25 April 2024
Dillistone Group Plc
("Dillistone", the "Company" or the
"Group")
Final
Results
&
Investor Presentation
Dillistone Group Plc, the AIM quoted
supplier of software for the international recruitment
industry, is pleased to announce its audited final
results for the 12 months ended 31 December 2023
("FY2023").
Highlights:
· Adjusted operating profit
increased by 241% to £0.220m, first adjusted operating profit since
2018.
· EBITDA increased 38% to
£1.314m (FY2022: £0.949m)
· EDITDA margin increased to
23.5% (FY2022: 16.7%)
· Loss before tax improved 77%
to £0.104m (FY2022: £0.453m)
· Recurring revenues
represented 89% (FY2022: 89%) of Group revenue, equating to 100% of
administration expenses (excluding depreciation and
amortisation).
· Revenue decreased by 2% to
£5.595m (FY2022: £5.699m) reflecting challenging market
conditions.
· EPS returned to breakeven
position at 0.01p (FY2022: (0.93p)).
· Net cash from operating
activities £1.063m (FY2022: £1.189m).
· CBIL debt reduced by
£0.300m.
· Net debt increased to
£1.169m (FY2022: £1.017m)
Commenting on the results
and prospects, Giles Fearnley, Non-Executive Chairman,
said:
"I am pleased to report the Group has returned
to operating profitability in FY2023 for the first time since
2018.
"In a challenging market, the Group has
delivered profit performance in line with expectations, paid down
debt and continued to invest for the future.
"We have made a solid start to the year, with
all products performing broadly in line with expectations in the
first quarter. The Board is confident of making further progress in
2024."
Investor Presentation: 3pm on
Tuesday 30 April 2024
Jason Starr, Chief Executive, and Ian Mackin,
Finance Director, will hold an investor presentation to review the
results and prospects at 3pm on Tuesday 30 April 2024.
The presentation will be hosted
through the digital platform Investor Meet Company. Investors can
sign up to Investor Meet Company and add to meet Dillistone Group
Plc via the following link
https://www.investormeetcompany.com/dillistone-group-plc/register-investor.
For those investors who have already registered and added to meet
the Company, they will automatically be invited.
Questions can be submitted pre-event
to dillistone@walbrookpr.com
or in real time during the
presentation via the "Ask a Question" function.
Annual Report
and Accounts - The final results announcement
can be downloaded from the Company's website (www.dillistonegroup.com).
Copies of the Annual Report and Accounts (in addition to the notice
of the Annual General Meeting) will be sent to shareholders by 18
May 2024 for approval at the Annual General Meeting to be held on
12 June 2024.
This announcement contains inside information
for the purposes of Article 7 of the UK version of Regulation (EU)
No 596/2014 which is part of UK law by virtue of the European Union
(Withdrawal) Act 2018, as amended ("MAR"). Upon the
publication of this announcement via a Regulatory Information
Service, this inside information is now considered to be in the
public domain.
The person responsible for arranging the
release of this announcement on behalf of the Company is Ian
Mackin, Finance Director of the Company.
Enquiries:
Dillistone
Group Plc
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Giles Fearnley
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Chairman
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Via Walbrook PR
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Jason Starr
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Chief Executive Officer
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Ian Mackin
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Finance Director
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WH Ireland Limited (Nominated
adviser)
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Chris Fielding
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Deputy Head of Corporate
Finance
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020 7220 1650
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Walbrook PR
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Tom Cooper / Joe Walker
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Dillistone@walbrookpr.com
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020 7933 8780
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0797 122 1972
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Notes to Editors:
Dillistone Group
Plc is a
leader in the supply and support of software and services to the
recruitment industry. Dillistone operates through the Ikiru People
(www.IkiruPeople.com)
brand.
The Group develops, markets and
supports the Talentis, FileFinder, Infinity, Mid-Office, ISV and
GatedTalent products.
Dillistone was admitted to AIM, a
market operated by the London Stock Exchange plc, in June
2006.
Learn about our
products:
Talentis
Software:
https://www.talentis.global/recruitment-software/
Voyager
Software:
https://www.voyagersoftware.com
GatedTalent
Services:
https://www.talentis.global/optimization-services/
CHAIRMAN'S
STATEMENT
I am pleased to report the Group has returned to
operating profitability in 2023 for the first time for a number of
years.
In a challenging market, the Group has delivered
profit performance in line with expectations while paying down debt
and continuing to invest for the future.
The underlying business results
continue to improve. The Group moved into profit at an operating
level, adjusted EBITDA increased 38%, loss before tax was reduced
by 77% and earnings per share reached breakeven. We have delivered
on our turnaround and present profit results in line with market
expectations.
For the purposes of obtaining true comparatives,
we focus on measures which are adjusted to remove items of
Government support, acquisition related or exceptional items, to
better understand the underlying business.
The adjusted operating profit before acquisition
related, furlough and other items improved by 241% to £0.220m
(FY2022: (£0.156m)). This marks the first adjusted operating profit
since 2018.
Net cash from operating activities dipped
slightly to £1,063m (FY2022: £1.189m) with a similar level of
reduction in the change in cash and cash equivalents at (£0.441m)
(FY2022: (£0.362m)).
During the year the Group paid down £300k of
debt.
Dividends
The Group is not recommending a final dividend
in respect of the year to 31 December 2023 (2022: nil).
Staff
In a challenging year for our markets, to
deliver a successful outcome is creditable, and I would like to,
once again, thank all involved for their efforts, commitment and
determination to deliver first class products and services to the
sectors we serve.
Corporate governance
It is the Board's duty to ensure that the
Group is managed for the long-term benefit of all
stakeholders.
Outlook
Our Group generates revenue primarily from the
recruitment sector, and this is a market that remains soft. We
assume that the environment will remain challenging, but we have
made a solid start to the year, with all products performing
broadly in line with expectations in the first quarter. With our
recurring revenues covering our overheads and our ability to
deliver our products far more efficiently than in recent years, the
Board is confident of making further progress in 2024.
Giles Fearnley
Non-Executive Chairman
CEO's Review
Dillistone Group Plc is a global leader in the
supply of technology to the recruitment sector worldwide, working
with executive search, contingent recruiting and in-house staffing
teams in over 1,000 organisations.
We split our products into two groups -
products primarily targeting contingency recruiters (largely, but
not exclusively, in the United Kingdom) and products targeting
executive search firms and in-house executive search teams across
the globe.
Contingency
recruitment products:
Our products serving this sector
are:
·
Infinity, which is an established recruitment CRM used
primarily by agencies in the UK, but also with users in Europe and
Australia. It enables recruitment businesses to manage prospects,
clients, candidates and jobs in one place and offers deep
integration to Office365 and other recruitment industry
complementary solutions. It is one of the few solutions in the UK
market with extensive functionality for permanent, contract and
temporary jobs all in one system;
·
ISV.Online, which is an online skills testing product used by
both recruitment agencies and corporate organisations and has a
strong international footprint. It allows recruiters and HR
professionals to assess individuals using our extensive portfolio
of tests or to create their own unique tests to meet their
requirements; and
·
Mid-Office, which is a comprehensive pay & bill solution
that allows recruitment businesses and back office service
providers to process timesheets and bridges the gap between paying
workers and invoicing clients. It can be used on a standalone basis
or integrated with other recruitment systems including our Infinity
product.
Contingency
review:
·
Despite market conditions, the recurring revenue associated
with this part of our business was stable, generating a combined
£3.460m in recurring revenue, (FY2022 £3.441m).
·
In Q1 2023, we announced a contract with a well-known leading
UK based contingency recruiter. This contract featured a
significant amount of custom work and the scope of this work grew
over the course of the year. As a result, while we anticipated that
it would be fully live within the year, the platform is now
expected to go live in 2024. A significant proportion of the
non-recurring revenue associated with the custom development work
was realised within the year in review.
·
Summer 2023 saw us launch our Mid-Office cloud offering. This
offers new and existing clients the ability to use our Mid Office
product without the need for internal servers. We are seeing
encouraging early adoption of this offering,
During Q1, we have delivered further
enhancements to our range of contingency products, including the
development and successful use of a psychometric testing service as
an enhancement to our ISV platform. The first client to use this
product was one of the best-known recruiting firms in the UK,
operating on behalf of a globally known automotive
company.
Executive
Search products:
Our primary products in the Executive Search
sector are:
·
Talentis, which is our latest product targeting executive
recruiters and is used for both candidate research and sourcing and
as an executive recruiting CRM;
·
FileFinder, which is an established CRM product with
thousands of users worldwide; and
·
GatedTalent, which is a service that helps recruiters source
candidates and candidates find jobs.
Executive
search review:
Our executive search products have suffered a
challenging few years. However we are pleased to report that while
we have further work to do in this sector, our performance is
stabilising. Despite continued challenging market conditions,
following a 24% fall in 2021 and a 10% fall in 2022, revenue fell
by a lower 5% in 2023, totalling £2.135m compared to £2.258m in
2022.
The Board believes that Talentis will become
the main revenue driver for the executive search division in the
fullness of time. Initially positioned primarily as a research
tool, we have continued to add CRM functionality and, since late Q4
2023, we have been actively positioning the platform as a viable
upgrade option for FileFinder customers. As part of that process,
the GatedTalent platform has since Q1 2024 no longer been supported
by FileFinder and, instead, key GatedTalent functionality has been
integrated with Talentis with the legacy GatedTalent platform being
turned off.
While FileFinder and GatedTalent revenue fell
in 2023, Talentis revenue grew. The Board believes that positioning
Talentis as the natural successor to FileFinder will help to retain
customers within the Group.
During Q1 2024, we have continued to enhance
our executive search products, with the primary focus being on
Talentis. Despite the challenging market conditions, Talentis
revenues have grown in the quarter.
Cost savings
and EBITDA Margin step-change.
During 2023, we made significant strides in improving margins
within the business, reflecting our investment in improving our
internal systems and architecture. This allows us
to deliver products and services more efficiently and, with the
downturn in our market, we were able to reduce our personnel
related and office overheads while continuing to provide what we
consider to be industry leading levels of service. The
majority of the financial benefit of these moves will be felt from
FY2024 onwards.
Nevertheless, due in part to these measures,
we were able to reduce our cost base by £0.400m in FY23 enabling
the adjusted EBITDA margin to reach 23.5%.
This is a step change from the margins
obtained between 2017 and 2022, when the average margin was 16.8%.
Excluding the Covid-19 support received from Government, the
average historical margin over the same period was
14.9%.
KPIs and
financial performance
The Group's operational performance has
improved significantly in recent years, with FY2023 marking our
return to operating profit. The success measure for each of the
KPIs used by management is year on year improvement.
|
FY23
£'000
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FY22
£'000
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% Move
|
Total revenue
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5,595
|
5,699
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(2%)
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Recurring revenue
|
4,974
|
5,051
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(2%)
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Adjusted EBITDA *
|
1,314
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949
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38%
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Cash from operating activities
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1,063
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1,189
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(11%)
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Adjusted profit /(loss) before tax
**
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65
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(290)
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122%
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* EBITDA adjusted for exceptional
items
**
Adjusted profit / (loss) before tax is statutory profit before
acquisition related intangible amortisation, reorganization and
other costs. See note 2 and note 5.
Strategy
The Group's strategy is to grow the business
organically. This strategy is made possible through our commitment
to product development, which generates the future revenue of the
business. In 2023, product development equated to 17.2% of revenues
(FY2022: 17.4%) and we continue to invest in our products going
forward.
The Group's objectives are principally
to:
·
Ensure our products meet the needs of the recruitment sector
through continual investment and development;
·
Be a leading player in all the markets we serve;
·
Develop our staff; and
·
Increase our profitability and deliver increased shareholder
value year on year.
Financial
Review
Summary
The Group saw a return to operating
profitability in the year.
·
First operating profit since 2016
·
Improvement of £0.376m in operating profit before
acquisition, reorganisation and other items results in first such
profit since 2018
·
Adjusted EBITDA increased by 38%
·
EBITDA margin up to 23.5% from 16.7% in FY2022
·
Loss before tax down by 77%
·
EPS returned to breakeven position
·
CBIL loan reduced by £0.300m in year
· Net debt increased to
£1.169m (FY2022: £1.017m)
The above was achieved whilst maintaining the
level of investment in our products and paying down the CBIL
loan.
Revenue
Group revenue decreased by 2% to £5.595m from
£5.699m in FY2022.
Revenue by
type
|
FY 2023
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FY 2022
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% Change
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£'000
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£'000
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Recurring revenue
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4,974
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5,051
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(1.5%)
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Non-recurring revenue
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497
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488
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1.8%
|
Third party revenue
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124
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160
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(22.5%)
|
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5,595
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5,699
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(1.8%)
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Recurring revenue %
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89%
|
89%
|
-
|
The total annual contract value (TACV), which
is a forward looking measure of recurring revenue expectations for
the next 12 months, has fallen to £4.451m (FY2022:
£4.995m).
Gross profit
margin
The gross margin increased to 89% from 86%.
Going forward, the management team is focused on maintaining gross
margin levels, particularly during challenging economic
conditions.
Adjusted
EBITDA*
The adjusted EBITDA* increased by 38% to
£1.314m from £0.949m in FY2022. This resulted in a higher EBITDA
margin of 23.5%, compared to 16.7% in FY2022. This was a result of
the Group's agility in responding to market conditions, as a result
of the investment we have made in systems over recent
years.
* Refers to segment EBITDA in
note 3
Operating
profit/(loss) and profit/(loss) before tax
The operating position, before acquisition
related, reorganisation and other items (adjusted operating profit)
improved greatly to deliver a profit of £0.220m from (£0.156m) in
FY2022. This is the Group's first such profit since
2018.
Inclusive of acquisition related,
reorganisation and other items, the Group made an operating profit
of £0.051m compared to an operating loss of (£0.319m) in FY2022.
This is the first profit at an operating level since
2016.
The loss before tax decreased to (£0.104m)
from (£0.453m) in FY2022 representing a decrease in loss of 77%.
This led to a small profit after tax of £0.003m (FY2022:
(0.183m)).
This set of profit figures demonstrates the
progress made in recent years.
Taxation
The net tax credit for the year was £0.107m
(FY 2022: £0.270m).
Balance
sheet
The Group's net assets decreased slightly to
£3.217m (FY 2022: £3.223m).
Trade and other receivables decreased slightly
to £0.559m (FY 2022: £0.608m). Trade and other payables also
decreased to £2.019m (FY2022: £2.341m).
The Group capitalised £0.963m in development
costs in the year (FY 2022: £1.007m) as the business continued its
commitment to developing its products. Amortisation of development
costs was £0.994m (FY 2022: £0.980m).
The Group continues to pay down its debt. The
repayment of the Government CBIL loan which is fully repayable by
June 2026 is now well underway.
As a result, the CBIL loan balance at 31
December 2023 was £0.750m (2022: £1.050m). The Group also has a
convertible loan to current and former Directors of £0.400m (2022:
£0.400m), which will not be repaid until the CBIL loan has been
repaid.
Due to the activation of a break clause on
office space, lease liabilities were adjusted down by
£0.475m. In 2024, a new lease was entered into for a reduced
office space with liabilities of £0.218m on
signing.
Cashflow
Net cash from normalised operating activities
decreased 10% to £1.063m (FY2022: £1.189m). Net change in cash
decreased to (£0.441m) (FY2022: (£0.362m)). The Group finished the
year with a utilisation less than 10% of the current bank facility
at (£0.019m) (2022: cash and cash equivalents
£0.433m).
Summarised
cashflow
|
FY 2023
|
FY 2022
|
|
£'000
|
£'000
|
Adjusted net cash from normalised operating
activities
|
1,063
|
1,189
|
Investing Activities - net
|
(972)
|
(1,022)
|
Financial Activities - net
|
(532)
|
(529)
|
Net change in cash and cash
equivalents
|
(441)
|
(362)
|
Cash and cash equivalents at beginning of
year
|
433
|
764
|
Effect of foreign exchange rate
changes
|
(11)
|
31
|
Cash and cash equivalents at 31st
December
|
(19)
|
433
|
Jason
Starr
Chief Executive
Officer
CONSOLIDATED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR
ENDED 31 DECEMBER 2023
|
|
2023
|
|
2022
|
|
Note
|
£'000
|
|
£'000
|
|
|
|
|
|
Revenue
|
3
|
5,595
|
|
5,699
|
|
|
|
|
|
Cost of
sales
|
|
(601)
|
|
(816)
|
|
|
|
|
|
Gross
profit
|
|
4,994
|
|
4,883
|
|
|
|
|
|
Administrative expenses
|
|
(4,943)
|
|
(5,202)
|
Operating
profit / loss
|
6
|
51
|
|
(319)
|
Adjusted
operating profit / (loss) before acquisition related,
reorganisation and other items
|
2
|
220
|
|
(156)
|
Acquisition related, reorganisation and other
items
|
5
|
(169)
|
|
(163)
|
Operating
profit / (loss)
|
|
51
|
|
(319)
|
|
|
|
|
|
Financial
cost
|
8
|
(155)
|
|
(134)
|
|
|
|
|
|
(Loss) before
tax
|
|
(104)
|
|
(453)
|
|
|
|
|
|
Tax
income
|
9
|
107
|
|
270
|
|
|
|
|
|
Profit / (loss) for the
year
|
|
3
|
|
(183)
|
|
|
|
|
|
Other comprehensive
income/(loss)
|
|
|
|
|
Items
that will be reclassified subsequently to profit and
loss:
|
|
|
|
|
|
|
|
Currency
translation differences
|
(3)
|
7
|
|
|
|
|
|
Total comprehensive profit /
(loss) for the year
|
|
-
|
|
(176)
|
Earnings per share
Basic
|
10
|
|
0.01p
|
(0.93p)
|
|
Diluted
|
10
|
|
0.01p
|
(0.93p)
|
|
|
|
|
|
|
| |
CONSOLIDATED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR
ENDED 31 DECEMBER 2023
|
Share
capital
|
Share
premium
|
Merger
reserve
|
Convertible
loan
reserve
|
Retained
earnings
|
|
Share
options
|
Foreign
exchange
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
|
£'000
|
£'000
|
£'000
|
Balance at 1 January
2022
|
983
|
1,631
|
365
|
14
|
262
|
|
64
|
63
|
3,382
|
Comprehensive
income
|
|
|
|
|
|
|
|
|
|
Loss for
the year
|
-
|
-
|
-
|
-
|
(183)
|
|
-
|
-
|
(183)
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive
income
|
|
|
|
|
|
|
|
|
|
Exchange
differences on translation of overseas operations
|
-
|
-
|
-
|
-
|
-
|
|
-
|
7
|
7
|
Total
comprehensive loss
|
-
|
-
|
-
|
-
|
(183)
|
|
-
|
7
|
(176)
|
|
|
|
|
|
|
|
|
|
|
Transactions with
owners
|
|
|
|
|
|
|
|
|
|
Share
option charge
|
-
|
-
|
-
|
-
|
14
|
|
3
|
-
|
17
|
Total transactions with
owners
|
-
|
-
|
-
|
-
|
14
|
|
3
|
-
|
17
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 December
2022
|
983
|
1,631
|
365
|
14
|
93
|
|
67
|
70
|
3,223
|
|
|
|
|
|
|
|
|
|
|
Comprehensive
income
|
|
|
|
|
|
|
|
|
|
Profit
for the year
|
-
|
-
|
-
|
-
|
3
|
|
-
|
-
|
3
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive
income
|
|
|
|
|
|
|
|
|
|
Exchange
differences on translation of overseas operations
|
-
|
-
|
-
|
-
|
-
|
|
-
|
(3)
|
(3)
|
|
|
|
|
|
|
|
|
|
|
Total
comprehensive loss
|
-
|
-
|
-
|
-
|
3
|
|
-
|
(3)
|
-
|
|
|
|
|
|
|
|
|
|
|
Transactions with
owners
|
|
|
|
|
|
|
|
|
|
Share
option charge
|
-
|
-
|
-
|
|
4
|
|
(10)
|
-
|
(6)
|
|
|
|
|
|
|
|
|
|
|
Total transactions with
owners
|
-
|
-
|
-
|
|
4
|
|
(10)
|
-
|
(6)
|
|
|
|
|
|
|
|
|
|
|
Balance at 31 December
2023
|
983
|
1,631
|
365
|
14
|
100
|
|
57
|
67
|
3,217
|
CONSOLIDATED
STATEMENT OF FINANCIAL POSITION
AS AT 31
DECEMBER 2023
|
|
|
|
|
Group
|
|
|
|
|
2023
|
|
2022
|
|
|
|
|
£'000
|
|
£'000
|
|
|
ASSETS
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
Goodwill
|
|
3,415
|
|
3,415
|
|
|
Other
intangible assets
|
|
2,822
|
|
2,990
|
|
|
Property,
plant and equipment
|
|
20
|
|
25
|
|
|
Right of
use assets
|
|
15
|
|
498
|
|
|
Investments
|
|
-
|
|
-
|
|
|
Total non-current assets
|
|
6,272
|
|
6,928
|
|
|
Current
assets
|
|
|
|
|
|
|
Trade and
other receivables
|
|
559
|
|
608
|
|
|
Current
tax receivable
|
|
-
|
|
72
|
|
|
Cash and
cash equivalents
|
|
-
|
|
433
|
|
|
Total
current assets
|
|
559
|
|
1,113
|
|
|
Total
assets
|
|
6,831
|
|
8,041
|
|
|
EQUITY AND
LIABILITIES
|
|
|
|
|
|
|
Equity attributable to
owners of the parent
|
|
|
|
|
|
|
Share
capital
|
|
983
|
|
983
|
|
|
Share
premium
|
|
1,631
|
|
1,631
|
|
|
Merger
reserve
|
|
365
|
|
365
|
|
|
Convertible loan reserve
|
|
14
|
|
14
|
|
|
Retained
earnings
|
|
100
|
|
93
|
|
|
Share
option reserve
|
|
57
|
|
67
|
|
|
Foreign
exchange reserve
|
|
67
|
|
70
|
|
|
Total
equity
|
|
3,217
|
|
3,223
|
|
|
Liabilities
|
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
|
|
Trade and
other payables
|
|
170
|
|
241
|
|
|
Lease
liabilities
|
|
3
|
|
483
|
|
|
Borrowings
|
|
850
|
|
1,150
|
|
|
Deferred
tax liability
|
|
244
|
|
226
|
|
|
Total
non-current liabilities
|
|
1,267
|
|
2,100
|
|
|
Current
liabilities
|
|
|
|
|
|
|
Trade and
other payables
|
|
2,019
|
|
2,341
|
|
|
Lease
liabilities
|
|
5
|
|
77
|
|
|
Borrowings
|
|
319
|
|
300
|
|
|
Current
tax payable
|
|
4
|
|
-
|
|
|
Total
current liabilities
|
|
2,347
|
|
2,718
|
|
|
Total
liabilities
|
|
3,614
|
|
4,818
|
|
|
Total liabilities and
equity
|
|
6,831
|
|
8,041
|
|
|
|
|
|
|
|
|
|
| |
CONSOLIDATED
CASH FLOW STATEMENT
FOR THE YEAR
ENDED 31 DECEMBER 2023
|
For the year ended 31
December 2023
|
|
For the year ended 31
December 2023
|
|
For the year ended 31
December 2022
|
|
For the year ended 31
December 2022
|
Operating
activities
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
|
|
|
|
|
|
|
|
Loss
before tax
|
(104)
|
|
|
|
(453)
|
|
|
Adjustment for
|
|
|
|
|
|
|
|
Financial
cost
|
155
|
|
|
|
134
|
|
|
Depreciation and amortisation
|
1,230
|
|
|
|
1,268
|
|
|
Share
option expense
|
(6)
|
|
|
|
17
|
|
|
Lease
Termination
|
(77)
|
|
|
|
-
|
|
|
Foreign
exchange adjustments arising from operations
|
8
|
|
|
|
(24)
|
|
|
Operating
cash flows before movement in working capital
|
1,206
|
|
|
|
942
|
|
|
|
|
|
|
|
|
|
|
Decrease
in receivables
|
49
|
|
|
|
20
|
|
|
Decrease
in payables
|
(393)
|
|
|
|
(16)
|
|
|
Taxation
refunded
|
201
|
|
|
|
243
|
|
|
Net cash
generated from operating activities
|
|
|
1,063
|
|
|
|
1,189
|
|
|
|
|
|
|
|
|
Investing
activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchases
of property, plant and
|
|
|
|
|
|
|
|
equipment
|
(9)
|
|
|
|
(15)
|
|
|
Investment in development costs
|
(963)
|
|
|
|
(1,007)
|
|
|
Net cash
used in investing activities
|
|
|
(972)
|
|
|
|
(1,022)
|
|
|
|
|
|
|
|
|
Financing
activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
paid
|
(155)
|
|
|
|
(134)
|
|
|
Bank loan
repayments made
|
(300)
|
|
|
|
(300)
|
|
|
Lease
payments made
|
(77)
|
|
|
|
(95)
|
|
|
Net cash
(used in)/generated from financing activities
|
|
|
(532)
|
|
|
|
(529)
|
Net
(decrease)/increase in cash and cash equivalents
|
|
(441)
|
|
|
|
(362)
|
Cash and
cash equivalents at beginning of the year
|
|
|
433
|
|
|
|
764
|
Effect of
foreign exchange rate changes
|
|
|
(11)
|
|
|
|
31
|
Cash and
cash equivalents at end of year
|
|
|
(19)
|
|
|
|
433
|
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE YEAR
ENDED 31 DECEMBER 2023
1.
Publication of non-statutory accounts
In accordance with section 435 of the Companies
Act 2006, the Directors advise that the financial information set
out in this announcement does not constitute the Group's statutory
financial statements for the year ended 31 December 2023 or 2022,
but is derived from these financial statements. The financial
statements for the year ended 31 December 2022 have been audited
and filed with the Registrar of Companies. The financial statements
for the year ended 31 December 2023 have been prepared in
accordance with UK-adopted international accounting standards,
IFRIC Interpretations and the Companies Act 2006. The financial
statements for the year ended 31 December 2022 have been audited
and will be filed with the Registrar of Companies following the
Company's Annual General Meeting. The Independent Auditors Report
on the Group's statutory financial statements for the years ended
31 December 2023 and 2022 were unqualified and did not draw
attention to any matters by way of emphasis and did not contain
statements under Section 498(2) or (3) of the Companies Act
2006.
2.
Basis of preparation
The preliminary announcement is extracted from
the consolidated financial statements of the Group. The financial
statements of the subsidiaries are prepared for the same reporting
date as the parent company. Consistent accounting policies are
applied for like transactions and events in similar
circumstances.
All intra-group balances, transactions, income
and expenses and profits and losses resulting from intra-group
transactions that are recognised in assets or liabilities are
eliminated in full.
The Group's business activities and financial
position, together with the factors likely to affect its future
development, performance and position, are set out in the CEO's
Review and Financial Review on pages 7 to 12. Together with the
financial statements and notes which detail the results for the
year, net current liability position and cash flows for the year
ended 31 December 2023. The Group prepare 3 year budgets and cash
flow forecasts to ensure that the Group can meet its liabilities as
they fall due.
The Group meets its day to day working capital
requirements through its cash balances and bank
facilities.
It has in place a £1.5m CBIL loan, secured in
June 2020, repayable over 6 years with capital repayments
commencing from July 2021. The Group has the ability to take a
holiday from the capital repayments on the CBIL loan for a period
of 6 months on request. Compliance with the current CBIL covenant
has been considered and based on management expectations and
actions, that could practically be taken, the directors do not
consider any reasonable risk to arise from this.
The Group secured an extended overdraft
facility in March 2024 and undertook a series of
cost restructuring encompassing personal related
and office overheads during 2023. The
majority of the financial benefit of these moves will be felt from
FY2024 onwards.
As at the date of this report, the Directors
have a reasonable expectation that the Company and the Group have
adequate resources to continue in operational existence for the
foreseeable future. For this reason, they continue to adopt the
going concern basis in preparing the financial
statements.
3.
Accounting policies
This preliminary announcement has been prepared
in accordance with the accounting policies adopted in the last
annual financial statements for the year to 31 December
2022.
4.
Reconciliation of adjusted profits to consolidated statement of
comprehensive income
|
Note
|
Adjusted
profits
|
Acquisition related,
reorganisation and other costs
|
|
|
Adjusted
profits
|
Acquisition related
reorganisation and other costs
|
|
|
2023
|
2023*
|
2023
|
|
2022
|
2022*
|
2022
|
|
|
|
|
|
|
|
|
|
|
£'000
|
£'000
|
£'000
|
|
£'000
|
£'000
|
£'000
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
5,595
|
-
|
5,595
|
|
5,699
|
-
|
5,699
|
|
|
|
|
|
|
|
|
|
Cost of
sales
|
|
(601)
|
-
|
(601)
|
|
(816)
|
-
|
(816)
|
|
|
|
|
|
|
|
|
|
Gross
profit
|
|
4,994
|
-
|
4,994
|
|
4,883
|
-
|
4,883
|
|
|
|
|
|
|
|
|
|
Administrative expenses
|
|
(4,774)
|
(169)
|
(4,943)
|
|
(5,039)
|
(163)
|
(5,202)
|
Operating
(loss)
|
|
220
|
(169)
|
51
|
|
(156)
|
(163)
|
(319)
|
|
|
|
|
|
|
|
|
|
Financial
income
|
|
-
|
-
|
-
|
|
-
|
-
|
-
|
Financial
cost
|
|
(155)
|
-
|
(155)
|
|
(134)
|
-
|
(134)
|
(Loss) before
tax
|
|
65
|
(169)
|
(104)
|
|
(290)
|
(163)
|
(453)
|
|
|
|
|
|
|
|
|
|
Tax
income
|
|
81
|
26
|
107
|
|
239
|
31
|
270
|
Profit/(loss) for the year
|
|
146
|
(143)
|
3
|
|
(51)
|
(132)
|
(183)
|
Other
comprehensive loss net of tax:
|
|
|
|
|
|
|
|
|
Currency
translation differences
|
|
(3)
|
-
|
(3)
|
|
7
|
-
|
7
|
Total comprehensive
profit/(loss) for the year net of tax
|
|
143
|
(143)
|
-
|
|
(44)
|
(132)
|
(176)
|
Earnings per share
Basic
|
10
|
0.74p
|
-
|
0.01p
|
(0.26p)
|
-
|
(0.93p)
|
Diluted
|
10
|
0.74p
|
-
|
0.01p
|
(0.26p)
|
-
|
(0.93p)
|
* See note 9
5.
Segment reporting
Divisional
segments
|
Ikiru
People
|
Central
|
Total
|
|
Ikiru
People
|
Central
|
Total
|
|
|
2023
|
2023
|
2023
|
|
2022
|
2022
|
2022
|
|
|
£'000
|
£'000
|
£'000
|
|
£'000
|
£'000
|
£'000
|
|
Segment
revenue
|
5,595
|
-
|
5,595
|
|
5,699
|
-
|
5,699
|
|
Segment
EBITDA
|
1,250
|
64
|
1,314
|
|
905
|
44
|
949
|
|
Depreciation and amortisation expense
|
(1,094)
|
-
|
(1,094)
|
|
(1,105)
|
-
|
(1,105)
|
|
Segment
result before reorganisation and other costs
|
156
|
64
|
220
|
|
(200)
|
44
|
(156)
|
|
Reorganisation and other costs
|
(32)
|
-
|
(32)
|
|
-
|
-
|
-
|
|
Segment
result
|
124
|
64
|
188
|
|
(200)
|
44
|
(156)
|
|
Acquisition related amortisation
|
-
|
(137)
|
(137)
|
|
-
|
(163)
|
(163)
|
|
Operating
(loss)
|
124
|
(73)
|
51
|
|
(200)
|
(119)
|
(319)
|
|
Loan
interest/ lease interest
|
(26)
|
(129)
|
(155)
|
|
(31)
|
(103)
|
(134)
|
|
Loss
before tax
|
|
|
(104)
|
|
|
|
(453)
|
|
|
|
|
|
|
|
|
|
|
Additions
of non-current assets
|
972
|
|
972
|
|
1,022
|
|
1,022
|
|
|
|
|
|
|
|
|
|
|
| |
Revenue by
Business Segment
The following table provides an analysis of the
Group's revenue by product area for the 12 months of the financial
year.
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
£'000
|
|
£'000
|
|
Recurring
income
|
|
|
4,974
|
|
5,051
|
Non-recurring
income
|
|
|
497
|
|
488
|
Third party
revenues
|
|
|
124
|
|
160
|
|
|
|
|
5,595
|
|
5,699
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
In the table above 'Recurring income' represents
all income recognised over time, whereas 'Non-recurring income' and
'Third party revenues' represent all income recognised at a point
in time.
Recurring income includes all support services,
SaaS and hosting income and revenue on perpetual licenses with
mandatory support contracts deferred under IFRS 15. Non-recurring
income includes sales of new licences which do not require a
support contract, and income derived from installing licences
including training, installation and data translation. Third
party revenues arise from the sale of third party
software.
It is not possible to allocate assets and
additions between recurring, non-recurring income and third party
revenue. No customer represented more than 10% of revenue of the
Group in 2023 or 2022.
Revenue by
Business Sector
The following table provides an analysis of the
Group's revenue by market sector.
|
2023
£'000
|
2022
£'000
|
Contingent
|
3,460
|
3,441
|
Executive Search
|
2,135
|
2,258
|
|
5,595
|
5,699
|
6.
Geographical analysis
The following table provides an estimated of the
Group's revenue by geographic market based on the Customers'
country. This is provided for information only as the Board
does not review the performance of the business from a geographical
viewpoint.
Revenue
|
|
|
|
2023
|
|
2022
|
|
|
|
|
£'000
|
|
£'000
|
UK
|
|
|
4,175
|
|
4,148
|
|
Europe
|
|
|
583
|
|
663
|
|
Americas
|
|
|
496
|
|
518
|
|
Australia
|
|
|
147
|
|
147
|
|
ROW
|
|
|
194
|
|
223
|
|
|
|
|
5,595
|
|
5,699
|
|
|
|
|
|
|
|
|
| |
Non-current assets by geographical
location
|
|
|
|
2023
|
|
2022
|
|
|
|
|
£'000
|
|
£'000
|
UK
|
|
|
6,271
|
|
6,927
|
US
|
|
|
-
|
|
-
|
Australia
|
|
|
1
|
|
1
|
|
|
|
|
6,272
|
|
6,928
|
|
|
|
|
|
|
|
| |
7.
Acquisition related, reorganisation and other
costs
|
|
|
2023
|
|
2022
|
|
|
|
£'000
|
|
£'000
|
Included within
administrative expenses:
|
|
|
|
|
|
Reorganisation and
other costs
|
|
|
168
|
|
-
|
Lease
Termination
|
|
|
(77)
|
|
-
|
US government grant
(Employee Retention Program)
|
|
|
(59)
|
|
-
|
Amortisation of
acquisition intangibles
|
|
|
137
|
|
163
|
|
|
|
169
|
|
163
|
Reorganisation and
other costs include severance payments and loss of office
payments.
8.
Tax income
|
|
|
|
|
|
|
|
|
|
2023
|
|
2022
|
|
|
|
£'000
|
|
£'000
|
Current
tax
|
|
|
(53)
|
|
(139)
|
Prior
year adjustment - current tax
|
|
|
(72)
|
|
(146)
|
Total current
tax
|
|
|
(125)
|
|
(285)
|
|
|
|
|
|
|
Deferred
tax
|
|
|
(6)
|
|
(23)
|
Prior year adjustment
- deferred tax
|
|
|
56
|
|
69
|
Deferred
tax rate change from 19% to 25% in 2021
|
|
|
(6)
|
|
-
|
Deferred tax re
acquisition intangibles
|
|
|
(26)
|
|
(31)
|
Total deferred
tax
|
|
18
|
|
15
|
Tax (income) for the
year
|
|
(107)
|
|
(270)
|
|
|
|
|
|
|
|
|
| |
Factors affecting the tax
credit for the year
|
|
|
|
|
|
Loss
before tax
|
|
|
(104)
|
|
(453)
|
|
UK rate
of taxation
|
|
|
19.0%
|
|
19.0%
|
|
Loss before tax
multiplied by the UK rate of taxation
|
(86)
|
|
(20)
|
|
|
|
|
|
|
|
|
Effects
of:
|
|
|
|
|
|
|
Overseas tax
rates
|
|
|
-
|
|
-
|
|
Impact of deferred
tax not provided
|
|
|
(8)
|
|
17
|
|
Enhanced R&D
relief
|
|
|
(110)
|
|
(174)
|
|
Disallowed
expenses
|
11
|
|
6
|
|
Deferred
tax rate change from 19% to 25% in 2021
|
|
|
-
|
|
-
|
|
Rate difference
between CT rate and deferred tax rate
|
|
|
(8)
|
|
(5)
|
|
Rate difference
between CT rate and rate of R&D repayment
|
|
|
49
|
|
43
|
|
Prior year
adjustments
|
|
|
(16)
|
|
(76)
|
|
Tax
(income)
|
|
|
(107)
|
|
(270)
|
|
9.
Earnings per share
|
2023
|
|
2022
|
|
|
Using adjusted profit
|
2023
|
Using adjusted profit
|
2022
|
|
|
|
|
|
Profit/(loss)
attributable to ordinary shareholders (note 2)
|
£146,000
|
£3,000
|
(£51,000)
|
(£183,000)
|
Weighted average
number of shares
|
19,668,021
|
19,668,021
|
19,668,021
|
19,668,021
|
Basic profit/(loss)
per share
|
0.74 p
|
0.01 p
|
(0.26 p)
|
(0.93 p)
|
Weighted average
number of shares after dilution
|
19,668,021
|
19,668,021
|
19,668,021
|
19,668,021
|
Fully diluted
profit/(loss) per share
|
0.74 p
|
0.01 p
|
(0.26 p)
|
(0.93 p)
|
Reconciliation of
basic to diluted average number of shares:
|
|
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
Weighted average
number of shares (basic)
|
|
|
19,668,021
|
|
19,668,021
|
Effect of dilutive
potential ordinary shares - employee share plans
|
|
|
-
|
|
-
|
Weighted average
number of shares after dilution
|
|
19,668,021
|
|
19,668,021
|
|
|
|
|
|
|
| |
There are 1,646,500 (2022: 476,510) share
options not included in the above calculations, as they are
underwater or have been forfeited.
The impact of the convertible loan notes in the
period is not dilutive, as the EPS of the convertible loan notes is
greater than the basic EPS, and therefore does not impact the
calculation of the fully diluted earnings per share.