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REG - Concurrent Tech. - Final results for the year ended 31 December 2023

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RNS Number : 7090M  Concurrent Technologies PLC  01 May 2024

 

1 May 2024

 

 

Concurrent Technologies Plc

(the "Company" or the "Group")

 

Full year results for the year ended 31 December 2023

 

Solid year of growth providing confidence in updated strategy

 

Concurrent Technologies Plc (AIM: CNC), a designer and manufacturer of
leading-edge computer products, systems and mission critical solutions used in
high-performance markets by some of the world's major OEMs, is pleased to
announce its results for the year ended 31 December 2023.

 

Financial highlights

 

                                        2023        2022       % change
 Revenue                                £31.7m      £18.3m     73%
 Gross profit                           £15.6m      £8.9m      49%
 Profit before tax & exceptionals       £3.7m       £0.4m      959%
 Earnings per share                     4.98p       1.35p      -
 Dividend per share                     1.0p        0p         -
 EBITDA                                 £6.0m       £2.1m      -
 Order intake                           £28.2m      £31.5m
 Closing Cash                           £11.12m     £4.51m     146%
 Investment in R&D                      £3.80m      £3.69m     3%
 Total assets                           £47.8m      £32.6m     48%

 

 ·         Strong financial performance in FY23, achieving revenues of £31.7m and profit
           before tax of £3.7m (excluding exceptional costs), notwithstanding a
           significant investment in the cost base throughout the year to accelerate
           future growth.
 ·         Gross profit margin increased to 49.4% (FY22 48.5%) reflecting easing
           components challenges and operational efficiency gains.
 ·         EBITDA more than doubled to £6.0m (FY22 £2.1m).
 ·         Cash generative with closing net cash balance at £11.12m.
 ·         Increasingly optimised R&D investment in line with stated strategy to
           improve the cadence and time to market of products that offer the very latest
           technology.

 

Dividend

 

 ·         The Board will propose, at the Annual General Meeting to be held on 20 June
           2024, a final dividend of 1 pence per Ordinary Share in the Company. Subject
           to the approval of shareholders, the final dividend will be paid on 12 July
           2024 to shareholders on the register on 28 June 2024.
 ·         Further details of the Annual General Meeting will be announced in due course.

 

Operational highlights

 

 ·         Worked closely with suppliers and customers to successfully manage the supply
           chain issues that previously impacted performance and the Board is pleased to
           report that these factors eased as the year progressed.
 ·         Continued to transition the business towards a culture and go-to-market
           strategy that is positioned to scale.
 ·         Increased headcount by c.18%, with key hires in product strategy, engineering,
           commercial, and finance.

 

Systems division

 

 ·         Secured first substantial systems contract at £1.27m in June 2023 with a UK
           FTSE 250 company in the defence sector.
 ·         Successful acquisition of Phillips Aerospace in the US enabling the Company to
           move further into the development of systems, providing a platform for future
           growth.

 

Boards division

 

 ·         Secured eight major design wins, representing an expected lifetime value to
           the business of at least £100m, to be realised from 2026 onwards, in the UK
           and a significant majority in the US, the world's largest market.
 ·         £5m of orders from the UK, a five-fold increase on typical prior volumes.
 ·         Introduction of numerous new processes, practices, and state-of-the-art tools
           to enhance design efficiency and quality in FY24 across the Group's key
           markets.

 

Outlook

 

 ·         Strategic focus remains on developing and designing boards and systems at pace
           for a range of applications to deliver on the Group's short-term financial
           targets and the longer-term lifetime value.
 ·         Demand for the Group's product remain high, and the Company is developing a
           pipeline of opportunities which include, COTs (commercial off the shelf), MOTs
           (Modified off the shelf) and Systems.
 ·         The Group entered FY24 with good momentum evidenced by the $1.57m contract win
           with a major global US Prime Contractor and new VME board launched, Rhea.
 ·         Trading in the first four months of the year is in line with market
           expectations, providing confidence in delivering another year of profitable
           growth.

 

 

Miles Adcock, CEO of Concurrent Technologies, commented: "We achieved
remarkable success in FY23, putting in place the building blocks that will
enable us to deliver long-term, sustainable growth. This is driven by
significant design-in wins and strategic investment in the Systems division,
including the acquisition of Phillips Aerospace.

 

"During the year, there was a step change in how the Group invests in
marketing, sales, and partnerships to expand our market opportunities. Looking
ahead, we will remain focused on leveraging the knowledge and the
long-standing relationships the leadership team has developed to invest in a
measured way to design boards and systems for a range of applications. As a
Board we are confident in the Group's ability to continue building momentum
and deliver results for FY24 in line with market expectations."

 

Enquiries:

 

 Concurrent Technologies Plc

Miles Adcock - CEO

                                          +44 (0)1206 752626
 Kim Garrod - CFO
 Alma Strategic Communications              +44 (0)20 3405 0205

Josh Royston

 Hannah Campbell
 Cavendish Capital Markets Limited (NOMAD)  +44 (0)131 220 9771

Neil McDonald

                                          +44 (0)131 220 9772
 Peter Lynch

About Concurrent Technologies Plc

Concurrent Technologies Plc develops and manufactures high-end embedded Plug
In Cards and Systems for use in a wide range of high performance, long life
cycle applications within the telecommunications, defence, security,
telemetry, scientific and aerospace markets, including applications within
extremely harsh environments. The processor products feature
Intel® processors, including the latest generation embedded Intel® Core™
processors, Intel® Xeon® and Intel Atom™ processors.  The products are
designed to be compliant with industry specifications and support many of
today's leading embedded Operating Systems.  The products are sold
world-wide.

For more information on Concurrent Technologies Plc and its products please
visit www.gocct.com (http://www.gocct.com) .

All trademarks, registered trademarks and trade names used in this
announcement are the property of their respective owners.

 

Chairman's statement

 

Overview

FY23 was another step in the transformation of Concurrent Technologies into a
high-growth business by leveraging our design heritage and market leadership
position through the continued investment in our culture, people, sales and
marketing and, more broadly, driving a step change in our go-to-market
strategy.

 

In the year, we delivered both record revenues and profit, underpinned by the
successful execution of the Group's refreshed strategy. We are focused on
developing a broader range of products and systems, in addition to our boards
business, both organically and through acquisition. This positions the
business for long-term growth, and this year has solidified our view that we
now have the right strategic focus and people in place to achieve our
ambitions.

 

The year in review

The first half of the year saw a recovery in trading thanks to the increased
customer demand for the Group's products and the team's incredible effort in
navigating the previous component shortage issues. This momentum continued
into the second half of the year and, for FY23, the Company delivered record
revenues and profitability.

 

Cash balances remain strong, buoyed by the raising of £6.8m through the
placing of new ordinary shares to new and existing shareholders in August to
partly fund the acquisition of Phillips Aerospace, leaving us in a strong
position to invest in the systems business further. On behalf of the Board, I
would like to thank all investors who participated in the oversubscribed
placing.

 

Execution against strategy

Throughout the year, Concurrent Technologies achieved significant milestones
in line with its strategic objectives. We secured eight substantial design
wins, underscoring the excellence of our products and engineering
capabilities. These wins will ramp up in the coming years in line with our
customers' programmes, but they provide long-term, multi-year revenue
visibility, which supports the investment plans in our R&D roadmap.

 

Additionally, we released several new cutting-edge products in the year that
have enriched our portfolio. We remain committed to investing in our product
portfolio and capabilities and we are optimistic about the opportunities in
FY24 to expand into new markets and deepen our presence within our home
markets.

 

Our end markets remain robust, and we have not only deepened several key
relationships with existing customers and partners in the year but,
importantly, we are now seeing the opportunity to engage with new customers,
servicing a range of projects and geographies, and expect to have the
opportunity to bid on larger programmes we were not historically considered
for.

 

The acquisition of Phillips Aerospace in September 2023 marked a significant
milestone for the business and has supported our strategic goal of adding both
systems capability and US-based manufacturing. We welcome our new Phillips
Aerospace colleagues to the Group and recognise the additional talent and
skills they bring to our ever-more expert team. The early impact of the
acquisition has been positive, and we believe it will significantly improve
the Company's capability to design and manufacture rugged systems utilising
its existing plug-in cards.

 

Board

Post-period end, we further strengthened our Board with the appointment of
Issy Urquhart as an independent Non-Executive Director to the Company. Issy is
an experienced commercial human resources (HR) director with over 30 years'
experience working with global technology and financial services businesses in
both the public and private sectors. She has joined the Group at a
particularly exciting time, and we are already benefiting from her guidance in
driving people and change management strategies across our transatlantic
operations.

 

Dividend

With the return to profitability, a 1.0p dividend has been proposed for
shareholder approval at the annual general meeting (AGM) which, if passed,
will amount to £862,000 paid in early July 2024. Going forward, the Board
anticipates dividends will increase in line with profits, with an appropriate
level of cover maintained to enable investment for future growth.

 

Outlook for FY24

In FY24 our strategic focus will remain on developing and designing boards and
systems at pace for a range of applications. The year will also see us
continue our investment in systems and onboarding new programmes to deliver on
our short-term financial targets. Alongside this, a combination of our product
leadership and a drive to expand our presence in our focus sectors should
deliver a significant increase in multi-year contracts in the medium term.

 

Mark Cubitt

Chairman

 

 

CEO's statement

Overview

FY23 was an outstanding year both financially and operationally. As the
headwinds of the global components shortages subsided during the year, the
underlying progress in order intake and execution has been reflected in the
Group's results, particularly in the second half. Solid progress was also made
on our strategic priorities, including the acquisition of Phillips Aerospace
in the US, and a material increase in our 'major design wins' that underpin a
real step up in revenues in future years as our customers ramp up production
and reach their own planned delivery volumes. With a significant investment in
additional managerial, technical and sales professionals, we now have an
excellent team in place to take the business forward for a period of growth.
It is clear the revised strategy and associated transformation are coming
together and, as a Board, we are extremely excited about the Group's future.

 

Financial performance

FY23 was a record year for the Group, achieving revenues of £31.7m (FY22:
£18.3m) and profit before tax (excluding exceptional costs of £0.2m, related
to the acquisition of Phillips Aerospace) of £3.7m, notwithstanding a
significant investment in the cost base throughout the year to accelerate
future growth. The strength of our order intake over the preceding 24 months
enabled this significant investment in product development to facilitate new
customers and design wins. We also worked closely with suppliers and customers
to successfully manage the supply chain issues that previously impacted
performance and we are pleased to report that these factors eased as the year
progressed. Our gross margin has now stabilised, with a slight improvement on
FY22. We do believe FY24 should be predominantly unhindered by the issues of
the last two years regarding component availability and resulting price
pressures.

 

On 6 September 2023, the Company completed the acquisition of Phillips
Aerospace for $3.3m (£2.8m) through a combination of $1.1m (£0.8m) cash, the
issue of equity of $1.5m (£1.3m) to the owners of Phillips Aerospace and a
further $0.8m (£0.7m) cash in repayment of outstanding loans balances within
Phillips Aerospace. Simultaneously, the Company raised £6.8m through the
issue of fresh equity to broaden our product offering and strengthen the
balance sheet to drive further growth.

Investing for growth amid supply chain shortages inevitably impacted cash.
Having started the year at £4.5m, the first half of FY23 experienced a net
outflow of £1.5m to a cash balance low of £3m in June. As shipments, and
hence invoicing, strengthened, the business reverted to being cash generative,
with a year-end cash balance of £11.12m. Q4 was our most productive period,
for which only some of the associated customer invoices were paid in 2023,
with £5.4m of FY23 revenue to be collected as cash in Q1 FY24, as per our
payment terms with customers.

 

In-year order intake of £28.2m remains strong, despite c.£8m of a small
number of large orders slipping into FY24. In all cases, these are
opportunities we are down-selected for (i.e. we already secured the design
win), but the customers' programme of work experienced delays vs expectations.
Positively, this had little detrimental impact on in-year revenue. While we
expect order intake to continue to build in FY24 and FY25, it is in subsequent
years that we will experience the material benefit of the design wins secured
in FY23. This focus on design wins is a large investment in time and activity,
since they are typically larger and more strategic business-winning campaigns.
While they yield little immediate business benefit, the impact on the
medium-to-long-term business is transformative in terms of scale. We intend to
ever-increase the number of design wins secured each year. We expect the
design wins secured in FY23 to yield a significant lifetime value of at least
£100m to be realised from FY26 onwards.

 

Having already doubled the capacity of our Colchester, UK-based factory, we
are planning to enhance both internal and external capacity to accommodate
this growth, and indeed any major binary upside opportunities that will
require a further capacity increase.

 

Delivery against strategy

With a year-on-year increase in revenue of over 70%, it is clear our revised
strategy and focus on creating a sustainable, high-growth business is
delivering the intended results. The Company now comprises two divisions: a
Boards division and a nascent Systems division, which we expect to represent
an increasing percentage of Group sales in the coming years. The refreshed
sales team is core to delivering the Company's strategy, and the level of
order intake and revenue delivery in FY23 are evidence of their capability.

 

Boards division

This is our long-standing business that designs and manufactures computer
boards, where we have substantial expertise and a reputation for quality and
collaboration. During FY23, we continued to transition the business towards
having a culture and go-to-market strategy that is positioned to scale. The
strategy here is simple: to provide the right product to market as quickly as
possible, with a refreshed focus on customer engagement utilising talented
engineers and sales professionals. We have now created a team, cost base and
sales strategy capable of delivering c.£40m per annum, before any other
material investment is required.

 

As demonstrated by the revenue performance during FY23 H2, the business has
already made material progress and is now positioned to deliver much higher
volumes thanks to the investment we have made in expanding the capacity in our
Colchester factory. Much of our business in boards is secured via 'design
wins', whereby a customer designs us into their own programme, and we can then
plan for purchase orders in future years as they reach their own production
volumes, typically two to three years after the initial design win. A 'major
design win' is one with the potential to achieve peak volumes of >£1m per
annum for several consecutive years. Historically, the Company may have
secured one or two major design wins per annum. In FY23, we secured eight
major design wins, which is an extremely positive leading indicator for future
growth, representing a lifetime value to the business of at least £100m.
Every region is important to us, but the UK and US are our home markets in
which we have a material presence operationally. I am pleased to confirm that
we won over £5m of orders from the UK in FY23, a five-fold increase on
typical prior volumes.

 

The boards division has been through significant transformation in all aspects
during the year and is now fit to focus on execution in FY24 across our key
markets. We are exploring options for additional internal and external
capacity in line with our anticipated continued order intake growth in the
medium term.

 

Concurrent Technologies is a Titanium member of the Intel® Partner Alliance,
meaning we get direct support from Intel® with allocated resources. In
addition, our applications for early access to future silicon are given
priority over Gold members and we've been successful in all our recent
applications. We also have access to Intel®'s 'Market Development Funds'
programme, which allows us to claim a percentage of our marketing costs back
if we explicitly promote that we're using Intel® devices. Having our products
on the Intel® Partner Showcase enables Intel® salespeople globally to search
for our products easily.

 

Systems division

Since I joined the Company in 2021, we have explored ways to enter the systems
market and move up the value chain by supplying whole systems rather than
single boards, enabling us to generate substantially higher revenues and open
up new market opportunities. We have made excellent progress this year; the
systems line of business now includes the acquired Phillips Aerospace in the
US in addition to the capability in the UK business, which will be moved out
of the boards line of business going forward. This means that from FY24 we
will report the top-level financials of both boards and systems individually.
This is to give increased transparency and also recognises that each will have
different characteristics financially. For example, average sell prices for
systems are typically higher, but gross margins are less than for boards
because there is more third-party content. Systems will also often include
upfront funding from customers for the design of their customer solution.
While we do not currently have a business unit structure (with the exception
of the acquired business), this will likely be implemented as revenue from
systems grows, in order to provide the necessary, dedicated focus and
resources on this business.

 

In the first half of FY23, we won a £1.27m contract for a UK-based system,
providing validation of our proposition and capability. The addition of
Phillips Aerospace provides a further platform for the Systems division to be
a core part of our future growth. Previously, Phillips Aerospace had designed
and manufactured our initial standard products for systems, meaning both teams
had a successful history of working together and integration post-acquisition
was seamless. We have welcomed a highly capable team into the Group, who
provide the credibility needed to win and deliver systems solutions that
complement our existing boards business. The Board has been encouraged by the
level of motivation and integration that the Phillips Aerospace senior
management team has shown, contributing significantly to the technical and
managerial community within the Group. Revenue contribution by the Phillips
Aerospace business since the completion of the acquisition is approximately
£0.8m, slightly stronger than we had expected based on the prior annual
performance. The Board expects this to increase significantly as systems
contracts are secured in the future.

 
Acquisitive growth

In the medium term, we believe there are a range of opportunities to expand
our capability, customer list and market penetration through acquisition. The
acquisition of Phillips Aerospace is a good example of our acquisition
criteria: a business we knew well; a business that had long-standing customer
relationships; and an opportunity for us to add new product expertise,
additional major customers, appropriate necessary accreditations and
strengthening of our position in our chosen home markets. We are excited by
our opportunity to significantly scale Concurrent Technologies organically
over the next few years, but we have a clear target to participate in industry
consolidation and add to our growth and offering by acquiring leading
businesses where possible.

 
R&D

We continue to focus on investing in R&D in line with our strategy to
improve the cadence and time to market of our products that offer the very
latest technology.

 

At the same time that Intel® launched its Raptor Lake-P processor for the
embedded market, we announced Hermes, our latest flagship board based on the
VPX standard for critical defence applications at the edge. This was our first
card based on Intel®'s hybrid architecture consisting of six performance and
eight efficient cores, allowing our customers to scale their performance to
fit their power and thermal envelope.

 

In Q3, to meet a key customer need, we shipped a new variant of one of our
popular boards with double the amount of memory. We were able to react
extremely quickly to secure a critical long-term design win with this variant
against strong competition, demonstrating that our robust processes and
revitalised culture are succeeding.

 

We also announced a rugged board to the CompactPCI standard that is still
widely used for industrial and defence applications. This was deliberately
backwards compatible with legacy cards to secure design wins where programs
are undergoing a technology transition extending the life span.

 

In Q4, we announced our highest-performance processor board, using 'Air Flow
Through' technology. This and our first Air Flow Through card, a novel
technology for a cooling board that was announced in FY22, are being
integrated by the end customers and, having learned a lot by designing boards,
we are looking to offer integrated Air Flow Through systems in the future.

 

To interconnect our processor boards with systems, we introduced a
high-performance dual enclave switch. This supports separate 100Gb Ethernet
data and 10Gb Ethernet control connections to each board. Having physical data
and control separation is critical in many defence applications to ensure
security between the two enclaves.

 

Post-period end, we announced the launch of the Rhea VME single-board
computer, which coincided with the launch of Intel®'s latest Atom processor,
to harness this very latest technology for customers looking for a simple,
cost-effective upgrade.

 

The product portfolio strengthens with continued investment in R&D and
sales, enabling a strong pipeline of opportunities, and conversion of these,
to underpin future revenue growth.

 

Partnerships

As part of our strategy to develop a broader range of products and services,
securing and maintaining partnerships is critical for expanding the size and
markets available to us.

 

In H1 FY23, we signed a distribution agreement with SoC-e, an internationally
recognised provider of advanced equipment for real-time and deterministic
Ethernet networking for critical sectors, to enhance our product offering. The
collaboration enables us to enhance our leading range of solutions and systems
to our home and global markets with the addition of time-sensitive networking
capability, which we are starting to see as a requirement for future combat
platforms. We also secured a key partnership agreement with Alpha Data to act
as a reseller of its field programmable gate array- (FPGA) based boards and
modules.

 

In H2 FY23, we showcased our defence-related products at the DSEI Exhibition,
Europe's largest defence and aerospace show. We worked with partners like
Alpha Data and SoC-e to demonstrate our integration capability by showing
products like Helios, our new rugged vision computer.

 

Markets

Defence is the dominant target market for the Group, now accounting for 85% of
our board revenue. Industrial (6%), medical (5%) and scientific (4%) are our
other important domains.

 

People and ESG

In recent years, we have assembled a Board and Leadership Team with experience
in transforming businesses and growing sales globally, and our success in FY23
is due to the efforts of this driven, refreshed team. During the year, we
increased headcount by 17.8%. Attracting and retaining talent is core to our
strategy, and I am delighted that in November 2023 we were awarded Gold status
by the 5% Club, recognising that more than 5% of our workforce is engaged in
'earn & learn' learning programmes.

 

Culture change

We believe that culture is what you do and how you behave and that it drives
business performance, so we have taken deliberate and active action partnering
with Coode Associates to create the company culture that is right for us. Our
target culture includes a renewed focus on output, collaboration, empowerment
and growth, which in turn has positively impacted our productivity and output.

We will continue to instil this through the business, led by our Leadership
Team who, on a daily basis, demonstrate and represent our culture. We have
invested heavily in our leadership capability to lead our culture and will
continue to do so at all levels.

 

ESG

We are continuing with our significant transformation to deliver more products
faster to market through operational excellence and refined governance. Our
key focus for ESG is our people and therefore we have largely invested our
time and energy in making sure that we have an attractive reward and benefits
offering and providing a developmental place to work.

 

Outlook

We have achieved remarkable success in FY23, marked by a record financial
performance, and have put in place the building blocks that will enable us to
deliver long-term, sustainable growth. This is driven by significant design-in
wins and strategic investment in the Systems divisions, including the
acquisition of Phillips Aerospace.

 

During the year, there was a step change in how the Group invests in
marketing, sales and partnerships to expand our market opportunities. Looking
ahead, we will remain focused on leveraging the knowledge and the
long-standing relationships the Leadership Team has developed to invest in a
measured way to design boards and systems for a range of applications. FY24
will be about balancing our investment and mobilising to win and deliver
systems to achieve our short-term financial targets.

 

Miles Adcock

Chief Executive Officer

 

CFO's Statement

The Group delivered a strong financial performance in the FY23, with a
significant growth in revenue and profit before tax (adjusted for exceptional
items), resulting in a solid cash position.

Financial KPIs

 

                                       2023      2022     2021
 Revenue                               £31.7m    £18.3m   £20.5m
 % change vs previous year             73%       -10%     -3%
 Gross profit                          £15.6m    £8.88m   £11.4m
 % gross margin                        49%       49%      56%
 Profit before tax & exceptionals      £3.7m     £0.4m    £3.5m
 % change vs previous year             959%      -89%     25%
 Earnings per share                    4.98p     1.35p    3.84p
 Proposed dividend per share           1p        0p       2.55p
 EBITDA*                               £6.0m     £2.1m    £4.9m
 Closing cash                          £11.12m   £4.51m   £11.84m
 % change vs previous year             146%      -62%     5%
 Investment in R&D                     £3.8m     £3.69m   £1.82m
 % change vs previous year             3%        103%     50%
 Total assets                          £47.8m    £32.6m   £29.8m
 Shareholders' funds                   £35.0m    £23.2m   £22.7m

*EBITDA is defined as operating profit excluding finance costs, taxation,
depreciation and amortisation.

Revenue

The Company generates sales through products and associated services. A
minimal amount of revenue (c.£1.1m) is included in FY23 for system sales
(including sales for the acquisition of Phillips Aerospace from 6 September
2023). FY23 saw a record year for revenue, despite being constrained in the
first half of the year due to component shortages.

 

Geographical split of revenue

 

 Revenue                               Year to                     Year to
                                       31 December                 31 December
                                       2023                        2022
                                       £                           £
                  United States             13,060,691                    6,564,816
                  Malaysia             392,850                            3,047,798
                  Germany                     6,450,372
                  United Kingdom              2,148,568                   1,167,266
                  Other Europe                4,178,401                   4,003,849
                  Rest of the World           5,425,434                   3,491,042
                                            31,656,316                  18,274,771

 

The geographical split of revenue is quite different in FY23 versus the prior
year. FY22 was driven by component availability and, therefore, what we were
able to ship to customers. FY23 still had an element of this but it was less
extreme, with H2 being relatively unconstrained by component availability. We
have one customer in Malaysia, and the profile is simply reflective of its
schedule. Germany has represented a significant growth area due to timing of
programs (orders in FY22 and FY23), with higher production and development
volume creating revenue in FY23. A key point to note is the growth in the UK
and US, both our home markets, where we have been concentrating our business
development activities. An important element of our strategy has been to
reduce our reliance on one customer, which was a feature of the past business,
and this strategy is clearly working, as evidenced by the table below.

 

% Revenue by top customers

 

 

Revenue by market

 

 Defence                            £26,758,184   85%
 Industrial and scientific          £3,169,680    10%
 Medical, communications and other  £1,728,452    5%
 Total                              £31,656,316

 

Gross profit

Gross profit increased by 76% to £15.64m (FY22: £8.88m), reflecting the
significant increase in revenue. Our gross profit margin of 49.4% (FY22:
48.6%) is reflective of the improving components situation and more efficient
delivery.

Profit

Profit before tax (excluding exceptionals) increased by 959% to £3.7m (FY22:
£0.4m). This is a result of the record revenues achieved in FY23. EBITDA
(measured as operating profit plus depreciation and amortisation) increased by
184% to £6.0m (FY22: £2.1m). Amortisation of our products was up by 23% to
£1.35m, reflecting the new product portfolio starting to be released into the
profit-and-loss account. Depreciation is also significantly up by 91%, of
which 17% reflects the investment in new machinery and the improved offices of
Theale, Reading and the remainder is the effect of bringing in the acquisition
balances. The new products and the new facility are both key elements in the
growth strategy of the Group and will enable the realisation of exceptional
further growth.

 

Earnings per share (EPS) was 4.98p (FY22: 1.35p). This reflects the increased
weighted average number of ordinary shares in FY23 generated by the equity
raise completed in August 2023. On the previous basis, the EPS would have been
5.0p.

Cost base

It has been necessary to improve the cost base of the business; it has
significantly increased with FY23 at £12.2m (FY22: £8.3m). This reflects the
investment needed in the business to prepare and be ready for growth. This
will be achieved through our new ways of working (e.g. business development,
systems, design wins, product development).

 

The Group continues to pursue the strategy, investing in R&D, developing
new products and securing talented people to deliver and drive the business.
Through FY23, the business has started to see the results of that investment.

 

 

 

As per the table above, a major part of the cost increase has been the investment in people, with salaries increasing by £2.1m. Headcount has increased by 23, from 129 to 152 (including 12 from the acquisition of Phillips) from 31 December 2022, and has increased from 109 at the beginning of FY22.

Bonuses and commission have also risen in FY23, due to excellent performance
and a change to the commission scheme (to simplify and pay on order
performance), which generated a one-off catch-up in FY23 of c.£0.3m.

 

Foreign exchange rates also had a significant impact on the FY23 accounts,
with a swing in rates causing a negative effect against FY22. All other costs
were relatively flat.

 
Tax

The Group has undertaken a full tax review and computation, in accordance with
UK tax regulations. Due to having significant R&D investment, we remain in
a tax credit position for FY23.

 

Cash flow

The business has a healthy cash balance of £11.1m, with £5.6m generated from
normal operations (a strong increase from FY22 at -£0.9m). Revenue was strong
in Q4, meaning trade debtors going out of FY23 were high at £5.4m. The
business was cash generative in FY23; this is a reversal of the difficult
position in FY22 (due to components availability), which saw a decrease of
£7.3m.

 

Statement of financial position

Inventory at the close of FY23 was £11.96m (FY22: £10.09m). This was driven
by the management of parts throughout the challenging period due to the
components crisis, where the business chose to invest cash in increasing
inventory based on market availability to enable the delivery of products.
This is now followed by a period of growth and, therefore, inventory holding
will revert to 'normal' levels based on a higher-revenue business. These two
drivers will continue to play out throughout FY24. The business reviews
inventory regularly and provides for obsolescence and slow-moving inventory
accordingly, which totalled £1.26m in FY23 (FY22: £0.7m).

 

Inventory is a key factor in enabling the business to deliver most efficiently
and effectively, with careful management contributing to the reduction in lead
times in getting products to customers.

 

Trade payables have increased to £5.7m (FY22: £2.98m). This is predominantly
due to the purchase of an end-of-life component that is used across many of
the products. This component was delivered in FY23; however, payment terms
were agreed that enable payment in April FY24.

 

Acquisition

On 5 September 2023, Concurrent Technologies Group completed the acquisition
of Phillips Aerospace in California, USA.

 

The acquisition aims to underpin and execute the systems strategy of the
business. It provides a footprint, capability, accreditations and credibility
that will support the drive for systems revenue going forward.

 

Phillips Aerospace was purchased for $3.3m (£2.8m), split between cash at
$1.1m (£0.8m), equity of $1.5m (£1.3m), and repayment of outstanding loan
balances within Phillips Aerospace of $0.8m (£0.7m). A detailed summary of
the transaction is set out in Note 27 to the financial statements.

 

Two of the owners (the third was a silent partner) remain with the business
and are fully committed to driving the systems strategy forward with the
business.

 

The fair value of the assets acquired has been considered under IFRS 3 and a
purchase price allocation exercise has been undertaken and reflected in Note
27 of the accounts.

 

In the period since the business has been owned by Concurrent Technologies, it
delivered £0.8m revenue and contributed £0.2m profit to the Group.

 

Kim Garrod

Chief Financial Officer

 

Consolidated statement of comprehensive income for the year ended 31 December 2023
 
                                                             Note

 For the year ended 31 December 2023

                                                                       Year to                      Year to
                                                                       31 December                  31 December
                                                                       2023                         2022
                                                                       £                            £
 Revenue                                                     3          31,656,316                   18,274,771
 Cost of sales                                                          (16,018,368)                    (9,397,449)
 Gross profit                                                           15,637,948                      8,877,322
 Administrative expenses                                                (11,951,314)                    (8,390,682)
 Group operating profit                                      4             3,686,634                       486,640
 Finance expense                                                               (86,010)                  (104,505)
 Finance income                                              5                  68,145                             546
 Exceptional acquisition expenses                            27             (195,881)                                  -
 Profit before tax                                                         3,472,888                       382,681
 Tax credit                                                  6           400,248                         604,344
 Profit for the year                                                       3,873,136                       987,025

 Other comprehensive income
 Exchange (losses)/gains) on translating foreign operations                 (101,340)                        69,463
 Other comprehensive income for the year, net of tax                        (101,340)                        69,463
 Total comprehensive income for the year                                   3,771,796                    1,056,488

 Profit for the period attributable to:
 Equity holders of the Parent                                              3,873,136                       987,025

 Total comprehensive income attributable to:
 Equity holders of the Parent                                              3,771,796                    1,056,488

 Earnings per share
 Basic earnings per share                                    8         4.98p                        1.35p

 Diluted earnings per share                                  8         4.85p                        1.35p

 

 

All operations were continuing within the year.

 

This statement should be read in conjunction with accompanying notes

 

 

Consolidated Statement of Financial Position for the year ended 31 December 2023

 

 For the year ended 31 December 2023                          31 December               31 December
                                                              2023                      2022
                                                              £                         £
 ASSETS
 Non-current assets
 Property, plant and equipment                        11          2,465,883                 2,685,107
 Intangible assets                                    12       13,914,398                   8,807,290
 Deferred tax assets                                  13               432,642                 350,753
                                                               16,812,923                11,843,150
 Current assets
 Inventories                                          15       11,958,500                10,090,437
 Trade and other receivables                          16          6,442,827                 5,439,912
 Current tax assets                                   6           1,492,621                    762,545
 Cash and cash equivalents                                     11,118,728                   4,512,720
                                                               31,012,676                20,805,614

 Total assets                                                  47,825,599                32,648,764

 LIABILITIES
 Non-current liabilities
 Deferred tax liabilities                             13          2,094,095                 2,126,588
 Trade and other payables                             17             695,273                1,257,820
 Provisions                                           19             315,135                   304,336
                                                                  3,104,503                 3,688,744
 Current liabilities
 Trade and other payables                             17       9,666,412                    5,765,262
 Provisions                                           19               18,256                    18,256
                                                               9,684,668                    5,783,518

 Total liabilities                                             12,789,171                   9,472,262

 Net assets                                                    35,036,428                23,176,502

 EQUITY
 Capital and reserves
 Share capital                                        21             861,692                   739,000
 Share premium account                                21          9,950,231                 3,699,105
 Merger reserve                                       21      1,283,457                 -
 Capital redemption reserve                           21          256,976                      256,976
 Cumulative translation reserve                       21           (129,276)                    (27,936)
 Profit-and-loss account                                       22,813,348                18,509,357
 Equity attributable to equity holders of the Parent           35,036,428                23,176,502

 Total equity                                                  35,036,428                23,176,502

 

 

 

This statement should be read in conjunction with accompanying notes.

 

 

Company Statement of Financial Position for the year ended 31 December 2023

 

                                                              31 December                  31 December
                                                              2023                         2022
                                                              £                            £
 ASSETS
 Non-current assets
 Property, plant and equipment                        11          2,374,209                    2,628,501
 Intangible assets                                    12       11,217,904                      8,807,290
 Deferred tax assets                                  13             432,642                      350,753
 Investments                                          14          1,572,640                    1,446,952
                                                               15,597,395                   13,233,496
 Current assets
 Inventories                                          15       11,754,564                   10,090,437
 Trade and other receivables                          16          8,534,995                    5,870,077
 Current tax assets                                   6           1,434,921                       703,087
 Cash and cash equivalents                                        9,111,243                    1,704,517
                                                               30,835,723                   18,368,118

 Total assets                                                  46,433,118                   31,601,614

 LIABILITIES
 Non-current liabilities
 Deferred tax liabilities                             13          1,834,823                    2,178,634
 Trade and other payables                             17             677,607                   1,211,405
 Provisions                                           19             315,135                      304,336
                                                                  2,827,565                    3,694,375
 Current liabilities
 Trade and other payables                             17          8,890,046                    5,171,306
 Provisions                                           19               18,256                       18,256
                                                                  8,908,302                    5,189,562

 Total liabilities                                             11,735,867                      8,883,937

 Net assets                                                    34,697,251                   22,717,677

 EQUITY
 Capital and reserves
 Share capital                                        21             861,692                      739,000
 Share premium account                                21          9,950,231                    3,699,105
 Merger reserve                                       21      1,283,457                    -
 Capital redemption reserve                           21          256,976                         256,976
 Profit-and-loss account                              21       22,344,895                   18,022,596
 Equity attributable to equity holders of the Parent           34,697,251                   22,717,677

 Total equity                                                  34,697,251                   22,717,677

 

 

 

This statement should be read in conjunction with accompanying notes.

 

 

 

Consolidated Cash Flow Statement for the year ended 31 December 2023

 

 For the year ended 31 December 2023                                           Year to                                       Year to
                                                                               31 December                                   31 December
                                                                               2023                                          2022
                                                                               £                                             £

 Cash flows from operating activities
 Profit before tax for the period                                                  3,472,888                                              382,681
 Adjustments for:
 Finance income                                                                        (68,145)                                                 (546)
 Finance expense                                                                        86,010                                            104,505
 Depreciation                                                                         806,236                                             422,047
 Amortisation                                                                      1,509,167                                          1,197,972
 Impairment loss                                                                        31,557                                            327,526
 Share-based payment                                                                  430,854                                             219,363
 Exchange differences                                                               (145,706)                                               82,384
 Increase in inventories                                                         (1,868,063)                                         (3,665,001)
 Increase in trade and other receivables                                         (1,029,033)                                         (2,451,279)
 Increase in trade and other payables                                              2,853,322                                          2,222,123
 Cash generated/(used in) from operations                                          6,079,087                                         (1,158,225)
 Tax received/(paid)                                                                (444,210)                                             267,884
 Net cash generated/(used in) from operating activities                            5,634,877                                            (890,341)

 Cash flows from investing activities
 Interest received                                                                      68,145                                                    546
 Purchases of property, plant and equipment (PPE)                                   (495,973)                                        (1,480,394)
 Payment of acquisition of subsidiary net of cash acquired                         (685,767)                                                         -
 Capitalisation of development costs and purchases of intangible assets          (3,977,839)                                         (3,711,617)
 Net cash used in investing activities                                           (5,091,434)                                         (5,191,465)

 Cash flows from financing activities
 Equity dividends paid                                                                             -                                 (1,027,088)
 Repayment of leasing liabilities                                                   (215,209)                                             (94,842)
 Interest paid                                                                         (86,010)                                         (104,505)
 Issue of ordinary shares net of issue costs                                       6,355,741                                                         -
 Sale of treasury shares                                                                         -                                            2,425
 Net cash generated/(used) in financing activities                                 6,054,522                                         (1,224,010)

 Effects of exchange-rate changes on cash and cash equivalents                             8,043                                          (21,222)

 Net increase/(decrease) in cash                                                   6,606,008                                 (7,327,038)
 Cash at beginning of period                                                       4,512,720                                 11,839,758
 Cash at the end of the period                                                  11,118,728                                   4,512,720

 

This statement should be read in conjunction with accompanying notes.

 

Consolidated Statement of Changes in Equity for the year ended 31 December 2023
                                                                                                                                                                                       Capital                                   Cumulative                            Profit-
                                                             Share                                 Share                                         Merger                                redemption                                translation                           and-loss                                    Total
                                                             capital                               premium                                       reserve                               reserve                                   reserve                               account                                     equity
                                                             £                                     £                                             £                                     £                                         £                                     £                                           £
 Balance at 1 January 2022                                        739,000                               3,699,105                                                -                            256,976                                 (97,399)                           18,082,077                                  22,679,759

 Profit for the period                                                       -                                         -                                         -                                       -                                       -                             987,025                                     987,025
 Exchange differences on translating foreign operations                      -                                         -                                         -                                       -                              69,463                                            -                                  69,463
 Total comprehensive income for the period (restated)                        -                                         -                                         -                                       -                              69,463                                 987,025                                 1,056,488
 Share-based payment                                                         -                                         -                                         -                                       -                                       -                             219,363                                     219,363
 Deferred tax on share-based payment                                         -                                         -                                         -                                       -                                       -                             245,555                                     245,555
 Dividends paid                                                              -                                         -                                         -                                       -                                       -                        (1,027,088)                                 (1,027,088)
 Sale/purchase of treasury shares                                            -                                         -                                         -                                       -                                       -                                 2,425                                       2,425
 Issue of ordinary shares                                                    -                                         -                                         -                                       -                                       -                                        -                                           -
 Balance at 31 December 2022                                      739,000                               3,699,105                                                -                            256,976                                 (27,936)                           18,509,357                                  23,176,502

 Profit for the period                                                       -                                         -                                         -                                       -                                       -                         3,873,136                                   3,873,136
 Exchange differences on translating foreign operations                      -                                         -                                         -                                       -                          (101,340)                                             -                              (101,340)
 Total comprehensive income for the period                                   -                                         -                                         -                                       -                          (101,340)                              3,873,136                                   3,771,796
 Share-based payment                                                         -                                         -                                         -                                       -                                       -                             430,854                                     430,854
 Deferred tax on share-based payment                                         -                                         -                                         -                                       -                                       -                                        -                                           -
 Dividends paid                                                              -                                         -                                         -                                       -                                       -                                         0                                           0
 Sale/purchase of treasury shares                                            -                                         -                                                                                 -                                       -                                        -                                           -
 Merger reserve                                              18,077                                                                              1,283,457                                               -                                       -                                        -                            1,301,534
 Shares issued during the year                                    104,615                               6,251,126                                                -                                       -                                       -                                        -                            6,355,741
 Balance at 31 December 2023                                      861,692                               9,950,231                                 1,283,457                                   256,976                               (129,276)                            22,813,347                                  35,036,427

 

This statement should be read in conjunction with accompanying notes.

 

Company Statement of Changes in Equity for the year ended 31 December 2023

 

                                                                                                                                                                                     Capital                                     Profit-
                                                             Share                                 Share                                       Merger                                redemption                                  and-loss                                    Total
                                                             capital                               premium                                     reserve                               reserve                                     account                                     equity
                                                             £                                     £                                           £                                     £                                           £                                           £
 Balance at 1 January 2022                                        739,000                              3,699,105                                               -                            256,976                                17,493,403                                  22,188,484

 Total profit and comprehensive income for the period                        -                                        -                                        -                                        -                            1,086,851                                   1,086,851
 Share-based payment                                                         -                                        -                                        -                                        -                                221,450                                     221,450
 Deferred tax on share-based payment                                         -                                        -                                        -                                        -                                245,555                                     245,555
 Dividends paid                                                              -                                        -                                        -                                        -                           (1,027,088)                                 (1,027,088)
 Sale/purchase of treasury shares                                            -                                        -                                        -                                        -                                    2,425                                       2,425
 Issue of ordinary shares                                                    -                                        -                                        -                                        -                                           -                                           -
 Balance at 31 December 2022                                      739,000                              3,699,105                                               -                            256,976                                18,022,596                                  22,717,677

 Total profit and comprehensive income for the period                        -                                        -                                        -                                        -                            3,632,774                                   3,632,774
 Share-based payment                                                         -                                        -                                        -                                        -                                430,854                                     430,854
 Deferred tax on share-based payment                                         -                                        -                                        -                                        -                                           -                                           -
 Dividends received                                                          -                                        -                                        -                                        -                                258,670                                     258,670
 Sale/purchase of treasury shares                                            -                                        -                                        -                                        -                                           -                                           -
 Merger reserve                                              18,077                                                                            1,283,457                                                -                                           -                            1,301,534
 Shares issued during the year                                    104,615                              6,251,126                                               -                                        -                                           -                            6,355,741
 Balance at 31 December 2023                                      861,692                              9,950,231                                1,283,457                                   256,976                                22,344,894                                  34,697,250

 

This statement should be read in conjunction with accompanying notes.

 

Notes to the Financial Statements

 

 

 

 Note 1  GENERAL INFORMATION
         The principal activity of Concurrent Technologies plc ('the Company') and its
         subsidiaries (together 'the Group') is the design, development, manufacture
         and marketing of single-board computers for system integrators and original
         equipment manufacturers.

         On 6 September 2023, the Group acquired 100% of the voting shares of Phillips
         Aerospace Limited. Please refer to Note 27 for further details.

         Concurrent Technologies plc is the Group's ultimate Parent Company. It is
         incorporated and domiciled in the United Kingdom. Concurrent Technologies
         plc's shares are listed on the Alternative Investment Market of the London
         Stock Exchange.

         The Group's financial statements are presented in pounds sterling (£), which
         is also the functional currency of the Parent Company. They have been approved
         for issue by the Board of Directors on 30 April 2024.

 Note 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

 

 Basis of preparation   These financial statements are for the year ended 31 December 2023. They have

                      been prepared in accordance with UK-adopted international accounting standards
                        and with the requirements of the Companies Act 2006. These financial
                        statements have been prepared under the historical cost convention.

                        New and amended IFRS accounting standards that are effective for the current
                        year

                        In the current year, the Company has applied a number of amendments to IFRS
                        accounting standards issued by the International Accounting Standards Board
                        (IASB) that are mandatorily effective for an accounting period that begins on
                        or after 1 January 2023. Their adoption has not had any material impact on the
                        disclosures or on the amounts reported in these financial statements.

                        ·      IAS 1: Classifications of Liabilities as Current or Non-Current
                        (effective for periods commencing on or after 1 January 2023)

                        ·      IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting
                        Policies (effective for periods commencing on or after 1 January 2023)

                        ·      IAS 8: Definition of Accounting Estimates (effective for periods
                        commencing on or after 1 January 2023)

                        ·      IAS 12: Deferred Tax Related to Assets and Liabilities Arising
                        from a Single Transaction (effective for periods commencing on or after 1
                        January 2023)

                        New and revised IFRS accounting standards in issue but not yet effective

                        Certain standards, amendments to and interpretations of published standards
                        have been published that are mandatory for the Group's accounting years
                        beginning on or after 1 January 2024, or later years, and which the Group has
                        decided not to adopt early:

                        ·      IFRS 7 and IAS 7: Supplier Finance Arrangements (effective for
                        periods commencing on or after 1 January 2024)

                        ·      IAS 1: Non-Current Liabilities with Covenants (effective for
                        periods commencing on or after 1 January 2024)

                        None of the above listed changes are anticipated to have a material impact on
                        the Group's financial statements.

                        Changes in significant accounting policies

                        There have been no changes in the year to significant accounting policies in
                        the period.

                        The Parent Company has relied on the exemption conferred by Section 408 of the
                        Companies Act 2006 in not publishing its own profit-and-loss account. The
                        Parent Company retained profit for the year was £3,632,774 (2022:
                        £1,086,850).

                        The policies set out below have been consistently applied to all the years
                        presented, except where stated.

 Basis of presentation  The consolidated financial statements are presented in accordance with IAS 1:

                      Presentation of Financial Statements. The Group has elected to present the
                        'Income Statement' and 'Statement of Other Comprehensive Income' in one
                        statement.

                        The basis of presentation is the UK-adopted international accounting standards
                        to FRS 101 for the Parent Company information. This has been prepared using
                        the adapted format of the balance sheet. Disclosure exemptions taken include
                        no cash flow statement for the Company, reduced disclosures for financial
                        instruments, financial risk management, related party transactions,
                        share-based payment, key management personnel and other relevant exemptions.

 

 Note 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

 Going concern           The Directors have reviewed the approved budget and projections sensitised for
                         different scenarios through to December 2025, considering general and specific
                         market conditions, status of suppliers, liquidity and funding requirements and
                         the needs of subsidiary companies.

                         The Directors have assessed the viability of the Group using extreme
                         assumptions to reverse stress test the cash forecast. Assumptions include
                         extreme reduction in sales, decrease in gross margin and a reduction in stock
                         levels (as anticipated in 2024 to reduce working capital). Additionally,
                         within these scenarios we have excluded any potential beneficial impacts such
                         as tighter management of working capital and cost reduction measures. These
                         have been excluded to retain headroom in the forecast and to provide a worst
                         expected case scenario. The forecast cash balances within the Group show that
                         there is no borrowing requirement or going concern issues, enabling the
                         Directors to be confident the Group will be able to meet its obligations.

 Basis of consolidation  The consolidated financial statements incorporate the financial statements of
                         the Company and its subsidiary undertakings. A subsidiary is a company
                         controlled directly by the Group. Control is achieved where the Group has the
                         power over the investee, rights to variable returns and the ability to use the
                         power to affect the investee's returns.

                         The acquisition method views a business combination from the perspective of
                         the combining entity that is identified as the acquirer. The acquirer
                         recognises the assets acquired and liabilities and contingent liabilities
                         assumed, including those not previously recognised by the acquiree, where
                         recognition criteria are met. Measurement of these items is generally at fair
                         value at acquisition date. The measurement of the acquirer's assets and
                         liabilities is not affected by the transaction, nor are any additional assets
                         or liabilities of the acquirer recognised as a result of the transaction,
                         because they are not the subjects of the transaction. All subsidiaries are
                         100% wholly owned and are fully controlled by the Group. All intra-Group
                         transactions, balances, income and expenses are eliminated on consolidation.

 Revenue recognition     Revenue is recognised by the Group using the five-step process outlined in
                         IFRS 15:

                         ·      Identification of a contract with a customer

                         ·      Identification of the performance obligations

                         ·      Determination of the transaction price

                         ·      Allocation of the transaction price to the performance
                         obligations

                         ·      Recognise revenue when the performance obligations are satisfied

                         The Group's principal source of revenue is from the sale of single-board
                         computers and associated products (which could include software products that
                         are required by the customer to be added to the boards sold - for example,
                         security software). Revenue from the sale of products, including any added
                         software (this is so interlinked with the single-board computer that they are
                         considered one performance obligation under IFRS 15) is recognised when the
                         Group satisfies its performance obligations by transferring the promised goods
                         to its customers. Control is considered to transfer, at the point in time when
                         the customer takes undisputed responsibility for the goods. This depends on
                         the terms and conditions of sale with the customer. There are three main terms
                         for delivery: 1) The Group are responsible for the goods until delivered at
                         the stated delivery address under the contract; 2) Free on board contract
                         terms means the goods remain the Group's responsibility until they are placed
                         onboard the vehicle for shipping, with export duty being the Group's
                         responsibility as well. The customer is responsible post this point; 3)
                         Ex-works contract terms, where the customer is responsible from the point the
                         goods leave the factory or appropriate site, often under control of the
                         customer's defined shipping arrangement.

                         The Group provides a basic warranty on its products but does offer customers
                         the opportunity to purchase an extended warranty of one, two or three years
                         for their boards. As the customer has the option of purchasing the additional
                         warranty separately, this is accounted for as a separate performance
                         obligation under IFRS 15 where the Group will repair or replace faulty boards
                         at no additional charge to the customer. Contract liabilities on these
                         extended warranties are recognised and released to income over the warranty
                         period until the performance obligation is satisfied. During the 12 months to
                         31 December 2023, £28,235 was released to profit and loss.

                         Revenue recognised for systems contracts, under IFRS 15, was £1.1m (including
                         Phillips Aerospace) for 2023 financial statements. Systems revenue will
                         continue into 2024 and beyond. Revenue will normally be recognised over time,
                         in accordance with IFRS 15, based on the stage of completion of the relevant
                         performance obligations, and will be dependent on the conditions of each
                         specific contract.

 

 Revenue recognition (continued)  For our single-board business, invoices are raised on despatch and payment
                                  terms are usually 30 days from date of invoice. For the systems business,
                                  payment terms will be based on negotiations and could include pro-forma and
                                  30-day payment terms, but will be subject to negotiated positions.

 Cost of sales                    Cost of sales consists of external purchases and stock used on delivering
                                  specific contracts, plus the direct workforce (predominantly manufacturing)
                                  related to the fulfilment of the specific contracts and direct ancillary costs
                                  such as shipping.

 Administrative expenses          This includes all non-direct costs (e.g. general overheads such as rent,

                                rates, sales and indirect functions.) This also includes non-direct
                                  engineering expenses.

 Exceptional items

                                  This is made up of costs incurred as a result of the acquisition of Phillips
                                  Aerospace. The Company considers these to be outside of the normal course of
                                  business so have treated these as exceptional expenses.
 Foreign currencies               The functional and presentational currency of the Company is pounds sterling
                                  (GBP). Transactions in currencies other than the functional currency of the
                                  individual entities within the Group are recorded at the rates of exchange
                                  prevailing on the dates of the transactions. Foreign exchange gains and losses
                                  resulting from the settlement of such transactions and from the re-measurement
                                  of monetary items at year-end exchange rates are recognised in profit or loss.

                                  In the Group's financial statements, all assets, liabilities and transactions
                                  of Group entities with a functional currency other than GBP are translated
                                  into pounds sterling upon consolidation. The functional currencies of the
                                  entities in the Group have remained unchanged during the reporting period.

                                  On consolidation, assets and liabilities have been translated into GBP at the
                                  closing rate at the reporting date. Foreign exchange differences arising for
                                  intercompany transactions are charged within profit and loss. Income and
                                  expenses have been translated into GBP at the rates of exchange prevailing on
                                  the dates of the transactions over the reporting period. In line with IAS 21,
                                  an average rate is used for the period unless exchange rates fluctuate
                                  significantly and then the weighted average rate is used. Exchange differences
                                  are charged/credited to other comprehensive income and recognised in the
                                  cumulative translation reserve in equity. On disposal of a foreign operation,
                                  the cumulative translation differences recognised in equity are reclassified
                                  to profit or loss and recognised as part of the gain or loss on disposal.
                                  Goodwill and fair value adjustments arising on the acquisition of a foreign
                                  entity are treated as assets and liabilities of the foreign entity and
                                  translated into GBP at the closing rate.

 Inventories                      Inventories are stated at the lower of cost and net realisable value on a
                                  first-in first-out basis. Cost includes materials, direct labour and an
                                  attributable proportion of manufacturing overheads based on normal levels of
                                  activity. Net realisable value represents the estimated selling price after
                                  allowing for the costs of realisation and, where appropriate, the cost of
                                  conversion from their existing state into a finished condition. Provision is
                                  made where necessary for obsolete, slow-moving or defective inventories.

 Leases                           A lease is defined as a contract, or part of a contract, that conveys the
                                  right to use an asset (the underlying asset) for a period of time in exchange
                                  for consideration. To apply this definition, the Group assesses whether the
                                  contract meets three key evaluations, which are whether the contract contains
                                  an identified asset, which is either explicitly identified in the contract or
                                  implicitly specified by being identified at the time the asset is made
                                  available to the Group; the Group has the right to obtain substantially all of
                                  the economic benefits from use of the identified asset throughout the period
                                  of use, considering its rights within the defined scope of the contract; and
                                  the Group has the right to direct the use of the identified asset throughout
                                  the period of use.

                                  At lease commencement, the Group recognises a right of use asset and a lease
                                  liability on the balance sheet. The right of use asset is measured at cost and
                                  initial direct costs incurred by the Group. The right of use asset is then
                                  depreciated on a straight-line basis over the term of the lease or the
                                  estimated useful life of the asset if shorter. At commencement date, the Group
                                  measures the lease liability at the present value of the future lease
                                  payments, discounted using the Group's incremental borrowing rate.

                                  The Group has elected to account for short-term leases and leases of low-value
                                  assets using the recognition exemptions of IFRS 16, and payments in relation
                                  to these are recognised as an expense in the appropriate period.

                                  Right of use assets have been included in property, plant and equipment and
                                  the corresponding lease liability included in trade and other payables.
                                  Detailed lease liability information is included in Notes 17 and 20.

 

 

 Property, plant and equipment  Property, plant, and equipment is stated at original historical cost, net of
                                depreciation and any provision for impairment. Depreciation is charged so as
                                to write off the cost of assets together with any cost directly attributable
                                with bringing the asset into use, less estimated residual value, on a
                                straight-line basis over their estimated useful lives in accordance with the
                                table below:

                                Plant and
                                machinery
                                5-15 years on a straight-line basis

                                Fixtures, fittings and
                                equipment                            3-7 years on a
                                straight-line basis

                                Computer
                                equipment
                                3-5 years on a straight-line basis

                                Improvements to short leasehold property          5-10 years on a
                                straight-line basis

                                The gain or loss arising on the disposal or retirement of an asset is
                                determined as the difference between the sales proceeds and the carrying
                                amount of the asset and is recognised in the statement of comprehensive
                                income.

                                The residual values and useful economic lives of property, plant and equipment
                                are reviewed annually.

 Intangible assets              All intangible assets are stated at cost less accumulated amortisation and any
                                accumulated impairment losses.

                                Goodwill

                                Goodwill has arisen upon the acquisition of Phillips Aerospace made on 6
                                September 2023, which is defined as a single cash-generating unit (CGU). The
                                assets acquired are not capable of individually generating revenue on their
                                own, so they are deemed combined within the business as a whole to generate
                                revenue, and therefore the business (Phillips Aerospace) is defined as a
                                single CGU.

                                The goodwill is the amount attributable to the excess of consideration over
                                the fair value of the net assets acquired, including expected synergies,
                                future growth, critical accreditations and technical knowledge of the
                                employee, and is recorded in accordance with IFRS 3 'Business Combinations'.

                                Goodwill is reviewed and tested annually for impairment.

                                Research costs

                                Research costs are charged directly to administrative expense in the statement
                                of comprehensive income as incurred.

                                Development costs

                                Development costs are capitalised as intangible assets if the asset can be
                                separately identified; it is in the control of the Group; future economic
                                benefits will accrue to Group; it is technically feasible, the Group has
                                adequate resources to complete the development of the asset and the costs can
                                be reliably determined.

                                Capitalised development costs comprise all directly attributable costs
                                necessary to create, produce and prepare the asset to be capable of operating
                                in the manner intended by management, including development-related overheads.
                                Amortisation commences upon completion of the development or when the asset
                                becomes available for commercial production. Capitalised development costs are
                                amortised on a straight-line basis, over the estimated product life, which is
                                generally five to seven years. The asset will be reviewed annually for
                                indicators of impairment, and whenever indicators suggest that the carrying
                                amount may not be recovered throughout the period in which it is being used,
                                the asset will be subject to a full impairment review. All intangible assets,
                                including those not yet available for use, will be reviewed for indicators of
                                impairment.

                                All other development costs are recorded under administrative expense in the
                                statement of comprehensive income in the period they are incurred. The table
                                below shows products with an NBV of £500,000 or more:

 

 Product  NBV        Remaining amortisation period
 Board A  2,128,699  84 months
 Board B  1,393,825  84 months
 Board C  1,085,150  70 months
 Board D  806,608    84 months
 Board E  576,782    84 months

 

                                     Customer relationships

                                     Customer relationships were acquired as part of the acquisition of Phillips
                                     Aerospace on 6 September 2023 and have applied an income approach valuation
                                     using the multi-period excess earning method with a useful economic life of
                                     ten years.

                                     Other intangible assets

                                     Intangible assets purchased separately, such as software licences that do not
                                     form an integral part of hardware, are capitalised at cost and amortised over
                                     their useful lives of three to seven years.

                                     The carrying values of intangible assets with finite lives are reviewed for
                                     impairment when events or changes in circumstance indicate the carrying value
                                     may be impaired. If any such indication exists, the recoverable amount of the
                                     asset is estimated in order to determine the extent of impairment loss.

                                     The recoverable amount of the asset will be used as for all other intangible
                                     assets (e.g. backlog and pipeline opportunities), except where the asset does
                                     not generate independent cash flows, i.e. additional software packages sold as
                                     an add-on to a board.

                                     This also contains the AS9110C licence obtained as part of the acquisition of
                                     Phillips Aerospace. This has been valued using an income approach based upon
                                     the 'relief from royalty' method with a useful economic life of ten years.

 Impairment of property, plant and equipment, and intangible assets      At each balance sheet date, the Group reviews the carrying amounts of its
                                                                         tangible and intangible assets to determine whether there is any indication
                                                                         that those assets have suffered an impairment loss. If any such indication
                                                                         exists, the recoverable amount of the asset is estimated in order to determine
                                                                         the extent of the impairment loss.

                                                                         Recoverable amount is the higher of fair value less costs to sell and value in
                                                                         use. In assessing value in use, the estimated future cash flows (using both
                                                                         backlog and weighted pipeline) are discounted (8.1% rate used) to their
                                                                         present value. If the recoverable amount of an asset is estimated to be less
                                                                         than its carrying amount, the carrying amount of the asset is reduced to its
                                                                         recoverable amount. An impairment loss is immediately recognised as an expense
                                                                         in the statement of comprehensive income.

                                                                         Where an impairment loss subsequently reverses, the carrying amount of the
                                                                         asset is increased to the revised estimate of its recoverable amount, but so
                                                                         that the increased carrying amount does not exceed the carrying amount that
                                                                         would have been determined had no impairment loss been recognised for the
                                                                         asset in prior years. A reversal of an impairment loss is recognised as a
                                                                         credit to expenses immediately.

 Taxation                                                                Current tax is the tax currently payable based on taxable profit for the year.
                                                                         Current tax for current and prior periods shall, to the extent unpaid, be
                                                                         recognised as a liability. If the amount already paid in respect of current
                                                                         and prior periods exceeds the amount due for those periods, the excess shall
                                                                         be recognised as an asset.

                                                                         The tax expense for the period comprises current and deferred tax. Tax is
                                                                         recognised in the income statement, except to the extent that it relates to
                                                                         items recognised in other comprehensive income, or directly in equity. In this
                                                                         case, the tax is also recognised in other comprehensive income or directly in
                                                                         equity, respectively.

                                                                         The Group takes advantage of the small and medium enterprise tax scheme in
                                                                         respect of R&D tax credits. These are included in the taxation line and
                                                                         are accounted for on a receivable basis. This means the Group applies certain
                                                                         assumptions based on previous R&D claims and any changes to the business
                                                                         and applicable legislation to record a credit through profit or loss and an
                                                                         associated receivable on the balance sheet in the accounting period in
                                                                         question.

                                                                         Deferred income taxes are calculated using the liability method on temporary
                                                                         differences. Deferred tax is generally provided on the difference between the
                                                                         carrying amounts of assets and liabilities and their tax bases.  However,
                                                                         deferred tax is not provided on the initial recognition of goodwill, nor on
                                                                         the initial recognition of an asset or liability unless the related
                                                                         transaction is a business combination or affects tax or accounting profit.
                                                                         Deferred tax on temporary differences associated with shares in subsidiaries
                                                                         is not provided if reversal of these temporary differences can be controlled
                                                                         by the Group and it is probable that reversal will not occur in the
                                                                         foreseeable future. In addition, tax losses available to be carried forward as
                                                                         well as other income tax credits to the Group are assessed for recognition as
                                                                         deferred tax assets.

                                                                         Deferred tax liabilities are provided in full, with no discounting. Deferred
                                                                         tax assets are recognised to the extent that it is probable that the
                                                                         underlying deductible temporary differences will be able to be offset against
                                                                         future taxable income. Current and deferred tax assets and liabilities are
                                                                         calculated at tax rates that are expected to apply to their respective period
                                                                         of realisation, provided they are enacted or substantively enacted at the
                                                                         year-end date.

 Financial instruments                                                   Financial assets and financial liabilities are recognised in the balance sheet
                                                                         when the Group becomes a party to the contractual provisions of the
                                                                         instrument.

                                                                         (i)    Financial assets

                                                                         Financial assets are held at amortised cost if the assets are held with the
                                                                         objective to collect contractual cash flows and where the contractual terms of
                                                                         the financial assets give rise to cash flows that are solely payments of
                                                                         principal and interest on the principal amount outstanding. After initial
                                                                         recognition at transaction price being the amount of consideration that is
                                                                         unconditional, receivable balances are measured at amortised cost using the
                                                                         effective interest method, less loss allowance for expected credit losses. The
                                                                         Group's cash and cash equivalents, other financial assets (fixed-term
                                                                         deposits), trade and most other receivables fall into this category of
                                                                         financial instruments.

                                                                         The Group applies the IFRS 9 simplified approach to measuring expected credit
                                                                         losses, which uses a lifetime expected loss allowance for all trade
                                                                         receivables.

 

 Financial instruments (continued)  (i)    Financial liabilities

                                    Trade and other payables are not interest bearing and are initially recognised
                                    at fair value plus transaction costs directly attributable to their
                                    acquisition and then subsequently measured at amortised cost.

                                    (ii)   Financial liabilities and equity

                                    Financial liabilities and equity instruments are classified according to the
                                    substance of the contractual arrangements entered into. Financial liabilities
                                    are obligations to pay cash or other financial assets and are recognised when
                                    the Group becomes a party to the contractual provisions of the instrument.
                                    They are initially recognised at fair value plus transaction costs directly
                                    attributable to their acquisition and subsequently measured at amortised cost
                                    using the effective interest method. An equity instrument is any contract that
                                    evidences a residual interest in the assets of the Group after deducting all
                                    of its liabilities.

 Investments in subsidiaries        Investments in subsidiaries, as reported in the Parent Company financial
                                    statements, are included at cost less provision for impairment.

 Finance income                     Finance income comprises interest income accrued on a time basis, by reference
                                    to the principal outstanding at the effective interest rate applicable.

 Dividends                          Dividends to the Company's shareholders are recognised as a liability and
                                    deducted from shareholders' equity in the period in which the shareholders'
                                    right to receive payment is established.

 Employee benefits                  Retirement benefits

                                    The Company operates a defined contribution retirement benefit plan. The cost
                                    of the defined contribution plan is charged to administrative expenses in the
                                    statement of comprehensive income on the basis of contributions payable by the
                                    Company during the year.

                                    Share-based payments

                                    The Group issues equity-settled share-based payments to certain employees.
                                    Equity-settled share-based payments are measured at fair value at the date of
                                    grant. In the consolidated financial statements, the fair value determined at
                                    the grant date of equity-settled share-based payments is expensed on a
                                    straight-line basis over the vesting period based on the Group's estimate of
                                    shares, which will eventually vest, together with a corresponding increase in
                                    equity. In the financial statements of the Company, equity-settled share-based
                                    payments issued to employees of the Company are treated in the same manner as
                                    in the consolidated financial statements. Equity-settled share-based payments
                                    issued to employees of subsidiary undertakings are treated in the financial
                                    statements of the Company as an increase in investment in subsidiary
                                    companies, together with a corresponding increase in equity, over the vesting
                                    period based on the Group's estimate of shares, which will eventually vest.

                                    Fair value is measured by use of a binomial option pricing model and has been
                                    adjusted for the estimated effect of non-transferability, exercise
                                    restrictions and behavioural considerations.

                                    For options that have non-market vesting conditions, such as EPS growth, the
                                    award has been valued using the Black-Scholes model. This type of model is
                                    typically used where no market conditions are associated with the awards.

                                    Options granted from November 2021 have been valued using the Black-Scholes
                                    model. Option pre-November 2021 used the binomial option pricing model.

 Treasury shares                    The Company's shares that have been purchased and not cancelled are held as
                                    treasury shares and deducted from shareholders' equity. No gain or loss is
                                    recognised in profit or loss on the purchase, sale, issue or cancellation of
                                    the shares.
 Reserves                           Share premium account represents the difference between the price received on
                                    the sale of shares and their par value.

                                    Capital redemption reserve arose from the purchase of shares and represents
                                    their nominal value.

                                    Cumulative translation reserve arises from the consolidation of foreign
                                    subsidiaries.

                                    Share capital represents the nominal value of shares that have been issued.

                                    Merger reserve represents the difference between the price of the shares
                                    issued on acquisition of Phillips Aerospace and their par value.

                                    Profit-and-loss account includes all current and prior period retained profits
                                    and share-based payments less treasury shares held at the balance sheet date.

 Provisions                         Provisions are recognised when present obligations resulting from a past event
                                    will probably lead to an outflow of economic resources from the Group and
                                    amounts can be estimated reliably. Provisions reported are for non-purchased
                                    warranties (all additional purchased warranties are accounted for under
                                    contract liabilities). The obligation under IFRS 15 is for the Group to repair
                                    or replace faulty boards at no additional charge to the customer.

 EPS                                Basic earnings per share is calculated by dividing the profit attributable to

                                  the owners of Concurrent Technologies plc, excluding any costs of servicing
                                    equity other than ordinary shares, by the weighted average number of ordinary

                                  shares outstanding during the financial year.

                                  Diluted earnings per share is calculated by dividing the profit attributable
 DEPS                               to the owners of Concurrent Technologies plc, excluding any costs of servicing

                                  equity other than ordinary shares, by the weighted average number of ordinary
                                    shares and share options outstanding during the financial year.

 Key judgements and estimates       In applying the Group's accounting policies, the Directors are required to
                                    make judgements (other than those involving estimations) that have a
                                    significant impact on the amounts recognised and to make estimates and
                                    assumptions about the carrying amounts of assets and liabilities that are not
                                    readily apparent from other sources. The estimates and associated assumptions
                                    are based on historical experience and other factors that are considered to be
                                    relevant. Actual results may differ from these estimates.

                                    Estimates and judgements are continually evaluated.

                                    Estimates

                                    The resulting accounting estimates will, by definition, seldom equal the
                                    related actual results. The estimates and assumptions that have a significant
                                    risk of creating a material adjustment to the carrying amounts of assets and
                                    liabilities are discussed below.

                                    Development costs

                                    To substantiate the carrying value of the capitalised development costs,
                                    management have applied the criteria of IAS 36 'Impairment of Assets' and have
                                    projected the future economic benefits. They are reviewed against current
                                    backlog and estimated weighted (based on probability factors, predominantly
                                    driven by stage of the opportunity), future pipeline opportunities, which will
                                    be achieved from this investment, using an estimated useful life of seven
                                    years and a value in use calculation. Management considers the review to be
                                    sufficiently robust regarding reasonable movements in discount rates (current
                                    rate used: 8.1%).

                                    A 1% increase in the discount rate would not lead to a material increase in
                                    impairment so, therefore, the discount rate is not considered to be the key
                                    source of estimation uncertainty, but it is the assumptions made around
                                    conversion of future sales that is key to the estimate. Where indicators
                                    exist, management then records judgement-based impairment charges that
                                    consider project-specific technical issues, customer feedback, opportunity for
                                    product substitution and other market factors. Estimation uncertainty relates
                                    to assumptions about future results.

                                    The Group has reviewed revenue sensitivity against our top five boards in
                                    terms of NBV. Revenue forecast would need to reduce by between 75% and 90% for
                                    the discounted cash flow to reach a breakeven position. This provides the
                                    Directors with comfort in respect of headroom in the impairment calculations.

                                    Inventory

                                    A slow-moving stock provision has been made, where necessary, where inventory
                                    has had no movement in three years or more as per our accounting policy. Items
                                    that are provided for, should they start being used again, will have the
                                    provision removed/reversed.

                                    R&D tax credits

                                    The Group takes advantage of the small and medium enterprise tax scheme in
                                    respect of R&D tax credits. These are included in the taxation line and
                                    are accounted for on a receivable basis. This means that the Group applies
                                    certain assumptions based on previous R&D claims and any changes to the
                                    business and applicable legislation to record a credit through profit or loss
                                    and an associated receivable on the balance sheet in the accounting period in
                                    question.

                                    Goodwill and intangible assets on acquisition

                                    Application of IFRS 3

                                    During the year, the Group acquired Phillips Aerospace and accordingly
                                    reviewed the acquisition of the entity in accordance with IFRS 3 'Business
                                    Combinations'. Any assets that were identified as being separately
                                    identifiable assets have been valued using appropriate valuation techniques in
                                    order to determine the fair value of intangible assets acquired as part of the
                                    business combination aside from any goodwill arising as a result of the
                                    transaction.

                                    These are accordingly recorded as separate intangible assets in Note 12 and
                                    have been reviewed for impairment as noted in Note 12.

                                    CGU

                                    The classification of Phillips Aerospace as a single CGU is a key judgement
                                    based on the understanding of the elements that have been purchased. The
                                    assets purchased (e.g. accreditation, customer relationships, working capital
                                    etc.) are not capable of generating revenue in their own right, individually,
                                    and, therefore, they are judged to be intrinsically linked as one to define
                                    the business of Phillips Aerospace to be one single CGU. Accordingly, any
                                    goodwill arising as a result of this acquisition has been allocated to the CGU
                                    identified.

                                    The subsequent impairment and amortisation of the goodwill and assets are
                                    based on key estimates and judgements, reviewing the capability of the
                                    business from key forecasts of revenue and orders. These are tested for
                                    impairment in the same way as development costs (i.e. the use of a discounted
                                    cash flow forecast to determine the value in use of the CGU, which has been
                                    prepared in accordance with IAS 36).

 

 Key judgements and estimates (continued)  Capitalisation of development costs IAS 38 - Intangible Assets

                                           Judgement is required when distinguishing the research and development phases
                                           of new projects and determining whether the recognition requirements for
                                           capitalisation of the development costs are met under IAS 38. Research covers
                                           pre-solution options often through feasibility studies of various
                                           technologies. Development is the application of research findings or other
                                           knowledge to plan or design for the production of new or substantially
                                           improved products before the start of commercial production. Development costs
                                           are capitalised as an intangible asset if all the following criteria are met:
                                           there is technical feasibility of completing the asset so that it will be
                                           available for use or sale; the intention is to complete the asset and use or
                                           sell it; there is an ability to use or sell the asset; the asset will generate
                                           future economic benefits and demonstrate the existence of a market or the
                                           usefulness of the asset if it is to be used internally; the availability of
                                           adequate technical, financial and other resources to complete the development
                                           and to use or sell it; and the ability to measure reliably the expenditure
                                           attributable to the intangible asset.

 

 

 Note 3  SEGMENT REPORTING

 

     The Directors consider that there is only one operating segment: design,
     manufacture and supply of high-end embedded computer products. The disclosures
     for this operating segment have already been provided in these financial
     statements. The Company's products can be supplied to more than one business
     sector and are sold on a global basis. All manufacturing is undertaken in the
     UK.

     While looking at sales by business sectors, the Executive Board members of the
     Company, as the Chief Operating Decision Maker, does not make decisions
     regarding allocation of Group resources on such a basis.

     The Board in its entirety, i.e. including Non-Executive members, is not
     involved in making operational decisions. Further, Group profits are not
     categorised for internal reporting purposes by sectors or geography. The
     historical and anticipated performance of the Group is therefore reported to
     the Board of Concurrent Technologies plc as a single entity. Thus, the
     Directors consider that there are no additional segments required to be
     disclosed under IFRS 8 'Operating Segments' but have provided the following
     geographic sales analysis. No geographical analysis of non-current assets is
     provided as non-current assets outside of the UK are immaterial.

     During 2023, £3.49m or 11.0% of Group revenue depended on a single customer.
     In 2022, £3.17m or 17.3% of Group revenue depended on a single customer.

     All board revenue is recognised at a point in time in relation to the terms
     and conditions of each contract, with systems and warranty (immaterial)
     revenue recognised over time.

 

 

 Revenue                                    Year to                     Year to
                                            31 December                 31 December
                                            2023                        2022
                                            £                           £
                  United States                13,060,691                    6,564,816
                  Malaysia                          392,850                  3,047,798
                  Germany                        6,450,372              -
                  United Kingdom                 2,148,568                   1,167,266
                  Other Europe                   4,178,401                   4,003,849
                  Rest of the World              5,425,434                   3,491,042
                                               31,656,316                  18,274,771

 

 

 

 

 

 

 

 

 

 Note 4      GROUP OPERATING PROFIT
                                                                                                   Year to                          Year to

                                                                                                   31 December 2023                 31 December 2022

                                                                                                   £                                £
                   Group operating profit is stated after charging to cost of sales:
                   Cost of inventories recognised as expense                                       14,884,586                       8,229,285
                   Staff costs (see Note 10)                                                       1,133,781                        815,915
                   Group operating profit is stated after charging/(crediting) to operating
                   expenses:
                   Net foreign exchange losses/(gains)                                             279,491                          (462,900)
                   Total expensed research and development costs                                   1,930,389                        1,096,657
                   Amortisation of intangible assets                                                    1,509,167                   1,197,972
                   Impairment of intangible assets                                                           31,557                 327,526
                   Depreciation of owned property, plant and equipment                                     686,403                  244,648
                   Depreciation of ROU Asset                                                               203,870                  177,399
                   Staff costs (see Note 10)                                                            9,002,640                   6,712,098
                   Group principal auditor's remuneration:
                   Audit of Group financial statements pursuant to legislation                     150,000                          232,443
                   Other non-auditor remuneration relating to taxation compliance                  25,000                           6,026

 

 

 

 Note 5  FINANCE INCOME

 

                                         Year to                  Year to

                                         31 December 2023         31 December 2022
                                         £                        £
     Interest earned on bank deposits           68,145            546

 

 

 Note 6  TAX

 

                                    Year to           Year to

                                    31 December       31 December

                                    2023              2022
                                    £                 £
     Current tax expense            -                 (723,737)
     Current deferred tax           401,271           393,695
     Prior year tax expense         (4,970)           (41,142)
     Prior year deferred tax        (826,969)         (111,835)
     Current overseas tax charge    30,420            (121,325)
                                    (400,248)         (604,344)

 

 

     The tax assessed on the Group's profit before tax for the year is less than
     the standard rate of corporation tax in the UK. The applicable rate of
     corporation tax for the year to 31 December 2023 was 23.52% (2022: 19.00%).
     Within the deferred tax charge for the year is an amount of £23,747 to
     reflect the effect of change in the UK tax rate. The differences are explained
     below:

 

 

 

 

 Note 6  TAX (CONTINUED)

 

                                                              Year to        Year to
                                                              31 December    31 December
                                                              2023           2022
                                                              £              £
     Profit before tax                                        3,472,888      382,681

     Corporation tax on profit before tax at standard rate    816,823        72,710
     Expenses not deductible for tax purposes                 282,141        22,632
     UK tax credits                                           (486,705)      (502,248)
     Effect of change in UK tax rate                          23,747         87,757
     Share options                                            -              (5,746)
     Effects of other reliefs                                 -              (25,062)
     Difference in overseas effective tax rates               (24,150)       (38,264)
     Adjustment in respect of previous years                  (1,012,104)    (216,123)
     Tax (credit)/charge                                      (400,248)      (604,344)

 

     Factors that may affect future tax charges are as follows:

     UK tax rates and any changes to R&D tax credits would have an impact on
     the tax position of the Group and Parent Company.

     The current tax asset balance on the statement of financial position is made
     up of £708,057 current year and £784,564 historic repayment due.

 

 

 Note 7  DIVIDEND

 

                                               2023    2022             2023          2022

                                                                        pence per     pence per

                                               £       £                share         share
     Second interim (for the previous year)    -       1,027,088        -             1.40
     Interim                                   -       -                -             -
                                               -       1,027,088        -             1.40

 

     Interim dividends are recognised in the financial statements in the period
     they are paid. The Directors have proposed a 1p dividend for the year ended 31
     December 2023 as a resolution for the AGM. (Total dividend for 2022 was nil.)

 

 

 Note 8  EARNINGS PER SHARE

         Basic earnings per share is calculated by dividing the profit attributable to
         ordinary equity holders for the period by the weighted average number of
         ordinary shares outstanding during the period. Diluted earnings per share is
         calculated by adjusting the weighted average number of ordinary shares
         outstanding to assume conversion of all contracted dilutive potential ordinary
         shares. The Company only has one category of dilutive potential ordinary
         shares, namely the share options.

         The inputs to the earnings per share calculation are shown below:

 

 

 

 

 

 

                                                                                2023                                                                                             2022
                                                                                Earnings                              Weighted average number of shares  Per share amount        Earnings                      Weighted average number of shares       Per share amount
 Earnings attributable to ordinary shareholders on continuing operations after     3,873,136                            77,833,759                          4.98                   987,025                       73,363,490                               1.35
 tax
 Dilutive effect of share options                                                               -                         2,069,974                             -                            -                                  -                             -
 Diluted earnings per share                                                        3,873,136                            79,903,733                          4.85                   987,025                       73,363,490                               1.35

 

The diluted EPS figure reflects the impact of historic grants of share options
and is calculated by reference to the number of options granted for which the
average share price for the year was in excess of the option exercise price.

 

 Note 9  DIRECTORS' EMOLUMENTS

 

                                                                                       Year to          Year to

                                                                                       31 December      31 December

                                                                                       2023             2022
                                                                                       £                £
     Fees and emoluments                                                               1,182,172        769,650
     Pension contributions                                                             18,632           20,697
                                                                                       1,200,804        790,347

     The emoluments of Directors disclosed above include in respect of the highest
     paid Director:
     Fees and emoluments                                                               571,029          334,961
     Pension contributions                                                             9,847            13,812
     The number of Directors to whom retirement benefits are accruing under a          2                2
     defined contribution scheme is:

 

     Detailed information concerning Directors' emoluments, shareholdings and
     options is provided in the Report of the Remuneration Committee.

 

 

 

 Note 10  STAFF COSTS

 

 STAFF COSTS                                              Group                                     Company                                  Group                                    Company
                                                          Year to                                   Year to                                  Year to                                  Year to
                                                          31 December                               31 December                              31 December                              31 December
                                                          2023                                      2023                                     2022                                     2022
                                                          £                                         £                                        £                                        £
                  Wages and salaries                             8,501,442                                 7,055,210                                6,218,053                                5,190,752
                  Social security costs                            958,837                                   867,527                                  704,416                                   637,174
                  Defined contribution pension costs               438,431                                   418,231                                  386,181                                   370,846
                  Share-based payment                              430,854                                   283,761                                  219,363                                   169,859
                                                               10,329,564                                  8,624,729                                7,528,013                                6,368,631

 Average number of employees:                             N(o)                                      N(o)                                     No                                       No
                  Production                                               39                                        38                                       34                                        34
                  Other                                                    103                                       88                                       87                                        78
                                                                          142                                       126                                      121                                      112

 

     Direct employment costs capitalised for the year to 31 December 2023:
     £2,389,672 (2022: £1,959,447).

 

 Note 11  PROPERTY, PLANT AND EQUIPMENT

 

 GROUP                              Improvements to short leasehold property                                                                         Plant, fixtures and computer equipment

                                                                                         Right of use asset                                          Total

                                                           £                                                 £                                       £                                           £
        COST
        At 1 January 2022                                          293,556                                              850,707                           4,034,955                                   5,179,218
        Foreign exchange movement                                                                                         11,202                               16,102                                      27,304
        Additions                                                  490,613                                              635,248                              354,533                                  1,480,394
        At 31 December 2022                                        784,169                                           1,497,157                            4,405,590                                   6,686,916
        Foreign exchange movement                                     (6,251)                                                                                   (8,624)                                   (14,875)
        Additions                                                  227,733                                                                                   523,184                                     750,917
        Modification and amendment                                                                                    (234,905)                                                                         (234,905)
        Transfer from intangibles                                                                                                                    75,045                                      75,045
        At 31 December 2023                                     1,005,651                                            1,262,252                            4,995,195                                   7,263,098

        ACCUMULATED DEPRECIATION
        At 1 January 2022                                          210,371                                              269,834                           3,080,550                                   3,560,755
        Foreign exchange movement                                                                                           4,595                              14,412                                      19,007
        Charge for the year                                          49,657                                             177,399                              194,991                                     422,047
        At 31 December 2022                                        260,028                                              451,828                           3,289,953                                   4,001,809

        Foreign exchange movement                                     (5,193)                                               1,651                               (7,288)                                   (10,830)
        Charge for the year                                        252,370                                              203,870                              434,033                                     890,273
        Modification and amendment                                                                                      (84,037)                                                                          (84,037)
        At 31 December 2023                                        507,205                                              573,312                           3,716,698                                   4,797,215

        NET BOOK VALUE
        At 31 December 2022                                        524,141                                           1,045,329                            1,115,637                                   2,685,107
        At 31 December 2023                                        498,446                                              688,940                           1,278,497                                   2,465,883

 

 Note 11  PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

 

 

 COMPANY                           Improvements to short leasehold property                                                                      Plant, fixtures and computer equipment

                                                                                     Right of use
                                                                                     asset                                                       Total
                                                          £                                        £                                             £                                           £
       COST
       At 1 January 2022                                          289,738                                  764,917                                    3,907,981                                   4,962,636
       Transfer to intangibles                                                                                                                                                                                 -
       Additions                                                  490,613                                  635,248                                       347,607                                  1,473,468
       At 31 December 2022                                        780,351                               1,400,165                                     4,255,588                                   6,436,104
       Additions                                                    60,672                                           -                                   303,337                                     364,009
       Modification and amendment                                                                         (234,905)                                                                                 (234,905)
       Transfer from intangibles                                                                                                                 75,045                                      75,045
       At 31 December 2023                                        841,023                               1,165,260                                     4,633,970                                   6,640,253

       ACCUMULATED DEPRECIATION
       At 1 January 2022                                          206,552                                  241,554                                    2,969,017                                   3,417,123
       Charge for the year                                          49,657                                 159,924                                       180,900                                     390,481
       At 31 December 2022                                        256,209                                  401,478                                    3,149,917                                   3,807,604
       Charge for the year                                          94,546                                 186,393                                       261,538                                     542,477
       Modification and amendment                                                                           (84,037)                                                                                  (84,037)
       At 31 December 2023                                        350,755                                  503,834                                    3,411,455                                   4,266,044

       NET BOOK VALUE
       At 31 December 2022                                        524,142                                  998,687                                    1,105,671                                   2,628,500
       At 31 December 2023                                        490,268                                  661,426                                    1,222,515                                   2,374,209

 

 

 

 

 Note 12  INTANGIBLE ASSETS INCLUDING GOODWILL

 

 GROUP

                                     Development                                                                                 Customer
                                     costs                                         Goodwill                                      relationships                                 Other                             Total
                                     £                                             £                                             £                                             £                                 £
      COST
      At 1 January 2022                 27,374,092                                                                                                                                  1,079,817                       28,453,909
      Foreign exchange movement                        -                                                                                                                                   5,378                             5,378
      Additions                           3,687,351                                                                                                                                      24,266                       3,711,617
      At 31 December 2022               31,061,443                                                   -                                             -                                1,109,461                       32,170,904
      Foreign exchange movement                                                                                                                                                           (1,106)                           (1,106)
      Additions                           3,939,539                                                                                                                                    38,300                         3,977,839
      Additions on acquisition                                                     1,230,594                                     1,130,851                                     383,593                           2,745,038
      Transfer between classes                (64,413)                                                                                                                                   64,413                                    -
      Transfer to tangibles          (75,046)                                                                                                                                                                    (75,046)
      At 31 December 2023               34,861,523                                         1,230,594                                  1,130,851                                     1,594,661                       38,817,629

      AMORTISATION
      At 1 January 2022                 21,056,492                                                                                                                                     776,251                      21,832,743
      Foreign exchange movement                        -                                                                                                                                   5,373                             5,373
      Charge for the year                 1,093,820                                                                                                                                    104,152                        1,197,972
      Impairment loss                        327,526                                                                                                                                                                     327,526
      At 31 December 2022               22,477,838                                                   -                                             -                                   885,776                      23,363,614

      Foreign exchange movement                                                                                                                                                           (1,106)                           (1,106)
      Charge for the year                 1,349,203                                                                                        36,248                                      123,716                        1,509,167
      Impairment loss                          31,557                                                                                                                                                                      31,557
      At 31 December 2023               23,858,598                                                   -                                     36,248                                   1,008,386                       24,903,232

      31st December 2022                  8,583,605                                                  -                                             -                                   223,685                        8,807,290
      At 31 December 2023               11,002,925                                         1,230,594                                  1,094,603                                        586,275                      13,914,397

 

 

 

 COMPANY

                                         Development
                                         costs                                                Other                                         Total
                                         £                                                    £                                             £
          COST
          At 1 January 2022                 27,374,092                                             1,079,817                                   28,453,909
          Foreign exchange movement                        -                                              5,378                                         5,378
          Additions                           3,687,351                                                 24,266                                   3,711,617
          Disposals                                                                                                                                           -
          At 31 December 2022               31,061,443                                             1,109,461                                   32,170,904
          Additions                           3,939,539                                                 38,300                                   3,977,839
          Transfer between classes                (64,413)                                              64,413                                                -
          Transfer to tangibles                            (75,046)                                             -                                             (75,046)
          At 31 December 2023               34,861,523                                             1,212,174                                   36,073,697

          AMORTISATION
          At 1 January 2022                 21,056,492                                                776,251                                  21,832,743
          Foreign exchange movement                        -                                              5,373                                         5,373
          Charge for the year                 1,093,820                                               104,152                                    1,197,972
          Disposals                                                                                                                                           -
          Impairment loss                        327,526                                                                                            327,526
          At 31 December 2022               22,477,838                                                885,776                                  23,363,614

          Charge for the year                 1,349,203                                               111,420                                    1,460,623
          Disposals                                                                                                                                           -
          Impairment loss                          31,557                                                                                             31,557
          At 31 December 2023               23,858,598                                                997,196                                  24,855,794

          31 December 2022                    8,583,605                                               223,685                                    8,807,290
          At 31 December 2023               11,002,925                                                214,978                                  11,217,903

 

 

 

 

     Development costs can be broken down as assets under development (based on
     original cost): £7,428,960 (2022: £4,652,822) and assets available for use
     (based on original cost): £27,432,563 (2022: £26,343,643). The cost of
     assets transferred from assets under development to available for use in the
     year was £1,088,920 (2022: £2,609,098).

     Other intangible assets comprise purchased software used within the business
     and software licences.

     All amortisation and impairment charges (or reversals if any) are included
     within 'Administrative Expenses'.

 

 Note 12  INTANGIBLE ASSETS (CONTINUED)

          Impairment Loss

          At the end of the year, the Directors reviewed the development projects. Each
          project is treated as a separate CGU. Expected future cash flows ('value in
          use' calculation, the discount rate and cash flows were calculated on a
          pre-tax basis) attributable to these projects are calculated over the lower of
          seven years or the remaining life of the project, discounted at the applied
          rate of 8.1%. Where indicators for impairment exist, management considers
          pipeline sales volume and the relevant margin of the product along with
          project-specific technical issues, customer feedback, opportunity for product
          substitution and other market factors.

          Following full review of all projects, the Company impaired a number of
          projects totalling £112,028. These products are all older products and all
          costs now impaired refer to historical costs. One previously impaired project
          had an impairment reversal upon further review in 2023; future revenue streams
          have become apparent and the impairment of £80,471 was reversed.

          Goodwill has arisen in FY23 due to the acquisition of Phillips Aerospace on 6
          September 2023, which is a single CGU. The Group has undertaken an impairment
          review of the carrying value of the goodwill, using detailed forecasts of
          revenue (based on forecast orders and contracted backlog), costs of delivery
          and resulting profitability. The Group has reviewed using a discounted cash
          flow, with a discount rate of 8.1%. A number of sensitivities have been
          performed against the performance, especially against revenue (which drives
          the profitability) and the Directors are comfortable that there is sufficient
          headroom to strongly support the goodwill carried on the balance and,
          therefore, no impairment is necessary. Revenue would need to reduce by 67% for
          the headroom to be nil.

 

 

 Note 13  DEFERRED TAX LIABILITY

 

                                                                  Share-                                    Accelerated
                                                                  based                                     capital                                       Tax
                                                                  payments                                  allowances                                    losses                            Other                               Total
                                                                  £                                         £                                             £                                 £                                   £

     GROUP

     At 1 January 2022                                                  24,139                                  (1,826,126)                                 (54,026)                               6,903                          (1,849,110)

     Credited/(charged) to statement of comprehensive income            81,059                                     (345,221)                                  91,825                                    57                           (172,280)
     Credited to equity                                               245,555                                                 -                                       -                                  -                            245,555
     At 31 December 2022                                              350,753                                   (2,171,347)                                   37,799                               6,960                          (1,775,835)

     Credited/(charged) to statement of comprehensive income                    -81,889                             529,429                               (185,619)                           -                                         425,699
     Deferred tax acquired and arising from acquisition                                                                                                                                     (311,317)                           (311,317)
     At 31 December 2023                                              432,642                                   (1,641,918)                                   147,820                         (304,357)                           (1,661,453)

 

 COMPANY

 At 1 January 2022                                                  24,139             (1,815,715)                                         -                                        -                      (1,791,576)

 Credited/(charged) to statement of comprehensive income            81,059                (362,918)                                        -                                        -                         (281,859)
 (Charged) to equity                                              245,555                            -                                     -                                        -                          245,555
 At 31 December 2022                                              350,753              (2,178,633)                                         -                                        -                      (1,827,880)

 Credited/(charged) to statement of comprehensive income      81,889               529,429                                           (185,619)      -                               -                          425,699
 At 31 December 2023                                              432,642              (1,649,204)                                 (185,619)        -                               -                      (1,402,181)

 

 

 Note 14  INVESTMENTS

 

 COMPANY                                       31 December      31 December

                                               2023             2022

                                               £                £
 Investment in subsidiary companies
 Shares at cost                                19,705           19,705

 Capital contribution                          1,361,656        1,361,656
 Equity-settled share-based payment            191,278          65,591
 Total investment in subsidiary companies      1,572,639        1,446,952

 

     The Group has closed the R&D facility located in India. The investment in
     the subsidiary company has not been impaired during 2023. This will be
     impaired in 2024 upon formal dissolution. The investment carried in the
     financial statements is £12,994.

     Subsidiary undertakings included in these financial statements, which are all
     wholly owned, at 31 December 2023 are:

 

                                                         Place of               Class of  Percentage      Nature
 Name                                                    incorporation          share     held            of business

 By Company:
  Concurrent Tech                                        Bangalore,             Ordinary  100%            Non-trading
  India Private Ltd                                      India                                            Company

  Concurrent                                             California,            Ordinary  100%            Sale and service of Company products
  Technologies, Inc.                                     USA                                              and R&D services for the Company

 By Concurrent Technologies, Inc.:
  Omnibyte                                               Illinois,              Ordinary  100%            Dormant
  Corporation                                            USA

 Phillips Machine & Welding Co., Inc.                    California,            Ordinary  100%            Developer and manufacturer of industrial
                                                         USA                                              products and associated services

 

 

 Note 15  INVENTORIES

 

                     Group           Company         Group           Company

                     31 Dec          31 Dec          31 Dec          31 Dec

                     2023            2023            2022            2022
                     £               £               £               £
 Raw materials       8,357,855       8,153,919       6,637,883       6,637,883
 Work in progress    3,407,901       3,407,901       3,193,400       3,193,400
 Finished goods      192,744         192,744         259,154         259,154
                     11,958,500      11,754,564      10,090,437      10,090,437

 

     During 2023, the provision for obsolete and slow-moving inventories has been
     increased by £543,686 (2022: decreased by £241,310). In accordance with IAS
     2, inventories are measured at the lower of cost and net realisable value.

     The inventory balance movement includes an obsolescence provision, which has
     decreased by £80,509 in the period. £236,767 has been reversed due to these
     items of inventory not being considered obsolete any longer and £156,257
     added to the provision. This comprises obsolete stock following an in-depth
     analysis of the Group's inventory.

     In 2023, a total of £14.8m (2022: £7.4m) of inventories was included in the
     Consolidated Statement of Comprehensive Income as an expense.

 Note 16  TRADE AND OTHER RECEIVABLES

 

                                                 Group                                         Company                     Group                                         Company
                                                 2023                                          2023                        2022                                          2022
                                                 £                                             £                           £                                             £

     Trade receivables                                5,430,181                                     2,667,667                   4,755,594                                     3,056,417
     Prepayments and accrued income                   687,535                                          577,182                     684,318                                       606,061
     Other debtors                               325,111                                       325,111                     -                                             -
     Loan to subsidiary                                            -                                2,786,644                                -                                             -
     Amounts due from subsidiary undertakings                      -                                2,178,391                                -                                2,207,599
                                                      6,442,827                                     8,534,995                   5,439,912                                     5,870,077

 

 

   The Group applies the IFRS 9 simplified approach to measuring expected credit
   losses, which uses a lifetime expected loss allowance for all trade
   receivables. Trade receivables have been grouped based on shared credit risk
   characteristics. The expected loss rates are based on historic performance, as
   well as current macroeconomic conditions. The Company has assessed the
   recoverability of intercompany balances and deem no issues in terms of credit
   losses, with all amounts being repayable on demand. There have been no
   previous write-offs of intercompany balances and there are sufficient cash and
   other current assets to cover the amount.

 

 

ECL provision matrix

 31 December 2023               Current    More than  More than  More than  Total

                                           30 days    60 days    90 days

                                           past due   past due   past due
 Expected loss rate             -          -          -          0.001%
 Gross carrying amount          5,282,708  18,712     128,551    210        5,430,181
 Lifetime expected credit loss  -          -          -          210        210

 

 

   As a Group, we don't have a significant amount of bad debt, and historically
   bad debts have been very close to nil; due to the recurring nature of orders,
   our customers pay what is owed so it is not necessary for us to provide for
   any balances as bad debt, and when considering current and future
   macroeconomic conditions, the anticipated loss rate is expected to remain
   close to nil.

 

 

 

                                                            Group                Group

                                                             2023                2022

                                                            £                    £
 At 1 January                                               210                  1,188
 Charged/(credited) to statement of comprehensive income    -                    (978)
 At 31 December                                             210                  210

 

 

                      Group        Company      Group        Company

                       2023        2023         2022         2022

                      £            £            £            £
 More than 30 days    18,712       17,998       76,881       76,881
 More than 60 days    128,551      128,448      73,086       49,336
 More than 90 days    125,876      125,096      8,150        5,934
                      273,139      271,542      158,117      132,151

 

 

Notes to the Financial Statements (continued)

 

 Note 17  TRADE AND OTHER PAYABLES

 

 

 Current                                  Group          Company        Group          Company

                                          2023           2023           2022           2022

                                          £              £              £              £

 Trade payables                           5,707,674      5,608,259      2,977,750      2,880,305
 Contract liabilities                     1,030,449      1,030,449      681,044        681,044
 Other payables                           355,549        46,329         233,990        55,159
 Current right of use lease liability     294,662        268,472        202,287        180,044
 Other taxes and social security costs    207,385        202,605        188,986        185,557
 Accruals                                 2,070,693      1,733,933      1,500,205      1,189,197
                                          9,666,412      8,890,047      5,784,262      5,171,306

 

 Non-Current                             Group        Company      Group          Company

                                         2023         2023         2022           2022

                                         £            £            £              £

         Right of use lease liability    695,272      677,607      1,257,820      1,211,405

                                         695,272      677,607      1,257,820      1,211,405

 

 

   Contract liabilities have been disaggregated from other payables in the
   current and prior years to provide more detailed information to the reader of
   the accounts as to the nature of other payables.

 

 

 Contract liabilities             Warranty                         End of                        End of                                  Non-                          Total
 (Group and Company)                                               life                          life                                    recurring
                                                                                                 service                                 engineering
                                                                                                 charge
 B/fwd as 1 January 2022                    94,556                         445,592                           6,941                               133,955                   681,044
 Addition                                   42,174                         266,676                -                                              389,685                   698,535
 Release                          (87,486)                         (121,332 )                    (6,357)                                 (133,955)                     (349,130)
 Closing at 31 December 2023                 49,244                         590,936                              584                              389,685                 1,030,449

 

 

 

 

 

 

 

 

 Note 18  FINANCIAL INSTRUMENTS

 

 

   Financial Instruments by category

 

                                                        Financial assets measured at amortised cost

                                                        £
 GROUP
 2022     Non-current:
 2022     Current:
                  Trade and other receivables           4,755,594
                  Cash and cash equivalents             4,512,720
                  Total for category                    9,268,314
 2023     Non-current:
 2023     Current:
                  Trade and other receivables           5,430,181
                  Cash and cash equivalents             11,118,728
                  Total for category                    16,548,909

 

                                                     Financial liabilities measured at amortised cost

                                                     £
 GROUP
 2022     Current:
                 Trade and other payables            4,895,232

 2023     Current:
                  Trade and other payables           8,428,578

 

 

   Included in the above are trade payables, other payables, accruals and lease
   liabilities. All non-current liabilities, as displayed in Note 17, relate to
   lease liabilities, which are financial liabilities measured at amortised cost.

 

 

 Note 19  PROVISIONS

 

 

     GROUP AND COMPANY                                                            Dilapidation      Product

                                                                                  £                 warranty

                                                                                                    £
     Carrying amount at 1 January 2023                                            286,080           36,512
     Increase in provisions                                                       10,799            -
     Amount utilised                                                              -                 -
     Carrying amount at 31 December 2023                                          296,879           36,512

     Provisions have been analysed between current and non-current as follows:
     Current                                                                                        18,256
     Non-current                                                                                    315,135

 

   Warranties are provided for on the basis of management's best estimate of the
   Group's liability under 24-month warranties granted on its hardware products,
   based on past experience.

   Dilapidations are provided for on the basis of management's best estimate for
   both the Colchester and Theale office. This is recognised over the life of
   each lease.

 

 

 

 Note 20  LEASES AND COMMITMENTS
          The Group leases properties for its operations in the UK and US, and the
          information is presented below; all leases relate to property.

 

 

Reconciliation of lease     Group                                         Company                                       Group                                   Company
                                  liabilities                 2023                                          2023                                          2022                                    2022
                                                              £                                             £                                              £                                       £
                                  Opening                            1,460,107                                     1,391,449                                     910,210                                  834,274
                                  Additions                                       -                                             -                                635,248                                  635,248
                                  Modification and amendment          (265,325)                                     (265,325)                                              -                                       -
                                  Payments                            (301,219)                                     (269,641)                                   (199,347)                               (165,927)
                                  Interest                              103,008                                         89,596                                   104,469                                    87,854
                                  FX                                      (6,636)                           -                                                        9,527                        -
                                  Closing                               989,935                                       946,079                                 1,460,107                                1,391,449

                                  Non-current (Note 17)               (695,273)                                     (677,607)                                (1,257,820)                             (1,211,405)
                                  Current (Note 17)                   (294,662)                                     (268,472)                                   (202,287)                               (180,044)
                                                        (989,935)                                     (946,079)                                (1,460,107)                             (1,391,449)

 

                                                                                              Group          Company

                                                                              2023           2023

                                                                              £              £
                                                              Opening balance                 1,045,328      998,687
                                                              Modification & amendment        (150,868)      (150,868)
                                                              Depreciation                    (203,870)      (186,393)
                                                              Foreign exchange                (1,651)        -
                                                              Closing balance                 688,939        661,426

 

                                                              The right of use in relation to leasehold property are disclosed as PPE (Note
                                                              11).

                                                              Leases are made up of three properties, with the terms as follows: UK office
                                                              (Colchester) has no remaining break clauses; UK office (Theale) has a break
                                                              clause of 1 April 2028; US office has an annual automatic one-year extension
                                                              unless notice is given.

 Amounts payable under lease arrangements                                                                             Group                                                   Company                                                 Group                                                   Company
                                                                                                                      2023                                                    2023                                                    2022                                                    2022
                                                                                                                      £                                                       £                                                       £                                                       £

 Within one year                                                                                                             (357,040)                                               (325,462)                                               (303,061)                                                  (269,641)
 Within two to six years                                                                                                  (757,806)                                               (739,386)                                               (1,433,763)                                                (1,380,848)
 Add unearned interest                                                                                                        124,911                                                 118,769                                                 276,717                                                     259,040

                                                                                                                          (989,935)                                               (946,079)                                               (1,460,107)                                                (1,391,449)

 

 

 

 

                                 Group          Company

                                 2023           2023

                                 £              £
 Opening balance                 1,045,328      998,687
 Modification & amendment        (150,868)      (150,868)
 Depreciation                    (203,870)      (186,393)
 Foreign exchange                (1,651)        -
 Closing balance                 688,939        661,426

 

 

 

The right of use in relation to leasehold property are disclosed as PPE (Note
11).

 

Leases are made up of three properties, with the terms as follows: UK office
(Colchester) has no remaining break clauses; UK office (Theale) has a break
clause of 1 April 2028; US office has an annual automatic one-year extension
unless notice is given.

 

Amounts payable under lease arrangements

Group

 

Company

 

Group

 

Company

 

 

2023

 

2023

 

2022

 

2022

 

 

£

 

£

 

£

 

£

 

 

 

Within one year

       (357,040)

       (325,462)

       (303,061)

          (269,641)

 

Within two to six years

    (757,806)

    (739,386)

    (1,433,763)

       (1,380,848)

 

Add unearned interest

        124,911

        118,769

        276,717

            259,040

 

 

    (989,935)

    (946,079)

    (1,460,107)

       (1,391,449)

 

 

   At 31 December 2023, the Group was committed to a short-term lease for the
   Phillips Aerospace office lease (2022: None).

   The Group has elected not to recognise a lease liability for short-term leases
   or for leases of low-value assets. Payments made on these leases are expensed
   on a straight-line basis and the value of these expenses in the year was
   £49,606.

   Amounts recognised in the Consolidated Statement of Comprehensive Income.

 

 

 

 Note 20  LEASES AND COMMITMENTS (CONTINUED)

 

 

                                         Group        Group

                                         2023         2022

                                         £            £
 Short-term and low-value lease expense  49,606       -
 Depreciation charge                     203,870      195,254
 Interest expense                        103,008      111,941

 

 

   Amounts recognised in the Consolidated Statement of Cash Flows.

 

                                         Group        Group

                                         2023         2022

                                         £            £
 Short-term and low-value lease expense  -            -
 Payment of lease liabilities            301,219      94,842

 

 

   Capital commitments

   At the end of the year, the capital expenditure commitment (for a machine for
   the factory) was £142,008 (2022: £nil).

 

 

 Note 21  SHARE CAPITAL, SHARE PREMIUM, MERGER RESERVE AND CAPITAL REDEMPTION RESERVE

 

                                                 31 Dec 2023      31 Dec 2022

                                                 £                £
 Allotted, issued and fully paid share capital:
 Ordinary shares (86,169,236 of 1p each)         861,692          739,000

 

 
         Share capital

 Balance as at 1 January 2023                  739,000
 Shares issued for equity raise                104,615
 Shares issued for acquisition                   18,077
 Balance as at 31 December 2023                861,692

 

 Share premium
 Balance as at 1  January 2023                                            3,699,105
 Shares issued for equity raise less issue costs                          6,251,126
 Balance as at 31 December 2023                                           9,950,231

 

 Merger reserve
 Balance as at 1 January 2023                                     -
 Shares issued for acquisition                                 1,283,457
 Balance as at 31 December 2023                                1,283,457

 

 Capital redemption reserve
 Balance as at 1 January 2023                                    256976
                                                              -
 Balance as at 31 December 2023                               256,976

 

 

 

 

 

During the year, 10,461,538 shares were issued as part of an equity raise for
the Company. A further 1,807,686 were issued as part of the acquisition of
Phillips Aerospace.

 

 

 

 

      At 31 December 2023, the Company held 531,522 ordinary shares (2022: 531,522)

    with an aggregate nominal value of £5,315 (2022: £5,315) in treasury.

 

 

 

                                         Treasury shares

 Balance as at 1 January 2023            531,522
 Shares sold                             -
 Balance as at 31 December 2023          531,522

 

 

 Note 22  PENSION SCHEME

 

     The Company operates a group personal pension scheme, which all permanent
     employees may join. The scheme, which is a defined contribution scheme, is
     independent of the Company's finances. The Company's contributions are based
     on between 5.5% and 13.5% of members' gross salaries, dependent upon the
     length of service of the individual. The Company has also chosen NEST
     (National Employment Savings Trust) as its workplace pension scheme to meet
     its employer duties under the auto-enrolment rules. Contributions to the NEST
     scheme are at the minimum rates. The total charge to administrative expenses
     in the statement of comprehensive income is disclosed in Note 10 'Staff
     Costs'. Pension contributions payable to the schemes at the end of the year
     were £63,681 (2022: £55,160).

 

 Note 23  FINANCIAL RISK MANAGEMENT

 

   The Group is exposed to various risks in relation to financial instruments.
   The Group's financial assets and liabilities by category are summarised in
   Note 18. The main types of risks are market risk, credit risk and liquidity
   risk. The Group's policy in respect of financial risk management is referred
   to in the report on corporate governance.

   The Group does not actively engage in the trading or holding of financial
   assets for speculative purposes. The most significant financial risks to which
   the Group is exposed are described below.

   Market risk analysis

   The Group is exposed to market risk through its use of financial instruments
   and specifically to currency risk that results from its operating activities.

   Foreign currency sensitivity

   A number of transactions are conducted by companies in the Group in currencies
   other than their functional currency, which give rise to monetary assets and
   liabilities denominated in other currencies. The Group's exposure to foreign
   currency exchange risk is mitigated to a large extent by natural hedging, as
   assets in currency are matched by liabilities in the same currency. The value
   of monetary assets and liabilities of the Group and Company not held in
   functional currencies at the balance sheet date were as follows:

 

 

 

 

 

 

         Net foreign currency monetary assets/(liabilities)
                      2023                                      2022

                      US dollar                                 US dollar

                      £                                         £
         Group        (447,522)                                 (175,103)

 

                                                              2023            2022

                                                              US dollar       US dollar

                                                              £               £
     If sterling had strengthened by 5% against US dollar:
     Impact on net Group result and equity for the year       21,312          8,338

     If sterling had weakened by 5% against US dollar:
     Impact on net Group result and equity for the year       (23,555)        (9,216)

 

 

   Exposures to foreign exchange rates vary during the year depending on the
   volume of overseas transactions. Nonetheless, the analysis above is considered
   to be representative of the exposure to currency risk.

 

 

   Credit risk analysis

   Credit risk is the risk that a counterparty fails to discharge an obligation
   to the Group. The Group is exposed to this risk from cash and cash equivalents
   and outstanding receivables.

   The Group applies the IFRS 9 simplified approach to measuring expected credit
   losses, which uses a lifetime expected loss allowance for all trade
   receivables.

   To measure the expected credit losses, trade receivables and contract assets
   have been grouped based on shared credit risk characteristics and the days
   past due.

   On that basis, the loss allowance as at 31 December 2023 and 31 December 2022
   was determined as follows:

 

 

 

 

 

 

 

 Note 23  FINANCIAL RISK MANAGEMENT (CONTINUED)

 

 

   Group

 

 31 December 2023               Current    More than 30 days past due  More than 60 days past due  More than 90 days past due  Total
 Expected loss rate             -          -                           -                           100%
 Gross carrying amount          5,282,708  18,712                      128,551                     210                         5,430,181
 Lifetime expected credit loss  -          -                           -                           210                         210

 

 31 December 2022               Current    More than 30 days past due  More than 60 days past due  More than 90 days past due  Total
 Expected loss rate             -          -                           -                           100%
 Gross carrying amount          4,605,417  76,881                      73,086                      210                         4,755,594
 Lifetime expected credit loss  -          -                           -                           210                         210

 

 

   The Group loss allowances for trade receivables as at 31 December reconcile to
   the opening loss allowances as follows:

 

                                            2023  2022
                                            £     £
 Opening loss allowance at 1 January        210   1,188
 Loss allowance recognised during the year  -     (978)
 Closing loss allowance at 31 December      210   210

 

 

   The credit risk for cash and cash equivalents and fixed-term cash deposits is
   considered negligible since the counterparties are reputable banks with
   high-quality external credit ratings.

 

 

   Liquidity risk analysis

 

 2023            Current    More than 30 days past due  More than 60 days past due  More than 90 days past due  Total
 Trade payables  4,747,497  673,864                     154,861                     131,452                     5,707,674
 Accruals        2,070,693                                                                                      2,070,693

 

 

 2022            Current    More than 30 days past due  More than 60 days past due  More than 90 days past due  Total
 Trade payables  1,446,455  1,331,839                   120,802                     78,654                      2,977,750
 Accruals        1,500,205                                                                                      1,500,205

 

   Liquidity risk is that the Group might be unable to meet its obligations. The
   Group manages its liquidity needs by monitoring forecast cash inflows and
   outflows due in day-to-day business. Liquidity needs are monitored in various
   time bands, on a week-to-week basis and by monthly forecasting.

 

   The Group's objective is to maintain cash to meet its liquidity requirements
   for the foreseeable future. This objective was met for the reporting periods.
   Funding for long-term liquidity needs is assessed by the Board on a regular
   basis.

   The Group considers expected cash flows from financial assets in assessing and
   managing liquidity risk, in particular its cash resources and trade
   receivables. The Group's existing cash resources and trade receivables (see
   Note 16) exceed the current cash outflow requirements. Cash flows from trade
   and other receivables are all contractually due within three months.

 

 

 

 

 Note 24  CAPITAL MANAGEMENT

 

   The Group's objectives when managing capital are:

   (i)    to ensure the Group's ability to continue as a going concern, and

   (ii)   to provide an adequate return to shareholders

   by pricing products and services commensurately with the level of risk.

   The Group monitors capital on the basis of the carrying amount of equity less
   cash and cash equivalents as presented on the face of the Consolidated Balance
   Sheet.

   The Group manages the capital structure and makes adjustments to it in the
   light of changes in economic conditions and the risk characteristics of the
   underlying assets. In order to maintain or adjust the capital structure, the
   Group may adjust the number of dividends paid to shareholders, return capital
   to shareholders, purchase its own shares to hold in treasury, issue new shares
   or sell assets. There were no changes in the Group's approach to capital
   management during the year. Neither the Company nor any of its subsidiaries
   are subject to externally imposed capital requirements.

   Capital for the reporting periods under review is summarised as follows:

 

                                         Group                                    Group
                                         2023                                     2022
                                         £                                        £
  Total equity                                35,036,427                                  23,176,502
  Cash and cash equivalents                  (11,118,728)                                 (4,512,720)
  Capital                                     23,917,699                                  18,663,782
  Total equity and overall financing          35,036,427                                  23,176,502
  Capital to overall financing ratio                     0.68                                        0.81

 

 

 

 Note 25  RELATED PARTY TRANSACTIONS

 

   The Company has taken the FRS 101 exemption given that transactions are only
   with other wholly owned Group companies. The are no transactions for the Group
   to report on under IAS 24. All intra-Group transactions are removed on
   consolidation.

 

   Dividends paid to Directors during the year amounted
   to:
   -                               280

 

                        Transactions with key management personnel during the period:

                        Key management personnel are the Company's Board. Key management personnel
                        remuneration includes the following expenses:
                                                        Group                         Group

                                                        2023                          2022

                                                        £                             £
       Short-term employee benefits                     1,305,205                     869,717
       Post-employment benefits                         18,632                        20,697
       Share-based payment (IFRS 2)                     287,773                       161,114
                                                        1,611,610                     1,051,528

 

 

 

 

 

 Note 26  SHARE-BASED PAYMENT

 

   At the beginning of 2021, the Company operated an enterprise management
   incentive share option scheme. During 2021, an LTIP was introduced.

   The LTIP scheme provides for a grant price equal to the nominal value of the
   Company's shares on the date of grant. Options cannot be vested until three
   years after grant date and vesting is conditional upon the Group achieving a
   compound percentage growth of the Group average basic earnings per ordinary
   share, for the complete years commencing 1 January of the year of grant and
   ending with the year most immediately prior to the vesting of the option. The
   latest date for exercising options is ten years after grant date and vesting
   of options is subject to continued employment with the Group.

 

 

                                                         2023         2023         2022         2022

                                                         Options      Weighted     Options      Weighted

                                                                      average                   average

                                                                      price                     price

                                                         N(o)         pence        N(o)         pence
     Outstanding at 1 January                            2,289,797    31.14        1,467,205    47.29
     Granted                                             2,300,209    1.00         991,357      1.00
     Exercised                                           -            -            (5,000)      48.50
     Forfeited/Lapsed                                    (35,804)     1.00         (163,765)    70.20
     Outstanding at 31 December                          4,554,202    16.15        2,289,797    31.14

     Weighted average share price at date of exercise    -            -            5,000        48.50
     Exercisable at 31 December 2023                     Nil          -            Nil          -

 

 

   Options outstanding at 31 December 2023 had exercise prices ranging from 1.0
   pence to 101.50 pence and a weighted average remaining contractual life of
   2.49 years (2022: 3.97 years).

   The inputs to the Black-Scholes model for options granted over the period were
   as follows:

 

 

 Grant date                     23 Oct 2023      20 Nov 2023
 Share price at grant date      £0.67            £0.71
 Exercise price                 £0.01            £0.01
 Dividend yield                 2.85%            2.85%
 Risk-free interest rate        4.50%            4.17%
 Volatility                     36.00%           36.10%

 

                                 The
share-based payment charge for 2023 was £430,854 (2022: £219,363).

 

 

 

 Note 27  BUSINESS COMBINATIONS

 

Acquisition in 2023

Acquisition of Phillips Aerospace

During the year, on 6 September 2023, the Group acquired 100% of the voting
shares of Phillips Aerospace Limited, a non-listed company based in the US and
specialising in the development and manufacture of industrial products and
associated services, in exchange for the Company's shares and cash. The Group
acquired Phillips Aerospace Limited because its strategy was to use the
Phillips business and diversify it into actual systems, offering it
additionally to the Group's customer base, as well as gaining Phillips'
customer relationships. These expansion, growth and export opportunities
provide an established presence in North America.

Assets acquired and liabilities assumed

The fair values of the identifiable assets and liabilities of Phillips
Aerospace Limited as at the date of acquisition were:

                                                           At acquisition
                                                           £
 Tangible fixed assets                                               20,039
 Trade and other receivables                                       251,984
 Cash acquired                                                     146,660
 Current liabilities                                              (111,377)
 Long-term liabilities                                          (1,007,336)
 Net assets on acquisition                                        (700,030)
 Separately identifiable intangible assets on acquisition        1,538,429
 Goodwill on acquisition                                         1,269,443
 Total investment in subsidiary                                  2,107,843

 Initial consideration - cash                                      832,427
 Share consideration                                             1,301,534
 Escrow                                                             (26,118)
 Total investment in subsidiary                                  2,107,843

 

 

The deferred tax liability comprises the tax effect of the accelerated
depreciation for tax purposes of tangible and intangible assets.

There was additional cash transferred as part of the acquisition of £667,347
to pay off outstanding loan balances within Phillips Aerospace.

Separately identifiable intangible assets comprise customer relationships
£1,148,761 and licences £389,668.

The goodwill of £1,294,255 comprises the value of expected synergies arising
from the acquisition, the assembled workforce and technological know-how,
which is not separately recognised.

From the date of acquisition, Phillips Aerospace Limited contributed £819,500
of revenue and £201,000 to profit before tax from continuing operations of
the Group.

 

Phillips Aerospace revenue for the year was £1,584,587 and £36,680 profit
before tax.

 

£195,881 of exceptional acquisition expenses were incurred as a direct result
of the Group acquiring Phillips Aerospace.

 

The creation of a merger reserve of £1,283,457 is a result of acquiring
Phillips Aerospace in accordance with s612 CA06. In total 1,807,686 shares
were issued in relation to the acquisition.

 

 Note 28  ULTIMATE CONTROLLING PARTY

 

   The Directors have assessed that there is no ultimate controlling party.

 

 

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