)	0	0
Expected volatility	n/a	n/a
Expected life (years)	c. 0.7, 1.7, 2.7	c. 0.3, 1.3, 2.3
Expected dividend yield	0%	0%
Risk-free interest rate	n/a	n/a
Fair value (pence) - holding period	n/a	n/a
Fair value (pence) - no holding period	31	31

The exercise price for all RSAs granted in the year was £nil.

 

END