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REG - Aquis Exchange PLC - Interim Results

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RNS Number : 2239A  Aquis Exchange PLC  22 September 2022

22 September 2022

Aquis Exchange PLC

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

 

Interim results for the six months ended 30 June 2022

Continued revenue growth and investment in the future

 

Aquis Exchange PLC (AQX.L), the exchange services group, is pleased to
announce its unaudited results for the six months ended 30 June 2022.

 

Highlights:

 

All three divisions were profitable in the period.

 

 ·           Net Revenue (1)  increased 21% to £8.3 million (1H21: £6.9 million)
 ·           EBITDA at £1.4 million (1H21: £1.6 million) following a significant
             investment in technology and development headcount to drive future growth
 ·           Pre-tax profit of £0.7 million (1H21: £1.0 million)
 ·           Cash and cash equivalents at 30 June 2022 of £13.3 million (30 June 2021:
             £13.9 million)
 ·           Membership of Aquis Exchange (AQX) grew to 42 (1H21: 39), with a small decline
             in average monthly usage reflecting more volatile market conditions
 ·           Market share of all pan-European trading ended the period at 5.20% in 2Q22
             (4Q21: 5.35%)
 ·           12 new admissions to Aquis Stock Exchange (AQSE) completed during 1H22 (1H21:
             14))
 ·           Signature of a new significant multi-year technology licence contract
 ·           Aquis Matching Pool (AMP) successfully launched following the asset purchase
             from UBS on 4 April 2022, with average monthly market share of c. 0.5% added
             to the Group total share

 

Post-period highlights:

 

 ·           Currently tracking in line with market expectations for the full year
 ·           Signature of an additional new significant multi-year technology licence
             contract

 

Alasdair Haynes, Chief Executive Officer of Aquis, commented:

 

"Our revenues have continued to increase, reflecting the strong momentum
across the Group. This growth has been driven by increased contributions from
the principal business divisions: pan-European secondary trading, technology
sales, primary issuers and data revenues. The continued strength of our
offering in this division is demonstrated by our finishing with 5.20% of all
pan-European secondary trading by the end of 2Q22. We are also particularly
encouraged by the number of new significant technology licenses that continue
to be signed as this growing division becomes an increasingly material and
important part of our business.

 

Aquis also successfully completed the asset purchase of the Aquis Matching
Pool from UBS and is now able to offer a full product suite to its customers.
We will continue to enhance this area and look forward to offering further
product innovation in this space to enable clients to execute the trading
strategies they wish.

 

While we anticipate the prevailing economic uncertainty will continue to
impact market participants in the short to medium term, we have demonstrated
we have the right model, team, technology and vision to deliver shareholder
value and look to the future with confidence."

 

 

An overview of the results from Alasdair Haynes, CEO, is available to view on
this link:

https://www.brrmedia.co.uk/broadcasts-embed/
(https://www.brrmedia.co.uk/broadcasts-embed/632b0819c058677fd8212758/aquis-exchange-plc-half-year-results-highlights/?popup=true)

 

The Group will be hosting webinars for analysts and retail investors today at
9.30 and 14.30 respectively.

 

If you would like to register for the analyst webinar, please
contact aquis@almapr.co.uk (mailto:aquis@almapr.co.uk)  . Investors who
would like to attend the retail investor webinar can sign up to Investor Meet
Company for free and add themselves to the meeting
via https://www.investormeetcompany.com/aquis-exchange-plc/register-investor
(https://www.investormeetcompany.com/aquis-exchange-plc/register-investor)  .
Investors who have already registered will be automatically invited.

 

 

(1)   Net revenue of £8.3m comprises revenues of £7.9m and impairment
credit of £0.4m

 

 

 

Enquiries:

 

 Aquis Exchange PLC                                            Tel: +44 (0) 20 3597 6321

 Alasdair Haynes, CEO

 Richard Fisher, CFO

 Andrea Lee

 VSA Capital Limited (AQSE Corporate Adviser)                  Tel: +44(0)20 3005 5000

 Andrew Raca

 Pascal Wiese

 Alma PR (Financial PR Adviser)                                Tel: +44 (0) 20 3405 0209

 Caroline Forde

 Kieran Breheny

 Lily Soares Smith

 Pippa Crabtree

 Liberum Capital Limited (Nominated Adviser and Joint Broker)  Tel: +44 (0) 20 3100 2000

 Chris Clarke

 Clayton Bush

 Edward Thomas

 Kane Collings

 Canaccord Genuity Limited (Joint Broker)                      Tel: +44 (0) 20 7523 8000

 Emma Gabriel

 Patrick Dolaghan

 

 

 

Notes to Editors

About Aquis Exchange PLC

Aquis Exchange PLC and its subsidiaries are an exchange services group, which
operate a pan-European cash equities trading businesses (Aquis Exchange), a
growth and regulated primary market (Aquis Stock Exchange/AQSE) and
develop/license exchange software to third parties (Aquis Technologies).

Aquis Exchange is authorised and regulated by the UK Financial Conduct
Authority and France's Autorité des Marchés Financiers to operate
Multilateral Trading Facility businesses in the UK/Switzerland and in EU27
respectively. Aquis Exchange operates lit and dark order books, covering 16
European markets. For its lit books, Aquis Exchange uses a subscription
pricing model which works by charging users according to the message traffic
they generate, rather than a percentage of the value of each stock that they
trade and does not allow aggressive non-client proprietary trading, which has
resulted in lower market impact and signalling risk on Aquis Exchange than
other trading venues in Europe.

Aquis Stock Exchange (AQSE) is a stock market providing primary and secondary
markets for equity and debt products. It is authorised as a Recognised
Investment Exchange, which allows it to operate a regulated listings venue.
The AQSE Growth Market is divided into two segments 'Access' and 'Apex', with
different levels of admission criteria. The Access market focuses on earlier
stage growth companies, while Apex is the intended market for larger, more
established businesses.

Aquis Technologies is the software and technology division of Aquis Exchange
PLC. It creates and licenses cutting-edge, cost-effective matching engine and
trade surveillance technology for banks, brokers, investment firms and
exchanges.

Aquis Exchange PLC is quoted on the Aquis Stock Exchange and on the
Alternative Investment Market of the LSE (AIM) market. For more information,
please go to www.aquis.eu (http://www.aquis.eu/) .

 

 

 

Chief Executive Officer's Report

 

The six months to 30 June 2022 has been another strong period of growth as
we build on the revenues achieved during 2021. In addition, we have made good
operational progress in all areas to help drive us towards our long-term
goals. The fact that we have achieved all this amidst the continued
challenging economic circumstances demonstrates our strong operational
resilience and the continued demand for our unique offering.

 

We are very pleased to have acquired and smoothly integrated the Aquis
Matching Pool ("AMP") into our suite of product offerings.

 

Operational Review

 

Aquis continued to develop its three divisions throughout the period:

·      Aquis Exchange (AQX): its pan-European lit equities market; which
now includes its dark pool vehicle AMP;

·      Aquis Stock Exchange (AQSE): a primary listings market for small
and mid-cap companies;

·      Aquis Technologies: a multi-asset class technology licensing
service to an international client base

 

The Group's Market Data income stream (generated through the sale of AQX and
AQSE data) has continued to grow during the period.

 

This has enabled us to continue our strong growth as synergies are developed
and the business potential is harnessed.

 

In the last six months we have accelerated our planned investment in key
business areas such as growing our technology development team. This
investment both allows us to maintain our internally used Aquis technology set
and will help drive the ongoing growth in our technology licencing business.

 

The Exchanges

 

The performance of both Aquis Exchange and Aquis Stock Exchange has progressed
well. Exchange revenue increased by £0.5m (10%) from £4.9 million to £5.4
million and the number of Members grew from 39 to 42. Aquis Exchange Members
decreased their trading volumes in the period, with an 8% softening in the
average monthly usage in terms of chargeable orders (2Q 2022 vs 4Q 2021),
reflecting the prevailing volatile market conditions. Despite this reduction
the number of monthly subscriptions slightly rose. On average, there were nine
Members using the top three (four post new top tier in May) subscription
pricing tiers and 24 in the other five tiers, with nine liquidity providers.

 

Issuer revenue increased, reaching £0.4million as the number of admissions on
AQSE grew year-on-year.

 

As the business moves forward, we anticipate AQSE and AQX will become
increasingly integrated, allowing Members to benefit from the breadth of the
Group's offering.

 

Aquis Exchange

Continued revenue growth in the core business despite tough market conditions

 

Aquis Exchange (AQX) is the Group's pan-European lit secondary trading
equities market. It comprises the UK MTF (AQXE) and the French MTF serving EU
markets (AQEU).

 

Aquis Exchange's market share of all pan-European trading had declined during
the end of 2021 and start of 2022 but has averaged in excess of this level
during the period since the half year close, reflecting an improved
performance and also the inclusion of market share from AMP.  Total market
share was 5.2% by close of 2Q22 (5.35% 4Q21, 5.77% 2Q21).

 

Aquis Matching Pool: Following the acquisition of the UBS MTF, Aquis is
pleased to note the seamless transition of activity with the number of members
and levels of trading experienced to date post acquisition consistent on that
previously seen, with Management confident that future opportunities to grow
from this current base are available through 2022 and beyond.

 

Aquis Exchange currently has an offering
in excess of 2,100 stocks and ETFs across 16 European markets with
the Czech market added in the period. A significant proportion of Exchange
activity is now being executed on AQEU, the Group's French MTF serving EU
markets.

 

Available liquidity on the exchange was at 23% in 1H22 (22% in 1H21) and it is
expected this will continue to underpin future anticipated growth.

 

The recognition that Aquis Exchange's toxicity is materially lower than its
competitors continues to grow amongst investment managers and the wider
market. With several market drivers pushing market participants
towards lower toxicity, the opportunity for Aquis Exchange to attract a wider membership from across Europe and
to facilitate increased trading volumes remains significant.

 

Aquis Stock Exchange (AQSE)

Momentum building despite difficult market conditions

 

AQSE is a modern market for modern businesses, bringing positive disruption
and competition to the listed SME sector. As one of the only two existing
options for growing SMEs looking to IPO in the UK, Aquis' vision is for AQSE
to become the home for quality growth businesses, applying core Aquis values
such as transparency and innovation.

 

12 admissions were completed during 1H22 (joint with our principal competitor)
compared to 14 during 1H21. All were well supported and there is a very strong
pipeline of high growth and 'new economy' businesses in conversation with AQSE
regarding IPO.

 

Revenue growth coupled with achieving the targeted cost synergies and savings
has significantly reduced the loss generated by AQSE such that the division is
currently forecast to at least break even for the financial year 2022.

 

Aquis Technologies

Progress made on a number of projects

 

Aquis licenses its leading exchange-related technology through its Aquis
Technologies division. Aquis Technologies creates and licenses technology for
high volume, low latency trading platforms, complex connectivity solutions
and real-time trade monitoring and surveillance systems for banks, brokers, investment firms and exchanges.

 

Aquis recognises license revenue on completion of project delivery in
accordance with IFRS accounting statutes, which can lead to lumpy revenue
recognition, period on period. During 1H22 significant progress was made on a
number of projects; and Aquis notes one new contract has been signed in the
period, and a further one prior to this results announcement however, there
were no completed projects during the period, consistent on 1H21. As a result,
Aquis Technologies' revenue (net of provision releases) is below that
recognised in 2H21, but remains significantly above that recognised in 1H21,
increasing to £1.1m (1H21: £0.6m) net of provisions.

 

The successful exchange cloud technology Proof of Concept (PoC) completed in
2021 has continued to demonstrate the quality of the Aquis Technologies
offering and has resulted in a number of new exchange platform prospects. The
investment we have made in the first half of 2022 has allowed us to further
develop our innovative technology which is at the core of Aquis Technologies,
and we will be focused on furthering the growth of the Technologies division,
developing its products and services to help its clients with the challenges
they face and ensuring the high-performance systems continue to be enhanced.

 

Aquis Market Data

 

Aquis generates revenue from the sale of data derived from AQX (AQXE &
AQEU) and AQSE to non-Member market participants.

 

Revenue from market data vendors increased significantly by £0.3m, 29%, to
£1.4m for the six-month period compared to the 2021 equivalent, with
continued growth in both terminal use and non-display licences across the
period.

 

Financial Review

 

Net revenue increased 21% to £8.3m (1H21: £6.9m) and
the EBITDA profit for the half year was £1.4m, broadly in line with the
EBITDA profit of £1.6m generated in 1H21. This EBITDA profit and the profit
before tax of £0.7m includes £0.4m of income recognised from an impairment
credit per IFRS 9 consistent with the 1H21 impairment credit. The EBITDA has
remained broadly consistent as the Group made some controlled increases in
costs during both in 1H 2022 and the back end of last year as it continued to
invest in personnel and technological resources. The Group will continue to
invest in the future to maintain the business' growth momentum.

 

The Group's cash and cash equivalents as at 30 June 2022 were £13.3 million
(30 June 2021: £13.9 million).

 

Summary and Outlook

 

Our strategic goal remains to become one of the leading exchange groups
through delivering best-in-class trading opportunities, underpinned by our
commitment to first class client service, transparency, simplicity and
best-in-class technology. To this end, our investment in R&D will help
improve the trading experience for clients, as well as improving our market
position and providing further growth and value creation for shareholders. We
continue to make significant investment in our technology, sales and marketing
activities, in particular in cloud technology, to support our long-term growth
aspirations across all activities.

 

Alongside this we are working to enhance our software licensing activities and build presence internationally.
We are pleased to have made significant progress on a number of material
technology contracts post-period end that will support the second half
performance and into FY23, as this growing division becomes an increasingly
important part of our business.

 

Looking forward, our focus continues to be on executing on our core growth
strategy; increasing trading volumes and improving fundraising prospects for
small and mid-cap companies. Notwithstanding the macroeconomic uncertainty,
current trading is tracking in line with market expectations for the full
year.

 

We have built good momentum over the past few years, despite facing numerous
challenges along the way. This demonstrated the strength of our team and our
offering, and I am excited to see what we can achieve across the next six
months.

 

 

Alasdair Haynes

Chief Executive Officer

 

 

AQUIS EXCHANGE PLC

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS
ENDED 30 JUNE 2022

 

                                                                                                          6 months ended 30/06/2022      Year ended 31/12/2021      6 months ended 30/06/2021
                                                                                Note                      £'000                          £'000                      £'000
 Income Statement
 Revenue                                                                        3                         7,849                          17,182                     6,687
 Impairment credit/(charge)                                                     4                         425                            (972)                      178
 Administrative expenses                                                                                  (6,912)                        (11,930)                   (5,299)
 Operating profit                                                                                         1,362                          4,280                      1,566
 Investment income                                                              5                         4                              -                          -
 Depreciation and amortisation                                                  7,8                       (632)                          (1,032)                    (543)
 Net finance costs                                                              18                        (35)                           (26)                       (15)
 Profit before taxation                                                                                   699                            3,222                      1,008
 Income tax                                                                                               -                              -                          -
 Deferred tax                                                                                             -                              1,089                      -
 Profit after taxation                                                                                    699                            4,311                      1,008

 Other comprehensive income
 Items that may be reclassified subsequently to

profit or loss:
 Foreign exchange differences on translation of foreign operations, net of tax  17                        (42)                           77                         4
 Other comprehensive loss for the year                                                                    (42)                           77                         4

 Total comprehensive profit for the year                                                                  657                            4,388                      1,012

 Earnings per share (pence)                                                     6
 Basic
 Ordinary shares                                                                                          3                              16                         4
 Diluted
 Ordinary shares                                                                                          2                              15                         3

 

The consolidated statement of comprehensive income has been prepared on the
basis that all operations are continuing operations.

 

 

 

 

 

AQUIS EXCHANGE PLC

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2022

 

                                                 6 months ended 30/06/2022      Year ended 31/12/2021      6 months ended 30/06/2021
                                       Note      £'000                          £'000                      £'000
 Assets
 Non-current assets
 Goodwill                              7         83                             83                         83
 Intangible assets                     7         772                            754                        792
 Property, plant and equipment         8         4,263                          4,146                      1,488
 Deferred tax asset                    10        1,292                          1,292                      204
 Trade and other receivables           9         4,714                          2,745                      915
                                                 11,124                         9,020                      3,482
 Current assets
 Trade and other receivables           9         2,786                          3,769                      3,523
 Cash and cash equivalents                       13,320                         14,046                     13,860
                                                 16,106                         17,815                     17,383

 Total assets                                    27,230                         26,835                     20,085
 Liabilities
 Current liabilities
 Trade and other payables              11        4,453                          3,783                      2,792

 Non-current liabilities
 Lease liabilities                     18        3,214                          3,423                      953
 Total liabilities                               7,667                          7,206                      3,745

 Net assets                                      19,563                         19,629                     17,120

 Equity
 Called up share capital               12        2,751                          2,751                      2,749
 Share premium account                 13        11,780                         11,771                     11,738
 Other reserves                        14        1,860                          1,118                      1,055
 Treasury shares                       16        (3,001)                        (1,527)                    (561)
 Retained earnings                     15        6,137                          5,438                      2,135
 Foreign currency translation reserve  17        36                             78                         4
 Total equity                                    19,563                         19,629                     17,120

 

 

 

The notes to the financial statements on pages 6 to 16 form an integral part
of these financial statements. The interim financial statements were approved
by the board of directors and authorised for issue on 22 September 2022 and
are signed on its behalf by:

 R Fisher   A Haynes

 Director   Director

 

 

 

 

AQUIS EXCHANGE PLC

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED
30 JUNE 2022

 

                                                                    Note                               Share Capital                  Share Premium          Other Reserves                                    Retained Earnings      Foreign Currency Translation Reserve      Total

                                                                                                                                                                                     Treasury Shares
                                                                                                       £'000                          £'000                  £'000                                             £'000                  £'000                                     £'000

                                                                                                                                                                                     £'000

 Balance at 1 January 2021                                                                             2,717                          10,892                 761                                                                                                                15,008

                                                                                                                                                                                     (490)                     1,127                  1

 Profit for the 6-month period ended 30/06/2021                                                                                                                                                                1,008                                                            1,008

 Issue of new shares                                                                                   32                             846                                                                                                                                       878
 Movement in share option reserve                                                                                                                            294                                                                                                                294
 Movement in treasury shares                                                                                                                                                                                                                                                    (71)

                                                                                                                                                                                     (71)
 Foreign exchange differences on translation of foreign operations                                                                                                                                                                    3

                                                                                                                                                                                                                                                                                3
 Balance at 30 June 2021                                                                               2,749                          11,738                 1,055                                             2,135                  4                                         17,120

                                                                                                                                                                                     (561)
 Profit for the 6 month period ended                                                                                                                                                                           3,303                                                            3,303

 31/12/2021
 Issue of new shares                                                                                   2                              33                                                                                                                                        35
 Movement in share option reserve                                                                                                                            63                                                                                                                 63
 Movement in Treasury Shares                                                                                                                                                         (966)                                                                                      (966)
 Foreign exchange differences on                                                                                                                                                                                                      74

 translation of foreign operations                                                                                                                                                                                                                                              74
 Balance at 31 December 2021                                                                                       2,751              11,771                 1,118                   (1,527)                   5,438                  78                                              19,629
 Profit for the 6-month period ended                                                                                                                                                                           699                                                              699

 30/06/2022
 Issue of new shares                                                12,13                                                             9                                                                                                                                         9
 Movement in share option reserve                                   14                                                                                       742                                                                                                                742

 Movement in treasury shares                                        16                                                                                                                                                                                                          (1,474)

                                                                                                                                                                                     (1,474)
 Foreign exchange differences on translation of foreign operations  17                                                                                                                                                                (42)

                                                                                                                                                                                                                                                                                (42)
 Balance at 30 June 2022                                                                               2,751                          11,780                 1,860                                                                                                              19,563

                                                                                                                                                                                     (3,001)                   6,137                  36

 

AQUIS EXCHANGE PLC

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 30
JUNE 2022

 

                                                                 Note                6 months ended 30/06/2022      Year ended 31/12/2021      6 months ended 30/06/2021
                                                                                     £'000                          £'000                      £'000
 Cash flows from operating activities
                   Cash generated/absorbed by operations         19                  1,066                          3,157                      1,215
                   Tax refunded                                                      -                              -                          -
                   Finance expense on lease liabilities          18                  35                             (26)                       (15)
                   Net cash inflow from operating activities                         1,101                          3,131                      1,200

 Investing Activities
                   Recognition of intangible assets              7                   (281)                          (350)                      (154)
                   Purchase of property, plant and equipment     8                   (478)                          (320)                      (163)
                   Interest received                             5                   4                              -                          -
                   Net cash used in / generated by investing activities              (755)                          (670)                      (388)

 Financing Activities
                   Proceeds from share issue                     12,13               9                              913                        878
                   Purchase of treasury shares                   16                  (1,000)                        (1,100)                    (71)
                   Principal portion of lease liability          18                  (39)                           (573)                      (101)
                   Net cash (used in)/ generated by financing activities             (1,030)                        (760)                      777

 Net increase/(decrease) in cash and cash equivalents                                (684)                          1,701                      1,589
 Cash and cash equivalents at the beginning of the period                            14,046                         12,268                     12,268
 Effect of exchange rate changes on cash and cash equivalents                        (42)                           77                         3
 Cash and cash equivalents at the end of the period                                  13,320                         14,046                     13,860

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS

 

1.     Basis of preparation of half-year report

This condensed consolidated interim financial report for the half-year
reporting period beginning 1 January 2022 and ending 30 June 2022 ("interim
period") has been prepared in accordance with Accounting Standard IAS 34
Interim Financial Reporting.

The interim report does not include all the notes of the type normally
included in an annual financial report. Accordingly, this report is to be read
in conjunction with the annual report for the year ended 31 December 2021 and
any public announcements made by Aquis Exchange PLC ("Aquis" or the "Company")
during the interim reporting period.

The accounting policies adopted are consistent with those of the previous
financial year and corresponding interim reporting period.

 

2.     Significant changes in the current reporting period

The financial position and performance of the Group was not affected by any
specific events and transactions during the six months to 30 June 2022.
However, it is worth noting the following:

·      On 4 April 2022, the group assumed the business activities of UBS
MTF, the non-displayed matching pool. This initiative represented a
significant extension of the equities trading services the group offers its
clients and complements its existing suite of lit liquidity pools and range of
order types.

 

3.     Revenue

An analysis of the Group's revenue is as follows:

                   6 months ended 30/06/2022      Year ended 31/12/2021      6 months ended 30/06/2021
                   £'000                          £'000                      £'000
 Exchange Fees     5,387                          9,766                      4,899
 Licence Fees      662                            4,405                      379
 Issuer Fees       424                            2,319                      340
 Data Vendor Fees  1,376                          692                        1,069
                   7,849                          17,182                     6,687

 

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

4.     Expected credit loss

The expected credit loss on licensing contract assets has been calculated in
accordance with IFRS 9:

                                                   £'000

 As at 31/12/2020                                                  508
 Expected credit loss reversal for the period      (178)
 As at 30/06/2021                                  330
 Expected credit loss charge for the period        1,150
 As at 31/12/2021                                  1,480
 Expected credit loss reversal for the period      (425)
 As at 30/06/2022                                         1,055

 

5.     Investment income

                                       6 months ended 30/06/2022      Year ended 31/12/2021      6 months ended 30/06/2021
                                       £'000                          £'000                      £'000
 Interest income on bank deposits      4                              0                          0

 

6.     Earnings per share

                                                                            6 months ended 30/06/2022      Year ended 31/12/2021      6 months ended 30/06/2021

 Number of Shares ('000)
 Weighted average number of ordinary shares for basic earnings per share    27,509                         27,340                     27,197
 Weighted average number of ordinary shares for diluted earnings per share  28,431                         28,457                     28,638
 Earnings (£'000)
 Profit for the period from continued operations                            699                            4,311                      1,008
 Basic and diluted earnings per share (pence)
 Basic earnings per ordinary share                                          3                              16                         4
 Diluted earnings per ordinary share                                        2                              15                         3

 

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

7.     Intangible assets

                                          Group Developed Trading Platforms  Other Intangibles

                                                                                                Goodwill

                                          £'000                              £'000

                                                                                                £'000
 Cost
 As at 31/12/2020                         2,698                              -                  83
 Additions- internally generated          154                                -                  -
 As at 30/06/2021                         2,852                              -                  83
 Additions - internally generated         159                                37                 0
 As at 31/12/2021                         3,011                              37                 83
 Additions                                282                                -                  -
 As at 30/06/2022                         3,293                              37                 83

 Accumulated amortisation and impairment

 As at 31/12/2020                         1,782                              -                  -
 Charge for the period                    278                                -                  -
 As at 30/06/2021                         2,060                              -                  -
 Charge for the period                    226                                -                  -
 As at 31/12/2021                         2,286                              8
 Charge for the period                    258                                6                  -
 As at 30/06/2022                         2,544                              14                 -

 Carrying amount
 As at 31/12/2020                         916                                -                  83
 As at 30/06/2021                         792                                -                  83
 As at 31/12/2021                         725                                29                 83
 As at 30/06/2022                         749                                23                 83

 

 

 

 

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

8.     Property, plant and equipment

                                          Fixtures, fittings and equipment      Computer Equipment      Right of Use Asset      Total
                                          £'000                                 £'000                   £'000                   £'000
 Cost
 As at 31/12/2020                         252                                   2,211                   1,444                   3,907
 Additions & disposals                    -                                     163                     -                       163
 As at 30/06/2021                         252                                   2,374                   1,444                   4,070
 Additions & disposals                    72                                    15                      2,795                   2,882
 As at 31/12/2021                         324                                   2,389                   4,329                   6,952
 Additions & disposals                    168                                   312                     -                       480
 As at 30/06/2022                         492                                   2,701                   4,239                   7,432

 Accumulated depreciation and impairment
 As at 31/12/2020                         178                                   1,804                   346                     2,328
 Charge for the period                    25                                    142                     87                      254
 As at 30/06/2021                         203                                   1,946                   433                     2,582
 Charge for the period                    27                                    129                     68                      224
 As at 31/12/2021                         230                                   2,075                   501                     2,806
 Charge for the period                    38                                    152                     173                     363
 As at 30/06/2022                         268                                   2,227                   674                     3,169

 Carrying amount
 As at 31/12/2020                         74                                    407                     1,098                   1,579
 As at 30/06/2021                         49                                    428                     1,011                   1,488
 As at 31/12/2021                         94                                    314                     3,738                   4,146
 As at 30/06/2022                         224                                   474                     3,565                   4,263

 

 

 

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

9.     Trade and other receivables

                                      Current
                                      As at 30/06/2022       As at 31/12/2021       As at 30/06/2021
                                      £'000                  £'000                  £'000
 Trade receivables net of impairment  2,096                  2,997                  2,918
 Prepayments                          683                    433                    598
 Other receivables                    7                      339                    7
                                      2,786                  3,769                  3,523

                                      Non-Current
                                      As at 30/06/2022       As at 31/12/2021       As at 30/06/2021
                                      £'000                  £'000                  £'000
 Trade receivables net of impairment  4,079                  2,416                  690
 Other receivables                    635                    329                    225
                                      4,714                  2,745                  915

 

Trade receivables are stated net of any credit impairment provision as set out
previously in Note 3 in accordance with IFRS 9, as illustrated below:

 

                                            As at 30/06/2022      As at 31/12/2021      As at 30/06/2021

                                            £'000                 £'000                 £'000
 Gross trade receivables                    7,311                 6,940                 3,957
 Expected credit losses on contract assets  (1,055)               (1,527)               (349)
 Provisions against trade receivables       (81)                  -                     -
 Trade receivables net of impairment        6,175                 5,413                 3,608

 

Impairment includes the expected credit loss on licencing contract assets
stated in Note 4.

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

10.   Deferred tax asset

A deferred tax asset was recognised in the year ended 31 December 2020, due to
the Group becoming profitable for the first time. The Group is expected to
continue to be profitable in future years, with the value of the deferred tax
asset to be reassessed annually at year end.

                     As at 30/06/2022      As at 31/12/2021      As at 30/06/2021
                     £'000                 £'000                 £'000
 Deferred tax asset  1,292                 1,292                 204

 

11.   Trade and other payables

 As at 30/06/2022      As at 31/12/2021      As at 30/06/2021

 Trade payables                      499                   171                   264
 Accruals                            1,048                 1,811                 1,028
 Social security and other taxation  782                   507                   190
 Deferred revenue                    1,604                 883                   935
 Short term lease liabilities        435                   208                   -
 Other payables                      85                    203                   375

                   4,453                 3,783                 2,792

 

12.   Called up share capital

 

                                                                       As at 30/06/2022      As at 31/12/2021      As at 30/06/2021
                                                                       £'000                 £'000                 £'000
 Ordinary share capital
 Issued and fully paid
 27,149,559 Ordinary shares of 10p each                                2,751                 2,717                 2,717
 Issue of new shares following exercise of 323,267 EMI share options   -                     -                     32
 Issue of new shares following exercise of 20,137 EMI share options    -                     34                    -
 Ordinary share capital                                                2,751                 2,751                 2,749

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

13.   Share premium account

                                                                       As at 30/06/2022      As at 31/12/2021      As at 30/06/2021
                                                                       £'000                 £'000                 £'000
 Share premium
 At beginning of year                                                  11,771                10,892                10,892
 Issue of new shares following exercise of 323,267 EMI share options   -                     -                     846
 Issue of new shares following exercise of 20,137 EMI share options    -                     879                   -
 Issue of new shares following exercise of 2,666 EMI share options     9                     -                     -
 Share premium                                                         11,780                11,771                11,738

 

14.   Other Reserves

                                                                      £'000

 As at 31/12/2020                                                     761
 Share-based payment expense for the 6-month period ended 30/06/2021  294
 As at 31/06/2021                                                     1,055
 Share-based payment expense for the 6-month period ended 31/12/2021  63
 As at 31/12/2021                                                     1,118
 Share-based payment expense for the 6-month period ended 30/06/2022  742
 As at 30/06/2022                                                     1,860

 

The reserves relating to share-based payments reflects the estimated value of
the approved employee share option schemes, which include the EMI, CSOP, PPO
and Restricted Share options. The valuation of the options granted is
estimated using a US binomial or Black Scholes model. Also included in the
share-based payment reserve are the treasury shares purchased by the Trust
under the Share Incentive Plan.

 

 

 

 

 

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

15.   Retained earnings

                                                 £'000

 As at 31/12/2020                                1,127
 Profit for the 6-month period ended 30/06/2021  1,009
 As at 31/06/2021                                2,136
 Profit for the 6-month period ended 30/12/2021  3,302
 As at 31/12/2021                                5,438
 Profit for the 6-month period ended 30/06/2022  699
 As at 30/06/2022                                6,137

16.   Treasury shares

Treasury shares are purchased by a Trust under the Employee Share Plans. The
Trust is consolidated within the Group financial statements and the value of
the shares held at the balance sheet date is shown below.

                                     As at 30/06/2022      As at 31/12/2021      As at 30/06/2021
                                     £'000                 £'000                 £'000
 Share premium
 At beginning of period              1,527                 561                   490
 Purchase of treasury shares         1,474                 966                   71
 Treasury shares at close of period  3,001                 1,527                 561

 

17.   Foreign currency translation reserve

The translation of the European subsidiary into the functional currency of the
group results in foreign exchange differences that have been recognised in
Other Comprehensive Income ('OCI') for the group which have been accumulated
in a separate component of equity as illustrated below.

                                                                               6 months ended 30/06/2022      Year ended 31/12/2021      6 months ended 30/06/2021
                                                                               £'000                          £'000                      £'000
 At the beginning of the year/period                                           78                             4                          1
 Foreign exchange differences on translation of foreign operations recognised  (42)                           74                         3
 in OCI
 At the end of the year/period                                                 36                             78                         4

 

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

18.   IFRS 16 Leases

 The impact on the Groups assets and liabilities, and the related effects on
 profit and loss, of the Groups leasing activities

 (the Group as a lessee) are detailed below.

 Right of Use Asset

 Property
                    £'000
 Carrying amount at 1 January 2021    1,098
 Depreciation for the period          (87)
 Carrying amount at 30 June 2021      1,011
 Depreciation for the period          (67)
 Additions                            3,758
 Disposals                               (964)
 Carrying amount at 31 December 2021  3,738
 Depreciation for the period          (173)
 Carrying amount at 30 June 2022      3,565
 Of which are:
 Current                              341
 Non-current                          3,224
                    3,565

 

 Rent deposit asset

 Rent deposit asset
                            £'000
 Carrying amount at 1 January 2021                    229
 Finance income on rent deposit asset for the period  3
 Carrying amount at 30 June 2021                      232
 Finance income on rent deposit asset for the period  6
 Additions                                            374
 Carrying amount at 31 December 2021                  612
 Finance income on rent deposit asset for the period  22
 Carrying amount at 30 June 2022                      634
 Of which are:
 Current                                              284
 Non-current                                          350
                            634

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

 Lease liability

 Lease liability
                           £'000
 Carrying amount at 1 January 2021                  1,190
 Finance expense on lease liability for the period  18
 Lease payments made during the period              (116)
 Carrying amount at 30 June 2021                    1,092
 Finance expense on lease liability for the period  17
 Lease payments made during the period              (114)
 Reduction in assumed lease liability               (926)
 Additions                                          3,563
 Carrying amount at 31 December 2021                3,631
 Finance expense on lease liability for the period  57
 Lease payments made during the period              (39)
 Carrying amount at 30 June 2022                    3,649
 Of which are:
 Current                                            435
 Non-current                                        3,214

 Net finance expense on leases

                    6months ended 30/06/2022  Year ended 31/12/2021  6 months ended 30/06/2021
                                         £'000                      £'000                  £'000
 Finance expense on lease liability      57                         35                     18
 Finance income on rent deposit asset    (22)                       (9)                    (3)
 Net finance expense relating to leases  35                         26                     15

 

 The finance income and finance expense arising from the Groups leasing
 activities as a lessee have been shown net where applicable

  as is permitted by IAS 32 where criteria for offsetting have been met.

 Amounts recognised in profit and loss

                       6 months ended 30/06/2022  Year ended 31/12/2021  6 months ended 30/06/2021
                                              £'000                      £'000                  £'000
 Depreciation expense on right-of-use assets  (173)                      (149)                  (87)
 Finance expense on lease liability           (57)                       (35)                   (18)
 Finance income on rent deposit asset         22                         9                      3
 Net impact of leases on profit or loss       (208)                      (175)                  (102)

 

 

 

Net finance expense on leases

 

 

                                         6 months ended 30/06/2022  Year ended 31/12/2021  6 months ended 30/06/2021
                                         £'000                      £'000                  £'000
 Finance expense on lease liability      57                         35                     18
 Finance income on rent deposit asset    (22)                       (9)                    (3)
 Net finance expense relating to leases  35                         26                     15

 

 

The finance income and finance expense arising from the Groups leasing
activities as a lessee have been shown net where applicable

 as is permitted by IAS 32 where criteria for offsetting have been met.

Amounts recognised in profit and loss

 

 

                                              6 months ended 30/06/2022  Year ended 31/12/2021  6 months ended 30/06/2021
                                              £'000                      £'000                  £'000
 Depreciation expense on right-of-use assets  (173)                      (149)                  (87)
 Finance expense on lease liability           (57)                       (35)                   (18)
 Finance income on rent deposit asset         22                         9                      3
 Net impact of leases on profit or loss       (208)                      (175)                  (102)

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

The total cash outflow for leases amounted to £39k in the 6 months to 30(th)
June 2022.

 

19.   Cash generated from operations

                                                   6 months ended 30/06/2022      Year ended 31/12/2021      6 months ended 30/06/2021

                                                   £'000                          £'000                      £'000

 Profit after tax                                  699                            4,311                      1,008

 Adjustments for:
 Deferred tax                                      -                              (1,089)                    -
 Investment revenue                                (4)                            -                          -
 Amortisation and impairment of intangible assets  264                            506                        278
 Depreciation of property, plant and equipment     369                            519                        254
 Equity settled share-based payment expense        289                            572                        294
 Other (gains)/losses                              (26)                           325                        39

 Movement in working capital:

 Increase in trade and other receivables           (986)                          (2,750)                    (674)
 Increase in trade and other payables              461                            764                        16

 Cash generated/ (absorbed) by operations          1,066                          3,158                      1,215

 

 

 

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