Interim Results

RNS Number : 4750L

Xpediator PLC

13 September 2021

 

The information contained within this announcement is deemed by the Group to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR").  Upon the publication of this announcement via a Regulatory Information Service ("RIS"), this inside information is now considered to be in the public domain.

 13 September 2021

XPEDIATOR PLC

("Xpediator", the "Company" or the "Group")

CONDENSED INTERIM RESULTS

FOR THE SIX MONTHS TO 30 JUNE 2021

Xpediator Plc (AIM: XPD), a leading provider of freight management services across the UK and Central and Eastern Europe, is pleased to announce its unaudited condensed interim results for the six months ended 30 June 2021.

H1 2021 Financial Highlights

· Group revenue of £126.6m (2020: £99.6m).

·  Adjusted profit before tax¹ of £3.6m (2020: £2.1m) reflecting continued growth within key CEE markets, incremental revenue generated from customs clearance, full recovery from a COVID-19 affected market and execution of a clear and simplified business strategy.

· Adjusted earnings per share of 1.58 pence (2020: 1.03 pence).

· Basic earnings per share of 0.66 pence (H1 2020: loss per share of 0.25 pence).

· Interim dividend increased by 11% to 0.50 pence per share (H1 2020: 0.45 pence).

Divisional Overview

· Freight Forwarding revenue increased 28.5% to £100.8m (2020: £78.4m) generating operating profit of £4.1m (H1 2020: £2.6m), driven primarily by growth in CEE, enhanced sea freight rates and successful implementation of a UK customs clearance department.

· Logistics and Warehousing revenue increased by 22.0% to £22.9m (H1 2020: £18.7m) giving an operating profit of £0.4m (2020: £0.6m), resulting from continued strong performance from the Romania Pallex business, offset by start-up costs linked to the UK new build 200,000 sqft facility in Southampton and the UK Braintree facility turnaround.

· Transport Support Services revenue increased by £0.5m to £3.0m (2020: £2.5.m) and operating profit to £1.3m (2020: £0.9m).

Post Period Highlights

· UK strategic partnership with e-fulfilment leader Synergy Retail Support.

· Opening of 200,000 sqft new build warehouse extension in Southampton for Delamode International Logistics.

· Review and development of the Group digitalisation strategy and recruitment of a new Group Digitalisation Director.

· Further recruitment of key senior personnel to enhance and strengthen leadership.

· Well placed to achieve an improved performance in the second half of 2021 with adjusted profit before tax for the full year expected to be in excess of £8.5m.

· Healthy pipeline of potential acquisitions.

¹ Profit before tax has been adjusted for exceptional items of restructuring costs and deferred consideration release of £398,000 (H1 2020 - £700,000) non-cash interest on deferred consideration of £nil (H1 2020 - £161,000), amortisation of acquisition related intangibles of £742,000 (H1 2020: £726,000), additional interest charge of £167,000 (H1 2020: £171,000) following the application of IFRS 16.

Alex Borrelli, Chairman, commented:

"These financial results show an all-round enhanced performance aligned to a clearer business strategy. All divisions performed well but particularly impressive was the performance of our Freight Forwarding division with Lithuania and Bulgaria reporting strong results.

As indicated by way of the trading update released in June 2021, the Group is expecting a further strong operational and financial performance in H2 2021.  This is extremely pleasing and takes into account business strategy alignment, key personnel employed and cost reduction decisions taken in H2 2020.

Finally, I welcome Mark Whiteling as my successor as Chairman effective 22 September 2021.

Enquiries:

Xpediator plc	Tel: [phone]
Robert Ross, Chief Executive Officer	Email: [e-mail]
Mike Williamson, Chief Financial Officer
Cenkos  Securities plc (Nominated Advisor & Broker)	Tel: [phone]
Giles Balleny, Max Gould (Corporate Finance) Alex Pollen, Michael Johnson (Sales)
Novella Communications  (Financial Public Relations)	Tel: [phone]
Tim Robertson
Fergus Young

About Xpediator:

Xpediator is a well-established international provider of freight management services. Established in 1988, the Group's international network of offices provides road, sea and air freight services, together with logistics and warehousing in the UK and Romania. The business offers integrated freight management within the supply chain logistics and fulfilment sector, through its three main areas: freight forwarding, logistics & warehousing and transport services. With headquarters in Braintree, Essex and country offices in 9 CEE countries across 38 sites, the Group currently employs over 1,200 people and was successfully listed on London's AIM market in 2017.

For more information, please visit: www.xpediator.com.

Alternatively, do follow us on Twitter at @Xpediator or find us on LinkedIn at Xpediator Plc.

Chief Executive Statement

Introduction

We are pleased to present the Group's financial performance for the first six months of 2021. Whilst market conditions remain highly competitive, demand for the Company's freight management services has remained strong.  

Our strategy remains focused around building a scalable and risk adjusted platform to support our freight management companies across the UK and Europe with a particular expertise in Central and Eastern Europe ("CEE"). 

H1 2021 Trading

The Group generated revenue of £126.6m during the six months ended 30 June 2021 (H1 2020: £99.6m), adjusted operating profit of £4.0m² (H1 2020: £2.5m) and reported profit before tax of £2.3m (H1 2020: £0.3m).

2 Operating Profit has been adjusted for the exceptional items of £398,000 (H1 2020 : £700,000) and the amortisation charge of £742,000 (H1 2020 : £726,000)

Revenue generated in the CEE increased by 24.3% to £78.8m (H1 2020: £63.4m), whilst demand for services in the UK increased by 32.0% to £47.8m (H1 2020: £36.2m).

Net debt (excluding right-of-use assets debt) at 30 June 2021 was £1.6m (31 December 2020: net cash £6.8m). The negative movement is primarily a reflection of considerable advance supplier payments required in line with market supplier availability, increased freight rates, delays in client payments linked to acceptance of Brexit related charges and some delays in collecting UK receivables following a change in operational system, personnel and structures within the UK freight forwarding finance and shared service teams. This item is receiving significant focus, has already improved and is expected to be fully unwound  by the year end.

The Directors are declaring an increased interim dividend of 0.50 pence (H1 2020: 0.45 pence) per share totalling £708,442 (H1 2020: £637,349) to be paid on 29 October 2021. This dividend has not been accrued in the consolidated statement of financial position. 

Operational Review

Freight Forwarding  

Revenue  H1 2021: £100.8m  H1 2020: £78.4m

Operating profit  H1 2021: £4.1m H1 2020: £2.6m

The Freight Forwarding division includes businesses in the UK and CEE operating under the Delamode brand.

The division specialises in moving freight, primarily internationally by road, rail, air and sea, and continues to be the largest core service of the Group.

The division which accounts for 79.6% of the Group's revenue has continued to grow in 2021 with revenue in H1 2021 increasing by 28.5%, and resulting in operating profit increasing 54.1% to £4.1m (H1 2020: £2.6m).

Growth within Freight Forwarding has been principally driven by continued strong performance in Lithuania and Bulgaria. Other businesses have performed in line with expectations although future growth is expected in the Romania and UK following the appointment of new senior management.

Logistics & Warehousing 

Revenue  H1 2021: £22.9m  H1 2020: £18.7m

Operating profit  H1 2021: £0.4m H1 2020: £0.6m

The Logistics and Warehousing division includes businesses in the UK and Romania under the Delamode  and Pallex brands.

Overall, revenue increased by £4.2m (22.0%) however operating profit decreased by £0.2m (37.3%). Whilst there has been a continued strong performance from Romania Pallex, this contribution to operating profit was offset by start-up costs linked to the UK new build 200,000 sqft facility in Southampton and the turnaround of UK Braintree and Fashion operations. Following the strategic partnership with Synergy Retail Support Limited, new customers acquisitions have been made in Braintree.

Logistics activity under the successful operation of the master franchise Pallex pallet distribution network in Romania contributed strongly during this period and is now moving on average approximately 78,000 pallets of freight monthly (H1 2020: 67,000 per month), servicing mainly manufacturers, retailers and importers in Romania and the surrounding region. Revenue and operating profit increased by 20.9% and 25.7% respectively versus H1 2020.

Warehousing activity in Romania has remained robust. Revenue and operating profit increased by 17.1% and 60.0% respectively versus H1 2020.

The Import Services business in Southampton UK was rebranded as Delamode International Logistics in H1 2021 with results in line with expectations whilst being impacted by additional costs associated with the 200,000 sqft new build warehouse that is now complete and operational. The outlook for H2 2021 is positive and in line with the seasonality of the business unit, the build completion and a strong sales pipeline.

The Delamode International Logistics warehouse in Braintree continues to be in the turnaround phase with additional attention and focus being placed on obtaining new contracts and improving operational efficiency.

Transport Support Services 

Revenue    H1 2021: £3.0m  H1 2020: £2.5m

Operating profit   H1 2021: £1.3m  H1 2020: £0.9m

Transport Support Services, trading principally under the Affinity brand, provides bundled fuel and toll cards, financial and support services for hauliers in Southern Europe.  Affinity is an agent of DKV, one of the world's largest fuel card providers, and  supplies the DKV fuel card across the East and West Balkan region to a database of approximately 2,000 Eastern European hauliers and over 14,500 trucks. In addition, Affinity offers a "one stop shop" of transport services including ferry bookings, insurances and recently, VAT refund services.

As well as acting independently, Affinity's commercial model allows the Group to generate synergies as many of the hauliers who are customers of Affinity also supply haulage services to Group companies. This enables the Group to have a good understanding of its customers and suppliers and underpins the Group's ability to source transport especially when capacity is low.

Transport Services recovered in H1 2021 with revenue increasing by £0.5m (20.2%) and operating profit increasing by £0.4m (42.8%). This recovery reflects a return to pre-pandemic volumes and growth in the Balkans business.

Outlook

Xpediator Plc has performed well in H1 2021 with revenues and profitability for the year now expected to be above the expectations set at the outset of the year. Our mix of geographies and freight management services represents a unique combination and continues to provide our customers with solutions to access these markets and store their goods.  We are confident in the future demand for our services and are focused on ensuring we have the right growth disciplines, infrastructure and personnel in place to support the profitable expansion of the Group going forward. In this regard the Group continues to review a number of acquisition opportunities, in line with its business plan and growth strategy.

As communicated in the trading update released on 25 June 2021, we believe the Group, which traditionally has earnings weighted to the second half of the year, is well placed to deliver full year adjusted profit before tax in excess of £8.5 million.

Robert Ross

13 September 2021

 

Chief Financial Officer Financial Review

Revenue

Revenue for the six months to 30 June 2021 was £126.6m, an increase of £27m or 27.1% on the comparable period (H1 2020: £99.6m).

Revenue increased within the Freight Forward business by £22.4m, Logistics and Warehouse revenue increased by £4.2m and Transport Services revenue increased by £0.5m. 

Gross Profit

Gross profit increased by £4.3m mainly as a result of the increased turnover.  Margins have seen a slight decline from 24.8% to 22.8%.

Operating profit

Statutory operating profit for the period was £2.9m (H1 2020: £1.1m).

Financing costs

The net interest expense for the period was £0.6m (H1 2020: £0.8m).  The reduction of £0.2m was mainly due to the reduction in the non-cash interest charge following the settlement of all deferred consideration.

Tax

The tax charge for the period was £0.8m (H1 2020: £0.1m). This equates to an effective tax rate of 34.6% (H1 2020: 32.4%).

Adjusted profit before tax

A reconciliation between reported profit before tax and adjusted profit before tax is shown below:

	Unaudited	Unaudited		Audited
	6 months to	6 months to		Year to
	30 June   2021	30 June 2020		31 December 2020
	000		£000	£000
Profit before tax (as reported)	2,271	302		3,934
Exceptional items (See note 12)	398	700		1,377
Unwind and add back of discount on deferred consideration	-	161		140
Amortisation of intangibles relating to acquisitions	742	726		1,464
Discount on deferred consideration	-	-		(52)
Additional incurred interest charge - IFRS 16 3	167	171		376
Total adjustments	1,307	1,758		3,305
Adjusted profit before tax	3,578	2,060		7,239

³ The additional incurred interest charge - IFRS 16 represents the difference between the cash rental payments and the accounting charges for depreciation and interest.

Adjusted profit after tax

A reconciliation between reported profit after tax and adjusted profit after tax is shown below:

	Unaudited	Unaudited		Audited
	6 months to	6 months to		Year to
	30 June   2021	30 June 2020		31 December 2020
	£000		£000	£000
Adjusted profit before tax	3,578	2,060		7,239
Actual tax charge	(786)	(98)		(874)
Tax Impact on:
Amortisation of intangibles relating to acquisitions	(141)	(138)		(278)
Additional incurred interest charge - IFRS 16	(32)	(32)		(71)
Total tax impact on adjusted items	(959)	(268)		(1,223)
Adjusted profit after tax	2,619	1,792		6,016

Statement of Financial Position

Total Assets: The Group had total assets of £148.7m as at 30 June 2021 (31 December 2020: £138.2m).

Total Liabilities: The Group had total liabilities of £117.0m as at 30 June 2021 (31 December 2020: £107.0m).

Net Assets The Group had net assets of £31.7m as at 30 June 2021 (31 December 2020: £31.1m).

Net (Debt)/Cash Reconciliation

	Unaudited	Unaudited		Audited
	6 months to	6 months to		Year to
	30 June   2021	30 June 2020		31 December 2020
	£000		£000	£000
Cash at Bank	11,194	11,586		12,720
Confidential invoice discounting facility	(10,715)	(3,777)		(3,732)
Overdraft	-	(1,070)		-
Bank Loans	(2,062)	(2,419)		(2,230)
Lease liabilities - right-of-use-assets	(29,160)	(26,212)		(32,240)
Total Debt	(41,937)	(33,478)		(38,202)
Net Debt	(30,743)	(21,892)		(25,482)
Net (Debt)/Cash excluding right-of-use-assets	(1,583)	4,320		6,758

Net debt (excluding right-of-use assets debt) at 30 June 2021 was £1.6m (31 December 2020:  net cash of £6.8m). 

As reflected in the increased usage of the confidential invoice discounting facility, the negative movement is primarily a reflection of considerable advance supplier payments required in line with market supplier availability, increased freight rates, delays in client payments linked to acceptance of Brexit related charges and some delays in collecting UK receivables following a change in operational system, personnel and structures within the UK freight forwarding finance and shared service teams.

This item is receiving significant focus, has already improved and is expected to be largely back to normal by the year end.

Board and Executive Management Changes

On 19 January 2021, the Group announced Michael Williamson as the new CFO from 1 March 2021. He joined from international freight forwarding company Rohlig Logistics where he was the Global Director of Finance & Controlling and Regional CFO of Northern Europe.

On 6 September 2021, the Group announced Mark Whiteling as the new Non-executive chairman who will join on 22 September 2021.  Mark has extensive experience in the B2B and logistics/distribution space having been Interim Chief Executive and Chief Financial Officer at Premier Farnell Plc, as well as Chief Financial Officer at Autobar Group Limited and Tibbett & Britten Group Plc. His most recent executive experience was as Chief Financial Officer at Interserve Plc leading the financial restructuring of that business. Mark is currently the Senior Independent Director for Smiths News Plc as well as Chair of the Audit Committee. He has also been the Senior Independent Director of Hogg Robinson Group Plc and was a Non-Executive Director at Future Plc.

Dividends

The Directors are declaring an interim dividend of 0.50 pence (H1 2020: 0.45 pence) per share totalling £708,442 (H1 2020: £637,349). The dividend will be payable to shareholders on the register on 15 October 2021 with the ex div date being 14 October 2021.  The dividend will be paid on 29 October 2021.

Michael Williamson

13 September 2021

 

Condensed income statement		Unaudited	Unaudited			Audited
		6 months to	6 months to			Year to
		30 June   2021	30 June 2020			31 December 2020
	Note	£000	£000			£000
Gross billings		177,676	155,908			342,981
Revenue	1	126,623	99,637			221,226
Cost of sales		(97,694)	(74,976)			(165,640)
Gross profit		28,929	24,661			55,586
Other operating income		546	873			1,250
Impairment loss on receivables		(287)	(592)			(853)
Administrative expenses		(26,294)	(23,875)			(50,680)
Operating profit		2,894	1,067			5,303
EBIT
Exceptional items included in administrative
expenses above	12	398	700			1,377
Operating profit before exceptional items		3,292	1,767			6,680
Finance income		57	4			95
Finance costs		(171)	(120)			(324)
Right-of-use asset interest charge		(509)	(488)			(1,000)
Non cash finance costs	12	-	(161)			(140)
Profit before tax		2,271	302			3,934
Income tax		(786)	(98)			(874)
Profit for period		1,485	204			3,060
Profit/(loss) attributable to:
Owners of the parent		930	(346)			2,031
Non-controlling interests		555	550			1,029
Profit for period		1,485	204			3,060
EPS attributable to the owners of the parent
Basic earnings/(loss) pence per share	3	0.66	(0.25)			1.46
Diluted earnings/(loss) pence per share	3	0.64	(0.25)			1.46
Adjusted basic earnings per share	3	1.58	1.03			3.84
Adjusted diluted earnings per share	3	1.54	1.03			3.84

Condensed Statement of Comprehensive Income	Unaudited	Unaudited	Audited
	6 months to	6 months to	Year to
	30 June 2021	30 June 2020	31 December 2020
	£000	£000	£000
Profit for the period	1,485	204	3,060
Other comprehensive income: items that may be reclassified to profit or loss
Exchange differences on translation of foreign operations	(660)	656	547
Total comprehensive income for the period	825	860	3,607

Total comprehensive income attributable to:
Owners of the parent	305	265	2,542
Non-controlling interests	520	595	1,065
Total comprehensive income for the period	825	860	3,607

Condensed Statement of Financial Position		Unaudited	Unaudited		Audited
		30 June 2021	30 June 2020		31 December 2020
	Note	£000	£000		£000
Non-current assets
Intangible assets	5	22,466	24,573		23,443
Property, plant and equipment	6	3,109	2,471		2,696
Right-of-use assets	7	28,160	25,284		31,599
Investments - unlisted		1	1		1
Trade and other receivables		286	1,541		252
Deferred tax		719	699		707
Total non-current assets		54,741	54,569		58,698
Current assets
Inventories		55	255		59
Trade and other receivables		82,750	56,605		66,723
Cash and cash equivalents		11,194	11,586		12,720
Total current assets		93,999	68,446		79,502
Total assets		148,740	123,015		138,200
Equity
Share capital	8	7,132	7,131		7,132
Share premium		13,139	13,139		13,139
Equity reserve		121	1		1
Translation reserve		(44)	681		581
Merger reserve		3,102	3,102		3,102
Retained earnings		6,831	4,161		5,901
Total equity before non-controlling interests		30,281	28,215		29,856
Non-controlling interests	9	1,468	1,181		1,332
Total equity after non-controlling interests		31,749	29,396		31,188
Non-current liabilities
Provisions		1,477	1,748		2,153
Trade and other payables		229	108		132
Interest bearing loans and borrowings	10	1,720	2,074		1,896
Lease liabilities - right-of-use assets	11	22,233	19,740		25,376
Deferred tax		1,545	1,748		1,697
Total Non-current liabilities		27,204	25,418		31,254
Current liabilities
Provisions		732	-		-
Trade and other payables		71,071	55,856		64,828
Deferred consideration		-	681		-
Interest bearing loans and borrowings	10	11,057	4,122		4,066
Overdrafts		-	1,070		-
Lease liabilities - right-of-use assets	11	6,927	6,472		6,864
Total current liabilities		89,787	68,201		75,758
Total liabilities		116,991	93,619		107,012
Total equity and liabilities		148,740	123,015		138,200
Condensed Statement of Cash Flows
		Unaudited	Unaudited		Audited
		6 months to	6 months to		Year to
		30 June 2021	30 June 2020		31 December 2020
		£000	£000		£000
Profit before tax		2,271	302		3,934
Adjustment for:
Depreciation		4,227	3,669		7,168
Amortisation		989	878		1,730
Finance costs		680	769		1,464
Finance income		(57)	(4)		(95)
Share based payment charge		121	(15)		(15)
Deferred consideration adjustment		-	-		(344)
Disposal of EshopWedrop subsidiaries		-	-		270
Loss on disposal of intangible assets		6	-		339
Loss/(profit) on disposal of property, plant and equipment		-	5		(787)
		8,237	5,604		13,664
Changes in working capital:
Decrease/(increase) in stock		4	(137)		59
(Increase)/decrease in trade and other receivables		(16,062)	3,831		(4,998)
Increase/(decrease) in trade and other payables		6,341	(3,987)		6,735
Increase in provisions		56	74		402
Net cash (used)/generated from operating activities		(1,424)	5,385		15,862
Continuing operations Cash flows from operating activities
Interest paid		(513)	(121)		(948)
Tax paid		(613)	(353)		(848)
Net cash from operating activities		(2,550)	4,911		14,066
Cash flows from investing activities
Purchase of tangible fixed assets		(1,022)	(350)		(860)
Proceeds from sale of intangible assets		-	-		397
Purchase of intangible assets		(38)	(355)		(489)
Cash proceeds from sale and leaseback		-	-		2,900
Net cash acquired from acquisitions		-	-		(3,650)
Cash paid on deferred consideration of acquisition		-	(3,711)		(4,368)
Interest received		57	4		43
Net outflow from investing activities		(1,003)	(4,412)		(6,027)
Cash flows from financing activities
New loans		7,167	1,437		1,350
Loan repayments		(176)	-		(386)
Dividend paid		-	-		(636)
Transactions with non-controlling interests		-	169		-
Non-controlling interest dividends paid		(384)	(227)		(546)
Repayments on Leases		(3,601)	(3,593)		(7,587)
Net cash inflow/(outflow) from financing activities		3,006	(2,214)		(7,805)

	Unaudited	Unaudited	Audited
	6 months to	6 months to	Year to
	30 June 2021	30 June 2020	31 December 2020
	£000	£000	£000
(Decrease)/increase in cash and cash equivalents from continuing operations	(547)	(1,715)	234
Cash and cash equivalents at beginning of period	12,720	11,951	11,951
Effect of foreign exchange rate movements	(979)	280	535
Cash and cash equivalents at end of period	11,194	10,516	12,720

 

Condensed Statement of Changes in Equity

  For the six months to 30 June 2021 (unaudited)

	Share Capital £'000		Share Premium £'000		Equity Reserve £'000		Translation Reserve £'000	Merger Reserve £'000		Retained Earnings £'000		Total £'000		NCI £'000		Total Equity £'000
Balance at 1 January 2021	7,132		13,139		1		581	3,102		5,901		29,856		1,332		31,188
Share option charge	-		-		120		-	-		-		120		-		120
Dividends paid	-		-		-		-	-		-		-		(384)		(384)
Total contributions by and distributions to owners	-		-		120		-	-		-		120		(384)		(264)
Profit for the period	-		-		-		-	-		930		930		555		1,485
Exchange differences on foreign operations	-		-		-		(625)	-		-		(625)		(35)		(660)
Total comprehensive income for the period	-		-		-		(625)	-		930		305		520		825
Balance at 30 June 2021	7,132		13,139		121		(44)	3,102		6,831		30,281		1,468		31,749

For the six months to 30 June 2020 (unaudited)

	Share Capital £'000		Share Premium £'000		Equity Reserve £'000		Translation Reserve £'000	Merger Reserve £'000		Retained Earnings £'000		Total £'000		NCI £'000		Total Equity £'000
Balance at 1 January 2020	6,854		11,987		16		70	3,102		6,094		28,123		887		29,010
Acquisition of subsidiary	-		-		-		-	-		-		-		(232)		(232)
Transfer on acquisition of non-controlling interest	-		-		-		-	-		(158)		(158)		158		-
Share option charge	-		-		(15)		-	-		-		(15)		-		(15)
Dividends paid	277		1,152		-		-	-		(1,429)		-		(227)		(227)
Total contributions by and distributions to owners	277		1,152		(15)		-	-		(1,587)		(173)		(301)		(474)
(Loss)/profit for the period	-		-		-		-	-		(346)		(346)		550		204
Exchange differences on foreign operations	-		-		-		611	-		-		611		45		656
Total comprehensive income/(loss) for the period	-		-		-		611	-		(346)		265		595		860
Balance at 30 June 2020	7,131		13,139		1		681	3,102		4,161		28,215		1,181		29,396

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

FOR THE PERIOD TO 30 JUNE 2021

General information

The financial information included in this condensed interim statement of results does not constitute statutory accounts as defined in section 434 of the Companies Act 2006.  The unaudited accounts for the six month period ended 30 June 2021 have been prepared on a consistent basis and using the same accounting policies as those adopted in the financial statements for Xpediator PLC for the year ended 31 December 2020, except as noted below for new standards adopted. The statutory accounts of Xpediator PLC for the year ended 31 December 2020 are available on the Xpediator Plc website, www.xpediator.com. The auditors reported on those accounts: their report was unqualified and did not draw attention to any matters by way of emphasis.

The interim condensed financial statements were authorised for issue by the board of directors on 13 September 2021.

Basis of preparation

Xpediator Plc (the 'Company') is a company incorporated in England. The consolidated condensed interim financial statements of the Company for the six month period ended 30 June 2021 comprise the Company and its subsidiaries (together referred to as the 'Group'). The condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the United Kingdom. They are unaudited but have been reviewed by the Company's auditor and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 December 2020.

The preparation of the condensed interim financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amount of assets and liabilities, income and expenses. Actual results may differ from these estimates.

Accounting policies

The financial statements have been prepared on the historical cost basis except for the revaluation of certain financial instruments that are measured at revalued amounts or fair values at the end of each reporting period.

Going concern

The Directors have concluded that it is appropriate that the financial statements have been prepared on a going concern basis given the cash balances as at 30 June 2021, and funding facilities in place across the group, which it does not envisage will be withdrawn thus there are sufficient funds available to meet its liabilities as they fall due.  The financial statements have therefore been prepared on a going concern basis.

The directors believe that based on the current budgets and forecast cash flows, there is sufficient resources to meet its liabilities as they fall due.

 

1)  Turnover analysis by Country & Segment

		Unaudited	Unaudited	Audited
		6 months to	6 months to	Year to
		30 June   2021	30 June 2020	31 December 2020
		£000	£000	£000
United Kingdom		47,806	36,204	83,194
Lithuania		38,917	29,388	63,988
Romania		18,541	15,153	33,640
Bulgaria		13,821	12,135	25,635
Other		7,538	6,757	14,769
Total Income		126,623	99,637	221,226

		Unaudited	Unaudited	Audited
		6 months to	6 months to	Year to
		30 June   2021	30 June   2020	31 December 2020
		£000	£000	£000
Freight Forwarding
United Kingdom		34,813	25,770	56,889
Romania		6,439	5,016	11,305
Lithuania		38,917	29,388	63,988
Bulgaria		13,821	12,135	25,635
Other		6,765	6,088	13,179
Total Income Freight Forwarding		100,755	78,397	170,996

Logistics & Warehousing
United Kingdom		12,993	10,434	26,305
Romania		9,878	8,313	18,182
Total Income Logistics & Warehousing		22,871	18,747	44,487

Transport Solutions
Romania		2,224	1,824	4,153
Other		773	669	1,590
Total Income Transport Solutions		2,997	2,493	5,743

Total Income

126,623

99,637

221,226

2)  Segmental Analysis

Types of services from which each reportable segment derives its revenues

During the period, the Group had three main divisions: Freight Forwarding, Logistics & Warehousing and Transport Solutions. All revenue is derived from the provision of goods and services.

• Freight Forwarding - This division is the core business and relates to the movement of freight goods across Europe. This division accounts for the largest proportion of the Group's business, generating 79.6% of its external revenues contributed in 2021 (H1 2020: 78.7%)

• Logistics & Warehousing - This division provides warehousing and domestic distribution and generated 18.1% of the Group's external revenues in 2021 (H1 2020: 18.8%).

• Transport Support Services - This division focuses on the reselling of DKV fuel cards, leasing, ferry crossings and other associated transport related solutions. This division accounts for 2.3% of the Group's business in terms of external revenue (H1 2020: 2.5%)

Factors that management used to identify the Group's reportable segments

The Group's reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and marketing strategies.

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker.  The chief operating decision maker has been identified as the management team comprising the Divisional COOs, the Chief Executive Officer and the Chief Financial Officer.

No single customer accounted for more than 10% of the Group's total revenue.

Measurement of operating segment profit or loss, assets and liabilities

The Group evaluates segmental performance on the basis of profit or loss from operations calculated in accordance with IFRS.

Inter-segment sales are priced at market rates and on an arm's length basis, along the same lines as sales to external customers. This policy was applied consistently throughout the current and prior period.

Segmental Analysis for the period to 30 June2021	Freight Forwarding	Logistics & Warehousing	Transport Solutions	Unallocated	Total
	2021	2021	2021	2021	2021
	£'000	£'000	£'000	£'000	£'000
Gross billings	100,755	23,352	53,569	-	177,676
Less recoverable disbursements	-	-	(50,572)		(50,572)
Total revenue	100,755	23,352	2,997	-	127,104
Inter-segmental revenue	-	(481)	-	-	(481)
Total revenue from external customers	100,755	22,871	2,997	-	126,623
Depreciation & amortisation (excluding right-of-use assets depreciation)	(520)	(803)	(24)	(151)	(1,498)
Segment Profit before central overhead allocation (excluding exceptional items)	4,081	387	1,272	(2,448)	3,292
Allocation of central overheads	(706)	(341)	(42)	1,089	-
Segment Profit after central overhead allocation (excluding exceptional items)	3,375	46	1,230	(1,359)	3,292
Net finance costs					(623)
Exceptional items					(398)
Profit before income tax					2,271

Segmental Analysis for the period to 30 June2020	Freight Forwarding	Logistics & Warehousing	Transport Solutions	Unallocated	Total
	2020	2020	2020	2020	2020
	£'000	£'000	£'000	£'000	£'000
Gross billings	78,397	19,116	58,395	-	155,908
Less recoverable disbursements	-	-	(55,902)	-	(55,902)
Total revenue	78,397	19,116	2,493	-	100,006
Inter-segmental revenue	-	(369)	-	-	(369)
Total revenue from external customers	78,397	18,747	2,493	-	99,637
Depreciation & amortisation (excluding right-of-use assets depreciation)	(514)	(719)	(24)	(21)	(1,278)
Segment Profit before central overhead allocation (excluding exceptional items)	2,648	617	891	(2,389)	1,767
Allocation of central overheads	(642)	(145)	(25)	812	-
Segment Profit after central overhead allocation (excluding exceptional items)	2,006	472	866	(1,577)	1,767
Net finance costs					(765)
Exceptional items					(700)
Profit before income tax					302

Segmental Analysis for the period to 31 December2020	Freight Forwarding	Logistics & Warehousing	Transport Solutions	Unallocated	Total
	2020	2020	2020	2020	2020
	£'000	£'000	£'000	£'000	£'000
Gross billings	170,996	45,595	126,390	-	342,981
Less recoverable disbursements	-	-	(120,647)	-	(120,647)
Total revenue	170,996	45,595	5,743	-	222,334
Inter-segmental revenue	-	(1,108)	-	-	(1,108)
Total revenue from external customers	170,996	44,487	5,743	-	221,226
Depreciation & amortisation (excluding right-of-use assets depreciation)	(793)	(1,461)	(49)	(342)	(2,645)
Segment Profit before central overhead allocation (excluding exceptional items)	6,795	2,619	2,311	(5,045)	6,680
Allocation of central overheads	(1,210)	(1,004)	(67)	2,281	-
Segment Profit after central overhead allocation (excluding exceptional items)	5,585	1,615	2,244	(2,764)	6,680
Net finance costs					(1,369)
Exceptional items					(1,377)
Profit before income tax					3,934

3)  Earnings per share

		Unaudited	Unaudited	Audited
		6 months to	6 months to	Year to
		30 June 2021	30 June 2020	31 December 2020
		£0004	£000	£000
Weighted average number of shares - basic		141,633	136,867	138,889
Weighted average number of shares - diluted		145,034	136,867	138,944
Profit/(loss) for the period attributable to equity holders of the company		930	(346)	2,031
Profit for the period attributable to equity holders of the company excluding exceptional, non trading and certain one-off items (see note 12)		2,237	1,412	5,336
Earnings/(loss) per share - basic (pence)		0.66	(0.25)	1.46
Earnings/(loss) per share - diluted (pence)		0.64	(0.25)	1.46
Adjusted basic earnings per share (pence) (excluding exceptional items)*		1.58	1.03	3.84
Adjusted diluted earnings per share (pence) (excluding exceptional items)*		1.54	1.03	3.84
*Earnings per share adjusted for exceptional, non-trading and certain one-off costs (see note 12) 4 All numbers presented as £000's except number of shares (presented as actual thousands) and Earnings per share (presented as pence)

4)  Dividends

The Directors are declaring an interim dividend of 0.50 pence (H1 2020: 0.45 pence) per share totalling £708,442 (H1 2020: £637,349). The dividend will be payable to shareholders on the register on 15 October 2021 with the ex div date being 14 October 2021.  The dividend will be paid on 29 October 2021.

5)  Intangible Asset

For the period from 1 January 2021 to 30 June 2021 (unaudited)	Customer Related £'000	Licences £'000	Goodwill £'000	Technology Related £'000	Total £'000
Cost
At 1 January 2021	12,258	3,234	14,160	510	30,162
Additions	-	38	-	-	38
Disposals	-	(161)	-	-	(161)
Exchange differences	-	(20)	-	-	(20)
At 30 June 2021	12,258	3,091	14,160	510	30,019
Amortisation/Impairment
At 1 January 2021	3,871	751	1,845	252	6,719
Amortisation for the period	692	247	-	50	989
Disposals	-	(155)	-	-	(155)
At 30 June 2021	4,563	843	1,845	302	7,553
Net Book Value at 30 June 2021	7,695	2,248	12,315	208	22,466

For the period from 1 January 2020 to 30 June 2020 (unaudited)	Customer related £'000	Licences £'000	Goodwill £'000	Technology Related £'000	Total £'000
Cost
At 1 January 2020	12,057	3,248	14,166	510	29,981
Acquisitions	-	355	-	-	355
Acquired through business combinations	-	-	155	-	155
Disposals	-	(155)	-	-	(155)
Exchange differences	-	256	-	-	256
At 30 June 2020	12,057	3,704	14,321	510	30,592
Amortisation/Impairment
At 1 January 2020	2,620	660	1,845	150	5,275
Amortisation for the period	676	152	-	50	878
Eliminated on disposal	-	(154)	-	-	(154)
Exchange differences	-	20	-	-	20
At 30 June 2020	3,296	678	1,845	200	6,019
Net Book Value at 30 June 2020	8,761	3,026	12,476	310	24,573

For the period from 1 January 2020 to 31 December 2020 (audited)	Customer Related £'000	Licences £'000	Goodwill £'000	Technology Related £'000	Total £'000
Cost
At 1 January 2020	12,057	3,248	14,166	510	29,981
Additions	-	489	-	-	489
Acquired through business combinations	424	-	221	-	645
Disposals	(223)	(579)	(227)	-	(1,029)
Exchange differences	-	76	-	-	76
At 31 December 2020	12,258	3,234	14,160	510	30,162
Amortisation/Impairment
At 1 January 2020	2,620	660	1,845	150	5,275
Amortisation for the period	1,362	266	-	102	1,730
Disposals	(111)	(182)	-	-	(293)
Exchange differences	-	7	-	-	7
At 31 December 2020	3,871	751	1,845	252	6,719
Net Book Value at 31 December 2020	8,387	2,483	12,315	258	23,443

The goodwill included in the above note, relates to the acquisitions of Pallet Express Srl in January 2016, Easy Managed Transport in March 2017, Benfleet Forwarding Limited in October 2017, Regional Express Limited in November 2017, Anglia Forwarding Group Limited in June 2018 , Import Services Limited in July 2018, International Cargo Centre in January 2020 and Nidd Transport Limited in October 2020.  This is the total value of intangible assets with an indefinite useful life allocated to each respective cash generating unit.

6)  Property, plant and equipment

For the period from 1 January 2021 to 30 June 2021 (unaudited)	Freehold Property	Fixtures, fittings and equipment	Motor Equipment	Computer Equipment	Total
	£000	£000	£000	£000	£000
Cost
At 1 January 2021	258	2,666	1,024	2,745	6,693
Additions	60	444	30	488	1,022
Disposals	(8)	(44)	(83)	(45)	(180)
Exchange differences	(8)	(50)	(115)	(65)	(238)
At 30 June 2021	302	3,016	856	3,123	7,297
Depreciation
At 1 January 2021	97	1,462	671	1,767	3,997
Charge for the period	15	234	19	241	509
Eliminated on disposal	(8)	(44)	(83)	(45)	(180)
Exchange differences	(8)	(42)	(71)	(17)	(138)
At 30 June 2021	96	1,610	536	1,946	4,188
Net book value 30 June 2021	206	1,406	320	1,177	3,109

For the period from 1 January 2020 to 30 June 2020 (unaudited)	Freehold Property	Fixtures, fittings and equipment	Motor Equipment	Computer Equipment	Total
	£000	£000	£000	£000	£000
Cost
At 1 January 2020	269	2,330	759	2,335	5,693
Additions	14	168	46	122	350
Disposals	-	(11)	(9)	(14)	(34)
Exchange differences	(9)	41	34	37	103
At 30 June 2020	274	2,528	830	2,480	6,112
Depreciation
At 1 January 2020	60	1,078	594	1,445	3,177
Charge for the period	21	199	11	169	400
Eliminated on disposal	-	(11)	(9)	(14)	(34)
Exchange differences	40	21	17	20	98
At 30 June 2020	121	1,287	613	1,620	3,641
Net book value 30 June 2020	153	1,241	217	860	2,471

For the period from 1 January 2020 to 31 December 2020 (audited)	Freehold Property	Fixtures, fittings  and equipment	Motor Equipment	Computer Equipment	Total
	£000	£000	£000	£000	£000
Cost
At 1 January 2020	269	2,330	759	2,335	5,693
Additions	20	280	145	415	860
Additions acquired with subsidiary	2,104	61	107	58	2,330
Disposals	(2,104)	(36)	(9)	(92)	(2,241)
Exchange differences	(31)	31	22	29	51
At 31 December 2020	258	2,666	1,024	2,745	6,693
Depreciation
At 1 January 2020	60	1,078	594	1,445	3,177
Charge for the period	38	405	77	395	915
Eliminated on disposal	-	(36)	(9)	(92)	(137)
Exchange differences	(1)	15	9	19	42
At 31 December 2020	97	1,462	671	1,767	3,997
Net book value 31 December 2020	161	1,204	353	978	2,696

7)  Right-of-use assets

For the period from 1 January 2021 to 30 June 2021 (unaudited)	Property Premises	Equipment	Total
	£000	£000	£000
Cost
At 1 January 2021	41,378	2,247	43,625
Additions	798	39	837
Disposals	(1,412)	(83)	(1,495)
Translation	(690)	(19)	(709)
At 30 June 2021	40,074	2,184	42,258
Depreciation
At 1 January 2021	11,223	803	12,026
Charge for the period	3,404	314	3,718
Eliminated on disposal	(1,412)	(83)	(1,495)
Revaluations	(146)	(5)	(151)
At 30 June 2021	13,069	1,029	14,098
Net book value
At 30 June 2021	27,005	1,155	28,160

For the period from 1 January 2020 to 30 June 2020 (unaudited)	Property Premises	Equipment	Total
	£000	£000	£000
Cost
At 1 January 2020	32,143	1,197	33,340
Additions	93	506	599
Disposals	-	(6)	(6)
Translation	640	25	665
At 30 June 2020	32,876	1,722	34,598
Depreciation
At 1 January 2020	5,623	332	5,955
Charge for the period	3,042	227	3,269
Eliminated on disposal	-	(2)	(2)
Revaluations	98	(6)	92
At 30 June 2020	8,763	551	9,314
Net book value
At 30 June 2020	24,113	1,171	25,284

For the period from 1 January 2020 to 31 December 2020 (audited)	Property Premises	Equipment	Total
	£000	£000	£000
Cost
At 1 January 2020	32,143	1,197	33,340
Additions	8,678	678	9,356
Additions acquired with subsidiary	252	396	648
Disposals	(316)	(24)	(340)
Translation	621	-	621
At 31 December 2020	41,378	2,247	43,625
Depreciation
At 1 January 2020	5,623	332	5,955
Charge for the period	5,767	486	6,253
Eliminated on disposal	(244)	(20)	(264)
Revaluations	77	5	82
At 31 December 2020	11,223	803	12,026
Net book value
At 31 December 2020	30,155	1,444	31,599

8)  Share Capital

		Unaudited	Unaudited	Audited
		30 June 2021	30 June 2020	31 December 2020
		£000	£000	£000
Allotted, issued and fully paid
Ordinary shares of £0.05p each		141,633	141,633	141,633
Ordinary shares of £0.05p each		7,082	7,081	7,082
Deferred Shares of £1 each		50	50	50
Total authorised Share Capital		7,132	7,131	7,132

The deferred shares are non-voting shares and have no rights to any distribution or dividend payments.

On 5 February 2021, the Group launched a new Company Share Option Plan ("CSOP")  to certain employees.  The award value is between £5,000 - £30,000 (depending on seniority within the business) divided by closing share price on the day before grant of CSOP options with an exercise price equivalent to 110% of the closing share price on the day before grant. These options vest three years from the award date and are subject to meeting a performance criteria of an average earnings per share (EPS) growth of 10% per annum, from 1 January 2021 to 31 December 2023.  As at the reporting date, there were potentially 2,932,584 of shares options that could be exercised.

On 3 March 2021, the company awarded 2,430,291 to Robert Ross and Mike Williamson under a long term investment plan (LTIP).   For both EPS growth and TSR, one quarter of the awards will vest  once a compound annual growth rate (CAGR) in excess of 10% has been achieved and will only vest 100% once a compound annual growth rate of 25% has been achieved.  Between 10% and 25% CAGR, the awards will vest pro rata.

9)  Non-Controlling Interests

Non-Controlling interests held in the group are as follows:

                                                                                                                                       Unaudited  Unaudited  Audited

                                                                                                                                           30 June    30 June  31 December

  2021      2020    2020

  Delamode Baltics UAB    20.0%    20.0%    20.0%

  Delamode Estonia OÜ    20.0%    20.0%    20.0%

  Delamode Bulgaria OOD      10.0%    10.0%    10.0%

  Affinity Leasing IFN       0.05%    0.05%    0.05%

  Delamode Distribution UK Limited    49.0%  49.0%    49.0%

10) Loans	Unaudited	Unaudited	Audited
	30 June 2021	30 June 2020	31 December 2020
	£000	£000	£000
Current
Bank loans & invoicing discount facility	11,057	4,122	4,066
Other Loans
Loans 1- 2 years	359	340	351
Loans 2- 5 years	1,186	1,135	1,159
Loans due after five years repayable by instalments	175	599	386
Total Loans due after one year	1,720	2,074	1,896

Bank loans and overdrafts are secured by a fixed and floating charge over the Group's assets.

 

11) Leases liabilities - right-of-use assets	Unaudited	Unaudited	Audited
	30 June 2021	30 June 2020	31 December 2020
	£000	£000	£000
Current
Current balances	6,927	6,472	6,864
Other loans
Leases 1- 2 years	6,395	5,774	6,508
Leases 2- 5 years	9,805	12,080	12,317
Leases due after five years repayable by instalments	6,033	1,886	6,551
Total Leases due after one year	22,233	19,740	25,376

12)  Exceptional Items

The Group incurred non-recurring costs totalling £398,000 (H1 2020: £700,000) due to: redundancy, restructuring and Southampton new site costs of £398,000 (H1 2020: £893,000), Anglia deferred consideration £nil (H1 2020: credit of £244,000), closure of the Buzzbrand business £nil (H1 2020: £51,000).

Adjusted earnings per share has been calculated as follows:-

	Unaudited 6 months to	Unaudited 6 months to		Audited Year to
	30 June 2021	30 June 2020		31 December 2020
	£000	£000		£000
Profit/(loss) for the period attributable to the owners of the parent	930	(346)		2,031
Exceptional items	398	700		1,377
Amortisation of intangibles relating to acquisitions	742	726		1,464
Unwind and add back of discount on deferred consideration	-	161		140
Discount on deferred consideration	-	-		(52)
Additional incurred interest charge - IFRS 16	167	171		376
Adjusted profit for the period	2,237	1,412		5,336

 

INDEPENDENT REVIEW REPORT TO XPEDIATOR PLC

Introduction

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2021 which comprises the condensed consolidated income statement, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of financial position, the condensed consolidated statement of cash flows, the condensed consolidated statement of changes in equity and the related notes.

We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

Use of our report

This report is made solely to the company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Financial Reporting Council.  Our work has been undertaken so that we might state to the Company those matters we are required to state to it in an independent review report and for no other purpose.  To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review work, for this report, or for the conclusions we have formed.

Directors' responsibilities

The condensed interim report, including the financial information contained therein, is the responsibility of and has been approved by the directors.  The directors are responsible for preparing the condensed interim report in accordance with the rules of the London Stock Exchange for companies trading securities on AIM which require that the half-yearly report be presented and prepared in a form consistent with that which will be adopted in the company's annual accounts having regard to the accounting standards applicable to such annual accounts.

Our responsibility

Our responsibility is to express to the company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK) 2410, ''Review of Interim Financial Information Performed by the Independent Auditor of the Entity'', issued by the Financial Reporting Council for use in the United Kingdom.  A review of the condensed interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.  A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit.  Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2021 is not prepared, in all material respects, in accordance with the rules of the London Stock Exchange for companies trading securities on AIM.

Crowe U.K. LLP

Statutory Auditors

London

United Kingdom

13 September 2021

 

END

 

 

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