TIDMBAR

RNS Number : 6538G

Brand Architekts Group PLC

31 March 2022

Brand Architekts Group plc

("Brand Architekts" or the "Group")

Interim results

Brand Architekts Group plc, a market leader in the development and supply of beauty and personal care brands, announces its interim results for the 6-month period ended 31 December 2021.

Business highlights:

 
           --   Progress and focus on the implementation of the four strategic 
                 pillars: brand development; brand reach; ESG; the unexpekted - 
                 to achieve the Project 50 goal. 
           --   Continued distribution gains for Super Facialist including Morrisons 
                 and Look Fantastic and Dirty Works internationally. After a successful 
                 trial period Super Facialist will be launching 14 products into 
                 200+ Tesco stores in June 2022. 
           --   The successful relaunch of Root Perfect resulted in strong distribution 
                 gains in 300+ Normal stores (a pan European retail chain) across 
                 Europe and Morrisons. Following the renegotiation of retailer exclusive 
                 distribution, we expect to see strong distribution gains in H1 
                 2022/23. 
           --   Relaunched seven brands in September & October 2021 (Dr Salts; 
                 Root Perfect; Argan +; SenSpa; Kind Natured; Happy Naturals; Beautopia). 
                 The benefits of the relaunch (new designs, formulations and environmentally 
                 friendly packaging) will be seen in H2 and beyond. 
           --   The pandemic and broader macro economic & supply chain headwinds, 
                 resulted in a temporary margin squeeze and a delay in several of 
                 the brand relaunches. 
           --   The launch of our own marketplace www.theunexpektedstore.com at 
                 the end of September 2021 , thereby moving away from the complexity 
                 and inefficiency of eight silo DTC sites. 
 

Financial highlights:

 
           --   Revenues for the period of GBP7.4m, a decline of 19% on the prior 
                 year (GBP9.0m) as a result of delays to brand relaunches landing 
                 in store and planned product range rationalisation. 
           --   Underlying Gross Profit Margin1 of 32.5% (H1 2021: 36.3%) impacted 
                 primarily by increased freight charges on Christmas gift product 
                 range sourced from China. 
           --   Loss before tax of GBP1.1m (H1 2021: profit before tax of GBP0.4m) 
                 absorbing additional freight charges and also increased marketing 
                 spend for theunexpektedstore.com marketplace launch. 
           --   Net cash position as at the period end was GBP17.3m reflecting 
                 an additional GBP1.0m contribution to the Group's defined benefit 
                 pension scheme and planned capex investment in the new DTC marketplace. 
 
 
                                                    H1 2022          H1 2021 
-------------------------------------------  --------------  --------------- 
  Revenue (Note 2 of financial statements)          GBP7.4m          GBP9.0m 
  Underlying operation (loss)/profit(1)           GBP(0.8)m          GBP0.5m 
  (Loss)/profit before taxation                   GBP(1.1)m          GBP0.4m 
  Basic (loss)/earnings per share (Note 4 
   of financial statements)                          (7.7)p             2.3p 
  Net cash                                         GBP17.3m         GBP19.0m 
-------------------------------------------  --------------  --------------- 
 
 

(1) Underlying gross profit is calculated before exceptional items

(2) Underlying operating (loss)/profit is calculated before exceptional items, share-based payments and amortisation of acquisition-related intangibles.

Quentin Higham, Chief Executive, commented:

"Throughout the period we have focused on implementing our four strategic pillars, which will ultimately enable the Group to reach its Project 50 goal. Our plans to relaunch seven of our brands were impacted by retail headwinds created by the COVID pandemic, which resulted in three key retailers delaying the brand relaunches by three months. In addition, cost price increases throughout the supply chain, including freight, raw materials, componentry and energy impacted our short term performance.

We are confident that effectively implementing our brand reach and brand development strategies will drive growth in the future. We are pleased with the launch of our marketplace theunexpektedstore.com, which enables us to offer consumers a fully omnichannel solution. In the second half of the year, we will look to accelerate our digital first strategy and build out further distribution gains, as we seek to add scale to our business. We have also been working hard to offset many of the price increases though the supply chain to normalise our margins. Whilst challenges remain in the markets in which we operate we remain confident in our strategy and the Group's ability to achieve our aims."

 
For further information please contact: 
Brand Architekts Group PLC                                   via Alma 
 Quentin Higham / Tom Carter 
Singer Capital Markets         (Nominated adviser and 
 Shaun Dobson / Jen Boorer      broker)                  0207496 3000 
Alma PR 
 Josh Royston / Sam Modlin                              0203 405 0205 
 

CEO's Review

The trading environment throughout the last six months has continued to be challenging, with the impact of COVID and the well publicised supply chain issues effecting retailers' buying patterns, freight costs and therefore margin. We have focused on implementing our four strategic pillars, so that we can position ourselves to take advantage of future opportunities. Despite these headwinds, I am pleased with the operational progress that has been made in the first half of the year. We will be focusing on securing omnichannel distribution gains and implementing a digital mindset, so that we can ultimately deliver our Project 50 goal.

Key achievements include:

 
                  --   Relaunched seven brands in September & October 2021 (Dr Salts; Root 
                        Perfect; Argan +; SenSpa; Kind Natured; Happy Naturals; Beautopia). 
                        The benefits of the relaunch (new designs, formulations and environmentally 
                        friendly packaging) will be seen in H2 and beyond. 
                  --   The successful relaunch of Root Perfect resulted in strong distribution 
                        gains in 300+ Normal stores across Europe and Morrisons. 
                  --   Continued distribution gains for Super Facialist (Morrisons; Look 
                        Fantastic) and Dirty Works Internationally. After a successful trial 
                        period Super Facialist will be launching 14 products into 200+ Tesco 
                        stores in June 2022. 
                  --   Launched our own marketplace www.theunexpektedstore.com at the end 
                        of September 2021 . 
 

Performance review

Net sales for the period were GBP7.4m, a decrease of 19% on the prior year (H1FY 2021: GBP9.0m). This decline was as a result of two factors; firstly key retailers delaying the implementation of our brand relaunches, caused by the COVID pandemic and secondly planned rationalisation of our product ranges by 25% to optimise our productivity. With many of our brands needing to be relaunched and product ranges rationalised to reflect consumer demand and improve productivity, this delay meant that sales for the first three months were affected, as stocks of the previous ranges were run down. The impact of these delays was felt across both the high street and grocer retailers, which remain our dominant revenue generators.

International sales increased, with Root Perfect rolling out to 300+ Normal stores in Europe and Dirty Works launching in Peru. We also increased both our e-commerce (Amazon and Look Fantastic) and international sales but not significantly enough to counter the high street impact.

Gross margin in the period was significantly impacted and declined to 32.5% versus 36.3% in the prior year period (on an adjusted basis). This reflects a wide range of cost pressures felt throughout our supply chain, that we could not pass onto retailers due to previously agreed pricing commitments. The main impact was the significant increase in shipping container costs for goods from overseas (principally Christmas Gift Sets and bath salts), which at the time of shipping were 500% higher than historical prices. Alongside this we have had to contend with other significant cost increases throughout the supply chain, notably in raw materials, componentry and energy. As we enter the second half and as we approach Christmas 2022 planning, we plan to offset the majority of these costs.

The Company experienced a first half loss before tax of GBP1.1m (H1FY 2021: profit of GBP0.4m).

Net cash decreased by GBP1.7m, as a result of a GBP1.0 million contribution to the defined benefit pension scheme and the factors detailed above. The Company still enjoys a very strong net cash position of GBP17.3m (H1 2021: GBP19.0m) which positions it well for future growth.

Progress against the Company's four strategic pillars are outlined below:

   1.   Brand Development 

Since 2020/21 we have rationalised the number of brands within the portfolio from 22 to 13 and halved our number of products. We have completed the relaunch of Dr Salts, Root Perfect, Argan +, Happy Naturals, Kind Natured, Senspa, Beautopia, giving them a contemporary look and feel which will help them gain traction with their target audiences and grow market share.

Data led insights are vital components of our new product development program and we will be looking to relaunch the balance of our portfolio in 2023. On the back of key brand Super Facialist we will be launching a new sub brand called Super Facialist Clear Skin, targeting teenagers into 220 Superdrug stores in September 2022. This is an exciting brand development initiative and will enable younger consumers to enter into the brand, thereby increasing the brand's lifetime value, whilst at the same time enabling the brand to engage with an increasingly important demographic.

The transition towards becoming a digital first business is integral to our future aspirations, and we are making steady progress. Now that many of the brands have been relaunched, we are focussing on creating and developing digital assets which we will be able to use throughout our digital footprint (DTC; e-com and social). This will help build a more engaging profile on our unique marketplace - theunexpektedstore, whilst also attracting consumers on other e-commerce sites such as Amazon and Look Fantastic.

Last year saw the company increase its advertising spend on its star brand, Super Facialist, to help drive distribution gains and take advantage of the inherent brand strength. The results to date have been in line with our ambitions and we have been able to substantially increase its distribution network with the range now available through Boots, Sainsbury's, Waitrose, Morrisons and Tesco as well as online with Amazon, Look Fantastic, Feel Unique and theunexpekted.

Portfolio Management M&A

M&A remains a key tenet of our development strategy and the Board has been working hard on identifying and advancing opportunities that meet our investment criteria. Having invested across all areas of operation efficiency and built our platform, theunexpektedstore, we are confident that adding greater scale will significantly advance our strategic objectives.

   2.   Brand Reach 

We are making good progress in implementing an omnichannel strategy, so that our consumers can buy our products wherever (online and offline) and whenever they want. In tandem with our brand relaunch program, we have worked hard to exit the constrictive exclusive agreements that were in place across most of our brand portfolio. Our focus in the second half of this year will now be on widening distribution. After a successful trial period in Tesco's 34 Beauty stores, Super Facialist will be launching 14 products into 200+ Tesco stores in June 2022 (2 products in 500+ stores; 5 products in 300+ stores and 7 products in 200+ stores). We are aiming to replicate the distribution success of Super Facialist, which until a few years ago had been a retailer exclusive, across other brands within the portfolio, in particular Dirty Works.

International remains a key strategic focus. We are beginning to see a number of markets that had been severely affected by the pandemic begin to open up and we will be looking to capitalise on our strong relationships with those distributors that want to support and grow a portfolio of our brands and also work with international retailers who have a presence in multiple markets. We launched Root Perfect into 300+ stores across Europe and we will be launching Kind Natured Haircare in the same number of stores in June 2022. Dirty Works distribution increased in multiple markets and we launched the brand into Peru in December 2021.

Theunexpektedstore

www.theunexpektedstore.com launched in time for Black Friday & Cyber Monday and now all our brands and products (180+) are featured on the site. We have various initiatives in train that will substantially enhance the site's overall offering & consumer engagement. We are committed to exceed the expectations of everyday beauty. In the second half of the year, we will improve the content of the site by appointing a beauty editor; we will launch a "Friends of" initiative, whereby we can sell non-competing brands that share our values and complement our existing ranges; and we will upgrade the site with our new library of digital assets. Most importantly we will also be launching theunexpekted community, a forum where we will encourage and empower the community to share their feedback on our products efficacy; how we can improve and answer their requests for help and advice. The community will be built on collaboration and will provide a knowledge base of experience, ideas and views. Our mission is to break the mould of everyday beauty and as such we will engage with the community and respond to their needs by making affordable products that meet their needs. These initiatives resonate with our challenger identity and can help to drive a deeper engagement between consumer and brand. We are also confident that theunexpekted will let us scale new products and future acquisitions more quickly and effectively. Going forward the focus will be on building our CRM database; building awareness and engagement and ensuring that we have a positive return on ad spend (ROAS) .

   3.   Environmental and Societal Responsibility 

We remain committed to our pledge to ensure that all our plastic and packaging is 100% recyclable, reusable or bio-sourced by 2025. This ambition is firmly at the heart of our business and can be seen through our brand relaunch & new product development programmes, whereby all new lines co ntain a minimum of 30% Post Consumer Recycled (PCR) material; all UK sourced card and outer packaging is Forest Stewardship Council (FSC) certified and all products are recyclable.

   4.   Theunexpekted 

Over the next few years, we expect theunexpekted to become our culture and way of life, a mantra that we live by as a company. Incorporating our corporate values, we will aspire to become an Unexpekted beauty company. Our goal is to challenge the expectations of ourselves and the market we exist in, unconstrained by conventional thinking or ways of working. We want to innovate and disrupt the beauty industry by giving a voice to our community. Our focus to deliver this will be on the quality and performance of the product, our editorial content and community engagement and how we respond and react to user generated content and recommendations. If the business lives by theunexpekted mantra, we should be in a position for our brands to flourish and challenge.

Outlook

There have been a number of challenging headwinds in H1, firstly with COVID, then with a wide range of supply chain issues, while we expect cost price pressures to persist particularly with regards to energy prices following recent events in Ukraine. Despite this, we are starting to see progress on a number of fronts. We have a rationalised our portfolio of brands and we have exited the exclusive agreements that saw us tied to individual distribution channels. For the remainder of this year and beyond, we will focus strongly on building distribution gains and take advantage of the hard work done on relaunching many of our brands. This will be combined with creating much stronger brand assets, which will help improve engagement across all channels. We will be advancing our digital first focus and building brand loyalty through the unexpekted community. We also believe that the hard work of the last eighteen months, will enable us to add scale as required and that we are a stronger business as we enter the second half and remain confident in our strategy and the Groups' ability to achieve our aims.

Group Statement of Comprehensive Income

 
                                                    Period ended  Period ended    Year ended 
                                                     31 Dec 2021   31 Dec 2020  30 June 2021 
                                                     (unaudited)   (unaudited)     (audited) 
                                              Notes      GBP'000       GBP'000       GBP'000 
---------------------------------------------------  -----------  ------------  ------------ 
 Revenue                                        2          7,354         9,049        15,875 
 Cost of sales                                           (4,964)       (5,517)       (9,530) 
----------------------------------------------  ---  -----------  ------------  ------------ 
 Gross profit                                              2,390         3,532         6,345 
 Commercial and administrative costs                     (3,347)       (2,974)       (6,408) 
----------------------------------------------  ---  -----------  ------------  ------------ 
 Operating (loss)/profit before exceptional 
  items                                                    (957)           558          (63) 
 Exceptional items                                             -             -       (1,600) 
----------------------------------------------  ---  -----------  ------------  ------------ 
 Operating (loss)/profit                                   (957)           558       (1,663) 
----------------------------------------------  ---  -----------  ------------  ------------ 
 Finance income                                                1             2             2 
 Finance costs                                  3           (99)         (125)         (224) 
----------------------------------------------  ---  -----------  ------------  ------------ 
 (Loss)/profit before taxation                           (1,055)           435       (1,885) 
 Taxation                                                  (250)          (17)         (314) 
----------------------------------------------  ---  -----------  ------------  ------------ 
 (Loss)/profit after taxation                            (1,305)           418       (2,199) 
----------------------------------------------  ---  -----------  ------------  ------------ 
 
   Other comprehensive (loss)/income for 
   the period: 
 Items that will not be reclassified 
  subsequently to profit or loss: 
 Remeasurement of defined benefit liability                  122         (113)         2,786 
 Other comprehensive (loss)/income 
  for the period                                             122         (113)         2,786 
----------------------------------------------  ---  -----------  ------------  ------------ 
 Total comprehensive (loss)/income 
  for the period                                         (1,183)           305           587 
----------------------------------------------  ---  -----------  ------------  ------------ 
 
   (Loss)/profit attributable to: 
----------------------------------------------  ---  -----------  ------------  ------------ 
 Equity shareholders                                     (1,334)           392       (2,253) 
----------------------------------------------  ---  -----------  ------------  ------------ 
 Non-controlling interests                                    29            26            54 
----------------------------------------------  ---  -----------  ------------  ------------ 
 
  Total comprehensive (loss)/income attributable 
  to: 
---------------------------------------------------  -----------  ------------  ------------ 
 Equity shareholders                                     (1,212)           279           533 
----------------------------------------------  ---  -----------  ------------  ------------ 
 Non-controlling interests                                    29            26            54 
----------------------------------------------  ---  -----------  ------------  ------------ 
 
   (Loss)/earnings per share                      4 
                                                          (7.7)p          2.3p       (13.1)p 
   *    basic                                             (7.7)p          2.3p       (13.1)p 
 
 
   *    diluted 
 
 
 

Group Statement of Financial Position

 
                                               As at        As at         As at 
                                         31 Dec 2021  31 Dec 2020  30 June 2021 
                                         (unaudited)  (unaudited)     (audited) 
                                  Notes      GBP'000      GBP'000       GBP'000 
--------------------------------  -----  -----------  -----------  ------------ 
 ASSETS 
 Non-current assets 
 Property, plant and equipment 
  including right-of-use assets                   68          130            67 
 Intangible assets                            10,161       11,637        10,118 
 Deferred tax assets                           2,299        2,526         2,605 
--------------------------------  -----  -----------  -----------  ------------ 
 Total non-current assets                     12,528       14,293        12,790 
--------------------------------  -----  -----------  -----------  ------------ 
 Current assets 
 Inventories                                   2,655        2,251         2,299 
 Trade and other receivables                   5,080        4,962         3,651 
 Cash and cash equivalents                    17,284       19,026        19,018 
 Current tax receivable                          432          413           432 
--------------------------------  -----  -----------  -----------  ------------ 
 Total current assets                         25,451       26,652        25,400 
--------------------------------  -----  -----------  -----------  ------------ 
 Total assets                                 37,979       40,945        38,190 
--------------------------------  -----  -----------  -----------  ------------ 
 
   LIABILITIES 
 Current liabilities 
 Trade and other payables                      4,786        3,059         2,602 
 Current tax payable                               -           25             - 
--------------------------------  -----  -----------  -----------  ------------ 
 Total current liabilities                     4,786        3,084         2,602 
--------------------------------  -----  -----------  -----------  ------------ 
 Non-current liabilities 
 Post-retirement benefit 
  obligations                         6        9,195       13,195        10,418 
 Lease liabilities                                 -           57             - 
 Deferred tax liabilities                      1,459        1,154         1,475 
--------------------------------  -----  -----------  -----------  ------------ 
 Total non-current liabilities                10,654       14,406        11,893 
--------------------------------  -----  -----------  -----------  ------------ 
 Total liabilities                            15,440       17,490        14,495 
--------------------------------  -----  -----------  -----------  ------------ 
 Net assets                                   22,539       23,455        23,695 
--------------------------------  -----  -----------  -----------  ------------ 
 
   EQUITY 
 Share capital                                   862          862           862 
 Share premium                                11,987       11,987        11,987 
 Pension remeasurement reserve               (7,680)     (10,701)       (7,802) 
 Retained earnings                            17,189       21,183        18,496 
--------------------------------  -----  -----------  -----------  ------------ 
 Total equity                                 22,358       23,331        23,543 
--------------------------------  -----  -----------  -----------  ------------ 
 Non-controlling interest                        181          124           152 
--------------------------------  -----  -----------  -----------  ------------ 
 Total equity                                 22,539       23,455        23,695 
--------------------------------  -----  -----------  -----------  ------------ 
 
 

Group Statement of Changes in Equity

 
                                             Share           Pension                            Non- 
                          Share            premium     remeasurement     Retained        controlling      Total equity 
                        capital                              reserve     earnings           interest 
  Group                 GBP'000            GBP'000           GBP'000      GBP'000            GBP'000           GBP'000 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Balance as at 30 
   June 2021                862             11,987           (7,802)       18,496                152            23,695 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Non-controlling 
   interest                   -                  -                 -            -                 29                29 
  Share-based 
   payments                   -                  -                 -           27                  -                27 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Transactions 
   with 
   owners                     -                  -                 -           27                 29                56 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Loss for the 
   period                     -                  -                 -      (1,334)                  -           (1,334) 
  Other 
  comprehensive 
  income: 
  Remeasurement of 
   defined benefit 
   liability                  -                  -               122            -                  -               122 
  Total 
   comprehensive 
   loss for the 
   period                     -                  -               122      (1,334)                  -           (1,212) 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Balance as at 31 
   December 2021            862             11,987           (7,680)       17,189                181            22,539 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
 
 
 
                                                             Pension                            Non- 
                          Share              Share     remeasurement     Retained        controlling      Total equity 
                        capital            premium           reserve     earnings           interest 
  Group                 GBP'000            GBP'000           GBP'000      GBP'000            GBP'000           GBP'000 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Balance as at 27 
   June 
   2020                     862             11,987          (10,588)       20,711                 98            23,070 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Non-controlling 
   interest                   -                  -                 -            -                 26                26 
  Share-based 
   payments                   -                  -                 -           80                  -                80 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Transactions 
   with 
   owners                     -                  -                 -           80                 26               106 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Profit for the 
   period                     -                  -                 -          392                  -               392 
  Other 
  comprehensive 
  income: 
  Remeasurement of 
   defined 
   benefit 
   liability                  -                  -             (113)            -                  -             (113) 
  Total 
   comprehensive 
   income for the 
   period                     -                  -             (113)          392                  -               279 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
  Balance as at 31 
   December 
   2020                     862             11,987          (10,701)       21,183                124            23,455 
------------------  -----------  -----------------  ----------------  -----------  -----------------  ---------------- 
 
 
 
                                                            Pension                             Non- 
                          Share             Share     remeasurement      Retained        controlling      Total equity 
                        capital           premium           reserve      earnings           interest 
  Group                 GBP'000           GBP'000           GBP'000       GBP'000            GBP'000           GBP'000 
------------------  -----------  ----------------  ----------------  ------------  -----------------  ---------------- 
  Balance as at 27 
   June 
   2020                     862            11,987          (10,588)        20,711                 98            23,070 
------------------  -----------  ----------------  ----------------  ------------  -----------------  ---------------- 
  Non-controlling 
   interest                   -                 -                 -             -                 54                54 
  Share-based 
   payments                   -                 -                 -            38                  -                38 
  Transactions 
   with 
   owners                     -                 -                 -            38                 54                92 
------------------  -----------  ----------------  ----------------  ------------  -----------------  ---------------- 
  Loss for the 
   year                       -                 -                 -       (2,253)                  -           (2,253) 
  Other 
  comprehensive 
  income: 
  Remeasurement of 
   defined 
   benefit 
   liability                  -                 -             2,786             -                  -             2,786 
  Total 
   comprehensive 
   income for the 
   year                       -                 -             2,786       (2,253)                  -               533 
------------------  -----------  ----------------  ----------------  ------------  -----------------  ---------------- 
  Balance as at 30 
   June 
   2021                     862            11,987           (7,802)        18,496                152            23,695 
------------------  -----------  ----------------  ----------------  ------------  -----------------  ---------------- 
 
 

Group Cash Flow Statement

 
                                                  Period ended  Period ended    Year ended 
                                                   31 Dec 2021   31 Dec 2020  30 June 2021 
                                                   (unaudited)   (unaudited)     (audited) 
                                                       GBP'000       GBP'000       GBP'000 
-----------------------------------------------   ------------  ------------  ------------ 
  Cash flow from operating activities 
  (Loss)/profit after taxation                         (1,305)           418       (2,199) 
  Depreciation                                              13            28             7 
  Amortisation                                             187           138         1,880 
  Tax charge                                               250            17           314 
  Finance income                                           (1)           (2)           (2) 
  Finance cost                                              99           125           224 
  (Increase)/decrease in inventories                     (356)         1,473         1,425 
  (Increase)/decrease in trade and other 
   receivables                                         (1,429)         (993)           318 
  Increase/(decrease) in trade and other 
   payables                                              2,185         (300)         (687) 
  Share-based payment expense                               27            80            38 
  Contributions to defined benefit plan                (1,159)         (159)         (318) 
------------------------------------------------  ------------  ------------  ------------ 
  Cash (utilised in)/generated from operations         (1,489)           825         1,000 
------------------------------------------------  ------------  ------------  ------------ 
  Finance expense paid                                     (1)         (123)          (28) 
  Taxation received                                          -           407           381 
------------------------------------------------  ------------  ------------  ------------ 
  Net cash flow from operating activities              (1,490)         1,109         1,353 
------------------------------------------------  ------------  ------------  ------------ 
  Cash flow from investing activities 
  Purchase of property, plant and equipment               (14)          (13)          (66) 
  Purchase of intangibles                                (231)          (61)         (284) 
  Net cash flow from investing activities                (245)          (74)         (350) 
------------------------------------------------  ------------  ------------  ------------ 
  Cash flow from financing activities 
  Finance income received                                    1             2             2 
  Repayment of invoice discounting facility                  -       (1,132)       (1,132) 
  Repayment of loans                                         -       (2,095)       (2,095) 
  Lease payments                                             -          (24)             - 
  Net cash flow from financing activities                    1       (3,249)       (3,225) 
------------------------------------------------  ------------  ------------  ------------ 
  Net decrease in cash and cash equivalents            (1,734)       (2,214)       (2,222) 
------------------------------------------------  ------------  ------------  ------------ 
  Cash and cash equivalents at beginning 
   of period                                            19,018       21 ,240        21,240 
------------------------------------------------  ------------  ------------  ------------ 
  Cash and cash equivalents at end of 
   period                                               17,284        19,026        19,018 
------------------------------------------------  ------------  ------------  ------------ 
 
 

Notes to the Accounts

Note 1 Basis of preparation

The Group has prepared its interim results for the six-month period ended 31 December 2021 in accordance with the recognition and measurement principles of International Financial Reporting Standards (IFRS) as adopted by the UK and also in accordance with the recognition and measurement principles of IFRS issued by the International Accounting Standards Board.

The Directors have considered trading and cash flow forecasts prepared for the Group, and based on these, and the confirmed banking facilities, are satisfied that the Group will continue to be able to meet its liabilities as they fall due for at least one year from the date of approval of the Interim Report. On this basis, they consider it appropriate to adopt the going concern basis in the preparation of these accounts.

These interim financial statements do not constitute full statutory accounts within the meaning of section 434 of the Companies Act 2006 and are unaudited. The unaudited interim financial statements were approved by the Board of Directors on 9 March 2022.

The consolidated financial statements are prepared under the historical cost convention. The accounting policies used in the interim financial statements are consistent with IFRS and those which will be adopted in the preparation of the Group's Annual Report and Financial Statements for the year ended 30 June 2022.

The statutory accounts for the year ended 30 June 2021, which were prepared under IFRS, have been filed with the Registrar of Companies. These statutory accounts carried an unqualified Auditors Report and did not contain a statement under Section 498(2) or 498(3) of the Companies Act 2006.

The Group has not changed any of its accounting policies in the 6 months to 31 December 2021.

Note 2 Segmental analysis

The reportable segments of the Group were aggregated as follows:

- Brands - we leverage our skilled resources to develop and market a growing portfolio of Brand Architekts Group owned and managed brands. These include those organically developed plus the acquisitions of the portfolio of brands included in the Brand Architekts acquisition (in 2016) and the Fish brand acquired during 2018.

- Eliminations and central costs - other group-wide activities and expenses, including defined benefit pension costs, share-based payment expenses/(credits), amortisation of acquisition-related intangibles, interest, taxation and eliminations of inter-segment items, are presented within "Eliminations and central costs".

IFRS 15 requires the disaggregation of revenue into categories that depict how the nature, timing, amount and uncertainty of revenue and cash flows are affected by economic factors. The directors have considered how the Group's revenue might be disaggregated in order to meet the requirements of IFRS 15 and have concluded that the activity and geographical segmentation disclosures set out below represent the most appropriate categories of disaggregation.

(a) Principal measures of profit and loss - Income Statement segmental information:

 
                                                   Period ended 31 December               Period ended 31 December 
                                                                       2021                                   2020 
                                                    Eliminations                           Eliminations 
                                                     and central                            and central      Total 
                                          Brands           costs      Total      Brands           costs 
                                         GBP'000         GBP'000    GBP'000     GBP'000         GBP'000    GBP'000 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
UK revenue                                 5,845               -      5,845       7,791               -      7,791 
International revenue                      1,509               -      1,509       1,258               -      1,258 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
Revenue - external                         7,354               -      7,354       9,049               -      9,049 
Revenue - internal                             -               -          -           -               -          - 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
Total revenue                              7,354               -      7,354       9,049               -      9,049 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
Underlying operating (loss)/profit         (208)           (602)      (810)       1,155           (629)        526 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
Charge for share-based 
 payments                                    (6)            (21)       (27)        (14)            (66)       (80) 
Amortisation of acquisition-related 
 intangibles                                   -           (120)      (120)           -           (138)      (138) 
Exceptional items included 
 in cost of sales                              -               -          -         250                        250 
Net borrowing costs                            -            (98)       (98)         (5)           (118)      (123) 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
(Loss)/profit before taxation              (214)           (841)    (1,055)       1,386           (951)        435 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
Tax (charge)/credit                            -           (250)      (250)        (25)               8       (17) 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
(Loss)/profit for the 
 period                                    (214)         (1,091)    (1,305)       1,361           (943)        418 
------------------------------------  ----------  --------------  ---------  ----------  --------------  --------- 
 
 

(b) Other Income Statement segmental information:

The following additional items are included in the measures of underlying profit and loss reported to the CODM and are included within (a) above:

 
 Period ended 31 December 2021             Eliminations 
                                   Brands   and central    Total 
                                                  costs 
                                  GBP'000       GBP'000  GBP'000 
-------------------------------  --------  ------------  ------- 
 Depreciation                          13             -       13 
 Amortisation                           -           187      187 
-------------------------------  --------  ------------  ------- 
 
 Period ended 31 December 2020             Eliminations 
                                   Brands   and central    Total 
                                                  costs 
                                  GBP'000       GBP'000  GBP'000 
-------------------------------  --------  ------------  ------- 
 Depreciation                          28             -       28 
 Amortisation                           -           138      138 
-------------------------------  --------  ------------  ------- 
 
 

(c) Principal measures of assets and liabilities:

The Groups assets and liabilities are managed centrally by the CODM and consequently there is no reconciliation between the Group's assets per the Statement of Financial Position and the segment assets.

(d) Additional entity-wide disclosures:

The distribution of the Group's external revenue by destination is shown below:

 
Geographical segments          Period ended  Period ended    Year ended 
                                31 Dec 2021   31 Dec 2020  30 June 2021 
                                (unaudited)   (unaudited)     (audited) 
-------------------------  ----------------  ------------  ------------ 
                                    GBP'000       GBP'000       GBP'000 
UK                                    5,845         7,791        13,447 
European Union countries                603           373           970 
Rest of the World                       906           885         1,458 
-------------------------  ----------------  ------------  ------------ 
                                      7,354         9,049        15,875 
-------------------------  ----------------  ------------  ------------ 
 
 

In the period ended 31 December 2021, the Group had three customers that exceeded 10% of total revenues, being 16.8%, 13.0% and 10.2% respectively. In the period ended 31 December 2020, the Group had two customers that exceeded 10% of revenues, being 24% and 11.8% respectively.

Note 3 Finance costs

 
                                Period ended  Period ended    Year ended 
                                 31 Dec 2021   31 Dec 2020  30 June 2021 
                                 (unaudited)   (unaudited)     (audited) 
                                     GBP'000       GBP'000       GBP'000 
------------------------------  ------------  ------------  ------------ 
Bank loans and overdrafts                  1            27            28 
Pension plan notional finance 
 charge                                   98            98           196 
------------------------------  ------------  ------------  ------------ 
                                          99           125           224 
------------------------------  ------------  ------------  ------------ 
 
 

Note 4 Earnings per share

 
                                                  Period ended        Period ended    Year ended 
                                             31 Dec 2021               31 Dec 2020  30 June 2021 
                                          (unaudited)                  (unaudited)     (audited) 
---------------------------------------  ---------------------  ------------------  ------------ 
  Basic and diluted 
  (Loss)/profit attributable to equity 
   shareholders (GBP'000)                              (1,334)                 392       (2,253) 
  Basic weighted average number of 
  ordinary shares in issue during the 
   period                                       17,230,702              17,277,146    17,230,702 
  Diluted number of shares                      17,319,702              17,366,146    17,319,702 
---------------------------------------  ---------------------  ------------------  ------------ 
  Basic (loss)/earnings per share                       (7.7)p                2.3p       (13.1)p 
---------------------------------------  ---------------------  ------------------  ------------ 
  Diluted (loss)/earnings per share                     (7.7)p                2.3p       (13.1)p 
---------------------------------------  ---------------------  ------------------  ------------ 
 

Basic earnings/(loss) per share has been calculated by dividing the profit/(loss) for each financial period by the weighted average number of ordinary shares in issue in the period.

Note 5 Notes to Cash Flow Statement

(a) Reconciliation of cash and cash equivalents to movement in net cash:

 
                                                 Period ended        Period ended       Year ended 
                                                  31 Dec 2021         31 Dec 2020     30 June 2021 
                                                  (unaudited)         (unaudited)        (audited) 
                                                      GBP'000             GBP'000          GBP'000 
----------------------------------------  -------------------  ------------------  --------------- 
  Decrease in cash and cash equivalents 
   in the period                                      (1,734)             (2,214)          (2,222) 
  Net cash outflow from decrease in 
   borrowings                                               -               3,227            3,227 
----------------------------------------  -------------------  ------------------  --------------- 
  Change in net cash resulting from 
   cash flows                                         (1,734)               1,013            1,005 
  Net cash at the beginning of the 
   period                                              19,018              18,013           18,013 
----------------------------------------  -------------------  ------------------  --------------- 
  Net cash at the end of the period                    17,284              19,026           19,018 
----------------------------------------  -------------------  ------------------  --------------- 
 
 

(b) Analysis of net cash:

 
                                       Closing                              Closing 
                                  30 June 2021           Cash flow      31 Dec 2021 
                                       GBP'000                GBP'000       GBP'000 
---------------------------  -----------------  ---------------------  ------------ 
  Cash at bank and in hand              19,018             (1,734)           17,284 
---------------------------  -----------------  ---------------------  ------------ 
 
 

Note 6 IAS 19 'Employee Benefits'

Expected future cash flows to and from the Group's defined benefit pension scheme:

The Scheme is closed to new members and to further accruals of benefits. It is subject to the scheme funding requirements outlined in UK legislation. The last scheme funding valuation of the Plan was at 5 April 2020 and revealed a deficit of GBP21,125,000. The deficit reduction payments were based on the actuarial deficit including an allowance for the impact of changes in financial market conditions up to 31 March 2021, which was GBP15,100,000. The next triennial valuation of the Plan will take place on 5 April 2023.

The deficit reduction payment will be GBP318,000 per annum for three years to 2024, as well as an additional one-off payment of GBP1m in 2021, followed by GBP791,000 per annum for a further 13 years to 2037.

In addition, the Company has agreed to meet the cost of administrative expenses and Pension Protection Fund insurance premiums for the Scheme. Anticipated payments by the Company in respect of plan administrative expenses and the Pension Protection Fund premium in the year ending 30 June 2022 are expected to be of a similar order of magnitude to payments in 2021.

Payments made by the Company to the Scheme and in respect of Scheme liabilities were:

 
                                   Period ended  Period ended     Year ended 
                                    31 Dec 2021   31 Dec 2020   30 June 2021 
                                        GBP'000       GBP'000        GBP'000 
---------------------------------  ------------  ------------  ------------- 
  Deficit recovery payments               1,159           159            318 
  Scheme administrative expenses             63            69            155 
  Pension Protection Fund 
   premium                                  112           101            165 
---------------------------------  ------------  ------------  ------------- 
  Total                                   1,334           329            638 
---------------------------------  ------------  ------------  ------------- 
 
 

The amounts expensed in the Group Statement of Comprehensive Income were:

 
                          Period ended  Period ended     Year ended 
                           31 Dec 2021   31 Dec 2020   30 June 2021 
                               GBP'000       GBP'000        GBP'000 
--------------------------------------  ------------  ------------- 
  In operating profit: 
  Plan administrative expenses      53            69            155 
  Pension Protection Fund 
   premium                          63           101            165 
--------------------------------- 
                                   116           170            320 
  In finance costs: 
  Unwinding of notional discount 
   factor                           98            98            196 
---------------------------------  ---  ------------  ------------- 
  Total                            214           268            516 
---------------------------------  ---  ------------  ------------- 
 
 

IAS 19 Employee benefits:

IAS 19 requires a separate valuation of the Scheme on a different basis to the funding valuation referred to above. The key assumptions used were:

 
                             At 31 December  At 31 December  At 30 June 
                                       2021            2020        2021 
---------------------------  --------------  --------------  ---------- 
Discount rate                         1.95%           1.40%       2.00% 
Inflation assumption (RPI)            3.30%           2.85%       3.10% 
Inflation assumption (CPI)            2.90%           1.95%       2.75% 
---------------------------  --------------  --------------  ---------- 
 

The amounts recognised in the Group Statement of Financial Position were:

 
                                                                 At 31 December 2021  At 31 December  At 30 June 
                                                                                                2020        2021 
                                                                             GBP'000         GBP'000     GBP'000 
-----------------------------------------------------------------  -----------------  --------------  ---------- 
  Present value of funded 
   obligations                                                              (37,102)        (38,714)    (36,553) 
  Fair value of scheme assets                                                 27,907          25,519      26,135 
-----------------------------------------------------------------  -----------------  --------------  ---------- 
  Deficit                                                                    (9,195)        (13,195)    (10,418) 
-----------------------------------------------------------------  -----------------  --------------  ---------- 
 
 

Note 7 Announcement of results

The Interim Report will be sent to shareholders and is available to members of the public at the Company's Registered Office at 8 Waldegrave Road, Teddington, TW11 8GT and on the Company's website.

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END

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March 31, 2022 02:00 ET (06:00 GMT)

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