Embargoed until 7.00am, 30 May
2024
AUTO TRADER GROUP PLC
FULL YEAR RESULTS FOR THE
YEAR ENDED 31 MARCH 2024
Auto Trader Group
plc ('the Group'), the UK's largest automotive marketplace,
announces full year results for the year ended 31 March
2024
Strategic overview
- Group
revenue increased by 14% and Group operating profit increased by
26%. Core Auto Trader revenue grew 12% driven by double digit
revenue growth across all segments. Core Auto Trader operating
profit grew by 14%, with operating profit margins expanding to
71%.
- Average revenue per retailer ('ARPR') grew 12%, driven by
continued uptake of additional products and services and a
successful annual pricing and product event on 1 April 2023. As
part of this event, we launched our second Auto Trader Connect
module enabling all retailers to benefit from our market-leading
retail valuations.
- Over
the past 12 months both our marketplace and our competitive
position have strengthened, with record numbers of buyers and
sellers using Auto Trader. We were 10x
larger than our nearest classified competitor and UK
retailer forecourt numbers were up 1%.
- The
used car retail market has been robust throughout the financial
year, which we expect to continue. Demand is resilient with cars
continuing to sell faster than before the pandemic and used car
supply has gradually improved. Trade prices softened in the latter
months of the calendar year, which subsequently impacted retail
prices, but monthly pricing movements have since stabilised in line
with typical seasonal trends.
- The
new car retail market has been more challenging and discounting has
started to return. We are well placed to support the structural
changes in this market, which remains a significant opportunity. We
now have products to support franchise retailers, manufacturers and
leasing companies selling new cars directly to consumers on Auto
Trader.
- Our
Deal Builder product, which is part of our digital retailing
strategy, enables car buyers to value their part-exchange, apply
for finance and reserve a car on Auto Trader. The product is still
in trial phase but scaling well with c.1,100 retailers onboarded at
the end of March 2024 (March 2023: c.50). During the year we have
seen c.16,000 deals (2023: c.200) with at least a reservation and
continue to receive positive feedback from both buyers and sellers.
We commenced a small monetisation trial in January
2024.
Financial results
£m (unless otherwise specified)
|
2024
|
2023
|
Change
|
Auto
Trader1
|
529.7
|
473.0
|
12%
|
Autorama2
|
41.2
|
27.2
|
51%
|
Group revenue
|
570.9
|
500.2
|
14%
|
|
|
|
|
Auto
Trader1
|
378.6
|
332.9
|
14%
|
Autorama2
|
(8.8)
|
(11.2)
|
21%
|
Group central
costs3 - relating to Autorama acquisition
|
(21.1)
|
(44.1)
|
52%
|
Group operating profit
|
348.7
|
277.6
|
26%
|
|
|
|
|
Auto Trader operating profit
margin
|
71%
|
70%
|
1%
pts
|
Group operating profit
margin
|
61%
|
55%
|
6%
pts
|
|
|
|
|
Basic earnings per share (pence)
|
28.15
|
25.01
|
13%
|
Cash generated from operations4
|
379.0
|
327.4
|
16%
|
|
|
|
|
Adjusted
EBITDA5
|
375.3
|
328.0
|
14%
|
Adjusted earnings per share
(pence)6
|
29.37
|
27.12
|
8%
|
- We
have returned £250.3 million to shareholders (2023: £225.0 million)
through £169.9 million of share buybacks and dividends of £80.4
million.
- With
a proposed final dividend of 6.4 pence per share (2023: 5.6 pence
per share), total dividends for the year are 9.6 pence per share
(2023: 8.4 pence per share).
Operational results
- Over
75% of all minutes spent on automotive classified sites were spent
on Auto Trader7
(2023: over 75%). Cross platform
visits8,10 were up 11% to 77.5
million per month (2023: 69.6
million) and cross
platform minutes8,10 were up 8% to 553 million per month
(2023: 514 million).
- Like-for-like retailer numbers were up 1%, after removing the
impact of the Webzone Limited disposal in the prior year (a loss of
305 retailers), Without this adjustment, the average number of retailer forecourts8 in the
year declined slightly to 13,783 (2023:
13,913).
- Average revenue per retailer8 ('ARPR') was up 12%
(or £284) to £2,721 on average per month (2023: £2,437), driven by a positive
contribution across all three growth levers (price, stock and
product).
- Live
car stock8,12 on site was up 2% to 445,000
cars (2023: 437,000),
within which new car listings declined to 20,000
(2023: 25,000). We delivered 7,847 new
lease vehicles (2023: 6,8952) which continues to be
impacted by limited supply.
- The
average number of employees9 ('FTEs') in the Group
increased to 1,233 during the year (2023:
1,160).
Cultural KPIs
- 97%
of employees are proud to work at Auto Trader13 (March
2023: 91%).
- We
continue to build a diverse and inclusive
culture14:
o Board: There were more women than men on our Board (March
2023: five women and four men) and one ethnically diverse Board
member (March 2023: one). From the start of May, we increased to
six women and two ethnically diverse Board members.
o Leadership: The percentage of leaders that are
women15,17 was 42% (March 2023: 40%) and those who are
ethnically diverse15,16,17 was 6% (March 2023:
8%).
o Organisation: The percentage of employees who are women was
44%17 (March 2023: 43%) and those who are ethnically
diverse16,17 was 17% (March 2023: 15%).
- We
aim to achieve net zero across our value chain before 2040 (Scopes
1, 2 and 3) and to halve carbon emissions by the end of 2030. Total
Group emissions for the period were 98.9k tonnes of carbon dioxide
equivalent18 (2023: 79.5k tonnes). Most of our
CO2 emissions are Scope 3, attributable to both our
suppliers and the emissions related to the small number of vehicles
sold by Autorama that pass through the balance sheet, which were
responsible for the year-on-year increase.
Nathan Coe, Chief Executive Officer of Auto Trader,
said:
"This has been another year of
strong financial, operational and strategic progress for Auto
Trader. More than 8 in 10 car buyers now
use Auto Trader during their car buying journey and two thirds of
buyers only use Auto Trader. Our data and
technology continue to underpin the UK automotive industry
and we are
constantly innovating to help our retailers access the very best
tools to achieve their business goals.
"We are confident in our prospects
for the year ahead and, in the longer term, we see significant
opportunities to continue growing our marketplace and to move more
of the car buying process online, on Auto Trader.
"As ever, I would like to thank
our people, customers and the UK's car buyers for continuing to
place their trust in us."
Outlook
The new financial year has started
well.
We anticipate another good year of
ARPR growth across all three levers. In FY24 there was some
positive ARPR benefit from the Webzone disposal, as on average
their retailers were lower yielding, which won't be replicated in
FY25. We expect ARPR price growth of £90-£100, product growth of
£120-£130 and stock growth of £20-£40, with average retailer
forecourts likely to be marginally down year-on-year, as market
conditions continue to return to normal levels. Consumer Services
and Manufacturer & Agency are expected to grow at a rate of
mid-to-high single digits.
We expect Autorama operating
losses to reduce year-on-year, despite tight supply conditions in
the leasing channel for new vehicles continuing. Group central
costs, which relate to the amortisation of Autorama acquired
intangibles, will be c.£13m for the year.
As mentioned at our last results,
in FY25 we will exceed the threshold for the UK's digital services
tax ('DST') which will be taken as an operating expense in the core
Auto Trader segment. We therefore expect FY25 operating profit
margins within this segment to be 69%, or 71% when excluding DST.
However, at a Group level we expect to see modest margin
expansion.
Our capital policy remains
unchanged, with most surplus cash generated by the business being
returned to shareholders through dividends and share
buybacks.
Analyst presentation
A presentation for analysts will
be held in person at the offices of Bank
of America Merrill Lynch and also via
audio webcast and conference call at 9.30am, Thursday 30 May 2024.
Details below:
Audio webcast:
https://edge.media-server.com/mmc/p/vw8vywth
Conference call registration:
https://register.vevent.com/register/BIdab284011b934097a5130184192bd492
If you have any trouble
registering or accessing either the conference call or webcast,
please contact Powerscourt on the details below.
For media enquiries
Please contact the team at
Powerscourt on +44 (0)20 7250 1446 or email
autotrader@powerscourt-group.com
About Auto Trader
Auto Trader Group plc is the UK's
largest automotive marketplace. It listed on the London Stock
Exchange in March 2015 and is a member of the FTSE 100
Index.
Auto Trader's purpose is Driving
Change Together. Responsibly. Auto Trader is committed to creating
a diverse and inclusive culture, to build stronger partnerships
with customers and use its influence to drive more environmentally
friendly vehicle choices.
With the largest number of car
buyers and the largest choice of trusted stock, Auto Trader's
marketplace sits at the heart of the UK car buying process. That
marketplace is built on an industry-leading technology and data
platform, which is increasingly used across the automotive
industry. Auto Trader is continuing to bring more of the car buying
journey online, creating an improved buying experience, whilst
enabling all its retailer partners to sell vehicles
online.
Auto Trader publishes a monthly
used car Retail Price Index which is based on pricing analysis of
circa 800,000 unique vehicles. This data is used by the Bank of
England to feed the broader UK economic indicators.
For more information, please
visit https://plc.autotrader.co.uk/
Cautionary
statement
Certain statements in this
announcement constitute forward looking statements (including
beliefs or opinions). "Forward looking statements" are sometimes
identified by the use of forward-looking terminology, including the
terms "believes", "estimates", "aims", "anticipates", "expects",
"intends", "plans", "predicts", "may", "will", "could", "shall",
"risk", "targets", "forecasts", "should", "guidance", "continues",
"assumes" or "positioned" or, in each case, their negative or other
variations or comparable terminology. Any statement in this
announcement that is not a statement of historical fact including,
without limitation, those regarding the Company's future
expectations, operations, financial performance, financial
condition and business is a forward looking statement. Such forward
looking statements are subject to known and unknown risks and
uncertainties, because they relate to events that may or may not
occur in the future, that may cause actual results to differ
materially from those expressed or implied by such forward looking
statements. These risks and uncertainties include, among other
factors, changing economic, financial, business or other market
conditions. These and other factors could adversely affect the
outcome and financial effects of the plans and events described in
this results announcement. As a result, you are cautioned not to
place reliance on such forward looking statements, which are not
guarantees of future performance and the actual results of
operations, financial condition and liquidity, and the development
of the industry in which the Group operates, may differ materially
from those made in or suggested by the forward looking statements
set out in this announcement. Except as is required by applicable
laws and regulatory obligations, no undertaking is given to update
the forward looking statements contained in this announcement,
whether as a result of new information, future events or otherwise.
Nothing in this announcement should be construed as a profit
forecast. This announcement has been prepared for the Company's
group as a whole and, therefore, gives greater emphasis to those
matters which are significant to the Company and its subsidiary
undertakings when viewed as a whole.
To the extent available, the
industry and market data contained in this announcement has come
from third party sources. Third party industry publications,
studies and surveys generally state that the data contained therein
have been obtained from sources believed to be reliable, but that
there is no guarantee of the accuracy or completeness of such data.
In addition, certain parts of the industry and market data
contained in this announcement come from the Company's own internal
research and estimates based on the knowledge and experience of the
Company's management in the market in which the Company operates.
While the Company believes that such research and estimates are
reasonable and reliable, they, and their underlying methodology and
assumptions, have not been verified by any independent source for
accuracy or completeness and are subject to change without notice.
Accordingly, undue reliance should not be placed on any of the
industry or market data contained in this announcement.
Summary
financial performance
Group results
|
Units
|
2024
|
2023
|
Change
|
Revenue
|
£m
|
570.9
|
500.2
|
14%
|
Adjusted
EBITDA5
|
£m
|
375.3
|
328.0
|
14%
|
Operating profit
|
£m
|
348.7
|
277.6
|
26%
|
Operating profit margin
|
%
|
61%
|
55%
|
6%
pts
|
Profit before tax
|
£m
|
345.2
|
293.6
|
18%
|
Basic earnings per
share
|
Pence
|
28.15
|
25.01
|
13%
|
Adjusted earnings per
share6
|
Pence
|
29.37
|
27.12
|
8%
|
Dividend per share
|
Pence
|
9.6
|
8.4
|
14%
|
|
|
|
|
|
Group cash flow
|
|
|
|
|
Cash generated from
operations4
|
£m
|
379.0
|
327.4
|
16%
|
Net bank
debt11
|
£m
|
11.3
|
43.4
|
(32.1m)
|
|
|
|
|
|
Auto Trader results1
|
|
|
|
|
Trade
|
£m
|
475.7
|
427.4
|
11%
|
Consumer
Services
|
£m
|
39.6
|
34.5
|
15%
|
Manufacturer &
Agency
|
£m
|
14.4
|
11.1
|
30%
|
Revenue
|
£m
|
529.7
|
473.0
|
12%
|
People
costs
|
£m
|
81.5
|
74.0
|
10%
|
Marketing
|
£m
|
22.3
|
22.3
|
0%
|
Other
costs
|
£m
|
44.2
|
39.6
|
12%
|
Depreciation &
amortisation
|
£m
|
5.9
|
6.7
|
(12%)
|
Operating costs
|
£m
|
153.9
|
142.6
|
8%
|
Share of profit from joint
ventures
|
£m
|
2.8
|
2.5
|
12%
|
Operating profit
|
£m
|
378.6
|
332.9
|
14%
|
Operating profit margin
|
%
|
71%
|
70%
|
1%
pts
|
|
|
|
|
|
Autorama results2
|
|
|
|
|
Vehicle &
Accessory Sales
|
£m
|
28.4
|
16.0
|
78%
|
Commission &
Ancillary
|
£m
|
12.8
|
11.2
|
14%
|
Revenue
|
£m
|
41.2
|
27.2
|
51%
|
Cost of goods
sold
|
£m
|
28.2
|
15.7
|
80%
|
People
costs
|
£m
|
10.9
|
10.5
|
4%
|
Marketing
|
£m
|
4.0
|
4.7
|
(15%)
|
Other
costs
|
£m
|
4.5
|
5.4
|
(17%)
|
Depreciation &
amortisation
|
£m
|
2.4
|
2.1
|
14%
|
Operating costs
|
£m
|
50.0
|
38.4
|
30%
|
Operating loss
|
£m
|
(8.8)
|
(11.2)
|
21%
|
|
|
|
|
|
Group central costs3 - relating to Autorama acquisition
|
|
|
|
Autorama deferred
consideration
|
£m
|
11.1
|
38.8
|
(71%)
|
Depreciation &
amortisation
|
£m
|
10.0
|
5.3
|
89%
|
Operating costs
|
£m
|
21.1
|
44.1
|
(52%)
|
Operating loss
|
£m
|
(21.1)
|
(44.1)
|
52%
|
|
|
|
|
|
|
1. Auto Trader
includes the results of Auto Trader and AutoConvert (2023 also
includes Webzone up to the date of disposal) in respect of online
classified advertising of motor vehicles and other related products
and services in the digital automotive marketplace, including the
Dealer Auction joint venture.
2. 2023 Autorama
results are from acquisition date of 22 June 2022, therefore
include just over nine months of results.
3. Group central costs
which are not allocated within either of the two segmental
operating profit/(loss) comprise an £11.1 million charge for the
Autorama deferred consideration settlement (2023: £38.8 million)
and a £10.0 million amortisation expense (2023: £5.3 million)
relating to the fair value of intangible assets acquired in the
Group's business combination of Autorama.
4. Cash generated from
operations is defined as net cash generated from operating
activities, before corporation tax paid.
5. Adjusted EBITDA is
earnings before interest, taxation, depreciation and amortisation,
share of profit from joint ventures, Autorama deferred
consideration and profit on the sale of subsidiary.
6. Adjusted earnings
per share is calculated before Autorama deferred consideration,
profit on the sale of subsidiary, and net of the tax effect in
respect of these items.
7. Share of minutes is
a custom metric based on Comscore minutes and is calculated by
dividing Auto Trader's total minutes volume by the entire
custom-defined competitive set's total minutes volume. The
custom-defined list includes: Auto Trader, Gumtree motors,
Pistonheads, Motors.co.uk, eBay Motors and CarGurus. Comscore
MMX Multi-Platform, Total Digital Population, Total Audience,
Average Minutes, April 2023 - March 2024, UK
8. Average during the
year.
9. Average during the
year, including contractors.
10. As measured internally through
Snowplow.
11. Net bank debt represents gross
bank debt before amortised debt costs, less cash and does not
include amounts relating to leases, non-bank loans or vehicle
stocking loans.
12. Physical car stock advertised
on autotrader.co.uk.
13. Based on a survey to all
employees in April 2024 asking our people to rate the statement "I
am proud to work for Auto Trader". Answers were given on a
five-point scale from strongly disagree to strongly
agree.
14. As at 31 March
2024.
15. We define leaders as those who
are on our Operational Leadership Team ('OLT') and their direct
reports.
16. Throughout the year we have
asked our employees to voluntarily disclose their ethnicity, at
year end we had 130 employees (10%) who had not yet
disclosed.
17. We calculate all our diversity
percentages using total group headcount, 1,255 (March 2023: 1,226)
as at 31st March. At the period end, we had 548 employees who are
women, 701 employees who are men and 6 who are
non-binary.
18. The total amount of CO2
emissions includes Scope 1, 2 and 3. From the 15 different emission
categories that fall within Scope 3, the following have been
identified as relevant to Auto Trader: Purchased goods and
services; Capital goods; Fuel and energy related activities (not
included in Scope 1 and Scope 2); Upstream transportation and
distribution; Waste generated in operations; Business travel;
Employee commuting; Downstream transportation and distribution; Use
of sold products; End of life treatment of sold products; and
Investments. The methodology used to calculate emissions is based
on the financial control consolidation approach, as defined in the
Greenhouse Gas Protocol, A Corporate Accounting and Reporting
Standard (Revised Edition). Emission factors used are from the UK
Government's GHG Conversion Factors for Company Reporting, and
selected other emissions factors datasets as applicable, for the
year reported. For Scope 3 Category 1, an Environmentally Extended
Input Output database methodology was used to calculate the GHG
footprint across total spend in the year. The methodology for
calculating use of sold goods has changed in 2024. We will
recalculate 2023 on the same basis in the coming year.
Strategic and operating review
With almost 10 years since our IPO
in March 2015 and two years since our last investor day we thought
it worthwhile to look back at our performance over a longer period.
We believe many of the contributing factors are still equally
relevant to our future. Historically our results statements have
focused solely on what has happened in the previous financial year,
which whilst important, does not always highlight the key factors
shareholders might consider when thinking about our longer-term
prospects. We will look to supplement the usual full year detail
with this forward-looking view each
year.
|
Revenue and operating profit
(£m)
|
Cash returned to
shareholders (£m)
|
Financial year
|
Revenue
(excl. vehicle
sales)
|
Operating
profit
|
Dividends
|
Share
buybacks/
(equity
raise)
|
Total
|
2016
|
281.6
|
169.6
|
5.0
|
-
|
5.0
|
2017
|
311.4
|
203.1
|
26.6
|
102.1
|
128.7
|
2018
|
330.1
|
220.6
|
52.2
|
96.2
|
148.4
|
2019
|
355.1
|
243.7
|
57.6
|
93.5
|
151.1
|
2020
|
368.9
|
258.9
|
64.7
|
61.7
|
126.4
|
2021
|
262.8
|
161.2
|
-
|
(183.2)
|
(183.2)
|
2022
|
432.7
|
303.6
|
73.6
|
163.5
|
237.1
|
2023
|
484.2
|
277.6
|
77.7
|
147.3
|
225.0
|
2024
|
542.5
|
348.7
|
80.4
|
169.9
|
250.3
|
Total
|
3,369.3
|
2,187.0
|
437.8
|
651.0
|
1,088.8
|
Since Auto Trader's IPO the
business has delivered consistent execution and performance. During
the first few years of being a public company, revenue grew
steadily whilst much of the focus was on transitioning to a pure
digital business and changing the cost base from a model that had
remnants of our magazine heritage. This transition yielded cost
efficiencies and stronger profit growth, which was largely a
one-time opportunity. Since then, our performance has been
characterised by higher revenue growth, with a focus on our core
marketplace and product growth, coupled with investments in our
platform and adjacent opportunities. These revenues have driven
profit growth that is only slightly lower than the period during
which margins expanded significantly.
Our profits have been consistently
distributed through a combination of dividends and share buy backs,
which is something we expect to continue. During our history as a
listed business, £1.1bn of surplus cash has been returned to
shareholders (net of the equity raise during COVID-19) and we have
delivered total shareholder returns of 225% versus 60% for the
FTSE350 (excluding investment trusts). We don't always expect our
performance to be linear, with 2021 being a good example, but we do
expect the drivers of our historic and future value creation to
remain reasonably consistent. These drivers include:
a growing automotive market; our market leading
position; our heritage of innovation; a focused and consistent
strategy; and our purpose and
culture.
1. A growing automotive market
Today, most of our economics are
linked to the number of used vehicle retailers who choose to
advertise on Auto Trader. Used vehicle supply is determined by new
vehicle sales (less scrappage) in preceding years, meaning it does
not meaningfully change with economic conditions and therefore our
business does not see significant cyclicality. When economic
conditions or consumer demand do change it is used vehicle prices
that adjust, not supply.
Over the past 20 years the total
size of the UK car parc has gradually increased, growing on average
by just over 250,000 cars per year. The COVID-19 pandemic broke
this consistent trend, as new car production fell to levels below
even those of the Financial Crisis of 2007-09. From time to time
there will be these anomalies, but over the long term we expect the
used car market to grow as a result of population growth and stable
trends in car usage.
At times there have been concerns
about a material consolidation within our customer base, although
to date this has not materialised. We do expect the biggest
retailers to get bigger and we have seen consolidation in our very
largest customers, but not at a level that materially changes the
overall market fragmentation. At the time of our IPO, we had 13,452
retailers and today we have 13,783, despite losing c.550 retailers
when we sold our business in the Republic of Ireland.
Finally, we expect the value of
both new and used cars to increase over the long term. During a
short window of time, used car prices will adjust due to supply and
demand movements, but over longer time periods we expect used car
values to increase gradually due to GDP growth, population growth,
inflation, improved functionality, longer useful lives and the move
towards more expensive electric vehicles. In the period from 2011
to 2024, used car prices have increased by an average of 4% per
year.
These factors combine to provide
an underlying market that is resilient and likely to grow in both
volume and value over the long term.
2. Our market leading position
As the automotive market
increasingly embraces digital channels, technology and data we are
uniquely placed to help. In financial year 2016 Auto Trader had
visits of 47.9 million per month, last year that number had
increased to 77.5 million. This past year we accounted for over 75%
of all minutes spent on automotive classified sites and were 10x
larger than our nearest classified competitor (2023: 7x). Over time
we have seen 21 million downloads of our app and currently see 89%
prompted brand awareness with UK consumers. In addition to this,
third party data suggests that more than 8 in 10 car buyers use
Auto Trader during their shopping journey, and two thirds of buyers
only use Auto Trader. In order to ensure this position is
maintained, we will continue to invest in improving our site
experience, maintaining high levels of trust, evolving our brand,
building our content and marketing capabilities, launching new
tools and functionality for retailers, and deepening our
partnership with customers.
Many of the changes we are
currently developing are as significant as any in our history in
terms of deepening the experience we provide to car buyers. These
will improve our marketplace, enable our customers to power their
businesses with our technology and data platform, whilst moving us
towards digital retailing.
3. Our heritage of innovation
Almost every retail category has
been impacted by the growing role of the internet in how we
purchase goods, and the car market is no exception. New cars are
still at a much earlier stage, but researching and shopping for
used cars online has been commonplace for many years. Today over
90% of car buyers use the internet for some part of their car
buying process. However, the physical part of the shopping
experience is and will remain important due to the value and unique
characteristics and condition of every used car.
Most car buyers will use the
internet to find a used car, ensure they're getting a good deal and
to check the reputation of the retailer. This is because the choice
available is significant and platforms like Auto Trader make
navigating the car buying process much simpler than it would
otherwise be. Our trusted position and brand heritage in this area
is significant, from initially operating as a magazine to the fully
digital business we are today, leveraging technology to support
more of the buying and selling journey. On Auto Trader buyers are
now using retailer reviews, seeing professionally produced video
content, benefitting from enriched data about the specification and
performance of the car, checking the history of the vehicle and
whether it has outstanding finance, seamlessly using artificial
intelligence ('AI') to get a market value for the car they're
buying or selling, applying for finance and reserving cars online.
This continuous improvement in the way buyers use Auto Trader has
underpinned much of our past success and we know there are
significant opportunities to further enhance the consumer
experience.
The shift to digital has also
brought real benefits to retailers. It has meant they can advertise
their vehicles as quickly as it takes to photograph and upload an
advert. The insight they have on vehicle performance and what they
get for their advertising is detailed, real-time, and can be acted
upon at the click of a button. Over time retailers have also
accessed our AI models for pricing and demand metrics that use
almost one million vehicle observations a day. This helps customers
decide which vehicles they should be buying for their local area,
what prices they can expect at retail and how long it is likely to
take to sell. These products might
otherwise have been unattainable or have required significant
investment by our customers, and we have every intention of
continuing to use our brand, data and technology to enable any
retailer to access the very best tools and achieve their business
goals. Over time we will continue
improving and building on these areas, strengthening the
partnership we have with customers and increasing their use of our
software products, and unlocking new revenue streams for the
business.
All this innovation is delivered
through our well-invested technology platforms, built by Auto
Trader people who have many years of experience enabling
infrastructure and products for our customers. This year we
delivered 65,000 software releases (2023: 51,000) and
saw 22.1 million API calls a week (2023: 10.2 million).
4. A focused and consistent strategy
Our strategy as set out at our
investor day in September 2022 outlined three strategic focus
areas: our marketplace; our platform; and digital retailing. These
areas are closely interconnected, as our platform and digital
retailing capabilities build on the strengths of our marketplace
whilst also deepening our relationships with customers and car
buyers. These have all been multi-year investments which have
progressed over the past 12 months.
Marketplace
Our marketplace saw strong revenue
and operating profit growth in the year, with double digit growth
across all three revenue segments for the first time since our IPO
in 2015. The largest area of revenue comes from retailer customers,
where forecourt numbers were broadly consistent and we increased
average revenue per retailer ('ARPR') by 12%. This growth came from
all three levers: price, stock and product. Our annual pricing and
product event, which took effect in April, included a further
module of Auto Trader Connect as we look to embed our data and
insight into customers' businesses to enable them to make better,
faster decisions. Our advertising packages continue to perform well
with penetration above our standard package averaging 35% of
retailer stock over the year (2023: 32%, March 2024:
34%).
Within our marketplace we remain
committed to building our new car experience. Franchise customers
have been able to advertise physical new cars for a number of
years, and we ended the year with c.2,100 paying retailers on this
product (March 2023: c.1,900). Alongside this, we have launched a
product allowing manufacturers operating an agency model to
advertise new cars directly to consumers nationally. This revenue
is included in the Manufacturer and Agency line. Critical to having
the best new car buying experience is ensuring we are the research
destination for electric vehicles ('EVs'). To support this, we have
added new EV content, tools and evolved search. We have also
actively started to incorporate EVs into our marketing campaigns,
launched new media partnerships to promote EVs, hosted live events,
and continued our successful monthly EV giveaway.
We have continued to share our
data and insight with retailers, the industry and Government to
help inform public policy and regulation to support the mass
adoption of EVs. During the period we
continued our programme of political engagement, which included
giving evidence to a House of Lords Committee, presenting our data
to key ministers, and assisting Transport for London's Ultra Low
Emission Zone ('ULEZ') expansion and the associated scrappage
scheme.
Platform
In April 2023 we made our second
module of Auto Trader Connect, Valuations, available to customers
as part of our annual pricing and product event. This provides
specification and condition adjusted valuations within our Retailer
Portal and via our Auto Trader Connect APIs, enabling third parties
and retailers to directly integrate these into their core systems.
In April 2024 we launched a further module of Auto Trader Connect
providing retailers with Trended Valuations and enhanced Retail
Check functionality. Combined, these tools help retailers
confidently understand the past and present trends in terms of
pricing and demand so they can make better decisions when buying or
retailing vehicles.
Making our platform accessible
also enables our customers to benefit from the multi-year
investment we have made in our data platform and data science
capability. Over many years we have improved the quality of our
data, most of which is proprietary. We acquired Kee Resources for
vehicle taxonomy, have integrated build-level data from
manufacturers, collated many observations on our platform and more
recently have sourced granular vehicle data to provide our own
provenance checks. As part of our platform strategy, we continue to
integrate with lenders to enable a full digital automotive finance
journey on Auto Trader. While we are not directly impacted by the
current FCA investigation into discretionary commission
arrangements, we believe it should lead to a more consistent and
transparent car buying journey for consumers, which we are well
placed to provide on Auto Trader.
Digital retailing
To strengthen our marketplace, we
are looking to provide a deeper car buying and selling experience
on Auto Trader, allowing car buyers and retailers to extend beyond
some of the constraints of a physical forecourt and sales
process.
Our main focus has been to develop
and scale our Deal Builder product for used cars, where car buyers
can carry out as much of the journey as they want on Auto Trader,
completing the rest of the transaction on the forecourt, over the
phone or through a combination of channels. We launched Deal
Builder last year, which uses Auto Trader technology to enable car
buyers to get a part-exchange valuation, apply for finance and
reserve a car online. Launched as a trial, we have increased the
volume of customers to c.1,100 retailers (March 2023: c.50) with
over 40,000 cars live at the end of March 2024. Over the past 12
months, we have continued to improve the onsite experience and
generated 16,000 deals with a reservation in the period (2023:
c.200). Consumer feedback continues to be positive and deals are
converting at roughly double the rate of any other enquiry type,
with many deals being completed outside of retail hours. In January
2024, we trialled monetisation with a small cohort of customers
paying a transaction fee (0.25%) linked to the price of the vehicle
which is charged on submission of a deal.
In parallel to Deal Builder, we
are working to enable a digital retailing journey for new cars.
Throughout the year we have further integrated leasing deals for
cars, vans and pickups into the core Auto Trader search experience.
Our car leasing tab consolidates all available deals and provides a
full checkout journey on Auto Trader. The personal leasing market
has been constrained by tight supply throughout the year, but in
time we expect supply through this channel to improve.
Autorama delivered 7,847 vehicles across the
period (2023, from 22 June acquisition date: 6,895), with average
commission and ancillary revenue per vehicle delivered of £1,631
(2023: £1,624).
5. Our purpose and culture
Our purpose is Driving Change
Together. Responsibly, which encompasses our ways of working and
our culture. Culture has been a fundamental part of the changes
we've made and the results we've achieved for at least 10 years. As
an organisation we aim to be purpose driven, principled, and values
led. Whilst it lacks precision, our culture is often described
internally as 'doing the right thing', described as 'Responsibly'
in our purpose. Within this we're looking to achieve a balance
between investing in the future, performing today and ensuring our
customers and other stakeholders see the benefits of working with
us.
'Driving Change' runs deep within
the organisation. We are restless, self-critical and comfortable
embracing new and disruptive technology, which is something the
organisation has done for decades. We launched our website back in
1996, which went on to completely replace the magazines that were
the business for much of our 47-year history. When the mobile
internet arrived, we were quick to launch mobile sites and apps
some 15 years ago. We embraced server virtualisation, then private
cloud, then public cloud which we completed our full transition to
last year. We invested in building out a new data platform and data
science capability 10 years ago, making artificial intelligence
available to the automotive industry. This history of innovation is
a core part of our culture and our results. These initiatives take
a long time to build at scale, but once operational they enable us
to act fast without the constraints of legacy systems and
significant technical debt.
'Together' points to three aspects
of our culture. The first is being 'One' Auto Trader. This refers
to working as a single team, not in silos, with trust and
collaboration over hierarchy and bureaucracy. We are one
organisation which means tech is tech for all of Auto Trader,
finance is finance for all of Auto Trader, product is product for
all of Auto Trader, marketing is marketing for all of Auto Trader.
Therefore, to progress any piece of work or initiative, our people
have to talk, be aligned with our priorities, listen to each other,
and collaborate authentically.
The second important aspect of
'Together' is the way in which we work with customers, retailers,
manufacturers, leasing companies, finance companies and other
players in the automotive ecosystem. We aim for partnership. We
believe that there is a lot more we can bring to our customers than
just the products we sell. With our data, brand, people and
technology we can help our customers achieve their business goals,
which makes them much more likely to understand and use our
products, advice, insight and services. We believe this will lead
to a much bigger and more influential business, not least because
to be successful in areas adjacent to our core we often need the
advice and support of customers.
The third aspect of 'Together' is
an ownership mindset amongst our people which strongly reinforces
the two points above. In September 2023 we
announced our One Auto Treader all-employee share scheme that
provides employees with an extra 10% of their salary in shares each
year, vesting over a three-year period. This builds on an already
strong ownership culture, aligns our people with our shareholders
and can be accommodated within our long-term Auto Trader margin
target of above 70%.
Finally, a big part of our culture
and 'Responsibly' is creating an environment that attracts diverse
groups of people and enables them to fulfil their potential for
both the business and themselves. This requires long-term
commitment to structural changes that take years to come to
fruition, but we are making progress. As an example, like all
technology companies we would like more women engineers, but it is
a career still under-represented by women. To address this, we have
a range of initiatives including outreach programmes with
universities and schools, graduate and apprenticeship schemes (not
requiring a computer science degree) and retraining. This is just
one example, but we apply the same thinking to other groups such as
the neurodivergent, those from ethnically diverse backgrounds, the
LGBT+ community, those with disabilities and those that are later
in their careers. Our employee-driven networks
have been instrumental in supporting these efforts which represent
women, ethnicity, LGBT+, early careers, disability and
neurodiversity, social mobility, parents and age.
This is by no means a complete
view of our culture, but hopefully gives some sense of how we work
at Auto Trader and more importantly how it contributes to both
execution and the results we have achieved this year, this decade,
and that we aspire to in the years ahead.
Board changes
An important enabler for our
success over the years has been a capable, diligent and supportive
Board. During the year Matt Davies joined the Board and succeeded
Ed Williams as Chair of the Board and Nomination Committee with
effect from the 2023 Annual General Meeting ('AGM'). Geeta Gopalan
joined the Board on 1 May 2024 and Amanda James will join the Board
on 1 July 2024, both as Non-Executive Directors and as members of
the Audit, Remuneration, Corporate Responsibility and Nomination
Committees. With effect from the conclusion of the 2024 AGM on 19
September 2024, Geeta will be appointed as Senior Independent
Director and Remuneration Committee Chair, and Amanda will be
appointed as Audit Committee Chair, both subject to shareholder
approval. These appointments replace David Keens and Jill
Easterbrook who came to the end of their third three-year terms in
2024, and therefore will not stand for re-election at the 2024 AGM.
We are deeply grateful for the contribution Ed, David and Jill have
made in their time at Auto Trader. Following this AGM, the number
of Independent Non-Executive Directors will reduce to five and our
Board will comply with the recommendation in the FTSE Women Leaders
Review and Listing Rules with respect to appointing a woman in one
of the roles of Chair, Senior Independent Director, Chief Executive
or Chief Financial Officer.
Investor calendar
The Group's results for the half
year ending 30 September 2024 will be announced on 7 November
2024.
2024 financial performance
Group results
|
2024
£m
|
2023
£m
|
Change
%
|
Revenue
|
570.9
|
500.2
|
14%
|
Operating costs
|
(225.0)
|
(225.1)
|
(0%)
|
Share of profit from joint
ventures
|
2.8
|
2.5
|
12%
|
Group operating profit
|
348.7
|
277.6
|
26%
|
Group operating profit margin
|
61%
|
55%
|
6% pts
|
Group revenue increased by 14% to
£570.9m (2023: £500.2m) driven by Auto Trader revenue which
increased by 12% to £529.7m (2023: £473.0m) with Autorama
contributing £41.2m (2023: £27.2m). Group operating profit grew by
26% to £348.7m (2023: £277.6m).
|
2024
£m
|
2023
£m
|
Change
%
|
Auto Trader
|
378.6
|
332.9
|
14%
|
Autorama
|
(8.8)
|
(11.2)
|
21%
|
Group central costs - relating to
Autorama acquisition
|
(21.1)
|
(44.1)
|
52%
|
Group operating profit
|
348.7
|
277.6
|
26%
|
Auto Trader operating profit
increased by 14% to £378.6m (2023: £332.9m), which included £2.8m
share of profit from joint ventures (2023: £2.5m). Autorama had an
operating loss of £8.8m (2023: £11.2m). Group central costs
included a charge of £11.1m (2023: £38.8m), which is the final
charge of the £49.9m deferred consideration relating to Autorama,
which was fully settled in the period, and an amortisation charge
of £10.0m (2023: £5.3m) relating to the Autorama intangible assets
acquired. Having accelerated the integration work between Autorama
and Auto Trader, we have reviewed the useful economic life of the
intangible assets and in September 2023 we shortened the life of
the Vanarama brand to five years from the date of acquisition,
which brings forward the future amortisation charge.
|
2024
£m
|
2023
£m
|
Change
%
|
Operating profit
|
348.7
|
277.6
|
26%
|
Add back:
|
|
|
|
Depreciation &
amortisation
|
18.3
|
14.1
|
30%
|
Share of profit from joint
ventures
|
(2.8)
|
(2.5)
|
12%
|
Autorama deferred
consideration
|
11.1
|
38.8
|
(71%)
|
Adjusted EBITDA
|
375.3
|
328.0
|
14%
|
Adjusted earnings before interest,
taxation, depreciation and amortisation, share of profit from joint
ventures and Autorama deferred consideration increased by 14% to
£375.3m (2023: £328.0m). This adjusted measure of EBITDA, and a
similar adjusted measure of earnings per share, are calculated
principally to show the financial measures before the effect of
acquisition related expenses and disposal gains.
Group profit before tax increased
by 18% to £345.2m (2023: £293.6m), despite the prior year including
a £19.1m profit on disposal of Webzone Limited (trading as
'Carzone'). Cash generated from operations was £379.0m (2023:
£327.4m).
Auto Trader results
Revenue increased to £529.7m
(2023: £473.0m), up 12% when compared to the prior year.
Trade revenue, which comprises revenue from
Retailer, Home Trader and other smaller revenue streams, increased
by 11% to £475.7m (2023: £427.4m).
|
2024
£m
|
2023
£m
|
Change
%
|
Retailer
|
450.0
|
406.8
|
11%
|
Home Trader
|
13.4
|
10.1
|
33%
|
Other
|
12.3
|
10.5
|
17%
|
Trade
|
475.7
|
427.4
|
11%
|
Consumer Services
|
39.6
|
34.5
|
15%
|
Manufacturer &
Agency
|
14.4
|
11.1
|
30%
|
Auto Trader revenue
|
529.7
|
473.0
|
12%
|
Retailer revenue increased by 11%
to £450.0m (2023: £406.8m). The average
number of retailer forecourts advertising on our platform slightly
declined to 13,783 (2023: 13,913). However, excluding the Webzone
Limited disposal in the prior year (a negative impact of 305
retailers), like-for-like retailer numbers grew by 1%
year-on-year.
Average revenue per retailer
('ARPR') per month increased by 12% to £2,721 (2023: £2,437), with
some positive impact from the Webzone disposal as on average their
retailers were lower yielding. The ARPR growth was predominantly
driven by the product and price levers, with smaller growth from
the stock lever.
· Price: Our price lever contributed growth of £114
(2023: £90) to total ARPR as we delivered our annual pricing
event for all customers on 1 April 2023, which included additional
products alongside a like-for-like price increase.
· Stock: Our stock lever contributed growth of £34 (2023:
£nil). The average number of live cars advertised on Auto Trader
increased by 2% to 445,000 (2023: 437,000). Despite supply
constraints easing, new car stock declined
to an average of 20,000 (2023: 25,000) as we evolved our new car product, moving from an 'all you can eat'
to a 'slot-based' model. Underlying used
car stock increased by 3% on average across the year to 426,000
(2023: 412,000), with much of this increase coming from a higher
volume of private listings. The stock
lever is not impacted by private listings, but by the number of
retailer paid stock units which marginally increased.
· Product: Our product lever contributed growth of £136 (2023:
£137) to total ARPR. Just over half of this product growth was from
our Auto Trader Connect Valuations product, which was included in
retailer packages as part of our annual pricing and product event
in April 2023. Much of the remaining growth was as a result of
seeing a continued increase in retailers using our higher-level
packages and market extension products. Despite the reduction in
new car stock, the higher number of paying retailers also
positively contributed to product lever growth.
Home Trader revenue increased by
33% to £13.4m (2023: £10.1m). Other revenue increased by 17%
to £12.3m (2023: £10.5m).
Consumer Services revenue
increased by 15% in the year to £39.6m (2023: £34.5m). Private
revenue, which is largely generated from individual sellers who pay
to advertise their vehicle on the Auto Trader marketplace,
increased by 16% to £26.0m (2023: £22.4m). Motoring Services
revenue increased 7% to £13.0m (2023: £12.1m).
Revenue from Manufacturer and
Agency customers increased 30% to £14.4m (2023: £11.1m), with much
of the increase a result of manufacturers who sell direct to
consumers using our recently launched new car market extension
product, allowing them to advertise and sell new cars on Auto
Trader.
Total costs increased 8% to
£153.9m (2023: £142.6m).
|
2024
£m
|
2023
£m
|
Change
%
|
People costs
|
81.5
|
74.0
|
10%
|
Marketing
|
22.3
|
22.3
|
0%
|
Other costs
|
44.2
|
39.6
|
12%
|
Depreciation &
amortisation
|
5.9
|
6.7
|
(12%)
|
Auto Trader costs
|
153.9
|
142.6
|
8%
|
People costs increased by 10% to
£81.5m (2023: £74.0m). The increase in people costs was mainly due
to an increase in the average number of full-time equivalent
employees ('FTEs') to 1,060 (2023: 996), as we continue to invest
in people to support the growth of the business. Underlying salary
costs also contributed to this increase as we continue to attract
and retain the best digital talent and supported employees with the
higher cost of living. Within people costs, share-based payments
was £8.2m (2023: £6.6m), increasing 21% largely due to the award of
an all-employee share award in November 2023.
Marketing spend remained flat at
£22.3m (2023: £22.3m).
Other costs, which include data
services, property-related costs and other overheads, increased by
12% to £44.2m (2023: £39.6m). The year-on-year increase was
primarily due to people-related costs, IT costs, legal &
professional costs and general inflationary increases. Depreciation
and amortisation declined by 12% to £5.9m (2023: £6.7m).
|
2024
£m
|
2023
£m
|
Change
%
|
Revenue
|
529.7
|
473.0
|
12%
|
Operating costs
|
(153.9)
|
(142.6)
|
8%
|
Share of profit from joint
ventures
|
2.8
|
2.5
|
12%
|
Auto Trader operating profit
|
378.6
|
332.9
|
14%
|
Auto Trader operating profit margin
|
71%
|
70%
|
1% pts
|
Our share of profit generated by
Dealer Auction, the Group's joint venture, increased 12% to £2.8m
(2023: £2.5m) as auction activity increased following supply
constraints in the prior year.
Autorama results
|
2024
£m
|
2023
£m
|
Change
%
|
Vehicle & Accessory
Sales
|
28.4
|
16.0
|
78%
|
Commission &
Ancillary
|
12.8
|
11.2
|
14%
|
Autorama revenue
|
41.2
|
27.2
|
51%
|
Autorama revenue was £41.2m (2023:
£27.2m), with vehicle and accessory sales contributing £28.4m
(2023: £16.0m), and commission and ancillary revenue contributing
£12.8m (2023: £11.2m). The prior period included just over nine
months of results from acquisition date, compared to a full year
this year.
Total deliveries amounted to 7,847
units (2023: 6,895), which comprised 2,646 cars (2023: 4,295),
4,616 vans (2023: 2,253) and 585 pickups (2023: 347). Average
commission and ancillary revenue per unit delivered was £1,631
(2023: £1,624).
|
2024
£m
|
2023
£m
|
Change
%
|
Cost of goods sold
|
28.2
|
15.7
|
80%
|
People costs
|
10.9
|
10.5
|
4%
|
Marketing
|
4.0
|
4.7
|
(15%)
|
Other costs
|
4.5
|
5.4
|
(17%)
|
Depreciation &
amortisation
|
2.4
|
2.1
|
14%
|
Autorama costs
|
50.0
|
38.4
|
30%
|
The Autorama business delivered
c.1,200 (2023: c.700) vehicles which were temporarily taken on
balance sheet in the year to 31 March 2024. This represented 15%
(2023: 10%) of total vehicles delivered in the period. The cost of
these vehicles was taken through cost of goods sold, with the
corresponding revenue in vehicle and accessory sales. People costs
of £10.9m (2023: £10.5m) related to the 173 FTEs (2023: 209)
employed on average through the year. Marketing in the year was
£4.0m (2023: £4.7m). Other costs of £4.5m (2023: £5.4m) include IT
services, property costs, people-related costs and other overheads.
Depreciation and amortisation totalled £2.4m (2023:
£2.1m).
|
2024
£m
|
2023
£m
|
Change
%
|
Revenue
|
41.2
|
27.2
|
51%
|
Costs
|
(50.0)
|
(38.4)
|
30%
|
Operating loss
|
(8.8)
|
(11.2)
|
21%
|
Group net finance costs
Group net finance costs increased
to £3.5m (2023: £3.1m). Interest costs on the Group's Syndicated
Revolving Credit Facility ('Syndicated RCF') totalled £3.0m (2023:
£2.5m) with the year-on-year increase due to an increase in
underlying SONIA. At 31 March 2024, the Group had drawn £30.0m of
its available facility (31 March 2023: £60.0m). Other finance costs
comprised amortisation of debt issue costs of £0.6m (2023: £0.5m),
vehicle stocking loan interest of £0.3m (2023: £0.1m) and interest
costs relating to leases of £0.1m (2023: £0.2m). This was offset by
interest receivable on cash and cash equivalents of £0.5m (2023:
£0.2m).
Extension of Syndicated RCF commitments
On 2 February 2024, the Group
extended the term for its £200.0m Syndicated RCF by one year,
incurring additional associated debt transaction costs of £0.3m.
The facility has been extended to February 2029 and still has an
additional one-year extension option with no tranche terminations.
There is no change to the interest rate payable and there is no
requirement to settle all, or part of the debt earlier than the
termination dates stated.
Taxation
Profit before taxation increased
by 18% to £345.2m (2023: £293.6m). The Group tax charge of £88.3m
(2023: £59.7m) represents an effective tax rate of 26% (2023: 20%).
This is slightly higher than the average standard UK rate of 25%
(2023: 19%) due to non-deductible expenses.
We had previously stated that the
Group was potentially in scope for the UK's digital services tax
('DST') with revenues exceeding £500m. The UK Government continues
to work towards implementing a global two-pillar tax solution
addressing the tax challenges arising from the digitalisation of
the economy. Pillar Two came into effect for accounting periods
beginning on or after 31 December 2023, but the timeline for
finalising the multilateral convention that would implement Pillar
One is still not certain. The implementation of Pillar One
would see DST repealed and the Group liability would fall away. An
outcome statement was published in July 2023 which gave an
expectation that Pillar One would come into force during calendar
year 2025. We are awaiting further updates.
Our in-scope revenue did not
exceed the threshold for UK DST in financial year 2024, but we
expect the Group will exceed that threshold and pay DST in
financial year 2025. This would result in an additional operating
expense equivalent to c.2% of in-scope revenue, which will be
deductible against corporation tax payable.
Earnings per share
Basic earnings per share increased
by 13% to 28.15 pence (2023: 25.01 pence) based on a weighted
average number of ordinary shares in issue of 912,582,172 (2023:
935,138,578). Diluted earnings per share of 28.07 pence (2023:
24.77 pence) also increased by 13%, based on 915,302,568 shares
(2023: 944,144,242) which takes into account the dilutive impact of
outstanding share awards.
|
2024
£m
|
2023
£m
|
Change
%
|
Net income
|
256.9
|
233.9
|
10%
|
Autorama deferred
consideration
|
11.1
|
38.8
|
(71%)
|
Profit on the sale of
subsidiary
|
-
|
(19.1)
|
100%
|
Adjusted Net income
|
268.0
|
253.6
|
6%
|
|
|
|
|
Adjusted earnings per share (pence)
|
29.37
|
27.12
|
8%
|
Adjusted earnings per share,
before Autorama deferred consideration and profit on the sale of
subsidiary in respect of the prior year, and net of the tax effect
in respect of these items, increased by 8% to 29.37 pence (2023:
27.12 pence).
Cash flow and net bank debt
Cash generated from operations
increased to £379.0m (2023: £327.4m) predominately due to the
increase in operating profit. Corporation tax payments increased to
£91.5m (2023: £60.5m). Net cash generated from operating activities
was £287.5m (2023: £266.9m).
As at 31 March 2024, the Group had
net bank debt of £11.3m (31 March 2023: net bank debt of £43.4m), a
decrease of £32.1m. At the year end, the Group had drawn £30.0m of
its Syndicated RCF (31 March 2023: £60.0m) and held cash and cash
equivalents of £18.7m (31 March 2023: £16.6m).
Leverage, defined as the ratio of
Net bank debt to EBITDA (adjusted for the Autorama deferred
consideration), was 0.0 times (2023: 0.1 times) and interest paid
was £3.1m (2023: £3.2m).
Capital structure and dividends
During the year, a total of 25.2
million shares (2023: 25.3 million) were purchased for a
consideration of £169.9m (2023: £147.3m) before transaction costs
of £0.9m (2023: £0.7m). A further £80.4m (2023: £77.7m) was paid in
dividends, giving a total of £250.3m (2023: £225.0m) in cash
returned to shareholders. The Directors are recommending a final
dividend of 6.4 pence per share. Subject to shareholders' approval
at the Annual General Meeting ('AGM') on 19 September 2024, the
final dividend will be paid on 27 September 2024 to shareholders on
the register of members at the close of business on 30 August 2024.
The total dividend for the year is therefore 9.6 pence per share
(2023: 8.4 pence per share).
The Group's long-term capital
allocation policy remains unchanged: continuing to invest in the
business enabling it to grow while returning around one third of
net income to shareholders in the form of dividends. Following
these activities any surplus cash will be used to continue our
share buyback programme and steadily reduce gross
indebtedness.
Going concern
The Group generated significant
cash from operations during the year. At 31 March 2024 the Group
had drawn £30.0m of its £200.0m unsecured
Syndicated RCF and had cash balances of £18.7m. The Group has a
strong balance sheet and flexibility in terms of uses of cash to
manage increased economic uncertainty and higher interest rates.
The £200.0m Syndicated RCF is committed until February 2029.
Based on the facilities available and current
financial projections for the next 12 months the Directors have
concluded that it is appropriate to prepare the financial
statements on a going concern basis.
Consolidated income statement
For the year ended 31 March
2024
|
Note
|
2024
£m
|
2023
£m
|
Revenue
|
3
|
570.9
|
500.2
|
Operating costs
|
|
(225.0)
|
(225.1)
|
Share of profit from joint
ventures, net of tax
|
11
|
2.8
|
2.5
|
Operating profit
|
4
|
348.7
|
277.6
|
|
|
|
|
Net finance costs
|
5
|
(3.5)
|
(3.1)
|
Profit on disposal of
subsidiary
|
|
-
|
19.1
|
Profit before taxation
|
|
345.2
|
293.6
|
|
|
|
|
Taxation
|
6
|
(88.3)
|
(59.7)
|
Profit for the year attributable to equity holders of the
parent
|
|
256.9
|
233.9
|
|
|
|
|
Basic earnings per share (pence)
|
7
|
28.15
|
25.01
|
|
|
|
|
Diluted earnings per share (pence)
|
7
|
28.07
|
24.77
|
Consolidated statement of comprehensive
income
For the year ended 31 March
2024
|
|
2024
£m
|
2023
£m
|
Profit for the year
|
|
256.9
|
233.9
|
|
|
|
|
Other comprehensive
income
|
|
|
|
Items that may be subsequently reclassified to profit or
loss
|
|
|
|
Exchange differences on
translation of foreign operations
|
|
-
|
(0.3)
|
Realisation of cumulative currency
translation differences
|
|
-
|
0.4
|
|
|
-
|
0.1
|
|
|
|
|
Items that will not be reclassified to profit or
loss
|
|
|
|
Remeasurements of post-employment
benefit obligations, net of tax
|
|
(0.1)
|
(0.4)
|
|
|
|
|
Other comprehensive income for the year, net of
tax
|
|
(0.1)
|
(0.3)
|
Total comprehensive income for the year attributable to
equity holders of the parent
|
|
256.8
|
233.6
|
Consolidated balance sheet
At 31 March 2024
|
Note
|
2024
£m
|
2023
£m
|
Assets
|
|
|
|
Non-current assets
|
|
|
|
Intangible assets
|
8
|
487.7
|
501.0
|
Property, plant and
equipment
|
9
|
14.9
|
15.9
|
Retirement benefit
surplus
|
|
0.6
|
0.5
|
Net investments in joint
ventures
|
11
|
48.2
|
49.3
|
Other investments
|
|
1.3
|
2.3
|
|
|
552.7
|
569.0
|
Current assets
|
|
|
|
Inventory
|
|
2.6
|
3.6
|
Trade and other
receivables
|
|
83.3
|
72.9
|
Current income tax
assets
|
|
0.7
|
0.6
|
Cash and cash
equivalents
|
|
18.7
|
16.6
|
|
|
105.3
|
93.7
|
Total assets
|
|
658.0
|
662.7
|
|
|
|
|
Equity and liabilities
|
|
|
|
Equity attributable to equity holders of the
parent
|
|
|
|
Share capital
|
13
|
9.2
|
9.3
|
Share premium
|
|
182.6
|
182.6
|
Retained earnings
|
|
1,420.5
|
1,390.3
|
Own shares held
|
14
|
(31.3)
|
(26.0)
|
Capital reorganisation
reserve
|
|
(1,060.8)
|
(1,060.8)
|
Capital redemption
reserve
|
|
1.4
|
1.2
|
Other reserves
|
|
30.7
|
30.7
|
Total equity
|
|
552.3
|
527.3
|
|
|
|
|
Liabilities
|
|
|
|
Non-current liabilities
|
|
|
|
Borrowings
|
12
|
27.7
|
57.5
|
Provisions
|
|
1.6
|
1.3
|
Lease liabilities
|
10
|
2.4
|
4.6
|
Deferred income
|
|
7.8
|
8.3
|
Deferred taxation
liabilities
|
|
2.9
|
5.8
|
|
|
42.4
|
77.5
|
Current liabilities
|
|
|
|
Trade and other
payables
|
|
60.1
|
53.6
|
Provisions
|
|
0.8
|
0.7
|
Lease liabilities
|
10
|
2.4
|
2.5
|
Borrowings
|
12
|
-
|
1.1
|
|
|
63.3
|
57.9
|
Total liabilities
|
|
105.7
|
135.4
|
Total equity and liabilities
|
|
658.0
|
662.7
|
The financial statements were
approved by the Board of Directors on 30 May 2024 and authorised
for issue:
Jamie Warner
Chief Financial Officer
Auto Trader Group plc
Registered number: 09439967
30 May 2024
Consolidated statement of changes in equity
For the year ended 31 March
2024
|
Note
|
Share
capital
£m
|
Share
premium
£m
|
Retained
earnings
£m
|
Own shares
held
£m
|
Capital
reorganisation
reserve
£m
|
Capital
redemption
reserve
£m
|
Other
reserves
£m
|
Total
equity
£m
|
Balance at 31 March 2022
|
|
9.5
|
182.6
|
1,332.4
|
(22.4)
|
(1,060.8)
|
1.0
|
30.2
|
472.5
|
Profit for the year
|
|
-
|
-
|
233.9
|
-
|
-
|
-
|
-
|
233.9
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
Currency translation
differences
|
|
-
|
-
|
-
|
-
|
-
|
-
|
(0.3)
|
(0.3)
|
Realisation of cumulative currency
translation differences
|
|
-
|
-
|
-
|
-
|
-
|
-
|
0.4
|
0.4
|
Remeasurements of post-employment
benefit obligations, net of tax
|
|
-
|
-
|
(0.4)
|
-
|
-
|
-
|
-
|
(0.4)
|
Total comprehensive income, net of
tax
|
|
-
|
-
|
233.5
|
-
|
-
|
-
|
0.1
|
233.6
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners
|
|
|
|
|
|
|
|
|
|
Employee share schemes - value of
employee services
|
|
-
|
-
|
44.6
|
-
|
-
|
-
|
-
|
44.6
|
Exercise of employee share
schemes
|
|
-
|
-
|
(3.6)
|
5.1
|
-
|
-
|
0.4
|
1.9
|
Tax impact of employee share
schemes
|
|
-
|
-
|
0.4
|
-
|
-
|
-
|
-
|
0.4
|
Purchase of own shares for
treasury
|
|
-
|
-
|
-
|
(8.7)
|
-
|
-
|
-
|
(8.7)
|
Purchase of own shares for
cancellation
|
|
(0.2)
|
-
|
(139.3)
|
-
|
-
|
0.2
|
-
|
(139.3)
|
Dividends paid
|
|
-
|
-
|
(77.7)
|
-
|
-
|
-
|
-
|
(77.7)
|
Total transactions with owners,
recognised directly in equity
|
|
(0.2)
|
-
|
(175.6)
|
(3.6)
|
-
|
0.2
|
0.4
|
(178.8)
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 March 2023
|
|
9.3
|
182.6
|
1,390.3
|
(26.0)
|
(1,060.8)
|
1.2
|
30.7
|
527.3
|
Profit for the year
|
|
-
|
-
|
256.9
|
-
|
-
|
-
|
-
|
256.9
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
Remeasurements of post-employment
benefit obligations, net of tax
|
|
-
|
-
|
(0.1)
|
-
|
-
|
-
|
-
|
(0.1)
|
Total comprehensive income, net of
tax
|
|
-
|
-
|
256.8
|
-
|
-
|
-
|
-
|
256.8
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners
|
|
|
|
|
|
|
|
|
|
Employee share schemes - value of
employee services
|
|
-
|
-
|
17.9
|
-
|
-
|
-
|
-
|
17.9
|
Exercise of employee share
schemes
|
|
-
|
-
|
(4.0)
|
5.8
|
-
|
-
|
-
|
1.8
|
Tax impact of employee share
schemes
|
|
-
|
-
|
(0.3)
|
-
|
-
|
-
|
-
|
(0.3)
|
Purchase of own shares for
treasury
|
|
-
|
-
|
-
|
(11.1)
|
-
|
-
|
-
|
(11.1)
|
Purchase of own shares for
cancellation
|
|
(0.2)
|
-
|
(159.7)
|
-
|
-
|
0.2
|
-
|
(159.7)
|
Issue of ordinary
shares
|
|
0.1
|
-
|
(0.1)
|
-
|
-
|
-
|
-
|
-
|
Dividends paid
|
|
-
|
-
|
(80.4)
|
-
|
-
|
-
|
-
|
(80.4)
|
Total transactions with owners,
recognised directly in equity
|
|
(0.1)
|
-
|
(226.6)
|
(5.3)
|
-
|
0.2
|
-
|
(231.8)
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 March 2024
|
|
9.2
|
182.6
|
1,420.5
|
(31.3)
|
(1,060.8)
|
1.4
|
30.7
|
552.3
|
Consolidated statement of cash flows
For the year ended 31 March
2024
|
|
Note
|
2024
£m
|
2023
£m
|
|
Cash flows from operating activities
|
|
|
|
|
Cash generated from
operations
|
16
|
379.0
|
327.4
|
|
Income taxes paid
|
|
(91.5)
|
(60.5)
|
|
Net cash generated from operating
activities
|
|
287.5
|
266.9
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
Purchases of intangible
assets
|
|
(0.2)
|
(1.0)
|
|
Purchases of property, plant and
equipment
|
|
(3.6)
|
(2.4)
|
|
Proceeds from sale of property,
plant and equipment
|
|
0.2
|
1.8
|
|
Dividends received from joint
ventures
|
|
3.9
|
2.9
|
|
Interest received on cash and cash
equivalents
|
|
0.5
|
0.3
|
|
Payment for acquisition of
subsidiary, net of cash acquired
|
17
|
-
|
(144.2)
|
Payment of deferred consideration
for acquisition of subsidiary
|
17
|
-
|
(8.1)
|
|
Payment for acquisition of shares
in investment entities
|
|
-
|
(1.3)
|
|
Proceeds on disposal of shares in
investment entities
|
|
1.0
|
-
|
|
Proceeds on disposal of
subsidiary, net of cash disposed
|
|
-
|
25.6
|
|
Net cash used in investing activities
|
|
1.8
|
(126.4)
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
Dividends paid to Company's
shareholders
|
15
|
(80.4)
|
(77.7)
|
|
Drawdown of Syndicated revolving
credit facility
|
12
|
57.0
|
110.0
|
|
Repayment of Syndicated revolving
credit facility
|
12
|
(87.0)
|
(50.0)
|
|
Repayment of other debt
|
|
(1.1)
|
(4.0)
|
|
Proceeds from loan
|
12
|
-
|
1.1
|
|
Payment of refinancing
fees
|
12
|
(0.5)
|
(1.4)
|
|
Payment of interest on
borrowings
|
|
(3.4)
|
(3.3)
|
|
Payment of lease
liabilities
|
10
|
(2.7)
|
(2.9)
|
|
Purchase of own shares for
cancellation
|
13
|
(158.9)
|
(138.6)
|
|
Purchase of own shares for
treasury
|
14
|
(11.0)
|
(8.7)
|
|
Payment of fees on purchase of own
shares
|
|
(0.9)
|
(0.7)
|
|
Contributions to defined benefit
pension scheme
|
|
(0.1)
|
(1.0)
|
|
Proceeds from exercise of
share-based incentives
|
|
1.8
|
2.0
|
|
Net cash used in financing activities
|
|
(287.2)
|
(175.2)
|
|
|
|
|
|
|
Net increase/(decrease) in cash and cash
equivalents
|
|
2.1
|
(34.7)
|
|
Cash and cash equivalents at
beginning of year
|
|
16.6
|
51.3
|
|
Cash and cash equivalents at end of year
|
|
18.7
|
16.6
|
|
|
|
|
|
Notes to the consolidated financial
statements
1. General information
Basis of preparation
The Consolidated financial
statements have been prepared in accordance with the requirements
of the Companies Act 2006 and in accordance with UK-adopted
international accounting standards. The Consolidated financial
statements have been prepared on the going concern basis and under
the historical cost convention except for equity investments which
are carried at fair value. The Group's principal business is the
operation of the Auto Trader platforms which form the UK's largest
automotive marketplace.
The following amendments to
standards have been adopted by the Group for the first time for the
financial year beginning on 1 April 2023:
· IFRS
17 Insurance Contracts
· Disclosure of Accounting Policies (Amendments to IAS 1 and
IFRS Practice Statement 2)
· Definition of Accounting Estimates (Amendments to IAS
8)
· Deferred
Tax Related to Assets and Liabilities Arising from a Single
Transaction (Amendments to IAS 12 Income Taxes)
The adoption of these amendments
has had no material effect on the Group's Consolidated financial
statements.
There are a number of amendments
to IFRS that have been issued by the IASB that, when endorsed in
the UK, will become effective in a subsequent accounting period
including:
· Lease Liability in a Sale and Leaseback (Amendments to IFRS
16)
· Supplier Finance Arrangements (Amendments to IAS 7 and IFRS
7)
· Lack
of Exchangeability (Amendments to IAS 21)
· Sale or
Contribution of Assets between an Investor and its Associate or
Joint Venture (Amendments to IFRS 10 and IAS 28)
The Group has evaluated these
changes and none are expected to have a material impact on the
Consolidated financial statements.
The Group has early adopted the
amendments to IAS 1 - Classification of Liabilities as Current or
Non-current and Non-current Liabilities with Covenants, which are
required to be effective from 1 January 2024. The amendments do not
have any material impact on the Group's financial
statements.
The financial information set out
above does not constitute the Company's statutory accounts for the
years ended 31 March 2024 or 31 March 2023 but is derived from
those accounts. Statutory accounts for 31 March 2023 have been
delivered to the registrar of companies, and those for 31 March
2024 will be delivered in due course. The auditor has reported on
those accounts; their reports were (i) unqualified, (ii) did not
include a reference to any matters to which the auditor 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.
Going concern
During the year ended 31 March
2024 the Group has continued to generate significant cash from
operations. The Group has an overall positive net asset position
and had cash balances of £18.7m at 31 March 2024 (2023: £16.6m).
During the year £250.3m was returned to shareholders through share
buybacks and dividends (2023: £225.0m).
The Group has access to a
Syndicated revolving credit facility (the 'Syndicated RCF'). At 31
March 2024 the Group had £30.0m (2023: £60.0m) drawn of its £200.0m
Syndicated RCF. On 2 February 2024, the Group extended the term for
its Syndicated RCF by one year and the facility is now available
until February 2029.
Cash flow projections for a period
of not less than 12 months from the date of this report have been
prepared. Stress case scenarios have been modelled to make the
assessment of going concern, taking into account severe but
plausible potential impacts of a severe economic downturn,
ransomware attack and a new market entrant within the next 12
months. The results of the stress testing demonstrated that due to
the Group's significant free cash flow, access to the Syndicated
RCF and the Board's ability to adjust the discretionary share
buyback programme, the Group would be able to withstand the impact
and remain cash generative. Following the year end, the Group has
generated cash flows in line with its forecast and there are no
events that have adversely impacted the Group's
liquidity.
The Directors, after making
enquiries and on the basis of current financial projections and
facilities available, believe that the Group has adequate financial
resources to continue in operation for a period not less than 12
months from the date of this report. For this reason, they continue
to adopt the going concern basis in preparing the financial
statements.
Accounting estimates and judgements
The preparation of financial
statements in conformity with UK-adopted international accounting
standards requires the use of certain accounting estimates and
assumptions. It also requires management to exercise its judgement
in the process of applying the Group's accounting policies.
Estimates and judgements are continually evaluated and are based on
historical experience and other factors, including expectations of
future events that are believed to be reasonable under the
circumstances.
There are no accounting estimates
or judgements at the financial year end which have a significant
risk of resulting in a material adjustment to the carrying amounts
of assets and liabilities within the next financial year. Other
accounting estimates and judgements include:
Carrying values of goodwill
(judgement and estimate)
The Group tests annually whether
goodwill held by the Group has suffered any impairment in
accordance with its accounting policy. The Group has two cash
generating units, Digital and Autorama. Estimation is required for
the assumptions used in the calculation of the recoverable amounts
of each cash generating unit.
2. Segmental
information
IFRS 8 'Operating segments'
requires the Group to determine its operating segments based on
information which is provided internally. Based on the internal
reporting information and management structures within the Group,
it has been determined that there are two operating segments (2023:
two operating segments). The Group's
reportable operating segments have therefore been identified as
follows:
· Auto
Trader - includes the results of Auto Trader and AutoConvert (2023
also includes Webzone before it was disposed on 24 October 2022) in
respect of online classified advertising of motor vehicles and
other related products and services in the digital automotive
marketplace including profit from the Dealer Auction joint
venture.
· Autorama - the results of Autorama in respect of a
marketplace for leasing new vehicles and other related products and
services.
Management has determined that
there are two operating segments in line with the nature in which
the Group is managed. The reports reviewed by the Operational
Leadership Team ('OLT'), which is the chief operating
decision-maker ('CODM') for both segments, splits out operating
performance by segment. The OLT is made up of the Executive
Directors and Key Management and is responsible for the strategic
decision-making of the Group. Revenue and cost streams for each
operating segment are largely independent in the reporting
period.
The OLT primarily uses the
measures of Revenue and Operating profit to assess the performance
of each operating segment. The revenue from external parties
reported to the OLT is measured in a manner consistent with that in
the income statement. There are no inter-segment revenues in the
current or comparative periods.
Analysis of the Group's revenue
and results for both reportable segments, with a reconciliation to
Group profit before tax is shown below:
Year to March 2024
|
Auto Trader
segment
£m
|
Autorama
segment
£m
|
Group
central costs
£m
|
Group
£m
|
Total segment revenue
|
529.7
|
41.2
|
-
|
570.9
|
People
costs
|
(81.5)
|
(10.9)
|
(11.1)
|
(103.5)
|
Marketing
|
(22.3)
|
(4.0)
|
-
|
(26.3)
|
Costs of goods
sold
|
-
|
(28.2)
|
-
|
(28.2)
|
Other
costs
|
(44.2)
|
(4.5)
|
-
|
(48.7)
|
Depreciation &
amortisation
|
(5.9)
|
(2.4)
|
(10.0)
|
(18.3)
|
Total segment
costs
|
(153.9)
|
(50.0)
|
(21.1)
|
(225.0)
|
Share of profit from joint
ventures
|
2.8
|
-
|
-
|
2.8
|
Total segment operating
profit/(loss)
|
378.6
|
(8.8)
|
(21.1)
|
348.7
|
Finance costs - net
|
|
|
|
(3.5)
|
Profit before tax
|
|
|
|
345.2
|
Group central costs which are not
allocated within either of the segment operating profit/(loss)
reported to the CODM comprise:
(i) People costs: £10.4m
share-based payment expense relating to the Group shares issued as
part of the deferred consideration for Autorama, which was fully
settled in the period. A further £0.7m was settled in
cash.
(ii) Depreciation and
amortisation: £10.0m of amortisation expense relating to the fair
value of intangible brand and technology assets acquired in the
Group's business combination of Autorama.
Year to March 2023
|
Auto Trader
segment
£m
|
Autorama
segment
£m
|
Group
central costs
£m
|
Group
£m
|
Total segment revenue
|
473.0
|
27.2
|
-
|
500.2
|
People
costs
|
(74.0)
|
(10.5)
|
(38.8)
|
(123.3)
|
Marketing
|
(22.3)
|
(4.7)
|
-
|
(27.0)
|
Costs of goods
sold
|
-
|
(15.7)
|
-
|
(15.7)
|
Other
costs
|
(39.6)
|
(5.4)
|
-
|
(45.0)
|
Depreciation &
amortisation
|
(6.7)
|
(2.1)
|
(5.3)
|
(14.1)
|
Total segment
costs
|
(142.6)
|
(38.4)
|
(44.1)
|
(225.1)
|
Share of profit from joint
ventures
|
2.5
|
-
|
-
|
2.5
|
Total segment operating
profit/(loss)
|
332.9
|
(11.2)
|
(44.1)
|
277.6
|
Finance costs - net
|
|
|
|
(3.1)
|
Profit on disposal of
subsidiary
|
|
|
|
19.1
|
Profit before tax
|
|
|
|
293.6
|
3. Revenue
The Group's revenue is derived
from contracts with customers. All revenues were earned from
activities and customers in the United Kingdom.
In the following table, the
Group's revenue is detailed by customer type. This level of detail
is consistent with that used by management to assist in the
analysis of the Group's revenue-generating trends.
Revenue
|
2024
£m
|
2023
£m
|
Retailer
|
450.0
|
406.8
|
Home Trader
|
13.4
|
10.1
|
Other
|
12.3
|
10.5
|
Trade
|
475.7
|
427.4
|
Consumer Services
|
39.6
|
34.5
|
Manufacturer and Agency
|
14.4
|
11.1
|
Autorama
|
41.2
|
27.2
|
Total revenue
|
570.9
|
500.2
|
4.Operating profit
Operating profit is after
(charging)/crediting the following:
|
Note
|
2024
£m
|
2023
£m
|
Staff costs
|
|
(92.2)
|
(84.1)
|
Contractor costs
|
|
(0.2)
|
(0.4)
|
Depreciation of property, plant
and equipment
|
9
|
(4.8)
|
(4.9)
|
Amortisation of intangible
assets
|
8
|
(13.5)
|
(9.2)
|
(Loss)/profit on sale of property,
plant and equipment
|
|
(0.3)
|
0.7
|
5. Net finance costs
|
2024
£m
|
2023
£m
|
On bank loans and
overdrafts
|
3.0
|
2.5
|
Amortisation of debt issue
costs
|
0.6
|
0.5
|
Interest unwind on lease
liabilities
|
0.1
|
0.2
|
Interest on vehicle stocking
loan
|
0.3
|
0.1
|
Interest receivable on cash and
cash equivalents
|
(0.5)
|
(0.2)
|
Total
|
3.5
|
3.1
|
6. Taxation
|
2024
£m
|
2023
£m
|
Current taxation
|
|
|
UK corporation taxation
|
91.7
|
61.2
|
Foreign taxation
|
-
|
0.1
|
Adjustments in respect of prior
years
|
-
|
(0.2)
|
Total current taxation
|
91.7
|
61.1
|
|
|
|
Deferred taxation
|
|
|
Origination and reversal of
temporary differences
|
(3.0)
|
(1.3)
|
Adjustments in respect of prior
years
|
(0.4)
|
(0.1)
|
Total deferred taxation
|
(3.4)
|
(1.4)
|
Total taxation charge
|
88.3
|
59.7
|
The taxation charge for the year
is higher than (2023: higher than) the effective rate of
corporation tax in the UK of 25% (2023: 19%). The differences are
explained below:
|
2024
£m
|
2023
£m
|
Profit before taxation
|
345.2
|
293.6
|
Tax on profit at the standard UK
corporation tax rate of 25% (2023: 19%)
|
86.3
|
55.8
|
Expenses not deductible for
taxation purposes
|
3.5
|
8.5
|
Income not taxable - gain on
disposal of subsidiary
|
-
|
(3.6)
|
Share of joint venture
taxation
|
(0.7)
|
(0.5)
|
Adjustments in respect of foreign
taxation rates
|
-
|
(0.1)
|
Adjustments in respect of OCI
group relief
|
-
|
(0.1)
|
Adjustments in respect of prior
years
|
(0.4)
|
(0.3)
|
Adjustments in respect of losses
not previously recognised
|
(0.4)
|
-
|
Total taxation charge
|
88.3
|
59.7
|
Expenses non-deductible for
taxation purposes in the current year principally includes the
share-based payment expense relating to the deferred consideration
and amortisation of intangible assets arising on acquisition of
Autorama.
Adjustments in respect of losses
not previously recognised in the current year relates to brought
forward tax losses within the Group which were previously not
recognised. Losses have been utilised in the period and a deferred
tax asset has been recognised in respect of the remaining balance
on the basis that it is deemed probable that future taxabale profit
will be available to utilise these against.
Taxation on items taken directly
to equity was a debit of £0.3m (2023: credit of £0.4m) relating to
tax on share-based payments.
Taxation recorded in equity within
the Consolidated statement of comprehensive income was a release of
£0.1m (2023: release of £0.4m) relating to post-employment benefit
obligations.
The taxation charge for the year
is based on the standard rate of UK corporation tax for the period
of 25% (2023: 19%).
Deferred income taxes have been
measured at the tax rate expected to be applicable at the date the
deferred income tax assets and liabilities are realised.
We had previously stated that the
Group was potentially in scope for the UK's digital services tax
('DST') with the Group's revenues exceeding £500m. The UK
Government continues to work towards implementing a global
two-pillar tax solution addressing the tax challenges arising from
the digitalisation of the economy. Pillar Two came into effect for
accounting periods beginning on or after 31 December 2023, but the
timeline for finalising the multilateral convention that would
implement Pillar One is still not certain. The implementation
of Pillar One would see the UK DST repealed and the Group liability
would fall away. An outcome statement was published in July 2023
which gave an expectation that Pillar One would come into force
during calendar year 2025. We are awaiting further
updates.
Our in-scope revenue did not
exceed the threshold for UK DST in financial year 2024, but we
expect the Group will exceed that threshold and pay DST in
financial year 2025. This would result in an additional operating
expense equivalent to c.2% of in-scope revenue, which will be
deductible against corporation tax payable.
7. Earnings per share
Basic earnings per share is
calculated using the weighted average number of ordinary shares in
issue during the year, excluding those held in treasury and by the
Employee Share Option Trust ('ESOT'), based on the profit for the
year attributable to shareholders.
|
Weighted
average
number of ordinary
shares
|
Total
earnings
£m
|
Pence
per share
|
Year ended 31 March 2024
|
|
|
|
Basic EPS
|
912,582,172
|
256.9
|
28.15
|
Diluted EPS
|
915,302,568
|
256.9
|
28.07
|
|
|
|
|
Year ended 31 March 2023
|
|
|
|
Basic EPS
|
935,138,578
|
233.9
|
25.01
|
Diluted EPS
|
944,144,242
|
233.9
|
24.77
|
The number of shares in issue at
the start of the year is reconciled to the basic and diluted
weighted average number of shares below:
|
2024
|
2023
|
Issued ordinary shares at 1
April
|
923,074,657
|
946,892,976
|
Weighted effect of ordinary shares
purchased for cancellation
|
(11,835,430)
|
(7,112,698)
|
Weighted effect of ordinary shares
held in treasury
|
(4,417,849)
|
(4,304,401)
|
Weighted effect of shares held in
the ESOT
|
(330,294)
|
(348,989)
|
Weighted effect of ordinary shares
issued for share-based payments
|
6,091,088
|
11,690
|
Weighted average number of shares for basic
EPS
|
912,582,172
|
935,138,578
|
Dilutive impact of share options
outstanding
|
2,720,396
|
9,005,664
|
Weighted average number of shares for diluted
EPS
|
915,302,568
|
944,144,242
|
For diluted earnings per share,
the weighted average number of shares for basic EPS is adjusted to
assume conversion of all potentially dilutive ordinary shares. The
Group has potentially dilutive ordinary shares arising from share
options granted to employees. Options are dilutive where the
exercise price together with the future IFRS 2 charge is less than
the average market price of the ordinary shares during the year.
Options under the Performance Share Plan, the Single Incentive Plan
Award for the Operational Leadership Team and certain key
employees, the Single Incentive Plan Award for all employees, the
Deferred Annual Bonus Plan and the Share Incentive Plan are
contingently issuable shares and are therefore only included within
the calculation of diluted EPS if the performance conditions are
satisfied. Dilutive share options outstanding at 31 March 2023
included shares to be issued for the Autorama deferred
consideration, which were issued in June 2023.
The average market value of the
Group's shares for the purposes of calculating the dilutive effect
of share-based incentives was based on quoted market prices for the
period during which the share-based incentives were
outstanding.
8. Intangible assets
|
Goodwill
£m
|
Software
and website development costs
£m
|
Financial
systems
£m
|
Brand
£m
|
Other
£m
|
Total
£m
|
Cost
|
|
|
|
|
|
|
At 31 March 2022
|
457.9
|
14.4
|
13.1
|
1.2
|
25.3
|
511.9
|
Acquired through business
combinations
|
92.5
|
13.7
|
-
|
47.6
|
5.6
|
159.4
|
Additions
|
-
|
1.0
|
-
|
-
|
-
|
1.0
|
Disposals
|
(5.7)
|
(1.8)
|
-
|
(0.6)
|
(1.2)
|
(9.3)
|
Exchange differences
|
(0.1)
|
-
|
-
|
-
|
-
|
(0.1)
|
At 31 March 2023
|
544.6
|
27.3
|
13.1
|
48.2
|
29.7
|
662.9
|
Additions
|
-
|
0.2
|
-
|
-
|
-
|
0.2
|
Disposals
|
-
|
(3.0)
|
-
|
-
|
-
|
(3.0)
|
At 31 March 2024
|
544.6
|
24.5
|
13.1
|
48.2
|
29.7
|
660.1
|
|
|
|
|
|
|
|
Accumulated amortisation and impairments
|
|
|
|
|
|
At 31 March 2022
|
117.0
|
9.2
|
13.1
|
0.7
|
16.3
|
156.3
|
Amortisation charge
|
-
|
2.5
|
-
|
4.2
|
2.5
|
9.2
|
Disposals
|
-
|
(1.8)
|
-
|
(0.6)
|
(1.2)
|
(3.6)
|
At 31 March 2023
|
117.0
|
9.9
|
13.1
|
4.3
|
17.6
|
161.9
|
Amortisation charge
|
-
|
3.0
|
-
|
7.9
|
2.6
|
13.5
|
Disposals
|
-
|
(3.0)
|
-
|
-
|
-
|
(3.0)
|
At 31 March 2024
|
117.0
|
9.9
|
13.1
|
12.2
|
20.2
|
172.4
|
|
|
|
|
|
|
|
Net book value at 31 March 2024
|
427.6
|
14.6
|
-
|
36.0
|
9.5
|
487.7
|
Net book value at 31 March 2023
|
427.6
|
17.4
|
-
|
43.9
|
12.1
|
501.0
|
Net book value at 31 March 2022
|
340.9
|
5.2
|
-
|
0.5
|
9.0
|
355.6
|
Other intangibles include customer
relationships, technology, trade names, trademarks and non-compete
agreements. Intangible assets which have a finite useful life are
carried at cost less accumulated amortisation. Amortisation of
these intangible assets is calculated using the straight-line
method to allocate the cost of the assets over their estimated
useful lives (principally between 3 to 15 years). The longest
estimated useful life remaining at 31 March 2024 is 11 years (31
March 2023: 12 years).
For the year to 31 March 2024, the
amortisation charge of £13.5m (2023: £9.2m) has been charged to
operating costs in the Consolidated income statement. As the
integration of Autorama, our new car leasing proposition, has
accelerated at a faster rate than anticipated at acquisition, the
useful economic life of the 'Vanarama' brand has been reduced from
ten years to five years from the date of acquisition, effective
from 1 October 2023.
At 31 March 2024, there were no
software and website development costs representing assets under
construction (2023: £nil).
In accordance with UK-adopted
international accounting standards, goodwill is not amortised, but
instead is tested annually for impairment, or more frequently if
there are indicators of impairment. Goodwill is carried at cost
less accumulated impairment
losses.
9. Property, plant and equipment
|
Land, buildings and leasehold
improvements
£m
|
Office
equipment
£m
|
Motor
vehicles
£m
|
Total
£m
|
Cost
|
|
|
|
|
At 31 March 2022
|
23.1
|
13.9
|
1.6
|
38.6
|
Acquired through business
combinations
|
4.0
|
0.3
|
1.0
|
5.3
|
Additions
|
2.2
|
2.0
|
0.3
|
4.5
|
Disposals
|
(7.6)
|
(3.0)
|
(0.9)
|
(11.5)
|
At 31 March 2023
|
21.7
|
13.2
|
2.0
|
36.9
|
Additions
|
2.8
|
1.4
|
0.2
|
4.4
|
Disposals
|
(1.5)
|
(4.1)
|
(0.6)
|
(6.2)
|
At 31 March 2024
|
23.0
|
10.5
|
1.6
|
35.1
|
|
|
|
|
|
Accumulated depreciation
|
|
|
|
|
At 31 March 2022
|
11.5
|
11.1
|
1.3
|
23.9
|
Charge for the year
|
3.3
|
1.1
|
0.5
|
4.9
|
Disposals
|
(4.4)
|
(2.8)
|
(0.6)
|
(7.8)
|
At 31 March 2023
|
10.4
|
9.4
|
1.2
|
21.0
|
Charge for the year
|
2.9
|
1.5
|
0.4
|
4.8
|
Disposals
|
(1.1)
|
(4.1)
|
(0.4)
|
(5.6)
|
At 31 March 2024
|
12.2
|
6.8
|
1.2
|
20.2
|
|
|
|
|
|
Net book value at 31 March 2024
|
10.8
|
3.7
|
0.4
|
14.9
|
Net book value at 31 March 2023
|
11.3
|
3.8
|
0.8
|
15.9
|
Net book value at 31 March 2022
|
11.6
|
2.8
|
0.3
|
14.7
|
Included within property, plant
and equipment are £5.0m (2023: £6.5m) of assets recognised as
leases under IFRS 16. The depreciation expense of £4.8m for the
year to 31 March 2024 (2023: £4.9m) has been recorded
in operating costs. During the year, £5.3m (2023: £2.6m) worth of
property, plant and equipment with £nil net book value was disposed
of.
10. Leases
The Group's lease assets including
land and buildings and motor vehicles are held within property,
plant and equipment. Information about leases for which the Group
is a lessee is presented below.
|
2024
£m
|
2023
£m
|
Net book value property, plant and
equipment owned
|
9.9
|
9.4
|
Net book value right of use
assets
|
5.0
|
6.5
|
|
14.9
|
15.9
|
Net book value of right of use
assets
|
Land, buildings and leasehold
improvements
£m
|
Office
equipment
£m
|
Motor
vehicles
£m
|
Total
£m
|
Balance at 31 March 2022
|
7.8
|
0.1
|
0.4
|
8.3
|
Acquired through business
combination
|
0.1
|
-
|
0.3
|
0.4
|
Additions
|
1.5
|
0.1
|
0.3
|
1.9
|
Disposals
|
(1.4)
|
-
|
(0.1)
|
(1.5)
|
Depreciation charge
|
(2.2)
|
-
|
(0.4)
|
(2.6)
|
At 31 March 2023
|
5.8
|
0.2
|
0.5
|
6.5
|
Additions
|
0.5
|
0.1
|
0.2
|
0.8
|
Disposals
|
(0.1)
|
-
|
-
|
(0.1)
|
Depreciation charge
|
(1.8)
|
(0.1)
|
(0.3)
|
(2.2)
|
At
31 March 2024
|
4.4
|
0.2
|
0.4
|
5.0
|
Lease liabilities in the balance
sheet at 31 March
|
2024
£m
|
2023
£m
|
Current
|
2.4
|
2.5
|
Non-current
|
2.4
|
4.6
|
Total
|
4.8
|
7.1
|
The term recognised for certain
leases has assumed lease break options are exercised. Certain lease
rentals are subject to periodic market rental reviews.
During the year, the Group
reassessed its dilapidations provision for its leased properties
which resulted in a £0.4m increase in the provision, and
corresponding increase in the right of use asset.
Amounts charged in the income
statement
|
2024
£m
|
2023
£m
|
Depreciation charge of right of use
assets
|
2.2
|
2.6
|
Interest on lease
liabilities
|
0.1
|
0.2
|
Gain on disposal of right of use
assets
|
-
|
(0.1)
|
Total amounts charged in the income
statement
|
2.3
|
2.7
|
Cash outflow
|
2024
£m
|
2023
£m
|
Total cash outflow for
leases
|
2.7
|
2.9
|
11.
Net investments in joint ventures
Joint ventures are contractual
arrangements over which the Group exercises joint control with
partners and where the parties have rights to the net assets of the
arrangement, irrespective of the Group's shareholding in the
entity.
The Group owns 49% of the ordinary
share capital of Dealer Auction Limited (previously Dealer Auction
(Holdings) Limited). The basis of the Group's joint control is
through a shareholder agreement and an assessment of the
substantive rights of each shareholder, including operational
barriers or incentives that would prevent or deter rights being
exercised.
Net investments in joint ventures
at the reporting date include the Group's equity investment in
joint ventures and the Group's share of the joint ventures' post
acquisition net assets. The table below reconciles the movement in
the Group's net investment in joint ventures in the
year:
|
Equity investments in joint
ventures
£m
|
Share of post acquisition net
assets
£m
|
|
Net investments
in joint ventures
£m
|
Carrying value
|
|
|
|
|
As at 31 March 2022
|
40.3
|
9.4
|
|
49.7
|
Share of result for the year taken
to the income statement
|
-
|
2.5
|
|
2.5
|
Dividends received in the
year
|
(2.9)
|
-
|
|
(2.9)
|
As at 31 March 2023
|
37.4
|
11.9
|
|
49.3
|
Share of result for the year taken
to the income statement
|
-
|
2.8
|
|
2.8
|
Dividends received in the
year
|
(3.9)
|
-
|
|
(3.9)
|
As at 31 March 2024
|
33.5
|
14.7
|
|
48.2
|
Set out below is the summarised
financial information for the joint venture, adjusted for
differences in accounting policies between the Group and the joint
venture. The table also reconciles the summarised financial
information to the carrying amount of the Group's interest in the
joint venture.
|
2024
£m
|
2023
£m
|
Non-current assets
|
94.5
|
95.6
|
|
|
|
Current assets
|
|
|
Cash and cash
equivalents
|
6.8
|
6.4
|
Other current assets
|
2.1
|
1.3
|
Total assets
|
103.4
|
103.3
|
|
|
|
Liabilities
|
|
|
Current liabilities
|
4.4
|
2.0
|
Total liabilities
|
4.4
|
2.0
|
Net assets
|
99.0
|
101.3
|
Group's share of net assets
|
48.2
|
49.3
|
|
2024
£m
|
2023
£m
|
Revenues
|
13.2
|
10.5
|
Profit for the year
|
5.7
|
5.2
|
Total comprehensive income
|
5.7
|
5.2
|
Group's share of comprehensive income
|
2.8
|
2.5
|
Dividends received by the Group
|
3.9
|
2.9
|
12. Borrowings
Non-current
|
2024
£m
|
2023
£m
|
Syndicated RCF gross of
unamortised debt issue costs
|
30.0
|
60.0
|
Unamortised debt issue costs on
Syndicated RCF
|
(2.3)
|
(2.5)
|
Total
|
27.7
|
57.5
|
Current
|
2024
£m
|
2023
£m
|
Loan from other
investment
|
-
|
1.1
|
Total
|
-
|
1.1
|
|
|
|
Total borrowings
|
27.7
|
58.6
|
Unamortised debt issue costs on
the Syndicated RCF decreased to £2.3m in the year (2023:
£2.5m).
Borrowings are repayable as
follows:
|
2024
£m
|
2023
£m
|
Less than one year
|
-
|
1.1
|
Two to five years
|
30.0
|
60.0
|
Total
|
30.0
|
61.1
|
The carrying amounts of borrowings
approximate their fair values.
Syndicated revolving credit facility ('Syndicated
RCF')
The Group has access to an
unsecured Syndicated RCF. Associated debt transaction costs total
£6.2m, with £3.3m being incurred at initiation and £2.9m of
additional costs associated with extension requests.
In the prior year, with effect
from 1 February 2023, the Group entered into an Amendment and
Restatement Agreement to extend the term of the facility for five
years from the date of signing and to further reduce the capacity
of the facility to £200.0m. During the year, on 2 February 2024,
the Group extended the term of the Syndicated RCF by one year. The
facility has been extended to February 2029 and still has an
additional one year extension option with no tranche terminations.
There is no change to the interest rate payable and
there is no requirement to settle all or
part of the debt before the termination date stated. The associated
debt transaction costs of the extension were £0.3m, which were paid
in the period to 31 March 2024. The remaining £0.2m debt
transaction costs relating to the prior year Amendment and
Restatement were also paid in the period to 31 March
2024.
Individual tranches are drawn
down, in sterling, for periods of up to six months at the
compounded reference rate (being the aggregate of SONIA for that
interest period) plus a margin of between 1.2% and 2.1% depending
on the consolidated leverage ratio of the Group. As part of the
Amendment and Restatement Agreement of the Syndicated RCF in 2023,
three sustainability performance targets were incorporated into the
agreement. This will be tested for the first time in 2024. The
margin shall be increased or decreased between -0.05% and 0.05%
based on the number of sustainability performance targets achieved
in the reporting period. This will be reviewed annually. A
commitment fee of 35% of the margin applicable to the Syndicated
RCF is payable quarterly in arrears on unutilised amounts of the
total facility.
The Syndicated RCF has financial
covenants linked to interest cover and the consolidated debt cover
of the Group:
· Net
bank debt to EBITDA must not exceed 3.5:1.
· EBITDA to Net Interest Payable must not be less than
3.0:1.
EBITDA is defined as earnings
before interest, taxation, depreciation and amortisation,
share-based payments and associated NI, share of profit from joint
ventures and exceptional items.
All financial covenants of the
facility have been complied with through the period.
Loan from other investments
In the prior year, the Group's
wholly owned subsidiary, Autorama Holding (Malta) Limited, elected
to transfer the insurance portfolio held in a protected insurance
cell with Advent Insurance PCC Limited to Atlas Insurance PCC
Limited. As part of this process, Advent Insurance PCC Limited
issued a loan to Autorama Holding (Malta) Limited to fund the
investment in the new protected insurance cell until the portfolio
transfer was complete. This process was completed during the year
and the loan was repaid. As at 31 March 2024, £nil was recognised
on the Consolidated balance sheet (2023: £1.1m).
Exposure to interest rate changes
The exposure of the Group's
borrowings (excluding debt issue costs) to SONIA rate changes and
the contractual repricing dates at the balance sheet date are as
follows:
|
2024
£m
|
2023
£m
|
One month or less
|
30.0
|
60.0
|
Total
|
30.0
|
60.0
|
13. Share capital
Share capital
|
2024
|
2023
|
Number
'000
|
Amount
£m
|
Number
'000
|
Amount
£m
|
Allotted, called-up and fully paid
ordinary shares of 1p each
|
|
|
|
|
At 1 April
|
923,075
|
9.3
|
946,893
|
9.5
|
Purchase and cancellation of own
shares
|
(23,711)
|
(0.2)
|
(23,831)
|
(0.2)
|
Issue of shares
|
7,850
|
0.1
|
13
|
0.0
|
Total
|
907,214
|
9.2
|
923,075
|
9.3
|
In the year ended 31 March 2017,
the Company commenced a share buyback programme. By resolutions
passed at the 2023 AGM, the Company's shareholders generally
authorised the Company to make market purchases of up to 92,019,875
of its ordinary shares, subject to minimum and maximum price
restrictions. In the year ended 31 March 2024, a total of
25,207,430 ordinary
shares of £0.01 were purchased. The average price paid was 673.0p
with a total consideration paid (including
fees of £0.9m) of £170.8m. Of all shares purchased, 1,496,445 were
held in treasury with 23,710,985 being cancelled. In the year ended
31 March 2024, 7,849,782 ordinary shares were issued for the
settlement of share-based payments.
Included within shares in issue at
31 March 2024 are 312,831 (2023: 340,196) shares held by the ESOT
and 4,899,346 (2023: 4,371,505) shares held in treasury, as
detailed in note 14.
14. Own shares held
Own shares held - £m
|
ESOT shares
reserve
£m
|
Treasury
shares
£m
|
Total
£m
|
Own shares held as at 31 March
2022
|
(0.4)
|
(22.0)
|
(22.4)
|
Repurchase of own shares for
treasury
|
-
|
(8.7)
|
(8.7)
|
Share-based incentives
exercised
|
-
|
5.1
|
5.1
|
Own shares held as at 31 March
2023
|
(0.4)
|
(25.6)
|
(26.0)
|
Repurchase of own shares for
treasury
|
-
|
(11.1)
|
(11.1)
|
Share-based incentives
exercised
|
-
|
5.8
|
5.8
|
Own shares held as at 31 March 2024
|
(0.4)
|
(30.9)
|
(31.3)
|
|
|
|
|
Own shares held -
number
|
ESOT shares
reserve
Number of
shares
|
Treasury
shares
Number of
shares
|
Total
Number of
shares
|
Own shares held as at 31 March
2022
|
358,158
|
3,826,928
|
4,185,086
|
Transfer of shares from
ESOT
|
(17,962)
|
-
|
(17,962)
|
Repurchase of own shares for
treasury
|
-
|
1,430,372
|
1,430,372
|
Share-based incentives
exercised
|
-
|
(885,795)
|
(885,795)
|
Own shares held as at 31 March
2023
|
340,196
|
4,371,505
|
4,711,701
|
Transfer of shares from
ESOT
|
(27,365)
|
-
|
(27,365)
|
Purchase of own shares for
treasury
|
-
|
1,496,445
|
1,496,445
|
Share-based incentives
exercised
|
-
|
(968,604)
|
(968,604)
|
Own shares held as at 31 March 2024
|
312,831
|
4,899,346
|
5,212,177
|
|
|
|
|
15. Dividends
Dividends declared and paid by the
Company were as follows:
|
2024
|
2023
|
Pence
per share
|
£m
|
Pence
per share
|
£m
|
2023 final dividend
paid
|
5.6
|
51.3
|
5.5
|
51.7
|
2024 interim dividend
paid
|
3.2
|
29.1
|
2.8
|
26.0
|
|
8.8
|
80.4
|
8.3
|
77.7
|
The proposed final dividend for the
year ended 31 March 2024 of 6.4p per share, totalling £58.4m, is
subject to approval by shareholders at the Annual General Meeting
('AGM') and hence has not been included as a liability in the
financial statements.
16. Cash generated from operations
|
2024
£m
|
2023
£m
|
Profit after tax
|
256.9
|
233.9
|
Adjustments for:
|
|
|
Tax charge
|
88.3
|
59.7
|
Depreciation
|
4.8
|
4.9
|
Amortisation
|
13.5
|
9.2
|
Share-based payments charge
(excluding associated NI)
|
7.5
|
5.8
|
Deferred contingent
consideration
|
10.4
|
38.8
|
Share of profit from joint
ventures
|
(2.8)
|
(2.5)
|
Loss/(profit) on sale of property,
plant and equipment
|
0.3
|
(0.7)
|
Net lease disposals and
modifications
|
-
|
(0.1)
|
Post employment expenses relating
to the defined benefit scheme
|
-
|
2.7
|
Finance costs
|
3.5
|
3.1
|
RDEC
|
(0.1)
|
(0.1)
|
Profit on disposal of a
subsidiary
|
-
|
(19.1)
|
|
|
|
Changes in working capital
(excluding the effects of exchange differences on
consolidation):
|
|
|
Trade and other
receivables
|
(10.4)
|
(3.6)
|
Trade and other
payables
|
6.0
|
(1.9)
|
Inventory
|
1.0
|
(2.7)
|
Provisions
|
0.1
|
-
|
Cash generated from operations
|
379.0
|
327.4
|
17 Business
combinations in the prior year
Purchase of Autorama UK Limited
On 22 June 2022, the Group
acquired the entire share capital of Autorama UK Limited ('Autorama') for
initial consideration of £150.0m, with an additional £50.0m
deferred until 22 June 2023 and settled in shares to the value of
£50.0m, subject to employment and customary performance
conditions.
Autorama, one of the UK's largest
marketplaces for leasing new vehicles, is a leading end-to-end
digital platform, which aggregates leasing deals from multiple
funders and OEMs (under its 'Vanarama' brand), enabling buyers to
transact online across a wide range of
vehicles.
The total consideration of £150.0m
excludes acquisition costs of £2.1m which were recognised within
costs in the Consolidated income statement. The following table
provides a reconciliation of the amounts included in the
Consolidated statement of cash flows for the period:
|
|
|
|
2023
|
|
|
|
|
£m
|
Cash paid for
subsidiary
|
|
|
|
150.0
|
Less: cash acquired
|
|
|
|
(5.8)
|
Payment for acquisition of subsidiary, net of cash
acquired
|
|
|
|
144.2
|
As the settlement of the
deferred consideration of
£50.0m was subject to a condition for continuing
employment to 22 June 2023, the amount was not
included in the business combination but was recorded as a post-acquisition income statement expense over the period of service, which
extended to the first anniversary of the
acquisition. The deferred consideration was fully settled at
31 March 2024 with
the final settlement being reduced to £49.9m due to
the associated performance
conditions not being met.
From the period of acquisition to
31 March 2023, Autorama contributed revenue of £27.2m and a loss of
£11.2m to the Group's results.
The purchase has been accounted
for as a business combination under the acquisition method in
accordance with IFRS 3. The fair value of net assets acquired was
assessed and, other than in respect of the intangible assets and
related deferred tax, described below, no material adjustments from
book value were made to existing assets and liabilities. The period
in which measurement adjustments could be made is still open on
this acquisition and the provisional goodwill calculation is
summarised below:
|
|
|
|
Fair value
£m
|
Intangible asset recognised on acquisition
|
|
|
|
|
Brand
|
|
|
|
47.6
|
Technology
|
|
|
|
13.7
|
Customer relationships
|
|
|
|
2.9
|
Order book
|
|
|
|
2.3
|
Deferred tax liability arising on
intangible assets
|
|
|
|
(16.3)
|
|
|
|
|
50.2
|
|
|
|
|
|
Other non-current assets
|
|
|
|
|
Investments
|
|
|
|
1.0
|
Property, plant and
equipment
|
|
|
|
5.3
|
Intangible assets
|
|
|
|
0.4
|
Deferred tax asset
|
|
|
|
6.8
|
|
|
|
|
13.5
|
|
|
|
|
|
Current assets
|
|
|
|
|
Cash and cash
equivalents
|
|
|
|
5.8
|
Trade and other
receivables
|
|
|
|
4.5
|
Inventory
|
|
|
|
0.9
|
Other debtors
|
|
|
|
0.9
|
|
|
|
|
12.1
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
Trade and other
payables
|
|
|
|
11.6
|
Deferred income
|
|
|
|
2.3
|
|
|
|
|
13.9
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Borrowings
|
|
|
|
4.0
|
Lease liabilities
|
|
|
|
0.4
|
|
|
|
|
4.4
|
|
|
|
|
|
Total net assets
acquired
|
|
|
|
57.5
|
Goodwill on acquisition
|
|
|
|
92.5
|
Total assets acquired
|
|
|
|
150.0
|
Fair value of cash consideration
|
|
|
|
150.0
|
|
|
|
|
|
The brand, technology, customer
relationships and order book obtained through the acquisition met
the requirements to be separately identifiable under IFRS
3.
The business operates under the
Vanarama brand name and is one of the UK's longest running leasing
e-commerce brands. This asset was valued using Multi-period Excess
Earnings Method and crosschecked using relief from royalty. A
useful economic life and obsolescence decline period of 10 years
was assumed. Revenue forecasts were discounted using a post-tax
discount rate of 14%. This discount rate is lower than that for
Autorama as a whole at the date of acquisition and reflects factors
including the finite brand forecast period, compared to cash flows
into perpetuity used to support the goodwill.
The technology is Autorama's
propriety technology which helps manage a complex vehicle lease
purchasing process into a streamlined online transaction via a
customer friendly user interface, which has been developed
in-house. The asset was valued using the cost approach specifically
replacement costs and crosschecked using relief from royalty. The
order book is customer orders not yet delivered, which is expected
to unwind.
The goodwill recognised on
acquisition principally relates to value arising from intangible
assets that are not separately identifiable under IFRS 3. Such
assets include the value of the acquired workforce (including
technical experience), returning customers and future market growth
opportunities. Customer lists have not been valued separately on
the basis they are inseparable in their own right from the brand.
Supplier relationships are not separately valued on the basis that
their terms are in line with industry standards of what would be
typically agreed with a market participant.
The valuation of the Vanarama
brand name is sensitive to a change in the obsolescence rate
assumption. An obsolescence profile has been assumed which is
considered to be a representative curve for a consumer asset in the
absence of continued marketing spend, showing a slow decline in the
early years due to the benefit of historic spend, then decline
accelerating in the middle years as consumer brand consciousness
falls, before slowing in the final years to reflect a slower drop
off of residual awareness. Slowing or accelerating the assumed rate
of obsolescence by one year, with all other factors being
unchanged, would increase or decrease the valuation of the brand by
£14m or £16m respectively. Residual goodwill would be adjusted by
an equal and opposite amount, net of taxation. The discount rate
used in the brand valuation is less sensitive to change, reflecting
the finite useful economic life of ten years and the lower positive
cash flows in the latter years due to the obsolescence
decline.
None of the acquired intangible
assets or goodwill is expected to be deductible for tax purposes. A
deferred tax liability has been recorded on the fair value of the
intangible assets recognised, other than goodwill, measured at the
substantively enacted UK rate of corporation tax from April 2023 of
25%. This deferred tax liability has been debited against and
increased the value of goodwill recognised.
Settlement of deferred consideration in relation to BlueOwl
Network Limited
In addition, in July 2022, the
deferred consideration of £8.1m was settled in respect of the
acquisition of BlueOwl Network Limited ('BlueOwl'). On 31 July
2020, the Group acquired the entire share capital of BlueOwl for
consideration of £18.2m, of which £8.1m was deferred until 31 July
2022.
Principal risks and uncertainties
Risk
|
POTENTIAL IMPACT
|
CHANGES IN THE YEAR
|
1. Automotive economy, market and business
environment
|
An increase in the supply and/or a
drop in consumer demand for new/used cars could lead to reduced
vehicle prices and therefore reduced retailer profitability. Higher
costs and interest rates could lower retailer profitability and
reduce their advertising spend with Auto Trader. Reduced
profitability could lead to consolidation of retailers.
High cost of living and interest
rates could affect car buyers' ability to afford a change of
vehicle, affecting demand.
Mass adoption of the agency model,
whereby manufacturers sell new vehicles directly to consumers with
the retailer acting as an agent facilitating the transaction, could
lead to lower revenues for our retailer customers. Further,
manufacturers operating an agency model may not wish to use Auto
Trader as an advertising channel.
A move towards agency, combined
with other structural changes in the industry, could lead to the
consolidation of retailer forecourts.
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· The
supply of both new and used vehicles increased in FY24, with new
car registrations increasing 16% and used car transactions
increasing 6%. Prices have softened through the year, however
continually strong levels of demand, fast speed of sale, and lower
trade prices have lessened some of the impact felt by
retailers.
· Whilst the volume of fleet new car registrations has
increased 38% year on year, these vehicles have been sold into
corporate and rental customers rather than feeding into the broker
channel where supply remains tight.
· Higher interest rates on stocking loans and general
inflationary pressures have increased retailer costs. In this
context, we are working closer in partnership with our retailers to
help them get the most out of our advertising and data-led
products.
· The
number of UK retailer forecourts working with Auto Trader increased
in the year to its highest ever number.
· Some manufacturers moved to an agency model in FY24, and many
are using Auto Trader for advertising.
· Some manufacturers have signalled their intention to remain
with their traditional franchise models.
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2.
Climate change
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The automotive industry is a high
contributor to emissions, and so there is pressure from consumers
and the Government for the industry to reduce its impact on the
environment. Failure to deliver on our environmental commitments
could negatively impact our brand as a responsible business or
result in regulatory sanctions.
Failure to overcome the challenges
caused by the shift from internal combustion engines ('ICE') to
electric vehicles ('EVs') could inhibit their take-up or lead to
changes in buying behaviour. Factors include the purchase price of
EVs, potential for improvements in public transport, new and
expanded emissions zones, increasing EV running costs, and consumer
uncertainty over the residual value of used EVs.
Changing and more stringent
regulatory requirements could increase our cost base. Increased
frequency and severity of extreme weather events could lead to
heightened costs, including costs associated with heating/air
conditioning, insurance and cloud infrastructure. Extreme weather
events could also lead to short-term closure of retailer forecourts
(for example, due to flooding).
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· The
UK Government deferred the ban on new ICE vehicles from 2030 to
2035. However, in mitigation the Zero Emissions Vehicle ('ZEV')
mandate applies between 2024 and 2035. New EV registrations are
currently below the 22% ZEV target for 2024, and so OEMs will need
to take further steps in the coming years to incentivise buyers to
switch to EVs.
· We
continued to highlight on our website and throughout our content
the benefits of EVs.
· Price disparity between new EVs and ICE vehicles remains a
barrier to mass adoption, albeit it has begun to reduce in FY24
owing to OEMs reducing pricing and offering other incentives to
stimulate sales. Other barriers to widespread public adoption of
EVs include:
o Price inequality between public charging and those able to
install private charging.
o Reliability and availability of public EV
charging.
o Adverse and often inaccurate media coverage, which affects
consumer perceptions of EVs, including about their safety and
reliability.
o Uncertainty over future Government policy on EVs and
incentives to make the switch from ICE to EV.
· Regarding our own impacts on the environment, we continue to
partner with the Carbon Literacy Project to help provide carbon
literacy training to employees and to stakeholders within the
automotive industry.
· We
have introduced into our supplier selection processes an evaluation
of the 'green credentials' of potential suppliers, and we are
evaluating the environmental impacts of pre-registering vehicle
inventory within Autorama.
· Our
net zero targets have been revised to include Autorama UK Ltd in
our base year. Our revised net-zero plans have been validated and
approved by the SBTi.
· We have introduced an online marketplace for electric
pedal-bikes, which provides an alternative route for consumers to
access green personal transport.
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3. External catastrophic and
geo-political events
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In a connected, global industry,
we are prone to the impacts of external events around the globe, as
are our customers and consumers. We consider there to be a threat
to the short-to-mid-term performance of our business
posed by external, unpreventable, catastrophic and geo-political
events. Such events could result in our customers being unable to
trade, leading to loss of revenue, stock, audience and market
share.
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· Over the coming year, we expect the uncertain geo-political
landscape will continue to pose risks to the global automotive
industry, particularly with regards to supply chain. The conflict
in Ukraine has continued and, sadly, does not show signs of
abating. Additionally, continued threats to shipping in the Red Sea
could affect global trade, and conflict in the Middle East has the
potential to escalate to a regional-level
conflict.
· The US has announced the introduction of increased tariffs on
Chinese-manufactured EVs and semiconductors, and similar measures
are being considered by the European Commission.
· We
have taken learnings from previous 'black swan' events, such as the
COVID-19 pandemic, to inform our response plans should major
incidents occur.
· We
have maintained low leverage in FY24 and have extended our
Syndicated RCF to 2029 providing us access to short-term debt. We
are well-positioned to respond to short-term shocks and
incidents.
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4. Legal and regulatory
compliance
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The Group operates in a complex
regulatory environment. As we progress in executing our strategy,
we are likely to be exposed to increased legal and regulatory
risks, particularly those relating to financial services and data
protection.
There is a risk that the Group, or
its subsidiaries, fail to comply with legal and regulatory
requirements. This could lead to reputational damage, financial or
criminal penalties and impact on our ability to do
business.
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· The
FCA is investigating historic Discretionary Commission Arrangements
('DCAs') on automotive finance deals. Whilst Auto Trader is not
within the scope of the investigation, there is a risk that the
outcomes could impact how automotive finance is bought and sold.
This could potentially affect our customers' profitability and, in
the short-term, affect our aspirations in the automotive finance
market.
· Almost every retailer has stopped selling GAP insurance owing
to an FCA investigation. GAP insurance has historically been a
profitable product for some segments of retailers.
· We
adopted the FCA's Consumer Duty in advance of the July 2023
deadline. This involved a review of our policies, products and
processes to ensure that we can demonstrate delivery of good
consumer outcomes.
· We
continuously 'horizon scan' to identify and prepare for changes to
regulations and legislation. Upcoming changes which may affect us
to varying degrees include the Competition and Consumers Bill, the
Data Protection and Digital Information Bill, and the Economic
Crime and Corporate Transparency Bill.
· Scaling up of Deal Builder and our leasing journey will
heighten our exposure to regulatory risks. These risks relate to
GDPR, owing to the amount of personal information we will need to
collect, and the FCA, as a result of the online finance application
journey.
· In the last year
we have refreshed our suite of compliance training. This new
training provides more engaging and tailored content to ensure that
all our employees are equipped with the necessary skills and
knowledge of all relevant laws and regulations. Our Risk Forum
monitors the completion rates of mandatory training.
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5.
Competition
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External measures show that we are
maintaining our position as the largest and most engaged automotive
marketplace. Nevertheless, we remain wary of the risk that
competitors could develop superior consumer experiences or superior
retailer products. This could lead to a loss of market
share.
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· Large technology companies such as Facebook, eBay and Amazon
continue to operate in segments of the automotive sector. However,
to date, these organisations have not gained notable market share
over the last year.
· Google have recently launched Google Vehicle Ads and there is
a risk that this could gain traction as a consumer acquisition
channel. We continuously improve our products to avoid erosion of
our market share.
· In
the last year we maintained our position as the UK's largest and
most engaged automotive marketplace for new and used cars, with
over 75% of all minutes spent on automotive classified sites spent
on Auto Trader.
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6.
IT systems and cyber security
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As a digital business, we rely on
our IT infrastructure to provide our services. A disruptive cyber
security and/or business continuity event could lead to downtime of
our systems and infrastructure.
Execution of our strategy also
relies on us making appropriate investments in secure systems and
technologies. Failure to invest in appropriate technology and
safeguards could lead to us failing to achieve our
objectives.
Delivery of our strategic
objectives also relies on us using data to provide valuable
insights to customers. A significant data breach, whether because
of our own failures or a malicious cyber-attack, would lead to a
loss in confidence by the public, retailers and
advertisers.
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· The
emergence of artificial intelligence ('AI') has prompted much
debate and speculation. Whilst Auto Trader has been using AI for
over 10 years, for example in our valuations tools, generative AI
creates additional opportunities. Opportunities include improved
customer and consumer experience and improving the productivity of
our employees. Our established data science team are responsible
for evolving our AI tools.
· Externally, we expect AI to be used by criminals for
malicious purposes. Deepfake technology, for example, increases the
risks of social engineering against stakeholders, and we expect
phishing to become more convincing. Our mandatory compliance
training has been updated to raise employee awareness of these
threats, and we perform regular simulated phishing
tests.
· In
the last year our security teams have continued to monitor and
enhance our cyber defences. We have not experienced any major
disruption owing to cyber-attacks. Nevertheless, we continue to
perform regular tests of our ITDRs to ensure that we could recover
in the event of major disruption.
· Security is central to the design of all our products and
services. Our software development process has continued to receive
significant investment which enables us to design, build, and
deploy software quickly, efficiently, and securely. In the last
year we have deployed 65,000 software releases.
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7.
Employees
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To enable us to achieve our
strategic objectives it is important that we continue to attract,
retain and motivate a highly skilled workforce, including those
with specialist skillsets in data and technology.
Delivery of our strategy is also
dependent on us building a diverse and inclusive workforce, a
supportive, collaborative culture, and a safe environment, all of
which will enable optimum performance from all our
employees.
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· During the year, we refreshed our company values and held
workshops with all employees to illustrate how the values inform
our ways of working.
· Employee turnover has remained low and engagement levels
remain high. Our Glassdoor rating based on anonymous reviews is 4.5
out of 5.
· The
cost of living and skills shortages in the market continue to
affect workforce costs. We monitor the market proactively to ensure
that salaries are fair, proportionate and competitive. We
introduced an annual all-employee share scheme in FY24, increasing
all employees' total remuneration.
· Employees rightly have increasing expectations of their
employers to act fairly, responsibly and sustainably. We engage
with networks and guilds to ensure that we conduct our business in
a responsible way. This year we added sexual harassment awareness
training to our suite of mandatory HR training.
· FY24 has brought about more 'day-1 rights' for employees. A
general election in FY25 could bring about further change. Whilst
we support heightened inclusion and equal opportunity, some changes
are not without risk. If, for example, employees receive a legal
day-1 right to work remotely, it could affect our innovative and
collaborative culture.
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8.
Brand and reputation
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Our brand is one of our biggest
assets. Our research shows that we are the largest and most trusted
automotive classified brand in the UK. Failure to maintain and
protect our brand, and/or negative publicity affecting our
reputation could diminish the confidence that retailers, consumers,
and advertisers have in our products and services. This could
result in a reduction in audience and revenue.
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· In
the year we spent over £20m marketing our brand, with both the
number of visits and minutes spent on Auto Trader increasing
year-on-year.
· Our Trustpilot rating remains high at 4.7 out of 5 and there
continues to be a low level of fraudulent activity on our site
owing to the monitoring performed by our security team. We estimate
that each month we block around 450 stolen vehicles from being
advertised and we have continued to work with law enforcement to
help protect the industry.
· We
make use of a customer watchlist which enables us to identify and
remove those customers that are not delivering for consumers, other
retailers, or the Auto Trader brand.
· We
have increased investment and headcount within our Governance, Risk
and Compliance team ('GRC'). GRC embed themselves into all major
initiatives to ensure that ethical, legal, and regulatory
considerations are baked into the design of all our products and
services and all of our major initiatives.
· We have begun evolving our customer onboarding and
identification verification processes, which involves leveraging
new specialist third party tools.
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9.
Failure to innovate: disruptive technologies and changing consumer
behaviours
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The automotive industry is
changing. Should we fail to innovate our business and product
offerings, we could lose relevance with our key stakeholders,
including consumers and customers.
It is crucial that we develop and
implement new products, services and technologies, and adapt to
changing consumer behaviour towards car buying and
ownership.
Failure to provide both customers
and consumers with the best possible products and online journey,
including an online buying experience, could lead to reduced
website traffic and loss of revenue.
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· A
high portion of our non-capitalised expenditure is from our
software development processes. The high level of spend
demonstrates the significant investments we continued to make in
building new products, enhancing existing products, and maintaining
the security of our systems and services.
· Omni channel retailing is increasingly emerging as the
preferred retailing journey for consumers. Our Deal Builder product
which supports this journey has begun to scale up with c.1,100
retailers on the product at year end FY24.
· Leveraging Autorama's systems, we have launched a leasing
check-out journey on the Auto Trader website. Providing consumers
with a leasing option positions us to meet their needs as buying
behaviours change.
· We
have continued to develop our AT Connect solutions. This suite of
APIs (a series of messaging and data services) leverages our
platform and data to provide retailers with real-time connections
to Auto Trader systems.
· Looking to FY25 and beyond, we are assessing how technology
such as AI could be used more widely across the business to make
the complex car buying process simpler for consumers. AI could also
be used to improve the experience of retailers, making the process
for placing adverts more efficient and to improve the productivity
of our employees.
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10. Reliance on third parties and partners
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To achieve our strategic
objectives, we are reliant on partners to support certain product
initiatives, for example having lenders integrated with our Deal
Builder journey is a key dependency.
We also rely on third parties to
support our technology infrastructure, to supply vehicle data and
financing, and in the fulfilment of some of our revenue generating
products. Consequently, it is important that we manage
relationships with, and performance of, key suppliers and strategic
partners.
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· Many retailers use Auto Trader systems to access our data,
products and technology services, whereas others use third party
technology systems that we have integrated with. Over the last year
we have made good progress working with these technology partners.
However, to fulfil our ambition to provide these products and
services to retailers, we are dependent on integrating successfully
with more technology partners. Building and maintaining good
relationships with partners is therefore critical to our growth
plans.
· The
successful launch of the Deal Builder trial has seen us reach
c.1,100 retailers on the product at the end of FY24. Further scale
relies on us being able to integrate with the finance lenders used
by retailers so that consumers can obtain finance via Deal
Builder.
· We
launched our Vehicle Check product in FY24. With this product we
obtain data direct from the source rather than a third-party
supplier.
· In
FY24 we have continued to regularly review our critical supplier
list and perform enhanced recurring due diligence over these
suppliers. We have not experienced any significant disruption over
the last year.
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