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REG - Cerillion PLC - Final Results

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RNS Number : 8990T  Cerillion PLC  20 November 2023

AIM: CER
 

Cerillion plc

("Cerillion" or "Company" or "Group")

Final results for the year ended 30 September 2023

Record financial performance

Strong platform for continued growth

 

Cerillion plc, the billing, charging and customer relationship management
software solutions provider, presents its annual results for the 12 months
ended 30 September 2023.

Highlights

 Year ended 30 September               2023     2022     Change

 Revenue                               £39.2m   £32.7m   +20%
 Annualised recurring revenue(2)       £14.8m   £12.4m   +19%
 Adjusted EBITDA(4)                    £18.1m   £13.8m   +32%
 Adjusted EBITDA margin                46.2%    42.0%    +420bps
 Adjusted profit before tax(5)         £16.8m   £11.9m   +41%
 Statutory profit before tax           £16.1m   £10.9m   +48%
 Adjusted basic earnings per share(6)  46.2p    35.2p    +31%
 Statutory basic earnings per share    43.8p    31.7p    +38%
 Total dividend per share              11.3p    9.1p     +24%
 Net cash                              £24.7m   £20.2m   +22%

 

Financial:

·   A record year across key financial performance measures

·   Revenue up 20% to a record £39.2m (2022: £32.7m), driven by major new
customer implementations, significant licence revenue and strong demand from
existing customers

·   Annualised recurring revenue up 19% to £14.8m (2022: £12.4m)

·   Back-order book(3) at £45.4m at the financial year-end (30 September
2022: £45.4m); now at a record £52.5m following the recent €12.4m contract
win with a new European Tier-1 customer

·   New customer sales pipeline(7) up 16% to a record £243m at 30 September
2023 (30 September 2022: £209m)

·   Strong balance sheet with net cash up 22% to £24.7m (30 September 2022:
£20.2m)

·   Final dividend of 8.0p per share proposed (2022: 6.5p), bringing the
total dividend for the year to 11.3p per share (2022: 9.1p), an increase of
24%

Operational:

·    Major new implementation covering mobile services completed for
Telesur in H2; second phase covering its fixed-line network is now under way

·    Record orders of £30.8m to existing customers, up by 85% year-on-year

-     reflects the benefits of recent larger customer wins and includes
major new contract worth £15.1m signed in H2

·    Continued expansion of newer resource centres in Bulgaria and India,
and sales team presence added in the USA

·    AI-based functionality introduced in latest product release, issued in
November 2023

·    Pipeline of new business opportunities stands at a record high and
includes larger potential contracts

·    Cerillion well-positioned for further growth in FY24 and beyond

 

Louis Hall, CEO of Cerillion plc, commented:

"It has been another year of strong growth and development. Revenue, pre-tax
profit, and the new customer sales pipeline all reached new highs. Record
orders to existing customers - some 79% of total revenue for the year - shows
the importance of our existing customer base, and the recent closure of a
€12.4m deal with a Tier-1 telco is another demonstration of our widening
market appeal.

"We continued to invest in our product set, introducing AI for the first time,
and also expanded our resource base, particularly at our newer centres in
Ahmedabad, Indore and Sofia.

"The market backdrop remains extremely favourable. Numerous factors continue
to drive telco investment in the enterprise software layer that connects their
network infrastructure to their customers and allows them to enhance
monetisation of their network infrastructure assets.  In a slower growth
environment for telcos, the need to extract more revenue from existing assets
and improve operational efficiency are just as important drivers for improving
or replacing the enterprise software layer as investment in new 5G and fibre
infrastructure.

"Cerillion's financial position remains very strong, supported by significant
net cash, increasing levels of recurring income and strong cash generation.
Together with a record back-order book and strong new customer sales pipeline,
this leaves us confident about Cerillion's growth prospects in the new
financial year and beyond."

For further information please contact:

 Cerillion plc                             c/o KTZ Communications

 Louis Hall, CEO, Andrew Dickson, CFO      T: 020 3178 6378

 Liberum (Nomad and Broker)                T: 020 3100 2000
 Bidhi Bhoma, Ben Cryer, Matthew Hogg

 Singer Capital Markets (Joint Broker)     T: 020 7496 3000

 Rick Thompson, James Fischer

 KTZ Communications                        T: 020 3178 6378
 Katie Tzouliadis, Robert Morton

 

About Cerillion

 

Cerillion has a 24-year track record in providing mission-critical software
for billing, charging and customer relationship management ("CRM"), mainly to
the telecommunications sector but also to other markets, including utilities
and financial services. The Company has c. 80 customer installations across c.
45 countries.

 

Headquartered in London, Cerillion also has operations in India and Bulgaria.

The business was originally part of Logica plc before its management buyout,
led by CEO, Louis Hall, in 1999. The Company joined AIM in March 2016.

Notes

 

Note 1     Revenue derived from software licence, support and maintenance,
Software-as-a-Service ("SaaS") and third-party sales.

Note 2     Recurring revenue includes support and maintenance, managed
service and Skyline revenue.

Note 3     Back order book consists of £36.7m of sales contracted but not
yet recognised at the end of the reporting period plus £8.7m of annualised
support and maintenance revenue.  It is anticipated that c. 45% of the
£36.7m of sales contracted but not yet recognised as at the end of the
reporting period will be recognised within the next 12 months.

Note 4     Adjusted earnings before interest, tax, depreciation and
amortisation ("EBITDA") is calculated by taking operating profit and adding
back depreciation & amortisation and share-based payment charge.

Note 5     Adjusted profit before tax is calculated by taking reported
profit before tax and adding back amortisation of acquired intangible assets
and share-based payment charge.

Note 6     Adjusted earnings per share is calculated by taking profit after
tax and adding back amortisation of acquired intangible assets and share-based
payment charge and is divided by the weighted average number of shares in
issue during the period.

Note 7     New Customer Sales Pipeline is the total, unweighted value of all
qualified sales prospects.

CHAIRMAN AND CHIEF EXECUTIVE OFFICER'S REPORT

 

Introduction

 

Cerillion continues to perform very strongly and financial results for the
year have set new record highs on key measures. Revenue increased by 20%
year-on-year to a record £39.2m (2022: £32.7m), and adjusted profit before
tax rose by 41% to a new high of £16.8m (2022: £11.9m), which was
meaningfully ahead of the prior consensus market forecast, as reported in our
October trading update. At financial year-end, the total value of our new
customer sales pipeline had increased by 16% to a record £243m (2022:
£209m), which reflects the growing demand that we are seeing in the
marketplace.

 

This excellent performance was achieved against slower economic growth
globally.  We believe that this backdrop is likely to stimulate market
interest in our product-based SaaS solutions as telcos seek to maximise
investment returns on critical 5G and fibre infrastructure, as well as on
existing infrastructure assets and comment further on this below.

 

New orders for the financial year under review increased slightly to £31.6m
(2022: £29.4m), and the new financial year has started strongly with a major
new contract worth approximately €12.4m signed with a new Tier-1 customer.
 It is worth noting that key criteria in the selection process were the
commercial, operational and financial advantages of our 'out-of-the-box'
product model, and especially the ease with which our software enables new
products and packages to be created and launched by our customers to their
end-customers. Our highly-configurable, 'out-of-the-box' product solution
enables much lower total cost of ownership and much faster time-to-market than
the traditional best-of-breed or bespoke approaches.

 

The recent Tier-1 new customer signing continues a trend towards winning
larger customers.  As we have previously commented, this has multiple
benefits. In addition to providing further proof points of the quality of our
product offering, larger customers typically generate higher income over the
long-term since they are generally more active, with broader and deeper
requirements and larger budgets. Larger deals also typically have a higher
software licence element and therefore tend to be margin enhancing.

 

New orders from existing accounts increased by 85% year-on-year to £30.8m
(2022: £16.7m). This substantial uplift mainly reflected the presence of the
larger customers that we have signed in recent years, but it was also driven
by some large deals with a number of smaller customers.

 

In order to support the significant acceleration of the Company's growth rate,
we have continued to increase resources in our main operations in India and
Bulgaria.  We also added new sales presence in the USA, Belgium and Singapore
over the year.

 

Looking to the future, demand for billing, charging, customer relationship
management ("CRM") and digital customer experience solutions in the Company's
core telecommunications market is driven by a very broad range of factors.
 These include the need to: realise greater value from existing
infrastructure assets; improve operational efficiency; adapt rapidly to
changing market conditions; and maximise value from new infrastructure
investments in 5G and fibre rollouts. Cerillion remains well-placed to benefit
from these drivers, and to grow, both in Europe and internationally. We also
expect to gain from increasing market acceptance of SaaS-based product
solutions.

 

The pipeline of potential new business opportunities is very strong, and the
Company is well-positioned to make further strong progress in the new
financial year.

 

Financial Overview

 

Total revenue for the year to 30 September 2023 rose by 20% to £39.2m (2022:
£32.7m). As is typical, existing customers (classified as those acquired
before the beginning of the reporting period) accounted for a very high
proportion of total revenue, generating 99% of the overall result (2022: 98%).

 

Recurring revenue, which is derived from support and maintenance, and managed
service contracts, increased by 23% to £12.9m and comprised approximately 33%
of total revenue (2022: £10.5m, 32%). At 30 September 2023, recurring revenue
on an annualised basis was 19% higher year-on-year at £14.8m (30 September
2022: £12.4m), boosted by a 41% increase in annualised managed service
contract revenue (2022: 67% increase) as more customers contracted for these
services.

 

The Group's revenue streams are categorised into three segments: software
revenue (including Software-as-a-Service); services revenue; and revenue from
other activities.  Software revenue principally comprises software licences
and related support and maintenance, and managed service sales, while services
revenue is generated by software implementations and ongoing account
development work.  Revenue from other activities is mainly from the reselling
of third-party products.

 

 •    Software (including Software-as-a-Service) revenue increased by 64% to £21.1m
      (2022: £12.9m).  This included initial licence recognition for recent, large
      new customer wins.  Software revenues accounted for 54% of total revenues
      (2022: 39%).

 •    Services revenue decreased by 15% to £15.5m (2022: £18.3m). This reduction
      largely reflected a reduction in concurrent implementation work on new
      customer projects. Services revenue comprised 40% of total revenue (2022:
      56%).

 •    Third-party income increased by 62% to £2.6m (2022: £1.6m) and comprised 7%
      of total revenue (2022: 5%).

 

Gross margin was slightly ahead of the prior year at 78.6% (2022: 77.9%),
reflecting the higher proportion of licence revenue recognised.

 

Operating expenses increased by 17.2% to £15.3m (2022: £13.0m). This
included an unfavourable year-on-year foreign exchange impact of £0.6m due to
retranslation of balance sheet items at year end.  Excluding this, operating
expenses increased by 12%, reflecting strong focus on cost control.
 Personnel costs were £8.7m (2022: £7.4m) and accounted for 57% (2022: 57%)
of operating expenses.

 

Adjusted EBITDA for the year increased by 32% to £18.1m (2022: £13.8m),
driven mainly by higher revenues, and supported by favourable foreign exchange
rates. The Board considers adjusted EBITDA to be a key performance indicator
for Cerillion as it adds back key non-cash transactions, being share-based
payments, depreciation and amortisation.

 

We continued to invest in our product set, and the charge for amortisation of
intangibles was £1.4m (2022: £1.9m). Expenditure on tangible fixed assets
was £0.3m (2022: £0.6m). Operating profit increased by 43% to £15.3m (2022:
£10.7m) due to the increase in revenue, as well as operational leverage.

 

Adjusted profit before tax rose by 41% to £16.8m (2022: £11.9m) and adjusted
earnings per share increased by 31% to 46.2p (2022: 35.2p). On a statutory
basis, profit before tax increased by 48% to £16.1m (2022: £10.9m) and
earnings per share increased by 38% to 43.8p (2022: 31.7p).

 

Cash Flow and Banking

 

The Group continued to generate strong cash flows, and closed the financial
year with net cash up by 22% against the same point last year to £24.7m (30
September 2022: £20.2m). This was after £2.9m of dividend payments (2022:
£2.2m). Total debt at the year-end remained £nil (2022: £nil).

 

Dividend

 

The Board is pleased to propose a 23% increase in the final dividend to 8.0p
per share (2022: 6.5p). Together with the interim dividend of 3.3p per share
(2021: 2.6p), this brings the total dividend for the year to 11.3p per share
(2022: 9.1p), an increase of 24%.

 

The dividend, which is subject to shareholder approval at the Company's Annual
General Meeting to be held on 1 February 2024, will be payable on 8 February
2024 to those shareholders on the Company's register as at the close of
business on the record date of 29 December 2023.  The ex-dividend date is 28
December 2023.

 

Operational and Market Overview

 

High points over the year included the completion of some major
implementations. One was for Neos Networks, a leading UK business telecoms
provider, where we replaced three independent systems, and another was for
Telesur, the leading telecommunications provider in Suriname, where we
migrated the telco's mobile services to our platform. Our work for Telesur
continues with the digital transformation of its fixed-line services.  In
June 2023, we signed a major new six-year contract with an existing
telecommunications customer, worth a total of £15.1 million, which just tops
our previous largest ever customer win, signed in 2022. The £15.1 million win
followed a £10 million contract signing in the first half of the year with an
existing customer.

 

Our latest major new contract was agreed in November 2023 and is with a Tier-1
telco, based in Europe.  Worth an initial €12.4 million, we expect this
engagement to grow significantly in value over time. It also supports our view
that the trend towards signing larger deals with larger customers will
continue as our product-based approach gains wider acceptance. As previously
emphasised, contracts with larger customers normally involve higher recurring
revenues and have much greater upsell potential, therefore they contribute
significantly to the ongoing growth of the business.

 

As we grow across the globe, and global labour markets evolve, we continue to
expand our operating locations, recruiting the best talent cost-effectively
and supporting our expanding global customer base. We enlarged our teams at
our newer locations in Sofia, Bulgaria and at Ahmedabad and Indore in India
and have maintained a mix of remote and office-based working. The competition
for technology professionals remained relatively strong during most of the
financial year, but pressures eased significantly from the peaks reached in
the prior year.  Nevertheless, we remain focused on potential inflation in
people costs and continue to manage carefully the mix and location of
resource.

 

Our investment in R&D exceeded last year's levels and we have continued to
advance our technology, launching two major new releases of our product set,
as scheduled. The most recent of these releases was Cerillion 23.2, which went
live in early November 2023. A key feature of this latest release was the
introduction of AI.  This will specifically support the ease and agility with
which our customers can create and release new product sets within our
Enterprise Product Catalogue, by enabling non-technical telco staff to use
natural language to define complex product bundles. These are then constructed
automatically, significantly reducing the time and complexity of this key
task.

 

Significant telco investment in critical 5G and fibre infrastructure continues
and will continue to flow down to the ancillary systems that connect this
infrastructure to customers and revenue. Against this macro backdrop, we
anticipate that the current global economic slowdown will place more pressure
on telcos to find efficiencies in their digital real-estate.  We believe that
this is likely to encourage further market take-up of the flexible, highly
configurable, product-based SaaS solutions that Cerillion offers, rather than
the more bespoke solutions, or best-of-breed platforms, available from
traditional vendors. In addition to this, we anticipate that telcos will seek
to improve their digital real-estate in order to save costs, by improving
business efficiency and consolidating multiple customer bases onto a single
platform, as well as driving revenue from existing infrastructure assets, by
providing the market with more innovative products based on those assets.

 

Cerillion's ability to address the market through a range of flexible
solutions remains compelling. As well as our proven ability to support
end-to-end transformation projects, the Company offers the flexibility to
provide individual product modules, or subsets of modules, to implement point
solutions that address specific requirements. The Company's solutions are also
able to support a broad range of CSPs, from traditional network operators and
virtual network operators ("VNOs") to enterprise connectivity solutions
providers.

 

Outlook

 

The Company is growing strongly, and its product-based SaaS approach leaves it
well placed to continue to benefit from the broad range of positive market
drivers, as discussed above. We are also encouraged by the increasing
visibility the brand is gaining in what remains a huge marketplace. Our recent
Tier-1 new customer win reflects this and Cerillion's inclusion in two Gartner
Market Guides* (which evaluated suppliers based on product portfolio,
geographic spread and progress in the last year), published earlier in 2023,
also highlights the Company's growing reputation and the breadth and
completeness of its product portfolio.

 

Looking ahead, the recent new customer win, ongoing implementation work with
existing customers, and the major new deals signed with existing customers all
create a strong platform for further growth.  The back-order book, now at a
record £52.5m, underpins revenue visibility, and the new customer sales
pipeline, also at a new high, contains large deal opportunities. This leaves
Cerillion well-placed to deliver another strong performance in the new
financial year and beyond.

 

Cerillion's financial position remains very strong, supported by significant
net cash, increasing levels of recurring income and strong cash flows. We
therefore view the future with confidence and will continue to invest across
the business to support ongoing growth.

 

 

 A M Howarth             L T Hall
 Non-executive Chairman  Chief Executive Officer

*Gartner "Market Guide for CSP Customer Management and Experience Solutions"
By Analyst(s): Juha Korhonen, Amresh Nandan, Chris Meering, Susan Welsh de
Grimaldo. Published 10 April 2023, and Gartner "Market Guide for CSP Revenue
Management and Monetization Solutions" By Analyst(s): Amresh Nandan, Chris
Meering, Juha Korhonen. Published 9 November 2022.

Gartner Disclaimer:

Gartner does not endorse any vendor, product or service depicted in our
research publications, and does not advise technology users to select only
those vendors with the highest ratings or other designation. Gartner research
publications consist of the opinions of Gartner's research organization and
should not be construed as statements of fact. Gartner disclaims all
warranties, expressed or implied, with respect to this research, including any
warranties of merchantability or fitness for a particular purpose. GARTNER is
a registered trademark and service mark of Gartner, Inc. and/or its affiliates
in the U.S. and internationally and is used herein with permission. All rights
reserved.

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the year ended 30 September 2023

                                                                        Year to                 Year to

30 September 2023
30 September 2022
                                                               Notes    £'000                   £'000

 Revenue                                                       2        39,170                  32,726

 Cost of sales                                                          (8,364)                 (7,221)

 Gross profit                                                           30,806                  25,505

 Operating expenses                                                     (15,273)                (13,031)
 Impairment losses on financial assets                         3        (256)                   (1,770)

 Adjusted EBITDA*                                                       18,083                  13,750
 Depreciation and amortisation                                          (2,597)                 (2,986)
 Share-based payment charge                                    18       (209)                   (60)

 Operating profit                                              3        15,277                  10,704

 Finance income                                                4        956                     337
 Finance costs                                                 5        (119)                   (146)

 Profit before taxation                                                 16,114                  10,895

 Taxation                                                      6        (3,183)                 (1,551)

 Profit for the year                                                    12,931                  9,344

 Other comprehensive (expense) / income
 Items that will or may be reclassified to profit or loss:
 Exchange difference on translating foreign                             (95)                    70
 operations
 Total comprehensive income for the year

                                                                        12,836                  9,414

 Earnings per share
 Basic earnings per share - continuing and total operations    8        43.8 pence              31.7 pence
 Diluted earnings per share - continuing and total operations

                                                                        43.7 pence              31.6 pence

 

All transactions are attributable to the owners of the parent.

 

* Adjusted earnings before interest, tax, depreciation and amortisation
("EBITDA") is calculated by taking operating profit and adding back
depreciation & amortisation and share-based payment charge.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 September 2023

                                                     2023                            2022
                                Notes                £'000                           £'000
 ASSETS
 Non-current assets
 Goodwill                       9                    2,053                           2,053
 Other intangible assets        9                    2,374                           2,653
 Property, plant and equipment  10                   780                             980
 Right-of-use assets            11                   2,352                           3,057
 Trade and other receivables    13                   5,105                           2,171
 Deferred tax assets            12                   268                             260
                                                     12,932                          11,174
 Current assets
 Trade and other receivables    13                   15,115                          11,205
 Cash and cash equivalents      16                   24,738                          20,249
                                                     39,853                          31,454

 TOTAL ASSETS                                        52,785                          42,628

 LIABILITIES
 Non-current liabilities
 Trade and other payables       14                   (1,200)                         (934)
 Lease liabilities              11                   (2,178)                         (3,050)
 Deferred tax liabilities       12                   (671)                           (719)
                                                     (4,049)                         (4,703)
 Current liabilities
 Trade and other payables       14                   (10,871)                        (10,217)
 Lease liabilities              11                   (980)                           (976)
                                                     (11,851)                        (11,193)

 TOTAL LIABILITIES                                   (15,900)                        (15,896)

 NET ASSETS                                          36,885                          26,732

 EQUITY ATTRIBUTABLE TO SHAREHOLDERS
 Ordinary share capital         17                   147                             147
 Share premium account                               13,319                          13,319
 Treasury stock                 17                   -                               -
 Share option reserve                                346                             137
 Foreign exchange reserve                            (192)                           (97)
 Retained earnings                                   23,265                          13,226

 TOTAL EQUITY                                        36,885                          26,732

 

CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 30 September 2023

                                                                   2023                  2022
                                                         Notes     £'000                 £'000
 Cash flows from operating activities
 Profit for the year                                               12,931                9,344
 Adjustments for:
 Taxation                                                6         3,183                 1,551
 Finance income                                          4         (956)                 (337)
 Finance costs                                           5         119                   146
 Share option charge                                     18        209                   60
 Depreciation                                            10,11     1,171                 1,085
 Amortisation                                            9         1,426                 1,901
                                                                   18,083                13,750
 Increase in trade and other receivables                           (6,468)               (1,182)
 Increase in trade and other payables                              671                   1,324
 Cash generated from operations                                    12,286                13,892
 Finance costs                                           5         (119)                 (146)
 Finance income                                          4         580                   337
 Tax paid                                                          (2,997)               (1,745)
 NET CASH GENERATED FROM OPERATING ACTIVITIES                      9,750                 12,338

 Cash flows from investing activities
 Capitalisation of intangible assets                     9         (1,147)               (983)
 Purchase of property, plant and equipment               10        (278)                 (626)
 NET CASH USED IN INVESTING ACTIVITIES                             (1,425)               (1,609)

 Cash flows from financing activities
 Purchase of treasury stock                                        -                     (827)
 Receipts from exercise of share options                           -                     122
 Principal elements of finance leases                    11        (868)                 (807)
 Dividends paid                                          7         (2,892)               (2,243)

 NET CASH USED IN FINANCING ACTIVITIES                             (3,760)               (3,755)

 NET INCREASE IN CASH AND CASH EQUIVALENTS                         4,565                 6,974
 Translation differences                                           (76)                  101
 Cash and cash equivalents at beginning of year                    20,249                13,174

 CASH AND CASH EQUIVALENTS AT END OF YEAR

                                                                   24,738                20,249

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the year ended 30 September 2023

                                                         Ordinary share capital       Share premium account       Treasury stock       Share option reserve       Foreign exchange reserve       Retained earnings       Total
                                                         £'000                        £'000                       £'000                £'000                      £'000                          £'000                   £'000

 Balance at 1 October 2021                               147                          13,319                      -                    128                        (167)                          6,778                   20,205

 Profit for the year                                     -                            -                           -                    -                          -                              9,344                   9,344
 Other comprehensive income:
 Exchange differences on translating foreign operations  -                            -                           -                    -                          70                             -                       70
 Total comprehensive income                              -                            -                           -                    -                          70                             9,344                   9,414
 Transactions with owners:
 Share option charge                                     -                            -                           -                    60                         -                              -                       60
 Purchase of treasury stock                              -                            -                           (827)                -                          -                              -                       (827)
 Exercise of share options                               -                            -                           827                  (51)                       -                              (653)                   123
 Dividends                                               -                            -                           -                    -                          -                              (2,243)                 (2,243)
 Total transactions with owners                          -                            -                           -                    9                          -                              (2,896)                 (2,887)
 Balance as at 30 September 2022                         147                          13,319                                                                                                     13,226                  26,732

                                                                                                                  -                    137                        (97)

                                                         Ordinary share capital       Share premium account       Treasury stock       Share option reserve       Foreign exchange reserve       Retained earnings       Total
                                                         £'000                        £'000                       £'000                £'000                      £'000                          £'000                   £'000

 Balance at 1 October 2022                               147                          13,319                      -                    137                        (97)                           13,226                  26,732

 Profit for the year                                     -                            -                           -                    -                          -                              12,931                  12,931
 Other comprehensive income:
 Exchange differences on translating foreign operations  -                            -                           -                    -                          (95)                           -                       (95)
 Total comprehensive income                              -                            -                           -                    -                          (95)                           12,931                  12,836
 Transactions with owners:
 Share option charge                                     -                            -                           -                    209                        -                              -                       209
 Dividends                                               -                            -                           -                    -                          -                              (2,892)                 (2,892)
 Total transactions with owners                          -                            -                           -                    209                        -                              (2,892)                 (2,683)
 Balance as at 30 September 2023                         147                          13,319                                                                                                     23,265                  36,885

                                                                                                                  -                    346                        (192)

 

 

NOTES TO THE ACCOUNTS

 

1        Critical accounting estimates and judgements and other sources of
estimation uncertainty

1 (a) Critical accounting estimates and judgements

The preparation of Financial Statements under IFRS requires the use of certain
critical accounting assumptions, and requires management to exercise its
judgement and to make estimates in the process of applying Cerillion's
accounting policies.

 

Judgements

(i) Capitalisation of development costs

Development costs are capitalised only after the technical and commercial
feasibility of the asset for sale or use have been established. This is
determined by our intention to complete and/or use the intangible asset. The
future economic benefits of the asset are reviewed using detailed cash flow
projections. The key judgement is whether there will be a market for the
products once they are available for sale.

 

(ii) Revenue recognition

The Group assesses the products and services promised in its contracts with
customers and identifies a performance obligation for each promise to transfer
to the customer a product or service (or bundle of products and services) that
is distinct. This assessment is performed on a contract by contract basis and
involves significant judgement. The determination of whether performance
obligations are distinct or not affects the timing and quantum of revenue and
profit recognised in each period.

 

Estimates

(i) Revenue recognition

For contracts where goods or services are transferred over time, revenue is
recognised in line with the percentage completed in terms of effort to date as
a percentage of total forecast effort. Total forecast effort is prepared by
project managers on a monthly basis and reviewed by the project office and
senior management team on a monthly basis. The forecast requires management to
be able to accurately estimate the effort required to complete the project and
affects the timing and quantum of revenue and profit recognised on these
contracts in each period.

 

(ii) Depreciation and amortisation

Depreciation and amortisation rates are based on estimates of the useful
economic lives and residual values of the assets involved. The assessment of
these useful economic lives is made by projecting the economic lifecycle of
the asset. The key judgement is estimating the useful economic life of the
development costs capitalised, a review is conducted annually by project.
Depreciation and amortisation rates are changed where economic lives are
re-assessed and technically obsolete items written off where necessary.

 

Management has considered the above areas of estimation and concluded that
there are no deemed material changes arising from changes in underlying
assumptions.

 

1 (b) Other sources of estimation uncertainty

(i) Recoverability of trade debtors and accrued income

Management use their judgement when determining whether trade debtors and
accrued income are considered recoverable or where a provision for impairment
is considered necessary. The assessment of recoverability will include
consideration of whether the balance is with a long-standing client, whether
the customer is experiencing financial difficulties, the fact that balances
are recognised under contract and that the products sold are mission-critical
to the customer's business. Refer to notes 13 and 16.

 

 

(ii) Calculation of future minimum lease payments

The calculation of lease liabilities requires the Group to determine an
incremental borrowing rate ("IBR") to discount future minimum lease payments.
The IBR is the rate of interest that the Group would have to pay to borrow
over a similar term, and with a similar security, the funds necessary to
obtain an asset of a similar value to the right-of-use asset in a similar
economic environment. The IBR therefore reflects what the Group 'would have to
pay', which requires estimation when no observable rates are available or when
they need to be adjusted to reflect the terms and conditions of the lease.

 

2        Segment information

The Group continues to be organised into four main business segments for
revenue purposes.

 

Under IFRS 8 there is a requirement to show the profit or loss for each
reportable segment and the total assets and total liabilities for each
reportable segment if such amounts are regularly provided to the chief
operating decision-maker. There are no other material items that are
separately presented to the chief operating decision-maker.

 

In respect of the profit or loss for each reportable segment the expenses are
not reported by segment and cannot be allocated on a reasonable basis and, as
a result, the analysis is limited to the Group revenue.

 

Assets and liabilities are used or incurred across all segments and therefore
are not split between segments.

 

                        2023           2022
                        £'000          £'000
 Revenue
 Services               15,540         18,272
 Software               16,653         9,854
 Software-as-a-Service  4,401          3,006
 Third-party            2,576          1,594
 Total revenue          39,170         32,726

The following table provides a reconciliation of the revenue by segment to the
revenue recognition accounting policy. Revenue recognised on performance
obligations partially satisfied in previous periods was £29,993,000 (2022:
£19,929,000).

 

                                                                             Accounting policies
              Year ended 30 September 2023                                   (i)      (ii)    (iii)   (iv)         Total
                                                     £'000                   £'000    £'000   £'000   £'000        £'000

 Services                                             15,540
               implementation fees                                           7,683    -       -       -            7,683
               ongoing account development work                              -        -       7,857   -            7,857
 Software                                            16,653
              initial licence fees                                            6,055   -       -       -            6,055
              sale of additional licences                                    -        2,091   -       -            2,091
              ongoing maintenance and support fees*                          8,507    -       -       -            8,507
 Software-as-a-Service                               4,401                   4,401    -       -       -            4,401

 Third-Party                                          2,576                  -        -       -        2,576        2,576

 Total                                               39,170                  26,646   2,091   7,857    2,576       39,170

* Includes maintenance and support performed by third parties.

                                                                                Accounting policies
 Year ended 30 September 2022                                                        (i)            (ii)    (iii)       (iv)             Total
                                                           £'000                     £'000          £'000   £'000       £'000            £'000

 Services                                                  18,272
                  implementation fees                                                6,598          -       -           -                6,598
                  ongoing account development work                                   -              -       11,674      -                11,674
 Software                                                  9,854
                 initial licence fees                                                 765           -       -           -                 765
                 sale of additional licences                                         -              1,612   -           -                1,612
                 ongoing maintenance and support fees*                               7,477          -       -           -                7,477
 Software-as-a-Service                                     3,006                     3,006          -       -           -                3,006

 Third-Party                                                1,594                    -              -       -            1,594            1,594

 Total                                                     32,726                    17,846         1,612   11,674       1,594           32,726

* Includes maintenance and support performed by third parties.

 

(a) Geographical information

As noted above, the internal reporting of the Group's performance does not
require that the statement of financial position information is gathered on
the basis of the business streams. However, the Group operates within discrete
geographical markets such that capital expenditure, total assets and net
assets of the Group are split between these locations as follows:

 

                                           UK & Europe           MEA       Americas    Asia Pacific
                                           £'000                 £'000     £'000       £'000
 Year ended/As at 30 September 2023
 Revenue - by customer location            19,452                10,722    7,887       1,109
 Capital expenditure                       1,402                 -         -           23
 Non-current assets                        12,438                -         -           494
 Total assets                              51,633                -         -           1,152
 Trade receivables - by customer location  2,247                 396       21          193
 Accrued income - by customer location     5,875                 6,896     2,770       2
 Net assets                                36,938                -         -           (53)

 

                                           UK & Europe           MEA       Americas    Asia Pacific
                                           £'000                 £'000     £'000       £'000
 Year ended/As at 30 September 2022
 Revenue - by customer location            20,389                3,166     7,938       1,233
 Capital expenditure                       1,548                 -         -           60
 Non-current assets                        10,496                -         -           678
 Total assets                              41,100                -         -           1,528
 Trade receivables - by customer location  1,129                 1,007     164         203
 Accrued income - by customer location     7,607                 1,405     813         28
 Net assets                                26,519                -         -           213

 

All revenue is contracted within the UK subsidiary Cerillion Technologies
Limited and therefore all revenue is domiciled in the Europe segment.

 

Cerillion receives greater than 10% of revenue from individual customers in
the following geographical regions:

 

               Operating    2023        2022
               segment      £'000       £'000
 Customer
 No. 1         MEA          7,719       506
 No. 2         Americas     5,693       3,418
 No. 3         Europe       5,259       4,818
 No. 4         UK           2,382       3,400

 

3        Operating profit

                                                                                 2023           2022
                                                                                 £'000          £'000
 Operating profit is stated after (crediting)/charging:
 Employee benefits expenses                                                      15,933         13,943
 Depreciation                                                                    1,171          1,085
 Amortisation of intangibles                                                     1,426          1,901
 Research and development costs                                                  572            385
 Impairment losses on financial assets                                           256            1,770
 Foreign exchange losses/(gains)                                                 251            (367)
 Operating leases                                                                280            157
 Fees payable to Cerillion's principal auditors:
 - Audit of Cerillion plc's annual financial statements                          20             14
 - Audit of subsidiaries                                                         110            80
 - Non-audit services - tax services                                             6              81
 - Non-audit services - other services                                           30             4
 Fees payable to associates of principal auditors:
 - Audit of subsidiaries                                                         9              9
 Other costs                                                                     3,829          2,960
 Total cost of sales, operating expenses and impairment losses on financial      23,893         22,022
 assets

 

The impairment losses on financial assets relates to the provisions made
against the risk of non-recovery of receivables. The write-off during the
prior year was predominantly due to an assessment over certain implementation
work that may not be fully recoverable.

 

4        Finance income

                                                                       2023      2022
                                                                       £'000     £'000
 Finance income:
 Bank interest                                                         580       75
 Unwinding discount of contracts with significant financing component  376       262
                                                                       956       337

5        Finance costs

                                                     2023      2022
                                                     £'000     £'000
 Finance costs:
 Interest and finance charges for lease liabilities  (111)     (134)
 Other interest payable                              (8)       (12)
                                                     (119)     (146)

6        Taxation

(a) Analysis of tax charge for the year

The tax charge for the Group is based on the profit for the year and
represents:

                                                     2023    2022
                                                     £'000   £'000
 Current tax expense - UK                            3,074   1,525
 Current tax - adjustment in respect of prior year   (9)     1
 Current tax expense - overseas                      198     197
 Current tax expense - total                         3,263   1,723
 Deferred tax credit                                 (85)    (154)
 Deferred tax - adjustment in respect of prior year  5       (18)
 Deferred tax credit - total                         (80)    (172)
 Total tax charge                                    3,183   1,551

 (b) Factors affecting total tax for the year
 The tax assessed for the year is lower (2022: lower) than the standard rate of
 corporation tax in the United Kingdom 22.0% (2022: 19.0%). The differences are
 explained as follows:

 

 Profit on ordinary activities before tax                                      16,114  10,895

 Profit on ordinary activities multiplied by standard rate of corporation tax  3,542   2,070
 in the United Kingdom of 22.0% (2022: 19.0%)

 Effect of:
 Expenses not deductible for tax purposes                                      287     258
 Difference in tax rates                                                       5       15
 Other temporary differences                                                   51      (52)
 Foreign tax - other                                                           13      (8)
 Prior year tax adjustment                                                     (9)     1
 Prior year tax adjustment - deferred tax                                      5       (18)
 Other permanent differences - relating to share options                       -       (135)
 Enhanced relief for research and development                                  (711)   (580)
 Total tax charge                                                              3,183   1,551

 

There are currently no recognised or unrecognised deferred tax assets or
liabilities within the Parent Company financial statements. In the Spring
Budget 2021, the Government announced that from 1 April 2023 the main rate of
UK corporation tax rate will increase from 19% to 25%. This new rate was
substantively enacted on 24 May 2021 and therefore its impact was reflected in
the measurement of deferred taxes in the prior year financial statements. In
the current year ended 30 September 2023, the impact of the increase to 25%
from 1 April 2023 resulted in the standard tax rate of 22.0%.

 

7        Dividends

(a)   Dividends paid during the reporting period

The Board paid the final dividend in respect of 2022 of 6.5p per share, on 7
February 2023, and declared and paid an interim 2023 dividend of 3.3p (2022:
2.6p) per share on 23 June 2023. Total dividends paid during the reporting
period were £2,892,000 (2022: £2,243,000).

 

(b)   Dividends not recognised at the end of the reporting period

Since the year end the Directors have proposed the payment of a dividend in
respect of the full financial year of 8.0p per fully paid Ordinary Share
(2022: 6.5p). The aggregate amount of the proposed dividend expected to be
paid out of retained earnings at 30 September 2023, but not recognised as a
liability at the year end is £2,361,000 (2022: £1,918,000). Since the year
end the Directors of Cerillion Technologies Limited have approved a £5.0
million dividend to Cerillion plc.

 

8        Earnings per share

Basic earnings per share is calculated by dividing the profit attributable to
equity holders of the Company by the weighted average number of Ordinary
Shares in issue during the year.

                                                                    2023            2022

 Profit attributable to equity holders of the Company (£'000)       12,931          9,344

 Weighted average number of Ordinary Shares in issue (number)       29,513,486      29,513,486
 Less weighted average number of shares held in Treasury            (12)            (10,627)
 Weighted average number of Ordinary Shares in issue (number)       29,513,474      29,502,859
 Effect of share options in issue                                   107,894         56,858
 Weighted average shares for diluted earnings per share             29,621,368      29,559,717

 Basic earnings per share (pence per share)                         43.8            31.7
 Diluted earnings per share (pence per share)                       43.7            31.6

 

9        Intangible assets

 Group                                     Goodwill      Purchased customer contracts      Intellectual property rights      Software development costs      External                Total

software licences
                                           £'000         £'000                             £'000                             £'000                           £'000                   £'000
 Cost
 At 1 October 2021                          2,053        4,383                             2,567                             5,254                           252                     14,509
 Additions                                 -             -                                 -                                 965                             18                      983
 At 30 September 2022                       2,053        4,383                             2,567                             6,219                           270                     15,492

 Additions                                 -             -                                 -                                 1,146                           1                       1,147
 At 30 September 2023                       2,053        4,383                             2,567                             7,365                           271                     16,639

 Amortisation
 At 1 October 2021                         -             3,444                              2,017                            3,203                           221                     8,885
 Provided in the year                      -             626                               367                               885                             23                      1,901
 At 30 September 2022                       -            4,070                              2,384                            4,088                           244                     10,786

 Provided in the year                      -             313                               183                               915                             15                      1,426
 At 30 September 2023                       -            4,383                             2,567                             5,003                           259                     12,212

 Net book amount at 30 September 2023      2,053         -                                 -                                 2,362                           12                      4,427

 Net book amount at                        2,053         313                               183                               2,131                           26                      4,706

30 September 2022

Amortisation has been included in operating expenses in the consolidated
statement of comprehensive income.

 

The carrying value of goodwill included within the Cerillion plc consolidated
statement of financial position is £2,053,000 (2022: £2,053,000), which is
allocated to the cash-generating unit ("CGU") of Cerillion Technologies
Limited Group. The CGU's recoverable amount has been determined based on its
fair value less costs to sell. As Cerillion plc was established to purchase
the CTL Group the fair value less costs to sell has been calculated based on
the market capitalisation of Cerillion plc less the estimated costs to sell
the CTL Group.

 

Using an average market share price of Cerillion plc for the year ended 30
September 2023, less an estimate of costs to sell, there is significant
headroom above the carrying value of the cash-generating unit and therefore no
impairment exists. The calculations show that a reasonably possible change, as
assessed by the Directors, would not cause the carrying amount of the CGU to
exceed its recoverable amount.

 

10      Property plant and equipment

 Group                                          Leasehold  improvements           Computer  equipment       Fixtures  and fittings       Total
                                                £'000                             £'000                     £'000                        £'000
 Cost
 At 1 October 2021                               731                               1,605                     294                          2,630
 Additions                                      -                                 623                       3                            626
 Disposals                                      -                                 (59)                      -                            (59)
 Exchange difference                            28                                24                        10                           62
 At 30 September 2022                            759                               2,193                     307                          3,259

 Additions                                      -                                 244                       34                           278
 Exchange difference                            (31)                              (31)                      (12)                         (74)
 At 30 September 2023                            728                               2,406                     329                          3,463

 Accumulated Depreciation
 At 1 October 2021                              376                               1,208                      287                          1,871
 Provided in the year                           72                                335                       5                            412
 Disposals                                      -                                 (59)                      -                            (59)
 Exchange difference                            23                                22                        10                           55
 At 30 September 2022                           471                               1,506                      302                          2,279

 Provided in the year                           71                                385                       10                           466
 Exchange difference                            (26)                              (24)                      (12)                         (62)
 At 30 September 2023                           516                               1,867                      300                          2,683

 Net book amount at 30 September 2023           212                               539                        29                           780

 Net book amount at                             288                               687                        5                            980

 30 September 2022

 

All depreciation charges are included within operating expenses and no
impairment has been charged.

 

There were no property, plant and equipment assets owned by the Parent
Company.

 11       Leases

Group

This note provides information for leases where the Group is a lessee. The
Group leases offices in London and India, along with some IT equipment.

 

(i) Amounts recognised in the consolidated and company statements of financial
position

The consolidated and company statements of financial position show the
following amounts relating to leases:

                           Group                                         Company
                           30 September 2023      30 September 2022      30 September 2023       30 September 2022

 Right-of-use assets       £'000                  £'000                  £'000                   £'000
 Properties                2,343                  3,044                  2,150                   2,656
 IT Equipment              9                      13                     -                       -
                           2,352                  3,057                  2,150                   2,656

 

                         Group                                         Company
                         30 September 2023      30 September 2022      30 September 2023       30 September

 Lease liabilities       £'000                  £'000                  £'000                   2022

                                                                                               £'000
 Current                 980                    976                    731                     731
 Non-current             2,178                  3,050                  2,171                   2,803
                         3,158                  4,026                  2,902                   3,534

 

Additions to the right-of-use assets during the 2023 financial year were £nil
(2022: £131,000). There were lease disposals during the year with net book
value totalling £nil (2022: £106,000).

 

(ii) Amounts recognised in the consolidated statement of comprehensive income

The consolidated statement of comprehensive income shows the following amounts
relating to leases:

 

                                                  30 September 2023  30 September 2022

 Depreciation charge of right-of-use assets       £'000              £'000
 Properties                                       701                672
 IT Equipment                                     4                  1
                                                  705                673

 

 Interest expense (included in finance cost)                                     111  134
 Expense relating to short-term leases (included in operating expenses)          261  157
 Expenses relating to low value assets that are not shown above as short-term    19   -
 leases (included in operating expenses)

 

The total cash outflow for leases in 2023 was £979,000 (2022: £941,000).

 

The property within the Company had a depreciation charge for the year of
£506,000 (2022: £506,000).

 

12      Deferred tax

Deferred tax asset

 

 

 Group                                                    Accelerated capital allowances  Other temporary differences  Total
                                                          £'000                           £'000                        £'000

 1 October 2021                                           21                              188                          209
 Foreign exchange movement on opening deferred tax asset  3                               19                           22
 Credited to statement of comprehensive income            2                               27                           29
 30 September 2022                                        26                              234                          260

 

 Group                                                    Accelerated capital allowances  Other temporary differences  Total
                                                          £'000                           £'000                        £'000

 1 October 2022                                           26                              234                          260
 Foreign exchange movement on opening deferred tax asset  (4)                             (20)                         (24)
 Credited to statement of comprehensive income            4                               28                           32
 30 September 2023                                        26                              242                          268

 

Deferred tax liabilities

 

Group

Part of the deferred tax liability arose in respect of the fair value uplift
of intangible assets, with £1,320,000 arising on the acquisition of Cerillion
Technologies Limited in March 2016 and £71,000 relating to the acquisition of
"Net Solutions Services" by Cerillion Technologies Limited in 2015, which has
been written down to £nil as at 30 September 2023 (2022: £95,000). The
deferred tax liabilities also include £671,000 (2022: £624,000), which is
driven by expected future amortisation on R&D intangibles in Cerillion
Technologies Limited where full relief has been taken in the year the assets
were capitalised. This amortisation will be treated as non-deductible for
corporation tax purposes and therefore a deferred tax liability arises.

 

                                                                            2023        2022
                                                                            £'000       £'000

 At 1 October                                                               719         862
 Debited to statement of comprehensive income in respect of net ACAs &      47          46
 other temporary differences
 Credited to statement of comprehensive income in respect of acquisitions   (95)        (189)
 As at 30 September                                                         671         719

 

There are no deferred tax assets or deferred tax liabilities recognised within
the Parent Company as at 30 September 2023 (2022: £nil).

 

13      Trade and other receivables and other contract balances

Contract balances

The following table provides information about receivables, contract assets
and contract liabilities from contracts with customers.

                       Group
                       2023    2022
                       £'000   £'000

 Trade receivables     2,857   2,503
 Contract assets       15,543  9,853
 Contract liabilities  5,039   4,613

 

Contract assets, which are included in 'Accrued income' within trade and other
receivables and are composed of the current and non-current balances. Contract
liabilities, which are included in 'Deferred income' within trade and other
payables.

 

Payment terms and conditions in customer contracts may vary. In some cases,
customers pay in advance of the delivery of solutions or services; in other
cases, payment is due as services are performed or in arrears following the
delivery of the solutions or services. Differences in timing between revenue
recognition and invoicing result in trade receivables, contract assets or
contract liabilities in the statement of financial position.

 

Contract assets refer to accrued income and arise when revenue is recognised,
but invoicing is contingent on performance of other performance obligations or
on completion of contractual milestones. Contract assets are transferred to
receivables when the rights become unconditional, typically upon invoicing of
the related performance obligations in the contract or upon achieving the
requisite project milestone.

 

Contract liabilities refer to deferred income and result from customer
payments in advance of the satisfaction of the associated performance
obligations and relate primarily to prepaid support or other recurring
services. Deferred income is released as revenue is recognised.

 

Significant changes in the contract assets and contract liabilities balances
during the period are driven by the timing of income recognition and when
associated invoices are raised. Specifically, revenue recognised in the year
in relation to deferred income brought forward from prior years of £4,195,000
(2022: £4,105,000).

 

When certain costs to acquire a contract meet defined criteria, those costs
are deferred as contract assets. The total amount of deferred contract assets
(commission fees recognised in prepaid assets) are £132,000 (2022:
£226,000). The total amount of accrued costs to acquire a contract are
£352,000 (2022: £305,000).

 

The total amount of revenue allocated to unsatisfied performance obligations
is £36,732,000 (2022: £37,420,000). It is estimated that 45% will be
recognised over the next 12 months, the remainder over the following years
thereafter.

 

There are no contract balances within the Parent Company (2022: £nil).

 

 Current receivables                 Group           Company
                                     2023    2022    2023    2022
                                     £'000   £'000   £'000   £'000

 Trade receivables                   2,857   2,503   -       -
 Accrued income                      10,507  7,759   -       -
 Amounts owed by Group undertakings  -       -       2,320   2,058
 Other receivables                   536     311     -       -
 Prepayments                         1,215   632     10      8
                                     15,115  11,205  2,330   2,066

 Non-current receivables             Group           Company
                                     2023    2022    2023    2022
                                     £'000   £'000   £'000   £'000

 Accrued income                      5,036   2,094   -       -
 Other receivables                   69      77      -       -
                                     5,105   2,171   -       -

 

The amounts owed by Group undertakings are unsecured, interest free and
repayable on demand.

 

Credit quality of receivables

A detailed review of the credit quality of each client is completed before an
engagement commences. The credit risk relating to trade receivables is
analysed as follows:

                         2023           2022
                         £'000          £'000
 Group
 Trade receivables       3,219          2,744
 Specific provision      (304)          (193)
 ECL reserve             (377)          (232)
                         2,538          2,319

The ECL Provision above includes an amount relating to accrued income of
£319,000 (2022: £184,000).

 

The Parent Company had no trade receivables in either period. The other
classes of assets within trade and other receivables do not contain impaired
assets. The net carrying value is judged to be a reasonable approximation of
fair value.

 

Movements in the provision for the impairment of trade receivables and accrued
income were as follows:

                                       Specific Provision  ECL provision
                                       £'000               £'000

 Balance at the beginning of the year  193                 232
 Charged for the year                  111                 377
 Utilised for the year                 -                   (232)
 Balance at the end of the year        304                 377

 

The following is an ageing analysis of those trade receivables that were not
past due and those that were past due but not impaired. These relate to a
number of independent customers for whom there is no recent history of
default.

                         2023           2022
                         £'000          £'000
 Group
 Not past due            1,432          1,714
 Up to 3 months          1,318          735
 3 to 6 months           57             6
 Older than 6 months     50             48
                         2,857          2,503

Of the trade debt older than 6 months as at 30 September 2023, being £50,000
(2022: £48,000), cash of £nil (2022: £8,000) has been received since the
year end.

 

The following is an ageing analysis of those trade receivables that were
individually considered to be impaired:

 

                      2023      2022
                      £'000     £'000
 Group
 Not past due         28        33
 Up to 3 months       28        14
 3 to 6 months        1         150
 Older than 6 months  305       45
                      362       242

14      Trade and other payables

 Current trade and other payables         Group             Company
                                     2023     2022     2023      2022
                                     £'000    £'000    £'000     £'000

 Trade payables                      858      1,154    77        97
 Taxation                            1,052    776      -         1
 Other taxation and social security  453      495      59        64
 Pension contributions               51       46       -         -
 Other payables                      342      382      -         -
 Provisions                          141      118      -         -
 Accruals                            3,389    3,001    71        74
 Deferred income                     4,585    4,245    -         -
                                     10,871   10,217   207       236

 

Movements in the provisions were as follows:

                                       Dilapidations Provision
                                       £'000

 Balance at the beginning of the year  118
 Charged/(released) for the year       23
 Balance at the end of the year        141

 

The dilapidations provision relates to the full expected cost of dilapidations
across the Group's properties.

 

 Non-current trade and other payables  Group                       Company
                                       2023            2022        2023        2022
                                       £'000           £'000       £'000       £'000

 Other payables                                  746         567         -          -
 Deferred income                                 454         367         -          -
                                                 1,200       934         -          -

The Directors consider that the carrying amount of trade and other payables
and provisions approximates to their fair values. The non-current other
payable above relates to provisions for gratuity and long-term bonuses within
the Indian subsidiary.

 

Gratuity - The Indian subsidiary, Cerillion Technologies India Private
Limited, provides for gratuity, a defined benefit plan (the "Gratuity Plan")
covering eligible employees in accordance with the Payment of Gratuity Act,
1972. The unfunded plan provides a lump sum payment to vested employees at
retirement, death, incapacitation or termination of employment, of an amount
based on the respective employee's salary and the tenure of employment. There
is a vesting condition of five years of service for benefit payment.

 

Long-term bonus - The employees (Band II, III and IV only) are eligible for a
loyalty bonus at 20% of annual total fixed pay as at the end of the third
year, 10% of annual total fixed pay as at the end of four and half years and
10% of annual total fixed pay as at the end of the sixth year provided they
are employed with the Indian subsidiary, Cerillion Technologies India Private
Limited, for at least three years/four and half years/six years, as the case
maybe, after completion of probationary period. The Group's liability is
actuarially determined at the end of each year. Actuarial losses/gains are
recognised in the Statement of Comprehensive Income in the year in which they
arise. There is an additional scheme in place which pays at up to 25% of
annual total fixed pay at the end of eleven years of service.

 

The actuarial assumptions relating to the above provisions are outlined below:

                             Gratuity                  Long-term bonus
                        2023       2022       2023             2022
 Discount rate          7.40%      7.50%      7.40%            7.50%
 Salary increment rate  13.00%     15.00%     13.00%           15.00%
 Withdrawal rate        10.00%     15.00%     10.00%           15.00%

The mortality rates assumed in the calculation for the Gratuity and Long-term
bonus are based on the Indian Assured Lives Mortality (2012-14) ultimate
("IALM ult).

 

Management have considered sensitivities to changes in the key assumptions
above and concluded that there are unlikely to be any material impacts arising
from reasonable changes in these assumptions.

 

15      Borrowings and financial liabilities

                                Group             Company
                           2023     2022     2023      2022
                           £'000    £'000    £'000     £'000

 Current liabilities:
 Lease liabilities         980      976      731       731

 Non-current liabilities:
 Lease liabilities         2,178    3,050    2,171     2,803
                           3,158    4,026    2,902     3,534

 

There are currently no other borrowings within the Group.

 

 Group                         Non-current Lease liabilities         Current Lease liabilities

                                                                                                             Total
                               £'000                                 £'000                                   £'000

 1 October 2022                3,050                                 976                                     4,026
 Cash-flows:
 Repayment                     -                                     (979)                                   (979)
 Accrued interest              -                                     111                                     111
 Non-cash:
 Reclassification              (872)                                 872                                     -
 30 September 2023             2,178                                 980                                     3,158

 1 October 2021                3,866                                 948                                     4,814
 Cash-flows:
 Repayment                     -                                     (941)                                   (941)
 Accrued interest              -                                     134                                     134
 Non-cash:
 Additions                     -                                     125                                     125
 Foreign exchange revaluation  -                                     (106)                                   (106)
 Reclassification              (816)                                 816                                     -
 30 September 2022             3,050                                 976                                     4,026
 Company                       Non-current Lease liabilities         Current Lease liabilities

                                                                                                             Total
                               £'000                                 £'000                                   £'000

 1 October 2022                2,803                                 731                                     3,534
 Cash-flows:
 Repayment                     -                                     (731)                                   (731)
 Accrued interest              -                                     99                                      99
 Non-cash:
 Reclassification              (632)                                 632                                     -
 30 September 2023             2,171                                 731                                     2,902

 1 October 2021                3,416                                 731                                     4,147
 Cash-flows:
 Repayment                     -                                     (731)                                   (731)
 Accrued interest              -                                     118                                     118
 Non-cash:
 Reclassification              (613)                                 613                                     -
 30 September 2022             2,803                                 731                                     3,534

16      Financial instruments and risk management

     Group - Financial instruments by category                        2023              2022

                                                                      £'000             £'000
     Financial assets - measured at amortised cost
                       Non-current
                       Accrued income                                       5,036             2,094
                       Other receivables                                    69                77
                                                                            5,105             2,171
                       Current
                       Trade and other receivables                          3,393             2,814
                       Accrued income                                       10,507            7,759
                       Cash and cash equivalents                            24,738            20,249
                                                                            38,638            30,822

Prepayments are excluded, as this analysis is required only for financial
instruments.

 

 Financial liabilities - held at amortised cost    2023              2022

                                                   £'000             £'000
 Non-current
 Trade and other payables                          746          567
 Lease liabilities                                 2,178        3,050
                                                   2,924        3,617
 Current
 Lease liabilities                                 980          976
 Trade and other payables                          1,200        1,536
 Pension costs                                     51           46
 Accruals & provisions                             3,530        3,119
                                                   5,761        5,677

Statutory liabilities and deferred income are excluded from the trade payables
balance, as this analysis is required only for financial instruments.

 

Company

      Financial instruments by category                                          2023                        2022

                                                                                 £'000                       £'000
      Financial assets - measured at amortised cost
                    Current
                    Amounts owed by Group undertakings & other receivables                        2,320            2,058
                    Cash and cash equivalents                                                     186              289
                                                                                                  2,506            2,347

 

 Financial liabilities - held at amortised cost    2023     2022

                                                   £'000            £'000
 Non-current
 Lease liabilities                                 2,171             2,803
                                                   2,171             2,803
 Current
 Lease liabilities                                 731               731
 Trade and other payables                          77                97
 Accruals                                          71                74
                                                   879               902

 

There is no material difference between the book value and the fair value of
the financial assets and financial liabilities disclosed above for either the
Group or Parent Company.

 

There were no derivative financial instruments in existence as at 30 September
2023 (2022: £nil).

 

The Group's multinational operations expose it to financial risks that include
market risk, credit risk, foreign currency risk and liquidity risk. The
Directors review and agree policies for managing each of these risks and they
are summarised below. These policies have remained unchanged from previous
years.

 

Credit quality of financial assets

 

The credit quality of financial assets can be assessed by reference to
external credit ratings (S&P) (if available) or to historical information
about counterparty default rates:

 

                       2023              2022
                       £'000             £'000
 Trade receivables
 Group 1               86                26
 Group 2               2,766             2,466
 Group 3               5                 11
                       2,857             2,503

 

Group 1 - new customers (less than 6 months).

Group 2 - existing customers (more than 6 months) with no defaults in the
past.

Group 3 - existing customers (more than 6 months) with some defaults in the
past.

 

At the year end there are 7 customers (2022: 4 customers) with trade
receivable balances each representing in excess of 5% of the total trade
receivables of £2,857,000 (2022: £2,503,000). Of these customers, none are
categorised within Group 1 (2022: none), 7 are within Group 2 representing 90%
of total trade receivables (2022: 4 customers), with none in Group 3 (2022:
none).

 

There are no trade receivables within the Parent Company.

 

                                           2023           2022
                                           £'000          £'000
 Cash at bank and short-term deposits
 A1                                        24,735         20,246
 Not rated                                 3              3
                                           24,738         20,249

A1 rating means that the risk of default for the investors and the policy
holder is deemed to be very low.

Not rated balances relate to petty cash amounts. All cash within the Parent
Company is within the A1 category.

 

Market risk - foreign exchange risk

 

Exposure to currency exchange rates arise from the Group's overseas sales and
purchases, which are primarily denominated in US Dollars (USD), Danish Krone
(DKK) and Euros (EUR). There is no foreign exchange exposure within the Parent
Company.

 

To mitigate the Group's exposure to foreign currency risk, non-GBP cash flows
are monitored and forward exchange contracts are entered into in accordance
with the Group's risk management policies. Generally, the Group's risk
management procedures distinguish short-term foreign currency cash flows (due
within 6 months) from longer-term cash flows (due after 6 months). Where the
amounts to be paid and received in a specific currency are expected to largely
offset one another, no further hedging activity is undertaken. Forward
exchange contracts are mainly entered into for significant long-term foreign
currency exposures that are not expected to be offset by other same-currency
transactions.

 

As at 30 September 2023 the Group had no forward foreign exchange contracts in
place (2022: none) to mitigate exchange rate exposure.

 

Foreign currency denominated financial assets and liabilities which expose the
Group to currency risk are disclosed below. The amounts shown are those
reported to key management translated into GBP at the closing rate:

 

                          AUD          USD          EUR          INR          DKK          BND
                          £'000        £'000        £'000        £'000        £'000        £'000
 30 September 2023
 Financial assets         81           3,062        5,580        923          2,782        187
 Financial liabilities    -            (103)        (18)         (1,109)      -            -
 Total exposure           81           2,959         5,562       (186)        2,782        187

                          AUD          USD          EUR          INR          DKK          BND
 30 September 2022
 Financial assets         339          1,341        3,553        1,110        1,855        227
 Financial liabilities    -            (155)        (3)          (981)        -            -
 Total exposure           339          1,186         3,550       129          1,855        227

 

The following table illustrates the sensitivity of profit and equity in regard
to the Group's financial assets and financial liabilities and the US Dollar,
Australian Dollar, Euro, Indian Rupee, Danish Krone and Brunei Dollar to GBP
exchange rate 'all other things being equal'. It assumes a +/- 10% change to
each of the foreign currency to GBP exchange rates. The sensitivity analysis
is based on the Group's foreign currency financial instruments held at each
reporting date.

 

If GBP had strengthened against the foreign currencies by 10% then this would
have had the following impact:

 30 September 2023    AUD          USD          EUR          INR          DKK          BND
                      £'000        £'000        £'000        £'000        £'000        £'000

 Loss for the year    (7)          (269)        (506)        17           (253)        (17)

 Equity total         (7)          (269)        (506)        17           (253)        (17)

 30 September 2022    AUD          USD          EUR          INR          DKK          BND

 Loss for the year    (31)         (108)        (323)        (12)         (169)        (21)

 Equity total         (31)         (108)        (323)        (12)         (169)        (21)

 

If the GBP had weakened against the foreign currencies by 10% then this would
have had the following impact:

 30 September 2023    AUD          USD          EUR          INR          DKK          BND
                      £'000        £'000        £'000        £'000        £'000        £'000

 Gain for the year    9            329          618          (21)         309          21

 Equity total         9            329          618          (21)         309          21

 30 September 2022    AUD          USD          EUR          INR          DKK          BND

 Gain for the year    38           132          394          14           206          25

 Equity total         38           132          394          14           206          25

 

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

 

Market Risk - cash flow interest rate risk

 

The Group's policy is to minimise interest rate cash flow risk exposures on
long-term financing. Longer-term borrowings are therefore usually at fixed
rates. Other borrowings are at fixed interest rates. The exposure to interest
rates for the Group's cash at bank and short-term deposits is considered
immaterial.

 

Liquidity risk

 

Cerillion actively maintains cash that is designed to ensure Cerillion has
sufficient available funds for operations and planned expansions. The table
below analyses Cerillion's financial liabilities into relevant maturity
groupings based on the remaining period at the balance sheet date to the
contractual maturity date. The amounts disclosed in the table are the
contractual undiscounted cash flows.

 

                                     Less than 1 year          Between 1 and 2 years         Between 2 and 5 years         Over 5 years
                                     £'000                     £'000                         £'000                         £'000

 30 September 2023
 Lease liabilities                   936                       763                           1,645                         -
 Trade and other payables            6,287                     746                           -                             -

 30 September 2022
 Lease liabilities                   977                       958                           2,224                         183
 Trade and other payables            5,971                     567                           -                             -

 

Capital risk management

 

The Group manages its capital to ensure it will be able to continue as a going
concern while maximising the return to shareholders through optimising the
debt and equity balance. In the short-term this means generating sufficient
cash to maintain the dividend policy and investment in research and
development.

 

The Group monitors cash balances and prepares regular forecasts, which are
reviewed by the Board. Since the year end the Directors have proposed the
payment of a dividend. In order to maintain or adjust the capital structure,
the Group may, in the future, adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets
to reduce debt.

 

The Parent Company has the same approach to capital risk management, with the
additional focus of monitoring dividends up from Group companies to ensure
that sufficient reserves are in place to maintain the dividend policy.

 

The capital structure consists of the Group's equity attributable to equity
holders of the parent, comprising issued capital, reserves and retained
earnings. As of the year ended 30 September 2023 the Group's total managed
capital amounted to £36,885,000 (2022: £26,732,000); Company's capital as of
30 September 2023 was £16,209,000 (2022: £15,893,000).

 

 

17      Share capital

                                                                 2023        2022
                                                                 £'000       £'000
 Issued, allotted, called up and fully paid:
 29,513,486 (2021: 29,513,486) Ordinary Shares of 0.5 pence      147         147

 

The Ordinary Shares have been classified as Equity. The Ordinary Shares have
attached to them full voting and capital distribution rights. The Company does
not have an authorised share capital.

 

At the year end there were 12 shares (2022: 12 shares remaining in Treasury
Stock) at an average cost of £2.10 per share (2022: £2.10).

 

18      Share-based payments

The Group introduced a Save as You Earn ("SAYE") share option scheme and a
Long-Term Incentive Plan ("LTIP") in 2017. The Group is required to reflect
the effects of share-based payment transactions in its statement of
comprehensive income and statement of financial position. For the purposes of
calculating the fair value of share options granted, the Black Scholes Pricing
Model has been used by the Group in respect of the SAYE schemes, the LTIP has
been fair valued using a Monte-Carlo Simulation Model. Fair values have been
calculated on the date of grant.

 

A new Save as You Earn ("SAYE") share option scheme and a new Long-Term
Incentive Plan ("LTIP") were introduced in 2021 and additional options were
granted during the year ended 30 September 2023 under the SAYE scheme. A
charge of £209,000 (2022: £60,000) has been reflected in the consolidated
statement of comprehensive income, with the corresponding entry recognised
within the share option reserve.

 

The fair value of options granted in the current and prior year and the
assumptions used in the calculation are shown below:

 

 Year of grant                      2023         2022
 Scheme                             SAYE         LTIP

 Exercise price (£)                 9.28         0.005
 Number of options granted             27,766    15,000
 Vesting period (years)             3 years      3 to 4 years
 Option life (years)                3.5 years    3 to 4 years
 Risk free rate                     3.19%        1.75%
 Volatility                         39%          109%
 Dividend yield                     3.00%        1% to 2%
 Fair value (£)                     3.88         9.45

 

The share option schemes are issued by the Parent Company, therefore the
disclosures within this note cover the Group and Parent Company, the
share-based payment expense is recharged to Cerillion Technologies Limited as
this is where the option holders are employed.

 

During the year options were granted as summarised in the table below:

                               2023        2023         2022        2022

                                           Weighted                 Weighted

                                            average                  average

                               Number of    exercise    Number of    exercise

                                Options     price        Options     price
                                           £                        £

 Outstanding at start of year  154,008     2.46         278,912     2.03
 Granted                       27,766      9.28         15,000      0.005
 Lapsed                        (1,824)     (5.92)       (28,090)    (2.29)
 Exercised                     -           -            (111,814)   (1.092)
 Outstanding at 30 September   179,950     3.48         154,008     2.46

 Exercisable at 30 September   -           -            -           -

 

For the options outstanding at 30 September 2023, the weighted average fair
values and the weighted average remaining contractual lives (being the time
period from 30 September 2023 until the lapse date of each share option) are
set out below:

            Weighted average fair value of options outstanding  Weighted average remaining contractual life
            £                                                   Years

 LTIP 2021  4.39                                                3.49
 SAYE 2021  2.03                                                1.34
 LTIP 2022  9.45                                                4.41
 SAYE 2023  3.88                                                2.84

 

19      Retirement benefits

The Group operates a personal contribution pension scheme for the benefit of
the employees. The pension cost charge for the year represents contributions
payable by the Group to the fund and amounted to £348,000 (2022: £330,000).
At the year end the contributions payable to the scheme were £51,000 (2022:
£46,000). In addition to this there are retirement benefits relating to the
India subsidiary which are disclosed in note 14.

 

20      Annual General Meeting

The Annual General Meeting is to be held on 1 February 2024.  Notice of the
AGM will be despatched to shareholders with Cerillion's report and accounts.

21      Preliminary Announcement

The financial information set out in the announcement does not constitute the
Company's full statutory accounts for the years ended 30 September 2023 or
2022, which have been delivered to the Registrar of Companies. The auditors
reported on those accounts; their report was unqualified; it did not draw
attention to any matters by way of emphasis without qualifying their report
and it did not contain a statement under s498(2) or (3) Companies Act 2006.
The audit of the statutory accounts for the year ended 30 September 2023 has
been completed and the accounts will be delivered to the Registrar of
Companies before the Company's Annual General Meeting and will be available on
the Company's website at www.cerillion.com.  This announcement is derived
from the statutory accounts for that year.

 

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