Certain information contained within
this Announcement is deemed by the Company to constitute inside
information as stipulated under the Market Abuse Regulation (EU)
No. 596/2014 ("MAR") as applied in the United Kingdom. Upon
publication of this Announcement, this information is now
considered to be in the public domain.
30 April
2024
Smarttech247 Group
PLC
("Smarttech247", the "Group" or the "Company")
Interim
results
Smarttech247 (AIM: S247), a
multi-award-winning provider of AI-enhanced cybersecurity services
providing automated managed detection and response for a portfolio
of international clients, today announces its unaudited interim
results for the six months ending 31 January 2024.
Operational highlights
·
Continued growth of the customer base in the UK,
Europe and the USA
·
New multi-year contracts secured:
o Two-year agreement with a global aviation company worth circa
€360,000 in total
o New
two-year agreement with an existing Government of Ireland
department customer, worth circa €400,000 in total
o Extension of agreement with AutoNation, an established
customer, for another three years
o Three-year agreement with a global pharmaceutical solutions
organisation, based in the USA, worth circa €900,000 in
total
·
Technology partnerships established with global
software and technology companies including Amazon and
Splunk
·
Further development of the Group's technology and
product offering
·
Sale operations are now well-established leading
to a growing sales pipeline
·
Numerous awards and industry
recognition
·
Appointment of Sascha Maier, CISO at SV Group
to the Advisory Board
Post-period end
·
New multi-year contracts secured:
·
Three-year agreement with a
global packaging company, worth circa €1 million in total
·
Three-year contract with a large banking and
insurance organisation worth €720,000 in total
·
A new additional three-year agreement with an existing global pharmaceutical
solutions client, based in the USA, worth circa $2.1 million in
total
·
New technology partnerships with Google and
Cisco
·
Launch of NoPhish features for Google Mail and
Threathub 2.0
·
Successful Zero Day Con 2024 conference held in
March 2024 with over 600 senior security executives and speakers
from the FBI, NCIS and other industry leaders
·
Launched new AI features in VisionX
·
Appointment of Jason Rice, VP of Sales, Forcepoint
to the Advisory Board
·
New products released, including MDR for the
Mid-Market and a Managed Data Detection and Response
product
Financial highlights
·
Revenues increased by 17.4% to €5.4 million (six
months to 31 January 2023: €4.6 million)
·
Adjusted EBITDA of €125K (see note 4) which is
lower than the prior period due to investments made to support
future growth (six months to 31 January
2023: €1,146K)
·
Growing sales pipeline
·
Significant cash balance of €4.5 million available
at the period end to fund growth (31 July 2023: €6.0
million)
·
Increasing institutional shareholder
base
Raluca Saceanu, Chief Executive
Officer of Smarttech247, commented:
"I
am pleased to update the market on Smarttech247's continued revenue
growth and performance for the six months to 31 January 2024. As
the cybersecurity landscape continues to evolve and we see new
threats daily, we are signing new contracts, expanding our business
pipeline and adapting our product offerings and technology to
ensure we can meet our clients' vital cybersecurity
needs.
"Furthermore, we are well funded to support our expansion
strategy. We are actively progressing the delivery of our new
products and traction with international customers is continuing to
develop as evidenced by our growing sales pipeline. I am therefore positive about the prospects for the second
half of FY2024 and for the year as a
whole.
"The Board remains committed to delivering value to our
shareholders and I look forward to updating the market in due
course as we progress through this financial
year."
- Ends -
For
further information please contact:
Smarttech247 Group PLC
|
Tel: +353
21 206 6033
|
Ronan Murphy, Executive
Chairman
Raluca Saceanu, Chief Executive
Officer
Nicholas Lee, Finance
Director
|
|
SPARK Advisory Partners Limited - Nominated
Adviser
|
Tel: + 44
(0) 20 3368 3550
|
Mark Brady / Adam Dawes
|
|
Shard Capital - Broker
|
Tel: +44
(0) 20 7186 9900
|
Damon Heath
Fortified Securities - equity adviser
|
Tel: +44
(0) 7493 989014
|
Guy Wheatley, CFA
|
|
Yellow Jersey PR
Sarah Hollins / Annabelle Wills / Bessie Elliot
|
Tel: +44
(0) 20 3004 9512
|
About Smarttech247
Smarttech247 is a multi-award winning
automated MDR (Managed Detection & Response) company. Its
platform is trusted by international organisations and provides
threat intelligence with managed detection and response to provide
actionable insights, 24/7 threat detection, investigation and
response.
The Company's services are geared
towards proactive prevention, and it achieves this by utilising the
latest in cloud, big data analytics and machine learning, along
with an experienced incident response team. Smarttech247's
offices are located in Ireland, United Kingdom, Romania, Poland and
the USA. The Company was admitted to trading on AIM on 15 December
2022.
For further information please
visit www.smarttech247.com
Chief Executive Officer's statement
Introduction
During the period under review,
Smarttech247 has continued to make significant progress, focusing
on building out its platform and developing new
products.
Operational review
Contracts
It has been a successful start to the
Company's 2024 financial year with multiple new contracts signed as
highlighted below.
In August 2023, as part of
Smarttech247's new partnership with
Abnormal Security, which is discussed further below, a multi-year contract worth circa €360,000, over two years,
was won with a global organisation within the aviation industry
sector.
In October 2023, the Company also
won a contract from an existing Government of Ireland department
customer, worth €400,000 over two years. As part of this contract,
Smarttech247 is leveraging its strategic partnership with IBM to
provide its IBM QRadar Security Information and Event Management
(SIEM) solution. The technology is designed to provide security
teams with centralised visibility into enterprise-wide security data. This resource empowers Smarttech247
clients with actionable insight into
the most critical threats, enabling more effective threat management, near real-time visibility and the production of detailed data access and user activity
reports.
AutoNation, an existing client of
Smarttech247, which is also the largest automotive retailer in the
United States, extended its existing partnership with the Group for
a further three years which is a testament to the success of the
ongoing relationship. Furthermore,
AutoNation's Vice President and CISO, Chip Regan, recently
explained in a case study why Smarttech247 was the obvious choice
when it came to its cybersecurity needs and, specifically, how
partnering with Smarttech247 has allowed AutoNation to achieve a
granular level of security and monitoring on a scale that suits
such a large, global enterprise.
In November 2023, Smarttech247
secured a new contract with a global pharmaceutical solutions
organisation, based in the USA, worth circa €900,000 over three
years to deploy its AI-enhanced VisionX platform that will help the client strengthen its security
structure.
Post-period end, Smarttech247's email security tool NoPhish tool was expanded
to users of Google Mail. Previously only available on Microsoft
Outlook, NoPhish is designed to empower users in the fight against
phishing and other email-based threats. By integrating with Google
Mail this expansion provides comprehensive email security solutions
for a wider audience.
Also, in March 2024, the Group
announced a new contract with a global packaging company, worth
approximately €1 million over
three years. This contract utilises both Smarttech247's VisionX
platform as well as its email security tool NoPhish, underscoring
their versatility and advanced capabilities. In April 2024, a new
additional three-year contract with an existing global
pharmaceutical solutions client, based in the USA, worth circa $2.1
million in total was announced.
In summary, the Group continues to
win a number of multi-year contracts with prestigious
organisations, often in competition with much larger global
organisations. These contracts both provide validation of the
service that Smarttech247 can provide and clear reference points
for new customers whilst expanding the Group's global market
presence. Combining the VisionX MDR platform with the managed
services offering creates competitive differentiation for the Group
and major new customers have highlighted such factors as the reason
for selecting Smarttech247.
The majority of new contracts are
also multi-year thereby providing certainty of recurring
revenue. In addition, a high
percentage of product related revenue,
whilst shorter term in nature and not technically recurring, are
regularly renewed.
Partnerships
During the period, the Group has
established a number of significant strategic partnerships with
some of the world's leading software and technology
companies.
In August 2023, the Group was
approved to list its VisionX platform on the Amazon Web Services
("AWS") Marketplace. This listing is expected to
provide a host of benefits such as exposure to a large customer
base, streamlined purchasing processes and
scalability.
Smarttech247 also announced a
strategic partnership with Abnormal Security, a leading behavioural
AI-based email security platform. Unlike traditional secure email
gateways, Abnormal Security takes a different approach to stopping
email attacks. The cloud-native API architecture ingests thousands
of signals across multiple platforms to build a baseline of the
known-good behaviour of every employee and vendor in an
organisation based on communication patterns, sign-in events and
thousands of other attributes. It then applies advanced AI models
including natural language processing ("NLP") and behavioural
analytics to detect abnormalities in email behaviour that indicate
a potential threat and prevent attacks from reaching end
users.
Abnormal Security will be integrated
into Smarttech247's comprehensive MDR
service, VisionX, to provide
a unified and proactive security
solution. The Company has already signed its first contract, as a
result of this partnership, with a global aviation
organisation.
In October 2023, Smarttech247 secured
a partnership with Splunk Inc. (NASDAQ: SPLK), a cybersecurity and
observability leader. This partnership utilises Smarttech247's
VisionX platform and this collaboration will leverage its
capabilities alongside Splunk's solutions to offer unparalleled
security efficiencies.
Post-period end in March 2024, the
Group announced a strategic partnership with Google with a view
to extending Smarttech247's existing suite of
solutions by integrating cutting-edge technologies from Google
Chronicle into its flagship platform, VisionX, as part of its
comprehensive MDR offering. As part of this
arrangement, Google's advanced SIEM (Security Information and Event
Management) and SOAR (Security Orchestration, Automation, and
Response) capabilities will be available on Smarttech247's VisionX
platform.
Google Chronicle is a cybersecurity company which
forms part of the Google Cloud Platform. It is a cloud-native,
AI-powered service that is designed to help businesses analyse,
retain, and search large volumes of data to detect cyber threats.
By integrating Google
Chronicle's SIEM and
SOAR capabilities, organisations will have access to threat
detection, response, and automation functionalities, leveraged by
Google's technology, ensuring proactive defence against
sophisticated cyber threats, enabling swift and effective incident
response.
Also post period end, Smarttech247
has partnered with Cisco Systems Inc. (NASDAQ: CSCO) ("Cisco") to
deliver a complete security solution for threat prevention,
detection, investigation and response. Cisco delivers
software-defined networking, cloud and security solutions to
companies worldwide and recently completed its acquisition of
cybersecurity firm Splunk Inc., with which Smarttech247 already has
a strategic partnership agreement. This new partnership will see
Smarttech247 integrate Cisco's security technologies into its
AI-enhanced cybersecurity services, offering clients an even more
comprehensive and robust defence against evolving cyber
threats.
Cisco's range of security
technologies for network, device, user and cloud security will
integrate with Smarttech247's existing suite of cybersecurity
solutions. These technologies, combined with Splunk's cybersecurity
capabilities gained in the recent acquisition, will enhance
Smarttech247's VisionX platform, allowing organisations to
proactively secure their digital assets and mitigate risks
effectively.
Smarttech247 continues to work with
several leading industry players whose products can be incorporated
within its MDR platform as required. These partners include
Forcepoint, Microsoft, IBM and Crowdstrike.
Technology platform
Smarttech247 has continued to enhance
and progress its technology platform and product
offering.
Towards the end of 2023, the Group
launched a new version of VisionX, the Company's managed detection
and response platform. This new version
offers a very different functionality in that it is multi-tenancy
and has a completely new User Interface - this is a very important
element of the VisionX platform as it is heavily relied upon by
product users to enable them to assess the effectiveness of their
security operations in real-time. This new
design offers users an intuitive approach that simplifies complex
security operations. With improved functionality,
advanced analytics, threat hunting and customisable dashboards,
customers will gain unprecedented insights into their
organisation's security posture.
In January 2024, the Company
announced the launch of Aio, its VisionX AI assistant, which will
provide enhanced AI features including risk analysis and more rapid
incident responses enabling organisations to
leverage AI and intelligent automation to enhance their security
operations.
Also in January 2024, the Company
launched a version of VisionX dedicated to mid-sized businesses
with a view to expanding the Group's addressable market and to
enable mid-sized businesses to benefit from the same level of
security which is often only available to larger
enterprises.
Post-period end, Smarttech247's email security tool NoPhish tool was extended
to users of Google Mail. Previously only available on Microsoft
Outlook, NoPhish is designed to empower users in the fight against
phishing and other email-based threats. By integrating with Google
Mail this expansion provides comprehensive email security solutions
for a wider audience.
NoPhish employs advanced analysis
algorithms to evaluate the content and legitimacy of the reported
emails, offering instant feedback to the user. In cases where an
email is identified as suspicious or malicious, NoPhish takes
proactive measures by automatically removing the email from the
user's inbox, thereby mitigating the risk of accidental exposure to
harmful content.
The Group has also continued to
develop its threat and vulnerability software, Threathub. Threathub
allows organisations to manage their risk continuously by providing
them with automated threat modelling and dynamic risk governance
capabilities. The Group is currently building a sales
pipeline for this product.
People and platform
The Group has continued to increase its headcount to provide
the necessary capacity for future revenue
growth and support continued product development. This in itself is
a significant achievement given the demand for suitably
qualified high-quality personnel in the
sector. Furthermore, the Company now has a new highly experienced
sales team in place which will support the Group's revenue growth
going forward.
During the period, Sascha Maier was
appointed to the Group's Advisory Board. Sascha is currently the
Group Chief Information and Security Officer at SV Group, a leading
hospitality and catering group in Europe. In this role, he oversees
the Cyber Resilience strategy for the entire group, including all
brands, subsidiaries, and the foundation.
Post-period end, Jason Rice, Vice
President of Sales at Forcepoint, was appointed to the Group's
Advisory Board. Jason has over 20 years of
enterprise software experience supporting Fortune 2000
organisations to identify the appropriate technology that improves
service, secures data and reduces risk.
Industry awards and profile
In October 2023, Smarttech247 was
awarded the 'Email Security Solution of the Year' title at The
Computing Security Awards 2023 for its product NoPhish.
This cutting-edge solution operates in real-time,
detecting and responding to phishing attempts. By analysing
reported emails and identifying malicious elements, such as
attachments or URLs, NoPhish enables organisations to stay ahead of
cyber threats. Phishing remains a critical concern for companies
globally and NoPhish offers clients a defence through its proactive
approach and intelligence.
Other award nominations during this
period include being named as a Deloitte Fast 50 Technology Company
for 2023, becoming a finalist for the 'Scale Up of the Year' award
at the Tech Industry Alliance Awards and a nomination for the
'Cyber Security Solution Provider of the Year' at the 2023 EU Cyber
Awards.
In December 2023, the Group published
its cybersecurity report, "Global Cybersecurity: Perspectives and
Trends for 2024". This document reported that there had been a 50%
increase in cyber-attacks during 2023 and highlighted critical
issues in cybersecurity, offering strategic perspectives on
emerging threats, industry trends, and the geopolitical dynamics
expected to shape the threat landscape throughout 2024. The report
also finds that external malicious actors account for 83% of data
breaches and financial motives are still the driving force behind
over 94% of actual breaches.
Post-period end on 6 March 2024,
Smarttech247 hosted its Zero Day Con 2024 conference for the third
time. This event brings together leading
technology firms, industry experts and government officials to
allow business leaders to learn more about the latest cybersecurity
trends. This year was again a very successful conference with over
600 international cybersecurity industry participants attending,
including senior security executives and speakers
from the FBI, NCIS and other industry
leaders.
Financial review
In terms of financial performance,
revenues have increased by 17.4% over the prior comparable period
to 31 January 2023 as a result of the winning of several new
contracts and the full-period impact of contracts won in the
previous period. Annual revenue is generally more weighted towards
the second half of the year as demonstrated by the results for
FY2023. For example, where product sales are made and there
is an expectation that these products will be renewed, the expected
renewals are more heavily weighted towards the second half of the
year. Gross profit has increased as a result of increased sales and
stable profit margins.
Operating costs have increased
compared to the prior period, principally as a result of the
significant growth in headcount as part of the build out of the
platform, investment in the sales team and the increased costs
associated with being an AIM-quoted company. Furthermore, this
period includes additional amortisation of certain products that
have been developed internally and have been carried as intangible
assets. This amortisation cycle only commenced in the second half
of FY2023 in line with the Group's accounting policies so there was
no comparable amortisation charge in the comparable period of H1
FY2023. Certain of the Group's costs continue to be
capitalised as they relate to product development, in accordance
with the Group's accounting policies. This period also includes a
higher non-cash charge in connection with last year's option awards
as a result of the awards made to employees in April and May
2023.
Adjusted EBITDA and operating loss
have been calculated in order to exclude one off charges relating
to the Group's IPO in December 2022. Also, items such as the
costs associated with the issue of options have also been added
back given that they are one off non-cash items (see note
4).
As a result of investment being made
now to achieve future growth, adjusted EBITDA for this current
period is lower and operating loss higher than for the previous
period. However, in considering the likely impact of this on the
year as a whole, it should be noted that operating costs are
relatively evenly spread over the year, whereas as described above,
revenues tend to be weighted towards the second half of the year
thereby leading to a lower operating result in the first half of
the financial period compared to the second.
Cash has reduced over the period due
to the small positive EBITDA generated during the period offset by
the continued investment in the development of products and
technologies which is clearly necessary and important for a company
in this sector. Whilst the cash has reduced during the period, the
Group still retains a substantial balance at the period end and is
therefore very well positioned to fund its continued growth going
forward.
During the period and post-period
end, the Group's institutional shareholder base has been growing
and currently includes investors such as Premier Miton Group plc
and William Currie Investments Limited.
Outlook
Cyber-attacks are on the increase
with serious consequences for the companies involved.
Smarttech247's combination of artificial intelligence-led managed
detection and response capabilities can help to significantly
reduce the impact and help manage the situation. With the threat
landscape growing in complexity, exacerbated by geopolitical
tensions, the Company is well positioned at the intersection of
three major evolving growth markets; security threat incidents,
cloud adoption and cyber-security data generation. Cloud mitigation
is causing companies to redesign its systems, leading to new
cyber-security requirements which Smarttech247 can provide. There
are therefore clear opportunities for the future growth of the
Group using the platform that has been established.
The Group has continued its positive
momentum into the 2024 financial year with increasing revenues in
the first half of the year. Furthermore, with multiple new
partnerships and contract wins, management is positive about the
prospects for the second half of FY2024 and the year as a
whole.
Raluca Saceanu
Chief Executive Officer
30 April 2024
CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME
For
the six months ended 31 January 2024
|
|
Note
|
Unaudited
Six
months to 31 Jan 2024
€'000
|
Unaudited
Six
months to 31 Jan 2023
€'000
|
Continuing
operations
|
|
|
|
Revenue
|
|
5,350
|
4,622
|
Cost
of sales
|
|
(1,819)
|
(1,397)
|
Gross
profit
|
|
3,531
|
3,225
|
Operating expenses
|
4
|
(4,110)
|
(2,587)
|
IPO
associated costs
|
|
-
|
(1,058)
|
Other operating income
|
|
-
|
48
|
Operating
loss
|
|
(579)
|
(372)
|
Investment income
|
|
-
|
1
|
Other losses
|
|
-
|
(4)
|
Finance costs
|
5
|
(22)
|
(75)
|
Loss before
taxation
|
|
(601)
|
(450)
|
Income tax
|
|
(52)
|
(118)
|
Loss for the year from
continuing operations
|
|
(653)
|
(568)
|
Total profit for the year
attributable to equity holders of the parent
|
|
|
|
Other
comprehensive income
|
|
(6)
|
(148)
|
Total comprehensive income
for the year attributable to equity holders of the
parent
|
|
(659)
|
(716)
|
|
|
|
|
Basic and
diluted earnings per share - euro
|
6
|
(0.53)
|
(0.86)
|
NOTES TO THE INTERIM FINANCIAL STATEMENTS
For
the six months ended 31 January 2024
1.
GENERAL INFORMATION
Smarttech247 Group plc is a public
company incorporated in the United Kingdom and listed on the
Alternative Investment Market. The registered address is
165 Fleet Street, London, United Kingdom, EC4A
2DY. The principal activity of the company (the "Company")
and its subsidiaries (the "Group") is the provision of threat
intelligence with managed detection and response to provide
actionable insights, 24/7 threat detection, investigation and
response.
2.
BASIS OF PREPARATION
This unaudited condensed
consolidated interim financial statements for the six months ended
31 January 2023 and 31 January 2024 have been prepared in
accordance with IFRS accounting policies as applied at 31 July
2023, including IAS 34 'Interim Financial Reporting'.
The interim report does not include
all the notes of the type normally included in an annual financial
report. Accordingly, this report should be read in conjunction with
the annual report for the year ended 31 July 2023, which was
prepared under UK adopted international accounting standards
(IFRS), and any public announcements made by Smartech247 Group plc
during the interim reporting period and since.
There are no new standards,
interpretations and amendments which are not yet effective in these
financial statements, that are expected to have a material effect
on the Group's future financial statements.
The financial information does not
contain all of the information that is required to be disclosed in
a full set of IFRS financial statements. The financial information
for the six months ended 31 January 2023 and 31 January 2024 is
unaudited and does not constitute the Group or Company's statutory
financial statements for those periods.
The interim financial information
has been prepared under the historical cost convention. The
financial information and the notes to the historical financial
information are presented in euros, the functional and presentation
currency of the Group, and presented to the nearest €'000, except
where otherwise indicated.
Merger accounting and consolidated financial
statements
The Company was incorporated on 29
September 2022 with one £0.01 ordinary share and on 18 November
2022, became the parent company of the Group when it issued
87,499,999 £0.01 ordinary shares in exchange for 100% of the
ordinary shares in Zefone Limited. This is not considered to be a
business combination within the scope of IFRS3 as the transaction
was between entities under common control. This is a key judgement
and, as a transaction where there was no change in the shareholders
or holdings, is accordingly accounted for using merger accounting
with no change in the book values of assets and liabilities and no
fair value accounting applied.
Intercompany transactions and
balances between group companies are therefore eliminated in full.
The equity presented is that of Smarttech247 Group plc with the
difference on elimination of Zefone Limited's capital being shown
as a merger reserve.
A subsidiary is an entity over which
the Group has control. The Group controls an entity when it is
exposed to, or has rights to, variable returns from its involvement
with the entity and has the ability to affect those returns through
its power over the entity.
Share based payments
The Group has made awards of
warrants and options on its unissued share capital to certain
parties in return for services provided to the Group. The valuation
of these warrants involved making a number of critical estimates
relating to price volatility, future dividend yields, expected life
of the options and interest rates. These assumptions have been
integrated into the Black Scholes Option Pricing model and the
Monte Carlo valuation model to derive a value for the share-based
payments. These assumptions are described in more detail in note
12.
Share premium
The share premium account includes
any premiums received on the initial issuing of the share capital.
Any transaction costs associated with the issuing of shares are
deducted from the share premium account, net of any related income
tax benefits.
Going concern
The Directors have considered the
principal risks and uncertainties facing the business, along with
the Group's objectives, policies and processes for managing its
exposure to financial risk. In making this assessment the directors
have prepared cash flows for the foreseeable future, being a period
of at least 12 months from the date of approval of this financial
information.
The Group's forecasts and
projections based on the current trends in trading and after taking
account of the funds held at the period end of €4.5 million, show
that the Group will be able to operate within the level of its cash
reserves.
The Directors therefore have a
reasonable expectation that the Group has adequate resources to
continue in operational existence for the foreseeable future and
consider the going concern basis to be appropriate.
3.
SEGMENT REPORTING
The following information is given
about the Group's reportable segments:
The Chief Operating Decision Maker
is the executive Board of Directors. The Board reviews the Group's
internal reporting in order to assess performance of the Group.
Management has determined the operating segment based on the
reports reviewed by the Board.
The Board considers that during the
periods ended 31 January 2024 and 31 January 2023 the Group
operated in the single business segment of Managed Detection and
Response capabilities to global organisations.
4.
OPERATIONAL EXPENSES
The operating loss for the period is
after charging:
|
|
Unaudited
Six months to 31 Jan 2024
€'000
|
Unaudited
Six months to 31 Jan 2023
€'000
|
Amortisation of intangible fixed
assets
|
|
(210)
|
(79)
|
Depreciation of right-of-use
assets
|
|
(33)
|
(25)
|
Depreciation of tangible fixed
assets
|
|
(33)
|
(18)
|
Share based payments - employee
options
|
|
(428)
|
(260)
|
CLN settlement cost
|
|
-
|
(126)
|
|
|
(704)
|
(508)
|
|
|
|
|
In the prior period, included within
operational expenses or separately disclosed as IPO associated
costs are certain one-off costs that principally relate to IPO
costs, issue of share options and CLN settlement costs.
|
|
2024
€'000
|
2023
€'000
|
Operating loss
|
|
(579)
|
(372)
|
Add back:
|
|
|
|
IPO costs
|
|
-
|
1,058
|
Share based payments
|
|
428
|
260
|
CLN settlement costs
|
|
-
|
126
|
Total one-off costs
|
|
428
|
1,072
|
Less Other operating
income
|
|
-
|
(48)
|
Adjusted operating
profit/(loss)
|
|
(151)
|
1,024
|
Add back depreciation and
amortisation
|
|
276
|
122
|
Adjusted EBITDA
|
|
125
|
1,146
|
The charge for share based payments
relates to the issue of share options to employees as part of the
Group share option scheme. Also, as part of the listing, the
outstanding convertible loan notes were converted into equity which
incurred a one-off associated cost in the comparative
period.
5.
FINANCE COSTS
|
|
Unaudited
Six months to 31 Jan 2024
€'000
|
Unaudited
Six months to 31 Jan 2023
€'000
|
Interest on financial
liabilities
|
|
5
|
63
|
Finance charge on lease
liabilities
|
|
17
|
12
|
|
|
22
|
75
|
6.
EARNINGS PER SHARE
The calculation of the basic and
diluted earnings per share is calculated by dividing the profit or
loss for the period by the weighted average number of ordinary
shares in issue during the period.
|
|
Six months to 31 Jan 2024
(unaudited)
|
Six months to 31 Jan 2023
(unaudited)
|
Loss for the period from continuing
operations - €'000
|
|
(653)
|
(568)
|
Weighted number of ordinary shares
in issue
|
|
124,078,982
|
66,082,356
|
Basic and diluted earnings
per share from continuing operations - euro
|
|
(0.53)
|
(0.86)
|
The weighted average number of
ordinary shares in issued for the prior year has been used as the
total number of shares issued for the purchase of Zefone Limited as
if those shares were on issue during the prior period.
There is no difference between the
diluted loss per share and the basic loss per share as there were
no securities in issue at 31 January 2023 that would have a
dilutive effect on earnings per share.
7.
INTANGIBLE ASSETS
|
Website & Software
licences
€'000
|
Development costs
€'000
|
|
Total
€'000
|
Cost
|
|
|
|
|
At 31 August 2022
(audited)
|
1,227
|
1,533
|
|
2,760
|
Additions
|
-
|
2,625
|
|
2,625
|
At 31 July 2023 (audited)
|
1,227
|
4,158
|
|
5,385
|
Additions
|
-
|
1,588
|
|
1,588
|
At 31 January 2024
(unaudited)
|
1,227
|
5,746
|
|
6,973
|
Amortisation
|
|
|
|
|
At 31 July 2022 (audited)
|
912
|
109
|
|
1,021
|
Charge for the year
|
241
|
189
|
|
430
|
At 31 July 2023 (audited)
|
1,153
|
298
|
|
1,451
|
Charge for the period
|
24
|
186
|
|
210
|
At 31 January 2024
(unaudited)
|
1,177
|
484
|
|
1,661
|
|
|
|
|
|
Net
book value
|
|
|
|
|
31 July 2023 (audited)
|
74
|
3,860
|
|
3,934
|
31
January 2024 (unaudited)
|
50
|
5,262
|
|
5,312
|
8.
TRADE AND OTHER RECEIVABLES
|
|
31 January
2024
(unaudited)
€'000
|
31 July 2023 (audited)
€'000
|
Trade receivables
|
|
2,290
|
5,194
|
Accrued revenue
|
|
17
|
53
|
Tax and other receivables
|
|
440
|
278
|
Director's current
account
|
|
63
|
57
|
Prepayments
|
|
657
|
841
|
|
|
3,467
|
6,423
|
9.
LEASES
The Group had the following lease
assets and liabilities:
|
|
31 January
2024
(unaudited)
€'000
|
31 July 2023 (audited)
€'000
|
Right-of-use assets
|
|
|
|
Properties
|
|
298
|
331
|
|
|
298
|
331
|
Lease liabilities
|
|
|
|
Current
|
|
91
|
91
|
Non-current
|
|
218
|
260
|
|
|
309
|
351
|
10.
TRADE AND OTHER PAYABLES
|
|
31 January
2024
(unaudited)
€'000
|
31 July 2023 (audited)
€'000
|
Trade creditors
|
|
485
|
3,183
|
Corporation tax
|
|
263
|
220
|
Other taxation and social
security
|
|
293
|
753
|
Accruals
|
|
79
|
56
|
Deferred income
|
|
2,061
|
1,869
|
Other payables
|
|
203
|
150
|
|
|
3,384
|
6,231
|
11.
SHARE CAPITAL
|
|
Number of £0.01
shares
|
Share
Capital
|
Share
premium
|
|
|
|
€'000
|
€'000
|
One £0.01 share issued on
incorporation
|
|
1
|
-
|
-
|
Shares issued on exchange for Zefone
Limited shares
|
|
87,499,999
|
1,012
|
-
|
Shares issued on conversion of
convertible loan note at £0.1760
|
|
13,646,441
|
158
|
2,577
|
Shares subscribed for by
EBT
|
|
10,546,713
|
122
|
-
|
Placing shares issued at
£0.2966
|
|
12,385,828
|
144
|
4,108
|
Share issue costs
|
|
-
|
-
|
(320)
|
Balance at 31 July 2023
|
|
124,078,982
|
1,436
|
6,365
|
Balance at 31 January
2024
|
|
124,078,982
|
1,436
|
6,365
|
The shares with a nominal value of
€1,012,462 (£875,000) issued in exchange for 2 £1 shares in Zefone
Limited with a nominal value of £2 results, on elimination of the
difference, in a credit to a merger reserve (within other reserves)
of €1,012,462 (£875,000) in accordance with the merger accounting
principles as set out in note 2.
During the prior period, the Company
established an Employee Benefit Trust ("EBT") and issued 10,546,713
shares to the EBT at nominal value.
12.
SHARE BASED PAYMENT RESERVE
|
|
31 January
2024
(unaudited)
€'000
|
31 July 2023 (audited)
€'000
|
Advisor warrants issued
|
|
|
|
Opening balance
|
|
107
|
|
Issued during the period
1
|
|
-
|
107
|
Closing balance
|
|
107
|
107
|
Employee options issued
|
|
|
|
Opening balance
|
|
447
|
-
|
Issued during the period 2,
3
|
|
428
|
447
|
Closing balance
|
|
875
|
447
|
|
|
|
|
|
|
982
|
554
|
1 On 15 December 2022, 863,115 warrants were issued to advisors
and have been fair valued in accordance with IFRS 2. The warrants
have an exercise price of £0.2966 and a time to expiry of 4 years
from grant.
2 On 30 November 2022, 4,541,290 employee options were granted
under the Group's LTIP. These options have different vesting
conditions based on performance milestones that can be viewed
below.
3 On 28 April 2023 and 23 May 2023 2,425,291 and 177,195
employee options were granted under the Group's LTIP. These options
have different vesting conditions based on performance milestones
as outlined below.
13.
MERGER RESERVES
|
|
31 January 2024
(unaudited)
€'000
|
31 July
2023
(audited)
€'000
|
Merger reserve
|
|
(1,215)
|
(1,215)
|
|
|
(1,215)
|
(1,215)
|
On 18 November 2022, the Company
became the parent company of the Group when it issued 87,499,999
£0.01 ordinary shares in exchange for 100% of the ordinary shares
in Zefone Limited. Zefone Limited has been shown as the continuing
entity. Intercompany transactions and balances between group
companies are therefore eliminated in full. The equity presented is
that of Smarttech247 Group plc with the difference on elimination
of Zefone Limited's capital of €1,012,462 (£875,000) being shown as
a merger reserve.
In the prior period,
Zefone Limited acquired Smart Systems Security
Limited for €1,190 (£1,000) with the total identifiable net
liabilities acquired being €225,000, resulting in €226,000 being
recorded to the merger reserve.
14.
EVENTS SUBSEQUENT TO PERIOD END
There were no events subsequent to
the period end that require disclosure.