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REG - Accesso Technology - Final Results

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RNS Number : 0628F  Accesso Technology Group PLC  15 April 2025

15 April 2025

accesso® Technology Group plc

("accesso" or the "Group")

RESULTS FOR THE YEAR ENDED 31 DECEMBER 2024

accesso Technology Group plc (AIM: ACSO), the premier technology solutions
provider for attractions and venues worldwide, today announces results for the
year ended 31 December 2024 ('2024').

 

Commenting on the results, Steve Brown, Chief Executive Officer of accesso,
said:

 

"We are pleased to have delivered results in line with our revised revenue
guidance while exceeding our expectations on profit. We know this outturn is
not at the level we set out to achieve at the start of the year, but we
delivered these results in conditions where our customers faced lower levels
of consumer activity, and a key strategic project in Saudi Arabia saw a shift
in the planned opening date. Despite these challenges, we held our business
steady, managed costs, and continued to diversify. We are growing in important
new geographies like the Middle East, and our new restaurant and retail
solution, accesso Freedom(SM) is gaining traction. Our pipeline is strong and
our technology continues to deliver outstanding results for our clients.
Accesso today is more resilient and better equipped with market-leading
technology than ever, and I'm proud of the team for their outstanding work
delivering excellence across the business.

As we look forward, we continue to push ahead with our initiatives to deliver
top line growth while focusing on profitability. We are prioritising
high-margin revenue streams, controlling costs, and seeing real results in
driving operational excellence across our portfolio. Although our operating
environment had been improving in recent months, we now need to exercise
prudence in the face of possible US tariff-related macroeconomic impacts. It
is too early to predict exactly how these dynamics might affect our year
ahead, but we are cautiously optimistic given the importance of our dynamic
solutions as customers flex product, pricing and promotions in response to
changes in the consumer landscape. Our global customer base is largely
comprised of local and regional venues which have historically shown
resilience as consumers opt for nearby entertainment offerings in lieu of
higher cost destination holiday travel. We will invest in strategic growth
areas, refine our commercial approach to expand market presence and continue
to excel in cost management to ensure sustained success. We remain confident
in our ability to drive long-term value as we continue to grow the business."

2024 Highlights

Financial highlights

 

                                                                      2024     2023     Vs 2023
                                                                      $000     $000     %
 Revenue                                                              152,291  149,515  1.9%
 Revenue excluding seasonal staffing pass through and B2C exit ((5))  151,829  144,124  5.3%
 Revenue - constant currency ((4))                                    150,293  149,515  0.5%
 Cash EBITDA ((1))                                                    22,831   23,626   (3.4)%
 Statutory profit before tax                                          11,681   8,808    32.6%
 Net cash ((2))                                                       28,716   31,465   (8.7)%
 Adjusted basic EPS (cents) ((3))                                     38.39    37.48    2.4%
 Basic earnings per share (cents)                                     22.38    19.19    16.6%

 

Footnotes:

(1) Cash EBITDA: operating profit before the deduction of amortisation,
depreciation, acquisition, integration and disposal costs, and costs related
to share-based payments less capitalised development costs (see reconciliation
in the Financial Review).

(2) Net cash is calculated as cash and cash equivalents less borrowings.

(3) Adjusted basic earnings per share is calculated after adjusting operating
profit for impairment of intangible assets, amortisation on acquired
intangibles, acquisition, integration and disposal costs and share-based
payments, net of tax at the effective rate for the period on the taxable
adjusted items (as detailed on note 11).

(4) Revenue metrics for the period ended 31 December 2024 have been prepared
on a constant currency basis with the period ended 31 December 2023 to assist
with assessing the underlying performance of the revenue streams. Average
monthly rates for FY 2023 were used to translate the monthly FY 2024 results
into a constant currency using the range of currencies as set out below:

 

a. GBP sterling - $1.21 - $1.29

b. Euro - $1.06 - $1.11

c. Canadian dollars - $0.73 - $0.76

d. Australian dollars - $0.64 - $0.69

e. Mexican pesos - $0.05 - $0.06

f. Brazilian real - $0.19 - $0.21

g. Singapore dollars - $0.73 - $0.75

h. United Arab Emirates dirham - $0.27 - $0.27

(5) Seasonal staffing represents costs recharged to a major customer in the
Group. The recharge of these costs ended at the end of H1 2023. The Group also
exited its B2C business, From the Box Office, in May 2024, the figures
presented exclude the revenues generated from this business in both 2024
($0.5m) and 2023 ($2.0m).

Performance highlights

 ·             Performance in line with revised expectations: Group revenue showed modest
               growth of 1.9% reaching a total of $152.3m. Adjusting for the decision to step
               away from $3.3m pass-through revenue from a virtual queuing customer, the
               Group's revenue growth was approximately 4.2%. Adjusting further for the
               impact of the decision to exit the Group's B2C business in May 2024 (B2C
               revenue 2024: $0.5m, 2023: $2.0m) this growth rate would have been 5.3%. The
               Group also delivered $22.8m of Cash EBITDA, reaching a margin of 15% and
               exceeding the Group's revised guidance range of 13% - 14%.

 ·             New business shows demand remains strong: During 2024 we won 30 new venue
               contracts across a broad range of end markets, with 7 of these venues taking a
               combination of products. Our future pipeline remains strong, with a clear
               focus on improving proposal conversion rates in 2025 to ensure accelerated
               success.

 ·             New propositions gaining traction: accesso Horizon(sm) continues to gain
               traction with customers, including in important growth markets like Saudi
               Arabia. Despite project delays impacting FY 2024 trading, we have already seen
               further new business flow from our expanded footprint in-country, including
               the new Six Flags theme park and the Aquarabia water park at the expansive new
               Qiddiya City development. Our Restaurant & Retail proposition accesso
               Freedom is also demonstrating its long-term potential having secured its first
               11 wins during the year with a strong pipeline for 2025.

 ·             Continued operational focus enables profit ahead of revised expectation
               expansion: We were pleased to deliver a cash EBITDA margin ahead of our
               revised expectations for 2024 and driving operational excellence through the
               Group remains a key theme during 2025. We continue to focus on expanding our
               higher margin revenue streams, remaining laser-focused on cost while
               continuing to innovate, and making progress to increase profit in some of our
               historically less profitable areas.

 ·             Post period-end GTM changes: With a higher rate of revenue growth a key
               priority, a restructure of our Commercial operation is realigning resources
               and go-to-market strategy to more comprehensively address our expanded range
               of solutions and global market reach.

 ·             Leadership Expansion: Considering the scale of our business with nearly 700
               staff across 18 countries and the importance of an efficient operational
               strategy across the Group, Lee Cowie has joined as Chief Operating Officer.
               Lee brings extensive expertise in technology and operational excellence,
               having driven successful digital innovation and efficiency programmes during
               his tenure as Chief Technology Officer at Merlin Entertainments.

 ·             Outlook: accesso remains a diversified and resilient business. However, we
               need to be mindful that operators are facing increasingly complex
               macroeconomic conditions which may impact the timing of new technology
               investment. As a result, our transactional revenue is more difficult than
               usual to predict, particularly the backdrop of a rapidly evolving global
               tariff dynamic and with the key periods of the trading year still ahead of us.
               In recognition of the current forecasting environment, the Company's guidance
               for revenue in 2025 is that growth is unlikely to exceed the effective 5.3%
               reported in 2024. Meanwhile, our ability to manage profitability while
               investing in strategic growth areas gives us confidence that we can deliver a
               Cash EBITDA margin in line with or slightly ahead of current consensus. With
               around a third of Group revenues generated in currencies outside of USD, we
               are also mindful of the recent movement in foreign exchange rates,
               particularly in any strengthening of USD against GBP and EUR. The outlook
               above is based on the current prevailing rates of GBPUSD $1.288 and EURUSD
               $1.077 continuing to hold through the remainder of the year.

 ·             Buyback programme: In line with the ongoing capital allocation strategy, we
               are separately announcing today a share buyback programme of up to £8.0m (USD
               $10.3m) to be executed through the remainder of 2025.

 

The information contained within this announcement is deemed to constitute
inside information as stipulated under the Market Abuse Regulations (EU) No.
596/2014 ("MAR").

 

Upon the publication of this announcement, this inside information is now
considered to be in the public domain.  The Company will be hosting a webcast
presentation for analysts at 1pm. Analysts and institutional investors can
register for the presentation using the following link:
https://www.lsegissuerservices.com/spark-insights/AccessoTechnologyGroup/events/7aface9e-1c31-4301-8442-e17d6655f518/accesso-full-year-results-2024
(https://www.lsegissuerservices.com/spark-insights/AccessoTechnologyGroup/events/7aface9e-1c31-4301-8442-e17d6655f518/accesso-full-year-results-2024)
. A copy of the presentation made to analysts will also be available for
download from the Group's website shortly after the conclusion of the meeting.

 

For further information, please contact:

 

 accesso Technology Group plc                                                                                                                                                                       +44 (0)118 934 7400

 Steve Brown, Chief Executive Officer

 Matthew Boyle, Chief Financial Officer

 Deutsche Numis (Nominated Adviser and Sole                                                                                                                                                         +44 (0)20 7260 1000
 Broker)

 Simon Willis, Joshua Hughes, Iqra Amin

 DGA Group (Financial Public Relations)                                                                                                                                                             +44 (0)20 7550 9225

 Adam Davidson, Corbin Ellington

 

About accesso Technology Group plc

 

At accesso, we believe technology has the power to redefine the guest
experience. Our patented and award-winning solutions drive increased revenue
for attraction operators while improving the guest experience. Currently
serving over 1,200 clients in 33 countries around the globe, accesso's
solutions help our clients streamline operations, generate increased revenues,
improve guest satisfaction and harness the power of data to facilitate
business and marketing decisions.

 

accesso stands as the leading technology provider of choice for tomorrow's
attractions, venues and institutions. To stay ahead, we invest heavily in
research and development because our industries demand it, our clients benefit
from it and it makes a positive impact on the guest experience. Our innovative
technology solutions allow venues to increase the volume and range of on-site
spending and to drive increased transaction-based revenue through cutting edge
ticketing, point-of-sale, virtual queuing, distribution and experience
management software.

 

Many of our team members have direct, hands-on experience working in the
venues we serve. In this way, we are experienced operators who run a
technology company serving attractions operators, versus a technology company
that happens to serve the market. From our agile development team to our
dedicated client service specialists, every team member knows that their
passion, integrity, commitment, teamwork and innovation are what drive our
success.

 

accesso is a public company, listed on AIM: a market operated by the London
Stock Exchange. For more information visit www.accesso.com
(https://www.accesso.com/) . Follow accesso on X
(https://x.com/accessotech) , LinkedIn
(https://www.linkedin.com/company/accesso)  and Facebook
(https://www.facebook.com/accessoTechnologyGroup/) .

 

***

Chief Executive's review

 

"We remain focused and resilient, with further growth in our sights as we
build for the long-term and position accesso for sustainable, global success".

Standing up to be counted in 2024

 

The 2024 financial year once again proved accesso's agility in responding to
changing conditions. Although ahead of prior year, a softening macroeconomic
environment reduced the level of transactional activity below what we had
originally expected. As operators experienced this slightly softer than
anticipated demand, our products and their transactional revenue streams
remained resilient, with both accesso Passport and accesso LoQueue slightly
ahead of the prior year. We also note that operators' approach to purchasing
decisions becomes a bit more cautious during these periods, which in turn,
slowed the pace of our sales conversion. In Saudi Arabia - an important growth
market for the Group - we saw a delay to a major project timeline. Overall,
falling short of the ambitions we set for ourselves at the start of the year
is, of course, a disappointment. However, I am proud of the way in which our
team remained resilient and responded, and still enabled us to exceed the
revised profit expectations we set in August.

 

To hold our business steady in these circumstances tells me accesso is
committed enough at the level of our team, commercial enough at the level of
our operations, and innovative enough at the level of our product to meet our
long-term ambitions for growth and returns. In a market that may be challenged
in the near-term with ongoing uncertainties, our track record demonstrates our
ability both to capture higher levels of demand when they present themselves,
and balance expenses when activity is lower than expected.

 

Our culture of teamwork is at the core of our adaptability and ongoing
success, and this has never been more evident than during 2024 as we suffered
the loss of our CFO, Fern MacDonald. Her world-class skills and immeasurable
contributions to accesso have left a lasting legacy. I extend my deepest
gratitude to everyone, especially those closest to Fern, for their fortitude
and perseverance. The strong, high-quality team that Fern built continues our
important financial work, embodying her standards of excellence and relentless
commitment to accesso.

 

As we look ahead, we are hopeful that our market is maintaining flexibility to
respond to changes in guest behaviour. We know that our evolved product set,
now incorporating accesso Horizon, accesso Freedom(sm), and accesso
Paradox(sm), stand as benchmarks across the sectors we serve. Our balance
sheet also remains strong following another year of cash generation. Our cash
generated from operating activities, prior to working capital movements and
tax payments, was $25.7m, an increase of 8.0% on 2023's $23.8m. We remain in a
net cash position with significant liquidity, both through existing cash
resources and available committed banking facilities. We have an unmatched
product set, robust expertise across our team, and a wide range of global
opportunities to power us towards accelerated growth. We are working every day
with a sharp focus towards enhancing our rate of revenue growth and to
optimise our bottom-line performance.

Financial performance

 

Group revenue for 2024 was $152.3m (FY 2023: $149.5m), representing growth of
1.9% year-over-year. Adjusting for the decision to step away from $3.3m
pass-through revenue from a large virtual queuing customer, the Group's
revenue growth was approximately 4.2%. Adjusting further for the impact of the
decision to exit the Group's B2C business in May 2024 (B2C revenue 2024:
$0.5m, 2023: $2.0m) this growth rate would have been 5.3%. This year was the
last in which the impact of this proactive step will be present in our results
and from now on, we will see even further benefit from our increasingly
focused, visible, sustainable and high-quality revenue profile.

 

For 2024, Cash EBITDA was $22.8m (FY 2023: $23.6m), being delivered at a
margin of 15% on revenue, ahead of our revised expectations of between 13% and
14%. We have also continued paying down debt related to the three acquisitions
we made in 2023, and after having bought back $8.1m of shares during the
period, we finished the year with a net cash balance of $28.7m.

 

Market backdrop and demand environment

During 2024, economic conditions were demanding for our customers. While the
venues we serve - mostly local and regional rather than international - are to
some extent insulated from major swings in consumer confidence, overall
transaction volumes are still impacted by the prevailing mood. This year, the
most pronounced volume effects surfaced during the peak North American summer
trading months, leaving operators with limited time to react with revised
strategies to increase demand. The lower than anticipated transactional
revenue across the summer period contributed to the need to revise our
expectations downward for the year. Despite falling short of our original
anticipated uptick in volume, full year transactional revenue increased 2.5%.

 

While our ability to deliver on our revised 2024 expectations reflected a
solidifying demand picture during the latter part of the year and strong
performance in the final quarter, the picture as we enter 2025 is complex.
With US tariff policy continuing to evolve and international responses still
taking shape, we have limited visibility on how consumers will react -
particularly in the key summer trading months still to come. As such, we are
urging prudence at this stage. We know our customers continue to invest in
demand generation strategies from marketing to capital investments in new
attractions, and we also know the increasing diversification of our business
across end markets and geographies is key to our resilience. For example, we
have reported regularly on our progress in the ski industry and our expanding
footprint in the Middle East, both of which showcase the broadening of our
horizons into promising areas. Looking at our numbers, one can also see the
trend. In 2021, North America represented 79% of our Group revenue. This
proportion has declined consistently year over year, and today North America
represents 61% of a considerably larger total. We are confident this footing
will enable us to continue delivering revenue and profit despite the uncertain
times.

Customer success with new propositions gaining traction

 

The robustness of our pipeline also gives us confidence in the ongoing
durability of our proposition, and our belief was reinforced by our continued
new business success during the year. Despite the market conditions we
maintained our pace from 2023, beating our 28 wins from last year with 30 new
venues signed across attractions, fairs & festivals, live entertainment,
ski resorts, stadia and more.

 

As announced in March 2024, one of our most important wins from the period was
a landmark agreement with Saudi Entertainment Ventures (SEVEN), a wholly owned
subsidiary of the Saudi Arabia Public Investment Fund (PIF). Our agreement
anticipates we will serve 21 cutting-edge entertainment destinations across 14
cities, featuring over 150 attractions, diverse dining outlets, local and
international retail outlets. It's a groundbreaking project in a key growth
region for our business and its scale and scope represents a major vote of
confidence in the quality of our accesso Horizon(sm) product.

 

Most recently, we have further expanded our presence in the Middle East with a
significant win. Qiddiya, which includes Six Flags Saudi Arabia and Aqua
Arabia water park, has signed to implement accesso Horizon as its core
ticketing and entitlement management solution. This agreement, for the
region's signature development, represents another milestone in our global
expansion and highlights the demand for our enterprise solutions in emerging
entertainment hubs. For the full year we expect revenues of approximately $2m
to come from key Middle Eastern customers.

 

Throughout 2024, we continued to see strong customer adoption of our
solutions, particularly with accesso Freedom, which demonstrated its
versatility across multiple verticals. It secured 11 new contract wins,
including 7 existing customers expanding their relationships and 4 brand-new
customers adopting the solution. Of the 11 new wins, the mix of new deals - 6
in the ski sector and 5 in attractions - underscored the strength of accesso
Freedom as a cross-vertical product, enhancing our total addressable market by
offering a highly adaptable and integrated solution.

 

Among the new accesso Freedom customers, Morgan's Wonderland, CaliBunga San
Jose, SkyPark at Santa's Village, and SplashDown Beach represent key wins
where the integrated combination of accesso Freedom alongside accesso Passport
and accesso Siriusware has proven to be a compelling proposition. These new
customers highlight the growing demand for a seamless and scalable solution
that delivers operational efficiency and enhanced guest experiences across
different types of venues. We stand out as the clear market leader with the
most comprehensive and highest quality product offering to our end markets.
accesso's robust product offering, along with the credibility of serving our
blue-chip customer base is simply unmatched.

 

Beyond accesso Freedom, we secured other notable customer successes during the
year. Little Lion Entertainment, which operates Crystal Maze and other UK
attractions, selected accesso Passport to support its operations. Sundance Ski
Resort, Cleveland Zoo, Vancouver Zoo and the recently opened National Medal of
Honor Museum also signed on as new customers, further expanding our presence
across a diverse range of venue types. A new signature attraction in Las Vegas
being developed by one of our blue-chip customers was also a notable win for
accesso Horizon, reinforcing its appeal for high-profile entertainment
destinations. The confidence this operator places in the solution based upon
the success of the solution at their theme parks in Asia reinforces the
quality and differentiation of accesso Horizon.

Laser-focus on operational excellence

 

Our Cash EBITDA margin of 15.0% in 2024 is reflective of our continued focus
on driving operational efficiency in our business. As we said at the time of
our August 2024 Trading Statement, we have been taking a number of steps to
manage cost in the face of our lower revenue expectation. Initiatives in this
area include maintaining operating leverage through strategic headcount
management, with total headcount decreasing slightly from 691 at the end of
2023 to 682 at the end of 2024. We have managed to achieve this balance
without sacrificing hiring for open positions in key areas or impacting our
product roadmap. Rather, when attrition has occurred, we have been highly
selective in deciding whether to backfill roles and, if so, where to
reallocate resources most effectively. For example, in cases where an
engineering role was vacated, the strength of our current product offering
means that in the near-term, we have chosen to reallocate headcount to
commercial functions that better align with our strategic priorities around
revenue growth. In terms of gaining operational efficiency, our engineering
teams are implementing AI tooling where applicable to increase output and
accelerate innovation.

 

Additionally, we continue to drive savings though our technology footprint,
with cloud hosting costs decreasing compared to 2023. This reduction was
driven by engineering-led efficiency efforts. Our technology teams have
focused on optimising infrastructure utilisation, ensuring that we continue to
deliver high levels of performance while reducing overhead costs.

 

Continuing our focus on identifying opportunities to improve performance, we
have made significant changes to our Ingresso business that have led it to a
notable upturn in performance. Following a strategic review, a range of
opportunities were identified and action taken to address each of those. We
made the decision to exit the B2C business which operated at breakeven,
renegotiated key customer agreements, and recruited a new Managing Director
with highly relevant experience to lead the Group. I am proud of the results
of the team's efforts and have confidence we will continue to see improvement
in the profitability of Ingresso as we move forward. Ultimately, we have a
real opportunity to increase value in this area given the potential for
distribution - a differentiator for accesso against competition - to play an
important role as a lever for us in new business negotiations across our
product set.

 

Despite the breadth of our activity, I still believe we can drive a faster
pace and make a deeper impact on new business. As such, a review of our
go-to-market approach became a critical and obvious strategic opportunity. At
the start of 2025 we initiated a restructure of our go-to-market approach. As
accesso has expanded in scale, and solutions offered, we need to also adjust
the scale and structure of our commercial approach.  Shifting staffing to the
commercial team to more sufficiently cover the global range of our target
markets along with revised marketing efforts to generate new leads will more
appropriately align our business for driving growth via new customers. With
the benefit of our wide-ranging product set also comes the complexity of
organising and implementing efforts to sell across our end markets and
geographies. Recruitment of a new senior leader is underway to bring in a
fresh set of eyes, and along with revised resource allocation and new
marketing strategies we intend to increase our sales pace, efficiency and
impact.

 

People and culture

 

In 2024 we maintained strong staff engagement scores, with an impressive 95%
participation rate in our annual survey. Our overall engagement score of 4.1
benchmarks at the 75(th) percentile for similarly sized companies in the tech
industry, reflecting a highly engaged workforce that remains motivated and
connected to our mission.

 

Employee retention remained stable, with a voluntary turnover rate of 5%,
broadly consistent with 2023. This underscores our ability to attract and
retain top talent in a competitive labour market. We were particularly proud
to launch our first-ever Emerging Leader programme, an interactive, virtual
leadership development initiative designed to support new and aspiring leaders
within the business. The programme consists of two cohorts, each with 25
employees from across the company, providing participants with key leadership
skills, mentorship opportunities, and a strong foundation for career
progression.

 

As we continue to expand and evolve as a business, investing in our people
remains a core priority. We recognise that our team's resilience and expertise
are integral to our success, and we will continue to provide the support,
resources and development opportunities needed to empower them in the years
ahead.

Outlook

 

Our outlook for 2025 is informed by our view of a market in which operators
were already adjusting to persistent macroeconomic challenges and are now
contending with additional uncertainty related to US trade policy around
tariffs. While overall demand for our technology solutions remains strong,
visitor attendances are now more difficult to predict for the remainder of the
year.

At the same time, our customers are working diligently on marketing plans and
will typically make promotion and pricing adjustments to balance demand if
warranted. Additionally, the diversification of our revenue base and the
relative resilience of our local and regional customer base will continue to
work in our favour. As a result, we believe our business is well positioned to
withstand impacts from macroeconomic pressures.

Taking these various dynamics in hand, we think it best to take a prudent
approach to our guidance for 2025. For revenue, growth is unlikely to exceed
the effective 5.3% reported in 2024. On profit, our ability to manage
profitability while investing in strategic growth areas gives us confidence
that we can deliver a Cash EBITDA margin in line with or slightly ahead of
current consensus for the year.

Finally, with approximately a third of Group revenue generated in currencies
other than US dollars, we have developed our outlook while recognising that
persistent volatility in exchange rates - particularly with respect to the
movement of the USD against the GBP and EUR - could affect our full year
outturn. The outlook we publish today is therefore put forward on the basis
that the current prevailing rates of GBPUSD $1.288 and EURUSD $1.077 continue
to hold through the remainder of the year.

Steve Brown

Chief Executive Officer

14 April 2025

 

Financial review

 

Matthew Boyle

Chief Financial Officer

"Our financial performance in 2024 showed the resilience of our business in a
challenging market. Despite economic uncertainty, we met our revised
expectations and maintained solid profitability. Moreover, our balance sheet
remains strong and we continue to operate the business with great precision
and control. The picture for 2025 is still crystallising at this stage of the
year but given the strength of our platform and our leading market position,
we are confident that we can continue to grow our business and deliver in line
with our guidance."

 

 Revenue $000                      2024  $152,291  Group revenue is 1.9% up on 2023 with Ticketing up 8.7%, Guest Experience down

                                                 7.9% and the Professional Services segment down 31.1%. Ticketing benefited
 $152,291                                          from the full year impact of accesso Horizon and accesso Paradox while our
                                                   distribution business had a strong year following the signing of a large new
                                                   distributor in H2 2023.

                                                   Within Guest Experience, our queuing business saw the change in our labour
                                                   model with a significant customer resulting in a planned decrease in our
                                                   revenue. The revenue quality table below highlights $nil revenue from this
                                                   operation in 2024 (2023: $3.3m).
                                   2023  $149,515
 Cash EBITDA (1) $000              2024  $22,831   The Group delivered Cash EBITDA for the period of $22.8m, down 3.4% or $0.8m

                                                 on 2023. While gross profit increased 4.2% or $4.8m, underlying administrative
 $22,831                                           expenses increased by 6.3% or $5.7m, outpacing the revenue and gross profit
                                                   growth. FY 2024 included a full year impact of costs from the three
                                                   acquisitions made in H1 2023 alongside continued inflationary pressure on
                                                   wages and services. The Group is continuing to robustly manage the cost base,
                                                   both through headcount stability and efficiencies.

                                                   Cash EBITDA, as a % of revenue, was 15.0% (2023: 15.8%).

                                                   Our business bears the consequences of a high level of operating leverage, and
                                                   our products and the associated cost base can scale to deliver increased
                                                   revenue with limited increases in headcount and related expenditure. Looking
                                                   ahead, as revenue grows against our full headcount, we look forward to our
                                                   Cash EBITDA margin % increasing.
                                   2023  $23,626
 Statutory profit before tax $000  2024  $11,681   Statutory profit before tax increased $2.9m or 32.6% on 2023.

 $11,681                                           For the reasons explained above, EBITDA before exceptional items and
                                                   share-based payments declined $0.8m. In addition, there was an increase in the
                                                   share-based payment expense of $0.5m. These decreases to profit were offset by
                                                   a fall in exceptional items of $2.6m, with no acquisitions in the current year
                                                   compared to three in 2023. Further, there was also a fall in total
                                                   amortisation & depreciation expense of $2.1m, largely due to a number of
                                                   capitalised R&D projects becoming fully amortised in early 2024.
                                   2023  $8,808
 Net cash (2) $000                 2024  $28,716   At 31 December 2024, the Group held $42.8m cash with net borrowings of $14.1m.

 $28,716

                                                   During 2024, the Group spent $17.1m on financing activities which included
                                                   $8.1m on the repurchase and cancellation of accesso's own shares as well as
                                                   $6.5m repaid on the Group's revolving credit facility with HSBC.
                                   2023  $31,465
 Adjusted basic EPS (cents) (3)    2024  38.39     Adjusted basic earnings per share of 38.39 and basic earnings per share of

                                                 22.38 increased by 2.4% and 16.6% respectively.
 38.39 cents

                                                   As with our Cash EBITDA margin, we look forward to both adjusted and basic
                                                   earnings per share increasing as our existing operational cost base is
                                                   leveraged to deliver revenue growth.
                                   2023  37.48
 Basic earnings per share (cents)  2024  22.38

 22.38 cents
                                   2023  19.19

 

 

Footnotes:

(1) Cash EBITDA: operating profit before the deduction of amortisation,
depreciation, acquisition, integration and disposal costs, and costs related
to share-based payments less capitalised development costs.

(2) Net cash is calculated as cash and cash equivalents less borrowings.

(3) Adjusted basic earnings per share is calculated after adjusting operating
profit for impairment of intangible assets, amortisation on acquired
intangibles, acquisition, integration and disposal expenses and share-based
payments, net of tax at the effective rate for the period on the taxable
adjusted items (as detailed in note 11).

Key performance indicators and alternative performance measures

 

The Board continues to utilise consistent alternative performance measures
(APMs) internally and in evaluating and presenting the results of the
business. The Board views these APMs as representative of the Group's
underlying performance.

The historic strategy of enhancing accesso's technology offerings via
acquisitions, as well as an all-employee share option arrangement, necessitate
adjustments to statutory metrics to remove certain items which the Board does
not believe are reflective of the underlying business.

 

By consistently making these adjustments, the Group provides a better
period-to-period comparison and is more readily comparable against businesses
that do not have the same acquisition history and equity award policy.

 

APMs include Cash EBITDA, Adjusted basic EPS, net cash, underlying
administrative expenditure and repeatable and non-repeatable revenue analysis
and are defined as follows:

 

 ·             Cash EBITDA is defined as operating profit before the deduction of
               amortisation, impairment of intangible assets, depreciation, acquisition,
               integration and disposal costs, and costs related to share-based payments less
               capitalised internal development costs;

 ·             Adjusted basic earnings per share is calculated after adjusting operating
               profit for impairment of intangible assets, amortisation on acquired
               intangibles, acquisition, integration and disposal-related costs and
               share-based payments, net of tax at the effective rate for the period on the
               taxable adjusted items (see note 11);

 ·             Net cash is defined as available cash less borrowings. Lease liabilities are
               excluded from borrowings on the basis they do not represent a cash drawing;

 ·             Underlying administrative expenses are administrative expenses adjusted to add
               back the cost of capitalised development expenditure and property lease
               payments and remove amortisation, impairment of intangible assets,
               depreciation, acquisition costs, and costs related to share-based payments.
               This measure is to identify and trend the underlying administrative cost
               before these items;

 ·             Repeatable revenue consists of transactional revenue from Virtual Queuing,
               Ticketing and eCommerce and is defined as revenue earned as either a fixed
               amount per sale of an item, such as a ticket sold by a customer or as a
               percentage of revenue generated by a venue operator. Normally, this revenue is
               repeatable where a multi-year agreement exists and purchasing patterns by
               venue guests do not significantly change. Other repeatable revenue is defined
               as revenue, excluding transactional revenue, that is expected to be earned
               through a customer's agreement, without the need for additional sales
               activity, such as maintenance and support revenue. Non-repeatable revenue is
               revenue that occurs one-time (e.g. up-front licence fees) or is not repeatable
               based upon the current agreement (e.g. billable professional services hours)
               and is unlikely to be repeatable without additional successful sales execution
               by accesso. Other revenue consists of hardware sales and other revenue that
               may or may not be repeatable with limited sales activity if customer behaviour
               remains consistent; and

 ·             The revenue streams for year ended 31 December 2024 have been prepared on a
               pro forma basis using consistent currency rates with the year ended 31
               December 2023 to assist with assessing the underlying performance. Average
               monthly rates from 2023 were used to translate the monthly 2024 results into a
               constant currency using the range of currencies as set out below:

 

o  GBP sterling - $1.21 - $1.29

o  Euro - $1.06 - $1.11

o  Canadian dollars - $0.73 - $0.76

o  Australian dollars - $0.64 - $0.69

o  Mexican pesos - $0.05 - $0.06

o  Brazilian real - $0.19 - $0.21

o  Singapore dollars - $0.73 - $0.75

o  United Arab Emirates dirham - $0.27 - $0.27

 

The Group considers Cash EBITDA, which disregards any benefit to the income
statement of capitalised development expenditure, as its principal operating
metric.

 

These APMs should not be viewed in isolation but as supplementary information.
As adjusted results include the benefits of the Group's acquisition history
but exclude significant costs (such as significant legal or amortisation
expenditure), they should not be regarded as a complete picture of the Group's
financial performance, which is presented in its total results.

 

Key financial metrics

Revenue

 

The Group showed resilience to deliver revenue of $152.3 (2023: $149.5m) being
growth of 1.9% despite the Group facing multiple headwinds through the year.

As in the prior year, the Group derives 75% of revenue from transactional
sources, typically through % revenue share or usage arrangements with its SaaS
customers. Our early expectations for 2024, based both on our unique view into
customer plans and the strength of our sales pipeline, were that the year
would see growth consistent with that observed in the preceding few years. As
explained in August 2024, the Group noted that the growth in transactional
income, while still positive year over year, was behind our early outlook due
to slower attendance growth across our customer base. This was particularly in
the peak seasonal summer months, but continued through the remainder of 2024.

We set out details of our revenue by segment, geography and repeatable to
non-repeatable analysis below.

Revenue on a segmental basis was as follows:

                                                2024         2023             Vs 2023
                                                $000         $000             %

 Ticketing                                      89,806       86,455           3.9%
 Distribution                                   23,226       17,569           32.2%
 Ticketing and distribution                     113,032      104,024          8.7%
 Virtual queuing - transactional revenue        25,705       25,754           (0.2%)
 Virtual queuing - staffing cost reimbursement  -            3,344            (100.0%)
 Virtual queuing - hardware and other*          1,865        839              122.3%
 Other guest experience*                        3,893        4,238            (8.1%)
 Guest experience                               31,463       34,175           (7.9%)
 Professional Services                          7,796        11,316           (31.1%)

 Total revenue                                  152,291      149,515          1.9%

 

*The Guest Experience segment has been restated to exclude Professional
Services that are not being provided in conjunction with one of our products.
The prior period Guest Experience revenue was $45.5m being the sum of the
Guest Experience and Professional Services 2023 amounts. The Other Guest
Experience comprises revenue from accesso's mobile application platforms and
accesso Freedom.

Ticketing and Distribution:

Ticketing and Distribution revenue was 8.7% up on 2023. Within Ticketing this
includes the benefit of a full year of accesso Horizon and accesso Paradox
revenue, which together contributed $4.8m increase compared to the prior year.
accesso Passport's continued growth, driven by transactional income,
contributed $1.2m revenue growth compared to the prior period. Offsetting this
growth was a decrease of $1.7m in accesso Siriusware, as new term licence
sales slowed, and $0.9m decrease in accesso ShoWare.

The lower-than-expected transactional revenue has a knock-on impact on our
sales lead time, as operators delay software implementation decisions on the
back of flat attendances. We noted this lead time extending through H2 2024
and expect this will continue through 2025.

The distribution business had a particularly strong year following a full year
of contribution from a large new distributor signed in H2 2023 as well as
continued penetration in the Group's wider customer base. This growth is even
more pronounced considering the decision in May 2024 to exit the B2C division
of our distribution business which operated with minimal profit contribution.
This division contributed revenues of $2.0m in 2023 and $0.5m during the
period of operation in 2024.

Guest Experience

Within the Guest Experience segment, accesso LoQueue's transactional-based
revenue was flat on 2023 despite the attendances at venues in which it
operates predominately being down compared to 2023. We are continuing to work
with operators to maximise the guest penetration and pricing optimisation of
the queuing product which ensures that the revenue remains resilient despite
attendance pressures.

The Group typically has bi-annual hardware orders from a blue-chip customer
for the accesso Prism device which drove the 122.3% growth shown in the table
below.

Virtual queuing revenue:

                                                2024        2023            Vs 2023
                                                $000        $000            %

 Virtual queuing - transactional revenue        25,705      25,754          (0.2%)
 Virtual queuing - hardware and other           1,865       839             122.3%
 Virtual queuing - staffing cost reimbursement  -           3,344           (100.0%)
 Queuing                                        27,570      29,937          (7.9%)

 

Other Guest Experience

The Other Guest Experience line comprises revenue from accesso's mobile
application platforms, TE2 and WayMiGo, and accesso Freedom. This revenue
decreased $0.3m (8.2%) on 2024 driven largely by an anticipated decline in
legacy support contracts for the retail, food & beverage intellectual
property acquired in July 2022. Pleasingly, the Group signed 11 (7 existing
and 4 new to the Group) customers to the accesso Freedom platform which we
expect to grow in 2025 and increase our transactional revenue as a proportion
of the overall total income.

Professional Services:

As flagged in our Interim Statement, for the current period we have split
revenues generated within The Experience Engine(TM) (TE2) between platform
fees, which remain in the Guest Experience segment, in the 'Other Guest
Experience' line referenced above, and the delivery of bespoke Professional
Services to large customers in the ski, theme park, and cruise ship markets,
which move to a separate Professional Services segment.

Our Professional Services segment revenues cover those that are not associated
with a particular product. As a key technology infrastructure partner, large
attraction and leisure operators look to us to provide support for their own
internal project cycles. We realise that this element of our business will
fluctuate year over year, however, we are positioned to take the opportunities
when they arise. In 2024, Professional Services revenues were down an expected
$3.5m (31.1%) reflecting anticipated project fluctuations with two of our
larger customers when compared to 2023.

Revenue on a geographic and segmental basis was as follows:

 

                                             2024                                                        2023
 Primary geographic markets                  Ticketing      Guest        Professional Services           Ticketing        Guest           Professional Services***

                                             and            Experience                          Group    and              Experience***                             Group

                                             Distribution                                                Distribution**
                                             $000           $000         $000                   $000     $000             $000            $000                      $000

 UK                                          29,274         3,287        -                      32,561   25,295           3,286           -                         28,581
 Other Europe                                3,400          5,192        33                     8,625    2,139            5,776           -                         7,915
 Middle East*                                2,268          -            -                      2,268    1,109            -               -                         1,109
 Australia/South Pacific/Other Asia/Africa*  9,687          1,654        -                      11,341   7,660            1,854           -                         9,514
 USA                                         59,427         20,843       7,734                  88,004   59,098           22,808          11,290                    93,196
 Canada                                      5,191          292          -                      5,483    4,270            266             -                         4,536
 Mexico                                      2,911          195          29                     3,135    3,550            185             26                        3,761
 Other Central and South America             874            -            -                      874      903              -               -                         903
                                             113,032        31,463       7,796                  152,291  104,024          34,175          11,316                    149,515

 

*This disclosure has been enhanced to present disaggregated revenue for the
Middle East in the comparative period. The Middle East was previously
presented aggregated within Australia/South Pacific/Other Asia/Africa as a
total of $10.5m.

**This disclosure has been restated for the year ended 31 December 2023 to
present distribution revenue by country of the venue rather than country of
distributor (i.e. where the venue is located rather than the location of the
distributor where the ticket was sold). This reclassification aligns
distribution revenue more closely to the presentation of accesso's other
products, where the primary market relates to the location of the venue or
event.

***The Guest Experience segment has been restated to exclude Professional
Services that are not being provided in conjunction with one of our products.
The prior period Guest Experience revenue was $45.5m being the sum of the
Guest Experience and Professional Services 2023 amounts.

Our growth in the UK arose due to the strong performance of the Ingresso
distributions business discussed earlier in this report. We also saw strong
growth in APAC as a result of the completion of accesso Horizon
implementations in the region, across both Japan and Australia.

Our US business fell $5.2m (5.6%), $3.3m of which was driven by the removal of
the seasonal staffing pass-through revenue. The remaining decrease was driven
by accesso Siriusware, accesso ShoWare and Professional Services whose
movements are each referenced earlier in this report.

The increase in both our Middle East and Canadian business reflects the full
year impact of the accesso Horizon and accesso Paradox acquisitions
respectively.

Revenue Quality

                                                2024         2023*
                                                $000         $000     %
 Virtual queuing - transactional                25,705       25,754   (0.2%)
 Virtual queuing - staffing cost reimbursement  -            3,344    (100.0%)
 Ticketing and eCommerce                        65,756       65,207   0.8%
 Distribution*                                  23,226       17,569   32.2%
 Transactional revenue                          114,687      111,874  2.5%
 Maintenance and support                        10,187       9,338    9.1%
 Platform fees                                  3,164        3,352    (5.6%)
 Recurring licence revenue                      2,232        1,505    48.3%
 Total repeatable                               130,270      126,069  3.3%
 One-time licence revenue                       2,550        2,881    (11.5%)
 Professional services                          13,123       15,536   (15.5%)
 Non-repeatable revenue                         15,673       18,417   (14.9%)
 Hardware                                       2,179        1,533    42.1%
 Other                                          4,169        3,496    19.3%
 Other revenue                                  6,348        5,029    26.2%
 Total revenue                                  152,291      149,515  1.9%
 Total repeatable as % of total                 85.5%        84.3%

 

*The prior year comparative has been enhanced to split out distribution
revenue from Ticketing and eCommerce transactional revenue. These were
previously presented as an aggregated total of $82.8m for the year ending 31
December 2023.

The above is an analysis of the Group's revenue by type. Transactional revenue
consisting of Virtual Queuing, Ticketing and eCommerce, and Distribution is
defined as revenue earned as either a fixed amount per sale of an item, such
as a ticket sold by a customer, or as a percentage of revenue generated by a
venue operator. Normally, this revenue is repeatable where a multi-year
agreement exists and purchasing patterns by venue guests do not significantly
change.

The Group's transactional revenue streams saw growth of $2.8m (2.5%) or $6.2m
(5.7%) excluding the seasonal staffing pass through revenue. The distribution
business contributed $5.7m of this growth, with ticketing contributing $0.5m
and transactional queuing revenue being flat on 2023.

Other repeatable revenue is defined as revenue, excluding transactional
revenue, that is expected to be earned through each year of a customer's
agreement, without the need for additional sales activity, such as maintenance
and support revenue. The increases in these line items over 2024 reflect the
full year impact of the accesso Horizon acquisition which operates a licence
and support model, typically for Enterprise level customers.

Non-repeatable revenue is revenue that occurs one-time (e.g. up-front licence
fees) or is not repeatable based upon the current agreement (e.g. billable
professional services hours) and is unlikely to be repeatable without
additional successful sales execution by accesso.

Other revenue consists of hardware sales and other revenue that may or may not
be repeatable with limited sales activity if customer behaviour remains
consistent.

Other revenues increased by $1.3m (26.2%). This was driven by a $0.6m increase
in hardware sales in the accesso Prism as well as $0.7m increase in Other
revenues. These 'Other' revenues are commissions received from the Group's
guest ticket insurance partners as well as third-party hardware partners.
Other revenue also includes referral commissions received from the Group's
guest payment gateway partners.

Gross margin

 

The Group's reported gross profit margin increased again to 78.1% (2023:
76.4%) which reflects the full year removal of the season staffing revenue.
The Group continues to focus on the quality of revenue and the improvement of
our gross profit and Cash EBITDA margins in the medium to long term.

Our distribution business, focused on B2B, continues to be a key part of our
service offering however, due to the accounting standards covering revenue
recognition, our margins in this business will always be significantly lower
than the rest of our revenue streams. These revenue recognition standards
require us to recognise the full amount of commission included within the
gross value of a ticket sold as our revenue, with the larger portion of this
commission paid to the distributor as our cost of goods sold. Under such
arrangements, the Group typically receives the face value of the ticket and
remits this to the distributor and venue as pass-through cash. The receivables
and payables due are included gross within the balance sheet as trade debtors
and trade payables respectively. Gross profit and Cash EBIDTA margins would
have been 88.4% and 17.0% (2023: Gross margin 83.4%, Cash EBITDA margin 17.3%)
if we were permitted to recognise net commission as our revenue.

Administrative expenses

 

Reported administrative expenses increased by 1.5% to $105.8m in the year,
while underlying administrative expenditure increased by 6.3% to $97.0m. This
increase includes the full year impact of the 82 new headcount joining the
business from the three acquisitions completed in late H1 2023 from both a
staff cost perspective as well as other expenses such as rent and travel.
Excluding these acquisitions underlying overheads remained flat on 2023, with
$0.3m increase (0.3%) as a result of a continued focus on efficiency with a
diligent approach to cost control.

Amortisation from acquired intangibles increased to $4.2m because of a full
year impact of the acquired intangibles from 2023. Amortisation and
depreciation related to all other assets decreased to $4.3m from $7.8m due to
much of the capitalised Research & Development spend becoming full
amortised in 2023 and early 2024.

Share-based payment costs increased by 16.3% to $3.7m, reflective of a full
year impact of key management incentive arrangements being granted in 2023 to
retain key staff following the acquisitions as well as additional charges
related to senior staff changes during 2024.

 

                                                            2024         2023
                                                            $000         $000

 Administrative expenses as reported                        105,847      104,308
 Capitalised development expenditure (1)                    2,633        2,839
 Amortisation related to acquired intangibles               (4,212)      (2,811)
 Share-based payments                                       (3,705)      (3,187)
 Amortisation and depreciation (2)                          (4,259)      (7,832)
 Property lease payments not in administrative expense (1)  839          668
 Impairment of intangible assets                            -            (6)
 Acquisition, integration and disposal expenses             (127)        (2,690)

 Underlying administrative expenditure                      97,016       91,289

 

(1)   See consolidated cash flow statement.

(2)   This excludes acquired intangibles but includes depreciation on right
of use assets.

 

Cash EBITDA

 

The Group delivered Cash EBITDA for the year of $22.8m, a 3.4% reduction on
2023. Cash EBITDA margin was 15.0% in 2024 (2023: 15.8%).

The table below sets out a reconciliation between statutory operating profit
and Cash EBITDA:

                                                                      2024         2023
                                                                      $000         $000
 Operating profit                                                     13,161       9,939
 Add: acquisition, integration and disposal expenses                  127          2,690
 Add: Amortisation related to acquired intangibles                    4,212        2,811
 Add: Share-based payments                                            3,705        3,187
 Add: Impairment of intangibles                                       -            6
 Add: Amortisation and depreciation (excluding acquired intangibles)  4,259        7,832
 Deduct: Capitalised internal development costs                       (2,633)      (2,839)
 Cash EBITDA                                                          22,831       23,626

 

The Group recorded an operating profit of $13.2m in 2024 (2023: $9.9m); and
adjusted basic earnings per share increased to 38.39 cents (2023: 37.48
cents).

Development expenditure
                                2024        2023*
                                $000        $000

 Total development expenditure  44,785      44,145
 % of total revenue             29.4%       29.5%

*Development expenditure for the period ended 31 December 2023 has been
restated to exclude $4.4m relating to product delivery which was previously
categorised within development.

Our total development expenditure for 2024 remained flat on 2023 at $44.8m,
being 29.4% of revenue (2023: 29.5%), 1.4% higher than 2023. The spend
continues to include investment in accesso Freedom of $2.4m (2023: $3.3m), our
retail, food and beverage product launched in Q4 2023. During 2025 we see this
product entering the next phase of its life cycle and moving toward a
breakeven contribution, through increased customers and a reduction in the
development overhead.

Development expenditure represents all expenses incurred by the Group's
Engineering and Product Management functions, predominantly comprising payroll
and software-related costs. These functions maintain our existing solutions
and work with our customers to ensure the Group's products are well positioned
to meet customer needs. In addition, these functions also perform research and
development activities based on the product roadmaps, which set out the
planned features and releases over time.

The Group capitalises elements of development expenditure where it is
appropriate and in accordance with IAS 38 Intangible Assets. Capitalised
development expenditure of $2.6m (2023: $2.8m) represents 5.9% (2023: 6.4%) of
total development expenditure. The Group's research and development is
primarily focused on constant and iterative improvement of existing customer
products, which in turn leads to increased customer satisfaction and
retention, rather than a focus on creating new revenue streams. It continues
to be critical in order to continue to meet and exceed the expectations of our
existing customers' requirements and the current solutions they utilise.
Development continues to expand the product set and add features that will be
important for our customers' operations in the future.

Cash and net cash

 

Net cash at the end of the year has decreased to $28.7m from $31.5m at 31
December 2023.

                                                           2024        2023
                                                           $000        $000

 Cash in hand & at bank                                    42,769      51,814
 Less: Borrowings (including capitalised finance costs)    (14,053)    (20,349)

 Net cash                                                  28,716      31,465

 Less: pass-through cash*                                  (2,841)     (7,506)
 Adjusted net cash                                         25,875      23,959

*Pass-through cash is received from ticket distributors representing the gross
value of a ticket sold via the Group's distribution platform, Ingresso, and
its 'collect and remit' business in Mexico. This cash is payable to
attractions and venues and does not form part of Group revenue.

The Group has maintained a strong net cash position with net cash inflow from
operating activities, prior to working capital movements, of $25.7m (2023:
$23.8m). The Group had a total working capital outflow for the year of $10.9m
(2023: inflow of $3.9m). The working capital outflow was driven by an
increased level of year end trade, particularly in our distribution business
that operates a 'collect and remit' business model, receiving the face value
of a ticket purchase and remitting to both the distributor and venue. This
dynamic combined with the timing of larger annual supplier renewal invoices
being settled prior to the year-end resulted in the overall working capital
outflow. Net cash flow from operating activities was $12.1m (2023: $25.6m).

Net cash outflows from investing activities were $2.4m, comprised largely of
$2.6m capitalised development spend (2023: $2.8m), offset by interest income
of $0.8m (2023: $0.8m).

The Group had an outflow of $17.1m from financing activities (2023: inflow of
$12.5m). This included outflows of $8.1m on the purchase and cancellation of
accesso's own shares through the buyback programme as well as a repayment of
$6.5m on the Group's revolving credit facility.

On 26 May 2023, the Group secured a $40.0m revolving credit facility with a
four-year term, to May 2027, accompanied by a $20.0m accordion option. As at
31 December 2024, the Group had drawn $14.75m ($14.1m net of finance costs)
(31 December 2023: gross borrowing $21.25m).

The Group continues to hold a strong balance sheet with a net cash position of
$36.2m at 31 March 2025.

Dividend and share repurchases

 

The Board continuously evaluates capital allocation decisions and holds the
view surplus cash is most effectively used in share repurchases or special
dividends, strategic product development or, where the opportunities arise,
value accretive acquisitions.

 

During the year, the Group operated two share repurchase programmes, both with
a value of up to GBP £4.0m. The first programme commenced in October 2023 and
concluded in February 2024 with a total repurchase and cancellation of 706,984
shares for a total consideration of $5.0m (GBP £4.0m). The second programme
commenced in August 2024 and concluded in November 2024 with a total of
757,847 shares being repurchased for a total of $5.3m (GBP £4.0m). In total,
during 2024, the Group repurchased and cancelled 1,165,559 shares for a total
of $8.1m (GBP £6.2m). At the prior year end, the Group had repurchased and
cancelled 299,272 shares for a total of $2.2m (GBP £1.8m).

 

Today, we are also announcing a further share repurchase programme of up to
GBP £8.0m ($10.3m) to be executed over the remainder of 2025.

Impairment

 

In line with relevant accounting standards, the Group reviews the carrying
value of all intangible assets on an annual basis or at the interim where
indicators of impairment exist. No impairment charges were recognised in the
year.

Taxation

 

The tax charge of $2.6m represents an effective tax rate on the $11.7m of
statutory profit before tax of 22.2% (2023: 12.72%).

The key reconciling items to the Group's weighted average tax rate of 27.36%
are: a net $0.3m reduction relating to the adjustment of R&D estimates
from the prior period and the utilisation of R&D credits during the year,
a further net reduction of $0.9m in relation to expenses not deductible for
tax purposes, adjustments in respect of prior periods and share awards. These
reductions were offset by $0.6m of increased tax due to the impact of rate
changes on our deferred tax positions.

 

 

Matthew Boyle

Chief Financial Officer

14 April 2025

 

Consolidated statement of comprehensive income

for the financial year ended 31 December 2024

 

                                                                                  2024           2023
                                                                           Notes  $000           $000

 Revenue                                                                   8      152,291        149,515

 Cost of sales                                                                    (33,283)       (35,268)

 Gross profit                                                                     119,008        114,247

                                                                                  (105,847)      (104,308)

 Administrative expenses

 Operating profit before exceptional items                                        13,288         12,635
 Acquisition, integration and disposal-related expenditure                        (127)          (2,690)
 Impairment of intangible assets                                                  -              (6)

 Operating profit                                                                 13,161         9,939

 Finance expense                                                           9      (2,319)        (2,084)

 Finance income                                                            9      839            953

 Profit before tax                                                                11,681         8,808

 Income tax expense                                                        10     (2,598)        (1,116)

 Profit for the period                                                            9,083          7,692

 Other comprehensive income

 Items that will be reclassified to income statement
 Exchange differences on translating foreign operations                           (1,789)        3,138
                                                                                  (1,789)        3,138

 Total comprehensive income                                                       7,294          10,830

 All profit and comprehensive income is attributable to the owners of the
 parent

 Earnings per share expressed in cents per share:
 Basic                                                                     11     22.38          19.19
 Diluted                                                                   11     21.82          18.67

 

All activities of the Company are classified as continuing.

 

Consolidated statement of financial position

as at 31 December 2024

                                       31 December 2024      31 December 2023

 Registered Number: 03959429

                                Notes  $000                  $000
 Assets
 Non-current assets
 Intangible assets              12     159,639               165,188
 Property, plant and equipment  13     882                   1,346
 Right of use assets                   1,341                 1,609
 Contract assets                8      763                   784
 Deferred tax assets            10     15,039                16,703
                                       177,664               185,630

 Current assets
 Inventories                           152                   1,115
 Finance lease receivables             -                     165
 Contract assets                8      2,805                 3,345
 Trade and other receivables           38,327                29,700
 Income tax receivable                 1,662                 2,199
 Cash and cash equivalents             42,769                51,814
                                       85,715                88,338

 Liabilities
 Current liabilities
 Trade and other payables              30,325                34,939
 Lease liabilities                     529                   792
 Contract liabilities           8      7,265                 7,353
 Income tax payable                    5,463                 6,115
                                       43,582                49,199

 Net current assets                    42,133                39,139

 Non-current liabilities
 Deferred tax liabilities       10     7,155                 8,821
 Contract liabilities           8      492                   927
 Other non-current liabilities         365                   -
 Lease liabilities                     893                   1,177
 Borrowings                     14     14,053                20,349
                                       22,958                31,274

 Total liabilities                     66,540                80,473

 Net assets                            196,839               193,495

 Shareholders' equity
 Called up share capital        15     592                   603
 Share premium                         154,370               153,948
 Retained earnings                     31,797                31,196
 Merger relief reserve                 19,641                19,641
 Translation reserve                   (4,235)               (2,446)
 Own shares held in trust              (5,345)               (9,451)
 Capital Redemption Reserve            19                    4

 Total shareholders' equity            196,839               193,495

 

 

Consolidated statement of cash flow

for the financial year ended 31 December 2024

                                                                           2024          2023
                                                                 Notes     $000          $000
 Cash flows from operations
 Profit for the period                                                     9,083         7,692
 Adjustments for:
 Depreciation (excluding leased assets)                          13        863           975
 Depreciation on leased assets                                             613           467
 Amortisation on acquired intangibles                            12        4,212         2,811
 Amortisation on development costs and other intangibles         12        2,783         6,390
 Impairment of intangibles                                       12        -             6
 (Gain)/loss on disposal of property, plant and equipment                  (5)           207
 Share-based payment                                                       3,705         3,187
 Movement on bad debt provision                                            454           41
 Finance expense                                                 9         2,319         2,084
 Finance income                                                  9         (839)         (953)
 Foreign exchange gain                                                     (44)          (187)
 Income tax expense                                              10        2,598         1,116
                                                                           25,742        23,836

 Decrease/(increase) in inventories                                        962           (614)
 (Increase)/decrease in trade and other receivables                        (8,932)       2,082
 Decrease in contract assets/contract liabilities                          116           1,960
 (Decrease)/increase in trade and other payables                           (3,089)       432

  Cash generated from operations                                           14,799        27,696

  Tax paid                                                                 (2,747)       (2,003)

  Net cash inflow from operating activities                                12,052        25,693

 Cash flows from investing activities
 Acquisition of VGS companies (net of cash acquired)                       -             (39,323)
 Acquisition of Paradocs Solutions, Inc. (net of cash acquired)            -             (8,845)
 Acquisition of Boxer Consulting Limited (net of cash acquired)            (96)          (1,792)
 Capitalised internal development costs                          12        (2,633)       (2,839)
 Purchase of intangible assets                                   12        -             (14)
 Purchase of property, plant and equipment                                 (420)         (638)
 Proceeds from sale of property, plant and equipment                       8             8
 Interest received                                                         791           805

 Net cash (used in) investing activities                                   (2,350)       (52,638)

 Cash flows from financing activities
 Share issue                                                               3             129
 Purchase of shares held in trust                                          -             (3,676)
 Purchase of own shares for cancellation                                   (8,094)       (2,186)
 Interest paid                                                             (1,674)       (1,387)
 Payments on property lease liabilities                                    (1,000)       (668)
 Proceeds from property lease receivables                                  161           33
 Cash paid to refinance                                                    (44)          (1,040)
 Proceeds from borrowings                                        14        -             35,000
 Repayments of borrowings                                        14        (6,500)       (13,750)

 Net cash (utilised in)/generated from financing activities                (17,148)      12,455

 (Decrease) in cash and cash equivalents                                   (7,446)       (14,490)
 Cash and cash equivalents at beginning of year                            51,814        64,663

 Exchange (loss)/gain on cash and cash equivalents                         (1,599)       1,641

 Cash and cash equivalents at end of year                                  42,769        51,814

 

 

Consolidated statement of changes in equity

for the financial year ended 31 December 2024

                                                                        Share capital  Share premium  Retained   Merger relief reserve  Own shares held in trust  Capital redemption reserve  Translation reserve      Total

                                                                                                      earnings
                                                                        $000           $000           $000       $000                   $000                      $000                        $000                     $000
 Balance at 1 January 2024                                              603            153,948        31,196     19,641                 (9,451)                   4                           (2,446)                  193,495

 Comprehensive income for the year
 Profit for period                                                      -              -              9,083      -                      -                         -                           -                        9,083
 Other comprehensive income
 Exchange differences on translating foreign operations                 -              -              -          -                      -                         -                           (1,789)                  (1,789)
 Total comprehensive income for the year                                -              -              9,083      -                      -                         -                           (1,789)                  7,294

 Issue of share capital                                                 3              -              (1)        -                      -                         -                           -                        2
 Settlement of share options through Employee Benefit Trust             -              -              (4,090)    -                      4,106                     -                           -                        16
 Share-based payments                                                   -              -              3,675      -                      -                         -                           -                        3,675
 Share option tax charge - current                                      -              -              317        -                      -                         -                           -                        317
 Share option tax charge - deferred                                     -              -              (289)      -                      -                         -                           -                        (289)
 Re-purchase of shares for cancellation                                 (15)           -              (8,094)    -                      -                         15                          -                        (8,094)
 Contingent consideration settled in shares                             1              422            -          -                      -                         -                           -                        423
 Total contributions by and distributions by owners                     (11)           422            (8,482)    -                      4,106                     15                          -                        (3,950)

 Balance at 31 December 2024                                            592            154,370        31,797     19,641                 (5,345)                   19                          (4,235)                  196,839

 Balance at 1 January 2023                                              597            153,621        22,887     19,641                 (5,775)                   -                           (5,584)                  185,387

 Comprehensive income for the year
 Profit for period                                                      -              -              7,692      -                      -                         -                           -                        7,692
 Other comprehensive income
 Exchange differences on translating foreign operations                 -              -              -          -                      -                         -                           3,138                    3,138
 Total comprehensive income for the year                                -              -              7,692      -                      -                         -                           3,138                    10,830

 Contributions by and distributions to owners
 Issue of share capital                                                 9              120            -          -                      -                         -                           -                        129
 Share-based payments                                                   -              -              3,187      -                      -                         -                           -                        3,187
 Share option tax charge - current                                      -              -              894        -                      -                         -                           -                        894
 Share option tax charge - deferred                                     -              -              (1,274)    -                      -                         -                           -                        (1,274)
 Re-purchase of shares to be held in trust                              -              -              -          -                      (3,676)                   -                           -                        (3,676)
 Re-purchase of shares for cancellation                                 (4)            -              (2,190)    -                      -                         4                           -                        (2,190)
 Contingent consideration settled in shares                             1              207            -          -                      -                         -                           -                        208
 Total contributions by and distributions by owners                     6              327            617        -                      (3,676)                   4                           -                        (2,722)

 Balance at 31 December 2023                                            603            153,948        31,196     19,641                 (9,451)                   4                           (2,446)                  193,495

 

 

1. Reporting entity

accesso Technology Group plc is a public limited company incorporated in the
United Kingdom, whose shares are publicly traded on the AIM market. The
Company is domiciled in the United Kingdom and its registered address is Unit
5, The Pavilions, Ruscombe Park, Twyford, Berkshire RG10 9NN. These
consolidated financial statements comprise the Company and its subsidiaries
(together referred to as the "Group").

 

The Group's principal activities are the development and application of
ticketing, mobile and eCommerce technologies, licensing and operation of
virtual queuing solutions and providing a personalised experience to customers
within the attractions and leisure industry. The eCommerce technologies are
generally licensed to operators of venues, enabling the online sale of
tickets, guest management, and point-of-sale ("POS") transactions. The virtual
queuing solutions and personalised experience platforms are installed by the
Group at a venue, and managed and operated by the Group directly or licensed
to the operator for their operation.

 

Exemption from audit

 

For the years ended 31 December 2024 and 2023, accesso Technology Group plc
has provided a guarantee in respect of all liabilities due by its subsidiaries
Ingresso Group Limited (company number 07477714) and Lo-Q Limited (company
number 08760856). This entitles them to exemption from audit under 479A of the
Companies Act 2006 relating to subsidiary companies.

2. Basis of accounting

The preliminary results for the year ended 31 December 2024 and the results
for the year ended 31 December 2023 are prepared under UK-adopted
international accounting standards ("UK-adopted IFRS") and applicable law.
The accounting policies adopted in this preliminary announcement are
consistent with the Annual Report for the year ended 31 December 2024.

 

The financial information set out above does not constitute the Company's
statutory accounts for the years ended 31 December 2024 or 2023 but is derived
from those accounts. Statutory accounts for 2023 have been delivered to the
registrar of companies, and those for 2024 will be delivered in due course.
The auditor has reported on those accounts; their reports were (i)
unqualified, (ii) did not include a reference to any matters to which the
auditor drew attention by way of emphasis without qualifying their report and
(iii) did not contain a statement under section 498 (2) or (3) of the
Companies Act 2006.

 

While the financial information included in this announcement has been
prepared in accordance with the recognition and measurement criteria of
UK-adopted IFRS, this announcement does not itself contain sufficient
information to comply with UK-adopted IFRS.

 

The consolidated Group financial statements were authorised for issue by the
Company's Board of Directors on 14 April 2025.

 

The consolidated financial statements have been prepared on the historical
cost basis except for contingent consideration and acquired intangible assets
arising on business combinations, which are measured at fair value.

 

Details of the Group's accounting policies are included in notes 3 and 4.

3. Changes to significant accounting policies

Other new standards and improvements

Other than as described below, the accounting policies, presentation and
methods of calculation adopted are consistent with those of the Annual Report
and Accounts for the year ended 31 December 2023, apart from standards,
amendments to or interpretations of published standards adopted during the
period.

 

The following standards, interpretations and amendments to existing standards
are now effective and have been adopted by the Group. The impacts of applying
these policies are not considered material:

 

§ Classification of Liabilities as Current or Non-current (Amendments to IAS
1)

§ Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)

§ Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7)

§ Non-current Liabilities with Covenants (Amendments to IAS 1)

 

New standards and interpretations not yet adopted

 

A number of new standards, amendments to standards, and interpretations are
either not effective for 2024 or not relevant to the Group, and therefore have
not been applied in preparing these accounts. These standards, amendments or
interpretations are not expected to have a material impact on the entity in
the current or future reporting periods and on foreseeable future
transactions.

 

§ Lack of Exchangeability (Amendments to IAS 21)

§ Amendments to the Classification and Measurement of Financial Instruments
(Amendments to IFRS 9 and 7)

§ IFRS 18 'Presentation and Disclosure in Financial Statements'

§ IFRS 19 'Subsidiaries without Public Accountability: Disclosures'

 

 

4. Significant accounting policies

 

The principal accounting policies adopted in the preparation of the financial
statements are set out below. The policies have been consistently applied to
all the periods presented.

 

Basis of consolidation

The consolidated financial statements incorporate the results of accesso
Technology Group plc and all of its subsidiary undertakings and the Employee
Benefit Trust as at 31 December 2024 using the acquisition method.
Subsidiaries are all entities over which the Group has the ability to affect
the returns of the entity and has the rights to variable returns from its
involvement with the entity. The results of subsidiary undertakings are
included from the date of acquisition.

 

The acquisition of subsidiaries is accounted for using the acquisition method.
The cost of the acquisition is measured at the aggregate of the fair value, at
the date of exchange, of assets given, liabilities incurred or assumed, and
equity instruments issued by the Group in exchange for control of the
acquiree. Any costs directly attributable to the business combination are
written off to the Group income statement in the period incurred. The
acquiree's identifiable assets, liabilities, and contingent liabilities that
meet the conditions under IFRS 3 are recognised at their fair value at the
acquisition date.

 

Goodwill arising on acquisition is recognised as an asset and initially
measured at cost, being the excess of the cost of the business combination
over the Group's interest in the net fair value of the identifiable assets,
liabilities, and contingent liabilities recognised. Provisional fair values
are adjusted against goodwill if additional information is obtained within one
year of the acquisition date about facts or circumstances existing at the
acquisition date.

 

Where necessary, adjustments are made to the financial statements of
subsidiaries to bring the accounting policies used into line with those used
by the Group.

 

Disclosure and details of the subsidiaries are provided in note 19.

 

Investments, including the shares in subsidiary companies held as non-current
assets, are stated at cost less any provision for impairment in value.

 

Lo-Q (Trustees) Limited, a subsidiary company that holds an employee benefit
trust on behalf of accesso Technology Group plc, is under control of the Board
of Directors and hence has been consolidated into the Group results.

 

accesso Technology Group Employee Benefit Trust is considered to be a special
purpose entity in which the substance of the relationship is that of control
by the Group in order that the Group may benefit from its control. The assets
held by the trust are consolidated into the Group financial statements.

 

All intra-Group transactions, balances, income and expenses are eliminated on
consolidation.

 

Contingent consideration

 

Contingent consideration is recognised at fair value at the acquisition date
and is based on the actual and/or expected performance of the entity in which
the contingent consideration relates. Contingent consideration is subject to
the sellers fulfilling their performance obligations over the contingent
period. Subsequent changes to the fair value of contingent consideration are
based on the movement of the Group's share price at the reporting date. These
changes which are deemed to be a liability are recognised in accordance with
IFRS 9 in the statement of comprehensive income.

 
Going concern

 

The financial statements have been prepared on a going concern basis which the
Directors consider to be appropriate for the following reasons.

 

For the purposes of the going concern assessment, the Directors have prepared
monthly cash flow projections for a period of 12 months post the date of
approval of the financial statements (base scenario). The cash flow
projections show that the Group has significant headroom against its committed
facilities and can meet its financial covenant obligations.

 

The Directors have reviewed sensitised net cash flow forecasts for the same
going concern period, which indicate that, taking account of severe but
plausible downsides, the Group will have sufficient funds to meet the
liabilities of the Group as they fall due for that period. The Group's severe
but plausible downside scenario models revenue over the next 12 months
reflecting the full financial impact of a sustained material event, which
reduces forecast revenues by 10% in comparison to the base scenario referenced
above, and results in revenue of $139.6m for 2025 and marginally decreases
thereafter. Under this same scenario, underlying administrative spend
increases to $94.2m in 2025, from $97.0m in 2024, with marginal decreases
thereafter for the same corresponding periods to reflect cost cutting measures
that would be implemented. The severe but plausible downside scenario
indicates that the Group's net cash balance reaches a low point of $33.7m.

 

At 31 December 2024, the Group has cash of $42.8m and drawings on the loan
facility of $14.8m with a further $25.2m of the total $40.0m remaining
available. Financial covenants on the facility were passed during 2024 and are
forecast to be passed through the going concern assessment period both under a
base case and a severe but plausible scenario.

 

Consequently, the Directors are confident that the Group and Company will have
sufficient funds to continue to meet its liabilities as they fall due for the
assessment period being 12 months from the date of signing and therefore have
prepared the financial statements on a going concern basis.

 

Foreign currency
 Foreign currency transactions

 Transactions in foreign currencies are translated into the respective
 functional currencies of Group companies at the rates ruling when the
 transactions occur.

 Monetary assets and liabilities denominated in foreign currency are translated
 into the functional currency at the exchange rate at the reporting date.
 Non-monetary assets and liabilities that are measured at fair value in a
 foreign currency are translated into the functional currency at the exchange
 rate when the fair value was determined. Non-monetary items that are measured
 based on historical cost in a foreign currency are translated at the exchange
 rate at the date of the transaction.

 Foreign operations

 The assets and liabilities of foreign operations, including goodwill, are
 translated into USD at the exchange rates at the reporting date. The income
 and expenses of foreign operations are translated into USD at the rates ruling
 when the transactions occur, or appropriate averages.

 Foreign currency differences on translating the opening net assets at an
 opening rate and the results of operations at actual rates are recognised in
 other comprehensive income and accumulated in the translation reserve.
 Retranslation differences recognised in other comprehensive income will be
 reclassified to profit or loss in the event of a disposal of the business, or
 the Group no longer has control or significant influence.

Revenue from contracts with customers

 

 IFRS 15 provides a single, principles-based five step model to be applied to
 all sales contracts as outlined below. It is based on the transfer of control
 of goods and services to customers and replaces the separate models for goods
 and services.

 1.     Identify the contract(s) with a customer.

 2.     Identify the performance obligations in the contract.

 3.     Determine the transaction price.

 4.     Allocate the transaction price to the performance obligations in
 the contract.

 5.     Recognise revenue when or as the entity satisfies its performance
 obligations.

 The following table provides information about the nature and timing of the
 satisfaction of performance obligations in contracts with customers, including
 significant payment terms, and the related revenue recognition policies.

Type of product/service/ segment                                                Nature of the performance obligations and significant payment terms              Accounting policy
 a.  Point-of-sale (POS) licences and support revenue - Ticketing and            Each contract provides the customer with the right to use the POS licence        The transaction price is allocated in accordance with management's estimate of
 distribution                                                                    (installed on premise) for terms between one and three years. The customer       the standalone selling price for each performance obligation, which is based
                                         also receives support for typically a period of one year. This support is not    on observable input costs and a target margin.
                                         necessary for the functionality of the licence and is therefore a distinct

                                         performance obligation from the right to use the POS licence.                    Revenue from sale of POS licences is recognised at a point in time when the

                                         customer has been provided with the software. Point in time recognition is
                                         With agreements longer than one year, invoices are generated either quarterly    appropriate because the licence provides the customer with the right of use of
                                         or annually; usually payable within thirty days.                                 the POS software as it exists and is fully functional from the date it is

                                         provided to the customer.
                                         Although payments are made over the term of the agreement, the agreement is

                                         binding for the negotiated term. The total transaction price is payable over     Support revenue is recognised on a straight-line basis over the term of the
                                         the term of the agreement via the annual or quarterly instalments.               contract, which in most cases is one year and is renewable at the option of
                                                                                  the customer thereafter. This option to renew is not considered a material
                                                                                  right.

                                                                                  The revenue recognition of POS licences at a point in time gives rise to a
                                                                                  contract asset at inception. The balance reduces as the consideration is
                                                                                  billed annually/quarterly in accordance with the agreement.
 b. Software licences and the related maintenance and support revenue -          Each contract provides the customer with the right to use the software licence   The transaction price is allocated using observable market inputs, where the
 Ticketing and distribution and Guest Experience                                 (installed on premise) with annual support and maintenance. The support and      annual support and maintenance revenue is carved out of the total
                                         maintenance is not required to operate the software and is considered a          consideration using an estimate that best reflects its stand-alone selling
                                         distinct performance obligation from the right to use the software licence.      price.

                                         The customer has an option to renew the licence at no additional cost by         Annual support and maintenance revenue is recognised on a straight-line basis
                                         annually renewing support and maintenance at each anniversary. This is           over the term of the contract, which in most cases is one year and is
                                         considered a material right under IFRS 15 and represents a separate              renewable at the option of the customer thereafter.
                                         performance obligation. Where the contract contains a substantial termination

                                         penalty, it is considered that there is no option to renew and as such these     Revenue from sale of annual software licences is recognised at a point in time
                                         contracts do not include a separate performance obligation for a material        when the customer has been provided with the software. The revenue is
                                         right of renewal.                                                                recognised at a point in time because the licence provides the customer with

                                         the right of use of the software as it exists and is fully functional from the
                                         Invoices are raised at the beginning of each contract for the software licence   date it is provided to the customer.
                                         and annual support and maintenance. Subsequently, invoices are raised at each

                                         anniversary of the contract for annual support and maintenance (as software      Revenue from sale of multi-year software licence contracts is spread as the
                                         licence is renewed at no additional cost).                                       customer has the option to renew each year's licence at no additional cost by
                                                                                  paying the annual support and maintenance fee. A proportion of the licence
                                                                                  payment is deferred and recognised at a future point in time when the customer
                                                                                  renews. The amount that is deferred is dependent on the term of the
                                                                                  contract.  For example: on the inception of a three-year contract, two thirds
                                                                                  of the licence fee consideration would be deferred and released equally on the
                                                                                  first and second anniversary when the customer renews their maintenance and
                                                                                  support. Perpetual licences are recognised in the same manner, with the
                                                                                  exception being that the contract term is estimated to be five years.

                                                                                  If the customer chooses not to exercise the above option, any residual
                                                                                  deferred revenue would be recognised as income in that period.

                                                                                  Revenue from the sale of multi-year software licences containing a substantial
                                                                                  termination penalty is not deferred and instead recognised at a point in time.
                                                                                  It is considered that these contracts do not contain an option to renew.

                                                                                  The deferred revenue gives rise to a contract liability at the inception of
                                                                                  the contract. The balance reduces as revenue is recognised at each contract
                                                                                  anniversary.
 c.  Software licences and bundled implementation services - Ticketing and       Each contract provides the customer with the right to use a customised           Revenue from the sale of customised licences is recognised over time as the
 distribution                                                                    software licence (installed on premise).  The software licence is sold           asset is created and control passes to the customer.
                                         alongside interdependent implementation services that are not considered to be

                                         aseparate obligation from the licence.

                                                                                                                          The output method is adopted where the Group's right to consideration

                                         corresponds directly with the completed milestone's performance obligations.
                                         Invoices are raised at predetermined milestones set out within the contract.     Revenue for these customers is recognised in line with the amount of revenue
                                         The milestones correspond with the value being received by the customer and      the Group is entitled to invoice.
                                         reflect the value of progress toward completion of the obligation.
 d. Virtual queuing system - Guest Experience                                    Virtual queuing systems are installed at a client's location, and revenue is     Revenues are recognised when the park guest purchases virtual queuing services
                                         recognised when a park guest uses the service as a sales or usage-based          from the attraction owner, being the later of sale or usage, and the
                                         royalty. The Group's performance obligation is to provide a right to access,     satisfaction of the performance obligation to which that sale or usage-based
                                         and the necessary technical support to, its virtual queuing platform, with       royalty has been allocated.
                                         which the park provides virtual queuing services to the park guest. The
                                         Group's contracts are with the attraction owner, not park guest.
 e. Ticketing and eCommerce revenue - Ticketing and distribution                 The Group's performance obligation is the provision of a right to access, and    Ticketing and eCommerce revenue is recognised at the time the ticket is sold
                                         necessary specified technical support to, its ticketing and eCommerce            through our platform, or the transaction takes place, within that distinct
                                         platform, over a distinct series of service periods. Invoices are issued         series of service periods.  accesso recognises the fee it receives for
                                         monthly and are generally payable within thirty days.                            processing the transaction as revenue.
 f.   Professional services - Ticketing and distribution and Guest Experience    Professional services revenue is typically providing customised software         The output method is adopted where the Group's right to consideration
                                         development and in general is agreed with the customer and billed at each        corresponds directly with the completed monthly performance obligation.
                                         month end. Certain contracts span longer time periods whereby the Group          Revenue for these customers is recognised in line with the amount of revenue
                                         carries out customisation and delivers software releases to customers at         the Group is entitled to invoice.
                                         predetermined milestones.

                                                                                  Bespoke professional services work is recognised over time where the Group has
                                                                                  enforceable rights to revenue in the event of cancellation. The Group is
                                                                                  entitled to compensation for performance completed to date in the event that
                                                                                  the customer terminates the contract. This compensation would be sufficient to
                                                                                  cover costs and a reasonable proportion of the expected margin.

                                                                                  The Group recognises revenue over time using the input method (hours/total
                                                                                  budgeted hours) when this method best depicts the Group's performance of
                                                                                  transferring control.
 g.  Hardware sales - Ticketing and distribution and Guest Experience            On certain contracts, customers request that the Group procures hardware on      This revenue is recognised at the point the customer obtains control of the
                                         their behalf which the Group has determined to be a distinct performance         hardware which is considered to be the point of delivery when legal title
                                         obligation.                                                                      passes. accesso takes control and risk of ownership on hardware procurement
                                                                                  and recognises sales and costs on a gross basis as principal.
 h. Platform fees                                                                Cloud-based experience management platform systems are used by certain venues    Revenue is billed monthly and recognised over time as the performance
                                         to provide customer relationship management, guest personalisation, payment      obligations of hosting and supporting the secure platforms are provided to the
                                         and ordering services, push notifications, scheduling, offers, location-based    venues.
                                         services, consumer-facing screens and many other services to end users at
                                         attractions. These secure platforms are provided to venues together with
                                         support under annual contracts.

Contract assets and contract liabilities

 

Contract assets represent licence fees which have been recognised at a point
in time but where the consideration is contractually payable over time;
professional service revenue whereby control has been passed to the customer;
and deferred contract commissions incurred in obtaining a contract, which are
recognised in line with the recognition of the revenue. Contract assets for
point in time licence fees and unbilled professional service revenue are
considered for impairment on an expected credit loss model. These assets have
historically had immaterial levels of bad debt and are with creditworthy
customers, and consequently the Group has not recognised any impairment
provision against them.

 

Contract liabilities represent discounted renewal options on licence
arrangements whereby a customer has the right to renew their licence at a full
discount subject to the payment of annual support and maintenance fees on each
anniversary of the contract. Contract liabilities are recognised as income
when a customer exercises their renewal right on each anniversary of the
contract and pays their annual maintenance and support. In the situation of a
customer terminating their contract, all unexercised deferred renewal rights
would be recognised as income, representing a lapse of the renewal right
options. The licence fees related to these contract liabilities are
non-refundable.

 

Where these assets or liabilities mature in periods beyond 12 months of the
balance sheet date, they are recognised within non-current assets or
non-current liabilities as appropriate.

 

Interest expense recognition

 

 Expense is recognised as interest accrues, using the effective interest
 method, to the net carrying amount of the financial liability.

 

 

Employee benefits

 

Share-based payment arrangements

 The Group issues equity-settled share-based payments to full-time employees.
 Equity-settled share-based payments are measured at the fair value at the date
 of grant, with the expense recognised over the vesting period, with a
 corresponding increase in equity. The amount recognised as an expense is
 adjusted to reflect the Group's estimate of shares that will eventually vest,
 such that the amount recognised is based on the number of awards that meet the
 service and non-market performance conditions at the vesting date.

 The fair value of our share awards with time-based and employment conditions
 are measured by use of a Black-Scholes model, and share options issued under
 the Long-Term Incentive Plan (LTIP) are measured using the Monte Carlo method,
 due to the market-based conditions upon which vesting is dependent. The
 expected life used in the model has been adjusted, based on management's best
 estimate, for the effects of non-transferability, exercise restrictions, and
 behavioural considerations.

 The LTIP awards contain market-based vesting conditions where they have been
 set. Market vesting conditions are factored into the fair value of the options
 granted. As long as all other vesting conditions are satisfied, a charge is
 made irrespective of whether the market vesting conditions are satisfied. The
 cumulative expense is not adjusted for failure to achieve a market vesting
 condition or where a non-vesting condition is not satisfied.

Pension costs
 Contributions to the Group's defined contribution pension schemes are charged
 to the consolidated statement of comprehensive income in the period in which
 they become due.

 

Property, plant and equipment

 

 Items of property, plant and equipment are stated at cost of acquisition or
 production cost less accumulated depreciation and impairment losses.

 Depreciation is charged to write off the cost of assets, less residual value,
 over their estimated useful lives, using the straight-line method, on the
 following bases:

 

 Plant, machinery, and office equipment  20 - 33.3%
 Installed systems                       25 - 33.3%, or life of contract
 Furniture and fixtures                  20%
 Leasehold Improvements                  Shorter of useful life of the asset or time remaining within the lease
                                         contract

 

Inventories

 

 The Group's inventories consist of parts used in the manufacture and
 maintenance of its virtual queuing product, along with peripheral items that
 enable the product to function within a park.

 Inventories are valued at the lower of cost and net realisable value, after
 making due allowance for obsolete and slow-moving items. Inventories are
 calculated on a first-in, first-out basis.

 Park installations are valued on the basis of the cost of inventory items and
 labour plus attributable overheads. Net realisable value is based on estimated
 selling price less additional costs to completion and disposal.

 

 

 

 

Deferred tax

 

 Deferred tax assets and liabilities are recognised where the carrying amount
 of an asset or liability in the Consolidated and Company statements of
 financial position differs from its tax base, except for differences arising
 on:

 ·      the initial recognition of goodwill;

 ·      the initial recognition of an asset or liability in a transaction
 which is not a business combination and at the time of the transaction affects
 neither accounting or taxable profit; and

 ·      investments in subsidiaries and jointly controlled entities where
 the Group is able to control the timing of the reversal of the difference and
 it is probable that the difference will not reverse in the foreseeable future.

 Recognition of deferred tax assets is restricted to those instances where it
 is probable that taxable profit will be available against which the difference
 can be utilised.

 The amount of the asset or liability is determined using tax rates that have
 been enacted or substantively enacted by the reporting date and are expected
 to apply when the deferred tax liabilities/(assets) are settled/(recovered).

 Deferred tax assets and liabilities are offset when the Group has a legally
 enforceable right to offset current tax assets and liabilities and the
 deferred tax assets and liabilities relate to taxes levied by the same tax
 authority on either:

 ·      the same taxable Group company; or

 ·      different Group entities which intend either to settle current
 tax assets and liabilities on a net basis, or to realise the assets and settle
 the liabilities simultaneously, in each future period in which significant
 amounts of deferred tax assets or liabilities are expected to be settled or
 recovered.

 

Current income tax

 

 The tax expense or benefit 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 current income tax charge is calculated on the basis of the tax laws
 enacted or substantively enacted at the balance sheet date in the countries
 where the Company and its subsidiaries operate and generate taxable income.
 Management periodically evaluates positions taken in tax returns with respect
 to situations in which applicable tax regulation is subject to interpretation.
 It establishes provisions where appropriate on the basis of amounts expected
 to be paid to the tax authorities. See note 13 for further discussion on
 provisions related to tax positions.

 

Goodwill and impairment of non-financial assets

 

Any excess of the cost of the business combination over the Group's interest
in the net fair value of the identifiable assets, liabilities and contingent
liabilities is recognised in the consolidated statement of financial position
as goodwill and is not amortised.

 

After initial recognition, goodwill is stated at cost less any accumulated
impairment losses, with the carrying value being reviewed for impairment at an
operating segment level before aggregation, at least annually and whenever
events or changes in circumstances indicate that the carrying value may be
impaired.

 

Where the recoverable amount of the cash-generating unit is less than its
carrying amount including goodwill, an impairment loss is recognised in the
consolidated income statement.

 

Any non-financial assets other than goodwill which have suffered impairment
are reviewed for possible reversal of the impairment at each reporting date.
Assets that are subject to amortisation and depreciation are also reviewed for
any possible impairment at each reporting date.

 

 

 Externally acquired intangible assets

 

 Intangible assets are capitalised at cost and amortised to nil by equal
 instalments over their estimated useful economic life.

 Intangible assets are recognised on business combinations if they are
 separable from the acquired entity. The amounts ascribed to such intangibles
 are arrived at by using appropriate valuation techniques. The significant
 intangibles recognised by the Group and their useful economic lives are as
 follows:

 ·      Trademarks over 10 years.

 ·      Patents over 20 years.

 ·      Customer relationships and supplier contracts over 1 to 15 years.

 ·      Acquired internally developed technology over 3 to 7 years.

Internally generated intangible assets and research and development

 

 Expenditure on internally developed products is capitalised if it can be
 demonstrated that it is substantially enhancing an asset and:

 ·      it is technically feasible to develop the product for it to be
 sold;

 ·      adequate resources are available to complete the development;

 ·      there is an intention to complete and sell the product;

 ·      the Group is able to sell the product;

 ·      sale of the product will generate future economic benefits; and

 ·      expenditure on the project can be measured reliably.

 In accordance with IAS 38 Intangible Assets, expenditure incurred on research
 and development is distinguished as either related to a research phase or to a
 development phase. Development expenditure not satisfying the above criteria
 and expenditure on the research phase of internal projects is recognised in
 the consolidated income statement as incurred.

 Development expenditure is capitalised and amortised within administrative
 expenses on a straight-line basis over its useful economic life between 3 to 5
 years from the date the intangible asset goes into use. The amortisation
 expense is included within administrative expenses in the consolidated income
 statement.

 All advanced research phase expenditure is charged to the income statement.
 For development expenditure, this is capitalised as an internally generated
 intangible asset only if it meets the criteria noted above. The Group has
 contractual commitments for development costs of $nil (2023: $nil).

Acquired intellectual property rights and patents

 

 Intellectual property rights comprise assets acquired, being external costs,
 relating to know-how, patents, and licences. These assets have been
 capitalised at the fair value of the assets acquired and are amortised within
 administrative expenses on a straight-line basis over their estimated useful
 economic life of 5 to 7 years.

 

 

Financial assets

 

The Group classifies all its financial assets into one of the following
categories, depending on the purpose for which the asset was acquired. The
Group's accounting policy for each category is as follows:

 

·      Trade and loan receivables: Trade receivables are initially
recognised by the Group and carried at original invoice amount less an
allowance for any uncollectible or impaired amounts. Under IFRS 9, the Group
applies the simplified approach to measure the loss allowance at an amount
equal to the lifetime expected credit losses for trade receivables. Trade
receivables are also specifically impaired where there are indicators of
significant financial difficulties for the counterparty or there is a default
or delinquency in payments. Loan receivables are non-derivative financial
assets with fixed or determinable payments that are not quoted in an active
market. They arise principally through the provision of goods and services to
customers (trade receivables), but also incorporate other types of contractual
monetary asset.

 

·      Cash and cash equivalents in the statement of financial position
comprise cash at bank, cash in hand and short-term deposits with an original
maturity of three months or less. Bank overdrafts that are repayable on demand
and form an integral part of the Group's cash management are included as a
component of cash and cash equivalents for the purposes of the consolidated
statement of cash flow.

 

Financial liabilities

 

The Group treats its financial liabilities in accordance with the following
accounting policies:

 

·      Trade payables, accruals and other short-term monetary
liabilities are recognised at fair value and subsequently at amortised cost.

 

·    Bank borrowings and leases are initially recognised at fair value net
of any transaction costs directly attributable to the issue of the instrument.
Such interest-bearing liabilities are subsequently measured at amortised cost
using the effective interest rate method, which ensures that any interest
expense over the period to repayment is at a constant rate on the balance of
the liability carried in the statement of financial position. 'Interest
expense' in this context includes initial transaction costs and premiums
payable on redemption, as well as any interest payable while the liability is
outstanding. Where bank borrowings are denominated in foreign currency, they
are translated into the functional currency at the exchange rate at the
reporting date, with the corresponding net gain or loss recorded within
interest expense. For loan modifications, the Group assesses if the loan can
be prepaid without significant penalty and if so, no gain or loss is
recognised in the income statement at the date of the modification.

Employee Benefit Trust (EBT)

 

 As the Company is deemed to have control of its EBT, it is treated as an
 extension of the parent Company and is included in the consolidated financial
 statements. It is also included in the Company balance sheet as it is treated
 as an extension of the Company. The EBT's assets (other than investments in
 the Company's shares), liabilities, income, and expenses are included on a
 line-by-line basis in the consolidated financial statements. The EBT's
 investment in the Company's shares is deducted from equity in the consolidated
 and Company statements of financial position as if they were treasury shares.

 

IFRS 16 leases

 

The Group assesses whether a contract is or contains a lease. Under IFRS 16, a
contract is, or contains, a lease if the contract conveys a right to control
the use of an identified asset for a period of time in exchange for
consideration.

 

As a lessee

 

The Group leases commercial office space. The Group has elected not to
recognise right of use assets and lease liabilities for some leases of low
value and those being short-term, below 12 months in duration. The Group
recognises the lease payments associated with these leases as an expense on a
straight-line basis over the lease term.

 

The Group recognises a right of use asset and lease liability at the lease
commencement date.

 

The right of use asset and lease liability are initially measured at the
present value of the lease payments that are not paid at the commencement
date, discounting using the Group's incremental borrowing rate. Subsequently,
the right of use asset is adjusted for impairment losses and adjusted for
certain remeasurements of the lease liability.

 

The lease liability is subsequently increased by the interest cost on the
lease liability and decreased by lease payments made. It is remeasured when
there is a change in future lease payments arising from a change in an index
or rate, a change in the estimate of the amount expected to be payable under a
residual value guarantee, or as appropriate, changes in the assessment of
whether a purchase or extension option is reasonably certain to be exercised
or a termination option is reasonably certain not to be exercised.

 

The Group has applied judgement to determine the lease term for some lease
contracts that include renewal options. The assessment of whether the Group is
reasonably certain to exercise such options impacts the lease term, which
significantly affects the amount of lease liabilities and right of use assets
recognised.

 

As a lessor

 

As a lessor, the Group classifies its leases as either operating or finance
leases. A lease is classified as a finance lease if it transfers substantially
all the risks and rewards incidental to ownership of the underlying asset, and
classified as an operating lease if it does not. The Group has not currently
entered into any lease that is classified as an operating lease.

 

At the commencement of the finance lease, the Group recognises a lease
receivable that equates to the net investment in the lease, which comprises
the lease payments receivable discounted using the Group's incremental
borrowing rate.

 

For further details on the Group's leases see note 30.

 

Exceptional items

 

Items that are non-operating or non-recurring in nature are presented as
exceptional items in the consolidated income statement, within the relevant
account heading. The Directors are of the opinion that the separate recording
of exceptional items provides helpful information about the Group's underlying
business performance. Events which may give rise to the classification of
items as exceptional include, but are not restricted to, impairment charges
over the Group's internally developed and acquired intangibles and costs
relating to business acquisitions along with any subsequent integration and
reorganisation cost.

5. Functional and presentation currency

 

The presentation currency of the Group is US dollars (USD) in round thousands.
Items included in the financial statements of each of the Group's entities are
measured in the functional currency of each entity. The Group used the local
currency as the functional currency, including the parent Company, where the
functional currency is sterling. The Group's choice of presentation currency
reflects its significant dealings in that currency.

 

6. Critical judgements and key sources of estimation uncertainty

 

 In preparing these consolidated financial statements, the Group makes
 judgements, estimates and assumptions concerning the future that impact the
 application of policies and reported amounts of assets, liabilities, income
 and expenses.

 The resulting accounting estimates calculated using these judgements and
 assumptions are based on historical experience and expectations of future
 events and may not equal the actual results. Estimates and underlying
 assumptions are reviewed on an ongoing basis, and revisions to estimates are
 recognised prospectively.

 

The judgements and key sources of assumptions and estimation uncertainty that
have a significant effect on the amounts recognised in the financial
statements are discussed below.

 

Judgements

 

Information about judgements made in applying accounting policies that have
the most significant effects on the amounts recognised in these consolidated
financial statements are below:

 

Capitalised development costs

 

 The Group capitalises development costs in line with IAS 38 Intangible Assets.
 Management applies judgement in determining if the costs meet the criteria and
 are therefore eligible for capitalisation at the outset of a project; $2.63m
 has been capitalised on new projects during 2024 (2023: $2.84m). Significant
 judgements include the determination that assets have been substantially
 enhanced, the technical feasibility of the development, recoverability of the
 costs incurred, and economic viability of the product and potential market
 available considering its current and future customers.

 Within Intangible Assets at the year end is $3.8m (2023: $2.8m) capitalised in
 relation to a new product that launched to the market in November 2023. A key
 assumption in the future economic viability of this product is the successful
 signing of contracts with customers in the period subsequent to the year end.
 Given the early stage of the product in its life cycle, there is uncertainty
 in the number of contracts that will be obtained and a variation from
 expectations could result in a value in use below the carrying value.

 See internally generated intangible assets and research and development within
 note 4 for details on the Group's capitalisation and amortisation policies,
 and Intangible Assets, note 17, for the carrying value of capitalised
 development costs.

 

Deferred tax asset on US losses and tax credits

 

The Group has recognised a deferred tax asset of $3.0m (2023: $3.8m) derived
from US tax credits (with 20-year expiry dates ranging from 2038 to 2044). The
recognition of this asset is based on the expected profitability of the US
entities using the Group's five-year Board-approved forecasts, which indicates
that such credits would be utilised by the fiscal year ending 31 December
2026. According to the enacted legislation, these tax credits can be used to
offset a current income tax liability greater than $25k, for up to 75% of the
said liability. The key inputs are not sensitive to plausible changes in the
assumptions. In addition, to the expected profitability of the US entities,
the said credits were assessed under guidelines established under section 382
of the current US tax legislation, which sets out that these would be
restricted if there is deemed to have been an ownership change of greater than
50% over the assessment period. This assessment concluded any ownership change
was below 50% resulting in no restriction on the credits available for use.
The need for an assessment under the above-mentioned section of the US
legislation will be monitored closely for its future applicability.

 

Identification of separable intangibles on acquisition

 

Identification of separable intangibles on acquisition are recognised when
they are controlled through contractual or other legal rights, or are
separable from the rest of the business, and their fair value can be reliably
measured. Customer relationships and acquired technology have been identified
by management as separate intangible assets and can be reliably measured by
valuation of future cash flows.

Assumptions and estimation uncertainties

 

Information about assumptions and estimation uncertainties that have a
significant risk of resulting in material adjustments in the following year
are:

 

Impairment of non-financial assets (subject to annual update)

 

The Group assesses whether there are any indicators of impairment for all
non-financial assets at each reporting date. Goodwill is tested for impairment
annually and at other times when such indicators exist. Other non-financial
assets are tested for impairment when there are indicators that the carrying
amounts may not be recoverable. When value in use calculations are undertaken,
management must estimate the expected future cash flows from the asset or
cash-generating unit and choose a suitable discount rate in order to calculate
the present value of those cash flows. Further details are given in note 17
and under judgements relating to capitalised development costs.

 

Useful economic lives of capitalised development costs (subject to annual
update)

 

The Group amortises its capitalised development costs over 3 to 5 years as
this has been deemed by management to be the best reflection of the life cycle
of their technology. If this useful economic life estimate were to be 4 or 6
years, the impact on the current year amortisation would be $625k higher and
$369k lower respectively. Management review this estimate each year to ensure
it is reflective of the technologies being developed.

7. Business and geographical segments

Segmental analysis

 

The Group's operating segments under IFRS have been determined with reference
to the financial information presented to the Board of Directors. The Board of
the Group is considered the Chief Operating Decision Maker ("CODM") as defined
within IFRS 8, as it sets the strategic goals for the Group and monitors its
operational performance against this strategy.

 

The Group's Ticketing and Distribution operating segment comprises the
following products:

o  accesso Passport ticketing suite using our hosted proprietary technology
offering to maximise up-selling, cross-selling and selling greater volumes.

o  accesso Siriusware software solutions providing modules in ticketing &
admissions, memberships, reservations, resource scheduling, retail, food
service, gift cards, kiosks and eCommerce.

o  accesso ShoWare ticketing solution for box office, online, kiosk, mobile,
call centre and social media sales.

o  Ingresso operate a consolidated distribution platform which connects
venues and distributors, opening up a larger global channel for clients to
sell their event, theatre and attraction tickets.

o  accesso Paradox cutting-edge software solution specifically tailored to
the unique needs of the industry. The flexible, hosted solution empowers ski
areas to take full control of their operations across ticketing and passes,
snow school, retail, equipment rental, food & beverage, administration,
and online sales in one, unified platform.

o  accesso Horizon highly functional and best-in-class ticketing and visitor
management solution leveraging an innovative portfolio model approach to guest
management.

 

The Group's Guest Experience reportable segment comprises the following
aggregated operating segments:

 

o  accesso LoQueue providing leading edge virtual queuing solutions to take
customers out of line, improve guest experience and increase revenue for theme
parks.

o  Mobile Applications experience management platforms which delivers
personalised real-time immersive customer experiences at the right time,
elevating the guest's experience and loyalty to the brand.

o  accesso Freedom: recently launched point of sale system enabling modules
in food and beverage, retail, eCommerce via kiosk or mobile through a
multi-tenanted hosted solution.

 

The Group's virtual queuing solution (accesso LoQueue), experience management
platforms (Mobile Platforms), and food and beverage retail system (accesso
Freedom) are headed by segment managers who discuss the operating activities,
financial results, forecasts and plans of their respective segments with the
CODM. These three distinct operating segments share similar economic
characteristics, expected long-term financial performance, customers and
markets; the products are heavily bespoke, technology and software intensive
in their delivery and are directly targeted at improving a guest's experience
of an attraction or entertainment venue, whilst providing cross-selling
opportunities and increased revenues to the venues. Management therefore
conclude that they meet the aggregation criteria.

 

 

 

The Group's Professional Services reportable segment comprises of professional
services revenues generated independently from the Group's other products.
These revenues are for services that stand separate from our transactional and
licence revenues and fluctuate depending on customer project life cycles. The
presentation of the segmental information for Professional Services was
previously disclosed as part of Guest Experience, but was revised for the year
ended 31 December 2024 to reflect the structural changes within the Group
following the acquisitions made during 2023.

 

The Group's assets and liabilities are reviewed on a Group basis and therefore
segmental information is not provided for the statements of financial position
of the segments.

 

The CODM monitors the results of the reportable segments prior to charges for
interest, depreciation, tax, amortisation and non-recurring items but after
the deduction of capitalised development costs. The Group has a significant
amount of central unallocated costs which are not segment specific. These
costs have therefore been excluded from segment profitability and presented as
a separate line below segment profit.

 

The following is an analysis of the Group's revenue and results from the
continuing operations by reportable segment, which represents revenue
generated from external customers.

                               2024       2023 *Restated

                               $000       $000

 Ticketing and Distribution    113,032    104,024
 Guest Experience              31,463     34,175
 Professional Services         7,796      11,316

 Total revenue                 152,291    149,515

 

*Comparatives for the period ending 31 December 2023 have been restated to
present Professional Services as a distinct segment following structural
changes within the Group. This revenue was previously included within the
Guest Experience segment.

 

                                                                 Ticketing and Distribution  Guest        Professional Services  Central unallocated  Capitalised development costs  Group

                                                                                             Experience                           costs

 Year ended 31 December 2024                                     $000                        $000         $000                   $000                 $000                           $000
 Revenue                                                         113,032                     31,463       7,796                  -                    -                              152,291
 Cost of sales                                                   (24,104)                    (5,734)      (3,445)                -                    -                              (33,283)
 Central unallocated administrative expenses                     -                           -            -                      (93,544)             (2,633)                        (96,177)
 Cash EBITDA (1)                                                 88,928                      25,729       4,351                  (93,544)             (2,633)                        22,831

 Capitalised development spend                                                                                                                                                       2,633
 Depreciation and amortisation (excluding acquired intangibles)                                                                                                                      (4,259)
 Amortisation related to acquired intangibles                                                                                                                                        (4,212)
 Share-based payments                                                                                                                                                                (3,705)
 Acquisition, integration and disposal related costs                                                                                                                                 (127)
 Finance income                                                                                                                                                                      839
 Finance expense                                                                                                                                                                     (2,319)

 Profit before tax                                                                                                                                                                   11,681

 

 

 

 

 

                                                                 Ticketing and Distribution  Guest         Professional Services*  Central unallocated  Capitalised development costs  Group

                                                                                             Experience*                            costs

 Year ended 31 December 2023 (Restated)                          $000                        $000          $000                    $000                 $000                           $000
 Revenue                                                         104,024                     34,175        11,316                  -                    -                              149,515
 Cost of sales                                                   (20,768)                    (8,647)       (5,677)                 (176)                -                              (35,268)
 Central unallocated administrative expenses                     -                           -             -                       (93,460)             2,839                          (90,621)
 Cash EBITDA (1)                                                 83,256                      25,528        5,639                   (93,636)             2,839                          23,626

 Capitalised development spend                                                                                                                                                         2,839
 Depreciation and amortisation (excluding acquired intangibles)                                                                                                                        (7,832)
 Amortisation related to acquired intangibles                                                                                                                                          (2,811)
 Impairment of intangible assets                                                                                                                                                       (6)
 Share-based payments                                                                                                                                                                  (3,187)
 Exceptional costs relating to acquisitions                                                                                                                                            (2,690)
 Finance income                                                                                                                                                                        953
 Finance expense                                                                                                                                                                       (2,084)

 Profit before tax                                                                                                                                                                     8,808

 

(1)   Cash EBITDA is calculated as operating profit before the deduction of
amortisation, impairment of intangible assets, depreciation, acquisition,
integration and disposal costs, deferred and contingent payments, and costs
related to share-based payments but after capitalised development costs.

 

*Comparatives for the period ending 31 December 2023 have been restated to
present Professional Services as a distinct segment following structural
changes within the Group. This revenue was previously included within the
Guest Experience segment.

 

The segments will be assessed as the Group develops and continues to make
acquisitions.

 

 

 

An analysis of the Group's external revenues and non-current assets (excluding
deferred tax) by geographical location are detailed below:

                                      Revenue                    Non-current assets
                                      2024          2023*        2024              2023
                                      $000          $000         $000              $000

 UK*                                  32,561        28,581       24,115            24,830
 Italy*                               1,162         215          38,274            39,675
 Germany                              2,296         2,848        1                 7
 France                               1,480         1,359        -                 -
 Spain*                               1,280         1,321        -                 -
 Netherlands*                         976           1,041        -                 -
 Ireland                              448           382          1,685             2,131
 Other Europe                         983           749          -                 -
 Australia*                           6,130         5,913        17                9
 Japan                                1,894         1,754        -                 -
 Singapore                            1,563         402          2,199             2,545
 Other Asia/South Pacific             1,384         1,252        12                8
 USA*                                 88,004        93,196       84,850            86,063
 Canada                               5,483         4,536        8,867             10,863
 Mexico                               3,135         3,761        96                47
 Other Central and South America      874           903          -                 12
 United Arab Emirates                 1,897         1,109        1,746             1,953
 Other Middle East                    371           -            -                 -
 Africa                               370           193          -                 -
                                      152,291       149,515      161,862           168,143

 

*This disclosure has been restated for the year ended 31 December 2023 to
present distribution revenue by country of the venue rather than country of
distributor (i.e. where the venue is located rather than the location of the
distributor where the ticket was sold). This reclassification aligns
distribution revenue more closely to the presentation of accesso's other
products, where the primary market relates to the location of the venue or
event.

Revenue generated in each of the geographical locations is generally in the
local currency of the venue or operator based in that location.

 

Major customers

 

The Group has entered into agreements with theme parks, theme park groups, and
attractions to operate its technology in single or multiple theme parks or
attractions within the theme park group.

 

There are two park and attraction operators with which the Group has
contractual relationships with combined segmental revenues in excess of 10% of
the total Group revenue. The first park operator accounted for $17.2m (2023:
$17.9m) of Ticketing and Distribution revenue and for $11.7m (2023: $14.9m) of
Guest Experience revenue. The second park and attractions operator accounted
for $15.7m (2023: $15.2m) of Ticketing and Distribution revenue and for $7.6m
(2023: $7.4m) of Guest Experience revenue.

8. Revenue

Revenue primarily arises from the operation and licensing of virtual queuing
solutions, the development and application of eCommerce ticketing,
professional services, and licence sales in relation to point-of-sale and
guest management software and related hardware. All revenue of the Group is
from contracts with customers.

 

Disaggregated revenue

The Group has disaggregated revenue into various categories in the following
table which is intended to depict the nature, amount, timing and uncertainty
of revenue recognition and to enable users to understand the relationship with
revenue segment information provided in note 8.

                                                                              Year ended 31 December 2024                                              Year ended 31 December 2023*
                                                                              Ticketing and Distribution  Guest        Professional Services           Ticketing and Distribution**  Guest         Professional Services*

                                                                                                          Experience                          Group                                  Experience*                           Group
                                                                              $000                        $000         $000                   $000     $000                          $000          $000                    $000
 Primary geographic markets
 UK**                                                                         29,274                      3,287        -                      32,561   25,295                        3,286         -                       28,581
 Italy**                                                                      1,162                       -            -                      1,162    215                           -             -                       215
 Germany                                                                      1,123                       1,173        -                      2,296    1,006                         1,842         -                       2,848
 France                                                                       40                          1,440        -                      1,480    26                            1,333         -                       1,359
 Spain**                                                                      135                         1,145        -                      1,280    15                            1,306         -                       1,321
 Netherlands**                                                                168                         808          -                      976      183                           858           -                       1,041
 Ireland                                                                      345                         70           33                     448      314                           68            -                       382
 Other Europe                                                                 427                         556          -                      983      380                           369           -                       749
 Australia**                                                                  4,604                       1,526        -                      6,130    4,299                         1,614         -                       5,913
 Japan                                                                        1,894                       -            -                      1,894    1,754                         -             -                       1,754
 Singapore                                                                    1,563                       -            -                      1,563    402                           -             -                       402
 Other Asia/South Pacific                                                     1,256                       128          -                      1,384    1,012                         240           -                       1,252
 USA**                                                                        59,427                      20,843       7,734                  88,004   59,098                        22,808        11,290                  93,196
 Canada                                                                       5,191                       292          -                      5,483    4,270                         266           -                       4,536
 Mexico                                                                       2,911                       195          29                     3,135    3,550                         185           26                      3,761
 Other Central and South America                                              874                         -            -                      874      903                           -             -                       903
 United Arab Emirates                                                         1,897                       -            -                      1,897    1,109                         -             -                       1,109
 Other Middle East                                                            371                         -            -                      371      -                             -             -                       -
 Africa                                                                       370                         -            -                      370      193                           -             -                       193
                                                                              113,032                     31,463       7,796                  152,291  104,024                       34,175        11,316                  149,515

 Product type
 Licence fees                                                                 4,782                       -            -                      4,782    4,386                         -             -                       4,386
 Support and maintenance                                                      9,756                       431          -                      10,187   8,809                         529           -                       9,338
 Platform fees                                                                -                           3,164        -                      3,164    -                             3,352         -                       3,352
 Virtual queuing                                                              -                           25,705       -                      25,705   -                             29,098        -                       29,098
 Ticketing and eCommerce                                                      88,843                      139          -                      88,982   82,753                        23            -                       82,776
 Professional services                                                        5,187                       140          7,796                  13,123   4,007                         213           11,316                  15,536
 Hardware                                                                     321                         1,858        -                      2,179    769                           764           -                       1,533
 Other                                                                        4,143                       26           -                      4,169    3,301                         195           -                       3,496
                                                                              113,032                     31,463       7,796                  152,291  104,024                       34,175        11,316                  149,515

 Timing of transfer of goods and services
 Point in time licence fees                                                   3,936                       -            -                      3,936    3,834                         -             -                       3,834
 Point in time virtual queuing/ticketing/hardware/other                       93,307                      30,753       -                      124,060  86,823                        33,409        -                       120,232
                                                                              97,243                      30,753       -                      127,996  90,657                        33,409        -                       124,066

 Over time licence fees                                                       846                         -            -                      846      552                           -             -                       552
 Over time maintenance, support, platform fees and professional services      14,943                      710          7,796                  23,449   12,815                        766           11,316                  24,897
                                                                              15,789                      710          7,796                  24,295   13,367                        766           11,316                  25,449

                                                                              113,032                     31,463       7,796                  152,291  104,024                       34,175        11,316                  149,515

 Revenue included within point in time licence fees above related to the      1,020                       -            -                      1,020    1,811                         -             -                       1,811
 exercise or lapse of renewal rights

 

 

 

*The Guest Experience segment has been restated to exclude Professional
Services that are not being provided in conjunction with one of our products.
The prior period Guest Experience revenue was $45.5m being the sum of the
Guest Experience and Professional Services 2023 amounts.

**This disclosure has been restated for the year ended 31 December 2023 to
present distribution revenue by country of the venue rather than country of
distributor (i.e. where the venue is located rather than the location of the
distributor where the ticket was sold). This reclassification aligns
distribution revenue more closely to the presentation of accesso's other
products, where the primary market relates to the location of the venue or
event.

Contract balances

 

The following tables provide information about contract assets arising from
contracts with customers.

 

                       Group                                                Company
                       Non-current  Current                                 Non-current       Current

                                                        Total                                                   Total
                       $000         $000                $000                $000              $000              $000
                       784          3,345               4,129               28                524               552

 At 31 December 2023

 At 31 December 2024   763          2,805               3,568               16                21                37

                                                                                      Group

 Breakdown of contract assets at 31 December 2024                                     $000

                                                                                                      Company

                                                                                                      $000
 Accrued income                                                                       3,223           -
 Contract commissions                                                                 345             37
                                                                                      3,568           37

 

                                                    Group

 Breakdown of contract assets at 31 December 2023   $000

                                                           Company

                                                           $000
 Accrued income                                     3,675  484
 Contract commissions                               454    68
                                                    4,129  552

 

The contract assets primarily relate to the Group's rights to consideration
for licence fees or professional services recognised but not billed. The
contract assets are transferred to receivables when the rights become
unconditional. This occurs when the Group issues an invoice to the customer in
line with the contractually agreed terms and does not relate purely to the
passage of time. The Group also capitalises commissions paid in connection
with obtaining a contract and recognises the expense over the term of the
agreement, testing for impairment annually.

 

The following tables provide information about contract liabilities arising
from contracts with customers.

 

                       Group                                    Company
                       Non-current  Current             Non-current     Current

                                                Total                               Total
                       $000         $000        $000    $000            $000        $000
                       927          7,353       8,280   2               171         173

 At 31 December 2023

 At 31 December 2024   492          7,265       7,757   -               493         493

 

Transfers of contract liabilities to revenue during the period were equal to
the prior year current liabilities.

 

The contract liabilities primarily relate to support and maintenance services
to be provided for ticketing software licences and guest management software,
where the revenue is recognised over the terms of the agreements. A portion of
contract liabilities relates to upfront milestone billings where the
performance obligation has not yet been satisfied. The remaining balance of
contract liabilities consists of material rights customers of the Group's
ticketing software receive at the time the contract is signed for the right to
use software licences, which allows them to renew at a discount in subsequent
years. Refer to item (b) the Group's revenue recognition policy table in note
4 covering software licences and the related maintenance and support revenue.
The revenue is recognised when the customer renews over the term of the
contract or 5 years for contracts that do not have a term.

 

No revenue was recognised in the period ended 31 December 2024 or 2023 from
performance obligations satisfied (or partially satisfied) in previous
periods.

 

                Remaining performance obligations

 

No information is provided about remaining performance obligations at 31
December 2024 or 2023 that have an original expected duration of one year or
less, as allowed by IFRS 15.

 

The amount of revenue that will be recognised in future periods on contracts
with material rights over future discounted licence fees is analysed as
follows:

 

                             31 December 2024                                                     31 December 2023
                                                         Less than 1 year  Between 1 and 5 years  Less than 1 year  Between 1 and 5 years
                                                         $000              $000                   $000              $000
 Material rights over discounted licence fee renewal     381               485                    652               895

 

9. Finance income and expense

 

The table below details the finance income and expense for the current and
prior periods:

 

                                                                    2024         2023
                                                                    $000         $000
 Finance income:
 Bank interest received                                             833          934
 Interest on tax receivable                                         -            15
 Finance lease receivables                                          6            4
 Total finance income                                               839          953

 Finance costs:
 Bank interest                                                      (1,586)      (1,467)
 Amortisation of capitalised refinance costs                        (285)        (464)
 Lease (note 30)                                                    (119)        (101)
       Interest on sales tax accrual                                (54)         (52)
       Revaluation of borrowings held in foreign currency           (275)        -

 Total finance costs                                                (2,319)      (2,084)

 Net finance expense                                                (1,480)      (1,131)

10. Tax

The table below provides an analysis of the tax charge for the periods ended
31 December 2024 and 31 December 2023:

 

                                                                             2024       2023

                                                                             $000       $000
 UK corporation tax
 Current tax on income for the period                                        505        946
 Adjustment in respect of prior periods                                      (101)      (364)
                                                                             404        582
 Overseas tax
 Current tax on income for the period                                        2,279      2,115
 Adjustment in respect of prior periods                                      271        933
                                                                             2,550      3,048

 Total current taxation                                                      2,954      3,630

 Deferred taxation
 Original and reversal of temporary difference - for the current period      (390)      (1,094)
 Impact on deferred tax rate changes                                         591        170
 Original and reversal of temporary difference - for the prior period        (557)      (1,590)
                                                                             (356)      (2,514)
 Total taxation charge                                                       2,598      1,116

 

 

The differences between the actual tax charge for the period and the
theoretical amount that would arise using the applicable weighted average tax
rate are as follows:

                                                                      2024        2023

                                                                      $000        $000

 Profit on ordinary activities before tax                             11,681      8,808

 Tax at United States tax rate of 27.36% (2023: 27.67%)               3,196       2,437

 Effects of:

 Expenses not deductible for tax purposes                             (218)       (61)
 Profit subject to foreign taxes at a lower marginal rate             36          714
 Adjustment in respect of prior period - income statement             (387)       (1,021)
 Research and Development credit estimation adjustment                213         (697)
 Research and Development credits utilised                            (509)       (351)
 Share options                                                        (274)       (177)
 Impact of rate changes                                               591         170
 Deferred tax on foreign losses and R&D credits not recognised        536         -
 Other                                                                (586)       102

 Total taxation charge                                                2,598       1,116

 

 Deferred taxation                      Asset        Liability
                                        $000         $000
 Group
 At 31 December 2022                    15,279       (3,294)

 Credited/(charged) to income           2,573        (59)
 (Charged) directly to equity           (1,274)      -
 Foreign currency translation           40           (22)
 Acquired through business combination  85           (5,446)

 At 31 December 2023                    16,703       (8,821)

 (Charged)/credited to income           (1,294)      1,649
 (Charged) directly to equity           (289)        -
 Foreign currency translation           (81)         17

 At 31 December 2024                    15,039       (7,155)

 Company
 At 31 December 2022                    -            (163)

 Credited/(charged) to income           19           (31)
 (Charged) directly to equity           (17)         -
 Foreign currency translation           5            (13)
 Netted against the asset               (7)          7

 At 31 December 2023                    -            (200)

 Credited to income                     38           132
 (Charged) directly to equity           (1)          -
 Foreign currency translation           -            4
 Netted against the asset               (37)         37

 At 31 December 2024                    -            (27)

 

The following table summarises the recognised deferred tax asset and
liability:

                                                   2024         2023

 Group                                             $000         $000
 Recognised asset
 Tax relief on unexercised employee share options  1,582        1,930
 Short-term timing differences                     1,569        2,829
 Net operating losses & tax credits                3,029        4,552
 Capitalised R&D expenditure                       8,859        7,392
 Deferred tax asset                                15,039       16,703

 Recognised liability
 Capital allowances in excess of depreciation      (17)         (703)
 Short-term timing differences                     (536)        (745)
 Business combinations                             (6,602)      (7,373)
 Deferred tax liability                            (7,155)      (8,821)

 Company
 Recognised asset
 Tax relief on unexercised employee share options  110          60
 Short-term timing differences                     18           32
 Offset against Company deferred tax asset         (128)        (92)
 Deferred tax asset                                -            -

 

 Recognised liability
 Capital allowances in excess of depreciation                          (155)    (292)
 Offset against Company deferred tax asset                             128      92
 Deferred tax liability                                                (27)     (200)

 Group
 Unrecognised asset
 Net operating losses & tax credits - Canada (included within the      536      -
 unrecognised deferred tax asset is $0.3m relating to prior period)
 Unrecognised deferred tax asset                                       536      -

 

The tax rate in the US rate remained at 21%, before state taxes. Deferred tax
assets and liabilities were measured at a rate of 21% (2023: 21%) plus state
taxes in the US.

 

The tax rate in the UK remained at 25%. Deferred tax assets and liabilities
were measured at a rate of 25% (2023: 25%).

 

There are no material unrecognised deferred tax assets outside of Canada.

 

The critical assumptions used in the assessment for the recognition of the
deferred tax asset on US losses and available tax credits are discussed in
note 6.

 

Taxation and transfer pricing

 

The Group is an international technology business and, as such, transfer
pricing policies are in place to cover funding arrangements, management costs
and the exploitation of IP between Group companies. Transfer prices and the
policies applied directly affect the allocation of Group-wide taxable income
across a number of tax jurisdictions. While transfer pricing entries between
legal entities are on an arm's length basis, there is increasing scrutiny from
tax authorities on transfer pricing arrangements. This could result in the
creation of uncertain tax positions.

 

The Group provides for anticipated risks, based on reasonable estimates, for
tax risks in the respective countries in which it operates. The amount of such
provisions can be based on various factors, such as experience with previous
tax audits and differing interpretations of tax regulations by the taxable
entity and the responsible authority. Uncertainties exist with respect to the
evolution of the Group following international acquisitions holding
significant IP assets, interpretation of complex tax regulations, changes in
tax laws, and the amount and timing of future taxable income.

 

Given the wide range of international business relationships and the long-term
nature and complexity of existing contractual agreements, differences arising
between the actual results and the assumptions made, or future changes to such
assumptions, could necessitate future adjustments to tax income and expense
already recorded.

 

Uncertainties in relation to tax liabilities are provided for within income
tax payable to the extent that it is considered probable that the Group may be
required to settle a tax liability in the future. Settlement of tax provisions
could potentially result in future cash tax payments; however, these are not
expected to result in an increased tax charge as they have been fully provided
for in accordance with management's best estimates of the most likely
outcomes.

 

Ongoing tax assessments and related tax risks

 

The Group has undertaken a review of potential tax risks and current tax
assessments, and whilst it is not possible to predict the outcome of any
current or future tax enquiries, adequate provisions are considered to have
been included in the Group accounts to cover any expected estimated future
settlements.

 

In common with many international groups operating across multiple
jurisdictions, certain tax positions taken by the Group are based on industry
practice and external tax advice or are based on assumptions and involve a
degree of judgement. It is considered possible that tax enquiries on such tax
positions could give rise to material changes in the Group's tax provisions.

 

The Group is consequently, from time to time, subject to tax enquiries by
local tax authorities, and certain tax positions related to intercompany
transactions may be subject to challenge by the relevant tax authority.

 

The Group has recognised provisions where it is not probable that tax
positions taken will be accepted, totalling $1.5m (2023: $1.3m) in relation to
availability of international R&D claims. There is a further provision of
$5.1m (2023: $5.1m) recognised, in connection with tax liabilities inherited
in the entities acquired during the year ended 31 December 2023. This
provision was calculated in accordance with the Group's transfer pricing
policies.

 

The US tax credits recognised in the year were assessed under the section 382
US tax legislation to validate they can be utilised. This assessment will need
to continue to be performed on an annual basis to determine if any restriction
is required.

11. Earnings per share

Basic earnings per share is calculated by dividing the earnings attributable
to ordinary shareholders by the weighted average number of ordinary shares
outstanding during the period. Own shares held by the Employee Benefit Trust
are eliminated from the weighted average number of shares.

 

Diluted earnings per share is calculated by dividing the net profit
attributable to ordinary shareholders, after adjustments for instruments that
dilute basic earnings per share, by the weighted average of ordinary shares
outstanding during the period (adjusted for the effects of dilutive
instruments).

 

Earnings for adjusted earnings per share, a non-GAAP measure, are defined as
profit before tax before the deduction of amortisation related to
acquisitions, impairment of intangible assets, acquisition, integration and
disposal costs, deferred and contingent consideration linked to continued
employment, and costs related to share-based payments, less tax at the
effective rate on tax impacted items.

 

The table below reflects the income and share data used in the total basic,
diluted, and adjusted earnings per share computations.

                                                                                    2024             2023

                                                                                    $000             $000
 Profit attributable to ordinary shareholders ($000)                                9,083            7,692

 Basic EPS
 Denominator
 Weighted average number of shares used in basic EPS (000s)                         40,593           40,075
 Basic earnings per share (cents)                                                   22.38            19.19
 Diluted EPS
 Denominator
 Weighted average number of shares used in basic EPS (000s)                         40,593           40,075
 Effect of dilutive securities
 Options (000s)                                                                     1,004            1,034
 Contingent share consideration on business combinations (000s)                     29               88
 Weighted average number of shares used in diluted EPS (000s)                       41,626           41,197
 Diluted earnings per share (cents)                                                 21.82            18.67

                                                                               2024                        2023

                                                                               $000                        $000
 Adjusted EPS

 Profit attributable to ordinary shareholders ($000)                           9,083                       7,692
 Adjustments for the period related to:
 Amortisation relating to acquired intangibles from acquisitions               4,212                       2,811
 Impairment of intangible assets                                               -                           6
 Acquisition and disposal-related costs                                        127                         2,690
 Share-based compensation and social security costs on unapproved options      3,705                       3,187
                                                                               17,127                      16,386
 Net tax related to the above adjustments (2024: 19.5%, 2023: 22.8%):          (1,542)                     (1,365)

 Adjusted profit attributable to ordinary shareholders ($000)                  15,585                      15,021

 Adjusted basic EPS
 Denominator
 Weighted average number of shares used in basic EPS (000s)                    40,593                      40,075
 Adjusted basic earnings per share (cents)                                     38.39                       37.48

 Adjusted diluted EPS
 Denominator
 Weighted average number of shares used in diluted EPS (000s)                  41,626                      41,197
 Adjusted diluted earnings per share (cents)                                   37.44                       36.46

1,002,774 LTIP awards were excluded in the calculation of diluted EPS as at 31
December 2024 (2023: 1,040,511) as a result of exercise conditions contingent
on the satisfaction of certain criteria that had not been met.

12. Intangible assets

 

The cost and amortisation of the Group's intangible fixed assets are detailed
in the following table:

 

                                               Goodwill      Customer                                     Trademarks      Acquired internally developed intellectual property      Patent & IPR costs          Development costs      Totals

                                                             relationships & supplier contracts
                                               $000          $000                                         $000            $000                                                     $000                        $000                   $000
 Cost
 At 31 December 2022                           115,140       13,577                                       469             24,426                                                   1,106                       58,317                 213,035

 Foreign currency translation                  1,123         8                                            -               86                                                       67                          627                    1,911
 Additions                                     -             -                                            14              -                                                        -                           2,839                  2,853
 Acquisition through business combination      39,438        8,903                                        -               11,363                                                   1                           -                      59,705
 Disposals                                     -             -                                            -               -                                                        -                           (497)                  (497)

 At 31 December 2023                           155,701       22,488                                       483             35,875                                                   1,174                       61,286                 277,007

 Foreign currency translation                  (766)         (44)                                         -               (491)                                                    (17)                        (204)                  (1,522)
 Additions                                     -             -                                            -               -                                                        -                           2,633                  2,633
 Disposals                                     -             -                                            -               -                                                        -                           (423)                  (423)

 At 31 December 2024                           154,935       22,444                                       483             35,384                                                   1,157                       63,292                 277,695

 Amortisation/Impairment
 At 31 December 2022                           17,403        11,185                                       467             24,426                                                   136                         48,998                 102,615

 Foreign currency translation                  -             1                                            -               13                                                       23                          457                    494
 Charged                                       -             1,369                                        2               1,442                                                    399                         5,989                  9,201
 Impairment                                    -             -                                            -               -                                                        -                           6                      6
 Disposal                                      -             -                                            -               -                                                        -                           (497)                  (497)
 At 31 December 2023                           17,403        12,555                                       469             25,881                                                   558                         54,953                 111,819

 Foreign currency translation                  -             (11)                                         1               (167)                                                    (16)                        (142)                  (335)
 Charged                                       -             1,636                                        1               2,576                                                    410                         2,372                  6,995
 Disposal                                      -             -                                            -               -                                                        -                           (423)                  (423)

 At 31 December 2024                           17,403        14,180                                       471             28,290                                                   952                         56,760                 118,056

 

 

 Net book value
 At 31 December 2024  137,532      8,264      12      7,094      205      6,532      159,639

 At 31 December 2023  138,298      9,933      14      9,994      616      6,333      165,188

 

 

 

Significant acquisition intangibles

 

 Acquisition  Year  Acquisition intangibles  Remaining useful economic life  Net book value
              2024                           2023
              $000                           $000
 VGS          2023  Customer relationships   8.5 years                       7,100     7,935
 VGS          2023  Acquired technology      3.5 years                       3,577     4,600
 Paradox      2023  Acquired technology      3.25 years                      3,517     4,995

 

The cost and amortisation of the Company's intangible fixed assets are
detailed in the following table:

 

                                   Patent costs      Development costs      Totals
                                   $000              $000                   $000
 Cost
 At 31 December 2022               90                10,084                 10,174

 Foreign currency translation      5                 606                    611
 Additions                         -                 2,151                  2,151
 Disposals                         -                 (384)                  (384)

 At 31 December 2023               95                12,457                 12,552

 Foreign currency translation      (1)               (180)                  (181)
 Additions                         -                 1,234                  1,234
 Disposals                         -                 (305)                  (305)

 At 31 December 2024               94                13,206                 13,300

 Amortisation
 At 31 December 2022               62                7,684                  7,746

 Foreign currency translation      4                 440                    444
 Charged                           10                907                    917
 Impairment                        -                 6                      6
 Disposals                         -                 (384)                  (384)

 At 31 December 2023               76                8,653                  8,729

 Foreign currency translation      (1)               (128)                  (129)
 Charged                           10                1,028                  1,038
 Disposals                         -                 (305)                  (305)

 At 31 December 2024               85                9,248                  9,333

 Net book value
 At 31 December 2024               9                 3,958                  3,967

 At 31 December 2023               19                3,804                  3,823

 

Capitalised development costs are not treated as a realised loss for the
purpose of determining the Company's distributable profits as the costs meet
the conditions requiring them to be treated as an asset in accordance with IAS
38.

 

Impairment testing of goodwill

The Group is required to test, on an annual basis, whether goodwill has
suffered any impairment or where indicators of impairment exist. The
recoverable amount is determined based on value in use calculations. The use
of this method requires the estimation of future cash flows and the
determination of a discount rate in order to calculate the present value of
the cash flows. The goodwill balances of the Group are monitored and tested at
an operating segment level. Further details on their composition are set out
below.

 

 

 

The carrying amount of goodwill is allocated as follows:

                                                         2024         2023
                                                         $000         $000

 Ticketing and Distribution (CGU1, 2, 3, 7 and 8) *      107,399      108,067
 accesso LoQueue (CGU5) **                               28,500       28,500
 Professional services (CGU 9) ***                       1,633        1,731
                                                         137,532      138,298

 

The key assumptions used in the value in use calculations are as follows:

 

                                                                             2024       2023
 Pre-tax discount rate (%)
  Ticketing and Distribution (CGU 1, 2, 3, 7 & 8)*                           15.9%      17.0%
  accesso LoQueue ** (CGU 5)                                                 16.2%      17.3%
  Professional services*** (CGU 9)                                           16.1%      17.2%

  Average annual EBITDA growth rate during forecast period (average %)
  Ticketing and Distribution (CGU 1, 2, 3, 7 & 8)*                           6.4%       27.8%
  accesso LoQueue ** (CGU 5)                                                 1.8%       3.5%
  Professional services*** (CGU 9)                                           19.2%      1.0%

  Terminal growth rate (%)
  Ticketing and Distribution (CGU 1, 2, 3, 7 & 8)*                           2.0%       2.0%
  accesso LoQueue ** (CGU 5)                                                 2.0%       2.0%
  Professional services*** (CGU 9)                                           2.0%       2.0%

 Period on which detailed forecasts based (years)
  Ticketing and Distribution (CGU 1, 2, 3, 7 & 8)*                           5          5
  accesso LoQueue ** (CGU 5)                                                 5          5
  Professional services*** (CGU 9)                                           5          5

 

 

* Comprises the products accesso Passport & Siriusware (CGU1); accesso
ShoWare (CGU2); Ingresso (CGU3); accesso Paradox (CGU7) and accesso Horizon
(CGU8) within all trading entities as disclosed in note 19.

 

** Comprises accesso LoQueue trading within accesso Technology Group plc;
Lo-Q, Inc.; Lo-Q Service Canada Inc. and accesso Australia PTY Limited.

 

*** Comprises professional services trading within accesso Ireland Limited and
Blazer and Flip Flops Inc.

 

 

Operating margins have been based on experience, where possible, and future
expectations in the light of anticipated economic and market conditions.
Growth rates beyond the formally budgeted period are based on economic data
pertaining to the industry and region concerned.

 

The discount rates applied to all CGUs was a pre‑tax measure estimated based
on comparable listed company gearing and capital structures, an equity risk
premium and risk-free rate applicable to the country, small stock premium
relative to the market and size of business and an appropriate cost of debt
relative to market conditions.

 

Sensitivity analysis

 

A considerable amount of judgement is applied in setting discount rates,
forecasts and terminal values. If any of the following changes were made to
the following key assumptions, the carrying value and recoverable amount would
be equal as at 31 December 2024.

 

                                                               Ticketing and Distribution*                                                               accesso

                                                                                                                                                         LoQueue**
                                                               2024                                        2023                                          2024                                        2023

 Pre-tax discount rate                                         Increase by 6.0%                            Increase by 10.8%                             Increase by 19.5%                           Increase by 13.2%

 EBITDA growth rate during detailed forecast period (average)  Reduce by 29.2%                             Reduce by 39.2%                               Reduce by 52.2%                             Reduce by 40.1%

 Terminal growth rate                                          Reduce by 7.2% to a terminal rate of -5.2%  Reduce by 28.3% to a terminal rate of -26.3%  Reduce by 36.8% to terminal rate of -34.8%  Reduce by 19.9% to terminal rate of -17.9%

 Excess over carrying value ($000)                                                                                                                       $45,280                                     $27,684

                                                               $58,994                                     $92,259

* Comprises the products accesso Passport & Siriusware (CGU1); accesso
ShoWare (CGU2); Ingresso (CGU3); accesso Paradox (CGU7) and accesso Horizon
(CGU8) within all trading entities as disclosed in note 19.

 

** Comprises accesso LoQueue trading within accesso Technology Group plc;
Lo-Q, Inc.; Lo-Q Service Canada Inc. and accesso Australia PTY Limited.

 

We do not consider there are any plausible changes in assumptions that would
give rise to an impairment in Ticketing and Distribution or accesso LoQueue
over the next financial year.

 

There is no reasonably possible change in the key assumptions that would
reduce the recoverable amount of professional services (CGU 9) to equal the
carrying value as the recoverable amount is achieved within the forecast
five-year period.

 

Environmental risk in cash flows

 

It is expected that air travel will be reduced in the longer term in response
to climate change agendas and we have considered this risk in our cash flow
forecasting for impairment testing. The majority of the venues we serve have
typically localised customer bases rather than being reliant on destination
travel; consequently we consider the risk as minimal on our forecasts.

The below table sets out the intangible asset impairments recorded within
accesso LoQueue, The Experience Engine and the Ticketing and Distribution
segment:

 

                                                           2024             2024                   2024                        2024   2023      2023                   2023                        2023
                                                           accesso LoQueue  Professional services  Ticketing and Distribution  Total  accesso   Professional services  Ticketing and Distribution  Total

                                                                                                                                      LoQueue

                                                           $000             $000                   $000                        $000   $000      $000                   $000                        $000

 Intangible assets                                         -                -                      -                           -      -         -                      -                           -
 Impairment of specific development projects               -                -                      -                           -      6         -                      -                           6

 Impairment charge recorded within administrative expense  -                -                      -                           -      6         -                      -                           6

 

A review of all project development costs capitalised was performed at year
end with $nil impairment charges recorded.

 

No intangible asset impairment reversals were recorded within the Group during
the current or prior year.

Development costs not yet available for use

 

                Development cost assets not yet available for
use reside in the CGUs as follows and are considered annually for impairment
in line with the goodwill attached to those CGUs. These capitalised costs
relate to development projects which have not been put into use as at the year
end:

 

                                                         2024      2023
  Entity name (and CGU)                                  $000      $000

 accesso, LLC & Siriusware, Inc. (CGUs 1 and 6)          496       464
 accesso Technology Group plc (CGUs 1, 5 and 6)          927       974
 accesso Ireland Limited (CGU 1)                         45        -
 accesso Paradox, Inc (CGU 6)                            30        -

 

13. Property, plant and equipment

 

The cost and depreciation of the Group's tangible fixed assets are detailed in
the following table:

 

                                               Installed systems      Plant, machinery and office equipment      Furniture & fixtures          Leasehold improvements      Totals
                                               $000                   $000                                       $000                          $000                        $000
 Cost
 At 31 December 2022                           1,803                  3,008                                      1,136                         277                         6,224

 Foreign currency translation                  10                     40                                         33                            -                           83

 Additions                                     22                     411                                        205                           -                           638
 Acquisition through business combination      -                      113                                        83                            41                          237
 Disposals                                     (97)                   (672)                                      (418)                         (247)                       (1,434)

 At 31 December 2023                           1,738                  2,900                                      1,039                         71                          5,748

 Foreign currency translation                  (33)                   (77)                                       20                            (2)                         (92)
 Additions                                     -                      326                                        55                            39                          420
 Disposals                                     (105)                  (132)                                      (9)                           (4)                         (250)

 At 31 December 2024                           1,600                  3,017                                      1,105                         104                         5,826

 Depreciation
 At 31 December 2022                           1,473                  2,043                                      937                           168                         4,621

 Foreign currency translation                  9                      73                                         29                            -                           111
 Charged                                       180                    620                                        122                           53                          975
 Disposals                                     (87)                   (648)                                      (383)                         (187)                       (1,305)

 At 31 December 2023                           1,575                  2,088                                      705                           34                          4,402

 Foreign currency translation                  (7)                    (69)                                       14                            (1)                         (63)
 Charged                                       98                     583                                        153                           29                          863
 Disposals                                     (125)                  (128)                                      (4)                           (1)                         (258)

 At 31 December 2024                           1,541                  2,474                                      868                           61                          4,944

 Net book value
 At 31 December 2024                           59                     543                                        237                           43                          882

 At 31 December 2023                           163                    812                                        334                           37                          1,346

 

Refer to note 23 for details of security over the Group's property, plant and
equipment by banking providers.

 

The cost and depreciation of the Company's tangible fixed assets are detailed
in the following table:

 

                                   Installed systems      Plant, machinery and office equipment      Furniture & fixtures          Totals
                                   $000                   $000                                       $000                          $000
 Cost
 At 31 December 2022               169                    922                                        619                           1,710

 Foreign currency translation      9                      53                                         34                            96
 Additions                         -                      102                                        -                             102
 Disposals                         -                      (27)                                       (1)                           (28)

 At 31 December 2023               178                    1,050                                      652                           1,880

 Foreign currency translation      (28)                   (15)                                       30                            (13)
 Additions                         -                      83                                         -                             83
 Disposals                         (57)                   (1)                                        -                             (58)

 At 31 December 2024               93                     1,117                                      682                           1,892

 Depreciation
 At 31 December 2022               136                    781                                        524                           1,441

 Foreign currency translation      7                      46                                         30                            83
 Charged                           19                     93                                         35                            147
 Disposals                         -                      (23)                                       (1)                           (24)

 At 31 December 2023               162                    897                                        588                           1,647

 Foreign currency translation      (2)                    (15)                                       21                            4
 Charged                           9                      108                                        35                            152
 Disposals                         (78)                   -                                          -                             (78)

 At 31 December 2024               91                     990                                        644                           1,725

 Net book value
 At 31 December 2024               2                      127                                        38                            167

 At 31 December 2023               16                     153                                        64                            233

 

 

Refer to note 23 for details of security over the Group's property, plant and
equipment by banking providers.

14. Borrowings

                                        Group                 Company
                                        2024        2023      2024         2023
                                        $000        $000      $000         $000

 Bank loans                             14,750      21,250    14,750       21,250
 Arrangement fees, less amortised cost  (697)       (901)     (697)        (901)
                                        14,053      20,349    14,053       20,349

 

On 26 May 2023, the Group secured a $40.0m revolving credit facility with a
four-year term, to May 2027, accompanied by a $20.0m accordion option with
HSBC UK Bank PLC. The facility is secured through fixed and floating charges
over assets belonging to the following Group entities: accesso Technology
Group plc, Lo-Q Inc, accesso, LLC, Siriusware, Inc, VisionOne, Inc, Blazer and
Flip-flips, Inc, LO-Q Service Canada Limited, Lo-Q Limited and Ingresso Group
Limited. As at 31 December 2024, the Group had drawn $14.8m ($14.1m net of
finance costs) which was used to partially fund the three acquisitions made by
the Group in the prior period.

 

15. Called up share capital

 

                                                2024                     2023
 Ordinary shares of 1p each                     Number           $000    Number          $000

 Opening balance                                41,843,760       603     41,394,647      597
 Issued in relation to exercised share options  271,882          3       718,976         9
 Re-purchase of shares for cancellation         (1,165,559)      (15)    (299,272)       (4)
 Contingent consideration settled in shares     58,818           1       29,409          1

 Closing balance                                41,008,901       592     41,843,760      603

 

 During 2024, 271,882 shares (2023: 718,976 shares), with a nominal value
 $3,422 (2023: $9,145), were allotted following the exercise of share options.

 The number of shares held by the accesso Technology Group plc Employee Benefit
 Trust as at 31 December 2024 was 682,248 shares (2023: 1,136,942). Nil shares
 (2023: 374,971) were purchased by the Employee Benefit Trust during the year.

 In addition to the programme approved in 2023, the Board approved a further
 share repurchase programme, both with a value of up to GBP £4.0m. The first
 programme commenced in 2023 and concluded on 29 February 2024, with a total
 repurchase and cancellation of 706,984 shares for a total consideration of
 $5.0m (GBP £4.0m). The second programme commenced in August 2024 and
 concluded on 5 November 2024 with a total of 757,847 shares being repurchased
 for a total of $5.3m (GBP £4.0m). As at the year end, the Company had
 repurchased and cancelled 1,165,559 shares for a total of $8.1m (GBP £6.2m).
 At the prior year end, 229,272 shares had been repurchased and cancelled for a
 total of $2.2m (GBP £1.8m).

 In 2024, 58,818 shares (2023: 29,409) were issued in relation to the
 settlement of contingent consideration.

 The holders of ordinary shares are entitled to receive dividends as declared
 from time to time and are entitled to one vote per share at meetings of the
 Company.

 Following the adoption of new Articles of Association on 12 April 2011, the
 Company no longer has an authorised share capital limit.

 All issued share capital is fully paid as at 31 December 2024.

 

 

 

 

 

 

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