Half Year Results 2022

RNS Number : 3304Y
Pebble Group PLC (The)
06 September 2022
 

 

6 September 2022

THE PEBBLE GROUP PLC

("The Pebble Group" or the "Group")

 

UNAUDITED HALF YEAR RESULTS 2022

Record results expected for FY 22

 

The Pebble Group (AIM: PEBB), a leading provider of digital commerce, products and related services to the global promotional products industry, announces its unaudited results for the six months ended 30 June 2022 ("HY 22" or the "Period").

 

Having achieved strong year on year growth in HY 22, the Board is confident that for the year ending 31 December 2022 ("FY 22") the Group is expected to deliver another record year of results and will be at least in line with recently upgraded market expectations.

 

Financials

 

Statutory results

HY 22

HY 21

Change

FY 21

Revenue

£60.3m

£46.8m

+29%

£115.1m

Gross profit margin

38.5%

36.8%

+1.7%

36.5%

Operating profit

£3.1m

£2.2m

+41%

£9.9m

Profit before tax

£2.8m

£1.9m

+47%

£9.3m

Basic earnings per share

1.27p

0.85p

+49%

4.39p

 

Other financial highlights

HY 22

HY 21

Change

FY 21

Adjusted EBITDA1

£6.7m

£4.4m

+52%

£15.4m

Net (debt) / cash2

£(0.1)m

£(4.2)m

+£4.1m

£12.1m

Adjusted basic earnings per share3

1.88p

1.08p

+74%

5.14p

 

Highlights and outlook

 

·

Excellent performance against a strong comparative period with Group revenue at £60.3m (HY 21: £46.8m) 29% ahead of the same period in the prior year

·

Facilisgroup: Revenue for HY 22 up 32% on HY 21 with total Gross Merchandise Value ("GMV"), transacted through our technology, expected to be between USD1.3bn and USD1.5bn in FY 22 (FY 21: USD1.2bn)

·

Brand Addition: Revenue for HY 22 up 29% on HY 21 with gross profit margin at 29.9% (HY 21: 28.2%)

·

Balance sheet strong and working capital cycle following its normal pattern, with the Group's net cash position at the full year expected to be in line with current market expectations

·

Positive start to second half year:


Facilisgroup: 45 customers contracted with Commercio, our new ecommerce product, since launch in June 2022 and Syncore Partners implemented or contracted awaiting implementation at 218 at 5 September 2022; and

 

Brand Addition: due to our order visibility and current activities, revenues in FY 22 are expected to be at least in line with market expectations. Supply chain continues to be well-controlled

·

The Board expects a record year of results and for FY 22 to be at least in line with recently upgraded market expectations

 

1

Adjusted EBITDA means operating profit before depreciation, amortisation and share-based payments charge

2

Net (debt)/cash is calculated as cash and cash equivalents less borrowings (excluding lease liabilities)

3

Adjusted basic earnings per share ("EPS") represents Adjusted Earnings meaning profit after tax before amortisation of acquired intangible assets, share-based payments charge and exceptional items divided by a weighted average number of shares

 

Online investor presentation

 

The management team is hosting an online investor presentation with Q&A at 1.00pm on Thursday, 8 September 2022.  To participate, please register with PI World at: https://bit.ly/PEBB_H1_Results .

 

Enquiries:

 

The Pebble Group

Chris Lee, Chief Executive Officer

Claire Thomson, Chief Financial Officer

+44 (0) 161 786 0415

Belvedere Communications (Financial PR)

Cat Valentine +44 (0) 7715 769 078

Keeley Clarke +44 (0) 7967 816 525 thepebblegrouppr@belvederepr.com

 

 

Grant Thornton UK LLP (Nominated Adviser)

Samantha Harrison / Harrison Clarke / Ciara Donnelly

+44 (0) 20 7184 4384

Berenberg (Corporate Broker)

Chris Bowman / Arnav Kapoor

+44 (0) 20 3207 7800

 

About The Pebble Group

 

The Pebble Group is a provider of digital commerce, products and related services to the global promotional products industry, comprising two differentiated businesses, Facilisgroup and Brand Addition, focused on specific areas of the promotional products market. For further information, please visit www.thepebblegroup.com .



 

CHIEF EXECUTIVE OFFICER'S REVIEW

 

Summary of results

 

Against a strong comparative period, we are pleased to report excellent results demonstrating that both of our businesses, Facilisgroup and Brand Addition, traded well throughout HY 22. In the Period, the Group achieved Revenue of £60.3m (HY 21: £46.8m), Adjusted EBITDA of £6.7m (HY 21: £4.4m) and Operating profit of £3.1m (HY 21: £2.2m).

 

For context, the Group's HY 22 revenue is 25% ahead of HY 19, the last pre-COVID-19 affected year.

 

The Group's balance sheet is underpinned by Brand Addition's blue-chip client base with Group working capital and cash management following its usual in-year cycle and in line with our expectations. Our businesses have a good track record of profit to cash conversion, which has continued, and the Group had Net debt at 30 June of £0.1m (30 June 2021: Net debt £4.2m and 31 December 2021: Net cash £12.2m).

 

We were pleased to announce on 19 July 2022 that the Group's results for FY 22 were expected to exceed market expectations as the Group continues to deliver on its strategic objectives.  Trading since that update has continued with the same momentum and we expect FY 22 financial results to be at least in line with the upgraded market expectations.

 

Our approach to the promotional products market

 

The Group operates in the large promotional products market, estimated to be worth USD50bn globally. North America accounts for ~50% of the total industry.

 

The industry has been operating in a similar way for many years, but our view is that this is changing. We believe the principle disrupting forces are:

 

·

the proliferation of technology, which offers the potential of significant efficiency benefits between suppliers, distributors, and end users; and

·

a permanent shift towards sustainability, compliance, and overall brand reputation management.

 

The Pebble Group's strategy is to establish strong differentiation in this market, investing in sustainability and building technology to achieve superior levels of growth, customer retention and financial margins. This approach is deployed by our two businesses, Facilisgroup and Brand Addition.

 

At Facilisgroup, we identify ourselves as the leading digital commerce solutions provider in the promotional products industry in North America. We believe that our technology platform, currently targeted at SME distributors, is the market leader evidenced by high Partner (customer) retention levels, the provision of quality supply chain services and the community activities between our Partners, Preferred Suppliers and the business.

 

With Annual Recurring Revenue ("ARR") of USD12m in FY 20, we stated our initial ambition to reach ARR of USD50m through developing and launching further functionality and widening our target market. We remain focused on this ambition. In FY 22, we expect to reach ARR of over USD20m and have expanded our suite of products through the launch, in June 2022, of our ecommerce offering, Commercio.

 

At Brand Addition, we focus solely on fulfilling the multi-country promotional product needs of large global brands, working under contract.

 

Brand Addition is investing in creativity, sustainability and technology which give our clients confidence in the provenance of the products carrying their brand and ensure that the product has the desired emotional impact with the recipient. As a result, Brand Addition has an excellent track record of new client wins and client retention, together with a consistency of margins which is reflective of the quality of service delivered.

 

Facilisgroup: providing a digital commerce platform for promotional products businesses in North America

 

Revenue and profit analysis

 

 

HY 22

HY 21

FY 21

Recurring revenue

£7.0m

£5.4m

£12.2m

Other revenue

£0.4m

£0.2m

£0.5m

Total revenue

£7.4m

£5.6m

£12.7m

Gross profit margin

100%

100%

100%

Adjusted EBITDA

£3.5m

£3.0m

£7.6m

Operating profit

£1.7m

£2.1m

£5.1m

 

ARR continued its growth in HY 22, increasing by 21.3% in USD, the business's home currency, and 29.6% in GBP, compared to HY 21.

 

Our ambition to accelerate growth is being backed by our investment in sales and marketing strategies and, in June 2022, we were pleased to return to hosting our Partners and Preferred Suppliers at our first large event post COVID-19 restrictions. The hosting of such events builds a community, benefiting Facilisgroup's high level of Partner retention and Preferred Supplier engagement.

 

The business has continued to deliver excellent Adjusted EBITDA returns of 47.3% (HY 21: 53.6%), while increasing our investment in growth. This investment includes the capitalisation of the internal costs of product development resulting in a higher amortisation charge in the Period. This is reflected in operating profit of £1.7m (HY 21: £2.2m).

 

The indicators that drive future growth of our ARR have continued to move forward and are positive against strong comparatives in HY 21:

 

·

Gross Merchandise Value

+38% in HY 22

USD1.3bn to USD1.5bn expectation for FY 22 (FY 21: USD1.2bn)

 

·

Spend through our Preferred Suppliers

+54% in HY 22

+ USD0.45bn expectation for FY 22 (FY 21: USD0.35bn)

 

·

Total Partners for our Syncore offering

218 at 5 September 2022 (31 December 2021: 206)

 

Our product development programme, which is designed to extend the capabilities of our digital commerce platform, continues to progress with Facilisgroup's ecommerce offering, Commercio launching as planned in June 2022. To date, 45 businesses, from both existing Syncore Partners and non-Partners within the promotional products industry, have contracted to utilise the offering.

As we continue to build the feature set of Commercio, our ambition is to enter 2023 with an increasing customer base and for Commercio to develop into a market leading product in the industry. Our initial pricing strategy is based on a monthly fee plus a fee per store which, as Commercio grows, will in effect increase our percentage fee per USD of GMV.

Looking ahead, we expect Facilisgroup's revenue in FY 22 to be in line with market expectations.

 

Brand Addition: providing promotional products and related services under contract to many of the world's most recognisable brands

 

Revenue and profit analysis

 

 

HY 22

HY 21

FY 21

Revenue

£52.9m

£41.1m

£102.4m

Gross profit

£15.8m

£11.6m

£29.3m

Gross profit margin

29.9%

28.2%

28.6%

Adjusted EBITDA

£4.4m

£2.5m

£9.9m

Operating profit

£2.8m

£1.1m

£7.1m

 

At Brand Addition, HY 22 revenue increased to £52.9m, being 28.7% ahead of HY 21. This revenue gain over the prior year was generated from new contracts won in 2020, which continue to develop positively, a full period contribution from contracts won in 2021, and growth in demand from existing clients, as working patterns stabilise following the uncertainties created by COVID-19 in 2020 and 2021.

 

Our continued focus on best-in-class procurement, working closely with suppliers and managing our supply chain proactively, has seen the business impacted less by freight and Brexit disruption costs in the Period than it was in 2021. This resulted in HY 22 gross profit margin of 29.9%, ahead of 28.2% in HY 21. Our supply chain continues to be well-controlled.

 

The costs between gross profit margin and Adjusted EBITDA are predominately people related and move proportionally with revenues.

 

Looking ahead, through our order visibility and current activities, we expect Brand Addition revenues in FY 22 to be at least in line with market expectations.

 

Environmental, Social and Governance ("ESG") and People

 

We continue to embrace ESG within the day-to-day business activities of our Group and will publish our second ESG Report in October 2022. Alongside the principles of the journey to which we are all committed, the report will detail examples of the progress that has been made including the completion of our Scope 3 evaluation and the implementation of our reporting framework for energy and carbon usage across the Group.

 

Our team is central to driving our ESG strategies and creating the positive, results driven culture that is key to our Group's success. The Board expresses its thanks to all our people who have displayed great talent and determination in delivering these results in what has often been challenging circumstances over the last two years.

 

Group outlook

 

We are continuing to deliver on our stated strategies for Facilisgroup and Brand Addition.  Both businesses are performing well and we look forward to FY 22 and beyond with confidence.

 

Christopher Lee

Chief Executive Officer

6 September 2022


 

CHIEF FINANCIAL OFFICER'S REVIEW

 

 

HY 22

HY 21

FY 21


Unaudited

£'m

Unaudited

£'m

Audited

£'m

Revenue

60.3

46.8

115.1

Gross profit

23.2

17.2

42.0

Gross profit margin

38.5%

36.8%

36.5%

Adjusted EBITDA

6.7

4.4

15.4

Adjusted EBITDA margin

11.1%

9.5%

13.4%

Depreciation and amortisation

(3.0)

(2.0)

(4.8)

Share-based payment charge

(0.6)

(0.2)

(0.7)

Operating profit

3.1

2.2

9.9

Net finance costs

(0.3)

(0.3)

(0.6)

Profit before tax

2.8

1.9

9.3

Tax

(0.7)

(0.5)

(2.0)

Profit for the Period

2.1

1.4

7.3


 



Weighted average number of shares

167,450,893

167,450,893

167,450,893

Adjusted Basic EPS

1.88

1.08p

5.14p

Basic EPS

1.27

0.85p

4.39p

 

These results demonstrate strong growth against HY 21 as we continue to execute on our stated strategy.

 

Revenue

 

Revenue for the Period was £60.3m (HY 21: £46.8m), an increase of £13.5m (28.8%) compared to the same period and strong comparator in 2021. Of this increase, £11.8m relates to Brand Addition from the impact of new business, combined with growth in demand from underlying customers as working patterns stabilised compared to the disrupted periods in 2020 and 2021. Facilisgroup total revenues increased £1.8m (32.1%). ARR growth was 29.6% (21.3% when measured in Facilisgroup's home currency of USD). This was achieved through increases in our Management Fees from additional Partner numbers, implementation of a new tiered pricing structure and growth in our Marketing Fund where we benefited from Partners increasingly utilising our Preferred Suppliers.

 

Gross profit

 

Gross profit as a percentage of revenue increased to 38.5% (HY 21: 36.8%). This relates to gross margins at Brand Addition as the business did not incur the increased costs associated with Brexit, freight rate pricing, and freight capacity challenges that impacted HY 21, combined with strong control of ongoing supply chain challenges. 

 

Adjusted EBITDA

 

Adjusted EBITDA was £6.7m (HY 21: £4.4m). The increase of £2.3m is made up as follows:

 

-

Facilisgroup £0.5m increase from incremental revenue net of the costs of investment in the team and events to support delivery of our revenue aspirations;

-

Brand Addition £1.9m increase driven by £4.2m incremental sales volumes less increased costs of additional headcount to support growth; and

-

Central costs increase of £0.1m.

 

The Adjusted EBITDA margin increased to 11.1% (HY 21: 9.5%) as improving margins and incremental revenues in Brand Addition translated to EBITDA.

 

Depreciation and amortisation

 

The total charge for the Period was £3.0m (HY 21: £2.0m) of which £1.9m (HY 21: £1.1m) was the amortisation of intangible assets. In accordance with IAS 38, the Group capitalises the costs incurred in the development of its software and the increase in the Period is a result of its continued investment in its proprietary technology and specifically the digital commerce platform at Facilisgroup. 

 

Share-based payments

 

The total charge for the Period under IFRS 2 "Share-based payments" was £0.6m (HY 21: £0.2m). This charge related to the awards made to date under the Long Term Incentive Plan (LTIP) and the Group Sharesave Plan (SAYE).

 

Operating profit

 

Operating profit for the Period was £3.1m (HY 21: £2.2m).

 

Taxation

 

The tax charge for the Period was £0.7m (HY 21: £0.5m) and is based on full year Group expected tax charge for 2022. The Group rate is above the UK Corporation tax rate due to the proportion of Group profits earned overseas where the rates are higher than the UK.

 

Basic Earnings per share

 

The earnings per share analysis in note 5 covers both adjusted earnings per share (profit after tax before amortisation of acquired intangibles, share-based payments 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 earnings was £3.2m (HY 21: £1.8m) an increase in adjusted basic earnings per share of 0.80 pence. Basic earnings per share was 1.27 pence per share (HY 21: 0.85 pence per share) an increase of 0.42 pence. 

 

Dividends

 

On admission to AIM in December 2019, the Group's stated intention was to make dividend payments of c.30% of profit after tax. This policy remains in place. However, as previously communicated we believe the opportunities ahead of us are significant, in particular, investment opportunities in Facilisgroup. As a result, we have taken the decision to retain cash in the business and not to pay an interim dividend in 2022. The timing of implementing our stated dividend policy will be considered again against the Group's full year progress and an update provided at that time.

 

Cashflow

 

The Group had a cash balance of £5.4m at 30 June 2022 (30 June 2021: £3.6m), which included £5.5m drawn down from its £10.0m committed revolving credit facility (30 June 2021: £7.8m).

 

Cashflow for the Period is set out below:

 

 

HY 22

HY 21

FY 21

 

Unaudited

£'m

Unaudited

£'m

Audited

£'m

Adjusted EBITDA

6.7

4.4

15.4

Movement in working capital

(14.8)

(12.7)

(2.8)

Capital expenditure

(3.6)

(2.2)

(5.3)

Leases

(0.9)

(0.6)

(1.4)

Adjusted operating cash flow

(12.6)

(11.1)

5.9

Tax paid

(0.3)

(0.1)

(0.5)

Net finance cash flows

5.2

7.5

(0.6)

Exchange loss

1.0

0.2

0.2

Net cash flow

(6.7)

(3.5)

5.0

 

The movement in working capital in the Period was £14.8m (HY 21: £12.7m). This outflow reflects the revenue growth of the Group and is in line with the normal in-year cycle which peaks in Q3.

 

Capital expenditure in the Period was £3.6m (HY 21: £2.2m). The £1.4m additional spend relates principally to investment in the Facilisgroup digital commerce platform.

 

Lease payments relate to leases capitalised in accordance with IFRS 16. The increase arises as the Group has consolidated its European warehousing at a larger facility during the Period.

 

Net finance cash flows in the Period of £5.2m (HY 21: £7.5m) relate to utilisations on committed facilities less interest payments in respect of leases capitalised in accordance with IFRS 16. 

 

Cash and liquidity

 

The Group's working capital cycle is unwinding as expected. At 5 September, the Group had a cash balance of £6.8m which includes £4.3m drawn down from the £10.0m committed revolving credit facility. At 31 December 2022, we expect no drawn down balances and cash to be in line with market expectations being greater than the £12.1m as at 31 December 2021.

 

Claire Thomson

Chief Financial Officer

6 September 2022


 

CONSOLIDATED INCOME STATEMENT


 

 

 

Notes

Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021



£'000

£'000

£'000






Revenue


60,316

46,759

115,101

Cost of goods sold


(37,099)

(29,533)

(73,128)

Gross profit

 

23,217

17,226

41,973






Operating expenses


(20,168)

(15,064)

(32,107)

Total operating expenses

 

(20,168)

(15,064)

(32,107)

Operating profit

 

3,049

2,162

9,866

 





Analysed as:





Adjusted EBITDA1


6,698

4,448

15,378

Depreciation

7

(1,134)

(986)

(1,986)

Amortisation

6

(1,877)

(1,071)

(2,811)

Share-based payment charge

11

(638)

(229)

(715)

Operating profit

 

3,049

2,162

9,866

 





Finance expense


(245)

(269)

(549)

Profit before taxation

 

2,804

1,893

9,317

 

 

 

 

 

Income tax expense

4

(673)

(473)

(1,970)

Profit for the period

 

2,131

1,420

7,347

 





Basic earnings per share

5

1.27p

0.85p

4.39p

 





Diluted earnings per share

5

1.27p

0.84p

4.38p

 

Note 1: Adjusted EBITDA, which is defined as operating profit before depreciation, amortisation, exceptional items and share-based payment charge is a non-GAAP metric used by management and is not an IFRS disclosure.


CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME


Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021


£'000

£'000

£'000





Items that may be subsequently reclassified to profit and loss




Foreign operations - foreign currency translation differences

2,443

(218)

277

Other comprehensive income/(expense) for the period/year

2,443

(218)

277





Profit for the period/year

2,131

1,420

Total comprehensive income for the period/year

4,574

1,202

7,624



CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 


Notes

Unaudited

As at

30 June

2022

Unaudited

As at

 30 June

2021

Audited

As at 31 December 2021



£'000

£'000

£'000

ASSETS





Non-current assets





Intangible assets

6

58,765

54,387

55,674

Property, plant and equipment

7

10,194

8,460

7,927

Deferred tax asset


395

316

300

Total non-current assets

 

69,354

63,163

63,901






Current assets





Inventories

8

16,081

15,635

10,093

Trade and other receivables


38,587

30,032

29,422

Cash and cash equivalents


5,351

3,601

12,051

Current tax asset


-

533

-

Total current assets

 

60,019

49,801

51,566






TOTAL ASSETS

 

129,373

112,964

115,467






LIABILITIES





Non-current liabilities





Lease liability

9

8,185

7,068

6,388

Deferred tax liability


3,751

2,630

3,035

Total non-current liabilities

 

11,936

9,698

9,423






Current liabilities





Borrowings


5,500

7,750

-

Lease liability

9

1,612

1,422

1,384

Trade and other payables


30,485

26,399

30,065

Current tax liability


169

-

20

Total current liabilities

 

37,766

35,571

31,469






TOTAL LIABILITIES

 

49,702

45,269

40,892






NET ASSETS

 

79,671

67,695

74,575

 

 

 

 

 

EQUITY AND RESERVES

 

 

 

 

Share capital

 

1,675

1,675

1,675

Share premium

 

78,451

78,451

78,451

Capital reserve

 

125

125

125

Merger reserve

 

(103,581)

(103,581)

(103,581)

Translation reserve

 

1,116

(1,822)

(1,327)

Share-based payments reserve

 

1,203

223

681

Retained earnings

 

100,682

92,624

98,551

TOTAL EQUITY

 

79,671

67,695

74,575


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY


Share capital

Share premium

 

 

Capital reserve

 

 

Merger reserve

 

 

Translation reserve

Share-based payments reserve

Retained earnings

Total equity


£'000

£'000


£'000

£'000


£'000

£'000

 

 

 

 

 

 

 

 

 

At 1 January 2021

1,800

78,451

-

(103,581)

(1,604)

13

91,204

66,283

 

 

 

 

 

 

 

 

 

Profit for the period

-

-

-

-

-

-

1,420

1,420

Other comprehensive expense for the period

-

-

-

-

(218)

-

-

(218)

Total comprehensive (expense)/income

-

-

-

-

(218)

-

1,420

1,202

Purchase of deferred shares

(125)

-

125

-

-

-

-

-

Employee share schemes - value of employee services

-

-

-

-

-

210

-

210

Total transactions with owners recognised in equity

(125)

-

125

-

-

210

-

210

At 30 June 2021

1,675

78,451

125

(103,581)

(1,822)

223

92,624

67,695

 

 

 

 

 

 

 

 

 

Profit for the period

-

-

-

-

-

-

5,927

5,927

Other comprehensive income for the period

-

-

-

-

495

-

-

495

Total comprehensive income

-

-

-

-

495

-

5,927

6,422









 

Employee share schemes - value of employee services

-

-

-

-

-

391

-

391

Deferred tax on employee share schemes

-

-

-

-

-

67

-

67

Total transactions with owners recognised in equity

-

-

-

-

-

458

-

458

At 31 December 2021

1,675

78,451

125

(103,581)

(1,327)

681

98,551

74,575

 

 

 

 

 

 

 

 

 

Profit for the period

-

-

-

-

-

-

2,131

2,131

Other comprehensive income for the period

-

-

-

-

2,443

-

-

2,443

Total comprehensive income

-

-

-

-

2,443

-

2,131

4,574

Employee share schemes - value of employee services

-

-

-

-

-

577

-

577

Deferred tax on employee share schemes

-

-

-

-

-

(55)

-

(55)

Total transactions with owners recognised in equity

-

-

-

-

-

522

-

522

At 30 June 2022

1,675

78,451

125

(103,581)

1,116

1,203

100,682

79,671

 

 

CONSOLIDATED CASH FLOW STATEMENT


Notes

Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021



£'000

£'000

£'000






Operating profit


3,049

2,162

9,866

Adjustments for:

 

 

 

 

-      Depreciation

7

1,134

986

1,986

-      Amortisation

6

1,877

1,071

2,811

-      Share-based payments charge

11

638

229

715

-      Profit on disposal of fixed assets


-

-

(13)

Cash flows from operating activities before changes in working capital

 

6,698

4,448

15,365






-      Change in inventories


(5,988)

(3,526)

2,016

-      Change in trade receivables


(9,148)

(9,044)

(8,433)

-      Change in trade payables


321

(129)

3,556

Cash flows (used in)/from operating activities

 

(8,117)

(8,251)

12,504






-      Income taxes paid


(326)

(46)

(521)

Net cash flows (used in)/from operating activities

 

(8,443)

(8,297)

11,983

 





Cash flows from investing activities





-      Purchase of property, plant and equipment


(444)

(257)

(680)

-      Purchase of intangible assets


(3,104)

(1,983)

(4,602)

Net cash flows used in investing activities

 

(3,548)

(2,240)

(5,282)






Cash flows from financing activities





-      Lease payments


(929)

(594)

(1,360)

-      Interest paid


(245)

(269)

(549)

-      Receipts from secured loan facilities


5,500

7,750

-

Net cash flows from/(used in) financing activities

 

4,326

6,887

(1,909)


 

 

 

 

NET CASH FLOWS

 

(7,665)

(3,650)

4,792






Cash and cash equivalents at beginning of period


12,051

7,066

7,066

Effect of exchange rate fluctuations on cash held


965

185

193

Cash and cash equivalents at end of period

 

5,351

3,601

12,051

 

 

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL INFORMATION

 

1.     GENERAL INFORMATION

The principal activity of The Pebble Group (the "Company") is that of a holding company and the principal activity of the Company and its subsidiaries (the "Group") is the sale of products, services and technology to the promotional merchandise industry. The Group has two segments, Brand Addition and Facilisgroup. For Brand Addition this is the sale of promotional products internationally, to many of the world's best-known brands, and for Facilisgroup the provision of technology, consolidated buying power and community learning and networking events to SME promotional product distributors in North America, its Partners, through subscription-based services.

 

The Company was incorporated on 27 September 2019 in the United Kingdom and is a public company limited by shares registered in England and Wales. The registered office of the Company is Broadway House, Trafford Wharf Road, Trafford Park, Manchester, England M17 1DD. The Company registration number is 12231361.

 

2.     BASIS OF PREPARATION

These condensed consolidated interim financial statements of the Group are for the period ended 30 June 2022. They have been prepared on the basis of the policies set out in the 2021 annual financial statements and in accordance with UK adopted IAS 34. Financial information for the period ended 30 June 2021 included herein is derived from the condensed consolidated interim financial statements for that period.

 

The condensed consolidated interim financial statements have not been reviewed or audited, nor do they comprise statutory accounts for the purpose of Section 434 of the Companies Act 2006, and do not include all of the information or disclosures required in the annual financial statements and should therefore be read in conjunction with the Group's 2021 annual financial statements, which were prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union.

 

Financial information for the year ended 31 December 2021 included herein is derived from the statutory accounts for that year, which have been filed with the Registrar of Companies. The auditors' report on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain a statement under Section 498 of the Companies Act 2006.

 

The condensed consolidated interim financial statements are presented in the Group's functional currency of pounds Sterling and all values are rounded to the nearest thousand (£'000) except when otherwise indicated.

 

Accounting Policies

The accounting policies adopted in the preparation of the condensed consolidated interim financial statements are consistent with those followed in the preparation of the Group's annual financial statements for the year ended 31 December 2021 as described in the Group's Annual Report and financial statements for that year and as available on the Group's website ( www.thepebblegroup.com ).

 

Taxation

Taxes on income in the interim periods are accrued using management's best estimate of the weighted average annual tax rate that would be applicable to expected total annual earnings.

 

Forward looking statements

Certain statements in this report are forward looking with respect to the operations, strategy, performance, financial condition and growth opportunities of the Group.  The terms "expect", "anticipate", "should be", "will be", "is likely to" and similar expressions identify forward-looking statements. Although the Board believes that the expectations reflected in these forward-looking statements are reasonable, by their nature these statements are based on assumptions and are subject to a number of risks and uncertainties. Actual events could differ materially from those expressed or implied by these forward-looking statements.  Factors which may cause future outcomes to differ from those foreseen in forward-looking statements include, without limitation: general economic conditions and business conditions in the Group's markets; customers' expectations and behaviours; supply chain developments; technology changes; the actions of competitors; exchange rate fluctuations; and legislative, fiscal and regulatory developments.  Information contained in these financial statements relating to the Group should not be relied upon as a guide to future performance.

 

Key risks and uncertainties

The Group has in place a structured risk management and internal control framework. The risk register identifies key risks and uncertainties that could affect the Group's performance, along with their associated mitigants and controls. The Group has reviewed and updated its risk register at half year 2022, including the addition of a separate sub-register on climate related risks and opportunities.

 

As a result of the review, one risk (dependence, attraction and retention of key personnel) was increased from 'amber' to 'red' overall risk score; three risks were increased from 'green' to 'amber' overall risk score (technological change and pressure from market competitors/new entrants, tax and share price volatility/liquidity); and one risk was reduced from 'green' to 'amber' overall risk score (Brexit).  These changes reflect and align with our current experience of focus, risk likelihood and impact.  However, overall, the key risks and uncertainties faced by the Group in the context of achieving its strategic objectives, and the factors that mitigate those risks, have not substantially changed from those set out in the Group's Annual Report which can be found on the Group's website ( www.thepebblegroup.com ).

 

Going Concern statement

The Group meets its day-to-day working capital requirements through its own cash balances and committed banking facilities. In assessing the appropriateness of adopting the going concern basis in the preparation of these consolidated interim financial statements, the Directors have prepared cash flow forecasts and projections for the up to 31 December 2023.

 

The forecasts and projections, which the Directors consider to be prudent, have been further sensitised by applying reductions to revenue growth and margin, to consider a severe but plausible downside. Under both the base and sensitised case the Group is expected to have headroom against covenants, which are based on interest cover and net leverage, and a sufficient level of financial resources available through existing facilities when the future funding requirements of the Group are compared with the level of committed available facilities. Based on this, the Directors are satisfied that the Group has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the consolidated interim financial statements.

 

3.     SEGMENTAL ANALYSIS

The chief operating decision-maker has been identified as the Executive Directors. The Directors review The Pebble Group's internal reporting in order to assess performance and allocate resources. The Directors have determined that the operating segments are those of Brand Addition and Facilisgroup.

 

Segment information about the above segments is presented below:

 

Income statement for the period ended 30 June 2022

 


Brand Addition

Facilisgroup

Central operations

Period ended

30 June

2022


£'000

£'000

£'000

£'000






Revenue

52,926

7,390

-

60,316

Cost of goods sold

(37,099)

-

-

(37,099)

Gross profit

15,827

7,390

-

23,217






Operating expenses

(13,060)

(5,729)

(1,379)

(20,168)

Total operating expenses

(13,060)

(5,729)

(1,379)

(20,168)

Operating profit/(loss)

2,767

1,661

(1,379)

3,049

 





Analysed as:





Adjusted EBITDA

4,377

3,515

(1,194)

6,698

Depreciation

(825)

(291)

(18)

(1,134)

Amortisation

(518)

(1,359)

-

(1,877)

Share-based payment charge

(267)

(204)

(167)

(638)

Operating profit/(loss)

2,767

1,661

(1,379)

3,049

 





Finance expense

(185)

(9)

(51)

(245)

Profit/(loss) before taxation

2,582

1,652

(1,430)

2,804

 

 

 

 

 

Income tax (expense)/income

(620)

(396)

343

(673)

Profit/(loss) for the period

1,962

1,256

(1,087)

2,131

   

Due to the timing on the delivery of orders, the Brand Addition segment of The Pebble Group traditionally raises a higher number of invoices in the period July to December which results in The Pebble Group's performance being weighted to the second half of the year. 

 

All the above revenues are generated from contracts with customers.

 

Income statement for the period ended 30 June 2021


Brand Addition

Facilisgroup

Central operations

Period ended

30 June

2021


£'000

£'000

£'000

£'000






Revenue

41,124

5,635

-

46,759

Cost of goods sold

(29,533)

-

-

(29,533)

Gross profit

11,591

5,635

-

17,226






Operating expenses

(10,452)

(3,499)

(1,113)

(15,064)

Total operating expenses

(10,452)

(3,499)

(1,113)

(15,064)

Operating profit/(loss)

1,139

2,136

(1,113)

2,162

 

 

 

 

 

Analysed as:





Adjusted EBITDA

2,450

3,005

(1,007)

4,448

Depreciation

(705)

(260)

(21)

(986)

Amortisation

(533)

(538)

-

(1,071)

Share-based payment charge

(73)

(71)

(85)

(229)

Operating profit/(loss)

1,139

2,136

(1,113)

2,162

 

 

 

 

 

Finance expense

(191)

(15)

(63)

(269)

Profit/(loss) before taxation

948

2,121

(1,176)

1,893

 

 

 

 

 

Income tax (expense)/income

(255)

(548)

330

(473)

Profit/(loss) for the period

693

1,573

(846)

1,420

 

Income statement for the year ended 31 December 2021


Brand Addition

Facilisgroup

Central operations

Year ended 31 December 2021


£'000

£'000

£'000

£'000






Revenue

102,383

12,718

-

115,101

Cost of goods sold

(73,128)

-

-

(73,128)

Gross profit

29,255

12,718

-

41,973






Operating expenses

(22,133)

(7,577)

(2,397)

(32,107)

Total operating expenses  

(22,133)

(7,577)

(2,397)

(32,107)

Operating profit/(loss)

7,122

5,141

(2,397)

9,866

 





Analysed as:





Adjusted EBITDA

9,932

7,581

(2,135)

15,378

Depreciation

(1,410)

(533)

(43)

(1,986)

Amortisation

(1,136)

(1,675)

-

(2,811)

Share-based payment charge

(264)

(232)

(219)

(715)

Total operating profit/(loss)

7,122

5,141

(2,397)

9,866






Finance expense

(378)

(26)

(145)

(549)

Profit/(loss) before taxation

6,744

5,115

(2,542)

9,317

 

 

 

 

 

Income tax (expense)/income

(865)

(1,131)

26

(1,970)

Profit/(loss) for the year

5,879

3,984

(2,516)

7,347

 

Statement of financial position as at 30 June 2022

 


Brand Addition

Facilisgroup

Central operations

As at

30 June

2022


£'000

£'000

£'000

£'000

ASSETS





Non-current assets





Intangible assets

37,840

20,925

-

58,765

Property, plant and equipment

6,903

3,231

60

10,194

Deferred tax asset

213

115

67

395

Total non-current assets

44,956

24,271

127

69,354






Current assets





Inventories

16,081

-

-

16,081

Trade and other receivables

34,813

3,769

5

38,587

Cash and cash equivalents

2,905

2,219

227

5,351

Total current assets

53,799

5,988

232

60,019






TOTAL ASSETS

98,755

30,259

359

129,373






LIABILITIES





Non-current liabilities





Lease liability

5,676

2,447

62

8,185

Deferred tax liability

-

3,751

-

3,751

Total non-current liabilities

5,676

6,198

62

11,936






Current liabilities





Borrowings

5,500

-

-

5,500

Lease liability

1,252

339

21

1,612

Trade and other payables

27,233

2,665

587

30,485

Current tax liability

393

18

(242)

169

Total current liabilities

34,378

3,022

366

37,766






TOTAL LIABILITIES

40,054

9,220

428

49,702






NET ASSETS/(LIABILITIES)

58,701

21,039

(69)

79,671

 

Statement of financial position as at 30 June 2021

 

 

Brand Addition

Facilisgroup

Central operations

As at

 30 June

2021


£'000

£'000

£'000

£'000

ASSETS





Non-current assets





Intangible assets

37,744

16,643

-

54,387

Property, plant and equipment

5,146

3,215

99

8,460

Deferred tax asset

41

19

256

316

Total non-current assets

42,931

19,877

355

63,163






Current assets





Inventories

15,635

-

-

15,635

Trade and other receivables

27,524

2,456

52

30,032

Cash and cash equivalents

2,967

394

240

3,601

Current tax asset

(193)

194

532

533

Total current assets

45,933

3,044

824

49,801

 

 

 

 

 

TOTAL ASSETS

88,864

22,921

1,179

112,964

 





LIABILITIES





Non-current liabilities





Lease liability

4,630

2,438

-

7,068

Deferred tax liability

-

2,630

-

2,630

Total non-current liabilities

4,630

5,068

-

9,698

 





Current liabilities





Borrowings

7,750

-

-

7,750

Lease liability

1,100

322

-

1,422

Trade and other payables

23,462

2,405

532

26,399

Total current liabilities

32,312

2,727

532

35,571






TOTAL LIABILITIES

36,942

7,795

532

45,269






NET ASSETS

51,922

15,126

647

67,695

 

 

 

 

 

 

Statement of financial position as at 31 December 2021

 


Brand Addition

Facilisgroup

Central operations

As at 31 December 2021


£'000

£'000

£'000

£'000

ASSETS





Non-current assets





Intangible assets

37,728

17,946

-

55,674

Property, plant and equipment

4,766

3,083

78

7,927

Deferred tax asset

146

58

96

300

Total non-current assets

42,640

21,087

174

63,901






Current assets





Inventories

10,093

-

-

10,093

Trade and other receivables

25,415

3,930

77

29,422

Cash and cash equivalents

10,335

1,230

486

12,051

Total current assets

45,843

5,160

563

51,566






TOTAL ASSETS

88,483

26,247

737

115,467






LIABILITIES





Non-current liabilities





Lease liability

4,018

2,349

21

6,388

Deferred tax liability

-

3,035

-

3,035

Total non-current liabilities

4,018

5,384

21

9,423






Current liabilities





Lease liability

985

328

71

1,384

Trade and other payables

26,500

2,752

813

30,065

Current tax liability/(asset)

28

36

(44)

20

Total current liabilities

27,513

3,116

840

31,469






TOTAL LIABILITIES

31,531

8,500

861

40,892

 





NET ASSETS

56,952

17,747

(124)

74,575

   

4.     INCOME TAX EXPENSE

The income tax expense for the Period is based upon management's best estimate of the weighted average annual tax rate expected for the full year ending 31 December 2022. The income tax expense is higher than the standard rate of 19% due to higher standard income tax rates in overseas territories and overseas losses carried forward. The income tax expense for the year ended 31 December 2021 was higher than the standard rate due to higher standard income tax rates in overseas territories.

 

5.     EARNINGS PER SHARE

Basic earnings per share are calculated by dividing the earnings attributable to equity shareholders by the weighted average number of ordinary shares in issue during the Period.

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 SAYE, 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 period. 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 are satisfied at the end of the reporting period, irrespective of whether this is the end of the vesting period or not.

The impact of the potentially dilutive share options issued under The Pebble Group LTIP's dated 21 December 2020, 8 June 2021 and 29 March 2022 and SAYE dated 6 October 2021 is £nil for the period ended 30 June 2022. The impact on the basic earnings per share for the period ended 30 June 2021 is 0.01p.

The calculation of basic earnings per share is based on the following data:

 

Statutory EPS

 

Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021

 

 

 

 

Earnings (£'000)




Earnings for the purposes of basic and diluted earnings per share

being profit for the period attributable to equity shareholders

2,131

1,420

7,347

Number of shares




Weighted average number of shares for the purposes of basic earnings per share

167,450,893

167,450,893

167,450,893

Weighted average dilutive effects of conditional share awards

-

649,260

353,605

Weighted average number of shares for the purposes of diluted earnings per share

167,450,893

168,100,153

167,804,498

Earnings per ordinary share (pence)




Basic earnings per ordinary share (pence)

1.27

0.85

4.39

Diluted earnings per ordinary share (pence)

1.27

0.84

4.38

 

Adjusted EPS

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

 


Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021

Earnings (£'000)




Earnings for the purposes of basic and diluted earnings per share being adjusted earnings

3,153

1,808

8,599

Number of shares




Weighted average number of shares for the purposes of adjusted earnings per share

167,450,893

167,450,893

167,450,893

Weighted average dilutive effects of conditional share awards

-

649,260

353,605

Weighted average number of shares for the purposes of diluted earnings per share

167,450,893

168,100,153

167,804,498

Adjusted earnings per ordinary share (pence)




Basic adjusted earnings per ordinary share (pence)

1.88

1.08

5.14

Diluted adjusted earnings per ordinary share (pence)

1.88

1.08

5.12

 

The calculation of adjusted earnings per share is based on the following data:

 


Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021


£'000

£'000

£'000

Profit for the period attributable to equity shareholders

2,131

1,420

7,347

Add back/(deduct):




Amortisation charge on acquired intangible assets

677

250

894

Share-based payment charge

638

229

715

Tax effect of the above

(293)

(91)

(357)

Adjusted earnings

3,153

1,808

8,599

 

6.     INTANGIBLE ASSETS


Goodwill

Customer relationships

Software and Development costs

Work in progress

Total


£'000

£'000

£'000

£'000

£'000

Cost






Balance at 31 December 2020

35,802

10,144

17,130

222

63,298

FX difference on translation

(86)

(183)

(76)

-

(345)

Additions

-

-

1,612

174

1,786

Balance at 30 June 2021

35,716

9,961

18,666

396

64,739

FX difference on translation

89

280

176

-

545

Additions

-

-

1,941

565

2,506

Reclassifications

-

-

538

(538)

-

Balance at 31 December 2021

35,805

10,241

21,321

423

67,790

FX difference on translation

312

1,014

1,207

38

2,571

Additions

-

-

2,189

827

3,016

Disposals

-

-

(15)

-

(15)

Balance at 30 June 2022

36,117

11,255

24,702

1,288

73,362

 

 





Accumulated amortisation

 





Balance at 31 December 2020

-

1,157

8,124

-

9,281

Charge for the period

-

250

821

-

1,071

Balance at 30 June 2021

-

1,407

8,945

-

10,352

FX difference on translation

-

(13)

37

-

24

Charge for the period

-

253

1,487

-

1,740

Balance at 31 December 2021

-

1,647

10,469

-

12,116

FX difference on translation

-

166

453

-

619

Charge for the period

-

265

1,612

-

1,877

Disposals

-

-

(15)

-

(15)

Balance at 30 June 2022

-

2,078

12,519

-

14,597







Net book value






At 31 December 2020

35,802

8,987

9,006

222

54,017

At 30 June 2021

35,716

8,554

9,721

396

54,387

At 31 December 2021

35,805

8,594

10,852

423

55,674

At 30 June 2022

36,117

9,177

12,183

1,288

58,765

The Group tests annually for impairment, or more frequently if there are indicators that goodwill might be impaired. There were no such indicators in the Period.

 

7.     PROPERTY, PLANT AND EQUIPMENT


Fixtures and fittings

Computer hardware

Right-of-use Assets

Total


£'000

£'000

£'000

£'000

Cost




 

Balance at 31 December 2020

3,713

2,708

12,795

19,216

Impact of foreign exchange translation

(35)

(18)

(129)

(182)

Additions

20

237

269

526

Disposals

-

-

(175)

(175)

Balance at 30 June 2021

3,698

2,927

12,760

19,385

Impact of foreign exchange translation

54

16

174

244

Additions

140

283

192

615

Disposals

-

-

(342)

(342)

Balance at 31 December 2021

3,892

3,226

12,784

19,902

Impact of foreign exchange translation

208

101

758

1,067

Additions

114

330

2,388

2,832

Disposals

-

(69)

(1,713)

(1,782)

Balance at 30 June 2022

4,214

3,588

14,217

22,019

 




 

Accumulated depreciation




 

Balance at 31 December 2020

2,935

1,977

5,202

10,114

Impact of foreign exchange translation

(22)

(9)

(30)

(61)

Charge for the period

93

161

732

986

Disposals

-

-

(114)

(114)

Balance at 30 June 2021

3,006

2,129

5,790

10,925

Impact of foreign exchange translation

38

19

50

107

Charge for the period

89

175

736

1,000

Disposals

-

-

(57)

(57)

Balance at 31 December 2021

3,133

2,323

6,519

11,975

Impact of foreign exchange translation

148

31

319

498

Charge for the period

107

216

811

1,134

Disposals

-

(69)

(1,713)

(1,782)

Balance at 30 June 2022

3,388

2,501

5,936

11,825

 

 

 

 

 

Net book value

 

 

 

 

Balance at 31 December 2020

778

731

7,593

9,102

Balance at 30 June 2021

692

798

6,970

8,460

Balance at 31 December 2021

759

903

6,265

7,927

Balance at 30 June 2022

826

1,087

8,281

10,194

 

 

 

 

 

 

Right-of-use Assets - net book value

 

Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021

 

£'000

£'000

£'000

Leasehold property

8,118

6,710

6,069

Fixtures and fittings

127

184

140

Computer hardware

36

76

56


8,281

6,970

6,265

 

8. INVENTORIES

Inventory levels are higher at the June period end compared to December predominantly due to higher levels of stock in transit to satisfy higher sales activity in the second half of the financial year to December.

 

9. LEASES

Amounts recognised in the consolidated statement of financial position

In addition to the right-of-use assets included within note 7, the consolidated statement of financial position shows the following amounts relating to leases:

 

Lease liabilities

Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021


£'000

£'000

£'000

Maturity analysis - contractual undiscounted cash flows:




Less than one year

2,063

1,818

1,716

More than one year, less than two years

1,873

1,529

1,440

More than two years, less than three years

1,633

1,330

1,273

More than three years, less than four years

1,637

1,173

1,200

More than four years, less than five years

1,418

1,193

1,202

More than five years

2,685

2,872

2,338

Total undiscounted lease liabilities at period end

11,309

9,915

9,169

Finance costs

(1,512)

(1,425)

(1,397)

Total discounted lease liabilities at period end

9,797

8,490

7,772





Lease liabilities included in the statement of financial position:




Current

1,612

1,422

1,384

Non-current

8,185

7,068

6,388


9,797

8,490

7,772

 

Amounts recognised in the consolidated income statement

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

 

 

 

Unaudited

Period ended

30 June

2022

Unaudited

Period ended

30 June

2021

Audited

Year ended

31 December

2021

 

£'000

£'000

£'000

Depreciation charge - fixtures and fittings

788

710

1,424

Depreciation charge - computer hardware

23

22

44


811

732

1,468





Interest expense (within finance expense)

213

197

381





 

10. FINANCIAL INSTRUMENTS

The fair values of all financial instruments included in the consolidated statement of financial position are a reasonable approximation of their carrying values.

 

11. SHARE-BASED PAYMENTS

The Group operates equity-settled share-based payment plans for certain employees of the Group under The Pebble Group plc LTIP and The Pebble Group plc Group SAYE.

 

On 29 March 2022, under the LTIP, the Group made awards of 1,719,986 conditional shares to certain Directors and employees.

 

The Group recognised total expenses of £638,000 (period ending 30 June 2021: £229,000) in respect of equity-settled share-based payment transactions for the period ended 30 June 2022.

 

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