The information contained
within this announcement is deemed by the Company to constitute
inside information pursuant to Article 7 of EU Regulation 596/2014
as it forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 as amended.
25 April 2024
Skillcast Group PLC
("Skillcast", the "Group" or the "Company")
Results for the twelve months ended 31
December 2023
Skillcast (AIM: SKL), the provider of SaaS
compliance platforms and off-the-shelf e-learning, is pleased to
announce its audited results for the twelve months ended 31
December 2023.
Highlights
|
|
2023
|
|
2022
|
Change (2023 v 2022
)
|
Total Revenue
|
|
£11.3m
|
|
£9.8m
|
+15%
|
Subscription revenue
|
|
£8.6m
|
|
£6.7m
|
+28%
|
Gross margin (%)
|
|
69.7%
|
|
70.1%
|
-0.4pps
|
Annualised recurring revenue
(ARR)*
|
|
£9.3m
|
|
£6.8m
|
+37%
|
Overheads
|
|
£8.8m
|
|
£7.4m
|
+18%
|
(LBITDA)*
|
|
-£0.6m
|
|
-£0.3m
|
n/a
|
Basic loss of earnings per share
(pence)
|
|
-0.733p
|
|
-0.460p
|
n/a
|
Total dividend per share
(pence)
|
|
0.447p
|
|
0.447p
|
-
|
Cash in bank
|
|
£7.2m
|
|
£7.7m
|
-6%
|
Free cash flow **
|
|
-£0.1m
|
|
£0.3m
|
n/a
|
·
Total revenues up 15% at £11.3 million (2022: £9.8
million)
o Revenue
increase was driven by strong growth in recurring subscription
revenues, up 28% at £8.6 million (2022: £6.7 million)
o Annualised
recurring revenue (ARR)* up 37% to £9.3 million (December 2022:
£6.8 million) predominantly from new client acquisitions
o Recurring
subscriptions contributed to 76% of total revenues (2022:
68%)
o Non-strategic
professional services revenues declined 12% to £2.8 million (2021:
£3.1 million)
·
Gross margin remained strong at 69.7% (2022:
70.1%)
·
LBITDA of £0.6 million (2022: £0.3 million)
o Overhead
investment rate slowed to increase on the prior year by £1.3
million (2022: £2.5 million).
o Headcount
increased by 6% in the year to 118 (2022: 111)
o All research
and development is expensed
·
Strong net cash position at 31 December 2023: £7.2 million
(31 December 2022 net cash: £7.7 million), representing c. 8 pence
per ordinary share in the Company
o Up-front
payments on increased subscription revenues support
losses
o Free cash
flow** of -£0.1 million (2022: £0.3 million) despite LBITDA of £0.6
million
·
Basic LPS -0.733 pence per share (2022: LPS -0.460
pence)
·
Total dividend of 0.447 pence per share (2022: 0.447
pence)
o Final
dividend proposed: 0.279 pence
o Interim
dividend paid: 0.168 pence
·
Operational highlights
o Total client
numbers grew to over 1,200
o Net retention
of 105% supported by price rises and launch of new products and
reduced churn
o Launched Fast
Track and new Global Compliance and microlearning Compliance Bites
course libraries
o Developed B2B
e-commerce self-serve offer for small businesses
o Repositioned
product offering into three levels: Basic, Standard and
Premium
o Recruited
Head of Marketing to drive marketing activity
o Maintained
excellent customer service records (Feefo Platinum Service Award
4.9/5.0)
o ESG: retained
our carbon-neutral position
Current
trading and outlook
We have entered the new financial
year in a good financial and operational position. Our recent
product enhancements and new go-to-market strategy have increased
enquiry levels from potential customers, which we are working to
convert into additional subscription revenues. Professional
services activity remains challenging due to on-going delays in
corporate decision-making.
Since the period-end, the ARR from subscriptions
has continued to increase on the prior year. As of the end of Q1,
our ARR was £10.0 million, up 36% from twelve months ago (March
2023 ARR: £7.3 million). The Board remains confident of meeting
market expectations for the year ahead, of returning to
profitability, and of delivering on its longer-term strategic plan
to achieve its stated vision.
Vivek Dodd, Chief Executive Officer of
Skillcast, said:
"Skillcast enables companies to digitise and
automate their compliance processes. We are the leading innovators
in our sector and are passionate about helping our clients engage
their staff on compliance issues, make data-driven decisions and
reduce the cost of complying with regulations.
"We are delighted with our SaaS subscriptions
ARR growth rate accelerating from 16% in 2022 to 37% in 2023 and
the consequent 28% growth in our subscription revenue in
2023.
"This performance is underpinned by our
improvements across our content and technology product range,
scalable technology infrastructure, and highly responsive customer
service, which received a Platinum Service Award based on customer
ratings for the fourth consecutive year.
"Trading in 2024 has started well and is in
line with expectations. We expect to maintain our growth with our
compelling, risk-reducing SaaS solutions and return to sustainable
profits from the second half of the year."
*Further details on the
calculation of adjusted EBITDA and ARR are set out in the Financial
Review below
Enquiries:
Skillcast
Group plc
|
+44 (0)20 7929 5000
|
Richard Amos, Chairman
Vivek Dodd, Chief Executive Officer
|
|
Richard Steele, Chief Financial
Officer
|
|
|
|
Allenby
Capital Limited (Nominated Adviser & Broker)
|
+44 (0)20 3328 5656
|
James Reeve, Piers Shimwell (Corporate
Finance)
|
|
Jos Pinnington, Tony Quirke (Sales and
broking)
|
|
Chairman's Statement
Introduction
I am pleased to be reporting on another
positive year of progress for Skillcast. 2023 was an
important year for us as we sought to generate returns on the
investments that we made in the prior year. We made good
progress in this regard over the last twelve months and are excited
about prospects for the future.
Results and
Dividend
We achieved another strong set of financial
results for the year ended 31 December 2023 with progress made on
all the key financial metrics that we target. Particularly
important was that we returned to growth levels that the business
had historically achieved after the planned consolidation in the
prior year, as we invested to build a platform for growth.
Revenue of £11.3 million was up 15% on the prior year (2022: £9.8
million) but within that the strategically critical
subscription-as-a-service (SaaS) revenue was up 28%.
Annualised Recurring Revenue ('ARR'), which is the key metric we
track as a guide for future prospects was up 37%. As
anticipated, profitability has been impacted by the full year
impact of the headcount investment that we made in the prior
year. But the full year LBITDA of £0.6 million was all made
in the first half of the year, with the second half reporting a
small positive EBITDA as we started to see the returns on those
investments. Our balance sheet remains strong with £7.2
million of cash at the year end (31 December 2022: £7.7
million).
It is the Board's stated policy to maintain
the full year dividend at least at the recent historic level for
the foreseeable future as we seek to return the business to
profitability. We see that as an important financial
discipline for a business with repeatable revenues that provide
strong cash generation. Accordingly, at the AGM on 25 June
2024, the Board will propose a final dividend per share of
0.279p. Taken in combination with an interim dividend per
share of 0.168p that was paid in October 2023 this will retain the
full year dividend at £400,000 (2022: £400,000) with the full year
dividend per share unchanged at 0.447p (2022: 0.447p). The
Board will review and consider a progressive dividend policy when
the Group has returned to profitability.
Strategy
Skillcast's overall strategy remains as set
out when we came to the AIM market in 2021. Our purpose is to
enable companies to build ethical and resilient workplaces and our
vision is to be the leading provider of digital training and
technology for workplace compliance.
Companies face an ever increasing burden of
compliance and at the same time are facing a real need to find
efficiencies in the current cost-pressured environment. Vivek
Dodd's CEO Review sets out how Skillcast is helping companies meet
these challenges and highlights some important enhancements that we
have made over the last twelve months to make our solutions easier
for customers to engage with and more compelling
commercially.
Our primary strategic imperative remains on
driving the organic growth of repeatable subscription-based
revenues through a focus on supporting existing clients with a
wider range of products and by acquiring similar new
customers. We primarily target new clients in regulated
industries where the burden of compliance is at its highest
although our services are equally applicable to all companies that
have a need for efficient workplace compliance solutions. And
whilst we are equally able to support companies of all sizes, our
'sweet spot' is medium sized enterprises for whom compliance
requirements are increasingly complex but who are not large enough
to warrant full bespoke solutions.
Our priorities going forward will primarily
revolve around organic growth. However, with under-utilised
cash resources on our balance sheet and having built the technology
and people-related infrastructure of the business over the last two
years, we are now prepared to enhance that organic growth through
targeted bolt-on acquisitions. Appropriate targets are likely
to be UK focused and would bring additional content and customer
relationships into our existing capabilities. As well as
offering an increment to our organic growth plans, once integrated
they would be expected to contribute organic growth of their
own.
People and
Organisation
As planned, headcount growth in 2023 was much
slower than it had been in the prior year, and we now feel that we
have the team in place to grow the business significantly and to
operate at that larger size. I would like to take this opportunity
to congratulate and thank our team for their hard-work and success
over the last year.
Isabel Napper, who has been an independent
non-executive director since prior to the IPO in 2021 and who was
both instrumental in helping us through that process and
influential on the Board since, has decided that she will not stand
for re-election at the forthcoming AGM. I would like to thank
her for her counsel over the last three years. We are in an
active process to replace Isabel and anticipate making an
announcement in due course.
Shareholder
Engagement
I would like to thank investors for their
support over the last twelve months. The UK small cap market
remains a challenging one for both companies and investors.
Skillcast has become a member of the Quoted Companies Alliance and
intends to work with them to lobby for the structural and
regulatory changes that are needed to restore efficiency to the
market.
We have enjoyed meeting with investors over
the last twelve months at both formal meetings and various investor
conferences and we welcome the opportunity to speak with existing
and prospective investors and look forward to welcoming
shareholders to our AGM on 25 June.
Current
Trading and Outlook
.
We have entered the new financial
year in a good financial and operational position. Our recent
product enhancements and new go-to-market strategy have increased
enquiry levels from potential customers, which we are working to
convert into additional subscription revenues. Professional
services activity remains challenging due to on-going delays in
corporate decision-making.
Since the period-end, the ARR from subscriptions
has continued to increase on the prior year. As of the end of Q1,
our ARR was £10.0 million, up 36% from twelve months ago (March
2023 ARR: £7.3 million). The Board remains confident of meeting
market expectations for the year ahead, of returning to
profitability, and of delivering on its longer-term strategic plan
to achieve its stated vision.
Richard
Amos
Non-Executive Chairman
24 April 2024
CEO's Review
I am pleased to present Skillcast's Annual
Report for 2023. It's been over two years since our IPO in December
2021 - and during this time we've completed a disciplined programme
of investment in our talent, product and marketing and have
achieved our revenue growth targets. Our ARR growth was up at 37%
in 2023 and in H2 2023, our SaaS subscription revenues growing
faster than our costs.
However, the financials only tell a part of
our story. Even more encouraging are the teams we've built at all
levels, the robust procedures we've put in place for performance,
financial control and governance, and the product and service
improvements we've made for our customers. All of these should
sustain our growth in the future.
Purpose and
vision
Skillcast exists to help companies build
ethical and resilient workplaces with our technology, content and
service. We are a leading provider of compliance portals and
digital courseware in the UK. This gives us access to a growing
market with resilient demand. Our critical mass of clients gives us
insights into compliance challenges and emerging needs that feed
into our product development. Our experienced workforce and passion
for customer service result in long-lasting relationships with
clients, enabling us to innovate and drive down their compliance
costs.
We have strengthened our organisational
structure for growth with clear and connected objectives and key
results (OKRs). This framework was agreed at a Company level
following a Board strategy session and is broken down into numerous
smaller objectives across the organisation. Progress against the
OKR framework is monitored monthly.
We prioritise developing and promoting our
existing talent to build knowledge and experience within our
organisation.
Our values
and culture
We strive to achieve our purpose through
embedding and living our four values across the
organisation:
Innovation: continually striving to make
things better and making them happen
Customer Focus: delivering successful outcomes
for our customers
Teamwork: sharing knowledge and building
strong working relationships
Professionalism: taking pride in what we do,
who we are and working towards our aligned goals
On 1 January 2023 the Board appointed a Chief
People Officer to the executive management team to lead on the
people and culture initiatives. All employees are eligible to
receive additional remuneration above their base pay linked to
their performance.
All employees use Skillcast's platform and
tools to read and attest to policies and receive compliance
training.
During the year the following initiatives were
undertaken to promote our values and culture:
·
Our executive management team held quarterly all-company
virtual meetings to cascade the business strategy and
performance
· A
regular in-house magazine was launched giving updates to everyone
on major commercial and product initiatives and people changes and
events
·
In December 2023 a staff survey was conducted to ascertain
the key people issues and concerns
·
Inboarding and induction programme was put in place for new
joiners
· A
risk committee chaired by the CFO with representatives from every
function maintains the risk register. Awareness initiatives and
training on Cyber breaches tool place throughout the
Company.
Business
model
Skillcast offers innovative solutions to
enable companies to digitise and automate their compliance
training, record-keeping, monitoring and other processes. Digital
compliance transformation aims to reduce operational costs while
enhancing employees' compliance experience. By consolidating these
functions onto a single platform, Skillcast streamlines operations
and minimises the risk of compliance oversights, ensuring a more
efficient and secure compliance framework for our
clients.
We offer over 400 e-learning courses with
comprehensive coverage of corporate compliance. Our Essentials and
Compliance Bites libraries cover all the key topics for general
compliance in the UK. Our FCA Compliance and Insurance Compliance
libraries cover all the key topics in the FCA Handbook for UK
financial services firms. Our Global Compliance and Global Risk
libraries cater to the needs of multinational corporations that
need jurisdiction-neutral, multilingual training. Our off-the-shelf
courses can be customised easily to meet every client's unique
needs and risk perceptions.
Skillcast Portal is our technology platform,
which features a Learning Management System (LMS) and various tools
designed to facilitate compliance management. These tools include a
Policy Hub for delivering corporate policies and gathering employee
attestations, Anonymous Surveys for honest employee feedback, Staff
Declarations for self-reported disclosures, Compliance Registers
for documenting various compliance-related activities such as gifts
& hospitality, and other features for managing and recording
in-person training and events. This integrated platform ensures a
uniform user and administrator experience, consolidates data by
breaking down silos, and reduces the risk of compliance
failures.
We offer three product plan levels for our
technology: Premium, Standard and Basic. These plans are available
through annual subscriptions, simplifying procurement and allowing
businesses to deploy training and compliance resources on time and
with minimal effort.
Skillcast Premium suits companies of all sizes
that want a fully featured, branded and managed platform to
transform staff compliance. This plan includes our widest set of
features and brings these together under a single
platform.
Skillcast Standard suits companies of all
sizes that want to build their compliance platform flexibly, with
full corporate branding and managed customer service. Most
customers start this plan with one tool, such as our LMS, and add
individual tools as their needs grow.
Skillcast Basic suits small teams and
companies of up to 50 users who want a simple, self-service
platform with readymade compliance e-learning. You can set up all
your employees with access to 80+ engaging compliance courses
within minutes. You can monitor all activity from your admin
dashboard, and users can download their completion
certificates.
We further support our clients through
dedicated Customer Success Managers (CSM), ensuring a seamless and
effective compliance management experience. Our commitment to
excellence is reflected in receiving the Feefo Platinum Trusted
Service Award for the sixth consecutive year in 2023, an accolade
based on genuine customer feedback and ratings.
High-quality
revenues
Staff compliance is a non-discretionary cost
for many companies, especially in regulated sectors like financial
services. This provides us with the potential to grow in even
stagnant economic environments.
Subscriptions to our content and technology
are the key drivers in our growth strategy. These subscriptions
constitute a book of high-quality annual recurring revenues (ARR)
contracts, which grew organically at 37% to £9.3 million in
December 2023 (2022 growth 16% to £6.8 million in December
2022).
In 2023, 76% (2022: 68%) of our revenues came
from such subscriptions, with the rest from professional services,
which include bespoke e-learning development and customisation of
OTS courses and was slightly lower at £2.8 million (2022: £3.1
million). Nevertheless, we remain committed to our professional
services, which are critical for helping its clients make their
compliance messages more relevant and engaging for their
staff.
Our total revenue increased by 15% to £11.3
million (2022: £9.8 million), and an LBITDA loss of £0.6 million
(2022: LBITDA of £0.3 million). After a loss-making H1 2023 due to
accelerated headcount investment in the prior year, we reached
breakeven in H2 2023 as our month-on-month revenue growth
outstripped the growth in our cost base.
We typically enter into annual contracts for
our subscriptions and invoice upfront. This gives us healthy cash
flows from operations and high revenue visibility over the coming
twelve months. Our free cash flow was -£0.1 million (2022: +0.3
million) despite the LBITDA loss for the year.
Growth
initiatives
Our key focus remains on organically growing
subscription revenues, as measured by the size of our ARR book.
Over the last year, we accelerated its growth rate from 16% to 37%.
With such a large market we believe the main route to this is
through acquiring new customers. In addition, we aim to increase
net retention through upsells from continued product development
and minimal churn through maintaining excellent customer success.
Although we serve customers of all sizes and in all industry
segments, most of this growth came from the adoption of our
Standard Plan by mid-sized companies. We see this remaining as the
mainstay of our growth in 2024.
In addition, we are working on several
initiatives to increase our appeal to the smallest and the largest
companies. In late 2023, we launched our new Skillcast Basic
offering for small companies and teams with less than 50 employees,
which form a sizable and underserved market segment. This new plan
is more affordable, easy to manage, and pre-customised for industry
sectors, a crucial requirement for smaller companies.
For larger companies, we will promote the
concept of embedded compliance. This involves embedding direct
links to training and compliance controls in business processes and
communications, e.g. policy documents, emails and chat messages.
Consequently, employees can access these activities directly from
their business environment instead of going to a dedicated
compliance portal to find and complete them. A Gartner study found
that embedded controls cut staff compliance breaches by
58%.
Having completed our post-IPO investment plans
for our operations, we are now open to customer and business growth
opportunities through partnerships and acquisitions.
The key challenges to executing our strategy
are outlined in the Risk section of this report.
ESG
Environmental, Social, and Governance (ESG)
lies at the heart of the services we offer to our clients. Our
mission is to foster inclusivity, sustainability, integrity, and
compliance with laws and regulations in the workplace. By helping
to digitise training and other processes, we further aid our
clients in minimising energy usage and reducing their carbon
footprint. We are also vigilant about our own environmental and
social impact. Highlights of our commitment include:
·
Maintaining our Carbon Neutral certification through
meticulous emissions measurement and offsetting
·
Completed company-wide carbon literacy training
·
UK office energy confirmed as 100% renewable
·
Withdrew employee car parking n Malta
·
Upholding the principles of a Living Wage employer since
2019, ensuring fair compensation beyond our direct employees,
and
·
Commitment to diversity, well-being and personal development
in our workplace.
We are committed to generating shareholder
value while helping companies meet their ESG goals and
strengthening their employee compliance culture. We are convinced
that our innovative spirit, customer-centric approach,
collaborative effort and ambition are fundamental to realising this
corporate vision.
Vivek Dodd
Chief Executive Officer
24 April 2024
Financial Review
Revenues for the year ended 31 December 2023
increased by 15% to £11.3 million (2022: £9.8 million), driven by
new subscription customers, with ARR* climbing 37% on the year to
£9.3 million (2022: £6.8 million). As a consequence of our planned
investment programme, LBITDA was a loss of £0.6 million (2022: £0.3
million). Net cash at year-end of £7.2 million was 6% below last
year (2022: £7.7 million), with free cash flow of -£0.1 million
(2022: £0.3million).
Key Performance
Indicators
Key performance indicators (KPIs) are tracked
through monthly reviews against targets approved by the
Board.
|
2023
£'000
|
2022
£'000
|
% change
|
Revenue
|
11,302
|
9,830
|
+15%
|
Software-as-a-service revenue (SaaS
revenue)
|
8,547
|
6,690
|
+28%
|
Gross Margin
|
69.7%
|
70.1%
|
-0.4 pts
|
Overheads
|
8,759
|
7,442
|
+18%
|
(LBITDA)/EBITDA
|
-625
|
-316
|
n/a
|
*Annual recurring (SaaS) revenue (ARR) as at
31 December
|
9,303
|
6,780
|
+37%
|
Churn (as a percentage of ARR)
|
7%
|
12%
|
-5pts
|
Deferred revenue from subscriptions as at 31
December
|
4,276
|
3,213
|
+33%
|
Cash at 31 December
|
7,221
|
7,704
|
-6%
|
Free cash flow **
|
-82
|
271
|
n/a
|
Number of employees at 31 December
|
118
|
111
|
+6%
|
* defined later in the financial report in Alternative
Performance Measures section
Revenue
Total revenues of £11.3 million were up 15% on
the comparable period last year (2022: £9.8 million), driven by
software-as-a-service ("SaaS") subscription revenues, predominantly
from new clients. Subscription revenues typically accrue from
twelve-month contracts, invoiced up front, for our compliance
e-learning libraries and compliance technology. During 2023,
subscription revenue growth helped grow the proportion of revenues
from subscriptions to 76% (2022: 68%) of total revenues. 88% of
subscription revenues were derived from our core e-learning
products, with the remaining 12% of subscription revenues delivered
from our suite of "Regtech" products (2022: 10%).
Subscription ("SaaS") revenues grew 28% to
£8.5 million (2022: £6.7 million). The growth in subscription
revenues was driven by a combination of new client, product
upsells/more users and lower churn.
Revenue growth was supported by the launch of
several new products during the year. In February
2023, we launched our FastTrack product, which, when added to our
off-the-shelf ("OTS") courses, enables experienced employees to
demonstrate their compliance understanding with a pre-assessment
and opt for a shorter version of the course. In March 2023, we
launched our Global Compliance and Global Risk courses. Compliance
is generally a nationally focussed activity reflecting the rule of
law. These global libraries open up the market for multinational
companies, particularly in Europe, that need their courses to be
based on global best practices and be available in multiple
languages. In April 2023, we launched our new micro-learning
Compliance Bites: a library of short, engaging videos on key
compliance topics designed to improve employee retention. In
October 2023 we launched our Basic Plan offer, B2B e-commerce new
self-service plan to supply compliance training to small UK
businesses of up to 50 employees. We also launched our Premium Plan
offer, which encompasses our whole product portfolio in one-price
wrapper.
*Annual recurring revenue (ARR), our key
performance indicator to measure subscription sales progress, grew
by 37% to £9.3 million over the past 12 months (December 2022: £6.8
million). New sales lifted ARR by 50% from December 2022, and a net
retention rate of 105% (2022: 92%), which included 7% churn (2022:
12%). 2023 net retention was boosted by a standard 10% price rise
on new business and renewals throughout the year which impacted net
retention by 8.2 percentage points. Excluding price rises net
retention was 96.8% (2022: 91.5%).
Revenue from professional services was £2.8
million, which was 12% below the same period last year (2022:
£3.1million). The reduction reflected a lower average spend
per client as increased economic uncertainty impacted client
budgets for bespoke e-learning solutions.
Total client numbers grew to over 1,200 in
2023 with 61% of revenues coming from financial services (2022:
55%).
Gross profit
Gross Margin fell 0.4 percentage points to
69.7% (2021: 70.1%). The reduction was primarily due to the fall in
the less strategic and predictable professional services revenue
and a predominantly fixed cost base.
Investing for growth
slows
The rate of overhead growth on the prior year
reduced to 18% from 49% in the prior year (excluding IPO costs in
2021) as the planned post-IPO investment phase was predominantly
completed.
In absolute terms overheads were £8.8 million
in the period, an increase of £1.3 million (2022: £2.5
million). 75% of overheads are people-related (2022: 73%) and
£1.1 million of the increase in the year was from headcount
increase, salary increases averaging 5% and full year employment
costs from the headcount increase in the prior year. The biggest
area of people investment was in the commercial team, increasing
their costs by £0.7 million on the previous year. Marketing
activity costs also increased in the year by 43% to £0.3 million
(2022: £0.2 million).
Overheads excluding depreciation and
amortisation as a percentage of ARR reduced during the year. In H2
2023 they represented 46% of ARR, 2 percentage point above H2 2021
(excluding IPO costs).
On 31 December 2023, the total headcount had
increased to 118 (31 December 2022: 111). Total average headcount
increased in 2023 by 15% to 115 (2022: 100). The largest area of
growth was in the sales and marketing function with an average of 7
more heads during the period. Total staff costs and employee
related costs increased 20% to £9.0 million (2022: £7.5 million),
with average salary increases of 5% awarded in January
2023.
LBITDA
Due to the 12% reduction in non-strategic and
unpredictable professional services revenues and continued
increased investment, the Group delivered a loss of earnings before
interest, tax, depreciation and amortisation (LBITDA) of £0.6
million in 2023 (2022: £0.3 million). This loss performance
reflects the intended investment programme, supported by the
fundraising in December 2021.
Interest receivable
£0.3 million of bank interest was received on
cash balances during the year (2022: £0 million) as the Group
benefited from the higher interest rates and putting surplus cash
on deposit.
Tax
The Group reported a loss before tax of £0.7
million in the year and consequently was not liable for any
corporation tax in its UK or Malta jurisdictions..
The Group had unutilised tax losses carried
forward of approximately £1.3 million as of 31 December 2022 (2021:
£0.7 million) due predominantly to research and development
credits. These are expected to increase in 2023 through trading
losses and further research and development claims. Given the
varying degrees of uncertainty as to the timescale of the
utilisation of these losses, the Group has not recognised the
potential deferred tax assets associated with these
losses.
In the prior year, a withholding tax rebate of
£136,983, due to Inmarkets Group Ltd regarding dividends declared
by Inmarkets International Ltd for 2021, was reflected as a tax
credit in 2022. The rebate is based upon dividends declared by
Inmarkets International Ltd and paid to Inmarkets Group Ltd during
2022. Its settlement depends upon all necessary tax returns filed
and accepted by the relevant authorities. In the current year no
rebate is due in Inmarkets International since all the Maltese
taxed retained earnings have been utilised.
A rebate of £226,846 was received in 2023 by
Inmarkets Group Ltd (2022: £nil) in relation to dividends declared
by Inmarkets International Ltd. The balance due to the Inmarkets
Group Ltd for all Maltese tax rebates as at 31 December 2023 was
£628,057 (31 December 2022: £854,903).
Earnings per share
(EPS)
No ordinary shares were issued during the
year. The basic loss per share was -0.733 pence on 89.5 million
shares (2022: -0.460 pence).
Dividends
With a business backed by strong ARR growth
supporting future recurring revenues that provide strong cash
generation, the Board is committed to paying dividends. The Board
is recommending a final dividend of 0.279 pence per share which,
together with the 0.168 pence interim dividend paid in October
2023, gives a total dividend of 0.447 pence. The final dividend
will be paid on 26 July 2024 to shareholders on the register on 5
July 2024.
The Board's policy is to at least maintain the
total aggregate annual dividend of £400,000, consistent with
previous years. It will review and consider a progressive dividend
policy when the Group has returned to sustainable
profitability.
Balance sheet and cash
flow
Net assets at 31 December 2023 were £5.7
million (31 December 2022: £6.6 million). The £0.9 million
reduction in the year was due to the £0.7 million reduction in
comprehensive income in the year from planned investments and £0.4
million of dividend payments, partly offset by £0.1 million
increase in the share option reserve.
Non-current assets of £0.8 million at 31
December 2023 (31 December 2022: £0.9 million) reduced by a net
£0.1 million as reducing office lease liabilities in accordance
with IFRS 16 were partially offset by a £0.2 million office refit
in Malta. The Group does not capitalise any intellectual property
additions to its products' content or technology, and costs are
expensed as they are incurred. The Group expenses all product and
technology development.
Current assets, excluding cash, were £4.2
million at 31 December 2023 (31 December 2022: £3.3 million). This
predominantly includes trade receivables which grew 42% to £3.0
million at 31 December 2023 (31 December 2022: £2.1 million). This
was slightly above the 37% growth in ARR, with a higher invoicing
at the end of the year. As a consequence, debtor days at 31
December 2023 were 67 (31 December 2022: 48). Debtors more than 60
days overdue represented 14% of trade receivables at 31 December
2023 (31 December 2022: 20%). There was no increase in the
allowance for expected credit losses in the year. A further £0.6
million of trade receivables is due from the Maltese tax
authorities relating to withholding tax rebates on dividends
declared from Inmarkets International Ltd and payable to Inmarkets
Group Ltd. £0.2 million of rebates were received during the
year.
Total liabilities at 31 December 2023 of £6.6
million increased by £1.3 million on the year (31 December 2022:
£5.3 million). The biggest contributor to the increase was a £1.1
million increase in unrecognised revenue from subscription revenue
signed contracts, representing a 33% increase on the
year.
The Group has no bank debt and at 31 December
2023, held cash of £7.2 million (31 December 2022: £7.7 million).
Free cash flow** during the year was -£0.1 million (2022: +£0.3
million) despite the Group generating a loss, after the planned
accelerated investment, primarily due to reduced trade
receivables.
Alternative
Performance Measures
The Group elects to report certain financial
measures not defined or recognised under IFRS, including EBITDA
(see note 3 of the Group Consolidated Accounts), Annual Recurring
Revenue (ARR) and Free cashflow defined below.
*Annual
Recurring Revenue (ARR)
ARR is also used to assess the performance and
the trend of subscription revenue. ARR is calculated by multiplying
the Monthly Recurring Revenue ("MRR") by twelve. MRR is defined as
the subscription revenue recognised in a month, excluding any
retrospective upward adjustments arising at the end of the contract
where there have been more subscribers than a client originally
contracted for, less any contract losses (Churn) or downward
adjustments arising on contract renewal. The Directors consider
that the ARR, derived from software-as-a-service (SaaS) sales, is a
key measure of the performance of the business. The ARR increased
by 37% in the year to £9.3 million at 31 December 2023.
** Free cash
flow
Free cash flow is calculated as net cash flows
from operations less capital expenditure and lease
costs.
Richard Steele
Chief Financial Officer
24 April 2024
Consolidated Financial
Statements
Skillcast Group PLC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated statement of profit or loss and other
comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
For the year ended 31 December 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
|
|
|
|
4
|
11,301,700
|
|
9,830,431
|
Cost of sales
|
|
|
|
|
|
|
(3,429,372)
|
|
(2,942,092)
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
|
|
|
|
|
7,872,328
|
|
6,888,339
|
|
|
|
|
|
|
|
|
|
|
Administrative expenses
|
|
|
|
|
|
(8,759,363)
|
|
(7,442,068)
|
|
|
|
|
|
|
|
|
|
|
Operating profit
|
|
|
|
|
|
|
(887,035)
|
|
(553,729)
|
|
|
|
|
|
|
|
|
|
|
Loss before interest, tax, depreciation &
amortisation
|
3
|
(625,325)
|
|
(316,314)
|
|
|
|
|
|
|
|
|
|
|
Other Income
|
|
|
|
|
|
|
-
|
|
3,013
|
Finance income
|
|
|
|
|
|
|
258,752
|
|
15,996
|
Finance expense
|
|
|
|
|
|
|
(19,680)
|
|
(21,307)
|
|
|
|
|
|
|
|
|
|
|
Loss before tax
|
|
|
|
|
|
5
|
(647,963)
|
|
(556,027)
|
|
|
|
|
|
|
|
|
|
|
Income tax
|
|
|
|
|
|
7
|
(7,473)
|
|
-
|
Income tax rebate
|
|
|
|
|
|
7
|
-
|
|
144,237
|
|
|
|
|
|
|
|
|
|
|
Loss after tax and total comprehensive
income
|
|
|
|
(655,436)
|
|
(411,790)
|
|
|
|
|
|
|
|
|
|
|
Loss of earnings per share:
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
|
|
17
|
(0.733)
|
|
(0.460)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Skillcast Group PLC
|
|
|
|
|
|
|
|
|
Consolidated statement of financial
position
|
|
|
|
|
|
|
As at 31 December
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note
|
2023
|
|
2022
|
|
|
|
|
|
|
£
|
|
£
|
Assets
|
|
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
|
|
Property, plant and
equipment
|
|
|
|
10
|
323,762
|
|
254,288
|
Right-of-use assets
|
|
|
|
|
11/20
|
459,923
|
|
616,024
|
Deferred tax assets
|
|
|
|
|
15
|
11,999
|
|
11,999
|
|
|
|
|
|
|
795,684
|
|
882,311
|
Current assets
|
|
|
|
|
|
|
|
|
Trade and other
receivables
|
|
|
|
8
|
4,239,768
|
|
3,330,574
|
Cash and cash
equivalents
|
|
|
|
9
|
7,221,681
|
|
7,704,003
|
|
|
|
|
|
|
11,461,449
|
|
11,034,577
|
|
|
|
|
|
|
|
|
|
TOTAL ASSETS
|
|
|
|
|
|
12,257,133
|
|
11,916,888
|
|
|
|
|
|
|
|
|
|
Issued capital and reserves attributable to
owners
|
|
|
|
|
|
Share capital
|
|
|
|
|
16
|
89,459
|
|
89,459
|
Share Premium
|
|
|
|
|
|
3,490,541
|
|
3,490,541
|
Share Option Reserve
|
|
|
|
19
|
355,029
|
|
223,331
|
Retained earnings
|
|
|
|
|
|
1,757,376
|
|
2,812,695
|
Total equity
|
|
|
|
|
|
5,692,405
|
|
6,616,026
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
Trade and other
payables
|
|
|
|
12
|
1,570,820
|
|
1,199,370
|
Contract liability
|
|
|
|
|
13
|
4,501,025
|
|
3,437,764
|
Current lease
liabilities
|
|
|
|
|
118,674
|
|
188,586
|
Income tax payable
|
|
|
|
|
14
|
23,794
|
|
16,320
|
|
|
|
|
|
|
6,214,313
|
|
4,842,040
|
Non-current liabilities
|
|
|
|
|
|
|
|
|
Long-term lease
liabilities
|
|
|
|
|
350,415
|
|
458,822
|
|
|
|
|
|
|
350,415
|
|
458,822
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
|
|
|
6,564,728
|
|
5,300,862
|
|
|
|
|
|
|
|
|
|
TOTAL EQUITY AND LIABILITIES
|
|
|
|
|
12,257,133
|
|
11,916,888
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Skillcast Group PLC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated statement of changes in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For period ended 31 December 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
01 January 2022
|
|
|
|
|
89,459
|
|
3,490,541
|
|
17,000
|
|
3,624,369
|
|
7,221,369
|
Comprehensive Income for the period
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) for the year
|
|
|
|
|
-
|
|
-
|
|
-
|
|
(411,790)
|
|
(411,790)
|
Total comprehensive Income for the period
|
|
|
-
|
|
-
|
|
-
|
|
(411,790)
|
|
(411,790)
|
Total contributions by and distributions to
owners
|
|
|
|
|
|
|
|
|
|
Share Option Reserve
|
|
|
|
|
-
|
|
-
|
|
206,331
|
|
-
|
|
206,331
|
Dividends - Prior Year
|
|
|
|
|
|
|
|
|
|
|
(249,592)
|
|
(249,592)
|
Dividends - Current
Year
|
|
|
|
|
-
|
|
-
|
|
-
|
|
(150,292)
|
|
(150,292)
|
Total contributions by and distributions to
owners
|
-
|
|
-
|
|
206,331
|
|
(399,884)
|
|
(193,553)
|
31 December 2022
|
|
|
|
|
89,459
|
|
3,490,541
|
|
223,331
|
|
2,812,695
|
|
6,616,026
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
01 January 2023
|
|
|
|
|
89,459
|
|
3,490,541
|
|
223,331
|
|
2,812,695
|
|
6,616,026
|
Comprehensive Income for the period
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) for the year
|
|
|
|
|
-
|
|
-
|
|
-
|
|
(655,436)
|
|
(655,436)
|
Total comprehensive Income for the period
|
|
|
-
|
|
-
|
|
-
|
|
(655,436)
|
|
(655,436)
|
Total contributions by and distributions to
owners
|
|
|
|
|
|
|
|
|
|
Share Option Reserve
|
|
|
|
|
-
|
|
-
|
|
131,698
|
|
-
|
|
131,698
|
Dividends - Prior Year
|
|
|
|
|
|
|
|
|
|
|
(249,591)
|
|
(249,591)
|
Dividends - Current
Year
|
|
|
|
|
-
|
|
-
|
|
-
|
|
(150,292)
|
|
(150,292)
|
Total contributions by and distributions to
owners
|
-
|
|
-
|
|
131,698
|
|
(399,883)
|
|
(268,185)
|
31 December 2023
|
|
|
|
|
89,459
|
|
3,490,541
|
|
355,029
|
|
1,757,376
|
|
5,692,405
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2022
|
Skillcast Group PLC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated statement of cash flows
|
|
|
|
|
|
|
|
|
|
|
|
|
For the year ended 31 December
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
£
|
|
£
|
Cash flows from operating activities
|
|
|
|
|
|
Loss before tax
|
|
|
|
(647,963)
|
|
(556,027)
|
|
|
|
|
|
|
|
Adjustments for:
|
|
|
|
|
|
|
Depreciation of property, plant
and equipment
|
|
105,609
|
|
88,405
|
Amortisation of right-of-use
assets
|
|
|
156,101
|
|
149,010
|
Finance income
|
|
|
|
(258,752)
|
|
(15,996)
|
Share based payment
|
|
|
|
131,698
|
|
206,331
|
Finance expense
|
|
|
|
19,680
|
|
21,307
|
|
|
|
|
(493,627)
|
|
(106,970)
|
|
|
|
|
|
|
|
(Increase)/decrease in trade and
other receivables
|
|
(909,194)
|
|
468,249
|
Increase in trade and other
payables, including contract liabilities
|
1,434,714
|
|
159,398
|
|
|
|
|
|
|
|
Cash generated from operations
|
|
|
31,893
|
|
520,677
|
|
|
|
|
|
|
|
Income taxes paid
|
|
|
|
-
|
|
(22,831)
|
Net cash flows from operating activities
|
|
|
31,893
|
|
497,846
|
|
|
|
|
|
|
|
Investing activities
|
|
|
|
|
|
|
Purchases of property, plant and
equipment
|
|
(175,084)
|
|
(65,995)
|
Interest received
|
|
|
|
258,752
|
|
15,996
|
Net cash generated/(used) in investing
activities
|
|
83,668
|
|
(49,999)
|
|
|
|
|
|
|
|
Financing activities
|
|
|
|
|
|
|
Principal paid on lease
liabilities
|
|
|
(178,319)
|
|
(178,779)
|
Dividends paid
|
|
|
|
(399,884)
|
|
(399,884)
|
Interest paid on lease
liabilities
|
|
|
(19,680)
|
|
(21,307)
|
Net cash (used) in financing activities
|
|
|
(597,883)
|
|
(599,970)
|
|
|
|
|
|
|
|
Net (decrease) in cash and cash equivalents
|
|
|
(482,322)
|
|
(152,123)
|
Cash and cash equivalents at beginning of
period
|
|
7,704,003
|
|
7,856,126
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
|
7,221,681
|
|
7,704,003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,830,431
|
Notes to the consolidated financial
statements
Skillcast Group PLC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes to the consolidated financial
statements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31 December 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
General Information
|
|
|
|
|
|
|
|
|
Skillcast Group PLC ('Company') is
registered in the United Kingdom with registration number 12305914
and is limited by shares and registered on the London AIM stock
exchange. Its registered office is at 80 Leadenhall Street, London,
England, EC3A 3DH. The Company is the ultimate parent of Inmarkets
Ltd, Inmarkets Group Ltd and Inmarkets International
Ltd.
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This report and financial
statements reflect the consolidated activities and transactions of
the Company and other group companies ('Group').
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The Company is primarily involved
in providing management services to other entities in the group.
The Group provides software and content subscriptions and related
professional services to enable companies to transform their staff
compliance. Operating from its two bases, in London and Malta, the
Group helps companies across a broad spectrum of industry sectors
in the UK, EU and in the rest of the world, to train their staff
and demonstrate compliance with various laws, regulations, and
standards that are relevant for their business.
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2.1
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Basis of preparation and statement of
compliance
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The Financial information set out
in this announcement does not constitute the Company's statutory
accounts for the years ended 31 December 2023 or 2022 but is
derived from the 2023 accounts.
A copy of the statutory accounts
for the year to 31 December 2023 will be available on the Company's
website and will be delivered to the Registrar of Companies
following the Company's AGM. The auditors have reported on
those accounts, their report was (i) Unqualified, (ii) did not
include a reference to any matters to which the auditors drew
attention by way of emphasis without qualifying their report and
(iii) did not contain a statement under section 498 (2) or (3) of
the Companies Act 2006 in respect of the accounts for 2022 nor
2023.
Whilst the financial statements
from which this announcement is derived have been prepared in
accordance with UK-adopted International Accounting Standards and
applicable law, this announcement does not itself contain
sufficient information to comply with the UK-adopted International
Accounting Standards. The Annual Report, containing full
financial statements that comply with UK-adopted International
Accounting Standards, will be published to shareholders later in
May 2024.
The Directors have a reasonable
expectation that the Company has adequate resources to continue in
operational existence for the foreseeable future. Therefore,
in the preparation of the 2023 financial statements they continue
to adopt the going concern basis. These financial statements have
been prepared in accordance with UK adopted International
Accounting Standards in conformity with the requirements of the
Companies Act 2006. They have been prepared under the historical
cost convention and on a going concern basis.
The financial statements are
presented in Pounds Sterling, which is the Group's presentation
currency.
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2.2
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Changes in Accounting Policies and
Disclosures
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The Company has adopted all of the
new or amended UK adopted International Accounting Standards and
Interpretations that are mandatory for the current reporting
period.
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Any new or amended Accounting
Standards or Interpretations that are not yet mandatory have not
been early adopted for the annual reporting period ended 31
December 2023. The Company has initially assessed and concluded
that they may not be material.
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2.3
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Summary of material accounting policies
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Revenue recognition
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Software as a Service (SaaS) subscriptions
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The Group provides subscriptions
for theo right to its access content and technology products
to clients for subscription periods of typically twelve
months.
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Revenue is recognised evenly
(apportioned on a monthly basis), over the contractual period of
the subscription as the client simultaneously receives and consumes
the benefits of the Group's services.
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The balance of the revenue which
has not been recognised at the reporting date is deferred as a
contract liability in current liabilities, until it is due to be
recognised as revenue.
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Where a contract includes multiple
performance obligations, the transaction price is allocated to each
performance obligation based on the stand-alone selling
prices.
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Professional services
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The Group provides customised and
standard content to its clients provided under fixed-price
contracts which is generally non-recurring revenue.
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Fixed price contracts are
recognised on the percentage of completion method unless the
outcome of the contract cannot be reliably determined, in which
case contract revenue is only recognised to the extent of contract
costs incurred that are recoverable. This is because either the
Group is creating an asset with no alternative use to it and the
contract contains the right to payment for work completed to date,
or the client is simultaneously receiving and consuming the
benefits of the Group's services as it performs.
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Business development costs incurred
as part of a bid or tender process are expensed as incurred. There
are no material costs incurred during the period between the
contract being awarded and service delivery commencing.
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For fixed-price contracts, the
client pays the fixed amount based on a payment schedule. If the
services rendered by the Group exceed the payment, an amount
recoverable on contract assets is recognised. Conversely, if the
payments exceed the services rendered, a liability is
recognised.
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Amounts recoverable on contracts
are included in current assets and represent revenue recognised on
account.
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Segmentation
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IFRS 8 requires operating segments
to be identified on the basis of internal reports about components
of the Group that are regularly reviewed by the chief operating
decision-maker (which takes the form of the Board of Directors of
the Group), in order to allocate resources to the segment and to
assess its performance. The Directors of the Group consider the
Group is organised as one business unit and all assets,
liabilities, revenues and expenditure are retained and recorded as
such. However, the Group does segment revenue by type of revenue,
namely SaaS subscriptions and Professional Services, and on a
geographic basis.
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Foreign currencies
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The financial statements are
presented in the Company's functional currency, Pounds Sterling,
being the currency of the primary economic environment in which the
Group operates. Transactions denominated in currencies other than
the functional currency are translated at the rates of exchange
ruling on the date of transaction. Monetary assets and liabilities
denominated in currencies other than the functional currency are
re-translated to the functional currency at the exchange rate
ruling at year end. Exchange differences arising on the settlement
and on the re-translation of monetary items are dealt with in the
statement of comprehensive income. When deemed to be material
these will be disclosed.
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Taxes
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Current and deferred tax is
recognised in profit or loss, except when it relates to items
recognised in other comprehensive income or directly in equity, in
which case the current and deferred tax is also dealt with in other
comprehensive income or in equity, as appropriate.
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Current tax is based on the taxable
result for the period. The taxable result for the period differs
from the result as reported in profit or loss because it excludes
items which are non-assessable or disallowed and it further
excludes items that are taxable or deductible in other periods. It
is calculated using tax rates that have been enacted or
substantively enacted by the end of the reporting
period.
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Deferred tax is accounted for using
the balance sheet liability method in respect of temporary
differences arising from differences between the carrying amount of
assets and liabilities in the financial statements and the
corresponding tax bases used in the computation of taxable
profit.
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Deferred tax liabilities are
generally recognised for all taxable temporary differences and
deferred tax assets are recognised to the extent that it is
probable that taxable profits will be available against which
deductible temporary differences can be utilised.
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Deferred tax is calculated at the
tax rates that are expected to apply to the period when the asset
is realised or the liability is settled, based on tax rates that
have been enacted or substantively enacted by the end of the
reporting period.
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Current tax assets and liabilities
are offset when the Group has a legally enforceable right to set
off the recognised amounts and intends either to settle on a net
basis, or to realise the asset and settle the liability
simultaneously.
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Deferred tax assets and liabilities
are offset when the Group has a legally enforceable right to set
off its current tax assets and liabilities and the deferred tax
assets and liabilities relate to income taxes levied by the same
taxation authority on either the same taxable entity or different
taxable entities which intend either to settle current tax
liabilities and assets on a net basis, or to realise the assets and
settle the liabilities simultaneously, in each future period in
which significant amounts of deferred tax liabilities or assets are
expected to be settled or recovered.
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In Malta, Inmarkets Group Ltd is
able to reclaim a proportion of the corporation tax paid by its
subsidiary, Inmarkets International Ltd, as long as it meets
certain criteria laid down by the Maltese tax authorities. The
criteria include that the relevant corporation tax has been paid by
Inmarkets International Ltd and that dividends to Inmarkets Group
Ltd have been declared by Inmarkets International and are payable
to non-Maltese tax resident shareholders. It is Group policy to
reclaim Maltese corporation tax to the fullest extent permissible
and to recognise this income in Inmarkets Group Ltd based upon
dividends declared, or that will be declared once tax returns are
completed, for the financial year. The reclaimed corporation tax is
presented as netted off with the income tax expense and in other
receivables.
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3
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Loss before interest, tax, depreciation and amortisation
(LBITDA)
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2023
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2022
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£
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£
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Operating profit
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(887,035)
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(553,729)
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Depreciation
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105,609
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88,405
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Amortisation
|
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156,101
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149,010
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LBITDA
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(625,325)
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(316,314)
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LBITDA is not a term recognised
under IFRS and therefore the reported figures may not be comparable
to other companies with similar measures.
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4
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Revenue
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2023
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2022
|
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£
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£
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Major product lines
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Software as a Service (SaaS)
subscriptions (i)
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8,547,389
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6,689,710
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Professional services
(ii)
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2,754,311
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3,140,721
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11,301,700
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9,830,431
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(i) SaaS subscriptions - The
Group provides right of access of subscriptions to its content and
technology products to the customer over time for the subscription
periods that are typically twelve months. The revenue is
recognised is evenly over the period of subscription. This revenue
includes subscriptions to: (a) Skillcast Portal - the Group's
integrated compliance management application that comes with a
broad range of tools, namely SELMS, Policy Hub, Compliance
Declarations, Surveys, Compliance Registers, Training 360, Events
Management and SMCR 360; and (b) the Skillcast OTS course
libraries, namely Essentials, FCA Compliance, Insurance Compliance
and Risk.
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(ii) Professional services -
The Group provides customised and standard content to its clients
under fixed-price contracts. This non-recurring revenue includes:
(a) bespoke e-learning development projects for large corporates;
(b) translations of those bespoke courses; (c) customisation of OTS
courses for subscription clients; and (d) other content and
technology consultancy.
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| |
|
|
|
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|
2023
|
|
2022
|
|
|
|
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|
|
|
£
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|
£
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|
Geographic split by customer
|
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UK
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8,913,470
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|
7,627,351
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Europe
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942,870
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|
1,344,694
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Rest of world
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|
1,445,360
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|
858,386
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|
11,301,700
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|
9,830,431
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|
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|
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Non-current assets in which they
are based are shown below:
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Property, plant and equipment
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UK
|
|
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|
|
175,327
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|
197,744
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Malta
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|
148,435
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|
56,544
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323,762
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254,288
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Right of use assets
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UK
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|
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|
|
255,042
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|
365,968
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Malta
|
|
|
|
|
204,880
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|
250,056
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|
|
|
|
|
|
|
459,922
|
|
616,024
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|
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|
5
|
Loss before taxation
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|
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|
|
The loss before taxation is stated
after charging the following amounts:
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|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
Staff cost (CoS)
|
|
|
|
|
2,194,546
|
|
1,846,407
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|
|
Subcontracted services
(CoS)
|
|
|
|
|
785,053
|
|
797,125
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|
|
Staff costs (Admin)
|
|
|
|
|
5,779,421
|
|
4,835,911
|
|
|
Directors' compensation
|
|
|
|
|
1,053,731
|
|
848,496
|
|
|
Professional fees
|
|
|
|
|
269,952
|
|
215,534
|
|
|
Depreciation and amortisation
expense
|
|
|
|
|
261,710
|
|
237,415
|
|
|
Fees payable to the Company's
auditor for the audit of Parent and Subsidiaries
|
47,133
|
|
73,870
|
|
|
There were no non-audit fees
incurred by Crowe UK LLP in 2023 and 2022.
|
|
|
|
|
|
|
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|
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|
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|
6
|
Staff costs and employee information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
Salaries & wages
|
|
|
|
|
7,847,604
|
|
6,488,702
|
|
Social security costs
|
|
|
|
|
873,174
|
|
718,605
|
|
Pension
|
|
|
|
|
124,747
|
|
102.924
|
|
Share-based payment
expenses
|
|
|
|
|
131,698
|
|
206,331
|
|
Other payroll costs
|
|
|
|
|
50,475
|
|
14,252
|
|
|
|
|
|
|
9,027,698
|
|
7,530,814
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
staff
|
|
|
|
|
|
|
|
|
The average number of persons
employed by the Group during the year was 115, and at December 2023
the number of persons employed was 118, analysed by category as
follows:
|
|
|
|
At 31
December
|
At 31
December
|
|
Average
|
|
Average
|
|
|
|
2023
|
2022
|
|
2023
|
|
2022
|
|
Directors
|
|
7
|
7
|
|
7
|
|
7
|
|
Administration
|
|
5
|
2
|
|
4
|
|
2
|
|
Client Service
|
|
26
|
23
|
|
25
|
|
21
|
|
Operations/Production
|
|
21
|
24
|
|
22
|
|
23
|
|
Sales & Marketing
|
|
34
|
33
|
|
34
|
|
26
|
|
Finance
|
|
5
|
4
|
|
4
|
|
4
|
|
Technology
|
|
20
|
18
|
|
19
|
|
17
|
|
|
|
118
|
111
|
|
115
|
|
100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Key management
personnel
|
|
|
|
|
|
|
|
|
The remuneration of key management
personnel (considered to be the Directors and Senior Management) is
£1,486,336 (2022: £1,267,456) and is set out below in aggregate for
each of the categories specified in IAS24: Related Party
Disclosures. Compensation has been disclosed in this note,
while further information can be found in the remuneration report
in the Annual Report.
|
|
|
|
|
2023
|
2022
|
|
|
|
|
Directors
|
Senior
Management
|
Total
|
Directors
|
Senior
Management
|
Total
|
|
|
|
|
£
|
£
|
£
|
£
|
£
|
£
|
|
|
Wages and Salaries
|
912,511
|
199,883
|
1,112,394
|
820,346
|
93,757
|
914,103
|
|
|
Social Security
|
|
137,011
|
4,154
|
141,165
|
114,772
|
2,384
|
117,156
|
|
|
Pension
|
|
38,522
|
0
|
38,522
|
11,597
|
0
|
11,597
|
|
|
Share-based payment
expenses
|
20,335
|
9,501
|
29,836
|
20,743
|
9,174
|
29,917
|
|
|
Consultancy fees
|
0
|
164,419
|
164,419
|
55,190
|
139,493
|
194,683
|
|
|
|
|
1,108,379
|
377,957
|
1,486,336
|
1,022,648
|
244,808
|
1,267,456
|
|
|
On 1 January 2023, Sharon Mulligan
joined as Chief People Officer, became a member of the Senior
Management Committee and she is also a director in PsyPotential
Limited. The Company made payments to PsyPotential Limited
for HR and Recruitment services of £27,585 in the year ended 31
December 2023. Morten Damsleth, whose remuneration is
included in Senior Management above, is the owner of Monad
IKE. The Company made payments to Monad IKE for Operations
Director and related services of £136,834 (2022:
£139,493).
|
|
|
The Company made contributions to
defined contribution personal pension schemes for three Directors
in the period (2022: four).
|
|
|
|
|
|
|
|
|
|
|
|
7
|
Income tax expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
Current tax on profits for the
year
|
|
|
7,473
|
|
-
|
|
|
Deferred tax expense
|
|
|
|
-
|
|
(7,254)
|
|
|
Withholding taxes credit on
intercompany dividends
|
|
-
|
|
(136,983)
|
|
|
|
|
|
|
|
7,473
|
|
(144,237)
|
|
|
A reconciliation of the current
income tax expense applicable to the profit before taxation at the
statutory rate to the current income tax expensed at the effective
tax rate of the Company is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
Profit(loss) before taxation
|
|
|
|
(647,963)
|
|
(556,027)
|
|
|
Tax calculated at applicable UK
statutory tax rate of 23.52% (2022: 19%)
|
|
(152,401)
|
|
(105,645)
|
|
|
Tax effects of:
|
|
|
|
|
|
|
|
|
|
-Expenses not deductible for tax
purposes
|
|
84,732
|
|
52,481
|
|
|
-Taxable losses carried
forward
|
|
|
89,002
|
|
(28,209)
|
|
|
-Withholding tax credit on
intercompany dividends
|
-
|
|
(136,983)
|
|
|
-Research and Development
Credits
|
|
|
-
|
|
|
|
|
-Differing tax rates due to trade
in different jurisdictions
|
(6,691)
|
|
9,002
|
|
|
-Other adjustments
|
|
|
|
(7,169)
|
|
65,117
|
|
|
Current income tax
|
|
|
|
7,473
|
|
(144,237)
|
|
|
|
|
|
|
|
|
|
|
|
|
The Company provides for income
taxes on the basis of its income for financial reporting purposes,
adjusted for items that are not assessable or deductible for income
tax purposes in accordance with the regulation of domestic tax
authorities.
|
|
|
The effective rate of tax for the
year ended 31 December 2023 was -1% (2022: -26%). This
effective tax rate is a combination of the following
items:
|
|
|
* the tax rates and tax
regimes in the UK and Malta in which the businesses of the Company
operate;
|
|
|
* the diverse tax treatments
of deferred consideration amounts applied in each
jurisdiction;
|
|
|
* the tax loss carry forward
regulations in different jurisdictions.
|
|
|
The tax rates applicable in the
jurisdictions are:
|
|
|
* UK: The applicable
statutory tax rate for 2022/23 is 23.52%. UK statutory tax
rate increased to 25% 1st April 2023.
|
|
|
* Malta: Income taxes
are due at 35% of taxable income.
|
|
|
In 2023 a withholding tax rebate of
£0 (2022: £136,983) is netted against the income tax expense.
The rebate relates to withholding taxes on dividends declared by
Inmarkets International Limited to the Inmarkets Group
Limited.
|
|
|
In November 2023 HMRC opened an
enquiry into the 2021 corporation tax research and development
claim for the Group's UK subsidiary, Inmarkets ltd. The Group, with
the assistance of their tax advisors have submitted a response to
HMRC and await further communication. On advice, the Group has not
yet submitted a research and development claim for 2022
as it is awaiting the outcome of the enquiry.
|
|
8
|
Current assets - trade and other
receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade receivables
|
|
|
|
3,008,270
|
|
2,120,467
|
|
|
Less: Allowance for expected
credit losses
|
|
(95,353)
|
|
(92,514)
|
|
|
|
|
|
|
|
2,912,917
|
|
2,027,953
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepayments
|
|
|
|
|
472,379
|
|
241,651
|
|
|
Accrued Income
|
|
|
|
157,668
|
|
146,018
|
|
|
Maltese withholding tax
|
|
|
|
628,057
|
|
854,903
|
|
|
Other receivables
|
|
|
|
68,747
|
|
60,049
|
|
|
|
|
|
|
|
1,326,851
|
|
1,302,621
|
|
|
As of 31 December 2023, trade
receivables totalled £3,008,270 (2022:£2,120,467). Within this
figure £1,649,657 were not due (2022: £1,249,337) and the remaining
amounts were past due but not impaired. These primarily
relate to customers for whom there is considered a low risk of
default. An allowance of £95,353 (2022: £92,514) have been
set up to offset credit risks.
|
|
|
During the year £226,846 of
withholding tax rebates were received by the Company (2022:
£0). The claim for the remaining balance is in the process of
being filed, and relates to withholding tax rebates post a Group
restructure necessary for the IPO in December 2021. Due to an
error in the original filing of the restructure, which has now been
rectified, the withholding tax rebate filing was
delayed.
|
|
|
|
|
|
|
|
|
|
|
|
9
|
Current assets - cash and cash equivalents
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
Cash at bank
|
|
|
|
|
7,221,681
|
|
7,704,003
|
|
|
|
|
|
|
|
7,221,681
|
|
7,704,003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
Geographic split
|
|
|
|
|
|
|
|
|
|
United Kingdom
|
|
|
|
6,644,470
|
|
4,935,131
|
|
|
Malta
|
|
|
|
|
577,211
|
|
2,768,872
|
|
|
|
|
|
|
|
7,221,681
|
|
7,704,003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
Cash Held by Currency (in Pound Sterling)
|
|
|
|
|
|
|
|
Pound Sterling
|
|
|
|
|
6,962,276
|
|
7,592,698
|
|
|
Euro
|
|
|
|
|
254,382
|
|
57,925
|
|
|
Czech Koruna
|
|
|
|
|
2,326
|
|
-
|
|
|
US Dollar
|
|
|
|
|
2,697
|
|
53,380
|
|
|
|
|
|
|
|
7,221,681
|
|
7,704,003
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
10
|
Non-current assets - property, plant and
equipment
|
|
|
|
|
|
Reconciliations of the written
down values at the beginning and end of the current and previous
financial year are set out below:
|
|
|
|
|
Computer
Software & Hardware
|
Furniture
and Fixtures
|
Office
Equipment
|
Leasehold
Improvements
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 January
2022
|
|
87,520
|
83,180
|
2,291
|
103,706
|
276,697
|
|
Additions
|
|
|
53,452
|
12,064
|
479
|
-
|
65,995
|
|
Disposals
|
|
|
-
|
-
|
-
|
-
|
-
|
|
Depreciation expense
|
|
(53,644)
|
(12,600)
|
(1,420)
|
(20,741)
|
(88,405)
|
|
Balance at 31 December
2022
|
|
87,328
|
82,644
|
1,350
|
82,965
|
254,287
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 January
2023
|
|
87,328
|
82,644
|
1,350
|
82,965
|
254,287
|
|
Additions
|
|
|
36,825
|
36,358
|
2,418
|
99,483
|
175,084
|
|
Disposals
|
|
|
-
|
-
|
-
|
-
|
-
|
|
Depreciation expense
|
|
(53,869)
|
(16,174)
|
(1,288)
|
(34,278)
|
(105,609)
|
|
Balance at 31 December
2023
|
|
70,284
|
102,828
|
2,480
|
148,170
|
323,762
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
|
Non-current assets - Right-of-use assets
|
|
|
|
|
|
|
Reconciliations of the written
down values at the beginning and end of the current and previous
financial periods are set out below:
|
|
|
|
|
Leasehold property
|
|
Car
leases
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 January
2022
|
|
575,113
|
|
7,404
|
|
582,517
|
|
Additions
|
|
|
182,516
|
|
-
|
|
182,516
|
|
Disposals
|
|
|
-
|
|
-
|
|
-
|
|
Amortisation expense
|
|
(146,978)
|
|
(2,031)
|
|
(149,009)
|
|
Balance at 31 December
2022
|
|
610,651
|
|
5,373
|
|
616,024
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 January
2023
|
|
610,651
|
|
5,373
|
|
616,024
|
|
Additions
|
|
|
-
|
|
-
|
|
-
|
|
Disposals
|
|
|
-
|
|
-
|
|
-
|
|
Amortisation expense
|
|
(150,728)
|
|
(5,373)
|
|
(156,101)
|
|
Balance at 31 December
2023
|
|
459,923
|
|
-
|
|
459,923
|
|
The Group leases its offices,
typically for a period of several years, with an option to extend
(see note 20 of the Annual Report). On renewal, the terms of the
lease are renegotiated.
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
12
|
Current liabilities - trade and other
payables
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
Trade payables
|
|
|
|
|
94,095
|
|
186,783
|
|
Accruals
|
|
|
|
|
794,740
|
|
550,987
|
|
Amount due to
shareholders
|
|
|
|
450
|
|
450
|
|
Sales and payroll taxes
|
|
|
|
628,339
|
|
433,466
|
|
Wages & Pension
payable
|
|
|
|
53,196
|
|
27,684
|
|
|
|
|
|
|
1,570,820
|
|
1,199,370
|
|
|
|
|
|
|
|
|
|
13
|
Current liabilities - Contract liability
|
|
|
|
|
|
|
|
|
|
|
|
Subscriptions
|
|
Professional Services
|
|
Balance at 1 January
2022
|
|
|
|
2,695,496
|
|
341,688
|
|
New Contracts
|
|
|
|
|
7,206,947
|
|
3,024,064
|
|
Revenue Recognised
|
|
|
|
(6,689,710)
|
|
(3,140,721)
|
|
Balance at 31 December
2022
|
|
|
|
3,212,733
|
|
225,031
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 January
2023
|
|
|
|
3,212,733
|
|
225,031
|
|
New Contracts
|
|
|
|
|
9,610,826
|
|
2,754,135
|
|
Revenue Recognised
|
|
|
|
(8,547,389)
|
|
(2,754,311)
|
|
Balance at 31 December
2023
|
|
|
|
4,276,170
|
|
224,855
|
|
|
|
|
|
|
|
|
|
14
|
Current liabilities - Income tax
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
Corporation tax payable
|
|
|
|
23,794
|
|
16,320
|
|
|
|
|
|
|
|
|
|
15
|
Non-current liabilities - Deferred tax
|
|
|
|
|
|
|
The deferred tax (liability)/asset
for the year is analysed as follows.
|
2023
|
|
2022
|
|
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
At beginning of the
period
|
|
|
|
11,999
|
|
4,745
|
|
Credited to statement of
comprehensive income
|
-
|
|
7,254
|
|
At end of the period
|
|
|
|
11,999
|
|
11,999
|
|
|
|
|
|
|
|
|
|
|
Deferred tax asset
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Temporary differences - on
non-current assets due to accelerated tax depreciation
|
11,999
|
|
11,999
|
|
|
|
|
|
|
|
|
|
16
|
Equity - issued capital
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
£
|
|
£
|
|
Issued Shares
|
|
|
|
|
89,459,460
|
|
89,459,460
|
|
Par value per share
|
|
|
|
0.10p
|
|
0.10p
|
|
Total
|
|
|
|
|
89,459
|
|
89,459
|
|
All shares in the Company are fully
paid up. Ordinary shares entitle the holder to participate in
dividends and the proceeds on the winding up of the Company in
proportion to the number of, and amounts paid, on the shares held.
On a show of hands, every member present at a meeting in person or
by proxy shall have one vote and upon a poll, each share shall have
one vote.
|
17
|
Earnings per share
|
|
|
|
|
|
|
|
|
Earnings per share (EPS) is
calculated on the basis of profit attributable to equity
shareholders divided by the weighted average number of shares in
issue for the year.
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss after tax
|
|
|
|
|
-655,436
|
|
-411,790
|
|
|
Non-recurring
expenditure
|
|
|
|
0
|
|
0
|
|
|
Earnings
|
|
|
|
|
-655,436
|
|
-411,790
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of ordinary shares
(undiluted)
|
89,459,460
|
|
89,459,460
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share (basic):
|
|
|
|
|
-0.733p
|
|
-0.460p
|
|
|
|
|
|
Basic per share of -0.743p (2022:
-0.460p) has been impacted by non-core operating
expenses.
|
|
|
|
|
|
|
|
|
|
|
|
18
|
Dividends
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
Pence per
|
£
|
Pence per
|
£
|
|
|
|
|
|
|
share
|
|
share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend declared - Final
2022
|
|
0.279p
|
249,592
|
|
|
|
|
Dividend declared - Interim
2023
|
|
0.168p
|
150,292
|
|
|
|
|
Dividend declared - Final
2021
|
|
|
|
0.279p
|
249,592
|
|
|
Dividend declared - Interim
2022
|
|
|
|
0.168p
|
150,292
|
|
|
Dividend declared per
share
|
|
|
0.477p
|
|
0.477p
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
During the period under review,
the Group generated a loss before tax of -£647,963 (2022:
-£556,027). A final dividend of £249,592 (0.279p) was
declared and paid with regards to the year ended 2022 and £150,292
(0.168p) interim dividend was declared and paid with regards to the
year ended 2023. The Group's policy is to at least maintain
dividend payments.
|
|
The Board is proposing a final
dividend of 0.279p per share. In combination with the interim
dividend, if confirmed by the shareholders at the AGM, this will
represent a total dividend for the year of £399,884 (2022:
£399,884) or 0.447p per share based upon the number of shares
currently in issue. If further approved by shareholders at
the AGM on 25 June 2024, the final dividend will be paid on 26 July
2024 to shareholders on the register at the close of business on 4
July 2024.
|
|
|
|
|
|
|
|
|
|
19
|
Share options and warrants
|
|
|
|
|
|
|
|
Share options
|
|
|
|
|
|
|
|
|
The share option scheme, adopted
by the Company after admission to AIM on 1 December 2021, was
established to reward and incentivise the executive management team
and staff for delivering share price growth. The option
schemes are equity settled.
|
|
The share scheme is administered
by the Remuneration Committee.
|
|
1,600,000 options were granted
during 2023 (2022: 360,000) with a weighted average fair value of
4 pence (2022: 7 pence).
540,000 options lapsed during 2023 (2022: 410,000) with a weighted
average fair value of 7 pence (2022: 4 pence) These fair
values were based on the Company's share price at the date of
grant. Out of the 5,730,000 outstanding options (2022:
4,163,000), 2,129,700 options were exercisable (2022:
1,017,500).
|
|
A charge of £131,698
(2022: £206,331) has been recognised in the
consolidated statement of comprehensive income for the year
relating to these options.
|
|
Options are exercisable in
accordance with the contracted vesting schedules; if an employee
leaves the employment of the Company prior to the options vesting,
then unless otherwise agreed, the share options will
lapse.
|
|
Details of the share options
outstanding at the year-end are as follows:
|
|
|
|
|
|
Number
|
WAEP*
|
Number
|
WAEP*
|
|
|
|
|
|
2023
|
2023
|
2022
|
2022
|
|
Outstanding at 1 January as per
2023 Reporting
|
|
|
|
4,670,000
|
37p
|
4,830,000
|
37p
|
|
Adjustment to 2022
Grants
|
|
|
-50,000
|
37p
|
-110,000
|
|
|
Granted during the year
|
|
|
1,600,000
|
21p
|
360,000
|
24p
|
|
Exercised during year
|
|
|
-
|
0p
|
-
|
0p
|
|
Lapsed during year
|
|
|
540,000
|
28p
|
410,000
|
37p
|
|
Outstanding at 31
December
|
|
5,680,000
|
32.5p
|
4,670,000
|
37p
|
|
Thereof exercisable at 31
December
|
|
2,070,300
|
36p
|
1,017,500
|
37p
|
|
* Weighted average exercise
price
|
|
|
|
|
|
|
The weighted average remaining
contractual life of the options outstanding at the statement of
financial position date is 8.3 years.
|
|
Share options granted are valued
under the Black-Scholes model. All options granted vest equally
over 3 or 4 years. A dividend yield was assumed based on the
Group's stated policy of paying £400,000 per annum. An
expected volatility of 27% has been assumed has been assumed
for options granted in the year (2022: 50%). Options granted in the
year had an exercise price of 21 pence (2022: 24 pence).
Options granted at the time of the IPO in 2021 had an
exercise price equal to the IPO price of 37 pence.
|
|
|
|
|
|
|
|
|
|
|
|
|
20
|
Financing cash flows
|
|
|
|
|
|
|
|
|
|
|
A reconciliation of the financing
cash flow is set out below:
|
|
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
|
£
|
|
£
|
|
|
|
Lease liability
|
|
|
|
|
|
|
|
|
|
|
At 1 January
|
|
|
|
|
647,408
|
|
643,671
|
|
|
|
Additions
|
|
|
|
|
-
|
|
182,516
|
|
|
|
Interest expense
|
|
|
|
|
19,680
|
|
21,307
|
|
|
|
Lease payments
|
|
|
|
|
(197,999)
|
|
(200,086)
|
|
|
|
Disposal
|
|
|
|
|
-
|
|
|
|
|
|
At 31 December
|
|
|
|
|
469,089
|
|
647,408
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend liability
|
|
|
|
|
|
|
|
|
|
|
At 1 January
|
|
|
|
|
-
|
|
-
|
|
|
|
Dividends declared
|
|
|
|
|
399,884
|
|
399,884
|
|
|
|
Dividend payments
|
|
|
|
|
(399,884)
|
|
(399,884)
|
|
|
|
At 31 December
|
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes to Equity
|
|
|
|
|
|
|
|
|
|
|
Capital Raised (Admission into
AIM)
|
|
|
|
-
|
|
-
|
|
|
|
Share Option Reserve*
|
|
|
|
|
(131,698)
|
|
206,331
|
|
|
|
At 31 December
|
|
|
|
|
(131,698)
|
|
206,331
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net financing payments
|
|
|
|
|
(729,581)
|
|
(393,639)
|
|
|
|
Financing per statement of cash
flows
|
|
|
(597,883)
|
|
(599,970)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*The difference between the Net
financing payments and Financing per statement of cash flows is due
to the non-cash movement of share option reserves.
|
|
|
|
A final dividend of £249,592 was
declared and paid in 2023 with regards to the year ended 31
December 2022 and £150,292 interim dividend was also declared and
paid for the year ended 31 December 2023.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21
|
Events after the reporting period
|
|
|
|
|
|
|
|
|
|
|
Apart from the final dividend
declared as disclosed in note 18, no other matter or circumstance
has arisen since 31 December 2023 that has significantly affected,
or may significantly affect the Group's operations, the results of
those operations, or the Group's state of affairs in future
financial years.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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| |