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REG - Aferian PLC - Final Results

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RNS Number : 2346B  Aferian PLC  10 February 2022

 

10 February 2022

 

AFERIAN PLC

 

("Aferian", the "Company" or the "Group")

 

FULL YEAR RESULTS FOR THE YEAR ENDED 30 NOVEMBER 2021

 

Double digit revenue and profit growth

 Improved quality of earnings and enhanced revenue visibility achieved

 

 

Aferian plc (LSE AIM: AFRN), the B2B video streaming solutions company,
announces its results for the year ended 30 November 2021.

 

Donald McGarva, Chief Executive Officer of Aferian plc, said:

 

"I am proud of the strong performance we've achieved in our first full year of
executing and innovating against our 2025 strategy. We have delivered double
digit growth across the majority of our key performance metrics and
significantly improved our quality of earnings and revenue visibility with an
exit run rate ARR up 43% on the previous year. This strong performance was
delivered thanks to the incredible teamwork, resilience and hard work of our
people and despite ongoing uncertainty brought on by the pandemic and global
supply chain issues.

 

"We enter 2022 in a strong position both financially and operationally.
Aferian sits at the centre of the converging worlds of streaming services and
traditional Pay TV. This convergence excites our customers, engages viewers
and energises our product teams as we continue to innovate new ways to make it
easy for people to connect to TV and video when and how they want."

 

 

 

Financial Key Figures

 

 US$m unless otherwise stated                          2021   2020   Change %
 Revenue                                               92.9   82.7   12%
 Exit run rate Annual Recurring Revenue (ARR)( (1))    15.2   10.6   43%
 Statutory gross profit                                44.9   40.7   10%
 Statutory operating profit                            5.7    5.1    12%
 Statutory operating cash flow before tax              14.1   16.8   (16%)
 Statutory basic earnings per share (US cents)         7.52   4.06   85%
 Adjusted gross profit ((2))                           44.7   39.7   13%
 Adjusted operating profit ((3))                       11.8   10.5   12%
 Adjusted operating cash flow before tax ((4))         16.7   18.2   (8%)
 Adjusted basic earnings per share (US cents) ((5))    11.45  10.07  14%
 Net cash                                              14.2   9.5    49%
 Dividend per share (pence)                            3.09   1.87   65%

Notes

 (1)            Exit run rate ARR is annual run-rate recurring revenue as at 30 November 2021.
 (2)            Adjusted gross profit is a non-GAAP measure and excludes exceptional items.
                Further details of these adjustments are set out in note 4.
 (3)            Adjusted operating profit is a non-GAAP measure and excludes amortisation of
                acquired intangibles, exceptional items and share-based payment charges.
                Further details of these adjustments are set out in note 4.
 (4)            Adjusted operating cash flow before tax is a non-GAAP measure and excludes
                exceptional items.  Further details of these adjustments are set out in note
                4.
 (5)            Adjusted basic earnings per share is a non-GAAP measure and excludes
                amortisation of acquired intangibles, exceptional items and share-based
                payment charges.  Further details of these adjustments are set out in note 4.

 

Financial Highlights

·      Further improved quality of earnings and enhanced revenue
visibility

·      higher-margin software and services revenue of approximately
$22.4m, up 15%, including recurring revenue of $12.9m, up 21%

·      exit run rate ARR of $15.2m (2020: $10.6m), up 43%

·      Strong balance sheet maintained with strengthened cash position,
and new banking facility of up to $100m to support our targeted M&A
strategy

·      A final dividend of 2.09 pence (2.87 US cents) per share (2020:
1.87 pence / 2.39 US cents) in line with our new dividend policy to deliver
returns to shareholders through growth and income

 

            Strategic and Operational Highlights

·      Strong progress against our 2025 strategic goals in the first
year of execution

·      Continued focus and investment to drive growth in recurring
software revenues and conversion of the streaming and Pay TV convergence
opportunity

·      24i: continued focus on building recurring revenues and migrating
subscribers from legacy systems to 24i's more flexible and extensible platform

·      Amino: grew revenues by 19% to $75.1m, maintaining strong margins
and cash generation

·      Strategically important customer deployments achieved during the
period across 24i and Amino:

·      24i: deployed 24i's streaming platform for new customers
including the Canadian Hockey League and Cinessance, a subscription video on
demand service, which launched in November 2021 as the 'Netflix of French
Film'

·      Amino: multiple new deployments of Amino's Android TV platform
including at Go Malta and CableNet in Europe, Optage in APAC and Conway, Home
Telecom and Hay Communications in North America

·      Successful integration of Danish streaming and Pay TV platform
specialist, Nordija (now part of 24i), immediately adding $2.1m ARR upon
acquisition.

·      Continued product innovation and success, 24i's video platform
named best OTT Video Platform in the Streaming Media European Readers' Choice
Awards, and Amino's Hybrid Android TV streaming device securing CSI Magazine's
Award for Best Customer Premise Technology 2021

 

            Current trading and outlook

·      We enter 2022 in a solid position and continue to strengthen our
pipeline of potential M&A opportunities as we seek to continue to deliver
against our 2025 strategy.

·      The Board remains confident in the Group's ability to meet
current full year expectations and in the Group's future prospects.

 

 

For the purposes of MAR and Article 2 of Commission Implementing Regulation
(EU) 2016/1055, this announcement is being made on behalf of the Company by
Mark Carlisle, Chief Financial Officer.

 

For further information please contact:

 

 Aferian plc                                           +44 (0)1954 234100
 Mark Wells, Chairman

 Donald McGarva, Chief Executive Officer

 Mark Carlisle, Chief Financial Officer

 Investec plc (NOMAD and Broker)                       +44 (0)20 7597 5970
 David Anderson / Patrick Robb / Cameron MacRitchie

 FTI Consulting (Financial communications)             +44 (0)20 3727 1000
 Matt Dixon / Elena Kalinskaya / Gregory Hynes

 

 

 

About Aferian plc

 

Aferian plc (AIM: AFRN) is a B2B video streaming solutions company. Our
end-to-end solutions bring live and on-demand video to every kind of screen.
We create the forward-thinking solutions that our customers need to drive
subscriber engagement, audience satisfaction, and revenue growth.

 

It is our belief that successful media companies and services will be those
that are most consumer-centric, data driven and flexible to change. We focus
on innovating technologies that enable our customers stay ahead of evolving
viewer demand by providing smarter, more cost-effective ways of delivering
end-to-end modern TV and video experiences to consumers. By anticipating
technological and behavioural audience trends, our software solutions empower
our customers to heighten viewer enjoyment, drive growth in audience share and
ultimately their profitability.

 

Aferian plc has two operating companies: 24i, which focusses on streaming
video experiences, and Amino, which connects Pay TV to streaming services. Our
two complementary companies combine their products and services to create
solutions which ensure that people can consume TV and video how and when they
want it. Our solutions deliver modern TV and video experiences every day to
millions of viewers globally, via our growing global customer base of over 500
service providers.

 

Aferian plc is traded on the London Stock Exchange's AIM stock market (AIM:
symbol AFRN). Headquartered in Cambridge, UK, the Company has over 350 staff
located in offices in San Francisco, Amsterdam, Helsinki, Copenhagen, Madrid,
Porto, Brno, Buenos Aires, and Hong Kong. For more information, please
visit www.aferian.com (http://www.aferian.com/) .

 

 

 

Chairman's statement:

I joined the Board of Aferian on 1 January 2022 as its Non-Executive Chairman
and it's a privilege to join at such an exciting time of growth and
development. Throughout my career, I've been lucky enough to help guide
innovative British technology businesses as they pursue growth and become
global leaders in their field. This is where my enthusiasm still lies, and why
I'm excited to have joined Aferian, an equally ambitious British and
international software business. The Group is at the heart of a structural
industry shift towards the convergence of streaming services and traditional
Pay TV, and I'm looking forward to sharing knowledge and experience to help
the Company grow even more and deliver on its ambition.

This report marks the first full year since the Group announced its 2025
strategy. Whilst there is still plenty of work ahead of us, significant
progress has already been made against the 2025 strategic goals. The Group has
delivered another strong financial and operational performance, through both
organic growth and with the acquisition of Nordija.

Since its inception, the Group's founding purpose has been to enable high
quality video to be delivered over broadband. As both the video market and
broadband speeds have evolved, so has the Group, but our promise has always
remained unchanged - to make it easy for people to connect to the video they
love, whenever they want. To continue delivering on this promise, Aferian has
invested in the capability to deliver video to any screen at any time in line
with the changing demands of consumers.

In June 2021, at minimal cost, the Group changed its name from Amino
Technologies plc to Aferian plc to reflect its renewed purpose and expanded
capabilities. The Board felt that as our business evolved, it was right that
the Group's name was changed to enable us to better articulate the nature of
business and the larger international opportunity on which our team is now
capitalising.

Aferian Group Strategy to 2025

The Group's strategic aims remain underpinned by building a predictable and
profitable software-driven growth business, with a proven track record of
expanding its addressable market both organically and through targeted
M&A. Our objectives are 1) to continue to grow margin through value-based
investments; 2) to maintain strong levels of cash generation; 3) to deliver
appropriate returns to shareholders, and 4) invest in the future growth of the
Company. This year we have made significant progress against all of these
objectives.

Our Group strategy to 2025 is focussed on four key drivers as follows:

·    Transformation to a software-led company

Aferian is a software-led business focused on growing higher margin recurring
software revenues. This year ARR has increased by 43% to $15.2m and software
& services revenue has grown by 15% to $22.4m.

 

·    Data-centric product development to drive growth and innovation

Aferian's data-centric product development is focused on enhancing value for
our existing customers to drive upsell of product licenses, as well as on
attracting new customers. As the Group has expanded it has continued to
collect and enhance increasing volumes of data. Our products are designed to
deliver premium levels of support and monitoring at every point in the Group's
video streaming platform, as well as giving customers new and actionable
insights that will help them to grow consumer engagement and loyalty.

 

·    A product roadmap focussed on the consumer experience

Aferian aims to deliver choice, usability and convenience to the consumer.
During the year the Group has continued to develop new and existing platforms
that enable pay TV to be integrated with third-party streaming services like
YouTube, Netflix and Amazon Prime Video on a single streaming device.
Consumers prize this level of convenience, and it helps our clients retain
subscribers. The ongoing investment in developing the Group's productised
video streaming platform ensures end users have the widest-possible choice of
ways to access and watch the content they love.

 

·    M&A strategy to further underpin revenue growth and visibility

The Group is already delivering on its M&A growth ambitions and is
expanding its capacity to continue to do so. In May 2021, the Group acquired
Nordija (now part of 24i), a Danish specialist in Pay TV and streaming, which
immediately had a positive impact on revenue and ARR. In December 2021, just
after the year end, the Group also announced an increased bank facility of
$50m which also includes a further $50m available by way of an accordion. The
increased facility provides support to the Group in achieving its 2025
strategy, particularly with regards to the execution of potential
acquisitions.

 

Environmental, Social and Governance ("ESG")

This year we were proud to publish our first ESG report. Our approach to ESG
uses the Japanese concept of Ikigai meaning "a reason for being", which refers
to having a meaningful direction or purpose in life. The ESG report provides
an overview of how our business is aligned to the United Nations Sustainable
Development Goals.

To further underscore the Group's commitment to making ESG foundational in
what we do, in the current financial year the Remuneration Committee has
introduced variable compensation targets for the Executive Directors based on
the Group's ESG goals.

Board change

After almost six years on the Group's Board of Directors, Karen Bach stepped
down from her role as non-executive Chairman on 31 December 2021. During her
tenure, Karen made a significant contribution to the Group, including leading
the Board as it developed the Group's 2025 strategy, which is already
delivering meaningful improvements in revenue visibility and growth. On behalf
of the Board and all our Aferian employees, I would like to thank Karen for
her service, dedication and support during her tenure.

Dividend

In line with our dividend policy of paying between a third and a half of
adjusted EPS as a dividend, the Board is proposing a final dividend of 2.09
pence per share (2.87 US cents*) which, if approved, would, with the already
paid interim dividend of 1.0 pence (1.38 US cents*) per share, result in a
total dividend for the year of 3.09 pence (4.25 US cents*) per share.

*£1: $1.37528

 

 

Mark Wells

Chairman

9 February 2022

 

 

 

Chief Executive Officer's review:

 

Strong progress towards our 2025 strategic goals

Our 2025 strategy addresses the convergence of streaming services and
traditional Pay TV. Aferian has always been a B2B2C video streaming solutions
company. The 2025 strategy capitalises on the increasing consumer expectation
that we should all be able to connect to the TV and video content we love on
any device, at any time, wherever we may be. Aferian is well positioned to
capture this opportunity, making it easy for people to consume TV and video
content in the way they want.

We have made strong progress towards our 2025 strategic goals. We report
revenue of $92.9m (2020: $82.7m), up 12%, and improved quality of earnings and
enhanced visibility with an exit run rate ARR of $15.2m (2020: $10.6m) up 43%.
Recurring software revenue was 58% (2020: 55%) of total software &
services revenue.

Outstanding team effort driving strong business results

We could not have achieved these results without the incredible teamwork,
resilience and effort from our people. This year we have seen the continued
impact of the global COVID-19 pandemic on our supply chains and our working
practices. Many of our teams have continued to work from home most of the
time. Delays in the supply chain of our streaming devices meant teams had to
work doubly hard to source components on time as well as to source, test and
validate alternative components. Despite this, our teams around the world have
continued to collaborate effectively with each other, our customers and our
suppliers to ensure that we have continued to provide our customers with high
levels of service and timely assistance. I would like to thank our teams for
their ongoing resilience and dedication in the face of a global pandemic, the
impacts of which continue to be felt.

Building a predictable, software-driven growth business

We are focussed on building a predictable, software-driven growth business,
while expanding our addressable market both organically and via targeted
M&A. We continue to grow margins through value-based investments, maintain
strong levels of cash generation, deliver appropriate returns to shareholders
and invest in the future growth of the Group.

Our targeted M&A strategy is supported by our strong balance sheet and
$50m bank facility which we signed in December 2021. Our M&A strategy has
three pillars:

1. Acquisition of key and emerging technologies which gives the Group a
competitive advantage and, therefore, improves gross margins. We have
identified a number of areas which could significantly add value to our
platform's capabilities by using the latest technologies to enhance our
streaming platforms and make it easier for end-consumers to find the video and
content they love.

2. Acquisition of market share and scale to drive operating cost efficiencies
and take advantage of the growing demand for 'configurable' video experience
solutions based on a standard platform. Our technology vision is founded on
the iterative development of a modular video streaming platform that delivers
both segmental (modular) as well as integral (end-to-end) solutions for our
clients and partners, based on customisable products.

3. Acquisition of market entry capabilities and expanded market penetration,
both in terms of additional geographies and industry verticals.  Aferian has
a very strong position in video being distributed over broadband via Pay TV as
well as by broadcasters, publishers and content owners. The video market is
dynamic, and our end-to-end streaming capabilities mean we are well placed to
serve companies wishing to stream content to viewers in additional sectors
such as education, hospitality and others.  We are targeting additional
geographies and industry verticals to market those capabilities.

In May 2021, we commenced our targeted M&A programme by completing the
acquisition of Nordija, a Danish streaming and Pay TV platform specialist, for
a total consideration of €5.3m ($6.4m). As customers increasingly look to
offload the day-to-day burden of managing and maintaining their end-to-end
video platforms to expert partners like Amino and 24i, this move accelerates
our progress in the TV as a Service ("TVaaS") market. This enables us to
better capture the opportunity created by the convergence of streaming
services and traditional Pay TV, which is where we see the greatest
opportunity for growth.

This acquisition added $2.2m to exit run rate ARR as well as bringing
specialist capabilities to our team. Nordija has a reputation for innovation
and has brought high quality customers to the Group including Denmark's Waoo,
Swisscom Broadcast and Telenor Sweden. We were delighted to welcome Nordija
employees into our growing Group. The integration of Nordija into 24i was
completed in 2021 and the acquisition was earnings enhancing in the financial
year.

To provide the Group with additional funds to aid execution of its acquisitive
growth strategy, Aferian also completed a share placing in the year, raising
$12.7m (£9.0m).  Initially, these funds were intended to support the
purchase of MobiTV, a US live TV and on-demand platform provider, which was in
an auction process. Whilst our bid was ultimately unsuccessful, the
availability of these additional funds enhances the Group's position in
negotiating and executing future acquisitions.

The streaming market

Streaming is now a mass-market industry. Demand for streamed content continues
to grow significantly, accelerated by changes in viewing habits during the
COVID-19 pandemic.  The 2021 research* issued by the research firm Ampere
Analysis found out that:

·         Baby boomers are now just as likely to binge-watch
streamed content as their grandchildren.

·         Consumers are also shopping around for a better streaming
platform deal and content, driving increased diversity in the streaming
market: The average US household now subscribes to four different streaming
services (+1 since 2020).

·         The average US household spends $47 per month on streaming
services (up from $38 since 2020).

·         More than 1-in-10 US households are signed up to seven or
more different streaming services.

*Source: cordcuttersnews.com

 

Within this growing industry, Aferian serves a range of market verticals:

·     Pay TV operators - companies offering a package of linear TV
channels and often associated on demand content to consumers on a subscription
basis. Research from SPGMI suggests 90% of operators in EMEA and 74% of
operators in North America are integrating streaming with their linear
channels.

·      Enterprise video providers - companies making video available to
consumers on managed streaming devices but not offering traditional Pay TV to
consumer homes, for example in-room entertainment in hotels, hospitals
etc.  Research from Market Intelligence suggests the Global enterprise
market is set to grow at CAGR +8% to $2.1bn by 2025.

·      Content owners - for example Netflix, Disney+, Pure Flix, and
Cinessance. A study by Digital TV Research suggests gross revenue from
streaming TV and movies will reach $210bn on 1.5bn subscriptions by 2026.

·     Sports rights holders - for example FIFA, UEFA, NFL, and Canadian
Hockey League. Research from Deltatre suggests sports rights holders worldwide
spend 15% of their total budgets on their video streaming platform. That's
$6.8bn in North America alone.

·      Broadcasters - for example the BBC, ITV, CNN, Game Show Network,
and NPO. Research from Amagi Analytics found advertisers are shifting from
traditional TV to streaming TV, with ad-supported video spendings estimated to
rise to $25bn by 2025.

 

Aferian's Total Addressable Market

The revenues generated through streaming video over the internet are growing
fast. Digital TV Research predicts the total global market will be worth
$167bn by 2025. A large proportion of this will go to the industry giants like
Amazon, Disney and Netflix, but that leaves significant revenue shared between
the companies that make up Aferian's target market: smaller telecom operators,
streaming services and enterprise video providers.

Research commissioned by Aferian and conducted by Media Asset Capital in
November 2021 found that all Aferian's solutions service a total addressable
market worth over $8.6bn:

 Vertical                   Solution                                Market Size  CAGR
 Streaming Devices          Amino streaming devices & software      $7.5bn       8% CAGR
 Video Streaming Platforms  24i end-to-end streaming platform       $1.1bn       7% CAGR

                                                                                 10% recurring revenue growth CAGR due to transition from perpetual licenses to
                                                                                 SaaS

 

2021 Key Performance Indicators

Our six key performance indicators demonstrate continued strategic progress
during 2021 as we work towards our 2025 strategy goals.  The Group reported
revenue growth of 12%, with exit run rate ARR up 43%. Adjusted gross profit
margin is consistent with the prior year. The Group also continues to generate
strong operating cash flows.  This year we also report for the first time a
net customer revenue retention rate (based on recurring revenue) which
increased 13% because of a very low churn rate and increased upsells to
existing customers during the year.

                                                           2021  2020  Change

                                                           $m    $m    %
 Total revenue                                             92.9  82.7  +12%
 Software & services revenue                               22.4  19.5  +15%
 Annual run rate recurring revenue ("ARR") at 30 November  15.2  10.6  +43%
 Adjusted gross profit margin %                            48%   48%   -
 Adjusted operating cash flow before tax                   16.7  18.2  (8%)
 Net customer revenue retention rate on recurring revenue  117%  104%  +13bps

 

Operational review

The Group has two operating companies: 24i and Amino.

24i

24i offers a robust technology platform that streams TV and video programming
to any type of screen.  24i has a 12-year market-leading position and works
with customers like NPO, Telenor, Pure Flix and Broadway HD.

24i continues to focus on building recurring revenues and has reported a
significant year-on-year increase of 61% in exit run rate ARR (29% increase
year-on-year on an organic basis). As previously highlighted, we will continue
to invest in both sales & marketing and in our products to build our sales
pipeline.

We continue to migrate customers to the latest version of our industry-leading
end-to-end streaming platform, which was launched last year. The new platform
enables our customers to get their TV and video content to consumers faster
and more cost-effectively. In December 2021, we unveiled 24i Mod Studio as the
new identity and go to market name for our new platform. The new name and
image are designed to better articulate the flexibility and modularity of the
platform as well as its ability to rapidly meet the end-to-end needs of our
target markets with turnkey solutions. Generally, across our platforms,
customers are now benefiting from the worldwide shift to streaming and
consumer demand for more flexible viewing powered by our platform.

24i continues to grow recurring revenue organically. This is in part a
reflection of low customer churn but also the success that customers enjoy
from using the 24i video streaming platform which has led to increased use of
recurring software licenses. For example, during the period, we have seen
growth in per-subscriber revenues from customers like Delta Fiber in the
Netherlands who have migrated more of their consumer base to the 24i Pay TV
streaming platform from legacy systems.

With other customers, growth has come from use of an increased range of 24i
solutions. For example, the convenience of 24i's cross-platform application
codebase has enabled customers like KPN to upgrade their Smart TV applications
and expand their offering to new devices including Android TV screens.

Likewise, many of our existing customers are using more of 24i's products
(with associated license fees) as they transition away from their legacy,
custom-built applications to using our productized solution instead. We have
also enhanced our content management system to allow customers to manage the
processing of their video files from the same web tool they use to promote
their content and manage their user experience. This helps our customers to
more clearly see the benefits of our end-to-end solution and in turn helps our
sales team to more clearly articulate the benefits of our solutions.

During the year we implemented our video platform for the Canadian Hockey
League, and Cinessance, an SVOD service that launched in November 2021 with
the aim of becoming the 'Netflix of French Film'.  The integration of Nordija
was completed in 2021 and 24i enters 2022 with a strong product portfolio,
customer base and pipeline of opportunities with which to continue to grow
recurring revenue.

 

Amino

Amino seamlessly connects Pay TV to streaming services and provides the
features required in a multiscreen entertainment world.  Amino has a 20-year
heritage with customers like PCCW, Cincinnati Bell, T-Mobile NL and Entel.

During the year, Amino grew revenues by 11% to $75.1m and maintained its
strong margins and cash generation. By offering services that converge linear
TV and streaming, Amino delivered several new deployments of its Android TV
platform in the period.  These included Go Malta and CableNet in Europe,
Optage in APAC and Conway, Home Telecom and Hay Communications in North
America. These deployments showcase our ability to roll out a next generation
TV experience as operators, such as Disney+, look to combine the best of both
worlds for linear TV and streaming apps.

During the year, Amino completed the implementation of our Android TV platform
and Netflix integration with PCCW in Hong Kong to enable its Now TV video
service. This was done using Amino's Hailstorm Partnership with Netflix. This
partnership cuts the time to integrate Netflix from as long as 12 months to
only a few weeks.

Our leading SaaS device software management, customer support and analytics
solution continued to grow strongly. 29 new customers deployed this solution
in the year and the user base grew by 53% year-on-year. We regard this
solution as a key differentiator in our competitive landscape.

The global component supply chain shortage continues to be a challenge for
businesses globally, though one we are navigating well. This is a market-wide
issue, and the impact of COVID-19 continues to be seen in our supply chain. We
have seen extended lead times and cost increases of key components such as
semi-conductors in the year. Despite these challenges, we shipped
approximately 5% more devices in 2021 compared to 2020. We continue to
actively manage the situation and are working closely both with customers on
longer-term supply arrangements to enhance visibility and with suppliers to
ensure timely deliveries of materials.  As we enter 2022, we therefore have
increased visibility of orders.

Environment, Social and Governance ("ESG")

ESG is a focus for the Company, and we set out our policies and goals in
detail in our first ESG report which was published in August 2021 and can be
found on our website. Aferian's approach to ESG uses the Japanese concept of
Ikigai meaning "a reason for being" which refers to having a meaningful
direction or purpose in life, constituting the sense of one's life being made
worthwhile. Using the concepts of Ikigai, we have developed our ESG framework
and aligned our business to some of the United Nations Sustainable Development
Goals. We have continued to make good progress on ESG as our report outlines.
Notable examples of our progress include:

 

·     We are currently reviewing the sustainability of our hardware
supply chain. All of our Tier 1 hardware suppliers operate under our Code of
Conduct, which aligns with the Responsible Business Alliance (RBA) Code of
Conduct and the UN Global Compact. In 2021 we launched a Tier 1 hardware
supplier sustainability audit programme using RBA recognised auditors to
enhance and complement our existing facility audit programmes. Though somewhat
inhibited by COVID restrictions, 66% of supplier facilities were audited to
RBA Validated Assessment Program (VAP) or equivalent by December 2021. 100%
are scheduled to be audited by March 2022.

·     The total energy consumed by the Group's offices and computer
servers directly within its control (i.e. Scope 1 Green House Gas emissions)
declined during 2021. Whilst this is primarily due to the impact of COVID
restrictions, we remain focussed on achieving our goal of being carbon neutral
by 2025 and fully throughout our supply chain by 2030.

·     We continue to survey employees as part of our Diversity and
Inclusion programme. The results of our latest survey, performed by a third
party, in May 2021 once again showed that employees were engaged, and the
Group scored higher than average on the Diversity and Inclusion index compared
to external benchmarks. Whilst we do not collect or disclose racial or ethnic
group data, our last survey showed that Group's employees represent 35
different nationalities. This year we also launched a project led by our
employees in Brno, Czech Republic, sponsoring women in technology, with the
aim of funding their studies and then employing them via our graduate
recruitment programme.

 

Current trading & outlook

Overall, the Group traded well during 2021 with both revenue and recurring
revenue up and continued improvement in earnings quality and visibility. In
short, we have more visibility today than ever before as evidenced by our exit
run rate ARR.  Having commenced our targeted M&A programme to capitalise
on the convergence of Pay TV and streaming, the integration of Nordija has
been completed, and we continue to evaluate a good pipeline of potential
acquisition opportunities.

We enter 2022 in a solid position as we seek to continue to deliver against
our 2025 strategy. We have increased firepower to pursue targeted
opportunities with a strengthened net cash position at the end of the
financial year, and our new banking facility to draw on. The Board remains
confident in the Group's ability to meet its current full year expectations
and in the Group's future prospects as it executes its strategy and vision to
make it easy for people to connect to the TV and video that they love.

 

Donald McGarva

Chief Executive Officer

9 February 2022

 

 

 

Chief Financial Officer's review

 

Overview

 

The Group's financial results for the year ended 30 November 2021 demonstrate
continued progress against the Group's financial objectives that were set out
a year ago: to grow high margin software & services revenue, with a focus
on recurring revenue.

Total revenue increased by 12% to $92.9m (2020: $82.7m).  Excluding the
impact of the Nordija acquisition in May 2021, revenue grew by 9%.

High margin software & services revenue increased by 15% to $22.4m (2020:
$19.5m).  Excluding the impact of the Nordija acquisition, software &
services revenue increased by 3%. Software & services adjusted gross
profit represented 41% of total adjusted gross profit in the year, an increase
from 40% in 2020.  Adjusted gross margin has remained consistent with the
prior year at 48% (2020: 48%).   In addition, the visibility of the Group's
revenues increased as exit run rate Annual Recurring Revenues (ARR) increased
to $15.2m (2020: $10.6m), representing growth of 43%.  Excluding the impact
of the Nordija acquisition, exit run rate ARR increased by 23%.

The Group continued to generate strong operating cash flows. Adjusted
operating cash flow before exceptional costs was $16.7m (2020: $18.2m)
representing an adjusted EBITDA cash conversion of 91% (2020: 109%).
Operating cash flow was $14.1m (2020: $16.8m).

The Group had net cash of $14.2m at 30 November 2021 (2020: $9.5m). Since the
year end date, the Group has secured a new banking facility with Barclays Bank
plc, Silicon Valley Bank, and Bank of Ireland.  This increased facility of
$50m, split evenly across the new three bank club, also includes a further
$50m available by way of an accordion.  The new facility has a three-year
term to 23 December 2024 with options to extend by a further one or two years.

The $15.0m banking facility that existed as at the balance sheet date,
remained undrawn (2020: $nil).

Revenue and adjusted gross profit

 

                                        2021  2020  Change

                                        $m    $m
 Software & services
 Revenue
 Recurring                              12.9  10.7  21%
 Non-recurring                          9.5   8.8   8%
 Total revenue                          22.4  19.5  15%
 Adjusted gross profit                  18.4  15.8  16%
 Adjusted gross profit margin %         82%   81%   1bps
 Devices including integrated software
 Revenue
 Recurring                              -     -     -
 Non-recurring                          70.5  63.2  12%
 Total revenue                          70.5  63.2  12%
 Adjusted gross profit                  26.3  23.9  10%
 Adjusted gross profit margin %         37%   38%   (1bps)
 Total
 Revenue
 Recurring                              12.9  10.7  21%
 Non-recurring                          80.0  72.0  11%
 Total revenue                          92.9  82.7  12%
 Adjusted gross profit                  44.7  39.7  13%
 Adjusted gross profit margin %         48%   48%   -

 

Software & services revenue increased by 15% in the past financial year
and grew by 3% excluding the impact of the Nordija acquisition. Software &
services revenues as a proportion of total revenues for the year was steady at
24% (2020: 24%). However, the Group continues to focus on growing recurring
revenues that increased by 21% from $10.7m to $12.9m.  Overall, recurring
software & services revenue accounts for 58% of total software &
services revenue (2020: 55%).

At 30 November 2021, exit run rate ARR increased to $15.2m (2020: $10.6m), of
which $2.2m relates to the Nordija acquisition during the year.

The increase in exit run rate ARR provides enhanced revenue visibility as the
Group moves forward.  In addition, we report for the first time a net
customer revenue retention rate, based on recurring revenue, for the Group of
117% (2020: 104%).  The net revenue retention rate is calculated by reference
to recurring revenue from existing customers, including upsells, less
recurring revenue lost from customer churn during the year.  The increase of
13% is due to a very low churn rate combined with increased upsells to
existing customers during the year.

Revenue and adjusted EBITDA

                Revenue         Adjusted EBITDA
                2021  2020      2021      2020

                $m    $m        $m        $m
 24i            17.8  15.2      1.2       0.5
 Amino          75.1  67.5      19.7      18.2
 Central costs  -     -         (2.5)     (2.0)
 Total          92.9  82.7      18.4      16.7

 

Adjusted EBITDA for the year ended 30 November 2021 was $18.4m (2020: $16.7m).
Adjusted EBITDA is reconciled below, and is calculated as operating profit
before depreciation, interest, tax, amortisation, exceptional items and
employee share-based payment charges. This is consistent with the way the
financial performance of the Group is presented to the Board.  The Directors
believe that this provides a more meaningful comparison of how the business is
managed and measured on a day-to-day basis.

 

24i segment

                                        2021    2020

                                        $m      $m
 Software & services                    17.4    15.2
 Devices including integrated software  0.4     -
 Revenue                                17.8    15.2
 Adjusted cost of sales                 (3.8)   (3.3)
 Adjusted gross margin                  14.0    11.9
 Adjusted gross margin %                79%     78%

 Adjusted operating costs               (12.8)  (11.4)
 Adjusted EBITDA                        1.2     0.5
 Adjusted EBITDA %                      7%      4%

 Capitalised development costs          5.8     3.7

 

Revenue in the 24i segment increased by 17% to $17.8m (2020: $15.2m).
Excluding the impact of the Nordija acquisition, revenue is broadly in line
with the prior year.  This is due to a shift in focus during the year towards
driving recurring software revenue. This change has resulted in the growth of
exit run rate ARR from $6.9m to $11.1m, which represents 61% year-on-year
growth. Excluding the impact of the Nordija acquisition, exit run rate ARR has
grown by 29%.  The increased focus on exit run rate ARR aligns with the
Group's software-led strategy.

 

 

Amino segment

                                        2021    2020

                                        $m      $m
 Software and services                  5.0     4.3
 Devices including integrated software  70.1    63.2
 Revenue                                75.1    67.5
 Adjusted cost of sales                 (44.4)  (39.7)
 Adjusted gross margin                  30.7    27.8
 Adjusted gross margin %                41%     41%

 Adjusted operating costs               (11.0)  (9.6)
 Adjusted EBITDA                        19.7    18.2
 Adjusted EBITDA %                      26%     27%

 Capitalised development costs          2.3     1.8

 

 

Device revenues increased by 11% during the year to $70.1m (2020: $63.2m).
This is a strong performance given the difficulties faced within the supply
chain caused by significantly increased lead times, lack of availability of
components, and scarcity of shipping capacity caused by the COVID-19 pandemic.
The key driver behind the 11% increase in device revenues has come from volume
sales and average selling price, both of which increased by c.5% compared to
2020.

 

The Group has a core customer base in respect of device revenues, whereby
repeat orders are placed by the same customers over multiple financial years.
Taking the last three financial years, repeat orders from existing customers
over that period has accounted for 94% (2020: 97%) of total device revenue.
It is this loyal customer base, and continued product reliability, that has
helped contribute to the growth in the year.

 

Central costs

 

                                      2021   2020

                                      $m     $m
 Operating costs and adjusted EBITDA  (2.5)  (2.0)

Central costs comprise the costs of the Board, including executive directors,
as well as costs associated with the Company's listing on the London Stock
Exchange.  The increase of $0.5m during the year is in respect of salary
related expenses, including performance related bonuses reflective of the
Group's financial performance for the year.

 

Adjusted EBITDA

 

 

                                             2021    2020

                                             $m      $m
 Revenue                                     92.9    82.7
 Adjusted cost of sales                      (48.2)  (43.0)
 Adjusted gross margin                       44.7    39.7
 Adjusted gross margin %                     48%     48%
 Customer support and professional services  (6.0)   (6.0)
 Research and development                    (5.0)   (4.6)
 SG&A                                        (15.3)  (12.4)
 Total adjusted operating expenses           (26.3)  (23.0)
 Adjusted EBITDA                             18.4    16.7

 

 

Research & development costs

The Group continues to invest in research and in the development of new
products and spent $13.0m on R&D activities (2020: $10.1m) of which
$8.0m was capitalised (2020: $5.5m).

                                          2021   % of revenue  2020   % of revenue

                                          $m                   $m
 Core engineering expenses                11.9   13%           9.1    11%
 Product management                       0.6    1%            0.6    1%
 R&D senior management                    0.5    1%            0.4    -
 Total research and development expenses  13.0   14%           10.1   12%
 Capitalised development costs            (8.0)  -             (5.5)  -
 Net research and development costs       5.0    -             4.6    -

 

The Group's spend on core engineering activities has increased by $2.8m in the
year to $11.9m (2020: $9.1m).  This includes $0.9m in relation to the Nordija
acquisition in May 2021.  The remaining increase of $1.9m reflects a
combination of an increased workforce and salary inflation, the latter being
driven by competitive labour market conditions in which the Group operates, as
well as the Group continuing to invest in software development and related
products.  Specifically, the Group has invested in the products that have
been driving ARR such as 24i's video streaming platforms and Amino's SaaS
device management platform, Engage.

 

Selling, general and administrative (SGA) expenses have increased by $2.9m in
the year to $15.3m (2020: $12.4m).  This increase is due to the Nordija
acquisition as well as an increased group bonus pool for employees that is
reflective of the improved financial performance of the Group.

 

A reconciliation of adjusted EBITDA to operating profit is provided as
follows:

                                                 2021    2020

                                                 $m      $m
 Adjusted EBITDA                                 18.4    16.7
 Exceptional items:
 ·          Within cost of sales                 0.2     0.9
 ·          Within operating expenses            (1.7)   (1.4)
 Employee share-based payment charge             (1.1)   (0.7)
 Depreciation and amortisation                   (10.1)  (10.4)
 Operating profit                                5.7     5.1

 

 

Exceptional items

 

Exceptional items within cost of sales in 2021 comprised a $0.2m credit (2020:
$0.9m credit) in respect of royalty costs recognised in prior years which have
subsequently been renegotiated.

 

Exceptional items included within operating expenses in 2021 comprised:

 

·     $1.0m (2020: $0.2m) one-off costs in respect of acquisitions and
legal costs, which includes cost associated with aborted acquisitions;

 

·     $0.3m (2020: $1.2m) contingent post-acquisition remuneration in
respect of the acquisition of 24i Unit Media BV; and

 

·     $0.4m (2020: $nil) post-acquisition integrations and associated
restructuring costs.

 

 

Depreciation and amortisation

 

Excluding amortisation of intangibles recognised on acquisition, depreciation
and amortisation increased to $6.7m (2020: $6.2m).  The increase of $0.5m is
due to higher capitalised development costs during the year.

 

Amortisation of intangibles recognised on acquisition was $3.5m (2020: $4.2m),
which represents a decrease of $0.7m.  The decrease of $0.7m in the year
relates to acquired intangibles from the Entone and Booxmedia acquisitions in
2015 being fully amortised by the end of the prior financial year.
Offsetting this decrease is the amortisation charge of $0.4m relating to the
acquired intangibles from the Nordija acquisition during the current year.

 

Taxation

 

The tax credit of $0.5m (2020: $1.7m charge) comprises:

 

·    $2.8m (2020: $1.9m) current tax charge;

 

·    $nil (2020: $0.6m) deferred tax charge relating to a reduction in the
deferred tax asset as a result of tax losses utilised in the year;

 

·    $2.7m credit (2020: $nil) in respect of the recognition of a deferred
tax asset relating to tax losses in 24i; and

 

·    $0.6m (2020: $0.8m) credit relating to the unwind of the deferred tax
liability recognised in respect of the amortisation of intangible assets
recognised on acquisitions.

 

The reason for the increase in the current tax charge is due to the UK tax
losses being fully utilised at the end of the prior year.

The $2.7m tax credit is in relation to the recognition of a deferred tax asset
for tax losses in 24, which are now considered recognisable (due to changes to
local tax laws in the Netherlands, and updated internal tax compliance
procedures, the Group has further clarification over the availability, and
utilisation) for tax losses that were present at the date of acquisition and
have arisen since acquisition.  In 2019 a deferred tax liability was recorded
as part of the acquisition accounting relating to the purchase of 24i and the
Group are now of the opinion that this deferred tax liability should be offset
by this equal and opposite deferred tax asset.  Further details are provided
in note 9 to the condensed consolidated financial statements.

Profit after tax was $5.8m (2020: $2.7m).

Cash flow

 

A reconciliation of adjusted operating cash flow before tax to cash generated
from operations before tax is provided as follows:

 

                                                                                2021   2020

                                                                                $m     $m
 Adjusted operating cash flow before tax                                        16.7   18.2
 Post-acquisition remuneration in respect of the acquisition of 24i Unit Media  (1.3)  (1.1)
 BV
 Post-acquisition integration and associated restructuring costs                (0.3)  -
 Acquisition and one-off legal costs                                            (1.0)  (0.3)
 Cash generated from operations before tax                                      14.1   16.8

 

 

Adjusted cash flow from operations was $16.7m (2020: $18.2m) and represented
91% of adjusted EBITDA (2020: 109%).  The reduction in adjusted cash flow
from operations, and the conversion to adjusted EBITDA, was due to a cash
outflow from working capital of $2.4m (2020: $1.1m cash inflow).  Whilst
there has been no underlying change to the Group's debtor profile or cash
generated, navigating the well-known supply chain issues in the year was
challenging and a higher proportion of device shipments were delivered in the
fourth quarter than the previous year.  The vast majority of cash due from
those debtors has subsequently been collected in full since the balance sheet
date, in line with normal customer payment terms.

 

Exceptional cash flows in 2021 comprised the final payment of deferred
consideration in respect of the 24i acquisition from 2019 of $1.3m (2020:
$1.1m).  In addition, one-off costs of $1.3m (2020: $0.3m) in relation to
acquisitions in the year, including the aborted acquisition of MobiTV, were
paid by the Group. Including these exceptional cash outflows cash generated
from operations before tax was $14.1m (2020: $16.8m).

 

During the year the Group spent $0.3m (2020: $0.3m) on capital expenditure in
respect of tangible fixed assets and capitalised $8.0m (2020: $5.5m) of
research and development costs and software licenses.   The acquisition of
Nordija included initial cash consideration of $4.7m, net of cash acquired of
$0.3m.  In addition, the Group acquired the remaining 8% minority interest in
24i Unit Media B.V group which included cash consideration of $1.2m.

Following the equity placing in May 2021, the Group raised $12.7m, net of
share issue costs.  The Group paid dividends of $3.1m (2020: $nil) during the
financial year, relating to FY20 ($2.0m) and FY21 interim ($1.1m).

The Group generated adjusted free cash flow of $3.8m (2020: $9.7m) in the year
and a reconciliation is provided below:

                                            2021   2020

                                            $m     $m
 Adjusted operating cash flow before tax    16.7   18.2
 Corporation tax paid                       (3.2)  (1.4)
 Purchases of intangible assets             (8.0)  (5.5)
 Purchase of property, plant and equipment  (0.3)  (0.3)
 Net interest paid                          (0.1)  (0.2)
 Lease payments                             (1.3)  (1.1)
 Adjusted free cash flow                    3.8    9.7

 

The decrease in the year of $5.9m can be explained by the negative working
capital swing of $3.5m, that has been described above, as well as increased
investment in research and development costs to support ARR growth, and higher
tax payments of $1.8m.  The increased tax payments relate to the transition
of the Group's UK trading subsidiary from payments in arrears to quarterly
instalments paid in advance during the 2021 financial year.

Financial position

 

The cash balance at 30 November 2021 was $14.2m (2020: $9.5m). Since the year
end date, the Group has secured a new banking facility with a consortium of
three banks.  This increased facility of $50m also includes a further $50m
available by way of an accordion.  The new facility has a three-year term to
23 December 2024 with options to extend by a further one or two years.

 

The facility that existed as at 30 November 2021 of $15m, remained undrawn.
This facility has subsequently been cancelled and replaced by the new bank
facility described above.

 

At 30 November 2021 the Group had equity of $104.4m (2020: $88.0m restated)
and net current assets of $9.2m (2020: net current liabilities of $0.5m
restated).

 

Prior year restatement

 

During the year the Group identified that the number of shares used in the
calculation of the put option liability at inception, in respect of the 8%
minority shareholders of 24i Unit Media B.V, a subsidiary of the Company, was
incorrect.  As a result, the initial recognition of the put option liability
in 2019 was understated by $1.1m with a corresponding entry to equity.  There
is no impact on the consolidated income statement or consolidated statement of
cashflows.  The comparative year in the consolidated financial statements has
therefore been restated.  The impact on the comparative financial information
is summarised in note 13 to the financial statements.

 

Dividend

 

Last year the Company announced a new dividend policy, aiming to deliver
returns to shareholders via growth and income, and reflecting the Company's
growth ambitions.  This policy of paying between 33-50% of adjusted EPS in
dividend is expected to provide shareholders with a growing income stream
whilst allowing the Company to invest in growth.

 

In August 2021, the Company paid an interim dividend of 1.0 pence (1.38 US
cents*) per share in respect of the year ended 30 November 2021.

 

The Board is proposing a final dividend of 2.09 pence (2.87 US cents*) per
share (2020: 1.87 pence). Subject to shareholder approval at the annual
general meeting to be held on 21 March 2022, the dividend will be payable on
22 April 2022, to shareholders on the register on 8 April 2022, with a
corresponding ex-dividend date of 7 April 2022.  If approved, this would
represent a total dividend for the year of 3.09 pence (4.25 US cents*) per
share (2020: 1.87 pence).

*£1: $1.37528

 

 

 

Mark Carlisle

Chief Financial Officer

9 February 2022

 

 

Aferian plc

 

Consolidated income statement

For the year ended 30 November 2021

 

                                                                                Notes  Year to 30 November 2021  Year to 30 November 2020

$000s
$000s
 Revenue                                                                        3      92,890                    82,704

Cost of sales
 
(47,996)
(42,043)
 Gross profit                                                                          44,894                    40,661
 Operating expenses                                                                    (39,234)                  (35,546)

 Operating profit                                                                      5,660                     5,115
 Adjusted operating profit                                                             11,759                    10,482

 Share-based payment charge                                                     4      (1,079)                   (681)

Exceptional items
 
(1,505)
(503)

Amortisation of acquired intangible assets
(3,515)
(4,183)
 Operating profit                                                                      5,660                     5,115
 Finance expense                                                                       (688)                     (748)

Finance income
290
44
 Net finance expense                                                                   (398)                     (704)
 Profit before tax                                                                     5,262                     4,411

 Tax credit / (charge)                                                                 494                       (1,748)
 Profit after tax                                                                      5,756                     2,663

 Profit for the year from continuing operations attributable to equity holders         6,044                     3,087
 Non-controlling interest                                                              (288)                     (424)
 Profit for the year                                                                   5,756                     2,663
 Earnings per share                                                             5

 Basic earnings per 1p ordinary share                                                  7.52c                     4.06c
 Diluted earnings per 1p ordinary share                                         5      7.37c                     3.98c

 

 

 

All amounts relate to continuing activities.

The accompanying notes are an integral part of these condensed consolidated
financial statements.

Aferian plc

 

Consolidated statement of comprehensive income

For the year ended 30 November 2021

 

                                                                           Notes  Year to 30 November 2021  Year to 30 November 2020

$000s
$000s
 Profit for the financial year                                                    5,756                     2,663
 Items that may be reclassified subsequently to profit or loss:

 Net foreign exchange (loss)/gain arising on consolidation                        (3,112)                   3,206
 Other comprehensive (expense) / income                                           (3,112)                   3,206
 Total comprehensive income for the year                                          2,644                     5,869

 Non-controlling interest                                                         288                       403
 Total comprehensive income for the financial year attributable to equity         2,932                     6,272
 holders

 

 

 

The accompanying notes are an integral part of these condensed consolidated
financial statements.

 

Aferian plc

Consolidated statement of financial position as at 30 November 2021

 Assets                                                              Notes  As at 30 November 2021  As at 30 November 2020 Restated  As at 30 November 2019 Restated

                                                                            $000s                   (see note 34)                    (see note 34)

$000s
$000s
 Non-current assets                                                  7      630                     510                              395

1,910
2,634
-
 Property, plant and equipment
96,234
92,067
91,919

Right of use assets
-
-
637

Intangible assets
235
215
430

Deferred tax assets

Trade and other receivables
                                                                            99,009                  95,426                           93,381
 Current assets                                                      7      2,557                   2,956                            2,399

21,936
14,422
16,483
 Inventories
 
113
242
8

Trade and other receivables
14,182
9,476
8,612

Corporation tax receivable

Cash and cash equivalents
                                                                            38,788                  27,096                           27,502
 Total assets                                                               137,797                 122,522                          120,883
 Capital and reserves attributable to equity holders of the Company  11     1,484                   1,367                            1,367

11
39,249
35,907
35,907
 Called-up share capital

12
12
12

Share premium

(3,388)
(276)
(3,461)

Capital redemption reserve
11
42,750
30,122
30,122

Foreign exchange reserve
8
-
(2,794)
(2,794)

Merger reserve
 
24,249
23,475
19,790

Other reserve

Retained earnings
 Equity attributable to owners of the parent                                104,356                 87,813                           80,943
 Non-controlling interest                                                   -                       195                              598
 Total equity                                                               104,356                 88,008                           81,541
 Liabilities                                                         8

 Current liabilities
      27,777                  24,861                           21,800

Trade and other payables
 
966
1,187
-

Lease liabilities
774
1,461
684

Corporation tax payable
35
130
7,314

Loans and borrowings
                                                                            29,552                  27,639                           29,798
 Non-current liabilities                                             8      677                     176                              3,829

1,002
1,524
-
 Trade and other payables                                            9
1,163
1,227
1,298

Lease liabilities
1,047
3,948
4,417

Provisions

Deferred tax liabilities
                                                                            3,889                   6,875                            9,544
 Total liabilities                                                          33,441                  34,514                           39,342
 Total equity and liabilities                                               137,797                 122,522                          120,883

 

The accompanying notes are an integral part of these condensed consolidated
financial statements.

Aferian plc

 

Consolidated statement of cash flows

For the year ended 30 November 2021

 

                                                           Notes  Year to 30 November 2021  Year to 30 November 2020

$000s
$000s
 Cash flows from operating activities

 Cash generated from operations                                   14,113                    16,835

Corporation tax paid
(3,241)
(1,420)
 Net cash generated from operating activities                     10,872                    15,415
 Cash flows from investing activities                      10     (8,035)                   (5,493)

(329)
(345)
 Purchases of intangible assets
-
44

Purchases of property, plant and equipment
(1,180)
-

Interest received
(4,749)
(160)

Purchase of non-controlling interest

Acquisition of subsidiaries net of cash acquired
 Net cash used in investing activities                            (14,293)                  (5,954)
 Cash flows from financing activities

 Proceeds from exercise of employee share options          11     206                       26

Proceeds from issue of new shares

12,723
-

Lease payments
6
(1,341)
(1,146)

Dividends paid

(3,118)
-

Interest paid

(131)
(244)

Repayment of borrowings
 
(6,887)
(7,236)

Proceeds borrowings
6,887
-
 Net cash generated from / (used in) financing activities         8,339                     (8,600)
 Net increase in cash and cash equivalents                        4,918                     861

Cash and cash equivalents at beginning of year
9,476
8,612

Effects of exchange rate fluctuations on cash held
(212)
3
 Cash and cash equivalents at end of year                         14,182                    9,476

 

 

 

The accompanying notes are an integral part of these condensed consolidated
financial statements.

 

Aferian plc

 

Consolidated statement of changes in equity

For the year ended 30 November 2021

 

                                                                                Notes  Share     Share premium $000s  Merger reserve $000s  Other     Foreign            Capital redemption  Profit     Total attributable    Non-controlling interest  Total

capital
reserve
exchange reserve
reserve
and loss
to owners of parent
$000s
Equity

$000s
$000s
 $000s
$000s
$000s
$000s
$000s
 Shareholders' equity at 30 November 2019 (previously reported)                        1,367     35,907               30,122                (1,750)   (3,461)            12                  19,790     81,987                598                       82,585
 Prior year adjustment                                                          13     -         -                    -                     (1,044)   -                  -                   -          (1,044)               -                         (1,044)
 Shareholders' equity at 30 November 2019 (restated)                                   1,367     35,907               30,122                (2,794)   (3,461)            12                  19,790     80,943                598                       81,541
 Profit for the year                                                                   -         -                    -                     -         -                  -                   3,087      3,087                 (424)                     2,663

Other comprehensive expense
-
-
-
-
3,185
-
-
3,185
21
3,206
 Total comprehensive income for the year attributable to equity holders                -         -                    -                     -         3,185              -                   3,087      6,272                 (403)                     5,869
 Share based payment charge                                                            -         -                    -                     -         -                  -                   572        572                   -                         572

Exercise of employee share options
-
-
-
-
-
-
26
26
-
26
 Total transactions with owners                                                        -         -                    -                     -         -                  -                   598        598                   -                         598
 Total movement in shareholders' equity                                                -         -                    -                     -         3,185              -                   3,685      6,870                 (403)                     6,467
 Shareholders' equity at 30 November 2020 (restated)                                   1,367     35,907               30,122                (2,794)   (276)              12                  23,475     87,813                195                       88,008
 Profit for the year                                                                   -         -                    -                     -         -                  -                   6,044      6,044                 (288)                     5,756

Other comprehensive expense
-
-
-
-
(3,112)
-
-
(3,112)
-
(3,112)
 Total comprehensive income for the year attributable to equity holders                -         -                    -                     -         (3,112)            -                   6,044      2,932                 (288)                     2,644
 Share based payment charge                                                     6      -         -                    -                     -         -                  -                   529        529                   -                         529

Exercise of employee share options
8

-
-
-
-
-
206
206
-
206

Dividends paid
      -
-
-
-
-
-
(3,118)
(3,118)
-
(3,118)

Transfer of non-controlling interest & put option reserve on acquisition
10
-
-
-
2,794
-
-
(2,887)
(93)
93
-

Issue of share capital, net of issue costs
-

3,342
12,628
-
-
-
-
16,087
-
16,087

117
 Total transactions with owners                                                        117       3,342                12,628                2,794     -                  -                   (5,270)    13,611                93                        13,704
 Total movement in shareholders' equity                                                117       3,342                12,628                2,794     (3,112)            -                   774        16,543                (195)                     16,348
 Shareholders' equity at 30 November 2021                                              1,484     39,249               42,750                -         (3,388)            12                  24,249     104,356               -                         104,356

 

The accompanying notes are an integral part of these condensed consolidated
financial statements

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

1   Basis of preparation

The financial information set out in this document does not constitute the
Group's Annual Report (which includes the statutory financial statements) for
the years ended 30 November 2021 or 2020. The Annual Report (which includes
the statutory financial statements) for the years ended 30 November 2020
("2020") and 30 November 2021 ("2021"), which were approved by the directors
on 9 February 2022, have been reported on by the Independent Auditors. The
Independent Auditors' Reports on the statutory financial statements for each
of 2020 and 2021 were unqualified, did not draw attention to any matters by
way of emphasis, and did not contain a statement under 498(2) or 498(3) of the
Companies Act 2006.

The Group's Annual Report (which includes the statutory financial statements)
for the year ended 30 November 2020 have been filed with the Registrar of
Companies. The Annual Report (which includes the statutory financial
statements) for the year ended 30 November 2021 will be delivered to the
Registrar in due course and will be available from the Parent Company's
registered office at Botanic House, 100 Hills Road, Cambridge, England, CB2
1PH and from the Company's website https://aferian.com/investors/
(https://aferian.com/investors/) .

The financial information set out in these results has been prepared using the
recognition and measurement principles of International Accounting Standards,
International Financial Reporting Standards and Interpretations in conformity
with the requirements of the Companies Act 2006. The accounting policies
adopted in these results have been consistently applied to all the years
presented and are consistent with the policies used in the preparation of the
financial statements for the year ended 30 November 2020, except for those
that relate to new standards and interpretations effective for the first time
for periods beginning on (or after) 1 January 2020.  There are deemed to be
no new standards, amendments and interpretations to existing standards, which
have been adopted by the Group that have had a material impact on the
financial statements.

2   Going Concern

The consolidated financial statements have been prepared on a going concern
basis.  The ability of the Group to continue as a going concern is contingent
of the ongoing working capital facilities and wider viability of the Group.
The Group meets its day-to-day working capital requirements through its cash
balances, working capital facilities and wider capital management.

The COVID-19 pandemic continues to impact the Group's supply chain operations,
as well as employees throughout the Group having to continue to work remotely
from home.  From the outset, the Group implemented efficient and appropriate
measures to limit the impact of COVID-19 on the results of the business and
its future operations, and the Directors believe that the business continues
to be able to navigate through the impact of COVID-19 due to the strength of
its customer proposition, its balance sheet, its cash position and its
available working capital.  Where required, those measures are still in place
today as the Group follows the relevant guidance set by authorities in the
locations in which we operate.

The Group had cash resources of $14.2m as at 30 November 2021 (2020: $9.5m)
and a multicurrency working capital facility of $15.0m, of which $nil was
drawn at 30 November 2021 (2020: $nil).  Subsequent to the balance sheet
date, the Group replaced this facility with a new, increased facility of
$50.0m with a further $50.0m available to be drawn under an accordion
commitment for specific working capital events.  The new facility expires on
23 December 2024 with options to extend by a further one or two years.   The
Group had net current assets of $9.2m as at 30 November 2021 (2020: net
current liabilities of $0.5m restated).

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements (continued)

For the year ended 30 November 2021

 

2   Going Concern (continued)

The current global economic conditions continue to create uncertainty, and
specific to the Group, recognising the strength and flexibility of the Group's
software-led strategy, there are potential risks that the Group will be
impacted by decisions further up its supply chain.  This could lead to delays
in contract negotiations and deferring or cancelling of anticipated sales, and
those sales and settlement of existing debts are impacted too.  The Group has
a solid order book in respect of committed backlog device orders to be
delivered over the next 12 months, and together with the growth in exit run
rate ARR at 30 November 2021, this provides enhanced visibility to future
revenue forecasts and cash flows.  In respect of this going concern
assessment, the Directors have considered a number of scenarios, taking
account of possible further impact from the pandemic on the business, as noted
above.  However, even in the material downside scenario, the Directors are
satisfied that the Group has sufficient cash resources over the period and
will be able to operate within its existing working capital facilities and
meet its liabilities as they fall due.  On that basis, the Directors
therefore continue to adopt the going concern basis when preparing its
consolidated financial statements.

 

3   Geographical external customer revenue analysis

For this disclosure revenue is determined by the location of the customer.

                    Year to 30 November 2021         Year to 30 November 2020
                    Amino      24i        Total      Amino      24i        Total

$000s
$000s
$000s
$000s
$000s
$000s
 USA                34,584     5,225      39,809     25,724     5,228      30,952
 Latin America      8,117      987        9,104      10,784     346        11,130
 Netherlands        21,167     6,879      28,046     18,245     6,292      24,537

 Rest of EMEA       8,433      4,707      13,140     10,834     3,219      14,053
 EMEA               29,600     11,586     41,186     29,079     9,511      38,590
 Rest of the World  2,791      -          2,791      1,898      134        2,032
                    75,092     17,798     92,890     67,485     15,219     82,704

 

4          Exceptional items

Exceptional items within cost of sales and operating costs comprise the
following charges/(credits):

                                                                              Year to            Year to

30 November 2021
30 November 2020

$000s
$000s
 Credit relating to royalty costs recognised in prior years and subsequently  (163)              (917)
 renegotiated
 Subtotal cost of sales                                                       (163)              (917)
 Expensed contingent post-acquisition remuneration in respect of the
 acquisition of 24i Unit Media BV.

Redundancy and associated costs                                             347                1,164

Acquisition and one-off legal costs
304
-

Aborted acquisition costs
638
256

379
-
 Subtotal operating expenses                                                  1,668              1,420
 Total exceptional items                                                      1,505              503

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

4          Exceptional items (continued)

Exceptional items within net finance expense comprise the following
charges/(credits):

                                                                                Year to            Year to

30 November 2021
30 November 2020

$000s
$000s
 Credit in relation to movement in contingent consideration                     (179)              -
 Subtotal finance income                                                        (179)              -
 Unwinding discount on put option liability regarding non-controlling interest
 of the 24i Group

Unwinding discount on deferred consideration regarding Nordija acquisition    532                -

79
-
 Subtotal finance expense                                                       611                -
 Total exceptional items                                                        432                -

 

5          Earnings per share

                                                                                Year to            Year to

30 November 2021
30 November 2020

$000s
$000s
 Profit attributable to ordinary shareholders                                   6,044              3,087
 Exceptional items (see note 6)                                                 1,505              503

Share-based payment charges
1,079
681

Finance income (see note 6)
(179)
-

Finance expense (see note 6)
611
-

Amortisation of acquired intangible assets
3,515
4,183

Deferred tax credit on acquired intangibles (see note 9)
(646)
(797)

Deferred tax credit on tax losses recognised (see note 9)
(2,721)
-
 Profit attributable to ordinary shareholders excluding exceptional items,      9,208              7,657

share-based payments and amortisation of acquired intangibles and associated
 taxation
 Weighted average number of shares (Basic)                                      80,385,687         76,037,936
 Dilutive share options outstanding                                             1,613,485          1,608,172
 Weighted average number of shares (Diluted)                                    81,999,172         77,646,108
 Basic earnings per ordinary share of 1p                                        7.52c              4.06c
 Diluted earnings per ordinary share of 1p                                      7.37c              3.98c
 Adjusted basic earnings per ordinary share of 1p                               11.45c             10.07c
 Adjusted diluted earnings per ordinary share of 1p                             11.23c             9.86c

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

5          Earnings per share (continued)

 

The calculation of basic earnings per share is based on profit after taxation
and the weighted average of ordinary shares of 1p each in issue during the
year. The Company holds 1,531,458 (2020: 2,021,058) of its own shares in
treasury and these are excluded from the weighted average above. The basic
weighted average number of shares also excludes 242 (2020: 242) being the
weighted average shares held by the EBT in the year.

 

The number of dilutive share options above represents the share options where
the market price is greater than the exercise price of the Company's ordinary
shares.

 

6          Dividends

                                                                                Year to            Year to

30 November 2021
30 November 2020

$000s
$000s
 Final dividend for the year ended 30 November 2020 of 1.87p                    1,968              -

 
 
 (2020: nil for year ended 30 November 2019) per share

                                                                              1,150              -
 Interim dividend for the year ended 30 November 2021 of 1.0p (2020: nil) per
 share
                                                                                3,118              -

The Board of directors has proposed a final dividend of $2,410,000 for the
current financial year (2020: $1,970,000). This equates to 2.09 pence per
share, bringing the total for 2021 to 3.09 pence per share (2020: 1.87 pence).
The proposed final dividend is subject to approval by shareholders at the
Annual General Meeting ("AGM") and has not been included as a liability in
these financial statements.

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

7          Trade and other receivables

 

                                                                            As at              As at

30 November 2021
30 November 2020

$000s
$000s
 Current assets:

 Trade receivables                                                          19,575             12,224

Less: provision against trade receivables

                                                                            (306)              (367)
 Trade receivables (net)                                                    19,269             11,857

Contract assets
1,527
1,418
 Total financial assets other than cash and cash equivalents classified as  20,796             13,275
 amortised cost
 Other receivables                                                          601                364

Prepayments
539
763
 Total trade and other receivables                                          21,936             14,422
 Corporation tax receivable                                                 113                242
 Current assets: due within one year                                        22,049             14,664
 Non-current assets:

 Other receivables                                                          235                215

 

Other receivables due in more than one year comprise rent deposits. The
carrying value of trade and other receivables classified at amortised cost
approximates fair value. The Group does not hold any collateral as security.

 

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

8          Trade and other payables

                                                                       As at              As at

30 November 2021
30 November 2020

$000s

                                                                                          Restated

$000s
 Current liabilities

 Trade payables                                                        14,420             11,283

Other payables
233
76

Accruals
7,909
6,149

Deferred consideration
-
167

Deferred post-acquisition remuneration
-
770
 Total current financial liabilities, excluding loans and borrowings,  22,562             18,445
 classified as financial liabilities measured at amortised cost

 Contingent consideration

24i founders put option                                              1,117              575

-
3,356
 Total current financial liabilities measured at fair value            1,117              3,931

 Social security and other taxes

Contract liabilities

                                                                       1,837              874

2,261
1,611
 Total trade and other payables                                        27,777             24,861

 Lease liabilities                                                     966                1,187

Corporation tax payable
774
1,461
                                                                       29,517             27,509
 Non-current liabilities

 Other payables                                                        677                176

Lease liabilities
1,002
1,524
                                                                       1,679              1,700

 

The carrying value of trade and other payables classified as financial
liabilities measured at amortised cost approximates fair value.

The 24i founders put option liability is in respect of the non-controlling
interest following the acquisition of 24i Unit Media BV in July 2019. The put
option was settled in August 2021 completed via the payment of $1.2m cash and
$2.7m through the issue of 1,320,042 new Ordinary shares of 1p each in the
Company at a price of £1.4969 per Ordinary share (see note 11). Following the
acquisition of the remaining 8% the non-controlling interest reserve balance
of $93,000 and the put option reserve of $2,794,000 was transferred through
equity to the Group profit and loss reserve.

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

9          Deferred tax

Deferred tax asset

The Group had recognised deferred tax assets as follows:

 Tax effect of temporary differences because of:  Tax losses carried forwards  Equity settled share options  Total

$000s
$000s
$000s
 At 30 November 2019                              481                          156                           637

Charged to the income statement
(488)
(159)
(647)

Foreign exchange adjustment
7
3
10
 At 30 November 2020                              -                            -                             -

Charged to the income statement
-
-
-

Foreign exchange adjustment
-
-
-
 At 30 November 2021                              -                            -                             -

 

The Group had potential unrecognised deferred tax assets as follows:

                                                           As at 30 November 2021      As at 30 November 2020

$000s
$000s
 Tax effect of temporary differences because of:                         33                          31

Differences between capital allowances and depreciation
909
2,279

Tax losses carried forward
50
21

Equity-settled share options
14
1

Other short term temporary differences
                                                                         1,006                       2,332

Factors that may affect the future tax charge

The directors recognise a deferred tax asset in respect of taxable losses
based on their expectation of the Group generating taxable profits in the next
12 months. No deferred tax asset is recognised on a further $4.2m of other
trading losses (2020: $10.5m).

During the year, the Group used $0.2m of tax losses (2020: $2.6m) that were
previously unrecognised.

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

9          Deferred tax (continued)

Deferred tax liability

The Group also had recognised deferred tax liabilities, net of deferred tax
assets, due to the tax effect of temporary differences because of the
acquisition of subsidiaries as follows:

                                           As at 30 November 2021                  As at 30 November 2020
 Deferred tax liability                    Amount recognised  Amount unrecognised  Amount recognised  Amount unrecognised

Restated

                                           $000s              $000s
                  $000s
                                                                                   $000s
 At 1 December                             3,948              -                    4,417              -
 Recognised in the income statement        (3,296)            -                    (797)              -

Acquisition of subsidiary (see note 10)
662
-
-
-

Foreign exchange adjustment
(267)
-
328
-
 At 30 November                            1,047              -                    3,948              -

 

The amount recognised in the income statement was a credit of $3.3m (2020:
credit of $0.8m). This includes $2.7m (2020: $nil) in respect of tax losses
that have arisen in 24i Unit Media BV, a subsidiary undertaking.  This is in
relation to the recognition of tax losses in 24i, which are now considered
recognisable (due to changes to local tax laws in the Netherlands and updated
internal tax compliance procedures giving the Group enhanced visibility over
their availability and utilisation) for tax losses that were present at the
date of acquisition in 2019 and have arisen since acquisition.  In 2019 a
deferred tax liability was recorded as part of the acquisition accounting
relating to the purchase of 24i and the Group are now of the opinion that this
deferred tax liability should be offset by this equal and opposite deferred
tax asset. This is because it is now considered likely that the intangible
assets recorded at the acquisition date will give rise to taxable profits,
such that the accumulated tax losses held by 24i at the time of acquisition
can now be utilised.

The $0.7m recognised on the acquisition of Nordija relates to fair value
adjustment in relation to acquired intangibles as well as local deferred tax
liabilities in relation to temporary timing differences net of recognised
losses carried forward.

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

10        Acquisition of subsidiary

On 27 May 2021 the Group acquired 100% of the issued share capital of Nordija
A/S, a Danish incorporated entity whose principal activities are as a
streaming and Pay TV platform specialist, for €5.2m ($6.3m).

Nordija was acquired to enhance and scale the Group's end-to-end video
streaming portfolio. Nordija brings high quality customers to the Group and
its strong TV as a Service platform software, an expert team and deep
experience with a wide ecosystem of technology partners and customers. The
acquisition was completed in Euros.

The preliminary amounts recognised in respect of the identifiable assets
acquired and liabilities assumed are set out in the table below.

                                                                                Fair value

                                                                   Book value    adjustment    Fair value

$000
$000
$000
 Identifiable intangible assets                                    2,523        1,865          4,388
 Right of use assets                                               468          -              468
 Property, plant and equipment                                     115          -              115
 Non-current trade and other receivables                           41           -              41
 Current assets
 ·              Current trade and other receivables                787          (90)           697
 ·              Cash and cash equivalents                          269          -              269
 Liabilities
 ·              Current trade and other payables                   (1,781)      (66)           (1,847)
 ·              Lease liability                                    (468)        -              (468)
 ·              Deferred tax liability                             (252)        (410)          (662)
 Total identifiable assets and liabilities                         1,702        1,299          3,001
 Goodwill                                                                                      3,340
 Total consideration                                                                           6,341

 

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

10        Acquisition of subsidiary (continued)

 

 Satisfied by:                                                                     Fair value

$000
 Initial consideration:

 ·              Cash                                                               5,018

 ·              Equity instruments (315,511 ordinary shares of                     659
 Aferian plc)
 Contingent consideration:

 ·              Cash                                                               144

 ·              Equity instruments (292,030 ordinary shares of                     610
 Aferian plc)
 Total consideration before discounting                                            6,431
 Fair value adjustment in relation to discounting contingent consideration         (89)
 Total consideration transferred                                                   6,342
 Net cash outflow arising on acquisition
 Cash consideration                                                                5,018
 Less: cash and cash equivalent balances acquired                                  (269)
 Net cash outflow on acquisition                                                   4,749

 

The estimated fair value of the financial assets includes trade receivables
with a fair value of $0.5m and a gross contractual value of $0.6m.  The best
estimate at acquisition date of the contract cash flows not to be collected is
$0.1m.

Goodwill of $3.3m arising from the acquisition consists of expected growth in
the sale of online video apps and solutions.  None of the goodwill is
expected to be deductible for income tax purposes.

The initial shares consideration of €0.5m ($0.7m) was based on the volume
weighted average share price for the 20 trading days prior to the
acquisition.  The shares were issued on 2 June 2021.  Total consideration
transferred includes €0.6m ($0.7m) of contingent consideration.  Included
in this amount is €0.1m ($0.1m) of contingent cash.  The remaining balance
of €0.5m ($0.6m) is payable through the issue of ordinary shares of Aferian
plc.  The contingent consideration payment is dependent upon Nordija
achieving certain milestones in respect of an existing customer contract.
The contingent consideration is expected to be settled within 12 months of the
acquisition date and has been recognised as a liability in the consolidated
statement of financial position.

The costs of the acquisition were $0.4m.  Nordija contributed $2.8m revenue
and $1.0m profit to the Group's adjusted operating profit for the period
between date of acquisition and the balance sheet date. If the acquisition of
Nordija had been completed on the first day of the financial period, Group
revenues for the year would have been $94.3m and Group adjusted operating
profit would have been $11.5m.

The directors have not completed, to date, a full valuation of the fair value
attributable to certain customer assets acquired in the transaction and this
is currently being evaluated.

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

11        Share capital

 

                                                            As at              As at

30 November 2021
30 November 2020

                                                            $000s              $000s
 Allotted, called up and fully paid                         1,484              1,367

 86,419,410 (2020: 78,069,571) Ordinary shares of 1p each

 

In May 2021 the Company conducted a non-pre-emptive placing of 6,714,286 new
ordinary shares at £1.40 per share generating gross proceeds of $13,332,000
(£9,400,000). The placing was undertaken using a cashbox structure. As a
result, the Company was able to take relief under section 610 of the Companies
Act 2006 from crediting share premium and instead transfer the net proceeds in
excess of the nominal value to the merger reserve. Advisors' fees of $609,000
have been netted off against the gross proceeds. Net proceeds received by the
Group was thus $12,723,000.

Reconciliation of movement in number of Ordinary shares of 1p each during the
year

                                                      Ordinary shares of 1p each  Treasury shares  Shares with voting rights
 At 1 December 2020                                   78,069,571                  (2,021,058)      76,048,513

Placing of shares
6,714,286
-
6,714,286

Acquisition of Nordija (see note 9)
315,511
-
315,511

Settlement of 24i founders put option (see note 8)
1,320,042
-
1,320,042

Exercise of share based payments
-
489,600
489,600
 At 30 November 2021                                  86,419,410                  (1,531,458)      84,887,952

 

Analysis of movement in issued Ordinary shares of 1p each during the year

                                                     Ordinary shares   Ordinary shares
                                                     Number            Nominal value  Share premium  Merger reserve

$000s
$000s
$000s
 Placing of shares                                   6,714,286         95             -              12,628
 Acquisition of Nordija (see note 10)                315,511           4              641            -
 Settlement of 24i founders put option (see note 8)  1,320,042         18             2,701          -
 Total                                               8,349,839         117            3,342          12,628

 

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

12        Cash generated from operations

 Cash generated from operations                       Year to            Year to

30 November 2021
30 November 2020

$000s

                                                                         $000s
 Profit for the year                                  5,756              2,663

Tax (credit)/charge
(494)
1,748

Net finance costs
398
704

Amortisation charge
8,582
8,974

Depreciation charge
1,611
1,398

Loss on disposal of property, plant and equipment
9
7

Share based payment charge
1,079
681

Small lease payments
-
(36)

Exchange differences
(249)
(450)

Decrease/(increase) in inventories
399
(557)

(Increase)/decrease in trade and other receivables
(6,795)
2,275

Decrease in provisions
(64)
(72)

Increase/(decrease) in trade and other payables
3,881
(500)
 Cash generated from operations                       14,113             16,835

 

Adjusted operating cash flow before exceptional cash outflows was $16,672,000
(2020: $18,164,000).

 

                                                                                 Year to            Year to

30 November 2021
30 November 2020

                                                                                 $000s              $000s
 Adjusted operating cashflow                                                     16,672             18,164

Post-acquisition remuneration in respect of the acquisition of 24i Unit Media
(1,270)
(1,073)
 BV

Redundancy and associated costs
(304)
-

Acquisition and one-off legal costs
(606)
(256)

Aborted acquisition costs
(379)
-
 Cash generated from operations                                                  14,113             16,835

 

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

13   Prior year restatement

On 12 July 2019, the Group entered into a put option agreement with regards to
the remaining shares not held by the Group in 24i Unit Media BV.

 

The option was valued at $1,750,000 on initial recognition.  However during
the year it has been identified that the number of shares used in the
calculation was understated. The put option liability should have been valued
at $2,794,000 on initial recognition.  In addition, the finance charge since
inception should have been higher due to this error.  A summary of the impact
on the financial statements is as follows:

 

·       An increase of $1,044,000 to trade and other payables and an
increase of $1,044,000 to other reserves within equity as at 30 November 2020
and as at 30 November 2019. This impact has been treated as a restatement and
reflected in the statement of financial position as shown below.

 

·       The increased finance expense from initial recognition to 30
November 2020 of $218,000 was deemed to be immaterial therefore no restatement
has occurred with the expense included within the 2021 consolidated income
statement.

 

The Consolidated statement of financial position and Consolidated statement of
changes in equity have been restated to reflect the above.  There was no
impact on the Consolidated income statement or the Consolidated statement of
cash flows.

 

Impact on the consolidated statement of financial position:

                                                                             As at              As at

30 November 2020
30 November 2019

$000s
$000s
 Current Liabilities: Trade and other payables (as previously reported)      23,817             21,800

24i founders put option - prior year adjustment
1,044
-
 Current Liabilities: Trade and other payables (restated)                    24,861             21,800
 Non-current Liabilities: Trade and other payables (as previously reported)  176                2,785

24i founders put option - prior year adjustment
-
1,044
 Non-current Liabilities: Trade and other payables (restated)                176                3,829
 Total equity (as previously reported)                                       89,052             82,585

Impact of the adjustments set out above
(1,044)
(1,044)
 Total equity (restated)                                                     88,008             81,541

 

Impact on the consolidated statement of changes in equity:

                                                                  As at              As at

30 November 2020
30 November 2019

$000s
$000s
 Put option reserve (as previously reported)                      (1,750)            (1,750)

24i founders put option - prior year adjustment
(1,044)
(1,044)
 Put option reserve (restated)                                    (2,794)            (2,794)
 Total attributable to owners of parent (as previously reported)  88,857             81,987

24i founders put option - prior year adjustment
(1,044)
(1,044)
 Non-current Liabilities: Trade and other payables (restated)     87,813             80,943
 Total equity (as previously reported)                            89,052             82,585

Impact of the adjustments set out above
(1,044)
(1,044)
 Total equity (restated)                                          88,008             81,541

 

 

 

 

Aferian plc

 

Notes to the condensed consolidated financial statements

For the year ended 30 November 2021

 

14   Cautionary Statement

This document contains certain forward-looking statements relating to Aferian
plc (the "Group"). The Group considers any statements that are not historical
facts as "forward-looking statements". They relate to events and trends that
are subject to risk and uncertainty that may cause actual results and the
financial performance of the Group to differ materially from those contained
in any forward-looking statement. These statements are made by the Directors
in good faith based on information available to them and such statements
should be treated with caution due to the inherent uncertainties, including
both economic and business risk factors, underlying any such forward-looking
information.

 

15   AGM / Annual Report

Pursuant to AIM Rule 20, the Annual Report and Accounts for the financial year
ended 30 November 2021 ("Annual Report") is available to view on the Group's
website: www.aferian.com (www.aferian.com) and will be posted to shareholders
shortly. Aferian will hold its AGM on 21 March 2022.

 

 

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.   END  FR FIFVVFTIILIF

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