LBG Lbg Media Plc

18 April 2024

LBG Media plc

("LBG Media", the "Company" or "Group")

Unaudited Final Results for the year ended 31 December 2023

Significant strategic progress and confidence in growth strategy with clear line of sight to £200m revenue

LBG Media plc, the global digital entertainment business with a focus on young adults, is pleased to report its unaudited results for the year ended 31 December 2023 ("FY23" or "the period") with financial performance moderately ahead of December trading update. The Audited Final Results will be available shortly.

Strategic and Operational Highlights

·     Significant progress in the US market with step-change acquisition of Betches Media, LLC ("Betches"), alongside our organic expansion.

·     Improvements in our operating model in Australia & New Zealand ("ANZ") expected to drive improved profitability in 2024.

·     Global audience¹ has grown by 24% year-on-year, to 452m, with a US audience of 141m, including the acquisition of Betches.

·     Video views¹ of 128bn are up 31% year-on-year, demonstrative of our market leading levels of user engagement.

Betches Acquisition

·     Betches is a US-based digital media brand established in 2011 by three female co-founders with a focus on digital media content production for women. Completed in October 2023, for initial cash consideration of £19.3m, this marks a step-change addition and platform for US growth.

·     Acquisition represents continued expansion into the US, the world's largest advertising market, forms a key part of the Group's growth strategy and a core component behind our clear line of sight to £200m of revenue.

·     Performance and integration progressing well, with joint blue-chip account wins between Betches and LBG with brands such as Peacock, White Castle and Mars.

·     Betches achieved proforma revenue of $17.2m in FY23, contributing £2.3m to our FY23 revenue, with the broader expectation of much greater contribution going forward as we progress our plans in the US market.

ANZ Operating Model

·     Implemented positive changes to our operating model in ANZ in response to year-on-year reduction in revenue and profitability, with changes effective from January 2024.

·     Announcement of a multi-year partnership with Val Morgan Digital, the largest online media publisher for young adults in Australia, for the delivery of direct revenue via a low-risk margin-share agreement. The partnership template further serves as a blueprint for opportunities in new regions.

·     Additionally, we have centralised social and web operations into our UK centre of excellence, providing a more efficient cost base for indirect revenue.

·     Results in an improved and more efficient operating model, already reversing the reduction seen in profitability.

Unaudited financial Highlights

·     Total Group Revenue of £67.5m (FY22: £62.8m) up 7.5%.

o  Direct revenue increased by 5.5% to £29.3m (FY22: £27.8m) reflecting higher activity levels with new and existing clients, and deeper blue-chip advertiser relationships, with 75% of direct revenue from repeating clients⁴.

o  Indirect revenue grew by 10.4% to £37.1m (FY22: £33.6m) supported by increased video views and audience growth. Web and social provide diversification and multiple channels for growth driven by investment in people and technology.

·     Adjusted EBITDA up 10.8%, to £17.4m (FY22: £15.7m), demonstrating strong year-on-year growth, with a healthy 26% margin (FY22: 25%).

·     Adjusting for a reduction in the year-on-year profit contribution from Australia underlying adjusted EBITDA would have grown by over 30%, demonstrating the strength of our core operations.

·     The Group continues to be highly cash generative with cash conversion⁵ of 76% (FY22: 37%).

·     Cash and cash equivalents at the period-end amounted to £15.8m (HY23: £32.7m, FY22: £29.3m), primarily reflecting the acquisition of Betches. Cash and cash equivalents as of 17 April were £22.0m.

CEO, Solly Solomou commented:

"Our revenue and EBITDA growth in 2023 demonstrates the Group's unique position and resilience in the face of some really testing market conditions. The strategic and operational progress we have made this year provides impetus and puts us in a strong position to realise our ambitions.

"Our global audience has increased to 452m and we have significantly strengthened our presence in the US, the world's largest advertising market, organically and through the acquisition of Betches. The scale of our audience, strength of our brands, and market leading engagement within our communities truly sets us apart and our ability to provide real-time insight and analysis to clients is a unique selling point.  

"We have always believed in our responsibility for using our platforms and original content creation capabilities to champion socially responsible causes. Major campaigns in the year have included the 'Have A Word' campaign, with the Mayor of London, calling on men to challenge misogyny and partnering with The Prince's Trust to safeguard young people's careers, among other initiatives with charities such as If U Care Share and World Vision.

"As one of the world's largest digital entertainment businesses, our relationships with large blue-chip advertisers continue to deepen and grow, with an increasing roster of brands working with us year-after-year. We operate in the largest and fastest growing segment of the advertising market and provide an unparalleled proposition for brands wanting to access young adult audiences. Combined with ongoing expansion in the US market and our diverse revenue model, we are confident in our position to create significant value for shareholders in the years ahead."

Outlook

Our positive revenue momentum and platform for growth in the US leaves the Group at a significant juncture in its evolution and provides a clear line of sight to achieving £200m of revenue.

We have made a good start to 2024, entering our second quarter with positive momentum, along with the incremental impact of Betches and the ANZ operating model changes.

As with prior years, revenue will be affected by the seasonality in advertising spend, with adjusted EBITDA weighted towards H2 given that operating costs are relatively evenly spread across the year. Notwithstanding that, the Group remains on track to deliver market expectations⁶ for the full year.

Analyst Presentation

LBG Media plc will be hosting an analyst presentation on 18 April 2024. Attendance is by invitation only. A recording of the presentation will be available on the LBG Media plc website at www.lbgmedia.co.uk/results-reports-presentations/results-and-presentations following the event.

Notes

¹ Video Views and Global Audience exclude Pubity and Memezar. Video Views are across Facebook, Snapchat, TikTok, X, YouTube and Web. Global Audience reflects social followers, unique podcast listeners and average monthly website users in the 12 months to December 2023. US audience reflects number of followers across our social channels and average monthly website users.

² Adjusted EBITDA - earnings before interest, tax, depreciation, and amortisation adjusted for share based payments (including employers NIC as appropriate) and adjusting items. Adjusted EBITDA margin is adjusted EBITDA divided by Group Revenue represented as a percentage.

³ Reduction in cash and cash equivalents over FY23 of £13.5m primarily reflects the acquisition of Betches, completed in October 2023. Acquisitions in the year totalled £17.6m, net of cash acquired.

⁴ 75% of 2023 Direct Revenue from clients that ran campaigns with us in the prior two years.

⁵ Cash conversion is cash generated from operations pre-tax, adjusted for impact of cash adjusting items divided by adjusted EBITDA.

⁶ External market consensus for the year ending 31 December 2024 is currently: Revenue of £86.1m and adjusted EBITDA of £23.5m.

For further information please contact:

Notes to editors

LBG Media is a global digital entertainment business with a focus on young adults and a leading disrupter in the digital media and social publishing sectors. The Group produces and distributes digital content across a range of mediums including video, editorial, image, audio, and experience (virtual and augmented reality). Since its inception in 2012, the Group has curated a diverse collection of specialist brands using social media platforms (primarily Facebook, Instagram, Snapchat, X, YouTube and TikTok) and has built multiple websites to reach new audiences and drive engagement. Each brand is dedicated to a distinct popular interest point (e.g. sport, gaming etc.), which is designed to achieve broader engagement, increase relevance and ultimately build a loyal community of followers.

The Group operates two core routes to market: Direct revenue, which is principally generated from the provision of content marketing services to corporates, brand owners, marketing agencies and other entities such as government bodies and where the relationship with the client is held directly by LBG Media; and Indirect revenue, which is generated via a third-party, such as a social media platform or via a programmatic advertising exchange / online marketplace, which holds the relationship with the brand owner or agency.

CHAIR'S STATEMENT

Looking back at 2023, the quality of our colleagues has shone through significantly in what has been a difficult year for the global entertainment and digital advertising markets.

It is a testament to our people that we have faced the challenges head on and delivered a good financial performance, continued our growth and made strategic progress. Our ability to generate extraordinary content that resonates with over 450m people globally is the most significant reflection of the quality of our people and the leadership of our management teams.

The loyalty of our clients is also replicated by our other stakeholders, including our shareholders, who continue to support the business and the vision of the executive team. Their belief in our operations, model, and ability to effectively engage with our social and digital following is something that the Board and I are really thankful for.

Progress Achieved in 2023

Our ongoing financial momentum is reflected in revenue and adjusted EBITDA growth of 7.5% and 10.8% respectively, supported by the acquisition of Betches that has turbocharged our position in the world's largest advertising market, the US, and strengthened our senior leadership team with the addition of its three co-founders. In addition, the successful changes to our operating model in ANZ demonstrate the flexibility of our business model.

Betches was a step-change acquisition and one which represents meaningful progress against our three strategic pillars. With its focus on US-based millennial and Gen Z female audiences, it materially expands our footprint in the US and appeal to global brands. The deal brings major new clients to the portfolio, unlocks new capabilities and, with a significant portion of Betches' revenue being long-term recurring direct partnerships, strengthens that income stream. We're already seeing positive results with joint pitch wins for brands such as White Castle, Mars and Peacock. The founders of Betches are brilliant leaders and share in our vision and outlook. I speak for everyone when I say we are thoroughly excited by what the future holds.

Another important step taken by the business in the year was the way it carried out a strategic review of reducing profitability in ANZ and took considerate but prompt action to implement a new operating model.  The changes, which completed in Q4, reflect a new, low-risk model and sees us partner with Val Morgan Digital, the largest online media publisher in Australia, who will represent our brand through a strategic five-year commercial partnership for the delivery of direct revenue. The changes also saw us centralise our social and web operations into our UK centre of excellence, providing a more efficient cost base for indirect revenue from the region. The steps were critical in ensuring we deploy our resources optimally while maintaining a foundation for sustainable growth, and the learnings represent a blueprint for opportunities in other regions.

While operating through challenging market conditions, our cash generative nature is a significant strength, and we maintained a £15.8m cash position at year-end. This enables us to rapidly deploy capital into new growth initiatives as they arise, both organically and inorganically, and our ambition in that regard remains undiminished.

Social Responsibility & Governance

Our position as a socially responsible organisation is founded on our ability to engage with our audience, giving them a voice by building communities that laugh, think and act. This is a fundamental enabler of our success, and we will stay true to these core values in the years ahead.

Board and Management Changes

During the year, Arian Kalantari stepped down from the Board and I would like to thank him for his contribution to LBG Media. With our excellent team, we are grateful that his operational responsibilities have been seamlessly distributed to the newly formed senior leadership team.

Tim Croston notified the Board of his intention to retire from a full-time executive role and he formally stood down from the Board on 12 April 2023, with Richard Jarvis joining the Board as CFO on 12 April 2023. I'd also like to welcome Aleen Dreksler, Jordana Abraham and Samantha Sage, the Betches co-founders, to the senior leadership team. We believe there is a very strong cultural fit between the businesses and the strength of the combined leadership across the organisations is already bearing early fruit.

At all levels of our business, the creative culture and talent is as strong as it has ever been, and all 446 people bring unique perspective. A combination of skills, ambition and focus on our strategic pillars will continue to provide the fuel for our growth in the coming years.

Outlook

Our global digital entertainment business, which is focused on young adults and operates in the biggest and fastest growing sectors of the advertising market, presents a unique and highly differentiated proposition. We have an audience that is growing at scale, and our brand recognition is deep-rooted within our communities and drives our market-leading user engagement. The insight and analysis we can provide our brands and partners is unmatched and is a direct result of the profound understanding we have of our audience. The combination of these factors provides the business a competitive edge, and our diversified revenue model, with robust margins and high cash conversion, is a significant attraction for investors.

The acquisition of Betches, combined with our existing footprint in the US, has put LBG Media in a strong position to progress in the US market, where the opportunity is substantial. Betches' highly complementary capabilities means we finished 2023 with an even more diverse offering, and the Board remains confident in the Group's ability to capitalise on the growing market in digital advertising and create significant value for shareholders in the years ahead.

Dave Wilson

Chair

17 April 2024

CHIEF EXECUTIVE'S REVIEW

2023 was another year of progress for LBG Media. Our global audience increased to 452m, our video views reached a record 128bn, we continued with our US expansion with the step-change acquisition of Betches and we demonstrated flexibility in our operating model with the positive changes we made in Australia and New Zealand.

Our market leading engagement and growth in global audience makes us even more attractive for brands and agencies seeking to reach our highly engaged young adult audience. The combination of our existing footprint in the US, and the addition of Betches, provides us with an excellent foundation from which to build market share in the largest advertising market in the world; and we are already seeing the benefits, with multiple joint blue-chip account wins.

LBG Media has evolved into a global entertainment platform, able to create content that is engaging and resonates with hundreds of millions of people through a range of media. Our talent and dedication to our core mission, which is to give young adults a voice by building communities that laugh, think and act, ensures we remain true to our purpose and fuels our growth.

Market

The global advertising market continued to grow in 2023 and is now valued at $889bn, with digital representing nearly 70% of that total, despite well documented macroeconomic headwinds. Digital continues to outstrip traditional forms of advertising, rising by 9.2% in 2023. The Group's pace of adoption and innovation with changing forms of content, such as the shift to short-form video in the second half of 2022, continue to align us with some of the fastest and highest growth areas. We are well placed to experiment and take advantage of the opportunities that technologies such as AI present and which can benefit the industry. We estimate that across our core geographies, which have significant levels of advertising spend, the opportunity for the Group is substantial and, with our progression in the US market, we are well positioned for future growth.

Financial Performance

The Group achieved 7.5% revenue growth in the year to £67.5m (FY22: £62.8m). Adjusted EBITDA increased by 10.8% to £17.4m (FY22: £15.7m). £0.1m of adjusted EBITDA was generated by Betches. This growth was understandably impacted by the reduction in the year-on-year profit contribution from ANZ, which is why we took decisive action in the fourth quarter of the year to address this underperformance and implement a more effective operating model. We incurred a total of £3.7m of costs which were adjusting items this year, the majority of which relate to the combination of our acquisition activities along with restructuring costs in ANZ and, as a result, profit before tax was reduced at £5.9m (FY22: £7.3m).

Our advertiser relationships continue to grow, with direct revenue increasing to £29.3m (FY22: £27.8m). This includes £2.3m of direct revenue contribution from Betches, partially offset by the impact from a year-on-year decline within our ANZ operations. During the year, the Group supported and partnered with a growing list of global brands including The AA, Disney, Jacamo, Ladbrokes, Nike, NOW, Samsung, Sky Betting & Gaming, VOXI by Vodafone and Warner Bros. Our brief conversion continued to improve in the year, reinforcing the strength of our proposition and quality of our execution, something that is further evidenced by our repeat client revenue - three-quarters of direct revenue achieved in the year came from clients who have worked with us in the prior two years.

Indirect revenue in the year was up 10.4% to £37.1m (FY22: £33.6m) achieved via a combination of an increase in monetised views on social media platforms, as well as good growth from our owned and operated websites. We continue to realise positive benefits within indirect from our investment in people and technology, with web and social providing diversification and multiple channels for growth. It is worth noting that indirect revenue was also impacted by weaker performance in ANZ and the strong outturn comes despite these challenges.

Strategic Progress

Key areas of progress in the year are summarised below:

Betches: The acquisition of Betches in October 2023 was a significant milestone for the Group. The combined business now has a significantly enlarged footprint and set of capabilities in the US, a market which forms a core part of our growth ambitions. Integration between the businesses has been progressing well and with its high-quality financial profile, the addition of several new capabilities to the Group, including podcasts and newsletters, and an excellent team, we remain thoroughly excited by the opportunities ahead.

ANZ Operating Model: In response to revenue and profitability challenges experienced in the region, in Q4 2023 we announced a new and more efficient operating model, effective from January 2024. This involved the centralisation of social and web operations into our UK centre of excellence at a more efficient cost base for indirect revenue, whilst we also leveraged a new five-year strategic partnership model with the largest online media publisher in Australia, Val Morgan Digital, for the delivery of direct revenue. The changes unfortunately necessitated a number of redundancies in the region, but that exercise was undertaken with the utmost care and professionalism, including being able to transfer a number of the team to Val Morgan Digital. Moving into 2024, the new model provides a foundation for sustainable growth in the region, as well as a potential partnership blueprint that we could look to adopt in new regions around the world.

Bolt-on Acquisitions: We have continued with the strategy of acquiring bolt-on social media pages, and during FY23 acquired the social and web assets of Lessons Learned in Life (LLIL) for £0.5m. For the right complementary assets, this is a proven and successful strategy with assets typically achieving payback in less than a year.

Manchester Studio: To enhance the Group's production capabilities, a high-quality new Manchester studio was opened in November 2023. This facility will enable the Group to produce more engaging, fresh, new content for publications across our social media pages and websites, as well as developing our podcast offering.

UNILAD Tech: In November 2023, the Group launched the UNILAD Tech website. Leveraging the success of the UNILAD Tech social media pages, the new website provides the Group with the opportunity to further monetise its audience through programmatic advertising sales. The UNILAD Tech website becomes the Group's seventh active website and collectively, the Group's editorial websites reach over a third of UK adults each month, resulting in billions of page views annually.

Social Responsibility & Recognition

We have always placed a great emphasis on having a positive impact by tackling complex social issues. During the year LBG Media was the official media partner for the Mayor of London's 'Have a Word' campaign, calling on men to challenge misogyny and we were also directly engaged by The Prince's Trust to carry out research into the careers of young adults.

We won multiple awards in the year for our excellent campaign work, most notably our Tango Berry Peachy campaign, which won four separate awards at Media Week, Digiday Content Marketing and Campaign Media. We have continued to partner with excellent brands to deliver high quality, engaging content that has driven strong audience engagement and this is reflected in both our growth in global audience and video views.

Board Changes

Arian Kalantari resigned from the Board in July 2023. His operational responsibilities were distributed among colleagues and will now be permanently retained by those members of the Group's established and strong leadership team. I would like to thank Arian for his support over the years, both in the terms of the vital contribution to the founding of the business and the years of success that have been achieved since. It has been a great pleasure to work side-by-side with my good friend and I wish him all the best and look forward to his continued support as a shareholder.

I would also like to thank Tim Croston for his hard work and dedication over the past few years as our CFO.

Clear Line of Sight to Revenue Opportunity

The operational and strategic progress that we made last year, combined with a strengthened senior leadership team, bringing a valuable range of experience, capabilities and disciplines into the business, places us in an excellent position to address the opportunities in front of us. The positive momentum in our direct and indirect businesses, as well as our expansion in the US, where the opportunity is substantial, provides a clear line of sight to achieving £200m of revenue. Underpinning this opportunity is our high levels of cash generation, giving the Group the ability to deploy capital to support our organic growth and acquisitions.

2023 was a year of good progress and has positioned the Group to continue to deliver profitable growth in the years ahead and we look forward to updating shareholders on our progress.

Solly Solomou

Chief Executive
17 April 2024

Chief Financial Officer's Review

Revenue

Group revenue increased 7.5% to £67.5m (FY22: £62.8m), with the acquisition of Betches Media, LLC ("Betches") in October 2023 accounting for £2.3m of this increase. Organic revenue growth was 4%, which is a solid result given economic headwinds and challenges in ANZ.

Direct revenue grew 5.5% to £29.3m, reflecting progress across both new and existing clients.

Indirect revenue, which is diversified across our social and web revenue streams grew by 10.4% overall due primarily to the increases driven in both our social video views and our web sessions. The increase in social video views to 128bn (FY22: 98bn) reflected us embracing the shift to short-form video in late 2022 and our capabilities in increasing the production of engaging content across our platforms. This has continued to mitigate the year-on-year pressure on social yields that accompanied that market shift. Yields from advertising on our owned and operated web sites benefitted from investment over the year on people and technology in this area.

Other revenue of £1.1m which represents minor revenue streams such as content licencing was £0.4m lower than the prior year.

Operating expenses

Operating expenses excluding depreciation, amortisation, impairment, share-based payment charges and adjusting items, amounted to £50.1m (FY22: £47.6m). The increase of £2.5m includes £2.2m of costs from Betches that were not in the prior year comparative.    

Adjusted EBITDA

Adjusted EBITDA of £17.4m (FY22: £15.7m), represented 10.8% growth on the prior year with a post-acquisition contribution of £0.1m from Betches).

Adjusted EBITDA is used for internal performance analysis to assess the execution of our strategy and is a benchmark that has been used by management and the investment community to assess the performance of the Group since IPO. As such, management believe that this adjusted measure is an appropriate measure to assess the performance of the Group. Note that using adjusted EBITDA produces a materially different result to the most closely related GAAP measure, being Profit Before Tax. It is therefore important to understand the nature of items that constitute that difference, which are discussed below.

Depreciation & Impairment

Depreciation of £2.1m (FY22: £1.6m) was up 27.9%, mainly reflecting new IFRS16 property leases in the UK. Additionally, £0.3m (FY22: £nil) was incurred due to the impairment of lease assets associated with the closure of Australia offices, net of the release of dilapidation provisions.

Amortisation

Amortisation of £1.4m (FY22: £0.8m) was up 70.3% due to the impact of intangible assets acquired through business combinations.

Share based payment charges:

Share based payment costs were £3.9m (FY22: £3.6m), up 8.5% due to the impact of new schemes in 2023.

Adjusting items

Adjusting items are other items that are not indicative of the underlying performance of the business and are therefore adjusted to ensure consistency between periods. These totalled £3.7m (FY22: £2.2m) within the year, with the key items summarised as follows:

Business reorganisations - ANZ:

On 8 November 2023, the Group announced changes to the Group's operating model within Australia and New Zealand. This change involved centralising the social and web operations into the UK, as well as appointing a third-party partner, Val Morgan Digital, to perform commercial operations in Australia. Significant one-off costs, including redundancy for 60 people, were incurred and categorised as adjusting items to better reflect the underlying performance of the Group. These adjusting items total £1.4m and include £1.2m of staff related costs and £0.2m of non-staff related costs.

Costs associated with business reorganisations - Non-ANZ:

Costs associated with team member reorganisations of £0.6m relates to exit costs of personnel leaving the business due to reorganisations within our operating divisions and Board. £0.4m of that cost relate to Board level changes due to both the resignation of the CFO in April 2023 which led to some dual CFO costs and the resignation of the COO in July 2023 who left the business at that point. Due to the nature of these costs, management deem them to be adjusting items in order to better reflect the underlying performance of the Group. Exit costs outside of these circumstances are treated as operating expenses.

One-off retention payment:

Recognising a set of unique circumstances of stabilising and retaining staff following the large reorganisation in the last quarter of 2022 that was also compounded by the cost-of-living crisis, the Group made a one-off payment to employees to mitigate retention risks. This payment was fully repayable if they chose to leave within the year. Due to the one-off nature of this payment and to facilitate meaningful understanding of underlying performance and comparison with prior and future years the cost of £0.6m has been considered an adjusting item.

Acquisition related fees:

Acquisition related costs of £1.1m include legal, professional advisory and other costs directly attributable to the acquisition of Betches in October 2023, and other acquisitions.

Tax settlement:

In the prior year the Group agreed to settled pre-IPO PAYE liability of £0.2m which was treated as a one-off adjusting item. Following a settlement agreement with HMRC in 2023, this liability was reduced by £0.1m and a credit to adjusting items was made and, for consistency with prior year, classification this has been shown as an adjusting item.

Total adjusting items in the prior year of £2.2m related to business reorganisations (£1.6m), US set up costs (£0.6m), tax settlements (£0.3m) and amounts recoverable from Bentley Harrington (£0.3m credit).

Net finance costs

Net finance costs increased by £0.3m to £0.5m (FY22: £0.2m). The movement relates to an increase of £0.4m in finance costs mainly driven by the unwinding of the discount on contingent consideration of £0.3m regarding Betches, offset by an increase in finance income of £0.1m.

Share of JV

Share in joint ventures was £0.3m (FY22: £0.0m), representing our share in the results of Pubity Group Ltd.

Profit before tax

Profit before tax decreased to £5.9m (FY22: £7.3m), due to the higher adjusting items in the year. Betches accounts for £0.1m of profit before tax. A reconciliation between adjusted EBITDA and Profit Before Tax can be found on the Consolidated statement of comprehensive income.

Taxation

The tax charge for the year was £4.3m (FY22: £2.0m). Tax has increased due to the UK becoming relatively more profitable, with higher losses generated in Australia and New Zealand than in the prior year (see discussion of change in ANZ operating model).

Key performance indicators ("KPIs")

The board monitors progress of the Group by reference to the following KPIs:

* Video Views and Global Audience exclude Pubity and Memezar. Video Views are across Facebook, Snapchat, TikTok, X, YouTube and Web. Global Audience reflects social followers, unique podcast listeners and average monthly website users in the 12 months to December 2023.

Acquisitions

On 17 October 2023, the Group acquired the entire share capital of Betches for a total consideration of £29.2m.

Betches is a US-based media brand founded by women and focused on digital media content production and publication for women.

Consideration for the acquisition was entirely in cash, with no shares in the Group issued to the sellers. The cash consideration is comprised of £19.3m funded from existing cash resources, with up to a further US$30m cash consideration payable in instalments (£23.5m at the closing balance sheet rate), subject to Betches achieving certain revenue and EBITDA targets to 2026. The contingent consideration is payable in annual tranches from March 2024 up until March 2026.

Of the maximum contingent consideration of £23.5m (US$30.0m) payable to the sellers, based upon revenue and EBITDA forecasts at the date of acquisition, a total of £9.6m (US$12.0m) is management's best estimate of the amount payable within a range of potential outcomes, after taking into account the time value of money. At the year end, this is valued at £9.5m, after unwinding the discount.

Unaudited balance sheet

Net assets grew to £65.2m (FY22: £61.2m) as a result of Group trading performance.

Net current assets decreased to £29.0m (FY22: £43.8m), with the reduction due primarily to the acquisition of Betches, offset by trading performance (see cash flow section below).

Trade and other receivables grew to £28.8m (FY22: £20.4m). The majority of the increase relates to a year-on-year rise in trade receivables of £7.6m, which was attributable to delays in recovery of debtors from major media agencies. The Group continues to trade with the major media agency groups and social platforms and whilst the aging profile at the year end has worsened, we are fully confident of their recoverability, which is reflected in the IFRS 9 assessment and supported by the receivables collected since the year end.

Trade and other payables increased to £8.9m (FY22: £4.3m). Trade payables increased by £1.7m to £2.8m, with the increase due primarily to unpaid acquisition costs at the year end.

Accruals increased by £1.3m to £3.2m, mainly relating to an increase in the closing bonus provisions of £0.7m (FY22: £nil) and Betches accruals of £0.8m (FY22: £nil). Other payables increased by £0.7m to £1.0m driven by a £0.4m increase in cash-settled share based payment liabilities.

Contingent consideration of £9.5m in relation to the acquisition of Betches is recorded at the year end.

Included in non-current assets are intangible assets of £39.8m (FY22: £15.4m) with the increase related to the acquisition of Betches in October 2023, which gave rise to new intangible assets and goodwill totalling £25.8m.

Within the year the UK office space was renovated including the fit out of a new Manchester studio at a cost of £0.2m. New lease agreements in London and Manchester completed in the year, the value of these new lease additions under IFRS16 is £2.7m.

Deferred tax liabilities increased by £0.4m in the year to £0.5m (FY22: £0.1m).

Included within reserves movements in the year is a £1.1m currency translation difference (FY22: £29k credit). The increase in the year relates to foreign exchange movements on intercompany loans.

Unaudited cashflow and cash position

Cash at the year-end amounted to £15.8m (FY22: £29.3m). Net cash generated from operations increased to £10.1m (FY22: £1.3m), with the prior year being impacted by the settlement of IPO related liabilities and bonuses. Pre-tax adjusted cash conversion was 76% (FY22: 37%).

Net cash outflows due to investing activities increased to £19.6m (FY22: £2.2m), driven by the acquisition of Betches for £17.6m (initial cash outlay, net of cash acquired).

Net cash outflows due to financing activities decreased by £0.6m to £0.9m (FY22: £1.5m), driven by £0.5m of lease deposits received.

Richard Jarvis

Chief Financial Officer

17 April 2024